2019
ANNUAL REPORT
EILDON CAPITAL LIMITED
TABLE OF CONTENTS
2019 ANNUAL REPORT
COMPANY PARTICULARS
CHAIRMAN’S REPORT
COMPANY HIGHLIGHTS
THE YEAR IN REVIEW
DIRECTORS’ REPORT
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
STATEMENT OF FINANCIAL POSITION
STATEMENT OF CHANGES IN EQUITY
STATEMENT OF CASH FLOWS
NOTES TO THE FINANCIAL STATEMENTS
DIRECTORS’ DECLARATION
INDEPENDENT AUDITOR’S REPORT
CORPORATE GOVERNANCE STATEMENT
ADDITIONAL INFORMATION
01
02
03
04
08
14
15
16
17
18
35
36
39
46
COMPANY PARTICULARS
FOR THE YEAR ENDED 30 JUNE 2019
EILDON CAPITAL LIMITED
ACN 059 092 198
REGISTERED OFFICE
Level 25
360 Collins Street
Melbourne VIC 3000
BOARD OF DIRECTORS
James Davies - Chairman
Mark A Avery
Alexander D H Beard
Michelle E Harpur
COMPANY SECRETARY
John Hunter
MANAGEMENT TEAM
Mark Avery
William Chen
John Hunter
Tiffany McLean
Jufri Abidin
Joanna Jiang
Jonathan Sim
Rajiv Manoharan
BANKERS
Westpac Banking Corporation
Limited
Bank of Western Australia
Limited
AUDITORS
HLB Mann Judd Chartered
Accountants
Level 19, 207 Kent Street
Sydney NSW 2000
SHARE REGISTRY
Computershare Investor
Services Pty Limited
Level 4, 60 Carrington Street
Sydney NSW 2000
1
2019 Annual Report | EILDON CAPITAL LIMITED CHAIRMAN’S REPORT
FOR THE YEAR ENDED 30 JUNE 2019
DEAR SHAREHOLDER,
I am pleased to introduce these annual accounts and company report for the year
to 30 June 2019.
2019 saw Eildon Capital successfully investing the capital raised at listing and in
2018 in a continuation of high-quality transactions with attractive risk-adjusted
returns. The company continued to focus on loan rather than equity transactions
given the softness in pockets of the Australian real estate market and the
continuing retrenchment from esoteric lending by the big Australian banks.
Highlights
Eildon Capital delivered a pre-tax return of $6.3 million, representing a 46% increase
on the prior year.
At the time of writing Eildon Capital has 15 individual investments and its capital
is fully deployed. As loans are repaid, the available funds will be able to be
redeployed into new investments. The composition of the portfolio of investments
is a result of a conservative view on the property market. Of particular note is that
the current debt investments, representing 90% by value of the portfolio, have a
weighted-average loan-to-value ratio of 63%, providing a healthy buffer against
any downturn in the property market.
During the year CVC Limited acquired the shares that it did not own in the
Eildon Capital’s manager, Eildon Funds Management. As a result, Eildon Funds
Management is now a wholly owned subsidiary of CVC. Sandy Beard stepped
down as Managing Director of CVC but remains a Director of Eildon Capital and
Mark Avery has stepped into a dual role as Managing Director of both CVC Limited
and Eildon Capital. The day-to-day operations of Eildon Capital and commercial
arrangements between the company, its manager and CVC are unchanged.
Total dividends paid since listing are approximately 22.0 cents per share. The
Board continues with its guidance of a targeted minimum dividend yield of 5% of
the $1.06 Offer Price at the time of listing.
Outlook
The Board of Eildon Capital continues to monitor the two main economic drivers
of its activities: the Australian property market and the real estate lending market –
particularly the activities of the four major domestic Banks.
Property valuations in general moderated over the course of the financial year,
particularly in the key residential markets of Sydney and Melbourne. This was
in part a normalisation of higher than historic prices as well as the influence of
continuing tight lending markets. This moderation appears to be bottoming out with
indications that prices have recently steadied. Notwithstanding the softness over
the course of the year, Eildon Capital was able to source high quality investments
and is optimistic that it will continue to invest in line with historical performance.
The key financial sector event during FY19 was the Banking Royal Commission. With
respect to property lending, the outcomes of the Commission have encouraged the
major Banks increasingly to limit their lending. In addition, loan-to-value ratios for
senior debt have reduced, widening the gap between bank lending and traditional
equity contributions. This widening continues to favour Eildon Capital, providing
opportunities with both substantial returns and capital protection.
In summary the Board remains cautious on the outlook for the property market,
optimistic on the property lending market and so expects to continue Eildon
Capital’s focus on subordinated secured lending opportunities.
Finally, I would like to thank the Board directors, leadership team and our manager,
Eildon Funds Management, for their contribution over the year. And I would like to
thank you, our shareholders, for your continuing support.
James Davies
Chairman
“The portfolio of
equity investments
have potential to
deliver significantly to
NTA growth through
successful planning
processes and
eventual divestment.”
2
EILDON CAPITAL LIMITED | 2019 Annual Report COMPANY HIGHLIGHTS
FOR THE YEAR ENDED 30 JUNE 2019
REVENUE
$7.6 million
PROFIT BEFORE TAX
$6.3 million
NET PROFIT AFTER TAX
$4.4 million
EARNINGS PER SHARE
9.6 cents
DIVIDENDS PER SHARE
(Fully Franked)
7.7cents (7.6%
1)
42% FROM
FY 2018
46% FROM
FY 2018
46% FROM
FY 2018
21% FROM
FY 2018
2.0% FROM
FY 2018
1 Grossed up yield of 10.8% based on closing share price at 28 June, 2019.
3
2019 Annual Report | EILDON CAPITAL LIMITED THE YEAR IN REVIEW
FOR THE YEAR ENDED 30 JUNE 2019
INTRODUCTION
Eildon Capital Limited (ASX: EDC) is pleased to
report a full year net profit after tax of $4.4 million
(2018: $3.0 million) representing a 46% increase over
the prior corresponding period. Net tangible assets
at 30 June 2019 totalled $48.2 million (2018: $47.9
million), representing $1.06 per share.
During the year, fully franked dividends of 7.7 cents
per share were paid to shareholders. Based on the
28 June 2019 share price of $1.02, this represents a
fully franked dividend yield of 7.6% (equivalent to a
pre-tax yield of 10.8%, after grossing up the impact
of franking credits).
Since listing on the ASX in February 2017 total
dividends have been 21.9 cents per share.
NTA & ACCUMULATED DIVIDENDS
SINCE ASX LISTING
NET PROFIT
$4.4 million
46% FROM
FY 2018
4
EILDON CAPITAL LIMITED | 2019 Annual Report INVESTMENT PORTFOLIO
Eildon Capital has fully committed its available funds,
with the current investment portfolio value amounting
to approximately $42.4 million as at 30 June 2019 plus
a further $6.7 million of commitments to fund further
loan investments.
The investment portfolio as at 30 June 2019, includes
11 debt related loan investments, generating interest
returns, representing approximately 89% of the portfolio
value, which provides a level of capital protection
should property markets weaken and values stagnate
or decrease.
The balance of the portfolio, comprising 4 investments,
represent strategic equity investments in property
projects that have the potential to experience meaningful
capital growth via either asset repositioning, market
re-rating or planning outcomes.
The portfolio has geographic diversity with investments
in Queensland, Victoria and New South Wales.
7%
26%
66%
Brisbane
Gold Coast
Melbourne
Sydney
EDC Portfolio by Type - Current Exposure
11%
42%
Equity
Mezzanine Debt
47%
Senior Debt
EDC Portfolio by Geography - Peak Exposure
7%
26%
66%
Brisbane
Gold Coast
Melbourne
Sydney
EILDON CAPITAL
11%
INVESTMENT BY GEOGRAPHY
Equity
42%
Mezzanine Debt
Woolloongabba – Equity – Core-Plus Investment
47%
Senior Debt
BRISBANE
GOLD COAST
SYDNEY
MELBOURNE
Biggera Waters – Senior Debt – Residential Development
Coolangatta – Senior Debt – Residential Development
Kingsgrove – Equity (Option) – Rezoning Opportunity
Turrella – Equity (Option) – Rezoning Opportunity
East Bentleigh – Mezzanine – Residential Development
South Kingsville – Senior Debt – Residential Development
Sandringham – Senior Debt – Residential Development
Martha Cove – Mezzanine – Residential Development
McCrae – Mezzanine – Residential Development
Burnley – Equity – Planning Opportunity
Coburg – Senior Debt – Residential Development
Vermont – Senior Debt – Residential Development
5
2019 Annual Report | EILDON CAPITAL LIMITED THE YEAR IN REVIEW
FOR THE YEAR ENDED 30 JUNE 2019
OUTLOOK AND STRATEGIC REVIEW
The property market continues to experience a
degree of volatility, with a tightening of credit markets
as well as falls in values across different segments.
The tightening credit market has been created
by banks shifting towards offering increasingly
commoditised homogeneous products whose
structure and pricing are not efficiently differentiated
based on underlying risks of the transactions. This
has meant that flexible lenders like Eildon Capital are
able to achieve higher returns and improved security
on loans.
CAPITAL STACK COMPARISONS
“...flexible lenders like Eildon
Capital are able to achieve
higher returns and improved
security on loans.”
6
EILDON CAPITAL LIMITED | 2019 Annual Report The real estate lending market totals approximately
$271 billion. Previously major Australian Banks have
funded approximately 80% of this segment.
With changes to security requirements imposed by
APRA, Australian Banks have reduced this exposure to
approximately 65%. This has seen a growing number
of non-banks become active in this segment, providing
approximately $28 billion of funding as at December
2018. Eildon Capital is part of this growing segment.
Investors are continuing to seek regular, stable and secure
income as interest rates have been falling. Eildon Capital,
with 96% of the existing portfolio delivering these types of
returns has become an attractive option for these investors.
With a track record of success and stable dividends, Eildon
can continue to provide value for investors.
CAPITAL MANAGEMENT
Eildon Capital is considered to be fully invested but
continues to review prospective opportunities to
redeploy cash returned from investments.
A fully franked dividend of 1.925 cents per share
for the June quarter was paid on 24 July 2019. It is
expected that Eildon Capital will continue to pay
dividends at this level.
The anticipated dividend payment calendar for the next
12 months is as follows:
QUARTER
ANTICIPATED PAYMENT DATE
September, 2019
24 October, 2019
December, 2019
24 January, 2020
March, 2020
24 April, 2020
June, 2020
24 July, 2020
7
2019 Annual Report | EILDON CAPITAL LIMITED DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2019
The Directors present their report together with the financial
report of Eildon Capital Limited (the “Company”) for the year
ended 30 June 2019 and the Auditors’ Report thereon.
DIRECTORS
The Directors in office at the date of this report and at all times
during the year are:
Mark Anthony Avery (Managing Director)
B.Com.Pl.Ds. (UOM)
Mr Avery began his professional career at Macquarie Group
in 2002 in the property finance and residential development
divisions. Mr Avery also worked for private and listed property
development and investment groups. Mr Avery commenced
at CVC Limited, the former parent of the Company, in 2010,
and has been responsible for all of the group’s real estate
investment activities, including appointed as Managing
Director of the Company in 2015. He is managing director and
Chief Executive Officer of CVC Limited and director of Eildon
Funds Management Limited.
Alexander Damien Harry Beard (Non-Executive Director)
B.Com. (UNSW) FCA AICD
Mr Beard is a Chartered Accountant with extensive experience
in private equity investing. He is director of US Residential
Fund, Probiotec Limited, Tasfoods Limited and Shellfish
Culture Limited. He is also formerly a Chairman and non-
executive director of Cellnet Group Limited, Managing Director
and Chief Executive Officer of CVC Limited and Director of
Eildon Funds Management Limited. Mr Beard is a member of
the Audit Committee of the Company.
James R Davies (Independent Director)
Bachelor of Computing Science (University of New England)
MBA (London Business School)
Graduate of the Australian Institute of Company Directors and
member of the audit committee of the Company.
Mr Davies has over 30 years’ experience in investment
management across real estate, private equity, infrastructure,
natural resources and distressed asset management. Most
recently he was Head of Funds Management at New Forests
Asset Management. Prior to that he held Director roles
at Hastings Funds Management Limited and Royal Bank
of Scotland’s Strategic Investments Group. He has been
appointed on numerous Investment Committees and Boards
including as Chairman of Timberlink Australia, Forico and
Airport Rail Link.
Michelle E Harpur (Independent Director)
B.A. (UNSW) L.L.B. (UNSW)
Chairman of the audit committee of the Company. She
completed and passed the Company Directors Course with
the AICD in early 2016, and in 2010 also attended a Harvard
Business School Executive Education Program “Managing
Professional Services Firms”. Mrs Harpur has been a partner
in mid-size, large and international law firms since 1992,
and is principle of Harpur Phillips. She was admitted as a
solicitor in 1986. Over many years, her clients have included
listed public companies and private companies involved in
property development, and in addition to governance and risk
management.
COMPANY SECRETARY
John Andrew Hunter
B.Com. (ANU), MBA (MGSM), MAppFin (MAFC), CA
Mr Hunter has experience in senior finance roles in the
Financial Services industry in retail and wholesale funds
management entities as well as holding senior finance roles in
various other public and private companies.
DIRECTORS’ MEETINGS
The number of directors’ meetings attended, and the number
of directors’ meetings eligible to attend during their period
in office by each of the Directors of the Company during the
financial year were as follows:
Number of
meetings attended
Number of
meetings held
M A Avery
A D H Beard
J R Davies
M E Harpur
4
4
4
4
4
4
4
4
AUDIT COMMITTEE MEETINGS
The Company has an audit committee. The number of
meetings and the number of meetings attended by each of
the Directors on the audit committee during the financial year
were:
Number of
meetings attended
Number of
meetings held
A D H Beard
J R Davies
M E Harpur
2
2
2
2
2
2
DIRECTORS’ BENEFITS
Information on Directors’ remuneration is included in the
remuneration report in the financial statements.
8
EILDON CAPITAL LIMITED | 2019 Annual Report
DIRECTORS’ INTERESTS IN SHARES OF THE COMPANY
The relevant interest of each director in the ordinary share capital of the Company at the date of this report is included in the
remuneration report.
PRINCIPAL ACTIVITIES
The Company is an active property investment company which participates in retail, industrial, residential and commercial
opportunities.
OPERATING RESULTS
The Company recorded an after tax profit of $4,386,508 (2018: $3,006,055).
DIVIDENDS
Dividends proposed or paid during the year and included within the statement of changes in equity by the Company are:
Cents
Per Share
Total
$
Date of
Payment
for Franking Percentage
Franked
Credits
Tax rate
2019 June quarter dividend on ordinary shares
1.925
875,555
24-Jul-19
2019 March quarter dividend on ordinary shares
1.925
876,961
24-Apr-19
2018 December quarter dividend on ordinary shares
1.925
886,693
24-Jan-19
2018 September quarter dividend on ordinary shares
1.925
886,290
24-Oct-18
30%
30%
30%
30%
100%
100%
100%
100%
REVIEW OF OPERATIONS
During the financial year, the Company generated $7.4 million (2018: $5.2 million) of interest income from property loans. The
Company is currently holding loan investments totalling $37.8 million (2018: $35.3 million) with approximately 90% by value of
the portfolio being made into debt related loan investments. Although the Company currently has current cash balances of $6.7
million (2018: $10.2 million) it has further commitments to fund existing loans of $6.8 million (2018: $5.8 million).
The balance of the investment portfolio, comprising 4 investments, represents strategic equity investments in property projects that
have the potential to experience meaningful capital growth via either asset repositioning, market re-rating or planning outcomes.
The Company continues to redeploy loans repaid into new loan investments, repayments received during the financial year on
four loans totalling $24.3 million, while five new loan investments were made during the year amounting to $25.2 million.
REMUNERATION REPORT (AUDITED)
This report outlines the remuneration arrangements in place for key management personnel of the Company in accordance with
the requirements of the Corporations Act 2001 and its regulations. This information has been audited as required by s. 308(3C)
of the Corporations Act 2001. The remuneration report details the remuneration arrangements for key management personnel
who are defined as those persons having authority and responsibility for planning, directing and controlling the major activities
of the Company.
Remuneration philosophy
The performance of the Company depends upon its ability to attract and retain quality people. The Company is committed to
developing a remuneration philosophy of paying sufficient competitive ‘base’ rewards to attract and retain high calibre personnel
in order to create value for shareholders.
9
2019 Annual Report | EILDON CAPITAL LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2019
REMUNERATION REPORT (AUDITED) (CONT.)
Remuneration structure
Non-Executive Director’s remuneration is solely in the form of fees and has been set by shareholders at a maximum aggregate
amount of $150,000, to be allocated amongst the Directors.
Other than the directors and company secretary there are no other key management personnel employed by the Company.
The Company does not have a remuneration committee with the remuneration of the non-executive directors determined by the
Board of the Company.
Remuneration of key management personnel
The Company has no employees and the only key management personnel of the Company are the Directors and company
secretary. The total income paid or payable or otherwise made available, to all key management personnel of the Company
directly or indirectly from the entity or any related party include:
Directors
Mark Avery (b)
(Managing Director)
James Davies
(Non-Executive Chairman)
Alexander Beard (b)
(Non-Executive Director)
Michelle Harpur
(Non-Executive Director)
Other Key Management Personnel
John Hunter (b)
(Company Secretary)
Base Salary
Fees
$
-
-
45,662
45,662
-
-
45,662
15,000
-
-
91,324
60,662
2019
2018
2019
2018
2019
2018
2019
2018
2019
2018
2019
2018
Post-Employment
Benefits
Superannuation
$
-
-
Total
$
Base %
(a)
-
-
4,338
4,338
50,000
50,000
-
-
-
-
4,338
25,000
50,000
40,000
-
-
100%
100%
-
-
100%
100%
-
-
-
-
-
-
8,676
100,000
29,338
90,000
Notes:
(a) Base % reflects the amount of base level remuneration that is not dependent on individual or the Company’s performance.
(b) The remuneration of Messrs Avery, Beard, and Hunter are paid by an associate of the manager of the Company, Eildon Funds Management
Limited.
Except as detailed above, no other amount of remuneration is paid to key management personnel in connection with the
management of the affairs of the Company.
10
EILDON CAPITAL LIMITED | 2019 Annual Report
REMUNERATION REPORT (AUDITED) (CONT.)
Key management personnel holding of shares
The relevant shareholding interests of key management personnel in the share capital of the Company as at the date of this
report is as follows:
Ordinary shares
Mr A.D.H. Beard
Mr M. A. Avery
Ms M. E. Harpur
Mr J. R. Davies
Mr J.A.H. Hunter
Opening
664,285
36,285
19,523
25,984
6,000
Purchases
Sales
45,285
-
-
1,032
-
-
-
-
-
-
Closing
709,570
36,285
19,523
27,016
6,000
CONSEQUENCES OF PERFORMANCE ON SHAREHOLDER WEALTH
In considering the Company’s performance and benefits for shareholder wealth, the Directors have regard to the following
indicators in respect of the current financial year and previous financial year.
Net profit after tax
Total comprehensive income
Dividends paid
Shares bought back on market
Share price
Net assets per share
Change in net assets per share
2019
$
4,386,508
4,386,508
3,525,499
609,994
1.02
1.06
0.02
2018
$
3,006,055
3,006,055
3,197,311
-
1.04
1.04
(0.01)
2017
$
3,659,218
3,610,914
2,012,822
-
1.05
1.05
0.06
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS OF THE COMPANY
There were no significant changes in the state of affairs of the Company that occurred during the year not otherwise disclosed in
this report or in the financial statements.
LIKELY DEVELOPMENTS AND FUTURE EXPECTATIONS
The Company will continue to assess Australian investment opportunities. As an investment company, the results of the Company
are dependent on the timing of and opportunities for the realisation of investments. Accordingly, it is not possible at this stage to
predict the future results of the Company.
EVENTS SUBSEQUENT TO REPORTING DATE
A fully franked dividend of 1.925 cents per share amounting to $875,555 was declared on 26 June 2019 and paid on 24 July 2019.
Other than as set out above, there are no matters or circumstances that have arisen since the end of the financial period which
significantly affected or may significantly affect the operations of the Company, the results of those operations or the state of
affairs of the Company in financial periods subsequent to 30 June 2019.
11
2019 Annual Report | EILDON CAPITAL LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2019
INSURANCE PREMIUMS
The Company has not, during the year or since the end of the financial year, in respect of any person who is or has been an
auditor of the Company or a related body corporate paid or agreed to pay a premium in respect of a contract insuring against a
liability for the costs or expenses of defending legal proceedings.
Insurance premiums have been paid in respect of director’s and officer’s liability and legal expense insurance for directors and
officers of the Company. In accordance with subsection 300(9) of the Corporations Act 2001 further details have not been
disclosed due to confidentiality provisions contained in the insurance contract.
AUDITOR INDEPENDENCE AND NON-AUDIT SERVICES
The Company appointed HLB Mann Judd (NSW Partnership) as the auditors for the 2019 financial year. During the financial year
no non-audit services were provided.
A copy of the Independence Declaration is included on page 13. Further information on Auditors’ Remuneration is included in
note 2.
Signed in accordance with a resolution of Directors.
Dated at Sydney 30 August 2019
Mark Avery
Director
Alexander Beard
Director
12
EILDON CAPITAL LIMITED | 2019 Annual Report
AUDITOR’S
INDEPENDENCE DECLARATION
FOR THE YEAR ENDED 30 JUNE 2019
To the directors of Eildon Capital Limited:
As lead auditor for the audit of the financial report of Eildon Capital Limited for the year ended 30 June 2019, I declare that,
to the best of my knowledge and belief, there have been no contraventions of:
(a)
the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and
(b)
any applicable code of professional conduct in relation to the audit.
HLB Mann Judd
Chartered Accountants
N J Guest
Partner
Sydney, NSW
30 August 2019
13
2019 Annual Report | EILDON CAPITAL LIMITED
STATEMENT OF PROFIT OR LOSS AND
OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2019
INCOME
Interest income
Impairment recovery
Fee income
Other income
Total income
Share of net profit/(loss) of associate accounted for
using the equity method
EXPENSES
Accountancy
Audit fees
Insurance
Legal fees
Directors fees
Management fees
Net loss on sale of equity investments
Share registry
Other expenses
Total expenses
Profit before income tax
Income tax expense
Net profit after tax
Total comprehensive income for the year
Basic and diluted earnings per share (cents)
Notes
7
2
17
3
1 1
2019
$
7,355,087
-
208,602
2,858
7,566,547
2018
$
5,185,636
100,182
187,556
-
5,473,374
70,227
(81,920)
87,710
44,642
62,416
75,233
100,000
818,873
-
64,752
116,707
19,390
46,950
72,802
2,796
90,000
596,828
99,049
64,297
104,978
1,370,333
1,097,090
6,266,441
1,879,933
4,386,508
4,386,508
4,294,364
1,288,309
3,006,055
3,006,055
9.56
7.90
The above statement of profit or loss and other comprehensive income should be read in conjunction with the notes to the
financial statements set out on pages 18 to 34.
14
EILDON CAPITAL LIMITED | 2019 Annual Report
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2019
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Loans and receivables
Financial assets at fair value through profit or loss
Total current assets
NON-CURRENT ASSETS
Loans and receivables
Investments accounted for using the equity method
Financial assets at fair value through profit or loss
Deferred tax assets
Total non-current assets
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Current tax liabilities
Total current liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
Retained earnings
Profit distribution reserve
TOTAL EQUITY
Notes
2019
$
2018
$
5
6
8
9
8
7
9
3
10
3
12
13
14
6,936,845
44,693
15,547,239
10,716,096
33,244,873
11,514,784
2,893,434
1,771,712
356,718
16,536,648
49,781,521
1,102,190
493,761
1,595,951
1,595,951
10,209,431
60,430
29,279,007
-
39,548,868
5,987,361
3,027,607
469,668
391,041
9,875,677
49,424,545
1,013,388
538,803
1,552,191
1,552,191
48,185,570
47,872,354
43,796,218
(5,483,508)
9,872,860
48,185,570
44,344,011
(5,483,508)
9,011,851
47,872,354
The above statement of financial position should be read in conjunction with the notes to the financial statements set out on
pages 18 to 34.
15
2019 Annual Report | EILDON CAPITAL LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2019
Contributed
equity
$
Retained
earnings
$
Profit
distribution
reserve
$
Total
$
At 1 July 2018
44,344,011
(5,483,508)
9,011,851
47,872,354
Profit for the year
Total comprehensive income for the year
-
-
4,386,508
4,386,508
-
-
4,386,508
4,386,508
Transactions with shareholders:
Shares issued
Shares bought back
Transaction costs on share buyback
Tax on share buyback transaction costs
Dividends provided or paid
Transfers (to)/from reserve
62,201
(608,121)
(2,676)
803
-
-
-
-
-
-
-
(4,386,508)
-
-
-
-
(3,525,499)
4,386,508
62,201
(608,121)
(2,676)
803
(3,525,499)
-
At 30 June 2019
43,796,218
(5,483,508)
9,872,860
48,185,570
At 1 July 2017
28,107,339
(5,483,508)
9,203,107
31,826,938
Profit for the year
Total comprehensive income for the year
-
-
3,006,055
3,006,055
-
-
3,006,055
3,006,055
Transactions with shareholders:
Shares issued
Capital raising transaction costs
Tax on transaction costs
Dividends provided or paid
Transfers (to)/from reserve
16,598,808
(517,337)
155,201
-
-
-
-
-
-
(3,006,055)
-
-
-
(3,197,311)
3,006,055
16,598,808
(517,337)
155,201
(3,197,311)
-
At 30 June 2018
44,344,011
(5,483,508)
9,011,851
47,872,354
The above statement of changes in equity should be read in conjunction with the notes to the financial statements set out on
pages 18 to 34.
16
EILDON CAPITAL LIMITED | 2019 Annual Report
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2019
Notes
2019
$
2018
$
Cash flows from operating activities
Cash receipts in the course of operations
Cash payments in the course of operations
Proceeds from disposal of financial assets at fair value
through profit and loss
Loans repaid
Loans provided
Interest and fee income received
Income tax paid
169,270
(1,441,844)
-
24,413,444
(25,308,143)
5,813,974
(1,889,851)
Net cash provided by/(used in) operating activities
5(b)
1,756,850
Cash flows from investing activities
Payments for equity investments
Proceeds from equity investments
Net cash used in investing activities
Cash flows from financing activities
Dividends paid
Proceeds from issue of shares
Payment for share issue transaction costs
Payment for share buyback
Payment for share buyback transaction costs
Net cash (used in)/provided by financing activities
Net (decrease)/increase in cash held
Cash and cash equivalents at the beginning of the financial year
Cash and cash equivalents at the end of the financial year
5(a)
(1,302,043)
204,400
(1,097,643)
(3,320,996)
-
-
(608,121)
(2,676)
(3,931,793)
(3,272,586)
10,209,431
6,936,845
187,557
(933,978)
1,133
11,407,785
(20,403,972)
2,843,855
(2,045,069)
(8,942,689)
(469,568)
250,950
(218,618)
(2,841,774)
16,589,134
(527,369)
-
-
13,219,991
4,058,684
6,150,747
10,209,431
The above statement of cash flows should be read in conjunction with the notes to the financial statements set out on
pages 18 to 34.
17
2019 Annual Report | EILDON CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
CONTENTS
NOTE
1: STATEMENT OF ACCOUNTING POLICIES ...................... 18
2: AUDITOR’S REMUNERATION ..............................................20
3:
INCOME TAX ..............................................................................21
4: DIVIDENDS .................................................................................22
5: NOTES TO THE STATEMENT OF CASH FLOWS............23
6: TRADE AND OTHER RECEIVABLES ...................................23
7:
INVESTMENTS ACCOUNTED FOR USING THE
EQUITY METHOD .....................................................................24
8: LOANS AND RECEIVABLES ..................................................25
9:
FINANCIAL ASSETS AT FAIR VALUE
THROUGH PROFIT OR LOSS ...............................................25
10: TRADE AND OTHER PAYABLES .........................................25
1 1: EARNINGS PER SHARE ..........................................................26
1 2: CONTRIBUTED EQUITY .........................................................26
13: RETAINED EARNINGS ............................................................27
14: PROFIT DISTRIBUTION RESERVE ......................................27
15: FINANCIAL INSTRUMENTS ..................................................27
16: SEGMENTAL INFORMATION ................................................31
17: RELATED PARTY INFORMATION ........................................31
18: COMMITMENTS AND CONTINGENT LIABILITIES .........32
19: OTHER INFORMATION...........................................................32
20: SUBSEQUENT EVENTS ..........................................................32
21: CHANGES IN ACCOUNTING POLICIES ............................33
NOTE 1: STATEMENT OF ACCOUNTING
POLICIES
The significant policies which have been adopted in the
preparation of this financial report are:
a) Basis of Preparation
The financial report is a general-purpose financial report,
which has been prepared in accordance with the requirements
of the Corporations Act 2001 and Australian Accounting
Standards. The financial report has been prepared on a
historical cost basis, except for the measurement at fair value
of selected financial assets.
The financial report is presented in Australian dollars.
Management is required to make judgements, estimates and
assumptions in relation to the carrying value of assets and
liabilities, that have significant risk of material adjustments in
the next year and these have been disclosed in the relevant
notes to the financial statements.
b) Statement of Compliance
The financial report complies with Australian Accounting
Standards, which include Australian equivalents to
International Financial Reporting Standards (AIFRS). The
financial report also complies with International Financial
Reporting Standards (IFRS).
The Company has adopted AASB 9 Financial Instruments
and AASB 15 Revenue from contracts with customers for the
first time for the annual reporting period commencing 1 July
2018. The impact of the adoption of the standard and the new
accounting policy are disclosed in note 21.
Certain new accounting standards and interpretations have
been published that are not mandatory for the 30 June 2019
reporting period:
AASB 16 Leases
AASB 16 Leases was released in February 2016 and is
mandatory for periods beginning on or after 1 January 2019.
The new standard introduces a single lessee accounting
model that will require a lessee to recognise right-of-use
assets and lease liabilities for all leases with a term of more
than 12 months, unless the underlying asset is of low value.
Right-of-use assets are initially measured at their cost and
lease liabilities are initially measured on a present value basis.
Subsequent to initial recognition:
• Right-of-use assets are accounted for on a similar basis
to non-financial assets, whereby the right-of-use asset is
accounted for in accordance with a cost model unless
the underlying asset is accounted for on a revaluation
basis; and
18
EILDON CAPITAL LIMITED | 2019 Annual Report NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 1: STATEMENT OF ACCOUNTING
NOTE 1: STATEMENT OF ACCOUNTING
POLICIES (CONT.)
POLICIES (CONT.)
b) Statement of Compliance (Cont.)
• Lease liabilities are accounted for on a similar basis as
other financial liabilities, whereby interest expense is
recognised in respect of the liability and the carrying
amount of the liability is reduced to reflect lease
payments made.
The Company does not expect the new standard to have any
material impact on the financial statements.
c) Cash and Cash Equivalents
For the statement of cash flows, cash includes cash on hand
and short-term deposits with an original maturity of three
months or less.
d) Revenue Recognition
Interest Income
Revenue is recognised as interest accrues using the effective
interest method. This is a method of calculating the amortised
cost of a financial asset and allocating the interest income
over the relevant period using the effective interest rate,
which is the rate that exactly discounts estimated future cash
receipts through the expected life of the financial asset to the
net carrying amount as at the end of the financial year.
Fee Income
The Company provides services to parties which is measured
at the amount in accordance with the agreement. Revenue
is recognised in the accounting period which the services
provided are matched with the use of the benefits by the
client. A receivable is recognised at the same time as this
is the point in time that consideration is unconditional
because only the passage of time is required before the
payment is due.
e) Trade and Other Payables
Trade payables and other payables are carried at amortised
cost and represent liabilities for goods and services provided
to the Company prior to the end of the financial year that are
unpaid. The amounts are unsecured and are usually paid
within 30 days of recognition.
f) Trade and Other Receivables
Trade and other receivables, which generally have 30 day
terms, are recognised initially at fair value and subsequently
measured at amortised cost using the effective interest
method, with any difference between cost and recoverable
value being recognised in net income over the period on an
effective interest basis.
An allowance for doubtful debts is made when there is
objective evidence that the Company will not be able to
collect the debts. Bad debts are written off when
identified.
g) Investments and Other Financial Assets
Associates
Associates are those entities, other than partnerships, over
which the Company exercises significant influence but not
control. The Company generally deems it has significant
influence if it has over 20% of the voting rights, but no more
than 50%.
Investments in associates are carried in the statement of
financial position at cost plus post-acquisition changes in the
Company’s share of net assets in the associates. Following
initial recognition the Company assesses whether it is
necessary to recognise any impairment loss with respect to
the investment in the associate.
The Company’s equity accounted share of the associates’
post-acquisition profits or losses is recognised in the statement
of profit or loss and other comprehensive income, and its
share of post-acquisition movements in reserves is recognised
in reserves. The cumulative post-acquisition movements are
adjusted against the carrying amount of the investment.
When the Company’s share of losses in an associate equals or
exceeds its interest in the associate, including any unsecured
long-term receivables and loans, the Company does not
recognise further losses, unless it has incurred obligations or
made payments on behalf of the associate.
The accounting policies for financial assets are explained in
Note 21.
h) Income Tax and Other Taxes
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 on the
current period’s taxable income at the tax rates enacted by
the reporting date. 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 reporting date.
Deferred income tax is provided on all temporary differences at
the reporting date between the tax bases of assets and liabilities
and their carrying amounts for financial reporting purposes.
Deferred income tax assets are recognised for all deductible
temporary differences, carry-forward of unused tax credits and
unused tax losses, to the extent that it is probable that taxable
19
2019 Annual Report | EILDON CAPITAL LIMITED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 1: STATEMENT OF ACCOUNTING
POLICIES (CONT.)
h) Income Tax and Other Taxes (Cont.)
profits will be available against which deductible temporary
differences and the carry-forward of unused tax credits and
tax losses can be utilised. Unrecognised deferred income
tax assets are reassessed at each reporting 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.
The carrying amount of deferred income tax assets is
reviewed at each reporting 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.
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.
Income taxes relating to items recognised directly in equity are
recognised in equity and not in comprehensive income.
Goods and Services Tax
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 an item 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 are recoverable from,
or payable to, the taxation authority are classified as operating
cash flows.
i) Contributed Equity
Issued capital is recognised at the fair value of the
consideration received by the Company. Incremental costs
directly attributable to the issue or cancellation of shares are
shown in equity as a deduction, net of tax, from proceeds.
j) Segment Reporting
A business segment is a distinguishable component of the
entity that is engaged in providing differentiated products
or services.
k) Impairment
Assets are tested for impairment whenever events or changes
in circumstances indicate that the carrying amount may not
be recoverable. An impairment loss is recognised for the
amount by which the asset’s carrying amount exceeds its
recoverable amount. Non-financial assets that suffered an
impairment are tested for possible reversal of the impairment
whenever events or changes in circumstances indicate that
the impairment may have reversed.
l) Profit distribution reserve
Profits transferred to the profit distribution reserve are
segregated to facilitate potential future dividend payments
that may be declared by the directors.
NOTE 2: AUDITOR’S REMUNERATION
The auditor of the Company is HLB Mann Judd NSW Partnership.
Amounts received or due and receivable by the auditors for:
Audit and review of financial report
HLB Mann Judd NSW Partnership
2019
$
2018
$
44,642
46,950
20
EILDON CAPITAL LIMITED | 2019 Annual Report
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 3: INCOME TAX
(a) Income tax expense
Accounting profit before income tax
Income tax expense at the statutory income tax rate of 30%
The major components of income tax expense are:
- Current income tax charge
- Deferred income tax
Income tax expense reported in the statement of profit or loss and
other comprehensive income
Deferred tax benefit relating to items credited directly to equity
(b) Deferred income tax
Deferred income tax balances at 30 June relates to the following:
2019
$
2018
$
6,266,441
1,879,933
1,844,655
35,278
1,879,933
803
4,294,364
1,288,309
1,170,560
117,749
1,288,309
88,900
Included in
income
$
2019
Included in
equity
$
Total
$
Included in
income
$
2018
Included in
equity
$
Total
$
Deferred tax assets
Provisions and accrued expenses
Tax losses
Other
8,250
106,001
79,486
193,737
-
-
162,981
8,250
106,001
242,467
8,100
106,858
46,151
-
-
229,932
8,100
106,858
276,083
162,981
356,718
161,109
229,932
391,041
(c) Current Tax Liabilities
Income tax payable
Balance at the end of the year
2019
$
2018
$
493,761
538,803
21
2019 Annual Report | EILDON CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 4: DIVIDENDS
Dividends proposed or paid in previous years and included within the statement of changes in equity by the Company are:
Cents
Per Share
Total
$
Date of
Payment
for Franking Percentage
Franked
Credits
Tax rate
2019 June quarter dividend on ordinary shares
1.925
875,555
24-Jul-19
2019 March quarter dividend on ordinary shares
1.925
876,961
24-Apr-19
2018 December quarter dividend on ordinary shares
1.925
886,693
24-Jan-19
2018 September quarter dividend on ordinary shares
1.925
886,290
24-Oct-18
2018 June quarter dividend on ordinary shares
1.925
885,887
24-Jul-18
2018 March quarter dividend on ordinary shares
1.925
885,699
24-Apr-18
2017 December quarter dividend on ordinary shares
1.925
885,699
5-Feb-18
2017 September quarter dividend on ordinary shares
1.7875
540,025
24-Oct-17
30%
30%
30%
30%
30%
30%
30%
30%
2019
$
100%
100%
100%
100%
100%
100%
100%
100%
2018
$
Dividend franking account:
Franking credits available to shareholders for subsequent financial years
2,611,447
2,277,568
The franking account is stated on a tax paid basis. The balance comprises the franking account at year end adjusted for:
(a)
franking credits that will arise from the payment of the amount of the provision for income tax;
(b) franking debits that will arise from the refund of overpaid tax instalments paid;
(c)
franking debits that will arise from the payment of dividends recognised as a liability at year end;
(d) franking credits that will arise from the receipt of dividends recognised as receivables at the reporting date; and
(e)
franking credits that the entity may be prevented from distributing in subsequent years.
The ability to utilise the franking credits is dependent upon there being sufficient available equity to declare dividends.
22
EILDON CAPITAL LIMITED | 2019 Annual Report
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
2019
$
2018
$
NOTE 5: NOTES TO THE STATEMENT OF CASH FLOWS
(a) Reconciliation of cash and cash equivalents
For the purposes of the statement of cash flows, cash and cash equivalents
comprise the following at the end of the financial year:
Cash at bank
6,936,845
10,209,431
Cash at bank earns interest at floating rates based on daily bank deposit rates.
The carrying amount of cash and cash equivalents represents fair value.
(b) Reconciliation of profit after income tax to net cash from operations
Net profit after tax
4,386,508
3,006,055
Adjustments for:
Share of equity accounted (profit)/loss
Change in operating assets and liabilities:
Decrease/(increase) in other assets
Increase in loans and financial assets
Increase in GST
(Decrease)/increase in payables
Increase in deferred tax assets and liabilities
Increase in sundry creditors and accruals
Decrease in tax payable
Net cash provided by/(used in) operating activities
NOTE 6: TRADE AND OTHER RECEIVABLES
Current:
Goods and services tax
Prepayments
Trade and other receivables are generally on 30 day terms.
(70,227)
81,920
17,470
(2,511,752)
(1,731)
(61,815)
35,126
8,313
(45,042)
1,756,850
(5,110)
(11,337,967)
(4,058)
69,250
145,913
3,981
(902,673)
(8,942,689)
15,262
29,431
44,693
13,530
46,900
60,430
23
2019 Annual Report | EILDON CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 7: INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
Interest in ordinary shares of associate
79 Logan Road Trust (a)
79 Logan Road Pty Limited (b)
Kingsgrove (Vanessa Road) Unit Trust (c)
Ownership Interest
2018
2019
%
%
Investment Carrying Amount
2019
%
2018
$
35
35
25
35
35
25
2,893,399
35
-
3,027,572
35
-
2,893,434
3,027,607
(a) 79 Logan Road Trust is a commercial property in Woolloongabba, Queensland with a long term lease to an ASX listed entity, with residential
development approval. The carrying value of 79 Logan Road Trust has been calculated as $2,893,399 based on the net asset backing
methodology, using the most recent reports provided by the company.
(b) 79 Logan Road Pty Limited is the trustee of 79 Logan Road Trust.
(c) Kingsgrove (Vanessa Road) Unit Trust is a residential property development in Kingsgrove, New South Wales.
Summarised financial information
The following table illustrates summarised financial information relating to the Company’s associates:
79 Logan Road Trust
Summarised balance sheet
Current assets
Current liabilities
Current net assets
Non-current assets
Non-current liabilities
Non-current net assets
Net assets
Reconciliation to carrying amounts:
Opening net assets 1 July
Profit for the period
Return of capital
Dividend paid
Closing net assets
The Company’s share - percentage
The Company’s share - dollars
Carrying amount
Summarised statement of comprehensive income
Revenue
Net profit
Other comprehensive income
Total comprehensive income
Dividends received
24
2019
$
123,417
41,081
82,336
19,674,518
11,490,000
8,184,518
8,266,854
8,650,206
200,648
(383,352)
(200,648)
8,266,854
35%
2,893,399
2,893,399
1,205,229
200,648
-
200,648
70,227
2018
$
55,692
46,958
8,734
20,131,472
11,490,000
8,641,472
8,650,206
9,601,264
(234,058)
(700,501)
(16,499)
8,650,206
35%
3,027,572
3,027,572
1,074,292
(234,058)
-
(234,058)
5,775
EILDON CAPITAL LIMITED | 2019 Annual Report
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 7: INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONT.)
Individually immaterial investments accounted for using the equity method
In addition to the interests in investments accounted for using the equity method disclosed above, the Company also has
interests in a number of individually immaterial investments that are accounted for using the equity method.
Aggregate carrying amount of individually immaterial investments
accounted for using the equity method
Aggregate amounts of the Company’s share of profit for the period
Total comprehensive income
NOTE 8: LOANS AND RECEIVABLES
Current:
Secured loans to other corporations
Secured loans to related entity
Non-Current:
Secured loans to other corporations
Unsecured loan to related entity
2019
$
35
-
-
15,394,144
153,095
15,547,239
11,514,784
-
11,514,784
2018
$
35
-
-
29,279,007
-
29,279,007
5,861,811
125,550
5,987,361
NOTE 9: FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS
Current:
Unlisted investments in unlisted corporations
Non-Current:
Unlisted investments in unlisted corporations
NOTE 10: TRADE AND OTHER PAYABLES
Current:
Sundry creditors and accruals
Dividend payable
10,716,096
-
1,771,712
469,668
74,001
1,028,189
1,102,190
127,501
885,887
1,013,388
Trade and sundry creditors are non-interest bearing and are generally on 30 day terms.
25
2019 Annual Report | EILDON CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 11: EARNINGS PER SHARE
Basic and diluted earnings per share
Net profit attributable to shareholders used in calculation of basic
and diluted earnings per share
Weighted average number of shares and potential ordinary shares
used as the denominator in calculating diluted earnings per share
2019
cents
9.56
$
2018
cents
7.90
$
4,386,508
3,006,055
Number
Number
45,899,548
38,067,694
NOTE 12: CONTRIBUTED EQUITY
Issued and paid up share capital:
Ordinary shares fully paid
Ordinary shares:
Balance at the beginning of the year
Issue of shares
Transaction costs of share issue
Shares bought back
Transaction costs on share buyback
Income tax on share transaction costs
2019
Number of
shares
$
2018
Number of
shares
$
45,483,392
43,796,218
46,020,079
44,344,011
46,020,079
63,372
-
(600,059)
-
-
44,344,011
62,201
-
(608,121)
(2,676)
803
30,211,208
15,808,871
-
-
-
-
28,107,339
16,598,808
(517,337)
-
-
155,201
Balance at the end of the year
45,483,392
43,796,218
46,020,079
44,344,011
Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up the company in proportion to the
number of shares held.
Total capital of the Company is as follows:
Total equity
Net assets per share
2019
$
2018
$
48,185,570
47,872,354
1.06
1.04
The Company is not subject to any externally imposed capital requirements. Management’s objective is to achieve returns for
shareholders commensurate with the risks associated with making investments in Australia.
26
EILDON CAPITAL LIMITED | 2019 Annual Report
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 13: RETAINED EARNINGS
Retained earnings at the beginning of the year
Net profit attributable to members
Transfers to profit distribution reserve
Retained earnings at the end of the year
NOTE 14: PROFIT DISTRIBUTION RESERVE
Profit distribution reserve at the beginning of the year
Transfers from retained earnings
Dividends paid
Profit distribution reserve at the end of the year
2019
$
2018
$
(5,483,508)
4,386,508
(4,386,508)
(5,483,508)
9,011,851
4,386,508
(3,525,499)
9,872,860
(5,483,508)
3,006,055
(3,006,055)
(5,483,508)
9,203,107
3,006,055
(3,197,311)
9,011,851
Profits transferred to the profit distribution reserve are segregated to facilitate potential future dividend payments that may be
declared by the directors.
NOTE 15: FINANCIAL INSTRUMENTS
The Company’s activities expose it to a variety of financial risks: market risk (including market price risk and interest rate risk),
credit risk and liquidity risk. The Company’s overall risk management program focuses on the unpredictability of financial markets
and seeks to minimise potential adverse effects on financial performance.
The Company uses different methods to measure different types of risk to which it is exposed. These methods include sensitivity
analysis in the case of interest rate, foreign exchange and price risk.
The responsibility for operational risk management resides with the Board of Directors who seeks to manage the exposure of
the Company. There have been no significant changes in the types of financial risks or the Company’s risk management program
(including methods used to measure the risks) since the prior year.
27
2019 Annual Report | EILDON CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 15: FINANCIAL INSTRUMENTS (CONT.)
(a) Interest Rate Risk
The Company’s exposure to interest rate risks and the effective interest rates of financial assets and liabilities both recognised
and unrecognised at the reporting date are as follows:
Note
Floating
interest
rate
$
Fixed interest rate
1 year
or less
$
1 to 5
years
$
Non-
interest
bearing
$
Total
$
2019
Financial assets
Cash and cash equivalents
Trade and other receivables
Loans and receivables
Financial liabilities
Trade and other payables
2018
Financial assets
Cash and cash equivalents
Trade and other receivables
Loans and receivables
Financial liabilities
Trade and other payables
5
6
8
10
5
6
8
10
6,936,845
-
-
-
-
15,547,239
-
-
11,514,784
-
44,693
-
6,936,845
44,693
27,062,023
6,936,845
15,547,239
11,514,784
44,693
34,043,561
-
-
-
1,102,190
1,102,190
10,209,431
-
-
-
-
29,279,007
-
-
5,987,361
-
60,430
-
10,209,431
60,430
35,266,368
10,209,431
29,279,007
5,987,361
60,430
45,536,229
-
-
-
1,013,388
1,013,388
The Company holds a significant amount of cash balances which are exposed to movements in interest rates. To reduce the risk
the Company typically deposits uncommitted cash in high interest rate accounts with financial institutions. Interest bearing loans
and receivables are made at a mix of fixed and floating rates.
Sensitivity
As the Company expects interest rates to decrease by 50 basis points during the 2020 financial year (2019: increase by 50 basis
points), at reporting date the impact for the 2019 financial year on the Company, with all other varieties held constant, would be:
2019
Net loss
Equity movement
2018
Net profit
Equity movement
28
Decrease of 50 bp
$
Increase of 50 bp
$
(13,630)
(13,630)
-
-
-
-
38,098
38,098
EILDON CAPITAL LIMITED | 2019 Annual Report
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 15: FINANCIAL INSTRUMENTS (CONT.)
(b) Credit Risk Exposure
Credit risk refers to the loss that the Company would incur if a debtor or counterparty fails to perform under its obligations.
The carrying amounts of financial assets recognised in the statement of financial position best represent the Company’s
maximum exposure to credit risk at reporting date. The Company seeks to limit its exposure to credit risk by performing
appropriate background investigations on counterparties before entering into arrangements with them and seek collateral
with a value in excess of the counterparty’s obligations to the Company, providing a “margin of safety” against loss.
The Company minimises concentrations of credit risk in relation to trade receivables by undertaking transactions with a
number of counterparties, and is managed through normal payment terms of 30 days. At reporting date there are no overdue
trade debtors.
The credit quality of financial assets that are neither past due nor impaired is as follows:
Cash and cash equivalents
Trade and other receivables
Government
Other – unrated
Loans and receivables
Other – unrated
2019
$
2018
$
6,936,845
10,209,431
15,262
29,431
44,693
13,530
46,900
60,430
27,062,023
35,266,368
(c) Liquidity Risk
The Company manages liquidity risk by maintaining sufficient cash balances and holding liquid investments that could be realised
to meet commitments. The Company continuously monitors forecast and actual cash flows and matches the maturity profiles of
financial assets and liabilities.
The following table details the Company’s contractual liabilities.
2019
Trade and other payables
2018
Trade and other payables
Less than 6 months
$
Total
$
1,102,190
1,102,190
1,013,388
1,013,388
29
2019 Annual Report | EILDON CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 15: FINANCIAL INSTRUMENTS (CONT.)
(d) Fair Value of Financial Assets and Liabilities
The fair values of the financial assets and liabilities of the Company are approximately equal to their carrying values. No financial
assets or financial liabilities are readily traded on organised markets in standardised form.
Judgements and estimates were made in determining the fair values of the financial instruments and non-financial assets that are
recognised and measured at fair value in the financial statements. To provide an indication about the reliability of the inputs used
in determining fair value, the Company has classified its financial instruments and non-financial assets into three levels prescribed
under the accounting standards.
Level 1 – the fair value is calculated using quoted prices in active markets.
Level 2 – the fair value is estimated using inputs other than quoted prices included in Level 1 that are observable for the asset,
either directly (as prices) or indirectly (derived from prices).
Level 3 – the fair value is estimated using inputs for the asset that are not based on observable market data.
The fair value of the financial instruments as well as the methods used to estimate the fair value are summarised in the table
below.
Valuation technique – non market
observable inputs (Level 3)
$
Year ending 30 June 2019
Financial assets
Financial assets at fair value through profit or loss
Unlisted investments at market value
Loans and receivables
Secured loans to related corporations
Secured loans to other corporations
Total financial assets
Year ending 30 June 2018
Financial assets
Financial assets at fair value through profit or loss
Unlisted shares at market value
Loans and receivables
Secured loans to other corporations
Total financial assets
12,487,808
153,095
26,908,928
39,549,831
469,668
35,266,368
35,736,036
30
EILDON CAPITAL LIMITED | 2019 Annual Report
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 15: FINANCIAL INSTRUMENTS (CONT.)
(d) Fair Value of Financial Assets and Liabilities (Cont.)
Reconciliation of Level 3 fair value movements:
Balance at the beginning of the year
Investments purchased
Loans repaid
Loans provided
Interest and fees
Balance at the end of the year
2019
$
35,736,036
1,302,043
(26,149,505)
21,371,040
7,290,217
39,549,831
2018
$
23,900,647
469,668
(14,030,917)
20,403,971
4,992,667
35,736,036
There is no quantitative information for level 3 financial instruments. The fair value for loans and receivables has been determined
based on the terms of the loan agreement. The fair value of investment at fair value through profit or loss has been determined
based on the underlying value of the property investments held by the entities in which the investment has been made.
NOTE 16: SEGMENTAL INFORMATION
The Company operates in one business segment being an investment company and in one geographical location being Australia.
NOTE 17: RELATED PARTY INFORMATION
17.1 Key management personnel
Salary based payment
Post-employment benefits – superannuation
2019
$
91,324
8,676
100,000
2018
$
60,662
29,338
90,000
The only key management personnel of the Company are the directors and company secretary. The Company does not have any
other employees.
Detailed remuneration disclosures are provided in the remuneration report.
17.2 Transactions with related parties
The Company pays management fees to its investment manager, Eildon Funds Management Limited. Monthly management fees
have been calculated as one twelfth of 0.75% of the net asset value plus one twelfth of 1% of invested capital of the Company,
calculated as at the last day of the previous month, provided that each month the total management fees shall not be less than
$15,000. Management fees of $818,873 (2018: $596,828) were paid to Eildon Funds Management Limited during the financial
year. During the year Messrs Beard, Avery and Hunter were directors of Eildon Funds Management Limited.
17.3 Loans to key management personnel
There were no loans to key management personnel during the year or existing at the end of the financial year.
17.4 Loan with related party
The Company provided a loan of $153,093 (2018: $125,550) to Kingsgrove (Vanessa Road) Unit Trust during the financial year.
31
2019 Annual Report | EILDON CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 18: COMMITMENTS AND CONTINGENT LIABILITIES
18.1 Loans and other investments
Amounts available to be drawn by borrowers under existing loan facility agreements
Related entities
Unrelated entities
2019
$
2018
$
245,090
643,453
888,543
195,090
5,610,106
5,805,196
Amounts available to be called by investees for partially paid shares and units
Unrelated entities
7,246,014
-
18.2 Contingent liabilities
Commencing 1 January 2016, a performance fee is payable to Eildon Funds Management Limited where the Company achieves
an annual return during the calculation period of greater than the hurdle rate of 9% per annum. The performance fee payable is
calculated as 20% of the increase in the share price of the Company in excess of the 9% hurdle rate, after factoring in dividends
and other distributions.
No performance fee is payable for the 2019 and 2018 financial years.
18.3 Financial Guarantees
Guarantees
The Directors are of the opinion that provisions are not required in respect of these matters, as it is not probable that a future
sacrifice of economic benefits will be required or the amount is not capable of reliable measurement.
Guarantee (a)
869,400
-
(a) The guarantee provided by the company to Australia and New Zealand Banking Group Limited is used as security for a loan facility in relation
to 33-45 Gibdon Street, Burnley, Victoria.
NOTE 19: OTHER INFORMATION
The Company was incorporated on 23 February 1993. The Company is registered and domiciled in Australia. Its registered office
and principal place of business are at Level 25, 360 Collins Street, Melbourne Victoria 3000.
NOTE 20: SUBSEQUENT EVENTS
A fully franked dividend of 1.925 cents per share amounting to $887,555 was declared on 26 June 2019 and paid on 24 July 2019.
Other than as set out above, there are no matters or circumstances that have arisen since the end of the financial period which
significantly affected or may significantly affect the operations of the Company, the results of those operations or the state of
affairs of the Company in financial periods subsequent to 30 June 2019.
32
EILDON CAPITAL LIMITED | 2019 Annual Report
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 21: CHANGES IN ACCOUNTING
POLICIES
This note explains the impact of the adoption of AASB 9
Financial Instruments and AASB 15 Revenue from Contracts
with Customers on the Company’s financial statements.
21.1 AASB 9 Financial Instruments
AASB 9 Financial Instruments replaces the provisions of AASB
139 Financial Instruments: Recognition and Measurement
that relate to the recognition, classification and measurement
of financial assets and financial liabilities, derecognition of
financial instruments, impairment of financial assets and hedge
accounting. The changes in accounting policies and impact of
adoption are set out below.
Accounting Policies
(a) Classification
The Company classifies its financial assets in the following
measurement categories:
- those to be measured subsequently at fair value (either
through other comprehensive income (OCI), or through
profit or loss), and
- those to be measured at amortised cost.
The classification depends on the Company’s business model
for managing the financial assets and the contractual terms of
the cash flows.
For assets measured at fair value, gains and losses will either
be recorded in financial performance or OCI. For investments
in equity instruments that are not held for trading, this will
depend on whether the Company has made an irrevocable
election at the time of initial recognition to account for the
equity investment at fair value through other comprehensive
income (FVOCI).
The Company reclassifies debt investments when and only
when its business model for managing those assets changes.
(b) Measurement
At initial recognition, the Company measures a financial asset
at its fair value plus, in the case of a financial asset not at fair
value through profit or loss (FVPL), transaction costs that are
directly attributable to the acquisition of the financial asset.
Financial assets at amortised cost
Financial assets at amortised cost are held for collection of
contractual cash flows where those cash flows represent
solely payments of principal and interest. Interest income from
these financial assets is included in finance income using the
effective interest rate method. Any gain or loss arising on
derecognition is recognised directly in financial performance
and presented in other gains/(losses), together with foreign
exchange gains and losses. Impairment losses are presented
as a separate line item in the Statement of Profit or Loss and
Other Comprehensive Income.
Financial asset at fair value through other comprehensive
income (FVOCI)
- Debt instruments: Assets held for collection of contractual
cash flows and for selling the financial assets, where the
assets’ cash flows represent solely payments of principal
and interest. Movements in the carrying amount are taken
through OCI, except for the recognition of impairment gains
or losses, interest revenue and foreign exchange gains
and losses which are recognised in financial performance.
When the financial asset is derecognised, the cumulative
gain or loss previously recognised in OCI is reclassified from
equity to financial performance and recognised in other
gains/(losses). Interest income from these financial assets is
included in finance income using the effective interest rate
method. Foreign exchange gains and losses are presented
in other gains/(losses) and impairment expenses are
presented as a separate line item in the Statement of Profit
or Loss and Other Comprehensive Income.
- Equity instruments: Where the Company’s management
has elected to present fair value gains and losses on equity
investments in OCI, there is no subsequent reclassification
of fair value gains and losses to financial performance
following the derecognition of the investment. Dividends
from such investments continue to be recognised in financial
performance as income when the Company’s right to receive
payments is established. Impairment losses (and reversal
of impairment losses) on equity investments measured at
FVOCI are not reported separately from other changes in
fair value.
Financial asset at fair value through profit or loss (FVPL)
Assets that do not meet the criteria for amortised cost or
FVOCI are measured at FVPL. Changes in the fair value of
financial assets at FVPL are recognised in other gains/(losses)
in the Statement of Profit or Loss and Other Comprehensive
Income as applicable.
(c) Impairment
The Company assesses on a forward looking basis the
expected credit losses associated with its debt instruments
carried at amortised cost and FVOCI. The impairment
methodology applied depends on whether there has been a
significant increase in credit risk.
Impact of adoption
(a) Classification and measurement
The adoption of the accounting policies does not result in any
reclassification of financial instrument or adjustments to the
amounts recognised in the financial statements.
(b) Impairment of financial assets
All of the Company’s financial assets recorded at amortised
cost are considered to have low credit risk, and the loss
allowance recognised during the period was therefore limited
to 12 months expected losses. The instruments are considered
to be low credit risk when they have a low risk of default and
33
2019 Annual Report | EILDON CAPITAL LIMITED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 21: CHANGES IN ACCOUNTING
POLICIES (CONT.)
21.1 AASB 9 Financial Instruments (Cont.)
Impact of adoption (cont.)
(b) Impairment of financial assets (cont.)
the issuer has a strong capacity to meet its contractual cash
flow obligations in the near term.
The Company’s financial assets at amortised cost include
trade receivables, loans and other receivables. Applying the
expected credit risk model didn’t result in recognition of any
loss allowance.
21.2 AASB 15 Revenue from Contracts with
Customers
The Company has adopted AASB 15 Revenue from Contracts
with Customers from 1 July 2018 which replaces AASB 118
Revenue, AASB 111 Construction Contracts and several
revenue related Interpretations. The standard provides a
single comprehensive model for revenue recognition. The
core principle of the standard is that an entity shall recognise
revenue to reflect the time frame over which services
are performed to customers. The standard introduced a
new contract-based revenue recognition model with a
measurement approach that is based on an allocation of the
transaction price. Credit risk is presented separately as an
expense rather than adjusted against revenue. Contracts with
customers are presented in an entity’s statement of financial
position as a contract liability, a contract asset, or a receivable,
and is subject to recognition over the term of the service
provided. Where costs are incurred in relation to the services
provided these costs, subject to certain criteria, are capitalised
as an asset and amortised over the contract period. The
Company has adopted the new rules retrospectively.
The Company’s revenue includes interest revenue and
distribution income which are specifically excluded from the
scope of AASB 15. Other revenues are set out in Note 1 d). The
accounting policies are consistent with those of the previous
financial year and corresponding interim reporting period.
The adoption of AASB 15 has not had a material impact on
the financial performance or position of the Company. No
adjustment was required to be recognised to the opening
balance of retained earnings at 1 July 2018 as a result of the
adoption of AASB 15 and consequently no further disclosures
have been included in this financial report.
34
EILDON CAPITAL LIMITED | 2019 Annual Report DIRECTORS’ DECLARATION
FOR THE YEAR ENDED 30 JUNE 2019
In accordance with a resolution of the directors of Eildon Capital Limited, we state that:
In the opinion of the Directors:
(a)
the financial statements and notes of the Company are in accordance with Corporations Act 2001, including:
(i)
giving a true and fair view of the Company’s financial position as at 30 June 2019 and of its performance for the
year ended on that date; and
(ii)
complying with Australian Accounting Standards and the Corporation Regulations 2001.
(b)
the financial statements and notes also comply with International Financial Reporting Standards as disclosed in Note 1;
and
(c)
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due
and payable.
This declaration has been made after receiving the declarations required to be made to the Directors in accordance with s. 295A
of the Corporations Act 2001 for the financial period ended 30 June 2019.
Signed in accordance with a resolution of the Board of Directors.
Dated at Sydney 30 August 2019.
Mark Avery
Director
Alexander Beard
Director
35
2019 Annual Report | EILDON CAPITAL LIMITED
INDEPENDENT AUDITOR’S REPORT
FOR THE YEAR ENDED 30 JUNE 2019
To the Members of Eildon Capital Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Eildon Capital Limited
(“the Company”) which comprises the statement of financial
position as at 30 June 2019, the statement of profit or loss
and other comprehensive income, the statement of changes
in equity and the statement of cash flows for the year then
ended, and notes to the financial statements, including a
statement of significant accounting policies, and the directors’
declaration.
In our opinion, the accompanying financial report of the
Company is in accordance with the Corporations Act 2001,
including:
(a)
giving a true and fair view of the Company’s financial
position as at 30 June 2019 and of its financial
performance for the year then ended; and
(b)
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 Company in accordance with the auditor
independence requirements of the Corporations Act 2001
and the ethical requirements of the Accounting Professional
and Ethical Standards Board’s APES 110 Code of Ethics for
Professional Accountants (“the Code”) that are relevant to our
audit of the financial report in Australia. We have also fulfilled
our other ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional
judgement, were of most significance in our audit of the
financial report of the current 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.
Key Audit Matter
How our audit addressed the key audit matter
Existence and Valuation of Loans Receivable (Note 8)
The Company had a significant balance of loan and
receivable assets at 30 June 2019.
We reviewed loan agreements and other supporting
documentation.
A large portion of the loans have been provided to property
based investors or developers with real property assets
provided as security for the loans.
We have therefore identified loans and receivables as an
area requiring particular audit attention.
We obtained managements workings and assessed the
reasonableness of recoverability assessments, including
where relevant, the prospect of recovering the loan within the
next 12 months.
We reviewed security of loans and assessed for reasonableness.
Existence and Valuation of Financial Assets at
fair value through profit or loss (Note 9)
During the year the Company invested capital into the newly
established Eildon Debt Fund (EDF) via the subscription
for units in EDF. At 30 June 2019 the Company recorded a
carrying value of these units as $10.7 million.
The underlying assets held by EDF relate to loans that have
been provided to property based investors or developers
with real property assets provided as security for the loans.
Given the significance of this investment to the Company
we have identified this as an area requiring particular audit
attention.
36
We obtained loan confirmation from third parties.
We have assessed the classification and adequacy of the
disclosures within the financial statements as at 30 June 2019.
We reviewed the EDF Trust deed and unit subscription certificates
to support the existence of the asset held by the Company.
We obtained workings and supporting information, including
property valuations from EDF to support the valuation and
reasonableness of the assessed fair value of the units held in
EDF.
We reviewed management’s assessment of the prospect of
realising the investment within the next 12 months.
We have assessed the adequacy of the disclosures within the
financial statements as at 30 June 2019.
EILDON CAPITAL LIMITED | 2019 Annual Report INDEPENDENT AUDITOR’S REPORT
FOR THE YEAR ENDED 30 JUNE 2019
Information Other than the Financial Report and
Auditor’s Report Thereon
The directors are responsible for the other information. The
other information comprises the information included in the
Company’s annual report for the year ended
30 June 2019, but does not include the financial report and
our auditor’s report thereon.
Our opinion on the financial report does not cover the other
information and accordingly we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial report, our
responsibility is to read the other information and, in doing
so, consider whether the other information is materially
inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially
misstated.
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 Company 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 Company or to cease operations, or have no realistic
alternative but to do so.
Auditor’s Responsibilities for the Audit of the
Financial Report
Our objectives are to obtain reasonable assurance about
whether the financial report as a whole is free from material
misstatement, whether due to fraud or error, and to issue
an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with Australian Auditing
Standards will always detect a material misstatement when
it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing
Standards, we exercise professional judgement and maintain
professional scepticism throughout the audit. We also:
– Identify and assess the risks of material misstatement of the
financial report, whether due to fraud or error, design and
perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to
provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than
for one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the
override of internal control.
– Obtain an understanding of internal control relevant to
the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose
of expressing an opinion on the effectiveness of the
Company’s internal control.
– Evaluate the appropriateness of accounting policies used
and the reasonableness of accounting estimates and
related disclosures made by the directors.
– Conclude on the appropriateness of the directors’ use of
the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast
significant doubt on the Company’s ability to continue as a
going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s
report to the related disclosures in the financial report or,
if such disclosures are inadequate, to modify our opinion.
Our conclusions are based on the audit evidence obtained
up to the date of our auditor’s report. However, future
events or conditions may cause the Company to cease to
continue as a going concern.
– Evaluate the overall presentation, structure and content
of the financial report, including the disclosures, and
whether the financial report represents the underlying
transactions and events in a manner that achieves fair
presentation.
We communicate with the directors regarding, among other
matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies
in internal control that we identify during our audit.
We also provide the directors with a statement that
we have complied with relevant ethical requirements
regarding independence, and to communicate with them
all relationships and other matters that may reasonably be
thought to bear on our independence, and where applicable,
related safeguards.
37
2019 Annual Report | EILDON CAPITAL LIMITED INDEPENDENT AUDITOR’S REPORT
FOR THE YEAR ENDED 30 JUNE 2019
Auditor’s Responsibilities for the Audit of the
Financial Report (Cont.)
From the matters communicated with the directors, we
determine those matters that were of most significance in
the audit of the financial report of the current period and are
therefore the key audit matters. We describe these matters
in our auditor’s report unless law or regulation precludes
public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should
not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.
REPORT ON THE REMUNERATION REPORT
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the
directors’ report for the year ended 30 June 2019.
In our opinion, the Remuneration Report of Eildon Capital
Limited for the year ended 30 June 2019 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.
HLB Mann Judd
Chartered Accountants
N J Guest
Partner
Sydney, NSW
30 August 2019
38
EILDON CAPITAL LIMITED | 2019 Annual Report CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2019
This Corporate Governance Statement, which has been
approved by the Board, describes Eildon Capital’s corporate
governance policies, framework and practices. This statement
is current as at 30 June 2019.
PRINCIPLE 1 – LAY SOLID FOUNDATIONS FOR
MANAGEMENT AND OVERSIGHT.
A listed entity should establish and disclose the respective
roles and responsibilities of board and management and
how their performance is monitored and evaluated.
Recommendation 1.1 - A listed entity should disclose
the respective roles and responsibilities of its board and
management, and those matters expressly reserved to the
board and those delegated to management.
The business of Eildon Capital is managed under the direction
of the Board which is responsible for its corporate governance.
The Board comprises Mr Alexander Beard, Mr Mark Avery,
Mr James Davies and Ms Michelle Harpur.
The Board meets on a regular basis and is required to
discuss pertinent business developments, investment
decisions and issues, and review the operations and
performance of Eildon Capital. The Board will seek to ensure
that the investment strategy is aligned with the expectations
of Shareholders and Eldon Capital is effectively managed in a
manner that is properly focused on its investment strategy as
well as conforming to regulatory and ethical requirements.
Provision is made at each regular meeting of the Board for
the consideration of critical compliance and risk management
issues as they arise.
Recommendation 1.2 - A listed entity should:
(a)
(b)
undertake appropriate checks before appointing
a person, or putting forward to security holders a
candidate for election as a director; and
provide security holders with all material information in
its possession relevant to a decision on whether or not
to elect or re-elect a director.
Prior to appointing a director or putting forward a new
candidate for election, screening checks are undertaken as
to the person’s experience, education, criminal history and
bankruptcy history.
When presenting a director for re-election, Eildon Capital
provides shareholders with details of the directors skills and
experience, independence and current term served by the
director in office and whether the Board supports the re-
election.
Recommendation 1.3 - A listed entity should have a written
agreement with each director and senior executive setting
out the terms of their appointment.
The Company’s Non-Executive Directors have been engaged
according to Letters of Appointment.
Recommendation 1.4 - The company secretary of a listed
entity should be accountable directly to the board, through
the chair, on all matters to do with the proper functioning of
the board.
The Company Secretary is accountable to the Board, through
the Chairperson, for all governance matters.
The primary objectives of the Board will be to:
Each Director has access to the Company Secretary.
• Set and review the strategic direction of Eildon Capital;
• Approve all material transactions;
• Approve and monitor financial policies and financial
statements;
• Establish, promote and maintain proper processes and
controls to maintain the integrity of financial accounting,
financial records and reporting;
• Develop and implement key corporate policies, procedures
and controls as necessary to ensure appropriate standards
of accountability, risk management and corporate
governance and responsibility;
• Ensure Shareholders receive high quality, relevant and
accurate information on a timely manner;
The Board has delegated responsibility for day-to-day
management of Eildon Capital to the Managing Director and
the Manager under its AFSL.
The appointment and removal of the Company Secretary must
be determined by the Board as a whole.
Recommendation 1.5 - A listed entity should:
(a)
have a diversity policy which includes requirements
for the board or a relevant committee of the board for
achieving gender diversity and to assess annually both the
objectives and the entity’s progress in achieving them;
(b) disclose that policy or a summary of it; and
(c)
disclose as at the end of each reporting period the
measurable objectives for achieving gender diversity
set by the board or a relevant committee of the board
in accordance with the entity’s diversity policy and its
progress towards achieving them, and either:
(i)
the respective proportions of men and women on
the board, in senior executive positions and across
the whole organisation (including how the entity
has defined “senior executive” for these purposes);
or
39
2019 Annual Report | EILDON CAPITAL LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2019
PRINCIPLE 1 – LAY SOLID FOUNDATIONS FOR
MANAGEMENT AND OVERSIGHT (CONT.)
Recommendation 1.5 (cont.):
(ii)
if the entity is a “relevant employer” under the
Workplace Gender Equality Act, the entity’s most
recent “Gender Equality Indicators”, as defined in
and published under that Act.
The Company’s approach to business promotes a culture of
equal opportunity and has the core principles of meritocracy
based on ability, fairness and equality. Eildon Capital does not
discriminate on gender, race, religion or cultural grounds.
The Board has adopted a diversity policy, and although Eildon
Capital has no full time employees and the policy applies
to the appointment of directors and company secretary, the
board aims to:
• promoting the principles of merit and fairness when
considering Board member appointments; and
• Recruiting from a diverse pool of qualified candidates,
seeking a diversity of skills and qualifications.
The Board’s composition is reviewed on an annual basis. In
the event a vacancy exists, the Board will include diversity in
its selection process.
As at 30 June 2019 the board of directors, including the
company secretary, comprised five members of which one
non-executive director is female.
Recommendation 1.6 - A listed entity should:
(a)
(b)
have and disclose a process for periodically evaluating
the performance of the board, its committees and
individual directors; and
disclose, in relation to each reporting period, whether
a performance evaluation was undertaken in the
reporting period in accordance with that process.
The Board of Directors’ Charter requires:
• the Board to review its performance (at least annually)
against previously agreed measurable and qualitative
indicators;
• the Chairperson of the Board to review each Director’s
performance;
• a nominated Director to review the Chairperson’s
performance; and
• the Board to undertake a formal annual review of its overall
effectiveness.
The Board reviews its performance in terms of Eildon Capital’s
objectives, results and achievements of the Manager. The
Board ensures each Director has the necessary skills,
experience and expertise, and the mix remains appropriate for
the Board to function effectively.
As a result of these performance reviews, the Board may
implement changes to improve the effectiveness of the Board
and corporate governance structures.
Independent professional advice may be sought as part of this
process.
The Board undertook a review of its performance, skills,
experience and expertise during the year.
Recommendation 1.7 - A listed entity should:
(a)
(b)
have and disclose a process for periodically evaluating
the performance of its senior executives; and
disclose, in relation to each reporting period, whether
a performance evaluation was undertaken in the
reporting period in accordance with that process.
Not applicable – Eildon Capital does not have any senior
executives.
PRINCIPLE 2 – STRUCTURE THE BOARD TO
ADD VALUE.
A listed entity should have a board of an appropriate size,
composition, skills and commitment to enable it to discharge
its duties effectively.
Recommendation 2.1 - The board of a listed entity should:
(a) have a nomination committee which:
(i)
has at least three members, a majority of whom are
independent directors; and
(ii)
is chaired by an independent director; and disclose:
(A) the charter of the committee;
(B) the members of the committee; and
(C) as at the end of each reporting period,
the number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
(b)
if it does not have a nomination committee, disclose
that fact and the processes it employs to address board
succession issues and to ensure that the board has the
appropriate balance of skills, knowledge, experience,
independence and diversity to enable it to discharge its
duties and responsibilities effectively.
Given the size, scale and nature of Eildon Capital, there is not
a separate nomination committee. The full Board considers
the issues that would otherwise be a function of a separate
nomination committee.
The Company’s policy is that the Board considers an
appropriate mix of skills, experience, expertise and diversity
(including gender diversity).
40
EILDON CAPITAL LIMITED | 2019 Annual Report
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2019
PRINCIPLE 2 – STRUCTURE THE BOARD TO
ADD VALUE (CONT.)
Recommendation 2.1 (cont.):
When evaluating, selecting and appointing Directors, the
Board considers:
• the candidate’s competencies, qualifications and expertise,
addition to diversity of the Board and his/her fit with the
current membership of the Board;
• the candidate’s knowledge of the industry in which Eildon
Capital operates;
• directorships previously held by the candidate and his/her
current commitments to other boards and companies;
• existing and previous relationships with Eildon Capital and
Directors;
• the candidate’s independence status, including the term of
office currently served by the director;
• criminal record and bankruptcy history (for new candidates);
• the need for a majority or equal balance on the Board; and
BOARD OF DIRECTORS’ MATRIX
• requirements of the Corporations Act 2001, ASX Listing
Rules, the Company’s Constitution and Board Charter.
The Board seeks to ensure that:
• its membership represents an appropriate balance between
Directors with investment management experience and
Directors with an alternative perspective; and
• the size of the Board is conducive to effective discussion
and efficient decision-making.
Under the terms of the Company’s Constitution:
• an election of Directors must be held at each Annual
General Meeting and at least one Director must retire from
office; and
• each Director must retire from office at the third Annual
General Meeting following his/her last election.
Where eligible, a Director may stand for re-election.
Recommendation 2.2 - A listed entity should have and
disclose a board skills matrix setting out the mix of skills and
diversity that the board currently has or is looking to achieve
in its membership.
Directors
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e
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t
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a
t
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50%
50%
100%
100%
100%
50%
50%
100%
75%
100%
75%
Recommendation 2.3 - A listed entity should disclose:
(a)
the names of the directors considered by the board to
be independent directors;
(b)
if a director has an interest, position, association or
relationship of the type described in Box 2.3 but the
board is of the opinion that it does not compromise the
independence of the director, the nature of the interest,
position, association or relationship in question and an
explanation of why the board is of that opinion; and
(c) the length of service of each director.
The Board currently comprises two Independent Directors:
• James Davies; and
• Michelle Harpur.
Both directors were appointed to the Board on 18 October
2016.
Directors must disclose any material personal or family contract
or relationship in accordance with the Corporations Act 2001.
Directors also adhere to constraints on their participation and
voting in relation to matters in which they may have an interest
in accordance with the Corporations Act 2001 and Eildon
Capital’s policies.
Details of offices held by Directors with other organisations
are set out in the Directors’ Report. Full details of related party
dealings are set out in notes to Eildon Capital’s accounts as
required by law.
If a Director’s independent status changes, this will be
disclosed and explained to the market in a timely manner.
41
2019 Annual Report | EILDON CAPITAL LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2019
PRINCIPLE 2 – STRUCTURE THE BOARD TO
ADD VALUE (CONT.)
Recommendation 2.4 - A majority of the board of a listed
entity should be independent directors.
The composition of the Board is as follows:
• James Davies – Independent Director;
• Michelle Harpur – Independent Director;
• Alexander Beard – Non-Executive Director
• Mark Avery – Managing Director
The Board annually reviews the composition of the board.
Given the size, scale and nature of Eildon Capital, the Board
considers that the appointment of an additional Independent
Director at this time is not warranted, but will be reviewed on
an ongoing basis.
Recommendation 4.1 - The board of a listed entity should:
(a) have an audit committee which:
(i)
has at least three members, all of whom are
nonexecutive directors and a majority of whom are
independent directors; and
(ii)
is chaired by an independent director, who is not
the chair of the board, and disclose:
(A) the charter of the committee;
(B) the relevant qualifications and experience of
the members of the committee; and
(C) in relation to each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
Recommendation 2.5 - The chair of the board of a listed
entity should be an independent director and, in particular,
should not be the same person as the CEO of the entity.
(b)
The Chairperson of the Board is an Independent Director.
James Davies has been appointed as Chairperson of Eildon
Capital.
if it does not have an audit committee, disclose that
fact and the processes it employs that independently
verify and safeguard the integrity of its corporate
reporting, including the processes for the appointment
and removal of the external auditor and the rotation of
the audit engagement partner.
Recommendation 2.6 - A listed entity should have a program
for inducting new directors and provide appropriate
professional development opportunities for directors to
develop and maintain the skills and knowledge needed to
perform their role as directors effectively.
The annual performance assessment provides an opportunity
for all directors to identify required training although directors
can request professional development opportunities at any
time.
PRINCIPLE 3 – ACT ETHICALLY AND RESPONSIBLY.
A listed entity should act ethically and responsibly.
Recommendation 3.1 - A listed entity should:
(a)
have a code of conduct for its directors, senior
executives and employees; and
(b) disclose that code or a summary of it.
The Board has adopted a Directors’ Code of Conduct, which
is based upon the Australian Institute of Company Directors’
Code of Conduct. It requires the Directors to act honestly, in
good faith, and in the best interests of the Company as a whole,
whilst in accordance with the letter (and spirit) of the law.
PRINCIPLE 4 – SAFEGUARD INTEGRITY IN
CORPORATE REPORTING.
A listed entity should have formal and rigorous processes
that independently verify and safeguard the integrity of its
corporate reporting.
The Board has established an Audit and Risk Committee.
The Audit and Risk Committee has three members: Michelle
Harpur (Chairperson), James Davies and Alexander Beard.
All members of the Audit and Risk Committee are Non-
Executive Directors. The majority of the Committee are
independent as is the Chairperson.
The Audit and Risk Committee operates under an approved
charter.
The Audit and Risk Committee has authority (within the scope
of its responsibilities) to seek any information it requires from
any employee of the Manager or external party. Members may
also meet with auditors (internal and/or external) without the
Manager present and consult independent experts, where the
Audit and Risk Committee considers it necessary to carry out
its duties.
All matters determined by the Audit and Risk Committee are
submitted to the full Board as recommendations for Board
decisions. Minutes of an Audit and Risk Committee meeting
are tabled at a subsequent Board meeting. Additional
requirements for specific reporting by the Audit and Risk
Committee to the Board are addressed in the Charter.
The purpose of the Audit and Risk Committee is to assist the
Board in fulfilling its responsibilities relating to the financial
reporting and accounting practices of Eildon Capital.
Its key responsibilities are to:
• review and recommend to the Board the financial
statements (including key financial and accounting
principles adopted by Eildon Capital);
42
EILDON CAPITAL LIMITED | 2019 Annual Report
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2019
PRINCIPLE 4 – SAFEGUARD INTEGRITY IN
CORPORATE REPORTING (CONT.)
Recommendation 4.1 (cont.):
expect to have a material effect on the price or value of its
securities.
Recommendation 5.1 - A listed entity should:
• review and monitor risks and the implementation of
mitigation measures for those risks as appropriate;
(a)
have a written policy for complying with its continuous
disclosure obligations under the Listing Rules; and
• assess and recommend to the Board the appointment of
external auditors and monitor the conduct of audits;
• monitor Eildon Capital’s compliance with its statutory
obligations;
• review and monitor the adequacy of management
information and internal control systems; and
• ensure that any shareholder queries relating to such
matters are dealt with expeditiously.
Attendance record at Audit and Risk Committee meetings and
the experience of the members is provided in the Directors’
Report.
Recommendation 4.2 - The board of a listed entity should,
before it approves the entity’s financial statements for a
financial period, receive from its CEO and CFO a declaration
that, in their opinion, the financial records of the entity have
been properly maintained and that the financial statements
comply with the appropriate accounting standards and
give a true and fair view of the financial position and
performance of the entity and that the opinion has been
formed on the basis of a sound system of risk management
and internal control which is operating effectively.
Eildon Capital does not have a CEO or CFO. Its investment
activities and day-to-day affairs are undertaken and managed
by the Manager.
Before the Board approves Eildon Capital’s financial
statements, it receives declarations of the CEO and the CFO
of the Manager that, in their opinion, the financial records of
Eildon Capital have been properly maintained and that the
financial statements comply with the appropriate accounting
standards and give a true and fair view of the financial position
and performance of the company, and that their opinion has
been formed on the basis of a sound risk management system
and internal controls which are operating effectively.
Recommendation 4.3 - A listed entity that has an AGM
should ensure that its external auditor attends its AGM
and is available to answer questions from security holders
relevant to the audit.
The Auditor is required to attend Eildon Capital’s Annual
General Meeting and be available to answer shareholder
questions about the conduct of the audit and the preparation
and content of the Auditor’s Report.
PRINCIPLE 5 – MAKE TIMELY AND BALANCED
DISCLOSURE.
A listed entity should make timely and balanced disclosure
of all matters concerning it that a reasonable person would
(b)
disclose that policy or a summary of it.
The Company has a Disclosure and Communications Policy.
The Board is committed to:
• the promotion of investor confidence by ensuring that trading
Eildon Capital’s shares takes place in an efficient, competitive
and informed market;
• complying with Eildon Capital’s disclosure obligations under
the ASX Listing Rules and the Corporations Act 2001; and
• ensuring the stakeholders have the opportunity to access
externally available information issued by Eildon Capital.
The Company Secretary is responsible for coordinating the
disclosure of information to Regulators and shareholders and
ensuring that any notifications/reports to the ASX are promptly
posted on the Company’s website.
PRINCIPLE 6 – RESPECT THE RIGHTS OF
SECURITY HOLDERS.
A listed entity should respect the rights of its security
holders by providing them with appropriate information and
facilities to allow them to exercise those rights effectively.
Recommendation 6.1 - A listed entity should provide
information about itself and its governance to investors via
its website.
Information about Eildon Capital and its corporate governance
items are posted on its website at www.eildonfunds.com
Recommendation 6.2 - A listed entity should design and
implement an investor relations program to facilitate
effective two-way communication with investors.
The Board has adopted a Disclosure and Communication
Policy that describes the Board’s policy for ensuring
shareholders and potential investors of Eildon Capital receive
or obtain access to information publicly released.
Eildon Capital’s primary portals are its website, Annual Report,
Annual General Meeting, Half-Yearly Report, and notices to the
ASX.
The Eildon Capital Secretary oversees and coordinates the
distribution of all information by Eildon Capital to the ASX,
shareholders, the media and the public.
All shareholders have the opportunity to attend the Annual
General Meeting and ask questions of the Board.
43
2019 Annual Report | EILDON CAPITAL LIMITED CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2019
PRINCIPLE 6 – RESPECT THE RIGHTS OF
SECURITY HOLDERS (CONT.)
Recommendation 6.3 - A listed entity should disclose the
policies and processes it has in place to facilitate and
encourage participation at meetings of security holders.
Eildon Capital holds an Annual General Meeting (“AGM”) of
shareholders in November each year. The date, time and
venue of the AGM are notified to the ASX when the notice of
the AGM is circulated to shareholders and lodged with the
ASX each year.
The Board will choose a date, venue and time considered
convenient to the greatest number of its shareholders.
A notice of meeting will be accompanied by explanatory
notes on the items of business and together they will seek to
clearly and accurately explain the nature of the business of the
meeting.
Shareholders are encouraged to attend the meeting, or
if unable to attend, to vote on the motions proposed by
appointing a proxy. The proxy form included with the Notice of
Meeting will seek to explain clearly how the proxy form is to be
completed and submitted.
Recommendation 6.4 - A listed entity should give security
holders the option to receive communications from, and
send communications to, the entity and its security registry
electronically.
Eildon Capital provides its security holders with an electronic
communication option.
PRINCIPLE 7 – RECOGNISE AND MANAGE RISK.
A listed entity should establish a sound risk management
framework and periodically review the effectiveness of that
framework.
Recommendation 7.1 - The board of a listed entity should:
(a)
have a committee or committees to oversee risk, each
of which:
(i)
has at least three members, all of whom are
independent directors; and
(ii)
is chaired by an independent director, and disclose:
(A) the charter of the committee;
(B) the members of the committee;
(C) as at the end of each reporting period,
the number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
(b)
if it does not have a risk committee or committees that
satisfy (a) above, disclose that fact and the processes
it employs for overseeing the entity’s risk management
framework.
The Board of Eildon Capital, through the Audit and Risk
Committee, is responsible for ensuring that:
• there are adequate policies for the oversight and
management of material business risks;
• there are effective systems in place to identify, assess,
monitor and manage the risks and to identify material
changes to the risk profile; and
• arrangements are adequate for monitoring compliance with
laws and regulations applicable to Eildon Capital.
Recommendation 7.2 - The board or a committee of the
board should:
(a)
review the entity’s risk management framework at least
annually to satisfy itself that it continues to be sound;
and
(b)
disclose, in relation to each reporting period, whether
such a review has taken place.
The Audit and Risk Committee reviews Eildon Capital’s risk
management framework at least annually.
Recommendation 7.3 - A listed entity should disclose:
(a)
(b)
if it has an internal audit function, how the function is
structured and what role it performs; or
if it does not have an internal audit function, that
fact and the processes it employs for evaluating and
continually improving the effectiveness of its risk
management and internal control processes.
Given the size, scale and nature of Eildon Capital, and has
no full time employees it does not have an internal audit
function. Eildon Capital has an audit and risk committee
which receives and reviews reports from the Manager
regarding material business risks as part of the Manager’s
management process.
Recommendation 7.4 - A listed entity should disclose
whether, and if so how, it has regard to economic,
environmental and social sustainability risks and, if it does,
how it manages or intends to manage those risks.
The Board has adopted a Risk Management Statement which
outlines the process for identifying, monitoring and mitigating
risks as well as generic sources of risk. This is reviewed on an
annual basis.
PRINCIPLE 8 – REMUNERATE FAIRLY AND
RESPONSIBLY.
A listed entity should pay director remuneration sufficient
to attract and retain high quality directors and design its
executive remuneration to attract, retain and motivate high
quality senior executives to align their interests with the
creation of value for security holders.
44
EILDON CAPITAL LIMITED | 2019 Annual Report
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2019
Recommendation 8.3 - A listed entity which has an equity-
based remuneration scheme should:
(a)
have a policy on whether participants are permitted
to enter into transactions (whether through the use of
derivatives or otherwise) which limit the economic risk
of participating in the scheme; and
(b)
disclose that policy or a summary of it.
Not applicable – Eildon Capital’s Directors do not receive any
equity-based remuneration.
PRINCIPLE 8 – REMUNERATE FAIRLY AND
RESPONSIBLY (CONT.)
Recommendation 8.1 - The board of a listed entity should:
(a) have a remuneration committee which:
(i)
has at least three members, a majority of whom
are independent directors; and
(ii)
is chaired by an independent director, and
disclose:
(A) the charter of the committee;
(B) the members of the committee; and
(C) as at the end of each reporting period,
the number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
(b)
if it does not have a remuneration committee, disclose
that fact and the processes it employs for setting the
level and composition of remuneration for directors
and senior executives and ensuring that such
remuneration is appropriate and not excessive.
Given the size, scale and nature of Eildon Capital, there is not
a separate remuneration committee. The full Board considers
the issues that would otherwise be a function of a separate
remuneration committee.
Remuneration for the Independent Directors is set at market
rates commensurate with the responsibilities borne by the
Independent Directors.
Independent professional advice may be sought. The
Managing Director and any Non-Executive Directors are not
remunerated by Eildon Capital.
Eildon Capital has no other full time employees to consider
the level and composition of remuneration.
Recommendation 8.2 - A listed entity should separately
disclose its policies and practices regarding the
remuneration of non-executive directors and the
remuneration of executive directors.
Remuneration for the Independent Directors is set at market
rates commensurate with the responsibilities borne by the
Independent Directors. Independent professional advice may
be sought. The Managing Director and any Non-Executive
Directors are not remunerated by Eildon Capital.
Further information is provided in the Remuneration Report
set out in the Directors’ Report.
45
2019 Annual Report | EILDON CAPITAL LIMITED
ADDITIONAL INFORMATION
FOR THE YEAR ENDED 30 JUNE 2019
The following information was current as at 28 August 2019.
Distribution schedule
The distribution of shareholders and their shareholdings was
as follows:
Minimum
parcel size
Number of
shareholders
Unmarketable parcels
Minimum $500.00 parcel
at $1.02 per share
491
10
Category
(size of holding)
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – over
Total
Number of
ordinary shareholders
20
107
75
182
32
416
Substantial holders
The names of the Company’s substantial holders and the
number of ordinary shares in which each has a relevant
interest as disclosed in substantial holder notices given to the
Company are as follows:
Shareholder
Number of ordinary shares
in which interest held
CVC Limited
J P Morgan Nominees Australia Limited
J K M Securities Pty Limited
Chemical Trustee Limited
18,342,202
3,834,523
3,500,000
3,069,377
20 largest shareholders – ordinary shares
As at 28 August 2019, the top 20 shareholders and their shareholdings were as follows:
Shareholder
Shares held
% of issued capital held
CVC Limited
JP Morgan Nominees Australia Limited
J K M Securities Pty Limited
Chemical Trustee Limited
Thirty-Fifth Celebration Pty Limited
Rubi Holdings Pty Limited
JPR Holdings Pty Limited
Ms Marnie Ross
Alexander Beard & Pascale Beard
Miss Kate Imogen Leaver
Fordholm Consultants Pty Limited
Equitas Nominees Pty Limited
Russcas Pty Ltd
Delta Asset Management Pty Limited
New Avalon Pty Limited
AD & MP Beard Super Fund
Mr Hugh John Cameron + Mrs Heather Margaret Cameron
Miss Sophie Riannon Leaver
Mr Jamie Pherous
G & G Millar Pty Limited
18,342,202
3,834,523
3,500,000
3,069,377
1,420,770
1,300,000
500,000
500,000
459,570
450,545
435,000
297,753
242,856
220,000
210,000
200,000
200,000
189,824
189,166
163,872
35,725,458
40.33
8.43
7.70
6.75
3.12
2.86
1.10
1.10
1.01
0.99
0.96
0.65
0.53
0.48
0.46
0.44
0.44
0.42
0.42
0.36
78.55
Voting Rights
The Company’s constitution details the voting rights of members and states that every member, present in person or by proxy,
shall have one vote for every ordinary share registered in his or her name.
Registered Office
The Company is registered and domiciled in Australia. Its registered office and principal place of business are at
Level 25, 360 Collins Street, Melbourne VIC 3000.
46
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48
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