China Rapid Finance Limited
Annual Report 2016

Plain-text annual report

XRF SCIENTIFIC LIMITED ABN 80 107 908 314 ANNUAL FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2016           CONTENTS CHAIRMAN’S LETTER DIRECTORS’ REPORT AUDITOR’S INDEPENDENCE DECLARATION 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 SHAREHOLDER INFORMATION CORPORATE DIRECTORY 3 4 17 18 19 20 21 22 54 56 58 60 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 1        FINANCIAL RESULTS SUMMARY Sales up 3% Net Profit After Tax down 42% 22,496 21,666 20,504 21,050 3,813 2,639 2,441 1,537 13 14 15 16 Sales Revenue ($'000) 13 14 15 16 Net Profit After Tax ($'000) Operating Cash Flow down 90% Earnings Per Share down 42% 4,131 4,124 2.9 2,612 425 2.0 1.8 1.2 13 14 15 16 13 14 15 16 Operating Cash Flow ($'000) Earnings Per Share (Cents) 2 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT     CHAIRMAN’S LETTER Dear Shareholder, The worldwide trading pressures that commenced Movements in the Australian dollar have been in the 2013-14 financial year continued into 2015-16 managed and the higher import costs have been and put pressure on the Company to strengthen offset by the competiveness of the current and, where appropriate, expand its business. exchange rates which has assisted exports. The Board’s decision to retain a strong cash The net profit for the year is $1,537,264 and the position with no debt was vindicated in that it total dividends paid are 0.5 cents per share, fully enabled a major upgrade of the Melbourne franked. The result was not as good as had been Precious Metals plant to proceed. The work should originally hoped for. However, a range of factors, be completed by the end of October 2016. It is especially in the Australian market, contributed to anticipated there will be positive earnings results in overall business uncertainty and weaker trading 2017. conditions in all but the building and construction Importantly, the Company has been able to sectors. strengthen its position in Europe – especially in The senior management team has been diligent in Germany – with the establishment of an office in ensuring tight financial control, exploitation of new Karlstein and the appointment of two highly markets, delivering a credible result while also respected and competent staff with extensive, delivering on the Company’s medium to long term long-standing European and international strategic growth plan. experience. To date the Consumables, Precious Metals and Capital Equipment divisions remain strong and XRF Scientific has been able to match its competitors and retain longstanding customers. Along with all of its competitors, the Company was adversely affected by a spike in the price of lithium, which is an input into some consumable products. Very recent discoveries of lithium suggest the prices will stabilise and, in the medium to longer term, decline. Kenneth Baxter Chairman XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 3        FINANCIAL RESULTS SUMMARY DIRECTORS’ REPORT Your directors present their report on the company XRF Scientific Limited and its controlled entities for the financial year ended 30 June 2016. DIRECTORS The names of the directors in office at any time during or since the end of the financial year are: Kenneth Baxter (Chairman) David Brown David Kiggins Fred Grimwade Directors have been in office since the start of the financial year to the date of this report unless otherwise stated. PRINCIPAL ACTIVITY The principal activity of the economic entity during the financial year was the business of manufacturing and marketing precious metal products, specialised chemicals and instruments for the scientific, analytical and mining industries. No significant change in the nature of these activities occurred during the year. DIVIDENDS – XRF SCIENTIFIC LIMITED AND CONTROLLED ENTITIES Dividends paid to members during the financial year were as follows: Final dividend for the year Interim dividend 2016 $ 925,098 268,037 2015 $ 1,453,727 660,785 In addition to the above dividends, since the end of the financial year the directors have declared the payment of a fully franked final dividend of 0.3 cents per share to be paid on 30 September 2016 out of retained earnings at 30 June 2016. 4 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT     DIRECTORS’ REPORT REVIEW OF OPERATIONS A review of the operations of the economic entity during the financial year and the results of those operations found that during the year, the economic entity continued to engage in its principal activity and the results and financial position are disclosed in the attached financial statements. The consolidated entity has produced a Net Profit After Tax (NPAT) of $1,537,264 for the year ended 30 June 2016, compared with $2,639,463 for the previous year. Details of the results for the financial year ended 30 June 2016 are as follows: Total revenue and other income NPAT Basic earnings per share – (cents per share) Diluted earnings per share – (cents per share) Underlying profit before tax 1 June 2016 June 2015 Increase / (decrease) over prior year $ $ 21,336,164 20,947,295 1,537,264 2,639,463 1.2 1.2 2.0 2.0 3,040,092 3,905,276 % 2 (42) (42) (42) (22) 1 Non-IFRS financial information. Normalised for non-operational adjustments. Refer below for details. OPERATING RESULTS XRF Scientific Ltd (“XRF” or “Company”) is pleased to report its June 2016 full-year results to shareholders. The Company has generated revenue and other income of $21.3m and Net Profit After Tax of $1.5m. Underlying profit before tax of $3.0m was delivered, before expensing costs associated with acquisitions, R & D and expansion of the Precious Metals Division. The Directors have confirmed that a final dividend of 0.3 cents per share, fully franked, will be payable with a record date of 16 September 2016 and payment date of 30 September 2016. In conjunction with the interim dividend already paid, this provides a dividend payout ratio of 43%. The Board is committed to its strategic investment in the Precious Metals division which is expected to deliver significant growth and improve shareholder return in the medium term. This investment in capital assets and operations in Melbourne, combined with the establishment of our German and European operations, will be cash flow negative in the short term and as a consequence the Board has reduced the annual dividend payout ratio in order to invest in this growth. Conditions for the Capital Equipment Division improved in the second half of the year. The first half delivered a loss before tax of $112k, which was turned into a profit before tax of $170k for the full-year. The result included an obsolete stock write off of $28k in relation to an outgoing product line. The new office in Belgium, via the acquisition of Socachim SPRL, contributed to the improved result in the second half. The division launched an exciting new product for the automated weighing of XRF flux, the “xrWeigh Carousel”. The initial response from customers has been strong, which is expected to translate into sales in FY17. XRF is continuing its product development activities which will see the division busy with R & D throughout next year. The Consumables Division generated a steady result, delivering profits before tax of $1.83m, as compared to $1.93m in the PCP. Cost of goods sold increased throughout the period, due to increased lithium chemical costs, which is an input into some of XRF’s consumable products. The increased lithium costs are expected to have an effect on both revenue and costs in FY17. Inventory for the Consumables product line increased by $0.7m, as compared to 30 June last year, as a result of the increased cost of lithium and our commitment to carry more buffer stock of raw materials to ensure our customers do not suffer any supply interruption issues. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 5            DIRECTORS’ REPORT OPERATING RESULTS continued The Precious Metals Division delivered a statutory profit of$0.55m. Underlying profit before tax was $1.04m after adjusting for expansion and relocation costs. Whilst overall order levels remained reasonable, sales were negatively affected in certain areas such as North America. As announced in November 2015, the Company is making a significant investment in its Precious Metals division, specifically in the capital assets and operations in Melbourne and in the establishment of our German and European operations. We have purchased a significantly larger facility in Melbourne and are commencing final commissioning which we expect to deliver operational capacity in September. The focus in 2017 will be in enhancing our product quality and expanding production into new product lines through a wide scale product and manufacturing improvement program, in line with our expansion goals. Of the $3.3m expansion budget previously announced, $2.3m has been spent as at 30 June. It is anticipated that this budget will be expanded in FY17, to cater for additional production equipment to meet anticipated increases in demand. The XRF presence in Germany was established in April with the setup of new offices. The main German operations commenced in August and will deliver improved technical and sales expertise in targeting both the German and the wider European markets. The new team in Germany has been assembled to provide the distribution mechanism for one of the key target markets that requires the enhanced products, commencing with regular platinum labware products. It will also provide the base for the sale into Europe of a new range of platinum products that XRF will be manufacturing and marketing in the near future. Most of these highly specialised products will be for industries unrelated to mining, which will further reduce revenue exposure to the sector, and diversify the Company’s product range. This represents a major investment in the region and is not expected to be cash flow positive until FY18. During the year, total costs of $491k were expensed in relation to the Division’s expansion. The major components were $98k in R & D for manufacturing process improvements and $211k in relocation costs, which included a non-cash write off of $160k in leasehold improvements from the old Melbourne factory. The new German office also incurred a loss of $170k, resulting from initial establishment and start-up operational costs. In early December 2015, the acquisition of Socachim SPRL was completed for total consideration of €500,000. Socachim was founded in 1994 by Mr Michel Davidts, and has been a distributor of XRF’s products since 1998. The business is located in Brussels, Belgium and currently sells XRF’s products throughout Europe and Northern Africa. With the large majority of Socachim’s revenue being derived from XRF’s products, the business changed its name to XRF Scientific Europe. Alongside XRF Scientific Americas (formerly Kitco Labware), it formed the Company’s second international office, allowing XRF to provide customers and distributors with 24-hour direct support. The new European division is managed by Frederic Davidts, who is highly regarded in the industry and one of the world’s leading experts in fusion sample preparation. The acquisition of this new European office provides another platform to grow international revenue, which is key to the Company’s growth strategy. Under XRF’s ownership, additional resources are being deployed to grow fusion product sales throughout Europe. Additional high quality bolt-on acquisitions are currently under review, which there is a possibility of completing in 2016. As at 31 August 2016, the Company’s cash position was $3.0m, which has decreased from $6.76m as at 30 June 2015, following payments for acquisitions, dividends, product development costs and the Precious Metals Division expansion. Long-term debt is currently $1.1m, which was for partial funding of the new precious metals factory in Melbourne. During the year, positive operating cash flow was recorded of $425k. Working capital requirements increased through the period, due to increased inventory level requirements of $1m. Alongside the impact of lithium prices on the Consumables Division, additional stock was being held by the Capital Equipment Division of $219k, from increased sales levels and new product lines. Sales levels were also buoyant in May and June, which combined delivered 22% of the year’s revenue and therefore increased debtors as at 30 June. 6 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT           DIRECTORS’ REPORT OPERATING RESULTS continued Looking forward to FY17, the Group’s firm focus is on growing international revenue, particularly in sectors not related to mining. Non-mining revenue has grown to around 30% and it is XRF’s aim to significantly increase this percentage. The expansion of the Precious Metals Division, new product developments and acquisitions will be the key growth projects for the year ahead. Whilst market conditions continue to remain difficult, XRF is confident of standing out amongst its peers, as a company that remains profitable throughout the cycle. MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR A final dividend of 0.3 cents per share fully franked was declared on 26 August 2016, bringing the total dividend for the year to 0.5 cents per share fully franked (FY15: 1.2 cents per share fully franked), with a record date of 16 September 2016 and payment date of 30 September 2016. There were no other events subsequent to the reporting date which have significantly affected or may significantly affect the XRF Scientific Limited operations, results or state of affairs in future years. LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS Likely results in the operations of the economic entity and the expected results of those operations in the future financial year have not been included in this report, as the disclosure of such information may lead to commercial prejudice to the economic entity. SIGNIFICANT CHANGES IN STATE OF AFFAIRS There have been no significant changes in the affairs of the Group. ENVIRONMENTAL REGULATION All companies within the Group continued to comply with all environmental requirements. Wherever possible, carbon emissions have been limited, and new production techniques adopted to reduce energy use. The Directors have considered compliance with the National Greenhouse and Energy Reporting Act 2007 which requires entities to report greenhouse gas emissions and energy use. For the measurement period 1 July 2015 to 30 June 2016 the directors have assessed that there are no current reporting requirements, but the Company may be required to do so in the future. The economic entity is also subject to the environmental regulations under the laws of the Commonwealth or of a State or Territory in which it operates. The Directors are not aware of any breaches of these regulations. CORPORATE GOVERNANCE DISCLOSURE The Group’s Corporate Governance Statement for the year ended 30 June 2016 can be found at:  http://www.xrfscientific.com/corporate-governance/ The statement also summarises the extent to which the Group has complied with the Corporate Governance Council’s recommendations. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 7            DIRECTORS’ REPORT INFORMATION ON DIRECTORS Kenneth Baxter Date of appointment: Qualifications: Chairman (Non-Executive) 5 July 2005 (11 years) Bachelor of Economics, Fellow of Australian Institute of Management and Fellow of the Australian Institute of Company Directors Experience: Part time Commissioner with the Australian Government Productivity Commission; former Chairman of PNG Energy Developments Ltd, TFG International Pty Ltd, and the Australian Dairy Corporation & Thai Dairy Industries Ltd; former Director of the Hydro Electric Corporation of Tasmania, and Air Niugini Ltd; former Secretary of Department of Premier Other current directorships: Private companies only & Cabinet Victoria Former directorships in last 3 years: Chairman of PNG Energy Developments Ltd, PNG Sustainable Infrastructure Ltd and Infraco Asia Developments Pte Ltd; Director of Dairy NSW and other private companies Special responsibilities: Chairman of the Board, member of the Audit & Governance and Remuneration Committees No. of shares: David Brown 670,623 fully paid ordinary shares Director (Non-Executive) Date of appointment: 7 June 2004 (12 years) Qualifications: Experience: Bachelor of Science, Bachelor of Economics Has 40 years of experience in research and development and manufacturing of X-Ray Flux chemicals; formerly Chief Chemist for Swan Brewery Co. Ltd and Chairman of Scientific Other current directorships: Private companies only Former directorships in last 3 years: Private companies only Industries Council of WA Special responsibilities: Technical consultant to XRF Chemicals Pty Ltd No. of shares: David Kiggins 8,213,300 fully paid ordinary shares Director (Non-Executive) Date of appointment: 1 May 2012 (4 years) Qualifications: Bachelor of Science (Hons), member of the Institute of Chartered Accountants of England Experience: Ten years at Arthur Andersen, working in audit and business consulting in the UK, and Wales, member of the Institute of Chartered Secretaries and Administrators, and member of Australian Institute of Company Directors Australia, Africa and the Middle East; formerly GM Business Development and Company Secretary at Automotive Holdings Group Limited, Finance Director and Company Secretary at Global Construction Services Limited. Currently the Chief Financial Officer at Heliwest Other current directorships: Private companies only Former directorships in last 3 years: Private companies only Special responsibilities: Chairman of the Audit & Governance Committee, member of the Remuneration Committee No. of shares: Fred Grimwade 212,900 fully paid ordinary shares Director (Non-Executive) Date of appointment: 1 May 2012 (4 years) Qualifications: Bachelor of Commerce and Law, Master of Business Administration, Fellow of the Governance Institute of Australia, Fellow of the Australian Institute of Company Directors, and Life Member of the Financial Services Institute of Australasia Experience: Has held general management positions at Colonial Agricultural Company, the Colonial Group, Western Mining Corporation and Goldman, Sachs & Co. Currently a Principal and Executive Director of Fawkner Capital. Other current directorships: Chairman of CPT Global Limited; Chairman of Troy Resources Limited; Non-Executive Director of Select Harvests Limited, Australian United Investment Company Limited, NewSat Limited and other private companies Former directorships in last 3 years: Chairman of Fusion Retail Brands Pty Ltd and other private companies Special responsibilities: Chairman of the Remuneration Committee, member of the Audit & Governance Committee No. of shares: 400,000 fully paid ordinary shares 8 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT           DIRECTORS’ REPORT COMPANY SECRETARIES Vance Stazzonelli, B.Comm, CPA – Vance has held the role of Company Secretary since June 2008. Andrew Watson, B.Comm, CA – Andrew was appointed Joint Company Secretary in August 2013. OTHER KEY MANAGEMENT Vance Stazzonelli (Chief Executive Officer – XRF Scientific Limited) Vance joined XRF Scientific as Chief Financial Officer in October 2009. He was subsequently appointed to Chief Operating Officer in January 2011 and then Chief Executive Officer in August 2012 Andrew Watson (Chief Financial Officer – XRF Scientific Limited) Andrew joined XRF Scientific as Group Accountant in August 2012 and was promoted to Chief Financial Officer in July 2014. He is a member of the Chartered Accountants Australia and New Zealand. MEETINGS OF DIRECTORS The number of meetings held by the Board of Directors including meetings of the committees of the Board and the number of meetings attended by each of the Directors during the financial year ended 30 June 2016 were as follows: Kenneth Baxter David Brown David Kiggins Fred Grimwade Full meetings of Directors Meetings of committees - Audit, Corporate Governance & Remuneration A 13 13 13 13 B 13 13 12 13 A 3 ** 3 3 B 2 ** 3 3 A = Meetings held during the time the director held office or was a member of the Committee during the year B = Meetings attended ** = Not a member of the relevant Committee REMUNERATION REPORT (Audited) (a) Principles used to determine the nature and amount of remuneration. Remuneration governance The Remuneration Committee is a committee of the Board. Their objective is to ensure that remuneration policies and structures are fair and competitive and aligned with the long-term interests of the company. It is primarily responsible for making recommendations to the Board on:     the over-arching executive remuneration framework operation of the incentive plans which apply to the executive team, including key performance indicators and performance hurdles remuneration levels of executive directors and other key management personnel, and non-executive director fees XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 9            DIRECTORS’ REPORT REMUNERATION REPORT (Audited) continued Non-executive directors Fees and payments to non-executive directors reflect the demands which are made on, and the responsibilities of, the directors. Non-executive directors’ fees and payments are reviewed periodically by the Board. The Chairman’s fees are determined independently to the fees of non-executive directors based on comparative roles in the external market. The Chairman is not present at any discussions relating to determination of his own remuneration. The Chairman’s remuneration is inclusive of committee fees. Non-executive directors may receive share options. Directors’ fees The current base remuneration was last reviewed in July 2016. The maximum currently stands at $400,000 per annum and was approved by shareholders at the Annual General Meeting in November 2012. Base director fees From 15 November 2012 From 1 July 2016 Chairman Non-Executive Directors Committee Chairman Executive pay $80,000 $50,000 $7,500 $87,000 $55,000 $8,000 The executive pay and reward framework has three components: 1. Base pay and benefits, including superannuation 2. Short-term performance incentives, and 3. Long-term incentives. It is Board policy to review key management annually, and adjust such compensation taking into account the manager’s performance, the performance of the entity which they manage, and the performance of the Group of companies. Where appropriate, there is a direct link between financial performance (profit or growth) to key managers’ compensation by way of bonus, which is assessed under a weighted balanced scorecard method, as set out by the Remuneration Committee at the start of each year. This method is accepted by the Board as being an appropriate incentive for encouraging key management personnel to reach targets that are in excess of budgeted growth. (i) Base Pay Executives are offered a competitive base pay that forms the fixed component of pay. Base pay for executives is reviewed annually to ensure the executive’s pay is competitive with the market. An executive’s pay is reviewed on promotion. (ii) Benefits Executives may receive benefits including car/mileage allowance. (iii) Superannuation Retirement benefits of 9.5% of the base pay are delivered to the individual super fund of the executive’s choice. (iv) Short-term performance incentives Bonuses may be paid on the performance of the individual entity based on full year performance for the financial year. In most instances bonus payments are based on the achievement of a percentage of that year’s budget and targets/objectives being met. A short term incentive (STI) pool is available for executives during the annual review, which is subject to caps that are in place. 10 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT           DIRECTORS’ REPORT REMUNERATION REPORT (Audited) continued Using a profit target ensures variable reward is only available when value has been created for shareholders and when profit is consistent with the business plan. Specific details of key management personnel bonuses can be found under the service contracts section of this report. (v) Long-term incentives There are no specific long term incentives in place, however the matter is currently being considered by the Remuneration Committee. (vi) Assessing performance and claw-back of remuneration The Board is currently reviewing the Executive Performance Reward Policy with regards to the following: in the event of serious misconduct or a material misstatement in the Group’s financial statements, the Board may cancel or defer remuneration and may also claw back performance-based remuneration paid in previous financial years. (b) Details of remuneration (i) Non-Executive Kenneth Baxter David Brown David Kiggins Fred Grimwade Chairman Non-Executive Director Non-Executive Director Non-Executive Director (ii) Other Key Management Personnel The following persons also had authority and responsibility for planning, directing and controlling the activities of the Group: Vance Stazzonelli Andrew Watson Fixed Remuneration Chief Executive Officer Chief Financial Officer The level of fixed remuneration is set as to provide base level of remuneration which is both appropriate to the position and its competitive market. Fixed remuneration is reviewed annually by the Remuneration Committee based on market rates, as well as having regard to the Company, divisional and individual performance. The fixed remuneration of other key management personnel is contained in information that follows. Variable Remuneration (Short-Term Incentive) To assist in achieving the objective of retaining a high quality executive team, the Remuneration Committee links the nature and amount of the executive emoluments to the Company’s financial and operating performance. For the CEO, variable remuneration is calculated based on an assessment of key performance indicators using a weighted balanced scorecard method, as set out by the Remuneration Committee at the start of each year. The maximum amount payable to the CEO is $70,000. There were five categories of STI performance measure (plus a discretionary component) for the year ended 30 June 2016. Those measures were chosen to provide a balance between corporate, individual, operational, strategic, financial and behavioural aspects of performance. The weighting assigned to each of the performance measures was as follows: Execution of business growth strategy (30%) Leadership (10%)  Group financial performance (30%)    Compliance and risk management (5%)   Discretionary (20%) Stakeholder & associated business relations (5%) XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 11            DIRECTORS’ REPORT REMUNERATION REPORT (Audited) continued (b) Details of remuneration continued The Remuneration Committee considered the performance of the CEO against the performance measures outlined above. While the Group’s financial performance reduced in comparison to the prior period, a range of key strategic targets were met. A number of business acquisitions were successfully completed and internal expansion plans are on schedule. All compliance obligations were met throughout the year with no reported issues and relationships with internal and external stakeholders were well managed. It was decided that $27,397 (plus superannuation of 9.5%) would be paid, which is approximately 43% of the maximum amount payable. Bonus payments to other key management personnel were 100% discretionary. These amounts were accrued at 30 June 2016 and paid in August 2016. Amounts of remuneration Details of the remuneration of directors and the key management personnel (as defined in AASB 124 Related Party Disclosures) of XRF Scientific Limited are set out in the following: Post- employment Short-term Benefits Benefits Long-term Benefits Cash Salary $ Cash Super- Bonuses Other annuation $ $ Long Service Leave $ Termination benefits $ 72,498 45,310 52,108 52,108 222,024 253,699 152,385 406,084 628,108 - - - - - 27,397 9,132 36,529 36,529 - 2 163,029 - - 163,029 3 28,219 - 28,219 191,248 6,887 4,304 4,950 4,950 21,091 29,385 15,344 44,729 65,820 Post- employment - - - - - 4,897 2,869 7,766 7,766 - - - - - - - - - Short-term Benefits Benefits Long-term Benefits Cash Salary $ Cash Super- Bonuses Other annuation $ $ Long Service Leave $ Termination benefits $ 71,374 44,607 51,300 51,300 218,581 237,443 137,846 375,289 593,870 - - - - - - - - - - 2 154,860 - - 154,860 - - - 154,860 6,781 4,238 4,874 4,874 20,767 22,557 13,095 35,652 56,419 - - - - - 3,912 2,952 6,864 6,864 - - - - - - - - - Total $ 79,385 212,643 57,058 57,058 406,144 343,597 179,730 523,327 929,471 Total $ 78,155 203,705 56,174 56,174 394,208 263,912 153,893 417,805 812,013 2016 1 Non-executive directors Kenneth Baxter David Brown David Kiggins Fred Grimwade Sub-total non-executive directors Other key management personnel Vance Stazzonelli Andrew Watson Sub-total key management personnel 2015 Non-executive directors Kenneth Baxter David Brown David Kiggins Fred Grimwade Sub-total non-executive directors Other key management personnel Vance Stazzonelli Andrew Watson Sub-total key management personnel 1 The year ended 30 June 2016 had 27 fortnightly pay periods, while the prior corresponding period had 26. 2 Technical services provided by consultancy (such as technical sales and support, analytical method development). 3 Payment of excess annual leave accrued by the employee. 12 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT           DIRECTORS’ REPORT REMUNERATION REPORT (Audited) continued (b) Details of remuneration continued Percentage of performance related compensation of total remuneration Certain key management personnel are paid performance bonuses in addition to set remuneration amounts. The Board of Directors have set these bonuses to encourage growth and profitability. Bonuses are paid as per the conditions set out in page 10. The relative proportions of remuneration that are linked to performance and those that are fixed are as follows: Fixed Remuneration At risk - STI At risk - LTI 2016 2015 2016 2015 2016 2015 Other key management personnel Vance Stazzonelli Andrew Watson 91% 100% 94% 100% 9% 6% – – – – – – Options issued as part of total remuneration No options have been issued in 2015 or 2016 as part of total remuneration. Voting and comments made at the company’s 2015 Annual General Meeting The company received validly appointed proxies of 99% of “yes” votes on its remuneration report for the 2015 financial year. The remuneration resolution was carried on a show of hands. The company did not receive any specific feedback at the AGM or throughout the year on its remuneration practices. (c) Shareholder Wealth The following is a summary of key shareholder wealth statistics for the Company over the past 5 years (listed since 2006). Dividends Declared Per Share Price Market Capitalisation EBIT $ Earnings Per Share Cents 2011/12 4,809,646 2012/13 5,142,299 2013/14 3,358,127 2014/15 3,477,167 2015/16 2,318,737 2.8 2.9 1.8 2.0 1.2 Share Cents 1.5 1.7 1.1 0.7 0.5 Cents $ 26 31 21 21 18 33,494,179 40,968,700 27,752,990 27,752,990 24,088,645 (d) Share-based compensation There was no share based compensation to any Director or Key Management Personnel for the years ended 30 June 2015 and 2016. The Company has not adopted an employee share option scheme. (e) Bonuses Each individual Key Management Personnel performance bonus was discussed and reviewed against the requirements set out on page 10. It was agreed that the proposed performance bonuses met these conditions, specifically individual performance against agreed Key Performance Indicators. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 13            DIRECTORS’ REPORT REMUNERATION REPORT (Audited) continued (f) Shares held by key management personnel Details of equity instruments (other than options and rights) held directly, indirectly or beneficially by key management personnel and their related parties are as follows: Name Directors of XRF Scientific Limited Kenneth Baxter David Brown David Kiggins Fred Grimwade Other key management personnel Vance Stazzonelli Balance at 1 On-market Balance at 30 July 2015 trades June 2016 610,623 8,213,300 212,900 400,000 60,000 - - - 670,623 8,213,300 212,900 400,000 320,000 130,000 450,000 Securities Trading Policy The Company has adopted a policy that imposes certain restrictions on Directors and employees trading in the securities of the Company. The restrictions have been imposed to prevent trading in contravention of the insider trading provisions of the Corporations Act. Option holdings There were no options over ordinary shares in the company held during the financial year by directors of XRF Scientific Limited or other key management personnel of the Group. (g) Service Agreements Remuneration for the Chief Executive Officer and Chief Financial Officer is set out in service agreements, which are detailed below: Vance Stazzonelli, Chief Executive Officer of XRF Scientific Limited Terms of agreement – Ongoing employment contract effective 1 July 2012. Base salary is $254,400 per annum (effective 1 July 2016), plus superannuation benefits of 9.5%. Payment of a termination benefit on early termination by the Company, other than for gross misconduct, equal to six months full pay. Notice period by the employee of six months. Payment of bonuses is based on a range of strategic, financial, operational, personnel, and Board-related key performance indicators. Andrew Watson, Chief Financial Officer of XRF Scientific Limited Terms of agreement – Ongoing employment contract effective 24 July 2014. Base salary is $155,000 per annum (effective 1 July 2016), plus superannuation benefits of 9.5%. Payment of a termination benefit on early termination by the Company, other than for gross misconduct, equal to three months full pay. Notice period by the employee of three months. Payment of bonuses is based on a range of strategic, financial, operational, personnel, and Board-related key performance indicators. No other key management personnel are currently employed under service contracts. 14 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT           DIRECTORS’ REPORT REMUNERATION REPORT (Audited) continued (h) Remuneration consultants No remuneration consultants were used in the years ended 30 June 2016 and 30 June 2015. (i) Other transactions with key management personnel Premises were rented from a related entity of Director David Brown during the financial year. These properties were rented on normal commercial terms and conditions, totalling $114,029 (2015: $112,012). No amounts were outstanding at the end of the year. As the sole director of XRF Chemicals Pty Ltd, Vance Stazzonelli is currently guarantor on a lease in Osborne Park. (j) Loans to directors and executives No loans were made to directors and executives during the financial years ended 30 June 2016 and 30 June 2015. End of remuneration report (Audited). NON-AUDIT SERVICES Details of the non-audit services provided by the Company’s external auditor BDO Audit (WA) Pty Ltd and its related practices during the year ended 30 June 2016 are outlined in the following table. Based on advice from the Company’s Audit and Governance Committee, the Directors are satisfied that the provision of non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The nature and the scope of each type of non-audit service provided means that auditor independence was not compromised. During the year the following fees were paid or payable for services provided by the auditor of the parent entity, its related practices and non-related audit firms: BDO Audit (WA) Pty Ltd Audit and review of financial reports Taxation services Other services BDO Réviseurs d'Entreprises Soc. Civ. SCRL(Belgium) Audit and review of financial reports Taxation services BDO AG Wirtschaftsprüfungsgesellschaft (Germany) Taxation services Consolidated 2016 $ 2015 $ 104,813 103,779 49,025 13,022 47,420 11,089 18,377 9,990 18,114 - - - Total remuneration for audit and other services 213,341 162,288 The Board is satisfied that the auditors of the Company, BDO Audit (WA) Pty Ltd remain independent. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 15            DIRECTORS’ REPORT OPTIONS No unissued ordinary shares of XRF Scientific Limited remain under option at the date of this report. INSURANCE OF DIRECTORS AND OFFICERS During the financial year, the company paid insurance premiums to insure the directors and officers of the company and its Australian–based controlled entities, and general managers of each of the divisions of the Group. The liabilities insured are legal costs that may be incurred in defending civil or some criminal proceedings that may be brought against the officers in their capacity as officers of entities in the Group, and any other payments arising from liabilities incurred by the officers in connection with such proceedings. This does not include such liabilities that arise from conduct involving a wilful breach of duty by the officers or the improper use by the officers of their position or of information to gain advantage for themselves or someone else or to cause detriment to the company. It is not possible to apportion the premium between amounts relating to the insurance against legal costs and those relating to other liabilities. PROCEEDINGS ON BEHALF OF OR INVOLVING THE ECONOMIC ENTITY No person has applied for leave of Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the company or intervene in any proceedings to which the company is a party for the purpose of taking responsibility on behalf of the company for all or any part of those proceedings. No proceedings have been brought or intervened in on behalf of the company with leave of the Court under section 237 of the Corporations Act 2001. AUDITOR’S INDEPENDENCE DECLARATION A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 17. AUDITOR BDO Audit (WA) Pty Ltd continues in office in accordance with section 327 of the Corporations Act 2001. This report is made in accordance with a resolution of directors and signed for and on behalf of the Board by: Kenneth Baxter Chairman Perth 22 September 2016 16 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT           Tel: +61 8 6382 4600 Fax: +61 8 6382 4601 www.bdo.com.au 38 Station Street Subiaco, WA 6008 PO Box 700 West Perth WA 6872 Australia DECLARATION OF INDEPENDENCE BY GLYN O'BRIEN TO THE DIRECTORS OF XRF SCIENTIFIC LIMITED As lead auditor of XRF Scientific Limited for the year ended 30 June 2016, I declare that, to the best of my knowledge and belief, there have been: 1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and 2. No contraventions of any applicable code of professional conduct in relation to the audit. This declaration is in respect of XRF Scientific Limited and the entities it controlled during the period. Glyn O'Brien Director BDO Audit (WA) Pty Ltd Perth, 22 September 2016 BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation, other than for the acts or omissions of financial services licensees. CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2016    Revenue from continuing operations Cost of sales Gross profit Other income Share of profit of investments accounted for using the equity method Administration expenses Other expenses Occupancy expenses Finance costs Profit before income tax Income tax expense Note Consolidated 2016 $ 2015 $ 5 21,132,846 20,670,839 (12,551,843) (11,972,857) 8,581,003 8,697,982 5 150,570 52,748 257,829 18,627 (4,895,343) (4,003,642) (781,129) (706,372) (28,057) (714,603) (611,733) (1,272) 2,373,420 3,643,188 7 (836,156) (1,003,725) Profit after income tax from continuing operations attributable to equity holders of XRF Scientific Limited 1,537,264 2,639,463 Other comprehensive income Items that will be classified to profit or loss Foreign currency translation differences Total comprehensive income for the year 22(a) (29,165) 121,960 1,508,099 2,761,423 Total comprehensive income attributable to equity holders of XRF Scientific Limited 1,508,099 2,761,423 Earnings per share for the year attributable to equity holders of XRF Scientific Limited Basic earnings per share (cents per share) Diluted earnings per share (cents per share) 32 32 1.2 1.2 2.0 2.0 The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes. 18 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT       CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2016 CURRENT ASSETS Cash and cash equivalents Trade and other receivables Inventories Other assets Total Current Assets NON-CURRENT ASSETS Property, plant and equipment Intangible assets Investments accounted for using the equity method Deferred tax asset Total Non-Current Assets Total Assets CURRENT LIABILITIES Trade and other payables Provisions Other current liabilities Current income tax liability Total Current Liabilities NON-CURRENT LIABILITIES Long-term borrowings Deferred tax liability Provisions Total Non-Current Liabilities Total Liabilities Net Assets EQUITY Issued capital Reserves Retained profits Total Equity Note Consolidated 2016 $ 2015 $ 8 9 10 11 13 14 12 15 16 17 18 19 20 3,304,773 6,759,893 4,033,113 3,182,240 4,023,542 2,560,227 258,403 297,889 11,619,831 12,800,249 5,832,007 3,400,626 15,227,483 14,641,537 607,890 409,966 555,142 430,425 22,077,346 19,027,730 33,697,177 31,827,979 1,109,254 418,663 106,110 144,246 961,649 503,836 130,371 101,349 1,778,273 1,697,205 1,111,500 251,495 148,937 1,511,932 - 233,073 132,410 365,483 3,290,205 2,062,688 30,406,972 29,765,291 21 22(a) 22(b) 18,584,489 18,257,772 715,041 744,206 11,107,442 10,763,313 30,406,972 29,765,291 The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 19          CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2016 30 JUNE 2016 – CONSOLIDATED Issued Share Capital Share Option Reserve $ $ Foreign Currency Translation Reserve $ Retained Profits Total $ $ Balance at 1 July 2015 18,257,772 759,243 (15,037) 10,763,313 29,765,291 Profit for the period Other comprehensive income / (loss) Total comprehensive income / (loss) for the period Transactions with Equity Holders in their capacity as Equity Holders Ordinary shares issued, net of transaction costs Dividends paid - - - 326,717 - 326,717 - - - - - - - (29,165) (29,165) 1,537,264 - 1,537,264 1,537,264 (29,165) 1,508,099 - - - - (1,193,135) (1,193,135) 326,717 (1,193,135) (866,418) Balance at 30 June 2016 18,584,489 759,243 (44,202) 11,107,442 30,406,972 30 JUNE 2015 – CONSOLIDATED Issued Share Capital Share Option Reserve $ $ Foreign Currency Translation Reserve $ Retained Profits Total $ $ Balance at 1 July 2014 18,257,772 759,243 (136,997) 10,238,362 29,118,380 Profit for the year Other comprehensive income / (loss) Total comprehensive income / (loss) for the period Transactions with Equity Holders in their capacity as Equity Holders Dividends paid - - - - - - - - - - - 121,960 121,960 2,639,463 - 2,639,463 2,639,463 121,960 2,761,423 - - (2,114,512) (2,114,512) (2,114,512) (2,114,512) Balance at 30 June 2015 18,257,772 759,243 (15,037) 10,763,313 29,765,291 The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes. 20 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         CONSOLIDATED STATEMENT OF CASH FLOWS AS AT 30 JUNE 2016 Cash flows from operating activities Receipts from customers (inclusive of GST) Payments to suppliers and employees (inclusive of GST) Payment of expenses relating to business acquisitions Finance costs Income taxes paid Interest received Note Consolidated 2016 $ 2015 $ 20,683,866 21,440,738 (19,348,691) (16,100,928) (172,740) (262,088) (28,057) (1,272) (786,267) (1,091,926) 76,953 139,196 Net cash inflow (outflow) from operating activities 30 425,064 4,123,720 Cash flows from investing activities Payments for property, plant and equipment Payment for acquisition of business Payments for research and development Payments for intangibles Return of capital from investments accounted for under the equity method Proceeds from sale of property, plant and equipment Net cash inflow (outflow) from investing activities Cash flows from financing activities Proceeds from borrowings Dividends paid Net cash inflow (outflow) from financing activities Cash and cash equivalents at the beginning of the financial period Net increase (decrease) in cash and cash equivalents (3,120,139) (296,325) 24 (457,732) (1,022,480) (220,678) (252,271) - - - (11,613) 119,785 11,819 (3,798,549) (1,451,085) 1,111,500 - (1,193,135) (2,114,512) (81,635) (2,114,512) 6,759,893 6,201,770 (3,455,120) 558,123 Cash and cash equivalents at the end of the financial period 8 3,304,773 6,759,893 The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 21          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies have been consistently applied to all the years presented. (a) Basis of preparation The financial report of XRF Scientific Limited for the year ended 30 June 2016 was authorised for issue in accordance with a resolution of the directors on 22 September 2016 and covers XRF Scientific Limited as an individual entity as well as the consolidated entity consisting of XRF Scientific Limited and its subsidiaries. These financial statements are presented in the Australian currency. XRF Scientific Limited is a company limited by shares incorporated in Australia and is a for-profit entity whose shares are publicly traded on the Australian Stock Exchange. These general purpose financial statements have been prepared in accordance with Australian Standards, other authoritative pronouncements of the Australian Accounting Standards Board, Australian Accounting Interpretations and the Corporations Act 2001. Compliance with IFRS The financial statements of XRF Scientific Limited also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board. Historical cost convention These financial statements have been prepared under the historical cost convention. Critical accounting estimates The preparation of financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 3. Financial statement presentation The following significant accounting policies have been adopted in the preparation and presentation of the financial report. (b) Principles of consolidation (i) Subsidiaries The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of XRF Scientific Limited (“company” or “parent company”) as at 30 June 2016 and the results of all subsidiaries for the year then ended. XRF Scientific Limited and its subsidiaries together are referred to in this report as the Group or the consolidated entity. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its investment with the entity and has the ability to affect those returns through its power to direct the activities of the entity. All controlled entities have a 30 June financial year end. The consolidated financial statements are prepared by combining the financial statements of all entities that comprise the consolidated entity, being the company (the parent company) and its subsidiaries as defined in AASB 127 ‘Consolidated and Separate Financial Statements’. Consistent accounting policies are employed in the preparation and presentation of the consolidated financial statements. On acquisition, the assets, liabilities and contingent liabilities of a subsidiary are measured at their fair values at the date of acquisition. Any excess of the cost of acquisition over the fair values of the identifiable net assets acquired is recognised as goodwill. If, after reassessment, the fair values of the identifiable net assets acquired exceed the cost of acquisition, the deficiency is credited to profit or loss in the period of acquisition. The consolidated financial statements include the information and results of each subsidiary from the date on which the company obtains control and until such time as the company ceases to control such entities. All intercompany balances and transactions between entities in the economic entity, including any unrealised profits or losses, have been eliminated on consolidation. Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated. Accounting policies of subsidiaries are consistent with the policies adopted by the Group. 22 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued (ii) Investments in associates and joint-ventures Investment in associates is accounted for using the equity method of accounting in the consolidated financial statements. Under the equity method, the investment in the associates is carried in the consolidated statement of financial position at cost plus post-acquisition changes in the Group’s share of net assets of the associate. After application of the equity method, the Group determines whether it is necessary to recognise any additional impairment loss with respect to the Group’s net investment in the associate. The Group's share of the associate post-acquisition profits or losses is recognised in the statement of profit or loss and other comprehensive income. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment. When the Group's share of losses in the associate equals or exceeds its interest in the associate, including any unsecured long-term receivables and loans, the Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the associate. The reporting dates of the associate and the Group are identical and the associate’s accounting policies conform to those used by the Group for like transactions and events in similar circumstances. (iii) Changes in ownership interests The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity owners of the Group. A change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-controlling interests to reflect their relative interests in the subsidiary. Any difference between the amount of the adjustment to non-controlling interests and any consideration paid or received is recognised in a separate reserve within equity attributable to owners of XRF Scientific Limited. When the Group ceases to have control, joint control or significant influence, any retained interest in the entity is re- measured to its fair value with the change in carrying amount recognised in profit or loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, jointly controlled entity or financial asset. In addition, any amounts previously recognised in other comprehensive income in respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in other comprehensive income are reclassified to profit or loss. If the ownership interest in a jointly-controlled entity or an associate is reduced but joint control or significant influence is retained, only a proportionate share of the amounts previously recognised in other comprehensive income are reclassified to profit or loss where appropriate. (c) Segment reporting Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Chief Executive Officer. (d) Foreign currency translation Functional and presentation currency The functional currency of each Group entity is measured using the currency of the primary economic environment in which that entity operates. The consolidated financial statements are presented in Australian dollars which is the parent entity’s functional and presentation currency. Transaction 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. Exchange differences arising on the translation of monetary items are recognised in the income statement, except where deferred in equity as a qualifying cash flow or net investment hedge. The differences taken to equity are recognised in profit or loss on disposal of the net investment. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 23          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rate as at the date of the initial transaction, and are recognised in the profit or loss. Group Companies The results and financial position of all the Group entities (none of which has the currency of a hyperinflationary currency economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows. Assets and liabilities for each statements of financial position presented are translated at the closing rate at the date of that statement of financial position. Income and expenses for each profit or loss item are translated at average exchange rates. All resulting exchange differences are recognised in other comprehensive income. (e) Revenue recognition Revenue is measured at the fair value of the consideration received or receivable. Amounts disclosed as revenue are net of returns, trade allowances and amounts collected on behalf of third parties. Revenue is recognised for major business activities as follows: (i) Sale of goods Revenue is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer and the costs incurred or to be incurred in respect of the transaction can be measured reliably. Risks and rewards of ownership are considered passed to the buyer at the time of delivery of goods to the customer. (ii) Interest income Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets. (iii) Dividends Dividend revenue is recognised when the right to receive a dividend has been established. (iv) Rendering of services Revenue from rendering of services is recognised by reference to the stage of completion of a contract. Stage of completion is measured by reference to labour hours incurred to date as a percentage of total estimated labour hours for each contract. When the contract outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable. (f) Income tax The income tax expense or revenue for the period is the tax payable on the current years taxable income based on the national income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when the assets are recovered or liabilities are settled, based on those tax rates which are enacted or substantially enacted for each jurisdiction. The relevant tax rates are applied to the cumulative amounts of deductible and taxable temporary differences to measure the deferred tax asset or liability. An exception is made for certain temporary differences arising from the initial recognition of an asset or a liability. No deferred tax asset or liability is recognised in relation to these temporary differences if they arose in a transaction, other than a business combination, that at the time of the transaction did not affect either accounting profit or taxable profit or loss. Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses. Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases of investments in controlled entities where the parent is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future. Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised directly in equity. 24 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued XRF Scientific Limited and its wholly-owned Australian controlled entities have implemented the tax consolidation legislation. The head entity, XRF Scientific Limited, and the controlled entities in the tax consolidated group account for their own deferred tax amounts. Current tax is accounted for by each subsidiary entity, which is then consolidated up into the tax consolidated group, as per the tax sharing agreement. In addition to its own share of current and deferred tax amounts, XRF Scientific Limited also recognises the current tax liabilities (or assets) and the deferred tax assets arising from unused tax losses and unused tax credits assumed from controlled entities in the tax consolidated group. Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as amounts receivable from or payable to other entities in the Group. Income tax is allocated under the separate taxpayer within group approach. Details about the tax funding agreement are disclosed in note 7. (g) Leases Leases of property, plant and equipment where the entity has substantially all the risks and rewards of ownership are classified as finance leases. Finance leases are capitalised at the lease’s inception at the lower of fair value of the leased property and the present value of the minimum lease payments. The corresponding rental obligations, net of finance charges, are included in other long-term payables. Each lease payment is allocated between the liability and finance cost. The finance cost is charged to the profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. The property, plant and equipment acquired under finance leases are depreciated over the shorter of the asset’s useful life and the lease term. Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases (note 26(a)(i)). Payments made under operating leases (net of any incentives received from the lessor) are charged to the profit or loss on a straight-line basis over the period of the lease. Lease income from operating leases is recognised in income on a straight-line basis over the lease term. (h) Business combinations The acquisition method of accounting is used to account for all business combinations, including business combinations involving entities or businesses under common control, regardless of whether equity instruments or other assets are acquired. The consideration transferred for the acquisition of a subsidiary comprises the fair values of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The consideration transferred also includes the fair value of any contingent consideration arrangement and the fair value of any pre-existing equity interest in the subsidiary. Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with limited exceptions, measured initially at their fair values at the acquisition date. On an acquisition-by-acquisition basis, the Group recognises any non-controlling interest in the acquiree either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s net identifiable assets. The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the Group’s share of the net identifiable assets acquired is recorded as goodwill. If those amounts are less than the fair value of the net identifiable assets of the subsidiary acquired and the measurement of all amounts has been reviewed, the difference is recognised directly in profit or loss as a bargain purchase. Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their present value as at the date of exchange. The discount rate used is the entity’s incremental borrowing rate, being the rate at which a similar borrowing could be obtained from an independent financier under comparable terms and conditions. Contingent consideration is classified either as equity or a financial liability. Amounts classified as a financial liability are subsequently re-measured to fair value with changes in fair value recognised in profit or loss. All purchase consideration is recorded at fair value at the acquisition date. Contingent payments classified as debt are subsequently re-measured through profit or loss. Acquisition-related costs are expensed as incurred. Non-controlling interests in an acquiree are recognised either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s net identifiable assets. This decision is made on an acquisition-by-acquisition basis. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 25          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued If the Group recognises previous acquired deferred tax assets after the initial acquisition accounting is completed there will no longer be any adjustment to goodwill. As a consequence, the recognition of the deferred tax asset will increase the Group’s net profit after tax. (i) Impairment of assets Goodwill and intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment or more frequently if events or changes in circumstances indicate that they might be impaired. Other assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash flows from other assets or groups of assets (cash- generating units). Non-financial assets other than goodwill that suffered impairment are reviewed for possible reversal of the impairment at each reporting date. (j) Cash and cash equivalents For cash flow statement presentation purposes, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid instruments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities on the Statement of Financial Position. (k) Trade receivables Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest rate method, less provision for doubtful debts. Trade receivables are due for settlement no more than 90 days from the date of recognition. Collectability of trade receivables is reviewed on an ongoing basis. Debts which are known to be uncollectable are written off to the income statement. A provision for impairment of receivables is established when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of receivables. Another indicator that determines the trade receivable is impaired is if the party is deemed to be bankrupt. The amount of the provision is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate. Cash flows relating to short-term receivables are not discounted if the effect of discounting is immaterial. The movement in the provision is recognised in the income statement. (l) Inventories Raw materials and stores, work in progress and finished goods Raw materials and stores, work in progress and finished goods are stated at the lower of cost and net realisable value. Cost comprises of direct materials, direct labour and an appropriate proportion of variable and fixed overhead expenditure, the latter being allocated on the basis of normal operating capacity. Costs are assigned to individual items of inventory on the basis of weighted average costs. Costs of purchased inventory are determined after deducting rebates and discounts. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale. (m) Investments and other financial assets Classification The Company classifies its investments in the following categories: other financial assets, loans and receivables. The classification depends on the purpose for which the investments were acquired. Management determines the classification of its investments at initial recognition. 26 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued (i) Loans and receivables Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They arise when the Company provides money, goods or services directly to a debtor with no intention of selling the receivable. They are included in current assets, except for those with maturities greater than 12 months after the reporting date which are classified as non-current assets. Loans and receivables are included in receivables in the Statement of Financial Position (note 9). (ii) Recognition and derecognition Regular purchases and sales of investments are recognised on trade-date – the date on which the Company commits to purchase or sell the asset. Investments are initially recognised at fair value plus transaction costs for all financial assets not carried at fair value through profit or loss. Financial assets are derecognised when the rights to receive the cash flows from the financial assets have expired or have been transferred and the Company has transferred substantially all the risks and rewards of ownership. (iii) Subsequent measurement Loans and receivables are carried at amortised cost using the effective interest method. Changes in the fair value of monetary securities denominated in a foreign currency and classified as available-for-sale are analysed between translation differences resulting from changes in amortised cost of the security and other changes in the carrying amount of the security. The translation differences are recognised in profit or loss and other changes in carrying amount are recognised in equity. Changes in the fair value of other monetary and non-monetary securities classified as available-for-sale are recognised in equity. When securities classified as available-for-sale are sold or impaired, the accumulated fair value adjustments recognised in equity are included in the income statement as gains and losses from investment securities. Details of how the fair value of financial instruments is determined is discussed in note 2. (iv) Fair value The fair value of quoted investments are based on current bid prices. If the market for a financial asset is not active (or for unlisted securities), the Company establishes fair value by using valuation techniques. These include the use of recent arm’s length transactions, reference to other instruments that are substantially the same, discounted cash flow analysis, and option pricing models making maximum use of market inputs and relying as little as possible on entity-specific inputs. (v) Impairment The Company assesses at each balance date whether there is objective evidence that a financial asset or group of financial assets is impaired. If there is evidence of impairment for any of the Group’s financial assets carried at amortised cost, the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows, excluding future credit losses that have not been incurred. The cash flows are discounted at the financial asset’s original effective interest rate. The loss is recognised in the profit or loss. (n) Fair value estimation The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure purposes. The carrying amount less impairment provision of trade receivables and payables are assumed to approximate their fair values. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cash flows at the current market interest rate that is available to the Company for similar financial instruments. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 27          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued (o) Property, plant and equipment Property, plant and equipment is stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of the items. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred. Depreciation is calculated using a mixture of the straight line and diminishing value methods to allocate their cost, net of their residual values, over their estimated useful lives, as follows: Plant and Equipment Furniture, Fixtures and Fittings Motor Vehicles Office Equipment 5%-40% 5%-20% 15%-25% 5%-66.67% The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each reporting 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 (note 1(i)). Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in the profit or loss. (p) Intangible assets (i) Goodwill Goodwill represents the excess of the cost of an acquisition over the fair value of the Company’s share of the net identifiable assets of the acquired subsidiary/associate/business at the date of acquisition. Goodwill on acquisitions of subsidiaries and businesses is included in intangible assets. Goodwill on acquisitions of associates is included in investments in associates. Goodwill is not amortised. Instead, goodwill is tested for impairment annually or more frequently if events or changes in circumstances indicate that it might be impaired, and is carried at cost less accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold. Goodwill is assigned to cash-generating units for the purpose of impairment testing. Each of those cash-generating units represents the Company’s investment in each country of operation by each primary-reporting segment (note 14(a)). (ii) Patents, trademarks and licences Patents, trademarks and licences have a finite useful life and are carried at cost less accumulated amortisation and impairment losses. Amortisation is calculated using the straight-line method to allocate the cost of patents, trademarks and licences over their estimated useful lives, which vary from 3 to 20 years. (iii) Research and development Research expenditure is recognised as an expense as incurred. Costs incurred on development projects (relating to the design and testing of new or improved products) are recognised as intangible assets when it is probable that the project will be a success considering its commercial and technical feasibility and its costs can be measured reliably. The expenditure capitalised comprises all directly attributable costs, including costs of materials, services, direct labour and an appropriate proportion of overheads. Other development expenditures that do not meet these criteria are recognised as an expense as incurred. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period. Capitalised development costs are recorded as intangible assets and amortised from the point at which the asset is ready for use on a straight-line basis over its useful life, which varies from 1 to 4 years. (q) Trade and other payables These amounts represent liabilities for goods and services provided to the Company prior to the end of the financial year which are unpaid. The amounts are unsecured and are usually paid within 60 days of recognition. 28 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued (r) Borrowings Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in profit or loss over the period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities, which are not incremental costs relating to the actual draw-down of the facility, are recognised as prepayments and amortised on a straight-line basis over the term of the facility. Borrowings are removed from the Statement of Financial Position when the obligation specified in the contract is discharged, cancelled or expired. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in other income or other expenses. Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date. (s) Borrowing costs Borrowing costs incurred for the construction of any qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its intended use or sale. All other borrowing costs are recognised as an expense in profit or loss in the period in which they are incurred. (t) Provisions Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the reporting date. The discount rate used to determine the present value reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognised as an interest expense. Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small. Provisions for legal claims, service warranties and make good obligations are recognised when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount has been reliably estimated. (u) Employee benefits (i) Short-term obligations Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled wholly within 12 months of the reporting date are recognised in other payables in respect of employees’ services up to the reporting date and are measured at the amounts expected to be paid when the liabilities are settled. (ii) Other long-term employee benefit obligations The liability for long service leave is recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experiences of employee departures and periods of service. There amounts are not expected to be settled wholly within 12 months of the reporting date. Expected future payments are discounted using market yields at the reporting date on corporate bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows. (iii) Retirement benefit obligations The amount charged to profit or loss in respect of superannuation represents the contributions made by the Group to superannuation funds as nominated by the individual employee. Contributions made by the Company to employee superannuation funds are charged as expenses when incurred. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 29          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued (iv) Termination benefits Termination benefits are payable when employment is terminated before the normal retirement date, or when an employee accepts voluntary redundancy in exchange for these benefits. The Group recognises termination benefits when it is demonstrably committed to either terminating the employment of current employees according to a detailed formal plan without possibility of withdrawal or providing termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than 12 months after reporting date are discounted to present value. (v) Contributed equity Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction from the proceeds. Incremental costs directly attributable to the issue of new shares or options for the acquisition of a business are not included in the cost of acquisition as part of the purchase consideration If the entity reacquires its own equity instruments, e.g. as the result of a share buy-back, those instruments are deducted from equity and the associated shares are cancelled. No gain or loss is recognised in the profit or loss and the consideration paid including any directly attributable incremental costs (net of income taxes) is recognised directly in equity. (w) Dividends Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion of the entity, on or before the end of the financial year but not distributed at reporting date. (x) Goods and services tax Revenues, expenses and assets are recognised net of the amount of associated goods and services tax (GST), unless the GST incurred is not recoverable from the taxation authority. In this case it is recognised as part of the cost of acquisition of the asset or as part of the expense. Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the taxation authority is included with other receivables or payables in the statement of financial position. Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are recoverable from, or payable to, the taxation authority, are presented as operating cash flows. (y) Earnings per share (i) Basic earnings per share Basic earnings per share is calculated by dividing the profit attributable to equity holders of the company, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year. (ii) Diluted earnings per share Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares. 30 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued (z) New accounting standards and interpretations Certain new accounting Standards and Interpretations have been published that are not mandatory for 30 June 2016 reporting periods and have not been early adopted by the Group. The Group’s assessment of the impact of these new Standards and Interpretations is set out below. In all cases the Group intends to apply these standards from the application date as indicated below. (i) AASB 2015-2 Amendments to Australian Accounting Standards - Disclosure Initiative: Amendments to AASB 101 (effective from 1 July 2016) This standard makes amendments to AASB 101 Presentation of Financial Statements arising from the IASB’s Disclosure Initiative Project. The amendments are designed to further encourage companies to apply professional judgment in determining what information to disclose in the financial statements. The amendments also clarify that companies should use professional judgment in determining where and in what order in formation is to be presented in the financial disclosures. There will be no significant impact on the Group on the adoption of this standard. The Group is currently conducting an exercise of reviewing financial report disclosures. (ii) AASB 15 Revenue from Contracts with Customers (effective from 1 July 2018) The AASB has issued a new standard for the recognition of revenue. This will replace AASB 118 which covers contracts for goods and services and AASB111 which covers construction contracts. The new standard is based on the principle that revenue is recognised when control of a good or service transfers to a customer, so the notion of control replaces the existing notion of risks and rewards. The standard permits a modified retrospective approach for the adoption. Under this approach entities will recognise any applicable transitional adjustments in retained earnings on the date of the initial application without restating the comparative period. Entities will only need to apply the new rules to contracts that are not completed as of the date of initial application. Management is currently assessing the impact of the new rules. At this stage, the Group is not in a position to estimate the impact of the new rules on the Group’s financial statements. The Group will make more detailed assessments of the impact over the next 12 months. (iii) AASB 16 Leases (effective from 1 July 2019) Lessee accounting    Lessees are required to recognise assets and liabilities for all leases with a term of more than 12 months, unless the underlying asset is of a low value. A lessee measures right-of-use assets similarly to other non-financial assets and lease liabilities similarly to other financial liabilities. Assets and liabilities arising from a lease are initially measured on a present value basis. The measurement includes non-cancellable lease payments, and also includes payments to be made in optional periods if the lessee is reasonably certain to exercise an option to extend the lease, or not to exercise an option to terminate the lease.  AASB 16 contains disclosure requirements for leases. Lessor accounting   AASB 16 substantially carries forward the lessor accounting requirements in AASB 117. Accordingly, a lessor continues to classify its leases as operating leases or finance leases, and to account for those two types of leases differently. AASB 16 also requires enhanced disclosures to be provided by lessors that will improve information disclosed about a lessor’s risk exposure, particularly to residual value risk. To the extent that the entity, as lessee, has significant operating leases outstanding at the date of initial application, 1 July 2019, right-of-use assets will be recognised for the amount of the unamortised portion of the useful life, and lease liabilities will be recognised at the present value of the outstanding lease payments. Thereafter, earnings before interest, depreciation, amortisation and tax (EBITDA) will increase because operating lease expenses currently included in EBITDA will be recognised instead as amortisation of the right-of-use asset, and interest expense on the lease liability. However, there will be an overall reduction in net profit before tax in the early years of a lease because the amortisation and interest charges will exceed the current straight-line expense incurred under AASB 117 Leases. This trend will reverse in the later years. There will be no change to the accounting treatment for short-term leases less than 12 months and leases of low value items, which will continue to be expensed on a straight-line basis. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 31          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued (iv) AASB 9 Financial Instruments (effective from 1 July 2018) AASB 9 addresses the classification, measurement and derecognition of financial assets and financial liabilities and introduces new rules for hedge accounting. In December 2014, the AASB made further changes to the classification and measurement rules and also introduced a new impairment model. These latest amendments now complete the financial instruments standard. There will be no significant impact on the Group on the adoption of this standard. (v) AASB 2016-1 Amendments to Australian Accounting Standards - Recognition of Deferred Tax Assets for Unrealised Losses (AASB 112) (effective from 1 July 2017) This standard amends AASB 112 Income Taxes to clarify the requirements on recognition of deferred tax assets for unrealised losses on debt instruments measured at fair value. There will be no significant impact on the Group’s results on the adoption of this standard. (vi) AASB 2016-2 Amendments to Australian Accounting Standards - Disclosure Initiative: Amendments to AASB 107 (effective from 1 July 2017) This standard amends AASB 107 Statement of Cash Flows to require entities preparing financial statements in accordance with Tier 1 reporting requirements to provide disclosures that enable users of financial statements to evaluate changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes. There will be no significant impact on the Group’s results on the adoption of this standard. NOTE 2: FINANCIAL RISK MANAGEMENT The Group’s activities expose it to a variety of financial risks; market risk (including foreign exchange risk, price risk and interest rate risk); credit risk; liquidity risk and cash flow interest rate risk. The Group’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group. Risk management is carried out by management under policies approved by the Board of Directors. Management identifies, evaluates and hedges financial risks in close co-operation with the Company’s operating units. The Board provides guidance for overall risk management, as well as written policies covering specific areas, such as mitigating foreign exchange, interest rate and credit risks, use of financial instruments and investing excess liquidity. (a) Market risk (i) Foreign exchange risk The Group is exposed to foreign currency risk on sales, purchases and borrowings that are denominated in a currency other than the Australian Dollar. The currencies giving rise to this risk are predominantly Euros, the US Dollar, and the Canadian Dollar. Foreign currency risk arises where settlement of a trade receivable, payable or borrowings is denominated in a currency that is not the entity’s functional currency, which may result in a foreign currency gain or loss. The Group seeks to mitigate this risk by engaging in a majority of commercial transactions that are generally in AUD. The Group’s exposure to foreign currency risk at the reporting date was as follows: 30 June 2016 30 June 2015 CAD EUR USD CAD EUR USD Trade receivables Trade payables Deferred and contingent consideration payable Loan to associate Group sensitivity 118,953 423,049 400,802 22,198 20,273 35,277 124,803 416,970 - 32,780 7,129 - 83,950 22,279 10,500 - - - - 122,500 90,897 - - - Based on the financial instruments held at 30 June 2016, had the Australian dollar strengthened / weakened by 10% (based on historical reasonableness movements) against the exchange rates in the above tables, with all other variables held constant, the Group’s post-tax profit for the year would have been $119,981 lower / $146,643 higher (2015: $52,967 lower / $64,738 higher), mainly as a result of foreign currency exchange gains/losses on translation of foreign currency denominated financial instruments as detailed in the table above. 32 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 2: FINANCIAL RISK MANAGEMENT continued (ii) Price risk As the Group does not have any investments in equities or commodities, its exposure to equities price risk and commodity price risk is minimal. While the Group uses commodities in its operations, customer commitments to spot rates purchased result in the Group’s exposure to commodities price risk being immaterial. (iii) Cash flow, fair value and interest rate risk As at 30 June 2016 the Group had no variable interest rate debt, therefore consider fair value interest rate risk minimal. Group sensitivity At 30 June 2016, if interest rates had changed by -/+ 100 basis points (based upon forward treasury rates) from the year- end rates with all other variables held constant, post-tax profit for the year would have been $3,828 higher / lower (2015: $11,711 higher / lower), mainly as a result of higher/lower interest income from cash and cash equivalents. Cash and cash equivalent balances at 30 June 2016 would have been higher/lower by the same amount. (b) Credit risk Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Credit risk arises from cash and cash equivalents, trade receivables and other receivables. For banks and financial institutions, only independently rated parties with a minimum rating of ‘A’ are accepted. The Group trades only with recognised, creditworthy third parties. In addition, receivable balances are monitored on an ongoing basis with the result that the Group’s exposure to bad debts is not significant. Counterparties without external credit ratings are in majority existing customers (<6months) with no history of defaults (Group 2). With respect to credit risk arising from the other financial assets of the Group, which comprise of cash and cash equivalents, and trade and other receivables, the Group’s exposure to credit risk arises from the default of the counter party, with a maximum exposure equal to the carrying amount of these financial assets. There are no significant concentrations of credit risk within the Group at the reporting date. The following table represents the Group’s exposure to credit risk: Cash and cash equivalents (AA- rated) Trade receivables, net of impairment provision (note 9) (Group 2) Other receivables (external parties) Consolidated 2016 $ 2015 $ 3,304,773 3,853,432 179,681 6,759,893 3,024,190 158,050 7,337,886 9,942,133 Credit risk exposure is not significantly different for any of the segments of the Group. Details of impaired trade receivables, and trade receivables overdue but not impaired can be found at note 9. An analysis of the Group’s consolidated trade receivables is as follows: Current Over 30 Over 60 Over 90 Total days days days 2016 2,784,590.. 733,793 78,105 283,866.. 3,880,354.. 2015 2,036,741.. 621,824 196,042 169,583.. 3,024,190.. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 33          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 2: FINANCIAL RISK MANAGEMENT continued (c) Liquidity risk The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of bank overdrafts, bank loans, debentures, finance leases and hire purchase contracts. The below analyses the Group’s financial liabilities into relevant maturity groupings based on the remaining period at the reporting date. The amounts disclosed in the table are the contractual undiscounted cash flows. There have been no breaches or defaults on the repayment of debt. Contractual maturities of financial liabilities Less than 6 months 6 – 12 months Between 1 and 2 years Between 2 and 5 years Over 5 years Total contractual cash flows As at 30 June 2016 $ $ $ $ $ $ Carrying Amount (assets)/ liabilities $ Non-derivatives Trade and other payables Interest-bearing loan Deferred consideration Contingent consideration Total non-derivatives As at 30 June 2015 Non-derivatives Trade and other payables Interest-bearing loan Deferred consideration Contingent consideration Total non-derivatives 737,639 19,479 15,670 - 772,788 560,907 - 30,550 101,832 693,289 - 19,479 - - 19,479 - - 30,550 - 30,550 - 38,958 - - 38,958 - 1,127,733 - - 1,127,733 - - 15,274 - 15,274 - - - - - - - - - - - - - - - 737,639 1,205,649 15,670 - 1,958,958 737,639 1,111,500 15,670 - 1,864,809 560,907 - 76,374 101,832 739,113 560,907 - 76,374 101,832 739,113 The Group had access to the following undrawn borrowing facilities at the end of the reporting period: Bank overdraft facility Bank guarantee facility Consolidated 2016 $ 2015 $ 1,000,000 1,498,837 2,498,837 1,000,000 1,498,837 2,498,837 (d) Fair value estimation The fair value bases of financial assets and financial liabilities are outlined in note 1(n). All financial assets and liabilities have carrying values that are reasonable approximates of their fair values, for the Consolidated Entity. The fair values of non-current borrowings are based on discounted cash flows using a current borrowing rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs, including own credit risk. Carrying value $1,111,500 Fair value $1,139,778 34 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 3: CRITICAL ACCOUNTING ESTIMATES AND SIGNIFICANT JUDGEMENTS Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that may have a financial impact on the entity and that are believed to be reasonable under the circumstances. The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below. (a) Estimated impairment of goodwill The Group tests annually whether goodwill has suffered any impairment, in accordance with the accounting policy stated in note 1(p). Please refer to note 14 for the details on impairment tests performed on goodwill. (b) Capitalisation of development expenditures The Group capitalises development costs where management considers it probable that the related projects will be commercially and technically feasible and successful, in accordance with the accounting policy stated in note 1(p)(iii). (c) Tax The determination of the Group's provision for income tax as well as deferred tax assets and liabilities involves significant judgements and estimates on certain matters and transactions, for which the ultimate outcome may be uncertain. If the final outcome differs from the Group's estimates, such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made. NOTE 4: SEGMENT INFORMATION Operating Segments – AASB 8 requires a management approach under which segment information is presented on the same basis as that used for internal reporting purposes. This is consistent to the approach used in previous periods. Operating segments are reported in a uniform manner to which is internally provided to the chief operating decision maker. The chief operating decision maker has been identified as the Chief Executive Officer. An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including those that relate to transactions with any of the Group’s other components. Each operating segment’s results are reviewed regularly by the Chief Executive Officer to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available. The Chief Executive Officer monitors segment performance based on profit before income tax expense. Segment results that are reported to the Chief Executive Officer include results directly attributable to a segment as well as those allocated on a reasonable basis. Segment capital expenditure is the total cost incurred during the period to acquire property, plant and equipment and intangible assets other than goodwill. The consolidated entity has determined that strategic decision making is facilitated by evaluation of operations on the customer segments of Capital Equipment, Precious Metals and Consumables. For each of the strategic operating segments, the Chief Executive Officer reviews internal management reports on a monthly basis. (a) Description of segments The following summary describes the operations in each of the Group’s reportable segments: Capital Equipment Design, manufacture and service organisation, specialising in automated fusion equipment, high temperature test and production furnaces, as well as general laboratory equipment. Precious Metals Manufactures products for the laboratory and platinum alloy markets. Consumables Produces and distributes consumables, chemicals and other supplies for analytical laboratories. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 35          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 4: SEGMENT INFORMATION continued (b) Primary reporting format – business segments Segment information provided to the Chief Executive Officer for the full-year ended 30 June 2016 is as follows: Full-year ended 30 June 2016 Total segment revenue Inter segment sales Revenue from external customers Capital Equipment Precious Metals Consumables $ 6,060,538 (333,249) 5,727,289 $ 9,542,543 (494,018) 9,048,525 $ 6,274,312 - 6,274,312 Total $ 21,877,393 (827,267) 21,050,126 Profit before income tax expense 170,419 551,391 1,830,258 2,552,068 Full-year ended 30 June 2015 Total segment revenue Inter segment sales Revenue from external customers 5,695,161 (395,706) 5,299,455 9,975,471 (808,795) 9,166,676 6,037,457 - 6,037,457 21,708,089 (1,204,501) 20,503,588 Profit before income tax expense 632,620 1,492,269 1,929,631 4,054,520 Segment assets At 30 June 2016 At 30 June 2015 Segment liabilities At 30 June 2016 At 30 June 2015 Depreciation and amortisation expense For the year ended 30 June 2016 For the year ended 30 June 2015 Capital expenditure For the year ended 30 June 2016 For the year ended 30 June 2015 7,196,477 5,840,417 1,097,573 371,064 210,496 130,714 142,827 70,125 Revenue from external customers – segments Unallocated revenue Revenue from external customers – total Profit before income tax expense – segments Loss incurred by parent entity Profit before income tax expense from continuing operations Total segment assets Related party loan elimination Cash and cash equivalents Investments accounted for using the equity method Deferred tax asset Other corporate assets Total assets Total segment liabilities Related party loan elimination Other corporate liabilities Total liabilities 36 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 13,123,810 11,002,336 19,298,845 18,242,963 39,619,132 35,085,716 4,009,897 2,435,887 222,900 206,552 2,802,485 92,972 222,911 422,825 202,389 178,406 104,955 141,701 2016 $ 21,050,126 82,720 21,132,846 2,552,068 (178,648) 2,373,420 39,619,132 (9,584,761) 2,525,859 607,890 409,966 119,091 33,697,177 5,330,381 (2,926,891) 886,715 3,290,205 5,330,381 3,229,776 635,785 515,672 3,050,267 304,798 2015 $ 20,503,588 167,251 20,670,839 4,054,520 (411,332) 3,643,188 35,085,716 (10,666,046) 6,129,139 555,142 430,425 293,603 31,827,979 3,229,776 (1,881,148) 714,060 2,062,688         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 5: REVENUE Revenue from continuing operations Sale of goods Interest received Other income Profit on sale of non-current assets Recoveries Other revenue NOTE 6: EXPENSES Profit/(loss) before income tax includes the following specific expenses Depreciation Depreciation (included in administration expenses) Depreciation (included in cost of goods sold) Total depreciation Amortisation Patents, trademarks and acquired customer lists (included in administration expenses) Research and development (included in administration expenses) Total amortisation Other specific expenses Consolidated 2016 $ 2015 $ 21,050,106 20,503,547 82,740 167,292 21,132,846 20,670,839 - 19,018 131,552 150,570 122 31,872 225,835 257,829 Consolidated 2016 $ 2015 $ 202,257 310,009 512,266 58,206 151,067 209,273 196,811 300,999 497,810 23,000 73,836 96,836 Employee benefits expenses (included in administration expenses) Rental expense relating to operating leases (included in occupancy expenses) Acquisition of business costs (included in other expenses) 3,437,459 2,842,286 606,611 172,740 533,951 262,088 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 37          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 7: INCOME TAX EXPENSE (a) Income tax expense Current tax Deferred tax Adjustments for current tax of prior periods Income tax expense is attributed to: Profit from continuing operations Deferred income tax expense included in income tax expense comprises: Decrease (increase) in deferred tax assets (note 15) (Decrease) increase in deferred tax liabilities (note 19) (b) Numerical reconciliation of income tax expense to prima facie tax payable Profit/(loss) from continuing operations before income tax expense Tax at the Australian rate of 30% (2015: 30%) Tax effect of amounts which are not deductible (taxable) in calculating taxable income: Acquisition of business costs Research and development expenditure Tax loss for new German division not claimed in current financial year Sundry items Adjustments for current tax of prior periods Income tax expense (c) Tax consolidation legislation Consolidated 2016 $ 2015 $ 812,952 40,890 (17,686) 836,156 997,973 62,971 (57,219) 1,003,725 836,156 1,003,725 22,468 18,422 40,890 1,876 61,095 62,971 2,373,420 2,373,420 3,643,188 3,643,188 712,026 1,092,956 51,822 (66,203) 50,004 106,193 853,842 78,626 (75,681) - (34,957) 1,060,944 (17,686) 836,156 (57,219) 1,003,725 XRF Scientific Limited and its wholly-owned Australian controlled entities elected to enter into the tax consolidation regime from 1 July 2005. The accounting policy in relation to this legislation is set out in note 1(f). The entities have entered into a tax funding agreement under which the wholly-owned entities fully compensate XRF Scientific Limited for any current tax payable assumed and are compensated by XRF Scientific Limited for any current tax receivable and deferred tax assets relating to unused tax losses or unused tax credits that are transferred to XRF Scientific Limited under the tax consolidation legislation. The funding amounts are determined by reference to the amounts recognised in the wholly-owned entities’ financial statements. The amounts receivable/payable under the tax funding agreement are due upon receipt of the funding advice from the head entity, which is issued as soon as practicable after the end of each financial year. The head entity may also require payment of interim funding amounts to assist with its obligations to pay tax installments. The funding amounts are recognised as current intercompany receivables or payables. 38 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 8: CURRENT ASSETS – CASH AND CASH EQUIVALENTS Cash at bank and on hand Deposits at call Reconciliation to cash at the end of the year Balances as above Balance per statements of cash flows (a) Cash at bank and on hand Consolidated 2016 $ 2,275,462 1,029,311 3,304,773 2015 $ 1,958,013 4,801,880 6,759,893 3,304,773 3,304,773 6,759,893 6,759,893 Cash at bank earns interest at floating rates based on daily bank deposit rates of between 0.01% to 0.7% pa (2015: 0.01% to 1.35%). Cash available for use is as reported above, with no restrictions applicable. (b) Deposits at call Short-term deposits are made for varying periods of between no set term and 4 months, depending on the immediate cash requirements of the company, and earn interest at the respective short-term deposit rates. Deposits at call are subject to interest rates between 2.12% to 2.7% pa (2015: 2.72% to 3.47% pa). (c) Risk exposure The Group’s exposure to interest rate risk is discussed in note 2. The maximum exposure to credit risk at the reporting date is the carrying amount of each class of cash and cash equivalents mentioned above. NOTE 9: CURRENT ASSETS – TRADE AND OTHER RECEIVABLES Trade receivables Allowance for impairment of receivables Other receivables – From associated entity Other receivables – From other external parties Total trade and other receivables Past due but not impaired Up to 3 months Up to 6 months Allowance for impairment of receivables Balance at 1 July (Increase)/Decrease in allowance during the year Balance at 30 June (a) Impaired trade receivables Consolidated 2016 $ 2015 $ 3,880,354 3,024,190 (26,922) 91,044 88,637 - 95,175 62,875 4,033,113 3,182,240 811,898 283,866 1,095,764 - (26,922) (26,922) 817,866 169,583 987,449 (5,000) 5,000 - The consolidated entity has recognised $26,922 (2015: reversed $5,000 of prior year impairment) in respect of impaired trade receivables during the year ended 30 June 2016. This amount has been included as ‘other expenses’ in the statement of profit or loss and other comprehensive income. (b) Past due but not impaired As at 30 June 2016, trade receivables of the Group of $1,095,764 (2015: $987,449) were past due but not impaired. These relate to a number of independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is in note 2. The other classes within trade and other receivables do not contain impaired assets and are not past due. Based on the credit history of these classes, it is expected that these amounts will be received when due. The Group does not hold any collateral in relation to these receivables. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 39          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 9: CURRENT ASSETS – TRADE AND OTHER RECEIVABLES continued (c) Other receivables These amounts generally arise from transactions outside the usual operating activities of the Group. Refer to note 28 for terms of the loan to the associated entity. All other receivables are subject to the same terms as trade receivables. Those terms have been described in note 1(k). (d) Effective interest rates and credit risk Information concerning the effective interest rate and credit risk of both current and non-current receivables is set out in note 2. (e) Non-current receivables There are no non-current receivables in the current year (2015: Nil). NOTE 10: CURRENT ASSETS – INVENTORIES Raw materials Finished goods Provision for obsolescence Consolidated 2016 $ 2015 $ 3,376,982 2,067,172 651,036 (4,476) 493,055 - 4,023,542 2,560,227 Stock was valued at lower of cost and net realisable value on 30 June 2016 and 30 June 2015. Inventory expense Inventories recognised as expense during the year ended 30 June 2016 amounted to $8,053,387 (2015: $7,764,364). The cost of writing down inventories to net realisable value during the year ended 30 June 2016 was $27,975 (2015: $119,534). NOTE 11: OTHER CURRENT ASSETS Deposits paid Accrued income Prepayments (insurance policies, rates and other fees) Consolidated 2016 $ 28,478 6,320 223,605 258,403 2015 $ 64,764 28,097 205,028 297,889 NOTE 12: INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD Set out below are the associates and joint ventures of the Group as at 30 June 2016 which, in the opinion of the directors, are material to the Group. The entities listed below have share capital consisting solely of ordinary shares, which are held directly by the Group. The country of incorporation or registration is also their principal place of business, and the proportion of ownership interest is the same as the proportion of voting rights held. % of ownership Quoted Place of interest Nature of Measurement fair value Carrying amount Name of entity business 2016 2015 relationship method 2016 2015 2016 2015 Gestion Scancia Inc. Canada 49.99 49.99 Associate 1 Equity N/A 2 N/A 2 607,890 555,142 Total equity accounted investments - - 607,890 555,142 1 Scancia is a manufacturer of chemical x-ray fluxes, used for x-ray fluorescence analysis and is based in Quebec, Canada. Its products complement the XRF’s existing range and the investment supports the Group’s international expansion strategy. 2 Private entity – no quoted price available. 40 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 12: INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD continued (a) Commitments and contingent liabilities in respect of associates and joint ventures As at 30 June 2016, there are no contingent liabilities or commitments to provide funding for the capital commitments of associates and joint venture entities (2015: Nil). (b) Summarised financial information for associate Gestion Scancia Inc. has a reporting date of 31 May. The different date does not have a material effect on the reportable balances of the Group, so no adjustments have been made. (i) Summarised balance sheet Current assets Non-current assets Current liabilities Non-current liabilities Net assets Reconciliation to carrying amounts: Opening net assets / (liabilities) 1 July Total comprehensive income / (loss) for the period Closing net assets Group’s share in % of closing net assets Group’s share in $ of closing net assets Goodwill Carrying amount (ii) Summarised income statement Revenue Total comprehensive income / (loss) Gestion Scancia Inc. 2016 $ 2015 $ 623,587 246,013 (530,853) (193,903) 144,844 416,563 272,144 (416,140) (229,789) 42,778 42,778 102,066 144,844 49.99% 72,408 535,482 607,890 (9,642) 52,420 42,778 49.99% 21,385 533,757 555,142 1,263,473 102,066 968,618 52,420 (c) Individually immaterial joint venture In addition to the interest in the associate disclosed above, the Group also had an interest in an individually immaterial joint venture, XRock Automation Pty Ltd, which is accounted for using the equity method. Aggregate carrying amount of individually immaterial joint venture Aggregate amount of the Group’s share of: Profit / (loss) from continuing operations Post-tax profit / (loss) from discontinued operations Other comprehensive income Total comprehensive income / (loss) (d) Group’s share of profit / (loss) of investments accounted for using the equity method Gestion Scancia Inc. XRock Automation Pty Ltd XRock Automation Pty Ltd 2016 $ 2015 $ - - - - - - - (4,971) - (4,971) 2016 $ 52,748 - 52,748 2015 $ 25,728 (7,101) 18,627 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 41          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 13: NON-CURRENT ASSETS – PROPERTY, PLANT AND EQUIPMENT Consolidated Equipment Motor Vehicles Improvements Equipment Plant & Property Office $ $ $ $ Land & Buildings $ Total $ At 30 June 2014 Cost or fair value Accumulated depreciation Net book amount Year ended 30 June 2015 Opening net book amount Transfers between asset classes Additions Disposals Depreciation charge Closing net book amount At 30 June 2015 Cost or fair value Accumulated depreciation Net book amount Year ended 30 June 2016 Opening net book amount Additions Disposals Depreciation charge Closing net book amount At 30 June 2016 Cost or fair value Accumulated depreciation Net book amount 4,165,835 (1,393,888) 2,771,947 157,652 (50,539) 107,113 579,383 (248,439) 330,944 649,699 (277,400) 372,299 2,771,947 107,113 330,944 372,299 35,000 254,327 (18,353) (299,883) 2,743,038 4,364,696 (1,621,658) 2,743,038 2,743,038 1,028,930 (86,942) (316,910) 3,368,116 5,205,492 (1,837,376) 3,368,116 - 37,959 (23,348) (20,897) 100,827 144,944 (44,117) 100,827 100,827 38,363 - 24,060 (2,737) (68,116) 284,151 592,983 (308,832) 284,151 284,151 60,412 - (101,455) (19,654) 119,536 183,307 (63,771) 119,536 (69,099) 174,009 467,549 (293,540) 174,009 - 12,209 (2,984) (108,914) 272,610 547,674 (275,064) 272,610 272,610 191,109 (9,987) (106,603) 347,129 825,380 (478,251) 347,129 - - - - - - - - - - - - - 1,823,217 - - 1,823,217 5,552,569 (1,970,266) 3,582,303 3,582,303 35,000 328,555 (47,422) (497,810) 3,400,626 5,650,297 (2,249,671) 3,400,626 3,400,626 3,142,031 (198,384) (512,266) 5,832,007 1,823,217 8,504,945 - (2,672,938) 1,823,217 5,832,007 All items of property, plant and equipment were recorded at cost as at 30 June 2016 and 30 June 2015. 42 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 14: NON-CURRENT ASSETS – INTANGIBLE ASSETS Consolidated At 30 June 2014 Cost or fair value Accumulated amortisation and impairment Net book amount Year ended 30 June 2015 Opening net book amount Transfers between asset classes Additions Disposals Foreign currency adjustment Amortisation charge Closing net book amount At 30 June 2015 Cost or fair value Accumulated amortisation and impairment Net book amount Year ended 30 June 2016 Opening net book amount Additions Disposals Foreign currency adjustment Amortisation charge Closing net book amount At 30 June 2016 Cost or fair value Accumulated amortisation and impairment Net book amount Research & Development Goodwill $ $ Patents trademarks & other rights $ Total $ 990,607 (542,999) 13,023,197 (30,000) 447,608 12,993,197 216,131 (90,014) 126,117 14,229,935 (663,013) 13,566,922 447,608 (35,000) 252,268 - - (73,836) 591,040 676,963 (85,923) 591,040 12,993,197 126,117 13,566,922 - 751,265 - 91,443 - 13,835,905 - 111,615 (140) - (23,000) 214,592 (35,000) 1,115,148 (140) 91,443 (96,836) 14,641,537 13,835,905 327,554 14,840,422 - (112,962) (198,885) 13,835,905 214,592 14,641,537 591,040 220,678 13,835,905 463,307 - - (150,327) - (4,861) - 661,391 14,294,351 214,592 116,445 (347) (3) (58,946) 271,741 14,641,537 800,430 (347) (4,864) (209,273) 15,227,483 897,640 (236,249) 14,294,351 443,343 15,635,334 - (171,602) (407,851) 661,391 14,294,351 271,741 15,227,483 All intangible assets were recorded at cost as at 30 June 2016 and 30 June 2015. (a) Impairment tests for goodwill Goodwill is allocated to the consolidated entity’s cash generating units (CGU’s) identified according to business and geographical segments. A segment-level summary of the goodwill allocation is presented below. Consumables CGU Precious Metals CGU Capital Equipment CGU European Sales Office CGU Consolidated 2016 $ 8,288,237 3,880,956 1,650,171 474,987 2015 $ 8,288,237 3,897,497 1,650,171 - 14,294,351 13,835,905 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 43          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 14: NON-CURRENT ASSETS – INTANGIBLE ASSETS continued (b) Significant estimate: key assumptions used for value-in-use calculations The recoverable amount of a CGU is determined based on value-in-use calculations which require the use of assumptions. The calculations use cash flow projections based on financial budgets approved by the Board covering a five-year period. Average growth rate of 3.20% (see below) used does not exceed the long-term average growth rates for the industry in which each CGU operates. The average growth rate for Precious Metals (Canada) of 15.88% is determined on the basis of historical performance and expected market opportunity. The pre-tax discount rate of 15% reflects specific risks relating to the relevant CGU. Precious Metals Precious Metals European Capital Sales Office Consumables (Australia) (Canada) Equipment (Belgium) Net Profit (% average annual growth rate) 3.20% 3.20% 15.88% 3.20% 3.20% (c) Sensitivity to change in assumptions If the average budgeted net profit growth rate used in the value-in-use calculation for the Precious Metals CGU in Canada is reduced by 50%, the Group would have had to recognise an impairment charge against the carrying amount of goodwill of $360,000. The reasonably possible change in growth rate represents a reasonably possible reduction in sales quantity of capital equipment. Management believes that no other reasonably possible change in any of the above key assumptions would cause the carrying values to materially exceed recoverable amounts. (d) Impairment charge No impairment charges have been deemed necessary for the current period. NOTE 15: NON-CURRENT ASSETS – DEFERRED TAX ASSETS The balance comprises temporary differences attributable to: Amounts recognised directly in equity: Share issue expenses Amounts recognised in profit or loss: Employee benefits Business acquisition expenses Depreciation of tangible assets Accruals Provisions Other Net deferred tax assets Movements: Opening balance at 1 July (Charged)/credited to profit or loss (note 7) (Charged)/credited to equity Closing balance at 30 June Deferred tax assets expected to be recovered within 12 months Deferred tax assets expected to be recovered after more than 12 months 44 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT Consolidated 2016 $ 2015 $ 1,906 18,056 239,600 48,533 31,140 62,614 24,419 1,754 408,060 409,966 430,425 (22,468) 2,009 409,966 192,121 217,845 409,966 219,144 107,446 33,836 37,819 15,000 (876) 412,369 430,425 432,301 (1,876) - 430,425 168,880 261,545 430,425         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 16: CURRENT LIABILITIES – TRADE AND OTHER PAYABLES Trade payables Deferred consideration Sundry creditors and accruals Employee benefits – annual leave (a) Consolidated 2016 $ 424,102 15,670 313,537 355,945 1,109,254 2015 $ 176,107 76,374 384,800 324,368 961,649 Terms and conditions of trade payables vary between suppliers, however terms of trade are generally 30 days. (a) Amounts not expected to be settled within the next 12 months The entire obligation is presented as current, since the Group does not have an unconditional right to defer settlement. However, based on past experience, the Group does not expect all employees to take the full amount of accrued leave within the next 12 months. The following amounts reflect leave that is not expected to be taken within the next 12 months: Annual leave obligations expected to be settled after 12 months (b) Foreign exchange risk exposure Information about the Group’s exposure to foreign exchange risk is provided in note 2. NOTE 17: CURRENT LIABILITIES – PROVISIONS Long service leave (a) Dividends payable to ordinary shareholders Making good of leases (b) Deferred payments Consolidated 2016 $ 2015 $ 234,924 214,083 Consolidated 2016 $ 297,300 71,363 50,000 - 418,663 2015 $ 273,702 78,302 50,000 101,832 503,836 (a) Amounts not expected to be settled within the next 12 months The current provision for long service leave includes all unconditional entitlements where employees have completed the required period of service and also those where employees are entitled to pro-rata payments in certain circumstances. The entire amount is presented as current, since the Group does not have an unconditional right to defer settlement. Based on past experience, the Group does not expect all employees to take the full amount of accrued long service leave or require payment within the next 12 months. The following amounts reflect leave that is not to be expected to be paid within the next 12 months: Long service leave obligations expected to be settled after 12 months Consolidated 2016 $ 2015 $ 222,975 205,276 (b) Making good of leases provision XRF Scientific Limited is required to restore leased premises to their original condition at the end of the respective lease terms. A provision has been recognised for the present value of the estimated expenditure required for general repairs to premises. All amounts provided for have been expensed in full through the profit or loss as occupancy expenses. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 45          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 18: NON-CURRENT LIABILITIES – LONG-TERM BORROWINGS Interest-bearing loan 1 Consolidated 2016 $ 2015 $ 1,111,500 - 1 Consists of a three-year, interest-only loan for $1,111,500, used to fund the purchase of a property in Campbellfield, Victoria, which commenced on 27 November 2015. Interest is paid monthly, at a rate of 3.505% per annum. The lender holds a fixed and floating charge over the assets of XRF Scientific and its subsidiaries (including the property acquired) as security for the loan facility. The fair value of the loan is estimated to be $1,139,778, calculated using current market interest rates. NOTE 19: NON-CURRENT LIABILITIES – DEFERRED TAX LIABILITIES The balance comprises temporary differences attributed to: Amounts recognised in profit or loss Research and development Depreciation Other Net deferred tax liabilities Movements: Opening balance at 1 July Charged/(credited) to profit or loss (note 7) Closing balance 30 June NOTE 20: NON-CURRENT LIABILITIES – PROVISIONS Employee benefit – long service leave Consolidated 2016 $ 2015 $ 198,417 40,949 12,129 251,495 233,073 18,422 251,495 177,312 38,280 17,481 233,073 171,978 61,095 233,073 Consolidated 2016 $ 2015 $ 148,937 132,410 46 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 21: ISSUED CAPITAL Issued capital Ordinary shares fully paid Total issued capital Consolidated Consolidated 2016 Shares 2015 Shares 2016 $ 2015 $ 133,825,803 132,157,097 18,584,489 18,257,772 133,825,803 132,157,097 18,584,489 18,257,772 Effective 1 July 1998 the corporations legislation abolished the concept of authorised capital and par value of shares. Accordingly these are not disclosed. Movements in ordinary share capital: Date 1 July 2014 30 June 2015 1 July 2015 Opening balance Closing balance Opening balance Details 1 December 2015 1 December 2015 Shares issued to previous owners of Socachim Less: Share issue costs (less deferred tax) 30 June 2016 Closing balance (a) Ordinary shares Issue Price $0.20 Number of shares 132,157,097 132,157,097 132,157,097 1,668,706 - 133,825,803 $ 18,257,772 18,257,772 18,257,772 331,405 (4,688) 18,584,489 Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in proportion to the number of and amount paid on the shares held. On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is entitled to one vote. (b) Dividend reinvestment plan The parent entity does not have a dividend reinvestment plan in place. (c) Capital risk management The Group’s objectives when managing capital are to safeguard its ability to continue as a going concern, so that it can continue to provide returns to shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt. The gearing ratios at 30 June 2016and 30 June 2015 were as follows: Total borrowings Less: cash and cash equivalents Net debt / (positive cash position) Total equity Total equity plus net debt Gearing ratio Consolidated 2016 $ 2015 $ 1,111,500 - (3,304,773) (6,759,893) (2,193,273) (6,759,893) 30,406,972 29,765,291 28,213,699 23,005,398 Net cash (7.8%) Net cash (29.4%) XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 47          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 22: RESERVES AND RETAINED PROFITS (a) Reserves Foreign currency translation reserve Share-based payments reserve Balance 30 June (b) Retained Profits Movements in retained profits were as follows: Balance 1 July Net profit for the year Dividends paid or provided for Balance 30 June (c) Nature and purpose of reserves Foreign currency translation reserve Consolidated 2016 $ 2015 $ (44,202) 759,243 715,041 (15,037) 759,243 744,206 10,763,313 10,238,362 1,537,264 2,639,463 (1,193,135) (2,114,512) 11,107,442 10,763,313 The foreign currency translation reserve is used to recognise the unrealised gains and losses arising from the consolidation of subsidiaries denominated in currencies other than Australian dollars. Share-based payment reserve The share-based payments reserve is used to recognise the value of equity-settled share-based payments. NOTE 23: DIVIDENDS Final dividend for the year ended 30 June 2015 of 0.7 cent per share paid on 25 September 2015 Interim dividend for the year ended 30 June 2016 of 0.2 cent per share paid on 4 March 2016 Total dividends provided for or paid Consolidated 2016 $ 2015 $ 925,098 268,037 1,453,727 660,785 1,193,135 2,114,512 A fully franked dividend of 0.3 cents per share has been declared on ordinary shares post 30 June 2016. Franked Dividends Consolidated 2016 $ 2015 $ Franking credits available for subsequent financial years based on a tax rate of 30% (2015: 30%) 4,622,363 4,217,846 The above amounts represent the balance of the franking account as at the end of the financial year, adjusted for: (a) (b) (c) franking credits that will arise from the payment of the amount of the provision for income tax; franking debits that will arise from the payment of dividends recognised as a liability at the reporting date; and franking credits that will arise from the receipt of dividends recognised as receivables at the reporting date. The consolidated amounts include franking credits that would be available to the parent entity if distributable profits of subsidiaries were paid as dividends. The franked portions of the final dividends recommended after 30 June 2016 will be franked out of existing franking credits or out of franking credits arising from the payment of income tax in the year ended 30 June 2016. The impact on the franking account of the dividend recommended by the directors since year end, but not recognised as a liability at year end, will be a reduction in the franking account of $172,062 (2015: $396,471). 48 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 24: BUSINESS COMBINATIONS (a) Summary of acquisition On 1 December 2015 XRF Scientific Limited acquired Socachim SPRL, a business based in Brussels, Belgium. Socachim was founded in 1994 by Mr Michel Davidts, and has been a distributor of XRF’s products throughout Europe and Northern Africa. Details of the purchase consideration, the net assets acquired and goodwill are as follows: (i) Purchase consideration: Cash paid upfront Shares issued to former owners Total purchase consideration The assets and liabilities recognised as a result of the acquisition are as follows: Goodwill Trade and other receivables Inventories Customer List Cash Property, plant and equipment Other assets Trade and other payables Current income tax liability 2016 $ 400,213 331,405 731,618 363,307 345,835 251,911 100,000 58,926 21,573 26,875 (404,921) (31,888) 731,618 The goodwill is attributable to Socachim’s strong position and profitability in trading in the sample preparation market and synergies expected to arise after the Company’s acquisition of the business. None of the goodwill is expected to be deductible for tax purposes. (ii) Revenue and profit contribution The acquired business contributed revenues of $2.6m and net profit before tax of $222k to the Group for the period 1 December 2015 to 30 June 2016. If the acquisition had occurred on 1 July 2015, consolidated revenue and consolidated net profit before tax for the period ended 30 June 2016 would have been $23.0m and $2.5m respectively. These amounts have been calculated using the Group’s accounting policies. (iii) Acquisition related costs Direct costs relating to the acquisition of Socachim of $66,707 are included “other expenses” in the consolidated statement of profit or loss and other comprehensive income. (iv) Purchase consideration – cash outflow Included in the payments for acquisition of businesses in the investing activities section of the cash flow statement are the following: Outflow of cash to acquire businesses: Cash consideration for Socachim (net of cash acquired) Cash consideration for Laval Lab Fusion Machines and Flux 1 Total outflow of cash - investing activities 1 Immaterial acquisition. Acquisition of Fusion Machines and Flux business segments, based in Quebec, Canada. 2016 $ 341,287 116,445 457,732 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 49          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 25: CONTINGENCIES At 30 June 2016, the consolidated entity had no material contingent liabilities in respect of claims, contingent considerations, associates and joint ventures or any other matters. NOTE 26: COMMITMENTS (a) Lease commitments Commitments in relation to non-cancellable operating leases contracted for at the reporting date but not recognised as Consolidated 2016 $ 2015 $ liabilities, payable: Within one year Later than one year but not later than five years Later than five years 532,087 374,845 - 466,984 466,584 - 906,932 933,568 Operating leases have been have been taken out for a number of sites, office facilities and a fleet of light motor vehicles. Operating leases typically run for a period of between 3 and 5 years with an option to renew the lease after that date. Lease payments for sites and office facilities are generally increased on an annual basis in line with market related / consumer price index increases. XRF Labware Pty Ltd has lease agreements with external suppliers for the provision of 88kg of platinum, which is used for working capital purposes. The lease agreements are renewed annually and fees are paid on the current market price of platinum. The current annual agreements will expire on various dates during the year ending 30 June 2017. (b) Financing arrangements The Group has an overdraft facility of $1,000,000 as a safeguard on working capital requirements. An additional $1,600,000 facility is utilised for bank guarantees. The Group’s undrawn borrowing facilities were as follows as at 30 June 2016: Bank overdraft facility Bank guarantee facility Consolidated 2016 $ 1,000,000 1,498,837 2,498,837 2015 $ 1,000,000 1,498,837 2,498,837 50 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 27: REMUNERATION OF AUDITORS During the year the following fees were paid or payable for services provided by the auditor of the Company, its related practices and non-related audit firms: BDO Audit (WA) Pty Ltd Audit and review of financial reports Taxation services Other services BDO Réviseurs d'Entreprises Soc. Civ. SCRL (Belgium) Audit and review of financial reports Taxation services BDO AG Wirtschaftsprüfungsgesellschaft (Germany) Taxation services Consolidated 2016 $ 2015 $ 104,813 49,025 13,022 103,779 47,420 11,089 18,377 9,990 18,114 - - - 213,341 162,288 NOTE 28: RELATED PARTY TRANSACTIONS (a) Parent entity The ultimate parent and controlling entity is XRF Scientific Limited which at 30 June 2016 owns 100% of all subsidiaries listed in note 29. (b) Interests in subsidiaries Interests in subsidiaries are set out in note 29. (c) Directors and key management compensation Short-term employee benefits Post-employment benefits Long-term benefits Consolidated 2016 $ 855,885 65,820 7,766 929,471 2015 $ 748,730 56,419 6,864 812,013 No other post-employment or termination benefits have been provided. Detailed remuneration disclosures are available in the remuneration report from pages 9-14. (d) Loans to key management personnel There were no loans to any key management personnel during either of the years ended 30 June 2015 or 30 June 2016. (e) Other transactions with key management personnel Premises were rented from a related entity of Director David Brown during the financial year. These properties were rented on normal commercial terms and conditions, totalling $114,029 (2015: $112,012). No amounts were outstanding at the end of the year. All directors of XRF Chemicals Pty Ltd are guarantors on a lease in Osborne Park. Vance Stazzonelli is currently the sole director. (f) Loan to associate On 17 February 2014, XRF Scientific Limited loaned CAD$79,984 to associated entity, Gestion Scancia Inc. The interest rate is set at 10% per annum and is calculated on a monthly basis. Repayments will occur upon the lender’s request at any time beyond 6 months of the commencement date. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 51          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 29: SUBSIDIARIES The consolidated financial statements incorporate the assets, liabilities, and results of the following subsidiaries in accordance with the accounting policy described in note 1(b): Name of entity XRF Chemicals Pty Ltd XRF Labware Pty Ltd XRF Technology (WA) Pty Ltd XRF Technology (VIC) Pty Ltd XRF Scientific Americas Inc 1 XRF Scientific Europe SPRL XRF Scientific Europe GmbH XRF Scientific UK Ltd Precious Metals Engineering (WA) Pty Ltd XFlux Pty Ltd Country of Incorporation Australia Australia Australia Australia Canada Belgium Germany United Kingdom Australia Australia Class of shares Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary 1 Formerly known as KPL Scientific Inc. Renamed on 1 July 2015. The proportion of ownership interest is equal to the proportion of voting power held. Entity holding 2016 % 2015 % 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 - - - 100 100 NOTE 30: RECONCILIATION OF PROFIT AFTER INCOME TAX TO NET CASH FLOW PROVIDED BY OPERATING ACTIVITIES Consolidated 2016 $ 2015 $ 1,537,264 2,639,463 721,539 (52,748) 7,800 594,646 (18,627) 21,857 - (178,205) 187,812 161,624 (850,873) (1,463,315) 39,485 20,459 147,605 42,896 18,422 (24,260) (68,646) 425,064 349,420 12,174 685,015 417,500 (86,963) 1,876 (329,781) (151,172) 61,095 (27,511) 132,933 4,123,720 Profit for the year Depreciation and amortisation Share of JV equity (profits) / losses Net exchange differences Adjustment for deferred acquisition costs in creditors and provisions Net operating assets of acquired businesses reclassified as investing activities Net (gain) loss on sale of non-current assets (Increase) decrease in trade and other debtors (Increase) decrease in inventories (Increase) decrease in other current asset (Increase) decrease in deferred tax asset (Decrease) increase in trade and other creditors (Decrease) increase in provision for income taxes (Decrease) increase in provision for deferred income tax (Decrease) increase in other liabilities (Decrease) increase in other provisions Net cash inflow (outflow) from operating activities NOTE 31: SHARE-BASED PAYMENTS There were no share-based payments during the year ended 30 June 2016 (2015: Nil). 52 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  FOR THE YEAR ENDED 30 JUNE 2016 NOTE 32: EARNINGS PER SHARE (a) Basic earnings per share Profit attributable to the ordinary equity holders of the company (b) Diluted earnings per share Profit attributable to the ordinary equity holders of the Company Consolidated 2016 Cents 2015 Cents 1.2 1.2 2.0 2.0 $ $ (c) Reconciliations of earnings used in calculation earnings per share Profit attributable to the ordinary equity holders of the company 1,537,264 2,639,463 (d) Weighted average number of shares used as the denominator Weighted average number of ordinary shares used as the denominator in calculating basic earnings per share 133,126,318 132,157,097 Number Number NOTE 33: PARENT ENTITY FINANCIAL INFORMATION (a) Summary financial information The individual financial statements for the parent entity show the following aggregate amounts: Statement of Financial Position Current assets Total assets Current liabilities Total liabilities Shareholder’s equity Issued capital Reserves Accumulated losses Profit or (loss) for the year 2016 $ 2015 $ 6,416,015 8,191,951 19,710,727 21,501,022 10,530,363 11,230,596 10,825,301 11,507,772 18,584,489 18,257,772 709,221 734,043 (10,408,284) (8,998,565) 8,885,426 9,993,250 (216,584) (220,449) Total comprehensive income / (loss) for the year (216,584) (220,449) (b) Contingent liabilities of the parent entity The parent entity did not have any contingent liabilities as at 30 June 2016 or 30 June 2015. NOTE 34: EVENTS OCCURRING AFTER THE REPORTING DATE Dividend A final dividend of 0.3 cents per share fully franked was declared on 26 August 2016, bringing the total dividend for the year to 0.5 cents per share fully franked (FY15: 1.2 cents per share fully franked), with a record date of 16 September 2016 and payment date of 30 September 2016. Other events There were no other events subsequent to the reporting date which have significantly affected or may significantly affect the XRF Scientific Limited operations, results or state of affairs in future years. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 53          DIRECTORS’ DECLARATION  FOR THE YEAR ENDED 30 JUNE 2016 XRF Scientific Limited and its controlled entities ACN 107 908 314 The directors of the company declare that: 1. The financial statements, comprising the consolidated statement of profit or loss and other comprehensive income, consolidated statement of financial position, consolidated statement of cash flow, consolidated statement of changes in equity and accompanying notes, are in accordance with the Corporations Act 2001 and: (a) (b) Comply with Accounting Standards and the Corporations Regulations 2001 and other mandatory professional reporting requirements after 2001; and Give a true and fair view of the consolidated entity’s financial position as at 30 June 2016 and of its performance for the year ended on that date. 2. In the directors’ 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. 3. The directors have been given the declarations by the Chief Executive Officer and Chief Financial Officer as required by section 295A. 4. The company has included in the notes to the financial statements an explicit and unreserved statement of compliance with International Financial Reporting Standards. This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the directors by. Kenneth Baxter Chairman Dated this 22nd day of September 2016 54 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT         This page has been left blank intentionally.     Tel: +61 8 6382 4600 Fax: +61 8 6382 4601 www.bdo.com.au 38 Station Street Subiaco, WA 6008 PO Box 700 West Perth WA 6872 Australia INDEPENDENT AUDITOR’S REPORT To the members of XRF Scientific Limited Report on the Financial Report We have audited the accompanying financial report of XRF Scientific Limited, which comprises the consolidated statement of financial position as at 30 June 2016, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration of the consolidated entity comprising the company and the entities it controlled at the year’s end or from time to time during the financial year. Directors’ Responsibility for the Financial Report The directors of the company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. In Note 1(a), the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, that the financial statements comply with International Financial Reporting Standards. Auditor’s Responsibility Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance about whether the financial report is free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the company’s preparation of the financial report that gives a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation, other than for the acts or omissions of financial services licensees. Independence In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of XRF Scientific Limited, would be in the same terms if given to the directors as at the time of this auditor’s report. Opinion In our opinion: (a) the financial report of XRF Scientific Limited is in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2016 and of its performance for the year ended on that date; and (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; and (b) the financial report also complies with International Financial Reporting Standards as disclosed in Note 1(a). Report on the Remuneration Report We have audited the Remuneration Report included in pages 9 to 15 of the directors’ report for the year ended 30 June 2016. 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. Opinion In our opinion, the Remuneration Report of XRF Scientific Limited for the year ended 30 June 2016 complies with section 300A of the Corporations Act 2001. BDO Audit (WA) Pty Ltd Glyn O’Brien Director Perth, 22 September 2016 SHAREHOLDER INFORMATION Additional information (as at 31 August 2016) required by the ASX Listing Rules and not disclosed elsewhere in this Annual Report is set out below: SUBSTANTIAL SHAREHOLDINGS The number of shares held by substantial shareholders and their associates is as follows: Shareholder Private Portfolio Managers Skye Alba Pty Ltd National Australia Bank Limited D & GD Brown Nominees Pty Ltd 1 Number of Ordinary Shares 14,255,265 13,316,641 9,096,216 8,213,300 1 D & GD Brown Nom PL is a company owned by David Brown and his wife. David Brown is a director of XRF Scientific Limited. NUMBER OF OPTION HOLDERS Class of Security Nil VOTING RIGHTS Number of Holders - In accordance with the Constitution of the Company and the Corporations Act 2001 (Cth), every member present in person or by proxy at a general meeting of the members of the Company has: • On a vote taken by a show of hands, one vote; and • On a vote taken by a poll, one vote for every fully paid ordinary share held in the Company A poll may be demanded at a general meeting of the members of the Company in the manner permitted by the Corporations Act 2001 (Cth). DISTRIBUTION OF SHARE AND OPTION HOLDERS Distribution of Shares & Options 1-1,000 1,000-5,000 5,001-10,000 10,001-100,000 100,001 and above Number of Holders of Ordinary Shares Number of Holders of Options 47 107 116 357 140 767 – – – – – – 58 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT       SHAREHOLDER INFORMATION TOP 20 SHAREHOLDERS No. Holder name Number of Ordinary Shares Percentage of Ordinary Shares 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 NATIONAL NOM LTD SKYE ALBA PL BNP PARIBAS NOMS PL J P MORGAN NOM AUST LTD D & GD BROWN NOM PL 1 EVELIN INV PL TZELEPIS NOM PL PARSONS JOHN GRAHAM PROSSOR STEPHEN W + F C GREAT WESTERN CAP PL PARSONS JULIE ANN ABN AMRO CLEARING SYDNEY BETA GAMMA PL J G H METZ PL DAVIDTS FREDERIC KORBER MICHAEL KARL CREEL PL KLARIE PETER METZ JORG + CARR WENDY J G & E PROPS PL 15,031,075 13,316,641 7,984,000 7,515,669 7,513,300 6,300,000 3,280,000 2,828,439 2,669,767 2,649,578 2,500,000 2,379,208 2,000,000 1,888,480 1,668,706 1,500,000 1,200,000 1,190,576 1,133,637 1,120,000 11.23% 9.95% 5.97% 5.62% 5.61% 4.71% 2.45% 2.11% 1.99% 1.98% 1.87% 1.78% 1.49% 1.41% 1.25% 1.12% 0.90% 0.89% 0.85% 0.84% 1 D & GD Brown Nom PL is a company owned by David Brown and his wife. David Brown is a director of XRF Scientific Limited. 85,669,076 64.02% RESTRICTED SECURITIES There are currently no restricted securities. NON-MARKETABLE PARCELS Class of Security Ordinary shares Number of Securities Number of Holders 29,262 60 UNQUOTED SECURITIES The Company does not have any unquoted securities. ON-MARKET BUY BACK The Company does not have a current on-market buy-back scheme. XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT 59        CORPORATE DIRECTORY DIRECTORS Kenneth Baxter (Chairman) David Brown David Kiggins Fred Grimwade COMPANY SECRETARIES Vance Stazzonelli Andrew Watson KEY MANAGEMENT PERSONNEL Vance Stazzonelli (Chief Executive Officer) Andrew Watson (Chief Financial Officer) REGISTERED OFFICE 98 Guthrie Street Osborne Park WA 6017 Tel: +61 8 9244 0600 Fax: +61 8 9244 9611 COMPANY AUDITOR BDO Audit (WA) Pty Ltd 38 Station Street Subiaco WA 6008 BANKERS Westpac Banking Corporation 109 St George Terrace Perth WA 6000 SOLICITORS HWL Ebsworth Level 11, Westralia Plaza 167 St Georges Terrace Perth WA 6000 SHARE REGISTRY Security Transfer Registrars 770 Canning Highway Applecross WA 6153 Tel: +61 8 9315 2333 Fax: +61 8 9315 2233 WEBSITE www.xrfscientific.com ASX Company Code: XRF 60 XRF SCIENTIFIC LIMITED | 2016 ANNUAL REPORT       

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