World Reach Limited
ABN 39010 568 804
5 / 8 Anzed Court, Mulgrave,
Victoria, Australia 3170
T +61 3 8561 4200
F +61 3 9560 9055
E: info@worldreach.com.au
12 September 2018
The Manager
Market Announcements Platform
Australian Securities Exchange
Annual Report for Year Ending 30 June 2018
The Company has great pleasure in releasing its Annual Report for the Year Ending 30 June 2018
including the Chairman’s Report and the Corporate Governance Statement, as well as the Directors’
Report and the audited FY2018 Financial Statements and Notes to the Accounts.
Yours faithfully
Dennis Payne
Secretary
2018
ANNUAL REPORT
DIRECTORATE
NON-EXECUTIVE CHAIRMAN
Mr Simon Lister Wallace
MANAGING DIRECTOR
Mr Michael Ian Capocchi
NON-EXECUTIVE DIRECTORS
Mr Carl Cheung Hung
Mr David Paul James Stewart
COMPANY SECRETARY
Mr Dennis Frank Payne
REGISTERED OFFICE
Unit 5/8 Anzed Court
Mulgrave, Vic, 3170
Ph: (03) 8561 4200
Fax: (03) 9560 9055
Email: info@worldreach.com.au
SHARE REGISTER
Link Market Services Ltd
Locked Bag A14
Sydney South, NSW, 1235
Ph: 1300 554 474
Fax: (02) 9287 0303
SOLICITORS TO THE COMPANY
GrilloHiggins Lawyers
Level 20, 31 Queens Street
Melbourne, Vic, 3000
Ph: (03) 8621 8880
AUDITOR
RSM Australia Partners
Level 21, 55 Collins Street
MELBOURNE VIC 3000
Ph: (03) 9286 8000
Fax: (03) 9286 8199
ASX OFFICE
Based in Melbourne
ASX CODE
WRR
CONTENTS
Directorate
Testimonials
Iridium GO! New Video
Chairman’s Report
Directors’ Report
Auditor’s Independence Declaration
Corporate Governance Statement
Consolidated Financial Statements
Consolidated Statement of Profit or Loss and Other
Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
Directors’ Declaration
Auditor’s Report
Australian Securities Exchange Information
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ANNUAL REPORT 2016
CHAIRMAN’S REPORT
BEAM TIMELINE
“Excellent shopping experience
will definitely come back if we
need anything else. Easy to deal
with and the online chat staff
went above and beyond.
Thank You :)”
Spaulding.
Devonport, TAS
“Staff were helpful informative
friendly and very efficient.
As good as it gets.”
Keith C.
QLD
“Fast hassle free transaction,
dealing with professional staff
providing good old fashion
service.”
Philip.
Morley, WA
“Really can’t thank the staff
enough, the ladies are really
switched on and know what
they’re talking about. A big
thanks to the staff. Will be doing
business with SatPhone Shop
more often.”
Jeff.
Springwood, QLD
“Staff were helpful informative
friendly and very efficient. It’s as
good as it gets.”
Keith
“Your staff were fantastic to
deal with and the follow up was
fantastic and so helpful. Will be
recommending to others.”
Kristy.
Nickol, WA
“The staff are very polite,
efficient and have excellent
product knowledge. A pleasure
to deal with.”
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Ivan.
Renmark, SA
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“Excellent shopping experience
will definitely come back if we
need anything else. Easy to deal
with and the online chat staff
went above and beyond.
Thank You :)”
Spaulding.
Devonport, TAS
“Really can’t thank the staff
enough, the ladies are really
switched on and know what
they’re talking about. A big
thanks to the staff. Will be doing
business with SatPhone Shop
more often.”
Jeff.
Springwood, QLD
“Staff were helpful informative
friendly and very efficient.
As good as it gets.”
Keith C.
QLD
“Fast hassle free transaction,
dealing with professional staff
providing good old fashion
service.”
Philip.
Morley, WA
“The staff are very polite,
efficient and have excellent
product knowledge. A pleasure
to deal with.”
Ivan.
Renmark, SA
“Staff were helpful informative
friendly and very efficient. It’s as
good as it gets.”
Keith
“Your staff were fantastic to
deal with and the follow up was
fantastic and so helpful. Will be
recommending to others.”
Kristy.
Nickol, WA
BEAM TIMELINE
GO! anywhere and keep in touch with friends, family or work.
A small yet powerful device, Iridium GO!® enables you to make calls, send texts, track your
location and share your photos online.
Whatever the application or the need, Iridium GO! ® can take your communications further.
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CHAIRMAN’S REPORT
CHAIRMAN’S REPORT
“Strong organic product sales, including another revenue
contribution from SatPhone Shop exceeding $1M and a
fantastic reception of SatPhone Shop’s new website”
I am pleased to provide the following Chairman’s Report on the World
Reach Group of companies for the year ended 30 June 2018.
This included amortization of the Thuraya WE project from March
2018 onwards.
Profit Performance, Major Impacts and Outlook
No, FY2018 was not the year we planned for some 18 months ago. After
3 consecutive years of profits in FY2014, 15 and 16, and a dip into the
red in FY2017, the expectation of management and the board was that
the significant contracts the Group had secured during those years would
realise major deliveries of product, and a profit, through the year.
Yes, the impact of these modest delays and balance sheet adjustments
does reflect the lumpy nature of Beam’s business incomes, and our
financial sensitivity to timing oscillations, and, yes, we eagerly look
forward to these revenues being enjoyed in the 2019 financial year,
but when assessed as a single reporting period, FY2018 was quite
unsatisfactory.
Alas due to events almost entirely beyond the control of Beam
Communications Pty Ltd (‘Beam’) (www.beamcommunications.com.
au), two major product shipments were not able to be effected before
30 June and instead will be delayed until early in FY2019. There will be
no reduction in the value of the shipments, but the rescheduling of the
deliveries had a material impact on the Group’s full year result, which was
extremely frustrating and disappointing for all stakeholders.
The delivery of the remaining 2618 Thuraya WE units is now expected
in this financial year, with its delay having pushed the group into a net
loss for the FY2018 year. We remain in heated agreement with our
channels, development partners and Thuraya, that this unique product
will be enthusiastically received. We look forward to sharing with you
confirmation of the commencement of these remaining deliveries, which
will release a minimum of USD3,000,000 in contracted revenues within
the first 12 months.
The Inmarsat BRM (BGAN Radio Module) development project had
been paused and the board took the conservative decision to write-back
100% of the investment at a net cost of $0.66m. The total cost of the
impairment and other project amortization for the FY2018 year was
$1.49m, partly offset by Australian government R&D grants of $0.49m.
Beam has now received a fifth order from Iridium for a further 5000 units
of the Iridium GO! ® product for delivery in the second half of FY2019.
This is good news, which will further enhance the profits derived by Beam
from this development, whose continued utility and appeal is something
of which we and our shareholders should be very proud. Strong organic
product sales, including another revenue contribution from SatPhone
Shop exceeding $1M and a fantastic reception of SatPhone Shop’s new
website, gave the business momentum into the end of the financial year,
which has continued in the early part of FY2019.
Cash and Funding
The Group continues to benefit from the Australian Government
R&D rebate, which subsidises our costly investments in new product
development. $0.6m was received in July 2017 from the Government
R&D fund, which related to expenditure in FY2016. In May 2018 an R&D
grant of $1.1m in cash was received, related to FY2017 development
expenditures, both mostly concerning the Thuraya WE project.
World Reach received $1.94m from a share placement on 12 September
2017. The net funds received of $1.86m were, and will be, used to fund
existing and prospective product developments while limiting the Group’s
reliance on existing debt facilities.
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CHAIRMAN’S REPORT
World Reach had previously arranged a secured loan facility of up to
$US2.0m with SGV1 Holdings Limited (‘SGV1’). The loan facility has been
available since 1 January 2017 and was only recently utilised (in July
2018) to the extent of US$0.33m. The term of the facility is 36 months
(expiring on 1 January 2020). This facility will greatly aid our ability to
progress our existing product aspirations.
Another interesting opportunity being investigated currently may
require the assistance of an international partner experienced in
this particular market segment to bring the product onto the global
market. Expectations are that revenues could be achieved from early
FY2020. More will be known and announced once sufficient progress
has been made.
Directors and Investors
World Reach Director, Carl Hung is Managing Director of SGV1, which
holds a strategic investment of 17.48% in World Reach. SGV1 is a
company associated with Season Group (‘Season’) of which Mr Hung
is President and CEO. The relationship with Season has developed
over the past 5 years and is an important and strategic one for World
Reach. Importantly Season has engineering and contract manufacturing
capabilities around the globe but one that may prove very beneficial
for Beam is in the USA, at a time when the US government is tightening
trade embargoes on non-USA manufactured products.
In the coming year Beam will be engaged with Iridium on the
development of new products along with the enhancement of existing
products to support the newest satellite constellation deployed by
Iridium. This new constellation will introduce enhanced speeds and IP
capabilities not previously available on the Iridium network.
Some of these new projects will require significant cash development
funds, while other products are likely to require much less engineering
and development time. Beam’s reputation for innovative and quality
communications developments continues to be enhanced.
The share placement in September 2017 was to Glenayr Pty Ltd, an
entity controlled by David Stewart who now holds 19.93% of the shares
in World Reach. The placement conferred a right to a board position
and I was so pleased when David agreed to join us as a director on 9
November. Previously the MD and CEO of NetComm Wireless Limited
until 2016, David brings - and the Group benefits from - his technical and
commercial expertise in the assessment of product developments and
corporate opportunities.
Product Developments
After more than 3 and a half years in development the Thuraya WE is now
a reality and only minor software issues are holding up the full launch of
the product. It is anticipated that Thuraya WE will be a major contributor
to the Group’s financial wellbeing in FY2019 and future years.
A number of new products are on the horizon. David Stewart has been
influential in appraising the Group of the opportunities that exist in
communications outside the purely satellite space. Trials are underway
which will test the prospective products and the extent of the market
open to Beam for incremental sales especially in FY2020.
The Inmarsat BRM project, while defunct in its original format, is
being considered in a revised form with an overseas based contractor
engaged to evaluate development of the product at a much lower cost
than the original plan.
Staff and Board
As much of rural Australia battles with drought, we are reminded that
cutting ourselves to profit is not a tolerable strategy. We must continue
to invest, tend our commercial fields and position ourselves to benefit
most from a change in conditions, which we can already see has begun.
I would like to thank my fellow Non-executive Directors, Carl Hung and
David Stewart for their respective valuable insights. In addition, I again
express my appreciation to our Managing Director and CEO, Michael
Capocchi, as well as Michael’s executive team and staff, for maintaining
morale and high standards as we work collectively to build a business
while delivering the best possible returns for our shareholders.
Mr Simon Wallace
Chairman
Date: 12 September 2018
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DIRECTORS’ REPORT
DIRECTORS’ REPORT
Your Directors present their report on the
company and its controlled entities for the
financial year ended 30 June 2018.
DIRECTORS
The persons who have been a Director of the
Company since the start of the financial year
to the date of this report are:
Simon Lister Wallace
Michael Ian Capocchi
Carl Cheung Hung
David Paul James Stewart
The qualifications, experience and special
responsibilities of each of the directors who
held office during the year are:
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Simon Lister Wallace
Chairman
Age: 44
Simon Wallace is a corporate lawyer and,
based in Melbourne, he is presently an equity
partner of Dentons, which is the largest law
firm in the world.
Simon has extensive legal and commercial
proficiency, with particular expertise in
the areas of project finance, fundraising
and corporate governance. He also has
substantial professional experience in the
areas of investment banking, structured and
direct equity investments, product formulation
and sales.
More recently, he was a director of ASX-listed
Hastings Rare Metals Limited (now known as
Hastings Technology Metals Limited).
Simon is admitted to practise as a barrister
and solicitor of the Supreme Court of Victoria,
the Federal Court of Australia and the High
Court of Australia, and he holds degrees from
the Australian National University in both Law
and Commerce.
Simon has been a Director since 5 February
2015 and was elected Chairman on 22
December 2016.
DIRECTORS’ REPORT
Michael Ian Capocchi
Managing Director
Carl Cheung Hung
Non Executive Director
David Paul James Stewart
Non Executive Director
(appointed 9 November 2017)
Age: 47
Age: 34
Age: 64
Michael Capocchi has over 20 years’
Carl Hung has a Bachelor of Commerce
David Stewart is an experienced CEO and
experience in the ICT industry and has held
degree from the University of British
successful entrepreneur with more than 30
several senior management positions.
Columbia and an Executive Masters of
years in management and business leadership
Michael is based in Chicago, USA, which
Business Administration from University
roles. David founded Banksia Technology Pty
places him closer to the important centres
of Western Ontario’s (UWO) Richard Ivey
Limited in 1988 and successfully managed
for satellite
School of Business. He is a Six Sigma Black
the company as a fast growing and highly
communications in the USA and UK/Europe.
Belt certified by SGS. He is also a Certified
profitable business. In 1996 he instigated
Management Accountant.
the successful takeovers of a number of his
Michael joined World Reach Limited as the
competitors, including NetComm Limited,
General Manager of the subsidiary, Beam
Carl is President and CEO of Season Group
which was completed in November 1997.
Communications Pty Ltd, in 2003 and was
International Inc, a global Electronic
David assumed the role of CEO and Managing
appointed as Managing Director of World
Manufacturing Services provider. He has
Director until retiring in December 2016. A
Reach Limited in March 2008.
helped grow the company from USD15
year later David was appointed as a Non-
million in 2002 to USD161 million in 2016,
Executive Director of NetComm Wireless and
Prior to joining World Reach, Michael was the
expanding the company’s footprint from
remains the single largest shareholder.
Regional Sales Director for Iridium Satellite
China, Canada and Malaysia to include the
LLC, directly managing the sales, distribution
USA, Mexico and the UK.
and channel management strategies for the
In June 2016 David was recognised for his
significant and valuable contribution to the
Asia-Pacific region.
Season Group has been the preferred
Australian communications industry with
contract manufacturer for Beam
the presentation of the Communications
Michael has held senior management,
Communications Pty Ltd for several years
Ambassador 2016 award. The Australian
positions as the Sales and Marketing
and has been instrumental in rationalising
Communications Ambassador award is
Director of Pacific Internet responsible for
Beam’s manufacturing and supply processes.
the highest honour presented by ACOMMS
establishing the Australian operations of the
Communications Alliance and CommsDay
company and with Optus Communications
Carl has been a Director of World Reach
each year.
and Myer Stores Limited.
Limited since 21 February 2013.
Michael Capocchi is an integral part of the
World Reach business, including managing
the day to day operations of the group
which occasions extensive domestic and
international travel.
Since retiring, David began working with a
number of tech startups in an advising and
investing capacity. He was announced as
Chairman for Pycom on 1 July 2017 and
a Director of World Reach Limited on 9
November 2017, following investments in
both. At the start of 2018, David joined the
board of Lockbox Technologies.
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DIRECTORS’ REPORT
Indemnification of Directors and Officers
During the year, the economic entity has
paid premiums in respect of an insurance
contract to indemnify its directors and officers
against liabilities that may arise from their
positions. Directors and officers indemnified
include all Directors, the Company Secretary
and all executive officers participating in the
management of the economic entity.
Further disclosure required under section 300(9)
of the Corporations Law is prohibited under the
terms of the insurance contract.
Directorships of Other Listed Companies
Simon Wallace held the position of non-
executive director of Hastings Rare Metals Ltd
from 9 December 2013 to 18 November 2014.
David Stewart is a non-executive director of
NetComm Wireless Limited. No other director
of World Reach Limited has been a director of a
listed company in the three years immediately
before the end of the financial year.
COMPANY SECRETARY
Dennis Frank Payne has held the position of
Company Secretary since 2010. Dennis joined
the Company in 2005 and has also served since
that date as Chief Financial Officer.
Prior to joining World Reach Limited Dennis held
senior financial and commercial roles at
Cadbury Schweppes and Optus
Communications. He has a Bachelor of
Economics and is a qualified CPA.
PRINCIPAL ACTIVITIES
The activities of the company and its controlled
entities during year were the development and
marketing of a range of communication
products and services, mainly satellite based.
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DIRECTORS’ REPORT
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DIRECTORS’ REPORT
OPERATING RESULTS AND REVIEW
OF ACTIVITIES
which pleasingly was exceeded by over 20%
profit position moved from an anticipated
the comparable revenues enjoyed in the
NPBT to a substantial loss. Although the
The Consolidated Group reports a total
comprehensive loss of $1,565,134 for the
FY2018 year on total revenue of $11,638,170
(2017: total comprehensive loss of $558,320
on revenue of $9,880,153).
first half of FY2018, Beam Communications
revelation was very disappointing, the Board
Pty Ltd (‘Beam’) the subsidiary company
is significantly comforted by management’s
concerned, has also been pursuing the
firm expectation that deliveries would be
completion of those major contract deliveries.
made in the September quarter and that this
Due to events almost entirely beyond Beam’s
represents merely a deferral of contractually
control the two major product shipments
assured revenues.
The size and impact of the adjusted revenue
scheduling is reflective both of the lumpy
nature of Beam’s business incomes and also
the significant revenues that Beam expects to
receive from further orders of these products
in the 2019 financial year.
A summary of the result for the year is as
June 2018 but will instead be delayed until
were not able to be affected before 30
2018
$000
2017
$000
11,638
9,880
the first quarter of FY2019. There will be
no reduction in the quantum or value of
the shipments, which are the subject of
contractually enforceable commitments,
but the rescheduling of the deliveries had a
follows:
Revenue
Deduct
Cost of goods sold,
research & development,
material impact on the Group’s full year result.
In addition, the decision was made to write-
While this was a frustrating and disappointing
back 100% of the Inmarsat BRM (BGAN Radio
outcome, and reflects the lumpiness of our
Module) development project which had been
administrative
12,245
9,751
business, we look forward to expanding our
subject to rolling changes and delays, and was
marketing and corporate
expenses
Operating profit
before amortisation,
depreciation, interest
and tax
Deduct
Amortisation
Depreciation
Interest
product suite in FY2019.
In October 2017 the delivery of 2500 Iridium
GO! ® units to Iridium completed the third
major order for this product. The first half
of the fourth order for 5000 Iridium GO!
® units was delivered in March 2018 and
(607)
129
it was expected that the balance would
currently on hold, at a net cost of $0.66m. The
total cost of the impairment and other project
amortization for the FY2018 year was $1.49m,
partly offset by take up of corresponding
Australian government R&D grants at $0.49m.
This included amortization of the Thuraya WE
project from March 2018 onwards.
694
424
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50
be delivered in June. Due to a very minor
The largely offsetting influences on the
cosmetic issue, not relating to the product’s
value of the tax asset carried forward, being
function or performance, the release of the
the FY2018 loss itself and the major R&D
last 2500 units was delayed until early July,
grants received, resulted in a tax expense for
while this product labelling issue was easily
the year of $120,000 related to the Group’s
rectified and at no cost to Beam. Beam has
Australian companies, and $13,000 for our
Loss before income tax
(1432)
(423)
now received a fifth order from Iridium for a
USA subsidiary.
Tax (expense)
(133)
(135)
half of FY2019.
further 5000 units for delivery in the second
Although the Directors expect sufficient
future profitability to enable the full value
of deferred tax assets, which now stand at
Loss for the year
(1565)
(558)
Total comprehensive
Loss for the year
(1565)
(558)
Performance and Profit
As reported at the half year and again
recently in the 2018 Outlook Update, Beam
$1.23m (being 60% of the total tax-effected
had previously experienced issues that were
losses carried forward) to be utilized, the
delaying the finalisation of the Thuraya WE
decision has been taken not to increase
unit’s software. Those issues unfortunately,
the proportion taken up at this time, with
and unexpectedly, lingered and hampered
a demonstration of the Group’s return to
efforts to complete the contracted delivery
profitability required before the board would
The Group’s financial year result for 2017/18
was greatly influenced by the timing of major
of 3000 units within the financial year. Once
consider doing so.
again, rectification is expected to take place
product shipments, both those completed and
relatively quickly (within Q1 of FY 2019).
Cash and Funding
those in the end delayed until FY2019.
Due to the magnitude of these unfulfilled
In the Half Year Financial Report, the Group
shipments within FY2018, the consequential
reported a before tax loss of $568,000 for the
impact on the Group’s annual profit, World
first half of FY2018, but the Board considered
Reach Limited, the parent company, (‘World
and agreed that the outlook for the second
Reach’) was obliged to advise the market of
half of that FY, inclusive of the anticipated
a significant adjustment of its anticipated
major contract sales and deliveries, would
annual result, which was released on 26 June.
The delays to revenue had a predictably
negative impact on cash generation for
the reporting period. Although the Group
had prudently revised its new product
development program and exercised strong
operational cash control, there were several
material influences on our cash position and
“deliver a lift in gross and net profit which will
Until it was finally determined that the above
generation in FY2018:
produce a profit result for the full financial
shipments were not possible to be made
year to 30 June 2018”.
While working to increase the Group’s base
sales revenue in the second half of FY2018,
before 30 June, the Group was confidently
anticipating a Net Profit Before Tax broadly
in line with forecasts. The lack of the two
major shipments meant that the Group’s
•
$0.6m was received in July 2017 from
the Australian Government R&D fund,
which subsidises costly investment
in new product development, related
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to expenditure in FY2016. This is only
improving sales figures and revenues of over
19.93% of the shares in the World Reach.
brought to profit on a monthly straight-
$1.0m enjoyed in FY2018. SatPhone Shop is
The placement conferred a right to a board
line basis matching the amortization of
expected to contribute incremental revenue
position which Mr Stewart enthusiastically
the related development project.
gains in FY2019 as the market for rental
accepted and David was welcomed to our
DIRECTORS’ REPORT
•
In May 2018 an R&D grant of $1.1m in
equipment and pre-paid sim cards expands.
board on 9 November. David is Sydney based
cash was received, related to FY2017
Extensive revisions to Beam’s new product
development expenditures, mostly
development program during 2017 led to the
concerning the Thuraya WE project.
acceleration of later projects and also the
augmentation of our existing and prospective
product lines, including those with utility
and was MD/CEO of Netcomm Limited
until retirement in 2016. The Group has
already benefited from David’s technical and
commercial expertise in the assessment of
product developments.
•
In August 2017, World Reach
announced an investment of $1.94m
by way of a share placement, which
was completed on 12 September 2017.
The net funds received of $1.86m were,
and will be, used to fund existing and
prospective product developments
while limiting the Group’s reliance on
existing debt facilities.
outside the purely satellite space. A range of
The placement and David’s decision to join
sample products is being trialed at present
the board reflects the investor’s positive
and it is anticipated that a modest level of
view of the Group’s growth prospects in the
incremental sales will be achieved later in
communications sector as it continues to
FY2019, ramping up in FY2020. The Inmarsat
embark on the release of new and innovative
BRM project, while defunct in its original
communication products.
format, is being considered in a revised
form with an external contractor engaged to
•
To ensure funding for its continuing
perform the initial design investigation. Some
development program, World Reach
of these new projects will require significant
had previously entered into a loan
cash development funds, possibly in place of
agreement for a secured loan finance
expenditure on the BRM development, while
facility of up to $US2.0m, (‘Finance
other products are likely to require much less
Facility’) by SGV1 Holdings Limited
engineering and development time.
Despite the result in FY2018, the Directors are
confident that the Group’s revenues in FY2019
will be greatly enhanced and, as a consequence,
return the Group to a significant profit situation
once again. We look forward to updating the
market, in the near future, on successfully
completed major shipments as well as the
progress of our new product developments.
One of the interesting projects being worked
on currently may require the partnership of an
SIGNIFICANT CHANGES IN STATE OF
experienced international partner to bring the
AFFAIRS
(‘SGV1’). The interests of SGV1 are
secured by a general security interest
granted over the Company’s assets
and undertakings. The security ranks
behind the interests of the Group’s
transactional financier, National
Australia Bank Limited. The Finance
Facility has been available from 1
January 2017 and was only recently
utilised (in July 2018) to the extent of
US$0.33m. The term of the facility is 36
product into the global market. This product
and revenue would not replace but add to our
existing product offerings. Expectations are
that revenues could be achieved from late
FY2019 and the Directors look forward to
advising investors once significant progress
has been made.
months (expiring on 1 January 2020).
The Board remains determined to continue
The Board believes the Group has secured the
requisite financial accommodation to fund
the Group’s ongoing investment in currently
approved product developments, and when
investments in innovative and advanced
technologies over the medium and long terms.
Directors and Investors
Other than those noted above, there were no
significant changes in the state of affairs of the
Consolidated Group during the financial year.
EVENTS AFTER REPORTING DATE
On 5 July 2018 the Group released a
statement which announced the dispatch of
the delayed shipment of 2500 Iridium GO!®
units which completed the fourth order from
Iridium. On 17 July the Group announced the
receipt of a fifth order from Iridium for 5000
Iridium GO!® units to be delivered in the
combined with minimum contracted revenues
World Reach Director, Carl Hung is Managing
second half of FY2019.
of over US$3.0m in respect of Thuraya WE
Director of SGV1, which holds a strategic
deliveries, we believe the Group is well placed
investment of 17.48% in World Reach. SGV1
to cope with the periods of volatility that are
is a company associated with Season Group
typical of our business.
(‘Season’) of which Mr Hung is President
Other than the above, there have been no
significant events since the end of the
reporting period.
and CEO. The relationship with Season has
DIVIDENDS PROPOSED OR RECOMMENDED
Outlook and Products
developed over the past 5 years and is an
important and strategic one for World Reach.
As mentioned above, there has been a
Apart from a significant role in assisting with
substantial shift of revenues into the 2019
engineering, tool making and testing services, its
financial year. Although this may potentially
contract manufacturing facilities in Guangdong,
No dividends were paid or declared
since the start of the financial year. No
recommendation for payment of dividends
has been made.
delay some succeeding orders, base product
China, as well as the USA, provides flexible
ENVIRONMENTAL ISSUES
sales by Beam are holding strong, such that we
market options especially at a time when the US
believe that the Group’s total sales revenues
government is tightening trade embargoes on
will increase substantially over FY2018.
non-USA manufactured products.
The economic entity’s operations are not
regulated by any significant environmental
regulation under any Commonwealth, State or
In addition, the growth of SatPhone Shop,
The share placement in September 2017 was
Territory laws.
World Reach’s on-line business, will enhance
to related party Glenayr Pty Ltd, an entity
our FY2019 performance, with steadily
controlled by David Stewart who now holds
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DIRECTORS’ REPORT
FUTURE DEVELOPMENTS
The company will continue the development
of the Satellite Communications Services and
related businesses.
SHARES ISSUED ON THE EXERCISE OF
OPTIONS
No ordinary shares of the Company were
issued during the year ended 30 June 2018 on
the exercise of options.
DIRECTORS’ INTERESTS
The relevant interests of the Directors in the
securities of the Company are detailed in the
Remuneration Report as part of the Directors’
Report.
SHARES UNDER OPTION
At the date of this report, the unissued
ordinary shares of the Company under option
are as follows:
Issue
Date
Date of
Exercise
Expiry
Price
Number
Under
Option
31.03.15
31.03.20
$0.1950
789,525
24.12.15
31.08.20
$0.1950
789,525
REMUNERATION REPORT (Audited)
This report details the nature and amount of
contribution to successful outcomes for the
company is demonstrated and the individual
remuneration for each director of World
Reach Limited, and for the executives
receiving the highest remuneration.
Remuneration Policy
attains and excels against pre-agreed key
performance indicators during a performance
cycle.
For FY2018 the Managing Director had a
performance bonus potential of 10% of the
The Company is committed to remunerating
Group net profit for the financial year, subject
its executive directors and senior executives
to the achievement of a minimum operating
in a manner that is market competitive,
consistent with best practice and supports
the interests of shareholders. The Company
aims to align the interests of executive
profit before amortisation, depreciation,
interest and tax of $1,000,000. The minimum
target level was not attained and therefore
none of the Managing Director’s potential
directors and senior executives with those of
performance bonus became payable.
shareholders by remunerating through
For FY2019, under a new contract, a greater
performance and long-term incentive plans in
portion of the Managing Director’s
addition to fixed remuneration.
remuneration will be at risk.
The remuneration of Non-executive Directors
is determined by the Board having regard to
the level of fees paid to non-executive
directors by other companies of similar size
and stature and in aggregate must not exceed
the maximum annual amount approved by the
Company’s shareholders, currently $500,000
as determined at the General Meeting held on
3 August 2007.
No other key management executive has a
contractual performance bonus entitlement.
In assessing the relative performance of the
senior executives and the Group as a whole
on the primary objective of enhancing
shareholder value, the board has regard to key
financial indicators measured over time. In
accordance with Section 300A of the
Corporations Act 2001 the following table
summarises the Group’s performance over
Senior executives’ remuneration consists of
the last 5 years.
the following elements:
- fixed salary;
Net profit/
2018
2017
2016
2015
2014
24.12.15
30.11.20
$0.1950
907,500
- short-term incentive bonus where
(loss) before
(1,432) (423) 417
645
439
2,486,550
applicable based on performance;
- long-term incentive share option scheme;
and:
DIRECTORS’ MEETINGS
- other benefits including superannuation.
During the year ended 30 June 2018 the
Company held 15 meetings of Directors
(including Audit Committee meetings).
Attendances by each Director during the
year were:
Fixed Salary
The salary of senior executives is determined
from a review of the market and reflects core
tax ($’000)
EBITDA
($’000)
Basic
earnings /
(loss) per
share (cents)
(607)
129 1,363 2,571 1846
(3.07) (1.29) 1.12
5.13
3.45
performance requirements and expectations.
Share price at
In addition, the Company considers the
30 June ($)
0.16
0.13
0.23
0.31
0.33
following:
Directors
meetings
Commitees
- The scope of the individual’s role;
- The individual’s level of skill and
Director
d
e
d
n
e
t
t
A
m
u
m
i
x
a
M
e
l
b
i
s
s
o
P
d
e
d
n
e
t
t
A
d
e
d
n
e
t
t
A
m
u
m
i
x
a
M
e
l
b
i
s
s
o
P
M Capocchi
12
D Stewart
C Hung
S Wallace
6
10
12
12
6
12
12
0
0
3
3
0
0
3
3
experience;
- The Company’s legal and industrial
obligations;
- Labour market conditions; and
- The size and complexity of the Company’s
business.
Performance Bonus
The purpose of the performance bonus is to
reward an individual’s actual achievement of
performance objectives and for materially
improved company performance.
Consequently, performance-based
remuneration is paid where a clear
Market
Capitalisation
8.46
5.61
9.93 13.38 4.83
at 30 June
Dividends per
share
Nil
Nil
Nil
Nil
Nil
The board believes that due to the nature of the
Group’s business there are often major
influences on a particular financial year’s profit
result that are largely beyond the direct control of
senior executives, such as the ‘bring to market
date’ of products from long term development
projects. This was the case in FY2018 where the
later than expected completion of the Thuraya
WE project severely restricted the Group’s overall
financial results. Further, the board accepts that
the Group’s net profit result is not wholly
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reflective of the performance of senior
executives during the year, however it does
acknowledge that the FY2018 result (and as was
the case also for FY2017) does not justify the
payment of incentives for this period.
REMUNERATION REPORT
(continued)
Long-term Incentives
The Company’s Share Options Incentive Plan
in which executive directors and senior
executives may participate was approved by
shareholders on 27 October 2017 and
authorises the Directors to issue up to 10% of
the issued shares.
The Company ensures that the payment of
equity-based executive remuneration is made
in accordance with thresholds set in plans
approved by shareholders.
No options were issued to key management
personnel or to Directors during FY2018.
Other Benefits
Senior executives are entitled to statutory
superannuation and other bonus payments
subject to the discretion of the Managing
Director and the Board.
Employment Contracts
Employment Contracts of Senior Executives
A newly negotiated employment contract for
the Managing Director was executed by the
Company and Michael Capocchi on 30 June
2018 under which he will continue as
Managing Director and CEO of the Company
on an ongoing basis but with a minimum term
of 2 years. The terms of Mr Capocchi’s
contract were renegotiated such that the fixed
base salary was reduced, and a greater
portion of his remuneration will now be at risk.
The contract can be terminated by either the
Company or Mr Capocchi with a minimum of 9
months’ notice, subject to completion of the
minimum term.
All other key management personnel are
permanent employees.
2018
2017
2016
2015
2014
(loss) before
(1,432) (423) 417
645
439
(607)
129 1,363 2,571 1846
(3.07) (1.29) 1.12
5.13
3.45
0.16
0.13
0.23
0.31
0.33
Capitalisation
8.46
5.61
9.93 13.38 4.83
Nil
Nil
Nil
Nil
Nil
Net profit/
tax ($’000)
EBITDA
($’000)
Basic
earnings /
(loss) per
share (cents)
Share price at
30 June ($)
Market
at 30 June
Dividends per
share
DIRECTORS’ REPORT
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DIRECTORS’ REPORT
REMUNERATION REPORT (continued)
(a) Names and positions held of consolidated group and parent entity Key Management Personnel in office at any time during the financial year are:
Directors
Mr S Wallace
Mr M Capocchi
Mr C Hung
Mr D Stewart
Non-Executive Chairman
Executive Managing Director
Non-Executive Director
Non-Executive Director (appointed 9 November 2017)
Other key management personnel
Mr D Payne
Mr W Christie
Chief Financial Officer and Company Secretary
Chief Technical Officer
(b) Details of remuneration for the year
The remuneration for each director and each of the other key management personnel of the consolidated group receiving the highest
remuneration during the year was as follows:
Short-term employee benefits
Cash
salary &
fees
$
Cash
bonus &
Commissions
$
Motor
vehicle
& other
allowances
$
Employee
benefits
payable
[b]
$
Post-
employ-
ment
benefits
Super-
annuation
$
Other long-
term
benefits
Termi-
nation
benefits
Share-
based
payments
Employee
benefits
payable
$
Eligible
termination
benefits
$
Options
[a]
$
Total
$
Performance
related
%
Remuneration
consisting of
options
%
2018
Directors
Mr S Wallace
44,216
Mr M Capocchi [c]
477,107
Mr C Hung
Mr D Stewart
Other
44,216
27,777
Mr D Payne
188,147
Mr W Christie
171,275
-
-
-
-
47,031
24,599
45,303
9,138
-
-
(812)
17,874
(5,519)
(2,641)
16,271
3,299
Total
952,738
-
47,031
21,146
79,448
6,918
-
-
-
-
-
-
-
-
44,216
0.00%
603,178
0.00%
44,216
0.00%
27,777
0.00%
0.00%
0.00%
199,690
188,204
1,107,281
0.00%
0.00%
0.00%
0.00%
Short-term employee benefits
Cash
salary &
fees
$
Cash
bonus &
Commissions
$
Motor
vehicle
& other
allowances
$
Employee
benefits
payable
[b]
$
Post-
employ-
ment
benefits
Super-
annuation
$
2017
Directors
Other long-
term
benefits
Termi-
nation
benefits
Share-
based
payments
Employee
benefits
payable
$
Eligible
termination
benefits
$
Options [a]
$
Total
$
Performance
related
%
Remuneration
consisting of
options
%
Mr D Dawson
20,833
Mr S Wallace
45,138
Mr M Capocchi [c]
456,966
Mr C Hung
45,138
Other
Mr D Payne
186,748
Mr W Christie
170,000
Total
924,823
-
-
-
-
31,655
(2,643)
43,412
9,366
-
-
(2,050)
17,741
(3,929)
1,196
16,150
3,273
31,655
(3,497)
77,303
8,710
-
-
-
-
-
-
-
-
20,833
45,138
0.00%
0.00%
538,756
0.00%
45,138
0.00%
198,510
190,619
1,038,994
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
Option based compensation relates to the value of options issued to date and brought to account pro-rata to the time period from the date of granting to the date of vesting, except where
Accounting Standard AASB 2 required expensing to begin from the commencement of service related to those options, notwithstanding that the issue of those options, in the case of
Directors was subject to shareholder approval, and in the case of key management employees, subject to performance review.
Employee benefits payable represents net increase in benefits payable charged to the consolidated statement of profit or loss and other comprehensive income in
the current year.
The majority of Mr Capocchi’s remuneration is in US dollars. For 2018 his remuneration has been converted into AU dollars at the exchange rate on 30 June 2018 of 0.7391.
[a]
[b]
[c]
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Short-term employee benefits
Cash
Cash
salary &
bonus &
fees
Commissions
$
$
Motor
vehicle
& other
Employee
benefits
payable
allowances
$
[b]
$
Post-
employ-
ment
benefits
Super-
annuation
$
Other long-
term
benefits
Termi-
nation
Share-
based
benefits
payments
Employee
Eligible
benefits
payable
termination
benefits
$
$
Options
[a]
$
Total
$
Performance
related
%
Remuneration
consisting of
options
%
2018
Directors
Mr S Wallace
44,216
Mr C Hung
Mr D Stewart
Other
44,216
27,777
Mr D Payne
188,147
Mr W Christie
171,275
-
-
-
-
Mr M Capocchi [c]
477,107
47,031
24,599
45,303
9,138
Total
952,738
-
47,031
21,146
79,448
6,918
-
-
-
(812)
17,874
(5,519)
(2,641)
16,271
3,299
-
-
-
-
-
-
-
44,216
0.00%
603,178
0.00%
44,216
0.00%
27,777
0.00%
0.00%
0.00%
199,690
188,204
1,107,281
0.00%
0.00%
0.00%
0.00%
DIRECTORS’ REPORT
REMUNERATION REPORT (continued)
(c) (i) Options granted as part of remuneration for the year
2018
Grant date
[a]
Granted number
Value per option
at grant date
$
Value of options
granted during
the year
$
Value of options
exercised during
year
$
Value of options
lapsed during
year
$
Total
$
Directors
Mr S Wallace
Mr M Capocchi
Mr C Hung
Mr D Stewart
Other
Mr D Payne
Mr W Christie
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(81,900)
(81,900)
-
-
-
-
-
-
-
-
2017
Grant date
[a]
Granted number
Value per option
at grant date
$
Value of options
granted during
the year
$
Value of options
exercised during
year
$
Value of options
lapsed during
year
$
Total
$
Directors
Mr D Dawson
Mr S Wallace
Mr M Capocchi
Mr C Hung
Other
Mr D Payne
Mr W Christie
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(96,400)
(48,600)
(96,400)
(48,600)
-
-
-
-
(1,300)
(1,300)
(1,300)
(1,300)
[a]
Option based compensation relates to the value of options issued to date and brought to account pro-rata to the time period from the date of granting to the date of
vesting, except where Accounting Standard AASB 2 required expensing to begin from the commencement of service related to those options, notwithstanding that
the issue of those options, in the case of Directors was subject to shareholder approval. Until shareholder approval was obtained at the Annual General Meeting in
November 2015 and the options subsequently issued, the options were not deemed to be granted.
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DIRECTORS’ REPORT
REMUNERATION REPORT (continued)
(c) (ii) Options granted and/or vested during the year
2018
Vested No.
Granted No.
Terms & conditions for each grant
Grant date
[a]
Value per
option at grant
date $
Exercise price $
Expiry date
First exercise
date
Last
exercise date
Directors
Mr S Wallace
Mr M Capocchi
Mr C Hung
Mr D Stewart
Other
Mr D Payne
Mr W Christie
Total
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2017
Vested No.
Granted No.
Terms & conditions for each grant
Grant date
[a]
Value per
option at grant
date $
Exercise
price $
Expiry date
First exercise
Last
date
exercise date
Directors
Mr D Dawson
Mr S Wallace
-
-
Mr M Capocchi
200,000
Mr C Hung
Other
Mr D Payne
Mr W Christie
-
-
-
200,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
0.1480
0.6500
01/07/17
01/07/16
01/07/17
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Option based compensation relates to the value of options issued to date and brought to account pro-rata to the time period from the date of granting to the date of vesting, except
where Accounting Standard AASB 2 required expensing to begin from the commencement of service related to those options, notwithstanding that the issue of those options, in the
case of Directors was subject to shareholder approval. Until shareholder approval was obtained at the Annual General Meeting in November 2015 and the options subsequently issued,
the options were not deemed to be granted.
For further details relating to options, refer to Note 18 to the financial statements.
Total
[a]
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2018
Vested No.
Granted No.
option at grant
Exercise price $
Expiry date
First exercise
Last
date
exercise date
Terms & conditions for each grant
Grant date
[a]
Value per
date $
Directors
Mr S Wallace
Mr M Capocchi
Mr C Hung
Mr D Stewart
Other
Mr D Payne
Mr W Christie
Total
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
[a]
Option based compensation relates to the value of options issued to date and brought to account pro-rata to the time period from the date of granting to the date of vesting, except
where Accounting Standard AASB 2 required expensing to begin from the commencement of service related to those options, notwithstanding that the issue of those options, in the
case of Directors was subject to shareholder approval. Until shareholder approval was obtained at the Annual General Meeting in November 2015 and the options subsequently issued,
the options were not deemed to be granted.
For further details relating to options, refer to Note 18 to the financial statements.
DIRECTORS’ REPORT
REMUNERATION REPORT (continued)
(d) Option holdings
The number of options over ordinary shares in the Company held during the financial year by each key management person including their personally
related parties is set out below.
Balance
1.07.17
Granted as
Remuneration
Issued
as Equity
Investment
Options
Exercised
Options
Lapsed
Balance
30.06.18
Total Vested
30.06.18
Exercisable
30.06.18
Unexer-
cisable
30.06.18
2018
Directors
Mr S Wallace
-
Mr M Capocchi
1,507,500
Mr C Hung
Mr D Stewart
-
-
Other
Mr D Payne
381,150
Mr W Christie
544,500
-
-
-
-
-
-
Total
2,433,150
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(600,000)
907,500
907,500
907,500
-
-
-
-
-
-
-
-
381,150
544,500
381,150
381,150
544,500
544,500
-
-
-
-
-
-
(600,000)
1,833,150
1,833,150
1,833,150
-
2017
Balance
1.07.16
Granted as
Remuneration
Issued
as Equity
Investment
Options
Exercised
Options
Lapsed
Balance
30.06.17
Total Vested
30.06.17
Exercisable
30.06.17
Unexer-
cisable
30.06.17
Directors
Mr D Dawson
Mr S Wallace
400,000
400,000
Mr M Capocchi
1,507,500
Mr C Hung
-
Other
Mr D Payne
391,150
Mr W Christie
554,500
Total
3,053,150
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(400,000)
(200,000)
-
-
-
-
-
-
-
-
1,507,500
1,507,500
1,507,500
-
-
-
(10,000)
381,150
(10,000)
544,500
381,150
544,500
381,150
544,500
(620,000)
2,433,150
2,433,150
2,433,150
-
-
-
-
-
-
-
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DIRECTORS’ REPORT
REMUNERATION REPORT (continued)
(e) Share Holdings
The number of shares in the Company held during the financial year by each key management person including their personally related parties are set out below.
2018
Directors
Mr S Wallace
Mr M Capocchi
Mr C Hung
Mr D Stewart
Other
Mr D Payne
Mr W Christie
2017
Directors
Mr D Dawson
Mr S Wallace
Mr M Capocchi
Mr C Hung
Other
Mr D Payne
Mr W Christie
Balance
1.07.17
Received as
Remuneration
Options
Exercised
Placement
Issue [b]
Net Change
Other [a]
Balance
30.06.18
178,600
1,603,899
9,243,207
-
328,570
62,778
11,417,054
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
178,600
1,603,899
9,243,207
9,700,000
840,000
10,540,000
-
-
-
-
328,570
62,778
9,700,000
840,000
21,957,054
Balance
1.07.16
Received as
Remuneration
Options
Exercised
Placement
Issue [b]
Net Change
Other [a]
Balance
30.06.17
300,000
-
1,408,561
9,243,207
328,570
62,778
11,343,116
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(300,000)
178,600
195,338
-
-
-
-
178,600
1,603,899
9,243,207
328,570
62,778
73,938
11,417,054
[a]
[b]
Net Change Other refers to shares purchased or sold on-market or off-market at current market prices during the financial year.
Placement Issue refers to the placement of ordinary shares to Glenayr Pty Ltd, a company owned by Mr Stewart, on 12 September 2017
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DIRECTORS’ REPORT
REMUNERATION REPORT (continued)
(f) Convertible notes
No convertible notes were issued, sold or matured during the financial year to key management personnel in the financial year ended 30 June 2018
or the comparative year ended 30 June 2017.
(g) Shares issued on exercise of remuneration options
No options were exercised by key management personnel during the financial year ended 30 June 2018 or the comparative year ended 30 June 2017.
(h) Voting and comments made at the Company’s 2017 Annual General Meeting (AGM)
At the Company’s most recent AGM, a resolution to adopt the prior year remuneration report was put to the vote and at least 75% of ‘yes’ votes were
cast for adoption of that report. No comments were made on the remuneration report at the AGM.
AUDITOR
RSM Australia Partners was appointed Company auditor on 28 November 2013 and will continue in office in accordance with section 327 of the
Corporations Act 2001. Pursuant to section 324 DAB of the Corporations Act 2001, the Board of 4 April 2018, following a recommendation from the
Audit Committee, approved that Jason Croall, a partner of RSM Australia Partners may continue to play a significant role in the audit of the company
for a further 2 years until the financial year ended 30 June 2020.
Reasons for the extension include continuity of knowledge and experience that Jason has accumulated over the years, as well as, key relationships
formed during this period’ is considered a material benefit to maintaining the quality of audit work for a further period covering the two financial
years ending 30 June 2019 and 2020.
The Board is satisfied that the extension of the auditor rotation period is consistent with maintaining the quality of the audit and would not give rise
to conflict of interest situation. RSM Australia Partners has agreed to extend the above extension.
NON AUDIT SERVICES
No non audit services were undertaken by the external auditors during the year ended 30 June 2018.
AUDITOR’S INDEPENDENCE DECLARATION
The Auditor’s Independence Declaration is attached and forms part of the Directors’ Report.
Signed in accordance with a resolution of the Board of Directors dated 30 August 2018.
[a]
[b]
Net Change Other refers to shares purchased or sold on-market or off-market at current market prices during the financial year.
Placement Issue refers to the placement of ordinary shares to Glenayr Pty Ltd, a company owned by Mr Stewart, on 12 September 2017
Mr Simon Wallace
Chairman
Date: 30 August 2018
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AUDITOR’S INDEPENDENCE DECLARATION
RSM Australia Partners
Level 21, 55 Collins Street Melbourne VIC 3000
PO Box 248 Collins Street West VIC 8007
T +61 (0) 3 9286 8000
F +61 (0) 3 9286 8199
www.rsm.com.au
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of World Reach Limited for the year ended 30 June 2018, I
declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
(ii)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
any applicable code of professional conduct in relation to the audit.
RSM AUSTRALIA PARTNERS
J S CROALL
Partner
30 August 2018
Dated: 30 August 2018
Melbourne, VIC
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the
RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
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CORPORATE GOVERNANCE STATEMENT
CORPORATE GOVERNANCE
To assist in the execution of its
legal compliance;
The Directors of World Reach Limited
(Company) are committed to protecting and
enhancing shareholder value and conducting
the company’s business ethically and in
accordance with the highest standards of
corporate governance.
responsibilities the Board has established an
• monitoring senior management’s
Audit Committee with a formalised charter
and operating principles. Activities which may
performance and implementation of
strategy, and ensuring appropriate
be conducted by separate committees in a
resources are available;
larger company such as Directors Nomination,
Risk Management and Remuneration are
dealt with by the full Board as separate and
•
•
dealing with approaches to take over
the company; and
approving and monitoring financial
In accordance with the ASX Corporate
specific agenda items in accordance with the
and other reporting.
Governance Council’s Corporate Governance
principles and policies set down in the
Principles and Recommendations: 3rd Edition
Company’s corporate governance programme.
Chairman’s Appointment and Responsibilities
(the Principles), the corporate governance
statement reports on the Company’s adoption
of the Principles on an exception basis. This
statement provides specific information
whereby disclosure is required of any
recommendations that have not been adopted
by the Company, together with the reasons
why they have not been adopted. The
Company’s corporate governance principles
and policies are therefore structured with
reference to the Principles, which are as
follows:
The Company has adopted a Board Charter
which details the functions and
responsibilities of the Board of Directors. A
copy of the Board Charter is on the
Company’s website. The employment
contract between the Company and the Chief
The Chairman is appointed by the board from
the non-executive directors. The Chairman:
•
•
provides appropriate leadership to the
board and the Company;
ensures membership of the board
is balanced and appropriate for the
Executive Officer and the letter of
Company’s needs;
engagement for the Chief Financial Officer
•
facilitates board discussions to
and senior executives details the terms of
employment, job specifications and
responsibilities.
ensure the core issues facing the
organisation are addressed;
• maintains a regular dialogue and
mentor relationship with the Chief
1. Lay solid foundations for management
The Role of the Board of Directors
Executive Officer;
and oversight.
The World Reach Board is responsible to its
• monitors board performance; and
2. Structure the Board to add value.
shareholders for the protection and
•
guides and promotes the on-going
3. Act ethically and responsibly.
enhancement of long term shareholder value.
4. Safeguard integrity in corporate
reporting.
To fulfil this role the Board is responsible for:
effectiveness and development of the
board and individual directors.
5. Make timely and balanced disclosure.
•
oversight of the Group, including its
Conduct of Board Business
6. Respect the rights of security holders.
controls, risk management, financial
The Board normally holds monthly formal
7. Recognise and manage risk.
structures and accountability systems;
board meetings and will also meet whenever
8. Remunerate fairly and responsibly.
•
setting strategic direction for
necessary to carry out its responsibilities.
management with a view to
In the year ended 30 June 2018, the Board
1. Lay Solid Foundations for Management
maximising shareholder value;
and/or its committees met 15 times. When
and Oversight
•
input into and final approval of
conducting Board business, Directors have
Recommendation 1.1: The Board and Senior
Management – Roles and Responsibilities
Board Processes
The Board recognises that its responsibilities
should accord with the following general
principles:
•
•
•
•
•
the Board should be made up of a
majority of Independent Directors;
the Chairman of the Board should be
an Independent Director;
the roles of Chairman and Chief
Executive Officer should not be
exercised by the same person;
the Board should meet on a monthly
basis;
all available information in connection
with items to be discussed at a
meeting of the Board shall be provided
to each Director prior to that meeting;
and
•
Directors are entitled to seek
independent professional advice.
strategic plans and goal and
a duty to question, request information,
performance objectives and key
raise any issue of concern, and fully canvas
•
•
operational and financial matters;
all aspects of any issue confronting the
determining dividend payments;
Company and vote on any resolution
selecting, appointing and reviewing
according to their own judgment. Directors
the performance of the Chief
keep confidential, board discussions,
Executive Officer (CEO);
deliberations and decisions that are not
•
ratifying the appointment and, where
publicly known.
appropriate, the removal of the Chief
Financial Officer (CFO) and Company
Access to Information
Secretary;
Directors are encouraged to access members
•
approval of annual and half yearly
of the senior management team at any time
financial reports and related Australian
to request relevant information in accordance
Stock Exchange reports;
with protocols adopted by the Board. Where
•
•
•
•
selecting and appointing new
Directors perceive an irregularity in a
non-executive directors;
Company related matter, they are entitled to
approving major capital expenditure
seek independent advice at the Company’s
and acquisitions;
expense. Directors must ensure that the
evaluating the Board’s performance
costs are reasonable and must inform the
and that of individual directors;
Chairman before the advice is sought. The
reviewing and ratifying systems of risk
advice must be made available to the rest of
management and internal compliance
the Board.
and control, codes of conduct and
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CORPORATE GOVERNANCE STATEMENT
Independent Professional Advice
Functions of Senior Executives
stand for re-election at the next meeting of
Each Director has the right to seek
The Chief Executive Officer reports to the
shareholders.
independent legal and other professional
Board and is responsible for the operation
advice at the Company’s expense concerning
and administration of the Company
any aspect of the Company’s operations or
including the implementation of the
undertakings in order to fulfil their duties and
Company’s strategies, plans, policies and
responsibilities as directors.
control programmes. He is supported by a
Conflicts of Interest
management team whose responsibilities are
delineated by formal authority delegations.
Directors are required to continually monitor
The team meets regularly to co-ordinate
and disclose any potential conflicts of
activities and to review and monitor
interest that may arise. Directors must:
performance.
•
disclose to the Board any actual or
potential conflicts of interest that may
Recommendation 1.2: Board Nominations
exist as soon as the situation arises;
Appointment of Directors
•
take necessary and reasonable steps
The Company has not established a
to resolve any conflict of interest
nomination committee for recommending the
Further information regarding Director
nominations can be found in the Company’s
Election of Directors Policy as posted on the
Company’s website.
Recommendation 1.3: Terms of Appointment
– Directors and Senior Executives
Each new Non-Executive Director will receive
a letter formalising their appointment
and outlining the material terms of their
appointment. Non-Executive Directors of the
Company have not been appointed for fixed
terms. Senior Executives will generally have
written employment agreements with the
Company setting out their duties, obligations
within an appropriate period, if
appointment of Directors.
and remuneration.
required by the Board or deemed
appropriate by that director; and
•
comply with the Corporations Act
requirements about disclosing
interests and restrictions on voting.
Given the nature and size of the Company, the
The remuneration paid/payable to the
Board considers that as a 4-member Board
of a small public company the selection and
Company’s ‘key management personnel’ is
outlined within the Remuneration Report in
appointment of Directors is such an important
the Company’s latest Annual Report.
task that it should be the responsibility of
Directors should discuss with the Chairman
the entire Board to consider the nominations
Recommendation 1.4: The Company
any other proposed Board or executive
process. The structure of the Board is
Secretary
appointments they are considering
reviewed annually as to qualifications, skills,
undertaking and advise the Company of their
experience and diversity to ensure the Board
appointments to other companies as soon as
has an appropriate mix. In a 4-member Board
possible after the appointment is made.
the highest requirement is for appropriate
The same requirement exists for related party
transactions including financial transactions
with the Company. Related party transactions
are reported in writing to the Company
skill. Where a vacancy exists or there is
a need for particular skills, the Board will
determine the selection criteria and identify
and appoint a suitable candidate.
Secretary and where appropriate, raised for
Since 22 December 2016, following a
consideration at the next board meeting.
resignation, the Company’s Board has
Retirement of Directors
consisted of only 3 Directors while the Board
attempted to identify a suitable replacement
One-third of the Directors are required to
Director.
retire by rotation at each Annual General
Meeting (AGM). The Directors to retire at
each AGM are those who have been longest
in office since their last election. Where
Directors have served for equal periods, they
may agree amongst themselves or determine
by lot who will retire. A Director must retire at
the third AGM since last elected or re-elected.
A Director appointed as an additional or
casual director by the Board will hold office
until the next AGM when the Director may be
re-elected. This re-election will be in addition
to any rotational retirements.
The Company will undertake appropriate
checks before appointing a person, or
putting forward a candidate for election as a
Director, and provide shareholders with this
information. Candidates will be assessed
through interviews, meetings and background
reference checks as appropriate. External
advisors may be used in this process.
The Company will provide shareholders with
all material information in its possession
relevant to the decision on whether or not
to elect (or re-elect) a Director, either in
the notice of the meeting at which the
A CEO, if also a Managing Director, is not
election of the Director is to be held, or by
The Company Secretary is appointed by the
Board and is responsible for developing and
maintaining the systems and processes
that are appropriate for the Board to fulfil its
role. The Company Secretary is responsible
to the Board for ensuring compliance with
Board procedures and governance matters.
The Company Secretary is accountable
directly to the Board, through the Chair, on
all matters to do with the proper functioning
of the Board. The Company Secretary is also
responsible for overseeing and co-ordinating
disclosure of information to the ASX as well
as communicating with the ASX.
Recommendation 1.5: Diversity Policy
The Company has taken measures to
establish a corporate culture in which the
principles of diversity are embedded. By
promoting and supporting transparent
recruiting processes, flexible work practices,
an enlightened code of conduct, equal
employment opportunity policies and clear
reporting of outcomes, the Board feels that
the objectives of diversity will be achieved.
The results of recruiting and the composition
of staff are reported by the Chief Executive
Officer and reviewed at monthly Board
subject to retirement by rotation and is not
including in the notice a clear reference
meetings.
to be taken into account in determining the
to the location on the Company’s website,
rotation of retirement of Directors.
Annual Report or other document lodged
with ASX where the information can be
found. Directors appointed by the Board must
The Board, at this time, has not established
an explicit policy on diversity or measureable
objectives for achieving gender diversity.
Because of the size of the Company (38 staff
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CORPORATE GOVERNANCE STATEMENT
including Board members, as at the date of
Evaluating the Performance of Senior
Recommendations 2.3 and 2.4: Independent
this report), the Board is of the view that the
Executives
Directors
scale and nature of the Company’s operations
does not currently lend itself to an effective
and meaningful application of a targeted
Arrangements put in place by the Board to
monitor the performance of the Group’s key
executives include:
diversity policy.
Rather, the Board recognises the positive
benefits for the organisation of increased
diversity, especially gender, and has sought
to integrate diversity objectives within the
existing policies and procedures of the
Company. The Board intends to reconsider
the adoption of a formal diversity policy
periodically.
At the date of this report the Company has
a total staff excluding Board members of 34
employees of which 24% (8 employees) are
women. The Senior Executive team is made
up of 4 managers including one female. At
this time there are no women on the Board
•
regular monthly reporting submitted
to the Board and attendance at all
Board Meetings by the Chief Executive
Officer and Chief Financial Officer;
•
a review by the Board of the Group’s
financial performance and revised
forecast results on a monthly and
annual basis at Board meetings at
which reports are presented by the key
executives; and
Directors Independence
At the date on which the Directors’ report
is made out, the Company’s Board has four
directors. The Board currently consists of
three Non-Executive Directors. At this time
only one (Mr Simon Wallace) of the three Non-
Executive Directors is considered by the Board
to be independent, and as such the Company
does not comply with Recommendation 2.4
of the Corporate Governance Council, which
recommends that a majority of Board members
should be independent.
•
an evaluation of the detailed
However, the Board considers that both its
presentations made by the Chief
structure and composition are appropriate given
Executive Officer and his direct reports
the size of the Group and that the interests of
during business planning / strategy
shareholders are well met.
meetings which are at least bi-annual.
In the interest of clear disclosure:
• Mr Carl Hung, a Non-Executive
Director, is also the President and
Recommendation 2.1: Nomination Committee
CEO of Season Group. The Company
which comprises 4 positions.
2. Structure Board to Add Value
Recommendation 1.6 and 1.7 – Performance
Review and Evaluation
Evaluation of Directors Performance
The Board has adopted a self-evaluation
Due to the small size of the Board and
the Company’s current level of operations,
the Company does not have a separate
nomination committee. Nominations for
process to measure its own performance and
positions on the Board are considered by the
the performance of its Committees.
entire Board.
has subcontracted manufacturing
on an arms-length basis to Season
Group and Mr Hung, through SGV1
Holdings Limited, holds an interest
at the date of this report in 17.48% of
the Company’s issued shares and is
thereby a substantial holder.
On an annual basis, the Chairman facilitates
a discussion and evaluation of the Board’s
performance in accordance with this
process. This includes discussions about
the Board’s role, processes, performance
and other relevant issues. Each Director’s
performance is reviewed by the Chairman
and Board prior to the Director standing for
re-election. Performance evaluations will take
place during September at the same time as
those for all staff members. A performance
evaluation was undertaken during the
reporting period.
If the contribution of a Non-Executive Director
appears to a majority of Directors to be less
than adequate, they may direct the Chairman
to inform that Director accordingly and ask
that person to consider his or her position
on the Board. If the Director takes no action
in response, a circulated minute signed
by a majority of Directors will authorise
the Company Secretary to inform the
shareholders that the Board will not support
the re-election of the Director at the general
meeting where they are next due to offer for
re-election.
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Recommendation 2.2: Skills, Knowledge and
• Mr David Stewart, a Non-Executive
Experience
Director, is not regarded as being
Directors are appointed based on the specific
independent, as a company
business, industry and governance skills
and experience as required by the Company.
The Board recognises the need for Directors
to have a relevant and applicable range of
skills and personal experience in a range
of disciplines as required for the proper
management and oversight of the Company’s
operations, as having regard to the scale and
nature of its activities.
The Board skills matrix set out below
describes the skills, experience and expertise
associated with and controlled by
Mr Stewart, Glenayr Pty Ltd, holds
9,700,000 ordinary shares in the
Company. In addition, Mr Stewart
personally holds another 840,000
ordinary shares in the Company, In
total, Mr Stewart holds a relevant
interest in 10,540,000 shares in the
Company, representing 19.93% of the
issued capital of the Company and Mr
Stewart is thereby a substantial holder.
that the Board would look to maintain and
The names, qualifications and experience of
regulatory and compliance
Recommendation 2.5: Independent Chairman
build on:
capital markets
corporate finance
operations
sales
• marketing
corporate governance
•
•
•
•
•
•
•
each Director of the Company are detailed in
the Directors Report in the Annual Report.
The Chairman, Mr Simon Wallace, is the
only independent Non-Executive Director of
the Company at this time. Mr Wallace was
appointed as Chairman of the Company on
financial and business acumen
22 December 2016, based on his extensive
experience in legal and commercial matters,
project finance and fundraising background
and his experience as a Director including of
an ASX listed entity.
CORPORATE GOVERNANCE STATEMENT
act with integrity and fairness;
Director was appointed Chairman of the
create a safe, challenging and fun
Audit Committee due to his accounting
workplace;
qualifications and commercial experience.
The Chief Executive Officer of the Company is
Mr Michael Capocchi.
Recommendation 2.6: Induction of New
Directors
The Company has a program for inducting
new Directors. This includes giving new
Directors a full briefing about the nature of
the business, current issues, the corporate
strategy and the expectations of the Board
concerning the performance of the Directors
•
•
•
•
•
•
•
•
encourage a corporate culture which
embraces diversity;
recognise the needs of the community;
protect the environment;
be commercially competitive;
foster a performance driven culture;
and
encourage innovation and technical
and access to all employees to gain full
leadership.
background to the Company’s operations.
Directors are encouraged to attend director
4. Safeguard Integrity in Corporate Reporting
training and professional development
Recommendation 4.1: Audit Committee
courses, as may be required to enable them
The Board has established an Audit
to develop and maintain the skills and
Committee to consider certain issues and
knowledge needed to effectively perform their
functions in further detail. The chairman of
roles as Directors, at the Company’s expense
the Audit Committee reports to the Board
(as approved by the Chairman and or the
on any matters of substance at the next full
Board, as appropriate and applicable).
board meeting. The Audit Committee has
3. Act Ethically and Responsibly
Board and reviewed annually, with additional
Recommendation 3.1: Act Ethically and
Responsibly
Code of Conduct
review when appropriate.
The members of the Committee at the date
of this report are Mr Carl Hung and Mr Simon
Wallace. Carl Hung is the current Chairman
As part of the Board’s commitment to the
of the Audit Committee. Details of the
highest standard of personal and corporate
qualifications, experience and attendance
behaviour, the Company adopts a Code of
at Committee meetings by each Committee
Conduct to guide executives, management
Member is included in the Directors Report in
and employees in carrying out their duties
the Annual Report.
The Audit Committee assists the Board
to discharge its corporate governance
responsibilities, in regard to the business’
relationship with, and the independence of,
the external auditors. It especially:
•
•
•
•
•
recommends appointment of external
auditors and fees;
ensures reliability and integrity of
disclosure in the financial statements
and external related financial
communications, although ultimate
responsibility rests with the full Board;
reviews compliance with statutory
responsibilities;
reviews budgets and accounting
policy;
ensures maintenance of an effective
management including compliance
and internal controls and monitoring
of the internal audit function;
•
reviews adequacy of the Company’s
insurance program, including directors’
and officers’ professional indemnity
and other liability insurance cover;
•
promotes and ensures an ethical
financial culture is embedded
throughout the Company;
•
undertakes any special investigations
its own terms of reference, approved by the
framework of business risk
and responsibilities. The code of conduct
covers such matters as:
The ASX Corporate Governance Council has
required by the Board.
made recommendations for the composition
responsibilities to shareholders;
of the Audit Committee:
•
•
•
•
compliance with laws and regulations;
relations with customers and
suppliers;
ethical responsibilities including
responsibility for reporting and
investigating unethical practices;
•
•
•
•
employment practices including a fair
and open approach to all forms of
diversity; and
•
responsibilities to the environment and
The Audit Committee provides a forum for
the Committee should consist only of
the effective communication between the
Non-Executive Directors;
Board and external auditors. The Committee
it should have a majority of
reviews:
Independent Directors;
it should be chaired by an independent
Director who is not Chairman of the
Board;
•
the Committee should have at least 3
members.
•
the annual and half-year financial
report prior to their approval by the
Board;
•
the effectiveness of management
information systems and systems of
internal control; and
the community.
While recognising these recommendations,
•
the efficiency and effectiveness of
The Code of Conduct is available at the
Company’s website.
the Board is restricted by having currently
external audit functions, including
only four Board positions. The Board’s small
reviewing the respective audit plans.
size is a function of the relatively small scale
The Company’s objective is to maintain and
of the Company’s operations. The Company
further develop its business to increase
may assess the composition of the Board
shareholder value while also adding value
from time to time, with a view to considering
for customers, employees and other
compliance with the recommendation that
stakeholders. To ensure this occurs, the
the Audit Committee have a majority of
Group conducts its business within the Code
Independent Directors.
The Committee invites the CEO, the CFO,
the Company’s remaining Director and
the external auditors to attend Committee
meetings where appropriate. The Committee
also meets with and receives regular reports
from the external auditors concerning any
matters which arise in connection with
of Ethics, documented and outlined in the
Company’s Code of Conduct, and the Group’s
core values which are, to:
The one independent Director on the Board
the performance of their respective roles,
is a member of the Audit Committee. Mr
including the adequacy of internal controls.
Carl Hung although not an independent
The Company’s Audit Committee met 3 times
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during the course of the financial year ended
•
Specific exclusion of the audit firm
and without delay, the Company may request
30 June 2018.
from work which may give risk to a
that the ASX grant a trading halt or suspend
The Company’s Audit Committee has a formal
charter setting out the Committee’s role and
responsibilities. The charter is posted on the
Company’s website.
conflict.
the Company’s securities from quotation.
Management of the Company may consult
Recommendation 4.3: Auditor attendance
external professional advisers and the
at AGM
ASX in relation to whether a trading halt or
The Company’s external Auditor attends the
suspension is required.
Recommendation 4.2: Approval of Financial
Statements
The Board receives regular reports about the
financial condition and operational results
of the Company and its controlled entities.
The CEO and CFO periodically provide formal
Company’s AGMs and is available to answer
shareholder questions about the conduct of
the audit and the preparation and content of
the Auditor’s Report.
5. Make Timely and Balanced Disclosure
The Company’s Policy Continuous Disclosure
Policy is available on the Company’s website.
6. Respect the Rights of Security Holders
Recommendation 6.1: Communication to
statements to the Board that, in all material
Recommendation 5.1: Continuous Disclosure
Shareholders and Investors
aspects, the Company’s financial statements
Policy
The Company is committed to increasing
present a true and fair view of the Company’s
The Board and senior management are aware
the transparency and quality of its
financial condition and operational results.
of the continuous disclosure requirements
communication and to be regarded by our
The CEO and the CFO each provide
declarations to the Board in accordance with
Section 295A of the Corporations Act 2001
Disclosure Policy.
confirming that in their opinion, with regard
The guiding principle of this policy is that
to risk management and internal compliance
the Company must immediately notify the
with shareholders and financial markets
is set out in the Company’s Shareholder
Communication Strategy document.
of the ASX and have written policies and
shareholders as an outstanding corporate
procedures in place, including a Continuous
citizen. Our approach to communication
and control systems:
market via an announcement to the ASX of
Information is communicated to shareholders
i.
the statements made with respect to
the integrity of financial statements
and notes thereto are founded on a
sound system of risk management
any information concerning the Company that
through the distribution of the Company’s
a reasonable person would expect to have
Annual Report and other communications.
a ‘material’ effect on the price or value of the
All significant information is posted on the
Company’s securities.
and internal control systems which,
The Board must ensure that Company
in all material respects, implement
announcements:
Company’s website as soon as it is disclosed
to the ASX. All investors will have equal and
timely access to information on the Company’s
financial position, performance, ownership and
the policies adopted by the Board of
Directors;
ii. the risk management and internal
control systems are operating
effectively and efficiently in all
material respects in relation to
financial reporting risks.
•
•
•
•
are made in a timely manner;
governance. Shareholders who wish to send
are factual;
and receive communications with the Company
do not omit material information;
electronically should contact the Company
are expressed in a clear and objective
Secretary, Mr Dennis Payne.
manner that allows investors to
assess the impact of the information
when making investment decisions.
The Company ensures that shareholders are
informed of all major developments affecting
the Group promptly through the issue of
Auditor independence
Best practice in financial and audit
governance is rapidly evolving and the
independence of the external auditor is
Where that information, however, is
ASX announcements and commentary on
incomplete or confidential, or its disclosure
operations in quarterly reports. All ASX
is illegal, no disclosure is required. The
announcements and quarterly reports are
Directors and senior management of the
posted on the ASX website for the Company
particularly important to shareholders and
Company ensure that the Company Secretary
and on the Company’s website.
the Board. To ensure that the Company’s
is aware of all information to be presented
practices are up to date, the Board has
at briefings with analysts, stockbrokers,
adopted a Charter of Audit Independence
shareholders, the media and the public. Prior
that is reviewed regularly to keep it in line
to being presented, information that has not
with emerging practices domestically and
already been the subject of disclosure to the
internationally.
The key points covered by the Charter include:
market and is not generally available to the
market is the subject of disclosure to the
ASX. Only when confirmation of receipt of
•
•
Rotation of the senior audit partner
the disclosure and release to the market by
every five years;
the ASX is received may the information be
Annual confirmation by the auditor
presented.
All shareholders receive copies of
shareholders notices by email or post and
a copy of the annual report is distributed to
all shareholders who elect to receive one
(hardcopy in the mail or electronically). The
Company’s most recent annual report is also
available on the Company’s website.
Website Information
The Company has established a website at
www.worldreach.com.au, where shareholders
If the Company becomes aware of market-
can access information about the Company’s
sensitive information which ought to be
corporate governance policies and practices.
disclosed, but the Company is not in a
Information lodged on this website in a specific
position to issue an announcement promptly
corporate governance section includes:
that it has satisfied all professional
regulations relating to auditor
independence;
• Half yearly reporting on the levels of
audit and non-audit fees; and
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CORPORATE GOVERNANCE STATEMENT
•
•
•
•
•
•
Board Charter
Audit Committee Charter
Risk Management Policy
Remuneration Policy
Securities Trading Policy
CEO and CFO Declarations
• Whistle Blower Policy
•
•
•
•
Code of Conduct
Election of Directors Policy
Disclosure Policy
Shareholder Communication Policy
• Health and Safety Policy
•
•
•
Environmental and Community
Relations Policy
Corporate Ethics Policy
Related Parties and Conflicts Policy
Recommendation 6.2 Investor Relations
Program
Two-way communication between the
Company and its shareholders is facilitated
email address for the Company is
corporate and legal responsibilities;
info@worldreach.com.au and shareholders
and
may submit electronic queries to the
•
assure management and the Board
Company’s Share Registry via its website
that the framework is effective.
www.linkmarketservices.com.au.
7. Recognise and Manage Risk
Responsibility for control and risk
management is delegated to the appropriate
levels of management within the Company
Recommendation 7.1: Risk Committee
and the CEO has ultimate responsibility to
Due to the size of the Company and the
the Board for risk management and control.
nature of the Company’s operations, a formal
Areas of significant business risk to the
Risk Committee has not been established.
Company are detailed in the Business Plan
The Board is responsible for ensuring
presented to the Board by the CEO at the start
appropriate measures are in place in order to
of each financial year. The Board reviews
manage risk in line with the Company’s risk
and approves the parameters under which
strategy. An external consultant has assisted
significant business risks will be managed
the Board in this process.
before adopting the Business Plan. Risk
The Board has required management to
implement internal control systems to
manage the Company’s material business
parameters and compliance information are
reported monthly to the Board by the CEO
and CFO.
risks and to report on whether risks are being
The Board has adopted reporting procedures
primarily via the Company’s AGM. The Board
effectively managed.
which allow it to:
encourages shareholder participation at
the AGM and other general meetings of the
shareholders. The Chairman encourages
questions and comments from shareholders
and seeks to ensure that shareholders are
given ample opportunity to participate.
Shareholders who are unable to attend
the AGM or a general meeting may submit
questions and comments before the meeting
to the Company and/or to the Auditor (in the
case of the AGM).
Recommendation 6.3: Shareholders
Participation at General Meetings
All shareholders are encouraged to attend
and participate in shareholder meetings. All
Directors, senior managers, Auditors and the
Company Secretary attend these meetings
and respond to shareholder questions in
relation to specific agenda items and general
business. The Annual General Meeting
•
•
•
•
Arrangements put in place by the Board to
• monitor the Company’s compliance with
monitor risk include:
the continuous disclosure requirements
review of risk areas at monthly Board
of the ASX; and
meetings;
•
assess the effectiveness of its risk
regular monthly reporting to the Board
management and control framework.
in respect of operations, the financial
position of the Company and new
contracts;
reports by the Chairman of the Audit
Committee;
attendance and reports by the
Managing Director, CFO and the
Company’s management team at
Board Meetings;
•
any Director may request that
operational and project audits be
The Company recognises, in particular,
the environmental and social risks to
which it may be exposed. The Company
considers environmental risk to be the
ability to continue its undertakings without
compromising the health of the ecosystems
in which it operates. The Company views
social sustainability as the ability to continue
operations in a manner that is acceptable to
social norms.
undertaken either internally or be
The Board does not consider that the
external consultants.
Company currently has any material exposure
to environmental or social-sustainability risk,
Recommendation 7.2: Risk Management
however the Board intends to manage such
features an address by the Chairman and an
Framework
risks in accordance with the Company’s Risk
extensive presentation by the CEO which is
also released as an ASX announcement for
shareholders who cannot attend the meeting.
A description of the arrangements the
Company has to promote communications
with shareholders is detailed in the
Shareholder Communication Policy, available
at the Company’s website.
Recommendation 6.4: Electronic
Communication
Shareholders may elect to send
communication to and receive
communications from the Company and its
Share Registry electronically. The contact
The Company has implemented a risk
Management Policy, if such risks should be
management program that enables the
identified in the future.
business to identify and assess risks,
respond appropriately and monitor risks and
controls.
The Company is exposed to risk from
operations (employee health and safety,
environmental, insurance, litigation, disaster,
business continuity), compliance issues and
financial risks (interest rate, foreign currency,
credit and liquidity). To mitigate these
risks, the Company has established risk and
assurance policies and procedures, which
aim to:
•
assist management to discharge its
The Company reviews its risk management
framework on at least an annual basis. Such
a review took place in the 2018 financial year.
The Company’s Risk Management Policy is
available on the Company’s website.
Recommendation 7.3: Internal Audit Function
The Audit Committee assists the Board in
fulfilling its responsibilities in this regard by
reviewing the financial and reporting aspects
of the Group’s risk management and control
framework.
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its Executive Directors and senior executives
senior executives.
CORPORATE GOVERNANCE STATEMENT
The Audit Committee meets regularly to
ensure, amongst other things, that the risk
management internal control structures
is determined by the Board having regard
to the level of fees paid to Non-Executive
Directors by other companies of similar size
and compliance with laws and regulations
and stature.
are operating effectively. Details of the
Audit Committee are also set out in the
Risk Management Policy, available at the
Company’s website.
Recommendation 7.4: Exposure to Risks
The Company regularly undertakes reviews
of risks that may be material to its business.
The review examines the processes and
procedures that the Company must initiate
to control and/or mitigate these risks from
impacting upon the performance of the
Company. The key risk categories to which
the Company is exposed, and how it manages
or intends to manage those risks, are set
out in the Risk Management Policy on the
Company’s website.
8. Remunerate Fairly and Responsibly
Recommendation 8.1: Remuneration
Committee
The Board considers that, due to its small
size, and the current level of the Company’s
operations, all members of the Board should
be involved in determining remuneration
levels. Accordingly it has not established a
separate remuneration committee. Instead
time is set aside at two Board meetings
The aggregate amount payable to the
Company’s Non-Executive Directors must
not exceed the maximum annual amount
approved by the Company’s shareholders,
currently $500,000 as determined at the
General Meeting held on 3 August 2007.
The Company is committed to remunerating
in a manner that motivates them to pursue
the long-term growth and success of the
Company and is consistent with best
practice. The Company aims to align the
interests of Executive Directors and senior
executives with those of shareholders
through short-term and long-term incentive
plans which demonstrate a clear relationship
between performance and remuneration.
Consequently, Executive Directors and senior
executives’ remuneration consists of the
following elements:
•
•
•
•
fixed salary;
short-term incentive bonus based on
performance;
long-term incentive share/option
scheme; and
other benefits including
superannuation.
each year specifically to address the matters
Fixed Salary
usually considered by a remuneration
committee. Executive Directors absent
themselves during discussion of their
remuneration.
At these two meetings the Board reviews the
following:
•
the Company’s remuneration,
recruitment, retention and termination
policies and procedures for senior
executives
senior executives remuneration and
incentives
superannuation arrangements
remuneration framework for Directors;
and
remuneration by gender.
•
•
•
•
Recommendation 8.2: Remuneration of
Executive and Non-Executive Directors
The remuneration structure of Non-Executive
Directors and executives is disclosed
in the Remuneration Report within the
Directors’ Report in the Annual Report. The
remuneration of Non-Executive Directors
The salary of Executive Directors and senior
executives is determined from a review of
the market and reflects core performance
requirements and expectations. In addition,
the Company considers the following:
•
•
•
•
•
the scope of the individual’s role;
the individual’s level of skill and
experience;
the Company’s legal and industrial
obligations;
labour market conditions; and
the size and complexity of the Company’s
business.
Performance Bonus
The purpose of the performance bonus
is to reward actual achievement by the
individual of performance objectives
and for materially improved Company
performance. Consequently, performance-
based remuneration is paid where a clear
contribution to successful outcomes for
the Company is demonstrated and the
individual attains and excels against pre-
agreed key performance indicators during a
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performance cycle.
Other Benefits
Senior executives are entitled to statutory
superannuation and may also receive other
bonus payments subject to the discretion of
the Board.
Long-Term Incentives
The Company has a share options scheme
which is discussed further below which is
designed to provide long-term incentives to
Termination Payments
Senior executives may be entitled to a
payment upon termination of employment
from the Company. Where so entitled, the
termination payment has been agreed in the
senior executive’s contract of employment
and it is not payable where termination of
employment is for misconduct.
Further details in relation to the Company’s
remuneration policies are contained in the
Remuneration Report within the Director’s
Report in the Annual Report. The Company’s
Remuneration Policy is available on the
Company’s website.
Recommendation 8.3: Equity Based
Remuneration
Long-Term Incentives
The Company has a share option scheme in
which senior executives may be invited to
participate. The Share Option Incentive Plan
was approved by shareholders on 27 October
2017 and authorises the Directors to issue
options up to 10% of the shares issued by the
Company. The number of shares and options
issued under the scheme is reasonable in
relation to the existing capitalisation of the
Company and all payments under the scheme
are made in accordance with thresholds set
in plans approved by shareholders. Any issue
of options to Executive and Non-Executive
Directors must be approved by Shareholders.
The Company has a Share Trading Policy
which aims to:
•
•
protect stakeholders’ interests at all
times;
ensure that directors and employees
do not use any information they
possess for their personal advantage
or the Company’s detriment; and
•
ensure that Directors and employees
comply with insider trading legislation
of the various jurisdictions in which
transactions may take place.
Purchase or sale of the Company’s shares
and/or options over such shares by Directors,
executives and staff of the Company should
only occur in circumstances where the market
is considered to be fully informed of the
Company’s activities. This policy requires
that the relevant person notify the Company
Secretary of their intention to trade in the
Company’s shares and/or options over such
shares prior to the transaction and that the
Company Secretary be required to discuss
the proposed trading intentions with the
Chairman. The Board recognises that it is
the individual responsibility of each Director
to comply with this policy. Breaches of this
policy may lead to disciplinary action being
taken, including dismissal in serious cases.
The Company’s Employee Share Trading
Policy is available on the Company’s website.
The Corporations Act prohibits the key
management personnel of an ASX listed
company established in Australia, or a
closely related party of such personnel, from
entering into an arrangement that would have
the effect of limiting their exposure to risk
relating to an element of their remuneration
that either has not vested or has vested but
remains subject to a holding lock.
CORPORATE GOVERNANCE STATEMENT
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2018
Revenue
Changes in inventories
Raw materials, consumables and other costs of sale
Employee benefits expense
Depreciation expense
Amortisation expense
Impairment expense
Finance costs expense
Auditor remuneration expense
Accounting, share registry and secretarial expense
Consultancy and contractor expense
Legal, insurance and patent expense
Marketing and ICT expense
Other expenses
Loss before income tax
Tax expense
Loss for the year
Other comprehensive income
Note
2(a)
2(b)
7(a)
9(a)
9(a)
2(c)
19
2(d)
3(a)
Year ended
30 June 2018
30 June 2017
$
11,638,170
1,533,096
(8,491,173)
(2,804,827)
(76,599)
(694,447)
(793,922)
(54,300)
(55,000)
(74,055)
(227,279)
(172,609)
(265,315)
(893,670)
(1,431,929)
(133,205)
(1,565,134)
-
$
9,880,153
(908,716)
(5,021,607)
(2,196,194)
(78,381)
(423,782)
-
(49,447)
(58,000)
(72,844)
(260,632)
(169,686)
(262,727)
(800,907)
(422,769)
(135,551)
(558,320)
-
Total comprehensive loss for the year
(1,565,134)
(558,320)
Net loss and total comprehensive loss are both fully attributable to owners of
the Company
Loss per share (cents)
Diluted loss per share (cents)
21
21
(3.07)
(3.07)
(1.29)
(1.29)
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The above Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2018
Current assets
Cash and cash equivalents
Inventories
Trade and other receivables
Total current assets
Non-current assets
Plant and equipment
Deferred tax assets
Intangible assets
Total non-current assets
Total assets
Current liabilities
Trade and other payables
Provisions
Total current liabilities
Non-current liabilities
Provisions
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Retained earnings / (accumulated losses)
Total equity
CONSOLIDATED FINANCIAL STATEMENTS
30 June 2018
30 June 2017
Note
$
$
4
5
6
7
8
9
10
12
12
13
528,925
4,158,153
1,747,412
6,434,490
122,998
1,228,857
4,835,509
6,187,364
595,734
2,625,058
1,617,641
4,838,433
169,432
1,349,789
4,338,410
5,857,631
12,621,854
10,696,064
4,447,866
704,706
5,152,572
19,919
19,919
5,172,491
7,449,363
7,646,641
411,189
(608,467)
7,449,363
2,895,417
638,671
3,534,088
9,195
9,195
3,543,283
7,152,781
5,784,925
493,089
874,767
7,152,781
The above Statement of Financial Position should be read in conjunction with the accompanying notes.
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2018
Issued
capital
$
Reserves
$
Retained earnings
$
Balance at 1 July 2016
5,784,925
668,780
Total loss and comprehensive income for the year
Transactions with owners in their capacity as owners:
- Adjustment for employee share options lapsed
-
-
Balance at 30 June 2017
5,784,925
-
(175,691)
493,089
1,257,396
(558,320)
175,691
874,767
Total
equity
$
7,711,101
(558,320)
-
7,152,781
Balance at 1 July 2017
5,784,925
493,089
874,767
7,152,781
Total loss and other comprehensive income for the year
-
Transactions with owners in their capacity as owners:
- Shares issued, net of transaction costs
- Adjustment for employee share options lapsed
Balance at 30 June 2018
1,861,716
-
7,646,641
-
-
(81,900)
411,189
(1,565,134)
(1,565,134)
-
1,861,716
81,900
(608,467)
-
7,449,363
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The above Statement of Changes in Equity should be read in conjunction with the accompanying notes.
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2018
Issued
capital
$
Reserves
Retained earnings
$
Total
equity
$
Balance at 1 July 2016
5,784,925
668,780
1,257,396
(558,320)
7,711,101
(558,320)
Total loss and comprehensive income for the year
Transactions with owners in their capacity as owners:
- Adjustment for employee share options lapsed
Balance at 30 June 2017
5,784,925
7,152,781
(175,691)
493,089
175,691
874,767
Balance at 1 July 2017
5,784,925
493,089
874,767
7,152,781
Total loss and other comprehensive income for the year
Transactions with owners in their capacity as owners:
- Shares issued, net of transaction costs
- Adjustment for employee share options lapsed
Balance at 30 June 2018
(1,565,134)
(1,565,134)
1,861,716
7,646,641
-
1,861,716
(81,900)
411,189
81,900
(608,467)
7,449,363
-
-
-
-
-
-
$
-
-
-
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2018
Cash flow from operating activities
Receipts from customers
Payments to suppliers and employees
Interest received
Interest and finance charges paid
Income tax paid
Cash flow from investing activities
Purchases of plant and equipment
Development costs capitalised
Research and development grant
Net cash used in investing activities
Cash flow from financing activities
Net cash proceeds on share placement / rights issue
Net cash used in financing activities
CONSOLIDATED FINANCIAL STATEMENTS
Year ended
30 June 2018
30 June 2017
Note
$
$
12,116,540
(13,685,446)
13,608
(54,300)
(12,273)
7(a)
(50,418)
(1,985,468)
1,729,233
(306,653)
10,338,855
(9,442,298)
(2,307)
(49,447)
(1,398)
843,405
(73,918)
(2,685,603)
223,952
(2,535,569)
1,861,715
1,861,715
-
-
Net cash (used in)/ provided by operating activities
16(a)
(1,621,871)
Net decrease in cash and cash equivalents
(66,809)
(1,692,164)
Cash and cash equivalents at beginning of year
595,734
2,287,898
Cash and cash equivalents at end of financial year
16(b)
528,925
595,734
The above Statement of Cash Flows should be read in conjunction with the accompanying notes.
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
1. Summary of significant accounting policies
(i) Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations
issued by the Australian Accounting Standards Board (“AASB”) and the Corporations Act 2001 and comply with International Financial
Reporting Standards as issued by the International Accounting Standards Board. The Group is a for-profit entity for financial reporting purposes
under Australian Accounting Standards. Material accounting policies adopted in the preparation of these financial statements are presented
below and have been consistently applied unless stated otherwise.
Reporting Basis and Conventions
Except for cash flow information, the financial statements have been prepared on an accruals basis and are based on historical costs, modified,
where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities.
New or amended Accounting Standards and Interpretations adopted
The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by AASB that are mandatory
for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
(ii) Accounting policies
The following is a summary of the material accounting policies adopted by the consolidated group in the preparation of the financial report.
The accounting policies have been consistently applied to all years presented, unless otherwise stated. When required by Accounting
Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial year.
(a) Principles of consolidation
The consolidated financial statements incorporate all of the assets, liabilities and results of the parent (World Reach Limited) and all of the
subsidiaries which are entities the parent controls. A list of the subsidiaries is provided in Note 24.
(b) Income tax
Income tax expense (benefit) for the year comprises current income tax expense and deferred income tax expense (benefit).
A net deferred tax expense has been recognised in the current year reflecting the movements in deferred tax assets and liabilities for the
period.
Deferred tax is accounted for using the liability method in respect of temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the financial statements. No deferred income tax will be recognised from the initial recognition of an
asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss.
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or liability is settled. Deferred tax
is credited in the statement of profit or loss and other comprehensive income except where it relates to items that may be credited directly to
equity, in which case the deferred tax is adjusted directly against equity.
Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be available against which deductible
temporary differences can be utilised. At each reporting date, the consolidated group re-assesses unrecognised deferred tax assets as to the
extent that it has become probable that future tax profit will enable recognition.
Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or
simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are offset where:
(a) a legally enforceable right of set-off exists; and (b) the deferred tax assets and liabilities relate to income taxes levied by the same taxation
authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation and
settlement of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are
expected to be recovered or settled.
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
1. Summary of significant accounting policies (continued)
(ii) Accounting policies (continued)
(b) Income tax (continued)
World Reach Limited and its wholly owned Australian subsidiaries have formed a tax consolidated group under the tax consolidation regime.
Each entity in the group recognises its own tax expense and deferred tax. The current tax liability of each group entity and deferred tax assets
arising from tax losses are immediately assumed by the parent entity.
(c) Plant & equipment
Plant and equipment is carried at cost less any accumulated depreciation and impairment losses, where applicable.
The carrying amount of plant and equipment is reviewed at each reporting date by directors to ensure it is not in excess of the recoverable
amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows that will be received from the
assets employment and subsequent disposal. The expected net cash flows have been discounted to their present values in determining
recoverable amounts.
Repairs and maintenance to plant and equipment is charged to the statement of profit or loss and other comprehensive income during the
financial period in which it is incurred.
The depreciable amount of plant and equipment is depreciated on a straight line basis over their useful lives to the consolidated group
commencing from the time the asset is held ready for use.
The straight line depreciation rates for plant and equipment were:
Office furniture and equipment
Computer and test equipment
Rental equipment
10% - 20%
33%
20% - 33%
The asset’s residual values and useful lives are reviewed, and adjusted if appropriate, at each balance date. An asset’s carrying amount is
written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are included in the
statement of profit or loss and other comprehensive income.
(d) Inventories
Inventories are measured at the lower of cost and net realisable value. The cost of manufactured products includes direct materials and direct
labour.
(e) Intangible assets – development costs
Development costs are capitalised only when it is probable that the expected future economic benefits would flow to the company and can be
measured reliably. Development costs have a finite life and are amortised on a systematic basis matched to future production. Expenditure not
related to the creation of a new product is recognised as an expense when incurred.
The amortisation rate for capitalised development costs is dependent on an assessment of the minimum useful life of each project. Recent
projects/products have been assessed at 4 years giving a 25% amortisation rate during 2018.
(f) Employee benefits
Short-term employee benefits
Provision is made for the Group’s obligation for short-term employee benefits. Short-term employee benefits are benefits (other than
termination benefits) that are expected to be settled wholly before 12 months after the end of the annual reporting period in which the
employees render the related service, including wages, salaries and sick leave. Short-term employee benefits are measured at the undiscounted
amounts expected to be paid when the obligation is settled.
The Group’s obligations for short-term employee benefits such as wages, salaries and sick leave are recognised as a part of current trade and
other payables in the statement of financial position. The Group’s obligations for employees’ annual leave and long service leave entitlements
are recognised as provisions in the statement of financial position.
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
1. Summary of significant accounting policies (continued)
(ii) Accounting policies (continued)
(f) Employee benefits (continued)
Other long-term employee benefits
Provision is made for employees’ long service leave and annual leave entitlements not expected to be settled wholly within 12 months after the
end of the annual reporting period in which the employees render the related service. Other long-term employee benefits are measured at the
present value of the expected future payments to be made to employees. Expected future payments incorporate anticipated future wage and
salary levels, durations of service and employee departures and are discounted at rates determined by reference to market yields at the end
of the reporting period on government bonds that have maturity dates that approximate the terms of the obligations. Any re-measurements
for changes in assumptions of obligations for other long-term employee benefits are recognised in profit or loss in the periods in which the
changes occur.
Option based compensation relates to the value of options issued to date and brought to account pro-rata to the time period from the date
of issue to the date of vesting, except in the case of Director’s where Accounting Standard AASB 2 requires expensing to begin from the
commencement of service related to those options, notwithstanding that the issue of those options is subject to shareholder approval.
The Group’s obligations for long-term employee benefits are presented as non-current provisions in its statement of financial position, except
where the Group does not have an unconditional right to defer settlement for at least 12 months after the end of the reporting period, in which
case the obligations are presented as current provisions.
(g) Financial instruments
Financial instruments in the form of trade receivables, trade payables and other financial assets and liabilities are initially measured at
transaction cost on trade date when the related contractual rights or obligations arise. Realised and unrealised gains or losses arising from
changes in the fair value of these assets or liabilities are included in the statement of profit or loss and other comprehensive income in the
period in which they arise. At each reporting date, the group assesses whether there is objective evidence that a financial instrument has been
impaired. Impairment losses are recognised in the statement of profit or loss and other comprehensive income. Refer Note 14 for a detailed
review of the group’s financial instruments.
The Group does not designate any interests in subsidiaries as being subject to the requirements of Financial Instruments accounting
standards.
(h) Impairment of assets
At each reporting date, the group reviews the carrying values of its tangible assets to determine whether there is an indication that those
assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less
costs to sell and value in use, is compared to the asset’s carrying value. Any excess of the assets carrying value over its recoverable amount is
expensed to the statement of profit or loss and other comprehensive income.
Where it is not possible to estimate the recoverable amount of an individual asset, the group estimates the recoverable amount of the cash-
generating unit to which the asset belongs.
(i) Cash and cash equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly liquid investments with original
maturities of three months or less, and bank overdrafts. Where applicable, bank overdrafts are disclosed within other financial liabilities in
current liabilities on the statement of financial position.
(j) Revenue recognition
Revenue from the sale of goods and services is recognised at the fair value of the consideration received upon delivery of goods or
performance of services to customers.
Interest revenue and rental income is recognised when it becomes receivable. Other revenue is recognised when the right to receive the revenue
has been established.
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
1. Summary of significant accounting policies (continued)
(ii) Accounting policies (continued)
(k) Government grants
Government grants in the form of refundable Research and Development Tax Offsets received in respect of capitalised Development Costs are
initially recognised as deferred income upon receipt, and brought to account as income on a systematic basis over the useful life of the related
Development Cost assets.
Export market development grants are brought to account in the statement of profit or loss and other comprehensive income in the period
received.
There are no unfulfilled conditions or other contingencies attaching to government grants recognised in the financial statements.
(l) Foreign currency transactions and balances
Functional and presentation currency
The consolidated financial statements are presented in Australian dollars which is the parent entity’s functional and presentation currency. The
functional currency of each of the group’s entities is measured using the currency of the primary economic environment in which that entity
operates.
Transactions and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction. Foreign
currency monetary items are translated at the year-end exchange rate. Non-monetary items measured at historical cost continue to be carried
at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date
when fair values were determined.
Exchange differences arising on the translation of monetary items are recognised in the statement of profit or loss and other comprehensive
income.
(m) Leases
Lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, are charged as expenses in the
periods in which they are incurred.
(n) Goods and Services Tax (GST)
Revenue, expenses and assets are recognised net of the amount of GST, except where the amount of GST is not recoverable from the Australian
Taxation Office. In these circumstances the GST is recognised as part of the asset or expense cost. Receivables and Payables are shown in the
statement of financial position as inclusive of GST.
Cash flows are presented in the statement of cash flows on a gross basis, except for the GST component of investing and financing activities
which are disclosed as operating cash flows.
(o) Critical accounting estimates and judgments
The directors evaluate estimates and judgments incorporated into the financial report based on historical knowledge and best available current
information. Estimates assume a reasonable expectation of future events and are based on current trends and economic data, obtained both
externally and within the group.
Accounting estimates and judgements made in relation to the recognition of deferred tax assets are indicated in Note 3(c).
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
1. Summary of significant accounting policies (continued)
(ii) Accounting policies (continued)
(p) New accounting standards for application in future periods
Accounting Standards and Interpretations issued by AASB that are not yet mandatorily applicable to the Group, together with an assessment of
the potential impact of such pronouncements on the Group when adopted in future periods, are discussed below:
- AASB 9: Financial Instruments and associated Amending Standards (applicable to annual reporting periods beginning on or after 1 January
2018).
The Standard will be applicable retrospectively and includes revised requirements for the classification and measurement of financial
instruments, revised recognition and derecognition requirements for financial instruments and simplified requirements for hedge accounting.
The directors anticipate that the adoption of AASB 9 may have little, if any, impact on the Group’s financial instruments.
- AASB 15: Revenue from Contracts with Customers (applicable to annual reporting periods commencing on or after 1 January 2018).
When effective, this Standard will replace the current accounting requirements applicable to revenue with a single, principles-based model.
The new revenue model in AASB 15 will apply to all contracts with customers which requires the company to recognise revenue to depict the
transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled.
The directors have examined the Group’s contracts and believe there are no current contracts with varying unit pricing over successive
years that will require certain revenues to be reported materially differently from FY2019 onwards. The directors recognise that possible
future contracts or relevant circumstances such as warranties and year-end bonuses may be those that AASB 15 is intended to cover and
in that case the adoption of AASB 15 may possibly have significant impact on the Group’s financial statements. Until such contracts or
circumstances arise it is impracticable to provide a reasonable estimate of the impact.
- AASB 16: Leases (applicable to annual reporting periods beginning on or after 1 January 2019).
When effective, this standard will replace the current accounting requirements applicable to leases in AASB 117: Leases and related
interpretations. AASB 16 introduces a single lease accounting model that eliminates the requirement for leases to be classified as operating
or finance leases and recognises a right to use asset, depreciation and liability for all leases (excluding short term leases with less than 12
months of tenure and leases relating to low value assets), with additional disclosure requirements.
The transitional provisions of AASB 16 permit a lessee to either retrospectively apply the Standard to comparatives in line with AASB 108 or
recognise the cumulative effect of retrospective application as an adjustment to opening equity on the date of initial application.
The directors’ review of AASB 16 shows that its adoption will have an impact on the Group’s financial statements with leases greater than
12 months to be recognised on balance sheet as a lease liability and a related right to use asset. It is anticipated that the Net Present Value
of the Group’s lease commitments greater than 12 months will be brought to account on the balance sheet as an asset and current and non-
current liability from FY2020. The NPV of the commitments shown in Note 15 is $720,000.
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WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
2 (Loss) / profit before income tax
(a) Revenue
Sales revenue
- Equipment sales
- Airtime
- Other
Other income
- Research and Development grant
- Interest
(b) Cost of sales
Opening inventories
Add: Purchases and other stock adjustments
Closing inventories (Note 5)
(c) Finance costs expense
Interest expense on financial liabilities
(d) Other expenses include:
- Product development costs expensed
- Operating lease payments
3 Income tax
(a) The components of tax expense / (benefit) comprise:
Current tax
- Current tax expense (d)
- Current movement of temporary difference in net deferred tax assets
- Movement in deferred tax asset associated with carry forward tax losses
Income tax expense transferred to statement of profit or loss and other comprehensive income
(b) Reconciliation of income tax expense and tax at statutory rate:
CONSOLIDATED FINANCIAL STATEMENTS
Year ended
30 June 2018
30 June 2017
$
$
10,671,739
428,878
42,325
11,142,943
481,619
13,608
495,227
11,638,170
2,625,058
8,491,173
11,116,231
(4,158,153)
6,958,078
9,017,125
482,863
86,802
9,586,790
290,906
2,457
293,363
9,880,153
3,533,773
5,021,607
8,555,380
(2,625,058)
5,930,322
54,300
49,447
309,148
227,581
239,530
234,285
12,273
57,129
63,803
133,205
1,398
249,442
(115,289)
135,551
Loss from ordinary activities
(1,431,929)
(422,769)
Income tax benefit at statutory rate of 27.5% (2017: 27.5%)
(393,781)
(116,261)
Add / (Less):
Tax effect of:
- Tax reconciling items
- Deferred tax assets expensed
Income tax expense attributable to the Consolidated Group
406,053
120,932
133,205
117,659
134,154
135,551
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
3 Income tax (continued)
(c) The deferred tax expense reflects the movements in the deferred assets and liabilities The directors have maintained a conservative approach
and have recognised 60% (2017: 60%) of the deferred tax assets and liabilities inclusive of carried forward tax losses.
Although the Directors expect sufficient future profitability to enable the full value of all deferred tax assets to be utilized, the decision has been
taken not to increase the proportion taken up at this time, with a demonstration of the Group’s return to profitability required before the Board
would consider doing so.
The amount of unused net deferred tax assets relating to tax losses which have not been brought to account (being the 40% portion) is
$1,230,449 (2017: $1,272,984); and capital tax losses of $1,850,085 (2017: $1,850,085).
The amount of net deferred tax assets which may be realised in the future is dependent on the assumption that no adverse change will occur
in income taxation legislation and the anticipation that the Consolidated Group will derive sufficient future assessable income to enable the
benefit to be realised and comply with the conditions of deductibility imposed by the law.
(d) Income tax expense comprises current year tax of $12,273 incurred by the Group’s USA subsidiary which is unable to be claimed against
Australian tax losses.
(e) There are no franking credits available to equity holders.
Year ended
30 June 2018
30 June 2017
$
$
528,925
595,734
599,097
1,696,743
1,862,313
4,158,153
1,124,442
-
506,940
116,030
1,747,412
872,992
-
1,752,066
2,625,058
1,231,608
(58,420)
328,423
116,030
1,617,641
4 Cash and cash equivalents
Cash at bank and on hand
5 Inventories
Raw materials
Work in Progress
Finished Goods
6 Trade and other receivables
(a) Current
Trade receivables
Less: Provision for impairment of receivables
Other receivables and prepayments
Rental & other security deposits
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
6 Trade and other receivables (continued)
(b) Ageing reconciliation
Gross amount
Within trade
Past due but not impaired (days overdue)
terms
31 - 60 61 - 90 90+
Past due &
impaired
1,124,442
506,940
116,030
615,271
506,940
116,030
63,979
100,449
344,744
-
-
-
-
-
-
-
-
-
2018
Current
Trade receivables
Other receivables
Rental & other security deposits
2017
Current
Trade receivables
Other receivables
Rental & other security deposits
116,030
116,030
1,231,608
328,423
965,740
328,423
91,395
92,256
23,797
58,420
-
-
-
-
-
-
-
-
4 Cash and cash equivalents
Cash at bank and on hand
5 Inventories
Raw materials
Work in Progress
Finished Goods
6 Trade and other receivables
(a) Current
Trade receivables
Less: Provision for impairment of receivables
Other receivables and prepayments
Rental & other security deposits
Year ended
30 June 2018
30 June 2017
$
528,925
595,734
$
-
872,992
1,752,066
2,625,058
1,231,608
(58,420)
328,423
116,030
1,617,641
599,097
1,696,743
1,862,313
4,158,153
1,124,442
-
506,940
116,030
1,747,412
All trade receivables past due terms but not impaired are expected to be received in the normal course of business.
7 Plant and equipment
Office furniture and equipment - at cost
Less: Accumulated depreciation and impairment
Computer and test equipment - at cost
Less: Accumulated depreciation and impairment
Rental equipment - at cost
Less: Accumulated depreciation and impairment
Total plant and equipment
Year ended
30 June 2018
30 June 2017
$
$
458,261
(407,999)
50,262
357,313
(293,382)
63,931
30,537
(21,731)
8,806
122,998
449,551
(390,014)
59,537
315,979
(245,220)
70,759
58,963
(19,827)
39,136
169,432
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
7 Plant and equipment (continued)
(a) Movements in carrying amounts
Movements in the carrying amounts of each class of plant and equipment between the beginning and the end of the current financial year
Office Furniture &
Computer & Test
Equipment
Equipment
Rental Equipment
Total
65,862
10,401
-
(16,726)
59,537
8,710
-
(17,985)
50,262
91,251
25,598
-
(46,090)
70,759
41,334
-
(48,163)
63,931
17,290
37,919
(508)
(15,565)
39,136
374
(20,252)
(10,452)
8,806
174,403
73,918
(508)
(78,381)
169,432
50,418
(20,252)
(76,599)
122,998
Balance at 1 July 2016
Additions
Disposals
Depreciation expense
Balance at 30 June 2017
Additions
Disposals
Depreciation expense
Balance at 30 June 2018
8 Tax
Non-current
Deferred tax assets
Deferred tax assets:
Provision for doubtful debts
Carrying amount of patents and capital raising costs
Accruals
Provisions
Tax losses
Deferred tax liability:
Product development costs
Balance as at 30 June 2018
Opening balance
Charged to Income
Closing balance
9,639
694
19,944
125,873
1,909,477
2,065,627
(715,838)
1,349,789
(9,639)
(368)
14,842
20,057
(63,803)
(38,911)
(82,021)
(120,932)
-
326
34,786
145,930
1,845,674
2,026,716
(797,859)
1,228,857
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WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
9 Intangible assets
Development costs capitalised - at cost
Accumulated amortisation and impairment
(a) Movements in carrying amounts
Balance at the beginning of the year
Additional costs capitalised
Amortisation expense
Impairment expense
Balance at the end of the year
The Group has assessed the minimum useful life of products from recent development
projects at 4 years giving a 25% amortisation rate on completed projects during FY2018.
In line with the accounting policy detailed in Note 1 (ii) (g) the Inmarsat BRM (BGAN Radio
Module) development project carrying value was assessed and reduced to zero at a gross
cost of $793,922. At the same time $130,082 of R&D grants received in relation to the
project were brought into income (refer Note 2 (a))
10 Trade and other payables
Current
Trade payables and accruals
Deferred income
Included in Deferred Income at 30 June 2018 is $1,580,925 of deferred R&D grant income
(2017: $333,311). The Group brings to account the R&D grant income over the same period
as the amortisation of the related completed project cost. This resulted in $481,619 of R&D
grant income being recognised in the statement of profit & loss for the year as shown in
Note 2 (a).
11 Other financial liabilities
Bank facilities
All bank facilities are secured by first ranking Registered Mortgage Debenture over the
Consolidated Group’s assets including uncalled capital and called but unpaid capital. At 30
June 2018, the company had the following unused bank facilities:
- an Australian dollar overdraft with a limit of $300,000. The overdraft was not utilised at 30
June 2018.
- a US dollar overdraft with a limit of US$320,000. The US dollar overdraft was not utilised
at 30 June 2018.
Other facilities
The group has a secured loan finance facility with SGV1 Holdings Limited for US$2,000,000.
As at 30 June 2018 none of this facility had been drawn down. The security is a general
security interest over the group’s assets and undertakings, ranking second behind the bank
facilities. The secured loan facility is for a 36 month term expiring on 1 January 2020 and will
be utilized mainly for the purposes of funding product development projects.
CONSOLIDATED FINANCIAL STATEMENTS
Year ended
30 June 2018
30 June 2017
$
$
12,131,893
(7,296,384)
4,835,509
4,338,410
1,985,468
(694,447)
(793,922)
4,835,509
10,146,425
(5,808,014)
4,338,410
2,076,589
2,685,603
(423,782)
-
4,338,410
1,533,060
2,914,806
4,447,866
1,532,598
1,362,819
2,895,417
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
12 Provisions
Current
Employee benefits
Warranty costs
Non current
Employee benefits
(a) Movements in provisions for the year ended 30 June 2018
Balance at the beginning of the year
Additional provisions
Amounts used
Balance at the end of the year
Employee
benefits
533,938
434,107
(378,400)
589,645
13 Issued capital
Issued and paid up capital:
Ordinary fully paid shares
The Company has 52,873,452 ordinary shares on issue at 30 June 2018 (2017: 43,173,452).
Balance at 30 June 2017
Shares Issued (net of costs) (a)
Balance at 30 June 2018
(a) Share issue
On 12 September 2017, World Reach Limited completed the issue of shares to Glenayr Pty
Ltd, a company owned by Mr David Stewart, now a Director of World Reach Limited, which
subscribed for a placement of 9,700,000 ordinary shares at an issue price of $0.20 per
share to raise $1,940,000 for working capital purposes.
(b) Options over issued capital
The total number of potential ordinary shares attributable to options outstanding as at
30 June 2018 is 2,486,550 (2017: 3,086,550), of which 1,579,050 (2017: 1,579,050) were
issued to employees under the Company’s Share Option Incentive Plan and 907,500
(2017: 1,507,500) were issued to Directors following shareholder approval.
Refer Note 18: Share Based Payments, for details of options issued, exercised and lapsed
during the financial year and the options outstanding at year end.
Year ended
30 June 2018
30 June 2017
$
$
499,378
134,980
634,358
524,743
113,928
638,671
19,919
9,195
Warranty costs
Total
113,928
58,560
(37,508)
134,980
647,866
492,667
(415,908)
724,625
Year ended
30 June 2018
30 June 2017
$
$
7,646,641
5,784,925
Number of shares
$
43,173,452
9,700,000
52,873,452
5,784,925
1,861,716
7,646,641
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
13 Issued capital (continued)
(c) Capital management
When managing capital, management’s objective is to ensure the Consolidated Group continues as a going concern as well as to maintain
optimal returns to shareholders and benefits for other stakeholders.
No dividends have been paid or declared in respect of ordinary shares for the 2018 or prior years.
The Consolidated Group effectively manages its capital by assessing the financial risks and adjusting its capital structure in response to
changes in these risks and in the market. These responses include the management of debt levels, distributions to shareholders, share issues,
or convertible note issues.
14 Financial instruments
The Consolidated Group undertakes transactions in a range of financial instruments including:
- cash assets;
- receivables;
- payables;
- deposits;
Activities undertaken by entities within the Consolidated Group result in exposure to a number of financial risks, including market risk (interest
rate risk, foreign currency risk), credit risk and liquidity risk.
Due to the size of operation conducted by the Consolidated Group, risk management is monitored directly by the Board of Directors of the
parent company with the aim of mitigation of the above risks and reduction of the volatility on the financial performance of the Group.
The risks associated with material financial instruments and the Consolidated Group’s policies for minimising these risks are detailed below.
(a) Interest rate risk management
Interest rate risk refers to the risk that the value of a financial instrument or cash flows associated with the instrument will fluctuate due to
changes in market interest rates.
Interest rate risk for the Consolidated Group primarily arises from:
- Bank Funding - Facilities are provided by the Consolidated Group’s bankers and if drawn upon are at variable interest rates based upon
Business Overdraft Prime Indicator rates plus a risk margin. The group diligently manages the facilities and its accompanying rate risk in its
daily operations by keeping the net debt portfolio at a minimum level or in an infunds position.
These risk exposures related to the financial instruments are not considered material and therefore no sensitivity analysis has been provided.
Financial Instrument Composition and Maturity:
The Consolidated Group’s exposure to interest rate risk, and the effective weighted average interest rates on classes of financial assets and
financial liabilities, is as follows:
2018
Financial asset
Cash assets
Receivables
TOTAL
Financial liability
Payables (excluding deferred income)
TOTAL
2017
Financial asset
Cash assets
Receivables
TOTAL
Financial liability
Payables (excluding deferred income)
TOTAL
Floating Interest
Fixed Interest
Weighted Average
Non-Interest
Interest Rate
bearing
528,925
-
528,925
-
-
595,734
-
595,734
-
-
-
-
-
-
-
-
-
-
-
-
0.02%
0.00%
0.00%
0.03%
0.00%
0.00%
-
1,747,412
1,747,412
1,533,060
1,533,060
-
1,617,641
1,617,641
1,532,598
1,532,598
TOTAL
528,925
1,747,412
2,276,337
1,533,060
1,533,060
595,734
1,617,641
2,213,375
1,532,598
1,532,598
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
14 Financial instruments (continued)
b) Foreign currency risk management
Foreign currency risk refers to the risk that the value of a financial commitment, recognised asset or liability will fluctuate due to changes in foreign
currency rates. The Consolidated Group conducts the majority of its receivable and payable transactions in foreign currency, primarily in US Dollars.
The Group’s foreign currency exchange risk arises from the holding of foreign currency deposits and transactions in normal trading operations resulting
in trade receivables and payables being held at balance date.
Foreign currency risk sensitivity:
If foreign exchange rates were to increase/decrease by 10% from rates used to determine values as at reporting date then the impacts on profit and
equity due to unrealised foreign currency exchange gains or losses on foreign currency deposits and trade receivables and payables are as follows:
Impact on profit after tax
Impact on equity
Foreign
currency movement
+/- 10%
+/- 10%
Year ended
30 June 2018
30 June 2017
$
+/- 30,012
+/- 30,012
$
+/- 32,200
+/- 32,200
The above sensitivity reflects the low net holding of foreign currency financial instruments at balance date. Whilst foreign currency payables and
receivables are largely offsetting during the year, the Group monitors and manages the associated currency risks in order to reduce the impact of
market risk volatility, therefore no further sensitivity analysis has been provided.
(c) Credit risk management
Credit risk is the risk that a contracting entity will not complete its obligations under a financial instrument and cause a financial loss to the
Consolidated Group.
The credit risk on financial assets of the Consolidated Group that have been recognised in the statement of financial position is the carrying
amount, net of any provision for doubtful debts. The Consolidated Group minimises credit risk by performing credit assessments on all new
customers, continuing major customers, and where necessary, obtaining advance payments.
Ongoing credit evaluation is performed on the financial condition of customers and, where appropriate, an allowance for doubtful debts is raised.
The Consolidated Group does not have any credit risk arising from money market instruments foreign currency contracts, cross currency and
interest rate swaps.
(d) Liquidity risk management
Liquidity risk includes the risk that, as a result of the Consolidated Group’s operational liquidity requirements, the group:
- will not have sufficient funds to settle a transaction on the due date;
- will be forced to sell financial assets at a value which is less than what they are worth;
- may be unable to settle or recover a financial asset at all.
To help reduce these risks the Consolidated Group:
- has a liquidity policy which targets a minimum and average level of cash and cash equivalents to be maintained; and
- monitors forecast cash flows and endeavours to ensure that adequate borrowing facilities are maintained and/or maturity dates are managed
appropriately.
The Consolidated Group’s exposure to liquidity risk on classes of financial assets and financial liabilities, is as follows:
2018
Asset class
Cash and cash equivalents
Receivables
Payables (excluding deferred income)
Net maturities
2017
Asset class
Cash and cash equivalents
Receivables
Payables (excluding deferred income)
Net maturities
< 1 Year
1 - 5 Years
Total contractual
cash flows
Carrying amount
528,925
1,631,382
(1,533,060)
627,247
595,734
1,501,611
(1,532,598)
564,747
-
116,030
-
116,030
-
116,030
-
116,030
528,925
1,747,412
(1,533,060)
743,277
595,734
1,617,641
(1,532,598)
680,777
528,925
1,747,412
(1,533,060)
743,277
595,734
1,617,641
(1,532,598)
680,777
(e) Net fair values of financial assets and liabilities
Net fair values at balance date of each class of financial asset and liability do not materially differ from the carrying amounts disclosed in the
statement of financial position.
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WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
15 Commitments and contingencies
Operating lease commitments
Future minimum rentals payable under non-cancellable operating leases contracted for but
not capitalised in the financial statements are as follows:
Not later than one year
Later than one year but not later than five years
Later than five years
The Consolidated Group and parent entity negotiated a 2 year extension to the non-
cancellable commercial rental property lease at Mulgrave in March 2017. The new lease
expires in December 2023. There is an option to renew the lease for a further 6 year period
but no committment has been entered into. The Consolidated Group also has a minor office
equipment lease for a 5 year period expiring in March 2023.
Capital expenditure commitments
Capital expenditure projects
Not longer than one year
Longer than one year and not longer than five years
Longer than five years
Capital commitments relate to product development projects being undertaken by World
Reach Limited’s subsidiary, Beam Communications Pty Ltd.
Superannuation commitments
World Reach Limited makes superannuation contributions to prescribed superannuation
funds on behalf of employees and executive directors, as required by the Superannuation
Guarantee legislation. The principal types of benefits are death, permanent disability and
superannuation benefits upon retirement.
16 Notes to the statement of cash flows
(a) Reconciliation of (loss) / profit after income tax benefit to net cash flow from operating
activities
Loss after tax
Adjustments for
Depreciation
Amortisation
Impairment
Net profit on disposal of plant and equipment
Changes in assets and liabilities:
Increase in trade and other receivables
(Increase) / Decrease in inventory
Decrease in deferred tax assets
Increase / (Decrease) in trade and other payables
Increase / (Decrease) in employee provisions
Increase in provision for warranty costs
Increase / (Decrease) in provision for stock obsolescence
Decrease in provision for doubtful debts
Net cash (used in)/ provided by operating activities
CONSOLIDATED FINANCIAL STATEMENTS
Year ended
30 June 2018
30 June 2017
$
$
194,409
852,463
111,045
1,157,917
183,423
795,751
328,860
1,308,034
1,655,188
-
-
1,655,188
2,073,897
820,147
-
2,894,043
(1,565,134)
(558,320)
76,599
694,447
793,922
20,253
(71,351)
(1,543,096)
120,932
(176,783)
55,707
21,052
10,000
(58,420)
78,381
423,782
508
(455,189)
928,716
134,154
513,674
(202,298)
-
(20,000)
(1,621,871)
843,405
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
Year ended
30 June 2018
30 June 2017
$
$
16 Notes to the statement of cash flows (continued)
(b) Reconciliation of cash
Cash at the end of the financial year as shown in the consolidated statement of cash
flows is reconciled to items in the consolidated statement of financial position as follows:
Cash and cash equivalents (Note 4)
528,925
595,734
(c) Non cash financing and investing activities
Non cash financing and investing activities undertaken by the Consolidated Group during
the year are disclosed in Note 18.
(d) Facilities
At 30 June 2018, the Consolidated Group had the following unused bank facilities with
the National Australia Bank:
-
an Australian dollar overdraft with a limit of $300,000. The overdraft was not utilised
at 30 June 2018.
-
a US dollar overdraft with a limit of US$320,000. The US dollar overdraft was not
utilised at 30 June 2018.
Bank guarantee facilities of the Consolidated Group total $150,000 of which $100,000
has been allocated to a subsidiary company and $50,000 to the parent. Both were fully
utilised at 30 June 2018.
The Consolidated Group’s banking facilities are subject to the Group satisfying quarterly
covenants set by the bank. The Group did not meet all covenants during the year ended
30 June 2018 however the bank reconfirmed the banking facilities as continuing on 24
August 2018.
17 Key management personnel disclosures
Compensation by category
The aggregate compensation made to directors and other members of key management
personnel of the consolidated entity is set out below:
Short-term employee benefits
Post-employee benefits
Other long-term benefits
Termination benefits
Share-based payments
1,020,915
79,448
6,918
-
-
952,981
77,303
8,710
-
-
1,107,281
1,038,994
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
18 Share based payments
Share options are granted at the discretion of the directors based on terms and conditions set out in the Company’s Share Option Incentive
Plan. The directors may at any time and from time to time determine eligible persons for the purposes of the option plan and select amongst
those eligible persons participants who will be invited to participate in the option plan.
Options issued to directors pursuant to the option plan will be subject to approval of shareholders in general meeting, in compliance with the
Listing Rules.
(a) The following share based payment arrangements existed at 30 June 2018:
(i) 884,813 options were granted on 31 March 2015 to key employees with an expiry date of 31 March 2020 on the terms and conditions set out in
the Company’s Share Option Incentive Plan. These options were exercisable from 30 June 2015 at $0.195 per share (Issue WRR55).
95,288 of these options lapsed or were cancelled in the periods prior to 30 June 2018.
789,525 of these options are outstanding as at 30 June 2018.
(ii) 884,813 options were granted on 24 December 2015 to key employees with an expiry date of 31 August 2020 on the terms and conditions set
out in the Company’s Share Option Incentive Plan. These options were exercisable from 30 June 2016 at $0.195 per share (Issue WRR56).
95,288 of these options lapsed or were cancelled in the periods prior to 30 June 2018.
789,525 of these options are outstanding as at 30 June 2018.
(iii) 907,500 options were granted on 24 December 2015 to a director with an expiry date of 30 November 2020 on the terms and conditions set out
in the Company’s Share Option Incentive Plan. These options were exercisable from 30 June 2016 at $0.195 per share (Issue WRR57).
907,500 of these options are outstanding as at 30 June 2018.
(b) The following table illustrates the number (No.) and weighted average exercise prices (WAEP) and movements in share options issued during
the year for the Company:
Outstanding at the beginning of the financial year
Granted during the financial year
Lapsed during the financial year
Cancelled during the financial year
Exercised during the financial year
Expired during the financial year
Outstanding at the end of the financial year
30 June 2018
30 June 2017
No.
3,086,550
WAEP $
0.2834
-
-
-
-
(600,000)
2,486,550
-
-
-
-
0.6500
0.1950
No.
3,944,626
-
(200,576)
-
-
(657,500)
3,086,550
WAEP $
0.2686
-
0.2077
-
-
0.2173
0.2834
Exercisable at the end of the financial year
2,486,550
0.1950
3,086,550
0.2834
(c) Notes to Share Based Payments
(i) The weighted average remaining contractual life for the share options outstanding as at 30 June 2018 is 2.12 years (2017: 2.52 years).
The exercise price for options outstanding at the end of the year was $0.195 (2017: A range of $0.195 - $0.65).
The weighted average fair value of options granted during the year was $0 (none granted) (2017: $0 (none granted)).
The fair value of equity-settled share options granted under the Company’s Share Option Incentive Plan is estimated as at grant date using the
Binomial Option Valuation model, with Black Scholes crosscheck, taking into account the terms and conditions upon which the options were
granted.
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
19 Remuneration of auditors
Remuneration of the Auditor for auditing or reviewing financial reports of the Consolidated Group
55,000
58,000
20 Related party transactions
Related party transactions with the Seasons Group, which is related to Mr C Hung, a director of the
Year ended
30 June 2018
30 June 2017
$
$
company.
Transactions with the Seasons Group
- Purchases
- Sales
Amounts outstanding with the Seasons Group
- Receivables
- Payables
Mr C Hung is a director of the company, and is also the president and a director of Season Group.
During the year ended 30 June 2018 the company subcontracted manufacturing on an arms length
basis to Season Group, in accordance with a contract signed prior to his appointment as director.
Transactions between the company and Season Group are on normal commercial terms and
conditions no more favourable than those available to other parties.
On 19 October 2016 the Group entered into a secured finance facility with a major shareholder, SGV1
Holdings Limited, a company associated with Mr Carl Hung. Refer to note 11 for more details.
21 Earnings per share
Overall operations
Basic earnings per share
Dilutive earnings per share
3,273,218
(259,410)
19,981
(622,198)
1,393,718
(109,416)
56,927
(463,104)
¢
(3.07)
(3.07)
¢
(1.29)
(1.29)
No.
No.
Weighted average number of ordinary shares used in the calculation of Basic Earnings Per Share
50,933,452
43,173,452
Weighted average number of dilutive options
Weighted average number of ordinary shares and potential ordinary shares used in the calculation of
Dilutive Earnings Per Share
-
-
50,933,452
43,173,452
Anti-dilutive options on issue not used in dilutive EPS calculation
2,486,550
3,086,550
Anti-dilutive options have not been considered in the dilutive earnings per share calculation due to the average market price being less than
the exercisable price.
Earnings:
Earnings used in the calculation of Basic Earnings Per Share
Earnings used in the calculation of Dilutive Earnings Per Share
$
$
(1,565,134)
(1,565,134)
(558,320)
(558,320)
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
22 Segment reporting
(a) Sole operating segment
The Consolidated Group has identified operating segments based upon internal reports that are reviewed and used by the Directors in
assessing performance and determining the allocation of resources in respect of its satellite communications products services and online
sales. As the online sales segment operated by SatPhone Shop Pty Ltd, a wholly owned subsidiary company, does not meet the quantitative
threshold for separate disclosure, the company considers its aggregate segment as it sole segment. Accordingly, revenue and results are fully
disclosed in the consolidated statement of profit or loss and other comprehensive income for this aggregated sole operating segment.
Revenue and results are fully disclosed in the consolidated statement of profit or loss and other comprehensive income for the aggregated sole
operating segment.
The consolidated statement of financial position discloses the sole operating segment assets and liabilities which are held within Australia.
(b) Revenue by geographical region
Revenue attributable to external customers is disclosed below,
based upon the location of the external customer
Sales by country
Australia
United States of America
United Kingdom
Canada
United Arab Emirates
Japan
China
Other foreign countries
(c) Major customers
Year ended
30 June 2018
Year ended
30 June 2017
$
%
$
%
3,336,752
2,721,418
1,222,954
1,135,482
1,048,097
610,956
251,945
1,310,566
11,638,170
28.67%
23.38%
10.51%
9.76%
9.01%
5.25%
2.16%
11.26%
100.00%
3,380,980
2,010,198
1,479,123
341,151
41,272
488,396
946,383
1,192,651
9,880,153
34.22%
20.35%
14.97%
3.45%
0.42%
4.94%
9.58%
12.07%
100.00%
The Consolidated Group has a number of customers to whom it provides products and services. The Consolidated Group supplied a single
customer in the USA accounting for 16% of external revenue (2017: the largest customer was also in the USA, 11%) and the second largest
customer, located in the United Arab Emirates accounted for 8% of external revenue (2017: second largest customer was in the UK, 10%). The
next most significant customer also accounts for 8% of external revenue (2017: 10%).
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
23 Parent company disclosures
Year ended
Set out below is the supplementary information about the parent entity.
(a) Statement of profit or loss and other comprehensive income
Loss from continuing operations
Tax expense
Loss for the year attributable to owners of the Company
Other comprehensive income
30 June 2018
30 June 2017
$
$
(1,051,055)
(120,932)
(1,171,987)
-
(907,522)
(134,154)
(1,041,676)
-
Total loss and other comprehensive income for the year attributable to owners of the Company
(1,171,987)
(1,041,676)
799,728
1,343,049
2,142,777
2,879,788
19,919
2,899,707
577,329
1,480,084
2,057,414
3,494,873
9,195
3,504,068
(756,929)
(1,446,654)
7,646,641
411,189
(8,814,755)
(756,926)
5,784,925
493,089
(7,724,668)
(1,446,654)
(b) Statement of financial position
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Non-current liabilities
Total liabilities
Deficiency of net assets
Equity
Issued capital
Reserves
Accumulated losses
Total equity
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CONSOLIDATED FINANCIAL STATEMENTS
WORLD REACH LIMITED AND CONTROLLED ENTITIES
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
23 Parent company disclosures (continued)
(c) Guarantees
The parent company has no contractual guarantees in place.
(d) Contractual commitments
Parent entity operating lease commitments are the same as consolidated entity commitments as disclosed in Note 15. The parent entity has no
capital expenditure commitments.
(e) Significant accounting policies of the parent are the same as those for the consolidated entity.
24 Controlled entities
Investments in unquoted corporations being controlled entities:
Beam Communications Pty Ltd
SatPhonerental Pty Ltd
SatPhone Shop Pty Ltd
Beam Communications USA Inc
Pacarc (PNG) Limited (Dormant)
25 Events after the Reporting Period
Incorporated
Share class
Holding
Australia
Australia
Australia
USA
Papua New Guinea
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
2018
100%
100%
100%
100%
100%
2017
100%
100%
100%
100%
100%
On 5 July 2018 the Group released a statement which announced the dispatch of the delayed shipment of 2500 Iridium GO!® units which
completed the fourth order from Iridium. On 17 July the Group announced the receipt of a fifth order from Iridium for 5000 Iridium GO!®
units to be delivered in the second half of FY2019.
Other than the above, there have been no significant events since the end of the reporting period.
26 Company details and principal place of business
World Reach Limited is a limited company incorporated in Australia.
The principal activities of the Company and subsidiaries are outlined in the Director’s Report.
The address of its registered office and principal place of business is:
5 / 8 Anzed Court
Mulgrave Victoria 3170
Australia
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DIRECTORS’ DECLARATION
DIRECTORS’ DECLARATION
The directors of World Reach Limited declare that:
1. The financial statements and notes as set out in pages 32 to 55 are in accordance with the Corporations Act 2001 and:
(a) comply with Australian Accounting Standards, which, as stated in accounting policy Note 1 to the financial statements, constitutes
compliance with International Financial Reporting Standards;
(b) give a true and fair view of the financial position as at 30 June 2018 and of the performance for the year ended on that date of the company
and consolidated group; and
(c) any other matters that are prescribed by the regulations for the purposes of this declaration in relation to the financial statements and the
notes for the financial year are also satisfied.
2. In the director’s opinion there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and
payable.
This declaration has been made after receiving the declarations required to be made by the Chief Executive Officer and Chief Financial Officer
to the directors in accordance with sections 295A of the Corporations Act 2001 for the financial year ending 30 June 2018.
This declaration is made in accordance with a resolution of the Board of Directors on 30 August 2018.
Mr Simon Wallace
Chairman
Date: 30 August 2018
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AUDITOR’S REPORT
RSM Australia Partners
Level 21, 55 Collins Street Melbourne VIC 3000
PO Box 248 Collins Street West VIC 8007
T +61 (0) 3 9286 8000
F +61 (0) 3 9286 8199
www.rsm.com.au
INDEPENDENT AUDITOR’S REPORT
To the Members of World Reach Ltd
Opinion
We have audited the financial report of World Reach Ltd. (the Company) and its subsidiaries (the Group), which
comprises the consolidated statement of financial position as at 30 June 2018, the consolidated statement of
comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash
flows for the year then ended, and notes to the financial statements, including a summary of significant accounting
policies, and the directors' declaration.
In our opinion the accompanying financial report of the Group is in accordance with the Corporations Act 2001,
including:
(i) giving a true and fair view of the Group's financial position as at 30 June 2018 and of its financial
performance for the year then ended; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our
report. We are independent of the Group in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's
APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial
report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the
directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the financial report of the current period. These matters were addressed in the context of our audit of the financial
report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the
RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
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AUDITOR’S REPORT
Key Audit Matters (Continued.)
Key Audit Matter
How our audit addressed this matter
Impairment of Intangible Assets
Refer to Note 9 in the financial statements
The Group has intangible assets of $4.8m, being
capitalised development costs relating to Thuraya and
Marconi projects.
The Thuraya asset was available for use from March
2018, and therefore amortisation commenced during
FY18. The Marconi asset was not available for use as
at 30 June 2018. Management have performed an
impairment assessment for both assets based on a
value in use calculation, which determined that no
impairment had occurred.
We identified this area as a Key Audit Matter due to
the size of the intangible assets balance and the
judgment involved in determining the value in use of
the relevant assets based on the estimated future
cash flows generated.
Deferred Tax Asset – tax losses
Refer to Note 3 and Note 8 in the financial statements
The Group has a material Deferred Tax Asset balance
of $1.2m relating to operating losses and temporary
differences.
This is considered a key audit matter as there is a high
degree of subjectivity and complexity in respect of the
recognition of
the
expectation that future profits against which the
deferred tax asset can be utilised are more likely than
not.
tax asset and
the deferred
Our audit procedures in relation to intangible assets
included:
•
•
•
Assessing management’s impairment assessment
by checking the mathematical accuracy of the cash
flow model, and reconciling input data to supporting
evidence, such as approved budgets and
considering the reasonableness of these budgets;
the
reasonableness
key
Challenging
assumptions, including the cash flow and revenue
projections, revenue growth rate, exchange rates,
discount rates, and any sensitivities used; and
of
Confirming our understanding of the nature of the
intangible assets, the strategic purpose of the
projects and its ability to generate future revenues
through discussions with management.
Our audit procedures in relation to the deferred tax balance
included:
•
•
Assessing management’s assumptions in relation to
the recoverability of the deferred tax asset and the
manner in which temporary differences would be
included
reversed and
losses utilised.
reviewing and challenging management’s budgets
and cash flow forecasts, and determining the
historical accuracy of management’s assumptions;
and
This
Assessing the appropriateness and adequacy of
disclosures made in the financial statements in note
3 Income Tax.
Other Information
The directors are responsible for the other information. The other information comprises the information included in the
Group's annual report for the year ended 30 June 2018, but does not include the financial report and the auditor's report
thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so,
consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in
the audit or otherwise appears to be materially misstated.
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AUDITOR’S REPORT
Other Information (Continued.)
If, based on the work we have performed, we conclude that there is a material misstatement of this other information,
we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in
accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the
directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is
free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a
going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative
but to do so.
Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material
misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian
Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or
error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance
Standards Board website at: www.auasb.gov.au/auditors_responsibilities/ar2.pdf. This description forms part of our
auditor's report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors' report for the year ended 30 June 2018.
In our opinion, the Remuneration Report of World Reach Ltd., for the year ended 30 June 2018, complies with
section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in
accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
RSM AUSTRALIA PARTNERS
J S CROALL
Partner
Dated: 30 August 2018
Melbourne, Victoria
30 August 2018
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AUSTRALIAN SECURITIES EXCHANGE INFORMATION
AUSTRALIAN SECURITIES EXCHANGE INFORMATION
SUBSTANTIAL SHAREHOLDERS
As at 31 August 2018.
This section includes information required by ASX Listing Rules which
is not disclosed elsewhere in this Annual Report.
TWENTY LARGEST SHAREHOLDERS
Number of
Shares
% of Class
DAVID STEWART/GLENAYR P/L
10,540,000
SGV1 HOLDINGS LIMITED
FF OKRAM PTY LTD
9,243,207
8,634,258
19.93%
17.48%
16.33%
- These shareholders do not hold any options to subscribe for ordinary
shares.
Number
% of Class
DISTRIBUTION OF SHARES
DAVID STEWART/GLENAYR P/L
10,540,000
19.93%
Size of Holdings
SGV1 HOLDINGS LIMITED
9,243,207
17.48%
FF OKRAM PTY LTD
8,634,258
16.33%
1 to 1,000
ARTPRECIATION PTY LTD
1,848,632
3.50%
1,001 to 5,000
Number of
Number of
Holders
Shares
%
0.14%
0.70%
0.88%
71,922
369,134
465,454
5,505,238
10.41%
46,461,704
87.87%
251
132
63
156
51
5,001 to 10,000
10,001 to 100,000
100,001 and over
TOTAL
653
52,873,452
100.00%
HOLDERS OF LESS THAN A MARKETABLE PARCEL OF QUOTED
ORDINARY SHARES
Number of
Holders
% of Total
Holders
Number of Shares
% of Total
Quoted
Shares
347
53.14%
289,169
0.55%
CAPOCCHI SUPER PTY LTD
KILLARNEY PROPERTIES P/L
RAPAKI PTY LTD
IVAN & FELICITY TANNER
HOTTON FAMILY
EVERCITY PTY LTD
TOM BEKIARIS
VINCENT GALANTE
SIMPSON FAMILY
PETER LINCOLN SIMPSON
ROBERT MANSFIELD NIALL
TWARTZ FAMILY
TASMAN DOUGLAS LOVELL
NICHOLAS ANDREW ROXBURGH
HUGH WILLIAM ROXBURGH
INVIA CUSTODIAN PTY LTD
1,603,899
1,212,245
1,076,473
861,035
807,052
800,000
731,835
694,487
600,000
600,000
527,200
416,666
410,000
370,000
360,000
348,731
3.03%
2.29%
2.04%
1.63%
1.53%
1.38%
1.70%
1.31%
1.13%
1.13%
1.00%
0.79%
0.78%
0.70%
0.68%
0.66%
TOTAL TOP 20:
41,685,720
78.84%
TOTAL ISSUED:
52,873,452
100.00%
HOLDERS OF EACH CLASS OF EQUITY SECURITY
The company has issued:
- 52,873,452 ordinary fully paid shares to 653 shareholders.
- 2,486,550 options to subscribe for ordinary shares to 7 option holders.
No convertible notes remain on issue.
VOTING RIGHTS
There are 52,873,452 ordinary fully paid shares held by 653 members
and these are the only class of share currently issued. The Company’s
Constitution provides that every member present in person, by proxy or
by corporate representative or by appointed attorney shall on the show
of hands have one vote.
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World Reach Limited
ABN 39 010 568 804
5/8 Anzed Court,
Mulgrave Victoria,
Australia 3170
+61 3 8561 4200
+61 3 9560 9055
info@worldreach.com.au
www.worldreach.com.au
Beam Communications Pty Ltd
SatPhone Shop Pty Ltd
ABN 97 103 107 919
ABN 40 099 121 276
SatPhonerental Pty Ltd
ABN 18 114 959 992
Beam Communications USA Inc.
Delaware Corporation No. 5228652
5/8 Anzed Court,
Mulgrave Victoria,
Australia 3170
+61 3 8588 4500
+61 3 9560 9055
5/8 Anzed Court,
Mulgrave Victoria,
Australia 3170
+61 1 300 368 611
+61 3 8669 4424
5/8 Anzed Court,
Mulgrave Victoria,
Australia 3170
+61 1 300 368 611
+61 3 8669 4424
C/- Martensen Wright PC
One Capitol Mall, Suite 670
Sacramento, CA 95814 USA
+1 800 250 5819 (USA only)
+1 888 972 8037
info@beamcommunications.com
info@satphoneshop.com
rentals@satphoneshop.com
support@beamcommunications.com
www.beamcommunications.com
www.satphoneshop.com
www.satphonerentals.com.au
www.beamcommunications.com/support