Annual
Report
2019
Fiducian Group Ltd
ABN 41 602 423 610
Contents
Financial Highlights
Five Year Financial Summary
Executive Chairman’s Report
Directors’ Report
Auditor’s Independence Declaration
Financial Statements
Consolidated Statement of Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Independent Auditor’s Report to the Members
Shareholder Information
Corporate Directory
Financial Planner Office Locations
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610 S
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Financial Highlights
For 2019
Fund Performance
FUA Acquisitions
1/167
Growth
Ultra Growth 3/105
3/167
Balanced
4/105
Flagship funds performance ranking
for five years to 30 June 2019
against all funds in the Morningstar
survey
Cap Stable
$219 million
FUA* acquired
in 2018-19
UNPAT
FUMAA
Dividends
UNPAT up
15%
to $12.0m
FUMAA* up
$0.7 billion
(by 10%) to $7.4b
Dividends up
11.5%
to 22.30 cents / share
Financial Planners
Offices
Diversity
67
Aligned
Planners &
Associates
41 Offices
across Australia
125 Staff around
Australia from
over 23 different
countries of origin
* (FUMAA) – Funds Under Management, Advice and Administration | (FUA) – Funds Under Advice
2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Financial Highlights (Continued)
For 2019
Revenue
($ million)
Underlying NPAT
($ million)
Statutory NPAT
($ million)
.
8
0
4
5
.
5
3
.
3
6
2
.
4
9
4
.
9
5
4
.
0
2
1
.
5
0
1
7
.
8
0
7
.
.
7
5
8
.
5
.
6
4
.
4
0
1
2
9
.
5
7
.
2015 2016 2017 2018 2019
2015 2016 2017 2018 2019
2015 2016 2017 2018 2019
Dividends
(cents)
Share Price - 30 June Closing
($)
EPS based on UNPAT
(cents)
3
.
2
2
.
0
0
2
6
1
.
5
6
6
4
.
9
0
4
.
1
3
.
2
0
7
.
1
.
0
6
1
5
.
2
1
.
0
0
1
3
.
8
3
.
6
3
3
.
8
7
2
.
6
2
2
.
6
8
1
2015 2016 2017 2018 2019
2015 2016 2017 2018 2019
2015 2016 2017 2018 2019
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Five Year Financial Summary
For the years 2015 to 2019
Financial History
Financial Performance
Gross Revenue
Underlying Net Profit After Tax (UNPAT)
Statutory Net Profit After Tax (NPAT)
Cost To Income Ratio (CTI) - ex amortisation %
Financial Position
Total Assets
Total Equity
Cash
Shareholder Information
2019
$’000
49,404
12,047
10,350
56%
45,899
34,826
11,792
2018
$’000
45,873
10,505
9,198
56%
40,561
31,131
13,885
2017
$’000
2016
$’000
2015
$’000
40,752
35,451
26,253
8,710
7,512
60%
36,277
27,620
9,548
7,036
5,839
63%
33,690
24,127
9,691
5,748
4,622
62%
28,770
21,191
12,374
Number of shares outstanding (numbers)
31,442,623
31,242,623
31,264,368
31,110,855
30,883,398
Market Capitalisation (in $ million)
EPS based on UNPAT (in cents)
EPS based on NPAT (in cents)
Dividends (in cents)
Share Price - 30 June closing (in $)
162
38.3
33.0
22.3
5.16
146
33.6
29.4
20.0
4.66
128
27.8
24.0
16.0
4.09
72
22.6
18.8
12.5
2.31
53
18.6
15.0
10.0
1.70
20%
Annualised
UNPAT Growth
20%
Annualised
EPS Growth
6%
Cost to Income
% Reduction
over the Five
Year Period
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
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Fiducian’s Executive Chairman, Indy Singh addressing the audience after winning the Lifetime Achievement Award at
Money Management’s 2019 Fund Manager of the Year Awards ceremony.
Highlights
Funds Under Management Advice and Administration up by $0.7
billion (10%)
Underlying Net Profit After Tax up by $1.5 million (15%)
Basic underlying earnings per share up by 14%
Established position as a comprehensive financial services provider
of Platform Administration, Funds Management, and Financial
Planning
Potential for entry into the markets of SMA administration and
Financial Planning Software sales to external dealer groups as an IT
systems developer
2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Executive Chairman’s Report
Dear Shareholder,
As Executive Chairman and on behalf of the directors,
I am pleased to present this report on the consolidated
operating performance of Fiducian Group Limited and its
controlled operating entities for the year ended 30 June
2019.
Financial Information
Results for 2018-19
The results show a continuation of the positive momentum
from previous years through application of the Board’s
strategies to grow the business. This has been achieved
despite the share market fall experienced late in 2018
when investors feared a high interest rate driven global
recession. Fortunately, calming statements by the US
Federal Reserve helped reverse the market decline.
There were other events too, that made our client base
defer investment decisions, such as media comments of
a Trade War, the fallout from Brexit, a Royal Commission
Financial highlights
Year Ending 30 June
Funds Under Management, Advice and Administration
(FUMAA)
Operating Revenue
Fees and Charges paid
Net Revenue
Gross Margin
Underlying EBITDA
Depreciation
Tax on underlying earnings
Underlying NPAT (UNPAT)
Amortisation
Statutory NPAT
Basic EPS based on UNPAT (in cents)
Basic EPS based on NPAT (in cents)
on the poor conduct of the financial services sector and
the Banks and in particular, the federal election that was
predicted by the polls to be a Labor Party win bringing
in new taxes across the board. In addition, there were
cost increases arising from the assimilation of businesses
whose client bases we acquired the full revenue benefits
are expected in coming years. In spite of these hurdles,
the financial results have been positive, and the Underlying
Net Profit after Tax, which is a reflection of the Group’s
cash generating ability, rose by around 15%. The financial
highlights are presented below in tabular format.
The Statutory Net Profit for the consolidated entity after
providing for income tax was $10.35 million (2018: $9.20
million), an increase of 13%. Underlying earnings per share
of 38.3 cents is 14% higher than 2018.
The combined Funds under Management, Administration
and Advice (FUMAA) have steadily grown by 107% over
the past 5 years to $7.40 billion as at June 2019.
2019
2018
$ Growth
% Change
7.4 Billion
6.7 Billion
0.7 Billion
10%
$’000
49,404
(12,721)
36,682
74%
16,065
(89)
(3,929)
12,047
(1,697)
10,350
38.3
33.0
$’000
45,873
3.5 Million
8%
(12,117)
33,756
2.9 Million
9%
74%
14,832
1.2 Million
8%
(89)
(4,239)
10,504
(1,307)
1.5 Million
15%
9,198
1.2 Million
33.6
29.4
13%
14%
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
FUMAA (in $ billion)
+107%
5.68
7.40
6.72
6.31
6.30
3.57
3.84
4.08
4.39
5.15
4.74
8.00
7.00
6.00
5.00
4.00
3.00
2.00
1.00
-
Jun 14 Dec 14 Jun 15 Dec 15 Jun 16 Dec 16 Jun 17 Dec 17 Jun 18 Dec 18 Jun 19
FUA FUM FUAdm
Capital Management
A key feature of the company is that it currently remains
debt free and exhibits a positive working capital and cash
flow position.
Final Dividend
The Board remains conservative, but is confident that the
future of the business is positive and likely to continue to
strengthen through organic growth and acquisitions of
client bases that can benefit from the Fiducian process.
As a result, a fully franked final dividend of 11.30 cents
per share has been declared which will bring the total fully
franked dividend declared for the 2019 financial year to
22.30 cents (2018: 20 cents), an increase of 11.5%. The full
year dividend represents 68% of the statutory NPAT for the
year. The final dividend will be paid on 11 September 2019
on issued shares held on 28 August 2019.
On Market Buy-Back
During the year, no shares were bought back on the
market (2018: 21,745 shares) leaving 31.44 million shares
on issue at year end (2018: 31.24 million).
At 30 June 2019, 478,255 shares remained available to be
repurchased under the most recently announced buy back
notice to the ASX.
Cash Flow
Net operating cash flows of $10.9 million were achieved
(2018: $10.4 million). After adjusting for investing activities
($6.7 million) and financing activities ($6.3 million), net cash
decreased by $2.1 million (2018: increase $4.3 million).
Cash at year end was $11.8 million (2018: $13.9 million).
Business acquisitions during the year should assist our
future revenue and earning capacity.
Staff and Chairman Options
In accordance with the terms and conditions of the
approved Employee and Director Share Option Plan, no
options (2018: 35,000) will be issued to the Executive
Chairman in accordance with his contract of employment.
Such options are subject to approval at the Annual General
Meeting and only granted when the profit or share price
increases by more than 15% over the previous year.
Financial Planning
During the year, Funds under Advice grew from $2.41
billion in June 2018 to $2.74 billion in June 2019 due to
acquisitions of financial planning businesses, net inflows
and rising financial markets. Fiducian expects the highest
level of compliance and client service from its financial
planning network. Regulatory oversight and expectation
has been raised to a higher level following the Royal
Commission and we have responded by increasing further
compliance monitoring and supervision of our financial
planners with additional recruitment. This is an expensive
proposition, but one we feel is necessary, given media
reports of high profile failures at the Banks and other large
financial institutions. Even though the generation of higher
inflows is important, our commitment is to quality. As such,
our extensive internal training program that differentiates
our financial planners from the marketplace and enables
them to deliver superior quality advice in a compliant
manner continues. As a consequence, client retention
remains high.
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Net Funds Inflows - Six monthly (in $ million)
115
90
65
40
15
( 10)
Jun 14 Dec 14 Jun 15 Dec 15 Jun 16 Dec 16 Jun 17 Dec 17 Jun 18 Dec 18 Jun 19
Going forward, our focus will remain on generating inflows
through organic and inorganic growth. During the year,
the Group acquired around $219 million of Funds under
Advice (2018: $83 million) for our salaried and franchised
planners. Financial planners of acquired businesses are
now operating under a Fiducian licence and starting to
contribute to our revenue. As acquisitions continue to
assimilate into our processes, we expect that following
proper training, they should deliver increased revenue
and demonstrate our disciplined approach to balancing
growth and returns. Subsequent to the end of the financial
year, the Group entered into purchase agreements to
acquire two financial planning businesses in Tasmania and
Victoria. In aggregate, these acquisitions will contribute
$355 million in Funds under Advice and further grow the
Group’s presence in these states. While the Victorian
acquisition is in its early stages, the transition of the staff
and clients of the Tasmanian acquisition is progressing
well and should start to contribute positively to the Group’s
revenue in the following six months.
Salaried Offices
Company owned offices with salaried financial planners
are based in New South Wales, Victoria, Western Australia,
Queensland and Tasmania and continue to contribute to
overall results. Salaried offices now comprise over 51.3%
of Funds under Advice. Financial planners of acquired
client bases are assimilating well into our existing presence
in Victoria and Western Australia and should add to our
future results.
Franchised Offices
Franchised offices now comprise around 48.7% of our
Funds under Advice. We have a total of 45 franchised
financial planners nationally whom we continue to assist
through practice development, marketing, financial
planning software and investment products and strategies.
In addition, referral arrangements continue to be initiated
with accountants, some of whom are showing an interest
in holistic financial planning. As a consequence, we now
have 4 accounting practices in our ‘Associate’ franchisee
program which aims to convert them to full operating
franchisees when educational and training programs are
completed.
Platform Administration
Platform Administration offers portfolio wrap administration
for superannuation and investment services to financial
planners as well as Managed Discretionary Accounts
(MDA) which offer investors direct access to a small
number of shares that are managed for them. We believe
that our capability and systems are comparable to our
competitors offerings and negotiations are underway with
prospects who could use our services for administration
of their client share and fund portfolios, also called
Separately Managed Accounts (SMA). We have both the
capability and capacity to offer this administration service
to the external market in conjunction with the services we
currently provide to our own platforms.
The hallmark of the Fiducian administration offering
is quality in terms of daily processing, accuracy and
customer service.
Funds Under Administration
Funds under Administration increased in total by 6.2% to
$2.06 billion (2018: $1.94 billion).
While we continue to experience overall growth in Net
Fund inflows driven by our salaried and franchisee financial
planners the inflow rate slowed last year, which we believe
was largely due to the negative sentiment prevailing
through much of the year and described earlier. On a
2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
positive note, supporting our structural growth strategy,
white label platform administration for external groups has
risen to over $26 million in Funds under Administration
and new staff have been employed to grow this part of our
business.
Independent Financial Planners
(IFAs)
Funds under Administration for IFAs are around 7.3% of
total Funds under Administration. Efforts are underway to
build new relationships and increase net inflows from non-
aligned financial planner groups, in particular through SMA
administration services.
changes required by 30 June 2019 to administer a raft
of new superannuation and taxation legislation changes
enacted by the Government.
Enhancements have also been made to our financial
planning software ‘FORCe’ to include a leading edge
workflow system that creates efficiency for all financial
planner activities and provides the transparency required
for greater compliance monitoring, a much sought after
goal in the industry. Our efforts to market our financial
planning software from a standing start to external users
is progressing. This business unit has the potential to
become a major revenue generator for the Group in years
to come.
Superannuation
The Superannuation Trustee Board established for our
public offer, superannuation wrap fund in March 2015
with an equal number of independent directors operates
professionally and with independence. The Board is
supported by the office of Superannuation Trustee and
outsources key operational process to specialist service
providers.
Funds Management
Our in-house Manage-the-Manager system of investment
continues to attract the majority of retail funds placed
with us. Fiducian Funds have performed well over the
medium to long-term in their respective categories as we
diversify their assets through a range of underlying fund
managers to reduce risk and volatility. There were some
notable performances over the five-year return period
for our flagship diversified funds. The performances
of these funds to end of June 2019 are reported in the
Morningstar Investment Performance Survey. The Growth
and Balanced Funds were ranked 1st and 3rd out of 167
funds, the Capital Stable Fund was ranked 4th out of 105
funds and the Ultra Growth Fund was ranked 3rd out of
105 funds on the survey.
Information Technology
Fiducian Information Technology division has been busy
with enhancements and delivering straight-through-
processing functionality to ‘FasTrack’, our administration
system which provides greater control, efficiency and
substantial cost savings as well as, opens up new
business opportunities. The improvements now in place
provide integration with our on-line reporting tools and
financial planning software, ‘FORCe’ and give greater
flexibility to administer a wider range of investments.
Further improvements towards electronic application
and processing which allow flexibility to administer
different configurations of products have been developed
and continually embellished further. A key feature was
the timely development and implementation of system
Human Resources
Management and Staff
There were a few staff changes during the year, largely at
junior levels. Effective reporting processes are in place for
all subsidiaries which enhance Group Board oversight of
our business activities. Key performance indicators have
been documented for management in each area of the
business to monitor their performance.
Fiducian is an equal opportunity employer. Our diversity
policy encourages persons of different race, gender,
sexual preferences, religion, national or ethnic origin,
age or disability and skills to participate and receive
recognition, reward and management responsibility
commensurate with their performance. Employees are
from 23 different countries of origin, 48% are female with
27% in senior roles and 24% are over 55 years of age.
Planners Council, IT and Platform
User Groups
The Planners Council is drawn from our supporting
financial planners and has again made a significant
contribution to the Company during the past year. It
continues to fulfil its role as a sounding board for the
Company’s management and Boards and is a valuable
resource and forum to allow financial planners to alert the
company to issues that may need consideration.
The IT User Group and the Platform User Group again
deserve commendation for their contributions to the
developments and enhancements to our financial planning
software (FORCe), on-line reporting tool (Fiducian Online)
and platform administration system (FasTrack).
Board of Directors
The Board of Directors is working constructively to
evaluate and support management’s recommendations
for the company. Mr. R Bucknell retired as Chairman after
the last Annual General Meeting, having served in that
role with distinction from our inception in 1996. We are
fortunate to still have him on the Board as a director and
benefit from his vast experience.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
The Business Plan for the year ahead has identified
measures to lift profits including by acquisition. Future
performance can also be influenced by continuing strength
in financial markets and decisive political leadership.
Management remains committed to achieving the goals
and objectives set down in the plan.
Community Support
Fiducian continues to raise funds for charity. Sponsorship
has also been extended to community organisations and
sporting teams linked to our planning network. Vision
Beyond AUS, a charity supported by the Fiducian Group,
has grown to assist hospitals in India, Myanmar, Nepal and
Cambodia. Over 34,000 men, women and children who live
in abject poverty have now had their eyesight restored. We
intend to continue our charitable support to the community.
Current Economic and Market
Environment
The global economy appears to have slowed marginally
in recent months but overall still appears likely to grow at
a solid rate over the rest of this year and through 2020,
according to the International Monetary Fund (IMF), with
global growth forecast to be around 3.2% in 2019 and 3.5%
in 2020. However, growth in much of the developing world
‘has disappointed’, with growth in Eastern Europe projected
to be only 1.0% this year and Latin America 0.6%, although
stronger recovery is forecast for 2020.
While earnings growth is forecast to be lower this year
(3% globally), it is forecast to pick up again in 2020 (10%
globally, 11% in the US, 9% in Europe, 6% in Japan, 14% in
China and 17% in India). Strong growth in corporate profits
reduces the pressure for inflationary price growth and
provides scope for further stock market appreciation.
The Australian economy has grown only slowly over the
past year (1.8% to end-March), prompting the Reserve
Bank to reduce interest rates twice to 1.0%. Rates could
be cut further, if required, to lift consumer confidence and
household income. Most major share markets recovered
and performed well over the first half of 2019, with profit
growth keeping average valuations reasonable.
Royal Commission
Fiducian has reviewed the recommendations and
welcomed the Final Report by the Hayne Royal Commission
into Misconduct in the Banking, Superannuation and
Financial Services Industry.
The Report has reiterated the norms of conduct which
imply that the law is to be obeyed, that client interests
must come first, that clients should not be misled and
that services should be fit for purpose, delivered fairly and
with reasonable care. The driving code of conduct for
Fiducian and its people has always been to observe these
norms and to provide products and professional services
in a transparent manner for the benefit of our clients. It is
refreshing to note that the way we operate is in line with the
expectations detailed within the final report of the Royal
Commission.
On the Royal Commission’s recommendation, the
Government has agreed to end grandfathered commissions
from 1 January 2021. Around 4% of the Group’s net
revenue is from grandfathered commissions, some of it has
come through from client base acquisitions made over the
years. Management is working to convert commissions to
fees for service before 2021. Insurance commissions and
mortgage broking which have been adversely impacted are
not our core business and are therefore unlikely to impact
our revenue in any material way.
Fiducian sees no need to alter our business model or the
way we have operated or intends to operate in the future.
We shall continue to obey the law and its intent, all it stands
for and serve our clients to the best of our ability. The words
“Integrity Trust Expertise” is part of our logo and ethics of
the Group, should stand us in good stead in the future.
Outlook
The Board expects profit growth to continue steadily in
the coming year as management focuses on realizing the
potential of Financial Planning, Platform Administration,
Investment Management and Information Technology. The
foundations of our business pillars are solid and growth
strategies are in place by building scale on existing capacity
and leveraging its relatively fixed cost base.
The revenue from recent business acquisitions should
increasingly benefit the bottom line through the course of
the coming financial year. Additionally, synergy benefits from
these businesses are expected.
Expenditure controls and profits remain a priority. The
Board policy requires the Group to build scale and deliver
consistent double digit earnings growth in coming years.
On behalf of the Board, I would like to thank all participants
for their individual contributions to the growth and success
of Fiducian in what has been an eventful yet successful
year.
Inderjit (Indy) Singh
Executive Chairman
15 August 2019
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
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Fiducian Supported Charity
Vision Beyond AUS (Public Benevolent Institution)
Vision Beyond Australia Ltd, a charity proudly supported by the Fiducian
Group, received Public Benevolent Institution status effective from 1 January
2019.
The charity remains a registered charitable fund with tax deductible gift
recipient status, but is now able to remit donations directly to its overseas
projects.
The charity which is dedicated to restoring eyesight for people living in
poverty, operates in Myanmar, Cambodia, Nepal and India through 7 hospitals
and has restored eyesight for over 34,000 men, women and children.
2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Directors’ Report
Your directors present their report on the Fiducian Group Limited (“the Company”) and its wholly owned operating entities
(referred to hereafter as the Group) for the year ended 30 June 2019.
Directors
The following persons were directors of Fiducian Group Limited during the financial year and up to the date of this report:
• I Singh (appointed Executive Chairman on 25 October 2018)
• R Bucknell
• F Khouri
• S Hallab
Principal activities
During the year the principal continuing activities of the Group consisted of:
(a) Operating an Investor Directed Portfolio Service and Managed Discretionary Accounts service, through its wholly
owned subsidiary, Fiducian Investment Management Services Limited
(b) Acting as the Responsible Entity of Fiducian Funds through its wholly owned subsidiary, Fiducian Investment
Management Services Limited
(c) Acting as the Trustee of Fiducian Superannuation Service through its wholly owned subsidiary, Fiducian Portfolio
Services Limited
(d) Providing specialist financial planning services through its wholly owned operating subsidiary, Fiducian Financial
Services Pty Limited
(e) Providing client account administration platforms, self managed superannuation services to clients and corporate
services to other entities within the Group through its wholly owned subsidiary, Fiducian Services Pty Limited
(f) Providing accountancy resource services until 31 January 2019 through its wholly owned operating subsidiary,
Fiducian Business Services Pty Limited. The company has been restructured and is now responsible for the
distribution activities on behalf of the Group
(g) Development of IT software systems for financial planning and wrap platform administration
Dividends
Dividends paid to members during the financial year were as follows:
Dividends
Final ordinary fully franked dividend for the year ended 30 June 2018 of 11.00 cents
(2017: Fully franked 8.90 cents) per share paid on 12 September 2018.
Interim ordinary fully franked dividend for the year ended 30 June 2019 of 11.00 cents
(2018: Fully franked 9.00 cents) per share paid on 14 March 2019.
Total dividends paid during the year
2019
$’000
3,447
3,448
6,895
2018
$’000
2,783
2,814
5,597
Subsequent to the end of the financial year, the directors of the parent entity, Fiducian Group Limited have declared a
final fully franked dividend for the year ended 30 June 2019 of 11.3 cents per ordinary share held on 28 August 2019 and
payable on 11 September 2019.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Review of operations
A summary of consolidated revenues and results by significant industry segments is set out below:
Segment Revenues
Segment Results
2019
$’000
13,850
16,836
18,718
2018
$’000
12,740
15,844
17,289
2019
$’000
8,574
(729)
6,434
14,279
(3,929)
10,350
2018
$’000
7,595
(817)
6,659
13,437
(4,239)
9,198
Matters subsequent to the end
of the financial year
Subsequent to the end of the financial year, the Group
entered into purchase agreements to acquire two financial
planning businesses, one in Tasmania and the other in
Victoria. In aggregate, these acquisitions are expected to
add $355 million in Funds under Advice and further grow
the Group’s presence in these states. While the Victorian
acquisition is in its early stages, the transition of the staff
and clients of the Tasmanian acquisition is progressing well
and both are expected to start to contribute positively to
the Group’s revenue in the next six months. Refer to Note
31 for further details.
Other than this, there has not arisen in the interval between
the end of the financial year and the date of this report
any item, transaction or event of a material and unusual
nature likely in the opinion of the directors of the Group, to
affect significantly the operations of the Group, the results
of those operations or the state of affairs of the Group in
subsequent years.
Likely developments and
expected results of operations
The Executive Chairman has commented on expected
results of operations in his Executive Chairman’s Report.
Other than this, there are no likely developments that
may have significant impact on the expected results or
operations of the Group.
Funds Management
Financial Planning
Administration, Corporate & Other
Profit from ordinary activities before income tax expenses
Income tax expenses
Net profit attributable to members of Fiducian Group Limited
Comments on operations and
results
Comments on the operations, business strategies,
prospects and financial position are contained in the report
of the Executive Chairman.
Shareholder returns
Despite strong headwinds in a market characterised by
slowing growth and a post-Haynes Commission fallout in
the financial services sector, the Group has managed to
a produce another year of double digit earnings growth.
The Executive Chairman, in his report to the shareholders,
has given an explanation of how these returns have been
generated. As a result of this performance, the Board has
declared a dividend distribution of 11.3 cents per share
for the second half, bringing the full year dividend to 22.3
cents per share (2018: 20.0 cents).
Significant changes in the state
of affairs
During the financial year, the Group acquired the client
bases of three financial planning practices, one in Victoria
and two in Western Australia, contributing in aggregate
$219 million in Funds under Advice (FUA). The portfolio
of clients was transferred to Fiducian Financial Services
Pty Ltd progressively during the financial year and should
start to contribute positively to the Group’s revenue in the
following year.
The contributed equity of the Group increased during the
year following the payment and issue of 200,000 fully paid
ordinary shares as a result of the exercise of previously
issued share options by the Executive Chairman.
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Environmental regulation
The Group is not subject to significant environmental
regulations under a Commonwealth, State or Territory law.
Employee diversity
Fiducian is proud to be an equal opportunity employer.
It endorses diversity and currently has a number of
employees that bring different skill-sets from their
countries of origin. We recognise that diversity includes,
but is not limited to gender, age, ethnicity and cultural
backgrounds. Our diversity policy encourages persons of
different gender, ethnic backgrounds, ages and skills to
participate and receive recognition, reward and authority
commensurate with their performance. Employees are
comprised of staff from over 23 countries of origin, 24%
over 55 years, and 48% female with 27% in senior roles.
The Group’s current gender diversity report is available to
be viewed on the Group website.
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Key management personnel disclosures
1. Information on current Directors
I Singh BTech, MComm (Bus), ASIA, ASFA, DipFP, CFP Executive Chairman
Experience and expertise
Appointed Chairman on 25 October 2018. Founder and Managing Director since inception in 1996, Executive Deputy
Chairman from 19 October 2017 until 25 October 2018. General Management and hands-on experience in the
investment of savings and superannuation funds over the past 30 years.
Other current directorships in listed entities
None
Former directorships in the last 3 years
None
Special responsibilities
Executive Chairman of the Group with effect from 25 October 2018 and Company Secretary since inception.
Interest in shares and options
10,723,851 ordinary shares in Fiducian Group Limited.
35,000 options for ordinary shares in Fiducian Group Limited.
R Bucknell FCA Independent non-executive director
Experience and expertise
Chairman since inception in 1996 until he stepped down as Chairman on 25 October 2018 and remained as a director.
Extensive experience in accounting and business management over the past 53 years as a Chartered Accountant.
Other current directorships in listed entities
None
Former directorships in the last 3 years
None
Special responsibilities
Chairman of the Remuneration Committee, and the Group Audit Risk and Compliance Committee.
Interest in shares and options
583,000 ordinary shares in Fiducian Group Limited.
F G Khouri BBus, FCPA, CTA Independent non-executive director
Experience and expertise
Appointed to the Board 6 July 2007. Public accountant, registered company auditor, financial planner and business
adviser since 1976 to small and medium enterprises, currently as a partner in the firm HG Khouri & Associates.
Other current directorships in listed entities
None
Former directorships in the last 3 years
None
Special responsibilities
Director of Fiducian Portfolio Services Limited (Trustee subsidiary), member of the Audit Risk and Compliance
Committees for both the Group and Super and member of the Group and Trustee Remuneration Committees.
Interest in shares and options
268,323 ordinary shares in Fiducian Group Limited.
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S Hallab BEc (Accnt & Law), CA, GAICD, FAIST Independent non-executive director
Experience and expertise
Appointed to the Board 12 August 2016. Chartered Accountant and registered company auditor. Has over 36 years of
experience in finance and superannuation.
Other current directorships in listed entities
Company Secretary of Ensurance Limited (ASX code: ENA).
Former directorships in the last 3 years
None
Special responsibilities
Director of Fiducian Portfolio Services Limited (Trustee Subsidiary), member of the Audit Risk and Compliance
Committee and member of the Remuneration Committee.
Interest in shares and options
52,477 ordinary shares in Fiducian Group Limited.
2. Company secretary
Mr. I Singh has been the company secretary since inception in 1996, and is currently supported by General Counsel
employed by Fiducian.
3. Meeting of directors
The number of meetings of the company’s Board of Directors and of each board committee held during the year ended
30 June 2019, and the number of meetings attended by each director were:
Meetings of directors
Meetings of committees
Board
Audit Risk & Compliance
Remuneration
A
7
7
7
7
B
7
7
7
7
A
5
5
5
5
B
5
5
5
5
A
-
1
1
-
B
-
1
1
1
I Singh
R Bucknell
F Khouri
S Hallab
A = Number of meetings attended.
B = Number of meetings held during the time the director held office or was a member of the committee during the year.
4. Other
Mr. I Singh as Executive Chairman of Fiducian Group Limited, has authority for and responsibility for planning, directing and
controlling the activities of the Group, directly or indirectly, during the financial year ended 30 June 2019. This authority and
responsibility is unchanged from the previous year.
5. Remuneration report
The remuneration report is set out under the following main headings:
A - Principles used to determine the nature and the
E - Additional information
amount of remuneration
B - Details of remuneration
F - Director’s superannuation
C - Service agreements and induction process
G - Loans to directors
D - Share-based compensation
H - Other transactions with key management personnel
The information provided under headings A - H includes remuneration disclosures that are required under Australian
Accounting Standard AASB 124 Related Party Disclosures. These disclosures have been included in the Directors’ Report
and have been audited.
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A - Principles used to determine the
nature and the amount of remuneration
I Singh, Executive Chairman
• Term of agreement - until 30 June 2024
The objective of the Group’s executive reward framework
is to ensure reward for performance is competitive and
appropriate for the results delivered. The framework aligns
executive reward with achievement of strategic objectives
and the creation of value for shareholders, and conforms
to market practice for delivery of reward. The Board seeks
to ensure that executive reward satisfies the following key
criteria for good reward governance practices:
• competitiveness and reasonableness
• acceptability to shareholders
• Base salary, inclusive of superannuation and salary
sacrifice benefits
• Death and TPD/Trauma cover
• Short term performance incentives
• Long term incentives through the Fiducian Group
Limited Employee and Director Share Option Plan
(ESOP)
• Retirement benefits, and
• The employment agreement may be terminated by
• performance linkage / alignment of executive
either party with six-month notice
compensation
• transparency
• capital management
(a) Non-executive directors
Fees and payments to non-executive directors reflect the
demands which are made on, and the responsibilities of,
the directors. Non-executive directors’ fees and payments
are reviewed annually by the Board. Non-executive
directors are not entitled to options under the Employee
and Director Share Option Plan.
Directors’ fees
The current base remuneration was last reviewed in
June 2019. The external directors are paid a fixed fee
for participation in Board and Committee meetings plus
a fee based on time spent on any additional matters
as approved by the Board. Directors who are financial
planners, may have received remuneration from placing
their financial planning business with the Group.
Non-executive directors’ fees for the Company are
determined within an aggregate directors’ fee pool limit,
which is periodically recommended for approval by
shareholders. The maximum pool is $450,000 per annum,
was previously approved by shareholders at the Annual
General Meeting on 20 October 2016.
Retirement allowance for directors
There are no retirement allowances for non-executive
directors other than superannuation accumulation
arising from any compulsory superannuation guarantee
contributions made on their behalf.
(b) Executive Chairman
Remuneration and other terms of employment for the
Executive Chairman are formalised in a service agreement.
The Executive Chairman’s agreement provides for the
provision of performance based cash bonuses and, where
eligible, participation in the Employee and Director Share
Option Plan. Other major provisions of the agreement are
set out below:
The combination of these comprises the executive’s total
remuneration package.
An external remuneration consultant advises the
Remuneration Committee, at least every 3 years, to ensure
that the Group has structured an executive remuneration
package that is market competitive and complimentary to
the reward strategy of the organisation. Their most recent
review was in July 2018.
Base salary
Mr. I Singh receives a base pay that comprises the fixed
component of pay and the potential for rewards, which
reflects the market value for his role. The base salary is
reviewed annually by the Remuneration Committee at the
commencement of each financial year.
There are no guaranteed base pay increases fixed in the
executive’s contract.
Short-term incentives (STI)
The STI aims to provide an incentive to the Executive
Chairman to act in the best interests of the Company, its
shareholders, clients, staff and all stakeholders, such that
the Company achieves and possibly exceeds its targets for
the financial year. In setting or paying a STI or bonus, the
Remuneration Committee ensures that a bonus does not
encourage undue risk taking that would be detrimental to
any part of the Company or its clients.
Board policy dictates that the Executive Chairman’s
performance for a financial year is reviewed and evaluated
by the Remuneration Committee. The cornerstone to
assessing the performance of the Executive Chairman is
the fulfilment of three broad objectives namely:
a) Activities that ensure delivery of quality output to
standards and timeliness which ensure compliance
with statutory guidelines and as well, enhance
customer and stakeholder relationships;
b) Production of results and growth outcomes that
enable Business Plan objectives to be achieved; and
c) Leadership, management of staff, strengthening good
corporate culture and managing risks.
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Key Performance Indicators (KPIs) of the Executive
Chairman are set by the Remuneration Committee.
The Remuneration Committee uses both objective and
subjective measures in its evaluation and on the basis of
the methodology below, the Executive Chairman achieved
95% of the KPIs set for the financial year.
The business and operating areas considered are Financial
Planning, Funds Management, Business Development and
Distribution, and Fiducian services comprising of Platform
Administration, Risk Management, Legal, Information
Technology, Marketing and Finance. Each business
area’s Executive Leader has a number of underlying KPIs
that lie within the broad objectives a), b), and c) outlined
above. The underlying KPIs of each Executive Leader
may differ and depend on their roles and responsibilities.
The Executive Chairman sets the underlying KPIs for
each Executive Leader and so each business area has a
number of performance measures required to be delivered
during the year.
Achievement by Executive Leaders of all the KPIs identified
for them would satisfy the Board that sufficient personal
exertion has been contributed towards achievement of
the targets set in the Business Plan for the year, which
is approved by the Board. A failure to achieve or deliver
on any KPI item within the three broad objectives by any
business area stated above is therefore considered a
failure by the Executive Chairman to achieve all his KPIs.
The employment contract with the Executive Chairman
stipulates that a maximum of 20% of that year’s fixed
remuneration should be paid to the Executive Chairman
if all KPIs are satisfied. The Executive Chairman was
therefore entitled to a STI of $106,400 but chose to receive
a bonus of only $15,000.
Long-term incentives
Mr. I Singh is entitled to a discretionary performance
bonus of up to 100,000 options per year determined as at
30 June each year, based on the following measures:
• the Company’s pre-tax profit OR
• the Company’s underlying net profit after tax OR
• the 30-day average of June market value for ordinary
shares in the company
The options are issued under the Company’s ESOP at the
rate of 5,000 options for each 1% increase in annual profit
in excess of 15% or 5,000 options for each 1% increase
in the 30-day average for June market value for ordinary
shares in the Company, whichever is higher, and only after
approval by the shareholders of the Company. For the
year ended 30 June 2019, Mr. I Singh is not entitled to any
options.
Retirement and termination benefits
Retirement benefits are delivered under the Fiducian
Superannuation Service. This fund provides accumulation
benefits based on the SGC contributions by the specified
executive, on commercial terms and conditions. Other
retirement benefits may be provided directly by the Group
only if approved by the shareholders.
Payment of a termination benefit on early termination by
the Executive Chairman or by mutual consent is equal to 6
months of the gross annual remuneration.
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B - Details of remuneration
Details of the remuneration of the key management personnel are set out in the following table:
2019
Short-Term Employee Benefits
Benefits
Post-Employment
Share-
Based
Payment
Name
Executive Chairman
I Singh 1
Non-executive
directors
R Bucknell 2,3
F Khouri 4
S Hallab
Totals
Cash salary
& fees
Cash bonus
$
$
539,469
15,000
110,800
86,023
61,770
798,062
-
-
-
15,000
Non-
monetary
benefits
Super
annuation
Retirement
benefits
$
-
-
-
-
-
$
20,531
-
8,172
5,868
34,571
$
-
-
-
-
-
Options
$
Total
$
11,045
586,045
-
-
-
11,045
110,800
94,195
67,638
858,678
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1 Mr I Singh is not entitled to any options in respect of the year ended 30 June 2019. The amount shown as options payment relates to
the grant of 35,000 options for 2018 and represents the value of those options expensed over its term in accordance with accounting
standards.
2 Excludes GST if paid to another firm.
3 Including amounts paid to the director’s company only in respect to director’s duties.
4 This excludes fees of $205,824 for financial planning services paid to companies in which Mr F Khouri has an interest in his capacity as
a financial planner.
2018
Short-Term Employee Benefits
Benefits
Post-Employment
Share-
Based
Payment
Name
Non-executive
directors
R Bucknell 1,2
(Chairman)
F Khouri 3
S Hallab
Executive director
I Singh 4
Totals
Cash salary
& fees
$
116,200
85,043
61,096
524,991
787,330
Non-
monetary
benefits
Cash bonus
Super
annuation
Retirement
benefits
Options
$
-
-
-
50,000
50,000
$
-
-
-
-
-
$
-
8,079
5,804
20,049
33,932
$
-
-
-
-
-
$
-
-
-
45,278
45,278
Total
$
116,200
93,122
66,900
640,318
916,540
1 Excludes GST if paid to another firm.
2 Including amounts paid to the director’s company only in respect to director’s duties.
3 This excludes fees of $207,417 for financial planning services paid to companies in which Mr F Khouri has an interest in his capacity as a
financial planner.
4 Mr I Singh was entitled to 35,000 options in respect of the year ended 30 June 2018. These were approved at the Annual General
Meeting on 25 October 2018.
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C - Service agreements and induction
process
D - Share-based compensation
(i) Options compensation and holdings
The service agreement of the Executive Chairman is
detailed in paragraph A(b) earlier. There are no service
agreements with non-executive directors or employees.
In preparation for appointment to the Board, all non-
executive directors undergo an induction program and
receive an induction pack of documents necessary for them
to understand Fiducian’s charters, policies, procedures,
culture and ethical values to enable new directors to carry
out their duties in an effective and efficient manner.
Options over shares in Fiducian Group Limited are granted
under the Employee and Director Share Option Plan, which
was approved by shareholders on 28 July 2000. The plan is
described under Note 24.
The number of options for ordinary shares in the Company
held directly by the Executive Chairman of Fiducian
Group Limited and details of options for ordinary shares
in the Company provided as remuneration to the key
management personnel of the Group are set out below.
2019
Name
I Singh 1
Balance at the
start of the year
200,000
Exercised
200,000
Granted during
the year as
remuneration1
Lapsed during
the year
Balance at the
end of the year
Vested and
exercisable
35,000
-
35,000
-
1 Under the terms of his employment Mr I Singh is not entitled to any options relating to the current year. Options granted during the year
are in respect of the entitlement relating to the year ended 30 June 2018.
2018
Name
I Singh 1
Balance at the
start of the year
Exercised
Granted during
the year as
remuneration1
Lapsed during
the year
Balance at the
end of the year
Vested and
exercisable
100,000
-
100,000
-
200,000
100,000
1 Under the terms of his employment Mr I Singh was entitled to 35,000 options relating to the year ended 30 June 2018. These were
subject to approval at the Annual General Meeting on 25 October 2018 and were issued subsequent to 30 June 2018. Therefore, these
have not been included above. Options granted during the year ended 30 June 2018 were in respect of the entitlement relating to the
year ended 30 June 2017.
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(ii) Share holdings
The number of shares in the Company held by current directors of Fiducian Group Limited, including their personally
related and associated entities, are set out below. No shares were granted during the period as compensation.
2019
Name
I Singh
R Bucknell
F Khouri
S Hallab
2018
Name
I Singh
R Bucknell
F Khouri
S Hallab
Balance at the start of
the year
Received during the year
on the exercise of options
Other changes during the
year
Balance at the end of the
year
10,523,851
583,000
268,323
31,000
200,000
-
-
-
-
-
-
21,477
10,723,851
583,000
268,323
52,477
Balance at the start of
the year
Received during the year
on the exercise of options
Other changes during the
year
Balance at the end of the
year
10,523,851
583,000
268,323
-
-
-
-
-
-
-
-
31,000
10,523,851
583,000
268,323
31,000
Shares provided on exercise of options
G - Loans to directors
During the year 200,000 ordinary shares were issued as
a result of the exercise of remuneration options by the
Executive Chairman of Fiducian Group Limited (2018: Nil). No
amounts are unpaid on any shares issued on the exercise of
options.
E - Additional information
Principles used to determine the nature and amount of
remuneration: relationship between remuneration and
company performance
The overall level of executive reward takes into account
the performance of the Group over a number of years,
with greater emphasis given to the current and previous
year. For the current year ended 30 June 2019 there has
been a 1.9% or $10,000 increase in the base salary of the
Executive Chairman. Cash bonuses granted in respect of
the current financial year ended on 30 June 2019 is $15,000
(2018: $50,000) and the grant of options entitlements have
been only in accordance with the incentive programs. The
Executive Chairman is not entitled to any options in respect
of the current year ended 30 June 2019 (2018: 35,000
options).
F - Directors’ superannuation
Directors may have superannuation monies invested
in the Fiducian Superannuation Service. These monies
are invested subject to the normal terms and conditions
applying to this superannuation fund.
No loans were made to directors during the financial year
(2018: Nil). Details of loans to related parties of the directors
have been disclosed in Note 28 Related Party Transactions.
H - Other transactions with key
management personnel
Mr. R Bucknell, a director of the Company, is also a director
of Hunter Place Services Pty Ltd, a company which
provides his services as a director to the Group.
A director, Mr. F Khouri, is an authorised representative
under the Fiducian Financial Services Pty Ltd Australian
Financial Services Licence and is a director and
shareholder of Hawkesbury Financial Services Pty Ltd,
which is a franchisee of Fiducian Financial Services Pty Ltd.
Hawkesbury Financial Services Pty Ltd places business
with and receives remuneration from the company for
financial planning services. All transactions are on normal
commercial terms and conditions.
A director, Mr. S Hallab was paid director’s fees for his
personal contribution to the Board.
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Aggregate amounts of each of the above types of other transactions with directors of Fiducian Group Limited:
Directors’ fees and committee fees *
Financial planning fees paid or payable
Consolidated
2019
$
272,633
205,824
478,457
2018
$
276,222
207,417
483,639
* Details of these fees have been provided in the Remuneration report included in the Directors’ Report.
Shares under option
Unissued ordinary shares of Fiducian Group Limited under
option at the date of this report are disclosed in Note 24 of
financial report.
No option holder has any right under the options to
participate in any other share issue of the Company or any
other entity until after the exercise of the option.
During the year, Fiducian Group Limited paid a premium
under a combined policy of insurance for liability of
officers of the Company and related bodies corporate,
professional indemnity and crime. In accordance with
normal commercial practice, disclosure of the total amount
of premium payable under, and the nature of the liabilities
covered by, the insurance contract is prohibited by a
confidentiality clause in the contract.
Shares issued on the exercise of
options
The details of ordinary shares of Fiducian Group Limited
issued during the year in respect of 2019 and 2018 years on
the exercise of options granted under the Fiducian Group
Limited Employee and Director Share Option Plan are
disclosed under Note 24 to the Financial Report.
Indemnification and insurance of
officers
Under the terms of its constitution, Fiducian indemnifies all
past and present directors of Fiducian and its wholly-owned
subsidiaries against certain liabilities and costs incurred by
them in their respective capacities.
The Constitution of Fiducian Group Limited provides the
following indemnification of officers:
• To indemnify officers of the Company and related
bodies corporate to the maximum extent permitted by
law.
• To allow the Company to pay a premium for a contract
insuring directors, the secretary and executive officers
of Fiducian Group Limited and its related bodies
corporate. The liabilities insured include costs and
expenses that may be incurred in defending civil or
criminal proceedings that may be brought against the
officers in the capacity as officers of the company or a
related body corporate.
No liability has arisen under these indemnities as at the date
of this report.
Proceedings on behalf of the
company
No person has applied to the Court under Section
237 of the Corporations Act 2001 for leave to bring
proceedings on behalf of the Company, or to intervene in
any proceedings to which the Company is a party, for the
purpose of taking responsibility on behalf of the Company
for all or part of those proceedings.
No proceedings have been brought or intervened in on
behalf of the company with leave of the Court under
Section 237 of the Corporations Act 2001.
Non-audit services
The Company may decide to employ the auditor on
assignments additional to their statutory audit duties where
the auditor’s expertise and experience with the Company
and/or Group are important.
The Board of Directors is satisfied that the provision of
non-audit services by the auditor did not compromise the
auditor independence requirements of the Corporations Act
2001 for the following reasons:
• all non-audit services have been reviewed by the audit
risk and compliance committee to ensure they do not
impact the impartiality and objectivity of the auditor
• none of the services undermine the general principles
relating to auditor independence as set out in APES 110
Code of Ethics for Professional Accountants
The fees paid or payable for services provided during the
year by the auditor (PricewaterhouseCoopers) of the parent
entity, its related practices and non-related audit firms, are
shown in Note 25 to the consolidated financial report.
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Auditors’ independence
declaration
A copy of the auditors’ independence declaration as
required under Section 307C of the Corporations Act 2001
is set out on page 24.
Rounding of amounts
The Company is of a kind referred to in Class Order
2016/191, issued by the Australian Securities and
Investments Commission, relating to the “rounding off” of
amounts in the Directors’ Report. Amounts in the Directors’
Report have been rounded off in accordance with that
Class Order to the nearest thousand dollars, or in certain
cases, to the nearest dollar.
Auditor
PricewaterhouseCoopers continues in office in accordance
with section 327 of the Corporations Act 2001.
Corporate governance
A description of the Group’s current corporate governance
practices is available on the Group’s website and can
be viewed at https://www.fiducian.com.au/wp-content/
uploads/corporate_docs/Corporate_Governance_
Statement.pdf.
This report is made in accordance with a resolution of the
directors.
Inderjit (Indy) Singh
Executive Chairman
Sydney,
15 August 2019
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Auditor’s Independence
Declaration
Auditor’s Independence Declaration
As lead auditor for the audit of Fiducian Group Limited for the year ended 30 June 2019, I declare that
to the best of my knowledge and belief, there have been:
(a)
no contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
(b)
no contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Fiducian Group Limited and the entities it controlled during the
period.
Darren Ross
Partner
PricewaterhouseCoopers
Sydney
15 August 2019
PricewaterhouseCoopers, ABN 52 780 433 757
One International Towers Sydney, Watermans Quay, Barangaroo, GPO BOX 2650, SYDNEY NSW 2001
T: +61 2 8266 0000, F: +61 2 8266 9999, www.pwc.com.au
Level 11, 1PSQ, 169 Macquarie Street, Parramatta NSW 2150, PO Box 1155 Parramatta NSW 2124
T: +61 2 9659 2476, F: +61 2 8266 9999, www.pwc.com.au
Liability limited by a scheme approved under Professional Standards Legislation.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Financial Statements
Consolidated Statement of Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Independent Auditor’s Report to the Members
26
27
28
29
30
69
70
Fiducian Group Limited is a company limited by shares, incorporated and domiciled in Australia.
Its registered office and principal place of business is :
Fiducian Group Limited
Level 4, 1 York Street,
Sydney, NSW 2000.
This financial statements were authorised for issue by the directors on 15 August 2019.
The directors have the powers to amend and reissue the financial statements.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Consolidated Statement of
Comprehensive Income
For the year ended 30 June 2019
Notes
Consolidated
Revenue from ordinary activities
Other income
Payments to advisers and service providers
Employee benefits expense
Amortisation, depreciation and impairment expense
Other expenses
Profit before income tax expense
Income tax expense
Profit for the year
Other comprehensive income for the full year, net of tax
Total comprehensive income for the year
Profit attributable to:
Owners of Fiducian Group Limited
Earnings per share
Earnings per share from profit from continuing operations attributable to the
ordinary equity holders of the Company:
Basic earnings per share (in cents)
Diluted earnings per share (in cents)
4
5
6(a)
6(b)
7
30
2019
$’000
48,927
477
(12,721)
(13,109)
(1,786)
(7,509)
14,279
(3,929)
10,350
-
10,350
10,350
33.03
32.94
2018
$’000
45,438
435
(12,117)
(12,428)
(1,396)
(6,495)
13,437
(4,239)
9,198
-
9,198
9,198
29.42
29.28
The above statement of comprehensive income should be read in conjunction with the accompanying notes.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Consolidated Statement of
Financial Position
As at 30 June 2019
Notes
Consolidated
ASSETS
Current assets
Cash and cash equivalents
Trade and other receivables
Total Current Assets
Non-current assets
Loan receivables
Property, plant and equipment
Intangible assets
Total Non-Current Assets
Total assets
LIABILITIES
Current liabilities
Trade and other payables
Current tax liabilities
Total Current Liabilities
Non-current liabilities
Net deferred tax liabilities
Provisions
Total Non-Current Liabilities
Total liabilities
Net assets
EQUITY
Contributed equity
Reserves
Retained profits
Total equity
2019
$’000
11,792
8,694
20,486
5,150
172
20,081
25,403
45,889
7,939
696
8,635
1,960
468
2,428
11,063
34,826
7,636
22
27,168
34,826
2018
$’000
13,885
4,976
18,861
5,738
186
15,776
21,700
40,561
6,081
1,460
7,541
1,357
532
1,889
9,430
31,131
7,041
130
23,960
31,131
9
10
11
13
15
16
17
18
19
20
21
22
The above statement of financial position should be read in conjunction with the accompanying notes.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Consolidated Statement of
Changes in Equity
As at 30 June 2019
Contributed
Notes
Equity
Reserves
Balance as at 30 June 2017
Profit for the year
Other comprehensive income
Total comprehensive income for the year
Transactions with equity holders in their
capacity as equity holders
Shares bought back-on market and cancelled
Dividends paid
Options expense
8
21
Total transactions with equity holders
Balance as at 30 June 2018
Change on initial application of AASB 9
$’000
7,141
-
-
-
(100)
-
-
(100)
7,041
$’000
120
-
-
-
-
-
10
10
130
Restated balance at beginning of the year
7,041
130
Profit for the year
Other comprehensive income
Total comprehensive income for the year
Transactions with equity holders in their
capacity as equity holders
Shares issued on exercise of option
Dividends paid
Transfer to retained profits
Transfer from reserves
Options expense
Total transactions with equity holders
Balance as at 30 June 2019
8
21
-
-
-
595
-
-
-
-
595
7,636
-
-
-
-
-
(119)
-
11
(108)
22
The above statement of changes in equity should be read in conjunction with the accompanying notes.
Retained
Profits
$’000
20,359
9,198
-
9,198
-
(5,597)
-
(5,597)
Total
$’000
27,620
9,198
-
9,198
(100)
(5,597)
10
(5,687)
23,960
31,131
(366)
(366)
23,594
10,350
-
30,765
10,350
-
10,350
10,350
-
(6,895)
-
119
-
595
(6,895)
(119)
119
11
(6,776)
(6,289)
27,168
34,826
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Notes
Consolidated
2019
$’000
53,910
2018
$’000
49,143
(38,023)
(34,756)
Consolidated Statement of
Cash Flows
For the year ended 30 June 2019
Cash flows from operating activities
Receipts from customers
(Inclusive of goods and services tax)
Payments to suppliers and employees
(Inclusive of goods and services tax)
Interest received
Income taxes paid
Net cash inflow from operating activities
29
Cash flows from investing activities
Payments in relation to acquisitions
Net receipts from advisers on business development loans
Payments for property, plant and equipment
Net cash outflow from investing activities
Cash flows from financing activities
Payments for shares bought back
Shares issued on exercise of options
Dividends paid
Net cash outflow from financing activities
Net (decrease)/increase in cash held
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the end of year
9
The above statement of cash flows should be read in conjunction with the accompanying notes.
15,887
477
(5,425)
10,939
(6,882)
225
(75)
(6,732)
-
595
(6,895)
(6,300)
(2,093)
13,885
11,792
14,387
435
(4,444)
10,378
(827)
526
(44)
(345)
(100)
-
(5,597)
(5,697)
4,337
9,548
13,885
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Notes to the Financial Statements
1. Summary of significant accounting policies
The principal accounting policies adopted for the
preparation of the financial report are set out below. These
policies have been consistently applied to all the years
presented, unless otherwise stated. The financial report
includes Fiducian Group Limited and its subsidiaries.
B. Principles of consolidation
The consolidated financial report incorporates the assets
and liabilities of all entities controlled by Fiducian Group
Limited (Company or parent entity) as at 30 June 2019 and
the results of all controlled entities for the year then ended.
Fiducian Group Limited and its subsidiaries together are
referred to in this financial report as the Group.
Subsidiaries are all entities over which the Group has
control. The Group controls an entity when the Group
is exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect
those returns through its power to direct the activities of
the entity. Subsidiaries are fully consolidated from the
date on which control is transferred to the Group. They
are de-consolidated from the date that control ceases.
Investments in subsidiaries are accounted for at cost in the
parent entity’s financial report.
The acquisition method of accounting is used to account
for the business combinations by the Group.
Intercompany transactions and balances on transactions
between Group companies are eliminated. Unrealised
losses are also eliminated unless the transaction provides
evidence of the impairment of the asset transferred. Non-
controlling interests in the results and equity of subsidiaries
are shown separately in the statement of comprehensive
income.
C. Revenue recognition
The accounting policy for the Group’s revenue from
contracts have been explained in Note 1-W.
A. Basis of preparation
This general purpose financial report has been prepared
in accordance with Australian Accounting Standards,
Australian Accounting Interpretations, other authoritative
pronouncements of the Australian Accounting Standards
Board and the Corporations Act 2001. Fiducian Group
Limited is a for-profit entity for the purpose of preparing the
financial statements.
Compliance with IFRS
The financial report of Fiducian Group Limited also
complies with International Financial Reporting Standards
(IFRS) as issued by the International Accounting Standards
Board (IASB).
New accounting standards adopted by the
Group in the current period
The Group has applied the following standards for the first
time for the annual reporting period commencing 1 July
2018.
• AASB 9
Financial Instruments
• AASB 15 Revenue from Contracts with Customers
Changes to the Group’s key accounting policies as a result
of the application of the new standards are explained in
Note 1-W.
Historical cost convention
The financial report has been prepared under the historical
cost convention, as modified by the revaluation of financial
assets and liabilities at fair value through profit or loss.
Critical accounting estimates
The preparation of financial reports requires the use of
certain critical accounting estimates. It also requires
management to exercise its judgment in the process
of applying the Group’s accounting policies. The areas
involving a higher degree of judgment or complexity, or
areas where assumptions and estimates are significant to
the financial statements, are disclosed in Note 2.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
1. Summary of significant accounting policies (Continued)
D. Income tax
Tax consolidation
The income tax expense or benefit for the period is the
tax payable on the current period’s taxable income based
on the national income tax rate for Australia adjusted by
changes in deferred tax assets and liabilities attributable to
temporary differences and unused tax losses.
Deferred income tax is provided in full, using the liability
method, on temporary differences arising between the tax
bases of assets and liabilities and their carrying amounts
in the consolidated financial reports. However, the
deferred income tax is not accounted for if it arises from
initial recognition of an asset or liability in a transaction
other than a business combination that at the time of the
transaction affects neither accounting or taxable profit
nor loss. Deferred income tax is determined using tax
rates (and laws) that have been enacted or substantially
enacted by the statement of financial position date and
are expected to apply when the related deferred income
tax asset is realised or the deferred income tax liability is
settled.
Deferred tax assets are recognised for deductible
temporary differences and unused tax losses only if it is
probable that future taxable amounts will be available to
use those temporary differences and losses.
Deferred tax liabilities and assets are not recognised for
temporary differences between the carrying amount and
tax bases of investments in controlled entities where the
parent entity is able to control the timing of the reversal
of the temporary differences and it is probable that the
differences will not reverse in the foreseeable future.
Deferred tax assets and liabilities are offset when there
is a legally enforceable right to offset current tax assets
and liabilities and when the deferred tax balances relate
to the same taxation authority. Current tax assets and
tax liabilities are offset where the entity has a legally
enforceable right to offset and intends either to settle on
a net basis, or to realise the asset and settle the liability
simultaneously.
Current and deferred tax balances attributable to amounts
recognised directly in equity are also recognised directly in
equity.
Fiducian Group Limited and its wholly owned subsidiaries
have implemented the tax consolidation legislation with
Fiducian Group Limited as the head entity of the tax
consolidated group. As a consequence, these entities are
taxed as a single entity and the deferred tax assets and
liabilities of these entities are set off in the consolidated
financial statements. The head entity has entered into a
tax sharing agreement and a tax funding agreement with
the members of the tax consolidated group. Under the
tax funding agreement, the members of the Group are
required to contribute to the head entity for their current
tax liabilities. The assets and liabilities arising under the
tax funding agreements are recognised as intercompany
assets and liabilities at call. Members of the tax
consolidated group via the tax sharing agreement may be
called to provide for the income tax liabilities between the
entities should the head entity default on its tax payment
obligations. No amount has been recognised in respect
of this component of the agreement as the outcome is
considered remote.
E. Operating leases
Leases in which a significant portion of the risks and
rewards of ownership are retained by the lessor are
classified as operating leases (Note 27). Payments made
under operating leases (net of any incentives received from
the lessor) are charged to the statement of comprehensive
income on a straight-line basis over the period of the lease.
With effect from 1 July 2019, the Group will apply AASB 16
Leases as discussed in Note 1-X.
F. Trustee company and Responsible
Entity
The Group acts as a Trustee of Fiducian Superannuation
Service through a subsidiary, Fiducian Portfolio Services
Ltd, and acts as the operator of an Investor Directed
Portfolio Service, Fiducian Investment Service, Managed
Discretionary Accounts Service and the Responsible
Entity of Fiducian Funds (“the trusts”) through another
subsidiary, Fiducian Investment Management Services
Ltd. The accounting policies adopted by these companies
in the preparation of their financial reports and that of
the Group for the year ended 30 June 2019 reflect the
fiduciary nature of these company’s responsibilities and
that of the Group for the assets and liabilities of the trusts.
The financial reports do not include the trusts’ assets
and liabilities as future economic benefits and obligations
derived from the trusts’ assets and liabilities do not
accrue to these companies or the Group. In accordance
with AASB 137 Provisions, Contingent Liabilities and
Contingent Assets, the trust assets and liabilities have not
been disclosed as the directors consider the probability of
these companies or the Group having to meet the liabilities
of the trusts as remote.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
1. Summary of significant accounting policies (Continued)
The amount of the impairment loss is recognised in
the statement of comprehensive income within other
expenses. When a trade receivable for which an impairment
allowance had been recognised becomes uncollectible in
a subsequent period, it is written off against the allowance
account. Subsequent recoveries of amounts previously
written off are credited against other expenses in the
statement of comprehensive income.
J. Business combinations
The acquisition method of accounting is used to account
for all business combinations, regardless of whether equity
instruments or other assets are acquired. The purchase
consideration transferred for the acquisition of a subsidiary
comprises the fair values of the assets transferred, the
liabilities incurred and the equity interests issued by the
acquirer. The purchase consideration transferred also
includes the fair value of any asset or liability resulting from
a contingent consideration arrangement and the fair value
of any pre-existing equity interest in the subsidiary.
Acquisition-related costs are expensed as incurred.
Identifiable assets acquired and liabilities and contingent
liabilities assumed in a business combination are, measured
initially at their fair values at the acquisition date.
The excess of the purchase consideration and the
acquisition-date fair value over the share of the net
identifiable assets acquired, is recorded as goodwill.
If those amounts are less than the fair value of the net
identifiable assets of the subsidiary acquired and the
measurement of all amounts has been reviewed, the
difference is recognised directly in profit or loss as a bargain
purchase.
Where settlement of any part of cash consideration is
deferred, the amounts payable in the future are discounted
to their present value as at the date of exchange. The
discount rate used is the entity’s incremental borrowing
rate, being the rate at which a similar borrowing could be
obtained from an independent financier under comparable
terms and conditions.
Contingent consideration is classified either as equity or a
financial liability. Amounts classified as a financial liability are
subsequently re-measured to fair value with changes in fair
value recognised in profit or loss.
G. Impairment of goodwill and intangible
assets
Goodwill and intangible assets that have an indefinite useful
life are not subject to amortisation and are tested annually
for impairment or more frequently if events or changes
in circumstances indicate that they might be impaired.
Other assets are 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. The recoverable
amount is the higher of an asset’s fair value less costs
to sell and value in use. For the purposes of assessing
impairment, assets are grouped at the lowest level for which
there are separately identifiable cash flows which are largely
independent of the cash flows from other assets or groups
of assets (cash-generating units). Non-financial assets other
than goodwill that suffered an impairment are reviewed for
possible reversal of the impairment at each reporting date.
H. Cash and cash equivalents
For cash flow statement presentation purposes, cash and
cash equivalents includes cash on hand, deposits held at
call with financial institutions, other short-term, highly liquid
investments with original maturities of three months or
less that are readily convertible to known amounts of cash
and which are subject to an insignificant risk of changes in
value.
I. Trade receivables
Trade receivables are recognised at fair value and
subsequently measured at amortised cost, less provision
for impairment. Trade receivables are due for settlement no
more than 120 days from the date of recognition for trade
receivables and financial planning fees, and no more than
30 days for other receivables.
Collectability of trade receivables is reviewed on an ongoing
basis. Receivables, which are known to be uncollectible,
are written off. An allowance account (provision for
impairment of trade receivables) is used when there is
objective evidence that the Group will not be able to collect
all amounts due according to the original terms of the
receivables. Significant financial difficulties of the debtor,
probability that the debtor will enter bankruptcy or financial
reorganisation, and default or delinquency in payments
(outside settlement terms) are considered indicators that the
trade receivable is impaired. The amount of the impairment
allowance is the difference between the asset’s carrying
amount and the present value of estimated future cash
flows, discounted at the original effective interest rate. Cash
flows relating to short-term receivables are not discounted if
the effect of discounting is immaterial.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
1. Summary of significant accounting policies (Continued)
K. Investments and other financial
N. Intangible assets
instruments
The Group classifies its investments in the following
categories: financial assets at fair value through profit or
loss, loans and receivables, and other financial assets.
The classification depends on the purposes for which the
investments were acquired. Management determines the
classification of its investments at initial recognition.
Business Development Loans
The accounting policy for the classification and accounting
for business development loans has been explained in Note
1-W.
L. Fair value estimation
The carrying value less impairment provision of trade
receivables and payables are assumed to approximate their
fair values due to their short-term nature. The fair value of
financial liabilities for disclosure purposes is estimated by
discounting the future contractual cash flows at the current
market interest rate that is available to the Group for similar
financial instruments.
M. Property, plant and equipment
Property, plant and equipment is stated at historical cost
less depreciation. Historical cost includes expenditure that
is directly attributable to the acquisition of the items.
Subsequent costs are included in the asset’s carrying
amount or recognised as a separate asset, as appropriate,
only when it is probable that future economic benefits
associated with the item will flow to the Group and the
cost of the item can be measured reliably. All other
repairs and maintenance are charged to the statement of
comprehensive income during the financial period in which
they were incurred.
Depreciation on assets is calculated using the straight-line
method to allocate their cost or revalued amounts, net of
their residual values, over their estimated useful lives, as
follows:
Furniture, office equipment and computers
2 – 8 years
Leasehold improvements
term of the lease
Goodwill
Goodwill represents the excess of the cost of an acquisition
over the fair value of the Group’s share of the net identifiable
assets of the acquired subsidiary or client portfolio at the
date of acquisition. Goodwill on acquisitions is included
in intangible assets. Goodwill is not amortised. Instead,
goodwill is tested for impairment annually or more
frequently if events or changes in circumstances indicate
that it might be impaired, and is carried at cost less
accumulated impairment losses. Gains or losses on the
disposal of an entity include the carrying amount of goodwill
relating to the entity sold.
Goodwill is allocated to cash-generating units for the
purpose of impairment testing.
Client portfolios
Consideration payable for the acquisition of client portfolios
is deferred and amortised on a straight- line basis over
a period of 10 years. Client portfolios are also tested for
events or changes in circumstances that indicate that they
may be impaired, and are carried at cost less accumulated
amortisation and impairment losses.
IT development and software
Costs incurred in developing products or systems and
costs incurred in acquiring software and licences that
will contribute to future period financial benefits through
revenue generation and/or cost reduction are capitalised to
software and systems where deemed appropriate. Costs
capitalised include direct costs of materials and service
and direct payroll and payroll related costs of employees’
time spent on the project. Amortisation is calculated on a
straight-line basis over periods generally ranging from 3 to
5 years.
Capitalised expenditure is tested for events or changes in
circumstances that indicate that they may be impaired and
whether they exceed their recoverable amount.
O. Trade and other payables
These amounts represent liabilities for goods and services
provided to the Group before the end of the financial year
and which are unpaid. The amounts are unsecured and are
usually paid within 30 days of recognition.
The asset’s residual values and useful lives are reviewed,
and adjusted, if appropriate, at each reporting date.
P. Provisions
An asset’s carrying amount is written down immediately
to its estimated recoverable amount if the asset’s carrying
amount is greater than its estimated recoverable amount in
Note 1-G.
Gains and losses on disposals are determined by
comparing proceeds with carrying amounts. These are
included in the statement of comprehensive income.
Provisions for legal claims are recognised when the Group
has a present legal or constructive obligation as a result of
past events; it is probable that an outflow of resources will
be required to settle the obligation; and the amount has
been reliably estimated. Provisions are not recognised for
future operating losses.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
1. Summary of significant accounting policies (Continued)
Where there are a number of similar obligations, the
likelihood that an outflow will be required in settlement is
determined by considering the class of obligations as a
whole. A provision is recognised even if the likelihood of an
outflow with respect to any one item included in the same
class of obligations may be small.
The fair value at grant date is independently determined
using a binomial option-pricing model that takes into
account the exercise price, the term of the option, the
impact of dilution, the share price at grant date, the
expected price volatility of the underlying share, the
expected dividend yield and the risk free interest rate for the
term of the option.
R. Contributed equity
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new
shares or options are shown in equity as a deduction, net of
tax, from the proceeds.
If the entity reacquires its own equity instruments,
for example as the result of a share buy-back, those
instruments along with the consideration paid is deducted
from equity and the shares are regarded as treasury shares
until they are cancelled. No gain or loss is recognised
in the profit or loss and the consideration paid including
any directly incremental costs (net of income taxes) is
recognised directly in equity. Treasury shares are bought
with the intention of cancellation and are not re-issued.
S. Dividends
Provision is made only for the amount of any dividend
declared, being appropriately authorised and no longer
at the discretion of the entity, on or before the end of the
financial year but not distributed at balance date.
T. Earnings per share
(i) Basic earnings per share
Basic earnings per share is determined by dividing the net
profit after income tax attributable to equity holders of the
company, excluding any costs of servicing equity other
than ordinary shares, by the weighted average number of
ordinary shares outstanding during the financial year.
(ii) Diluted earnings per share
Diluted earnings per share adjusts the figures used in the
determination of basic earnings per share to take into
account the after-income tax effect of interest and other
financing costs associated with dilutive potential ordinary
shares and the weighted average number of shares
assumed to have been issued for no consideration in
relation to dilutive potential ordinary shares.
Provisions are measured at the present value of
management’s best estimate of the expenditure required to
settle the present obligation at reporting date. The discount
rate used to determine the present value reflects current
market assessments of the time value of money and the
risks specific to the liability.
Q. Employee benefits
(i) Wages and salaries, annual leave and sick
leave
Liabilities for wages and salaries, and annual leave
expected to be settled within 12 months of the reporting
date are recognised in other payables in respect of
employee services up to the reporting date and are
measured at the amount expected to be paid when the
liabilities are settled. Personal/carers and sick leave is
brought to account as incurred.
(ii) Long service leave
The liability for long service leave is recognised in the
provision for employee benefits and measured as the
present value of expected future payments to be made
in respect of services provided by employees up to the
reporting date using the projected unit cost method.
Consideration is given to expected future wage and salary
levels, experience of employee departures and periods of
service. Expected future payments are discounted using
market yields at the reporting date on corporate bonds with
terms of maturity and currency that match, as closely as
possible, the estimated future cash outflows.
(iii) Share-based payments
Share-based compensation benefits are provided to
employees via the share option plans. Information relating
to this scheme is set out in Note 24.
Subsequent options issued to employees for no
consideration have the fair value of options granted
under the Fiducian Employee and Director Share Option
Plan recognised as an employee benefit expense with a
corresponding increase in equity. The fair value is measured
at grant date and recognised over the period during which
the employees become unconditionally entitled to the
options.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
1. Summary of significant accounting policies (Continued)
U. Goods and services tax
Revenues, expenses and assets are recognised net of the
amount of associated GST, unless the GST incurred is not
recoverable from the Australian Taxation Office (ATO). In this
case it is recognised as part of the cost of acquisition of the
asset or as part of the expense.
Receivables or other payables are stated inclusive of the
amount of GST receivable or payable. The net amount of
GST recoverable from, or payable to the ATO is included
with other payables in the statement of financial position.
Cash flows are presented on a gross basis. The GST
components of cash flows arising from investing or
financing activities which are recoverable from, or payable
to the ATO, are presented as operating cash flow.
V. Rounding of amounts
The Company is of a kind referred to in Class Order
2016/191 issued by the Australian Securities and
Investments Commission, relating to the “rounding off” of
amounts in the financial report. Amounts in the financial
report have been rounded off in accordance with that Class
Order to the nearest thousand dollars, or in certain cases,
to the nearest dollar.
W. New accounting standards and
interpretations
AASB 9 Financial Instruments
AASB 9 Financial Instruments replaces the provisions
of AASB 139 Financial Instruments that relate to the
recognition and measurement of financial assets and
financial liabilities, de-recognition of financial instruments,
impairment of financial assets and hedge accounting. The
Group has adopted this standard from 1 July 2018 and
has applied all the applicable provisions of the standard
from that date to its trade receivables and loan receivables
books.
The key changes of this standard that have impacted the
accounting policies and on transition are summarized
below: Classification and subsequent measurement AASB
9 has three classification categories for financial assets:
Amortised cost, Fair value through Other Comprehensive
Income (FVOCI) and Fair value through Profit and Loss
(FVTPL). The classification is based on the business model
under which the financial assets are managed and their
contractual cash flows. In determining the business model,
the Group exercised its judgment based on all evidence
available at initial recognition of the financial asset.
The following indicators were considered in the
determination:
• The objectives of the business model and how they
were achieved
• The basis on which the financial assets were managed
• The basis on which the financial assets performance
was evaluated and reported to Key Management
Personnel (“KMP”)
• The management of risks in the business model
• The basis of compensation of KMP in the business
model
On application of the business model assessment to
business development loans, management concluded that
the business model for these loans was ‘Hold and Collect’
as there was no intention at the time when the assets were
acquired to either trade them or sell them later. A similar
assessment was conducted on the contractual cash flows
of the business loans to determine if their contractual
terms gave rise to cash flows that were solely payments of
principal and interest (SPPI) on the principal outstanding.
Based on this assessment management concluded the
cash flows of business development loans were SPPI.
After considering the conclusions of the assessment
of the business model and the SPPI test, management
concluded that the assets previously classified as Loans
and Receivables under AASB 139 would be classified as
Amortised Cost under AASB 9. The Group does not have
any financial assets which could be classified as FVOCI or
FVTPL which is consistent with the previous classification
of financial assets under AAB 139 where the Group did not
have any Fair Valued or Available for Sale financial assets.
Under the new classification of AASB 9, receivables,
including business development loans held for collection
of contractual cash flows where cash flows represent
solely payment of principal and interest, are measured
at amortised cost. Interest income from these financial
assets are included in income using the effective interest
rate method. Any gain or loss arising on de-recognition
is recognised directly in the profit or loss. AASB 9
largely retains the existing requirements of AASB 139 for
classification and measurement of financial liabilities and
therefore there were no changes to the Group’s accounting
for these liabilities.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
1. Summary of significant accounting policies (Continued)
Impairment
The expected credit loss model (ECL) introduced by AASB
9 as a replacement for the incurred loss model of AASB
139 requires earlier recognition of credit impairments based
on all reasonable and appropriate information on past
events, current conditions and forward looking information.
With the ECL impairment requirements of AASB 9 only
applicable to financial assets measured at amortised cost
and FVOCI, the Group’s assessment of ECL focused on
receivables, including development loans given to financial
planners, which were classified as amortised cost. AASB 9
requires measuring ECL for the development loans portfolio
by applying a 3-stage approach where individual loans
are categorized based on changes in the credit risk since
origination. An unbiased and probability weighted ECL is
then computed for the individual loan as the product of
the probability of default (PD), the loss given default (LGD)
probability and the exposure at the time of default (EAD).
The ECL was determined with reference to the following
stages:
Stage 1: Performing loans 12 month ECL
At initial recognition and for financial assets for which credit
risk was low, ECL was determined based on the probability
of default (PD) over the next 12 months and the losses
associated with such default, adjusted for forward looking
information. Interest income was determined with reference
to the effective interest rate and the gross carrying amount
of the asset.
Stage 2: Non-performing loans: Lifetime ECL
The Group assessed whether there had been a significant
increase in credit risk (SICR) of the loans since initial
recognition, based on qualitative and quantitative factors,
and reasonable forward looking information, which included
significant management judgement. Qualitative factors
included but were not limited to payment history, requests
to modify contractual payments and compliance reviews.
Quantitative analysis utilised an internally developed model
based on loan to value ratios and forecasted cash flows,
adjusted for forward looking indicators such as the level
of the ASX 200. Where the Group’s modelling indicated a
SICR, an ECL was determined with reference to the loan’s
lifetime probability of default and the lifetime loss associated
with that probability of default. Interest income was
determined with reference to the financial asset’s effective
interest rate and the gross carrying amount of the asset.
Stage 3: Credit impaired loans: Lifetime ECL
Where one or more events which have a detrimental impact
on estimated future cash flows has occurred, the loans
would be classified as credit impaired and included in
stage 3. Management have pre-defined some events that
would objectively indicate credit impairment such as loan
to value ratio increasing beyond a certain percentage and
bankruptcy of the adviser.
Lifetime ECL continues to be recognised but interest
income is taken on a net of provision basis. The Group
does not have any assets in stage 3
Transition
The carrying amount of the Group’s financial assets have
not been impacted by the new classification category
introduced by AASB 9. However, as a result of the
application of the new ECL methodology on receivables
held at amortised cost, a transition adjustment on initial
adoption of the standard is necessary. Management have
noted that the SICR methodology is a relative credit risk
approach involving significant management judgment in
determining whether there has been a SICR in underlying
exposures, this could result in exposures being classified
as stage 2 despite these assets not being of a lower
credit quality than exposures classified in stage 1. Based
on AASB 9 modelling, management have determined
that there has been an increase in credit risk since initial
recognition for a few development loans included in
receivables and therefore in accordance with the ECL
methodology, these loans have transitioned from stage 1
to stage 2, requiring the provision of a Lifetime ECL. The
transition adjustment to retained earnings relates to this
provision. In accordance with AASB 9 the Group has not
restated the comparatives in the financial statements and
has recorded a transition adjustment to its opening balance
sheet as at 1 July 2018. The impact of this transition
adjustment has reduced the Group’s shareholders’ equity
by $366,000 and increased the provision for impairment
of business development loans by a similar amount. The
Group does not have exposure to hedging instruments
and therefore the hedging requirements of AASB 9 are not
appropriate.
AASB 15 Revenue from Contracts with
Customers
AASB 15 replaces all the previous guidance on revenue
recognition from contracts with customers. It requires the
identification of discrete performance obligations within a
customer contract and an associated transaction price that
is allocated to these obligations. Revenue is recognised
upon satisfaction of these performance obligations, which
occur when control of the goods or services is transferred
to the customer. The key judgments in applying AASB
15 include determining whether the contract is a single
performance contract, whether the performance obligation
is satisfied over time, as well as the timing and amount of
variable consideration to be recognised.
The five steps approach to revenue recognition prescribed
by AASB 15 was adopted by the Group from 1 July 2018
and despite the change in approach to revenue recognition,
no material adjustment to opening retained earnings was
recognised as the amendments to accounting policies did
not result in significant changes to the timing or amount
recognised.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
1. Summary of significant accounting policies (Continued)
The primary revenue streams from contracts with
customers for the Group are in the nature of management
fee income earned from funds management, fees earned
from offering platform services and fee income from offering
advice to customers.
interpretations not mandatory in the
current period
X. New accounting standards and
AASB 16 Leases (effective for financial years
commencing after 1 Jan 2019)
• Fees earned from the funds management services
have been accounted for as single performance
obligations to each fund satisfied over time. The
fees received based on a fixed percentage on the
assets under management are considered variable
consideration but with the uncertainty in the variable
element being resolved within the reporting period.
Fund management services are held to be performed
on an ongoing daily basis and therefore fees are
accrued daily and paid monthly in arrears for the
service provided.
• Revenue streams earned from platform administration
services are identified as separate single performance
obligations to individual customers with customers
exercising control over the funds transitioned onto the
platform. Platform administration services are held to
be performed on an ongoing daily basis and therefore
fees are accrued daily and paid monthly in arrears for
the service provided by the platform.
• Fees earned from offering advice to customers are a
combination of fees earned for ongoing service, and
one off fees. Ongoing fees based on funds under
advice are treated as single performance obligations
satisfied over time. The fees received based on a fixed
percentage on the funds under advice are considered
variable consideration but with the uncertainty in the
variable element being resolved within the reporting
period. Advice service fees are therefore accrued daily
and paid monthly in arrears for the service period, and
therefore the revenue is attributed to services provided
for within the period and accounted for as such.
One off fees are identified as a single performance
obligation with service performed at a point in time
and revenue recognised in line with the service.
There are no other standards, interpretations or
amendments to existing standards that are effective for the
first time for the current financial year that have material
impact on the amounts recognised in prior periods or will
affect the current or future periods.
The standard introduces a single lease accounting model
and removes the current distinction between operating
and financial leases. It requires the recognition of an asset
(the right to use a leased item) and financial liability to pay
rentals for the lease contract.
The Group has reviewed its operating leasing arrangements
in light of the new standard. As at the reporting date, the
Group has non-cancellable operating lease commitments
of $1,110,000 (refer to Note 27). The Group expects to
recognise right-of-use assets of approximately $1,442,240
and lease liabilities of $1,442,240 on 1 July 2019. The Group
expects the net profit after tax in year 1 to decrease by
$88,274 as a result of the adoption of the new standard.
However, no change in overall total cash flow is anticipated
resulting from the change to the accounting standard.
Management notes that the lease for the head office
premises is in the midst of negotiations and due to the
uncertainty of the final outcome has been treated as short
term and not reflected in these amounts.
Other than the above, a number of new standards,
amendments to standards and interpretations are effective
for annual periods beginning after 1 January 2019, and
have not been early adopted in preparing these financial
statements. None of these are expected to have a material
effect on the financial statements of the Group.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
2. Critical accounting estimates
3. Segment information
and judgements
In preparing the Annual report, the Group makes
estimates and assumptions which management believes
are reasonable. However, outcomes may differ from
management’s assumptions and estimates and may require
adjustments to the carrying amounts of the assets and
liabilities reported. These estimates and judgements are
discussed below:
(i) Estimated impairment of goodwill
The Group tests annually whether goodwill has suffered
any impairment, by comparing its current amount with its
recoverable amount in accordance with the accounting
policy stated in Note 1-N.
(ii) Estimated impairment of client portfolios
The Group assesses at the end of each reporting period
whether there is any indication that the investment or
accounting portfolios may be impaired in accordance
with the accounting policy stated in Note 1-N. If any such
indication exists, the Group shall estimate the recoverable
amount of the asset. The recoverable amounts of cash-
generating units have been determined based on earnings
multiples requiring the use of sustainable revenue estimates
and comparable market transactions.
(iii) Estimated impairment of loans and
receivables
The Group raises a provision for impairment of loans and
receivables when there is objective evidence of impairment.
The evaluation process involves estimates and judgements
and any changes will directly impact the level of provision
ascertained.
A. Description of segments
Business segments
The business activities of the Group have been segregated
into business segments based on legal entities and
reviewed by management accordingly. The business
segments are as follows:
Financial Planning
The Group continued its specialist financial planning
operations through its subsidiary, Fiducian Financial
Services Pty Ltd.
Funds Management
The Group continues to act as an operator of an Investor
Directed Portfolio Service, Fiducian Investment Service
and as Responsible Entity for managed investment
schemes and managed discretionary accounts through
its subsidiary, Fiducian Investment Management Services
Ltd.
Administration, Corporate and Other
The administration and professional services are provided
to the Group by a subsidiary, Fiducian Services Pty Ltd.
Management views this as an operating segment. The
operations of Fiducian Portfolio Services Ltd, which
acts as a Registrable Superannuation Entity (RSE) of the
public offer superannuation fund, and Fiducian Business
Services Pty Ltd, which provided accountancy resources
services until 31 January 2019, when the business
was sold, and now provides distribution activities for
the Group, have been aggregated in this segment as
management have concluded that these segments do
not meet the quantitative thresholds required by AASB
8 Operating Segments. The figures and segments of
the previous year have been adjusted to make them
comparable with the current year.
Geographical segments
The Group operates in the geographical segments of
Australia and India. The Indian operations, which are in
the course of winding up, are not considered material for
a separate geographical segment disclosure during the
financial year 2019.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
3. Segment information (Continued)
B. Primary reporting - Business segments
Funds
Financial
Administration,
Segment
Management
Planning
Corporate & Other
Eliminations
Consolidated
$’000
$’000
$’000
$’000
$’000
2019
Revenue from external
customers
Inter-segment sales 1
Other revenue
Total segment revenue
Profit from ordinary activities
before income tax expense
Income tax expense
Profit from ordinary activities
after income tax expense
Segment assets
Segment liabilities
Acquisitions of plant and
equipment, intangible and
other non-current segment
assets
Depreciation, amortisation
and impairment
17,465
(3,735)
120
13,850
17,165
(600)
271
16,836
8,574
(729)
14,297
4,335
86
18,718
6,434
-
-
-
-
-
8,724
2,182
31,316
6,939
17,358
4,225
(11,509)
(2,283)
-
-
6,228
1,552
(151)
234
-
-
48,927
-
477
49,404
14,279
(3,929)
10,350
45,889
11,063
6,077
1,786
1 Intersegment sales for the current period represents internal service charges from the Administration entity to other business lines.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
3. Segment information (Continued)
B. Primary reporting - Business segments (Continued)
Funds
Financial
Administration,
Segment
Management
Planning
Corporate & Other
Eliminations
Consolidated
$’000
$’000
$’000
$’000
$’000
2018
Revenue from external
customers
Inter-segment sales 1
Other revenue
Total segment revenue
Profit from ordinary activities
before income tax expense
Income tax expense
Profit from ordinary activities
after income tax expense
Segment assets
Segment liabilities
Acquisitions of plant and
equipment, intangibles and
other non-current segment
assets
Depreciation, amortisation
and impairment
15,631
(3,000)
109
12,740
15,849
(276)
271
15,844
7,595
(817)
13,958
3,276
55
17,289
6,659
-
-
-
-
-
9,163
5,147
24,697
5,114
17,926
1,168
(11,225)
(1,999)
-
-
1,251
1,305
69
91
-
-
45,438
-
435
45,873
13,437
(4,239)
9,198
40,561
9,430
1,320
1,396
1 Intersegment sales for the current period represents internal service charges from the Administration entity to other business lines.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
3. Segment information (Continued)
C. Other segment information
(i) Segment revenue
Sales between segments are carried out at arm’s length and are eliminated on consolidation. The revenue from external
parties reported to the board is measured in a manner consistent with that in the statement of comprehensive income.
Segment revenue reconciles to total revenue from continuing operations as follows:
Total revenue from continuing operations (Note 4)
Consolidated
2019
$’000
48,927
2018
$’000
45,438
The Group is domiciled in Australia. The amount of its revenue from external customers in Australia is $48,927,000
(2018: $45,438,000).
(ii) Segment assets
The amounts provided to the board with respect to total assets are measured in a manner consistent with that of the
financial report. These assets are allocated based on the operations of the segment and the physical location of the asset.
All assets are located in Australia and in India. The Indian assets are not material.
(iii) Segment liabilities
The amounts provided to the board with respect to total liabilities are measured in a manner consistent with that of the
financial report. These liabilities are allocated based on the operations of the segment.
4. Revenue from ordinary activities
From continuing operations
Sales revenue
Fees received 1
Other
Revenue from ordinary activities
1 Includes expense recovery fee of $3,800,000 (2018 : $3,826,000). For details refer to Note 6.
5. Other income
Interest received/receivable
Other income
Consolidated
2019
$’000
47,929
998
48,927
Consolidated
2019
$’000
477
477
2018
$’000
44,605
833
45,438
2018
$’000
435
435
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
6. Expenses
Consolidated
Profit before income tax includes the following expenses:
a) Amortisation, depreciation, and impairment expense
Amortisation
Capitalised computer software
Client portfolio acquisition costs
Total amortisation
Depreciation
Furniture, office equipment and computers
Leasehold improvements
Total depreciation
Impairment
Goodwill
Total impairment
Total amortisation, depreciation and impairment expense
b) Other expenses
Professional services
Sales, marketing and travel
Rental expense relating to operating leases
Premises and equipment
Communication and computing
Printing and stationery
Auditors remuneration (Note 25)
Regulatory fees
Administration and other
Expense Recovery 1
Total other expenses
2019
$’000
5
1,497
1,502
35
54
89
195
195
1,786
440
2,029
1,073
633
808
262
755
332
1,977
(800)
7,509
2018
$’000
9
1,307
1,316
26
54
80
-
-
1,396
458
1,402
1,071
192
757
231
562
352
2,089
(619)
6,495
1 Under the administration agreement entered into by the Trustee, Fiducian Portfolio Services Limited, on behalf of Fiducian Superannuation
Service (FSS) with Fiducian Services Pty Ltd (‘the administrator’), the expenses of FSS are paid on the Trustee’s behalf by the administrator and
are reimbursed by FSS by way of an Expense Recovery Fee. Additional out of pocket expense reimbursements of $445,297 (2018: $224,059)
have been included in Expense recovery in Note 6(b). For the current year the Expense Recovery Fee of $3,800,000 (2018: $3,826,000) has
been included in Revenue from ordinary activities in Note 4 as part of Fees received.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
7. Income tax expense
Consolidated
a) Income tax expense
Current tax
Deferred tax
Income tax expense
Deferred income tax (revenue)/expense included in income tax expense comprises:
(Increase)/Decrease in deferred tax assets (Note 14)
(Decrease) in deferred tax liabilities (Note 18)
Deferred tax
b) Numerical reconciliation of income tax expense to prima facie tax payable
Profit from continuing operations before income tax expense
Tax at the Australian tax rate of 27.5% (2018: 30%)
Tax effect of amounts which are not deductible/(taxable) in calculating taxable income:
Entertainment
Sundry items
Income tax (over)/under provided in previous year
Income tax expense
c) Tax consolidation legislation
2019
$’000
4,728
(799)
3,929
(248)
(551)
(799)
14,279
3,927
54
76
(128)
3,929
2018
$’000
4,620
(381)
4,239
6
(387)
(381)
13,437
4,031
51
48
109
4,239
Fiducian Group Limited and its wholly owned subsidiaries have formed a tax consolidated group. As a consequence these financial
statements have been prepared on a tax-consolidated basis where the head entity has assumed the tax liabilities initially recognised by the
standalone taxpayers.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
8. Dividends
Final ordinary fully franked dividend for the year ended 30 June 2018 of 11.00 cents
(2017: Fully franked 8.90 cents) per share paid on 12 September 2018.
Interim ordinary fully franked dividend for the year ended 30 June 2019 of 11.00 cents
(2018: Fully franked 9.00 cents) per share paid on 14 March 2019.
Total dividends paid during the year
Consolidated
2019
$’000
3,447
3,448
6,895
2018
$’000
2,783
2,814
5,597
Subsequent to the end of the financial year, the directors of the parent entity, Fiducian Group Limited have declared a
final fully franked dividend for the year ended 30 June 2019 of 11.3 cents per ordinary share held on 28 August 2019 and
payable on 11 September 2019.
Franked dividends
The franked portions of the final dividends recommended after 30 June 2019 will be franked out of existing franking credits.
Franking credits available for the subsequent financial year based on a tax rate of 27.5%
Consolidated
2019
$’000
15,878
2018
$’000
13,688
The above amounts represent the balances of the franking account as at the end of the financial year, 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 payment of dividends recognised as a liability at the reporting date
(c) franking credits that will arise from the receipt of dividends recognised as receivables at the reporting date
The consolidated amounts include franking credits that would be available to the parent entity if distributable profits from
subsidiaries were paid as dividends.
The impact on the franking account of the dividend recommended by the directors since year end, but not recognised as a
liability at year end, will be a reduction in the franking account of approximately $1,347,696 (2018: $1,303,572).
9. Current assets – Cash and cash equivalents
Cash at bank and in hand
Balance at end of the year
Consolidated
2019
$’000
11,792
11,792
2018
$’000
13,885
13,885
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
10. Current assets – Trade and other receivables
Consolidated
Amounts receivable from related entities:
Related trusts
Business development loans *
Staff loans *
Other
Prepayments
Advance to acquire a business
Less: provision for impairment of receivables
* Refer to Note 11 for the non-current portion of these receivables.
Movement in provision for impairment of receivables
Balance at beginning of the year
Additional provision during the year
Balance at end of the year
2019
$’000
4,038
534
3
835
385
3,399
9,194
(500)
8,694
(464)
(36)
(500)
2018
$’000
3,818
410
3
1,067
142
-
5,440
(464)
4,976
(287)
(177)
(464)
At 30 June 2019, a provision for impairment exists for trade receivables outstanding greater than 120 days where
management considers that the receivable is impaired. There is no material loss expected, other than the provisions made.
Information about the Group’s exposure to interest rate risk in relation to trade and other receivables is provided in Note 32.
11. Non-current assets – Loan receivables
Business development loans *
Staff loans *
Less: provision for impairment of loans
Movement in provision for impairment of receivables
Balance at beginning of the year
Change on initial application of AASB 9
Restated balance at beginning of the year
Additional provision during the year
Balance at end of the year
Consolidated
2019
$’000
5,699
5
(554)
5,150
(188)
(366)
(554)
-
(554)
2018
$’000
5,916
10
(188)
5,738
(128)
-
(128)
(60)
(188)
* Refer to Note 10 for the current portion of these receivables.
A. Impaired receivables and receivables past due but not impaired
$366,000 has been provided against business development loans in the current year as an opening adjustment resulting
from application of AASB 9 (Refer to Note 1-W) resulting in a total provision $554,000. (2018: $188,000).
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
11. Non-current assets – Loan receivables (Continued)
B. Fair values
The fair values and carrying values of non-current receivables of the Group are as follows:
Business development loans *
Staff loans *
2019
2018
Carrying amount
Fair value
Carrying amount
Fair value
$’000
5,145
5
5,150
$’000
5,145
5
5,150
$’000
5,728
10
5,738
$’000
5,728
10
5,738
* Business development loans and staff loans are carried at amortised cost; their carrying value is a reasonable approximation of fair value.
12. Investment in Subsidiaries
The Group’s principal subsidiaries as at 30 June 2019 are set out below.
Country of
Equity Holding
Name of Entity
Incorporation
Class of Shares
Fiducian Investment Management Services Ltd (FIM) 1
Fiducian Portfolio Services Ltd (FPS) 2
Fiducian Services Pty Ltd (FSL) 3
Fiducian Financial Services Pty Ltd (FFS) 4
Fiducian Business Services Pty Ltd (FBS) 5
Australia
Australia
Australia
Australia
Australia
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
%
100
100
100
100
100
1 The company acts as the Responsible Entity for the Fiducian Funds and Managed Discretionary Accounts, and is the operator of the
Fiducian Investment Service.
2 The company acts as the Trustee for the Fiducian Superannuation Service.
3 The company provides platform administration and self-managed superannuation services to clients and corporate services to other
entities within the Group.
4 The principal activity of the company is the development of a specialist financial planning services network.
5 The principal activity of the company was to provide bookkeeping, accounting and tax processing services until 31 January 2019 when
the business was sold. The company has been restructured and is now responsible for the distribution activities on behalf of the Group.
In addition to the above subsidiaries, Fiducian Business Services Pty Ltd has a 90% equity investment in Fiducian
Resourcing Services Pvt Ltd, a company incorporated in India, providing accounting and tax processing services to the
Group. The operations of this company, which are in the process of being wound up, are not considered material to the
Group in 2019.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
13. Non-current assets – Property, plant & equipment
Plant and Equipment
Furniture, office equipment and computers
Less: accumulated depreciation/amortisation
Total plant and equipment
Movements
Consolidated
2019
$’000
1,716
(1,544)
172
Reconciliation of the carrying amount of each class of property, plant and equipment are set out below.
Furniture
and Office
Leasehold
Equipment
Computers
Improvements
$’000
$’000
$’000
At 30 June 2017
Cost
Accumulated depreciation/amortisation
Net book amount
Year ended 30 June 2018
Opening net book amount
Additions
Depreciation/amortisation charge
Closing net book amount
At 30 June 2018
Cost
Accumulated depreciation/amortisation
Net book amount
Year ended 30 June 2019
Opening net book amount
Additions
Depreciation/amortisation charge
Closing net book amount
At 30 June 2019
Cost
Accumulated depreciation/amortisation
Net book amount
295
(237)
58
58
-
(14)
44
295
(251)
44
44
5
(13)
36
300
(264)
36
468
(441)
27
27
44
(13)
58
512
(454)
58
58
70
(22)
106
582
(476)
106
835
(697)
138
138
-
(54)
84
834
(750)
84
84
-
(54)
30
834
(804)
30
2018
$’000
1,641
(1,455)
186
Total
$’000
1,598
(1,375)
223
223
44
(81)
186
1,641
(1,455)
186
186
75
(89)
172
1,716
(1,544)
172
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
14. Non-current assets – Deferred tax assets
Consolidated
The balance comprises temporary differences attributable to:
Doubtful debts
Employee benefits
Accrued expenditure
Provision for audit and taxation services
Provision for FBT
Restructure expenses
Deferred tax assets before set off
Set off against deferred tax liabilities (Note 18)
Movements:
Opening balance at 1 July
Taken to the statement of comprehensive income
Deferred tax assets before set off
Set off against deferred tax liabilities
15. Non-current assets – Intangible assets
Deferred expenditure
Capitalised expenditure – computer software
Less: Accumulated amortisation
Client portfolios
Cost of acquisition of client portfolios
Less: Accumulated amortisation
Goodwill
Goodwill on acquisition
Less: Impairment/amortisation
Total intangible assets
2019
$’000
317
596
348
140
9
37
1,447
(1,447)
-
1,199
248
1,447
(1,447)
-
Consolidated
2019
$’000
5,029
(5,028)
1
18,143
(6,604)
11,539
9,200
(659)
8,541
20,081
2018
$’000
196
573
215
130
11
74
1,199
(1,199)
-
1,205
(6)
1,199
(1,199)
-
2018
$’000
5,029
(5,023)
6
14,028
(5,593)
8,435
7,799
(464)
7,335
15,776
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
15. Non-current assets – Intangible assets (Continued)
A. Amortisation and impairment movements
Movements in each category are set out below:
Acquisition of
Goodwill on
Client Portfolios
Acquisition
Capitalised
Computer
Software
At 30 June 2017
Cost
Accumulated amortisation/impairment
Net book amount
Year ended 30 June 2018
Opening net book amount
Additions 1
Amortisation charge 3
Closing net book amount
At 30 June 2018
Cost
Accumulated amortisation/impairment
Net book amount
Year ended 30 June 2019
Opening net book amount
Additions 1
Sale of business 2
Amortisation/impairment charge 3
Closing net book amount
At 30 June 2019
Cost 4
Accumulated amortisation/impairment 4
Net book amount
$’000
12,949
(4,286)
8,663
8,663
1,079
(1,307)
8,435
14,028
(5,593)
8,435
8,435
4,776
(175)
(1,497)
11,539
18,143
(6,604)
11,539
$’000
7,600
(464)
7,136
7,136
199
-
7,335
7,799
(464)
7,335
7,335
1,401
-
(195)
8,541
9,200
(659)
8,541
$’000
5,029
(5,014)
15
15
-
(9)
6
5,029
(5,023)
6
6
-
-
(5)
1
5,029
(5,028)
1
Total
$’000
25,578
(9,764)
15,814
15,814
1,278
(1,316)
15,776
26,856
(11,080)
15,776
15,776
6,177
(175)
(1,697)
20,081
32,372
(12,291)
20,081
1 Capitalised computer software costs includes an internally generated intangible asset. The assets in this category have been amortised
on the basis of 5 year useful life.
2 On 1 February 2019, the client portfolio relating to the accountancy business was sold for $163,417. At the time of sale, the book value
of this portfolio was $137,280 ($175,100 at 1 July 2018), the related goodwill was $194,768 and related deferred tax liability was $27,825.
The overall loss therefore from the transaction was $140,806.
3 Amortisation/impairment of $1,697,000 (2018 : $1,316,000) is included in amortisation, depreciation and impairment expense in the
statement of comprehensive income.
4 Excludes original cost and accumulated amortisation of the accountancy business sold during the year.
B. Impairment tests for goodwill and client portfolios
Goodwill and client portfolios are allocated to the financial planning business reportable segment which has been identified
as the applicable cash-generating unit (CGU). The CGU is the lowest level within the entity at which the goodwill and client
portfolios are monitored for internal management purposes on an ongoing basis. The recoverable amount of the CGU is
determined based on market value calculations. These calculations apply income multiples consistent with the market
valuations of similar financial services businesses to recurring revenue from the CGU at the year end, less cost to sell.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
15. Non-current assets – Intangible assets (Continued)
C. Impact of reasonably possible changes in key assumptions
The estimates and judgments included in the fair value calculations are based on historical experience, observed transactions
in the market for similar financial services businesses and other factors, including management’s and the Directors’
expectations of future events that are believed to be reasonable under the current circumstances. Other than (D) below there
has been no impairment recognised for the Group’s CGUs in the impairment assessment performed at 30 June 2019. The
key assumption made in the assessment of impairment of goodwill is the income multiple applied to recurring revenues.
The income multiple assumption is compared to market each year and adjusted appropriately. In the current year, there has
been considerable volatility of income multiples observed in the market, with the industry affected by the findings of the Royal
Commission into Misconduct in the Banking, Superannuation and Financial Services Industry and potential future regulation.
Based on management’s current assessment, the recoverable amount of the Group’s CGU exceeds the carrying amount by
$3.7 million. A change in assumption of 0.5 times would be required before the carrying value of the CGU would exceed the
recoverable amount.
D. Impairment charge
During the year, an impairment charge of $194,768 was recorded against goodwill relating to the sale of the accountancy
resource business (2018: Nil).
E. Business Combination
During the year the Group had made the following acquisitions:
Segment
Fiducian entity
Date
Purchased
Vendor staff employed by Group
Maximum purchase price
Paid by 30 June 2019
Deferred consideration at 30 June 2019
Value attributed on the Statement of Financial Position
as at 30 June 2019
Financial
Planning
Financial
Planning
Financial
Planning
Fiducian Financial
Services Pty Ltd
Fiducian Financial
Services Pty Ltd
Fiducian Financial
Services Pty Ltd
8 Dec 2018
17 Dec 2018
4 Jul 2018
Client portfolio
Client portfolio
Client portfolio
Yes
$1,778,195
$1,071,029
$707,166
Yes
$2,389,461
$1,556,650
$832,811
Yes
$617,567
$605,871
-
100%
100%
100%
Business combination or asset only
Business Combination
Business Combination
Business Combination
Provisional fair value of assets recognized
as a result of acquisition are as follows:
Intangible assets
Deferred tax liabilities
Net identifiable assets acquired
Goodwill
Net assets acquired
$1,778,195
($499,176)
$1,279,019
$499,176
$1,778,195
$2,389,461
($716,838)
$1,672,623
$716,838
$2,389,461
$605,871
($185,270)
$420,601
$185,270
$605,871
While each acquistion is considered on its own merits, a number of synergies are expected to result once the business
combination has been fully implemented. This may include leverage from the existing scale Fiducian has from its infrastructure
in Risk, Compliance, IT, Legal, Finance and other support functions, products and processes.
The acquired businesses did not contribute significantly to the Group’s current year profits. However if the acquisitions had
taken place on 1 July 2018, management estimate a maximum revenue impact of $1,577,228 from the acquisitions for the
year ended 30 June 2019. It is not practicable to estimate the profit contribution given the significant change in the cost bases
to the operation of the business once within the Fiducian Group.
Under the terms of the agreement for the acquistions the deferred consideration may be reduced in respect of any clients that
have not transferred to the Group within the period specified in the agreements or should the recurring income be lower than
contracted for.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
16. Current liabilities – Trade and other payables
Trade payables
Other payables 1,2
Client portfolio deferred settlement
Annual leave entitlements accrued
Long service leave entitlements accrued
Total trade and other payables
Consolidated
2019
$’000
2,179
2,638
1,604
649
869
7,939
2018
$’000
2,032
2,319
198
705
827
6,081
Information about the Group’s exposure to credit and interest rate risk is shown in Note 32.
1 Includes provision for fee for no service of $100,000 (2018: Nil).
2 Other payables include retirement benefits payable to planners covered under salary agreements with Fiducian Financial Services Pty
Limited. Under the terms of the agreement with certain long serving salaried financial planners, those planners are entitled to a service
fee subsequent to their retirement from the Company, under conditions designed to protect the Company’s client base. Eligibility to
this service fee is based on service period and payment is subject to further ongoing conditions, including client retention, provision of
support services to the entity to achieve this aim. The benefit is personal to the planner, is not transferable, can be stopped by or repaid
to Fiducian Financial Services Pty Ltd should there be a breach of conditions, and will be reduced if the planner purchases some or all
of their client base at or after retirement. This arrangement has been accounted for in accordance with AASB 119 Employee Benefits.
17. Current liabilities – Current tax liabilities
Income tax
Total current tax liabilities
Consolidated
2019
$’000
696
696
2018
$’000
1,460
1,460
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
18. Non-current liabilities – Deferred tax liabilities
Consolidated
The balance comprises temporary differences attributable to:
Amounts recognised in profit and loss:
Amortisation, depreciation and impairment
Deferred tax liabilities before set off
Set off against deferred tax assets (Note 14)
Net deferred tax liabilities
Movements:
Opening balance at 1 July
Addition during the year
Taken to the statement of comprehensive income
Deferred tax liabilities at 30 June before set off
Set off against deferred tax assets
Net deferred tax liabilities
Expiration of net deferred tax liabilities
within 12 months
after 12 months
Total deferred tax liabilities
19. Non-current liabilities – Provisions
Client portfolio deferred settlement - payments
Employee benefits - long service leave
Total provisions
2019
$’000
3,407
3,407
(1,447)
1,960
2,556
1,402
(551)
3,407
(1,447)
1,960
523
1,437
1,960
Consolidated
2019
$’000
-
468
468
2018
$’000
2,556
2,556
(1,199)
1,357
2,625
318
(387)
2,556
(1,199)
1,357
413
944
1,357
2018
$’000
154
378
532
The provision for long service leave includes all pro-rata entitlements where employees have not yet completed the
required period of service and also those where employees are entitled to pro-rata payments. The entire amount is
presented as non-current as no material amounts are expected to be settled within the next 12 months.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
20. Contributed equity
A. Share Capital
Ordinary shares - fully paid
Total share capital
B. Movements in ordinary share capital
Date
Details
1 July 2017
Opening balance
Shares bought back-on market and cancelled
30 June 2018
Balance
Shares issued on exercise of options
30 June 2019
Balance
Number of shares
31,264,368
(21,745)
31,242,623
200,000
31,442,623
Consolidated
2019
$’000
7,636
7,636
Average
price
-
$4.55
-
$2.98
-
2018
$’000
7,041
7,041
$’000
7,141
(100)
7,041
595
7,636
C. Ordinary shares
D. Share buy-back
Ordinary shares entitle the holder to participate in dividends
and the proceeds on winding up of the company in
proportion to the number of and amount paid on the shares
held.
On a show of hands every holder of ordinary shares present
at a meeting in person or by proxy is entitled to one vote,
and upon a poll each share is entitled to one vote.
Between 1 July 2018 and 30 June 2019, the Company did
not purchase and cancel any ordinary shares on-market.
At 30 June 2019, 478,255 shares remained available to be
repurchased under the most recently announced buy back
notice to the ASX.
E. Options
Information relating to Fiducian Group Employee and
Director options issued, exercised and lapsed during the
year is set out in Note 24.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
20. Contributed equity (Continued)
F. Capital risk management
The Group’s objectives when managing capital of the wholly
owned subsidiaries within the Group are to safeguard
its ability to continue as a going concern, to individually
continue to meet externally imposed capital requirements
of APRA and ASIC under its Registrable Superannuation
Entity (RSE) License, Responsible Entity (RE) License and
their Australian Financial Services (AFS) License, and to
continue to provide returns to shareholders and benefits to
other stakeholders.
In order to maintain or adjust the capital structure, the
Group may adjust the amount of dividends paid to
shareholders, return capital to shareholders via an on-
market share buy-back, or issue new shares upon exercise
of outstanding options. There has been no borrowing to
maintain capital adequacy.
21. Reserves
The externally imposed requirements are:
a. Under its ASIC RE licence, the RE, Fiducian Investment
Management Services Limited, must maintain
$5,000,000 net tangible assets at all times during the
financial year.
b. Under its AFS licence, Fiducian Portfolio Services
Limited must maintain $150,000 cash at all times
during the financial year.
The requirements under the AFS License and RE License
are maintained by placing cash on deposit with an ADI. The
requirement under the AFS License is reported to the Board
at each quarterly meeting.
Movements
Share-based payments reserve
Balance at 1 July
Option expense
Transfer to retained profits (on exercise of options)
Balance at 30 June
Consolidated
2019
$’000
130
11
(119)
22
The share-based payments reserve is used to recognise the fair value of options issued but not exercised.
22. Retained profits
Movements
Balance at 1 July
Change on initial application of AASB 9
Restated balance at 1 July
Net profit for the year
Dividends paid (Note 8)
Transfer from share-based payment reserve (on exercise of options)
Balance at 30 June
Consolidated
2019
$’000
23,960
(366)
23,594
10,350
(6,895)
119
27,168
2018
$’000
120
10
-
130
2018
$’000
20,359
-
20,359
9,198
(5,597)
-
23,960
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
23. Key management personnel disclosures
A. Key management personnel
Short-term employee benefits
Post-employment benefits
Share-based payment
Total payments to key management personnel
Consolidated
2019
$
813,062
34,571
11,045
858,678
2018
$
837,330
33,932
45,278
916,540
Detailed remuneration disclosures are provided in sections A-E of the Remuneration Report contained in the Directors’ Report.
B. Equity instrument disclosures relating to key management personnel
(i) Options provided as remuneration and shares issued on exercise of such options, together
with terms and conditions of the options, can be found in section D of the Remuneration
Report.
(ii) Option holdings
The number of options over ordinary shares in the Company held during the financial year by each director of Fiducian
Group Limited, including their personally related and associated entities, are set out below.
2019
Name
I Singh 1
Balance at
the start of
the year
200,000
Granted during
the year as
remuneration
35,000
Exercised
200,000
Lapsed during
the year
Balance at the
end of the year
Vested and
exercisable
-
35,000
-
1 Under the terms of his employment Mr I Singh is not entitled to any options relating to the current year. Options granted during the year
are in respect of the entitlement relating to the year ended 30 June 2018.
2018
Name
I Singh 1
Balance at
the start of
the year
100,000
Granted during
the year as
remuneration
Exercised
Lapsed during
the year
Balance at the
end of the year
-
100,000
-
200,000
Vested and
exercisable
100,000
1 Under the terms of his employment Mr I Singh was entitled to 35,000 options relating to the year ended 30 June 2018. These were
subject to approval at the Annual General Meeting on 25 October 2018 and were issued subsequent to 30 June 2018. Therefore, these
have not been included in the table. Options granted during the year ended 30 June 2018 are in respect of the entitlement relating to the
year ended 30 June 2017.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
23. Key management personnel disclosures (Continued)
B. Equity instrument disclosures relating to key management personnel
(Continued)
(iii) Shareholdings
The number of shares in the Company held during the financial year by each director of Fiducian Group Limited, including
their personally related and associated entities, are set out below. There were no shares granted during the period as
compensation.
2019
Name
I Singh
R Bucknell
F Khouri
S Hallab
2018
Name
I Singh
R Bucknell
F Khouri
S Hallab
Balance at the start of
the year
Received during the year
on the exercise of options
Other changes during the
year
Balance at the end of the
year
10,523,851
583,000
268,323
31,000
200,000
-
-
-
-
-
-
21,477
10,723,851
583,000
268,323
52,477
Balance at the start of
the year
Received during the year
on the exercise of options
Other changes during the
year
Balance at the end of the
year
10,523,851
583,000
268,323
-
-
-
-
-
-
-
-
31,000
10,523,851
583,000
268,323
31,000
Shares provided on exercise of options
During the year 200,000 ordinary shares were issued as a result of the exercise of remuneration options by the Executive
Chairman of Fiducian Group Limited (2018: Nil). No amounts are unpaid on any shares issued on the exercise of options.
C. Loans to directors
No loans were made to directors during the financial year (2018: Nil). Details of loans to related parties of the directors have
been disclosed in Note 28 Related Party Transactions.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
23. Key management personnel disclosures (Continued)
D. Other transactions with key management personnel
A director, Mr. R Bucknell, is a director of Hunter Place
Services Pty Ltd, a company which provides his services as
a director to the Group.
A director, Mr. F Khouri, is an authorised representative
under the Fiducian Financial Services Pty Ltd Australian
Financial Services Licence and is a director and
shareholder of Hawkesbury Financial Services Pty Ltd,
which is a franchisee of Fiducian Financial Services Pty Ltd.
Hawkesbury Financial Services Pty Ltd places business
with and receives financial planning remuneration from the
Group. All transactions are on normal commercial terms
and conditions.
A director, Mr. S Hallab was paid director’s fees for his
personal contribution to the Board.
Aggregate amounts of each of the above types of other transactions with directors of Fiducian Group Limited:
Directors’ fees and committee fees
Financial planning fees paid or payable
Total payments relating to other transactions with key management personnel
Consolidated
2019
$
272,633
205,824
478,457
2018
$
276,222
207,417
483,639
Details of these fees and explanations for the increase have
been provided in the Remuneration report included in the
Director’s report.
No option holder has any right under the options to
participate in any other share issue of the company or any
other entity until after the exercise of the option.
Shares under option
Shares issued on the exercise of options
Unissued ordinary shares of Fiducian Group Limited under
option at the date of this report are disclosed in Note 24 of
the financial report.
The details of ordinary shares of Fiducian Group Limited
issued during the year ended 30 June 2019 on the exercise
of options granted under The Fiducian Group Limited
Employee and Director Share Option Plan is disclosed
under Note 24 to the financial report.
24. Share based payments
A. Employee and director share option plan (ESOP)
exercise period and expiry, and adjustments in the event of
capital restructuring. The directors have resolved that the
ESOP no longer applies to non-executive directors.
Options are granted under the plan for no consideration.
Employee options are granted for a five-year period where
35% vest after one year, a further 45% vest after two years
and the balance vest after three years. Director options
vest after one year. Options granted under the plan carry
no dividend or voting rights. When exercisable, each option
is converted into one ordinary share on payment of the
exercise price.
The establishment of the Fiducian Group Limited ESOP
was approved by shareholders at the 2000 Annual General
Meeting. The ESOP is designed to provide long-term
incentives for senior managers and directors to deliver
long-term shareholder returns. Under the plan, participants
are granted options which only vest if certain performance
standards are met. Participation in the plan is at the Board’s
discretion and no individual has a contractual right to
participate in the plan or receive any guaranteed benefits.
The parent entity has established the ESOP, which is
designed to provide incentives to employees and directors.
All grants of options under the ESOP are subject to
compliance with the Corporations Act 2001 and ASX Listing
Rules.
The directors may, from time to time, determine which
employees and directors may participate in the ESOP, and
the number of options that may be issued to them. The
directors have an absolute discretion to determine who will
participate and the number of options that may be issued.
The ESOP provides for an upper limit on the number
of options that may be outstanding, the exercise price,
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
24. Share based payments (Continued)
The exercise price of options is based on the volume
weighted average price at which the Company’s shares
are traded on the Australian Securities Exchange during
the month preceding the date the options are granted.
During the year, 35,000 options @ $4.35 were issued (2018:
100,000 @ $3.77) to the Executive Chairman in respect of
his entitlement relating to financial year ended 30 June 2018
and no employee options expired during the same period
(2018: Nil).
Subject to prior approval by shareholders, the Company
may issue each year a maximum of 100,000 options to
the executive director for each year of service, subject to
performance criteria being met in accordance with his
executive agreement. The Directors have resolved not to
issue any options (2018: 35,000 options) to the Executive
Chairman in respect of the year ended 30 June 2019. Since
no options were issued in the current year, the assessed
fair value at reporting date of the share based payments
during the year ended 30 June 2019 was nil per option
(2018: $0.72). The fair value at reporting date has been
independently calculated using the Black Scholes pricing
model. The assumptions included in the valuation of these
options include a risk-free-interest rate, a nil dividend yield
on the ordinary shares of the Company and a volatility in the
Company’s share price of 30% based on historical share
price.
Set out below are summaries of options granted under
various option plans:
Vested &
Grant
Expiry
Exercise
Start of the
During the
During the
During the
End of the
at the End of
Balance at
Granted
Exercised
Lapsed
Balance at
Exercisable
Date
Date
Price
Consolidated 2019
ESOP-Executive Chairman
20 Oct 16
20 Oct 21
20 Oct 17
20 Oct 22
25 Oct 18
25 Oct 23
$2.18
$3.77
$4.35
Weighted average exercise price
Year
Number
Year
Number
Year
Number
Year
Number
Year
Number
Year
Number
100,000
100,000
-
200,000
$2.98
-
-
35,000
35,000
$4.35
100,000
100,000
-
200,000
-
-
-
-
-
-
-
-
35,000
35,000
$4.35
-
-
-
-
-
The volume of weighted average remaining contractual life of share options outstanding at the end of the period was 4.32
years (2018 : 3.81 Years).
Grant
Expiry
Exercise
Start of the
During the
During the
During the
End of the
at the End of
Balance at
Granted
Exercised
Lapsed
Balance at
Exercisable
Date
Date
Price
Consolidated 2018
ESOP-Executive Deputy Chairman
20 Oct 16
20 Oct 21
20 Oct 17
20 Oct 22
$2.18
$3.77
Weighted average exercise price
Year
Number
100,000
-
100,000
$2.18
Year
Number
-
100,000
100,000
$3.77
Year
Number
Year
Number
Year
Number
-
-
-
-
-
-
-
-
100,000
100,000
200,000
$2.98
Year
Number
100,000
-
100,000
-
Vested &
The volume weighted average remaining contractual life of share options outstanding at the end of the period was 3.81
years (2017: 4.31 Years).
B. Expenses arising from share-based payment transactions
Expenses of $11,045 (2018: $45,278) arising from share-based payment transactions were recognised during the period
as part of employee benefit expense. This expense is in respect of option entitlements relating to the year ended 30 June
2018 expensed over the term in accordance with the accounting standards.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
25. Remuneration of auditors
During the year the following fees were paid or payable for services provided by the auditor of the parent entity and its
related practices:
Audit services
PricewaterhouseCoopers Australian firm:
(i) Audit and other assurance services
Audit and review of financial statements
Other assurance services
(ii) Taxation services
Tax compliance services and agreed upon procedures
Consolidated
2019
$
2018
$
199,105
418,779
617,884
137,200
137,200
142,447
419,498
561,945
-
-
Total remuneration
755,084
561,945
It is the Group’s policy to employ PricewaterhouseCoopers on assignments additional to its statutory audit duties where
PricewaterhouseCoopers’ expertise and experience with the Group are important, on the proviso that the auditor’s
independence is not affected.
Additionally, we have carried out an enterprise wide
investigation over six months to ensure that fees have only
been charged when a service has been provided. While
management is confident in its procedures and controls, a
provision of $100,000 has nevertheless been provided for in
these financial statements and has been disclosed in Note 16.
26. Contingent liabilities
The parent entity and Group had contingent liabilities at
30 June 2019 in respect of bank guarantees for property
leases of parent and group entities amounting to $602,547
(2018: $590,357).
Royal Commission
In February 2019, the Royal Commission into Misconduct
in Banking, Superannuation and Financial Services Industry
delivered its final report. Some themes included obeying
the law and delivering services that are fit for purpose.
Specifically, a major point of discussion was the charging
of fees without the provision of advice. Our compliance
and legal teams have conducted extensive reviews into this
matter, with no systemic issues being identified.
We credit this to compliance with the following processes:
• We have a strict compliance framework and code of
conduct expected from our financial planners, who
also participate in training programs for professional
development
• We carry out frequent reviews of compliance with
the law and appropriateness of financial planning
strategies. These are conducted randomly and as
well through face-to-face meetings by our compliance
team and practice development managers
• We have mandated since inception that all financial
planners must provide regular reviews to their clients’
portfolios which is part of our operating culture
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
27. Commitments for expenditure
A. Capital expenditure
Commitment payable within one year
B. Operating leases
Consolidated
2019
$’000
-
2018
$’000
-
The Group leases various offices under non-cancellable operating leases expiring within 12 months to four years. The
leases have varying terms, escalation clauses and renewal rights. On renewal, the terms of leases are renegotiated.
Consolidated
2019
$’000
813
297
1,110
2018
$’000
1,021
565
1,586
Payable within one year
Payable later than one year but not later than 5 years
Total operating lease commitments
28. Related-party transactions
A. Parent entity
The parent entity within the Group is Fiducian Group Limited at year end.
B. Subsidiaries
Interests in subsidiaries are set out in Note 12.
The consolidated financial report incorporates the assets, liabilities and results of the subsidiaries set out in Note 12 in
accordance with the accounting policy described in Note 1-B.
C. Key management personnel
Disclosures relating to key management personnel are set out in Note 23.
D. Transactions with related parties
(i) Transactions between the Group and other related entities
a. Operator fee income received from related trusts
b. Trustee fee income received from related trusts
c. Recovery of group costs from related trusts
d. Collection of fees by Responsible entities from the related funds and Managed Discretionary Accounts
The above transactions were on normal commercial terms and conditions and at market rates. All transactions between
Group entities are eliminated on consolidation.
(ii) Transactions with related parties of directors
a. Financial planning fees paid by Fiducian Financial Services Pty Limited to entities associated with the directors
b. Financial planning fees paid by Fiducian Financial Services Pty Limited to entities associated with relatives of the
directors
c. Loans to related parties of directors
The above transactions were on normal commercial terms and conditions and at market rates.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
28. Related-party transactions (Continued)
D. Transactions with related parties (Continued)
The following transactions occurred with related parties:
Related trusts
Fiducian Investment Service
Operator fees income
Expense recovery
Fiducian Superannuation Service
Operator fees income
Expense recovery
Fiducian Funds
Operator fees income
Expense recovery
Entities associated with directors or their relatives
Hawkesbury Financial Services Pty Ltd 2
Financial planning fees paid
Fiducian Financial Services Bondi Junction Pty Ltd 3
Financial planning fees paid
Consolidated
Ownership
Interest 1
Nil
Nil
Nil
2019
$
2018
$
6,279,584
283,624
5,699,653
322,266
16,833,620
4,245,297
15,806,889
3,946,610
17,465,219
15,630,767
270,000
270,000
205,824
207,417
123,669
134,343
1 “Ownership Interest” means the percentage of capital of the Company held directly and/or indirectly through another entity by Fiducian
Group Limited.
2 Payments to Franchisee associated with director, F Khouri in the normal course of business in arm’s length transactions.
3 Payments to Franchisee associated with a relative of R Bucknell, in the normal course of business in arm’s length transactions.
Loans to Related Parties of
Balance at
Payable for the
During the
Balance at
KMP in This
Directors
1 July 2018
Year
Year
30 June 2019
Aggregation
Interest Paid/
Repaid
Number of
$
$
$
$
Aggregate details of staff loans made
to key management personnel of the
Group, including their close family
members and entities related to
them.
12,773
498
(5,390)
7,881
1
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
28. Related-party transactions (Continued)
E. Outstanding balances arising from sales / purchases of services
provided
The following balances are outstanding at the reporting date in relation to transactions with related parties:
Current receivables (income from related trusts)
Total current receivables
Consolidated
2019
$
3,645,417
3,645,417
2018
$
3,492,186
3,492,186
No provisions for doubtful receivables have been raised in relation to any outstanding balances, and no expense has been
recognised in respect of bad and doubtful receivables due from related parties.
29. Reconciliation of profit or loss after income tax to net cash
inflow from operating activities
Profit for the year
Non-cash employee benefit
Amortisation, depreciation, and impairment
Changes in operating assets and liabilities:
Change in accounts receivable
Change in income tax payable
Change in trade creditors
Change in other creditors
Change in deferred income tax liability
Net cash inflow from operating activities
Consolidated
2019
$’000
10,350
76
1,786
83
(763)
(96)
236
(733)
10,939
2018
$’000
9,198
117
1,396
(762)
180
372
262
(385)
10,378
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
30. Earnings per share
Earnings per share using weighted average number of ordinary shares outstanding during the
period:
A. Basic earnings per share (in cents)
Profit from continuing operations attributable to the ordinary equity and potential ordinary equity
of the company
B. Diluted earnings per share (in cents)
Profit from continuing operations attributable to the ordinary equity of the company
Consolidated
2019
2018
33.03
29.42
32.94
29.28
Consolidated
2019
Number
2018
Number
C. Weighted average number of shares used as
denominator
Weighted average number of ordinary shares used as denominator in calculating basic earnings
per share
Adjustments for calculation of diluted earnings per share options
Weighted average number of ordinary shares and potential ordinary shares used as denominator in
calculating diluted earnings per share
31,331,664
31,263,238
91,996
152,269
31,423,660
31,415,506
Consolidated
2019
$’000
2018
$’000
D. Reconciliation of earnings used in calculating
basic and diluted earnings per share
Net profit and earnings used to calculate basic and diluted earnings per share
10,350
9,198
E. Information concerning the classification of securities
Options granted to employees under the Fiducian Group Limited Employee Share Option Plan (ESOP) are considered to
be potential ordinary shares and have been included in the determination of diluted earnings per share to the extent that
they are dilutive. The options have not been included in the determination of basic earnings per share. Details relating to
the options are set out in Note 24.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
31. Events occurring after balance date / reporting date
Subsequent to the end of the financial year, the Group entered into purchase agreements to acquire two financial planning
businesses. Details are as follows:
Segment
Fiducian entity
Date
Purchased
Location
Funds under advice
Vendor staff employed by Group
Maximum purchase price
Settled by 30 June 2019
Deferred consideration at 30 June 2019
Value attributed on the Statement of Financial Position
as at 30 June 2019
Business combination or asset only
Provisional fair value of assets recognized
as a result of acquisition are as follows:
Intangible assets
Deferred tax liabilities
Net identifiable assets acquired
Goodwill
Net assets acquired
Financial
Planning
Financial
Planning
Fiducian Financial
Services Pty Ltd
Fiducian Financial
Services Pty Ltd
16 Jul 2019
1 Jul 2019
Client portfolio
Client portfolio
Victoria
Tasmania
$15,000,000
$340,000,000
No
$361,942
-
-
Nil
Yes
$3,491,332
$3,491,332
-
Nil
Business Combination
Business Combination
$361,942
($108,582)
$253,360
$108,582
$361,942
$3,491,332
($1,047,400)
$2,443,932
$1,047,400
$3,491,332
Other than this, there has not arisen in the interval between the end of the financial year and the date of this report
any item, transaction or event of a material and unusual nature likely in the opinion of the directors of the Group, to
affect significantly the operations of the Company, the results of those operations or the state of affairs of the Group in
subsequent years.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
32. Financial risk management
The Group’s activities expose it to a variety of financial risks: market risk (including interest rate risk), credit risk and liquidity
risk. The Group’s overall risk management program focuses on the unpredictability of financial markets and seeks to
minimise potential adverse effects on the financial performance of the Group.
The Group holds the following financial instruments:
Financial assets
Cash and cash equivalents
Trade and other receivables
Loan receivables
Advance to acquire a business
Total financial assets
Financial liabilities
Trade and other payables
A. Market risk
(i) Foreign exchange risk
Consolidated
2019
$’000
11,792
4,758
5,687
3,399
25,636
2018
$’000
13,885
4,703
6,151
-
24,739
8,407
6,613
The Group has limited operations outside Australia and is not exposed to any material foreign exchange risk.
(ii) Interest rate risk
The Group’s main interest rate risk arises from deposits in Australian dollars and loans to staff and planners. The Group
has no borrowings.
Cash at bank and on deposit
Business development and staff loans
30 June 2019
Weighted Average
Interest Rate
%
1.32%
3.45%
30 June 2018
Weighted Average
Interest Rate
%
1.58%
4.26%
Balance
$’000
11,792
5,687
17,479
Balance
$’000
13,885
6,151
20,036
Bank deposits are at call and staff and planner loans have terms extending between 1 and 10 years, and may be repayable
sooner in certain circumstances. Interest rates are reviewed and adjusted at least quarterly.
The Group’s main interest rate risk arises from cash and cash equivalents and loans with variable interest rates. At 30
June 2019 if interest rates change by +/- 100 basis points (2018: +/- 100 basis points) from the year end rates with all other
variables held constant, post-tax profit would have been $126,886 higher or lower (2018: $ 141,570).
B. Credit risk
Credit risk for the Group arises from trade receivables, cash at bank and on deposits, business development and staff
loans.
Risk Management
The Group has low credit risk from trade receivables, as management fee and financial planning income is received
within one month of it falling due. Financial planning fees are only paid following the receipt of the related income, thereby
mitigating credit risk.
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32. Financial risk management (Continued)
B. Credit risk (Continued)
For cash at bank and on deposits, the credit quality assessed against external credit ratings and only parties with
minimum rating as detailed below in the table are accepted. For business development and staff loans which are unrated
management assesses the credit quality of the franchisee based on credit rating scorecard taking into account financial
position, collateral to provide security for the loan and cultural alignment to the business. The compliance with credit limits
are monitored regularly by line management.
The credit quality of other financial assets can be assessed against external credit ratings as follows:
Cash at bank and on deposit
AA-
Business development and staff loans
Unrated
Consolidated
2019
$’000
2018
$’000
11,792
13,885
5,687
6,151
Business development and staff loans have been categorised in line with the Group’s internal credit classification as
follows:
Performing
Under performing
Non performing
Loans written off
Total gross loan receivables
Less: Loan loss allowance
Less: Write off
Loan receivables net of expected credit losses
Security
Consolidated
2019
$’000
4,261
1,980
-
-
6,241
(554)
-
5,687
2018
$’000
4,840
1,499
-
-
6,339
(188)
-
6,151
Under the terms of the agreement for business development loans, the Group has a security deed over all the assets of the
franchisee’s business which is registered on the Personal Property Security Register. This security may be called upon if
the franchisee defaults under the terms of agreement.
The maximum exposure to credit risk at the reporting date is the carrying amount of the financial assets as summarised on
this page.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
32. Financial risk management (Continued)
C. Liquidity risk
The Group maintains sufficient liquid reserves to meet all foreseeable working capital, investment and regulatory licensing
requirements. The Group has a $4 million undrawn overdraft facility (2018: $4 million) available with their bank.
Financial Liabilities
Due in less than 1 year
Due between 1 and 2 years
Total financial liabilities
D. Fair value estimation
Consolidated
2019
$’000
7,939
468
8,407
2018
$’000
6,081
532
6,613
The fair value of financial assets and financial liabilities must be estimated for recognition and measurements or for
disclosure purposes.
(a) Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1)
(b) Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (as
prices) or indirectly (derived from prices) (level 2), and
(c) Inputs for the asset or liability that are not based on observable market data (unobservable inputs)
The Group did not have any assets or liabilities recognised at fair value as at 30 June 2019.
E. Assets and liabilities not carried at fair value but for which fair value is
disclosed
Cash and cash equivalents include deposits held with bank and other short-term investments in an active market.
Trade receivables include the contractual amount for settlement of the trade debts due to the Group. The carrying amount
of the trade receivables is assumed to approximate their fair values due to their short-term nature.
Business development and staff loans represent contractual payments by advisers and staff over the period of the loan.
Loans classified as current have not been discounted as the carrying values are a reasonable approximation of fair value
due to the short-term nature. Non-current loans have been valued at the present value of estimated future cash flows
discounted at the market interest rates for these types of loan.
Trade and other payables include amounts due to creditors and accruals and represent the contractual amounts and
obligations due by the Company for expenses. The carrying amount of the trade and other payables are assumed to
approximate the fair value due to their short-term nature.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
33. Parent entity financial information
The stand-alone summarised financial statements of the Company is as follows:
A. Balance sheet
Current Assets
Non-Current Assets
Total Assets
Current Liabilities
Non-Current Liabilities
Total Liabilities
Net Assets
Equity
Share capital
Reserves
Retained Earnings
Equity
B. Total comprehensive income
Dividend from subsidiary and other income
Parent Entity
2019
$’000
23,899
9,349
33,248
-
-
-
2018
$’000
19,011
9,349
28,360
-
-
-
33,248
28,360
7,636
22
25,590
33,248
7,041
130
21,189
28,360
11,100
8,300
34. Deed of Cross – Guarantee
The Company has in place a deed of cross-guarantee, substantially in the form of ASIC Pro Forma 24 covering each wholly
owned member of the Fiducian Group, with the exception of Fiducian Portfolio Services Ltd. This entity has been excluded
from the Group deed of cross-guarantee following the release of an ASIC class order disallowing APRA regulated entities
from being part of a closed group covered by a deed of cross-guarantee. Since the financial statements of this excluded
entity are not material to the consolidated financial statements, management do not consider it necessary to disclose
additional consolidation information related to the closed group excluding this entity.
The effect of the deed of cross-guarantee is that each participating member has entered into the deed, guarantees to each
creditor of any participating member of the Fiducian Group that has entered into the deed, payment in full of any debt owed
to that creditor in the event of winding up of that relevant member of the Fiducian Group.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Directors’ Declaration
In the directors’ opinion:
(a) the financial statements and notes set out on pages 26 to 68 are in accordance with the Corporations Act 2001,
including
(i) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional
reporting requirements and
(ii) giving a true and fair view of the Company’s and Consolidated Entity’s financial position as at 30 June 2019 and of
their performance for the financial year ended on that date and
(b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due
and payable.
(c) at the date of this declaration, there are reasonable grounds to believe that the members of the wholly owned group
identified in Note 12 will be able to meet any obligations or liabilities to which they are, or may become subject by
virtue of the deed of cross guarantee described in Note 34.
Note 1-A confirms that the financial statements also comply with International Financial Reporting Standards as issued by
the International Accounting Standards Board.
The directors have been given the declarations by the Executive Chairman and Chief Financial Officer required by Section
295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the directors.
Inderjit (Indy) Singh
Executive Chairman
Sydney,
15 August 2019
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Independent Auditor’s Report to
the Members
Independent auditor’s report
To the members of Fiducian Group Limited
Report on the audit of the financial report
Our opinion
In our opinion:
The accompanying financial report of Fiducian Group Limited (the Company) and its controlled
entities (together the Group) is in accordance with the Corporations Act 2001, including:
(a)
giving a true and fair view of the Group's financial position as at 30 June 2019 and of its
financial performance for the year then ended
(b)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
What we have audited
The Group financial report comprises:
•
•
•
•
•
•
the consolidated statement of financial position as at 30 June 2019
the consolidated statement of comprehensive income for the year then ended
the consolidated statement of changes in equity for the year then ended
the consolidated statement of cash flows for the year then ended
the notes to the financial statements, which include a summary of significant accounting policies
the directors’ declaration.
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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
Independence
We are independent of the Group in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical
Standards Board’s APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant
to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities
in accordance with the Code.
Our audit approach
An audit is designed to provide reasonable assurance about whether the financial report is free from
material misstatement. Misstatements may arise due to fraud or error. They are considered material if
PricewaterhouseCoopers, ABN 52 780 433 757
One International Towers Sydney, Watermans Quay, Barangaroo, GPO BOX 2650, SYDNEY NSW 2001
T: +61 2 8266 0000, F: +61 2 8266 9999, www.pwc.com.au
Level 11, 1PSQ, 169 Macquarie Street, Parramatta NSW 2150, PO Box 1155 Parramatta NSW 2124
T: +61 2 9659 2476, F: +61 2 8266 9999, www.pwc.com.au
Liability limited by a scheme approved under Professional Standards Legislation.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial report. We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial report as a whole, taking into account the geographic and management structure of the Group, its accounting processes and controls and the industry in which it operates. Materiality •For the purpose of our audit we used overall Group materiality of $713,900, which represents approximately5% of the Group’s profit before tax.•We applied this threshold, together with qualitative considerations, to determine the scope of our audit andthe nature, timing and extent of our audit procedures and to evaluate the effect of misstatements on thefinancial report as a whole.•We chose Group profit before tax because, in our view, it is the benchmark against which the performance ofthe Group is most commonly measured.•We utilised a 5% threshold based on our professional judgement, noting it is within the range of commonlyacceptable thresholds.Audit Scope •Our audit focused on where the Group made subjective judgements; for example, significant accountingestimates involving assumptions and inherently uncertain future events.•Our audit procedures covered the Group’s most significant operations being “Financial planning”, “Fundsmanagement” and “Corporate, administration & other”.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 for the current period. The key audit 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. Further, any commentary on the outcomes of a particular audit procedure is made in that context. We communicated the key audit matters to the Audit and Risk Committee.
Key audit matter
How our audit addressed the key audit matter
Revenue
Refer to note 4 - $49.4m
Our procedures included:
evaluating the design and testing the
Revenue from ordinary activities of the Group
includes income from ‘financial planning’, ‘funds
management’ and ‘corporate administration &
other’.
Revenue was a key audit matter because it is the
most significant account balance in the
consolidated statement of comprehensive income.
On 1 July 2018, the Group implemented it’s
transition to AASB 15 Revenue from Contracts
with Customers.
operating effectiveness of certain controls
related to recognition and calculation of
revenue
for revenue streams based on fee rates
stipulated in contracts, including
administration fees, portfolio review fees, and
funds management fees, manually re-
performing the fee calculations for a sample of
transactions with reference to Product
Disclosure Statements (PDS), member
application forms or other forms of
documentation of terms
for revenue streams earned through provision
of advice, understanding management’s
controls to monitor the provision of advice
and agreeing a sample of transactions to the
relevant Statement of Advice (SoA) or Record
of Advice (RoA)
for revenue streams earned from a non
Fiducian product, agreeing a sample of
transactions to relevant external supplier
statements
for revenue streams where amounts are at the
discretion of the Group’s financial planners,
agreeing a sample of transactions to
correspondence between the planner and the
relevant client
assessing whether the revenue recognition
was consistent with the requirements of
AASB15
Recoverability of loans to financial planners
Refer to note 10 and 11 - $6.2m
From time to time, the Group enters into lending
arrangements with some financial planning
franchisees. Outstanding loans totalled $6.2m
gross of provisions at the reporting date.
The recoverability of the loans was a key audit
matter due to the judgement involved in assessing
the ability of each financial planner to repay their
loan as and when they fall due.
Our procedures included:
obtaining an understanding of and evaluating
the Group’s year-end assessment of the
Expected Credit Losses (ECL) model used to
assess the recoverability of loans to financial
planners and adequacy of any provisions
making inquiries of management about any
changes in each borrower’s circumstances and
evaluating a sample of the Group’s assessment
of the financial health and performance of
each borrower by comparing the key inputs
and assumptions to supporting
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Key audit matter
How our audit addressed the key audit matter
On 1 July 2018, the Group implemented it’s
transition to AASB 9 Financial Instrument.
Assessment of intangible assets’ carrying
values
Refer to note 15 - $20m
The Consolidated statement of financial position
includes intangible assets relating to portfolios of
financial advice clients and goodwill arising from
acquisitions made by the financial planning
business of the Group.
At each year end, the Group considers whether
there are any indicators that the carrying value of
client portfolios might be impaired. It also
performs an annual impairment test for goodwill.
This was a key audit matter due to the size of the
intangible assets balance, the volatility in
observed multiples in the Financial Planning
industry and therefore the judgement involved in
determining the multiples used for the Group’s
impairment assessment.
Given the observed volatility in multiples in the
Financial Planning industry, Group has also
assessed an alternative valuation model as a
method of stress testing.
documentation
obtaining confirmations from all financial
planners
agreeing details of collateral/security
arrangements to loan contracts and Personal
Property Security Registers for a sample of the
loans
evaluating the Group’s assessment and
opening adjustment on adoption of AASB 9
Our procedures included:
updating our understanding of prevailing
market conditions and factors that could
materially affect the fair value and usage of
the relevant assets, and considering whether
these could represent indicators
of impairment
evaluating key assumptions used by the Group
in the calculation of the recoverable amount of
acquired client portfolios and goodwill, such
as the multiple applied to associated revenues
when estimating fair value, and comparing
market multiples to independent sources and
stress testing multiples applied
our work on an alternative impairment model
included:
testing the mathematical accuracy of the
calculations in the discounted cash flow
models used in the impairment assessment
(the models)
evaluating the cash flow forecasts used in
the models, the process by which they were
developed, including back testing the
forecasts against historical results and
ensuring appropriate challenge through
Management review and approval
comparing the key assumptions, including
discount rates where our valuation experts
were consulted, with market information
and stress testing these assumptions
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Other information
The directors are responsible for the other information. The other information comprises the
information included in the Group’s annual report for the year ended 30 June 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 on the other information that we obtained prior to the date of
this auditor’s report, we conclude that there is a material misstatement of this other information, we
are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of the financial report.
A further description of our responsibilities for the audit of the financial report is located at the
Auditing and Assurance Standards Board website at:
http://www.auasb.gov.au/auditors_responsibilities/ar1.pdf.
This description forms part of our auditor's report.
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Report on the remuneration report
Our opinion on the remuneration report
We have audited the remuneration report included in pages 16 to 22 of the directors’ report for the
year ended 30 June 2019.
In our opinion, the remuneration report of Fiducian Group 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.
PricewaterhouseCoopers
Darren Ross
Partner
Sydney
15 August 2019
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Shareholder Information
A. Distribution of equity security holders by size of holding
Analysis of number of equity security holders by size of holding, as at 31 July 2019:
Distribution
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 - and over
Total holders
Option holders
Ordinary Share Holder
-
-
-
-
1
1
297
544
177
202
22
1,242
There were 20 holders of a less than marketable parcel of ordinary shares.
B. Equity security holders
Twenty largest quoted equity security holders
The names of the 20 largest registered shareholders of quoted equity securities as at 31 July 2019, are listed below:
Name
INDYSHRI SINGH PTY LIMITED
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
LONDON CITY EQUITIES LIMITED
SHRIND INVESTMENTS PTY LTD (INDYSHRI SUPER FUND A/C)
MR VICTOR JOHN PLUMMER
CITICORP NOMINEES PTY LIMITED
HUNTER PLACE SERVICES PTY LTD
MR IVAN TANNER + MRS FELICITY TANNER (THE SUPERNATURAL S/F A/C)
1
2
3
4
5
6
7
8
9
10 D R SMITH HOLDINGS PTY LTD
11 BNP PARIBAS NOMINEES PTY LTD (DRP)
12 GARRETT SMYTHE LTD
13 NORCAD INVESTMENTS PTY LTD
14 BNP PARIBAS NOMS (NZ) LTD (DRP)
15 HFR PTY LTD (THE F & M KHOURI S/FUND A/C)
16 MR IAN HAROLD HOLLAND
17 GREENWICH STUD PTY LTD
18 BOND STREET CUSTODIANS LIMITED (SALTER - D64848 A/C)
19 SORTIE PTY LIMITED (SORTIE SUPER FUND A/C)
20 MRS JENNIFER MARGARET LEESON
Number Held
Issued Shares
Percentage of
8,795,933
2,423,613
2,100,696
2,012,214
1,927,918
850,000
700,060
583,000
524,400
500,000
421,650
339,000
320,000
220,900
216,137
165,000
157,400
154,694
142,198
138,847
27.97
7.71
6.68
6.40
6.13
2.70
2.23
1.85
1.67
1.59
1.34
1.08
1.02
0.70
0.69
0.52
0.50
0.49
0.45
0.44
22,693,660
72.16
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Shareholder Information (Continued)
Unquoted equity securities
As at 31 July 2019
Type of Security
Options - Executive Chairman
C. Substantial shareholders
Number on Issue
Number of Holders
35,000
1
Substantial shareholders and associates as at 31 July 2019 (more than 5% of a class of shares) in the company are set out
below:
Name
INDYSHRI SINGH PTY LIMITED AND ASSOCIATES
J P MORGAN NOMINEES AUSTRALIA LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
LONDON CITY EQUITIES LIMITED
Number Held
Percentage
10,723,851
2,423,613
2,100,696
2,012,214
34.10
7.71
6.68
6.40
D. Voting rights
The voting rights attaching to each class of equity securities are set out below:
Ordinary shares
On a show of hands each holder of ordinary shares has one vote and upon a poll one vote for each share held
Options
No voting rights
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Corporate Directory
Directors
I Singh BTech, MComm (Bus), ASIA,
ASFA, DipFP, CFP
Executive Chairman
R Bucknell FCA
F Khouri B Bus, FCPA, CTA
S Hallab B Ec (Accnt & Law), CA,
GAICD, FAIST
Company secretary
I Singh BTech, MComm (Bus), ASIA,
ASFA, DipFP, CFP
Notice of Annual
General Meeting
The Annual General Meeting of
Fiducian Group Limited
Will be held at Level 4, 1 York Street,
Sydney.
Time: 10:00 am
Date: Thursday 17 October 2019
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Principal registered
office in Australia
Auditor
Level 4
1 York Street
Sydney NSW 2000
(02) 8298 4600
PricewaterhouseCoopers
Chartered Accountants
One International Towers
Watermans Quay, Barangaroo
Sydney NSW 2000
Wholly owned
operating entities
Fiducian Business Services Pty Limited
Fiducian Financial Services Pty Limited
Fiducian Investment Management
Services Limited
Fiducian Portfolio Services Limited
Fiducian Services Pty Limited
Bankers
ANZ Banking Group
388 Collins Street
Melbourne VIC 3000
National Australia Bank Limited
500 Bourke Street
Melbourne VIC 3000
Share registrar
Computershare Investor Services Pty
Limited
Level 3, 60 Carrington Street
Sydney NSW 2000
Australian
Securities
Exchange Listing
Fiducian Group Limited (ASX:FID)
Website address
www.fiducian.com.au
2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
Financial Planner Office Locations
Australian Capital Territory
Canberra
New South Wales
Bathurst
Bondi
Macarthur
Maitland
Bondi Junction
Newcastle
Caves Beach
Nowra
Coffs Coast
Randwick
Gosford
Hunter
Southern Highlands
Sydney CBD
Tamworth
Taren Point
Windsor
Wollongong
Wynyard
Queensland
Bayside
Buderim
Caboolture
Caloundra
Tasmania
Devonport
Hobart
Launceston
Victoria
Colac
Geelong
Ivanhoe
Noosa Hinterland
Sunshine Coast
Toowoomba
Sale
St Kilda
Sunbury
Mt Waverley
Surrey Hills
Ringwood
Western Australia
Kelmscott
South Perth
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2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610
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8 0
2019 Annual Report – Fiducian Group Ltd ABN 41 602 423 610 FIDUCIAN GROUP LIMITED
Level 4, 1 York Street, Sydney NSW 2000 Australia
GPO Box 4175, Sydney NSW 2001 Australia
Telephone: +61 2 8298 4600 Fax: +61 2 8298 4611
www.fiducian.com.au