AERIS ENVIRONMENTAL LTD
ACN 093 977 336
2021 2
AERIS ENVIRONMENTAL 2
6
10
30
32
34
36
38
40
84
86
94
98
04 Auditor’s Independence Declaration
Consolidated Statement of Profit or Loss
and Other Comprehensive Income
06 Consolidated Statement of Financial Position
07 Consolidated Statement of Changes in Equity
08 Consolidated Statement of Cash Flows
09 Notes to the Consolidated Financial Statements
02
05
Review of Operations
03 Directors’ Report
S 01 Chairman and CEO Report
T
N
E
T
N
O
C
10 Directors’ Declaration
Corporate Directory
13
12
11
Independent Auditor’s Report
Australian Securities Exchange (ASX) Additional Information
ANNUAL REPORT 2021 1
0
Chairman and
CEO Report
2
AERIS ENVIRONMENTAL Chairman and CEO Report
It is our pleasure to present you with the Company’s
Annual Report for the year ended 30 June 2021.
As outlined at Aeris’ 2020 Annual General Meeting, the
global COVID-19 pandemic has created new challenges
and opportunities for the Company, its customers
and distributors, and society in general. As the world
transitions from the impact of COVID-19 to managing
ways of living with the pandemic, Aeris has undertaken a
fundamental review of its businesses, priorities and future
strategic focus.
During the past year businesses have faced a number of
significant issues in terms of supply chains, customer
demands, pricing and the uncertainties of repeated
lockdowns in key markets. The Company had re-allocated
resources in the 2020-21 financial year to provide essential
product requirements in the Australian hospital sector
and experienced a dislocation in terms of its activities in
China. The net result was an impact on revenue and a
negative trading result in terms of profitability.
Notwithstanding the abovementioned headwinds, Aeris
continued to invest in new and potentially-disruptive
products, expanded its senior leadership team and is
now re-entering the important Chinese market, with the
Company’s own wholly-owned foreign entity (WOFE)
currently being established. In parallel, Aeris has
significantly reorganised its commercial activities, with
new distribution channels and partners, and a scalable
pricing structure, and is redefining its international
activities and partnerships to build annuity revenue.
Supporting these initiatives are a number of new products
and technologies, including the Company’s important
Aeris Defence range, which Aeris believes will set the new
gold standard in hard surface disinfection and protection,
addressing a global market with differentiated COVID-19
claims and efficacy.
Building on this momentum is the Company’s launch of its
Aeris bioactive filter treatment, which has been recently
validated on the bus fleet of The Milwaukee Transport
Transit Services in the USA. This proprietary technology
provides a marked improvement in the minimum
efficiency reporting value (MERV) filter rating, together
with an approved COVID-19 claim to restrict the growth of
COVID-19 in the filter medium. Approval has been gained
by both the Environment Protection Authority (EPA) and
Therapeutic Goods Administration (TGA) for this patented
technology platform, providing a cost-effective application
for both indoor air quality and COVID-19 inhibition in
a world where the Delta variant has created universal
attention on improving indoor air quality and safety.
The Company now has an integrated portfolio of products
addressing heating, ventilation and air-conditioning
(HVAC) efficiency and safety, together with environmental
hygiene and corrosion protection in the built environment.
Over recent years, considerable investments have been
made in both Aeris’ anti-microbial polymers, and the new
antiseptic and disinfectant paper technologies. Both
these platforms have broad commercialisation potential
and represent material revenue opportunities in the 2022
calendar year.
Environmental, social and governance (ESG) are
increasingly important drivers for the Company, its
customers and its shareholders. Aeris is well positioned to
support the needs of all of its stakeholders, both in terms
of the Company’s “green technology”, and its focus on
energy efficiency and carbon neutrality in Aeris’ product
offerings, that are able to be delivered in an integrated
fashion to the built environment. The Company’s priorities
during the height of the pandemic were to support
frontline workers, and to help hospitals to operate safely
by supplying antiseptics and disinfectants, demonstrating
Aeris’ commitment to “walk the talk” in terms of its ESG
policy.
From a product portfolio point of view, the Company’s
water-based corrosion treatments replace solvent-based
legacy products and also result in longer asset life,
thereby meeting best practice standards in extending
the replacement cycle by up to 50%. Each of Aeris’
disinfectant technologies, such as Aeris Active, Aeris
Defence and bioactive filter treatments, are based on the
Company’s fully biodegradable polymer, which not only
improves residual performance, but is environmentally
friendly for its healthcare, commercial, industrial and
consumer applications.
3
ANNUAL REPORT 2021 Chairman and CEO Report
The Board takes this opportunity to thank all the Aeris
team members, in Australia and internationally, for
working diligently over the past year, which was one of
unparalleled disruption and challenges. The safety of the
Company’s workforce continues to be paramount, with not
a single COVID-19 case experienced by Aeris’ employees
across all of its activities internationally. Arising out of
the recent Company-wide strategic review, the Board has
seen the Aeris team respond enthusiastically to new areas
of opportunity and responsibilities, and to changes in the
Company’s business model and priorities. These shared
objectives and vision support Aeris’ clear focus on annuity
revenue growth, and driving shareholder value into the
next financial year and beyond.
The Company takes this opportunity to express its
appreciation for the efforts of Aeris’ newest Directors,
Drs Abbie Widin and Jenny Harry, who are up for election
at the Company’s upcoming Annual General Meeting as
Independent Non-Executive Directors. Dr Widin has over
20 years’ experience in the global consumer goods and
consulting markets. She has held various marketing,
commercial and management roles in both private and
public companies. Dr Harry has 20 years’ experience
in the executive management of companies in the
biotechnology, diagnostic and biopharmaceutical sectors,
and is an accomplished non-executive director of listed
and unlisted companies.
Aeris enjoys a solid balance sheet, is net debt free, and is
now investing in its key international markets, including
a re-launch in China. The Company is concentrating its
efforts on forming long-term partnerships with companies
that have meaningful existing demand for the product
categories in the Company’s existing portfolio. Aeris
is working on a number of product innovations based
on customer demand and the Company’s regulatory
approvals continue to grow in key international markets.
Aeris believes that the Company’s positioning as a trusted
partner in HVAC efficiency and safety, together with its full
portfolio of environmental hygiene technologies, enables
Aeris to effectively support the needs of its distributers
and customers in returning to work, and successfully
coping in the new reality of a world where COVID-19 is
endemic.
Maurie Stang
Non-Executive Chairman
Peter Bush
Chief Executive Officer
4
AERIS ENVIRONMENTAL A N N U A L R E P O R T 2 0 2 1
5
2
0
Review of
Operations
6
A E R I S E N V I R O N M E N TA L
Review of Operations
Since the commencement of the global COVID-19
pandemic, the Company has focused many of its
activities on supporting customers, distributors and, most
particularly, health authorities in Australia with their most
urgent needs. The pandemic created significant supply
chain challenges for Aeris and unprecedented demand for
trusted disinfection technologies during 2020 has been
followed by significant oversupply in 2021.
The Company is currently completing a comprehensive
strategic review of its activities, priorities and business
model going forward. The review is focused on the
commercialisation and sales of Aeris’ core differentiated
product platforms, and new product developments ready
for market entry. In line with its recovery agenda and to
underpin this, the Company has recently made several
senior appointments in sales, marketing and channel
management, together with engaging consulting services
to direct the Company’s concentration on sales growth.
Specifically, Aeris is now focusing on Australia, China
and a number of international markets, and verticals. In
parallel it is putting in place new trading terms with the
Company’s sales and distribution partners with what Aeris
believes is a significantly improved business model for the
Company and its partners.
Aeris has experienced a number of commercial issues
arising from the priorities of the last financial (pandemic)
year. It is now actively dealing with the legacy of operating
in an unprecedented environment and recognising these
impacts in an effort to refocus on its growth objectives.
The Company is now investing additional resources and
focusing on its distribution channels and partners by
providing more support and commercial benefits to its
partners against new growth objectives. This is aligned
with a value proposition of making the built environment
safer, more energy efficient and delivering on a broader
spectrum of customers’ needs.
Finance
Annual revenue for the 2020-21 financial year was
$7,130,684 (2020 - $14,632,962). The Company made a
loss before income tax of $5,985,414 compared to a profit
of $1,413,370 in the prior year. The loss results from the
problems associated with servicing markets during the
pandemic, and a significant deterioration in Aeris’ gross
margin (40% in the June 2020-21 year compared to 55%
for the 2019-20 financial year), reflecting in large part the
impact of the lower margin NSW Health business. The
impact of further lockdowns and the Delta virus wave
globally in the 2022 financial year, has had a significant
effect on sales of a number of the Company’s products
and related market access. In accordance with this, the
Company has now taken additional inventory provisions,
notwithstanding its intention to actively market these
products to address excess inventory. It is anticipated
that with greater production efficiency, improved
manufacturing and supply chain, lower raw material cost
objectives and improved mix of product sales, higher
margins will progressively be achieved.
The Company’s cash receipts from customers for the
year were $11,367,172 compared to the previous year of
$14,600,592. As 30 June 2021 Aeris has net assets of
$13,471,369, compared to $19,308,328 on 30 June 2020.
Cash at 30 June 2021 was $11,485,616 compared to
12,949,339 at 30 June 2020. The net cash used in operating
activities decreased by $771,000. Balance sheet movements
included a decrease in trade debtors of $4,050,872.
North America
Aeris is focused on improving adoption and distribution
of its heating, ventilation, and air-conditioning (HVAC)
and environmental hygiene range in North America,
together with the sale of its two products – AerisGuard
Bioactive Filter Treatment and AerisGuard Bioactive
Surface Treatment. Existing EPA approvals for their use
in HVAC and refrigeration is to be incorporated into ‘safe
re-opening’ plans for protecting HVAC filters and surfaces
against the colonisation of bacteria, fungi and viruses,
including COVID-19.
After the positive evaluation of Aeris Bioactive Filter
Treatment on the bus fleet of The Milwaukee Transport
Transit Services, Inc, the Company is now working with
several municipal transport operators to target the use
of product in its air filtration assets. Additionally, Aeris
is focused on business development in sectors that
are currently ‘re-opening’, including retail and fast-food
customers.
A N N U A L R E P O R T 2 0 2 1
7
Review of Operations
The Company has now received independent laboratory
results for AerisGuard Bioactive Surface Treatment
to cover additional organisms. This product will be
positioned as a general-purpose surface disinfectant,
with Aeris’ regulatory consultants working to have the
additional claims registered with the U.S. EPA (potentially
allowing “COVID-19” kill claims, as well as being added to
the EPA’s List N for general purpose disinfectants).
China
Aeris is moving forward with new initiatives and
distribution arrangements together with a number of
new relationships in the important Chinese market.
This includes assessing options for the production of
certain products in China, with the aim of expanding the
market opportunity, whilst enjoying potential savings in
procurement of key raw materials in a more integrated
manufacturing and supply chain. The Company is
finalising the establishment of its wholly-owned foreign
entity (WOFE). Aeris’ WOFE in China will place Aeris
in a strong position to develop strategic relationships,
and joint ventures, in accordance with local ownership
requirements, potentially opening both State and Federal
business opportunities in China to the Company and its
partners.
Middle East, India and Europe
Aeris continues to investigate a range of potential
customers and distributors in Europe and the United
Kingdom, and distribution partners in the Middle East and
India. The efforts in re-opening various sections of the
European and the Middle East economies now provide
increasing interest in the spectrum of Aeris’ offerings,
making new distribution arrangements a priority.
Mould Remediation
Aeris has repositioned its mould remediation product
range to build on its initial success with key projects
in Australia. With clear branding, technical support
and an enhanced distributor support programme, the
Company’s products are not only highly effective, but
provide long-term protection against surfaces becoming
re-contaminated with mould, which has been a major
challenge for Aeris’ customers and insurers. The
Company has rationalised the activities of its project
team with a greater focus on product sales and technical
support for its international channel partners.
Corrosion Protection
The Company has a number of water-based, long-lasting
anti-corrosion products. Aeris Corrosion Protection
Services is evaluating focused on several original
equipment manufacturers (OEMs) and downstream
customer opportunities both in Australia and the
USA, the Middle East and Asia. This business is now
progressively re-opening as economic activity expands,
particularly in the southern hemisphere. To-date, Aeris’
expansion plans for the OEM corrosion business has
been significantly impacted by the Company’s inability to
travel and to conduct plant trials. Aeris has the potential
to apply its novel coatings to multiple industrial and HVAC
applications providing a growth opportunity as business
activity and production levels increase over time.
Environmental Hygiene
In terms of ongoing COVID-19 compliance, both Aeris
Defence and Aeris Active are dual active, offering rapid
COVID-19 kill and extended residual protection across
the full spectrum of surfaces, from high risk to social
environments. The product’s competitive position is
enhanced by the ‘one step, single application’ even in dirty
conditions providing the highest levels of compliance and
‘gold standard’ performance. Aeris has now expanded
its senior sales and marketing resources to support the
Company’s commercial growth, with additional effort now
being applied to the international launch of Aeris Defence.
This product is available in a variety of presentations,
including the ready-to-use and wipe format, and has been
positioned with competitive pricing, ease-of-use and
Australian Register of Therapeutic Goods listed surface
disinfection claims, including COVID-19. Business
development activities with several distributors and end
customers has provided early feedback that Aeris Defence
has a wide range of applications and attractive in-use
features.
8
A E R I S E N V I R O N M E N TA L
Environmental, Social and Governance (ESG)
Aeris continues to focus on the environmental impact
of its products and services. Key to the Company’s
strategy is to provide our customers with both improved
environmental outcomes and energy efficiency via
our products and services. There is increasingly a
strengthening commitment towards carbon neutrality and
Aeris will be outlining in more detail in its Annual Report
the initiatives it will be undertaking, both in its own right
and in support of its customers’ ESG objectives.
The Company recognises a need to rebuild momentum
from the challenges it experienced during the 2021
financial year, which have significantly impacted both its
sales and operations. The full spectrum of the Company’s
activities is being evaluated as part of the current and
comprehensive strategic review. Many changes and
improvements are now being implemented, further
supported by the significant investments that Aeris has
in train across products, regulatory approvals and an
expanded team and capability.
Outlook
The last year saw significant variability in market
conditions, lockdowns and re-openings as a result of
COVID-19 and its variants, which resulted in a significant
deterioration in Aeris’ business. The Company’s
strategic review is aimed at critically reviewing the Aeris’
deployment of its resources and developing new plans
to support its customers and distributors in meeting
their needs and requirements for growth. As the world
emerges from the greatest impact of the pandemic, the
Company has a strong balance sheet and is net debt
free. Supporting the Company’s initiatives are a range of
new products, registrations and customer driven product
presentations. Aeris’ expanded investment in China is
targeting not only domestic opportunities in that market,
but also the potential to export novel technologies,
such as its new biocidal polymers, in collaboration with
prospective partners who already access meaningful
global markets.
A N N U A L R E P O R T 2 0 2 1
9
3
0
Directors’
Report
10
Directors’ Report
The Directors of Aeris Environmental Ltd submit herewith
the Annual Financial Report for the financial year ended 30
June 2021. In order to comply with the provisions of the
Corporations Act 2001, the Directors Report is as follows:
Directors
The names and details of the Directors and Company
Secretary of the Company during or since the end of the
financial year are:
Maurie Stang
Non-Executive Chairman
Steven Kritzler
Non-Executive Director
Mr Maurie Stang has more than three decades of
experience building and managing companies in the
healthcare and biotechnology industry in Australia
and internationally. His strong business development
and marketing skills have resulted in the successful
commercialisation of intellectual property across global
markets.
Director since: 2002 – appointed Chairman in 2002
Directorship of other listed companies held
in the last three years:
Non-Executive Chairman of Nanosonics Limited
(ASX:NAN) since November 2000.
Non-Executive Deputy Chairman of Vectus Biosystems
Limited (ASX:VBS) since December 2005.
Mr Kritzler (M.Sc from the UNSW in the field of Polymer
Chemistry) holds a number of international patents. He is
the Technical Director of Novapharm Research. Mr Kritzler
has over 40 years of experience in commercial R&D in the
areas of pharmaceutical, medical, cosmetic and specialty
industrial products. Under his technical direction,
Novapharm Research has become a world-leader in
infection control science.
Director since: 2002.
Directorship of other listed companies held
in the last three years: None
11
ANNUAL REPORT 2021
Directors’ Report
Michael Ford
Non-Executive Director
Abbie Widin
Non-Executive Director
Mr Ford (B.Com, MBA, FCA, FCPA, GAICD) has over 30
years of experience in Finance and Strategy roles in a
wide range of industries including manufacturing, property
and financial services. He is the Chief Financial Officer of
News Corp Australia and a Director of Foxtel. Mr Ford is
a former Group CFO of QBE Insurance and Deputy CFO of
Commonwealth Bank of Australia. He is an experienced
Company Director and has completed the Advanced
Management program at Harvard Business School.
Director since: 23 April 2020.
Dr Widin (PhD (Physiology) and B. Med. Science (Hons),
both from the University of Sydney, and a Diploma of
Business Administration from AGSM) was appointed
as a Director in March 2021. She has over 20 years’
experience in the highly-competitive consumer goods and
consulting markets. Dr Widin has held various marketing,
commercial and management roles in both private and
public companies, such as Procter & Gamble (Australia
and Europe), SC Johnson, Reckitt Benckiser and Kellogg.
She has strengths in marketing strategy, innovation
pipelines and leading cross-functional teams.
Directorship of other listed companies held
in the last three years: None
Director since: 2 March 2021.
Directorship of other listed companies held
in the last three years: None
Jenny Harry
Non-Executive Director
Bernard Stang
Non-Executive Director
Dr Harry (PhD GAICD) was appointed as a Director in April
2021. She is a graduate of the Harvard Business School
General Manager Program and the Australian Institute of
Company Directors. Dr Harry has 20 years’ experience in
executive management of companies in the biotechnology,
diagnostic and biopharmaceutical sectors. She is an
accomplished CEO with experience in growing companies
from start-up to commercialisation, and has demonstrated
expertise in building high-performing teams, establishing
global partnerships, capital raising, investor relations, together
with corporate governance and compliance. Dr Harry is an
experienced Non-Executive Director on the Boards of listed
and unlisted companies. She is currently a Non-Executive
Director of Neuren Pharmaceuticals Limited (ASX:NEU) and
Ondek Pty Ltd, and a member of the Board’s IP sub-Committee
of the Children’s Medical Research Institute.
Director since: 21 April 2021.
Mr B Stang (B.Arch) is a Co-Founder and Director of the
Regional Health Care Group of companies. He serves as
the Chief Executive Officer of Stangcorp Pty Ltd, Stoneville
Ltd and Brunswick Property Pty Ltd, which are key property
entities in the Stang Group. Mr B Stang manages a broad
portfolio of investments in the private and listed sectors,
and has enjoyed over 40 years of operational leadership
in successful healthcare businesses. He serves as a
Director of Novapharm Research. Mr B Stang is a Director
of Weizmann Australia, which represents the Weizmann
Institute of Science in Australia, and the Institute has
recently established the Garvan-Weizmann Centre of
Cellular Genomics in Sydney, in joint venture with the
Garvan Institute. He served as a Non-Executive Director of
Nanosonics Limited (ASX:NAN) until 2007.
Director since: 2002. Did not seek re-election at 2020
AGM.
Directorship of other listed companies held
in the last three years: Non-Executive Director of Neuren
Pharmaceuticals Limited (ASX:NEU) since 2018.
Directorship of other listed companies held
in the last three years: None
12
A E R I S E N V I R O N M E N TA L
Other Key Management Personnel
Peter Bush
Chief Executive Officer
Robert Waring
Company Secretary
Mr Bush (B.Com, CA) was formerly the Chief Financial
Officer of the Regional Health Care Group of companies
(one of the region’s leading diversified healthcare product
suppliers, with successful businesses across a range
of medical, pharmaceutical, consumer healthcare, and
research and development sectors) and of GryphonCapital
(an independent merchant bank that facilitates the
financing and development of emerging healthcare-related
entities). He began his career working for five years at
BDO, a global accounting and consulting firm, and has
since spent a number of years working in industry. Mr
Bush holds a number of private directorships and board
positions.
Appointed: 2013
Directorship of other listed companies held
in the last three years: Non-Executive Director of Vectus
Biosystems Limited (ASX:VBS) since July 2015.
Mr Robert J Waring (B.Ec, CA, FCIS, FFin, FAICD) was
appointed to the position of Company Secretary of the
Company in 2002. He has over 40 years of experience
in financial and corporate roles, including over 25 years
in company secretarial roles for ASX-listed companies
and over 19 years as a Director of ASX-listed companies.
Mr Waring has over 30 years of experience in industry
and, prior to that, spent nine years with an international
firm of chartered accountants. He is a director of Oakhill
Hamilton Pty Ltd, which provides company secretarial
and corporate advisory services to a range of listed
and unlisted companies. Mr Waring is also presently
the Company Secretary of ASX-listed companies
Vectus Biosystems Limited (ASX:VBS) and Xref Limited
(ASX:XF1), and is a Non-Executive Director and the
Company Secretary of ASX-listed R3D Resources Limited
(ASX:R3D).
Share Registry
Computershare Investor Services Pty Ltd
Yarra Falls, 452 Johnston Street
Abbotsford VIC 3067
GPO Box 2975, Melbourne VIC 3001
Telephone: +61 3 9415 4000
Web: www.computershare.com
A N N U A L R E P O R T 2 0 2 1
13
Directors’ Report
Directors’ Meetings
The following table sets out the number of Directors’ meetings and Committee meetings held during the financial year
and the number of meetings attended by each Director (while they were a Director).
Number of meetings held
Directors and their Attendance
Maurie Stang *
Steven Kritzler **
Michael Ford ***
Abbie Widin ****
Jenny Harry *****
Bernard Stang ******
Board of
Directors
Audit and Risk
Committee
Corporate
Governance
Committee
Remuneration
and Nomination
Committee
9
9
9
9
3
2
5
3
3
N/A
3
N/A
N/A
1
1
1
N/A
N/A
N/A
N/A
1
2
2
N/A
2
N/A
N/A
N/A
* Chairman of the Board, the Remuneration and Nomination Committee,
**** Appointed as a Director on 2 March 2021 and elected Chair of the
and the Corporate Governance Committee.
Related Parties Committee on 12 August 2021.
** Ceased to be a member of the Remuneration and Nomination
***** Appointed as a Director on 21 April 2021, and became the third
Committee on 1 October 2020.
member of both the Audit and Risk Committee, and the Remuneration
*** Appointed as the Chairman of the Audit and Risk Committee on 25 Feb
and Nomination Committee, on 29 July 2021.
2021, became a member of both the Corporate Governance Committee,
****** Ceased to be a Director on 26 November 2020.
and the Remuneration and Nomination Committee on 1 October 2020.
The Board has formed a Disclosure Committee and a Related Parties Committee, to meet as and when required, neither
of which met during the 2020-21 financial year. The Related Parties Committee met on 12 August 2021. In addition to the
above meetings the Board and senior executives conduct formal management meetings.
Committee Membership
As at the date of this Report, the Company had an Audit and Risk Committee, a Corporate Governance Committee, a
Remuneration and Nomination Committee, Related Parties Committee and a Disclosure Committee of the Board of
Directors. Members acting on the Committees of the Board during the financial year are:
Audit and Risk
Committee
Corporate Governance
Committee
Related Parties
Committee
Remuneration and
Nomination Committee
Michael Ford (Chair)
Maurie Stang
Jenny Harry
Maurie Stang (Chair)
Michael Ford
Abbie Widin (Chair)
Jenny Harry
Michael Ford
Maurie Stang (Chair)
Michael Ford
Jenny Harry
The Disclosure Committee has not met since it was formed. It is composed of not less than three members, one of
whom will be a Non-Executive Director, and will normally also include the Chairman. The Chair of the Committee will be
elected by the members at each meeting.
14
AERIS ENVIRONMENTAL Principal Activities
The principal activities of the consolidated entity during the course of the financial year were:
•
research, development, commercialisation of proprietary technologies and global distribution of HVAC/R Hygiene,
anti-corrosion and disinfectant products;
•
provision of HVAC/R Hygiene and Remediation Technology, Indoor Air Quality and Corrosion Protection services.
There is no significant change in the nature of activities performed by the Company during the financial year.
Review of Operations
The results of the operations of the consolidated entity during the financial year were as follows:
Income
Expenses
Profit (Loss) after income tax
2021
$
7,336,311
(13,203,489)
(5,867,178)
2020
$
14,669,658
(12,686,717)
1,982,941
The Company’s Review of Operations commences on page 6 of this report.
Dividends
Likely developments and expected results
The Directors do not recommend the payment of a
dividend in respect of the year ended 30 June 2021 (2020:
Nil). No dividends have been paid or declared since the
start of the financial year.
Significant changes in state of affairs
Disclosure of information other than that disclosed
elsewhere in this Report regarding likely developments in
the operations of the consolidated entity in future financial
years and the expected results of those operations is likely
to result in unreasonable prejudice to the consolidated
entity. Accordingly, this information has not been
disclosed in this Report.
There have been no significant changes in the state of
affairs of the Group.
Environmental regulations
The economic entity is not subject to any significant
environmental Commonwealth or State regulation in
respect of its operating activities.
Significant events after the balance date
In the opinion of the Directors, no matters or
circumstances have arisen since the end of the financial
year that have significantly affected, or may significantly
affect, the operations of the consolidated entity, the
results of those operations or the state of affairs of the
consolidated entity in future financial years.
15
ANNUAL REPORT 2021
Directors’ Report
Indemnification of Officers and Auditors
Indemnification
The Company has a Deed of Access and Indemnity with each of its Directors, by which the Company indemnifies each
Director in relation to any liability incurred as a result of being a Director of the Company except where there is lack of
good faith.
During or since the financial year, the Company has not indemnified or agreed to indemnify the Auditor of the Company or
any related entity against a liability incurred by the Auditor.
Insurance premiums
During the financial year, the Company paid a premium in respect of a contract to insure its Directors and executives
against a liability to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of
the nature of liability and the amount of the premium.
During the financial year, the Company has not paid a premium in respect of a contract to insure the Auditor of the
Company.
Proceedings on behalf of the Company
No person has applied for leave of Court to bring proceedings on behalf of the Company or to intervene in any
proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or
part of those proceedings.
The Company was not a party to any such proceedings during the financial year.
Directors’ interests
Equity holdings
Maurie Stang
Bernard Stang (Director until 26 November 2020)
Steven Kritzler
Michael Ford
Abbie Widin (Joined 2 March 2021)
Jenny Harry (Joined 21 April 2021)
Ordinary shares
Rights over ordinary shares
23,698,288
18,786,639
11,252,785
75,000
-
-
-
-
-
-
-
-
16
AERIS ENVIRONMENTAL Options or rights granted to Directors and Officers of the Company
During or since the end of the 2021 financial year, the Company has not granted any options or rights for no
consideration over unissued ordinary shares in Aeris Environmental Ltd to the Directors and Officers (2020: NIL)
Particulars of options or rights granted over unissued shares
Number of options or rights on issue over unissued ordinary shares
Shares issued in the period as the result of the exercise of options or rights
Options or rights expired or forfieted during the period
Options or rights granted during the period
Full details of options or rights on issue are shown in Note 17 and 24.
2021
1,406,600
1,182,358
218,333
-
2020
2,807,291
836,411
305,335
150,000
Non-audit services
During the financial year UHY Haines Norton, the
Company’s Auditor, performed certain other services in
addition to their statutory duties.
The Board has considered the non-audit services provided
during the financial year by the Auditor and, in accordance
with written advice provided by resolution of the Audit
Committee, is satisfied that the provision of those non-
audit services during the financial year by the Auditor is
compatible with, and did not compromise, the auditor
independence requirements of the Corporations Act 2001
for the following reasons:
•
•
All non-audit services were subject to the corporate
governance procedures adopted by the Company, and
have been reviewed by the Audit Committee to ensure
they do not impact the integrity and objectivity of the
Auditor.
None of the services undermine the general principles
relating to auditor independence as set out in APES
110 Code of Ethics for Professional Accountants
issued by the Accounting Professional and Ethical
Standards Board, including reviewing or auditing
the auditor’s own work, acting in a management or
decision-making capacity for the company, acting as
advocate for the company or jointly sharing economic
risks and rewards.
Officers of the Company who are former audit
partners of UHY Haines Norton
There are no Officers of the Company who are former
audit partners of UHY Haines Norton.
Auditors
UHY Haines Norton continues in office in accordance with
section 327 of the Corporations Act 2001.
Auditor’s Independence Declaration
The Auditor’s Declaration of Independence for the year
ended 30 June 2021 is attached to this Directors’ Report
on page 30.
Corporate Governance
Aeris Environmental Ltd’s Corporate Governance
Statement and ASX Appendix 4G are released to ASX
on the same day the Annual Report is released. The
Company’s Corporate Governance Statement, and its
Corporate Governance Compliance Manual, can be all
found on the Company’s website at: www.aeris.com.au/
investor-centre
17
ANNUAL REPORT 2021 Directors’ Report
REMUNERATION REPORT (AUDITED)
Key Management Personnel (KMP)
The KMP of the Company comprise the Directors, Chief Executive Officer and Company Secretary only, as follows:
Non-Executive Directors
Executive
Maurie Stang
Bernard Stang (Director until 26 November 2020)
Steven Kritzler
Michael Ford
Abbie Widin (Joined 2 March 2021)
Jenny Harry (Joined 21 April 2021)
Peter Bush (Chief Executive Officer)
Company Secretary
Robert Waring
Remuneration policies
Details of Aeris’ remuneration policies and practices, together with details of Directors’ and Executives’ remuneration, are as follows:
a) Overview of remuneration structure
The objective of the Company’s executive reward framework is to ensure that reward for performance is competitive and
appropriate for the results delivered. Processes have been established to ensure that the levels of compensation and
remuneration are sufficient and reasonable, and explicitly linked to the achievement of personal and corporate objectives.
The short and long-term incentive plans are specifically aligned to shareholder interests.
Aeris’ Remuneration and Nomination Committee advises the Board on remuneration policies and practices generally,
and makes specific recommendations on remuneration packages and other terms of employment for staff, including
Directors, the Company Secretary and senior managers of the Company. The Committee has access to the advice
of independent remuneration consultants to ensure the remuneration and incentive schemes are consistent with its
philosophy as well as current market practices.
b) Non-Executive Directors
Total compensation for all Non-Executive Directors was approved at the Company’s 2014 Annual General Meeting (AGM) at
$300,000 per annum. It is proposed that a Resolution will be included in the 2021 Notice of AGM to increase the limit of Directors’
Fees by $150,000. The increase is to provide some headroom in the future for an increase in the rate of Directors’ fees and to
enable Aeris to appoint additional Directors as the Company grows. It is noted that Directors’ Fees are payable for the first time in
the 2020-21 financial year for two Directors who have not been compensated with Directors’ Fees since the 2002 IPO. Amounts
paid to Directors are set in conjunction with advice from external advisors in reference to fees paid to Non-Executive Directors of
comparable companies. The base fee for the Chairman is $90,000 per annum and, for other Non-Executive Directors $60,000
per annum. Directors’ Fees will cover all main Board activities and membership of Committees of the Board. This may be re-
assessed if Directors sit on more than one Committee. While it is recognised that various organisations recommend that
Non-Executive Directors do not receive performance-related compensation, in the case of Aeris Environmental Ltd, because it is
at a relatively early stage of commercialising its technologies, and wishes to minimise its cash outgoings, it has in the past, and
plans in the future to, partially remunerate its Non-Executive Directors with options, as detailed in the Remuneration Report. There
are no retirement benefits provided to Non-Executive Directors, apart from statutory superannuation.
18
AERIS ENVIRONMENTAL c) Executives
The objective of Aeris’ executive reward system is to ensure that remuneration for performance is competitive and
appropriate for the results delivered. Executive pay structures include a base salary and superannuation. In addition,
executives and senior managers can participate in the Employee Share Option Plan.
d) Short-term incentives (STI)
During the financial year ended 30 June 2021 no amounts were paid as STIs. The STI arrangement is reviewed annually
by the Board.
e) Long-term incentives (LTI)
The LTI provide an annual opportunity for selected executives to receive awards in cash and equity. The equity portion,
being performance rights, vest over three years and is intended to align a significant portion of an executive’s overall
remuneration to shareholder value over a longer term. Equity grants are subject to performance conditions (revenue
and / or earnings per share) and are tested against the performance hurdles set at the end of three financial years. If
performance hurdles are not met at the vesting date, the rights and options lapse. In addition, performance rights and
options will only vest if the executive KMP member remains in continuous employment with Aeris in their current or
equivalent position from the date of grant to the respective vesting date of each grant.
During the financial year ended 30 June 2021 no amounts were paid as LTIs.
f) Share-based compensation
In October 2014, the Board established an Employee Incentive Plan (EIP). The EIP was approved by shareholders at the
Annual General Meeting (AGM) held on 27 November 2014 and was re-approved by shareholders at the AGM held on 29
November 2018. The terms where options or shares issued under the EIP normally have the following conditions:
i) Vesting
33.3% vest on the first anniversary of grant of options or performance rights,
33.3% vest on the second anniversary of grant of options or performance rights, and
33.4% vest on the third anniversary of grant of options or performance rights.
ii) The contractual life of the options or performance rights issued ranges from three to five years.
iii) The exercise price determined in accordance with the Rules of the EIP is determined by the Board when the
performance of staff and contractors is evaluated following a recommendation of the Remuneration and
Nomination Committee, normally with external remuneration adviser assistance. The option exercise price
will normally be based on the volume weighted average price (VWAP) of the Company’s shares for the 20
trading days prior to the offer.
iv) Each option or performance right is convertible into one fully paid ordinary share.
v) All options or performance rights expire on the earlier of their expiry date or 90 days after voluntary
termination of the participant’s employment, with a Board discretion in special circumstances.
vi) There are no voting or dividend rights attached to options or performance rights. There are no voting rights
attached to the unissued ordinary shares. Voting rights will be attached to the ordinary shares, which will be
issued when the options have been exercised or when the performance rights have been converted into fully
paid ordinary shares.
vii) The options or performance rights issued are on an equity-settled basis. There are no cash settlement
alternatives.
19
ANNUAL REPORT 2021 Directors’ Report
Equity holdings transactions
The movement during the reporting period in the number of ordinary shares in Aeris Environmental Ltd held directly, indirectly or
beneficially by each specified Director and Executive, including their personally-related entities, are as follows:
Number held
30 June 2020
Acquired
during year
Sold
during
year
Issued on
exercise of
options
Number
held 30
June 2021
2021
Shares
Specified Directors
Maurie Stang
Bernard Stang (Director until 26 Nov 2020)
20,527,194
23,698,288
11,252,785
75,000
-
-
-
-
-
-
-
-
-
(1,740,555)
-
-
-
-
-
-
750,000
882,358
992,326
-
57,295,593
882,358
(1,740,555)
-
-
-
-
-
-
-
-
-
23,698,288
18,786,639
11,252,785
75,000
-
-
1,632,358
992,326
56,437,396
Number
held on
30 June
2021
-
-
-
-
-
-
-
-
-
-
-
-
(882,358)
441,179
-
50,000
(882,358)
491,179
Number held
on 30 June
2020
Granted
during year
Lapsed
during
year
Exercised
during year
-
-
-
-
-
-
1,323,537
50,000
1,373,537
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Steven Kritzler
Michael Ford
Abbie Widin (Joined 2 March 2021)
Jenny Harry (Joined 21 April 2021)
Specified Executives
Peter Bush
Robert Waring
2021
Options and rights
Specified Directors
Maurie Stang
Bernard Stang (Director until 26 Nov 2020)
Steven Kritzler
Michael Ford
Abbie Widin (Joined 2 March 2021)
Jenny Harry (Joined 21 April 2021)
Specified Executives
Peter Bush
Robert Waring
20
AERIS ENVIRONMENTAL Number held
on 30 June
2019
Acquired
during year
Sold
during
year
Issued on
exercise of
options
Number
held on
30 June
2020
2020
Shares
Specified Directors
Maurie Stang
Bernard Stang
Steven Kritzler
22,630,218
1,068,070
19,459,124
1,068,070
11,252,785
-
-
-
-
-
Michael Ford (Joined 23 April 2020)
-
75,000
Alex Sava (Director until 26 November 2019)
665,085
-
(146,348)
Specified Executives
Peter Bush
Robert Waring
750,000
992,326
-
-
-
-
55,749,538
2,211,140
(146,348)
-
-
-
-
-
-
-
-
23,698,288
20,527,194
11,252,785
75,000
518,737
750,000
992,326
57,814,330
Number held
on 30 June
2019
Granted
during year
Lapsed
during
year
Exercised
during year
2020
Options and rights
Specified Directors
Maurie Stang
Bernard Stang
Steven Kritzler
Michael Ford (Joined 23 April 2020)
Alex Sava (Director until 26 November 2019)
100,000
Specified Executives
Peter Bush
Robert Waring
1,323,537
50,000
1,473,537
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(100,000)
-
-
(100,000)
-
-
-
-
-
-
-
-
Number
held on
30 June
2020
-
-
-
-
-
1,323,537
50,000
1,373,537
21
ANNUAL REPORT 2021 Directors’ Report
Transactions with Directors and Director related entities
A number of specified Directors, or their personally-related entities, hold positions in other entities that result in them having control
or significant influence over the financial or operating policies of those entities. A number of these entities transacted with the
Company in the reporting period. The terms and conditions of those transactions were no more favourable than those available, or
which might reasonably be expected to be available, on similar transactions to unrelated entities on an arms-length basis. Details of
these transactions are as follows.
Regional Healthcare Group Pty Ltd
The Company and its controlled entities incur expenses for services
provided by Regional Healthcare Group Pty Ltd.
Office and administration expenses
Insurance expenses
Rent
Distribution expenses
Corporate services
2021
$
157,775
136,913
56,604
34,127
84,374
2020
$
117,552
1,677
55,483
70,894
88,169
The Company and its controlled entities transacted with Regional
Healthcare Group Pty Ltd and invoiced them for sale of goods and
administrative charges.
56,819
402,691
Mr M Stang and Mr B Stang are Directors and shareholders of Regional Healthcare Group Pty Ltd.
Novapharm Research (Australia) Pty Ltd
The Company and its controlled entities incur expenses for services
provided by Novapharm Research (Australia) Pty Ltd.
Research and development
Patent and other expenses
The Company and its controlled entities transacted with Novapharm
Research (Australia) Pty Ltd and invoiced them for providing supply chain
functions
193,849
208,895
233,575
148,819
50,000
45,627
Mr M Stang, S Kritzler and B Stang are Directors and shareholders of Novapharm Research (Australia) Pty Ltd.
Ramlist Pty Ltd
The Company and its controlled entities incur expenses for rent and utility
outgoings to Ramlist Pty Ltd.
Mr M Stang and Mr B Stang are Directors and shareholders of Ramlist Pty Ltd.
52,537
34,789
22
AERIS ENVIRONMENTAL Ensol Systems Pty Ltd
The Company and its controlled entities incur expenses for marketing and
other operational services to Ensol Systems Pty Ltd.
The Company and its controlled entities transacted with Ensol
Systems Pty Ltd and invoiced them for administrative charges
Mr M Stang is a shareholder of Ensol Systems Pty Ltd.
Teknik Lighting Solutions Pty Ltd
The Company and its controlled entities incur expenses for marketing and
other operational services to Teknik Lighting Solutions Pty Ltd.
The Company and its controlled entities transacted with Teknik Lighting
Solutions Pty Ltd. and invoiced them for administrative charges
Mr M Stang is a shareholder of Teknik Lighting Solutions Pty Ltd.
Henry Schein
2021
$
2020
$
136,561
109,901
27,941
24,160
2,032
1,609
3,199
8,846
The Company and its controlled entities sold products to Henry Schein
38,866
1,042,810
Mr M Stang is a Director of Henry Schein
Vectus Biosystems Limited
The Company and its controlled entities provided financial and other
services to Vectus Biosystems Limited
28,081
22,717
Mr M Stang and Mr P Bush are Directors and Shareholders of Vectus Biosystems Limited
Bright Accountants
The Company and its controlled entities incur expenses for accounting
services from Bright Accountants.
52,111
68,250
Mr P Bush is a related party to Bright Accountants.
Oakhill Hamilton Pty Ltd
The Company and its controlled entities incur expenses for company
secretarial services from Oakhill Hamilton Pty Ltd.
Mr R Waring is a Director and Shareholder of Oakhill Hamilton Pty Ltd.
Outstanding balances payable from purchases of services
Regional Healthcare Group Pty Ltd
Novapharm Research (Australia) Pty Ltd
Ramlist Pty Ltd
Bright Accountants
Ensol Systems Pty Ltd
Teknik Lighting Solutions Pty Ltd
Oakhill Hamilton Pty Ltd.
Outstanding balances receivable for sales and services provided
Henry Schein
Vectus Biosystems Limited
Regional Healthcare Group Pty Ltd
Novapharm Research (Australia) Pty Ltd
Ensol Systems Pty Ltd
Teknik Lighting Solutions Pty Ltd
Outstanding balances at year-end are unsecured, interest free and settlement occurs in cash.
111,035
124,791
114,547
19,181
6,849
-
20,606
165
9,186
-
28,181
17,877
-
30,735
1,239
74,479
30,891
3,332
6,875
41,531
216
14,952
-
10,664
178,164
111,735
12,352
3,587
23
ANNUAL REPORT 2021 Directors’ Report
Details of Directors’ and Executive officers’ remuneration for the year ended 30 June 2021
Short term benefits
Post em-
ployment
benefits
Superan-
nuation
Other
long-term
benefits
Equity based benefits
Shares
Options
and rights
(Note (ii))
Total
Perfor-
mance
Related
Non-
monetary
benefits
$
$
$
$
$
$
%
-
-
-
-
-
-
-
-
-
-
-
-
7,808
-
5,205
2,728
1,847
1,412
19,000
-
19,000
26,654
-
45,654
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
90,000
0.0%
-
0.0%
60,000
0.0%
60,000
0.0%
21,236
0.0%
16,274
0.0%
247,510
-
0.0%
247,510
8,088
315,031
0.0%
-
82,371
0.0%
8,088
644,912
Salary and
Director's
Fees
$
STI
Cash
bonus
$
Non-Executive Directors
Maurie Stang
82,192
Bernard Stang
-
Steven Kritzler
54,795
Michael Ford
57,272
Abbie Widin
19,389
Jenny Harry
14,862
Total
Non-Executive
Directors
Executive
Directors
Total
Directors
228,510
-
228,510
Executives (Note (i))
Peter Bush
280,289
Robert Waring
82,371
Total
591,170
-
-
-
-
-
-
-
-
-
-
-
-
24
AERIS ENVIRONMENTAL Details of Directors’ and Executive officers’ remuneration for the year ended 30 June 2020
Short term benefits
Post em-
ployment
benefits
Superannu-
ation
Other
long-term
benefits
Equity based benefits
Shares
Options
and rights
(Note (ii))
Total
Perfor-
mance
Related
Non-
monetary
benefits
Salary and
Director's
Fees
$
STI
Cash
bonus
$
Non-Executive Directors
Maurie Stang
Bernard Stang
Steven Kritzler
-
-
-
Michael Ford
10,180
Alex Sava
14,361
Total
Non-Executive
Directors
Executive
Directors
Total
Directors
24,541
-
24,541
Executives (Note (i))
Peter Bush
285,295
Robert Waring
92,217
Total
402,053
-
-
-
-
-
-
-
-
-
-
-
$
$
$
$
$
$
%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
967
-
967
-
967
27,103
-
28,070
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
0.0%
0.0%
0.0%
11,147
0.0%
4,705
19,066
0.0%
4,705
30,213
-
-
0%
4,705
30,213
20,279
332,677
0.0%
2,357
94,574
0.0%
27,341
457,464
25
ANNUAL REPORT 2021 Directors’ Report
Notes to the tables of details of Directors’ and Executive Officers’ remuneration.
i) “Executive Officers” are officers who are or were involved in, concerned in, or who take part in, the
management of the affairs of Aeris and/or related bodies corporate.
ii) The fair value of the options is calculated at the date of grant using a Black-Scholes model and allocated
to each reporting period evenly over the period from grant date to vesting date. The value disclosed is the
portion of the fair value of the options allocated to this reporting period. In valuing the options, market
conditions have been taken into account in both the current and prior periods. Comparative information was
not restated as market conditions were already included in the valuation.
The following factors and assumptions were used in determining the fair value of options on grant date.
Grant
Date
Expiry Date
Fair value at
grant date
Exercise price
23-Dec-16
14-Oct-21
$0.2823
23-Dec-16
23-Oct-21
$0.2828
$0.42
$0.42
Price of
shares on
grant date
$0.37
$0.37
Estimated
volatility
Risk free
interest rate
108.3%
108.3%
2.34%
2.34%
The following factors and assumptions were used in determining the fair value of performance shares on issue date.
Grant Date
Vesting date
30-May-18
30-May-18
30-May-18
11-Apr-19
11-Apr-20
11-Apr-21
Price of shares on
grant date
$0.1650
$0.1650
$0.1650
Exercise price
Not applicable
Not applicable
Not applicable
26
A E R I S E N V I R O N M E N TA L
Executive employment
Chief Executive Officer (CEO):
The following sets out the key terms of the employment for the CEO, Peter Bush
Term:
Continuous employment until notice is given by either party
Fixed remuneration:
$306,943. This is reviewed annually.
Notice period:
To terminate his employment, Mr Bush is required to provide Aeris with 3
months written notice. Aeris must provide 3 months written notice.
On resignation, unless the Board determines otherwise:
Resignation or termination:
All unvested short term or long term benefits are forfeited.
Statutory entitlements:
Termination for serious misconduct:
Post-Termination Restraint of Trade:
All vested but unexercised benefits are forfeited after 90 days
following cessation of employment.
Annual leave applies in all cases of separation. Long Service applies unless
Mr Bush’s service is under 10 years and he is dismissed for misconduct.
Aeris may immediately terminate employment at any time in the case of
serious misconduct and Mr Bush will only be entitled to payment of fixed
remuneration until the termination date. Such termination will result in all
unvested benefits being forfeited. Treatment of any vested but unexercised
benefits will be at the discretion of the Board.
For a period of 6 months or, if that period is unenforceable, 3 months after the
termination of employment, Mr Bush must not, in the area of Australia or, if
that area is unenforceable, New South Wales:
(i) solicit, canvass, approach or accept any approach from any person
who was at any time during his last 12 months with the Company a
client of the Company in that part or parts of the business carried on
by the Company in which he was employed with a view to obtaining the
custom of that person in a business that is the same or similar to the
business conducted by the Company; or
(ii) interfere with the relationship between the Company and its
customers, employees or suppliers; or
(iii) induce or assist in the inducement of any employee of the Company
to leave their employment.
There are no contracts to which a Director is a party or under which a Director is entitled to a benefit other than as
disclosed above and in note 25 to the financial statements.
A N N U A L R E P O R T 2 0 2 1
27
Directors’ Report
Link between remuneration and performance and statutory performance indicators
The table below shows measures of the Group’s financial performance over the last five years as required by the
Corporations Act 2001. However, these are not necessarily consistent with the measures used in determining the variable
amounts of remuneration to be awarded to KMP. As a consequence, there may not always be a direct correlation
between the statutory key performance measures and the variable remuneration awarded.
Profit (Loss) for the year attributable to owners of
(5,867,178)
1,982,941
(3,628,499)
(3,590,176)
(3,747,555)
2021
2020
2019
2018
2017
Aeris Environmental Ltd
Basic earnings (loss) per share (cents per share)
(2.41)
Dividend payments
-
0.90
-
(1.98)
(2.28)
(2.40)
-
-
-
Increase/(decrease) in share price (%)
-71.42%
70.97%
121.43%
-50.00%
-33.33%
Total KMP remuneration as percentage of profit
(loss) for the year (%)
-10.99%
23.07%
-13.51%
-12.01%
-10.20%
The Company is also in discussions with management and remuneration consultants to structure and align KMP
remuneration with strategic business objectives, with the aim of creating shareholder wealth.
Share options
491,179 options and rights to take up ordinary shares in Aeris Environmental Ltd that were issued to KMP remain
unexercised at 30 June 2021 (2020: 1,373,537 options and rights).
No options or rights to take up ordinary shares in Aeris Environmental Ltd were issued to KMP during the financial years
2021 and 2020.
No options issued to KMP were expired or were forfeited during the years 2021 and 2020.
Option holders do not have any right, by virtue of the option, to participate in any share issue of the Company or any
related body corporate, or in the interest of any other registered scheme.
Signed in accordance with a resolution of the Directors made pursuant to section 298(2) of the Corporations Act 2001.
On behalf of the Directors
Maurie Stang
Non-Executive Chairman
Sydney, 30 September 2021
28
A E R I S E N V I R O N M E N TA L
A N N U A L R E P O R T 2 0 2 1
29
4
0
Auditor’s
Independence
Declaration
30
Auditor’s Independence Declaration
Level 11 | 1 York Street | Sydney | NSW | 2000
GPO Box 4137 | Sydney | NSW | 2001
t: +61 2 9256 6600 | f: +61 2 9256 6611
sydney@uhyhnsyd.com.au
www.uhyhnsydney.com.au
Auditor's Independence Declaration under section 307C of the Corporations Act 2001
To the Directors of Aeris Environmental Ltd
As lead auditor for the audit of Aeris Environmental Ltd for the year ended 30 June 2021, I
declare that, to the best of my knowledge and belief, there have been:
(a) no contraventions of the independence requirements of the Corporations Act 2001 in
relation to the audit; and
(b) no contraventions of any applicable code of professional conduct in relation to the
audit.
This declaration is in respect of Aeris Environmental Ltd and the entities it controlled during
the year.
Mark Nicholaeff
Partner
Sydney
30 September 2021
UHY Haines Norton
Chartered Accountants
An association of independent (cid:386) rms in Australia and New Zealand and a member
of UHY International, a network of independent accounting and consulting (cid:386) rms.
31
UHY Haines Norton—ABN 85 140 758 156 NSWBN 98 133 826
Liability limited by a scheme approved under Professional Standards Legislation.
Passion beyond numbers
31
ANNUAL REPORT 2021
5
0
Consolidated Statement
of Profit or Loss and
Other Comprehensive
Income for the Financial Year Ended
30 June 2021
32
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Continuing Operations
Revenue
Cost of sales
Gross profit
Other revenue
Administration expenses
Depreciation and amortisation expense
Distribution expense
Employee benefits expense
Financial expenses
Impairment expense
Research and development and patent expense
Occupancy expenses
Sales, Marketing and Travel expenses
Profit (Loss) before income tax from continuing operations
Income tax benefit
Net profit (loss) for the year
Other Comprehensive Income
Items that may be reclassified subsequently to profit or loss
Foreign currency translation differences
Total comprehensive profit (loss) for the year, net of tax
Profit (loss) for the year attributable to:
Owners of Aeris Environmental Ltd
Non-controlling interest
Total comprehensive profit (loss) for the year attributable to:
Owners of Aeris Environmental Ltd
Non-controlling interest
Earnings per share
Basic earnings (loss) per share (cents per share)
Earnings (loss) from continuing operations
Diluted earnings (loss) per share (cents per share)
Earnings (loss) from continuing operations
Note
2021
$
2020
$
4
4
5
5
5
5
5
5
20
20
7
7,130,684
14,632,962
(4,375,528)
(6,634,623)
2,755,156
7,998,339
205,627
36,696
(1,875,021)
(1,547,040)
(132,552)
(528,559)
(134,378)
(493,700)
(3,148,284)
(2,497,037)
(56,409)
(1,462,697)
(812,429)
(313,894)
(616,352)
(38,178)
(135,781)
(572,602)
(249,245)
(953,704)
(5,985,414)
1,413,370
118,236
569,571
(5,867,178)
1,982,941
(90,774)
(12,687)
(5,957,952)
1,970,254
(5,867,178)
1,982,941
-
-
(5,867,178)
1,982,941
(5,957,952)
1,970,254
-
-
(5,957,952)
1,970,254
(2.41)
0.90
(2.41)
0.89
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction
with the accompanying notes.
33
ANNUAL REPORT 2021 6
0
Consolidated Statement
of Financial Position
as at 30 June 2021
34
Consolidated Statement of Financial Position
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Inventories
Other current assets
Note
9
10A
11
12
2021
$
2020
$
11,485,616
12,949,339
1,485,009
5,535,881
2,811,899
3,486,862
367,022
262,034
TOTAL CURRENT ASSETS
16,149,546
22,234,116
NON-CURRENT ASSETS
Trade and other receivables
Right-of-use assets
Property, plant and equipment
10B
13
13
-
295,036
106,017
3,945
375,501
65,359
TOTAL NON-CURRENT ASSETS
401,053
444,805
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Lease liabilities
Provisions
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Lease Liabilities
Provisions
16,550,599
22,678,921
14A
14B
14C
15B
15A
2,337,692
2,656,871
91,225
388,669
88,568
291,964
2,817,586
3,037,403
227,113
34,533
301,488
31,702
TOTAL NON-CURRENT LIABILITIES
261,646
333,190
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
Reserves
Accumulated losses
Non-controlling interest
TOTAL EQUITY
3,079,232
3,370,593
13,471,368
19,308,328
16
18
19
20
62,430,276
62,195,687
1,700,432
1,904,803
(50,663,025)
(44,795,847)
3,685
3,685
13,471,368
19,308,328
The above consolidated statement of financial position should be read in conjunction with the accompanying notes.
35
ANNUAL REPORT 2021 7
0
Consolidated Statement
of Changes in Equity
for the Financial Year Ended 30 June 2021
36
Consolidated Statement of Changes in Equity
Equity
Reserves
Accumulated
losses
Non-
controlling
interest
Total
attributable
to equity
holders of the
entity
Balance at 1 July 2019
50,195,854
2,144,073
(46,778,788)
3,685
5,564,824
$
$
$
$
$
Loss for the year
Other comprehensive income/ (loss)
Total comprehensive loss for the year
-
-
-
-
1,982,941
(12,687)
(12,687)
-
1,982,941
Transactions with owners in their capacity as owners:
Share placement - Strategic Investors
12,040,000
Shares issued against exercise of
options and rights
Shares issued to consultants
Share issue cost
Movement in share-based
payments reserve
57,533
489,300
(587,000)
-
-
-
-
-
(226,583)
-
-
-
-
-
-
-
-
-
-
-
-
-
Balance at 30 June 2020
62,195,687
1,904,803
(44,795,847)
Balance at 1 July 2020
62,195,687
1,904,803
(44,795,847)
3,685
3,685
Profit for the year
Other comprehensive income / (loss)
Total comprehensive profit (loss)
for the year
-
-
-
-
(5,867,178)
(90,774)
-
(90,774)
(5,867,178)
Transactions with owners in their capacity as owners:
Shares issued against exercise of
options and rights
Shares issued to consultants
Movement in share-based
payments reserve
145,589
89,000
-
-
-
(113,597)
-
-
-
-
-
-
-
-
-
1,982,941
(12,687)
1,970,254
12,040,000
57,533
489,300
(587,000)
(226,583)
19,308,328
19,308,328
(5,867,178)
(90,774)
(5,957,952)
145,589
89,000
(113,597)
Balance at 30 June 2021
62,430,276
1,700,432
(50,663,025)
3,685
13,471,368
The above statement of changes in equity should be read in conjunction with the accompanying notes.
37
ANNUAL REPORT 2021 8
0
Consolidated Statement
of Cash Flows
for the Financial Year Ended 30 June 2021
38
Consolidated Statement of Cash Flows
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers (inclusive of GST)
Payments to suppliers and employees (inclusive of GST)
R&D tax offset rebate received
Interest and other income received
Government Grants
Interest and other financial cost
Note
2021
$
2020
$
11,367,172
14,600,592
(13,484,135)
(16,671,310)
687,807
24,465
181,162
(56,409)
-
19,157
17,540
(16,939)
Net cash used in operating activities
32 (b)
(1,279,937)
(2,050,960)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment
(93,359)
(24,291)
Net cash used in investing activities
(93,359)
(24,291)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from shares issue
Share issue cost
Net cash provided by financing activities
-
-
-
12,042,000
(472,600)
11,569,400
NET INCREASE IN CASH AND CASH EQUIVALENTS
(1,373,296)
9,494,149
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF
THE FINANCIAL YEAR
12,949,339
3,467,877
Effects of exchange rate changes on cash & cash equivalents
(90,426)
(12,687)
CASH AND CASH EQUIVALENTS AT THE END OF THE
FINANCIAL YEAR
9
11,485,616
12,949,339
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
39
ANNUAL REPORT 2021 9
0
Notes to the Consolidated
Financial Statements
for the Financial Year Ended 30 June 2021
40
Notes to the Consolidated Financial Statements
Note
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
Summary of significant accounting policies
Financial risk management
Critical accounting estimates and judgments
Revenue
Expenses
Income tax
Earnings (Loss) per share attributable to the ordinary equity-holders of the Company
Auditors' remuneration
Cash and cash equivalents
Trade and other receivables
Inventories
Other current assets
Non-current assets
Current trade and other payables and provisions
Non-current liabilities and provisions
Contributed equity
Options
Reserves
Accumulated losses
Non-controlling interests
Particulars relating to controlled entities
Commitments for expenditure
Key management personnel disclosures
Share based payments
Related party disclosures
Financial instruments disclosures
Contingent liabilities
Additional company information
Subsequent events
Operating Segments
Information relating to Aeris Environmental Ltd ("The Parent Entity")
Notes to cash flow statements
Litigation with Aus Made Express International Group Pty Ltd
41
ANNUAL REPORT 2021 Notes to the Consolidated Financial Statements
1. Summary of Significant Accounting Policies
Corporate information
Principles of consolidation
The financial report of Aeris Environmental Ltd (the Group)
for the year ended 30 June 2021 was authorised for issue
in accordance with a resolution of the Directors on
30 September 2021.
Aeris Environmental Ltd (the parent) is a company limited
by shares incorporated in Australia whose shares are
publicly listed on the Australian Stock Exchange (ASX
code: AEI).
The nature of the operations and principal activities of the
Group are described in the Directors’ Report.
Basis of preparation
This financial report is a general purpose financial
report that has been prepared in accordance with
Australian Accounting Standards, Australian Accounting
Interpretations, other authoritative pronouncements
of the Australian Accounting Standards Board and the
Corporations Act 2001.
The financial report has been prepared on an accruals
basis and is based on historical costs, modified where
applicable, by the measurement at fair value of selected
non-current assets, financial assets and financial
liabilities.
Parent entity information
In accordance with the Corporations Act 2001,
these financial statements present the results of the
consolidated entity only. Supplementary information about
the parent entity is disclosed in note 31.
The consolidated financial statements incorporate
the assets and liabilities of all subsidiaries of Aeris
Environmental Limited (‘company’ or ‘parent entity’) as
at 30 June 2021 and the results of all subsidiaries for
the year then ended. Aeris Environmental Limited and
its subsidiaries together are referred to in these financial
statements as the ‘consolidated entity’. Subsidiaries are
all those entities over which the consolidated entity has
control. The consolidated entity controls an entity when
the consolidated entity is exposed to, or has rights to,
variable returns from its involvement with the entity and
has the ability to affect those returns through its power
to direct the activities of the entity. Subsidiaries are fully
consolidated from the date on which control is transferred
to the consolidated entity. They are de-consolidated from
the date that control ceases.
Intercompany transactions, balances and unrealised gains
on transactions between entities in the consolidated
entity are eliminated. Unrealised losses are also
eliminated unless the transaction provides evidence of the
impairment of the asset transferred. Accounting policies
of subsidiaries have been changed where necessary
to ensure consistency with the policies adopted by the
consolidated entity.
The acquisition of subsidiaries is accounted for using the
acquisition method of accounting. A change in ownership
interest, without the loss of control, is accounted for as
an equity transaction, where the difference between the
consideration transferred and the book value of the share
of the non-controlling interest acquired is recognised
directly in equity attributable to the parent. Non-controlling
interest in the results and equity of subsidiaries are shown
separately in the statement of profit or loss and other
comprehensive income, statement of financial position
and statement of changes in equity of the consolidated
entity. Losses incurred by the consolidated entity are
attributed to the non-controlling interest in full, even if that
results in a deficit balance.
42
A E R I S E N V I R O N M E N TA L
New, revised or amending Accounting Standards and
Interpretations adopted
The consolidated entity has adopted all of the new, revised
or amending Accounting Standards and Interpretations
issued by the Australian Accounting Standards Board
(‘AASB’) that are mandatory for the current reporting
period. Any new, revised or amending Accounting
Standards or Interpretations that are not yet mandatory
have not been early adopted.
The following Accounting Standards and Interpretations
are most relevant to the consolidated entity:
Conceptual Framework for Financial Reporting
(Conceptual Framework)
The consolidated entity has adopted the revised
Conceptual Framework from 1 July 2020. The Conceptual
Framework contains new definition and recognition
criteria as well as new guidance on measurement that
affects several Accounting Standards, but it has not had
a material impact on the consolidated entity’s financial
statements.
Where the consolidated entity loses control over a
subsidiary, it derecognises the assets including goodwill,
liabilities and non-controlling interest in the subsidiary
together with any cumulative translation differences
recognised in equity. The consolidated entity recognises
the fair value of the consideration received and the fair
value of any investment retained together with any gain or
loss in profit or loss.
Subsidiaries are accounted for at cost in the separate
financial statements of Aeris Environmental Ltd less any
impairment charges.
Going Concern
The Group has recorded an operating loss (after tax) of
$5,867,178 for the year ended 30 June 2021 (2020 Profit:
$1,982,941) and has net assets of $13,471,368 as at
30 June 2021 (2020: $19,308,328). The operating cash
burn rate for the financial year ended 30 June 2021 was
$1,279,937 (2020: $2,050,960). The cash balance as at 30
June 2021 was $11,485,616 (2020: $12,949,339).
Directors are of the opinion that this positive trend will
continue and Company will have adequate resources to
continue to be able to meet its obligations as and when
they fall due. For this reason they continue to adopt the
going concern basis in preparing the Annual Financial
Report.
Statement of Compliance
Australian Accounting Standards set out accounting
policies that the AASB has concluded would result
in a financial report containing relevant and reliable
information about transactions, events and conditions.
Compliance with Australian Accounting Standards ensures
that the financial statements and notes also comply with
International Financial Reporting Standards.
A N N U A L R E P O R T 2 0 2 1
43
Notes to the Consolidated Financial Statements
1. Summary of Significant Accounting Policies cont.
Significant accounting policies
ii) Borrowing costs
Accounting policies are selected and applied in a manner
which ensures that the resultant financial information
satisfies the concepts of relevance and reliability, thereby
ensuring that the substance of the underlying transactions
and other events are reported.
The following significant accounting policies have been
adopted in the preparation and presentation of the
financial report and have been consistently applied unless
otherwise stated.
i) Business Combinations
The acquisition method of accounting is used to account
for business combinations regardless of whether
equity instruments or other assets are acquired. The
consideration transferred is the sum of the acquisition-
date fair values of the assets transferred, equity
instruments issued or liabilities incurred by the acquirer
to former owners of the acquiree and the amount of any
non-controlling interest in the acquiree. For each business
combination, the non-controlling interest in the acquiree is
measured at either fair value or at the proportionate share
of the acquiree’s identifiable net assets. All acquisition
costs are expensed as incurred to profit or loss.
The difference between the acquisition-date fair value
of assets acquired, liabilities assumed and any non-
controlling interest in the acquiree and the fair value of
the consideration transferred and the fair value of any
pre-existing investment in the acquiree is recognised
as goodwill. If the consideration transferred and the
pre-existing fair value is less than the fair value of the
identifiable net assets acquired, being a bargain purchase
to the acquirer, the difference is recognised as a gain
directly in profit or loss by the acquirer on the acquisition-
date, but only after a reassessment of the identification
and measurement of the net assets acquired, the non-
controlling interest in the acquiree, if any, the consideration
transferred and the acquirer’s previously held equity
interest in the acquirer.
Borrowing costs include interest or finance charges in
respect of finance leases. Interest payments in respect of
financial instruments classified as liabilities are included in
borrowing costs. Borrowing costs are expensed as incurred.
iii) Cash and cash equivalents
Cash and cash equivalents comprise cash on hand, cash
in banks, investments in money market instruments and
short-term deposits with a maturity of three months or
less, net of outstanding bank overdrafts.
iv) Comparative amounts
Where necessary, comparative amounts have been changed
to reflect changes in disclosures in the current year.
v) Depreciation
All assets have limited useful lives and are depreciated/
amortised using the straight line method over their
estimated useful lives, taking into account residual values.
Depreciation and amortisation rates and methods are
reviewed annually for appropriateness. Depreciation and
amortisation are expensed.
Depreciation and amortisation are calculated on a straight
line basis so as to write off the net cost or other revalued
amount of each asset over its expected useful life.
The following estimated useful lives are used in the
calculation of depreciation.
Computer equipment
Computer software
Field equipment
Office furniture
Plant and equipment
Leasehold improvements
Field equipment under finance lease
2-3 years
3 years
2-3 years
5 years
2-3 years
6 years
2-3 years
44
A E R I S E N V I R O N M E N TA L
vi) Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit
attributable to equity holders of the company, excluding
any costs of servicing equity other than ordinary shares,
by the weighted average number of ordinary shares
outstanding during the year, adjusted for bonus elements
in ordinary shares issued during the year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the
determination of basic earnings per share to take into
account the after income tax effect of interest and other
financing costs associated with dilutive potential ordinary
shares and the weighted average number of shares
assumed to have been issued for no consideration in
relation to dilutive potential ordinary shares.
vii) Employee benefits
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary
benefits, annual leave and long service leave expected
to be settled within 12 months of the reporting date are
recognised in current liabilities in respect of employees’
services up to the reporting date and are measured at
the amounts expected to be paid when the liabilities are
settled.
Other long-term employee benefits
The liability for long service leave not expected to
be settled within 12 months of the reporting date is
recognised in non-current liabilities, provided there is an
unconditional right to defer settlement of the liability. The
liability is measured as the present value of expected
future payments to be made in respect of services
provided by employees up to the reporting date using
the projected unit credit method. Consideration is given
to expected future wage and salary levels, experience of
employee departures and periods of service. Expected
future payments are discounted using market yields at
the reporting date on national government bonds with
terms to maturity and currency that match, as closely as
possible, the estimated future cash outflows.
Defined contribution superannuation expense
Contributions to defined contribution superannuation
plans are expensed in the period in which they are
incurred.
Share-based payment
Share-based compensation benefits are provided to
employees via the Aeris Environmental Ltd Employee
Option Plan. Information relating to these schemes is set
out in Note 24.
The fair value of options granted under the Employee
Option Plan is recognised as an employee benefit
expenses with a corresponding increase in equity. The
fair value is measured at grant date and recognised
over the period during which the employees become
unconditionally entitled to the options.
The fair value at grant date is independently determined
using a Black-Scholes option pricing model. At each
balance sheet date, the entity revises its estimate of
the number of options that are expected to become
exercisable. The employee benefit expense recognised
each period takes into account the most recent estimate.
The impact of the revision to original estimates, if any, is
recognised in the income statement with a corresponding
adjustment to equity.
viii) Financial assets
Financial assets are initially measured at fair value.
Transaction costs are included as part of the initial
measurement, except for financial assets at fair value
through profit or loss. They are subsequently measured
at either amortised cost or fair value depending on their
classification. Classification is determined based on the
purpose of the acquisition and subsequent reclassification
to other categories is restricted.
Financial assets are derecognised when the rights to
receive cash flows from the financial assets have expired
or have been transferred and the consolidated entity
has transferred substantially all the risks and rewards of
ownership.
A N N U A L R E P O R T 2 0 2 1
45
Notes to the Consolidated Financial Statements
1. Summary of Significant Accounting Policies cont.
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss are
either: i) held for trading, where they are acquired for the
purpose of selling in the short-term with an intention
of making a profit; or ii) designated as such upon initial
recognition, where they are managed on a fair value basis
or to eliminate or significantly reduce an accounting
mismatch. Except for effective hedging instruments,
derivatives are also categorised as fair value through
profit or loss. Fair value movements are recognised in
profit or loss.
These financial liabilities include the following items:
Trade payables and other short-term monetary
liabilities, which are initially recognised at fair value and
subsequently carried at amortised cost using the effective
interest method.
Lease liabilities are initially recognised at fair value net of
any transaction costs directly attributable to the issue of
the instrument and subsequently carried at amortised cost
using the effective interest method.
Available-for-sale financial assets
Available-for-sale financial assets are non-derivative
financial assets, principally equity securities, that are
either designated as available-for-sale or not classified
as any other category. After initial recognition, fair value
movements are recognised in other comprehensive
income through the available-for-sale reserve in equity.
Cumulative gain or loss previously reported in the
available-for-sale reserve is recognised in profit or loss
when the asset is derecognised or impaired.
ix) Financial Instruments issued by the company
Debt and Equity Instruments
Debt and equity instruments are classified as either
liabilities or as equity in accordance with the substance of
the contractual agreement.
Interest
Interest is classified as an expense consistent with the
balance sheet classification of the related debt or equity
instruments.
x) Financial liabilities
The Group classifies its financial liabilities as measured
at amortised cost. The Group does not use derivative
financial instruments in economic hedges of currency or
interest rate risk.
xi) Foreign currency
Foreign currency transactions
All foreign currency transactions during the financial year
are brought to account using the exchange rate in effect
at the date of the transaction. Foreign currency monetary
items at reporting date are translated at the exchange
rate existing at reporting date. Non-monetary assets and
liabilities carried at fair value that are denominated in
foreign currencies are translated at the rates prevailing at
the date when the fair value was determined.
Exchange differences are recognised in statement of profit
or loss and other comprehensive income in the period in
which they arise.
Group companies
The results and financial positions of all the Group
entities that have a functional currency different from the
presentation currency are translated into the presentation
currency as follows:
- Assets and liabilities for each balance sheet presented
are translated at the closing rate at the date of that
balance sheet;
- Income and expenses for each income statement are
translated at average exchange rates; and
- All resulting exchange differences are recognised as a
separate component of equity.
On consolidation, exchange difference arising from the
translation of any net investment in foreign entities, and of
46
A E R I S E N V I R O N M E N TA L
borrowings and other financial instruments designated as
hedges of such investments, are recognised in the foreign
currency translation reserve. When a foreign operation is
sold or any borrowings forming part of the net investment
are repaid, a proportionate share of such exchange
differences are recognised in the statement of profit or
loss and other comprehensive income as part of the gain
or loss on sale where applicable.
xii) Functional and presentation currency
The functional and presentation currency of Aeris
Environmental Ltd and its Australian subsidiaries is
Australian dollars (A$). Overseas subsidiaries use the
currency of the primary economic environment in which
the entity operates, which is translated to the presentation
currency upon consolidation.
xiii) Goods and services tax
Revenues, expenses and assets are recognised net of the
amount of goods and services tax (GST), except where
the amount of GST incurred is not recoverable from the
taxation authority. In these circumstances, it is recognised
as part of the cost of acquisition of an asset or as part of
an item of expense.
the recoverable amount of the asset is estimated in order
to determine the extent of the impairment loss (if any).
Where the asset does not generate cash flows that are
independent from other assets, the company estimates
the recoverable amount of the cash-generating unit to
which the asset belongs.
If the recoverable amount of an asset (or cash-generating
unit) is estimated to be less than its carrying amount, the
carrying amount of the asset (cash-generating unit) is
reduced to its recoverable amount. An impairment loss
is recognised in profit or loss immediately, unless the
relevant asset is carried at fair value, in which case the
impairment loss is treated as a revaluation decrease.
Where an impairment loss subsequently reverses, the
carrying amount of the asset (cash-generating unit)
is increased to the revised estimate of its recoverable
amount, but only to the extent that the increased carrying
amount does not exceed the carrying amount that would
have been determined had no impairment loss been
recognised for the asset (cash-generating unit) in prior
years. A reversal of an impairment loss is recognised
in profit or loss immediately, unless the relevant asset
is carried at fair value, in which case the reversal of the
impairment loss is treated as a revaluation increase.
Receivables and payables are recognised inclusive of GST.
xv) Income tax
The net amount of GST recoverable from, or payable to,
the taxation authority is included as part of receivables or
payables.
Cash flows are included in the statement of cash flows
on a gross basis. The GST component of cash flows
arising from investing and financing activities which is
recoverable from, or payable to, the taxation authority is
classified as operating cash flows.
xiv) Impairment of assets
Income tax on the profit or loss for the year comprises
current and deferred tax. Income tax is recognised in
the income statement except to the extent that it relates
to items recognised directly in equity, in which case it is
recognised in equity.
Current tax is the expected tax payable on the taxable
income for the year, using tax rates enacted or
substantially enacted at the balance sheet date, and any
adjustment to tax payable in respect of previous years.
At each reporting date, the company reviews the carrying
amounts of its tangible and intangible assets to determine
whether there is any indication that those assets have
suffered an impairment loss. If any such indication exists,
Deferred tax is accounted for using the balance sheet
liability method, providing for temporary differences
between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for
taxation purposes. The following temporary differences
A N N U A L R E P O R T 2 0 2 1
47
Notes to the Consolidated Financial Statements
1. Summary of Significant Accounting Policies cont.
are not provided for: goodwill not deductible for tax
purposes, the initial recognition of assets or liabilities
that affect neither accounting nor taxable profit, and
differences relating to investments in subsidiaries to
the extent that they will probably not reverse in the
foreseeable future.
The amount of deferred tax provided is based on the
expected manner of realisation or settlement of the
carrying amount of assets and liabilities, using tax rates
enacted or substantively enacted at the balance sheet
date.
estimate of costs expected to be incurred for dismantling
and removing the underlying asset, and restoring the site
or asset.
Right-of-use assets are depreciated on a straight-line basis
over the unexpired period of the lease or the estimated
useful life of the asset, whichever is the shorter. Where
the consolidated entity expects to obtain ownership of the
leased asset at the end of the lease term, the depreciation
is over its estimated useful life. Right-of use assets are
subject to impairment or adjusted for any remeasurement
of lease liabilities.
A deferred tax asset is recognised only to the extent that
it is probable that future taxable profits will be available
against which the asset can be utilised. Deferred tax
assets are reduced to the extent that it is no longer
probable that the related tax benefit will be realised.
The consolidated entity has elected not to recognise a
right-of-use asset and corresponding lease liability for
short-term leases with terms of 12 months or less and
leases of low-value assets. Lease payments on these
assets are expensed to profit or loss as incurred.
Tax consolidation
The company and all its wholly-owned Australian resident
entities have entered into a tax consolidated group under
Australian taxation law.
The company is the head entity in the tax-consolidated
group comprising all the Australian wholly-owned
subsidiaries set out in Note 21. The head entity recognises
all of the current and deferred tax assets and liabilities of
the tax consolidated group (after elimination of intragroup
transactions).
xvi) Inventories
Inventories and raw materials are carried at the lower of
cost and net realisable value. Costs are assigned on first
in first out basis.
xvii) Right-of-use Assets
A right-of-use asset is recognised at the commencement
date of a lease. The right-of-use asset is measured at
cost, which comprises the initial amount of the lease
liability, adjusted for, as applicable, any lease payments
made at or before the commencement date net of any
lease incentives received, any initial direct costs incurred,
and, except where included in the cost of inventories, an
xviii) Lease Liabilities
A lease liability is recognised at the commencement
date of a lease. The lease liability is initially recognised
at the present value of the lease payments to be
made over the term of the lease, discounted using
the interest rate implicit in the lease or, if that rate
cannot be readily determined, the consolidated entity’s
incremental borrowing rate. Lease payments comprise
of fixed payments less any lease incentives receivable,
variable lease payments that depend on an index or a
rate, amounts expected to be paid under residual value
guarantees, exercise price of a purchase option when the
exercise of the option is reasonably certain to occur, and
any anticipated termination penalties. The variable lease
payments that do not depend on an index or a rate are
expensed in the period in which they are incurred.
Lease liabilities are measured at amortised cost using
the effective interest method. The carrying amounts are
remeasured if there is a change in the following: future
lease payments arising from a change in an index or a rate
used; residual guarantee; lease term; certainty of a purchase
option and termination penalties. When a lease liability is
remeasured, an adjustment is made to the corresponding
right-of use asset, or to profit or loss if the carrying amount
of the right-of-use asset is fully written down.
48
A E R I S E N V I R O N M E N TA L
xix) Provisions
Provisions are recognised when the consolidated entity
has a present obligation, the future sacrifice of economic
benefits is probable, and the amount of the provision can
be measured reliably.
When some or all of the economic benefits required to
settle a provision are expected to be recovered from a
third party, the receivable is recognised as an asset if it is
probable that recovery will be received and the amount of
the receivable can be measured reliably.
The amount recognised as a provision is the best estimate
of the consideration required to settle the present
obligation at reporting date, taking into account the risks
and uncertainties surrounding the obligation. Where a
provision is measured using the cash flows estimated to
settle the present obligation, its carrying amount is the
present value of those cash flows.
xx) Research and development
Research and development expenditure is expensed
as incurred except to the extent that development
expenditure recoverability is assured beyond reasonable
doubt, in which case it is capitalised. Deferred
development expenditure is amortised on a straight line
basis over the period during which the related benefits are
expected to be realised once commercial production has
commenced.
xxi) Recoverable amount of non-current assets
The carrying amounts of non-current assets valued on
the cost basis are reviewed to determine whether they are
in excess of their recoverable amount at reporting date.
If the carrying amount of a non-current asset exceeds
its recoverable amount, the asset is written down to the
lower amount. The write-down is expensed in the reporting
period in which it occurs.
Where a group of assets working together supports
the generation of cash inflows, recoverable amount is
assessed in relation to that group of assets. In assessing
recoverable amounts of non-current assets, the relevant
cash flows have been discounted to their present value.
xxii) Revenue recognition
Revenue is recognised to the extent that it is probable
that the economic benefits will flow to the Group and the
revenue can be reliably measured. The following specific
recognition criteria must also be met before revenue is
recognised:
Sale of goods and disposal of assets
Revenue from the sale of goods and disposal of assets is
recognised when the consolidated entity has passed the
risks and rewards of the goods or assets to the buyer.
Revenue from services
Revenue from consultancy and engineering services is
recognised by reference to the stage of completion. Stage
of completion is measured by reference to labour hours
incurred to date as a percentage of total estimated labour
hours for each contract. When the contract outcome
cannot be measured reliably, revenue is recognised only
to the extent that the expenses incurred are eligible to be
recovered.
Government grants
Grants from the government are recognised at their fair
value where there is a reasonable assurance that the
grant will be received and the Group will comply with all
attached conditions.
Government grants related to costs are deferred and
recognised in the income statement over the period
necessary to match them with the costs that they are
intended to compensate.
A N N U A L R E P O R T 2 0 2 1
49
Notes to the Consolidated Financial Statements
1. Summary of Significant Accounting Policies cont.
Interest income
Interest income is recognised as it is accrued using the
effective interest rate method.
Other income
Other income is recognised as it is earned.
xxiii) Share capital
Financial instruments issued by the Group are treated
as equity only to the extent that they do not meet the
definition of a financial liability. The Group’s ordinary
shares are classified as equity instruments. Any
transaction costs associated with the issuing of shares
are deducted from share capital.
The Group is not subject to any externally imposed capital
requirements.
The remainder of the proceeds is allocated to the
conversion option that is recognised and included in
equity. Transaction costs are deducted from equity, net
of associated income tax. The carrying amount of the
conversion option is not remeasured in subsequent years.
Transaction costs are apportioned between the liability
and equity components of the convertible notes based
on the allocation of proceeds to the liability and equity
components when the instruments are initially recognised.
xxv) Trade and other payables
Trade payables and other accounts payable are
recognised when the consolidated entity becomes obliged
to make future payments resulting from the purchase of
goods and services. Trade accounts payable are normally
settled within 30 days.
xxiv) Borrowings and Convertible notes
xxvi) Trade and other receivables
Loans and borrowings are initially recognised at the fair
value of the consideration received, net of transaction
costs. They are subsequently measured at amortised
cost using the effective interest method if the impact is
material to the financial report.
Trade receivables are initially recognised at fair value
and subsequently measured at amortised cost using the
effective interest method, less any allowance for expected
credit losses. Trade receivables are generally due for
settlement within 30 days.
Where there is an unconditional right to defer settlement
of the liability for at least 12 months after the reporting
date, the loans or borrowings are classified as non-
current.
Convertible notes are separated into liability and equity
components based on the terms of the contract.
On issuance of the convertible notes, the fair value of the
liability component is determined using a market rate
for an equivalent non-convertible bond. This amount is
classified as a financial liability measured at amortised
cost (net of transaction costs) until it is extinguished on
conversion or redemption.
The consolidated entity has applied the simplified
approach to measuring expected credit losses, which
uses a lifetime expected loss allowance. To measure
the expected credit losses, trade receivables have been
grouped based on days overdue.
Other receivables are recognised at amortised cost, less
any allowance for expected credit losses.
xxvii) Fair value measurement
When an asset or liability, financial or non-financial, is
measured at fair value for recognition or disclosure
purposes, the fair value is based on the price that would
be received to sell an asset or paid to transfer a liability in
an orderly transaction between market participants at the
measurement date; and assumes that the transaction will
50
A E R I S E N V I R O N M E N TA L
take place either: in the principle market; or in the absence
of a principal market, in the most advantageous market.
xxviii) Current and non-current classification
Assets and liabilities are presented in the statement
of financial position based on current and non-current
classification. An asset is current when it is expected to
be realised or intended to be sold or consumed in normal
operating cycle; it is held primarily for the purpose of
trading; it is expected to be realised within twelve months
after the reporting period; or the asset is cash or cash
equivalent unless restricted from being exchanged or
used to settle a liability at least twelve months after the
reporting period. All other assets are classified as non-
current.
A liability is current when; it is expected to be settled in
normal operating cycle; it is held primarily for the purpose
of trading; it is due to be settled within twelve months
after the reporting period; or there is no unconditional right
to defer the settlement of the liability for at least twelve
months after the reporting period. All other liabilities are
classified as non-current.
Fair value is measured using the assumptions that market
participants would use when pricing the asset or liability,
assuming they act in their economic best interest. For
non-financial assets, the fair value measurement is based
on its highest and best use. Valuation techniques that are
appropriate in the circumstances and for which sufficient
data are available to measure fair value, are used,
maximising the use of relevant observable inputs and
minimising the use of unobservable inputs.
Assets and liabilities measured at fair value are
classified, into three levels, using a fair value hierarchy
that reflects the significance of the inputs used in
making the measurements. Classifications are reviewed
each reporting date and transfers between levels are
determined based on a reassessment of the lowest level
input that is significant to the fair value measurement.
For recurring and non-recurring fair value measurements,
external valuers may be used when internal expertise
is either not available or when the valuation is deemed
to be significant. External valuers are selected based
on market knowledge and reputation. Where there is a
significant change in fair value of an asset or liability from
one period to another, an analysis is undertaken, which
includes a verification of the major inputs applied in the
latest valuation and a comparison, where applicable, with
external sources of data.
A N N U A L R E P O R T 2 0 2 1
51
c) Cash flow and fair value interest rate risk
As the Group has no significant interest-bearing assets or
liabilities, the Group’s income and operating cash flows are
not materially exposed to changes in market interest rates.
d) Liquidity risk
Prudent liquidity risk management implies maintaining
sufficient cash and the availability of funding to enable
the company to operate as a going concern. The Board
monitors liquidity on a monthly basis and management
monitors liquidity on a daily basis.
Notes to the Consolidated Financial Statements
2. Financial Risk Management
The Group’s activities expose it to a variety of financial
risks; market risk (including currency risk, credit risk,
fair value interest rate risk and price risk), credit risk,
liquidity risk and cash flow interest rate risk. The
Group’s overall risk management programme focuses
on the unpredictability of financial markets and seeks
to minimise potential adverse effects on the financial
performance of the Group.
a) Foreign exchange risk
Foreign exchange risk arises when future commercial
transactions and recognised assets and liabilities
are denominated in a currency that is not the entity’s
functional currency. The Group is exposed to foreign
exchange risk predominantly arising from currency
exposures to the US dollar on its loans to its overseas
subsidiaries. Currency protection measures may be
deemed appropriate in specific commercial circumstances
and are subject to strict limits laid down by the Board. The
Group has not entered into any foreign currency hedging
contracts during the year.
b) Credit risk
Credit risk arises from the potential failure of
counterparties to meet their obligations under the
respective contracts at maturity. There is negligible credit
risk on financial assets of the Group since there is limited
exposure to individual customers and the economic
entity’s exposure is limited to the amount of cash,
short term deposits and receivables which have been
recognised in the balance sheet.
52
A E R I S E N V I R O N M E N TA L
3. Critical Accounting Estimates and Judgments
The preparation of the financial statements requires
management to make judgments, estimates and
assumptions that affect the reported amounts in the
financial statements. Management continually evaluates
its judgments and estimates in relation to assets,
liabilities, contingent liabilities, revenue and expenses.
Management bases its judgments and estimates on
historical experience and on other various factors it
believes to be reasonable under the circumstances, the
result of which form the basis of the carrying values of
assets and liabilities that are not readily apparent from
other sources. Actual results may differ from these
estimates under different assumptions and conditions.
Management has identified the following critical
accounting policies for which significant judgments,
estimates and assumptions are made. Actual results may
differ from these estimates under different assumptions
and conditions and may materially affect financial results
or the financial position reported in future periods.
Further details of the nature of these assumptions and
conditions may be found in the relevant notes to the
financial statements.
The following critical estimates and judgments have been
made in respect of the following items :
a) Recovery of deferred tax assets
Deferred tax assets are not recognised for deductible
temporary differences until management considers that it
is probable that future taxable profits will be available to
utilise those temporary differences.
b) Share-based payment transactions
The Group measures the cost of equity-settled
transactions with employees by reference to the fair value
of the equity instruments at the date at which they are
granted. The fair value is determined using the Black &
Scholes model, with the assumptions detailed in Note
24. The accounting estimates and assumptions relating
to equity-settled share-based payments would have no
impact on the carrying amounts of assets and liabilities
within the next annual reporting period but may impact
expenses and equity.
c) Fair value of financial instruments
When the fair value of financial assets and financial
liabilities recorded in the statement of financial position
cannot be derived from active markets, their fair value
is determined using valuation techniques including the
discounted cash flow model. The inputs to these models
are taken from observable markets where possible,
but where this is not feasible, a degree of judgement
is required in establishing fair values. The judgements
include considerations of inputs such as liquidity risk,
credit risk and volatility. Changes in assumptions about
these factors could affect the reported fair value of
financial instruments.
d) Allowance for expected credit losses
The allowance for expected credit losses assessment
requires a degree of estimation and judgement. It is
based on the lifetime expected credit loss, grouped based
on days overdue, and makes assumptions to allocate
an overall expected credit loss rate for each group.
These assumptions include recent sales experience,
historical collection rates, the impact of the Coronavirus
(COVID-19) pandemic and forward-looking information
that is available. The allowance for expected credit losses,
as disclosed in note 10, is calculated based on indepth
evaluation of customers expected to incur future credit
losses. The actual credit losses in future years may be
higher or lower.
e) Provision for impairment of inventories
The provision for impairment of inventories assessment
requires a degree of estimation and judgement. The level
of the provision is assessed by taking into account the
recent sales experience, the ageing of inventories and
other factors that affect inventory obsolescence.
A N N U A L R E P O R T 2 0 2 1
53
Notes to the Consolidated Financial Statements
3. Critical Accounting Estimates and Judgments cont.
f) Estimation of useful lives of assets
h) Employee benefits provision
As discussed in note 1, the liability for employee benefits
expected to be settled more than 12 months from the
reporting date are recognised and measured at the
present value of the estimated future cash flows to be
made in respect of all employees at the reporting date. In
determining the present value of the liability, estimates of
attrition rates and pay increases through promotion and
inflation have been taken into account.
The consolidated entity determines the estimated
useful lives and related depreciation and amortisation
charges for its property, plant and equipment and finite
life intangible assets. The useful lives could change
significantly as a result of technical innovations or some
other event. The depreciation and amortisation charge will
increase where the useful lives are less than previously
estimated lives, or technically obsolete or non-strategic
assets that have been abandoned or sold will be written
off or written down.
g) Lease term
The lease term is a significant component in the
measurement of both the right-of-use asset and lease
liability. Judgement is exercised in determining whether
there is reasonable certainty that an option to extend
the lease or purchase the underlying asset will be
exercised, or an option to terminate the lease will not be
exercised, when ascertaining the periods to be included
in the lease term. In determining the lease term, all
facts and circumstances that create an economical
incentive to exercise an extension option, or not to
exercise a termination option, are considered at the lease
commencement date. Factors considered may include
the importance of the asset to the consolidated entity’s
operations; comparison of terms and conditions to
prevailing market rates; incurrence of significant penalties;
existence of significant leasehold improvements; and
the costs and disruption to replace the asset. The
consolidated entity reassesses whether it is reasonably
certain to exercise an extension option, or not exercise
a termination option, if there is a significant event or
significant change in circumstances.
54
A E R I S E N V I R O N M E N TA L
4. Revenue
Revenue
Revenue from sales
Revenue from services
Other revenue
Financial income
Government Grants
Miscellaneous
2021
$
2020
$
6,054,152
12,576,309
1,076,532
2,056,653
7,130,684
14,632,962
2021
$
5,587
181,162
18,878
205,627
2020
$
9,180
17,540
9,976
36,696
A N N U A L R E P O R T 2 0 2 1
55
Notes to the Consolidated Financial Statements
5. Expenses
Profit (Loss) before income tax includes the following items of expense:
Depreciation and amortisation expense
Depreciation of leasehold assets
Depreciation of plant and equipment
Total depreciation and amortisation expense
Employee benefit expenses
Base salary and fees
Superannuation & statutory oncosts
Share based payment
Other employee expenses
Total employee benefit expenses
Financial expenses
Interest, bank fees and other financial expenses
Other expenses
Impairment of receivables
Impairment of inventory
Rental & occupancy expenses
Research and development and patent expenses
2021
$
6,332
126,219
132,552
2021
$
2,722,895
317,050
24,492
83,847
2020
$
6,332
128,046
134,378
2020
$
2,007,835
263,514
145,150
80,538
3,148,284
2,497,037
2021
$
56,409
56,409
2021
$
271,697
1,191,000
313,894
812,429
2020
$
38,178
38,178
2020
$
135,781
-
249,245
572,602
56
A E R I S E N V I R O N M E N TA L
6. Income Tax
a) Income tax benefit
The prima facie income tax benefit on pre-tax accounting loss reconciles to the income tax benefit in the financial
statements as follows:
Profit (Loss) for year
Income tax expense (benefit) calculated at 26% (2020 - 30%)
R&D tax offset receivable
Temporary differences and tax losses not recognised
- Non deductible expenses
- Share based payments
Income tax attributable to profit (loss)
b) Deferred tax balances not recognised
Calculated at 26% (2020: 30%) of not brought to account as assets or liabilities:
Deferred tax assets
Tax losses
2021
$
(5,985,414)
(1,556,208)
-
1,416,394
21,578
(118,236)
2020
$
1,413,370
424,011
(569,571)
(467,555)
43,544
(569,571)
2021
$
2020
$
Revenue tax losses available for offset against future tax income
6,728,307
7,652,475
Temporary differences
Provision for doubtful debts
Provision for inventory impairment
Provision for employee entitlements
Difference between book and tax values of fixed assets
Accruals
Future lease obligations
Total deferred tax assets
Deferred tax liabilities
90,000
297,750
105,800
17,160
7,500
5,826
524,036
7,252,343
51,000
-
97,100
24,431
14,250
4,366
191,147
7,843,622
Difference between book and tax values of fixed assets
Total deferred tax liabilities
Net deferred tax asset not recognised
-
-
-
-
7,252,343
7,843,622
A N N U A L R E P O R T 2 0 2 1
57
Notes to the Consolidated Financial Statements
6. Income Tax (cont.)
c) Tax consolidation
(i) Relevance of tax consolidation to the consolidated entity
Legislation to allow groups comprising a parent entity and its Australian resident wholly-owned entities, to elect
to consolidate and be treated as a single entity for income tax purposes (‘the tax consolidation system’) was
substantively enacted on 21 October 2002. The Company, its wholly-owned Australian resident entities and its
sister entities within Australia are eligible to consolidate for tax purposes under this legislation and have elected to
implement the tax consolidation system from 1 July 2005.
(ii) Method of measurement of tax amounts
The tax consolidated group has adopted the “stand-alone” method of measuring current and deferred tax amounts
applicable to each company.
(iii) Tax sharing agreements
There are no tax sharing or funding agreements in place.
(iv) Tax consolidation contributions
There were no amounts recognised for the period as tax consolidations contributions by (or distributions to) equity
participants of the tax consolidated group.
7. Earnings (Loss) Per Share Attributable To The Ordinary
Equity-Holders Of The Company
Basic earnings (loss) per share (cents per share)
Diluted earnings (loss) per share (cents per share)
2021
$
(2.41)
(2.41)
2020
$
0.90
0.89
Net profit (loss) used to calculate basic EPS
(5,867,178)
1,982,941
Net profit (loss) used to calculate diluted EPS
(5,867,178)
1,982,941
Weighted average number of ordinary shares used to calculate basic EPS
243,104,095
219,677,482
Convertible performance rights and share options
-
2,207,291
Weighted average number of ordinary shares used to calculate diluted EPS*
243,104,095
221,884,773
*Options and rights eligible for conversion into ordinary shares in future have an anti-dilutive effect, hence diluted EPS is same as basic EPS.
58
A E R I S E N V I R O N M E N TA L
8. Auditors’ Remuneration
Remuneration of UHY Haines Norton for :
Audit of the annual financial report
Review of the half yearly financial report
Total auditors remuneration
9. Cash and Cash Equivalents
Cash at bank and on hand
Deposits on call
2021
$
31,200
16,200
47,400
2020
$
30,500
15,850
46,350
2021
$
906,653
10,578,963
11,485,616
2020
$
2,375,477
10,573,862
12,949,339
The carrying amounts of the Group’s cash are a reasonable approximation of their fair values.
10. Trade and Other Receivables
a) Current trade and other receivables
Trade receivables
Less: Allowance for expected credit losses
R&D tax offset rebate receivable
2021
$
1,845,009
(360,000)
-
1,485,009
2020
$
5,136,310
(170,000)
569,571
5,535,881
The carrying amounts of the Group’s cash are a reasonable approximation of their fair values.
A N N U A L R E P O R T 2 0 2 1
59
Notes to the Consolidated Financial Statements
10. Trade and Other Receivables (cont.)
b) Non-current trade and other receivables
Trade Receivables
Less: Allowance for expected credit losses
2021
$
-
-
-
2020
$
3,945
-
3,945
The carrying amounts of non-current trade and other receivables represent amount due from customers for
SmartENERGY® projects completed during 2017 financial year which are receivable over 60 months and accounted at
fair values. The fair values were calculated based on cash flows discounted using rate appropriate to credit rating of
customers.
c) Allowance for expected credit losses
Less than 6 months overdue
More than 6 months overdue
Movements in provision for impairment of receivables
Opening balance
Additional provisions recognised
Previous provisions written off
Closing balance
Amounts recognised in profit or loss
During the year, the following losses were recognised in profit or loss
in relation to impaired receivables.
Individually impaired receivables
Previous provisons written back
Movement in provision for impairment
2021
$
-
2020
$
-
360,000
170,000
170,000
190,000
-
360,000
(81,697)
-
(190,000)
(271,697)
785,123
170,000
(785,123)
170,000
(34,660)
68,879
(170,000)
(135,781)
60
A E R I S E N V I R O N M E N TA L
d) In the 2020 financial year, the Group applied the simplified approach to provide for expected credit losses prescribed
by AASB 9, which permits the use of the lifetime expected loss provision for all trade receivables. To measure the
expected credit losses, trade receivables were grouped based on shared credit risk characteristics and the days past
due. The loss allowance provision as at 30 June 2020 was determined as follows.
Expected credit loss %
Gross carrying amount
Expected credit loss provision
Expected credit loss provision
(rounded off)
Current
receivables
Past due
> 30 days
Past due
> 60 days
Past due
> 90 days
Total
$
-
-
2.5%
7.5%
1,835,970
867,003
1,109,600
1,897,253
5,709,826
-
-
-
-
27,740
142,294
170,034
27,700
142,300
170,000
For the 2021 financial year, the Group has undertaken an indepth evaluation of each individual customer which the entity
considers to have a risk of incurring credit losses.
Based on the evaluation and considering average industry credit terms of 60 days, loss allowance provision as at 30
June 2021 was calculated and grouped as follows:
Gross carrying amount
Expected credit loss provision
11. Inventories
Inventories - at cost
Current
<60 days
598,051
Past due
> 60 days
Past due
> 90 days
Total
$
118,930
1,128,028
1,845,009
-
-
360,000
360,000
2021
$
2,811,899
2,811,899
2020
$
3,486,862
3,486,862
The carrying amounts of the Group’s inventories are a reasonable approximation of their fair values.
A N N U A L R E P O R T 2 0 2 1
61
Notes to the Consolidated Financial Statements
12. Other Current Assets
Prepayments
Advance payment to suppliers
Accrued income
Deposits, bonds and other receivables
2021
$
351,751
-
-
15,271
367,022
2020
$
218,493
21,397
7,962
14,182
262,034
The carrying amounts of the Group’s other current assets are a reasonable approximation of their fair values.
13. Non-Current Assets
Carrying Values
2021
Property, plant and equipment
R & D equipment
Computer equipment
Field equipment
Leasehold improvements
Office furniture
Plant and equipment
Right-of-use asset
Carrying Values
2020
Property, plant and equipment
R & D equipment
Computer equipment
Field equipment
Leasehold improvements
Office furniture
Plant and equipment
Right-of-use asset
62
A E R I S E N V I R O N M E N TA L
Cost
$
40,773
277,094
58,747
130,228
179,918
187,474
455,966
1,330,200
Cost
$
25,011
252,985
58,747
130,228
176,456
137,449
455,966
1,236,842
Accumulated depreciation /
impairment
Net carrying value
$
$
(26,062)
(241,740)
(58,747)
(129,247)
(175,080)
(137,340)
(160,930)
(929,146)
14,711
35,354
-
981
4,838
50,134
295,036
401,054
Accumulated depreciation /
impairment
Net carrying value
$
(25,011)
(222,163)
(58,747)
(122,915)
(165,642)
(121,039)
(80,465)
(795,982)
$
-
30,822
-
7,313
10,814
16,410
375,501
440,860
Reconciliations
2021
Computer equipment
Leasehold improvements
Office furniture
Plant and equipment
R&D Equipment
Right-of-use asset
Opening
net
carrying
value
$
30,822
7,313
10,814
16,410
-
375,501
440,860
Opening
net
carrying
Additions Disposals
Depreciation
/ Impairment
Exchange
movements
Closing
net
carrying
value
$
24,109
-
3,462
50,026
15,762
-
93,359
$
-
-
-
-
-
-
-
$
(18,966)
(6,332)
(9,438)
(16,301)
(1,051)
(80,465)
$
$
(614)
35,351
-
-
-
-
-
981
4,838
50,136
14,712
295,036
(132,552)
(614)
401,054
Reconciliations
value Additions Disposals
2020
Computer equipment
Leasehold improvements
Office furniture
Plant and equipment
Right-of-use asset
$
27,192
13,645
30,971
19,690
$
19,372
-
-
8,240
-
455,966
91,498
483,578
$
-
-
-
-
-
-
Depreciation /
Impairment
Exchange
movements
$
(15,904)
(6,332)
(20,157)
(11,520)
(80,465)
$
162
-
-
-
-
Closing
net
carrying
value
$
30,822
7,313
10,814
16,410
375,501
(134,378)
162
440,860
A N N U A L R E P O R T 2 0 2 1
63
Notes to the Consolidated Financial Statements
14. Current Trade and Other Payables and Provisions
a) Unsecured trade and other payables
Trade creditors
Other payables and accruals
GST and PAYG payable
b) Lease liabilities
c) Provisions
Annual leave
Long service leave
2021
$
1,683,461
664,411
(10,180)
2,337,692
2020
$
2,270,461
395,587
(9,177)
2,656,871
91,225
88,568
354,645
34,024
388,669
266,193
25,771
291,964
The carrying amounts of the Group’s current trade and other payables and provisions are a reasonable approximation of
their fair values.
15. Non-Current Liabilities and Provisions
a) Provisions
Long service leave
2021
$
34,533
34,533
2020
$
31,702
31,702
b) Lease liabilities
227,113
301,488
The carrying amounts of the Group’s non-current liabilities and provisions are a reasonable approximation of their fair
values.
64
A E R I S E N V I R O N M E N TA L
c) Particulars relating to lease liabilities
The lease liabilities refers to office space leased in Brisbane. The Group follows AASB 16 for accounting of leases and resulting
assets are disclosed as “Right-of-use Asset” in note 13. Current and non-current lease liability are disclosed in notes 14 and 15.
The financial statements shows the following amounts relating to leases:
Depreciation
Interest expense (included in finance cost)
Value of Right-of-Use asset included in property, plant and equipment
Expense relating to short-term leases (included in occupancy expenses)
Total cash flows for leases
16. Contributed Equity
Share capital
2021
$
80,465
16,850
295,036
63,197
187,854
2020
$
80,465
20,079
375,501
75,700
207,566
2021
$
2020
$
243,827,837 fully paid ordinary shares - no par value
62,430,276
62,195,687
(2020: 242,545,479)
62,430,276
62,195,687
Fully paid ordinary shares carry one vote per share and carry the right to dividends.
Movement in ordinary share capital of Aeris
Environmental Ltd
Balance at beginning of year
Shares issued during year
Shares issued to Directors towards repayment of their loan
Shares issued to KMP
Share placement - Strategic Investors
Share Placement Plan
2021
2021
2020
2020
No. of shares
$ No. of shares
$
242,545,479
62,195,687
211,746,510
50,195,854
-
-
-
-
-
-
-
-
-
-
-
-
28,000,000
12,040,000
-
-
Shares issued against exercise of options and rights
Shares issued to consultants and advisors
882,358
400,000
145,589
536,411
57,533
89,000
2,262,558
489,300
243,827,837
62,430,276
242,545,479
62,782,687
Transaction costs relating to share issues
-
-
-
(587,000)
243,827,837
62,430,276
242,545,479
62,195,687
For the purposes of these disclosures, the Group considers its capital to comprise its ordinary share capital and
accumulated losses. Neither the share based payments reserve nor the translation reserve is considered as capital.
A N N U A L R E P O R T 2 0 2 1
65
Notes to the Consolidated Financial Statements
17. Options
2021
Unlisted
Grant
Date
Expiry
Date
Exercise
Price
*
*
23-Dec-16
23-Oct-21
30-May-18
01-Mar-21
0.42
0.01
Total options on issue
Number on
issue
30 June
2020
495,000
100,000
595,000
Granted
during
year
Expired or
forfeited
Exercised
during
year
-
-
-
(100,000)
(100,000)
(200,000)
-
-
-
Number on
issue
30 June
2021
395,000
-
395,000
The carrying amounts of the Group’s current trade and other payables and provisions are a reasonable approximation of
their fair values.
2020
Unlisted
Grant
Date
Expiry
Date
Exercise
Price
*
*
*
*
23-Dec-16
14-Oct-21
23-Dec-16
23-Oct-21
23-Dec-16
01-Aug-20
30-May-18
01-Mar-21
0.42
0.42
0.01
0.01
Total options on issue
Number on
issue
30 June
2019
100,000
670,000
200,000
100,000
1,070,000
Granted
during
year
-
-
-
-
-
Exercised
during
year
Number on
issue
30 June
2020
Expired or
forfeited
(100,000)
(175,000)
-
-
-
495,000
-
100,000
595,000
-
-
(200,000)
-
(275,000)
(200,000)
These options do not entitle the holder to participate in any share issue of the Company or any other body corporate
unless the options are exercised prior to the new share issue entitlement date.
• These options expire on the earlier of their expiry date or the date of termination of the employee’s employment, or, in the case of voluntary termination,
90 days after voluntary termination of the employee’s employment.
66
A E R I S E N V I R O N M E N TA L
18. Reserves
Foreign currency translation reserve
Share based payments reserve
Foreign currency translation reserve
Balance at beginning of financial year
Foreign exchange translation difference
Balance at end of financial year
Nature and purpose of reserve
2021
$
(156,257)
1,856,689
1,700,432
2021
$
(65,483)
(90,774)
(156,257)
2020
$
(65,483)
1,970,286
1,904,803
2020
$
(52,796)
(12,687)
(65,483)
The foreign currency translation reserve records the impact of the movement of the exchange rate as it relates to the
company’s investment in overseas subsidiaries.
Share based payments reserve
2021
$
2020
$
Balance at beginning of financial year
1,970,286
2,196,869
Share based payments during the year allocated to:
Employees and consultants
Key Management Personnel
Utilised for share issue
Balance at end of financial year
Nature and purpose of reserve
74,904
8,088
(196,589)
1,856,689
117,809
27,341
(371,733)
1,970,286
The share based payments reserve records the value of options or rights issued to employees, consultants and Directors,
as part of the remuneration for their services and issued in consideration for business combinations.
A N N U A L R E P O R T 2 0 2 1
67
Notes to the Consolidated Financial Statements
19. Accumulated Losses
Balance at beginning of financial year
Net profit (loss) for year
Balance at end of financial year
20. Non-Controlling Interests
Balance at beginning of financial year
Net loss for year
Balance at end of financial year
2021
$
(44,795,847)
(5,867,178)
(50,663,025)
2020
$
(46,778,788)
1,982,941
(44,795,847)
2021
$
3,685
-
3,685
2020
$
3,685
-
3,685
21. Particulars Relating to Controlled Entities
Name of entity
Controlled entities
Aeris Pty Ltd
Aeris Biological Systems Pty Ltd
Aeris Hygiene Services Pty Ltd
Aeris Environmental LLC
Aeris Cleantech Pte Ltd
Aeris Cleantech Europe Ltd
Aeris Environmental (UK) Ltd
Country of
incorporation
Ownership
interest 2021
Ownership
interest 2020
Australia
Australia
Australia
USA
Singapore
Malta
UK
%
100
100
100
100
75
100
100
%
100
100
100
100
75
100
N/A
68
A E R I S E N V I R O N M E N TA L
22. Commitments for Expenditure
Commitments for manufacturing of inventory within 1 year
Lease commitments
Operating leases - short term
2021
$
487,500
2020
$
-
Commitments on operating leases that relate to below office facilities:
Registered office in Sydney - up to 1 year
Balance at end of financial year
-
487,500
56,604
56,604
23. Key Management Personnel Disclosures
a) The Directors of Aeris Environmental Ltd during the year were:
Maurie Stang
Bernard Stang - Director until 26 November 2020
Steven Kritzler
Michael Ford
Abbie Widin - Joined 2 March 2021
Jenny Harry - Joined 21 April 2021
b) Other key management personnel
Peter Bush (Chief Executive Officer)
Robert Waring (Company Secretary)
c) Compensation
The aggregate compensation made to directors and other members of key management personnel of the consolidated
entity is set out below:
Short-term employee benefits
Post-employment benefits
Share-based payments
2021
$
591,170
45,654
8,088
2020
$
402,053
28,070
27,341
644,912
457,464
Further, disclosures relating to key management personnel are set out in remuneration report in the Directors’ Report.
A N N U A L R E P O R T 2 0 2 1
69
Notes to the Consolidated Financial Statements
24. Share Based Payments
a) Recognised share-based payment expenses
The expense recognised for employee services and external consultants during the year is shown in the table below:
Employee Share Option Plan
Employees and consultant
Key Management Personnel
Total amount arising from share-based payment transactions
2021
$
74,904
8,088
82,992
2020
$
117,809
27,341
145,150
b) Details of share-based payment plan
The share-based payment plan is described in the remuneration report in Directors’ Report. There have been no
cancellations or modifications to the plan during 2021 and 2020.
Fair value of options or rights granted
The fair value of the options granted under the plan is estimated using the Black & Scholes valuation methodology taking
into account the terms and conditions under which the options are granted. The fair value of performance rights granted
is based on the market price of shares at the date of issue.
Particulars of options or rights granted over unissued shares
Weighted average remaining contractual life
0.32 years
1.21 years
1.04 years
1.93 years
Range of exercise prices
$0.42
$0.01 to $0.42
-
-
Options
Rights
2021
2020
2021
2020
Options or rights on issue
Employees and consultants
Key Management Personnel
Options or rights granted during the year
Employees and consultants
Key Management Personnel
Shares issued as a result of exercise of options or rights
Employees and consultants
Key Management Personnel
345,000
50,000
395,000
545,000
50,000
570,421
441,179
888,754
1,323,537
595,000
1,011,600
2,212,291
-
-
-
-
-
-
-
-
-
-
-
-
150,000
-
150,000
200,000
-
300,000
882,358
636,411
-
200,000
1,182,358
636,411
70
A E R I S E N V I R O N M E N TA L
24. Share Based Payments (cont.)
Particulars of options or rights granted over unissued shares (cont.)
Options or rights expired or forfeited
Employees and consultants
Key Management Personnel
Options
Rights
2021
2020
2021
2020
200,000
-
200,000
175,000
100,000
275,000
18,333
30,335
-
-
18,333
30,335
The following table shows the inputs to the valuation of options and rights granted during 2020 financial year (2021: NIL)
Value of Underlying Stock
Exercise Price
Dividend Yield
Volatility (per Year)
Risk free rate
Maturity
Pricing Date
Value of Option
Rights issue
0.230
0.000
N/A
N/A
N/A
25/7/22
9/9/19
0.2300
25. Related Party Disclosures
a) Parent Entity
c) Transactions with Directors and Director related entities
Disclosures relating to transactions with Directors and
Director related entities are set out in the remuneration
report in the Directors’ Report.
Aeris Environmental Ltd is the parent entity.
Subsidiaries
Interests in subsidiaries are set out in note 21.
b) Key management personnel
Disclosures relating to key management personnel are set
out in note 23 and the remuneration report in the Directors’
Report.
A N N U A L R E P O R T 2 0 2 1
71
Notes to the Consolidated Financial Statements
26. Financial Instruments Disclosures
a) Capital
The Group considers its capital to comprise its ordinary share capital and accumulated losses.
In managing its capital, the Group’s primary objective is to ensure its continued ability to provide a consistent return for its
equity shareholders through a combination of capital growth and distributions. In order to achieve this objective, the Group
seeks to maintain a sufficient funding base to enable the Group to meet its working capital and strategic investment needs.
In making decisions to adjust its capital structure to achieve these aims, either through new share issues or debt, the Group
considers not only its short-term position but also its long-term operational and strategic objectives.
b) Financial instrument risk exposure and management
In common with all other businesses, the Group is exposed to risks that arise from its use of financial instruments.
This note describes the Group’s objectives, policies and processes for managing those risks and the methods used to
measure them.
Further quantitative information in respect of these risks is presented throughout these financial statements.
There have been no substantive changes in the Group’s exposure to financial instrument risks, its objectives, policies
and processes for managing those risks or the methods used to measure them from previous periods unless otherwise
stated in this note.
c) Principal financial instruments
The principal financial instruments used by the Group, from which financial instrument risks arise, are as follows:
cash at bank;
trade and other receivables;
deposits and bonds and
trade and other payables
d) General objectives, policies and processes
The Board has overall responsibility for the determination of the Group’s risk management objectives and policies
and has the responsibility for designing and operating processes that ensure the effective implementation of the
objectives and policies to the Group’s finance function. The Board receives monthly reports through which it reviews the
effectiveness of the processes put in place and the appropriateness of the objectives and policies it sets.
The overall objective of the board is to set policies that seek to reduce risk as far as possible without unduly affecting the
Group’s competitiveness and flexibility. Further details regarding these policies are set out below:
(i) Credit risk
Credit risk arises principally from the Group’s trade receivables, cash and term deposits. It is the risk that the
counterparty fails to discharge its obligation in respect of the instrument.
72
A E R I S E N V I R O N M E N TA L
The maximum exposure to credit risk at balance sheet date is as follows :
Trade receivables
R&D tax offset rebate receivable
Deposits and bonds
Deposits with Bankwest
Deposits with Wells Fargo, USA
Deposits with Bank of America, USA
Deposits with ANZ Bank
(ii) Liquidity risk
2021
$
1,485,009
-
15,271
2020
$
4,970,255
569,571
22,347
10,578,975
10,573,694
7,826
73,145
824,311
12,984,537
31,625
264,978
2,069,226
18,501,696
Liquidity risk arises from the Group’s management of working capital and the finance charges and principal repayments on
its debt instruments. It is the risk that the Group will encounter difficulty in meeting its financial obligations as they fall due.
The Group’s policy is to ensure that it will always have sufficient cash to allow it to meet its liabilities when they become
due. To achieve this aim, it seeks to maintain cash balances (or agreed facilities) to meet expected requirements for a
period of at least 45 days.
The Board receives cash flow projections on a monthly basis as well as information regarding cash balances. At the
balance sheet date, these projections indicated that the Group expected to have sufficient liquid resources to meet its
obligations under all reasonably expected circumstances.
Maturity analysis of financial assets and liability based on management’s expectations
The risk implied from the values shown in the table below, reflects a balanced view of cash inflows and outflows. Trade
payables and other financial liabilities mainly originate from the financing of assets used in our ongoing operations such
as property, plant, equipment and investments in working capital (e.g. trade receivables and inventories). These assets
are considered in the Group’s overall liquidity risk.
A N N U A L R E P O R T 2 0 2 1
73
Notes to the Consolidated Financial Statements
26. Financial Instruments Disclosures (cont.)
(ii) Liquidity risk (cont.)
Maturity analysis of financial assets and liability based on management’s expectations
Maturity analysis - 2021
Financial assets
Cash and cash equivalents
Receivables
Security deposits
TOTAL
Financial liabilities
Trade Creditors
Other payables and accruals
Lease liabilities *
TOTAL
Cash flows
< 6 mths
6- 12 mths
1-3 years
> 3 years
$
$
11,485,616
11,485,616
1,485,009
1,485,009
15,271
-
12,985,896
12,970,625
1,683,461
1,683,461
654,230
318,338
654,230
38,036
2,656,029
2,375,727
$
-
-
-
-
-
-
$
-
-
-
-
-
-
$
-
-
15,271
15,271
-
-
39,849
39,849
175,802
175,802
64,651
64,651
NET MATURITY
10,329,866
10,594,898
(39,849)
(175,802)
(49,380)
Cash flows
< 6 mths
6- 12 mths
1-3 years
> 3 years
Maturity analysis - 2020
Financial assets
$
$
Cash and cash equivalents
12,949,339
12,949,339
$
-
5,539,826
5,535,881
3,945
14,182
-
-
18,503,347
18,485,220
3,945
2,270,461
2,270,461
386,410
390,056
386,410
35,002
3,046,927
2,691,873
-
-
36,716
36,716
253,687
253,687
64,651
64,651
$
-
-
-
-
-
-
$
-
-
14,182
14,182
-
-
Receivables
Security deposits
TOTAL
Financial liabilities
Trade Creditors
Other payables and accruals
Lease liabilities *
TOTAL
NET MATURITY
15,456,420
15,793,347
(32,771)
(253,687)
(50,469)
* Lease liabilities calculated under AASB 16 which is effective from 1 July 2019
74
A E R I S E N V I R O N M E N TA L
(iii) Market risk
(a) Interest rate risk
The Group’s exposure to fluctuations in interest rates that are inherent in financial markets arise predominantly from
assets and liabilities bearing variable interest rates.
The company’s exposure to interest rate risk and the effective weighted average interest rate for classes of financial
assets and financial liabilities is set out below:
2021
Financial assets
Cash and cash equivalents
Deposits
Receivables
Total Assets
Financial liabilities
Lease liabilities
Trade and other payables
Total Liabilities
Net financial assets
2020
Financial assets
Cash and cash equivalents
Deposits
Receivables
Total Assets
Financial liabilities
Lease liabilities
Trade and other payables
Total Liabilities
Net financial assets
Weighted
Average
Interest
Rates
Floating
Interest
Rates
Fixed Inter-
est Rates
Non-Inter-
est Bearing
Total
1.00%
10,578,963
2.20%
0.00%
-
-
10,578,963
-
-
-
-
906,653
11,485,616
15,271
15,271
1,485,009
1,485,009
2,406,933
12,985,896
Note
9
12
10
14, 15
14
4.71%
0.00%
-
-
-
318,338
-
318,338
-
2,337,692
2,337,692
318,338
2,337,692
2,656,030
10,578,963
(318,338)
69,241
10,329,865
Weighted
Average
Interest
Rates
Floating
Interest
Rates
Fixed Inter-
est Rates
Non-Inter-
est Bearing
Total
1.00%
10,573,862
2.20%
5.50%
-
-
-
-
2,375,477
12,949,339
14,182
14,182
47,612
5,492,214
5,539,826
10,573,862
47,612
7,881,873
18,503,347
Note
9
12
10
14, 15
14
4.71%
0.00%
-
-
-
390,056
-
390,056
-
2,656,871
2,656,871
390,056
2,656,871
3,046,927
10,573,862
(342,444)
5,225,002
15,456,420
* Lease liabilities calculated under AASB 16 which is effective from 1 July 2019
A N N U A L R E P O R T 2 0 2 1
75
Notes to the Consolidated Financial Statements
26. Financial Instruments Disclosures (cont.)
(iii) Market risk (cont.)
The following sensitivity analysis is based on the interest rate risk exposure in existence at the balance sheet date. The
analysis assumes all other variables remain constant.
Sensitivity analysis
2021
Deposits on call
Tax charge of 30%
Post tax profit increase / (decrease)
Sensitivity analysis
2020
Deposits on call
Tax charge of 30%
Post tax profit increase / (decrease)
(b) Currency risk
Carrying
amount
10,578,963
10,578,963
+2% interest rate
Profit & Loss
-1% interest rate
Profit & Loss
211,579
211,579
(63,474)
148,105
(105,790)
(105,790)
31,737
(74,053)
Carrying
amount
10,573,862
10,573,862
+2% interest rate
Profit & Loss
-1% interest rate
Profit & Loss
211,477
211,477
(63,443)
148,034
(105,739)
(105,739)
31,722
(74,017)
The Group’s policy is, where possible, to allow group entities to settle liabilities denominated in their functional currency
with the cash generated from their own operations in that currency. Where group entities have liabilities denominated
in a currency other than their functional currency (and have insufficient reserves of that currency to settle them) cash
already denominated in that currency will, where possible, be transferred from elsewhere within the Group.
The Group’s exposure to foreign currency risk, including inter-company balances which are eliminated on consolidation,
is as follows:
Cash at bank
Trade and other receivables
2021
US$
61,277
116,852
2020
US$
204,447
217,919
Trade and other payables
(3,052,244)
(2,798,646)
Net Exposure
(2,874,115)
(2,376,280)
2021
SGD
9,334
12,500
(5,778)
16,056
2020
SGD
9,334
12,500
(5,778)
16,056
2021
Euro
-
2020
Euro
5,000
(5,330)
(3,575)
-
(5,330)
-
1,425
Sensitivity analysis on the foreign currency exposure risk is not disclosed as the foreign currency balances are not
material and the impact of any change in exchange rates would be immaterial.
76
A E R I S E N V I R O N M E N TA L
(e) Fair value measurement
The carrying amounts of trade and other receivables and trade and other payables are assumed to approximate their
fair values due to their short-term nature. The fair value of financial liabilities is estimated by discounting the remaining
contractual maturities at the current market interest rate that is available for similar financial liabilities.
Therefore, table detailing the consolidated entity’s assets and liabilities, measured or disclosed at fair value, using a three
level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement is not required.
27. Contingent Liabilities
In relation to the litigation referred to in note 33, although the matter is being considered at the Court, the directors are
expecting a settlement to happen within October 2021. A contingent liability in the form of legal cost would arise only
if settlement does not happen and the matter continues until the hearing expected in late 2022 financial year. Aeris
believes that disclosure of the estimated financial effect of this can be expected to seriously prejudice its legal position,
and consequently, has not made disclosures of these amounts.
There are no other contingent liabilities of the company or the Group other than the above and commitments disclosed in
note 22 (2020: NIL)
28. Additional Company Information
Aeris Environmental Ltd is a listed public company, incorporated in Australia.
Principal registered office and principal place of business
5/26-34 Dunning Avenue
ROSEBERY
NSW 2018
29. Subsequent Events
There have been no matters or circumstances, which have arisen since 30 June 2021 that have significantly affected or
may significantly affect:
(a) the operations, in financial years subsequent to 30 June 2021, of the consolidated entity; or
(b) the results of those operations;
(c) the state of affairs, in the financial years subsequent to 30 June 2021, of the consolidated entity.
A N N U A L R E P O R T 2 0 2 1
77
Notes to the Consolidated Financial Statements
30. Operating Segments
Identification of reportable segments
From Board of Directors’ (Chief Operating Decision Makers’ - CODM) perspective, the Group is organised into business
units based on its geographical area of operation. The Group has identified two reportable segments as mentioned
below.
The reportable segments are based on aggregated operating segments determined by the similarity of the revenue
stream and products sold and/or the services provided in Australia and internationally, as these are the sources of the
Group’s major risks and have the most effect on the rates of return.
The CODM reviews revenue, COGS, operating expenses, profit before tax, assets & liabilities for the following segments:
(a)
(b)
Australia - Sales and service on account of Australian operations
International - Sales & service on account of international operations
Intersegment transactions
Intersegment transactions are made at arm’s length and are eliminated on consolidation.
Intersegment receivables, payables and loans
Intersegment loans are initially recognised at the consideration received & are eliminated on consolidation.
Major Customer
During the year ended 30 June 2021 the most significant client accounts for approximately 33% (2020: 22%) of the
consolidated entity’s external revenue through Australian Sales and Services operating segment. There were no other
customers who individually amounted to 10% or more of the total revenue during 2020 and 2021.
78
A E R I S E N V I R O N M E N TA L
Operating segment information of the consolidated entity
2021
Revenue
Sales
Other Income
Total Revenue
Expenses
Cost of goods sold
Operating expenses
Total Expenses
Australia
International
Intersegment
eliminations
Consolidated
$
$
$
$
6,292,080
205,625
6,497,705
956,848
(118,244)
7,130,684
2
-
205,627
956,850
(118,244)
7,336,311
3,795,309
8,619,182
698,463
841,905
(118,244)
(514,890)
4,375,528
8,946,197
12,414,491
1,540,368
(633,134)
13,321,725
Profit before tax
(5,916,785)
(583,519)
514,890
(5,985,414)
2020
Revenue
Sales
Other Income
Total Revenue
Expenses
Cost of goods sold
Operating expenses
Total Expenses
Australia
International
Intersegment
eliminations
Consolidated
$
$
$
$
13,777,886
1,410,585
(555,509)
14,632,962
36,507
189
-
36,696
13,814,393
1,410,774
(555,509)
14,669,658
6,134,462
6,310,101
1,055,670
774,348
(555,509)
(462,784)
6,634,623
6,621,665
12,444,563
1,830,018
(1,018,293)
13,256,288
Loss before tax
1,369,830
(419,244)
462,784
1,413,370
A N N U A L R E P O R T 2 0 2 1
79
Notes to the Consolidated Financial Statements
30. Operating Segments (cont.)
Segment assets and liabilities
2021
Australia
International
Total
Assets
2021
$
2020
$
Liabilities
2021
$
2020
$
16,548,826
22,570,313
964,955
1,316,076
4,777,701
4,083,079
5,064,275
4,156,956
17,513,781
23,886,389
8,860,780
9,221,231
Intersegment elimination
(963,181)
(1,207,468)
(5,781,548)
(5,850,638)
Consolidated
16,550,600
22,678,921
3,079,232
3,370,593
Disaggregation of revenue from contracts with customers
The group derives revenue from the transfer of goods and services over time and at a point in time in the following major
geographical segments:
Segment revenue
Intersegment elimination
Australia
International
2021
$
2020
$
2021
$
2020
$
6,292,080
13,777,886
956,848
1,410,585
(118,244)
(555,509)
-
-
Revenue from external customers
6,173,836
13,222,377
956,848
1,410,585
Timing of revenue recognition
At a point in time
Over time
5,097,304
11,165,724
956,848
1,410,585
1,076,532
2,056,653
-
-
6,173,836
13,222,377
956,848
1,410,585
80
A E R I S E N V I R O N M E N TA L
31. Information Relating To Aeris Environmental Ltd
(“The Parent Entity”)
Current Assets
Total Assets
Current Liabilities
Total Liabilities
Issued Capital (net of costs)
Accumulated losses
Share-based payment reserve
Net profit (loss) after tax for the period
Total comprehensive loss for the period
Contractual Obligations / Commitments (Refer Note 22)
32. Notes to Cash Flow Statements
(a) Reconciliation of cash
2021
$
2020
$
16,107,507
22,163,863
16,548,763
22,646,291
2,734,030
2,961,142
2,877,507
3,210,697
62,430,275
62,195,686
(50,699,342)
(44,730,376)
1,856,688
1,970,285
13,587,620
19,435,595
(5,798,371)
(5,889,145)
487,500
2,110,178
2,097,491
56,604
For the purposes of the statement of cash flows, cash includes cash on hand and in banks and investments in money
market instruments, net of outstanding bank overdrafts. Cash at the end of the financial year as shown in the statement
of cash flows is reconciled in the related items in the statement of financial position as follows:
Cash at bank and on hand
Deposits on call
2021
$
2020
$
906,653
2,375,477
10,578,963
10,573,862
11,485,616
12,949,339
A N N U A L R E P O R T 2 0 2 1
81
Notes to the Consolidated Financial Statements
32. Notes to Cash Flow Statements cont.
(b) Reconciliation of operating profit (loss) after income tax to net cash flows from operating activities
Operating profit (loss) after income tax
Non cash/non-operating items included in profit and loss
Depreciation and amortisation
Impairment expense
Interest on lease liability
Share based payments
Other adjustments
Changes in assets and liabilities
Decrease / (Increase) in receivables
Decrease / (Increase) in inventory
Decrease / (Increase) in other assets
(Decrease) / Increase in trade creditors
(Decrease) / Increase in other creditors and accruals
Increase / (Decrease) in employee entitlement expense
2021
$
2020
$
(5,867,178)
1,982,941
132,552
1,462,697
16,850
82,992
38,000
134,378
135,781
20,079
145,150
-
3,864,817
(2,201,947)
(516,038)
(104,988)
(587,000)
97,824
99,535
(2,716,789)
(67,599)
385,675
104,383
26,988
Net cash used in operating activities
(1,279,937)
(2,050,960)
82
A E R I S E N V I R O N M E N TA L
33. Litigation With Aus Made Express International Group Pty Ltd
The Group had a number of concerns in relation to the performance and conduct of Aus Made Express International
Group Pty Ltd ACN 604 566 065 (Aus Made) and Mr Huifeng Lui (a director of Aus Made), in relation to the distribution
agreement that was announced to ASX on 11 April 2019.
The Company engaged Dentons Lawyers to review the matters underlying those concerns and, on 11 September 2020,
Dentons issued a letter to Aus Made’s lawyers which outlined those concerns and demanded certain action. Aus Made
did not comply with these demands, but in-turn, on 25 September 2020, provided notification of the commencement of
proceedings against Aeris, and two other parties, in the Supreme Court of NSW.
In each case, the Group does not accept liability and disputes the basis for the claims alleged by Aus Made in the Court
documents.
Whilst the subject of the dispute is contractual and commercial in confidence, the Group is vigorously defending these
claims and is considering its position as to a number of potential counterclaims. The Group believes that the value of
the counterclaims significantly exceeds the amount claimed by Aus Made, and in any event, the Group is of the view that
these claims by Aus Made are without merit.
The Group believes that disclosure of the estimated financial effect of these matters can be expected to seriously
prejudice its legal position, and consequently, has not made disclosures of these amounts. The Group continues to
expect settlement (given AusMade agreed to this in principal) and intend to make the final settlement offer upon
lodgement of evidence.
A N N U A L R E P O R T 2 0 2 1
83
0
1
Directors’
Declaration
84
Directors’ Declaration
In the opinion of the Directors:
1.
2.
3.
4.
the attached financial statements and notes that are set out on pages 32 to 83 and remuneration disclosures
that are contained in the Remuneration Report in the Directors’ Report comply with the Corporations Act 2001,
the Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting
requirements;
the attached financial statements and notes comply with International Financial Reporting Standards as issued by
the International Accounting Standards Board as described in note 1 to the financial statements;
the attached financial statements and notes give a true and fair view of the consolidated entity’s financial position as
at 30 June 2021 and of its performance for the financial year ended on that date; and
there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due
and payable.
The directors have been given the declarations required by section 295A of the Corporations Act 2001.
Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the Corporations Act 2001.
On behalf of the Board of Directors
Maurie Stang
Non-Executive Deputy Chairman
Maurie Stang
Non-Executive Chairman
Sydney, 30 September 2021
A N N U A L R E P O R T 2 0 2 1
85
1
1
Independent
Auditor’s Report
86
Independent Auditor’s Report
INDEPENDENT AUDITOR’S REPORT
To the Members of Aeris Environmental Ltd
Report on the Audit of the Financial Report
Opinion
Level 11 | 1 York Street | Sydney | NSW | 2000
GPO Box 4137 | Sydney | NSW | 2001
t: +61 2 9256 6600 | f: +61 2 9256 6611
sydney@uhyhnsyd.com.au
www.uhyhnsydney.com.au
We have audited the financial report of Aeris Environmental Ltd (the Company) and its subsidiaries (the
Group), which comprises the consolidated statement of financial position as at 30 June 2021, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement of
changes in equity and the consolidated statement of cash flows for the year then ended, notes to the financial
statements, including a summary of significant accounting policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act
2001, including:
i. giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its financial
performance for the year ended on that date; and
ii. complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section
of our report. We are independent of the Group in accordance with the auditor independence requirements
of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical
Standards Board’s APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our
audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance
with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the financial report of the current year. These matters were addressed in the context of our audit of
the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion
on these matters.
An association of independent (cid:386) rms in Australia and New Zealand and a member
of UHY International, a network of independent accounting and consulting (cid:386) rms.
UHY Haines Norton—ABN 85 140 758 156 NSWBN 98 133 826
Liability limited by a scheme approved under Professional Standards Legislation.
Passion beyond numbers
A N N U A L R E P O R T 2 0 2 1
87
PROVISION FOR INVENTORY OBSOLESCENCE
Why a key audit matter
How our audit addressed the risk
Our procedures included, amongst others:
for
(cid:377)(cid:3) We discussed with management
the
accounting policies
impairment of
inventory and their procedures for estimating
the provision for impairment of inventory and
assessed
these
policies in accordance with the requirements
of the Australian Accounting Standards.
the appropriateness of
(cid:377)(cid:3) Performed
substantive
on
stock
management’s
obsolescence as at 30 June 2021, including
the testing of ageing and the use by date.
testing
of
assessment
As disclosed in Note 11 of the financial
report, the Group recorded an inventory
balance of $2.81 million as at 30 June 2021,
net of provision for obsolescence.
Impairment balance of $1.19 million for
FY21 is disclosed within Note 5 of the
financial report.
Inventory obsolescence has been identified
as a major risk due to the downturn in sales
in FY2021.
Inventory was purchased with a high
expectation that the growth in sales that
occurred
in
FY2021, but on the contrary there has been
a substantial downturn in sales in the
FY2021.
in FY2020 would continue
Much of inventory has a use by date which
increases the risk of inventory becoming
obsolete if the Group is unable to sell it in
time.
RECOVERABILITY OF TRADE RECEIVABLES
Why a key audit matter
How our audit addressed the risk
As disclosed in Note 10 of the financial
report,
trade
the Group recorded a
receivable balance of $1.49 million as at 30
June 2021, net of expected credit losses.
The trade receivables balance as at 30 June
2021 has decreased on account of a
decrease in the sales in FY2021. The gross
trade receivables balance has decreased
from $5.14 million as at 30 June 2020 to
$1.85 million as at 30 June 2021. The
allowance for expected credit losses has
Our procedures included, amongst others:
(cid:377)(cid:3) Reviewed aged debtor listing including long
outstanding receivables and assessed the
recoverability of these through inquiry with
management and by obtaining sufficient
corroborative evidence such as subsequent
receipts etc. to support the conclusions.
(cid:377)(cid:3) Reviewed management’s allowance
for
expected
calculations and
loss
independently assessed the reasonable of
the amounts provided for.
credit
An association of independent (cid:386) rms in Australia and New Zealand and a member
of UHY International, a network of independent accounting and consulting (cid:386) rms.
UHY Haines Norton—ABN 85 140 758 156 NSWBN 98 133 826
Liability limited by a scheme approved under Professional Standards Legislation.
Passion beyond numbers
88
AERIS ENVIRONMENTAL increased from $0.17 million as at 30 June
2020 to $0.36 million as at 30 June 2021.
(cid:377)(cid:3) Reviewed subsequent credit notes issued to
check for reversal of revenue/receivable.
Valuation of trade receivables is a key audit
matter in the audit due to the size of the
trade receivable balance and the high level
of management
in
loss
determining
provision.
the expected credit
judgement used
REVENUE RECOGNITION
Why a key audit matter
How our audit addressed the risk
Revenue was identified as a key audit
matter as it is considered to be a key
performance indicator to the users of the
financial report.
As disclosed in Note 4 of the financial
report, total revenue (excluding “other
revenue”) has decreased from $14.63
million for the year ended 30 June 2020 to
$7.13 million for the year ended 30 June
2021.
Occurrence
AASB 15 ‘Revenue from Contracts with
Customers’ establishes a framework for
determining whether, how much and when
revenue is recognised. Under AASB 15,
revenue is recognised when a performance
obligation is satisfied, i.e. when 'control’ of
the goods or services underlying a particular
performance obligation is transferred to the
customer.
For the sale of goods, the performance
obligation is for transfer of goods to the
customer depending on the terms of
shipment.
Our procedures included, amongst others:
General procedures
(cid:377)(cid:3) Assessed the Group’s revenue recognition
accounting policies for compliance with the
requirements of the Australian Accounting
Standards. We reviewed these policies to
determine whether
they have been
consistently and appropriately applied.
(cid:377)(cid:3) Performed walkthroughs around the revenue
recognition process and tested controls
where appropriate.
Occurrence
(cid:377)(cid:3) Performed analytical procedures on revenue
transactions recorded during the period by
comparing the current year revenue with the
prior year. We also compared gross margins
and sales product mix with prior year and
obtained explanations from the management
for significant variations.
An association of independent (cid:386) rms in Australia and New Zealand and a member
of UHY International, a network of independent accounting and consulting (cid:386) rms.
UHY Haines Norton—ABN 85 140 758 156 NSWBN 98 133 826
Liability limited by a scheme approved under Professional Standards Legislation.
Passion beyond numbers
89
ANNUAL REPORT 2021 Cut-off
Sales made at the end of the year and
subsequent to the year-end are of higher
risk of cut-off error due to strict revenue
recognition requirements of the accounting
standards (i.e. when customer obtains
control of goods and services).
The appropriate
recognition needs
carefully.
revenue
to be considered
timing of
(cid:377)(cid:3) Tested a sample of sales from the general
ledger to the supporting documents such as
invoice, purchase order from customer, proof
of delivery and receipts.
(cid:377)(cid:3) Assessed whether any sales transactions
represent goods shipped on consignment
the appropriate
and,
adjustments have been made to reverse
these transactions.
so, whether
if
is not
A key audit matter
materially correct for year ended 30 June
2021.
is revenue
Cut-off
(cid:377)(cid:3) Tested sales cut-off by selecting sales made
around 30 June 2021 and agreeing it to the
invoice, purchase order, proof of delivery and
other shipping documents.
(cid:377)(cid:3) Reviewed the terms of shipping and tested
that the customer has obtained the control of
goods or services and the sales are recorded
within the correct period.
Other procedures
(cid:377)(cid:3) Reviewed the general
journals for any
unusual transaction to the revenue accounts.
(cid:377)(cid:3) Reviewed sales return/credit notes after year
end to test revenue is recorded in the correct
year.
Other Information
The directors are responsible for the other information. The other information comprises the information
included in the Group’s annual report for the year ended 30 June 2021, but does not include the financial
report and our auditor’s report thereon.
An association of independent (cid:386) rms in Australia and New Zealand and a member
of UHY International, a network of independent accounting and consulting (cid:386) rms.
UHY Haines Norton—ABN 85 140 758 156 NSWBN 98 133 826
Liability limited by a scheme approved under Professional Standards Legislation.
Passion beyond numbers
90
AERIS ENVIRONMENTAL Our opinion on the financial report does not cover the other information and accordingly we do not express
any form of assurance conclusion thereon, with the exception of the Remuneration Report and our related
assurance opinion.
In connection with our audit of the financial report, our responsibility is to read the other information and,
in doing so, consider whether the other information is materially inconsistent with the financial report or our
knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and
fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such
internal control as the directors determine is necessary to enable the preparation of the financial report that
gives a true and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations,
or have no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with the Australian Auditing Standards will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of this
financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement
and maintain professional scepticism throughout the audit. We also:
(cid:121)
Identify and assess the risks of material misstatement of the financial report, whether due to fraud
or error, design and perform audit procedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than for one resulting from error, as fraud may
involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control.
(cid:121) Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Group’s internal control.
An association of independent (cid:386) rms in Australia and New Zealand and a member
of UHY International, a network of independent accounting and consulting (cid:386) rms.
UHY Haines Norton—ABN 85 140 758 156 NSWBN 98 133 826
Liability limited by a scheme approved under Professional Standards Legislation.
Passion beyond numbers
91
ANNUAL REPORT 2021 (cid:121)
(cid:121)
(cid:121)
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If
we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the financial report or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the Group to cease to continue as
a going concern.
Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and events in a
manner that achieves fair presentation.
(cid:121) Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the financial report. We are responsible
for the direction, supervision and performance of the Group audit. We remain solely responsible for
our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify
during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats
or safeguards applied.
From the matters communicated with the directors, we determine those matters that were of most
significance in the audit of the financial report of the current year and are therefore the key audit matters.
We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about
the matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably be expected
to outweigh the public interest benefits of such communication.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 18 to 28 of the directors’ report for the year
ended 30 June 2021.
In our opinion, the Remuneration Report of Aeris Environmental Ltd for the year ended 30 June 2021,
complies with section 300A of the Corporations Act 2001.
An association of independent (cid:386) rms in Australia and New Zealand and a member
of UHY International, a network of independent accounting and consulting (cid:386) rms.
UHY Haines Norton—ABN 85 140 758 156 NSWBN 98 133 826
Liability limited by a scheme approved under Professional Standards Legislation.
Passion beyond numbers
92
AERIS ENVIRONMENTAL Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration
Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an
opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing
Standards.
Mark Nicholaeff
Partner
Sydney
30 September 2021
UHY Haines Norton
Chartered Accountants
An association of independent (cid:386) rms in Australia and New Zealand and a member
of UHY International, a network of independent accounting and consulting (cid:386) rms.
UHY Haines Norton—ABN 85 140 758 156 NSWBN 98 133 826
Liability limited by a scheme approved under Professional Standards Legislation.
Passion beyond numbers
93
ANNUAL REPORT 2021
2
1
Australian Securities Exchange
(ASX) Additional Information
94
Australian Securities Exchange (ASX) Additional Information
Additional information required by ASX Listing Rule 4.10, and not disclosed elsewhere in this Annual Report, is detailed
below. This information was prepared based on the Company’s Share Registry information, its option and performance
rights registers, ASX releases and the Company’s Constitution.
Shareholding Information
Distribution of Shareholders
Analysis of the quoted fully paid ordinary shares by holding as at 21 September 2021:
Spread of Holdings
Number of Holders
Ordinary shares
% of Total Issued
Capital
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – 500,000
500,001 – 1,000,000
1,000,001 and over
Total
185
384
250
585
140
20
43
101,999
1,137,448
1,996,785
21,159,584
31,265,711
13,577,969
174,588,341
0.04
0.47
0.82
8.68
12.82
5.57
71.60
1,607
243,827,837
100.00
Based on the market price at 21 September 2021 there were 443 shareholders with less than a marketable parcel
of $500 worth of shares at a share price of $0.135. There are 117,000 shares that are subject to Company-imposed
voluntary escrow.
A N N U A L R E P O R T 2 0 2 1
95
Australian Securities Exchange (ASX) Additional Information
Statement of Shareholdings as at 21 September 2021
The names of the 20 largest holders of fully paid ordinary shares are listed below:
Rank
Shareholder
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
J P Morgan Nominees Australia Pty Limited
Maurie Stang
Bernard Stang
National Nominees Limited
BNP Paribas Noms Pty Ltd
Link Traders (Aust) Pty Ltd
Steven Kritzler
Girdis Superannuation Pty Ltd
Potski Pty Ltd
Kefford Holdings Pty Ltd
Meditsuper Pty Ltd
Development Management & Constructions Pty Ltd
Lotsa Nominees Pty Ltd
Steven Kritzler
BNP Paribas Nominees Pty Ltd Six Sis Ltd
Treplo Pty Limited
Bennelong Resources Pty Limited
Radley Investment Co Pty Ltd
Bond Street Custodians Limited
Henderson International Pty Limited
Number of
Shares
21,126,051
20,809,160
16,152,529
12,461,185
11,090,539
10,170,621
8,331,609
6,922,828
6,917,604
5,442,000
4,272,281
4,247,353
3,333,333
2,921,176
2,446,675
2,300,000
2,275,000
2,274,284
2,211,597
2,133,510
% Holding
8.66
8.53
6.62
5.11
4.55
4.17
3.42
2.84
2.84
2.23
1.75
1.74
1.37
1.20
1.00
0.94
0.93
0.93
0.91
0.88
Total of Top 20 Holdings
Other Holdings
Total Ordinary Shares
147,839,335
95,988,502
243,827,837
60.62
39.38
100.00
Unquoted Equity Securities as at 21 September 2021
For details of the unissued ordinary shares of the Company, refer below and to the “Share Options” section of the Directors’ Report.
Number Class – Options
275,000
120,000
Options held by three staff members, which expire on 23 October 2021 and have an exercise
price of 42 cents, with one third vesting each year for three years commencing on 23 October
2017, issued under the EIP.
Options held by four key consultants, which expire on 23 October 2021 and have an exercise
price of 42 cents, with one third vesting each year for three years commencing on 23 October
2017, which includes 50,000 options held by each of Robert Waring and Ian Ernst.
395,000
Total Options on Issue
Number
of Holders
3
4
7
96
AERIS ENVIRONMENTAL Unquoted Equity Securities as at 21 September 2021 (cont.)
Number Class – Performance Rights
548,183
150,000
Performance Rights held by Aeris’ CEO Peter Bush (441,179 or 80.5%), three staff members
and three consultants, which expire on 11 April 2022 with no exercise price, with one third
vesting each year for three years commencing on 11 April 2019.
Performance Rights held by two consultants (Bruce Davison – 100,000 and Andrey Vegera –
50,000), which expire on 25 July 2023 with no exercise price, with one third vesting each year
for three years commencing on 25 July 2020.
698,183
Total Performance Rights on Issue
Number
of Holders
7
2
9
Voting Rights
At general meetings of the Company, all fully paid ordinary shares carry one vote per share without restriction. On a show
of hands, every member present at such meetings, or by proxy, shall have one vote and, upon a poll, each share shall
have one vote. Option holders and performance rights holders have no voting rights until the options are exercised or the
performance rights convert.
Substantial Shareholders as at 21 September 2021
Substantial shareholders in Aeris Environmental Ltd, based on Substantial Shareholder Notices received by the ASX and the
Company, are as follows:
Name
Maurie Stang
Number
Class Voting Power
23,881,819
Ordinary fully paid shares
9.86%
9.02%
8.36%
Perennial Value Management Limited
21,867,964
Ordinary fully paid shares
Bernard Stang
20,253,664
Ordinary fully paid shares
Link Traders (Aust) Pty Ltd
Link Enterprises International Pty Ltd
Link Enterprises International Pty Ltd
13,619,954
Ordinary fully paid shares
5.62%
On-Market Buy-Back
There is no current on-market buy-back of shares in the Company.
97
ANNUAL REPORT 2021 3
1
Corporate
Directory
98
Corporate Directory
Aeris Environmental Ltd
Share Registry
ACN:
ABN:
093 977 336
19 093 977 336
Directors
Maurie Stang
Steven Kritzler
Michael Ford
Abbie Widin
Jenny Harry
Non-Executive Chairman
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Company Secretary
Robert Waring
Computershare Investor Services Pty Ltd
Yarra Falls, 452 Johnston Street, Abbotsford
VIC 3067 Australia
GPO Box 2975, Melbourne VIC 3001 Australia
Telephone:
Telephone:
Facsimile:
Website:
Investor Link:
Auditor
1300 850 505 (within Australia)
+61 3 9415 4000 (outside Australia)
+61 3 9473 2500
www.computershare.com
www.investorcentre.com/au
Chief Executive Officer and Chief Financial Officer
UHY Haines Norton Sydney
Level 11, 1 York Street, Sydney NSW 2000
Peter Bush
GPO Box 4137, Sydney NSW 2001
Registered and Principal Office
Unit 5, 26-34 Dunning Avenue.
Rosebery NSW 2018 Australia
Telephone:
Facsimile:
Email:
Website:
+61 2 8344 1315
+61 2 9697 0944
info@aeris.com.au
www.aeris.com.au
Telephone:
Website:
+ 61 2 9256 6600
www.uhyhnsydney.com.au
Stock Exchange Listing
The Company’s fully paid ordinary shares are quoted on
the official list of the Australian Securities Exchange (ASX
Limited).
ASX Code
AEI
A N N U A L R E P O R T 2 0 2 1
99
100
AERIS ENVIRONMENTAL 101
ANNUAL REPORT 2021