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Communications Systems, Inc.

jcs · ASX Technology
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FY2021 Annual Report · Communications Systems, Inc.
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                                                 JCURVE SOLUTIONS LIMITED 

                                                                   ABN 63 088 257 729 

                Level 8, 9 Help St, Chatswood NSW 2067, Australia 
                                                info@jcurvesolutions.com                
                                                https://www.jcurvesolutions.com/ 

14 October 2021 

2021 Annual Report 

JCURVE SOLUTIONS LIMITED (ASX: JCS), the business transformation technology company, 
attaches its FY2021 Annual Report. 

This  announcement  has  been  authorised  for  release  by  the  Board  of  JCURVE  SOLUTIONS 
LIMITED. 

About Jcurve 
Jcurve  works  collaboratively  with  ambitious  organisations  to  drive  growth  through the  effective 
use of technology. Serving as a trusted guide in an on-demand world, Jcurve helps build growing 
and resilient organisations to withstand market disruption. 

From business management solutions and consulting services to field service management and 
digital marketing services – Jcurve is uniquely positioned to help organisations on their business 
transformation journey. 

For more information, please visit www.jcurvesolutions.com.  

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
"Jcurve works collaboratively with ambitious organisations 
to  drive  growth  through  the  effective  use  of  technology. 
Serving as a trusted guide in an on-demand world, we help 
build  growing  and  resilient  organisations  to  withstand 
market disruption." 

JCurve Solutions Limited

C O N T E N T S

Chairman and CEO Message   

Directors’ Report Including Remuneration Report                                                   

4

6

Independence Declaration

Consolidated Statement of Profit or Loss and 

Other Comprehensive Income 

Consolidated Statement of Financial Position

Consolidated Statement of Cash Flows

Consolidated Statement of Changes in Equity

Contents to the Notes to the Consolidated

Financial Statements

Notes to the Financial Statements

Directors’ Declaration

Independent Auditor’s Report

Shareholders Information

 Corporate Information  

21

22

23

24

25

26

27

55

56

61

63

 
 
 
 
 
 
                                                             
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CHAIRMAN and CEO Message

JCurve Solutions Limited

8 October 2021

Dear Fellow Shareholders,

COVID-19 has challenged us all - as individuals, families, communities and as Executives overseeing your business. To the 

great  credit  of  your  management  and  employees,  JCurve  Solutions  achieved  a  profitable  result  in  FY2021.  Your  agile, 

resilient business is ready to meet the challenges and to take opportunities in an ever-changing world. 

Financial Strength – positioning for growth

JCurve Solutions returned to profitability for the year ended 30 June 2021 (FY2021) by generating a statutory pre-tax profit of 

$0.3 million and a normalised EBITDA of $1.2 million. This result reflects a significant improvement in the statutory pre-tax loss of 

$0.2 million and normalised EBITDA of $0.7 million generated in the twelve months ended 30 June 2020 (FY2020). While our 

revenue  levels  were  down,  we  implemented  several  cost-saving  initiatives  at  the  start  of  the  COVID-19  pandemic  to  further 

strengthen the company’s financial position in the face of uncertain economic times.

JCurve Solutions achieved a cash flow positive result for FY2021 with operating cash inflows of $1.8 million, which compares 

favourably to the $0.3 million of cash inflows generated in FY2020. The 30 June 2021 cash balance was $5.1 million, an increase 

from the reported $4.2 million as of 30 June 2020.

Your company continues to be well-positioned for value opportunities with strong cash reserves and no debt.  

Strategic priorities – driving growth

We remain resolute in our strategy of accelerating growth. With this in mind, our strategic priorities for the next twelve months 
are to: 

Profitably grow JCurve Solutions in Asia Pacific from our existing operations as well as through acquisition.

Rapidly grow our Quicta (formerly Riyo) subscriber numbers and focus on product enhancements.

Expand our Business Consulting and Advisory service (Vyzeri).

Markedly increase shareholder value.

4

In early 2021, we saw changes at the Board level, as I, Mark Jobling, took on the role of Chairman and Martin Green joining the 

Board. Further, we bolstered our Executive team, appointing James Butler as Chief Marketing Officer and Arthur Fernandez to 

the new role of Chief Growth Officer. 

4

CHAIRMAN and CEO Message (continued)

JCurve Solutions Limited

Rebranding - reflecting our growth

On 4 October 2021, JCurve Solutions launched its new branding. This new 

branding  includes  a  fresh,  modern  take  on  the  JCurve  logo,  a  refreshed 

colour scheme, alongside a new tagline of ‘Advancing Ambition’. The new 

tagline perfectly encapsulates the mission, which is to work collaboratively 

with ambitious organisations to drive growth through the effective use of 

technology.

The solutions and services we offer as part of a diversified portfolio will be 

reported  moving  forward  under  their  refreshed  brands  of  Optyc,  Quicta, 

Vyzeri and Dygiq.

Outlook

Assuming the economies of Southeast Asia and Australia recover quickly 

from the COVID-19 pandemic, we are forecasting strong growth from our 

existing business operations.

We  continue  to  focus  on  identifying  and  evaluating  complementary 

technology  business  merger  and  acquisition  opportunities.  We  have 

successfully purchased and integrated two smaller businesses, Creative 

Quest and Rapid E-Suite Thailand, over the past six months. Our focus is 

now on more significant opportunities that will result in a step-change in 

our revenue and profitability moving forward.

Final Remarks

Mark Jobling

Chairman

Thank  you  to    our  employees,  customers  and  shareholders  for  their 

ongoing  support.  Despite  the  challenging  times  that  COVID-19  has 

presented,  JCurve  Solutions  has  evolved 

into  a  full-service  digital 

transformation partner for businesses seeking to meet the challenges of 

today’s business environment and assist in Advancing Ambition. 

Stephen Canning

Chief Executive Officer

5

JCurve Solutions Limited

DIRECTORS’ REPORT

Your directors present the annual financial report of the consolidated entity (referred to hereafter as ‘JCurve Solutions’ or ‘the 
Group’) consisting of JCurve Solutions Limited and the entities it controlled at the end of, or during, the year ended 30 June 2021. 
In order to comply with the provisions of the Corporations Act 2001, the Directors’ Report is as follows:

Directors and Company Secretary

The  names  of  directors  who  held  office  during  or  since  the  end  of  the  year  and  until  the  date  of  this  report  are  as  follows. 
Directors were in office for the entire year unless otherwise stated.

Mr Mark Jobling

Mr Bruce Hatchman

Mr Graham Baillie

Mr  David  Franks  was  a  Non-Executive 
Director  from  the  beginning  of  the   
financial year until his resignation on 18 
January 2021.

Mr  Martin  Green  was  appointed  as  a 
Non-Executive Director on 18 January 
2021 and continues in that position as 
at the date of this report.

Names, qualifications, experience, and special responsibilities

The following information is current as at the date of this report.

Experience and expertise

Mark  Jobling  joined  the  company  on  8  April  2015  as  a  Non-Executive  Director. 
Mark  is  a  substantial  shareholder  of  the  Company  and  holds  a  Bachelor  of 
Economics and Bachelor of Laws (Hons) from Monash University. Mark manages 
investments  in  a  diverse  range  of  industries  including  power  technology  and 
angel  investing  in  Asian  start-up  companies  and  is  currently  based  in  Hong 
Kong.  He  began  his  career  as  a  commercial  lawyer  with  Mallesons  Stephen 
Jaques  in  Australia  and  went  on  to  hold  senior  executive  roles  in  multi-billion 
dollar companies, including Managing Director of South East Asia and Taiwan for 
CLP  Holdings  Limited,  and  CEO  of  OneEnergy  Limited,  a  CLP/Mitsubishi                              
Corporation 
Entertainment Holdings Pte Ltd.

in  Asia.  Mark 

joint  venture 

is  the  Chairman  of  Tomorrow                                              

Mark Jobling

B. Eco, B Laws (Hons) 
(Non-Executive Chairman)

Directorships of other listed companies
None

Former directorships of other listed companies
None

Special responsibilities
Chairman of the Remuneration Committee.

Experience and expertise

Bruce  Hatchman  was  appointed  to  the  Board  of  JCurve  Solutions  on
27  November  2014  and  acted  as  Chairman  from  27  November  2014  until 
8 January 2021. Bruce is an experienced and successful finance professional. As 
the  former  Chief  Executive  of  Crowe  Horwath,  Bruce  has  over  40  years’ 
listed 
experience 
companies and other consulting services to large private enterprises. Bruce is a 
qualified  Chartered  Accountant  and  a  member  of  the  Australian  Institute  of 
Company Directors.

in  providing  audit  and  assurance,  and  M&A  services  to 

Directorships of other listed companies
None

Former directorships of other listed companies
Non-Executive  Director  of  Consolidated  Operations  Group  Limited  (change  of 
name post-resignation from the Company to COG Financial Services Limited).

Special responsibilities

Chairman  of  the  Audit  &  Risk  Management  Committee  and  Member  of  the                  
Remuneration Committee.

6

Bruce Hatchman

FCA MAICD JP (Non-Executive 
Director)

DIRECTORS’ REPORT (continued)
Names, qualifications, experience, and special responsibilities

Experience and expertise

Graham Baillie rejoined the Group as a Non-Executive Director on 26 August 2019. Graham 
originally  joined  the  Company  in  September  2007  as  a  Non-Executive  Director  and  was 
appointed Chairman in May 2012, briefly serving as Managing Director for period December 
2013 to June 2014 before returning to position of Chairman in July 2014. During this time, he 
saw the listing of JCurve Solutions Limited through Stratatel Limited.

Graham  is  JCS’s  majority  shareholder  through  shares  held  by  his  family’s  superannuation 
fund.

In  1994,  Graham  established  Outsource  Australia  Pty  Ltd  (OSA)  to  provide  “white  collar” 
business process outsourcing (BPO) services to both the private and public market sectors 
in Australia. In his capacity as majority shareholder and Chief Executive Officer he developed 
the company nationally and internationally. Today OSA is known as Converga. Prior to this, 
Graham  was  with  AUSDOC  during  its  formative  years  through  to  its  ultimate  ASX  listing  in 
September 1993. In this time he was not only integral to the development of the company 
throughout Australia but was also involved in establishing similar business operations in New 
Zealand, USA and United Kingdom.

Directorships of other listed companies
None

Former directorships of other listed companies
None

Special responsibilities
Member of the Audit & Risk Management Committee.

Experience and expertise
Martin Green joined the Group on 18 January 2021 as a Non-Executive Director. He has a 
strong  corporate  background  having  played  a  significant  role  in  the  private  investment 
arm  of  Consolidated  Press  Holdings  Pty  Limited  (CPH)  for  more  than  10  years  and                          
subsequently Hong Kong where he set up CPH’s operations. After leaving CPH, Martin has 
assisted in building and monetising technology and other businesses in Asia through his 
extensive  corporate  network.  Martin  is  based  in  Hong  Kong  and  holds  a  BA  (Hons)  in 
Accounting and Finance.

Directorships of other listed companies
None

Former directorships of other listed companies
None.

Special responsibilities
Member  of  the  Audit  &  Risk  Management  Committee  and  Member  of  the  Remuneration 
Committee.

Experience and expertise
David Franks joined JCurve Solutions on 15 September 2014 as Company Secretary and a 
Non-Executive  Director.  He  is  a  Chartered  Accountant,  Fellow  of  the  Financial  Services 
Institute of Australia, Fellow of the Governance Institute of Australia, Justice of the Peace, 
Registered Tax Agent and holds a Bachelor of Economics (Finance and Accounting) from 
Macquarie University. With over 20 years in finance and accounting, initially qualifying with 
Price  Waterhouse  in  their  Business  Services  and  Corporate  Finance  Divisions,  David  has 
been CFO, Company Secretary and/or Director for numerous ASX-listed and unlisted public 
and private companies, in a range of industries covering energy retailing, transport, financial 
services, mineral exploration, technology, automotive, software development and healthcare. 
David  is  currently  the  Company    Secretary  for  the  following  public  entities:  AUB  Group 
Limited,  Aumake    International  Limited,  Noxopharm  Limited,  Nyrada  Inc,  Consolidated 
Operations  Group  Limited,  White  Energy  Company  Limited,  White  Energy  Technology 
Limited and ZIP Co Limited. David is also a Director and Principal of Automic Group Pty Ltd.

Directorships of other listed companies
None
Former directorships of other listed companies
None.
Special responsibilities
Chairman of the Audit & Risk Management Committee and Member of the Remuneration 
Committee until his resignation.

7

JCurve Solutions Limited

Graham Baillie

FAICD (Non-Executive Director)

Martin Green
BA (Hons) in Accounting and 
Finance (Non-Executive Director) 
from 18 January 2021

David Franks
B.Ec, CA, F Fin, FGIA, JP. 
(Non-Executive Director until his 
resignation on 18 January 2021
and Company Secretary)

DIRECTORS’ REPORT (continued)

Interests in the shares and options of the group and related bodies corporate

As at the date of this report, the interests of the directors in the shares and options of JCurve Solutions were:

Ordinary Shares

Options over Ordinary Shares

JCurve Solutions Limited

Mark Jobling 
Bruce Hatchman 
Graham Baillie 
Martin Green

50,704,301
3,500,000
83,124,215
-

137,328,516

-
-
-
-

-

A new equity incentive plan was approved by shareholders at the Annual General Meeting held on 19 November 2019.

In accordance with that plan, on the 16th of March 2021, 4,100,000 performance rights were issued to employees under this plan. 
The Performance Rights under this plan vest in three tranches in January 2022, June 2022 and January 2023 and have both a 
performance and service condition before converting into shares.

Dividends and shareholder returns

No dividends were declared or paid during the financial year ended 30 June 2021.

Principal activities

The principal activities of JCurve Solutions during the year ended 30 June 2021 consisted of:

1)   the sale, implementation and support of Enterprise Resource Planning (ERP) solutions, which consisted of:
      (i) the exclusively licensed small business edition of Oracle NetSuite, JCurveERP (in Australia and New Zealand);
      (ii) the Oracle NetSuite mid-market and enterprise editions (in Australia, New Zealand and South East Asia);
2)  the sale and support of proprietary Telecommunications Expense Management Solutions;
3)  the  continued  development  of  Riyo,  the  Group’s  proprietary  owned  Service  Management  Platform  including  the  sale  and 
       support of the platform to paying customers;
4)  the sale of digital marketing services.

Review of Operations - Operating financial review

Financial Results for the Year

The Group recognised a profit after tax of $0.2 million for year ended 30 June 2021 (2020: $0.3 million loss).

The ‘Normalised EBITDA’ for the full year ended 30 June 2021 was $1.2 million (2020: $0.7 million), which has been determined as follows:

Total profit/(loss) after tax for the year

Add Back: Non-cash expenses:

Depreciation / amortisation

Total non-cash expenses

Income tax expense

Interest income/finance costs

Normalised EBITDA

Consolidated ($)

2020

(298,804)

817,201

817,201

153,585

(1,481)

670,501

2021

152,255

864,271

864,271

143,391

75,037

1,234,954

Normalised EBITDA is a financial measure which is not prescribed by Australian Accounting Standards (AAS) and represents the 
profit under AAS adjusted for specific significant items. The table above summarises key items between the statutory profit/(loss) 
after tax and normalised EBITDA. The directors use normalised EBITDA to assess the performance of the Group.

8

 
 
 
 
 
DIRECTORS’ REPORT (continued)

Normalised  EBITDA  has  not  been  subject  to  any  specific 
review  procedures  by  our  auditor  but  has  been  extracted 
from the accompanying audited financial report.

The  Group  has  the  following  risk  management  controls 
embedded 
in  the  Group’s  management  and  reporting 
system:

JCurve Solutions Limited

implementation  revenue 

The  Group’s  total  revenue  for  the  year  ended  30  June  2021 
was $10.6 million (2020: $11.2 million), which includes revenue 
licenses  and 
from  the  sale  of  JCurveERP/NetSuiteERP 
accompanying  support  and 
in 
Australia of $7.7 million (2020: $8.0 million), revenue from the 
sale of NetSuiteERP licenses and accompanying support and 
implementation revenue in Asia $1.0 million (2020: $1.0 million), 
revenue  from  the  sale  of  Telecommunications  Expense 
Management  Solutions  $1.6  million  (2020:  $2.1  million)  and 
implementation  of  the  Riyo 
revenue  from  the  sale  and 
solution $0.2 million (2020: $0.1 million).

Total expenses including depreciation for the full year ended 
30 June 2021 was $9.1 million (2020: $11.7 million). The largest 
expense  during  the  year  ended  30  June  2021  was  amounts 
paid  to  employees  with  $5.5  million  being  paid  or  accrued 
(2020: $6.2 million).

Financial Position as at 30 June 2021

The  Group  generated  cash  inflows  for  FY2021  of  $1  million, 
with a 30 June 2021 cash balance of $5.1 million, which was an 
increase from the $4.2 million as at 30 June 2020, with $0.2 
million paid during the year for the Creative Quest business 
acquisition.

Despite  the  exceptionally  challenging  market  conditions 
associated  with  the  COVID-19  pandemic,  JCurve  Solutions 
remains  in  a  strong  financial  position,  supported  by  annual 
recurring  revenue  streams  exceeding  $7  million,  a  cash 
balance  of  $5.1  million  as  at  30  June  2021  and  no  external 
debt.

The increase in assets from $14.0 million as at 30 June 2020 
to $14.4 million as at 30 June 2021, is primarily the result of the 
stronger financial result achieved in FY2021.

The liabilities balance increased from $9 million as at 30 June 
2020 to $9.4 million as at 30 June 2021 which is primarily the 
result of the project delivery status of a large contract won in 
November 2020. The Group recognizes revenue in the Statement 
Income  on  completion  of  nominated 
of  Comprehensive 
performance  obligations  at  which  point  the  liability  for  any 
pre-billed services work is recognized as revenue.

Risk management

The  Group  recognises  the  need  to  proactively  manage  the 
risks  and  opportunities  associated  with  both  day-to-day 
operations  of  the  Group  and 
objectives and has developed a risk management policy.

its 

longer-term  strategic                            

The Board is responsible for the establishment, oversight and 
approval  of  the  Group’s  risk  management  strategy,  internal 
compliance  and  controls.  The  Board  is  also  responsible  for 
defining the “risk appetite” of the Group so that the strategic 
direction of the Group can be aligned with its risk management 
policy.

9

1)  A comprehensive annual insurance program facilitated by 
      an external broker;
2) A monthly risk register which is reviewed by the Executive 
      Management Team and reported to the Board;
3) Annual strategic and operational business plans; and
4) Annual budgeting and forecasting and monthly reporting 
    systems  which  enable  the  monitoring  of  performance   
      against expected targets and the evaluation of trends.

The  Chief  Executive  Officer  and  Chief  Financial  Officer 
through  monthly  Board  papers,  report  to  the  Board  as  to 
whether  all  identified  material  risks  are  being  managed 
effectively across the Group.

During  the  year,  ongoing  monitoring,  mitigation  and                           
reporting on material risks was conducted by the Executive 
Management  Team,  the  Audit  and  Risk  Committee  and  the 
Board  and  took  place 
in  accordance  with  the  process 
disclosed above.

A copy of the Risk Management Policy can be found on the 
Group’s website: 
https://www.jcurvesolutions.com/corporate-governance/

Significant changes in the state of affairs

There were no significant changes in the state of affairs of 
JCurve Solutions during the financial year.

Events since the end of the financial year

Since the end of the financial year, the following events have 
occurred which have impacted the operations of the Group:

1) Acquisition of the Thailand assets of Rapid E-Suite Pte Ltd

On the 9th of July 2021, the Group completed the acquisition 
of the Thailand business assets of Rapid E-Suite Pte Ltd, an 
Oracle  NetSuite  Member  Status  Solution  Provider  with  20 
existing  customers  and  which  for  the  year  ended  30  April 
2021,  generated  S$0.6  million  of  revenue  and  an  EBITDA  of 
S$0.1 million from its Thailand operations. The purchase price 
for the acquisition was S$250,000 cash paid on completion, 
S$50,000  cash  payable  on  reaching  an  agreed  non-sales 
milestone  by  9  October  2021  and  a  further  cash  earnout 
component  capped  at  S$500,000  dependent  on  the  sales 
level for the Thailand operations in the 12 months immediately 
post-completion of the acquisition.

2) Lockdowns in key operating locations

Lockdown  restrictions  first  announced  on  the  25th  of  June 
2021, in New South Wales have been extended until the end 
of September 2021. Our office in Chatswood remains closed 
and  the  Group  continues  to  operate  under  its  business 
continuity  plan  in  all  locations  which  includes  all  employees 
lockdowns  have  been 
working 
announced 
in  Queensland,  Victoria,  Singapore  and  the 
Philippines.

from  home.  Shorter 

JCurve Solutions Limited

DIRECTORS’ REPORT (continued)

With the exception of the acquisition of the Thailand assets 
of Rapid E-Suite and the lockdowns outlined above, no other 
matters  or  circumstances  have  arisen  since  30  June  2021 
that significantly affect, or may significantly affect:
(a) the Group’s operations in future financial years, or
(b) the results of those operations in future financial years, or
(c) the Group’s state of affairs in future financial years.

Retirement, election and continuation in office of Directors

It is the Board’s policy to consider the appointment and 
retirement  of  Non-Executive  Directors  on  a  case-by-case 
basis.  In  doing  so,  the  Board  must  take  into  account  the 
requirements  of  the  Australian  Securities  Exchange  Listing 
Rules and the Corporations Act 2001.

Likely  developments  and  expected  results  of 
operations

The  Group’s  likely  developments  and  expected  results  of 
operations  are  summarised  through  its  four  core  strategic 
priorities for FY2022:

• Profitably Grow JCurve Solutions in Asia Pacific;
• Accelerate Riyo Go-To-Market;
• Seize adjacent Digital Transformation Opportunities;
• Increase Shareholder Value.

The  COVID-19  has  accelerated  business  change  and  the 
Group is expecting that as the economies recover we will see 
increasing  numbers  of  Companies  further  embracing  Cloud 
Technology.

Environmental regulation

The  Group  is  not  subject  to  any  significant  environmental 
legislation.  The  Group  does  not  meet  either  the  facility  or 
the  corporate  group  threshold  for  registration  under  the 
National Greenhouse and Energy Reporting Act 2007.

The Group continues to improve work practices in its pursuit 
of  reducing  paper  usage  as  much  as  possible  and  work 
electronically.

Indemnification of Directors, Officers and Auditors

The  Group  has  agreed  to  indemnify  all  the  directors  and 
officers  for  any  breach  of  laws  and  regulations  arising  from 
their role as a director and officer. The contract of insurance 
prohibits  disclosure  of  the  nature  of  the  liability  and  the 
amount of the premium.

JCurve Solutions has not indemnified or agreed to indemnify 
an auditor of the Group or any related body corporate against 
liability incurred as an auditor.

Meetings of Directors

The number of meetings of directors (including meetings of 
committees  of  directors)  held  during  the  year  and  the 
number  of  meetings  attended  by  each  director  were  as 
follows:

Clause  13.4  of  the  JCurve  Solutions  Constitution  allows  the 
Directors  to  at  any  time  appoint  a  person  to  be  a  Director, 
either to fill a casual vacancy or as an addition to the existing 
Directors, but so that the total number of Directors does not 
at  any  time  exceed  the  maximum  number  specified  by  the 
JCurve  Solutions  Constitution.  Any  Director  so  appointed 
holds  office  only  until  the  next  following  annual  general 
meeting  and  is  then  eligible  for  re-election  but  shall  not  be 
taken  into  account  in  determining  the  Directors  who  are  to 
retire  by  rotation  (if  any)  at  that  meeting.  Martin  Green  was 
appointed during the year and must stand for election at the 
first Annual General Meeting following his appointment under 
Clause 13.4 of the JCurve Solutions Constitution.

Clause 13.2 of the JCurve Solutions Constitution requires that 
no  director  who  is  not  the  Chief  Executive  Officer  may  hold 
office without re-election beyond the third AGM following the 
meeting at which the director was last elected or re-elected.

The  current  board  was  re-elected  by  shareholders  at  the 
following prior AGMs:
2020: Bruce Hatchman and Mark Jobling;
2019: David Franks and Graham Baillie;

Therefore,  under  clause  13.4  of  the  JCurve  Solutions                           
Constitution,  Graham  Baillie  and  Martin  Green  are  due  for 
election at the Next Annual General Meeting.

Proceedings on behalf of the company

No  person  has  applied  for  leave  of  the  Court  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. The Company was not a party to 
any such proceedings during the year.

Auditor Independence and Non-Audit Services

Section  307C  of  the  Corporations  Act  2001  requires  our 
auditors,  BDO  Audit  Pty  Ltd,  to  provide  the  directors  of  the 
Company with an Independence Declaration in relation to the 
audit of the annual report.

Directors’ Meetings
Attended/(Eligible)

Number of meetings:

Mark Jobling

Bruce Hatchman

Graham Baillie

Martin Green (from 18 
January 2021)

David Franks (until 18 
January 2021)

7 (7)

7 (7)

7 (7)

4 (4)

3 (3)

Audit & Risk Management

Committee Attended/                                             

Remuneration Committee
Attended /(Eligible)

(Eligible)

0 (0)

4 (4)

4 (4)

2 (2)

2 (2)

2 (2)

2 (2)

0 (0)

1 (1)

1 (1)

10

DIRECTORS’ REPORT (continued)

This  Independence  Declaration  is  set  out  on  page  21  and 
forms  part  of  this  Directors’  Report  for  the  year  ended 
30 June 2021.

Non-Audit Services

There were no non-audit related activities carried out by the 
Company’s auditors during the year ended 30 June 2021.

Corporate Governance Statement

In  fulfilling  its  obligations  and  responsibilities  to  its  various 
stakeholders,  the  Board  is  a  strong  advocate  of  corporate 
governance.  The  Board  supports  a  system  of  corporate 
governance  to  ensure  that  the  management  of  JCurve 
Solutions is conducted to maximise shareholder wealth in a 
proper and ethical manner.

The  Corporate  Governance  Statement  and  other  corporate 
governance  practices  which  outline  the  principal  corporate 
governance procedures of JCurve Solutions can be found on 
the company’s website at:
 https://www.jcurvesolutions.com/corporate-governance/

Remuneration report (Audited)

The  directors  are  pleased  to  present  JCurve  Solutions 
Limited’s (“the Company’s”) remuneration report for the year 
ended 30 June 2021. The remuneration report is prepared in 
accordance with section 300A of the  Corporations Act 2001 
and has been audited as required by section 308(3C) of the 
Corporations Act 2001.

JCurve Solutions Limited

1) Directors and other Key Management Personnel

Non-Executive Directors

Mark Jobling 
Non-Executive Director (Not Independent) 
until 17 January 2021 before transitioning to the 
Non-Executive  Chairman role (Not Independent)
from 18 January 2021

Bruce Hatchman 
Non-Executive Chairman (Independent)
until 17 January 2021 before transitioning to
a Non-Executive Director role (Independent)
from 18 January 2021

David Franks 
Non-Executive Director – Independent (until 18 January 2021), 
resigned 18 January 2021

Graham Baillie 
Non-Executive Director – Not Independent

Martin Green 
Non-Executive Director – Independent (appointed 18 January 2021)

Executive Management Team (Executives)

Stephen Canning 
Chief Executive Officer

The remuneration report outlines the key aspects of JCurve 
Solutions  remuneration  policy,  framework  and  remuneration 
awarded for JCurve Solutions directors and executives. The 
Executives 
Management  Personnel  who  are  not  Non-Executive                           
Directors.

for  the  purpose  of  this 

report  are  Key                                 

James Aulsebrook 
Chief Financial Officer

Kate Massey 
Chief Marketing Officer including Sales Director responsibilities
until resignation effective from 4 September 2020

The Remuneration Report is structured as follows:

1) Directors and other Key Management Personnel
2) Remuneration Governance
3) Remuneration Structure
4) Remuneration of key management personnel
5) Relationship between remuneration and JCurve 
      Solutions performance
6) Voting and comments made at the Company’s 2020 
      Annual General Meeting
7) Details of share-based compensation
8) Shareholdings of Key Management Personnel
9) Transactions with Directors and Key Management 
      Personnel

Katrina Doring 
Chief Operating Officer

Peter Choo 
Product  Strategy  Director  until  resignation  effective  from 
26 January 2021

Arthur Fernandez 
General Manager – JCurve Solutions Asia
and General Manager of Riyo

James Butler 
Chief Marketing Officer (appointed 8 March 2021)

Key  Management  Personnel  are  defined  as  those  persons 
having  the  authority  and  responsibility  for  planning,  directing 
and  controlling  the  activities  of  the  Company  directly  or 
indirectly  (and  include  the  directors  of  the  Company).  The     
Executive Management team are responsible for preparing the 
Group’s  3  year  Strategic  Plan  and  evaluating  the  Company’s 
progress against that Strategic Plan.

11

DIRECTORS’ REPORT (continued)

Remuneration report (Audited) (continued)

2) Remuneration governance

Remuneration philosophy

The performance of the Company depends upon the quality 
of  the  directors  and  executives  employed  by  JCurve 
Solutions.  The  philosophy  of  the  Company  in  determining 
remuneration levels is to:

(i)   set competitive remuneration packages to attract and 
        retain high calibre employees;
(ii) link executive rewards to shareholder value creation; and
(iii)establish appropriate performance hurdles for variable 
        executive remuneration.

Nomination and Remuneration committee

JCurve Solutions Limited

(i)     Ensuring maximum stakeholder benefit from the                           
          retention of a high-quality Board and executive team;
(ii)   Aligned to the Company’s strategic business priorities 
          which have been set to achieve shareholder value;
(iii)  Ensuring that the remuneration structure is transparent 
          and easily understood;
(iv)  Acceptable to all shareholders.

The  Company’s  Corporate  Governance  Statement  which 
can be found on the Company’s website:
http://www.jcurvesolutions.com/corporate-governance, 
provides  further  information  on  the  role  of  the  Nomination 
and  Remuneration  Committee  and  its  composition  and 
structure.

A  copy  of  the  Nomination  and  Remuneration  Committee’s 
charter is included on the Company’s website.

The  Nomination  and  Remuneration  Committee 
responsible  for  determining  and  reviewing  compensation 
arrangements 
for 
management team.

the  directors  and 

the  executive                                

is                                  

3) Remuneration Structure

In accordance with best practice Corporate Governance, the 
structure of non-executive director and executive remunera-
tion is separate and distinct.

Non-executive director remuneration

The  Board  seeks  to  set  aggregate  remuneration  at  a  level 
that provides JCurve Solutions with the ability to attract and 
retain directors of the highest calibre, whilst incurring a cost 
that is acceptable to shareholders.

JCurve  Solutions’  constitution  adopted  at  the  AGM  on  9 
November 2010 specifies that the aggregate remuneration of 
non-executive directors shall be a maximum of $400,000 per 
year, and can be varied by ordinary resolution of the share-
holders in a General Meeting. There have been no changes to 
the constitution of JCurve Solutions since this date.

The  amount  of  aggregate  remuneration  sought  to  be 
approved  by  shareholders  and  the  manner  in  which  it  is 
apportioned amongst directors is reviewed annually.

Non-executive directors are paid their director fees in cash, 
including  statutory  superannuation  contributions.  They  do 
not receive any bonus payments nor are they entitled to any 
payment upon retirement or resignation.

The  current  remuneration  structure  for  the  directors  is  as 
follows:

(i) Chairman: $90,000 including superannuation per annum;
(ii) Resident non-executive directors: $65,700 including 
       compulsory superannuation per annum;
(iii)Non-resident non-executive directors: $60,000                                     
        including superannuation per annum;
(iv)Chair of the Audit Committee: $10,000 including                         
        compulsory superannuation per annum.

The  remuneration  of  non-executive  directors  for  the  year 
ended  30  June  2021  and  comparative  year  is  detailed  in 
Section 4, Table 1 of the Remuneration report.

The  composition  of  the  Nomination  and  Remuneration 
Committee  during  the  year  ended  30  June  2021  was  as 
follows:

(1)   For the period 1 July 2020 until 17 January 2021
(i)    Bruce Hatchman (Chairman) 
         (Non Executive Director - Independent);
(ii)   Mark Jobling (Non Executive Director – 
          Not Independent); and
(iii)  David Franks (Non Executive Director - Independent).

In relation to the above, all are non-executive directors, with 
an  independent  Chairman  and  the  majority  of  whom  are 
independent.

(2)   For the period 18 January 2021 until 30 June 2021
(i)     Mark Jobling (Chairman) 
          (Non Executive Director –  Not Independent);
(ii)    Bruce Hatchman 
          (Non Executive Director - Independent); and
(iii)   Martin Green (Non Executive Director - Independent).

In relation to the above, all are non-executive directors, the 
majority  of  members  are 
Chairman is not independent.

independent  however  the                    

in  compliance  with  the  ASX  Corporate  Governance                    

On this basis, the Nomination and Remuneration Committee 
is 
Principles  and  Recommendations  until  17  January  2021,  and 
partially compliant from 18 January 2021.

Members  of  the  Nomination  and  Remuneration  Committee 
are appointed, removed and/or replaced by the Board.

The Nomination and Remuneration Committee assesses the 
appropriateness of the nature and amount of remuneration 
which  the  directors  and  executives  receive  on  a  periodic 
basis by reference to relevant employment market conditions 
with overall objectives of:

12

DIRECTORS’ REPORT (continued)

Remuneration report (Audited) (continued)

Executive remuneration

The  Company’s  Executive  remuneration  structure  consists 
of three components:

Fixed components

(i) Base salary and benefits, including
superannuation.

Variable ‘at-risk’ components

(ii)  Short-term  incentives  in  the  form  of  cash 
bonuses; and

(iii) Long-term incentives, through participation 
in  the  JCurve  Solutions  Equity  Incentive  Plan 
(EIP).

(i) Base salary and benefits

Executives  are  given  the  opportunity  to  receive  their  fixed 
(primary) remuneration in a variety of forms including cash, 
superannuation and fringe benefits. It is intended that the 
manner of payment chosen will be optimal for the recipient 
without creating undue cost for the Group.

JCurve Solutions Limited

The potential value of the short-term incentive schemes as 
a proportion of each Executive’s base salary was as follows:

Executives
Stephen Canning 
James Aulsebrook 
Kate Massey (***) 
Katrina Doring 
Peter Choo 
Arthur Fernandez 
James Butler 

FY2021 STI 
Potential  (*) (**)

FY2020 STI 
Potential (*) (**)

0%
0%
24%
0%
0%
0%
0%

32%
27%
55%
29%
29%
27%
Not applicable

(*)  STI  bonus  potential  as  a  proportion  of  the  Executive’s 
base contracted salary excluding superannuation and other 
benefits.
(**)  With  the  impact  of  the  Covid-19  pandemic  significantly 
affecting the Company’s results in April 2021, all members of 
the  Executive  Management  Team  with  the  exception  of 
commissions for the CMO, Kate Massey, elected to waive all 
eligible  bonuses  under  the  FY2020  and  FY2021  short  term 
incentive schemes.
(***)  Sales  Director  responsibilities  from  5  February  2020 
which included the commission scheme previously provided 
to the Sales Director on top of the STI as the Chief Marketing 
Officer. Commission scheme was uncapped.

The  FY2022  KPI  targets  for  the  Short-term  incentive  plan 
were  determined  by  the  Board  based  on  Key  Result  Areas 
(KRA’s) which the Board believes will affect the performance 
of JCurve Solutions during the financial year. The KRA for the 
year ended 30 June 2022 is a total revenue metric. The metric 
is  determined  with  reference  to  JCurve  Solutions  strategic 
goals and objectives and is measured based on the audited 
statutory financial results. This short-term incentive scheme 
takes the form of a cash bonus payable once the results for 
the year have been determined.

Each  executive’s  remuneration  is  reviewed  annually  by  the 
Nomination  and  Remuneration  Committee.  The  process 
consists of a review of relevant comparative remuneration in 
the  market,  internally  and,  where  appropriate,  external 
advice  on  policies  and  practices.  The  Nomination  and   
Remuneration  committee  has  access 
independent advice if required.

to  external,                                  

With  the  uncertainty  associated  with  the  impacts  of  the 
COVID-19  pandemic  on  the  Company’s  performance  and 
position, the decision was made in June 2020 for Executive 
pay to be frozen for the year ended 30 June 2021.

(iii) Long-term incentive

The  long-term  equity  incentive  plan  implemented  in  FY2021 
has been designed to align a portion of Executive Remuneration 
with long term shareholder value.

(ii) Short-term incentive

the  Executive  Management 

The  Short-term  incentive  (STI)  scheme  is  designed  to 
reward 
contribution to the success of JCurve Solutions in achieving 
its  financial  goals,  as  well  as  the  individual  contribution  of 
each  employee  to  business  goals,  as  determined  by  the 
Board.

team 

for 

their                                

The  JCurve  Solutions  Equity 
Incentive  Plan  (EIP)  was 
approved  by  shareholders  at  the  Annual  General  Meeting 
held on 22 November 2016 and reapproved on 19 November 
2019. On 16 March 2021 performance rights totalling 4,100,000 
performance rights were issued to employees under the EIP. 
The performance rights under all three tranches are subject 
to a performance condition and a service condition and vest 
on 31 January 2022, 30 June 2022 and 31 January 2023.

For  all  members  of  the  Executive  Management  Team,  with 
the  uncertainty  associated  with  the 
impacts  of  the 
COVID-19  pandemic  on  the  Company’s  performance  and 
position,  the  decision  was  made  in  June  2020  for  the                           
Executive  teams  entitlement  to  bonuses  for  the  years 
ended 30 June 2020 and 30 June 2021 to be waived.

The  4,100,000  of  the  performance  rights  issued  were  to 
Executive team members as follows:

13

JCurve Solutions Limited

DIRECTORS’ REPORT (continued)

Remuneration report (Audited) (continued)

Vesting Date – 31 January 
2022

Vesting Date – 30 June
2022

Vesting Date – 31 January
2023

Executives
Stephen Canning 
James Aulsebrook 
Katrina Doring 
Arthur Fernandez 
James Butler 

Nil
Nil
Nil
Nil
500,000

1,000,000
600,000
500,000
500,000
500,000

Nil
Nil
Nil
Nil
500,000

As at 30 June 2021, the remaining performance rights issued to Executive team members from the tranches issued on 7 February
2020 are as follows:

Vesting Date – 31 January
2022

Vesting Date – 31 January
2023

Executives
Stephen Canning 
James Aulsebrook 
Katrina Doring 
Arthur Fernandez 

1,000,000
600,000
500,000
500,000

1,000,000
600,000
500,000
500,000

4) Remuneration of key management personnel

Table 1: Key Management Personnel remuneration for the year ended 30 June 2021: Directors

Short-term employee benefits

Post-employment

Equity

Total

Director’s

Bonuses /

short-term

Other

Directors

Mark Jobling (1)

Chairman/Director 

(non-executive)

Bruce Hatchman (2)

Chairman/Director 

(non-executive)

David Franks (3)

Director 

(non-executive)

Graham Baillie

Director 

(non-executive)

Martin Green (4)

Director 

(non-executive)

Total Directors’ Fees

Total Directors’ Fees

2021

2020

2021

2020

2021

2020

2021

2020

2021

2020

2021

2020

Fees

$

72,500

60,000

69,577

84,646

35,000 

60,000

60,000

50,968

30,000

-

267,077

55,614

Commission

benefits

Superannuation

$

$

$

Shares

Total

Performance

$

$

Related %

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

18,925

13,000

3,325

5,700

5,700

4,842

-

-

27,950

23,542

-

-

-

-

-

-

-

-

-

-

-

-

72,500

60,000

88,502

97,646

38,325

65,700

65,700

55,810

30,000

-

295,027

279,156

-

-

-

-

-

-

-

-

-

-

-

-

(1) Mark Jobling Chairman from 18 January 2021 and remains in this position as at the date of this report.
(2) Bruce Hatchman Chairman from 1 July 2020 to 17 January 2021. Remains a non-executive director as at the date of this report.
(3) Resigned effective 18 January 2021.
(4) Appointed effective 18 January 2021.

14

JCurve Solutions Limited

DIRECTORS’ REPORT (continued)

Remuneration report (Audited) (continued)

Table 2: Key Management Personnel remuneration for the year ended 30 June 2021: Executives

Short-term 
employee benefits

Long-term

Post-
employment

Other

Equity

Total

Other

Bonuses /

short-term

Salary

Commission (7)

benefits (5)

$

$

$

Long

service

leave (6)

$

2021

329,943

-

26,972

-

2020

333,453

50,768

17,195

(2,765)

Superannuation

Other

Performance

Shares/

or CPF

$

(8)

$

Total

Performance

$

Related %

363,478

404,727

2%

13%

Executives

Stephen Canning

Chief Executive

Officer

James Aulsebrook

Chief Financial 

Officer

Kate Massey (1)

Chief Marketing

Officer

Katrina Doring

Chief Operating

Officer

Peter Choo (2)

Product Strategy

Director

Arthur Fernandez (3)

GM JCS Asia and GM

Riyo

James Butler (4)

Chief Marketing

Officer

2021

186,000

-

2020

186,000

19,375

2021

2020

31,859

175,000

4,935

25,428

2021

182,500

-

2020

175,000

10,000

2021

99,615

-

2020

175,000

19,375

12,182

6,926

3,216

6,687

8,807

11,983

(941)

5,016

2021

181,171

2020

199,246

-

3,015

14,982

(5,575)

2021

2020

55,565

-

-

-

5,315

-

132

2,643

17,670

19,511

6,842

19,041

17,337

17,575

6,230

1,319

(4,258)

6,709

1,577

993

(3,141)

1,287

9,463

18,466

-

-

-

-

12,119

13,328

4,040

-

-

-

-

-

45,224

-

-

-

-

-

-

-

-

-

Rights

$

6,431

3,433

3,858

1,553

(767)

1,400

225,940

234,684

87,051

234,265

3,215

1,400

213,436

216,951

(767)

1,189

104,229

220,333

3,215

767

211,487

210,781

3,234

68,154

-

-

2%

9%

5%

11%

1%

5%

-1%

9%

2%

2%

5%

-

2%

9%

Total Executive Rem.

2021

1,066,653

Total Executive Rem.

2020

1,243,699

4,935

127,961

70,533

42,232

408

7,543

67,603

90,564

45,224

18,419

1,273,775

-

9,742

1,521,741

(1)  Resigned effective 4 September 2020.
(2) Resigned effective 26 January 2021.
(3) Appointed General Manager of Riyo – 1 October 2020. Change of Job Title from 1 July 2021 to Chief Growth Officer.
(4) Appointed as a Key Management Personal (KMP) effective 8 March 2021.
(5) Other short-term benefits include car parking expenses for Stephen Canning, Kate Massey, Katrina Doring, Peter Choo as 
        well as annual leave accrued for each Executive Team Member as per Corporations Regulation 2M.3.03(1) Item 6.
(6) Other long-term benefits as per Corporations Regulation 2M.3.03(1) Item 8.
(7) The bonuses or commissions included in the above table are those which have been paid during the particular financial 
        year.
(8) Other benefits include termination benefits paid to Kate Massey.

Table 3: Service Agreements

Remuneration and other terms of employment for the Executive Management Team are formalised in service agreements, in 
the form of a contract of employment.

15

JCurve Solutions Limited

DIRECTORS’ REPORT (continued)

Remuneration report (Audited) (continued)

Arrangements relating to remuneration of the Company’s Executive Management Team currently in place are set out below:

Executive

Title

Term of agreement

Current base salary

excluding superannuation (*)

Contractual

termination benefits (***)

Stephen Canning

Chief Executive Officer

James Aulsebrook

Chief Financial Officer

Katrina Doring

Chief Operating Officer

Arthur Fernandez

Chief Growth Officer

James Butler (**)

Chief Marketing Officer

Commenced 1 August

2019 on a rolling contract

Commenced 18 April 2016

on a rolling contract

Commenced 5 July 2016

on a rolling contract

Commenced 18 December

2018 on a rolling contract

Commenced 8 March 2021

on a rolling contract

S$327,000

6 months base salary

$200,000

$195,000

3 months base salary

3 months and 1 week
base salary

S$195,000

3 months base salary

S$180,000

3 months base salary

(*) Current base salaries excluding superannuation are quoted for the year commencing 1 July 2021 unless otherwise noted 
below. They are reviewed annually by the Remuneration Committee. There was a pay freeze for the year ended 30 June 2021 
on all staff wages as a result of the Covid-19 pandemic. The salaries recorded in Table 2 are for the years ending 30 June 2021 
and 30 June 2020.

(**) Base salary increase to S$189,000 from 8 September 2021.

(***)  As  at  the  date  the  Remuneration  Report  is  approved.  The  service  agreement  contracts  outlined  above  may  be                                    
terminated in the following circumstances:

(i)   Voluntary termination by the Company: the contractual termination benefit outlined in the table above as well as any                             
        statutory entitlements accrued will be paid; or
(ii) Termination by the Company for cause without notice: no contractual termination benefits are payable. Only statutory 
        entitlements accrued will be paid.

5) Relationship between remuneration and JCurve Solutions performance

Performance in respect of the current year and the previous two years is detailed in the table below:

2021
$

Total profit/(loss) for the year 
Normalised EBITDA
Share price at year end ($)
Increase/(decrease) in share price
Dividends paid

152,255
1,234,954
0.058
61%
-

2020
$

(298,804)
670,501
0.036
6%
-

2019
$

338,114
852,589
0.034
10%
-

2018
$

847,267
979,931
0.031
282%
-

2017
$

454,286
801,920
0.011
83%
-

The remuneration of JCurve Solutions Executives outlined in Table 2 has consisted primarily of salaries and superannuation. 
Performance related remuneration was 2% of the Key Management Personnel’s remuneration package reflecting the recent
performance levels of the Company outlined in the above table.

6) Voting and comments made at the Company’s 2020 Annual General Meeting

The  2020  JCurve  Solutions  Remuneration  Report  resolution  was  carried  by  a  poll,  with  the  results  of  89.70%  in  favour  and                    
therefore in excess of 75% in favour of the resolution. Comments raised by shareholders during the course of the Annual General 
Meeting were responded to by the Directors during the meeting.

7) Details of share-based compensation

With the exception of the following performance rights outlined in tables 1 and 2 below, no other long term incentives have been
issued to employees or Directors of the Company.

16

JCurve Solutions Limited

DIRECTORS’ REPORT (continued)

Remuneration report (Audited) (continued)

     7) Details of share-based compensation (continued)

Table 1: 

Performance  rights  issued  to  members  of  the  Executive  Management  Team  under  the 
JCurve Solutions Equity Incentive Plan on 16 March 2021

Executives
Stephen Canning
James Aulsebrook
Katrina Doring
Arthur Fernandez
James Butler 

Vesting Date –
31 January 2022

Vesting Date –
30 June 2022

Vesting Date –
31 January 2023

Nil
Nil
Nil
Nil
500,000

1,000,000
600,000
500,000
500,000
500,000

Nil
Nil
Nil
Nil
500,000

Table 2: 

Performance  rights  issued  to  members  of  the  Executive  Management  Team  under  the 
JCurve Solutions Equity Incentive Plan on 7 February 2020

Vesting Date –
31 January 2022

Vesting Date –
30 June 2022

Vesting Date –
31 January 2023

Executives
Stephen Canning
James Aulsebrook
Kate Massey
Katrina Doring
Peter Choo
Arthur Fernandez

1,000,000
600,000
500,000
500,000
500,000
500,000

1,000,000
600,000
500,000
500,000
500,000
500,000

1,000,000
600,000
500,000
500,000
500,000
500,000

Table 3: 

Performance  rights  issued  to  members  of  the  Executive  Management  Team  under  the 
JCurve Solutions Equity Incentive Plan on 7 February 2020 which expired during the year

Executives
Stephen Canning
James Aulsebrook
Kate Massey (1)
Katrina Doring
Peter Choo (2)
Arthur Fernandez

Table 4: 

Executives
Stephen Canning
James Aulsebrook
Katrina Doring
Arthur Fernandez
James Butler

Vesting Date –
31 January 2022

Vesting Date – 
30 June 2022

Vesting Date –
31 January 2023

1,000,000
600,000
500,000
500,000
500,000
500,000

Nil
Nil
500,000
Nil
500,000
Nil

Nil
Nil
500,000
Nil
500,000
Nil

Performance  rights  issued  which  formed  part  of  remuneration  during  the  year  ended  30 
June 2021: 2021 Plan

Value of total performance

Value of performance

rights granted

$

13,741
8,245
6,871
6,871
14,498

rights lapsed

$

-
-
-
-
-

Total value of performance

Value of performance rights

%

rights granted,

exercised and lapsed

$

13,741
8,245
6,871
6,871
14,498

included in remuneration 

remuneration consisting of

for the year

$

3,093
1,856
1,546
3,234
1,546

shares for the year

0.9%
0.8%
0.7%
0.7%
4.8%

(1) Forfeited 4 September 2020 as the performance condition accompanying the performance rights was not met.
(2) Forfeited 26 January 2021 as the performance condition accompanying the performance rights was not met.

17

JCurve Solutions Limited

DIRECTORS’ REPORT (continued)

Remuneration report (Audited) (continued)

7) Details of share-based compensation (continued)

The value of each performance right granted under each tranche of the equity incentive plan was as follows:
(1)  Tranche one: $0.0058 per performance right;
(2) Tranche two: $0.0137 per performance right
(3) Tranche three: $0.0095 per performance right

For further details on the Employee Share Plan, please refer to Note 26.

Table 5: 

Performance rights issued which formed part of remuneration during the year ended 30 
June 2021: 2020 Plan

Executives
Stephen Canning
James Aulsebrook
Kate Massey 
Katrina Doring
Peter Choo 
Arthur Fernandez

Value of total performance

Value of performance

rights granted

$

7,625
4,575
3,812
3,812
3,812
3,812

rights lapsed

$

-
-
-
-
-
-

Total value of performance

Value of performance rights

%

rights granted,

exercised and lapsed

$

7,625
4,575
3,812
3,812
3,812
3,812

included in remuneration 

remuneration consisting of

for the year

$

3,338
2,003
(776)
1,669
(776)
1,669

shares for the year

0.9%
0.9%
-0.1%
0.7%
-0.1%
0.8%

The value of each performance right granted under each tranche of the equity incentive plan was as follows:
(1)  Tranche one: $0.0013 per performance right;
(2) Tranche two: $0.0026 per performance right
(3) Tranche three: $0.0037 per performance right

For further details on the Employee Share Plan, please refer to Note 26.

Table 6: 

Performance rights issued which formed part of remuneration during the year ended 30 
June 2020: 2020 Plan

Executives
Stephen Canning
James Aulsebrook
Kate Massey 
Katrina Doring
Peter Choo 
Arthur Fernandez

Value of total performance

Value of performance

rights granted

$

7,625
4,575
3,812
3,812
3,812
3,812

rights lapsed

$

-
-
-
-
-
-

Total value of performance

Value of performance rights

%

rights granted,

exercised and lapsed

$

7,625
4,575
3,812
3,812
3,812
3,812

included in remuneration 

remuneration consisting of

for the year

$

1,533
920
766
766
766
766

shares for the year

0.4%
0.4%
0.3%
0.4%
0.3%
0.4%

For further details on the Employee Share Plan, please refer to Note 26.

Table 7: 

Performance rights issued which formed part of remuneration during the year ended 30 
June 2020: 2017 Plan

Executives
Stephen Canning
James Aulsebrook
Kate Massey 
Katrina Doring
Peter Choo 

Value per

performance

right granted

$

0.0055
0.0055
0.0055
0.0055
0.0055

Value of total

performance

rights granted

$

24,750
8,250
8,250
8,250
8,250

Value of 

performance

rights lapsed

$

-
-
-
-
-

Total value of performance

rights granted,exercised 

and lapsed

$

24,750
8,250
8,250
8,250
5,500

Value of performance 

rights included in

remuneration for the year

% remuneration

consisting of shares

 for the year

$

1,899
633
633
633
422

0.5%
0.3%
0.3%
0.3%
0.2%

For further details on the Employee Share Plan, please refer to Note 26.

18

JCurve Solutions Limited

DIRECTORS’ REPORT (continued)

Remuneration report (Audited) (continued)

8) Shareholdings of Key Management Personnel

Ordinary shares held in JCurve Solutions Limited (number)

Balance
01 Jul 20

Granted as
remuneration

Bought back
under employee
share plan

Net Change
Other

Balance
30 Jun 21

30 June 2021

Directors

Bruce Hatchman

Mark Jobling (1)

Graham Baillie

Martin Green

David Franks (2)

Executives

Stephen Canning

James Aulsebrook

Katrina Doring

Arthur Fernandez

James Butler

30 June 2020

Directors

Bruce Hatchman

David Franks

Mark Jobling 

Graham Baillie (3)

Executives

Stephen Canning

James Aulsebrook

Kate Massey

Katrina Doring

Peter Choo

Arthur Fernandez

3,500,000

51,204,301

83,124,215

-

4,206,174

3,233,418

-

1,975,534

600,000

- 

3,500,000

4,206,174

51,204,301

-

3,233,418

-

665,000

1,975,534

455,000

600,000

-

-

-

-

-

-

-- 

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

(500,000)

-

-

(4,206,174)

-

-

-

800,000

-

3,500,000

50,704,301

83,124,215

-

-

3,233,418

-

1,975,534

1,400,000

-

(3,906,174)

143,937,468

-

-

-

-

-

-- 

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

83,124,215

-

-

-

-

-

-

3,500,000

4,206,174

51,204,301

83,124,215

3,233,418

-

665,000

1,975,534

455,000

600,000

83,124,215

148,963,642

Total

147,843,642

Balance
01 Jul 19

Granted as
remuneration

Bought back
under employee
share plan

Net Change
Other (*)

Balance
30 Jun 20

Total

65,839,427

(1) The 500,000 net change in shares for Mark Jobling was an allocation from the settlement of the Estate of Ian Jobling.

(2) David Franks resigned as a Non Executive Director on 18 January 2021. The 4,206,174 shares outlined as a net change other is
reflective of David Franks no longer being a Director of the Company.

(3) Graham Baillie became a Non Executive Director on 26 August 2019. The 83,124,215 shares outlined above were held before
Graham Baillie became a Non Executive Director.

All equity transactions with key management personnel other than those arising from the exercise of remuneration options have 
been entered into under terms and conditions no more favourable than those the company would have adopted if dealing at arm’s 
length.

19

DIRECTORS’ REPORT (continued)

Remuneration report (Audited) (continued)

JCurve Solutions Limited

9) Transactions with Directors and Key Management Personnel

The  following  table  provides  the  total  amount  of  transactions  that  were  entered  into  with  related  parties  for  the  relevant                             
financial year.

Purchases from Related Parties

Automic

Company secretarial services (1)

Directors Fees (included in Table 1 and including Superannuation)

Share registry fees

2021

$

26,200

38,325

4,153

68,678

2020

$

54,201

65,700

7,091

126,992

(1) Company secretarial service fees, director fees and share registry fees for the period while David Franks was a Director 
(1 July 2020 to 18 January 2021) amounted to $68,678 net of GST excluding out of pocket expenses (2020: $126,992) and 
were  provided  on  commercial  terms.  Automic  Group  invoices  JCurve  Solutions  for  David  Franks’  Directors  fees  and 
superannuation, which has been included in Section 4, Table 1 of the Remuneration Report. The share registry fees were 
provided on commercial terms.

Sales to Related Parties

Tomorrow Entertainment (1)

Customer purchases

2021

$

-

-

2020

$

35,419

35,419

(1) Tomorrow Entertainment Holdings Pte Ltd (Tomorrow Entertainment), a Company which Mark Jobling is a Director, was a 
customer of the Group until 27 July 2020. The Group did not invoice Tomorrow Entertainment in the year ended 30 June 2021 
(2020:  $35,419  invoiced  during  the  year  ended  30  June  2020).  The  services  sold  to  Tomorrow  Entertainment  were  at 
commercial rates and on commercial terms.

Sales  to  and  purchases  from  related  parties  are  made  in  arm’s  length  transactions  both  at  normal  market  prices  and  on                     
normal commercial terms. Outstanding balances at year-end are unsecured, interest free and settlement occurs in cash.

End of Remuneration Report

This report is made in accordance with a resolution of the directors, pursuant to section 298(2)(a) of the Corporations Act 2001.

Mark Jobling
Chairman
24 August 2021

20

Tel: +61 2 9251 4100
Fax: +61 2 9240 9821
www.bdo.com.au

Level 11, 1 Margaret St
Sydney NSW 2000
Australia

DECLARATION OF INDEPENDENCE BY GARETH FEW TO THE DIRECTORS OF JCURVE SOLUTIONS
LIMITED

As lead auditor of JCurve Solutions Limited for the year ended 30 June 2021, 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 JCurve Solutions Limited and the entities it controlled during the
period.

Gareth Few
Director

BDO Audit Pty Ltd

Sydney

24 August 2021

BDO Audit Pty Ltd ABN 33 134 022 870 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 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.

JCurve Solutions Limited

CONSOLIDATED STATEMENT OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2021

Consolidated ($)

Revenue
Cost of goods sold
Gross profit
Other income
Employee benefits expenses
Other employee related expenses
IT and communications expenses
Advertising and marketing expenses
Professional fees
Occupancy expenses
Travel expenses
Depreciation and amortisation expenses
Bad debt expenses
Finance income/(expense)
Due diligence costs
Other expenses
Profit/(loss) before income tax
Income tax expense
Profit/(loss) for the year
Other comprehensive income (exchange
differences on translation of foreign operations)

Total comprehensive profit/(loss) for the year

Basic earnings per share (cents per share)

Diluted earnings per share (cents per share)

Notes

3

3

4

4

4

5

6

6

2021

10,635,680
(1,561,183)
9,074,497
339,805
(5,466,726)
(484,945)
(490,450)
(96,039)
(1,169,462)
(111,407)
(12,078)
(864,271)
(1,182)
(81,997)
(27,840)
(312,259)
295,646
(143,391)
152,255
(53,812)

2020

11,213,413
(1,707,326)
9,506,087
385,907
(6,220,837)
(558,685)
(524,792)
(56,849)
(933,900)
(85,342)
(165,405)
(817,201)
(193,888)
(44,349)
(54,604)
(381,361)
(145,219)
(153,585)
(298,804)
(2,806)

98,443

(301,610)

0.05

0.05

(0.09)

(0.09)

The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction 
with the accompanying notes.

22

 
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2021

JCurve Solutions Limited

Consolidated ($)

Notes

2021

2020

Assets

Current Assets
     Cash and cash equivalents
     Trade and other receivables
     Other financial assets
     Other current assets
     Total Current Assets
Non-Current Assets
     Property, plant and equipment
     Intangible assets
     Right-of-use assets
     Deferred tax asset
    Total Non-Current Assets
Total Assets

Liabilities

Current Liabilities
     Trade and other payables
     Unearned income
     Current tax liability
     Lease liabilities
     Provisions
     Total Current Liabilities
Non-Current Liabilities
     Unearned income

     Deferred tax liabilities

     Lease liabilities
     Provisions
     Total Non-Current Liabilities
Total Liabilities
Net Assets

Equity
     Share capital
     Reserves
     Accumulated losses
     Total Equity

7

8

10

9

11
12
13
5

14
15

16
17

15

5
16
17

18

19

5,101,831

1,930,098

26,760

909,717
7,968,406

133,942
3,057,735
1,719,227
1,568,848
6,479,752
14,448,158

2,318,443
2,682,868
502,422
524,391
445,877
6,474,001

136,027

1,373,385
1,253,181
137,138
2,899,731
9,373,732
5,074,426

17,586,326
1,689,266
(14,201,166)
5,074,426

4,152,349

2,265,193

10,460

866,441
7,294,443

38,988
3,129,266
1,977,341
1,510,368
6,655,963
13,950,406

2,245,754
2,076,493
270,383
468,913
437,219
5,498,762

220,443
1,646,765
1,533,509
91,443
3,492,160
8,990,922
4,959,484

17,588,248
1,825,051
(14,453,815)
4,959,484

The above consolidated statement of financial position should be read in conjunction with the accompanying notes.

23

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2021

JCurve Solutions Limited

Consolidated ($)
Inflows / (Outflows)
2021

2020

Notes

Cash flows from operating activities
Receipts from customers (inclusive of GST)

Payments to suppliers and employees (inclusive of GST)

Interest received

Interest (paid)/refunded

Income tax received/(paid)

Net cash provided by operating activities

7

Cash flows used in investing activities

Payments for property, plant and equipment

Cash paid for the purchase of the Creative Quest

business and assets

Cash paid for the purchase of the Spectrum business 

and assets

Net cash used in investing activities

Cash flows used in financing activities

Repayment of principal of leases

Net cash used in investing activities

Net increase/(decrease) in cash and cash equivalents

Cash and cash equivalents at 1 July

Effects of exchange rate changes on cash and cash 

equivalents

12,992,900

(10,866,805)

5,390

(4,137)

(279,826)

1,847,522

12,806,601

(12,489,748)

7,051

(3,413)

(39,914)

280,577

(92,697)

(28,339)

(243,969)

-

(336,666)

(552,231)

(552,231)

958,625

4,152,349

(9,143)

-

(352,383)

(380,722)

(512,845)

(512,845)

(612,990)

4,765,339

-

Cash and cash equivalents at 30 June

7

5,101,831

4,152,349

The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.

24

JCurve Solutions Limited

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2021

Consolidated ($)

Share 
Capital

Accumulated
Losses

Equity Benefits
Reserve

Total

17,588,248
-

(14,155,011)
(298,804)

1,818,117
-

5,251,354
(298,804)

-

-

-

-

-

(2,806)

(2,806)

(298,804)

(2,806)

(301,610)

-

-

9,741

9,741

9,741

9,741

As at 1 July 2019
Loss after tax for the year 
Other comprehensive income 
(exchange differences on
translation of foreign
operations)

Transactions with owners in 
their capacity as owners:
Issued rights under employee
incentive scheme

Balance at 30 June 2020

17,588,248

(14,453,815)

1,825,051

4,959,484

As at 1 July 2020
Total comprehensive profit for
the year 
Other comprehensive income
(exchange differences on
translation of foreign operations)

Transactions with owners in 
their capacity as owners:
Shares issued 
Issued rights under employee
incentive scheme 
Reclassification of expired
options and performance 
rights

17,588,248
-

(14,453,815)
152,255

1,825,051
-

4,959,484
152,255

-

-

-

(53,812)

(53,812)

152,255

(53,812)

98,443

(1,922)
-

-
-

-
18,421

-

100,394

(100,394)

(1,922)
18,421

-

(1,922)

100,394

(81,973)

16,499

Balance at 30 June 2021

17,586,326

(14,201,166)

1,689,266

5,074,426

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

25

CONTENTS TO THE NOTES TO THE CONSOLIDATED  FINANCIAL STATEMENTS

JCurve Solutions Limited

Note Number

Note Title

Page

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

29

30

Significant changes in the current reporting period 

The financial statement numbers

Segment reporting 

Revenue and other income 

Expenses 

Income tax 

Earnings per share 

Cash and cash equivalents 

Trade and other receivables 

Other current assets 

Other financial assets 

Plant and equipment 

Intangible assets 

Right of use assets 

Trade and other payables 

Unearned income 

Lease liabilities 

Provisions 

Share capital 

Reserves 

Risk

Critical judgements, estimates and assumptions 

Financial instruments and risk management 

Unrecognised items

Contingencies 

Events occurring after the reporting period 

Other information

Commitments 

Statement of significant accounting policies 

Share-based payment plans 

Business combinations 

Renumeration of auditors 

Related party transactions 

Parent entity financial information 

26

27

27

28

30

31

34

34

36

36

37

37

38

40

41

41

42

42

43

44

45

45

49

49

49

50

51

52

53

53

54

JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS

NOTE 1: SIGNIFICANT CHANGES IN THE CURRENT REPORTING PERIOD

The financial position and performance of the group was particularly affected by the following factors, events and transactions 
during the reporting period:

1) The expansion of territories into the Philippines for the sale of Enterprise Resource Planning (ERP) solutions;
2) Further development of the Riyo Service Management Platform and building up a recurring customer base;
3) The purchase of Creative Quest to provide digital marketing capabilities.

A more detailed outline about the Group’s performance and financial position is outlined in the Directors Report operating and 
financial review on page 8.

NOTE 2: SEGMENT REPORTING

(a) Accounting policy

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  Board  of  Directors  and  Executive  Management  Team  of  JCurve  Solutions.

(b) Description of segments

AASB  8  Operating  Segments  requires  operating  segments  to  be  identified  on  the  basis  of  internal  reports  about  the                             
components of the Group that are reviewed by the chief operating decision maker in order to allocate resources to the segment 
and assess its performance.

JCurve Solutions sells a portfolio of solutions and derives its revenues and profits from a variety of sources.

The  Board  and  Executive  Management  Team  for  the  year  ended  30  June  2021,  considered  the  business  from  a  product 
perspective and identified five reportable segments:
•  ERP  –  AU:  ERP  cloud-based  Business  Management  solutions  and  associated  consulting  services  sold  to  Australian  and
    New Zealand customers; 
• ERP – Asia: ERP cloud-based Business Management solutions and associated consulting services sold to South East Asian 
     customers;
• TEMS - The development and marketing of Telecommunications Expense Management Solutions (JTEL and Full Circle Group)   
    sold to Australian customers; 
• Riyo – The development and sale of service management and scheduling software; and
• Creative Quest – Providing digital marketing services

The group/head office is a cost centre and is not a reportable operating segments. The results of these operations are included 
in the unallocated column in the segment information below.

The Group operates in two geographical segments being Australasia (Australia and New Zealand) along with South East Asia.

The Group reports internally on the assets and liabilities of the Group on a consolidated basis.

No customers comprise more than 10% of the Group’s total recognized revenue in FY2021.

27

 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

NOTE 2: SEGMENT REPORTING (continued)

( c ) Segment information provided to the chief operating decision maker

The segment information provided to the Board and the Executive Management Team for the reportable segments for the year 
ended 30 June 2021 (including the comparative period) is as follows:

Year ended 30 June 2021

Total revenue

Total cost of sales

Gross profit

Other income

ERP - AU

TEMS

Riyo (*)

ERP - Asia

Creative 
Quest

Unallocated

Total

7,743,183

1,629,449

(1,226,511)

-

6,516,672

1,629,449

-

311,259

153,940

(5,161)

148,779

1,402

1,002,403

106,705

(245,731)

(83,780)

756,672

22,925

-

-

-

201

-

26,943

10,635,680

(1,561,183)

9,074,497

339,805

Total expenditure excluding

(4,168,468)

(869,676)

(1,087,798)

(1,188,632)

(22,029)

(1,782,053)

(9,118,656)

cost of sales

Total profit/(loss) before tax

2,348,204

1,071,032

(937,617)

(431,759)

896

(1,755,110)

295,646

Year ended 30 June 2020

Total revenue

Total cost of sales

Gross profit

Other income

ERP - AU

TEMS

Riyo (*)

ERP - Asia

8,070,453

(1,375,892)

6,694,561

3,591

2,064,551

-

2,064,551

277,443

75,117

(11,116)

64,001

104,589

1,003,292

(320,318)

682,974

284

All other
segments

-

-

-

-

Total

11,213,413

(1,707,326)

9,506,087

385,907

Total expenditure excluding

(5,210,941)

(1,065,107)

(928,680)

(1,167,919)

(1,664,566)

(10,037,213)

cost of sales

Total profit/(loss) before tax

1,487,211

1,276,887

(760,090)

(484,661)

(1,664,566)

(145,219)

(*) All costs associated with the Riyo development of the platform and solution have been expensed with a small portion eligible 
research and development, with research and development incentive income recognised for the year ended 30 June 2020.

NOTE 3: REVENUE AND OTHER INCOME

Revenue (*)

Enterprise Resource Planning (ERP) solutions – JCurve ERP and NetSuite

(Australasia)

Enterprise Resource Planning (ERP) solutions – NetSuite (South East Asia) 

Enterprise Resource Planning (ERP) solutions - MYOB Advanced 

Telecommunications expense management solutions 

Riyo solutions 

Digital marketing services

Other Income

Research and Development incentive 

JobKeeper subsidy 
Interest income 

Sundry Income

(*) Reflects revenue in accordance with AASB 15.

28

Consolidated ($)

2021

7,743,183

1,002,403

-

1,629,449

153,940

106,705

2020

8,015,698

1,003,292

54,755

2,064,551

75,117

-

10,635,680

11,213,413

-

304,500

6,960
28,345

104,589

273,000

8,062
256

339,805

385,907

 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

1) Accounting policy

Revenue recognition
The core principle of AASB 15 is that revenue is recognised on a basis that reflects the transfer of promised goods or services to 
customers  at  an  amount  that  reflects  the  consideration  the  Company  expects  to  receive  in  exchange  for  those  goods  or 
services. Revenue is recognised by applying a five-step process outlined in AASB 15 which is as follows:
Step 1: Identify the contract with a customer;
Step 2: Identify the performance obligations in the contract and determine at what point they are satisfied;
Step 3: Determine the transaction price;
Step 4: Allocate the transaction price to the performance obligations;
Step 5: Recognise revenue as the performance obligations are satisfied.

The Group’s revenue recognition accounting policy is that:

The  performance  obligation  for  the  implemented  ERP  software  is  satisfied  when  the  ERP  software  has  been  installed  and  is  operating 
materially as contractually required. Rather than recognising the contracted revenue evenly over the contract period which ranges from 12 to 
60 months in the case of license revenue or evenly over an implementation period for service revenue (generally 2 to 3 months), under the 
new accounting policy, both license and implementation revenue for the contracted period is recognised at the point in time when the ERP 
software has been installed and is operating materially as contractually required;
The performance obligation for providing ERP software customers with technical support is satisfied over the contracted period;
The performance obligation for providing Telecommunication Expense Management Solutions is satisfied over the contracted period; 
The  performance  obligation  for  the  implemented  Riyo  software  is  satisfied  when  the  Riyo  software  has  been  installed  and  is  operating 
materially as contractually required; and
The performance obligation for providing digital marketing services is satisfied as the services are delivered over the contracted period.

In  addition  to  contracts  with  customers,  the  Group  receives  interest  income  from  monies  held  in  its  bank  accounts.  Interest 
income  is  recognised  on  an  accruals  basis  based  on  the  interest  rate,  deposited  amount  and  time  which  lapses  before  the
reporting period end date.

The  expected  future  Research  and  Development  incentive,  for  past  qualifying  Research  and  Development  expenditure  is 
accrued as other income when it is established that the conditions of the Research and Development incentive have been met 
and that the expected amount of the incentive can be reliably measured.

2) Significant accounting judgments, estimates and assumptions: Revenue recognition

(i) Identification of performance obligations

The Group has determined that for new ERP software sales, while licenses and implementation services are quoted as separate 
line items and have separate list prices they are not distinct performance obligations as the customer is purchasing customisable 
ERP  software  which  requires  not  only  the  licenses  to  be  provisioned  but  the  software  to  be  installed  by  a  qualified  JCurve 
Solutions  implementation  consultant.  As  such  a  combined  implemented  ERP  software  performance  obligation  is  presented.
A  separate performance obligation exists when a customer has purchased business consulting or initial process design advice 
in the form of a business requirements document.

Technical support which is purchased by ERP software customers to assist with their ongoing use of the ERP software and is 
separate from the combined ERP software/implementation performance obligation.

(ii) Satisfaction of performance obligations

The performance obligation for the implemented ERP software is satisfied at the point in time when the ERP software has been 
installed and is operating materially as contractually required. It is when the customer has full access to and control of the ERP 
software.  The  performance  obligation  for  providing  ERP  software  customers  with  technical  support  remains  throughout  the 
contract period so is satisfied over the contract period. The performance obligation for business consulting is when the advice is 
delivered.

The performance obligation for providing Telecommunication Expense Management solutions remains throughout the contract 
period so is satisfied over the contract period.

The performance obligation for the implemented Riyo software is satisfied at the point in time when the Riyo software has been 
installed and is operating materially as contractually required. It is when the customer has full access to and control of the Riyo 
software.

The performance obligation for providing digital marketing services is satisfied as the services are delivered.

29

 
 
 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

NOTE 4: EXPENSES

Consolidated ($)

2021

315,055

169,890

484,945

51,278

532,851

280,142

864,271

295,027

723,659

92,263

58,513

1,169,462

2020

437,978

120,707

558,685

42,850

500,247

274,104

817,201

279,156

507,279

87,579

59,886

933,900

Other employee related expense – superannuation 

Other employee related expense – excluding superannuation

Depreciation of plant and equipment 

Depreciation of right of use asset 

Amortisation of intangibles

Directors’ Fees (includes superannuation) 

Consultancy Fees 

Audit Fees 
Company Secretarial Fees (includes fees paid to 

non-related parties overseas)

1) Accounting policy

• Wages, salaries, annual leave and sick leave

Liabilities  for  wages  and  salaries,  including  non-monetary  benefits,  annual  leave  and  accumulating  sick  leave  expected  to  be 
settled  within  12  months  of  the  reporting  date  are  recognised  in  other  payables  in  respect  of  employees’  services  up  to  the 
reporting  date.  They  are  measured  at  the  amounts  expected  to  be  paid  when  the  liabilities  are  settled.  Liabilities  for
non-accumulating sick leave are recognised when the leave is taken and are measured at the rates paid or payable.

• Long service leave

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,  experience  of  employee                          
departures, and period of service. Expected future payments are discounted using market yields at the reporting date on national 
government bonds with terms to maturity and currencies that match, as closely as possible, the estimated future cash outflows.

30

 
NOTES TO THE FINANCIAL STATEMENTS (continued)

JCurve Solutions Limited

NOTE 5: INCOME TAX

Income tax recognised in profit or loss
The major components of tax benefit/(expense) are:

Current tax benefit/(expense) (i) 

Origination and reversal of temporary differences 

Under/(over) provision from prior years - current tax 

Total tax benefit/(expense) (i)

The prima facie income tax (benefit)/expense on pre-tax accounting profit 

from continuing operations reconciles to the income tax (benefit)/expense 

in the financial statements as follows:

Accounting profit/(loss) before tax 

Income tax expense calculated at 26% (2020: 27.5%) 

Tax effect of amounts which are not taxable/(deductible) in calculating 

taxable income:

Permanent differences 
Temporary differences 

Adjustments for current tax of prior periods

Research and development incentive 

Differences in overseas tax rates 

Tax losses not recognised 

Carried forward capital losses previously not brought to account now 

recognised and realised on the sale of capital assets 

Carried forward tax losses previously not brought to account now recognised 

Reduction  in  net  deferred  tax  liabilities  due  to  change  in  company 

income tax rate (to 26% from 1 July 2020) 

Under/(over) provision in prior years 

Income  tax  benefit/(expense)  reported  in  the  Statement  of  Profit  or 

Loss and other Comprehensive Income

Deferred Taxes (Non-Current)

Analysis of deferred tax assets:
Deductible temporary differences available to offset against 

future taxable income

Deferred expenditure 

Lease liabilities 

Accruals and provisions 

Tax losses available to offset against future taxable income

Analysis of deferred tax liabilities:

Plant and equipment 

Deferred license revenue 

Right-of-use asset 
Other

Net Deferred Tax Asset/(Liability)

31

Consolidated ($)

2021

2020

(529,197)

331,860

53,946

(143,391)

(374,969)

224,278

(2,894)

(153,585)

295,646

(76,868)

(12,027)
(8,696)

-

(20,723)
-

(88,684)

(5,036)

-

25,633

10,705

11,582

(145,219)

39,935

(3,339)
(17,936)

-

(21,275)

(37,357)

(90,361)

-

(125,556)

60,483

23,440

(2,894)

(143,391)

(153,585)

Consolidated ($)

2021

2020

200,974

444,393

327,266

596,215

286,054

520,630

430,585

273,099

1,568,848

1,510,368

15,532

787,428

429,807
140,618

1,373,385

(195,463)

4,238

1,015,297

514,109
113,121

1,646,765

(136,397)

JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

NOTE 5: INCOME TAX (continued)

(1) Accounting policy

          (i) Income tax
Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid 
to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively 
enacted by the balance date.

Deferred income tax is provided on all temporary differences at the balance date between the tax bases of assets and liabilities 
and their carrying amounts for financial reporting purposes.

Deferred income tax liabilities are recognised for all taxable temporary differences except:

when the deferred income tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction 
that is not a business combination and that, at the time of the transaction, affects neither the accounting profit nor taxable 
profit or loss; or

when  the  taxable  temporary  difference  is  associated  with  investments  in  subsidiaries,  associates  or  interests  in  joint 
ventures, and the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary 
difference will not reverse in the foreseeable future.

Deferred  income  tax  assets  are  recognised  for  all  deductible  temporary  differences,  carry-forward  of  unused  tax  assets  and 
unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary 
differences and the carry-forward of unused tax credits and unused tax losses can be utilised, except:

when the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an 
asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the 
accounting profit nor taxable profit or loss; or

when  the  deductible  temporary  difference  is  associated  with  investments  in  subsidiaries,  associates  or  interests  in  joint 
ventures,  in  which  case  a  deferred  tax  asset  is  only  recognised  to  the  extent  that  it  is  probable  that  the  temporary                              
difference will reverse in the foreseeable future and taxable profit will be available against which the temporary difference can 
be utilised.

The carrying amount of deferred income tax assets is reviewed at each balance date and reduced to the extent that it is no longer 
probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.

Unrecognised deferred income tax assets are reassessed at each balance date and are recognised to the extent that it has 
become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is 
realised  or  the  liability  is  settled,  based  on  tax  rates  (and  tax  laws)  that  have  been  enacted  or  substantively  enacted  at  the 
balance date.

Income taxes relating to items recognised directly in equity are recognised in equity and not in profit or loss.

Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets 
against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same taxation authority.

          (ii) Other taxes

Revenues, expenses and assets are recognised net of the amount of Goods and Services Tax (GST) except:

when the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the 
GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and

receivables and payables, which are stated with the amount of GST included.

The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the 
Statement of Financial Position.

Cash flows are included in the Statement of Cash Flows on a gross basis and the GST component of cash flows arising from 
investing and financing activities, which is recoverable from, or payable to the taxation authority are classified as operating cash flows.

Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.

32

 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

NOTE 5: INCOME TAX (continued)

(2) Significant accounting judgments, estimates and assumptions: Recovery of deferred tax  assets

Deferred  tax  assets  are  recognised  for  deductible  temporary  differences  as  management  considers  that  it  is  probable  that 
sufficient future tax profits will be available to utilise those temporary differences. Significant management judgement is required 
to  determine  the  amount  of  deferred  tax  assets  that  can  be  recognised,  based  upon  the  likely  timing  and  the  level  of  future 
taxable profits over future years together with future tax planning strategies.

(3) Unrecognised deferred tax assets and deferred tax liabilities

The  balance  of  carried  forward  tax  losses  that  have  not  been  recognised  in  the  Financial  Statements  amount  to  $413,556 
(2020: $386,351 unrecognised). The deductible temporary differences and tax losses do not expire under current legislation. 
Deferred tax assets totaling $103,389 (2020: $106,247) have not been recognised in respect of these items at this stage because 
it is not probable that future tax profits will be available against which the Group can utilise the benefits thereof.

There are no unrecognised deferred tax liabilities.

(4) Tax Consolidation

JCurve  Solutions  and  its  100%  owned  Australian  resident  subsidiaries  have  implemented  the  tax  consolidation  legislation. 
Current and deferred tax amounts are accounted for in each individual entity as if each entity continued to act as a taxpayer on its own.

JCurve Solutions Limited recognises its own current and deferred tax amounts and those current tax liabilities, current tax assets 
and deferred tax assets arising from unused tax credits and unused tax losses which it has assumed from its controlled entities 
within the tax consolidated Group.

Assets or Liabilities arising under tax funding agreements with the tax consolidated entities are recognised as amounts payable 
or receivable from or payable to other entities in the Group. Any difference between the amounts receivable or payable under the 
tax funding agreement are recognised as a contribution to (or distribution from) controlled entities in the tax consolidated Group.

JCurve Solutions Asia Pte Ltd is a tax resident entity of Singapore and current and deferred tax amounts are accounted for the
company based on JCurve Solutions Asia Pte Ltd as a taxpayer on its own in Singapore.

JCurve Solutions Philippines Inc. is a tax resident entity of the Philippines and current and deferred tax amounts are accounted 
for the company based on JCurve Solutions Philippines Inc. as a taxpayer on its own in the Philippines.

JCurve  Solutions  and  its  100%  owned  Australian  resident  subsidiaries  implemented  the  tax  consolidation  legislation  from 
1 January 2014. The accounting policy for the implementation of the tax consolidation legislation is set out in note 5 (1) and 5 (4).

The  Australian  entities  in  the  tax  consolidated  group  have  entered  into  a  tax  sharing  agreement  on  adoption  of  the 
tax consolidation legislation which, in the opinion of the directors, limits the joint and several liability of the controlled entities in 
the case of a default by the head entity, JCurve Solutions.

JCurve  Solutions  and  its  controlled  entities  have  entered  into  a  tax  funding  agreement  under  which  the  100%  owned                                
Australian  resident  subsidiaries  compensate  JCurve  Solutions  for  all  current  tax  payable  assumed  and  are  compensated  by 
JCurve Solutionsfor any current tax receivable and deferred tax assets which relate to unused tax credits or unused tax losses 
that, under the tax consolidation legislation, are transferred to JCurve Solutions. These amounts are determined by reference to 
the amounts which are recognised in the financial statements of each entity in the tax consolidated Group.

The  amounts  receivable/payable  under  the  tax  funding  agreement  are  due  on  receipt  of  the  funding  advice  from  JCurve 
Solutions,  which  is  issued  as  soon  as  practicable  after  the  financial  year  end.  JCurve  Solutions  may  also  require  payment  of 
interim  funding  amounts  to  assist  with  obligations  to  pay  tax  instalments.  These  amounts  are  recognised  as  current                                      
intercompany receivables or payables.

33

 
 
 
NOTES TO THE FINANCIAL STATEMENTS (continued)
NOTE 6: EARNINGS PER SHARE

Consolidated

JCurve Solutions Limited

Earnings used for calculation of basic and diluted earnings per share

Profit/(loss) from operations - basic earnings per share 

Profit/(loss) from operations - diluted earnings per share

Weighted average number of shares used for calculation of

basic and diluted EPS

Weighted average number of shares

2021
$

152,255

152,255

2020
$

(298,804)

(298,804)

Number

Number

328,094,174

327,856,900

Cents per share

Cents per share

Earnings used for calculation of basic and diluted earnings per share

Basic earnings per share (cents per share) 
Diluted earnings per share (cents per share)

0.05
0.05

(0.09)
(0.09)

(1) Accounting policy

Basic earning per share is calculated as net profit/loss attributable to members of the parent, adjusted to exclude any costs of 
servicing  equity  (other  than  dividends)  and  preference  share  dividends,  divided  by  the  weighted  average  number  of  ordinary 
shares, adjusted for any bonus element. 

Diluted earning per share is calculated as net profit/loss attributable to members of the parent, adjusted for:
•      costs of servicing equity (other than dividends) and preference share dividends;
•      the after-tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised   
         as expenses; and
•      other non-discretionary changes in revenues or expenses during the period that would result from the dilution of                                   
         ordinary shares; divided by the weighted average number of ordinary shares and dilutive potential ordinary shares,                              
         adjusted for any bonus element.

(4) Tax Consolidation

JCurve  Solutions  and  its  100%  owned  Australian  resident  subsidiaries  have  implemented  the  tax  consolidation  legislation. 

Current and deferred tax amounts are accounted for in each individual entity as if each entity continued to act as a taxpayer on its own.

JCurve Solutions Limited recognises its own current and deferred tax amounts and those current tax liabilities, current tax assets 

and deferred tax assets arising from unused tax credits and unused tax losses which it has assumed from its controlled entities 

within the tax consolidated Group.

Assets or Liabilities arising under tax funding agreements with the tax consolidated entities are recognised as amounts payable 

or receivable from or payable to other entities in the Group. Any difference between the amounts receivable or payable under the 

tax funding agreement are recognised as a contribution to (or distribution from) controlled entities in the tax consolidated Group.

JCurve Solutions Asia Pte Ltd is a tax resident entity of Singapore and current and deferred tax amounts are accounted for the

company based on JCurve Solutions Asia Pte Ltd as a taxpayer on its own in Singapore.

JCurve Solutions Philippines Inc. is a tax resident entity of the Philippines and current and deferred tax amounts are accounted 

for the company based on JCurve Solutions Philippines Inc. as a taxpayer on its own in the Philippines.

JCurve  Solutions  and  its  100%  owned  Australian  resident  subsidiaries  implemented  the  tax  consolidation  legislation  from 

1 January 2014. The accounting policy for the implementation of the tax consolidation legislation is set out in note 5 (1) and 5 (4).

NOTE 7: CASH AND CASH EQUIVALENTS

The  Australian  entities  in  the  tax  consolidated  group  have  entered  into  a  tax  sharing  agreement  on  adoption  of  the 

tax consolidation legislation which, in the opinion of the directors, limits the joint and several liability of the controlled entities in 

the case of a default by the head entity, JCurve Solutions.

JCurve  Solutions  and  its  controlled  entities  have  entered  into  a  tax  funding  agreement  under  which  the  100%  owned                                

Australian  resident  subsidiaries  compensate  JCurve  Solutions  for  all  current  tax  payable  assumed  and  are  compensated  by 

JCurve Solutionsfor any current tax receivable and deferred tax assets which relate to unused tax credits or unused tax losses 

that, under the tax consolidation legislation, are transferred to JCurve Solutions. These amounts are determined by reference to 

the amounts which are recognised in the financial statements of each entity in the tax consolidated Group.

The  amounts  receivable/payable  under  the  tax  funding  agreement  are  due  on  receipt  of  the  funding  advice  from  JCurve 

Solutions,  which  is  issued  as  soon  as  practicable  after  the  financial  year  end.  JCurve  Solutions  may  also  require  payment  of 

interim  funding  amounts  to  assist  with  obligations  to  pay  tax  instalments.  These  amounts  are  recognised  as  current                                      

intercompany receivables or payables.

Consolidated ($)
2020

2021

2020

Cash at bank and on hand

5,101,831

5,101,831

4,152,349

4,152,349

866,441

Cash  at  bank  earns  interest  at  floating  rates  based  on  daily  bank  deposit  rates.  Short-term  deposits  are  made  for  varying 
periods of between one day and three months, depending on the immediate cash requirements of the Group, and earn interest 
at the respective short-term deposit rates.

At 30 June 2021, the Group has no committed borrowing facilities (2020: Nil).

34

 
 
NOTES TO THE FINANCIAL STATEMENTS (continued)
NOTE 7: CASH AND CASH EQUIVALENTS (continued)

JCurve Solutions Limited

Reconciliation of profit/(loss) for the year after tax 
to net cash flows from operating activities

Profit/(loss) for the year

Non-cash flows in operating profit:

Depreciation and amortisation from continuing operations

Equity settled share based payment

(Increase)/decrease in assets:

Trade and other receivables 

Other current assets 

Other financial assets 
Current tax receivable/payable 

Deferred tax assets

Increase/(decrease) in liabilities:

Trade and other payables – Current 

Unearned income

Provisions – Current 

Provisions – Non-current 

Deferred tax liabilities 

Net cash provided by or from operating activities

(1) Accounting policy

Consolidated ($)

2021

2020

152,255

(298,804)

864,271

18,421

335,096

(43,275)

(16,300)
232,040

(58,480)

60,563

521,958

8,658

45,695

(273,380)

1,847,522

817,201

9,741

124,191

59,200

(7)
233,362

(792,975)

(631,705)

82,852

105,793

3,032

568,696

280,577

Cash  comprises  cash  at  bank  and  in  hand.  Cash  equivalents  are  short  term,  highly  liquid  investments  that  are  readily                                
convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

For the purposes of the Statement of Cash Flows, cash and cash equivalents consist of cash and cash equivalents as defined 
above, net of outstanding bank overdrafts.

35

 
NOTES TO THE FINANCIAL STATEMENTS (continued)

NOTE 8: TRADE AND OTHER RECEIVABLES

JCurve Solutions Limited

Current:

Trade receivables (i) 

Allowance for doubtful debts (2) 

Accrued revenue/commissions receivable (ii)

Consolidated ($)

2021

2020

1,135,335

(44,779)

839,542

1,347,273

(94,679)

1,012,599

1,930,098

2,265,193

(i)

(ii)

the  average  credit  period  on  sales  of  goods  and  rendering  of  services  is  30  days.  An  allowance  has  been  made  for 
estimated  irrecoverable  trade  receivable  amounts  arising  from  the  past  sale  of  goods  and  rendering  of  services,                             
determined by reference to past default experience. Refer to note 21(6) for ageing of receivables.

The  recognition  of  a  contract  asset  and  contract  liability  on  a  large  ERP  customer  contract  which  remains  in  its                                     
implementation stage has been netted off in accordance with AASB 15. The impact from netting off the contract asset is 
a reduction in accrued revenue of $368,533 and a reduction in unearned income of $368,533.

(1) Accounting policy

Trade receivables, which generally have 30-day terms, are recognised and carried at original invoice amount less an allowance for 
any uncollectible amounts. An allowance for doubtful debts is made when there is objective evidence that the Group will not be 
able to collect the debts. Bad debts are written off when identified.

The Group’s accounting policy includes the recognition of credit losses in the allowance for doubtful debts under an expected 
credit loss (ECL) model. ECLs are a probability weighted estimates of credit losses which are discounted at the effective interest 
rate of the financial asset. Credit losses are measured as the present value of all cash shortfalls.

(2) Allowance for doubtful debts reconciliation

At 30 June 2021, trade receivables of the Group with a nominal value of $44,779 (2020: $94,679) were impaired. The allowance for 
doubtful debts was $44,779 (2020: $94,679). The movement in the allowance for doubtful debts is as follows:

At 1 July 

Provision for impairment recognised during the year

Receivables written of during the year as uncollectable

Trade receivables provided for but collected

Consolidated ($)

2021

94,679

69,613

(39,599)

(79,914)

44,779

2020

71,952

164,512

(128,405)

(13,380)

94,679

NOTE 9: OTHER CURRENT ASSETS

Consolidated ($)

Prepayments 
Term deposit 

Deferred expenditure 

Sundry debtors

2021

599,179
217,835

70,729

21,974

909,717

2020

437,640
217,276

81,284

130,241

866,441

36

 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

NOTE 10: OTHER FINANCIAL ASSETS

Security Deposits

Consolidated ($)

2021

2020

26,760

26,760

10,460

10,460

NOTE 11: PLANT AND EQUIPMENT

Consolidated ($)

Plant and equipment, at cost 

Less accumulated depreciation 

Net carrying amount

Leasehold improvements, at cost 

Less accumulated depreciation 

Net carrying amount

Make good assets, at cost 

Less accumulated depreciation 

Net carrying amount

2021

422,234

(316,265)

105,969

2,740

(2,740)

-

55,462

(27,489)

27,973

2020

314,927

(278,975)

35,952

2,740

(2,728)

12

16,299

(13,275)

3,024

Total net carrying amount

133,942

38,988

Consolidated ($)

Plant &
Equipment

Leasehold
Improvements

 Make Good
Assets

Total

46,536

-

28,286

49

(38,919)

35,952

-

110,506

(3,438)

(37,051)

105,970

588

-

-

-

(576)

12

-

-

-

(12)

-

6,380

53,504

-

-

-

(3,356)

3,024

-

39,163

-

(14,214)

27,973

-

28,286

49

(42,851)

38,988

-

149,669

(3,438)

(51,277)

133,942

Reconciliations:

Movements:

Net carrying amounts as at 30 June 2019

Disposals 

Additions

Foreign currency revaluation

Depreciation charges 

Net carrying amounts as at 30 June 2020

Disposals

Additions 

Foreign currency revaluation

Depreciation charges

Net carrying amounts as at 30 June 2021

(1) Accounting policy

(i) Cost

Plant  and  equipment  is  stated  at  cost  less  accumulated  depreciation  and  any  accumulated  impairment  losses.  Such  cost 
includes the cost of replacing parts that are eligible for capitalisation when the cost of replacing the parts is incurred.

37

 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

(ii) Depreciation

Depreciation is calculated on a straight-line basis over the estimated useful life of the assets.

Leasehold improvements are amortised over the period of the lease or the estimated useful life, whichever is the shorter, using 
the straight-line method. The following estimated useful lives are used in the calculation of depreciation and amortisation:

Plant and equipment: 2 – 4 years
Leasehold improvements: 1 – 6 years

The assets' residual values, useful lives and amortisation methods are reviewed, and adjusted if appropriate, at each financial year end.

(iii) De-recognition and disposal

An  item  of  property,  plant  and  equipment  is  de-recognised  upon  disposal  or  when  no  further  future  economic  benefits  are
expected from its use or disposal.

Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the 
carrying amount of the asset) is included in profit or loss in the year the asset is de-recognised.

NOTE 12: INTANGIBLE ASSETS

Licences (i)

Riyo
Platform

Goodwill

Customer
relationships
(ii)

NetSuite
customer
contracts

Pistachio
connector

Total

2,302,857

470,000

247,208

143,172

139,262

100,000

3,402,499

-

-

-

-

(120,000)

-

-

-

(1,645)

-

(68,408)

3,209

-

(69,703)

3,314

-

(20,000)

-

-

(278,112)

4,879

Year ended 30 June 2020

At 1 July 2019, net of

accumulated amortisation

and impairment

Additions

Amortisation

FX Revaluation

At 30 June 2020, net of

accumulated amortisation

and impairment

2,302,857

350,000

245,563

77,973

72,873

80,000

3,129,266

Year ended 30 June 2021

At 1 July 2020, net of

accumulated amortisation 

and impairment

Additions (ii)

Amortisation

FX Revaluation

At 30 June 2021, net of

accumulated amortisation

and impairment

2,302,857

350,000

245,563

-

-

-

-

(120,000)

-

-

-

(13,359)

77,973

226,159

(71,109)

(2,263)

72,873

-

(66,990)

(3,969)

80,000

-

(20,000)

-

3,129,266

226,159

(278,099)

(19,591)

2,302,857

230,000

232,204

230,760

1,914

60,000

3,057,735

(i) License intangible asset

The licenses intangible asset reflects the carrying value of the unimpaired amount paid for the purchase of the exclusive reseller 
agreement with NetSuite for the JCurve ERP edition of the NetSuite software. This Agreement with NetSuite provides JCurve 
Solutions with the exclusive selling rights for the JCurve ERP edition of the NetSuite business software for an indefinite period 
and was the basis on which Interfleet Pty Ltd immediately became a five-star NetSuite partner on becoming a NetSuite Solution 
Provider in August 2016. The agreement was the basis from which the Company has built its ERP practice. The NetSuite JCurve 
ERP reseller agreement provides that in the event of cancellation of the Agreement, the customers of JCurve would be assigned 
to NetSuite and NetSuite would be required to pay JCurve Solutions a royalty of 30% of the future revenue stream to NetSuite for 
a 3-year period which along with an increasing level of license commission and service revenue which is generated from the sale 
of NetSuite editions indicates that it is unlikely that there will be an impairment in future periods.

38

 
 
 
 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

(ii) Purchase of Creative Quest

On  4  June  2021,  JCurve  Solutions  Philippines  Inc,  a  100%  owned  subsidiary  of  JCurve  Solutions  Limited,  purchased  the  whole           
of  business  and  assets  of  Creative  Quest  Events  and  Marketing  Services,  a  Philippines-registered  company  that  provides                         
digital marketing services. The purchase price was allocated to property, plant and equipment and customer relationships. The 
customer relationships intangible asset was assessed to have a useful life of 3 years, the period in which the  intangible asset is 
being amortised on a straight-line basis.

Refer to Note 27 for further details on the acquisition.

          (1) Accounting policy

(i) Intangible assets – Licenses and other intangible assets

Intangible assets acquired separately or in a business combination are initially measured at cost. The cost of an intangible asset 
acquired in a business combination is its fair value as at the date of acquisition. Following initial recognition, intangible assets are 
carried  at  cost  less  any  accumulated  amortisation  and  any  accumulated  impairment  losses.  Internally  generated  intangible 
assets, excluding capitalised development costs, are not capitalised and expenditure is charged against profits in the year in 
which the expenditure is incurred.

The  useful  lives  of  intangible  assets  are  assessed  to  be  either  finite  or  indefinite.  Intangible  assets  with  finite  lives  are                           
amortised  over  the  useful  life  and  assessed  for  impairment  whenever  there  is  an  indication  that  the  intangible  asset  may  be 
impaired. The amortisation period and the amortisation method for an intangible asset with a finite useful life is reviewed at least 
at  each  financial  year-end.  Changes  in  the  expected  useful  life  or  the  expected  pattern  of  consumption  of  future  economic 
benefits  embodied  in  the  asset  are  accounted  for  by  changing  the  amortisation  period  or  method,  as  appropriate,  which  is  a 
change in accounting estimate. The amortisation expense on intangible assets with finite lives is recognised in profit or loss in the 
expense category consistent with the function of the intangible asset.

Intangible assets with indefinite useful lives are tested for impairment annually either individually or at the cash-generating unit 
level. Such intangibles are not amortised. The useful life of an intangible asset with an indefinite life is reviewed each reporting 
period to determine whether indefinite life assessment continues to be supportable. If not, the change in the useful life assessment 
from indefinite to finite is accounted for as a change in an accounting estimate and is thus accounted for on a prospective basis.

          (2) Significant accounting judgments, estimates and assumptions

(i) Impairment of intangibles with indefinite useful lives

The Group determines whether goodwill and intangibles with indefinite useful lives are impaired at least on an annual basis. This 
requires  an  estimation  of  the  recoverable  amount  of  the  cash  generating  units  to  which  the  goodwill  and  intangibles  with 
indefinite useful lives are allocated.

(ii) Useful life of the Riyo Platform

The  Group  has  determined  that  the  useful  life  of  the  Riyo  Platform  is  five  years  with  the  useful  life  to  be  amortised  on  a 
straight-line basis over the five-year period.

          (3) Impairment testing of intangible assets with indefinite lives

(i) Licenses – ERP Australia

The licenses intangible asset reflects the carrying value of the ERP relationship with Oracle NetSuite.

The recoverable amount of the Australian ERP Cash Generating Unit has been determined based on a value in use calculation
using  cash  flow  projections  covering  a  5-year  period.  The  discount  rate  applied  to  the  value  in  use  calculations  was  11.5% 
(2020: 17%). A long-term growth rate of 7.5% has been assumed as has a terminal value. Based on these value in use calculations, 
there is no impairment for the year ended 30 June 2021 (2020: Nil).

The carrying value of the NetSuite License remains $2,302,857. The carrying value of the ERP Cash Generating Unit includes the 
licenses intangible asset, the pistachio connector intangible asset and an allocation of group non-current assets.

If the discount rate applied was 10% higher the recoverable amount would decrease by $3,215,169 and if the discount rate applied 
was 10% lower the recoverable amount would increase by $3,935,379. If the long-term growth rate projection applied was 10% 
lower  than  the  amount  forecast,  the  recoverable  amount  would  decrease  by  $1,688,882  and  if  the  long-term  growth  rate
projection applied was 10% higher the recoverable amount would increase by $1,721,738.

Based on the value in use calculations prepared, even in the instance of a higher discount rate or lower long-term growth rate, 
the recoverable amount of the Cash Generating Unit exceeds the carrying value.

39

 
 
 
 
 
 
 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)
NOTE 12: INTANGIBLE ASSETS (continued)

(ii) Goodwill

The goodwill balance was recognised on the acquisition of the Spectrum business in December 2018.

The recoverable amount of the Asia ERP Cash Generating Unit has been determined based on a value in use calculation using
cash flow projections covering a 5-year period. The discount rate applied to the value in use calculations was 12.5% (2020: 18%). 
A long-term growth rate of 20% has been assumed as has a terminal value. Based on these values in use calculations, there is no 
impairment for the year ended 30 June 2021 (2020: Nil).

The carrying value of the Goodwill balance reduced to $234,398 after revaluation from exchange rate movements. The carrying
value of the Asia ERP Cash Generating Unit includes goodwill, the NetSuite customer contracts intangible asset, the customer
relationships intangible asset in addition to an allocation of group non-current assets.

If the discount rate applied was 10% higher the recoverable amount would decrease by $1,136,720 and if the discount rate applied 
was 10% lower the recoverable amount would increase by $1,395,273. If the long-term growth rate projection applied was 10% 
lower than the amount forecast, the recoverable amount would decrease by $1,588,303 and if the long-term growth rate projection 
applied was 10% higher the recoverable amount would increase by $1,663,830.

Based on the value in use calculations prepared, even in the instance of a higher discount rate or lower long-term growth rate,
the recoverable amount of the Cash Generating Unit exceeds the carrying value.

NOTE 13: RIGHT-OF-USE ASSETS

Buildings, at cost 

Less accumulated depreciation

Net carrying amount

Office equipment, at cost 

Less accumulated depreciation 

Net carrying amount

Total net carrying amount

Reconciliations:

Consolidated ($)

2021

2,648,414

(1,000,971)

1,647,443

88,981

(17,197)

71,784

2020

2,430,876

(470,124)

1,960,752

46,712

(30,123)

16,589

1,719,227

1,977,341

Movements:

Buildings

Office equipment

Net carrying amounts as at 1 July 2019 

2,430,876

Disposals 

Additions

Depreciation charges 

Net carrying amounts as at 30 June 2020

Net carrying amounts as at 1 July 2020 

Disposals

Additions 

Depreciation charges

Net carrying amounts as at 30 June 2021

-

-

(470,124)

1,960,752

1,960,752

-

217,538

(530,847)

1,647,443

40

46,712

-

-

(30,123)

16,589

16,589

-

64,929

(9,734)

71,784

Total

2,477,588

-

-

(500,247)

1,977,341

1,977,341

-

282,467

(540,581)

1,719,227

 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)
NOTE 13: RIGHT-OF-USE ASSETS (continued)

(1) Accounting policy

A  right-of-use  asset  is  recognised  at  the  commencement  date  of  a  lease.  The  right-of-use  asset  is  measured  at  cost,  which 
comprises  the  initial  amount  of  the  lease  liability,  adjusted  for,  as  applicable,  any  lease  payments  made  at  or  before  the 
commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the cost 
of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the 
site or asset.

Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the 
asset,  whichever  is  shorter.  Where  the  Group  expects  to  obtain  ownership  of  the  leased  asset  at  the  end  of  the  lease  term, 
the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or adjusted for any re-measurement 
of lease liabilities.

The Group has elected not to recognise a right-of-use asset for all short-term leases with terms of 12 months or less and leases of 
low-value assets. Where applicable, lease payments on these assets are expensed to profit or loss as incurred.

NOTE 14: TRADE AND OTHER PAYABLES

Current:
Trade payables (*) 
Other payables
Accrued expenses

Consolidated ($)

  2021 

         2020

  1,268,183 
    272,421 
    777,839 

2,318,443 

962,809
279,033
1,003,912

2,245,754

(*)  Trade  payables  are  non-interest  bearing  and  are  normally  settled  on  30-day  terms.  Information  regarding  the  effective 
interest rate and credit risk of current payables is set out in Note 21.

(1) Accounting policy

Trade payables and other payables are carried at amortised costs and represent liabilities for goods and services provided to 
the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments 
in respect of the purchase of these goods and services. Trade and other payables are presented as current liabilities unless 
payment is not due within 12 months.

NOTE 15: UNEARNED INCOME 

Current:
Enterprise Resource Planning (ERP) solutions
- JCurve ERP and NetSuite (Australasia) (1)
Enterprise Resource Planning (ERP) solutions 
- NetSuite (South East Asia) 
Telecommunications Expense Management solutions (TEMs)
Riyo solutions

Non-Current:
Enterprise Resource Planning (ERP) solutions 
- JCurve ERP and NetSuite (Australasia)

Total Unearned Income

Consolidated ($)

          2021  

                2020

         1,713,301   

           1,336,109

         720,067   

          367,364

         182,066 
            67,434   

    2,682,868  

            253,638
  119,382

  2,076,493

         136,027 
         136,027 

 220,443
  220,443

  2,818,895 

 2,296,936 

(i)  

The recognition of a contract asset and contract liability on a large ERP customer contract which remains in its implementation       
stage  has  been  netted  off  in  accordance  with  AASB  15.  The  impact  from  netting  off  the  contract asset is a reduction in
accrued revenue of $368,533 and a reduction in unearned income of $368,533. 

41

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

NOTE 15: UNEARNED INCOME (continued) 

(1) Accounting policy

Unearned  income  is  carried  at  amortised  cost  and  represents  amounts  billed  to  customers  in  advance  of  the  revenue  being 
recognised in accordance with the revenue recognition policy outlined in Note 3. Unearned income is presented as a current liability 
unless the performance obligations associated with the revenue will be satisfied in greater than 12 months.

NOTE 16: LEASE LIABILITIES

Current:
Lease liabilities

Non-Current:
Lease liabilities

Total Lease Liabilities

(1) Accounting policy

Consolidated ($) 

    2021 

       524,391 

2020

468,913

      1,253,181 

1,533,509

  1,777,572 

2,002,422

A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value 
of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate 
cannot be readily determined, the Group’s incremental borrowing rate. Lease payments comprise fixed payments less any lease 
incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value 
guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated 
termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period 
in which they are incurred.

Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there is 
a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee; lease term; 
certainty of a purchase option and termination penalties. When a lease liability is  remeasured,  an  adjustment  is  made  to  the 
corresponding right-of-use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down.

The Group has elected not to recognise a lease liability for all short-term leases with terms of 12 months or less and leases of 
low-value assets. Where applicable, lease payments on these assets are expensed to profit or loss as incurred.

NOTE 17: PROVISIONS

Current:
Annual leave
Long service leave

Non-current:
Long service leave
Make good provision

Total Provisions

Consolidated ($) 

 2021  

       2020

 425,480  
    20,397  

             347,235
    89,984

 445,877 

            437,219

   60,564  
    76,574  

    137,138 

  583,015 

   64,350
    27,093

   91,443

528,662

42

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
  
 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

NOTE 17: PROVISIONS (continued)

(1) Accounting policy

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable 
that an outflow of resources embodying economic benefits will be required to settle the obligation and  a reliable estimate can be 
made of the amount of the obligation. Provisions are not recognised for future operating losses.

When  the  Group  expects  some  or  all  of  a  provision  to  be  reimbursed,  for  example  under  an  insurance  contract,  the                               
reimbursement  is  recognised  as  a  separate  asset  but  only  when  the  reimbursement  is  virtually  certain.  The  expense 
relating to any provision is presented in the Statement of Profit or Loss and Other Comprehensive Income net of any eimbursement.

Provisions  are  measured  at  the  present  value  or  management’s  best  estimate  of  the  expenditure  required  to  settle  the  present 
obligation at the end of the reporting period.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects the risks 
specific to the liability. The current pre-tax rate used for discounting purposes is 2.73% (2020: 2.73%).

When discounting is used, the increase in the provision due to the passage of time is recognised as an interest expense.

NOTE 18: SHARE CAPITAL

Ordinary shares issued and fully paid (i) 
Unissued shares

Consolidated ($) 

     2021     
  17,380,969 
        205,357 
17,586,326 

   2020
  17,382,891
                 205,357
         17,588,248

(i) 

Fully paid ordinary shares carry one vote per share and carry the right to dividends.

Movement in ordinary shares on issue

At 1 July 2019
   Movement
At 30 June 2020
   Movement
At 30 June 2021

(1)  Accounting policy

     Number 

327,856,900 
                            - 
327,856,900 
            486,539 

328,343,439 

  $

17,382,891
   -
17,382,891
 (1,922)

17,380,969

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, net of tax, from the proceeds. Incremental costs directly attributable to the issue of new shares or options for 
the acquisition of a new business are not included in the cost of acquisition as part of the purchase consideration.

43

 
 
 
 
 
 
 
 
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (continued)

NOTE 19: RESERVES

JCurve Solutions Limited

(1) Accounting policy

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable 

that an outflow of resources embodying economic benefits will be required to settle the obligation and  a reliable estimate can be 

made of the amount of the obligation. Provisions are not recognised for future operating losses.

When  the  Group  expects  some  or  all  of  a  provision  to  be  reimbursed,  for  example  under  an  insurance  contract,  the                               

reimbursement  is  recognised  as  a  separate  asset  but  only  when  the  reimbursement  is  virtually  certain.  The  expense 

relating to any provision is presented in the Statement of Profit or Loss and Other Comprehensive Income net of any eimbursement.

Provisions  are  measured  at  the  present  value  or  management’s  best  estimate  of  the  expenditure  required  to  settle  the  present 

obligation at the end of the reporting period.

Equity Benefits Reserve
Balance at the start of the year
Shares cancelled under Employee Share Plan
Reclassification of expired options and performance rights 
Issued rights under Employee Incentive Scheme
Balance at the end of the year

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects the risks 

Foreign Currency Translation Reserve

specific to the liability. The current pre-tax rate used for discounting purposes is 2.73% (2020: 2.73%).

When discounting is used, the increase in the provision due to the passage of time is recognised as an interest expense.

Balance at the start of the year

Currency translation differences arising during the year 

Balance at the end of the year

Total Reserves

(1) Accounting policy

Consolidated ($) 

  2021 
1,828,928 
- 
(100,394) 
        18,421 
1,746,955 

  2020
     1,819,187
           -
                     -
            9,741
1,828,928

Consolidated ($) 

     2021   
         (3,877) 

       (53,812) 

    (57,689) 

 1,689,266 

   2020
(1,070)

         (2,807)

        (3,877)

  1,825,051

The Group provides benefits to employees (including senior executives) of the Group in the form of share-based payments, 
whereby employees render services in exchange for shares or rights over shares (equity-settled transactions).

The cost of these equity-settled transactions with employees is measured by reference to the fair value of the equity instruments at 
the date at which they are granted. The fair value is determined by an external valuer using the Black-Scholes model, further 
details of which are given in Note 26(i).

In valuing equity-settled transactions, no account is taken of any performance conditions, other than conditions linked to the 
price of the shares of JCurve Solutions Limited (market conditions) if applicable.

The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in which 
the performance and/or service conditions are fulfilled, ending on the date on which the relevant employees become fully entitled 
to the award (the vesting period).

The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects (i) the extent 
to which the vesting period has expired and (ii) the Group’s best estimate of the number of equity instruments that will ultimately 
vest.  No  adjustment  is  made  for  the  likelihood  of  market  performance  conditions  being  met  as  the  effect  of  these  conditions  is 
included in the determination of fair value at grant date. The Statement of Profit or Loss and Other Comprehensive Income charge 
or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period.

No expense is recognised for awards that do not ultimately vest, except for awards where vesting is only conditional upon a market 
condition.

If  the  terms  of  an  equity-settled  award  are  modified,  as  a  minimum  an  expense  is  recognised  as  if  the  terms  had  not  been                        
modified.  In  addition,  an  expense  is  recognised  for  any  modification  that  increases  the  total  fair  value  of  the  share-based 
payment arrangement, or is otherwise beneficial to the employee, as measured at the date of modification.

If an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognised 
for the award is recognised immediately. However, if a new award is substituted for the cancelled award and designated as a replacement 
award on the date that it is granted, the cancelled and new award are treated as if they were a modification of the original award, as 
described in the previous paragraph.

The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the computation of earnings per 
share (see Note 6).

(2) Significant accounting judgments, estimates and assumptions: Share-based payment transactions

The  Group  measures  the  cost  of  equity-settled  transactions  with  employees  by  reference  to  the  fair  value  of  the  equity 
instruments at the date at which they are granted. The fair value is determined by an external valuer using a Black-Scholes model, 
using the assumptions as detailed in the notes to the financial statements.

44

(i) 

Fully paid ordinary shares carry one vote per share and carry the right to dividends.

NOTE 18: SHARE CAPITAL

Ordinary shares issued and fully paid (i) 

Unissued shares

Movement in ordinary shares on issue

At 1 July 2019

   Movement

At 30 June 2020

   Movement

At 30 June 2021

(1)  Accounting policy

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, net of tax, from the proceeds. Incremental costs directly attributable to the issue of new shares or options for 

the acquisition of a new business are not included in the cost of acquisition as part of the purchase consideration.

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
                   
 
 
 
 
 
 
 
               
 
 
 
 
 
 
 
                
    
 
 
 
 
 
 
 
 
 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

NOTE 20: CRITICAL JUDGEMENTS, ESTIMATES AND ASSUMPTIONS

The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of future events. 
The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain 
assets and liabilities within the next annual reporting period are:

(1) Revenue recognition - Identification of performance obligations – refer to Note 3;
(2) Revenue recognition – Satisfaction of performance obligations – refer to Note 3;
(3) Impairment of intangibles with indefinite useful lives – refer to Note 12;
(4) Useful life of the Riyo Platform - refer to Note 12;
(5) Share-based payment transactions – refer to Note 19; and
(6) Recovery of deferred tax assets – refer to Note 5.

NOTE 21: FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

(1) Capital risk management

Capital risk is managed and monitored by liaising with banks and communicating with shareholders. JCurve Solutions considers new 
government legislation and monitors the market place by canvassing information from stockbrokers and investors.

When managing capital, management’s objective is to ensure the entity continues as a going concern as well as to maintain optimal 
returns to shareholders and benefits for other stakeholders. Management also aims to maintain a capital structure that ensures the 
lowest cost of capital available to the entity. Management adjusts the capital  structure as necessary to take advantage of favourable 
costs of capital or high returns on assets. As the market is constantly changing, management may change the amount of dividends 
to be paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

(i) Categories of financial instruments

Financial assets
Cash and cash equivalents
Receivables
Other current assets
Other financial assets

Financial liabilities
Payables
Lease liabilities

Consolidated 

    2021 

   5,101,831 
1,930,098 
      217,835 
      26,760 

    2020

               4,152,349
     2,265,193 
217,276
 10,460

2,318,443 
  1,777,572 

    2,245,754
             2,002,422

The Group has no derivative instruments in designated hedging relationships.

(2) Financial Risk Management

Details  of  the  significant  accounting  policies  and  methods  adopted,  including  the  criteria  for  recognition,  the  basis  of                                      
measurement and the basis on which income and expenses are recognised, in respect of each class of financial asset, financial 
liability and equity instrument are outlined above in the relevant note.

The Group’s principal financial liabilities are trade payables and unearned income which arise during the course of  operations. The 
Group has various financial assets such as trade receivables and cash and short-term deposits, which arise directly from its operations.

The Group’s policy throughout 2021 has remained that no trading in derivatives shall be undertaken. The main risks arising from the 
Group’s financial instruments are cash flow interest rate risk, liquidity risk, and credit risk. The Board of Directors reviews and agrees 
on policies for managing each of these risks which are summarised on the following pages.

45

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
                     
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

NOTE 21: FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

(3) Interest Rate Risk

The  following  table  sets  out  the  carrying  amount,  by  maturity,  of  the  Group’s  financial  instruments  including  those  exposed  to 
interest rate risk:

Year ended 30 June 2021
Financial assets
Non-interest bearing:
Trade and other receivables 
Other Current Assets

Floating rate:
Cash Assets
Other Current Assets

Financial liabilities
Payables
Lease Liabilities

Year ended 30 June 2020
Financial assets
Non-interest bearing:
Trade and other receivables
Other Current Assets

Floating rate:
Cash Assets
Other Current Assets

Financial liabilities
Payables
Lease Liabilities

Consolidated ($)

Within 1 year 

1 to 5 years   

       Total  

Weighted average 
      effective interest rate %

1,930,098 
    691,882 
2,621,980 

   5,101,831 
      217,835 
5,319,666 
 7,941,646 

 2,318,443 
     524,391 
2,842,834 

  2,265,193 
      649,165 
  2,914,358 

  4,152,349 
       217,276 
4,369,625 
7,283,983 

  2,245,754 
      468,913 
   2,714,667 

- 
- 
- 

- 
- 
- 
- 

- 
    1,253,181 
    1,253,181 

- 
- 
- 

- 
- 
- 
- 

- 
1,533,509 
1,533,509 

    1,930,098
        691,882
   2,621,980

       5,101,831 
         217,835 
   5,319,666
    7,941,646

   2,318,443
     1,777,572
  4,096,015

 2,265,193
     649,165
 2,914,358

  4,152,349 
       217,276 
4,369,625
7,283,983

 2,245,754
 2,002,422
  1,533,509

      0.08%
      0.95%

               0.11%
     1.52%

For all financial instruments, the net fair value approximates their carrying value. 

No financial assets and financial liabilities are readily traded on organised markets in standardised forms.

Interest on financial instruments classified as floating rate is fixed at intervals of less than one year. The other financial instruments 
of the Group that are not included in the above tables are non-interest bearing and are therefore not subject to interest rate risk.

46

 
 
                         
                     
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
           
 
 
 
 
 
 
 
 
 
 
           
 
 
 
 
 
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
           
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)
NOTE 21: FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

Interest rate risk sensitivity analysis

The  sensitivity  analysis  below  has  been  determined  based  on  the  exposure  to  interest  rates  for  both  derivative  and                                         
non-derivative instruments at the reporting date and the stipulated change taking place at the beginning of the financial year and 
held  constant  throughout  the  reporting  period.  A  50-basis  point  increase  or  decrease  is  used  when  reporting  interest  rate
risk internally to key management personnel and represents management’s assessment of the change in interest rates.

At reporting date, if interest rates had been 50 basis points higher or lower and all other variables were held constant, the Group’s 
net profit before tax would increase by $26,585 and decrease by $4,942 respectively (2020: increase by $21,847 and decrease by 
$5,657). This is mainly attributable to the Group’s exposure to interest rates on its variable rate cash deposits.

(4) Price Risk – Equity and Commodity

The Group’s exposure to commodity and equity securities price risk is minimal.

(5) Foreign Currency Risk

The Group is exposed to foreign currency risk from movements in the Australian dollar relative to the Singapore and US Dollar’s as 
well  as  the  Philippine  Peso.  Foreign  currency  risk  arises  from  future  transactions  and  recognizing  assets  and  liabilities                                    
denominated in a currency that is not the Group’s functional currency.

The Group seeks to limit its exposure to foreign currency risk, by maintaining a bank account denominated in Singapore dollars and 
is  in  the  process  of  setting  up  a  Philippine  bank  account  denominated  in  Philippine  Peso  so  that  income  received  from  Asian 
customers is deposited and held in the overseas currency without the need to transact in multiple currencies.

The Group’s exposure to foreign currency risk at the reporting date is as follows (in AUD-translated balances):

Consolidated ($)

 Year ended

Cash and cash equivalents
Trade and other receivables
Other financial assets
Other current assets
Total Current Assets

Property, plant and equipment 
Intangible assets
Total Non-Current Assets

Total Assets

Trade and other payables
Unearned income
Provisions - current
Total current liabilities

Total Liabilities 

Net Assets

         2021 

    255,486 
               591,239 
                 27,064 
                76,009 
   949,798 

                  76,028 
               488,270 
             564,298 

2020

126,690
398,267
10,460
115,744
651,161

18,318
396,408
414,726

   1,514,096 

1,065,887

     565,380 
     626,734 
      155,590 
 1,347,704 

 1,347,704 

     166,392 

445,907
422,474
93,743
962,124

962,124

103,763

For the year ended 30 June 2021, if the average exchange rate for AUD:SGD had been 10% lower or higher and all other variables 
were  held  constant,  the  Group’s  net  profit  before  tax  would  decrease  by  $78,945  and  increase  by  $64,592  respectively
(2020: decrease by $53,851 and increase by $44,060).

For the year ended 30 June 2021, if the average exchange rate for AUD:PHP had been 10% lower or higher and all other variables 
were  held  constant,  the  Group’s  net  profit  before  tax  would  decrease  by  $104,163  and  increase  by  $85,224  respectively
(2020: decrease by $65,819 and increase by $53,852).

47

 
 
 
 
 
 
 
                     
           
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

NOTE 21: FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

(6) Credit Risk

Credit  risk  arises  from  the  financial  assets  of  the  Group,  which  comprise  cash  and  cash  equivalents,  trade  and  other  receivables. 
The Group’s exposure to credit risk arises from potential default of the counter party, with a maximum exposure equal to the carrying 
amount of these instruments. Exposure at balance date is addressed in each  applicable note.

The Group does not hold any credit derivatives to offset its credit exposure.

The Group trades only with recognised, credit-worthy third parties, and as such collateral is not requested nor is it the Group’s policy 
to securitise its trade and other receivables.

It is the Group’s policy that all customers who wish to trade on credit terms are subject to credit verification procedures including an 
assessment of their independent credit rating, financial position, past experience and industry reputation. Risk limits are set for each 
individual customer in accordance with parameters set by the board. These risk limits are regularly monitored.

Receivable balances are monitored on an ongoing basis with the result that the Group’s exposure to bad debts is not significant. 

At 30 June 2021, the ageing analysis of trade receivables is as follows:

Consolidated 

Total 
$ 

0-30 
days 

$ 

0-30 
days 

     CI* 
         $ 

31-60 
  days 

  31-60 
    days 

$ 

CI*   
   $ 

 61-90 
  days 

PDNI* 
$ 

2021 
2020 

    1,135,335 
    1,347,273 

      700,975 
      730,398 

- 
      167,506 
-             195,426 

    - 
    - 

69,138 
       139,337 

  61-90 
   days 

        CI* 

$ 

- 
- 

         +91   
      days   

    PDNI*  
     $  

+91
days

CI*
    $ 

   197,716  

-
         238,867           43,244

PDNI 
CI 

- 
Past due not impaired
-  Considered impaired

The receivables which are past due but not considered impaired was $266,854 (2020: $378,205).

The provision for doubtful debts as at 30 June 2021 is $44,779 (2020: $94,679).

Other balances within trade and other receivables do not contain impaired assets and are not past due. It is expected that these 
other balances will be received when due.

(7) Liquidity Risk Management

Ultimate responsibility for liquidity risk management rests with the Board of Directors, who have built an appropriate liquidity risk 
management  framework  for  the  management  of  the  Group’s  short,  medium  and  long-term  funding  and  liquidity  management 
requirements.  The  Group  manages  liquidity  risk  by  maintaining  adequate  reserves  and  banking  facilities  by  continuously                          
monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities.

The impact of the Covid-19 pandemic has seen an increasing level of focus on liquidity risk which has included adjustments to the 
Group’s financial modelling and the monthly papers presented to the Board including a 12-month-going concern forecast.

48

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
           
 
 
 
 
 
 
 
 
 
 
 
 
 
           
 
 
 
 
 
 
 
           
            
 
 
 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

NOTE 22: CONTINGENCIES

(1) Contingent Liabilities

The Group does not have any contingent liabilities.

NOTE 23: EVENTS OCCURRING AFTER THE REPORTING PERIOD

Since the end of the financial year, the following events have occurred which have impacted the operations of the Group:

(1) Acquisition of the Thailand assets of Rapid E-Suite Pte Ltd

On the 9th of July 2021, the Group completed the acquisition of the Thailand business assets of Rapid E-Suite Pte Ltd, an Oracle 
NetSuite Member Status Solution Provider with existing 20 customers and which for the year ended 30 April 2021, generated A$0.6m 
of revenue and an EBITDA of A$0.1m from its Thailand operations. The purchase price for the acquisition was S$250,000 cash paid on 
completion,  S$50,000  cash  payable  on  reaching  an  agreed  non-sales  milestone  by  9  October  2021  and  a  further  cash  earnout 
component  capped  at  S$500,000  dependent  on  the  sales  level  for  the  Thailand  operations  in  the  12  months  immediately 
post- completion of the acquisition.

(2) Lockdowns in key operating locations

Lockdown  restrictions  first  announced  on  the  25th  of  June  2021  in  New  South  Wales  have  been  extended  until  the  end  of                      
September 2021. Our office in Chatswood remains closed and the Group continues to operate under its business continuity plan in 
all locations which includes all employees working from home. Shorter lockdowns have been announced in Queensland and Victoria, 
Singapore and the Philippines.

With the exception of the acquisition of the Thailand assets of Rapid E-Suite and the lockdowns outlined above, no other matters or 
circumstances have arisen since 30 June 2021 that significantly affect, or may significantly affect:

(i) the Group’s operations in future financial years, or

(ii) the results of those operations in future financial years, or

(iii) the Group’s state of affairs in future financial years.

NOTE 24: COMMITMENTS

(1) Remuneration Commitments

There are no commitments for the payment of salaries and other remuneration under long-term employment contracts in existence 
at the reporting date.

(2) Lease Commitments

Lease commitments are outlined in Note 16.

49

 
 
 
 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

(i) Accounting policy - Leases

Right-of-use assets
A  right-of-use  asset  is  recognised  at  the  commencement  date  of  a  lease.  The  right-of-use  asset  is  measured  at  cost,  which 
comprises  the  initial  amount  of  the  lease  liability,  adjusted  for,  as  applicable,  any  lease  payments  made  at  or  before  the                                           
commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the cost of 
inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site 
or asset.

Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the 
asset, whichever is shorter. Where the Group expects to obtain ownership of the leased asset at the end of the lease term, the 
depreciation is over its estimated useful life. Right-of-use assets are subject to impairment or adjusted for any remeasurement of 
lease liabilities.

The Group has elected not to recognise a right-of-use asset and corresponding lease liability for all short-term leases with terms of 
12 months or less and leases of low-value assets. Where applicable, lease payments on these assets are expensed to profit or loss 
as incurred.

Lease liabilities
A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the  present value of 
the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate 
cannot be readily determined, the Group’s incremental borrowing rate. Lease payments comprise of fixed payments less any lease 
incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value 
guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated 
termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in which they 
are incurred.

Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are  remeasured if there 
is a change in the following: (a) future lease payments arising from a change in an index or a rate used;  (b) residual guarantee; 
(c)  lease term; (d) certainty of a purchase option; and (e) termination penalties. When a lease liability is remeasured, an adjustment 
is made to the corresponding right-of-use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down.

NOTE 25: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES 

(1) Basis of Preparation

The financial report is a general-purpose report, which has been prepared in accordance with the requirements of the Corporations 
Act  2001, Accounting Standards and Interpretations and complies with other  requirements of the law. The financial report also 
complies with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). 
JCurve Solutions Limited is a for-profit entity for the purposes of preparing the financial statements.

The accounting policies detailed below have been consistently applied to all years unless otherwise stated. The financial report is for 
the consolidated entity consisting of JCurve Solutions Limited and its subsidiaries.

The financial report has also been prepared on a historical cost basis.

The financial report is presented in Australian dollars and all values are rounded to the nearest dollar.

(2) Changes to presentation

The  classification  of  some  prior  period  comparatives  have  been  adjusted  to  reflect  an  internal  reporting  change  in  the                                      
presentation of financial statement line items which the Company believes will assist users with their understanding of the Annual 
Report. There was no net overall profit or loss effect from the reclassification.

(3) Changes in accounting policies from new accounting standards and interpretations

The  Directors  have  reviewed  all  of  the  new  and  revised  accounting  standards  and  interpretations  issued  by  the  Australian 
Accounting Standards Board (AASB) for annual reporting periods beginning or after 1 July 2020. It has been determined that none of 
the new accounting standards and interpretations adopted have a material impact on the Group’s financial performance, position or 
disclosure.

(4) Statement of Compliance

The financial report was authorised for issue on 24 August 2021.

The financial report complies with Australian Accounting Standards, which include Australian equivalents to International Financial 
Reporting  Standards  (AIFRS).  Compliance  with  AIFRS  ensures  that  the  financial  report,  comprising  the  financial  statements 
and notes thereto, complies with International Financial Reporting Standards (IFRS).

50

 
 
               
 
 
 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

          (5) Basis of Consolidation

1) Accounting policy

The consolidated financial statements comprise the financial statements of JCurve Solutions Limited and its subsidiaries as at
30 June each year (the Group).

The  financial  statements  of  the  subsidiaries  are  prepared  for  the  same  reporting  period  as  the  parent  company,  using  consistent 
accounting policies. 

In preparing the consolidated financial statements, all intercompany balances and transactions, income and expenses and profit 
and losses resulting from intra-group transactions have been eliminated in full. Subsidiaries are fully consolidated from the date 
on which control is transferred to the Group and cease to be consolidated from the date on which control is transferred out of the 
Group. Control exists where the company has the power to govern the financial and operating policies of an entity so as to obtain 
benefits from its activities.

The  acquisition  of  subsidiaries  has  been  accounted  for  using  the  purchase  method  of  accounting.  The  purchase  method  of 
accounting involves allocating the cost of the business combination to the fair value of the assets acquired and the liabilities and 
contingent liabilities assumed at the date of acquisition. Accordingly, the consolidated financial statements include the results of 
subsidiaries for the period from their acquisition.

NOTE 26: SHARE-BASED PAYMENT PLANS

          (i) Shares issued under Equity Incentive Plan

Performance Rights issued during the year ended 30 June 2020

On 7 February 2020, 10,800,000 performance rights (valued at $27,449) were issued to employees under the equity incentive plan 
that was approved by shareholders at the Annual General Meeting held on 19 November 2019. Each performance right has a nil 
exercise  price  and  convert  into  one  fully  paid  ordinary  share  in  JCurve  Solutions  Limited  upon  meeting  the  vesting  conditions. 
The performance rights vest in three tranches as follows:

(1) Tranche one: 3,600,000 performance rights vests of 31 January 2021;
(2) Tranche two: 3,600,000 performance rights vests of 31 January 2022;
(3) Tranche three: 3,600,000 performance rights vests of 31 January 2023.

The Performance Rights under this plan have both a performance and service condition before converting into shares.

If the vesting conditions are not met the performance right lapses on the vesting date.

During the year ended 30 June 2021, 3,000,000 performance rights (valued at $7,625) were cancelled under the plan when the
performance condition associated with the performance rights were not met.

The share-based payment expense is recognised in the Statement of Profit or Loss and Other Comprehensive Income evenly 
over the vesting period.

Performance Rights issued during the year ended 30 June 2021

On 16 March 2021, 4,100,000 performance rights (valued at $50,226) were issued to employees under the equity incentive plan 
that was approved by shareholders at the Annual General Meeting held on 19 November 2019. Each performance right has a nil 
exercise price and convert into one fully paid ordinary share in JCurve Solutions Limited upon meeting the vesting conditions.
The performance rights vest in three tranches as follows:

(1) Tranche one: 500,000 performance rights vests of 31 January 2022;
(2) Tranche two: 3,100,000 performance rights vests of 30 June 2022; and
(3) Tranche three: 500,000 performance rights vests of 31 January 2023.

The Performance Rights under this plan have both a performance and service condition before converting into shares.

If the vesting conditions are not met the performance right lapses on the vesting date.

The share-based payment expense is recognised in the Statement of Profit or Loss and Other Comprehensive Income 
evenly over the vesting period.

51

 
 
 
 
 
 
 
JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

NOTE 27: BUSINESS COMBINATIONS

Acquisition of the business and assets of Creative Quest

On  4  June  2021,  JCurve  Solutions  Philippines  Inc.,  a  100%-owned  subsidiary  of  the  Group  purchased  the  business  assets  of 
Creative Quest Events and Marketing Services (Creative Quest), a full-service digital marketing agency domiciled in the Philippines.

The purchase price of PHP9,000,000 (A$243,969) was paid on completion (4 June 2021). There are annual vendor incentives in 
place for a period of three years for the owner of Creative Quest. The annual vendor incentives are contingent on the owner 
remaining an employee of JCurve Solutions at the anniversary date of completion of the acquisition.

Acquisition-related costs of PHP117,500 (A$3,185) were included in due diligence costs in the Statement of Profit or Loss and 
Other Comprehensive Income for the year ended 30 June 2021.

The fair values of the identifiable assets acquired as part of the acquisition are as follows:

Property, plant and equipment 

Customer relationships

Fair value of identifiable net assets

Goodwill arising on acquisition  

Consideration

Fair value at
acquisition date
(PHP)

Fair value at
acquisition date
(A$)

656,989

8,343,011

9,000,000

-
9,000,000

17,810

226,159

243,969

-
243,969

No liabilities were assumed as at the date of the acquisition.

Net cash outflow arising on acquisition

The cash outflow on acquisition was PHP9,000,000 (A$243,969).

The acquisition of Creative Quest affected the year ended 30 June 2021 consolidated result as follows:

Revenue 

Less costs of goods sold 

Less expenses

Loss before tax

30 June 2021 
A$

106,705

(83,780)

(16,665)

6,260

The Group has not disclosed the revenue or profit or loss as though the acquisition date for business combination occurred at 
the start of the financial year as such disclosure would not be reliable with the acquired entities’ financial statements being unaudited.

The useful life of the customer relationships intangible asset was assessed as 3 years, with the intangible asset being amortised 
from 4 June 2021 evenly over the 3 year period.

52

JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)

NOTE 28: RENUMERATION OF AUDITORS

The auditor of JCurve Solutions Limited (the Group) is BDO Audit Pty Ltd.

Auditors of the Group – BDO and related network firms

Audit and review of financial statements
       Group (BDO Audit Pty Ltd) 
       Controlled entities (related network firms) 
Total audit and review of financial statements 
Total services provided by BDO and related network firms

Other auditors and their related network firms

Audit and review of financial statements

        Controlled entities 

Total services provided by other auditors (excluding BDO)

Consolidated ($)

2021

2020

82,000

2,610

84,610

84,610

6,970

6,970

76,000

2,491

78,491

78,491

7,113

7,113

During the year ended 30 June 2021, local auditors in Singapore and the Philippines were appointed to undertake the local subsidiary
audits.

NOTE 29: RELATED PARTY TRANSACTIONS

          (1) Subsidiaries

The consolidated financial statements include the financial statements of JCurve Solutions Limited and the subsidiaries listed in 
the following table.

Name

Country of Incorporation

JCurve Business Software Pty Ltd 
Fleet Manager Pty Ltd 
Phoneware Pty Ltd 
Interfleet Pty Ltd 
The Full Circle Group Pty Ltd 
JCS Tech Solutions Pty Ltd 
JCurve Solutions Asia Pte Ltd 
JCurve Mobile Services Pty Ltd 
JCurve Solutions Philippines Inc  
Riyo Tech Solutions Pte Ltd 
Sumptuous Tech Holdings Pte Ltd 

Australia
Australia
Australia
Australia
Australia
Australia
Singapore
Australia
Philippines
Singapore
Singapore

% Equity Interest

2021

2020

100
100
100
100
100
100
100
100
100
100
100

100
100
100
100
100
100
100
100
100
100
100

JCurve Solutions Limited is an Australian entity and the ultimate parent of the Group. JCurve Business Software Pty Ltd, Fleet 
Manager Pty Ltd, Phoneware Pty Ltd, Interfleet Pty Ltd, The Full Circle Group Pty Ltd, JCurve Mobile Services Pty Ltd and JCS Tech 
Solutions Asia Pte Ltd are all incorporated in Australia. JCurve Solutions Asia Pte Ltd was incorporated on the 22nd of December 
2016 and is domiciled in Singapore. Riyo Tech Solutions Pte Ltd and Sumptuous Tech Holdings Pte Ltd were incorporated on the 
10th of February and the 5th of February 2020 and are both domiciled in Singapore.

53

JCurve Solutions Limited

NOTES TO THE FINANCIAL STATEMENTS (continued)
NOTE 29: RELATED PARTY TRANSACTIONS (continued)

          (2) Director and Key Management Personnel Compensation

The aggregate compensation made to directors and other key management personnel of the Group is set out below:

Short-term employee benefits 

Post-employment benefits

Other long-term benefits

Share-based payments 

Total Compensation

Consolidated ($)

2021

1,409,197

140,778

408

18,419

2020

1,669,506

114,105

7,544

9,741

1,568,802

1,800,896

NOTE 30: PARENT ENTITY FINANCIAL INFORMATION

Financial position

Assets

Current assets 

Non-current assets

Total assets

Liabilities

Current liabilities 

Non-current liabilities 

Total liabilities

Net Assets

Equity

Issued capital 

Accumulated losses 

Reserves  

Total equity

Financial Performance

Net profit for the year

2021
$

3,365,175

2,632,688

5,997,863

502,391

19,591

521,982

2020
$

4,529,898

2,412,626

6,942,524

1,968,378

14,662

1,983,040

5,475,881

4,959,484

17,586,326

(13,857,401)

1,746,956

5,475,881

17,588,248

(14,457,693)

1,828,929

4,959,484

Year ended
30 June 2021
$

Year ended
30 June 2020
$

600,292

190,486

54

 
JCurve Solutions Limited

DIRECTORS’ DECLARATION

In the opinion of the directors:

(a)   the financial statements and notes set out on pages 22 to 54 are in accordance with the Corporations Act 2001, including:

(i)  

complying with the Accounting Standards, the Corporations Regulations 2001 and other mandatory                                  

                                        professional reporting requirements; and

(ii) 

giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its performance for the  

                                        financial year ended on that date; and

(b)    there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.

Note 25(4) confirms that the financial statements also comply with International Financial Reporting Standards as issued by the 
International Accounting Standards Board.

The Directors have been given the declarations by the Chief Executive Officer and Chief Financial Officer required by Section 295A 
of the Corporations Act 2001.

This declaration is signed in accordance with a resolution of the Board of Directors.

Mark Jobling
Chairman

Dated 24 August 2021

55

 
 
Tel: +61 2 9251 4100
Fax: +61 2 9240 9821
www.bdo.com.au

Level 11, 1 Margaret St
Sydney NSW 2000
Australia

INDEPENDENT AUDITOR'S REPORT

To the members of JCurve Solutions Limited

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of JCurve Solutions Limited (the Company) and its subsidiaries
(the Group), which comprises the consolidated statement of financial position as at 30 June 2021, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement
of changes in equity and the consolidated statement of cash flows for the year then ended, and notes
to the financial report, including a summary of significant accounting policies and the directors’
declaration.

In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
Act 2001, including:

(i)

Giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its
financial performance for the year ended on that date; and

(ii)

Complying with Australian Accounting Standards and the Corporations Regulations 2001.

Basis for opinion

We conducted our audit in accordance with Australian Auditing Standards.  Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the Financial
Report section of our report.  We are independent of the Group in accordance with the Corporations
Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code)
that are relevant to our audit of the financial report in Australia.  We have also fulfilled our other
ethical responsibilities in accordance with the Code.

We confirm that the independence declaration required by the Corporations Act 2001, which has been
given to the directors of the Company, would be in the same terms if given to the directors as at the
time of this auditor’s report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.

BDO Audit Pty Ltd ABN 33 134 022 870 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 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.

56

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period.  These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters.

Carrying Value of Intangible Assets

Key audit matter

How the matter was addressed in our audit

At 30 June 2021, the carrying value of Intangible Assets

Our audit procedures to address the key audit matter

was $3,057,735 as disclosed in Note 12.

included, but were not limited to, the following:

The assessment of the carrying value of Intangible 

Assets requires management to make significant 

accounting judgements and estimates in producing the 

discounted cash flow models used to determine 

whether the assets are appropriately carried.

An annual impairment test for Intangible Assets is 

required for indefinite life assets or where there are 

indicators of impairment under Australian Accounting 

Standard (AASB) 136 Impairment of Assets. Refer to 

Note 12 for the detailed disclosures, which include the 

related accounting policies and the critical accounting 

judgements and estimates.

•

•

•

•

•

•

•

Analysing management’s key assumptions

used in the discounted cash flow models to

determine their reasonableness;

Challenging the appropriateness of

management’s discount rates used in the

discounted cash flow models;

Challenging assumptions around timing of

future cash flows;

Checking the mathematical accuracy of the

discounted cash flow model;

Performing sensitivity analysis on key

assumptions to determine if there would be a

significant change to the carrying value of

the asset;

Assessed the adequacy of the Group’s

disclosures in respect of Intangible Assets

carrying values and impairment assessment

assumptions as disclosed in Note 12 of the

financial report; and

Consider any additional impairment

indicators as per AASB 136 Impairment of

Assets and the effects of such on

management’s assumptions.

57

Recognition of License and Implementation Revenue

Key audit matter

How the matter was addressed in our audit

AASB 15 Contracts with Customers uses a five step

Our audit procedures to address the key audit

model to recognise revenue. A number of judgements

matter included, but were not limited to, the

and estimates are made in order to determine the

following:

point at which performance obligations are met and

revenue can be recognised.

Due to the nature of these key estimates and

judgements, and given the financial significance of

revenue to the users of the financial report, revenue

recognition of license and implementation revenue

has been determined as a key audit matter.

The disclosure in connection with the recognition of

license and implementation revenue can be found in

Note 3.

•

•

•

•

Performing testing, on a sample basis, of

management’s judgement in relation to

application of “Go-live” dates during the year

and subsequent to year end to ensure revenue

was recorded in the correct accounting period;

Review the operating effectiveness of internal

controls in relation to the judgements

associated with the satisfaction of identified

performance obligations;

Reviewing a sample of deferred revenue

balances at year end to ensure that revenue

was appropriately deferred in accordance with

the progress of individual projects; and

Selecting a sample of projects during the year

and agreeing them to customer contracts to

ensure that revenue and deferred revenue

were correctly calculated in accordance with

AASB 15 and the Group’s revenue accounting

policies.

Acquisition Accounting

Key audit matter

How the matter was addressed in our audit

As disclosed in Note 27 of the financial report, JCurve

Our audit procedures to address the key audit

Solutions Limited acquired the business and assets of

matter included, but were not limited to, the

the Creative Quest (an entity incorporated in the

following:

Philippines).

AASB 3 Business Combinations requires a number of

judgements to be made in the acquisition accounting

The audit of the acquisition is a key audit matter due

to the significant judgment and complexity involved in

•

•

Reviewing the acquisition agreement to

understand the key terms and conditions,

and confirming our understanding of the

transaction with management;

Assessing the estimation of the contingent

assessing the determination of the fair value of

consideration by challenging the key

identifiable intangible assets and the final purchase

assumptions;

price which included contingent deferred

consideration.

58

Key audit matter

How the matter was addressed in our audit

•

•

•

•

Comparing the assets recognised on

acquisition against the historical financial

information of the acquired businesses;

Obtaining the calculation of the fair value of

net identifiable intangible assets acquired to

critically assess the determination of the fair

values;

Reviewing the recoverability of the

intangible assets recorded as part of the

business combination to ensure they remain

recoverable in light of performance following

acquisition; and

Auditing the disclosures associated with the

acquisition to ensure they are complete and

accurate and reflect the requirements of

AASB 3.

Other information

The directors are responsible for the other information.  The other information comprises the
information in the Group’s annual report for the year ended 30 June 2021, but does not include the
financial report and the auditor’s report thereon.

Our opinion on the financial report does not cover the other information and we do not express any
form of assurance conclusion thereon.

In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact.  We have nothing to report in this regard.

Responsibilities of the directors for the Financial Report

The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.

In preparing the financial report, the directors are responsible for assessing the ability of the group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or has no realistic alternative but to do so.

59

Auditor’s responsibilities for the audit of the Financial Report

Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion.  Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists.  Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.

A further description of our responsibilities for the audit of the financial report is located at the
Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at:

https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf

This description forms part of our auditor’s report.

Report on the Remuneration Report

Opinion on the Remuneration Report

We have audited the Remuneration Report included in the directors’ report for the year ended 30 June
2021.

In our opinion, the Remuneration Report of JCurve Solutions Limited, for the year ended 30 June 2021,
complies with section 300A of the Corporations Act 2001.

Responsibilities

The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001.  Our responsibility
is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with
Australian Auditing Standards.

BDO Audit Pty Ltd

Gareth Few
Director

Sydney, 24 August 2021

60

JCurve Solutions Limited

SHAREHOLDER INFORMATION

(a) Distribution of ordinary shareholder numbers

Category

Holders

Total Units

% Issued Share Capital

1
1,001
5,001
10,001
100,001

-  1,000
-  5,000
-  10,000
-  100,000
-  and over

71
15
54
169
141
450

6,533
45,433
471,640
7,337,863
320,481,970
328,343,439

There are 154 shareholders that hold less than a marketable parcel as at 8 October 2021.

(b) Substantial shareholders

0.00%
0.01%
0.14%
2.23%
97.61%
100.00%

The names of the substantial shareholders listed in the Group’s register as at 30 June 2021 and 8 October 2021 are outlined 
below, based on the shareholders last lodged Substantial Shareholder notice:

30 June 2021

8 October 2021

Number of ordinary
shares held

% held of ordinary
share capital

Number of ordinary
shares held

% held of ordinary
share capital

83,124,215
53,007,816
50,704,301

25.35%
16.14%
15.47%

83,124,215
53,007,816
50,704,301

25.35%
16.14%
15.47%

Graham Baillie
Philip Ewart
Mark Jobling

(c)  Voting rights

At members’ meetings, each eligible voter (i.e. eligible member, proxy, attorney or representative of an eligible member) has one 
vote on a show of hands; and one vote on a poll (except where a share has not been fully paid, that share will only confer that 
fraction of one vote which has been paid, and if the total number of votes does not constitute a whole number, the fractional part 
of that total will be disregarded). This is subject to the following:

• Where any calls due and payable have not been paid;
• Where there is a breach of a restriction agreement;
• Where a member and their proxy or attorney are both present at the meeting, or if more than one proxy or attorney is present;
• Where a vote on a particular resolution is prohibited by the Corporations Act 2001, Listing Rules, ASIC or order of a Court.

(d) Company secretary

The name of the company secretary is David Franks.

(e) Registered office

The address of the principal registered office in Australia is:

c/- Automic Pty Ltd
Deutsche Bank Building
Level 5
126 Phillip Street
Sydney NSW 2000
Ph. (02) 8072 1400

(f) Register of securities

The registers of securities are held at the following address:

Automic Registry Services
Level 5/126 Phillip St, Sydney NSW 2000
1300 288 664 or +61 2 9698 5414

61

 
SHAREHOLDER INFORMATION (continued)

(g) Top 20 Registered Holders – Ordinary Shares as of 8 October 2021

JCurve Solutions Limited

Name

Number of
Ordinary Shares

% of Ordinary
Shares Held

MR GRAHAM ALEXANDER BAILLIE & MRS DARRELL BAILLIE

83,124,215

25.32%

1

2

3

4

5

6

7

8

9

10

11

12



MR MARK CHRISTOPHER JOBLING

DR PHILIP GORDON WILSON EWART & MRS KYLIE EWART



JACANA GLEN PTY LTD 

P EWART INVESTMENTS PTY LTD

MR GREGORY PETER WILSON

BENGER SUPERANNUATION PTY LIMITED  

ROUND ETERNAL INVESTMENTS PTY LTD 

DR PHILIP GORDON WILSON EWART

POTENTATE INVESTMENTS PTY LTD 

SHANMAC PTY LTD 

MR DAVID JAMES FRANKS & MR WALTER GEORGE FRANKS



13

MS KYLIE LYNETTE NUSKE & MR MATTHEW JAMES COOK

14

15

16

17

18

19

20



MR CHARLES BYRON SMITH

BUFF HOLDINGS PTY LTD



MR STEPHEN CANNING

MR NEIL WILSON EWART

INVIA CUSTODIAN PTY LIMITED



BNP PARIBAS NOMINEES PTY LTD 

MR STEVEN GEORGE CARTER & MRS GAIL MAREE CARTER



TOTAL HELD BY TOP 20 HOLDERS

TOTAL HELD BY REMAINING SHAREHOLDERS

48,399,564

37,218,464

16,179,275

10,266,832

6,265,874

6,030,000

6,000,000

5,435,590

4,942,305

4,516,000

4,206,174

4,000,000

3,785,600

3,500,000

3,233,418

3,100,000

2,668,968

2,556,775

2,500,602

14.74%

11.34%

4.93%

3.13%

1.91%

1.84%

1.83%

1.66%

1.51%

1.38%

1.28%

1.22%

1.15%

1.07%

0.98%

0.94%

0.81%

0.78%

0.76%

257,929,656

70,413,783

78.55%

21.45%

(h) Stock exchange listing– ordinary shares (as of 30 June 2021)

Quotation has been granted for all the ordinary shares of the Company on the Australian Securities Exchange.

(i) Restricted securities

As at 30 June 2021 and 8 October 2021 there are no restricted security classes recorded in the Company’s share register.

(j) Unquoted securities

The unquoted securities of the Company as at 8 October 2021 are:

9,300,000 Performance Rights are outlined below:

Number of Performance Rights

Exercise Price

Expiry Date

Number of Holders

3,100,000
3,100,000
3,100,000

$Nil
$Nil
$Nil

31 January 2022
30 June 2022
31 January 2023

5
5
5

(k) Listing Rule 3.13.1 and 14.3

The Company advises that the Annual General Meeting (AGM) of the Company is scheduled for Tuesday, 16 November 2021 at 10.30am (AEDT). 
The location of the AGM is subject to COVID-19 restrictions, including regulatory requirements. Further details, including any hybrid or virtual 
meeting arrangements, will be confirmed closer to the AGM.

Further to Listing Rule 3.13.1, Listing Rule 14.3, nominations for election of directors at the AGM must be received not less than 30 Business Days 
before the meeting, being no later than Tuesday, 5 October 2021.

62

Auditor - For the year ended 30 June 2021
BDO Audit Pty Ltd
Level 11, 1 Margaret Street
Sydney NSW 2000
Australia

Securities Exchange Listings
Australian Securities Exchange
ASX Code: JCS

Website address
www.jcurvesolutions.com

Key Dates
Annual General Meeting: 16 November 2021

JCURVE SOLUTIONS LIMITED

CORPORATE INFORMATION

ABN 63 088 257 729

Directors
Mr Mark Jobling
Mr Bruce Hatchman
Mr Graham Baillie
Mr Martin Green

Company Secretary
Mr David Franks (Automic Pty Ltd)
Registered office
c/- Automic Pty Ltd
Deutsche Bank Building
Level 5
126 Phillip Street
Sydney NSW 2000
Ph. (02) 8072 1400

Principal place of business in Australia
Level 8, 9 Help Street
Chatswood
New South Wales 2067

Share Register
Automic Registry Services
Deutsche Bank Building
Level 5
126 Phillip Street
Sydney NSW 2000
1300 288 664 or +61 2 9698 5414
https://www.automicgroup.com.au/contact-us/

www.jcurvesolutions.com