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ANNUAL REPORT 2012
BIOTRON LIMITED ABN 60 086 399 144
48
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
49
CONTENTS
CORPORATE DIRECTORY
Operating and Financial Review
Statement of Corporate Governance
Directors’ Report
Lead Auditor’s Independence Declaration
Statement of Comprehensive Income
Statement of Financial Position
Statement of Changes in Equity
Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Independent Auditor’s Report
Additional Stock Exchange Information
Corporate Directory
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6
12
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24
25
26
27
28
44
45
47
IBC
Directors
Mr Michael J. Hoy (Chairman)
Dr Michelle Miller (Managing Director)
Mr Bruce Hundertmark
Dr Susan M. Pond
Mr Robert B. Thomas
Dr Denis N. Wade
Company Secretary
Mr Peter J. Nightingale
Registered Offi ce
Level 2, 66 Hunter Street
SYDNEY NSW 2000
Phone:
Fax:
E-mail:
+ 61 2 9300 3344
+ 61 2 9221 6333
enquiries@biotron.com.au
Homepage: www.biotron.com.au
Principal Administration Offi ce
Computershare Investor Services Pty Limited
Suite 19, 56 Delhi Road
NORTH RYDE NSW 2113
Phone:
+ 61 2 9805 0488
Fax:
+ 61 2 9805 0688
Share Registrar
117 Victoria Street
West End QLD 4101
Phone:
+ 61 7 3237 2100
Fax:
+ 61 7 3229 9860
Auditors
KPMG Level 16, Riparian Plaza
71 Eagle Street
BRISBANE QLD 4000
Home Exchange
ASX Limited
20 Bridge Street
SYDNEY NSW 2000
Solicitors
Minter Ellison
88 Phillip Street
SYDNEY NSW 2000
Biotron Limited, incorporated and domiciled in Australia,
is a publicly listed company limited by shares.
4485 Designed and Produced by RDA Creative www.rda.com.au
OPERATING AND FINANCIAL REVIEW
REVIEW OF OPERATIONS
The period under review has seen significant
advancement across all aspects of the Company’s
antiviral drug development program. The continued
focus on the planned stepwise clinical development
of the Company’s lead drug BIT225 has resulted
in positive outcomes in the advancement of the
drug for treatment of Hepatitis C virus (‘HCV’).
Additionally, BIT225 has moved into the clinic
for its second indication, HIV, with a Phase 1b/2a
trial currently in progress. Plans are well advanced
for a trial of BIT225 in HCV/HIV co-infected
patients scheduled to commence before the end
of the 2012 calendar year. In parallel, Biotron has
progressed a range of activities that support its
clinical program. Formulation studies to produce
capsules of drug are in progress in the USA, and an
international drug manufacturer is currently making
10 kilograms of clinical grade BIT225. Both of these
activities are aimed at positioning BIT225 for larger,
longer term studies.
Significant events achieved in this financial year include:
zz
Successful completion of the Company’s Phase 2a clinical
trial of its lead drug BIT225 in HCV-infected patients,
demonstrating that BIT225 has good activity against
genotype 1 HCV, and further, that it improves the
outcome for patients receiving the current approved
treatment of interferon and ribavirin.
zz Commencement of a Phase 1b/2a clinical trial of BIT225 in
HIV-infected patients.
zz
Progressing plans for a trial of BIT225 in patients
co-infected with HIV and HCV, which is anticipated to
commence in the second half of 2012.
zz Contracting international specialist organisations for
a range of supporting activities, including formulation
studies on BIT225, manufacture of 10 kilograms of
cGMP BIT225, and 3 month preclinical toxicology studies
to support longer term dosing.
zz
Presentation of data from the Phase 2a HCV trial at an
international scientific conference in the USA.
zz
Showcasing the Company to the international investment
community at various events in the USA as well as locally.
zz Appointment of two new Directors, Dr Susan Pond and
Mr Robert Thomas, to the Company’s Board.
zz Approximately 80 million 30 December 2011 options were
exercised by the optionholders, raising $8 million.
PB
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1
OPERATING AND FINANCIAL REVIEW
Hepatitis C Virus Clinical Program
During the financial year ended 30 June 2012, the Company
successfully completed the third human trial of its lead drug,
BIT225, an investigational, orally-administered, novel antiviral
compound in development by Biotron for treatment of HCV
and HIV infections.
The trial (protocol BIT225-005) was a Phase 2a trial of
BIT225 in combination with the currently approved treatment
for HCV - interferon and ribavirin (‘IFN/RBV’). The trial was
designed to assess the safety of Biotron’s drug given daily
for 28 days, as well to assess its effect on the level of virus
in the blood of the patients. The trial was also designed to
see whether BIT225 improves the efficacy of IFN/RBV in
patients infected with the difficult to treat variant of HCV
known as genotype 1. Twenty four HCV infected patients were
dosed twice daily with BIT225 or placebo for 28 days at the
commencement of a standard course of treatment of IFN/RBV.
At the conclusion of dosing with BIT225 or placebo,
the patients continued to receive the standard course of
IFN/RBV for a further 44 weeks.
Genotype 1 patients make up the majority of HCV infections
in the Western world, and are the hardest to treat, with less
than half responding to current approved treatment. There is
a major unmet medical need for drugs that will improve
treatment outcomes for this group of patients.
As was reported in December 2011, the trial successfully
demonstrated that BIT225 has good anti-HCV activity.
The drug significantly lowered the levels of virus in patients
receiving BIT225 along with IFN/RBV when compared to those
who only received IFN/RBV.
Almost 90% of patients who had received BIT225 plus
IFN/RBV were free of virus after three months, compared to
approximately 60% of patients who received IFN/RBV alone.
This was despite BIT225 being administered only during the
first 28 days of treatment. The antiviral activity of BIT225
in this trial reflects the previously reported high synergistic
activity with IFN/RBV that was seen in cell culture models of
HCV infection.
This encouraging result validates Biotron’s approach to
treatment of this virus. This trial was a crucial step in the
development path of BIT225, and followed on from a seven
day clinical trial (protocol BIT225-003) of the drug on its own
in HCV-positive patients. That monotherapy trial showed
promising results. The results of the Phase 2a BIT225/IFN/RBV
combination trial confirmed the anticipated significant activity.
Patients involved in the Phase 2a combination trial are being
followed until the end of the IFN/RBV treatment period.
These scheduled end of treatment visits are currently
in progress. Ongoing pharmacokinetic and resistance studies
are in progress on samples collected from trial participants and
additional data is anticipated during the second half of 2012.
It is estimated that in the USA alone some 4 million people
have been infected with Hepatitis C, of which 2.7 million
suffer from chronic infection. Worldwide, 180 million people
(3% of the world population) are infected. HCV causes
inflammation of the liver, which, apart from the acute disease,
may lead to cirrhosis, liver cancer and, ultimately, liver failure.
Despite the limitations of existing drugs, the worldwide market
for anti-HCV drugs is currently almost US$3.3 billion but it is
estimated that this market will expand to over US$10.0 billion
as safe, effective therapies enter the market.
Antiviral drugs cannot be used on their own to treat chronic
infections because of the risk of developing drug resistance.
In a clinical setting, BIT225 would most likely be used in
combination with other anti-HCV drugs, subject to continuing
positive results and approvals. The pharmaceutical industry is
currently focused on developing several new classes of drugs,
known as direct-acting antiviral (‘DAA’) drugs, for HCV
which are likely to be used in combination with each other,
and which may replace the problematic IFN/RBV treatment.
BIT225 represents a first-in-class drug for treatment of HCV,
targeting the p7 protein of HCV. In addition to having the
potential to be used in combination with IFN/RBV to improve
patient outcomes, BIT225 also has the potential to be used
in combination with these other new classes of DAA drugs
being developed.
Biotron is in the early planning stages for a larger Phase 2 trial
of BIT225 in HCV-infected patients. This study is expected to
have a 12 week treatment period, and will include additional
HCV genotypes. The design of this study is currently
being finalised. Further details will be released during the
second half of 2012.
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OPERATING AND FINANCIAL REVIEW
HIV/HCV Co-Infection Clinical Program
The proportion of patients infected with both HIV and HCV
is significant, and this co-infected group offers particular
challenges to treatment with current therapies. HCV is a
more serious disease in HIV-positive patients, and is a leading
cause of death in these patients. It has been estimated
that between 25% and 40% of HIV-positive patients in the
USA are co-infected with HCV, and these people have a
significantly worse prognosis than mono-infected patients.
Both the USA and European drug regulatory agencies are
recognising the need for new treatment strategies for this
difficult-to-treat population.
Biotron’s lead drug, BIT225, is uniquely placed, due to
its dual anti-HIV and anti-HCV activity. For this reason
we have been progressing documentation for regulatory
and ethics submissions for a trial of BIT225 in HIV/HCV
co-infected patients (protocol BIT225-006). The aim of this
trial will be to generate the first efficacy data in this unique,
specific population with a significant unmet medical need.
Additionally, the trial will provide detailed pharmacokinetic
information data on BIT225 in the presence of other
anti-HIV drugs.
In addition, this new study is expected to generate
important safety and pharmacokinetic data with BIT225 in
co-infected patients, as well as extend the efficacy data to
other HCV genotypes, including genotypes 2 and 3.
The trial protocol has been finalised, and together with
other supporting documentation is at the trial site and
scheduled to go before the ethics committee for approval
in early September. It is anticipated that the trial will be
underway this calendar year.
Biotron’s trials in HIV and HCV patients are important steps
in the Company’s development programs. Demonstration that
BIT225 can attack these viruses in patients will be a major
advance in terms of Company and technology valuations.
The proposed trials are designed to benefit shareholders
through increasing the value of Biotron’s technologies to its
future pharmaceutical company partners. Biotron continues to
actively promote its technologies and engage with potential
international partners, and remains focused on achieving a
commercial outcome to its programs.
HIV Clinical Program
BIT225 is also active against HIV, the virus that causes AIDS.
In September 2011, Biotron commenced a Phase 1b/2a
clinical trial (protocol BIT225-004) of BIT225 in 24 HIV-infected
patients who are anti-retroviral drug treatment naive.
Preclinical efficacy data has indicated that BIT225 represents
a first-in-class opportunity to target the HIV virus in
monocyte lineage cells where, until now, the virus has been
able to ‘hide’ from current drug therapies. This strategy
of targeting virus reservoirs is an area of great interest to
HIV researchers globally, with most programs still in very early
research stages of development.
Biotron’s approach is novel and relatively advanced.
Current HIV therapies have little or no effect on HIV in
the underlying reservoir of infected cells where the virus
hides from the immune system. If successful, we anticipate
that BIT225 could be used in combination with existing
anti-retroviral therapies.
The trial suffered initial delays in recruitment due to
extensive flooding in Bangkok, where the trial is underway,
and surrounding provinces. Recruitment has been slower
than anticipated - as with all clinical trials, there are
rules that dictate criteria for inclusion and exclusion of
potential participants. The target population for this trial
is quite specific (patients who are HIV-positive, with high
viral load and good T cell counts, but who have not received
other HIV drugs), which means not everyone who wants to
participate in the trial is eligible. Biotron is working closely
with the trial site to improve recruitment rates, and it is
expected that the trial will be completed this calendar year.
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OPERATING AND FINANCIAL REVIEW
Other Viral Programs
The Company has a portfolio of clinical and preclinical
antiviral programs developing drugs targeting HCV, HIV,
Dengue virus and Influenza virus. At present, focus is on
development of the HCV and HIV programs into trials in
infected patient populations, and additional resources will
be committed to these additional programs once the more
advanced programs have been successfully commercialised
or as resources become available. Right now, the clearer
commercial path for Biotron is firstly focusing on its
Hepatitis C program (including the potential benefit in
the HIV/HCV co-infected population), and secondly,
exploiting BIT225 to reduce the viral reservoirs in HIV
infected patients.
Outlook for the Next 12 Months
As set out above, the past 12 months has seen impressive
progress across Biotron’s antiviral drug development program.
It is anticipated that Biotron will continue to significantly
advance its activities, and by 30 June 2013 we expect to have:
zz
completed final pharmacokinetic and resistance studies,
as well as one year follow up, on participants in the
HCV BIT225 IFN/RBV combination trial;
zz
completed the HIV trial currently in progress;
zz
commenced and completed the proposed HIV/HCV
co-infection trial;
zz
completed cGMP manufacture of 10 kilograms of BIT225,
and developed a robust formulation;
zz
completed 3 month preclinical toxicity studies;
zz
commenced a 12 week trial of BIT225 against a wider
range of HCV genotypes; and
zz
progress a second generation, back-up drug through
preclinical studies towards the clinic.
New Formulations, Drug Manufacture and
Extended Toxicity Studies
In addition to the Company’s clinical programs discussed above,
additional activities which support these programs are underway.
These supporting activities are equally central to achieving a
successful commercial outcome for BIT225.
One of the most important activities is the development
of a new, improved formulation of BIT225 in capsule or
tablet form suitable for use in extended trials in larger
patient populations. To date, BIT225 has been given to trial
participants in powder form, suspended just before dosing in
a taste masking liquid. The formulation studies are currently
underway with a USA company that specialises in this area,
and are expected to be completed before the end of 2012.
Another key activity is extending preclinical (non-human)
safety studies out to three months duration.
Before commencing clinical studies, Biotron tested BIT225
in animals for 28 days. The aim of those studies was to
determine the toxicity profile of the drug, and the results
allowed dosing of patients for a maximum of 28 days.
Over the last year or so, clinical trials of other new classes
of DAA drugs for treating HCV have moved to 3 month
dosing regimens. Given Biotron’s aim of seeing BIT225 used
in combination with these new DAAs, the next logical step
in the preclinical testing of BIT225 is to undertake 3 month
toxicity studies. The data from these studies will enable
Biotron to dose patients with BIT225 for up to 3 months.
To facilitate these formulation and toxicity studies,
10 kilograms of clinical grade BIT225 drug is currently
being manufactured. As previously reported, in 2006 Biotron
successfully developed a scaleable manufacturing process and
had kilogram quantities of clinical grade BIT225 manufactured.
This material has been used in the four clinical trials performed
with BIT225, with ongoing stability studies performed on
the drug every 6 months. Impressively, these studies have
shown that BIT225 is a very stable compound, with no
significant degradation of its chemical composition over the
6 years of these trials. Stocks of drug are, however, dwindling,
so manufacturing of another batch of drug is currently
in progress to support future studies. An international
manufacturing company has been contracted to perform
this work, which is advancing well, with completion scheduled
for the final quarter of 2012.
In addition to progressing the development of BIT225 for
treatment of HIV and HCV, Biotron has been progressing its
back-up drug program. BIT225 was previously identified as the
lead candidate from Biotron’s library of over 250 compounds.
Other compounds also have good antiviral activity, and one
promising compound is currently undergoing preliminary
preclinical tests to determine whether it is a potential
clinical candidate.
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OPERATING AND FINANCIAL REVIEW
Patents
Corporate
Biotron is focused on progressing patents related to its
antiviral programs through the international patenting process.
The Company recognises that the key to establishment of
partnerships is the expansion and continued strengthening of
Biotron’s intellectual property portfolio. Strong, defensible,
international patents are essential to attract partners and to
ensure a competitive advantage for the Company’s products in
the marketplace.
A summary of Biotron’s patent portfolio is set out below:
Title
WO0021538
Method of modulating ion
channel functional activity.
Priority - 12 October 1998
WO9813514
Method of determining
ion channel activity of
a substance.
Priority - 27 September 1996
WO04112687
Antiviral compounds
and methods.
Priority - 26 June 2003
WO06135978
Antiviral compounds
and methods.
Priority - 24 June 2005
WO2009/018609
Hepatitis C antiviral
compounds and methods.
Priority - 3 August 2007
Status
Granted in Australia,
Canada, China, Japan,
New Zealand, and USA.
Under examination
elsewhere (Hong Kong
and Europe).
Granted in Australia,
Canada, Japan, Europe,
and USA.
Granted in Australia, China,
India, Japan, Korea, New
Zealand, Singapore and
South Africa.
Under examination
elsewhere (Brazil, Canada,
Europe, Hong Kong, USA).
Granted in New Zealand
and South Africa.
Waiting for or under
examination elsewhere.
Waiting for or under
examination in all
jurisdictions.
In late December 2011, the successful capital raising via
exercise of options ensured that Biotron has the finances to
advance the preclinical and clinical programs discussed above.
Eighty per cent of options were exercised, raising $8 million.
The Directors would like to thank all those shareholders who
supported the Company by exercising these options.
During the first half of 2012 we welcomed two new Directors
to Biotron’s Board. We are confident that Dr Susan Pond and
Mr Robert Thomas have the necessary experience and relevant
expertise to ensure solid advancement of the Company’s
clinical and commercialisation programs.
On behalf of the Board we would like to thank the dedicated
Biotron staff for their commitment and efforts during the year.
Biotron is poised to achieve the outcome that we have all been
working towards - demonstration that its systematic approach
to antiviral drug development can produce new, novel drugs
which can attack virus infections in humans, resulting in
significant clinical benefit to patients, and generating major
financial benefits to our shareholders.
We look forward to the next year with confidence.
Michael J. Hoy
Chairman
Michelle Miller
Managing Director
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STATEmENT OF CORPORATE GOVERNANCE
This statement outlines the main Corporate Governance
practices that were in place throughout the financial year,
which comply with the Australian Stock Exchange (‘ASX’)
Corporate Governance Council recommendations, unless
otherwise stated.
CORPORATE GOVERNANCE
STATEMENT
The Board is committed to maintaining the highest standards
of Corporate Governance. Corporate Governance is about
having a set of core values and behaviours that underpin the
Company’s activities and ensure transparency, fair dealing and
protection of the interests of stakeholders.
The Board of Directors supports the Principles of Good
Corporate Governance and Best Practice Recommendations
developed by the ASX Corporate Governance Council (Council).
Whilst the Company’s practices are largely consistent
with the Council’s guidelines, the Board considers that the
implementation of some recommendations are not appropriate
having regard to the nature and scale of the Company’s activities
and size of the Board. The Board uses its best endeavours to
ensure exceptions to the Council’s guidelines do not have a
negative impact on the Company and the best interests of
shareholders as a whole. When the Company is not able to
implement one of the Council’s recommendations the Company
applies the ‘if not, why not’ explanation approach by applying
practices in accordance with the spirit of the relevant principle.
The following discussion outlines the ASX Corporate
Governance Council’s eight principles and associated
recommendations and the extent to which the Company
complies with those recommendations.
Details of all of the Council’s recommendations can be found
on the ASX website at http://www.asx.com.au.
Principle 1 - Lay Solid Foundations for
Management and Oversight
Board of Directors
The Board is responsible for, and has the authority
to determine, all matters relating to the policies, practices,
management and operations of the Company. The Board is
also responsible for the overall corporate governance and
management oversight of the Company and recognises the
need for the highest standards of behaviour and accountability
in acting in the best interests of the Company as a whole.
The Board also ensures that the Company complies with
all of its contractual, statutory and any other legal or
regulatory obligations. The Board has the final responsibility for
the successful operations of the Company.
Where the Board considers that particular expertise or
information is required, which is not available from within
their members, appropriate external advice may be taken and
reviewed prior to a final decision being made by the Board.
Without intending to limit the general role of the Board, the
principal functions and responsibilities of the Board include
the following:
zz
formulation and approval of the strategic direction,
objectives and goals of the Company;
zz
the prudential control of the Company’s finances and
operations and monitoring the financial performance of
the Company;
zz
the resourcing, review and monitoring of
executive management;
zz
ensuring that adequate internal control systems and
procedures exist and that compliance with these systems
and procedures is maintained;
zz
the identification of significant business risks and ensuring
that such risks are adequately managed;
zz
the timeliness, accuracy and effectiveness of communications
and reporting to shareholders and the market; and
zz
the establishment and maintenance of appropriate
ethical standards.
The Company has followed Recommendation 1.1 by
establishing the functions reserved to the Board and those
delegated to senior executives as disclosed above.
The Company has followed Recommendation 1.2 by evaluating
the performance of senior executives. The Board reviews the
performance of the Company’s senior executives on a face to face
basis with the performance evaluation of the Managing Director
being conducted by the Chairman of the Board.
The Company has taken the appropriate measures to provide
each director and senior executive with a copy of the
Company’s policies which spells out the rights, duties and
responsibilities that they should follow.
The Company has followed Recommendation 1.3 by
conducting the evaluations of senior executives in accordance
with the process described above.
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STATEmENT OF CORPORATE GOVERNANCE
Principle 2 - Structure the Board to Add Value
Board of Directors - Composition, Structure
and Process
The Board has been formed so that it has effective composition,
size and commitment to adequately discharge its responsibilities
and duties given the Company’s current size, scale and nature of
its activities.
The Company has followed Recommendations 2.1, 2.2 and 2.3
as disclosed below.
Independent directors
The Board is made up of six directors, five of which,
including the Chairman, are independent directors.
The Managing Director is the only Executive Director.
Regular assessment of independence
An independent director, in the view of the Company,
is a non-executive director who:
zz
is not a substantial shareholder of the Company or
an officer of, or otherwise associated directly with,
a substantial shareholder of the Company;
zz within the last three years has not been employed in an
executive capacity by the Company, or been a director
after ceasing to hold any such employment;
zz within the last three years has not been a principal of a
material professional advisor or a material consultant to
the Company, or an employee materially associated with
a service provider;
zz
is not a material supplier or customer of the Company, or an
officer of or otherwise associated directly or indirectly with a
material supplier or customer;
The composition of the Board is reviewed periodically with
regards to the optimum number and skills of directors required for
the Board to properly perform its responsibilities and functions.
Having regard to the current membership of the Board and
the size, organisational complexity and scope of operation of
the Company, a Nomination Committee has not been established
and therefore Recommendation 2.4 has not been followed.
Performance review and evaluation
The Company has followed Recommendations 2.5 and 2.6
by disclosing the process for evaluating the performance of
the Board, and disclosure requirements under Principle 2 below.
It is the policy of the Board to ensure that the directors
and executives of the Company are equipped with the
knowledge and information they need to discharge their
responsibilities effectively, and that individual and collective
performance is regularly and fairly reviewed. Although the
Company is not of a size to warrant the development of
formal processes for evaluating the performance of its Board,
individual directors and executives, there is on-going
monitoring by the Chairman and the Board. The Chairman
also speaks to directors individually regarding their role
as a director.
Induction and education
The Company has the policy to provide each new director or
officer with a copy of the following documents:
zz Code of Conduct;
zz Continuous Disclosure Policy;
zz
Share Trading Policy; and
zz
Shareholders Communication Policy.
Access to information
zz
has no material contractual relationship with the Company
other than as a director of the Company;
Each director has access to Board papers and all
relevant documentation.
zz
zz
has not served on the Board for a period which could,
or could reasonably be perceived to, materially interfere
with the director’s ability to act in the best interests of
the Company; and
is free from any interest and any business or other
relationship which could, or could reasonably be
perceived to, materially interfere with the director’s ability
to act in the best interests of the Company.
Skills, knowledge and experience
Directors are appointed based on the specific corporate and
governance skills and experience required by the Company.
The Board consists of a relevant blend of personal experience in
accounting and finance, law, financial and investment markets,
financial management and public company administration, and,
director-level business or corporate experience required
by the Company.
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STATEmENT OF CORPORATE GOVERNANCE
Professional advice
Board members, with the approval of the Chairman, may seek
from time to time external professional advice.
Term of appointment as a director
The Constitution of the Company provides that a director,
other than the Managing Director, may not retain office
for more than three calendar years or beyond the third
Annual General Meeting following his or her election,
whichever is longer, without submitting himself or herself
for re-election. One third of the directors (excluding the
Managing Director) must retire each year and are eligible
for re-election. The directors who retire by rotation at each
Annual General Meeting are those with the longest length of
time in office since their appointment or last election.
Remuneration
The remuneration of the directors is determined by the Board
as a whole, with the director to whom a particular decision
relates being absent from the meeting during the time that
the remuneration level is discussed and decided upon.
For details on the amount of remuneration and any amount
of equity based executive remuneration payment for
each director, refer to the Key Management Personnel note to
the financial statements and the Remuneration Report in the
Directors’ Report.
Internal controls
The Board acknowledges that it is responsible for the overall
internal control framework, but recognises that no cost
effective internal control system will preclude all errors
and irregularities. The system of internal control adopted
by the Company seeks to provide an appropriate division of
responsibility and careful selection and training of personnel
relative to the level of activities and size of the Company.
Principle 3 - Promote Ethical and Responsible
Decision Making
Code of Conduct and Ethical Standards
All directors, executives and employees act with the
utmost integrity and objectivity in carrying out their duties
and responsibilities, endeavouring at all times to enhance the
reputation and performance of the Company. Every employee
has direct access to a director to whom they may refer
any ethical issues that may arise from their employment.
The Company has followed Recommendation 3.1 and has
adopted a formal Code of Conduct.
Access to Company information and confidentiality
All directors have the right of access to all relevant Company books
and to the Company’s executive management. In accordance with
legal requirements and agreed ethical standards, directors and
executives of the Company have agreed to keep confidential
information received in the course of exercising their duties and
will not disclose non-public information except where disclosure is
authorised or legally mandated.
Share dealings and disclosures
The Company has adopted a policy relating to the trading of
Company securities. The Board restricts directors, executives and
employees from acting on material information until it has been
released to the market. Executives, employees and directors are
required to consult the Chairman prior to dealing in securities
in the Company or other companies in which the Company
has a relationship.
Share trading by directors, executives or employees is not
permitted at any time whilst in the possession of price sensitive
information not already available to the market. In addition,
the Corporations Act prohibits the purchase or sale of securities
whilst a person is in possession of inside information.
The trading windows for restricted persons are 60 days after
the release of the half year results, the full year results or the
holding of the Annual General Meeting. Restricted persons are
prohibited from trading in the Company’s securities outside
these trading windows unless in special circumstances and
with the approval of the Chairman.
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STATEmENT OF CORPORATE GOVERNANCE
Conflicts of interest
To ensure that directors are at all times acting in the best
interests of the Company, directors must:
zz
disclose to the Board actual or potential conflicts of
interest that may or might reasonably be thought to exist
between the interests of the director and the interests
of any other parties in carrying out the activities of
the Company; and
zz
if requested by the Board, within seven days or such
further period as may be permitted, take such necessary
and reasonable steps to remove any conflict of interest.
If a director cannot, or is unwilling to remove a conflict
of interest then the director must, as required by the
Corporations Act, absent himself from the room when Board
discussion and/or voting occurs on matters about which
the conflict relates.
Related party transactions
Related party transactions include any financial transaction
between a director and the Company as defined in the
Corporations Act or the ASX Listing Rules. Unless there is an
exemption under the Corporations Act from the requirement to
obtain shareholder approval for the related party transaction,
the Board cannot approve the transaction. The Company also
discloses related party transactions in its financial statements as
required under relevant Accounting Standards.
Board diversity
Given the small size of the Company, the Company has not set a
policy concerning diversity and therefore Recommendations 3.2,
3.3, 3.4 and 3.5 have not been followed. However, the Company’s
Board does take into account the gender, age, ethnicity and
cultural background of potential Board members.
Principle 4 - Safeguard Integrity in
Financial Reporting
Audit and Risk Committee
Having regard to the current membership of the Board and
the size, organisational complexity and scope of operations of
the Company, an Audit Committee has not been established
and therefore Recommendations 4.1, 4.2, 4.3 and 4.4 have not
been followed.
The objective of a committee is to make recommendations to
the Board regarding various matters including the adequacy of
the external audit, risk management and compliance procedures,
to evaluate from time to time the effectiveness of the
financial statements prepared for the Board and to ensure that
independent judgement is always exercised. These functions of
an Audit Committee are performed by the full Board.
Principle 5 - Make Timely and
Balanced Disclosure
The Company has followed Recommendations 5.1 and 5.2 and
has adopted a formal Continuous Disclosure Policy.
Continuous Disclosure to the ASX
The Board has designated the Chairman, Managing Director
and Company Secretary as being responsible for overseeing
and co-ordinating disclosure of information to the ASX as well
as communicating with the ASX. Accordingly the Company will
notify the ASX promptly of information:
zz
zz
concerning the Company, that a reasonable person would
expect to have a material effect on the price or value of
the Company’s securities; and
that would, or would be likely to, influence persons who
commonly invest in securities in deciding whether to acquire
or dispose of the Company’s securities.
Announcements are made in a timely manner, are factual
and do not omit material information in order to avoid the
emergence of a false market in the Company’s securities.
8
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
9
STATEmENT OF CORPORATE GOVERNANCE
Principle 6 - Respect the Rights of Shareholders
Principle 7 - Recognise and Manage Risk
The Company has followed Recommendations 6.1 and 6.2 and
has designed a communications policy for promoting effective
communication with shareholders and encouraging their
participation at general meetings as disclosed below.
Communication to the Market
and Shareholders
The Board recognises its duty to ensure that its shareholders
are informed of all major developments affecting the
Company’s state of affairs. The Board considers that
information will be communicated to shareholders and the
market through:
zz
the Annual Report which is distributed to shareholders
(usually with the Notice of Annual General Meeting);
zz
the Annual General Meeting and other general meetings
called to obtain shareholder approvals as appropriate;
zz
the half-yearly financial statements;
zz
quarterly cash flow reports; and
zz
other announcements released to the ASX as required under
the continuous disclosure requirements of the ASX Listing Rules
and other information that may be mailed to shareholders or
made available through the Company’s website.
The Company actively promotes communication with
shareholders through a variety of measures, including the
use of the Company’s website and email. The Company’s
reports and ASX announcements are made available on
the Company’s website, www.biotron.com.au, and on
the ASX website, www.asx.com.au, under ASX code ‘BIT’.
The Company also maintains an email list for the distribution
of the Company’s announcements via email.
The Company has followed Recommendation 7.1 and has
designed policies for the oversight and management of
material business risks as disclosed below.
The Board is responsible for the identification, monitoring and
management of significant business risks and the implementation
of appropriate levels of internal control, recognising however that
no cost effective internal control system will preclude all errors
and irregularities. The Board regularly reviews and monitors areas
of significant business risk.
Having regard to the current membership of the Board and
the size, organisational complexity and scope of operations of
the Company, Recommendation 7.2 is not relevant because
the Board has the oversight function of risk management
and internal control systems. Therefore, the risk management
functions and oversight of material business risks are
performed directly by the Board and not by management.
Internal control and risk management
The Board reviews systems of external and internal controls
and areas of significant operational, financial and property risk
and ensures arrangements are in place to contain such risks to
acceptable levels.
Appropriate insurance policies are kept current to cover
all potential risks and maintaining Directors’ and Officers’
professional indemnity insurance.
Internal audit function
The internal audit function is carried out by the Board.
The Company does not have an internal audit department
nor has an internal auditor. The size of the Company does not
warrant the need or the cost of appointing an internal auditor.
CEO and CFO declarations
The Company has adopted and complied with
Recommendation 7.3. The Board has determined that the
Managing Director and the Company Secretary are the
appropriate persons to make the CEO and CFO declarations
as required under section 295A of the Corporations Act.
The Board is also satisfied that the internal control system is
operating effectively in all material respects.
The Company has followed Recommendation 7.4 by disclosing
the information above.
10
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
11
STATEmENT OF CORPORATE GOVERNANCE
Principle 8 - Remunerate Fairly and Responsibly
Remuneration policy
Having regard to the current membership of the Board and
the size, organisational complexity and scope of operation
of the Company, a Remuneration Committee has not been
established and therefore Recommendations 8.1, 8.2, 8.3 and
8.4 have not been followed.
However, the functions and responsibilities listed below were
carried out by the Board.
Remuneration responsibilities
The role and responsibility of the Board is to review and make
recommendations in respect of:
The directors’ remuneration is adopted by shareholders at the
Annual General Meeting. The salary and emoluments paid to
officers are approved by the Board. Consultants are engaged
as required pursuant to service agreements. The Company
ensures that fees, salaries and emoluments are in line with
general standards for publicly listed companies of the size and
type of the Company. All salaries of directors and officers are
disclosed in the Annual Report of the Company.
In line with Recommendation 8.2, the Company has a policy
to remunerate its directors and officers based on fixed and
incentive component salary packages to reflect the short and
long term objectives of the Company.
zz
executive remuneration policy;
The salary component of the CEO’s remuneration is made up of:
zz
executive director and senior management remuneration;
zz
fixed remuneration; and
zz
executive incentive plan;
zz
non-executive directors’ remuneration;
zz
performance measurement policies and procedures;
zz
equity based remuneration when invited to participate by the
Board in the executive share option plan of the Company.
The salary component of non-executive and executive
directors is made up of:
zz
termination policies and procedures;
zz
fixed remuneration; and
zz
equity based plans; and
zz
required remuneration and remuneration benefits
public disclosure.
zz
equity based remuneration when invited to participate by the
Board in the executive share option plan of the Company.
10
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
11
DIRECTORS’ REPORT
“The period under review has seen
significant advancement
across all aspects of the Company’s
antiviral drug development program”
The Directors present their report together with the financial report of Biotron Limited
(‘the Company’) for the year ended 30 June 2012 and the auditor’s report thereon.
Directors
The names and particulars of the Directors of the Company at any time during or since
the end of the financial year are:
Mr Michael J. Hoy
Independent and
Non-Executive Chairman
Mr Hoy has more than 30 years’ corporate
experience in Australia, the United Kingdom,
USA and Asia. He is Chairman of
CityPrint Holdings Pty Limited, Chairman of
Tellesso Technologies Limited and a former
director of John Fairfax Holdings Limited
and FXF Trust.
He has been a director since
7 February 2000 and Chairman since
16 March 2000.
Dr Michelle Miller
BSc, MSc, PhD, GCertAppFin (Finsia)
Managing Director
Dr Miller has worked for over 20 years in
the bioscience industry, with extensive
experience in managing commercial
bioscience research. She completed
her PhD in the Faculty of Medicine
at Sydney University investigating
molecular models of cancer development.
Her experience includes a number of
years at Johnson & Johnson developing
anti-HIV gene therapeutics through
preclinical research to clinical trials.
She has experience in early stage
start-ups from time spent as Investment
Manager with a specialist bioscience
venture capital fund.
She was appointed as Managing Director
on 21 June 2002.
12
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
13
DIRECTORS’ REPORT
Mr Bruce Hundertmark
BE (Chemical)
Independent and
Non-Executive Director
Mr Hundertmark is an independent
businessman and company director
with a wide range of experience
in diverse business operations.
He has specialised in recent
years in high technology based
company start-up operations and in
promoting the formation of venture
capital companies including News
Datacom Research Limited in Israel,
News Datacom Limited in Hong Kong
and both PT Indo Bio Products and
PT Indo Bio Fuels in Indonesia.
He has been a director of numerous
private and publicly listed companies
including US Consultants Inc.,
News International plc, Sky Television plc,
Prudential Cornhill Insurance Limited,
Harris Scarfe Limited, Bernkastel Wines
Limited, Codan Limited, Samic Limited
and Investment & Merchant Finance
Corporation Limited.
He holds a Bachelors Degree in
Engineering (Chemical) from the
University of Adelaide and has
completed studies to bachelors degree
level in economics at the University
of Queensland and chemistry at the
University of Adelaide. He has worked
in the UK, the USA, Japan, Bahrain,
Qatar and Indonesia for extensive
periods of time in various positions.
Mr Hundertmark was appointed as a
director on 16 March 2000.
Dr Susan M. Pond
AM, MD DSc, FTSE
Independent and
Non-Executive Director
Dr Pond has a strong scientific and
commercial background having
held executive positions in the
biotechnology and pharmaceutical
industry for 12 years, most recently
as chairman and managing director
of Johnson & Johnson Research
Pty Limited (2003 - 2009). She has
held many previous board positions
including as executive director of
Johnson & Johnson Pty Limited and
non-executive director and chairman
of AusBiotech Limited.
Dr Pond is currently on the boards
of the Australian Nuclear Science
and Technology Organisation,
Commercialisation Australia,
the Centenary Institute and the
Australian Academy of Technological
Sciences and Engineering, of which
she is vice-president. She is a
Fellow of the Australian Institute of
Company Directors.
Dr Pond holds a first class honours
degree in Bachelor of Medicine and
Surgery from the University of Sydney
and a doctor of medicine degree from
the University of New South Wales.
She has obtained specialist clinical
credentials in internal medicine,
clinical pharmacology and
clinical toxicology and has held
academic appointments at the
University of California, San Francisco
and the University of Queensland
before joining industry.
Dr Pond was appointed as a director
on 7 March 2012.
Mr Robert B. Thomas
BEc, MSDIA, SF Fin, FICD
Independent and
Non-Executive Director
Mr Thomas has over 35 years’
experience in the securities industry,
with Potter Partners (now UBS),
County NatWest and Citigroup.
He is the chairman of TAL Limited
(formerly Tower Australia Limited)
and a director of Virgin Australia
Limited, Heartware Limited and
REVA Medical Limited. He chairs the
Stockbrokers Association of Australia
and Grahger Capital Securities, is the
president of the Library Council of
NSW and a director of O’Connell
Street Associates Pty Limited and
Aus Bio Limited. He is a member of the
Advisory Boards of Nomura Australia
and Inteq Limited.
Mr Thomas has a Bachelor of Economics
degree from Monash University
(1963 - 1966). He has been a member
of the Securities Institute of Australia
since 1976 and was appointed as a
Fellow to the Institute in 1997. He is a
Master Stockbroker and is a Fellow of
the Institute of Company Directors.
Mr Thomas was appointed as a director
on 7 March 2012.
12
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
13
DIRECTORS’ REPORT
Dr Michael S. Hirshorn
MBA, MB, BS
Independent and
Non-Executive Director
Dr Hirshorn was a director from
16 March 2000 to 18 November 2011.
We were all saddened by the death
during the year of Dr Michael Hirshorn.
He had a 30 year career of founding,
building, managing and investing in
technology companies. As a director
of the Company since its ASX Listing,
he played a major role in the development
of the Company. He was previously
involved in all commercial aspects
of Cochlear Limited’s development,
was a founding director of Resmed Inc.,
and chief executive marketing for
Polartechnics Limited.
He was involved in private equity
fund raisings and served on numerous
government advisory committees,
including the Start IT and T Committee,
the Start Grants Biological Sciences
Committee of the Department of Industry,
Science and Resources.
Mr Peter J. Nightingale
Company Secretary
Mr Nightingale graduated with a
Bachelor of Economics degree from the
University of Sydney and is a member of
the Institute of Chartered Accountants
in Australia. He has worked as a
chartered accountant in both Australia
and the USA.
As a director or company secretary
Mr Nightingale has, for more
than 25 years, been responsible for
the financial control, administration,
secretarial and in-house legal functions
of a number of private and public listed
companies in Australia, the USA and
Europe including Bolnisi Gold N.L.,
Callabonna Uranium Limited,
Mogul Mining N.L.,
Pangea Resources Limited,
Perseverance Corporation Limited,
Sumatra Copper & Gold plc,
Timberline Minerals, Inc.
and Valdora Minerals N.L. Mr Nightingale
is currently a director of ASX listed
Augur Resources Ltd, Cockatoo Coal Limited
and Planet Gas Limited and unlisted
public companies Equus Resources
Limited and Nickel Mines Limited.
Mr Nightingale has been Company
Secretary since 23 February 1999.
Dr Denis N. Wade
Independent and
Non-Executive Director
Dr Wade has been involved for over
40 years with the development of
research based pharmaceuticals and
medical devices in both industry
and academia. He has been a
director of several private and public
companies in the healthcare sector,
including Heartware Limited and
subsequently Heartware International Inc.,
since December 2004. He was
a director and chairman of
Gene Shears Pty Limited and, from
1987 until his retirement in 2002,
was managing director and chairman
of Johnson & Johnson Research Pty Ltd,
a research and development company
of Johnson & Johnson Inc. He was also
a member of the J&J Corporate Office
of Science and Technology. Prior to that,
Dr Wade was the Foundation Professor of
Clinical Pharmacology at the University
of New South Wales and served as a
member of a number of state and federal
bodies related to the drug industry,
including the P3 Committee.
He is a former chairman of the
Australian Academy National Committee
for Pharmacology, the Australasian
Society for Clinical and Experimental
Pharmacology and Toxicology and
a former chairman of the Clinical
Pharmacology Section of the
International Union of Pharmacology.
Dr Wade holds a first class honours
degree in Medicine and Science
from the University of Sydney and
a Doctorate of Philosophy from the
University of Oxford. He was awarded an
Honorary Doctorate of Science by the
University of New South Wales and is a
Fellow of the Royal Australasian College
of Physicians and of the Australian
Academy of Technological Sciences and
Engineering. In 1999 he was made a
Member of the Order of Australia.
Dr Wade was appointed as a director
on 30 April 2010.
14
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
15
DIRECTORS’ REPORT
Directors’ Meetings
The number of directors’ meetings held and number of meetings attended by each of the Directors of the Company, while they
were a Director, during the year are:
Director
Michael J. Hoy
Michelle Miller
Bruce Hundertmark
Susan M. Pond
Robert B. Thomas
Denis N. Wade
Michael S. Hirshorn
Directors’ Interests
Directors’ Meetings
No. of Eligible Meetings to Attend
No. of Meetings Attended
6
6
6
2
2
6
2
6
6
4
1
2
6
1
At the date of this report, the beneficial interests of each Director of the Company in the issued share capital of the Company
and options, each exercisable to acquire one fully paid ordinary share of the Company are:
Fully Paid Ordinary Shares
Options
Option Terms (Exercise Price and Term)
Directors
Michael J. Hoy
Michelle Miller
Bruce Hundertmark
Susan M. Pond
Robert B. Thomas
Denis N. Wade
2,974,322
-
-
-
50,000
250,000
5,250,000
1,232,894
-
1,000,000
1,000,000
3,000,000
-
-
-
-
-
$0.22 at any time up to 30 October 2015
$0.22 from 30 October 2011 to 30 October 2015
$0.25 from 30 October 2012 to 30 October 2015
-
-
-
-
14
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
15
DIRECTORS’ REPORT
Option Holdings
The movement during the reporting period in the number of options over ordinary shares in the Company held directly,
indirectly or beneficially, by each specified Director and Executive, including their personally-related entities, is as follows:
Option Holdings - 2012
Held at
1 July 2011
Purchased/
Granted
Exercised
Expired
Held at
30 June 2012
Vested and
Exercisable at
30 June 2012
Directors
Michael J. Hoy
Michelle Miller
Bruce Hundertmark
Susan M. Pond
Robert B. Thomas
1,408,214
5,000,000
-
-^
-^
-
-
-
-
-
1,408,214
-
-
-
-
-
-
-
-
-
Denis N. Wade
162,500
600,000
600,000
162,500
Michael S. Hirshorn
-
Executives
Peter J. Nightingale
2,487,785
-
-
-
2,487,785
-
-
-
-
5,000,000
2,000,000
-
-
-
-
-*
-
-
-
-
-
-
-
^Number of options held at date of appointment as a Director.
* Number of options held when ceased to be a Director.
Option Holdings - 2011
Held at
1 July 2010
Purchased/
Granted
Expired
Held at
30 June 2011
Vested and
Exercisable at
30 June 2011
Directors
Michael J. Hoy
Michelle Miller
Michael S. Hirshorn
Bruce Hundertmark
Denis N. Wade
Executives
1,908,214
1,500,000
200,000
200,000
162,500
Peter J. Nightingale
2,687,785
-
500,000
5,000,000
1,500,000
1,408,214
5,000,000
1,408,214
1,000,000
-
-
-
-
200,000
200,000
-
-
-
-
-
162,500
162,500
200,000
2,487,785
2,487,785
16
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
17
DIRECTORS’ REPORT
Remuneration Report - Audited
The policy of remuneration of directors and senior executives is to ensure the remuneration package properly reflects the
person’s duties and responsibilities, and that remuneration is competitive in attracting, retaining and motivating people of the
highest quality. The Board is responsible for reviewing its own performance. The Non-executive Directors are responsible for
evaluating the performance of the Executive Directors who, in turn, evaluate the performance of all other senior executives.
The evaluation process is intended to assess the Company’s business performance, whether long term strategic objectives are being
achieved and the achievement of individual performance objectives.
Remuneration generally comprises salary and superannuation. Longer term incentives are able to be provided through the Company’s
Incentive Option Plan which acts to align the Directors and senior executives’ actions with the interests of the shareholders.
The remuneration disclosed below represents the cost to the Company for the services provided under these arrangements.
No Directors or senior executives receive performance related remuneration. Options issued in current and prior periods as
remuneration were subject to service conditions due to the nature of the Company’s operations.
The Board has considered the votes cast against the adoption of the remuneration report at the 2011 annual general meeting and
believe that the remuneration paid to key management personnel is fair and reflective of industry remuneration standards.
Details of Director and senior executive remuneration and the nature and amount of each major element of the remuneration of
each Director and senior executive of the Company are:
Directors
Non-executive
Michael J. Hoy
(Chairman)
Bruce Hundertmark
Susan M. Pond
Robert B. Thomas
Denis N. Wade
Michael S. Hirshorn
Executive
Michelle Miller
(Managing Director)
Executives
Peter J. Nightingale
(Company Secretary)
Year
2012
2011
2012
2011
2012
2011
2012
2011
2012
2011
2012
2011
2012
2011
2012
2011
Primary
Fees
$
Superannuation
$
Share Based
Payments
$
Options
as % of
Remuneration
Total
$
59,633
55,046
30,581
27,523
11,715
-
11,715
-
21,407
27,523
11,468
27,523
291,346
240,385
75,000
75,000
5,367
4,954
2,752
2,477
1,054
-
1,054
-
11,927
2,477
1,032
2,477
26,221
21,635
-
-
-
-
-
-
-
-
-
-
-
-
-
-
210,246
255,446
-
-
65,000
60,000
33,333
30,000
12,769
-
12,769
-
33,333
30,000
12,500
30,000
527,813
517,466
75,000
75,000
-
-
-
-
-
-
-
-
-
-
-
-
40%
49%
-
-
16
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
17
DIRECTORS’ REPORT
Options granted as compensation - Audited
There were no options granted to key personnel during the financial year.
Details of options that were granted as compensation to each key management person in the prior year are as follows:
Director
Grant Date
Number of
Options Granted
Fair Value at
Grant Date
$
Option Terms
(Exercise Price and Term)
Michelle Miller
24 December 2010
Michelle Miller
24 December 2010
1,000,000
1,000,000
105,000
$0.22 at any time up to 30 October 2015
105,000
$0.22 at any time from 30 October 2011
up to 30 October 2015
Michelle Miller
24 December 2010
3,000,000
312,000
$0.25 at any time from 30 October 2012
up to 30 October 2015
The fair value of the options at grant date was determined based on the Black-Scholes formula. The model inputs of the
options issued were the Company’s share price of $0.12 at the grant date, a volatility factor of 141% based on historic
share price performance, a risk free interest rate of 5.47% based on the 10 year government bond rate and no dividends paid.
The number of options that had vested as at 30 June 2012 is 2,000,000 (2011 - 1,000,000). No options were granted subsequent
to year end.
Consequences of performance on shareholder wealth - Audited
In considering the Company’s performance and benefits for shareholders wealth, the Board have regard to the following indices in
respect of the current financial year and the previous three financial years.
2012
2011
2010
2009
Net loss attributable to equity holders of the Company
$2,378,052
$1,907,527
$1,872,244
$1,776,099
Dividends paid
Change in share price
-
-
-
-
(1.0) cents
4.8 cents
(0.02) cents
0.0 cents
The overall level of key management personnel’s compensation is assessed on the basis of market conditions, status of
the Company’s projects, and financial resources of the Company.
Service contracts - Audited
There are no service contracts for the key management personnel.
Non-executive directors - Audited
Total compensation for all Non-executive Directors is determined by the Board based on market conditions.
18
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
19
DIRECTORS’ REPORT
Options
At the date of this report, unissued ordinary shares of the Company under option are:
Number of Options
Exercise Price
2,000,000
3,000,000
$0.22
$0.25
Expiry Date
30 October 2015
30 October 2015
The options do not entitle the holder to participate in any share issue of the Company or any other body corporate.
During the year, the Company issued 80,278,131 ordinary shares as a result of the exercise of $0.10 options and issued
53,705 ordinary shares as a result of the exercise of $0.20 options. There is no amount unpaid on the shares issued.
Number of Shares
80,278,131
53,705
Amount Paid on Each Share
$0.10
$0.20
Principal Activities
The principal activities of the Company during the financial year were the funding and management of intermediate and applied
biotechnology research and development projects.
Financial Result and Review of Operations
The operating loss of the Company for the financial year after income tax was $2,378,052 (2011 loss - $1,907,527).
A review of the Company’s operations for the year is set out in the Operating and Financial Review.
Impact of Legislation and Other External Requirements
There were no changes in environmental or other legislative requirements during the year that have significantly impacted the
results or operations of the Company.
18
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
19
DIRECTORS’ REPORT
Dividends
The Directors recommend that no dividend be paid by the Company. No dividend has been paid or declared since the end of the
previous financial year.
State of Affairs
In the opinion of the Directors, significant changes in the state of affairs of the Company that occurred during the year ended
30 June 2012 were as follows:
zz On 30 March 2012, 53,705 options were exercised to acquire one fully paid ordinary share at $0.20 each.
The Company raised $10,741.
zz On 6 January 2012, 79,865,226 options were exercised to acquire one fully paid ordinary share at $0.10 each.
The Company raised $7,986,522.
zz On 25 November 2011, 406,005 options were exercised to acquire one fully paid ordinary share at $0.10 each.
The Company raised $40,600.
zz On 24 October 2011, 6,900 options were exercised to acquire one fully paid ordinary share at $0.10 each.
The Company raised $690.
Environmental Regulations
The Company’s operations are not subject to significant environmental regulations under Commonwealth or State legislation in
relation to its research projects.
Events Subsequent to Balance Date
There has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event
of a material and unusual nature likely, in the opinion of the Directors of the Company, to affect significantly the operations of
the Company, the results of those operations, or the state of affairs of the Company, in future financial years.
20
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
21
DIRECTORS’ REPORT
Likely Developments
During the year ended 30 June 2012, the Company continued to fund and manage its research and development projects. The success
of these research projects, which cannot be assessed on the same fundamentals as trading and manufacturing enterprises,
will determine future likely developments.
In the opinion of the Directors, it would prejudice the interests of the Company to provide additional information, except as
reported in this Annual Report, relating to likely developments in the operations of the Company.
Indemnification of Officers and Auditors
During or since the end of the financial year, the Company has not indemnified or made a relevant agreement to indemnify an
officer or auditor of the Company against a liability incurred by such an officer or auditor. In addition, the Company has not paid or
agreed to pay, a premium in respect of a contract insuring against a liability incurred by an officer or auditor.
Non-audit Services
During the year KPMG, the Company’s auditor, performed no other services in addition to their statutory duties.
A copy of the auditors’ independence declaration as required under Section 307C of the Corporations Act 2001 is included in
the Directors’ Report.
Details of the amounts paid and accrued to the auditor of the Company, KPMG, and its related practices for audit and non-audit
services provided during the year are set out below.
Statutory audit
- Audit and review of financial reports
2012
$
2011
$
32,250
30,500
20
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
21
DIRECTORS’ REPORT
Lead Auditor’s Independence Declaration
The Lead Auditor’s Independence Declaration is set out on page 23 and forms part of the Directors’ Report for the year ended
30 June 2012.
This report has been signed in accordance with a resolution of the Directors and is dated 31 August 2012:
Michael J. Hoy
Chairman
Michelle Miller
Managing Director
22
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
23
DIRECTORS’ REPORT
Lead Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001
To: the Directors of Biotron Limited
I declare that, to the best of my knowledge and belief, in relation to the audit for the financial year ended 30 June 2012, there have been:
(i) no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and
(ii) no contraventions of any applicable code of professional conduct in relation to the audit.
KPMG
Brisbane
31 August 2012
Adam Twemlow
Partner
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BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
23
KPMG, an Australian partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative
(“KPMG International”), a Swiss entity.
Liability limited by a scheme approved under Professional Standards Legislation.
STATEmENT OF COmPREHENSIVE INCOmE
FOR THE YEAR ENDED 30 JUNE 2012
Other income
Administration and consultants' expenses
Depreciation
Employee and director expenses
Direct research and development expenses
Rent and outgoings expenses
Travel expenses
Other expenses from ordinary activities
Operating loss before financing income
Interest income
Net financing income
Loss before tax
Income tax expense
Loss for the year
Other comprehensive income
Total comprehensive loss for the year
Basic loss per share attributable to ordinary equity shareholders
Diluted loss per share attributable to ordinary equity shareholders
Notes
2012
$
2011
$
2
3
3
5
4
4
503,700
447,490
(225,600)
(10,871)
(781,697)
(195,000)
(14,438)
(701,084)
(1,729,015)
(1,159,336)
(61,819)
(40,944)
(65,083)
(56,390)
(243,496)
(229,892)
(2,589,742)
(1,973,733)
211,690
211,690
66,206
66,206
(2,378,052)
(1,907,527)
-
-
(2,378,052)
(1,907,527)
-
-
(2,378,052)
(1,907,527)
(1.26) cents
(1.49) cents
(1.26) cents
(1.49) cents
The above statement of comprehensive income should be read in conjunction with the accompanying notes.
24
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BIOTRON Annual Report 2012
25
STATEmENT OF FINANCIAL POSITION
AT 30 JUNE 2012
Current assets
Cash and cash equivalents
Trade and other receivables
Other assets
Total current assets
Non-current assets
Plant and equipment
Total non-current assets
Total assets
Current liabilities
Trade and other payables
Employee entitlements
Total current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Accumulated losses
Total equity
Notes
2012
$
2011
$
6
7
8
9
10
7,891,781
2,144,831
503,700
43,254
452,524
15,655
8,438,735
2,613,010
22,991
22,991
31,610
31,610
8,461,726
2,644,620
52,865
139,314
192,179
192,179
140,544
103,776
244,320
244,320
8,269,547
2,400,300
11
32,548,656
23,087,673
465,692
2,171,485
(24,744,801)
(22,858,858)
8,269,547
2,400,300
The above statement of financial position should be read in conjunction with the accompanying notes.
24
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BIOTRON Annual Report 2012
25
STATEmENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2012
Attributable to equity holders of
the Company
Notes
Issued
Capital
$
Option
Premium Reserve
$
Accumulated
Losses
$
Total
$
Balance at 1 July 2010
20,750,759
2,277,738
(21,310,939)
1,717,558
Total comprehensive income for the year
Loss for the year
Other comprehensive income
Total comprehensive loss for the year
Transactions with owners, recorded directly in equity
Contribution by and distribution to owners
Ordinary shares/options issued
Cost of options issued
Share based payment transactions
Transfer expired options
Exercise of options
Balance at 30 June 2011
-
-
-
2,490,453
(155,630)
-
-
2,091
-
-
-
-
-
255,446
(359,608)
(2,091)
(1,907,527)
(1,907,527)
-
-
(1,907,527)
(1,907,527)
-
-
-
359,608
-
2,490,453
(155,630)
255,446
-
-
11
23,087,673
2,171,485
(22,858,858)
2,400,300
Balance at 1 July 2011
23,087,673
2,171,485
(22,858,858)
2,400,300
Total comprehensive income for the year
Loss for the year
Other comprehensive income
Total comprehensive loss for the year
Transactions with owners, recorded directly in equity
Contribution by and distribution to owners
Ordinary shares/options issued
Cost of shares issued
Share based payment transactions
Transfer expired options
Exercise of options
Balance at 30 June 2012
-
-
-
8,038,554
(1,501)
-
-
-
-
-
-
-
210,246
(492,109)
1,423,930
(1,423,930)
(2,378,052)
(2,378,052)
-
-
(2,378,052)
(2,378,052)
-
-
-
492,109
-
8,038,554
(1,501)
210,246
-
-
11
32,548,656
465,692
(24,744,801)
8,269,547
The above statement of changes in equity should be read in conjunction with the accompanying notes.
26
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27
STATEmENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2012
Cash flows from operating activities
Cash receipts in the course of operations
Payments for research and development
Cash payments in the course of operations
Cash used in operations
Interest received
Notes
2012
$
2011
$
447,490
-
(1,720,933)
(1,159,336)
(1,225,419)
(875,611)
(2,498,862)
(2,034,947)
211,010
66,206
Net cash used in operating activities
12
(2,287,852)
(1,968,741)
Cash flows from investing activities
Payments for plant and equipment
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares and options
Cost of issue of shares and options
Net cash from financing activities
Net increase in cash and cash equivalents held
Cash and cash equivalents at the beginning of the financial year
Cash and cash equivalents at the end of the financial year
12
(2,252)
(2,252)
(1,818)
(1,818)
8,038,554
(1,500)
8,037,054
5,746,950
2,144,831
7,891,781
2,490,453
(155,630)
2,334,823
364,264
1,780,567
2,144,831
The above statement of cash flows should be read in conjunction with the accompanying notes.
26
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27
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
1. Reporting Entity
Biotron Limited (the ‘Company’) is a company domiciled in Australia.
Basis of preparation
Statement of compliance
The financial report is a general purpose financial report which has been prepared in accordance with Australian Accounting
Standards (‘AASBs’) (including Australian Interpretations) adopted by the Australian Accounting Standards Board (‘AASB’) and the
Corporations Act 2001. The financial report of the Company also complies with International Financial Reporting Standards (IFRSs) and
interpretations adopted by the International Accounting Standards Board (IASB).
The financial report was authorised for issue by the Directors on 31 August 2012.
Basis of measurement
The financial statements have been prepared on the historical cost basis.
Functional and presentation currency
These financial statements are presented in Australian dollars, which is the Company’s functional currency.
Use of estimates and judgements
The preparation of financial statements requires management to make judgements, estimates and assumptions that affect the
application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ
from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the
period in which the estimate is revised and in any future periods affected.
Going concern
The financial report has been prepared on a going concern basis which contemplates the realisation of assets and settlement of
liabilities in the ordinary course of business.
Significant accounting policies
The accounting policies set out below have been applied consistently to all periods presented in these financial statements, and have
been applied consistently by the Company.
Cash and cash equivalents
Cash and cash equivalents comprise cash balances and call deposits.
Trade and other receivables
Trade and other receivables are stated at their amortised cost less impairment losses.
Property, plant and equipment
Property plant and equipment are stated at their historical cost less accumulated depreciation and accumulated impairment losses.
Depreciation is recognised in profit or loss using the reducing balance method from the date of acquisition at rates between
13% and 40% per annum.
28
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29
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
1. Reporting Entity (Cont.)
Research and development
Grants
Where a grant is received relating to research and development costs that have been expensed, the grant is recognised as other
income when the grant becomes receivable and the Company complies with all attached conditions.
Costs
Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and understanding,
is recognised in profit and loss when incurred.
Development activities involve a plan or design for the production of new or substantially improved products and processes.
Development expenditure is capitalised only if development costs can be measured reliably, the product or process is technically
and commercially feasible, future economic benefits are probable, and the Company intends to and has sufficient resources
to complete development and to use or sell the asset. The expenditure capitalised includes the cost of materials, direct labour
and overhead costs that are directly attributable to preparing the asset for its intended use. Other development expenditure is
recognised in profit or loss when incurred.
Capitalised development expenditure is measured at cost less accumulated amortisation and accumulated impairment losses.
Trade and other payables
Trade and other payables are stated at their amortised cost, are non-interest bearing and are normally settled within 60 days.
Employee entitlements
Wages, salaries, annual leave and sick leave
Liabilities for employee entitlements for wages, salaries, annual leave and sick leave represent present obligations resulting from
employees’ services provided to reporting date, calculated at undiscounted amounts based on remuneration wages and salary
rates that the company expect to pay as at reporting date including related on-costs, such as workers compensation insurance
and superannuation.
Long service leave
Liabilities for employee entitlements for long service leave is the amount of future benefit that employees have earned in return for
their service in the current and prior periods plus related on-costs, that benefit is discounted to determine its present value.
Share capital
Ordinary shares
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share options are
recognised as a deduction from equity, net of any tax effects. Dividends on ordinary shares are recognised as a liability in the period
in which they are declared.
28
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29
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
1. Reporting Entity (Cont.)
Taxation
Income tax
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.
Deferred tax is provided using the balance sheet 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 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 are temporary differences and are not provided for. 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.
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.
Goods and services tax
Revenue, 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, the GST is recognised as part of the cost of
acquisition of the asset or as part of the expense.
Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from, or payable to,
the ATO is included as a current asset or liability in the balance sheet.
Cash flows are included in the statement of cash flows on a gross basis. The GST components of cash flows arising from investing and
financing activities which are recoverable from, or payable to, the ATO are classified as operating cash flows.
Revenue recognition
Finance income
Interest revenue is recognised as it accrues using the effective interest rate method.
Earnings per share
The Company presents basic and diluted earnings per share (‘EPS’) data for its ordinary shares. Basic EPS is calculated by dividing
the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares
outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and
the weighted average number of ordinary shares outstanding for the effects of all dilutive potential ordinary shares, which comprise
share options granted to employees.
30
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31
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
1. Reporting Entity (Cont.)
Incentive option plan
The Incentive Option Plan allows the Company’s employees or Directors, or individuals whom the Plan Committee determine to be
employees for the purposes of the Plan, with the opportunity to acquire options over unissued shares in the Company. The fair value
of options granted is measured at grant date and spread as an expense over the period during which the employees or Directors
become unconditionally entitled to the options. The fair value of the options granted is measured using Black-Scholes formula,
taking into account the terms and conditions upon which the options were granted. The amount recognised as an expense is
adjusted to reflect the actual number of options that vest except where forfeiture is only due to share prices not achieving the
threshold for vesting.
Impairment
Financial assets
A financial asset is assessed at each reporting date to determine whether there is any objective evidence that it is impaired.
A financial asset is considered to be impaired if any objective evidence indicates that one or more events have had a negative effect
on the estimated future cash flows of that asset.
An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference between its carrying amount,
and the present value of the estimated future cash flows discounted at the original effective interest rate. An impairment loss in respect of
an available-for-sale financial asset is calculated by reference to its fair value.
All impairment losses are recognised in profit or loss. Any cumulative loss in respect of an available-for-sale financial asset
recognised previously in equity is transferred to profit and loss.
An impairment loss is reversed if the reversal can be related objectively to an event occurring after the impairment loss
was recognised. For financial assets measured at amortised cost and available-for-sale financial assets that are debt securities,
the reversal is recognised in profit or loss. For available-for-sale financial assets that are equity securities the reversal is recognised
directly in equity.
Non-financial assets
The carrying amounts of the Company’s non-financial assets are reviewed at each reporting date to determine whether there is any
indication of impairment. If any such indication exists then the asset’s recoverable amount is estimated.
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell.
In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that
reflects current market assessments of the time value of money and the risks specific to the asset.
An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount.
Impairment losses are recognised in profit or loss.
30
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31
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
1. Reporting Entity (Cont.)
Determination of fair values
A number of the Company’s accounting policies and disclosures require the determination of fair value, for both financial and
non-financial assets and liabilities. Fair values have been determined for measurement and/or disclosure purposes based on the
following methods. Where applicable, further information about the assumptions made in determining fair values is disclosed in the
notes specific to that asset or liability.
Trade and other receivables
The fair value of trade and other receivables is estimated as the present value of future cash flows, discounted at the market rate of
interest at the reporting date.
Share-based payment transactions
The fair value of employee share options is measured using the Black-Scholes formula. Measurement inputs include share price on
measurement date, exercise price of the instrument, expected volatility (based on weighted average historic volatility adjusted for
changes expected due to publicly available information), weighted average expected life of the instruments (based on historical
experience and general option holder behaviour), expected dividends, and the risk-free interest rate (based on government bonds).
Service and non-market performance conditions attached to the transactions are not taken into account in determining fair value.
Share-based payment arrangements in which the Company receives goods or services as consideration for its own equity
instruments are accounted for as equity-settled share-based payment transactions.
Non-derivative financial liabilities
Fair value, which is determined for disclosure purposes, is calculated based on the present value of future principal and interest cash flows,
discounted at the market rate of interest at the reporting date.
New standards and interpretations not yet adopted
A number of new standards, amendments to standards and interpretations are effective for annual periods beginning after
1 July 2011, and have not been applied in preparing these financial statements. None of these are expected to have a significant
effect on the financial statements of the Company, except for AASB 9 Financial Instruments, which becomes mandatory for
the Company’s 2016 financial statements and could change the classification and measurement of financial assets. The Company
does not plan to adopt this standard early and the extent of the impact has not been determined.
32
BIOTRON Annual Report 2012
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33
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
2. Other Income
Research and development rebate
3. Loss from Operating Activities
Loss from ordinary activities has been arrived at after charging the following items:
Auditors' remuneration paid to KPMG
- Audit and review of financial reports
Depreciation
- Office equipment
- Plant and equipment
Direct research and development expenditure expensed as incurred
Provision for employee entitlements
4. Loss Per Share
2012
$
2011
$
503,700
447,490
32,250
30,500
6,779
4,092
9,127
5,311
1,729,015
1,159,336
35,537
25,701
The calculation of basic loss per share at 30 June 2012 was based on the loss attributable to ordinary shareholders of $2,378,052
(2011 - $1,907,527) and a weighted average number of ordinary shares outstanding during the financial year ended 30 June 2012 of
188,157,762 (2011 - 127,850,937), calculated as follows:
Net loss for the year
Issued ordinary shares at 1 July
Effect of shares issued on 17 November 2010
Effect of shares issued on 2 March 2011
Effect of shares issued on 28 March 2011
Effect of shares issued on 11 April 2011
Effect of shares issued on 24 October 2011
Effect of shares issued on 25 November 2011
Effect of shares issued on 9 January 2012
Effect of shares issued on 3 April 2012
Weighted average number of ordinary shares
2,378,052
1,907,527
2012
Number
2011
Number
147,965,108
121,755,364
-
-
-
-
61,354
1,644
2,087,370
3,945,205
4,713
241,828
39,932,613
13,500
-
-
-
-
188,157,762
127,850,937
Options disclosed in the Issued Capital note 11 are potential ordinary shares, but are not included in the calculation of diluted loss
per share as they are not dilutive.
32
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
33
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
2012
$
2011
$
5. Income Tax Expense
Numerical reconciliation between tax expense and pre-tax net profit
Loss before tax - continuing operations
(2,378,052)
(1,907,527)
Income tax using the domestic corporation tax rate of 30%
(713,416)
(572,258)
Increase in income tax expense due to:
- Adjustments not resulting in temporary differences
- Unrecognised temporary differences
- Effect of tax losses not recognised
(150,666)
836,541
27,541
79,437
521,363
(28,542)
Income tax expense current and deferred
-
-
Deferred tax assets have not been recognised in respect of the following items:
Deductible temporary differences (net)
Tax losses
Net
174,876
8,180,001
8,354,877
133,007
7,609,593
7,742,600
The deductible temporary differences and tax losses do not expire under the current tax legislation. Deferred tax assets have not
been recognised in respect of these items because it is not probable that future taxable profit will be available against which the
Company can utilise the benefits of the deferred tax asset.
6. Trade and Other Receivables
Current
Other debtors
GST receivable
7. Other Assets
Current prepayments
Security deposits
503,700
-
503,700
28,123
15,131
43,254
447,490
5,034
452,524
524
15,131
15,655
34
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
35
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
8. Plant and Equipment
Office equipment - at cost
Accumulated depreciation
Plant and equipment - at cost
Accumulated depreciation
Total plant and equipment - net book value
Reconciliations
Reconciliations of the carrying amounts for each class of plant and equipment are set out below:
Office equipment
Balance at 1 July
Additions
Depreciation
Carrying amount at the end of the financial year
Plant and equipment
Balance at 1 July
Depreciation
Carrying amount at the end of the financial year
Total carrying amount at the end of the financial year
9. Trade and Other Payables
Current
Creditors
Accruals
10. Employee Entitlements
Current
Employee annual leave provision
Long service leave provision
Number of employees at the end of the financial year
2012
$
2011
$
139,947
(127,953)
11,994
506,463
(495,466)
10,997
22,991
137,695
(121,174)
16,521
506,463
(491,374)
15,089
31,610
16,521
2,252
(6,779)
11,994
15,089
(4,092)
10,997
22,991
27,915
24,950
52,865
65,273
74,041
139,314
4
23,829
1,819
(9,127)
16,521
20,401
(5,312)
15,089
31,610
88,544
52,000
140,544
50,163
53,613
103,776
4
34
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
35
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
11. Issued Capital
Issued and paid up capital
228,296,944 (2011 - 147,965,108) fully paid ordinary shares
32,548,656
23,087,673
2012
$
2011
$
Fully paid ordinary shares
Balance at the beginning of the financial year
Issue of shares
Exercise of options
Costs of issue
Balance at the end of financial year
23,087,673
20,750,759
8,038,554
1,423,930
2,490,453
2,091
(1,501)
(155,630)
32,548,656
23,087,673
Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at
shareholders’ meetings. In the event of winding up of the Company, ordinary shareholders rank after creditors and are fully entitled
to any proceeds of liquidation.
During the year ended 30 June 2012, the Company issued ordinary shares following the exercise of 80,278,131 $0.10 options for
cash totalling $8,027,813 and 53,705 $0.20 options for cash totalling $10,741. There were no amounts unpaid on the shares issued
and there were no material share issue costs.
During the year ended 30 June 2011, the Company issued 26,105,215 ordinary shares through a Share Purchase Plan and placement
for cash totalling $2,480,000. Total issue costs of $155,630 were recognised as a reduction of the proceeds of issue of these shares.
During the year ended 30 June 2011, the Company issued 104,529 ordinary shares through the exercise of options for cash totalling $10,453.
There were no options issued during the 2012 financial year.
The following options were issued during the year ended 30 June 2011 and were on issue at 30 June 2012:
zz
1,000,000 options with a fair value at grant date of 10.5 cents, each exercisable at 22 cents to acquire one fully paid ordinary
share at any time up to 30 October 2015.
zz
1,000,000 options with a fair value at grant date of 10.5 cents, each exercisable at 22 cents to acquire one fully paid ordinary
share at any time after 30 October 2011 up to 30 October 2015.
zz
3,000,000 options with a fair value at grant date of 10.4 cents, each exercisable at 25 cents to acquire one fully paid ordinary
share at any time after 30 October 2012 up to 30 October 2015.
The fair value of the options at each grant date was determined based on the Black-Scholes formula. The model inputs
for those options issued during the year ended 30 June 2011 were the Company’s share price of $0.12 at the grant date,
a volatility factor of 141% based on historic share price performance, a risk free interest rate of 5.47% based on the 10 year
government bond rate and no dividends paid.
Total expense arising from share based payment transactions recognised during the year ended 30 June 2012 was $210,246 (2011 - $255,446).
36
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
37
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
11. Issued Capital (Cont.)
During the year ended 30 June 2012, the following options lapsed:
zz
6,364,344 options, each exercisable at 20 cents to acquire one fully paid ordinary share at any time up to 30 March 2012.
zz
27,736,606 options, each exercisable at 10 cents to acquire one fully paid ordinary share at any time up to 30 December 2012.
During the year ended 30 June 2011, the following options lapsed:
zz
102,500 options, each exercisable at 20 cents to acquire one fully paid ordinary share at any time up to 30 March 2012.
zz
79,865,226 options, each exercisable at 10 cents to acquire one fully paid ordinary share at any time up to 30 December 2011.
The weighted average exercise price of options at year end was $0.24 (2011 - $0.11). The weighted average life of options at year
end was 3.33 years (2011 - 0.68 years).
12. Statement of Cash Flows
Reconciliation of cash flows from operating activities
Loss for the period
Adjustments for:
Depreciation of plant and equipment
Provisions
Share based payment
Changes in assets and liabilities
Increase in receivables
(Increase)/decrease in prepayments
(Decrease)/increase in payables
Net cash used in operating activities
Reconciliation of cash
2012
$
2011
$
(2,378,052)
(1,907,527)
10,871
35,537
210,246
(51,176)
(27,599)
(87,679)
14,438
25,701
255,446
(443,053)
7,923
78,331
(2,287,852)
(1,968,741)
For the purposes of the Statement of Cash Flows, cash includes cash on hand and at bank and cash on deposit net of bank overdrafts
and excluding security deposits. Cash at the end of the financial year as shown in the Statement of Cash Flows is reconciled to the
related items in the Statement of Financial Position as follows:
Cash and cash equivalents in the statement of cash flows
7,891,781
2,144,831
36
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
37
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
13. Key Management Personnel Disclosures
The policy of remuneration of Directors and senior executives is to ensure the remuneration package properly reflects the
person’s duties and responsibilities, and that remuneration is competitive in attracting, retaining and motivating people of the
highest quality. The Board is responsible for reviewing its own performance. The Non-executive Directors are responsible for
evaluating the performance of the Executive Directors who, in turn, evaluate the performance of all other senior executives.
The evaluation process is intended to assess the Company’s business performance, whether long term strategic objectives are being
achieved and the achievement of individual performance objectives.
Remuneration generally comprises salary and superannuation. Longer term incentives are able to be provided through the Company’s
Incentive Option Plan which acts to align the Directors and senior executives’ actions with the interests of the shareholders.
The remuneration disclosed below represents the cost to the Company for the services provided under these arrangements.
No Directors or senior executives receive performance related remuneration. No bonuses were paid during the year. During the year
ended 30 June 2012 compensation of key management personnel totalled $772,518 (2011 - $742,466), which comprised primary
salary and fees of $512,865 (2011 - $453,000), superannuation of $49,407 (2011 - $34,020), and share based payments with a fair
value of $210,246 (2011 - $255,446).
During 2012, no long term benefits or termination payments were paid. During 2011, 5,000,000 options were granted to the Managing Director.
Individual directors and executives compensation disclosures
Information regarding individual directors and executives’ compensation and some equity instruments disclosures as required by
Corporations Regulations 2M.3.03 is provided in the remuneration report section of the Directors’ Report.
Apart from the details disclosed in this note, no Director has entered into a material contract with the Company since the end of
the previous financial year and there were no material contracts involving Directors’ interests existing at year end.
Equity holdings and transactions
The movement during the reporting period in the number of ordinary shares in the Company held directly, indirectly or beneficially,
by each specified Director and Executive, including their personally-related entities, is as follows:
Fully paid ordinary shareholdings and transactions - 2012
Directors
Michael J. Hoy
Michelle Miller
Bruce Hundertmark
Susan M. Pond
Robert B. Thomas
Denis N. Wade
Michael S. Hirshorn
Executives
Peter J. Nightingale
Held at
1 July 2011
Purchased
Received on
exercise of
options
1,408,214
-
-
-
-
-
-
50,000
250,000
-
157,894
600,000
-
-
1,566,108
-
-
-^
5,250,000^
475,000
130,000
1,702,397
157,894
2,487,785
Sales
Held at
30 June 2012
-
-
-
-
-
-
-
-
2,974,322
-
50,000
250,000
5,250,000
1,232,894
130,000*
4,348,076
^Number of shares held at date of appointment as a Director.
*Number of shares held when ceasing to be a Director.
38
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
39
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
13. Key Management Personnel Disclosures (Cont.)
Fully paid ordinary shareholdings and transactions - 2011
Directors
Michael J. Hoy
Michelle Miller
Michael S. Hirshorn
Bruce Hundertmark
Denis N. Wade
Executives
Peter J. Nightingale
Held at
1 July 2010
Purchased
Received on
exercise of
options
Sales
Held at
30 June 2011
1,408,214
157,894
-
130,000
-
475,000
1,702,397
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,566,108
-
130,000
-
475,000
1,702,397
During the year ended 30 June 2012, Michael J. Hoy had an interest in an entity, CityPrint Holdings Pty Limited, which provided printing
services to the Company. Payments to CityPrint Holdings Pty Limited, which were in the ordinary course of business and on normal
terms and conditions, amounted to $27,607 (2011 - $25,089). There were no outstanding amounts at 30 June 2012 (2011 - $746).
During the year ended 30 June 2012, Peter J. Nightingale had an interest in an entity, MIS Corporate Pty Limited, which provided
full administrative services, including rental accommodation, administrative staff, services and supplies, to the entity. Fees paid to
MIS Corporate Pty Limited during the year, which were in the ordinary course of business and on normal terms and conditions,
amounted to $144,000 (2011 - $120,000). There was no outstanding amounts at 30 June 2012 (2011 - $11,000).
Apart from the details disclosed in this note, no Director has entered into a material contract with the Company since the end of the
previous financial year and there were no material contracts involving Directors’ interests existing at year end.
38
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
39
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
13. Key Management Personnel Disclosures (Cont.)
Option Holdings
The movement during the reporting period in the number of options over ordinary shares in the Company held directly,
indirectly or beneficially, by each specified Director and Executive, including their personally related entities, is as follows:
Option Holdings - 2012
Directors
Michael J. Hoy
Michelle Miller
Bruce Hundertmark
Susan M. Pond
Robert B. Thomas
Denis N. Wade
Michael S. Hirshorn
Executives
Peter J. Nightingale
Option Holdings - 2011
Directors
Michael J. Hoy
Michelle Miller
Michael S. Hirshorn
Bruce Hundertmark
Denis N. Wade
Executives
Peter J. Nightingale
Held at
1 July 2011
Exercised
Expired
Held at
30 June 2012
Vested and
exercisable
at 30 June
2012
1,408,214
5,000,000
-
-
-
162,500
-
1,408,214
-
-
-
-
-
-
2,487,785
2,487,785
-
-
-
-
-
162,500
-
-
-
-
5,000,000
2,000,000
-
-
-
-
-
-
-
-
-
-
-
-
Vested and
exercisable
at 30 June
2011
Held at
1 July 2010
Purchased
Expired
Held at
30 June 2011
1,908,214
1,500,000
200,000
200,000
162,500
2,687,785
1,408,214
5,000,000
-
-
-
-
500,000
1,500,000
200,000
200,000
1,408,214
5,000,000
1,408,214
1,000,000
-
-
-
-
-
162,500
162,500
200,000
2,487,785
2,487,785
40
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
41
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
14. Employee and Director Incentive Option Plan
At 30 June 2012, the Company had 4 employees (2011 - 4). All other personnel are contracted by the Company on a consultancy basis.
The Company has an Incentive Option Plan to provide eligible persons, being employees or Directors, or individuals whom the
Plan Committee determine to be employees for the purposes of the Plan, with the opportunity to acquire options over unissued
ordinary shares in the Company. The number of options granted or offered under the Plan will not exceed 10% of the Company’s
issued share capital and the exercise price of options will be the greater of the market value of the Company’s shares as at the date
of grant of the option or such amount as the Plan Committee determines. Options have no voting or dividend rights.
In the event that the employment or office of the optionholder is terminated, any options which have not reached their exercise period
will lapse and any options which have reached their exercise period may be exercised within three months of the date of termination
of employment. Any options not exercised within this three month period will lapse.
During the year ended 30 June 2012, no options were issued under the incentive option plan. During the year ended 30 June 2011,
5,000,000 options were issued to the Managing Director. No ordinary shares have been issued as a result of the exercise of any
option granted pursuant to the Incentive Option Plan during the current and prior financial year.
15. Financial Instruments Disclosure
The Board has overall responsibility for the establishment and oversight of the risk management framework. Informal risk
management policies are established to identify and analyse the risks faced by the Company.
The main risks arising from the Company’s financial instruments are credit risk, liquidity risk and interest rate risk. The summaries
below present information about the Company’s exposure to each of these risks, their objectives, policies and processes for
measuring and managing risk, the management of capital and financial instruments.
Credit risk
Credit risk arises mainly from the risk of counterparties defaulting on the terms of their agreements. The carrying amounts of the
following assets represent the Company’s maximum exposure to credit risk in relation to financial assets:
Cash and cash equivalents
Trade and other receivables
Security deposits
Note
6
7
Carrying
amount
2012
$
Carrying
amount
2011
$
7,891,781
2,144,831
503,700
15,131
452,524
15,131
8,410,612
2,612,486
The Company mitigates credit risk on cash and cash equivalents by dealing with regulated banks in Australia. Credit risk of trade and
other receivables is very low as it consists predominantly of amounts recoverable from taxation and other government authorities
in Australia.
Impairment losses
No impairment has been taken up against the Company’s financial assets.
None of the Company’s trade and other receivables are past due and no receivables have been renegotiated.
40
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
41
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
15. Financial Instruments Disclosure (Cont.)
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company’s approach
to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due,
under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.
The following are the contractual maturities of financial liabilities, including estimated interest payments:
Company
30 June 2012
Trade and other payables
30 June 2011
Trade and other payables
Carrying
amount
$
Contractual
cash flows
$
Less than
one year
$
Between one
and five years
$
Interest
$
52,865
(52,865)
(52,865)
140,544
(140,544)
(140,544)
-
-
-
-
Ultimate responsibility for liquidity management rests with the Board. The Company manages liquidity risk by maintaining
adequate funding and monitoring of future rolling cash flow forecasts of its operations, which reflect management’s expectations of
expected settlement of financial assets and liabilities.
Interest rate risk
The Company’s income statement is affected by changes in interest rates due to the impact of such changes on interest income from cash
and cash equivalents and interest bearing security deposits. The average interest rate on funds held during the year was 4.13% (2011 - 3.75%).
At balance date, the Company had the following mix of financial assets exposed to variable interest rate risk that are not designated
as cash flow hedges:
Financial assets
Cash and cash equivalents
Security deposits
Net exposure
Note
7
2012
$
2011
$
7,891,781
15,131
7,906,912
2,144,831
15,131
2,159,962
42
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
43
NOTES TO THE FINANCIAL STATEmENTS
FOR THE YEAR ENDED 30 JUNE 2012
15. Financial Instruments Disclosure (Cont.)
Sensitivity analysis
An increase of 100 basis points in interest rates throughout the reporting period would have decreased the loss for the period by the
amounts shown below, whilst a decrease would have increased the loss by the same amount. The Company’s equity consists of fully
paid ordinary shares. There is no effect on fully paid ordinary shares by an increase or decrease in interest rates during the period.
2012
$
2011
$
64,048
16,049
Capital management
The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain
future development of the business.
The Board ensures costs are not incurred in excess of available funds and will seek to raise additional funding through issues of
shares for the continuation of the Company’s operations. There were no changes in the Company’s approach to capital management
during the year.
The Company is not subject to externally imposed capital requirements.
Net fair values of financial assets and liabilities
The carrying amounts of financial assets and liabilities approximate their net fair values, given the short time frames to maturity
and or variable interest rates.
16. Financial Reporting By Segments
The Company operates in the biotechnology industry in Australia.
17. Operating Lease
The Company leases an office in North Ryde, Sydney. The lease is for a period of 3 years starting from November 2010 with an
option to renew lease after that 3 years.
During the year ended 30 June 2012, $61,819 was recognised as an expense in the Statement of Comprehensive Income in respect
of the operating lease (2011 - $65,083).
Lease obligations are not provided for in the financial statements and are payable:
Less than one year
Between one and five years
2012
$
51,629
17,210
2011
$
51,629
68,839
42
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
43
DIRECTORS’ DECLARATION
1. In the opinion of the Directors of Biotron Limited:
a) the financial statements and notes set out on pages 24 to 43, and the Remuneration Report in the Directors’ Report, set out
on pages 17 to 18, are in accordance with the Corporations Act 2001, including:
(i) giving a true and fair view of the Company’s financial position as at 30 June 2012 and of its performance for the
financial year ended on that date; and
(ii) complying with Australian Accounting Standards (including Australian Accounting Interpretations) and the
Corporations Regulations 2001;
b) the financial report also complies with International Financial Reporting Standards as disclosed in note 1;
c) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
2. The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the Chief Executive
Officer and Chief Financial Officer for the financial year ended 30 June 2012.
This report has been signed in accordance with a resolution of the Directors and is dated 31 August 2012:
Michael J. Hoy
Chairman
Michelle Miller
Managing Director
44
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
45
INDEPENDENT AUDITOR’S REPORT
TO THE mEmBERS OF BIOTRON LImITED
Report on the Financial Report
We have audited the accompanying financial report of Biotron Limited (the Company), which comprises the statement of financial
position as at 30 June 2012, and the statement of comprehensive income, statement of changes in equity and statement of cash
flows for the year ended on that date, notes 1 to 17 comprising a summary of significant accounting policies and other explanatory
information and the Directors’ declaration.
Directors’ responsibility 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 is free from material misstatement, whether due
to fraud or error. In note 1, the Directors also state, in accordance with Australian Accounting Standard AASB 101 Presentation of
Financial Statements, that the financial statements comply with International Financial Reporting Standards.
Auditor’s responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance
with Australian Auditing Standards. These Auditing Standards require that we comply with relevant ethical requirements relating
to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from
material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report.
The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement
of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control
relevant to the entity’s preparation of the financial report that gives a true and fair view 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 entity’s
internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of
accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial report.
We performed the procedures to assess whether in all material respects the financial report presents fairly, in accordance with the
Corporations Act 2001 and Australian Accounting Standards, a true and fair view which is consistent with our understanding of the
Company’s financial position and of its performance.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Independence
In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001.
KPMG, an Australian partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative
(“KPMG International”), a Swiss entity.
Liability limited by a scheme approved under Professional Standards Legislation.
44
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
45
INDEPENDENT AUDITOR’S REPORT
TO THE mEmBERS OF BIOTRON LImITED
Auditor’s opinion
In our opinion:
a) the financial report of Biotron Limited is in accordance with the Corporations Act 2001, including:
(i) giving a true and fair view of the Company’s financial position as at 30 June 2012 and of its performance for the year ended
on that date; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.
b) the financial report also complies with International Financial Reporting Standards as disclosed in note 1.
Report on the Remuneration Report
We have audited the Remuneration Report included in pages 17 to 18 of the Directors’ report for the year ended 30 June 2012.
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 auditing standards.
Auditor’s opinion
In our opinion, the Remuneration Report of Biotron Limited for the year ended 30 June 2012 complies with Section 300A of the
Corporations Act 2001.
KPMG
31 August 2012
Adam Twemlow
Partner
46
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
47
ADDITIONAL STOCK EXCHANGE INFORmATION
Home Exchange
The Company is listed on the ASX Limited. The home exchange is Sydney.
Use of Cash and Assets
Since the Company’s listing on the ASX, the Company has used its cash and assets in a way consistent with its stated
business objectives.
Class of Shares and Voting Rights
There is only one class of shares in the Company, fully paid ordinary shares.
The rights attaching to shares in the Company are set out in the Company’s Constitution. The following is a summary of the
principal rights of the holders of shares in the Company.
Every holder of shares present in person or by proxy, attorney or representative at a meeting of shareholders has one vote on a vote
taken by a show of hands, and, on a poll every holder of shares who is present in person or by proxy, attorney or representative has
one vote for every fully paid share registered in the shareholder’s name on the Company’s share register.
A poll may be demanded by the chairperson of the meeting, by at least 5 shareholders entitled to vote on the resolution or
shareholders with at least 5% of the votes that may be cast on the resolution on a poll.
Distribution of Equity Securityholders
As at 31 July 2012, the distribution of each class of equity was as follows:
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
Fully Paid
Ordinary Shares
30 October 2015
$0.22 Options
30 October 2015
$0.25 Options
73
370
317
708
291
1,759
-
-
-
-
1
1
-
-
-
-
1
1
At 31 July 2012, 473 shareholders held less than a marketable parcel of shares.
46
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
47
ADDITIONAL STOCK EXCHANGE INFORmATION
Twenty Largest Quoted Shareholders
At 30 June 2012 the twenty largest fully paid ordinary shareholders held 36.63% of fully paid ordinary as follows:
Name
Dr Angela Fay Dulhunty
Scott’s A V Pty Ltd
CBDF Pty Limited
Rigi Super Fund Pty Ltd
Bell Potter Nominees LTD
Prof Alan Jonathan Berrick
Rob Thomas Super Fund
Mr. Russell Dean Thomson
Pathold No 222 Pty Ltd
Rigi Investments Pty Ltd
Twynam Agricultural Group Pty Ltd
Fordholm Investments Pty Ltd
Umbiram Pty Ltd
1
2
3
4
5
6
7
8
9
10
11
12
13
14 Mr. Peter James Nightingale
15
16
17
Linkenholt Pty Limited
Ramsab Pty Ltd
Lenvat Pty Ltd
18 Mr. Christopher David Hammer
19
Rigi Investments Pty Limited
20 Mrs. Narelle Fay
There are no current on-market buy-backs.
Fully Paid
Ordinary Shares
9,968,362
9,014,000
5,750,508
5,399,426
5,150,000
5,090,000
5,000,000
4,136,000
4,000,000
3,984,692
3,700,000
3,000,000
2,974,322
2,834,750
2,692,100
2,300,000
2,200,000
2,191,730
2,135,000
2,105,000
%
4.37
3.95
2.52
2.37
2.26
2.23
2.19
1.81
1.75
1.75
1.62
1.31
1.30
1.24
1.18
1.01
0.96
0.96
0.94
0.92
48
BIOTRON Annual Report 2012
BIOTRON Annual Report 2012
49
CONTENTS
CORPORATE DIRECTORY
Operating and Financial Review
Statement of Corporate Governance
Directors’ Report
Lead Auditor’s Independence Declaration
Statement of Comprehensive Income
Statement of Financial Position
Statement of Changes in Equity
Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Independent Auditor’s Report
Additional Stock Exchange Information
Corporate Directory
1
6
12
23
24
25
26
27
28
44
45
47
IBC
Directors
Mr Michael J. Hoy (Chairman)
Dr Michelle Miller (Managing Director)
Mr Bruce Hundertmark
Dr Susan M. Pond
Mr Robert B. Thomas
Dr Denis N. Wade
Company Secretary
Mr Peter J. Nightingale
Registered Offi ce
Level 2, 66 Hunter Street
SYDNEY NSW 2000
Phone:
Fax:
E-mail:
Homepage: www.biotron.com.au
+ 61 2 9300 3344
+ 61 2 9221 6333
enquiries@biotron.com.au
Principal Administration Offi ce
Suite 19, 56 Delhi Road
NORTH RYDE NSW 2113
Phone:
Fax:
+ 61 2 9805 0488
+ 61 2 9805 0688
Share Registrar
Computershare Investor Services Pty Limited
117 Victoria Street
West End QLD 4101
Phone:
Fax:
+ 61 7 3237 2100
+ 61 7 3229 9860
Auditors
KPMG Level 16, Riparian Plaza
71 Eagle Street
BRISBANE QLD 4000
Home Exchange
ASX Limited
20 Bridge Street
SYDNEY NSW 2000
Solicitors
Minter Ellison
88 Phillip Street
SYDNEY NSW 2000
Biotron Limited, incorporated and domiciled in Australia,
is a publicly listed company limited by shares.
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ANNUAL REPORT 2012
BIOTRON LIMITED ABN 60 086 399 144