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ANNUAL
REPORT
30 JUNE 2020
Forbidden Foods Limited
ACn 616 507 334
Notes to the financial statements .
Directors’ declaration .
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Independent auditor’s report .
Shareholder information .
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CONTENTS
Directors’ report .
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Auditor’s independence declaration .
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Consolidated statement of profit or loss
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Consolidated statement of changes in equity .
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Forbidden Foods | Annual Report 2020
DIRECTORS’ REPORT
The directors of Forbidden Foods Limited (‘the Company’ or ‘parent entity’) present their report together with the consolidated
financial statements of Forbidden Foods Limited for the year ended 30 June 2020. The consolidated financial report covers
Forbidden Foods and its controlled entities (‘the consolidated entity’ or ‘Forbidden Foods’) at the end of, or during, the
financial year.
DIRECTORS
The following persons held office as directors of Forbidden Foods Limited during the financial year and up to the date of this
report, unless otherwise stated:
Mark Hardgrave (Chair) (Independent, non‑executive) (appointed 23 January 2020)
Colleen Lockwood (Independent, non‑executive) (appointed 23 January 2020)
Marcus Brown (Chief Executive Officer)
Jarrod Milani (Chief Operating Officer)
Nigel Sharp (non‑executive) (resigned on 1 November 2019)
PRINCIPAL ACTIVITIES
The principal activities of the consolidated entity during the year were supplying organic rice, conventional rice, rice flour
and rice food solutions.
There were no changes in the principal activities of the consolidated entity during the year.
DIVIDENDS
There were no dividends paid, recommended or declared during the current or previous financial year.
REVIEW OF OPERATIONS
The loss for the consolidated entity after providing for income tax amounted to $2,353,300 (30 June 2019: $192,497). The loss
for the year was largely driven by operating expenses as detailed below.
Forbidden Foods achieved revenue growth of 20.1% to $4,119,947 (30 June 2019: $3,429,344). This revenue growth was largely
driven by three factors:
•
increased orders from existing customers;
• new customers; and
•
introduction of new sales lines.
The new customers were predominantly in retail with the consolidated entity supplying its first order to Metcash in the last
quarter of the year and a new retail distribution partner in New Zealand. The new sales lines under the consolidated entity’s
three primary brands (Forbidden, Sensory Mill and Funch) are targeted at the retail market and were introduced into the
Australian market in the last quarter of the year.
During the year the consolidated entity successfully raised $2,000,000 via the issue of two tranches of convertible notes.
On 13 December 2019 the consolidated entity issued convertible notes for total proceeds of $1,539,000, and on 29 January 2020
the consolidated entity issued further convertible notes for total proceeds of $461,000. The purpose of the issue of convertible
notes was to raise capital for the consolidated entity to facilitate future growth.
The operating expenses which largely contributed to the loss for the year were:
• employee benefits expense – increased due to amounts incurred in relation to share‑based payments to non‑executive
directors as well as an increase in the headcount in multiple areas of the business including a Supply Chain Co‑Ordinator,
Product Development Co‑Ordinator and National Retail Sales Manager.
•
freight out and distribution expense – increased due to the higher levels of inventory the business was carrying which
increased the storage expenses incurred by the consolidated entity. The increase in inventory was a strategic decision in
order to prepared for an increased level of sales.
• marketing and promotion costs – increased due to preparations with external agencies that drive consumer marketing
programs for existing lines and new product launches.
1
DIRECTORS’ REPORT
REVIEW OF OPERATIONS (continued)
• other expenses – increased due to the consolidated entity incurring additional expenses that were one‑off in nature in
becoming a publicly listed entity. These expenses included consulting fees and travel costs which increased during the raising
of the convertible notes and external consultants who assisted with upgrading IT systems, cyber security processes and
website maintenance and upgrades during the year. Other key items contributing to the increase in other expenses include
the new product development of the baby food trials and other costs associated with developing and trialling new products.
•
finance costs – increased largely due to the convertible notes issued by the consolidated entity including the one‑off costs
incurred by the consolidated entity in issuing the convertible notes such as selling fees, management fees and legal fees
for preparing the convertible note agreements.
Despite the loss for the year, the directors are extremely pleased with how the consolidated entity continues to navigate the
challenges of COVID‑19 and continues to grow revenue on a year‑on‑year basis. The consolidated entity’s ability to raise capital
during the year and increase the headcount in key areas of the business has positioned the business to pursue its strategic
growth plan to capture market share and generate new revenues.
IMPACT OF THE COVID‑19 PANDEMIC
The production, distribution and selling of food are essential services and are currently able to operate throughout Australia.
Forbidden Foods grew sales throughout its retail channels as a result of the increased demand for food ingredients, however
this growth was offset by the reduced demand from food service channels as restaurant trading was restricted.
Earlier in 2020, Forbidden Foods experienced slight delays on the supply of one rice product from Vietnam, however these
delays were resolved. Certain manufacturers that Forbidden Foods engages have experienced temporary reductions in staffing
levels and temporary operational disruptions as a result of social distancing measures, which has limited their output capacity.
This led to increases in the cost to pack and produce some of Forbidden Foods’ products.
Forbidden Foods has engaged additional manufacturers for the production and packaging of certain of its products. There are
a range of Australian‑based manufacturers available to be engaged by the consolidated entity.
Accordingly, whilst Forbidden Foods has had to broaden its manufacturing network, it has not experienced any material
capacity constraints as a result of COVID‑19.
FY21 OUTLOOK INCLUDING LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS
2020 was a landmark year for Forbidden Foods – in successfully raising $8 million of new capital, it has provided Forbidden
Foods a platform from which to launch new products, attract new customers and increase business with existing customers.
The year culminated in a successful Initial Public Offering (“IPO”) on the Australian Securities Exchange (“ASX”) on
31 August 2020.
Forbidden Foods believes that the promotion of healthy lifestyles together with growing disposable income levels, food safety
concerns and a focus on environmental sustainability has increased the demand for organic, clean, healthy and natural foods.
Given these broad trends, Forbidden Foods’ core strategy is to target retail buyers with existing and new lines of its organic
food products, healthy snacks and baby foods, and to target wholesale channels such as industrial food service and food
manufacturers to buy its healthy food products in bulk. Each of these market segments represent a significant market in
Australia and overseas.
Forbidden Foods’ strategy is to establish and grow its market share in order to grow its revenues and generate profits.
It aims to achieve this strategy by:
•
launching a new Funch baby foods product line;
• expanding product development and innovation;
•
•
increasing its existing market penetration
increasing its online presence; and
• broadening its international focus.
Forbidden Foods is proud to have achieved significant milestones during FY20, welcomes its new shareholders and looks
forward to growing its business further during FY21.
2
Forbidden Foods | Annual Report 2020
DIRECTORS’ REPORT
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
In the opinion of the directors, other than the matters identified in this report, there were no other significant changes in the
state of affairs of the consolidated entity that occurred during the financial year.
MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR
Since 30 June 2020, the following events have occurred:
Share consolidation
A share consolidation occurred on 13 July 2020 which resulted in the reduction of the company’s issued capital from 40,000,000
ordinary shares into 26,448,630 ordinary shares at a ratio of 0.66121575 to 1.
Initial public offering
On 31 August 2020, the company commenced trading as a listed company on the Australian Securities Exchange (ASX) having
completed an Initial Public Offering which raised $6,000,000. The business expects to utilise half of the proceeds raised through
sales, marketing and brand development activities with the balance to cover administration costs, expenses of the offer and
other working capital requirements of the business.
Coronavirus (CoVID‑19)
Management have assessed the financial impacts of COVID‑19 on the fair value of assets, net realisable value of inventory and
the recoverability of amounts owing to the consolidated entity. As at the date of signing this report, the accounting estimates
and judgements made by management are not known to be materially impacted by COVID‑19. Management have also assessed
the potential impact on the consolidated entity’s supply chain for raw materials and the cost of acquiring raw materials due
to fluctuations in foreign exchange rates. The consolidated entity’s supply chain has not been impacted to date however the
Australian Dollar has depreciated against the United States Dollar which has increased the cost of raw material orders.
The impact of the COVID‑19 pandemic is ongoing and it is not practicable to estimate the potential impact, positive or negative,
after the reporting date. This situation is developing and is dependent on measures imposed by the Australian Government and
other countries, such as maintaining social distancing requirements, quarantine and any economic stimulus that may be provided.
CFo Appointment
Sam Fraser was appointed as Chief Financial Officer and will commence in that role on 1 October 2020.
No other matters or circumstances have arisen since 30 June 2020 that has significantly affected, or may significantly affect,
the consolidated entity’s operations, the results of those operations, or the consolidated entity’s state of affairs in future
financial years.
ENVIRONMENTAL REGULATION
The consolidated entity is not subject to any significant environmental regulations under Australian Commonwealth, State
or Territory law.
3
DIRECTORS’ REPORT
INFORMATION ON DIRECTORS
The directors at the date of this report are:
nAMe AnD poSItIon
eXpeRIenCe AnD QuALIFICAtIonS
Mark Hardgrave,
Independent
Non‑Executive Chair
B.Com, CA, GIACD
Mark was appointed as a director in January 2020 and has over 35 years’ experience in the finance
industry. He is co‑founder and former joint managing director of M&A Partners, a Melbourne‑based
boutique corporate advisory group. Prior to that, Mark held senior roles at Taverners Group, Merrill
Lynch, Thorney Investment Group and Bennelong Group, specialising in funds management, equity
capital markets and mergers and acquisitions. He currently serves on the board of the following
ASX‑listed companies: as chairman of Pental Limited and as non‑executive director of Traffic
Technologies Ltd.
Mark is also non‑executive director of Nimble Finance Limited.
Mark is Chair of the Audit, Risk and Compliance Committee and a member of the Remuneration and
Nomination Committee.
Other current directorships: None
Former Directorships in the last 3 years: Wingara AG Ltd
Interests in shares: 382,192 ordinary shares
Interests in options: 1,000,000 options
Colleen Lockwood,
Independent
Non‑Executive
Director
Colleen was appointed as a director in January 2020 and has extensive experience in the Food
and Beverage Industry. She has previously worked as a Business Development Director for Golden
State Foods, where she co ordinated business units in the retail and foodservice sectors across
Asia‑Pacific, the Middle East and Africa. Colleen has also held senior positions at Kraft Heinz, where
she was a member of the Australian leadership team. During her time at Kraft Heinz, Colleen has
been responsible for market strategies, international tenders, customer relationship management,
sales teams and the commercial performance of the Australian foodservice business unit.
Colleen is currently the business relationship manager at Turosi, a leading, privately owned
Australian food manufacturer and supplier.
With over 20 years’ relevant experience and a deep understanding of the Food and Beverage
Industry, Colleen is well equipped to be a Director of Forbidden Foods and help guide its
development and growth.
Colleen is chair of the Remuneration and Nomination Committee and a member of the Audit,
Risk and Compliance Committee.
Other current directorships: None
Former directorships in the last 3 years: None
Interests in shares: 76,439 ordinary shares
Interests in options: 500,000 options
4
Forbidden Foods | Annual Report 2020
DIRECTORS’ REPORT
INFORMATION ON DIRECTORS (continued)
nAMe AnD poSItIon
eXpeRIenCe AnD QuALIFICAtIonS
Marcus Brown, Chief
Executive Officer and
Managing Director
B.Bus
(International Trade)
Marcus co‑founded Forbidden Foods in 2010, when he and co‑founder Jarrod Milani recognised an
opportunity to build a strong brand‑led food business by introducing unique rice varieties into
Australia and New Zealand. Since that time, Forbidden Foods has become a diverse multi‑brand food
and beverage company focusing on the wellness and organic markets, with various national and
international sales channels. Marcus previously worked at AON in the corporate risk management
and international captive insurance teams at AON, where he assisted multi‑national companies
manage risk and insurance.
Marcus’s experience has given him a deep understanding of the critical areas required to manage
a growing business and mitigate risk, which has been instrumental in the establishment and growth
of Forbidden Foods.
During his time as CEO, Marcus has developed a broad network of reliable supply chain partners
and is responsible for ensuring that the Company continues to meet its strategic objectives.
Marcus is a member of the Remuneration and Nomination Committee.
Other current directorships: None
Former directorships in the last 3 years: None
Interests in shares: 9,334,811
Interests in options: Nil
Jarrod Milani, Chief
Operating Officer and
Executive Director
B.Bus (Marketing),
GAICD
Jarrod co‑founded the company with Marcus Brown in 2010.
Prior to co‑founding Forbidden Foods with Marcus Brown in 2010, Jarrod worked at Coles in various
marketing‑related roles including trade planning, growth projects and supplier engagement.
Jarrod’s experience has given him the ability to manage ongoing relationships with suppliers,
customers and manufacturers in order to help the Company meet its strategic objectives. He has
played a vital role in the development of the Forbidden Foods brand proposition, strategy and
product range.
Jarrod is a member of the Audit and Risk Committee.
Other current directorships: None
Former directorships in the last 3 years: None.
Interests in shares: 9,334,811
Interests in options: Nil
COMPANY SECRETARY
Adam Soffer was appointed Company Secretary on 7 April 2020. He has extensive experience in senior corporate management
roles at ASX listed and unlisted groups across a range of sectors including commercial property, funds management,
telecommunications and eCommerce.
Adam has a Bachelor of Commerce (University of Melbourne), Graduate Diploma of Arts (Commercial Radio) (Swinburne
University) and a Diploma of Investor Relations (Australasian Investor Relations Association).
5
DIRECTORS’ REPORT
MEETINGS OF DIRECTORS
The number of meetings of Forbidden Foods Limited’s Board of Directors and of each Board committee held during the year
ended 30 June 2020, and the number of meetings attended by each director were:
Mark Hardgrave
Colleen Lockwood
Marcus Brown
Jarrod Milani
Nigel Sharp
Board
Audit, Risk and
Compliance Committee
Remuneration &
nomination Committee
A
1
1
1
1
0
B
1
1
1
1
0
A
0
0
*
0
*
B
0
0
*
0
*
A
0
0
0
*
*
B
0
0
0
*
*
A = Number of meetings held during the time the director held office or was a member of the committee during the year.
B = Number of meetings attended.
* = Not a member of the relevant board/committee.
REMUNERATION REPORT (AUDITED)
The Board’s Remuneration and Nomination Committee (the “Committee”) presents the Remuneration Report which includes
information on the remuneration arrangements for Forbidden Foods’ Key Management Personnel (KMP) for the year ended
30 June 2020. The report has been prepared and audited in accordance with the requirements of the Corporations Act 2001 (Cth)
and Regulations.
The report is structured as follows:
(a) Principles used to determine the nature and amount of remuneration
(b) Details of remuneration
(c) Service agreements
(d) Share‑based compensation
(e) Relationship between the remuneration policy and company performance
(f) Key management personnel disclosures
(a) principles used to determine the nature and amount of remuneration
Remuneration governance
Remuneration in respect of directors and executives of the consolidated entity is overseen by the Remuneration and
Nomination Committee of Forbidden Foods.
The Committee will ensure that Forbidden Foods has coherent remuneration policies and practices to attract, motivate and
retain executives and directors who will create value for shareholders and who are appropriately skilled and diverse, observe
those remuneration policies and practice; fairly and responsibly reward executives having regard to Forbidden Foods’ and
individual performance, the performance of the executives and the general external pay environment, and integrate human
capital and organisational issues into its overall business strategy.
Remuneration will be reviewed on at least an annual basis with consideration given to individuals’ performance and their
contribution to Forbidden Foods’ success (against measurable key performance indicators), external market relativities,
shareholders’ interests and desired market positioning.
6
Forbidden Foods | Annual Report 2020
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (continued)
(a) principles used to determine the nature and amount of remuneration (continued)
Key committee decisions and remuneration outcomes in FY20
As the Committee was established a short time prior to Forbidden Foods’ application for admission to the official list of ASX,
it did not hold any meetings during the reporting period of FY2020.
Changes to KMP remuneration during the year were approved by the Chair of the Board of Forbidden Foods prior to the
establishment of the Committee. The previous remuneration arrangements for the Executive KMP were not considered
appropriate for a listed company as there was no “at‑risk” remuneration. These arrangements took effect on 1 July 2020, hence
there are no STI or LTI payments included in the numbers reported for FY20.
Additionally, with the appointment of Mark Hardgrave and Colleen Lockwood as independent directors in January 2020,
Forbidden Foods incurred directors fees for the first time. No fees were previously paid to non‑executive directors.
executive remuneration
Executive remuneration consists of fixed remuneration, equity‑based remuneration, and termination payments such as
superannuation. Superannuation contributions are paid into the executive’s nominated superannuation fund.
non‑executive director remuneration
Each Director has signed a letter of appointment which sets out the conditions of the appointment including the remuneration
for the position.
How are
non‑executive
Director fees set?
Who approves
the fees?
Fees are set to ensure non‑executive directors are remunerated fairly for their services, recognising
the level of skill, expertise and experience required to perform the role.
Each non‑executive director of Forbidden Foods is paid an amount determined by the Board.
Non‑executive directors do not receive any equity‑based payments, retirement benefits or
incentive payments.
Is there a
maximum fee?
Non‑Executive Director fees are subject to a maximum aggregate amount approved by security
holders of $250,000 per annum.
Fixed remuneration
Executive and non‑executive Directors are offered a competitive level of base pay which comprises the fixed (unrisked)
component of their pay and rewards, which should be reasonable and fair; take into account the Forbidden Foods’ legal and
industrial obligations and labour market conditions, be relative to the scale of the business, reflect core performance
requirements and expectations, and take into account incumbent skills and experience, and the time commitment and
responsibilities of the role.
Variable performance‑based remuneration
The consolidated entity did not pay in FY20 any variable performance‑based remuneration to its directors and executives.
equity‑based remuneration
This can include options or performance shares and is especially effective when linked to hurdles that are aligned to the Forbidden
Foods’ longer‑term performance objectives. It should also take into account executive performance. However, programs should
be designed so that they do not lead to ‘short‑termism’ on the part of senior executives or the taking of undue risks.
termination payments
All directors and executives are not entitled to retirement benefits other than superannuation or those required under law.
Securities trading policy
The trading of Group’s securities by employees and directors is subject to, and conditional upon, the Securities Dealing Policy
in company Securities which is available on Forbidden Foods’ corporate website at www.forbiddenfoodsgroup.com.au.
7
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (continued)
(b) Details of remuneration
Key Management Personnel (KMP) of Forbidden Foods are defined as those persons having authority and responsibility for
planning, directing and controlling the major activities of the consolidated entity, directly or indirectly, including any Director
(whether Executive or otherwise) of the consolidated entity receiving the highest remuneration. Details of the remuneration
of the KMP of Forbidden Foods are set out in the following tables.
The following persons held office as directors of Forbidden Foods Limited during the whole of the financial year and up to the date
of this report:
• Mark Hardgrave (Chair) (Independent, non‑executive) (appointed 23 January 2020)
• Colleen Lockwood (Independent, non‑executive) (appointed 23 January 2020)
• Marcus Brown (Chief Executive Officer)
• Jarrod Milani (Chief Operating Officer)
• nigel Sharp (non‑executive) (resigned on 1 November 2019)
There are no other key management personnel other than those stated above. Nigel Sharp received no compensation as a director
and is hence not included in the tables in this report.
KMp remuneration for the current and previous financial year:
Short‑term benefits
post‑
employment
benefits
Cash salary
and fees
$
Bonus
$
Super‑
annuation
$
26,636
15,982
108,033
106,097
256,748
91,032
89,776
180,808
–
–
–
–
–
–
–
–
2,530
1,518
9,110
9,110
22,268
7,808
7,808
15,616
Long‑term
benefits
Long
service
leave
$
–
–
3,277
2,968
6,245
1,971
222
2,193
Share‑based payments
equity‑
settled
shares
$
–
–
–
–
–
–
–
–
equity‑
settled
options
$
total
$
69,379
98,545
34,689
–
–
52,189
120,420
118,175
104,068
389,329
–
–
–
100,811
97,806
198,617
2020
Directors:
Mark Hardgrave
(from 23 January 2020)
Colleen Lockwood
(from 23 January 2020)
Marcus Brown
Jarrod Milani
2019
Directors:
Marcus Brown
Jarrod Milani
1 Cash salary and fees: Include movements in annual leave entitlements.
2 Equity settled options: The value of options granted is expensed over the vesting period and are a non‑cash accounting expense.
8
Forbidden Foods | Annual Report 2020
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (continued)
(c) Service agreements
Name
Title
Mark Hardgrave
Independent, non‑executive chairman
Agreement commenced
23 January 2020
Term of agreement
Open
Details
Name
Title
On termination, resignation, retirement or removal from office for any reason, the Director shall
not be entitled to any damages for, or make any claim against the consolidated entity or its officers
in relation
to, loss of office and, unless expressly agreed by the Board to the contrary, no fee will be payable to
the Director in respect of their retirement or any unexpired portion of the term of their appointment.
Colleen Lockwood
Independent, non‑executive director
Agreement commenced
23 January 2020
Term of agreement
Open
Details
Name
Title
On termination, resignation, retirement or removal from office for any reason, the Director shall not
be entitled to any damages for, or make any claim against the consolidated entity or its officers in
relation to, loss of office and, unless expressly agreed by the Board to the contrary, no fee will be
payable to the Director in respect of their retirement or any unexpired portion of the term of their
appointment.
Marcus Brown
Chief Executive Officer and Managing Director
Agreement commenced
1 July 2020
Term of agreement
Open
Details
On termination, resignation, retirement or removal from office for any reason, the CEO shall not be
entitled to any damages for, or make any claim against the consolidated entity or its officers in
relation to, loss of office and, unless expressly agreed by the Board to the contrary, no fee will be
payable to the CEO in respect of his retirement or any unexpired portion of the term of his
appointment.
Termination by the
Executive KMP or by
Forbidden Foods without
cause, mutually agreed
resignation, retirement
or other circumstance
Termination by
Forbidden Foods
for cause
12 months’ notice
No notice period or termination payment unless the Board determines otherwise.
Unvested STI or LTI entitlements lapse.
9
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (continued)
(c) Service agreements (continued)
Post‑employment
restraints
12 month non‑compete and non‑solicit restraints in Australia for each employee, subject to
applicable law.
Name
Title
Jarrod Milani
Chief Operating Officer and Executive Director
Agreement commenced
1 July 2020
Term of agreement
Open
Details
On termination, resignation, retirement or removal from office for any reason, the Director shall
not be entitled to any damages for, or make any claim against the consolidated entity or its officers
in relation
to, loss of office and, unless expressly agreed by the Board to the contrary, no fee will be payable
to the Director in respect of his retirement or any unexpired portion of the term of his appointment.
Termination by the
Executive KMP or by
Forbidden Foods
without cause, mutually
agreed resignation,
retirement or other
circumstance
Termination by
Forbidden Foods for
cause
12 months’ notice
No notice period or termination payment unless the Board determines otherwise.
Unvested STI or LTI entitlements lapse.
Post‑employment
restraints
12 month non‑compete and non‑solicit restraints in Australia for each employee, subject to
applicable law.
(d) Share‑based compensation
Issue of shares
During the year ended 30 June 2020, there have been no issues of ordinary shares to the Directors and other Key Management
Personnel as part of their remuneration.
Issue of options over ordinary shares
The number of options over ordinary shares granted to and vested by Directors and other Key Management Personnel as part
of compensation during the year ended 30 June 2020 are set out below
name
Mark Hardgrave
Colleen Lockwood
no. of options
granted
during the
year
no. of options
granted
during the
prior year
no. of options
vested during
the year
no. of options
vested during
the prior year
1,000,000
500,000
–
–
–
–
–
–
10
Forbidden Foods | Annual Report 2020
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (continued)
(d) Share‑based compensation (continued)
Director options terms
teRM
DeSCRIptIon
Grant date
Director Options were granted under invitation letters issued in March 2020.
Grant of Director
Options
Each Director Option represents an entitlement to receive one Share upon satisfaction of
applicable conditions and payment of the applicable exercise price.
The exercise price per Director Option is $0.30.
Conditions and vesting
The Director Options vested upon listing of Forbidden Foods on ASX on 31 August 2020.
Expiry
The Director Options expire 3 years after Listing.
Rights associated
with Director Options
The Director Options do not attract dividends, voting rights or any capital distributions until
exercised.
Escrow
The Director Options are subject to escrow until 31 August 2022.
(e) Relationship between the remuneration policy and group performance
Remuneration of executives consists of an unrisked element (base pay). As such, remuneration is not linked to the financial
performance of the consolidated entity in the current or previous reporting periods. It is the Committee’s intention that an
“at‑risk” element to executives remuneration is implemented during FY21.
Non‑executive director’s remuneration is not affected by the consolidated entity performance.
(f) Key management personnel disclosures
Shareholding
The number of shares in the Company held during the financial year by each Director and other members of Key Management
Personnel of the consolidated entity, including their personally related parties, is set out below:
Director
Mark Hardgrave2
Colleen Lockwood2
Marcus Brown
Jarrod Milani
Balance
30 June 2019
Acquired
Disposed
Received as
Remuneration
Share split1
Balance
30 June 2020
–
–
60
60
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
14,117,587
14,117,587
14,117,647
14,117,647
1. The Company’s issued capital was subdivided from 170 Shares to 40,000,000 Shares (on a share split ratio of 1:235,294.117647) on 23 January 2020.
The share split was approved by a resolution passed on the same date.
2. Following completion of its listing on ASX on 31 August 2020, Convertible Notes held by the non‑executive directors converted to ordinary shares held in
Forbidden Foods. As at 31 August 2020, Mark Hardgrave holds 382,192 shares and Colleen Lockwood holds 76,439 shares. A portion of these shareholdings
is subject to escrow arrangements which expire on 31 August 2022.
11
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (continued)
(f) Key management personnel disclosures (continued)
option holding
The number of options over ordinary shares in the Company held during the financial year by each Director of Forbidden Foods,
including their personally related parties, is set out below. The terms of these options are discussed in part (d) above.
Director
Mark Hardgrave
Colleen Lockwood
Marcus Brown
Jarrod Milani
Balance
30 June 2019
Received as
Remuneration
exercised
–
–
–
–
1,000,000
500,000
–
–
–
–
–
–
expired,
forfeited
and other
Changes
–
–
–
–
Balance
30 June 2020
1,000,000
500,000
–
–
other transactions with key management personnel
There were no other transactions with key management personnel during the period.
*end of Remuneration Report*
INDEMNIFICATION AND INSURANCE OF OFFICERS AND AUDITORS
During the year, the consolidated entity has paid insurance premiums to insure each of the directors, and officers of the
consolidated entity against liabilities for costs and expenses incurred by them in defending any legal proceedings arising out
of their conduct while acting in the capacity of the consolidated entity other than conduct involving a wilful breach of duty in
relation to the consolidated entity.
The contract of insurance prohibits disclosure of the nature of the liability covered and the amount of the premium.
The consolidated entity has not, during or since the end of the financial year, indemnified or agreed to indemnify an auditor
of the consolidated entity or of any related body corporate against a liability incurred in their capacity as an auditor.
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.
NON‑AUDIT SERVICES
Details of the non‑audit services provided to the consolidated entity by the Independent Auditor during the year ended
30 June 2020 are disclosed in note 27 of the financial statements.
12
Forbidden Foods | Annual Report 2020
DIRECTORS’ REPORT
SHARES UNDER OPTION
Unissued ordinary shares of Forbidden Foods Limited under option at the date of this report are as follows:
number of options
5,500,000
exercise price
$0.30
expiry Date
31 August 2023
SHARES ISSUED ON THE EXERCISE OF OPTIONS
No shares were issued during the year on exercise of options.
ROUNDING OF AMOUNTS TO THE NEAREST DOLLAR
The consolidated entity is an entity of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports)
Instrument 2016/191, relating to the ‘rounding off’ of amounts in the Directors’ report. Amounts in the Directors’ report have
been rounded to the nearest dollar in accordance with that Instrument, unless otherwise indicated.
AUDITOR’S INDEPENDENCE DECLARATION
The Auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 14.
This report is made in accordance with a resolution of directors, pursuant to section 298(2)(A) of the Corporations Act 2001.
On behalf of the directors:
Mark Hardgrave
Chair
Melbourne
30 September 2020
13
AUDITOR’S INDEPENDENCE DECLARATION
PKF Melbourne
AUDITOR’S INDEPENDENCE DECLARATION TO THE DIRECTORS OF FORBIDDEN FOODS LIMITED
In relation to our audit of the financial report of Forbidden Foods Limited for the year ended 30 June 2020, to the best
of my knowledge and belief, there have been no contraventions of the auditor independence requirements of the
Corporations Act 2001 or any applicable code of professional conduct.
PKF
Melbourne, 30 September 2020
Kenneth Weldin
Partner
PKF Melbourne Audit & Assurance Pty Ltd ABN 75 600 749 184
Level 12, 440 Collins Street, Melbourne, Victoria 3000
14
T: +61 3 9679 2222 F: +61 3 9679 2288
Liability limited by a scheme approved under Professional Standards Legislation
PKF Melbourne Audit & Assurance Pty Ltd is a member firm of the PKF International Limited family of legally independent firms and
does not accept any responsibility or liability for the actions or inactions of any individual member or correspondent firm or firms.
14
Forbidden Foods | Annual Report 2020
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME
For the year ended 30 June 2020
Revenue
Other income
expenses
Changes in inventories
Raw materials and consumables used
Employee benefits expense
Freight out and distribution expense
Depreciation and amortisation expense
Marketing and promotion costs
Occupancy costs
Other expenses
Finance costs
Loss before income tax expense
Income tax expense
Loss after income tax expense for the year
other comprehensive income
Items that may be reclassified subsequently to profit or loss
Foreign currency translation
total comprehensive loss for the year
Loss for the year is attributable to:
Forbidden Foods Limited shareholders
Total comprehensive loss for the year is attributable to:
Forbidden Foods Limited shareholders
NOTE
4
5
6
6
6
7
2020
$
2019
$
4,119,947
3,429,344
68,447
6,690
(502,774)
279,618
3,212,294
1,926,490
795,590
602,053
122,825
207,780
23,934
815,551
1,264,441
409,664
434,686
10,931
71,423
56,387
318,233
121,099
(2,353,300)
(192,497)
–
–
(2,353,300)
(192,497)
521
(940)
(2,352,779)
(193,437)
(2,353,300)
(2,353,300)
(2,352,779)
(2,352,779)
2020
CENTS
(192,497)
(192,497)
(193,437)
(193,437)
2019
CENTS
earnings per share attributable to the owners of Forbidden Foods Limited
Basic earnings per share
Diluted earnings per share
34
34
(13.51)
(4.06)
(113,233.53)
(113,233.53)
The consolidated entity has initially applied AASB 16 using the cumulative effect method and has not restated comparatives.
The comparatives have been prefaced using AASB 17 and related interpretations.
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes.
15
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
For the year ended 30 June 2020
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Inventories
Income tax refundable
Other current assets
total current assets
non‑current assets
Property, plant and equipment
Intangible assets
Right‑of‑use assets
total non‑current assets
total assets
Liabilities
Current liabilities
Trade and other payables
Borrowings
Derivative financial instrument
Employee benefits
Lease liabilities
total current liabilities
non‑current liabilities
Employee benefits
total non‑current liabilities
total liabilities
net (liabilities/assets)
equity
Issued capital
Reserves
Retained losses
total equity
NOTE
2020
$
2019
$
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
136,308
694,414
1,052,265
4,434
281,967
14,671
502,000
549,491
4,434
17,414
2,169,388
1,088,010
15,587
53,137
31,656
10,423
46,397
–
100,380
56,820
2,269,768
1,144,830
1,425,019
1,906,434
901,564
100,675
32,091
798,752
152,352
–
40,159
–
4,365,783
991,263
15,085
15,085
15,956
15,956
4,380,868
1,007,219
(2,111,100)
137,611
586,451
103,847
586,451
(742)
(2,801,398)
(448,098)
(2,111,100)
137,611
The consolidated entity has initially applied AASB 16 using the cumulative effect method and has not restated comparatives.
The comparatives have been prefaced using AASB 17 and related interpretations.
The above consolidated statement of financial position should be read in conjunction with the accompanying notes
16
Forbidden Foods | Annual Report 2020
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2020
Consolidated
Balance at 1 July 2018
Profit after income tax expense for the year
Other comprehensive income for the year
Total comprehensive income/(loss) for the year
Balance at 30 June 2019
Consolidated
Balance at 1 July 2019
Loss after income tax expense for the year
Other comprehensive income for the year
Total comprehensive income/(loss) for the year
Share‑based payments
Balance at 30 June 2020
Issued
capital
$
586,451
–
–
–
586,451
Issued
capital
$
Retained
profits/
(losses)
Reserves
$
$
198
–
(940)
(940)
(742)
Reserves
(255,601)
(192,497)
–
(192,497)
(448,098)
Retained
profits/
(losses)
$
$
total
equity
$
331,048
(192,497)
(940)
(193,437)
137,611
total
equity
$
586,451
(742)
(448,098)
137,611
–
–
–
–
586,451
–
521
521
104,068
103,847
(2,353,300)
(2,353,300)
–
521
(2,353,300)
(2,352,779)
–
104,068
(2,801,398)
(2,111,100)
NOTE
NOTE
35
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
17
CONSOLIDATED STATEMENT OF CASH FLOWS
For the year ended 30 June 2020
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Income taxes paid
Other income
Net cash (used in)/from operating activities
Cash flows from investing activities
Payments for intangibles
Payments for property, plant and equipment
Proceeds from sale of property, plant and equipment
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of convertible notes
Finance costs
Capital raising costs
Repayment of borrowings
Repayment of lease liabilities
Net cash from/(used in) financing activities
Net decrease in cash and cash equivalents
NOTE
2020
$
2019
$
3,774,594
3,383,668
(4,977,619)
(3,353,025)
–
68,447
32
(1,134,578)
(18,142)
(11,106)
–
(29,248)
2,000,000
(309,233)
(144,566)
(152,957)
(107,690)
4,266
–
34,909
(42,924)
(7,376)
26,261
(24,039)
(121,099)
–
–
–
1,285,554
(121,099)
121,728
14,671
(91)
136,308
(110,229)
124,210
690
14,671
Cash and cash equivalents at the beginning of the financial year
Effects of exchange rate changes on cash and cash equivalents
Cash and cash equivalents at the end of the financial year
8
The consolidated entity has initially applied AASB 16 using the cumulative effect method and has not restated comparatives.
The comparatives have been prefaced using AASB 17 and related interpretations.
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
18
Forbidden Foods | Annual Report 2020
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2020
NOTE 1. GENERAL INFORMATION
These are the consolidated financial statements of Forbidden Foods Limited (the ‘company’), comprising the company and its
controlled entities (the ‘consolidated entity’).
Forbidden Foods Limited is a public company limited by shares, incorporated and domiciled in Australia.
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies have
been consistently applied to all the years presented, unless otherwise stated.
new or amended Accounting Standards and Interpretations adopted
The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the
Australian Accounting Standards Board (‘AASB’) that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
The following Accounting Standards and Interpretations are most relevant to the consolidated entity:
AASB 16 Leases
AASB 16 Leases was issued in January 2016 and supersedes AASB 117 Leases. AASB 16 sets out the principles for the
recognition, measurement, presentation and disclosure of leases and requires lessees to account for the leases under a single
on‑balance sheet model similar to the accounting for finance leases under AASB 117. The standard includes two recognition
exemptions for lessees – leases of ‘low‑value’ assets and short‑term leases (i.e. leases with a lease term of 12 months or less).
At the commencement date of a lease, a lessee will recognise a liability to make lease payments (i.e. the lease liability) and an
asset representing the right to use the underlying asset during the lease term (i.e. right‑of‑use asset). Lessees will be required
to separately recognise the interest expense on the lease liability and the depreciation expense on the right‑of‑use (ROU) asset.
The consolidated entity has applied AASB 16 using the modified retrospective method of adoption with the date of initial
application of 1 July 2019. The Group elected to use the transition practical expedient to not reassess whether a contract is,
or contains a lease at 1 July 2019. Instead, the Group applied the standard only to contracts that were previously identified
as leases applying AASB 117 and AASB Interpretation 4 at the date of initial application.
The consolidated entity also applied the available practical expedients wherein it:
– used a single discount rate to a portfolio of leases with reasonably similar characteristics
– relied on its assessment of whether leases are onerous immediately before the date of initial recognition
– excluded the initial direct costs from the measurement of the right‑of‑use asset at the date of initial application
– used hindsight in determining the lease term where the contract options to extend or terminate the lease
For short‑term leases (lease term of 12 months or less) and leases of low‑value assets, the consolidated entity has opted to
recognise a lease expense on a straight‑line basis as permitted by AASB 16. This expense is presented within ‘Other expenses’
in the profit and loss.
Financial impact of initial recognition of AASB 16
The weighted average lessees incremental borrowing rate applied to lease liabilities recognised in the statement of financial
position on 1 July 2019 is 4.00%.
The lease liabilities as at 1 July 2019 can be reconciled to the operating lease commitments as at 30 June 2019, as follows:
Operating lease commitments disclosed as at 30 June 2019
Effect of discounting the above amounts
Lease liabilities recognised at 1 July 2019
$
186,500
(13,734)
172,766
19
NOTES TO THE FINANCIAL STATEMENTS
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES (continued)
Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board (‘AASB’) and the Corporations Act 2001, as appropriate
for for‑profit oriented entities. These financial statements also comply with International Financial Reporting Standards as
issued by the International Accounting Standards Board (‘IASB’).
Going concern
The consolidated financial report has been prepared on a going concern basis, which contemplates continuity of normal business
activities and realisation of assets and settlement of liabilities in the ordinary course of business. The consolidated entity
recorded a net loss for the year ended 30 June 2020 of $2,353,300 (30 June 2019: $192,497), and operating cash outflows of
$1,134,578 (30 June 2019 cash inflows: $34,909) and as at 30 June 2020 the consolidated entity had a net liability position of
$2,111,100 (30 June 2019 net assets: $137,611).
In assessing the consolidated entity as a going concern, the directors have considered the following:
• the consolidated entity raised $2,000,000 via the issue of convertible notes in two tranches (Tranche 1: $1,539,000 on
13 December 2019 and Tranche 2: $461,000 on 29 January 2020);
• on 31 August 2020, the company raised $6,000,000 by successfully completing an Initial Public Offering (‘IPO’) on the
Australian Securities Exchange (‘ASX’);
• the consolidated entity incurred significant one‑off capital raising costs and finance costs in relation to the convertible
notes and the IPO; and
• the convertible notes automatically convert to ordinary shares upon completion of the IPO which, along with the proceeds
raised net of transaction costs, will significantly improve the net asset position of the consolidated entity.
Based on these factors, it is the view of the directors that the consolidated entity is sufficiently capitalised to continue as a
going concern. The directors acknowledge that this assessment incorporates a number of assumptions and judgements and
have concluded that the range of possible outcomes considered in arriving at this support the consolidated entity’s ability
to continue as a going concern as at the date of this report.
The financial report does not include adjustments relating to the recoverability or classification of the recorded asset amounts, or
to the amounts or classification of liabilities that might be necessary should the group not be able to continue as a going concern.
Historical cost convention
The financial statements have been prepared under the historical cost convention, except for, where applicable, the revaluation
of financial assets and liabilities at fair value through profit or loss, financial assets at fair value through other comprehensive
income, certain classes of property, plant and equipment and derivative financial instruments.
Critical accounting estimates
The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires management
to exercise its judgement in the process of applying the consolidated entity’s accounting policies. The areas involving a higher
degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements,
are disclosed in note 3.
principles of consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Forbidden Foods Limited as at
30 June 2020 and the results of all subsidiaries for the year then ended. Forbidden Foods Limited and its subsidiaries together
are referred to in these financial statements as the ‘consolidated entity’.
Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity controls an entity
when the consolidated entity 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 consolidated entity. They are de‑consolidated from the date that control ceases.
20
Forbidden Foods | Annual Report 2020
NOTES TO THE FINANCIAL STATEMENTS
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES (continued)
principles of consolidation (continued)
Intercompany transactions, balances and unrealised gains on transactions between entities in the consolidated entity are
eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset
transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies
adopted by the consolidated entity.
Common control transactions
Where the combining entities are ultimately controlled by the same parties both before and after the combination, the
transaction is a “common‑control” transaction, outside the scope of AASB 3 Business Combinations. Such a transaction is
accounted for using the “pooling of interests” method resulting in the continuation of existing accounting values that would
have occurred if the assets and liabilities of the group had already been in a structure suitable.
It has been determined that the group reorganisation which occurred on 31 December 2016 was a common‑control transaction.
As a result, the accounting treatment under the “pooling of interests” method has historically been applied as follows:
• the assets and liabilities of the combining entities are reflected at their carrying values; and
• no goodwill or other intangible assets are recognised as a result of the combination.
operating segment
The consolidated entity operates one segment, being the provision of goods to customers in the food and beverage industry
operating within retail, food service, food manufacturing and quick service restaurants. The segment details are therefore fully
reflected in the body of the financial report.
Foreign currency translation
The financial statements are presented in Australian dollars, which is Forbidden Foods Limited’s functional and presentation currency.
Foreign currency transactions
Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at the dates of the
transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation
at financial year‑end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in
profit or loss.
Foreign operations
The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rates at the reporting
date. The revenues and expenses of foreign operations are translated into Australian dollars using the average exchange rates,
which approximate the rates at the dates of the transactions, for the period. All resulting foreign exchange differences are
recognised in other comprehensive income through the foreign currency reserve in equity.
Revenue recognition
The consolidated entity recognises revenue as follows:
Revenue from contracts with customers
Revenue is recognised at an amount that reflects the consideration to which the consolidated entity is expected to be entitled
in exchange for transferring goods or services to a customer. For each contract with a customer, the consolidated entity:
identifies the contract with the customer; identifies the performance obligations in the contract; determines the transaction
price which takes into account estimates of variable consideration and the time value of money; allocates the transaction price
to the separate performance obligations on the basis of the relative stand‑alone selling price of each distinct good or service to
be delivered; and recognises revenue when or as each performance obligation is satisfied in a manner that depicts the transfer
to the customer of the goods or services promised.
21
NOTES TO THE FINANCIAL STATEMENTS
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES (continued)
Revenue recognition (continued)
Variable consideration within the transaction price, if any, reflects concessions provided to the customer such as discounts,
rebates and refunds and any other contingent events. Such estimates are determined using either the ‘expected value’ or
‘most likely amount’ method. The measurement of variable consideration is subject to a constraining principle whereby revenue
will only be recognised to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue
recognised will not occur.
Sale of goods
Sale of goods revenue is recognised at the point of sale, which is where the customer has taken delivery of the goods, which
is generally at the time of delivery.
other revenue
Other revenue is recognised when it is received or when the right to receive payment is established.
Income tax
The income tax expense or benefit for the period is the tax payable on that period’s taxable income based on the applicable
income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary
differences, unused tax losses and the adjustment recognised for prior periods, where applicable.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future
taxable amounts will be available to utilise those temporary differences and losses.
The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date. Deferred tax
assets recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the
carrying amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable
that there are future taxable profits available to recover the asset.
Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against
current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on
either the same taxable entity or different taxable entities which intend to settle simultaneously.
Forbidden Foods Limited (the ‘head entity’) and its wholly‑owned Australian subsidiaries have formed an income tax
consolidated group under the tax consolidation regime. The head entity and each subsidiary in the tax consolidated group
continue to account for their own current and deferred tax amounts. The tax consolidated group has applied the ‘separate
taxpayer within group’ approach in determining the appropriate amount of taxes to allocate to members of the tax
consolidated group.
Current and non‑current classification
Assets and liabilities are presented in the statement of financial position based on current and non‑current classification.
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the
consolidated entity’s normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within
12 months after the reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or used to
settle a liability for at least 12 months after the reporting period. All other assets are classified as non‑current.
A liability is classified as current when: it is either expected to be settled in the consolidated entity’s normal operating cycle;
it is held primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no
unconditional right to defer the settlement of the liability for at least 12 months after the reporting period. All other liabilities
are classified as non‑current.
Deferred tax assets and liabilities are always classified as non‑current.
22
Forbidden Foods | Annual Report 2020
NOTES TO THE FINANCIAL STATEMENTS
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES (continued)
Cash and cash equivalents
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.
trade and other receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest
method, less any allowance for expected credit losses. Trade receivables are generally due for settlement within 30 days.
The consolidated entity has applied the simplified approach to measuring expected credit losses, which uses a lifetime expected
credit loss allowance. To measure the expected credit losses, trade receivables have been grouped based on days overdue.
Other receivables are recognised at amortised cost, less any provision for expected credit losses.
Inventories
Raw materials and finished goods are stated at the lower of cost and net realisable value on an average cost basis. Cost
comprises of direct materials and delivery costs, import duties and other taxes, an appropriate proportion of variable and fixed
overhead expenditure based on normal operating capacity. Costs of purchased inventory are determined after deducting
rebates and discounts received or receivable.
Stock in transit is stated at the lower of cost and net realisable value. Cost comprises of purchase and delivery costs, net of
rebates and discounts received or receivable.
Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion
and the estimated costs necessary to make the sale.
plant and equipment
Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost includes
expenditure that is directly attributable to the acquisition of the items.
Depreciation is calculated on a diminishing‑value basis to write off the net cost of each item of plant and equipment over their
expected useful lives as follows:
Plant and equipment
5‑10 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting date.
An item of plant and equipment is derecognised upon disposal or when there is no future economic benefit to the consolidated
entity. Gains and losses between the carrying amount and the disposal proceeds are taken to profit or loss.
Intangible assets
Intangible assets acquired separately are initially recognised at cost. Indefinite life intangible assets are not amortised and
are subsequently measured at cost less any impairment. Finite life intangible assets are subsequently measured at cost less
amortisation and any impairment. The gains or losses recognised in profit or loss arising from the derecognition of intangible
assets are measured as the difference between net disposal proceeds and the carrying amount of the intangible asset. The
method and useful lives of finite life intangible assets are reviewed annually. Changes in the expected pattern of consumption
or useful life are accounted for prospectively by changing the amortisation method or period.
trademarks
Significant costs associated with trademarks are deferred and amortised on a straight‑line basis over the period of their
expected benefit, being their finite life of 5 years.
Websites
Significant costs associated with websites are deferred and amortised on a straight‑line basis over the period of their expected
benefit, being their finite life of 5 years.
23
NOTES TO THE FINANCIAL STATEMENTS
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES (continued)
Right‑of‑use assets
A right‑of‑use asset is recognised at the commencement date of a lease. The right‑of‑use asset is measured at cost, which
comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the
commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the
cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and
restoring the site or asset.
Right‑of‑use assets are depreciated on a straight‑line basis over the unexpired period of the lease or the estimated useful life
of the asset, whichever is the shorter. Where the consolidated entity expects to obtain ownership of the leased asset at the
end of the lease term, the depreciation is over its estimated useful life. Right‑of use assets are subject to impairment or
adjusted for any remeasurement of lease liabilities.
The consolidated entity has elected not to recognise a right‑of‑use asset and corresponding lease liability for short‑term leases
with terms of 12 months or less and leases of low‑value assets. Lease payments on these assets are expensed to profit or loss
as incurred.
Finance costs
Finance costs attributable to qualifying assets are capitalised as part of the asset. All other finance costs are expensed in the
period they were incurred.
trade and other payables
These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end of the financial
year and which are unpaid. Due to their short‑term nature they are measured at amortised cost and are not discounted. The
amounts are unsecured and are usually paid within 30 days of recognition.
provisions
Provisions are recognised when the consolidated entity has a present (legal or constructive) obligation as a result of a past
event, it is probable the consolidated entity will be required to settle the obligation, and a reliable estimate can be made of the
amount of the obligation. The amount recognised as a provision is the best estimate of the consideration required to settle the
present obligation at the reporting date, taking into account the risks and uncertainties surrounding the obligation. If the time
value of money is material, provisions are discounted using a current pre‑tax rate specific to the liability.
employee benefits
Short‑term employee benefits
Liabilities for wages and salaries, including non‑monetary benefits, annual leave and long service leave expected to be settled
wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities are settled.
other long‑term employee benefits
The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting date are
measured at the present value of expected future payments to be made in respect of services provided by employees up to
the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels,
experience of employee departures and periods of service. Expected future payments are discounted using market yields at
the reporting date on corporate bonds with terms to maturity and currency that match, as closely as possible, the estimated
future cash outflows.
Defined contribution superannuation expense
Contributions to defined contribution superannuation plans are expensed in the period in which they are incurred.
Share‑based payments
Equity settled share‑based payments are provided to non‑executive directors.
Equity‑settled transactions are awards of options over shares, that are provided to non‑executive directors in exchange
for the rendering of services.
24
Forbidden Foods | Annual Report 2020
NOTES TO THE FINANCIAL STATEMENTS
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES (continued)
employee benefits (continued)
The cost of equity‑settled transactions are measured at fair value on grant date. Fair value is determined using the 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 and expected volatility of the underlying share, the expected dividend yield and the risk free interest rate for the
term of the option, together with non‑vesting conditions that do not determine whether the consolidated entity receives the
services that entitle the non‑executive director to receive payment. No account is taken of any other vesting conditions.
The cost of equity‑settled transactions are recognised as an expense with a corresponding increase in equity over the vesting
period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of
the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss
for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods.
Borrowings
Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction costs. They are
subsequently measured at amortised cost using the effective interest method.
The component of the convertible notes that exhibits characteristics of a liability is recognised as a liability in the statement
of financial position.
On the issue of the convertible notes the fair value of the liability component is determined using a market rate for an
equivalent non‑convertible bond and this amount is carried as a current liability on an amortised cost basis until extinguished
on conversion or redemption. The increase in the liability due to the passage of time is recognised as a finance cost. The
corresponding interest on convertible notes is expensed to profit or loss.
Any embedded derivatives are separated from the host contract and recorded separately in the statement of financial position
at fair value.
Lease liabilities
A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value
of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that
rate cannot be readily determined, the consolidated entity’s incremental borrowing rate. Lease payments comprise of fixed
payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected
to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably
certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or a
rate are expensed in the period in which they are incurred.
Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if
there is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee;
lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment
is made to the corresponding right‑of use asset, or to profit or loss if the carrying amount of the right‑of‑use asset is fully
written down.
Issued capital
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.
earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of Forbidden Foods Limited by the
weighted average number of ordinary shares outstanding during the financial year.
25
NOTES TO THE FINANCIAL STATEMENTS
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES (continued)
earnings per share (continued)
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.
Goods and Services tax (‘GSt’) and other similar taxes
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable
from the tax authority. In this case it is recognised as part of the cost of the acquisition of the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable
from, or payable to, the tax authority is included in other receivables or 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 tax authority, are presented as operating cash flows.
Financial instruments
Financial instruments are recognised initially on the date that the consolidated entity becomes a party to the contractual
provisions of the instrument.
On initial recognition, all financial instruments are measured at fair value plus transaction costs (except for instruments
measured at fair value through profit or loss where transaction costs are expensed as incurred).
Financial assets
All recognised financial assets are subsequently measured in their entirety at amortised costs.
Amortised cost
Assets measured at amortised cost are financial assets where:
• the business model is to hold assets to collect contractual cash flows; and
• the contractual terms give rise on specified dates to cash flows are solely payments of principal and interest on the principal
amount outstanding.
The consolidated entity’s financial assets measured at amortised cost comprise trade and other receivables and cash and cash
equivalents in the consolidated statement of financial position.
Subsequent to initial recognition, these assets are carried at amortised cost using the effective interest rate method less
provision for impairment.
Interest income, foreign exchange gains or losses and impairment are recognised in profit or loss. Gain or loss on derecognition
is recognised in the statement of profit or loss.
Impairment of financial assets
The consolidated entity recognises a loss allowance for expected credit losses (ECL) on financial assets measured at amortised
cost. ECLs are based on the difference between the contractual cash flows due and the cash flows the consolidated entity expects
to receive. Any shortfall is discounted at an approximation to the asset’s original effective interest rate. The consolidated entity
applies AASB 9’s simplified approach to measure ECLs which uses a lifetime expected loss allowance for all trade receivables.
26
Forbidden Foods | Annual Report 2020
NOTES TO THE FINANCIAL STATEMENTS
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES (continued)
Financial liabilities
The consolidated entity measures all financial liabilities initially at fair value less transaction costs, subsequently all financial
liabilities, excluding derivative financial instruments, are measured at amortised cost using the effective interest rate method.
The consolidated entity measures derivative financial instruments at fair value through profit and loss.
The financial liabilities of the consolidated entity comprise trade payables, factoring arrangements, borrowings and
convertible notes.
Rounding of amounts
The company is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and Investments
Commission, relating to ‘rounding‑off’. Amounts in this report have been rounded off in accordance with that Corporations
Instrument to the nearest dollar.
new Accounting Standards and Interpretations not yet mandatory or early adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory,
have not been early adopted by the consolidated entity for the annual reporting period ended 30 June 2020.
NOTE 3. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS
The preparation of the financial statements requires management to make judgements, estimates and assumptions that
affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates
in relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates
and assumptions on historical experience and on other various factors, including expectations of future events, management
believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal
the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year
are discussed below.
Revenue from contracts with customers involving sale of goods
When recognising revenue in relation to the sale of goods to customers, the key performance obligation of the consolidated
entity is considered to be the point of delivery of the goods to the customer, as this is deemed to be the time that the customer
obtains control of the promised goods and therefore the benefits of unimpeded access.
Allowance for expected credit losses
The allowance for expected credit losses assessment requires a degree of estimation and judgement. It is based on the lifetime
expected credit loss, grouped based on days overdue, and makes assumptions to allocate an overall expected credit loss rate
for each group. These assumptions include recent sales experience and historical collection rates.
provision for impairment of inventories
The provision for impairment of inventories assessment requires a degree of estimation and judgement. The level of the
provision is assessed by taking into account the recent sales experience, the ageing of inventories and other factors that affect
inventory obsolescence.
estimation of useful lives of assets
The consolidated entity determines the estimated useful lives and related depreciation and amortisation charges for its
property, plant and equipment and finite life intangible assets. The useful lives could change significantly as a result of technical
innovations or some other event. The depreciation and amortisation charge will increase where the useful lives are less than
previously estimated lives, or technically obsolete or non‑strategic assets that have been abandoned or sold will be written off
or written down.
27
NOTES TO THE FINANCIAL STATEMENTS
NOTE 3. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS (continued)
Income tax
The consolidated entity is subject to income taxes in the jurisdictions in which it operates. Significant judgement is required in
determining the provision for income tax. There are many transactions and calculations undertaken during the ordinary course
of business for which the ultimate tax determination is uncertain. The consolidated entity recognises liabilities for anticipated
tax audit issues based on the consolidated entity’s current understanding of the tax law. Where the final tax outcome of these
matters is different from the carrying amounts, such differences will impact the current and deferred tax provisions in the
period in which such determination is made.
employee benefits provision
As discussed in note 2, the liability for employee benefits expected to be settled more than 12 months from the reporting date
are recognised and measured at the present value of the estimated future cash flows to be made in respect of all employees at
the reporting date. In determining the present value of the liability, estimates of attrition rates and pay increases through
promotion and inflation have been taken into account.
NOTE 4. REVENUE
Revenue from contracts with customers
Sale of goods
Disaggregation of revenue
Disaggregation of revenue from contracts with customers is as follows:
Geographical regions
Australia
New Zealand
NOTE 5. OTHER INCOME
Gain on disposal of property, plant and equipment
Cash flow boost payment
Rental income
28
Forbidden Foods | Annual Report 2020
2020
$
2019
$
4,119,947
4,119,947
3,429,344
3,429,344
2020
$
2019
$
3,926,538
3,294,887
193,409
134,457
4,119,947
3,429,344
2020
$
–
50,000
18,447
68,447
2019
$
6,690
–
–
6,690
NOTES TO THE FINANCIAL STATEMENTS
NOTE 6. EXPENSES
Loss before income tax includes the following specific items:
Employee benefits expense
Share‑based payments
Non‑executive directors fees
Salaries and wages
Superannuation
Other employee related expenses
Depreciation and amortisation expense
Depreciation of right‑of‑use assets
Depreciation of plant and equipment
Amortisation of intangible assets
Finance costs
Cost of issuing convertible notes
Debtor finance fees
Interest on convertible notes
Interest on lease liability
Listing costs
Trade finance fees
Unwinding of discount on convertible notes
Other interest
NOTE 7. INCOME TAX EXPENSE
Income tax expense
Current tax
Aggregate income tax expense
Reconciliation of income tax expense and tax at the statutory rate
Loss before income tax expense
Tax at the statutory rate of 27.5%
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Non‑allowable expenses
Tax losses and other timing differences for which no DTA is recognised
Income tax expense
2020
$
104,068
42,618
534,199
55,060
59,645
795,590
105,480
5,942
11,403
122,825
196,086
57,188
103,653
2,645
144,566
55,910
704,345
48
2019
$
–
–
345,261
32,726
31,677
409,664
–
8,502
2,429
10,931
–
52,260
–
–
–
68,839
–
–
1,264,441
121,099
2020
2019
$
–
–
$
–
–
(2,353,300)
(647,158)
(192,497)
(52,937)
27,187
619,971
–
69,397
(16,460)
–
29
NOTES TO THE FINANCIAL STATEMENTS
NOTE 8. CURRENT ASSETS – CASH AND CASH EQUIVALENTS
Cash on hand
Cash at bank
NOTE 9. CURRENT ASSETS – TRADE AND OTHER RECEIVABLES
Trade receivables
GST refundable
Property bond
NOTE 10. CURRENT ASSETS – INVENTORIES
Stock in transit
Stock on hand
2020
$
946
135,362
136,308
2020
$
582,316
96,064
16,034
694,414
2020
$
–
1,052,265
1,052,265
2019
$
372
14,299
14,671
2019
$
468,031
30,435
3,534
502,000
2019
$
122,623
426,868
549,491
The inventories have been valued at the lower of cost and net realisable value. Cost is calculated using weighted average
methods. Net realisable value represents the estimated selling price in the ordinary course of business, less estimated costs
of completion and the estimated costs necessary to make the sale.
The consolidated entity imports stock from overseas on Free On Board (FOB) terms which means the consolidated entity
assumes the risks and takes ownership of the stock once the seller ships the product. Once the stock arrives in a warehouse
in Australia, the consolidated entity recognises the amounts as stock on hand.
NOTE 11. CURRENT ASSETS – INCOME TAX REFUNDABLE
Income tax instalments refundable
2020
$
4,434
4,434
2019
$
4,434
4,434
30
Forbidden Foods | Annual Report 2020
NOTES TO THE FINANCIAL STATEMENTS
NOTE 12. CURRENT ASSETS – OTHER
Prepaid expenses
Other
2020
$
281,791
176
281,967
2019
$
13,256
4,158
17,414
The prepaid expenses includes amounts incurred by the consolidated entity directly in relation to the initial public offering (IPO)
which will net against equity on issuance of the shares by the Company.
NOTE 13. NON‑CURRENT ASSETS – PROPERTY, PLANT AND EQUIPMENT
Plant and equipment – at cost
Less: Accumulated depreciation
2020
$
32,444
(16,857)
15,587
2019
$
21,338
(10,915)
10,423
Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below:
Balance at 1 July 2018
Additions
Disposals
Depreciation expense
Balance at 30 June 2019
Balance at 1 July 2019
Additions
Disposals
Depreciation expense
Balance at 30 June 2020
plant and
equipment
$
31,119
7,376
(19,570)
(8,502)
10,423
10,423
11,106
‑
(5,942)
15,587
31
NOTES TO THE FINANCIAL STATEMENTS
NOTE 14. NON‑CURRENT ASSETS – INTANGIBLE ASSETS
Trademarks – at cost
Less: Accumulated amortisation
Website – at cost
Less: Accumulated amortisation
2020
$
52,809
(12,205)
40,604
16,000
(3,467)
12,533
2019
$
34,667
(4,003)
30,664
16,000
(267)
15,733
53,137
46,397
Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below:
Balance at 1 July 2018
Additions
Amortisation expense
Balance at 30 June 2019
Balance at 1 July 2019
Additions
Amortisation expense
Balance at 30 June 2020
NOTE 15. NON‑CURRENT ASSETS – RIGHT‑OF‑USE ASSETS
Right‑of‑use assets
trademarks
Website
$
5,903
26,924
(2,163)
30,664
30,664
18,142
(8,202)
40,604
$
–
16,000
(267)
15,733
15,733
–
(3,200)
12,533
2020
$
31,656
31,656
Set out below are the carrying amounts of the right‑of‑use assets recognised and the movements during the period:
As at 1 July 2019 – refer to reconciliation in note 2
Additions
Derecognition of option on lease
Depreciation expense
As at 30 June 2020
total
$
5,903
42,924
(2,430)
46,397
46,397
18,142
(11,402)
53,137
2019
$
–
–
$
172,766
73,645
(109,275)
(105,480)
31,656
The consolidated entity has leases for the main office, factory and a van. The remaining term of each lease is less than one
year, with in some cases, options to extend.
The main office had an option to extend which was initially expected to be exercised. Subsequent to the initial assessment
and with the impacts of COVID‑19, the directors have assessed this option will no longer be exercised.
32
Forbidden Foods | Annual Report 2020
NOTES TO THE FINANCIAL STATEMENTS
NOTE 16. CURRENT LIABILITIES – TRADE AND OTHER PAYABLES
Trade payables
Accrued expenses
Factoring account
PAYG withholding
Other payables
Refer to note 25 for further information on financial instruments.
NOTE 17. CURRENT LIABILITIES – BORROWINGS
Borrowings
Convertible notes
2020
$
864,677
36,019
390,565
34,153
99,605
1,425,019
2020
$
–
1,906,434
1,906,434
2019
$
303,453
75,000
296,356
21,113
102,830
798,752
2019
$
152,352
–
152,352
The unsecured loans represent non‑interest bearing debt owing to shareholders of the company which are expected to be
settled within the next 12 months.
Assets pledged as security
The consolidated entity has unused borrowing facilities which are detailed in note 25.
A security deed over property of the Group has been provided in relation to the factoring agreement with Scottish Pacific.
Convertible notes
On 13 December 2019 the company issued 1,539,000 convertible notes, with a face value of $1 each, to various investors for
total proceeds of $1,539,000, and on 29 January 2020 the company issued a further 461,000 convertible notes, with a face
value of $1 each, for total proceeds of $461,000.
Simple, non‑compounding interest accrues on the convertible notes at a rate of 10% per annum.
On completion of the IPO, the convertible notes (together with accrued interest) will automatically convert into ordinary
shares at an effective conversion price of $0.14, equivalent to 70% of the IPO price. The discount on conversion is considered
a derivative financial instrument which per AASB 9 Financial Instruments is required to be accounted for separate to the host
liability. Further details on the derivative liability are included in note 18.
Refer to note 25 for further information on financial instruments.
33
NOTES TO THE FINANCIAL STATEMENTS
NOTE 18. CURRENT LIABILITIES – DERIVATIVE FINANCIAL INSTRUMENT
Derivative financial instrument
2020
$
901,564
901,564
2019
$
–
–
The derivative financial instrument relates to the embedded derivative contained within the convertible note agreements and
was determined by calculating the difference between the expected IPO price and the conversion price. The conversion price
represents the fair value of the embedded derivative. The conversion price has been fixed at 70% of the IPO price.
NOTE 19. CURRENT LIABILITIES – EMPLOYEE BENEFITS
Employee benefits
2020
$
100,675
100,675
2019
$
40,159
40,159
Amounts not expected to be settled within the next 12 months
The current provision for employee benefits includes all unconditional entitlements where employees have completed the
required period of service and also those where employees are entitled to pro‑rata payments in certain circumstances. The
entire amount is presented as current, since the consolidated entity does not have an unconditional right to defer settlement.
However, based on past experience, the consolidated entity does not expect all employees to take the full amount of accrued
leave or require payment within the next 12 months.
The following amounts reflect leave that is not expected to be taken within the next 12 months:
Employee benefits obligation expected to be settled after 12 months
2020
$
10,068
2019
$
4,016
34
Forbidden Foods | Annual Report 2020
NOTES TO THE FINANCIAL STATEMENTS
NOTE 20. CURRENT AND NON‑CURRENT LIABILITIES – LEASE LIABILITIES
Lease liabilities
Current
Lease liabilities
Non‑current
Lease liabilities
2020
$
32,091
–
32,091
Set out below are the carrying amounts of the lease liabilities recognised and the movements during the period:
As at 1 July 2019 – refer to reconciliation in note 2
Additions
Accretion of interest
Payments
Derecognition of option on lease
As at 30 June 2020
Refer to note 25 for further information on financial instruments.
NOTE 21. NON‑CURRENT LIABILITIES – EMPLOYEE BENEFITS
Employee benefits
NOTE 22. EQUITY – ISSUED CAPITAL
Ordinary shares – fully paid
Movements in ordinary share capital
2020
$
15,085
15,085
2020
$
586,451
586,451
Details
Date
Shares
Issue price
Balance
Balance
30 June 2018
30 June 2019
Share split
23 January 2020
Balance
30 June 2020
170
170
39,999,830
40,000,000
2019
$
–
–
–
$
172,766
73,645
2,645
(107,690)
(109,275)
32,091
2019
$
15,956
15,956
2019
$
586,451
586,451
$
586,451
586,451
–
586,451
35
NOTES TO THE FINANCIAL STATEMENTS
NOTE 22. EQUITY – ISSUED CAPITAL (continued)
ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the company in proportion
to the number of and amounts paid on the shares held.
On a show of hands, every member present at a meeting in person or by proxy shall have one vote and upon a poll each share
shall have on vote.
Share split
A share split occurred on 23 January 2020 which resulted in the subdivision of the company’s issued capital from 170 ordinary
shares into 40,000,000 ordinary shares at a ratio of 1 to 235,294.117647.
Capital risk management
The consolidated entity’s objectives when managing capital is to safeguard its ability to continue as a going concern, so that
is can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to
reduce the cost of capital.
Capital is regarded as total equity, as recognised in the statement of financial position, plus net debt. Net debt is calculated
as total borrowings less cash and cash equivalents.
In order to maintain or adjust the capital structure, the consolidated entity may issue new shares or sell assets to reduce debt.
NOTE 23. EQUITY – RESERVES
Foreign currency reserve
Share‑based payments reserve
Foreign currency reserve
2020
$
(221)
104,068
103,847
2019
$
(742)
–
(742)
The reserve is used to recognise exchange rate differences arising from the translation of the financial statements of foreign
operations to Australian dollars.
Share‑based payments reserve
The reserve is used to recognise the value of equity benefits provided to non‑executive directors as part of their remuneration.
Movements in reserves
Movements in each class of reserve during the current and previous financial year are set out below:
Consolidated
Balance at 30 June 2018
Foreign currency translation
Balance at 30 June 2019
Foreign currency translation
Share‑based payments expense
Balance at 30 June 2020
36
Forbidden Foods | Annual Report 2020
Foreign
currency
Share based
payments
$
198
(940)
(742)
521
–
(221)
total
$
198
(940)
(742)
521
$
–
–
–
–
104,068
104,068
104,068
103,847
NOTES TO THE FINANCIAL STATEMENTS
NOTE 24. EQUITY – RETAINED LOSSES
Retained profits at the beginning of the financial year
Loss after income tax expense for the year
Retained losses at the end of the year
NOTE 25. FINANCIAL INSTRUMENTS
Financial risk management objectives
2020
$
(448,098)
(2,353,300)
2019
$
(255,601)
(192,497)
(2,801,398)
(448,098)
The consolidated entity’s activities expose it to a variety of financial risks: market risk, credit risk and liquidity risk. The
consolidated entity’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 consolidated entity.
Market risk
Foreign currency risk
The consolidated entity undertakes certain transactions denominated in foreign currency and is exposed to foreign currency
risk through foreign exchange rate fluctuations.
Foreign exchange risk arises from future commercial transactions and recognised financial assets and financial liabilities
denominated in a currency that is not the entity’s functional currency. The risk is measured using cash flow forecasting.
The consolidated entity has not entered into any forward foreign exchange contracts to protect against exchange rate movements.
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the
consolidated entity. The maximum exposure to credit risk at the reporting date to recognised financial assets is the carrying
amount, net of any provisions for impairment of those assets, as disclosed in the statement of financial position and notes
to the financial statements. The consolidated entity does not hold any collateral.
The consolidated entity has adopted a lifetime expected credit loss allowance in estimating expected credit losses to trade
receivables through the use of a provisions matrix using fixed rates of credit loss provisioning. These provisions are considered
representative across all customers of the consolidated entity based on recent sales experience, historical collection rates and
forward‑looking information that is available.
The consolidated entity does not hold any guarantees in relation to any specific receivables but management closely monitors
the receivable balance of each customer on a monthly basis and is in regular contact with customers to mitigate risk.
Generally, trade receivables are written off when there is no reasonable expectation of recovery. Indicators of this include the
failure of a debtor to engage in a payment plan and a failure to make contractual payments for a period greater than 1 year.
Liquidity risk
Vigilant liquidity risk management requires the consolidated entity to maintain sufficient liquid assets (mainly cash and cash
equivalents) and available trade finance and debtor factoring facilities to be able to pay debts as and when they become due
and payable.
The consolidated entity manages liquidity risk by maintaining adequate cash reserves and available facilities by continuously
monitoring actual and forecast cash flows and matching the maturity profiles of financial assets and liabilities.
37
NOTES TO THE FINANCIAL STATEMENTS
NOTE 25. FINANCIAL INSTRUMENTS (continued)
Liquidity risk (continued)
Financing arrangements
Unused borrowing facilities at the reporting date:
Australian Dollars
Bank overdraft
Credit cards
Debtor factoring facilities
Revolving facility
new Zealand Dollars
Bank overdraft
united States Dollars
Trade finance facilities
2020
$ AUD
100,000
11,060
125,225
300,000
536,285
2020
$ NZD
10,000
10,000
2020
$ USD
165,471
165,471
2019
$ AUD
100,000
10,198
203,644
300,000
613,842
2019
$ NZD
10,000
10,000
2019
$ USD
250,000
250,000
Remaining contractual maturities
All non‑derivative and derivative financial instruments have remaining contractual maturities which settle within 1 year or less.
Lease liabilities and convertible notes payable have an average interest rates of 4% and 10% respectively (30 June 2019: nil and nil)
All amounts for 2020 & 2019 are equal to their carrying value per the statement of financial position.
NOTE 26. KEY MANAGEMENT PERSONNEL DISCLOSURES
Compensation
The aggregate compensation made to directors and other members of key management personnel of the consolidated entity
is set out below:
2020
$
256,748
22,268
6,245
104,068
389,329
2019
$
180,808
15,616
2,193
–
198,617
Short‑term employee benefits
Post‑employment benefits
Long‑term benefits
Share‑based payments
38
Forbidden Foods | Annual Report 2020
NOTES TO THE FINANCIAL STATEMENTS
NOTE 27. REMUNERATION OF AUDITORS
Audit services – PKF Melbourne
Taxation and other services – PKF Melbourne
NOTE 28. CONTINGENT LIABILITIES
The consolidated entity had no contingent liabilities as at 30 June 2020 and 30 June 2019.
NOTE 29. RELATED PARTY TRANSACTIONS
parent entity
Forbidden Foods Limited is the parent entity.
Subsidiaries
Interests in subsidiaries are set out in note 31.
Key management personnel
2020
$
25,000
74,000
99,000
2019
$
25,000
22,016
47,016
Disclosures relating to key management personnel are set out in note 26 and the remuneration report included in the
directors’ report.
transactions with related parties
The following transactions occurred with related parties:
2020
$
2019
$
Payment for social media/photography services
An Architect Photographed My Undies (Director‑related business of Jarrod Milani)
16,716
20,051
Payment for graphic design services
Tess Milani (Director‑related business of Jarrod Milani)
–
16,716
5,200
25,251
Receivable from and payable to related parties
There were no trade receivables from or trade payables to related parties at the current or previous reporting date.
Loans to/from related parties
The following balances are outstanding at the reporting date in relation to loans to/from related parties:
Loan from Milani Family Investments Pty Ltd (Director‑related entity of Jarrod Milani)
Loan from MKB Family Investments Pty Ltd (Director‑related entity of Marcus Brown)
2020
$
–
–
–
2019
$
67,208
67,208
134,416
39
NOTES TO THE FINANCIAL STATEMENTS
NOTE 29. RELATED PARTY TRANSACTIONS (continued)
terms and conditions
All transactions were made on normal commercial terms and conditions and at market rates.
NOTE 30. PARENT ENTITY INFORMATION
Set out below is the supplementary information about the parent entity.
Statement of profit or loss and other comprehensive income
Loss after income tax
Total comprehensive loss
Statement of financial position
Total current assets
Total assets
Total current liabilities
Total liabilities
Total equity
Significant accounting policies
2020
$
(1,299,384)
(1,299,384)
2020
$
264,521
2,237,864
2,807,998
2,807,998
(570,134)
2019
$
–
–
2019
$
4,570
777,534
152,352
152,352
625,182
The accounting policies of the parent entity are consistent with those of the consolidated entity, as disclosed in note 2.
NOTE 31. INTERESTS IN SUBSIDIARIES
The consolidated financial statements incorporate the assets, liabilities and results of the following wholly‑owned subsidiaries
in accordance with the accounting policy described in Note 2:
name
Radnor Corp Pty Ltd
Radnor Unit Trust
Forbidden Foods Property Holdings Pty Ltd
Forbidden Foods Limited
principal place of business/
Country of incorporation
Australia
Australia
Australia
New Zealand
ownership interest
2020
%
100.00%
100.00%
100.00%
100.00%
2019
%
100.00%
100.00%
100.00%
100.00%
40
Forbidden Foods | Annual Report 2020
NOTES TO THE FINANCIAL STATEMENTS
NOTE 32. RECONCILIATION OF LOSS AFTER INCOME TAX TO NET CASH FROM OPERATING ACTIVITIES
Loss after income tax expense for the year
Adjustments for:
Depreciation and amortisation expenses
Gain on disposal of property, plant and equipment
Share‑based payments
Leases
Finance costs
Foreign exchange differences
Change in operating assets and liabilities:
(Increase) decrease in receivables
(Increase) decrease in inventories
(Increase) decrease in other assets
Increase (decrease) in payables
Increase (decrease) in employee benefits
Increase (decrease) in other liabilities
Net cash (used in)/from operating activities
NOTE 33. EVENTS AFTER THE REPORTING PERIOD
Since 30 June 2020, the following events have occurred:
Share consolidation
2020
$
2019
$
(2,353,300)
(192,497)
17,345
–
104,068
108,125
1,261,797
(1,228)
(345,353)
(502,774)
(264,553)
781,650
59,645
–
(1,134,578)
10,931
(6,690)
–
–
121,099
(715)
8,994
280,816
(14,430)
(201,165)
(8,483)
37,049
34,909
A share consolidation occurred on 13 July 2020 which resulted in the reduction of the company’s issued capital from 40,000,000
ordinary shares into 26,448,630 ordinary shares at a ratio of 0.66121575 to 1.
Initial public offering
On 31 August 2020, the company commenced trading as a listed company on the Australian Securities Exchange (ASX) having
completed an Initial Public Offering which raised $6,000,000. The business expects to utilise half of the proceeds raised through
sales, marketing and brand development activities with the balance to cover administration costs, expenses of the offer and
other working capital requirements of the business.
Coronavirus (CoVID‑19)
Management have assessed the financial impacts of COVID‑19 on the fair value of assets, net realisable value of inventory and
the recoverability of amounts owing to the consolidated entity. As at the date of signing this report, the accounting estimates
and judgements made by management are not known to be materially impacted by COVID‑19. Management have also assessed
the potential impact on the consolidated entity’s supply chain for raw materials and the cost of acquiring raw materials due
to fluctuations in foreign exchange rates. The consolidated entity’s supply chain has not been impacted to date however the
Australian Dollar has depreciated against the United States Dollar which has increased the cost of raw material orders.
The impact of the COVID‑19 pandemic is ongoing and it is not practicable to estimate the potential impact, positive or negative,
after the reporting date. This situation is developing and is dependent on measures imposed by the Australian Government and
other countries, such as maintaining social distancing requirements, quarantine and any economic stimulus that may be provided.
CFo Appointment
Sam Fraser was appointed as Chief Financial Officer and will commence in that role on 1 October 2020.
No other matters or circumstances have arisen since 30 June 2020 that has significantly affected, or may significantly affect,
the consolidated entity’s operations, the results of those operations, or the consolidated entity’s state of affairs in future
financial years.
41
NOTES TO THE FINANCIAL STATEMENTS
NOTE 34. EARNINGS PER SHARE
Loss for the year attributable to Forbidden Foods Limited shareholders
(2,353,300)
(192,497)
2020
$
2019
$
Weighted average number of ordinary shares used in calculating
basic earnings per share
Adjustments for calculation of diluted earnings per share:
Dilutive potential ordinary shares
Options over ordinary shares
Share consolidation
Weighted average number of ordinary shares used in calculating
diluted earnings per share
Basic earnings per share
Diluted earnings per share
NOTE 35. SHARE‑BASED PAYMENTS
NUMBER
NUMBER
17,424,753
170
48,552,369
5,500,000
(13,551,370)
57,925,752
2020
CENTS
(13.51)
(4.06)
–
–
–
170
2019
CENTS
(113,233.53)
(113,233.53)
During the year the company granted 1,500,000 options to non‑executive directors which was approved by shareholders by way
of circular resolutions on 23 January 2020.
Each option represents an entitlement to receive one ordinary share upon satisfaction of applicable conditions and payment
of the applicable exercise price. The exercise price per option is $0.30.
(a) options granted during the period
Opening balance
Granted during the year
Exercised during the year
Forfeited/expired during the year
Closing balance
2020
2020
2019
2019
number
of options
Average
exercise price
number
of options
Average
exercise price
–
1,500,000
–
–
1,500,000
$
–
0.30
–
–
0.30
–
–
–
–
–
$
–
–
–
–
–
(b) Fair value of options granted
For the options granted during the current financial year, the valuation model inputs used to determine the fair value at the
grant date, are as follows:
Grant date
expiry date
23/1/20
31/8/23
Share price
at grant date
exercise price
Risk‑free rate
Volatility
Fair value
at grant
$0.20
$0.30
0.84%
88.20%
140,721
42
Forbidden Foods | Annual Report 2020
DIRECTORS’ DECLARATION
In the opinion of the directors:
(a) the financial statements and notes set out on pages 15 to 42 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 consolidated entity’s financial position as at 30 June 2020 and of its performance for
the financial year ended on that date, and
(b) there are reasonable grounds to believe that the consolidated entity will be able to pay its debts as and when they become
due and payable, and
(c) Note 2 confirms that the financial statements comply with International Financial Reporting Standards as issued by the
International Accounting Standards Board.
The directors have been given the declarations by the managing director 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.
Mark Hardgrave
Chair
Melbourne
30 September 2020
43
INDEPENDENT AUDITOR’S REPORT
PKF Melbourne
Independent Auditor’s Report to the Members of Forbidden Foods Ltd
Report on the Audit of the Financial Report
Our Opinion
We have audited the accompanying financial report of Forbidden Foods Ltd (the Company), which comprises the
consolidated statement of financial position as at 30 June 2020, the consolidated statement of profit or loss and
other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash
flows for the year then ended, notes comprising a summary of significant accounting policies and other
explanatory information, and the directors’ declaration of the company and the Group comprising the company
and the entities it controlled at the year’s end or from time to time during the financial year.
In our opinion the accompanying financial report of Forbidden Foods Ltd 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 2020 and of its performance
for the year then ended; and
(b) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of
our report.
We 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 (including Independence Standards) (the Code) that are
relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities
in accordance with the Code.
Emphasis of Matter
We draw attention to Note 2 of the financial report which describes the company’s successful listing on the
Australian Stock Exchange on 31 August 2020. The funds raised by the IPO are being used by the Directors to
reinvest in the business and its operations and form a key part of the Directors’ going concern assessment.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit
of the financial report of the current year. These matters were addressed in the context of our audit of the
financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on
these matters. For each matter below, our description of how our audit addressed the matter is provided in that
context.
PKF Melbourne Audit & Assurance Pty Ltd ABN 75 600 749 184
Level 12, 440 Collins Street, Melbourne, Victoria 3000
T: +61 3 9679 2222 F: +61 3 9679 2288 www.pkf.com.au
Liability limited by a scheme approved under Professional Standards Legislation
PKF Melbourne Audit & Assurance Pty Ltd is a member firm of the PKF International Limited family of legally independent firms and does not accept any
responsibility or liability for the actions or inactions of any individual member or correspondent firm or firms.
44
44
Forbidden Foods | Annual Report 2020
INDEPENDENT AUDITOR’S REPORT
PKF Melbourne
Matter and Significance
How our audit addressed the key audit matter
Inventory Valuation and Existence
As at 30 June 2020, the carrying value of
inventory was $1,052,265
June 2019:
$549,491), as disclosed in Note 10 of the financial
report.
(30
This is a Key Audit Matter because:
Inventory is the most significant of the
Group’s assets;
Judgement is required in estimating
future selling prices used in valuating
goods at the lower of cost and net
realisable value;
Providing for quality or obsolescence
issues required assumptions on the
potential future use of inventory items;
As a normal part of the Group’s
operation,
transferred
inventory
between group entities, which requires
a material consolidation adjustment to
eliminated unrealised
intercompany
profits at year end.
is
Our audit procedures included, but were not limited to, the
following:
To test the valuation of inventory we:
Evaluated the methods used by Management to
determine the valuation of inventory, ensuring in line
with the Group’s accounting policy;
Tested the accuracy of costing for a sample of
inventory
supporting
documentation;
items by
tracing
to
Performed net realisable value testing (NRV) to
ensure inventory was correctly recorded at the lower
of cost and NRV in line with AASB 2 Inventories;
Reviewed the Group’s processes for identifying, and
subsequently accounting for, quality or obsolescence
matters and assessed the appropriateness of the
provisions raised;
To test the existence of inventory we:
Attended inventory counts at significant locations,
reperforming a count of a sample of items to ensure
accurate;
Performed cut off procedures to ensure inventories
have been recorded in the correct accounting period.
Classification and valuation of convertible
notes
Our procedures included, but were not limited to, assessing
and challenging the following:
As at 30 June 2020, the Group has recorded
balances for convertible notes of $1,906,434 (30
June 2019: $ Nil) and a derivative liability of
$901,564 (30 June 2019: $Nil), as described in
Note 17 and 18 of the financial report.
The valuation and classification of convertible
notes as debt or equity is dependent on the
requisite conditions as stated in the underlying
agreements. The convertible notes have been
classified as debt due to their characteristics.
The conversion features of the notes are
accounted for as a derivative financial liability at
fair value through the consolidated statement of
profit or loss.
Significant judgement is required in determining
the appropriate accounting treatment of the loan
notes. Significant judgement is also required to
determine the value of the conversion features
and related balances.
• the terms and conditions of the convertible note
agreement and the requisite conditions to be met
for conversion;
• the adopted accounting treatments applied
including the valuation of the embedded derivative
instrument and the conversion elements of the
notes;
• the appropriateness of the valuation methods
adopted, the inputs used in the valuations and the
resulting valuation amounts adopted by
Management; and
• the appropriateness of related disclosures in the
financial statements.
45
45
INDEPENDENT AUDITOR’S REPORT
PKF Melbourne
Other Information
Other information is financial and non-financial information in the annual report of the Group which is provided
in addition to the financial report and the auditor’s report. The Directors are responsible for other information
in the annual report.
The other information we obtained prior to the date of this auditor’s report was the director’s report. The
remaining other information is expected to be made available to us after the date of the auditor’s report.
Our opinion on the financial report does not cover the other information and, accordingly, the auditor does not
and will not express an audit opinion or any form of assurance conclusion thereon, with the exception of the
remuneration report.
In connection with our audit of the financial report, our responsibility is to read the other information. In doing
so, we 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.
We are required to report if we conclude that there is a material misstatement of this other information in the
financial report and based on the work we have performed on the other information that we obtained prior the
date of this auditor’s report we have nothing to report.
Directors’ Responsibilities 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 Group’s ability 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 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 aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of this financial report.
As part of an audit in accordance with Australian Auditing Standards, we exercise professional judgement and
maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient
and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting
from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of
the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and other related disclosures made by the Directors.
46
46
Forbidden Foods | Annual Report 2020
INDEPENDENT AUDITOR’S REPORT
PKF Melbourne
Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that
may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the
financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on
the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may
cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and
whether the financial report represents the underlying transactions and events in a manner that achieves fair
presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Group to express an opinion on the Group financial report. We are responsible for the
direction, supervision and performance of the Group audit. We remain solely responsible for our audit
opinion.
We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies in internal control that we identify during our
audit.
We also provide the Directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably
be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguard
applied.
From the matters communicated with the Directors, we determine those matters that were of most significance
in the audit of the financial report of the current year and are therefore the key audit matters. We describe these
matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in
extremely rare circumstances, we determine that a matter should not be communicated in our report because
the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of
such communication.
Report on the Remuneration Report
Opinion
We have audited the remuneration report included in the directors’ report for the year ended 30 June 2020.
In our opinion, the remuneration report of Forbidden Foods Ltd, for the year ended 30 June 2020, 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.
PKF
Melbourne, 30 September 2020
Kenneth Weldin
Partner
47
47
SHAREHOLDER INFORMATION
The shareholder information set out below was applicable as at 24 September 2020.
A DISTRIBUTION OF EQUITY SECURITIES
Analysis numbers of ordinary share holders by size of holding:
Holding Ranges
Above 0 up to and including 1,000
Above 1,000 up to and including 5,000
Above 5,000 up to and including 10,000
Above 10,000 up to and including 100,000
Above 100,000
totals
B EQUITY SECURITY HOLDERS
Twenty largest quoted equity security holders
Holders
total units
% Issued
Share Capital
19
1,022
442
568
90
2,141
11,617
2,553,154
3,821,166
18,900,798
49,714,264
75,000,999
0.02%
3.40%
5.09%
25.20%
66.28%
100.00%
The consolidated entity’s twenty largest equity securityholders of quoted equity securities are listed below:
Holder name
MILANI FAMILY INVESTMENTS PTY LTD
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