FSA Group
Annual Report 2024

Plain-text annual report

FSA Group Limited  Annual Report 2024 Transitioned for the future 2024 FSA Group has helped thousands of Australians for more than 20 years. Our large and experienced team of professionals offer a range of lending products, which we tailor to suit individual circumstances to achieve successful outcomes for our clients. At a Glance Contents Increased our loan pools to $801m, up 25% Increased new origination to $385m, up 23% Further invested in our systems Completed our transition to a lending business Increased and renewed our warehouse facilities Continued to expand our broker channels IFC At a Glance 02 Our Business 03 Chairman’s Letter 04 Executive Directors’ Review 11 Sustainability Report 14 Financial Statements 76 Shareholder Information 78 Corporate Information Annual Report 2024 01 Our Business Lending Home Loans Offers home loans to assist clients wishing to purchase a property or consolidate their debt. Unsecured Personal Loans Offers unsecured personal loans to assist clients for any approved purpose. Asset Finance Offers asset finance to assist SMEs wishing to purchase a vehicle and business‑critical equipment. Car Loans Offers secured car loans to assist clients wishing to purchase a motor vehicle. 02 Chairman’s Letter Dear Shareholders, During 2024 we successfully completed our transition to a lending business despite challenging market conditions. Our lending business offers loan products including home loans, car loans, unsecured personal loans and asset finance. During the year, our new origination and loan pools grew at exceptional rates. For 2024, annual new origination increased to $385m, a 23% increase, and our loan pools increased to $801m, a 25% increase compared to the results of 2023. For 2024, FSA Group generated a profit before tax of $12.6m, a 40% decrease compared to the results of 2023. Our lending business generated a profit before tax of $14.8m. Our services business, now classified under “Other”, generated a loss of $2.2m. Profitability of our lending business was impacted by the rising cash rate which materially impacted the net margin on our fixed rate loans. Our fixed rate loans have an average life of approximately 3.5 years. Over time our net margin will improve as new originations are originated at higher risk adjusted fixed rates. Our aim is to increase annual new origination, through our broker channels, to over $600m per annum. Automation will play a key role in supporting this growth and we expect our loan pools to grow to around $1.3b. Achieving this growth target depends on broker take up of our product offering and funding, both of which are potential risks. As our loan pools grow, we aim to increase new origination and our loan pools while containing our largest expense being employee benefit expense. We aim to achieve this through automation and expanding our offshore office. As our loan pools grow to $1.3b we expect to benefit from operating leverage. We have two Australian banks providing warehousing facilities. During the year we increased and renewed our warehouse facilities. As our loan pools grow, we expect to further increase these facilities. In addition, we plan to use the debt capital markets, as we did in 2019, to diversify our funding from time to time. Our lending strategy is outlined in more detail in the Executive Directors’ Review. I advise that the Directors have declared a fully franked final dividend of 3.50 cents per share for the 2024 financial year. This brings the full year dividend to 7.00 cents per share. I would like to thank my fellow Directors, our executives and staff for their contribution. I am proud of their commitment to our business and look forward to being a part of our continued growth. Yours sincerely,   Tim Odillo Maher Chairman Annual Report 2024 03 0m 90m 180m 270m 360m 450m FY2024 FY2023 FY2022 FY2021 FY2020 FY2019 0m 100m 200m 300m 400m 500m 600m 700m 800m 900m 801m 441m 447m 457m 123m 126m 151m 385m Origination Loan pools 230m 314m 541m 639m Dear Shareholders, During 2024 we successfully completed our transition to a lending business despite challenging market conditions. Our lending business offers loan products including home loans, car loans, unsecured personal loans and asset finance. During the year, our new origination and loan pools grew at exceptional rates. For 2024, annual new origination increased to $385m, a 23% increase, and our loan pools increased to $801m, a 25% increase compared to the results of 2023. For 2024, FSA Group generated a profit before tax of $12.6m, a 40% decrease compared to the results of 2023. Our lending business generated a profit before tax of $14.8m. Our services business, now classified under “Other”, generated a loss of $2.2m. Profitability of our lending business was impacted by the rising cash rate which materially impacted the net margin on our fixed rate loans. Our fixed rate loans have an average life of approximately 3.5 years. Over time our net margin will improve as new originations are originated at higher risk adjusted fixed rates. We advise that the Directors have declared a fully franked final dividend of 3.50 cents per share for the 2024 financial year. This brings the full year dividend to 7.00 cents per share. Executive Directors’ Review 04 Financial Overview FY2022 FY2023 FY2024 % Change Operating income $55.6m $54.6m $52.1m 5% Profit before tax $26.9m $21.0m $12.6m 40% Profit after tax attributable to members $17.2m $13.0m $7.3m 43% EPS basic 13.72c 10.63c 6.05c 43% Net cash inflow from operating activities $26.2m $21.6m $14.9m 31% Dividend/share 7.00c 7.00c 7.00c Shareholder equity attributable to members $84.4m $88.0m $87.1m 1% Return on equity 22% 15% 8% Operational Performance Operating income FY2022 FY2023 FY2024 % Change Home loans and Asset finance $18.6m $21.9m $25.4m 16% Car loans $15.4m $16.7m $16.3m 2% Unsecured personal loans – – $1.2m Other $21.6m $16.0m $9.2m 43% Operating income $55.6m $54.6m $52.1m 5% Profit before tax by segment FY2022 FY2023 FY2024 % Change Home loans and Asset finance $10.0m $9.2m $8.5m 8% Car loans $9.9m $9.0m $7.5m 17% Unsecured personal loans – – ($1.2m) Other $7.1m $2.7m ($2.2m) Profit before tax $26.9m $21.0m $12.6m 40% Loan Pool Data Our lending business offers loan products including home loans, car loans, unsecured personal loans and asset finance. Loan Pool Data Home loans Car loans Unsecured personal loans Asset finance Weighted average loan size $459,553 $27,678 $15,723 $53,997 Security type Residential home Motor vehicle Unsecured Vehicles and equipment Weighted average loan to valuation ratio 64% 100%+ on settlement Unsecured 100%+ on settlement Variable or fixed rate Variable Fixed Fixed Fixed Geographical spread All states All states All states All states Annual Report 2024 05 New Origination and Loan Pools During 2024, new origination increased from $314m to $385m, a 23% increase. Loan Origination FY2022 FY2023 FY2024 % Change Home loans $128m $133m $129m 3% Car loans $38m $63m $76m 21% Unsecured personal loans – $1m $11m >100% Asset finance $64m $117m $169m 44% Total $230m $314m $385m 23% Our loan pools increased from $639m to $801m, a 25% increase. This growth came from car loans, up 35%, and asset finance up 64%, which are fixed rate loans. The percentage of fixed rate loans has increased from 28% in 2022 to 51% in 2024. Loan Pools FY2022 FY2023 FY2024 % Change Home loans $389m $377m $395m 5% Car loans $72m $103m $139m 35% Unsecured personal loans – $1m $9m >100% Asset finance $81m $158m $259m 64% Total $541m $639m $801m 25% % of fixed rate loans 28% 41% 51% Our net margin %, calculated as the percentage of net finance income to finance income, declined from 74% in 2022 to 47% in 2024, primarily due to the rising cash rate. Since May 2022 the cash rate has increased by 4.25%, which impacted the net margin on these fixed rate loans. The greatest impact has been on fixed rate loans originated prior to May 2022. This impacted the profitability of our lending business. Lending – Revenue and other income FY2022 FY2023 FY2024 % Change Finance income $45.4m $67.4m $91.7m 36% Finance expense $15.1m $29.1m $48.9m 68% Net finance income $35.6m $38.3m $42.8m 12% Net margin % 74% 57% 47% Our aim is to increase annual new origination, through our broker channels, to over $600m per annum Executive Directors’ Review continued 06 Lending Strategy 1 Improve our net margin % Our fixed rate loans have an average life of approximately 3.5 years. Over time our net margin will improve as new originations are originated at higher risk adjusted fixed rates. 2 Grow new origination and loan pools, supported by automation We have invested significantly in our systems and developed end-to-end automation. Our aim is to increase annual new origination, through our broker channels, to over $600m per annum. Automation will play a key role in supporting this growth, growing our loan pools to around $1.3b. Achieving this growth target depends on broker take up of our product offering and funding, both of which are potential risks. 3 Grow while containing employee benefit expense, through automation and expanding our offshore office We aim to increase new origination and our loan pools while containing our largest expense being employee benefit expense. We aim to achieve this through automation and expanding our offshore office. Employee benefit expense FY2022 FY2023 FY2024 % Change Employee benefit expense $18.8m $20.6m $20.7m 1% 4 Benefit from operating leverage As our loan pools grow to $1.3b we expect to benefit from operating leverage. We are targeting a profit before tax of around $36m per annum and a return on equity in excess of 25%. This target is based on a number of factors, including the percentage of fixed rate loans, net margin, automation, expanding our offshore office and our cumulative losses tracking in line with historical performance. Annual Report 2024 07 Lending Arrears and Losses During 2024, arrears were impacted by cost of living pressures and rising rates. We continue to work closely with our clients to ensure we achieved positive outcomes. Arrears are within acceptable levels. Arrears > 30 day FY2022 FY2023 FY2024 Home loans 1.95% 3.66% 4.24% Car loans 1.91% 2.94% 2.42% Asset finance 2.55% 2.62% 3.43% Home loans has originated loans for over 15 years and operates in the non-conforming market. In 2024 there were zero losses. Our deep understanding of the non-conforming borrower, combined with credit and arrears management expertise, low loan sizes and low loan to valuation ratios, underpins this excellent performance. Car loans has originated loans for 10 years and operates in the non-conforming market. Our historical loss curves are mature with cumulative net losses of around 3%. This translates into annual losses of around 1% to 1.2% of the loan pool. Our loss performance on these higher credit risk borrowers is market leading, which is a testament to our credit and arrears management expertise. Over the last 18 months we commenced originating near-prime and prime car loans. This is a key component of our car loan strategy. We expect these lower credit risk borrowers will deliver a lower net margin with lower losses. Asset finance has originated loans for around 5 years. Our historical loss curves are maturing with indicative cumulative net losses of under 5%. We initially focussed on sole trader borrowers to establish our broker channels. In 2022 our loan pool consisted of around 68% sole trader borrowers with an average loan size of around $25,000. 61% of the losses for 2024 related to loans originated prior to 2022. These lower revenue, higher credit risk sole trader borrowers were impacted, to a greater degree, by cost of living pressures, rates rises and revenue pressures. By 2022 we had firmly established our broker channels. This enabled us to increase our maximum loan size, which attracted lower credit risk borrowers. In 2024 around 63% of loans originated were for company borrowers with an average loan size of around $55,000. Company borrowers typically have higher revenue and longer average time in business compared with sole traders. We expect these higher revenue, lower credit risk company borrowers will drive improved loss performance. We are targeting lower future losses compared to our historical losses. Unsecured personal loans will be reported once the pilot phase is completed and the loan pool size is material. Losses FY2022 FY2023 FY2024 Home loans $198,805 $190,021 – Car loans $550,831 $ 887,205 $896,306 Asset finance $580,009 $1,810,167 $3,198,871 * Losses are realised losses less recovery. ECL is not reflected in these numbers. ** The asset finance loss of $3,198,871 excludes a loss of $463,989 on loans originated between April 2021 and May 2022. These loans were part of a discontinued pilot lease product offering. Executive Directors’ Review continued 08 Lending Warehouse facilities We have two Australian banks providing warehousing facilities. During the year we increased and renewed our warehouse facilities. As our loan pools grow, we expect to further increase these facilities. In addition, we plan to use the debt capital markets, as we did in 2019, to diversify our funding from time to time. Borrowings Facility type Provider Limit Maturity date Drawn Home loans Non-recourse warehouse Westpac $375m Oct-25 $359m Personal loans Non-recourse warehouse Westpac $125m Apr-26 $86m Asset finance Non-recourse warehouse Bank $260m May-25 $193m FSA Group Ltd Corporate Westpac $15m Mar-26 – * The senior non‑recourse facilities are supported by mezzanine non‑recourse facilities provided by institutional fund managers. ** The home loan facility was increased to $400m in July 2024. Services The Services business previously offered a range of services to assist clients wishing to enter into a payment arrangement with their creditors. In early 2020 we placed Services into “hibernation” due to COVID-19. In February 2024 after much consideration and analysis of the market, we decided to refocus Services. We now focus on debtors with higher levels of debt and we assist them with Personal Insolvency Agreements and Bankruptcy. This is where we see the greatest debtor demand as the insolvency market reopens. Our marketing reflects this change. Given this shift in focus and marketing it is expected Services will be profitable but will not make a material contribution to profit for the next few years. Our People Our team are committed to working with and helping our customers in a work environment that fosters diversity, equal employment opportunities, fairness and embraces and supports personal growth, continuous learning and training opportunities. We acknowledge their efforts during the year. We also thank the Board for their guidance and support. Tim Odillo Maher Deborah Southon Executive Chairman Executive Director Annual Report 2024 09 Cautionary Statements and Disclaimer Regarding Forward‑Looking Information This Annual Report may contain forward‑looking statements, including statements about FSA Group Limited’s (Company) financial condition, results of operations, earnings outlook and prospects. Forward‑looking statements are typically identified by words such as “plan,” “aim”, “focus”, “target”, “believe,” “expect,” “anticipate,” “intend,” “outlook,” “estimate,” “forecast,” “project” and other similar words and expressions. The forward‑looking statements contained in this Annual Report are predictive in character and not guarantees or assurances of future performance. These forward‑looking statements involve and are subject to known and unknown risks and uncertainties many of which are beyond the control of the Company. Our ability to predict results or the actual effects of our plans and strategies is subject to inherent uncertainty. Factors that may cause actual results or earnings to differ materially from these forward‑looking statements include general economic conditions in Australia, interest rates, competition in the markets in which the Company does and will operate, and the inherent regulatory risks in the businesses of the Company, along with the credit, liquidity and market risks affecting the Company’s financial instruments described in the Annual Report. Forward‑looking statements are based on assumptions regarding the Company’s financial position, business strategies, plans and objectives of management for future operations and development and the environment in which the Company will operate. Those assumptions may not be correct or exhaustive. Because these forward‑looking statements are subject to assumptions and uncertainties, actual results may differ materially from those expressed or implied by these forward‑looking statements. You are cautioned not to place undue reliance on any forward‑looking statements. Forward‑looking statements are based on current views, expectations and beliefs as at the date they are expressed. The Company disclaims any responsibility to and undertakes no obligation to update or revise any forward‑looking statement to reflect any change in the Company’s circumstances or the circumstances on which a statement is based, except as required by law. The Company disclaims any responsibility for the accuracy or completeness of any forward‑looking statement to the extent permitted by law. Unless otherwise stated, the projections or forecasts included in this Annual Report have not been audited, examined or otherwise reviewed by the independent auditors of the Company. This Annual Report is not an offer or invitation for subscription or purchase of, or a recommendation of securities. 10 FSA Group is committed to sustainability and compliance. We believe our people should drive and own our ESG agenda. In 2024 we established an ESG working group to oversee and develop our approach to ESG. In 2025, the working group, which reports to the Board, will finalise our sustainability framework which will drive our key initiatives and embrace our core values. A critical focus will be on achieving positive outcomes for our customers, people, shareholders and the wider community. Sustainability Report Annual Report 2024 11 Goal 3 – Good health and Wellbeing ƒ Raised money and awareness for Cerebral Palsy Alliance by participating in September. ƒ Supported the Salvation Army Red Shield Appeal. ƒ Partnered with Life Street to provide an employee assistance program to staff. ƒ Engaged in Pink Ribbon Day – National Breast Cancer Foundation. ƒ Participated in World’s Biggest Morning Tea – Cancer Council. ƒ Celebrated NAIDOC week and morning tea. ƒ School feeding program (Philippines). Sustainability Report Continued Our focus The United Nations has embraced 17 Sustainable Development Goals (SDGs), and FSA Group supports all of these objectives. Our focus in 2024 was: Goal 5 – Gender Equality ƒ Celebrated International Women’s Day. ƒ Supported women’s networking opportunities and functions. ƒ Supported and encouraged diversity. Goal 13 – Climate Action ƒ Initiated environmental and waste awareness improvements in the workplace. ƒ Reviewed opportunities to reduce our carbon footprint. ƒ Changed our purchasing practices and significantly reduced the purchase of plastic objects. 12 Environmental, social, and governance Environmental We are acutely aware of the importance of how our actions affect the environment in the workplace and beyond. We deliberately and consciously foster and encourage good environmental practices. We do this by reflecting on the way we operate, the equipment we use to run the business, the type of products and services we source, where we source them from and the impact these have on the environment. We understand the importance of our team being aware of how we impact the environment. We want our team to actively participate in identifying ways we can further improve our environmental footprint and to actively embrace environmental awareness. Social We encourage and support diversity in the workplace and celebrate its value. We appreciate our social responsibilities and the diversity of our people, customers and the broader community. We make donations to various causes and organisations, and we build awareness through training and participating in cultural events. We care about our people and understand the need for a work/life balance. Our employment policies reflect this because we offer flexible work hours, paid parental leave, carers leave, study leave. We also understand the need to support our staff during challenging times and our partnership with Life Street achieves this objective. Governance We are committed to ensuring our corporate governance practices are aligned with our business and customer needs. We have policies and procedures in place which enable us to meet our staff, customer and stakeholder needs and objectives. However, we recognise that we operate in a constantly changing environment and as such, we continually review and reflect on our policies and practices to ensure they remain relevant. We have an Employee Code of Conduct which critiques how we aim to manage workplace relations and behaviours. We regularly run training sessions to explore and educate our team on key subjects such as cultural diversity, dealing with vulnerability and self care. We engage in ongoing productive relationships with key stakeholders, consumer advocates and consumers groups in which we share critical information while improving our working relationship with key customer representatives. We learn from these engagements and use the knowledge to identify social risks while improving the financial wellbeing of our customers. We are conscious of the critical importance of protecting customer data and complying with our privacy obligations. FSA Group adheres to the Essential 8 framework, as outlined by the Australian Cyber Security Centre, to effectively mitigate cybersecurity incidents and ensure the security of our customers’ data. This approach ensures we consistently manage potential threats by securing our systems, controlling access, and regularly updating our cyber defence strategy. Focusing on these key areas helps us stay resilient against cyber breaches. Annual Report 2024 13 Financial Statements For the year ended 30 June 2024 Directors’ Report 15 Remuneration Report (Audited) 19 Auditor’s Independence Declaration 26 Statement of Profit or Loss and Other Comprehensive Income 27 Statement of Financial Position 28 Statement of Changes in Equity 29 Statement of Cash Flows 30 General Information 31 Notes to the Financial Statements 32 Consolidated Entity Disclosure Statement 70 Directors’ Declaration 71 Independent Auditor’s Report 72 Shareholder Information 76 Corporate Information 78 14 Directors’ Report For the year ended 30 June 2024 The Directors present their report, together with the Financial Statements, on the Consolidated Entity consisting of FSA Group Limited (“Company” or “parent entity”) and the entities controlled and its interests in associates at the end of, and during, the year ended 30 June 2024. Directors The Directors of the Company at any time during or since the end of the financial year are: Tim Odillo Maher Deborah Southon Cellina Chen Information on Directors Tim Odillo Maher (Executive Chairman) Experience and Expertise Mr Odillo Maher was appointed on 30 July 2002 and was appointed Chairman on 24 November 2022. Mr Odillo Maher holds a Bachelor of Business Degree (majoring in Accounting and Finance) from Australian Catholic University and is a Certified Practising Accountant. Other current (listed company) directorships Nil Former (listed company) directorships in last 3 years Nil Special responsibilities Member of the Audit & Risk Management Committee and the Remuneration Committee. Interest in shares and options Ordinary shares 42,809,231 Annual Report 2024 15 Directors’ Report continued Deborah Southon (Executive Director) Experience and Expertise Ms Southon was appointed on 30 July 2002. Ms Southon has attained a wealth of experience in the government and community services sectors having worked for the Commonwealth Department of Health and Family Services, the former Department of Community Services, and the Smith Family. Ms Southon has an Executive Certificate in Leadership & Management (University of Technology, Sydney) and a Bachelor of Arts Degree (Sydney University). Other current (listed company) directorships Nil Former (listed company) directorships in last 3 years Nil Special responsibilities Member of the Audit & Risk Management Committee and the Remuneration Committee. Interest in shares and options Ordinary shares 12,960,047 Cellina Chen (Executive Director) Experience and Expertise Mrs Chen was appointed on 24 November 2022. Mrs Chen holds a Master of Commerce Degree (majoring in Accounting and Finance) from the University of Sydney and is a Fellow of CPA Australia. Mrs Chen has also completed the Australian Institute of Company Directors courses and holds a Graduate Diploma of Applied Corporate Governance from the Governance Institute of Australia. Mrs Chen joined the Company in 2001 and is the Company Secretary and Chief Financial Officer. Other current (listed company) directorships Nil Former (listed company) directorships in last 3 years Nil Special responsibilities Member of the Audit & Risk Management Committee and the Remuneration Committee. Interest in shares and options Ordinary shares 1,250,000 16 Directors’ Report continued Principal activities The Consolidated Entity provides direct lending services to individuals and businesses. Operating results Total profit for the year and total comprehensive income for the year for the Consolidated Entity after providing for income tax and eliminating non‑controlling interests was $7,345,994 (2023: $12,996,146). Dividends declared and paid during the year • On 31 August 2023, a fully franked final dividend relating to the year ended 30 June 2023 of $4,247,097 was paid at 3.50 cents per share; and • On 15 March 2024, a fully franked interim dividend of $4,247,098 was paid at 3.50 cents per share. Dividends declared after the end of year On 26 August 2024, the Directors declared a 3.50 cent fully franked final dividend to shareholders to be paid on 9 September 2024 with a record date of 2 September 2024. Operating and Financial Review Detailed comments on operations are included separately in the Executive Directors’ Review, on pages 4 to 8 of the Annual Report. Review of financial condition Capital structure There have been no changes to the Company’s share structure during or since the end of the financial year. Financial position The net assets of the Consolidated Entity, which includes amounts attributable to non‑controlling interests, have decreased from $101,303,886 at 30 June 2023 to $100,276,555 at 30 June 2024. Treasury policy The Consolidated Entity does not have a formally established treasury function. The Board is responsible for managing the Consolidated Entity’s treasury function. Liquidity and funding The Consolidated Entity has sufficient funds to finance its operations, and also to allow the Consolidated Entity to take advantage of favourable business opportunities. Further details of the Consolidated Entities’ access to facilities are included in Note 13 of the Financial Statements. Significant changes in the state of affairs There were no significant changes in the state of affairs of the Consolidated Entity during the financial year. Annual Report 2024 17 Directors’ Report continued Matters subsequent to the end of the financial year There have been no events since the end of the financial year that impact upon the financial performance or position of the Consolidated Entity as at 30 June 2024 except as follows: • On 26 August 2024, the Directors declared a 3.50 cent fully franked final dividend to shareholders to be paid on 9 September 2024 with a record date of 2 September 2024. Likely developments and expected results of operations Likely developments in the operations of the Consolidated Entity and the expected results of those operations in subsequent financial years have been discussed where appropriate in the Annual Report in the Executive Directors’ Review. There are no further developments that the Directors are aware of which could be expected to affect the results of the Consolidated Entity’s operations in subsequent financial years other than the information contained in the Executive Directors’ Review. Environmental regulations There are no matters that have arisen in relation to environmental issues up to the date of this report. The operations of the Consolidated Entity are not subject to any significant environmental regulation under a law of the Commonwealth or of a State or Territory. Share options As at 30 June 2024 there were no options on issue. Indemnification and insurance of directors and officers Each of the Directors and the Officers of the Company has entered into an agreement with the Company whereby the Company has provided certain contractual rights of access to books and records of the Company to those Directors and Officers; and indemnifies those Directors and Officers against liabilities suffered in the discharge of their duties as Directors or Officers of the Company. Indemnity and insurance of auditor The Company has not, during or since the financial year, indemnified or agreed to indemnify the auditor of the Consolidated Entity or any related entity against a liability incurred by the auditor. During the financial year, the Consolidated Entity has not paid a premium in respect of a contract to insure the auditor of the Consolidated Entity or any related entity. 18 Remuneration Report (Audited) This Remuneration Report sets out the remuneration information, pertaining to the Directors. The Directors comprise the Key Management Personnel of the Company for the purposes of the Corporations Act 2001 for the year ended 30 June 2024. Key Management Personnel have the authority and responsibility for planning, directing and controlling the activities of the Company directly or indirectly. Remuneration policy The performance of the Consolidated Entity depends upon the quality of its personnel. To prosper, the Consolidated Entity must attract, motivate and retain highly skilled people. To that end, the Consolidated Entity embodies the following principles in its remuneration framework: • provide competitive rewards to attract and retaining high calibre executives; • focus on creating sustained shareholder value; • significant portion of executive remuneration at risk, and aligned with shareholder interests; and • differentiation of individual rewards commensurate with contribution to overall results and according to individual accountability, performance and potential. The Company has a Remuneration Committee but does not have a Nominations Committee. The Directors consider that the Consolidated Entity is not of a size, nor are its affairs of such complexity, as to justify the formation of a Nominations Committee. All matters which might be dealt with by that Committee are reviewed by the Directors in meetings as a Board. The Remuneration Committee is responsible for determining and reviewing compensation arrangements. The Remuneration Committee assesses the appropriateness of the nature and amount of emoluments of such officers on a periodic basis by reference to relevant employment market conditions with the overall objective of ensuring maximum shareholder benefit from the retention of highly skilled people. Executive Directors Remuneration Executive Directors Deborah Southon Cellina Chen The Company aims to reward the Executive Directors with a level and mix of remuneration commensurate with their position and responsibilities within the Consolidated Entity and so as to: • reward Executives for company and individual performance against targets set by reference to appropriate benchmarks; • align the interests of Executives with those of shareholders; • link reward with the strategic goals and performance of the Consolidated Entity; and • ensure total remuneration is competitive by market standards. The remuneration of the Executive Directors is agreed by the Remuneration Committee. The remuneration will comprise a fixed remuneration component and also may include offering specific short and long‑term incentives, in the form of: • base pay and non‑monetary benefits; • short‑term performance incentives; • long‑term performance incentives; and • other remuneration such as superannuation and long service leave. Fixed remuneration, consisting of base salary, superannuation and non‑monetary benefits are reviewed annually by the Remuneration Committee, based on individual and business unit performance, the overall performance of the Consolidated Entity and comparable market remunerations. Executives may receive their fixed remuneration in the form of cash or other fringe benefits where it does not create any additional costs to the Consolidated Entity and provides additional value to the Executive. Annual Report 2024 19 Remuneration Report (Audited) continued The short‑term incentives program (“STI”) has been set to align the targets of the operating segments with the targets of the responsible Executives. STI payments are granted to Executives based on specific annual targets and key performance indicators (‘KPI’s’) being achieved. KPI’s include profit contribution, customer satisfaction, leadership contribution and portfolio management. The long‑term incentives program (“LTI”) has been set to attract, motivate and retain eligible participants and to provide them with an incentive to deliver growth and value to all shareholders. LTI payment will also be used to attract and retain Non‑Executive Directors and Executives in a market place that is experiencing increased competition for talented personnel who bring value to the Board and the Company. The LTI allows for the issue of performance rights, options or shares in the Company (each a type of incentive security), or potentially a combination of each of them. The Board proposes to issue incentive securities as determined by the Board from time to time under the LTI. Under the LTI, the Board may offer eligible participants the opportunity to subscribe for such number of incentive securities in the Company as the Board may decide, on the terms and conditions set out in the rules of the Long Term Incentive Plan. The Company may make an advance to an eligible participant to assist in the acquisition of incentive securities. Further details of the Long Term Incentive Plan, which was approved at the AGM on 25 November 2021, are set out in Note 20 to the Financial Statements. The remuneration of the Executive Directors for the year ended 30 June 2024 is detailed in Table 1 of this Remuneration Report. Executive Chairman Tim Odillo Maher The Consolidated Entity has entered into a consultancy agreement with ATMR Ventures Pty Ltd. Tim Odillo Maher is one of the key personnel of ATMR Ventures Pty Ltd. The remuneration paid to ATMR Ventures Pty Ltd for the year ended 30 June 2024 is detailed in Table 2 of this Remuneration Report. A Securities Trading Policy has been adopted for Directors’ and employees’ dealings in the Company’s securities. Employment contracts and consultancy agreement It is the Board’s policy that employment agreements are entered into with the Executive Directors (with the exception of Tim Odillo Maher) and employees. The Consolidated Entity has entered into a consultancy agreement with ATMR Ventures Pty Ltd. Tim Odillo Maher is one of the key personnel of ATMR Ventures Pty Ltd. Employment agreements and the consultancy agreement are for no specific fixed term unless otherwise stated. Executive Directors The employment contracts entered into with the Executive Directors contain the following key terms: Event Company Policy Performance based salary increases and/or bonuses Board assessment based on KPI achievement Short term incentives Board assessment based on KPI achievement Long term incentives Board assessment based on Long Term Incentive Plan terms and conditions Resignation/notice period Three months Serious misconduct Company may terminate at any time Payouts upon resignation or termination, outside industrial regulations Board discretion 20 Remuneration Report (Audited) continued The consultancy agreement entered into with ATMR Ventures Pty Ltd of which Tim Odillo Maher is one of the key personnel contain the following key terms: Event Company Policy Success fee Board assessment based on outcomes Material breaches period Company may terminate at any time Termination for convenience period Three months (a)  Details of Directors and Key Management Personnel Executive Directors Tim Odillo Maher Executive Chairman Deborah Southon Executive Director Cellina Chen Executive Director The Directors comprise the Key Management Personnel of the Consolidated Entity. (b)  Remuneration of Directors and Key Management Personnel Table 1 Short‑term Post- Employment Total Performance based Salary & Fees $ Cash Bonus $ Non‑cash benefits $ Non‑cash benefits $ Super- annuation and other benefits $ $ % Executive Director Deborah Southon 2024 436,538 200,000 *53,269 *23,234 40,000 753,041 27% 2023 401,414 200,000 26,154 6,667 40,000 674,235 30% Executive Director Cellina Chen 2024 368,534 150,000 *1,286 *35,422 27,399 582,641 26% 2023 345,619 140,000 9,317 21,522 23,568 540,026 26% Total Remuneration 2024 805,072 350,000 54,555 58,656 67,399 1,335,682 2023 747,033 340,000 35,471 28,189 63,568 1,214,261 * Annual leave, long service leave accrual movement, together with LTIP share benefit has been included in the non‑cash benefits above. Bonus in relation to current financial year performance will be paid in the subsequent financial year with an estimated range of: Executive Director – Deborah Southon: $200,000 – $350,000 Executive Director – Cellina Chen: $150,000 – $200,000 Annual Report 2024 21 Remuneration Report (Audited) continued Table 2 Consultancy fees excluding GST paid to ATMR Ventures Pty Ltd of which Tim Odillo Maher is one of the key personnel. Fees $ Success fees ^ $ Total Fees $ Executive Chairman Tim Odillo Maher 2024 479,000 200,000 679,000 2023 438,000 200,000 638,000 ^ Success fees in relation to current financial year performance will be paid in the subsequent financial year with an estimated range of: $200,000 – $350,000. Consolidated Entity’s earnings and movement in shareholder’s wealth for the last five years is as follows: 30 June 2024 30 June 2023 30 June 2022 30 June 2021 30 June 2020 Operating income 52,104,536 54,620,505 55,587,051 61,434,416 68,180,292 Net profit before tax 12,574,248 20,976,145 26,944,113 29,712,695 24,750,627 Net profit and other comprehensive income after tax attributable to members 7,345,994 12,996,146 17,219,773 20,108,514 16,315,946 Share price at the start of the year $0.99 $1.14 $1.04 $0.87 $1.02 Share price at the end of the year $0.84 $0.99 $1.14 $1.04 $0.87 Dividends declared for the year 7.00c 7.00c 7.00c 6.00c 6.00c Basic EPS (cents) 6.05 10.63 13.72 16.12 13.05 Diluted EPS (cents) 6.05 10.63 13.72 16.12 13.05 A review of bonuses paid to the Executive Directors, and the success fee paid to ATMR Ventures Pty Ltd of which Tim Odillo Maher is one of the key personnel, over the previous five years is consistent with the operational performance of the Consolidated Entity in those periods. (c)  Options issued as part of remuneration for the year ended 30 June 2024 There were no options issued as part of remuneration during or since the end of the financial year. (d)  Shares issued as part of the Long Term Incentive Plan for the year ended 30 June 2024 There were no shares issued as part of the Long Term Incentive Plan during or since the end of the financial year. (e)  Option holdings of Directors and Key Management Personnel There were no options held by Directors or Key Management Personnel. 22 Remuneration Report (Audited) continued (f)  Shareholdings of Directors and Key Management Personnel Shares held in FSA Group Ltd Balance 1 July 2023 Purchased on market Other Changes Balance 30 June 2024 Directors Tim Odillo Maher 42,809,231 – – 42,809,231 Deborah Southon 12,960,047 – – 12,960,047 Cellina Chen 1,250,000 – – 1,250,000 Total 57,019,278 – – 57,019,278 (g)  Loans to Directors and Key Management Personnel LTI shares acquired during the year number Opening loan balance $ Loans made $ Loans repaid $ Closing loan balance $ Executive Director Cellina Chen 2024 – 1,300,000 – – 1,300,000 2023 – 1,300,000 – – 1,300,000 (h)  Other transactions with Directors and Key Management Personnel and related parties There were no other transactions with Directors and Key Management Personnel and related parties. (i)  Voting and comments made at the Company’s 2023 Annual General Meeting (“AGM”) At the 2023 AGM, 99.71% of the votes received supported the adoption of the Remuneration Report for the year ended 30 June 2023. The Company did not receive any specific feedback at the AGM regarding its remuneration practices. This concludes the Remuneration Report which has been audited. Annual Report 2024 23 Directors’ Report continued Directors’ Meetings The number of meetings held and attended by each Director during the year is as follows: Number of meetings held while in office Meetings attended Tim Odillo Maher 10 10 Deborah Southon 10 10 Cellina Chen 10 10 Total number of meetings held during the financial year 10 Audit & Risk Management Committee Meetings The number of meetings held and attended by each member during the year is as follows: Number of meetings held while in office Meetings attended Tim Odillo Maher 3 3 Deborah Southon 3 3 Cellina Chen 3 3 Total number of meetings held during the financial year 3 Remuneration Committee Meetings The number of meetings held and attended by each member during the year is as follows: Number of meetings held while in office Meetings attended Tim Odillo Maher 2 2 Deborah Southon 2 2 Cellina Chen 2 2 Total number of meetings held during the financial year 2 Proceedings on behalf of the Company No proceedings have been brought, or intervened in, on behalf of the Company, nor has any application for leave been made in respect of the Company under section 237 of the Corporations Act 2001. Auditor’s Independence Declaration The Auditor’s Independence Declaration as required under section 307C of the Corporations Act 2001 forms part of the Directors Report and can be found on page 26. Auditor’s remuneration and non‑audit services are set out in Note 19. 24 Directors’ Report continued Non‑audit services Details of the amounts paid or payable to the auditor for non‑audit services provided during the financial year by the auditor are outlined in Note 19 to the financial statements. The Directors are satisfied that the provision of non‑audit services during the financial year, by the auditor (or by another person or firm on the auditor’s behalf), is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The Directors are of the opinion that the services as disclosed in Note 19 to the financial statements do not compromise the external auditor’s independence requirements of the Corporations Act 2001 for the following reasons: • all non‑audit services have been reviewed and approved to ensure that they do not impact the integrity and objectivity of the auditor; and • none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants issued by the Accounting Professional and Ethical Standards Board, including reviewing or auditing the auditor’s own work, acting in a management or decision‑making capacity for the company, acting as advocate for the company or jointly sharing economic risks and rewards. Corporate Governance In recognising the need for the highest standards of corporate behaviour and accountability, the Directors of the Company are committed to achieving and demonstrating the highest standards of corporate governance. The Board endorses the 4th edition of the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations (ASX Principles). The Company’s Corporate Governance Charter and a statement of Corporate Governance are available on the Company website www.fsagroup.com.au. This report is made in accordance with a resolution of Directors, pursuant to section 298(2)(a) of the Corporations Act 2001. Signed in accordance with a resolution of the Directors. Tim Odillo Maher Executive Director Sydney 26 August 2024 Annual Report 2024 25 Tel: +61 2 9251 4100 Fax: +61 2 9240 9821 www.bdo.com.au Level 11, 1 Margaret Street Sydney NSW 2000 Australia BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation. DECLARATION OF INDEPENDENCE BY RYAN POLLETT TO THE DIRECTORS OF FSA GROUP LIMITED As lead auditor of FSA Group Limited for the year ended 30 June 2024, I declare that, to the best of my knowledge and belief, there have been: 1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and 2. No contraventions of any applicable code of professional conduct in relation to the audit. This declaration is in respect of FSA Group Limited and the entities it controlled during the period. Ryan Pollett Director BDO Audit Pty Ltd Sydney 26 August 2024 Auditor’s Independence Declaration 26 Statement of Profit or Loss and Other Comprehensive Income For the year ended 30 June 2024 Consolidated Entity Notes 2024 $ 2023 $ Revenue and other income Fees from services 2 9,264,719 16,434,486 Finance income 2 91,717,897 67,399,058 Finance expense 2 (48,878,080) (29,116,567) Net finance income 2 42,839,817 38,282,491 Other income/(losses) 2 – (96,472) Total operating income 52,104,536 54,620,505 Employee benefit expense (20,723,521) (20,595,792) Marketing expense (4,491,831) (3,491,292) Operating expenses (5,379,169) (2,939,320) Impairment expenses (5,479,699) (3,653,757) Office facility expenses (1,802,075) (1,715,231) Depreciation and amortisation expense (1,653,992) (1,248,968) Total expenses (39,530,287) (33,644,360) Profit before income tax 12,574,249 20,976,145 Income tax expense 18 (3,750,027) (6,170,306) Profit after income tax 8,824,222 14,805,839 Other comprehensive income, net of tax – – Total comprehensive income for the year 8,824,222 14,805,839 Total profit and comprehensive income for the year attributable to: Non‑controlling interests 1,478,228 1,809,693 Members of the parent 3 7,345,994 12,996,146 Net profit for the year 8,824,222 14,805,839 Earnings per share Basic earnings per share (cents per share) 3 6.05 10.63 Diluted earnings per share (cents per share) 3 6.05 10.63 The Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the Notes to the Financial Statements. Annual Report 2024 27 Statement of Financial Position as at 30 June 2024 Consolidated Entity Notes 2024 $ 2023 $ Assets Cash and cash equivalents 14 5,353,021 16,404,282 Restricted cash 14 22,407,527 20,045,421 Trade and other receivables 4, 14 11,613,258 14,769,434 Loans and advances 5, 14, 15 801,440,025 638,697,386 Other assets 586,786 319,634 Right‑of‑use assets 8 7,055,547 8,176,043 Plant and equipment 1,669,303 1,795,058 Intangible assets 6 14,015,507 14,601,068 Deferred tax assets 18 2,999,508 2,410,202 Total Assets 867,140,482 717,218,528 Liabilities Trade and other payables 7, 14 3,607,898 3,708,800 Current tax liabilities 1,268,616 5,382,588 Financing liabilities 13, 14 747,966,499 591,018,637 Lease liabilities 8 8,110,647 9,065,182 Contract liabilities 2 52,475 286,197 Provisions 9 3,221,984 3,218,683 Deferred tax liabilities 18 2,635,808 3,234,555 Total Liabilities 766,863,927 615,914,642 Net Assets 100,276,555 101,303,886 Equity Share capital 10 2,493,454 2,493,454 Reserves 11 8,942,543 8,707,901 Retained earnings 75,668,774 76,816,975 Total equity attributable to members of the parent 87,104,771 88,018,330 Non‑controlling interests 13,171,784 13,285,556 Total Equity 100,276,555 101,303,886 The Statement of Financial Position should be read in conjunction with the Notes to the Financial Statements. 28 Statement of Changes in Equity For the year ended 30 June 2024 Consolidated Entity Note Share capital $ Reserves $ Retained earnings $ Non- controlling interests $ Total $ Balance at 30 June 2022 3,502,630 8,477,064 72,384,411 11,713,863 96,077,968 Profit after income tax for the year – – 12,996,146 1,809,693 14,805,839 Other comprehensive income for the year, net of tax – – – – – Total comprehensive income for the year – – 12,996,146 1,809,693 14,805,839 Transactions with owners in their capacity as owners: Dividends paid – – (8,563,582) – (8,563,582) Distributions to non‑controlling interests – – – (238,000) (238,000) Share buy‑back (1,009,176) – – – (1,009,176) Long term incentive plan – 40,059 – – 40,059 Class shares – 190,778 – – 190,778 Balance at 30 June 2023 2,493,454 8,707,901 76,816,975 13,285,556 101,303,886 Profit after income tax for the year – – 7,345,994 1,478,228 8,824,222 Other comprehensive income for the year, net of tax – – – – – Total comprehensive income for the year – – 7,345,994 1,478,228 8,824,222 Transactions with owners in their capacity as owners: Dividends paid – – (8,494,195) – (8,494,195) Distributions to non‑controlling interests – – – (1,592,000) (1,592,000) Long‑term incentive plan 11 – 43,866 – – 43,866 Class shares 11, 22 – 190,776 – – 190,776 Balance at 30 June 2024 2,493,454 8,942,543 75,668,774 13,171,784 100,276,555 The Statement of Changes in Equity should be read in conjunction with the Notes to the Financial Statements. Annual Report 2024 29 Statement of Cash Flows For the year ended 30 June 2024 Consolidated Entity Notes 2024 $ 2023 $ Inflows/ (Outflows) Inflows/ (Outflows) Cash flows from operating activities Receipts from customers 13,392,481 18,429,698 Payments to suppliers and employees (38,167,727) (29,343,844) Finance income received 94,306,799 66,769,255 Finance cost paid (45,600,254) (28,222,304) Income tax paid (9,052,052) (5,994,653) Net cash inflow from operating activities 17 14,879,247 21,638,152 Cash flows from investing activities Acquisition of property, plant and equipment (202,385) (175,880) Acquisition of intangibles (740,290) (1,272,250) Net (increase)/decrease in home loan assets (17,574,119) 11,912,432 Net increase in personal loan assets (44,826,786) (29,925,808) Net increase in asset finance assets (105,007,575) (79,647,886) Net (increase)/decrease in other loans (87,500) 28,000 Net cash outflow from investing activities (168,438,655) (99,081,392) Cash flows from financing activities Net receipt of borrowings 156,051,631 88,748,924 Payment of lease liability (1,095,183) (969,836) Payment of distributions to non‑controlling interests (1,592,000) (238,000) Share buy‑back 10 – (1,009,176) Dividends paid to the Company’s shareholders 12 (8,494,195) (8,563,582) Net cash inflow from financing activities 144,870,253 77,968,330 Net (decrease)/increase in cash and cash equivalents (8,689,155) 525,090 Cash and cash equivalents at the beginning of the period 36,449,703 35,924,613 Cash and cash equivalents at the end of the period 17 27,760,548 36,449,703 The Statement of Cash Flows should be read in conjunction with the Notes to the Financial Statements. The Consolidated Entity represented last year comparison to align with current year presentation and classification. 30 General Information For the year ended 30 June 2024 Consolidated entity FSA Group Limited is a for‑profit listed public company (ASX: FSA), incorporated and domiciled in Australia. The consolidated Financial Statements incorporate the financial information of FSA Group Limited (“Company” or “parent entity’) and the entities controlled and its interests in associates together referred to as the “Consolidated Entity”. Principal activities The Consolidated Entity provides direct lending services to individuals and businesses. Basis of preparation The Financial Statements are general purpose financial statements that have been prepared in accordance with Australian Accounting Standards, including Australian Accounting Interpretations other authoritative pronouncements of the Australian Accounting Standards Board (“accounting standards”), and the Corporations Act 2001. 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. The Statement of Financial Position is presented on a liquidity basis. The Financial Statements are presented in Australian dollars and rounded to the nearest dollar. Principles of consolidation The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of FSA Group Limited (“Company” or “parent entity”) as at 30 June 2024 and the results of all subsidiaries for the year then ended. FSA Group 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. 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. The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest, without the loss of control, is accounted for as an equity transaction, where the difference between the consideration transferred and the book value of the share of the non‑controlling interest acquired is recognised directly in equity attributable to the parent. Non‑controlling interest in the results and equity of subsidiaries are shown separately in the Statement of Profit or Loss and Other Comprehensive Income, Statement of Financial Position and Statement of Changes in Equity of the Consolidated Entity. Annual Report 2024 31 Notes to the Financial Statements For the year ended 30 June 2024 Judgements and estimates In the process of applying the Consolidated Entity’s accounting policies, management have made a number of judgements and applied estimates of future events. Accounting policy – depreciation Plant and equipment are depreciated on a straight‑line basis over their useful lives. The useful lives used for each class of asset are: Class of Asset Useful life Plant and equipment 2 to 5 years Computers and office equipment 2 to 5 years Furniture and fittings 2 to 5 years Judgements and estimates that are material to the Financial Statements are disclosed in the following Notes: Note 2 Revenue and income Note 4 Trade and other receivables Note 5 Loans and advances Note 6 Intangible assets Note 14 Financial instruments Note 15 Financial risk management Note 22 Share‑based compensation New and amending accounting standards 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. New and amending accounting standards that are not yet mandatory have not been early adopted. The accounting policies of the Consolidated Entity have been consistently applied at 30 June 2024. Enhanced communication The Financial Statements have been prepared using principles of enhanced communication, including using simple descriptions and sentence structures, avoiding the use of boilerplate narratives, ranking information that highlights its importance, and presenting information in a suitable format to make it easier to understand. Authorisation The Financial Statements are authorised for issue by the Directors on 26 August 2024. 32 Notes to the Financial Statements continued The Notes to the Financial Statements are arranged in five sections: PERFORMANCE 34 Note 1: Segment information 34 Note 2: Revenue and income 35 Note 3. Earnings per share 38 ASSETS 38 Note 4. Trade and other receivables 38 Note 5. Loans and advances 40 Note 6. Intangible assets 41 LIABILITIES 44 Note 7. Trade and other payables 44 Note 8. Leases 44 Note 9. Provisions 45 EQUITY AND BORROWINGS 46 Note 10. Share capital 46 Note 11. Reserves 46 Note 12. Dividends 47 Note 13. Borrowings 48 Note 14. Financial instruments 49 Note 15. Financial risk management 50 Note 16. Fair value measurements 56 OTHER 57 Note 17. Cash flow information 57 Note 18. Income tax 58 Note 19. Auditor’s remuneration 59 Note 20. Key Management Personnel disclosures 60 Note 21. Interests in subsidiaries 61 Note 22. Share‑based compensation 65 Note 23. Parent entity information 67 Note 24. Deed of cross guarantee 67 Note 25. Contingent liabilities 69 Note 26. Events occurring after reporting date 69 Note 27. Related party disclosures 69 Annual Report 2024 33 Notes to the Financial Statements continued PERFORMANCE This section focuses on the Consolidated Entity’s performance and returns to shareholders for the year ended 30 June 2024. Note 1: Segment information Reportable segments Previously, the Consolidated Entity’s operating segments were based on providing both services and lending. This year we completed our transition to a lending business. Our reportable segments are now loan products: Reportable segment Description Home Loans and Asset Finance Offering home loans to assist clients wishing to purchase a property or consolidate their debt; and asset finance to SMEs wishing to purchase a vehicle and business‑critical equipment. Personal Loans Offering car loans to assist clients wishing to purchase a motor vehicle and unsecured personal loans to assist clients for any approved purpose. Other Including the Services division, unrealised gain or loss on fair value movement of derivatives, parent entity services and intercompany investments, balances and transactions, which are eliminated upon consolidation. Segment information The results of the reportable segments are reconciled to the Consolidated Entity’s financial information as follows: Operating Segments Home Loan & Asset Finance Personal Loans Others Consolidated Total 2024 $ 2023 $ 2024 $ 2023 $ 2024 $ 2023 $ 2024 $ 2023 $ Revenue and Income: Fees from services 610,031 468,887 96,037 33,196 8,558,651 15,835,931 9,264,719 16,338,014 Finance income 65,532,955 47,154,240 25,891,973 19,963,160 292,969 281,659 91,717,897 67,399,059 Finance expense (40,771,214) (25,771,289) (8,446,456) (3,282,140) 339,590 (63,139) (48,878,080 ) (29,116,568) Net finance income 24,761,741 21,382,951 17,445,517 16,681,020 632,559 218,520 42,839,817 38,282,491 Total operating income 25,371,772 21,851,838 17,541,554 16,714,216 9,191,210 15,726,078 52,104,536 54,620,505 Results: Segment profit before tax 8,467,893 9,235,727 6,308,074 8,971,742 (2,201,719) 2,768,676 12,574,248 20,976,145 Income tax (expense)/benefit (2,445,099) (2,684,273) (1,887,074) (2,692,481) 582,147 (793,552) (3,750,026) (6,170,306) Profit for the year 6,022,794 6,551,454 4,421,000 6,279,261 (1,619,572) 1,975,124 8,824,222 14,805,839 Segment assets 691,783,075 575,079,545 149,906,025 106,781,684 53,679,275 60,835,133 895,368,375 742,696,362 Reclassification* (28,227,893) (25,477,834) Total Assets 867,140,482 717,218,528 * Eliminations are related to intercompany balances. Each reportable segment accounts for transactions consistently with the Consolidated Entity’s accounting policies. Centrally incurred costs for shared services are allocated between segments based on operating income. 34 Notes to the Financial Statements continued Note 2: Revenue and income Fees from services Fees from services comprise fees from contracts with customers for personal insolvency services. Revenue is recognised at an amount that reflects the consideration to which the Consolidated Entity is expected to be entitled (“the transaction price”) in exchange for transferring distinct performance obligations to clients as follows: Service Fees Performance obligations Revenue recognition Debt agreements and informal arrangements Application fees and administration fees Performance obligations comprises two distinct services: (1) Initial service to prepare debt proposal for consideration by the creditors and the Australia Financial Security Authority; and (2) Monthly or periodic activities that include setting up the debt agreement or informal arrangement, managing and collecting debtor payments and agreement variations, calculating and distributing dividends to creditors and periodic reporting to creditors and the Australian Financial Security Authority. Revenue is recognised as follows: (1) The initial service at a point in time when the debt proposal is completed; and (2) Over time when the monthly or periodic activities are delivered. The total consideration in the contract is collected over the contract term. Bankruptcy and personal insolvency  agreements Trustee fees Estate administration. Recognised over time as work progresses and time is billed. Application of accounting policy For each contract with a customer, the Consolidated Entity identifies the contract with a customer, identifies the performance obligations in the contract, determines the transaction price including an estimate of any variable consideration, allocates the transaction price to the separate performance obligations on the basis of the relative stand‑alone selling price of each distinct 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 services promised. Judgements When applying the revenue recognition accounting policy to debt agreements and informal arrangements, management have determined that: • The stand‑alone selling price of the initial service is based on the Consolidated Entity’s set up costs using a gross‑plus margin approach. • The monthly or periodic activities represent a series of distinct services that are substantially the same – revenue is recognised using an output method based on the numbers of time periods (e.g. months) to be provided over the term of the contract. Revenue for these services is recognised substantially in line with the pattern of collection of cash from the debtor’s monthly or periodic cash payments. Annual Report 2024 35 Notes to the Financial Statements continued Goods & Services Tax (GST) The Consolidated Entity is liable for GST when the consideration for the application and administration service provided is received, and recognises the GST liability at this point. Fees from services continue Unsatisfied performance obligations The aggregate amount of the transaction price allocated to debt agreement and informal arrangement administration services that are unsatisfied is $4,127,366 as at 30 June 2024 ($8,684,911 as at 30 June 2023) and is expected to be recognised as revenue in future periods as follows: Consolidated Entity 2024 $ 2023 $ Within 12 months 1,097,460 3,029,752 12 to 24 months 937,734 2,381,313 24 to 36 months 451,942 891,861 36 to 60 months 1,640,230 2,381,985 4,127,366 8,684,911 Unrecoverable payments When a debtor is behind in their monthly or periodic payments, the Consolidated Entity continues to recognise the revenue that it is entitled to collect for services transferred, but that may not be recoverable. Impairment is assessed as outlined in Note 4. Contract liability When a debtor pays in advance of their monthly payment, the Consolidated Entity recognises a Contract Liability in the Statement of Financial Position to recognise the collection of an amount that represents the obligation to provide the future services associated with the advance collection. Consolidated Entity 2024 $ 2023 $ Current contract liability 38,571 242,973 Non‑current contract liability 13,904 43,224 Contract liability 52,475 286,197 Reconciliation of the carrying amount: Opening balance 286,197 673,307 Payments received in advance 8,113 (40,899) Transfer to revenue – included in the opening balance (241,835) (346,211) 52,475 286,197 36 Notes to the Financial Statements continued Net finance income Finance income comprises interest income and finance fee income: • Interest income is recognised using the effective interest method over the life of the loan, taking into account all income and expenditure directly attributable to the origination of the loan. • Finance fee income include fees other than those that are an integral part of effective interest method and include loan fees paid by the customer such as application fee, settlement fee, discharge fee and post‑settlement fees. The performance obligation for these fees is met at a point in time when the fee is charged to the customer and revenue is recognised. • Net finance income is presented net of finance costs, which comprise interest expense on borrowings using the effective interest method. Disaggregation of revenue Consolidated Entity 2024 $ 2023 $ Fees from services – Personal insolvency 8,969,937 16,230,009 – Refinance broking 158,630 527,727 – Other services 136,152 (323,250) Total revenue 9,264,719 16,434,486 Finance income – Home loan assets 35,709,203 29,850,855 – Personal loan assets 25,891,973 19,963,161 – Asset finance assets 29,823,752 17,303,385 – Other interest income 292,969 281,657 91,717,897 67,399,058 Finance expense – Interest expense – home loan facilities (24,867,255) (18,395,562) – Interest expense – personal loan facilities (7,993,257) (3,282,140) – Interest expense – asset finance facilities (15,903,959) (7,375,727) – Interest expense – other lending facilities (113,609) (63,138) (48,878,080) (29,116,567) Net finance income 42,839,817 38,282,491 Other income/(loss) – Profit/(Loss) on impairment of intangible assets – (96,472) Total operating income 52,104,536 54,620,505 Finance income comprises: Finance fee income 11,214,328 9,283,123 Interest income 80,503,569 58,115,935 Finance income 91,717,897 67,399,058 Annual Report 2024 37 Notes to the Financial Statements continued Note 3. Earnings per share The Consolidated Entity calculated basic and diluted earnings per share as follows: Consolidated Entity 2024 $ 2023 $ Total profit attributable to the members of the parent for the year ($) 7,345,994 12,996,146 Number Number Weighted average number of ordinary shares used in calculating basic earnings per share 121,345,588 122,300,942 Weighted average number of ordinary shares used in calculating diluted earnings per share 121,345,588 122,300,942 Basic earnings per share (cents) 6.05 10.63 Diluted earnings per share (cents) 6.05 10.63 ASSETS This section focuses on the financial assets that the Consolidated Entity requires to operate its business. Note 4. Trade and other receivables Receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method, less any allowance for impairment using the expected credit loss method. Details of the Consolidated Entity’s credit risk is included in Note 15. Trade and other receivables comprise: Receivable type Description Approach to impairment Debt agreement and Informal arrangement receivables Receivables are receipted on a pro rata basis, in parity with other parties to the debt proposal throughout the debt proposal administration period (contract term), which is generally 2 to 5 years. Debts which are known to be uncollectable are written off by reducing the carrying amount directly. Impairment allowances are estimated through an assessment of the receivables on a collective (portfolio) basis based on historical collections data and losses incurred. Bankruptcy and personal insolvency agreement receivables Receivables are receipted on a pro rata basis, in accordance with statutory approval of trustee remuneration, throughout the administration period, which is generally 3 years. Debts which are known to be uncollectable are written off by reducing the carrying amount directly. Impairment allowances are estimated through an assessment of the receivables on both collective (portfolio) basis based on historical loss incurred, and also adjusted by individual matter assessment on an ongoing basis. Sundry receivables Other receivables. Impairment of other trade and sundry receivables is assessed on an individual basis with regard to the credit quality of the debtor, payment history and any other information available. These debtors are assessed as being in arrears where they do not pay on their invoice terms and where the terms of this payment have not been re‑negotiated. 38 Notes to the Financial Statements continued Consolidated Entity 2024 $ 2023 $ Current Trade receivables 12,556,746 15,415,386 Provision for impairment (1,299,121) (1,317,953) 11,257,625 14,097,433 Non‑current Trade receivables 401,007 751,950 Provision for impairment (45,374) (79,949) 355,633 672,001 Total 11,613,258 14,769,434 The movement in the provision for impairment Opening balance 1,397,902 1,150,696 Provision for impairment recognised 246,797 674,796 Unused provision reversed (201,906) (195,210) Bad debts (98,298) (232,380) Closing balance 1,344,495 1,397,902 Aging analysis – Trade and other receivables Not past due 10,128,219 11,941,426 Past due 2,829,534 4,225,910 Total 12,957,753 16,167,336 Annual Report 2024 39 Notes to the Financial Statements continued Note 5. Loans and advances Receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method. Gains and losses are recognised in the statement of profit and loss and other comprehensive income when the loans and advances are derecognised or impaired. The Company has adopted IFRS 9 and adopted a forward looking “expected credit loss (ECL)”model to determine the potential future impairment of loans and advances. Impairment policy of loans and advances are included in Note 15. Loans in hardship are not considered past due in the following aging analysis. Loans and advances comprise: Consolidated Entity Home loan assets Personal loan assets Asset finance assets Total 2024 $ 2023 $ 2024 $ 2023 $ 2024 $ 2023 $ 2024 $ 2023 $ Non‑securitised financing assets 395,502,361 317,986,348 149,346,102 105,020,530 261,890,402 160,648,188 806,738,865 583,655,066 Securitised financing assets – 60,123,016 – – – – – 60,123,016 Total financing assets 395,502,361 378,109,364 149,346,102 105,020,530 261,890,402 160,648,188 806,738,865 643,778,082 Provision for impairment (399,764) (872,840) (2,087,088) (1,505,397) (2,811,988) (2,702,459) (5,298,840) (5,080,696) 395,102,597 377,236,524 147,259,014 103,515,133 259,078,414 157,945,729 801,440,025 638,697,386 Security Weighted average loan to valuation ratio 64% 65% n/a n/a n/a n/a Interest rate type Variable Variable Fixed Fixed Fixed Fixed Aging analysis Not past due 329,755,742 322,224,293 134,872,889 93,434,475 232,707,525 148,763,958 697,336,156 564,422,726 Past due 0 – 30 days 49,045,881 42,114,125 9,424,234 8,286,112 20,671,820 6,732,262 79,141,935 57,132,499 Past due 30 days 16,700,738 13,770,946 5,048,979 3,299,943 8,511,057 5,151,968 30,260,774 22,222,857 Total 395,502,361 378,109,364 149,346,102 105,020,530 261,890,402 160,648,188 806,738,865 643,778,082 Maturity analysis Amounts to be received in less than 1 year 6,200,196 5,987,514 33,286,150 23,450,722 71,583,136 39,108,062 111,069,482 68,546,298 Amounts to be received in greater than 1 year 389,302,165 372,121,850 116,059,952 81,569,808 190,307,266 121,540,126 695,669,383 575,231,784 395,502,361 378,109,364 149,346,102 105,020,530 261,890,402 160,648,188 806,738,865 643,778,082 The movement in the provision for impairment Opening balance 872,840 798,604 1,505,397 2,136,195 2,702,459 1,377,000 5,080,696 4,311,799 Increase in provision (473,076) 264,257 1,464,640 256,408 3,077,378 3,135,626 4,068,942 3,656,291 Bad debts – (190,021) (882,949) (887,206) (2,967,849) (1,810,167) (3,850,798) (2,887,394) Closing balance 399,764 872,840 2,087,088 1,505,397 2,811,988 2,702,459 5,298,840 5,080,696 40 Notes to the Financial Statements continued Note 6. Intangible assets Goodwill Goodwill comprises an amount of $345,124 that is the amount by which the purchase price for the business of FSA Australia Pty Ltd and its controlled entities exceeded the fair value attributed to its net assets at date of acquisition by the parent company. Goodwill comprises an amount of $10,421,199 that is the amount by which the purchase price for the business of Azora Finance Pty Ltd and its controlled entities exceeded the fair value attributed to its net assets and separately identifiable intangible assets at date of acquisition by Azora Finance Group Pty Ltd. Goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. Goodwill has indefinite life therefore no amortisation was recorded. Software Software is measured on the basis of the cost of acquisition or development of software less subsequent accumulated amortisation and accumulated impairment losses. Software is tested for impairment only if there is an indication that the carrying amount of the software may be impaired. Software is amortised over 2 – 5 years in accordance with the effective life of the software. Customer relationships Customer relationships were recognised for the future economic benefits expected from the use of existing customers through the operation of the wholesale rental finance business. Customer relationships are measured by using the multi period excess earnings methodology from the cash flow that can be generated by the existing customer relationships, less subsequent accumulated amortisation and accumulated impairment losses. Customer relationships are tested for impairment annually and carried at fair value less accumulated amortisation and impairment losses. Customer relationships are amortised over 5 years in accordance with the business strategy. Broker network Broker network were recognised for the future economic benefits expected from the use of the broker network in the operation of the asset finance business. Broker network are measured by using the multi period excess earnings methodology from the loans that are expected to be referred by the broker network. Broker network are amortised over 6 years. Annual Report 2024 41 Notes to the Financial Statements continued Consolidated Entity 2024 $ 2023 $ Goodwill 10,766,323 10,766,323 Less: Impairment – – 10,766,323 10,766,323 Software at cost 7,356,567 6,712,749 Less: Accumulated impairment losses – (96,472) Less: Accumulated amortisation (5,372,733) (4,469,582) 1,983,834 2,146,695 Customer relationships at cost 366,000 366,000 Less: Accumulated amortisation (207,400) (134,200) 158,600 231,800 Broker network at cost 2,097,000 2,097,000 Less: Accumulated amortisation (990,250) (640,750) 1,106,750 1,456,250 14,015,507 14,601,068 Reconciliations Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below: Consolidated Goodwill Software Customer relationships Broker network Total Balance at cost 10,766,323 6,616,277 366,000 2,097,000 19,845,600 Amortisation expense – (4,469,582) (134,200) (640,750) (5,244,532) Balance at 1 July 2023 10,766,323 2,146,695 231,800 1,456,250 14,601,068 Additions – 740,290 – – 740,290 Amortisation expense – (903,151) (73,200) (349,500) (1,325,851) Balance at 30 June 2024 10,766,323 1,983,834 158,600 1,106,750 14,015,507 42 Notes to the Financial Statements continued Impairment testing Goodwill acquired through business combinations have been allocated to the following cash‑generating units: Consolidated Entity 2024 $ 2023 $ FSA Australia Pty Ltd 345,124 345,124 Azora Finance Pty Ltd 10,421,199 10,421,199 10,766,323 10,766,323 The recoverable amount of goodwill attributable to the Asset Finance CGU, is determined based on a value‑in‑use calculation using a discounted cash flow modal, based on a 2 year projection period approved by management and extrapolated for a further 3 years using a steady rate, together with a terminal value. Key assumptions are those to which the recoverable amount of CGU is most sensitive. The following key assumptions were used in the discounted cash flow model for the Asset Finance CGU: • 12% (2023: 12%) after‑tax discount rate; • 6% (2023: 6%) per annum projected revenue growth rate; • 3% (2023: 3%) per annum increase in operating costs and overheads. The discount rate of 12% pre‑tax reflects management’s estimate of the time value of money and the Consolidated Entity’s weighted average cost of capital adjusted for the Asset Finance division, the risk free rate and the volatility of the share price relative to market movements. Management believes the projected 6% revenue growth rate is prudent and justified, based on the growth of the asset finance market. The Directors have assessed that, the carrying value of goodwill attributable to the original investment by the parent company in FSA Australia CGU and its controlled entities does not exceed the recoverable amount of this balance at reporting date. The Directors have determined that there are no reasonable changes in the key assumptions on which the recoverable amounts of goodwill are based, for either Asset Finance CGU or FSA Australia CGU, which would cause the carrying amount to exceed the recoverable amount. Annual Report 2024 43 Notes to the Financial Statements continued LIABILITIES This section focuses on the Consolidated Entity’s financial liabilities. Note 7. Trade and other payables Trade payables and other payables are carried at amortised cost which is the fair value of the consideration to be paid in the future for goods and services received, whether or not billed to the Consolidated Entity. Consolidated Entity 2024 $ 2023 $ Unsecured trade payables 637,171 644,434 Employee benefits payables and accruals 2,588,204 2,755,846 Sundry payables and accruals 382,523 308,520 3,607,898 3,708,800 Note 8. Leases The Consolidated Entity leases its office premises. The Consolidated Entity adopted AASB 16 Leases on 1 July 2019. The Company entered into a new lease of office premises on 17 February 2020 and the lease has been capitalised as a right‑of‑use asset addition during the current year. The lease liability on initial recognition is measured at the present value of the contractual payments due to the lessor over the lease term of 10 years, with the discount rate determined at the Consolidated Entity’s incremental borrowing rate on the commencement of the lease. The right‑of‑use asset is depreciated over the lease term. The lease liability is accounted for using an effective interest method. Consolidated Entity 2024 $ 2023 $ Right‑of‑use assets Property 11,878,700 11,738,049 Accumulated amortisation (4,823,153) (3,562,006) 7,055,547 8,176,043 Lease liabilities Current 1,100,194 1,041,212 Non‑current 7,010,453 8,023,970 8,110,647 9,065,182 Additions of the right‑of‑use assets during the year ended 30 June 2024 were $140,651. 44 Notes to the Financial Statements continued Amounts recognised in profit or loss Consolidated Entity 2024 $ 2023 $ Depreciation charge of right‑of‑use‑assets 1,261,147 1,228,793 Interest expense (included in finance cost) 309,545 329,876 Operating rental expense 329,422 326,623 Rental on previous office premises (short term) 33,813 19,055 1,933,927 1,904,347 Note 9. Provisions Provisions are recognised when the Consolidated Entity has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured. Employee benefits A provision has been recognised for employee benefits relating to annual leave and long service leave. As at 30 June 2024, the Consolidated Entity employed 96 full‑time equivalent employees (2023: 106) plus a further 6 independent contractors (2023: 6). Short‑term employee benefits Liabilities for wages and salaries, including non‑monetary benefits, annual leave and long service leave with no rights to defer settlements within 12 months of the reporting date are recognised in current liabilities. Long‑term employee benefits The amount presented as non‑current liabilities have an unconditional right to defer settlement. For amounts due more than 12 months after the reporting date; these 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. Consolidated Entity 2024 $ 2023 $ Employee benefits – current 2,875,650 2,831,750 Employee benefits – non‑current 346,334 386,933 3,221,984 3,218,683 Annual Report 2024 45 Notes to the Financial Statements continued EQUITY AND BORROWINGS This section focuses on the Consolidated Entity’s capital structure and borrowing activities. Note 10. Share capital Consolidated Entity 2024 $ 2023 $ Share capital Balance 1 July 2,493,454 3,502,630 Add shares issued during year – – Less shares bought back during year – (1,009,176) Balance 30 June 2,493,454 2,493,454 Number Number Ordinary shares Balance 1 July 121,345,588 122,336,824 Add shares issued during year – – Less shares bought back during year – (991,236) Balance 30 June 121,345,588 121,345,588 Note 11. Reserves Consolidated Entity 2024 $ 2023 $ Other reserve – business combination 10,320,000 10,320,000 Class share reserve 540,538 349,762 Long Term Incentive Plan share reserve (2,028,000) (2,028,000) Long Term Incentive Plan share valuation reserve 110,005 66,139 Balance 30 June 8,942,543 8,707,901 46 Notes to the Financial Statements continued Note 12. Dividends Dividends are recognised when declared during the financial year and at the discretion of the Company. Dividends recognised in the current financial period by FSA Group Limited are: Financial Year 2024 Value per share $ Total Amount Franked Date of Payment Final – ordinary 0.035 $4,247,097 100% 31‑Aug‑23 Interim – ordinary 0.035 $4,247,098 100% 15‑Mar‑24 Financial Year 2023 Value per share $ Total Amount Franked Date of Payment Final – ordinary 0.035 $4,281,791 100% 30‑Aug‑22 Interim – ordinary 0.035 $4,281,791 100% 9‑Mar‑23 On 26 August 2024, the Directors declared a fully franked final dividend for the year ended 30 June 2024 of 3.50 cents per ordinary share. This brings the full year dividend to 7.00 cents per ordinary share. Consolidated Entity 2024 $ 2023 $ Franking credits Franking credits available at the reporting date based on a tax rate of 30% 28,716,676 28,570,451 Franking credits that will arise from the (expected refund)/payment of the amount of the provision for income tax at the reporting date based on a tax rate of 30% (58,065) (107,031) Franking credits available for subsequent financial years based on a tax rate of 30% 28,658,611 28,463,420 Annual Report 2024 47 Notes to the Financial Statements continued Note 13. Borrowings Borrowings comprise: Borrowings Facility type Provider Limit Maturity date Drawn Security Home loans Non‑recourse warehouse Westpac $375 million Oct‑25 $359 million This facility is secured against current and future home loan assets of Azora Home Loans Warehouse Trust 1. Institutional $27 million Oct‑25 $27 million Personal loans Non‑recourse warehouse Westpac $125 million Apr‑26 $86 million This facility is secured against current and future personal loan assets of the Azora Personal Loans Warehouse Trust 1. Institutional $43 million Apr‑26 $21 million Asset Finance Non‑recourse warehouse Australian Bank $260 million May‑25 $193 million This facility is secured against current and future asset finance assets of the Azora Warehouse Trust No. 1. Institutional N/A May‑25 $60 million FSA Group Ltd Corporate Westpac $15 million Mar‑26 $0 million This facility is secured by a fixed and floating charge over the assets of FSA Group Limited and its controlled entities. Consolidated Entity 2024 $ 2023 $ Unsecured Credit cards 508,461 348,211 Secured Non‑recourse borrowings to finance personal loan assets 107,165,575 65,887,477 Non‑recourse borrowings to finance home loan assets 387,194,842 372,832,754 Non‑recourse borrowings to finance asset finance assets 253,097,621 151,950,195 747,458,038 590,670,426 747,966,499 591,018,637 The carrying amounts of assets pledged as security are: Personal loan assets 146,853,649 102,696,219 Home loan assets 405,619,353 390,893,300 Asset finance assets 272,307,723 162,487,526 824,780,725 656,077,045 48 Notes to the Financial Statements continued Note 14. Financial instruments The Consolidated Entity undertakes transactions in a range of financial instruments, the risks associated with those financial instruments and recognition are as follows: Financial instrument Type of instruments Risks Recognition Non‑derivative financial instruments Cash and cash equivalents Credit risk & Market risk Non‑derivative financial instruments (other than lease liabilities reported in Note 8) are recognised initially at fair value plus adjusted for any directly attributable transaction costs. Subsequent to initial recognition, non‑derivative financial instruments are measured at amortised cost using the effective interest rate method. Financial assets are reduced by the estimated of expected credit losses. Trade and other receivables Loans and advances Other financial assets Trade and other payables Liquidity risk & Market risk Lease liabilities Short‑term loans Bank loans Warehouse facilities Securitised facilities These financial instruments represented in the Statement of Financial Position are categorised under AASB 9 Financial Instruments: Recognition and Measurement as follows: Consolidated Entity 2024 $ 2023 $ Financial Assets Cash and cash equivalents 5,353,021 16,404,282 Restricted cash 22,407,527 20,045,421 Trade and other receivables 11,613,258 14,769,434 Loans and advances 801,440,025 638,697,386 Assets and receivables at amortised cost 840,813,831 689,916,523 Financial Liabilities Payables at amortised cost 3,607,898 3,708,800 Financing liabilities 747,966,499 591,018,637 Payables at amortised cost 751,574,397 594,727,437 The Consolidated Entity retains substantially all the risks and rewards of ownership of the securitised home loan assets. Annual Report 2024 49 Notes to the Financial Statements continued Note 15. Financial risk management The Board of Directors has overall responsibility for the establishment and oversight of the risk management framework through the work of the Audit & Risk Management Committee. The Audit & Risk Management Committee is responsible for developing and monitoring risk management policies. The Chairman of the Audit & Risk Management Committee reports to the Board of Directors on its activities. Risk management procedures are established by the Audit & Risk Management Committee and carried out by management to identify and analyse the risks faced by the Consolidated Entity and to set controls and monitor risks. Credit risk Credit risk is the risk of financial loss to the Consolidated Entity if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The Consolidated Entity does not have any material credit risk exposure to any single debtor or group of debtors under financial instruments entered into by the Consolidated Entity. Type of instruments Security Risk Management Personal insolvency receivables Unsecured Debtors are assessed for serviceability and affordability prior to inception of each agreement Personal loan assets Unsecured Credit and lending policies have been established for all lending operations whereby each new borrower is analysed individually for creditworthiness and serviceability prior to the Consolidated Entity doing business with them. This includes where applicable credit history checks and affordability assessment and, in the case of lending activities, confirming the existence and title of the security, and assessing the value of the security provided. Motor vehicle Home loan assets Residential property Asset finance assets Vehicle and business equipment Impairment of financial assets The Consolidated Entity adopted a forward looking “expected credit loss (ECL)” model to determine the potential future impairment of loans and advances. The Consolidated entity’s credit risk assessment process is designed to be dynamic and responsive, adjusting ECL estimates to reflect shifts in the economic environment, credit policy modifications, and recovery processes. The ECL model for loans and advances measured at amortised cost is determined with reference to three stages of the assets: Asset Stage Stage 1 Stage 2 Stage 3 Stage 3 Method Collective Collective Collective Specific Staging Criteria In order or less than 30 days past due 30 days past due 90 days past due Formal recovery Impairment assessment No increase in credit risk Increase in credit risk Credit impaired Credit impaired Impairment recognition 12 months ECL Life time ECL Life time ECL Life time ECL Expected Credit Losses (ECL) represent a probability‑weighted estimate of credit losses. The primary components used in calculating ECL are as follows: (a) Probability of Default (PD): The likelihood of default, applied to each underlying exposure. (b) Loss Given Default (LGD): The anticipated loss rate upon default, determined based on historical loss performance of loans and advances, adjusted for the Consolidated Entity’s evaluation of current macroeconomic conditions, historical experience, and informed credit assessments. (c) Exposure at Default (EAD): The projected loan exposure at the time of default. (d) The expected credit loss (ECL) of a loan under AASB 9 is calculated as by multiplying the loans expected Exposure at Default (EAD) by the product of the Probability of Default (PD) and Loss Given Default (LGD). 50 Notes to the Financial Statements continued The following table summarises the loans and advances and the expected credit loss by stage and risk category: Stage 1 Collective Stage 2 Collective Stage 3 Collective Stage 3 Specific Total Maximum exposure to credit risk Balance as at 30 June 2024 Loans and advances Home loan lending 367,266,238 19,901,131 8,334,993 – 395,502,362 Personal loan lending 142,201,695 4,211,785 1,368,769 1,563,852 149,346,101 Asset finance lending 251,544,764 4,976,965 3,014,456 2,354,217 261,890,402 Total 761,012,697 29,089,881 12,718,218 3,918,069 806,738,865 Balance as at 30 June 2023 Loans and advances Home loan lending 362,521,478 10,716,097 4,775,068 96,721 378,109,364 Personal loan lending 101,868,847 2,325,357 628,106 198,220 105,020,530 Asset finance lending 154,707,554 3,248,771 631,659 2,060,204 160,648,188 Total 619,097,879 16,290,225 6,034,833 2,355,145 643,778,082 Expected credit loss Balance as at 30 June 2024 Loans and advances Home loan lending 187,326 132,951 79,488 – 399,765 Personal loan lending 773,646 426,842 202,235 684,364 2,087,087 Asset finance lending 801,847 293,222 348,446 1,368,473 2,811,988 Total 1,762,819 853,015 630,169 2,052,837 5,298,840 Balance as at 30 June 2023 Loans and advances Home loan lending 736,677 96,983 39,180 – 872,840 Personal loan lending 725,334 407,366 219,268 153,429 1,505,397 Asset finance lending 1,078,682 85,564 188,462 1,349,751 2,702,459 Total 2,540,693 589,913 446,910 1,503,180 5,080,696 Annual Report 2024 51 Notes to the Financial Statements continued Credit risk concentration The following table summarises the credit risk concentration on loans and advances across the different states: Concentration by region 2024 2023 Loan balances $ % $ % New South Wales 234,577,707 29.1% 190,677,578 29.6% Victoria 194,610,528 24.1% 157,585,596 24.5% Queensland 215,951,208 26.8% 163,456,721 25.4% Western Australia 83,609,251 10.4% 62,537,864 9.7% South Australia 44,219,099 5.5% 38,623,241 6.0% Tasmania 16,464,694 2.0% 13,434,093 2.1% Northern Territory 4,374,947 0.5% 4,059,144 0.6% ACT 12,931,431 1.6% 13,403,845 2.1% TOTAL 806,738,865 100% 643,778,082 100.0% Concentration by region 2024 2023 Expected credit loss $ % $ % New South Wales 1,649,482 31.1% 1,821,102 35.8% Victoria 1,285,964 24.3% 1,266,463 24.8% Queensland 1,650,255 31.1% 1,117,938 21.9% Western Australia 381,363 7.2% 502,636 9.8% South Australia 164,865 3.1% 186,203 3.6% Tasmania 84,681 1.6% 64,944 1.3% Northern Territory 18,878 0.4% 13,729 0.3% ACT 63,352 1.2% 107,681 2.1% TOTAL 5,298,840 100% 5,080,696 100.0% The Consolidated Entity monitors the collection and performance of the loans and advances closely. The Consolidated Entity adopted the AASB 9 presumption that there is significant increase in credit risk when contractual payments are more than 30 days past due, and a receivable is credit impaired when contractual payments are more than 90 days past due. The loans and advances balances under each past due status is illustrated below: 52 Notes to the Financial Statements continued Analysis of loans and advances by past due date Consolidated Entity 2024 $ 2023 $ Loan and advance balances Loans 0 day and less than 30 days in arrears 776,478,091 622,555,225 Loans 30 days and less than 90 days in arrears 14,482,628 14,168,518 Loans great than 90 days in arrears 15,778,146 7,054,339 TOTAL 806,738,865 643,778,082 Expected credit loss Loans 0 day and less than 30 days in arrears 1,950,690 2,530,831 Loans 30 days and less than 90 days in arrears 910,195 675,490 Loans great than 90 days in arrears 2,437,955 1,874,375 TOTAL 5,298,840 5,080,696 Movement in credit exposures and provision for impairment Provision for impairment losses Stage 1 Collective $ Stage 2 Collective $ Stage 3 Collective $ Stage 3 Specific $ Total $ Balance as at 1 July 2023 2,540,693 589,913 446,910 1,503,180 5,080,696 Transfer to stage 1 413,575 (298,050) (45,517) (70,008) – Transfer to stage 2 (74,821) 92,451 (17,630) – – Transfer to stage 3 (25,807) (60,015) 102,960 (17,138) – Transfer to stage 3 specific (13,789) (13,695) (8,588) 36,072 – Net transfer between stages 299,158 (279,309) 31,225 (51,074) – Net re‑measurement on transfer between stages (404,721) 383,625 392,932 1,346,672 1,718,508 Impact from net repayment & interest for the period (1,196,735) (58,235) (31,281) 17,545 (1,268,706) New loans originated 947,620 346,279 115,246 600,654 2,009,799 Impact from financial assets that have been de‑recognised during the period (423,196) (129,258) (324,863) (1,364,140) (2,241,457) Balance as at 30 June 2024 1,762,819 853,015 630,169 2,052,837 5,298,840 Credit exposure Balance as at 1 July 2023 619,097,879 16,290,225 6,034,833 2,355,145 643,778,082 Net receivables transfer between stages (20,620,692) 9,742,929 6,766,466 2,142,233 (1,969,064) Net repayments & interest for the period (48,868,067) (115,733) 191,869 (7,586) (48,799,517) New loans originated 343,855,804 6,063,849 2,277,295 1,550,646 353,747,594 Financial assets that have been de‑recognised during the period (132,452,227) (2,891,389) (2,552,245) (2,122,369) (140,018,230) Balance as at 30 June 2024 761,012,697 29,089,881 12,718,218 3,918,069 806,738,865 Annual Report 2024 53 Notes to the Financial Statements continued Liquidity risk Liquidity risk is the risk that the Consolidated Entity will not be able to meet its financial obligations as they fall due. Type of instruments Risk Management Assessment Trade and other payables Lease liabilities Short‑term loans The Consolidated Entity’s approach in managing liquidity is to ensure that it will always have sufficient liquidity to meet its liabilities when due without incurring unacceptable losses or risking damage to the Consolidated Entity’s reputation. The Consolidated Entity’s liquidity risk management policies include cash flow forecasting, which is reviewed and monitored monthly by management as part of the Consolidated Entity’s master budget and having access to funding through facilities. The Directors are satisfied that The Consolidated Entity will be able to meet its financial obligations as they fall due. Bank loans Warehouse facilities Securitised facilities The Consolidated Entity is reliant on the renewal of existing facilities, the negotiation of new facilities, or the issuance of residential mortgage backed securities. Each facility is structured so that if it is not renewed or otherwise defaults there is only limited recourse to the Consolidated Entity. The Directors are satisfied that an event of default in relation to the Consolidated Entity’s facilities will not affect the Consolidated Entity’s ability to continue as a going concern. The contractual maturity of the Consolidated Entity’s fixed and floating rate financial liabilities are as follows. The amounts represent the future undiscounted principal and interest cash flows. Consolidated Entity 30 June 2024 Carrying amount $ Contractual Cash flows $ 12 months or less $ 1 to 2 years $ 2 to 5 years $ 5 to 10 years $ Trade and other payables 3,607,898 3,607,898 3,607,898 – – – Leases 8,110,647 9,106,301 1,463,004 1,423,079 4,666,556 1,553,662 Other short‑term loans 508,461 508,461 508,461 – – – Warehouse facilities 747,458,037 803,233,943 691,597,517 111,636,426 – – Total 759,685,043 816,456,603 697,176,880 113,059,505 4,666,556 1,553,662 30 June 2023 Trade and other payables 3,708,800 3,708,800 3,708,800 – – – Leases 9,065,182 10,336,881 1,333,768 1,396,487 4,440,695 3,165,932 Other short‑term loans 348,211 348,211 348,211 – – – Warehouse facilities 533,263,082 581,014,615 187,838,876 323,973,592 69,202,147 – Securitised facilities 57,407,344 70,629,095 16,243,579 12,692,116 23,661,042 18,032,358 Total 603,792,619 666,037,602 209,473,234 338,062,195 97,303,884 21,198,290 54 Notes to the Financial Statements continued Market risk Market risk is the risk that changes in market prices will affect the Consolidated Entity’s income or the value of holdings in its financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return. Market risk of the Consolidated Entity is concentrated in interest rate risk. Type of instruments Risk Management Assessment Home loans Home loan assets are lent on variable interest rates and are financed by variable rate borrowings, which mitigate the Consolidated Entity’s exposure to interest rate risk on these borrowings to an acceptable level. These borrowings are on a non‑recourse basis to the Consolidated Entity. The Consolidated Entity performs interest rate sensitivity analysis to assess the effect on profit after tax if interest rates had been 50 basis points (bps) higher or lower at reporting date, the impact on profit is estimated to be around $1.0 to $1.5 million. This is because some of the borrowings are at a floating rate, while about 51% of the loans have a fixed rate. Asset finance Asset finance assets are lent on fixed interest rates and are financed by variable rate borrowings. Asset finance terms average around 3 to 5 years which mitigate the Consolidated Entity’s exposure to interest rate risk on these borrowings. These borrowings are on a non‑recourse basis to the Consolidated Entity. Personal loans Personal loan assets are lent on fixed interest rates and are financed by variable rate borrowings. Personal loan terms average around 4 to 5 years which mitigate the Consolidated Entity’s exposure to interest rate risk on these borrowings. These borrowings are on a non‑recourse basis to the Consolidated Entity. Interest rate sensitivity analysis The tables below show the effect on profit after tax if interest rates had been 50 basis points (bps) higher or lower at reporting date on the Consolidated Entity’s floating rate financial instruments (2023: 50 bps). A 50 bps sensitivity is considered reasonable given the current level of both short‑term and long‑term Australian interest rates. This would represent approximately two rate increases/decreases. The analysis is based on interest rate risk exposures at reporting date on both financial assets and liabilities. Consolidated Entity Profit after tax 2024 $ 2023 $ If interest rates increased by 50 bps (2023: 50 bps) 1,258,173 761,873 If interest rates decreased by 50 bps (2023: 50 bps) (1,258,173) (761,873) Capital management The Consolidated Entity’s objectives in managing its capital is the safeguard of the Consolidated Entity’s ability to continue as a going concern, maintain the support of its investors and other business partners, support the future growth initiatives of the Consolidated Entity and maintain an optimal capital structure to reduce the costs of capital. These objectives are reviewed periodically by the Board. Annual Report 2024 55 Notes to the Financial Statements continued Note 16. Fair value measurements Fair value measurement hierarchy The Consolidated Entity is required to classify all assets and liabilities, measured at fair value, using a three level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement, being: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date; Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3: Unobservable inputs for the asset or liability. Considerable judgement is required to determine what is significant to fair value and therefore which category the asset or liability is placed in can be subjective. The fair value of assets and liabilities classified as Level 3 is determined by the use of valuation models. These include discounted cash flow analysis or the use of observable inputs that require significant adjustments based on unobservable inputs. Except as detailed in the following table, the Directors consider that due to their short‑term nature the carrying amounts of financial assets and financial liabilities, which include cash, current trade receivables, current payables and current borrowings, are assumed to approximate their fair values. For the majority of the borrowings, the fair values are not materially different to their carrying amounts, since the interest payable on those borrowings is either close to current market rates or the borrowings are of a short‑term nature. Jun‑24 Book value $ Jun‑24 Fair value $ Financial assets Current receivables net of deferred tax 1,389,566 1,389,566 Loans and advances Personal loan assets 147,259,014 160,718,092 Home loan assets 395,102,596 410,119,290 Asset finance assets 259,078,415 265,529,566 Jun‑23 Book value $ Jun‑23 Fair value $ Financial assets Receivables net of deferred tax 2,903,965 2,897,255 Loans and advances Personal loan assets 103,515,133 117,428,247 Home loan assets 377,236,524 388,815,728 Asset finance assets 157,945,729 165,273,000 56 Notes to the Financial Statements continued OTHER Note 17. Cash flow information Consolidated Entity 2024 $ 2023 $ Cash and cash equivalents 5,353,021 16,404,282 Restricted cash 22,407,527 20,045,421 Cash and cash equivalents at the end of the period 27,760,548 36,449,703 Reconciliation of cash flows from operations to profit after tax Profit after tax 8,824,222 14,805,839 Non‑cash flows in profit/(loss): Depreciation and amortisation 2,915,139 2,477,761 Loss on write off investments 6,533,346 3,058,448 Increase/decrease in assets and liabilities: Trade and other receivables 5,896,738 2,347,828 Capitalised loan acquisition cost (4,647,620) (2,665,762) Other current assets (500,874) (85,397) Tax assets/liabilities (5,302,025) 175,653 Trade and other payables 1,113,153 1,219,665 Provisions 47,168 304,117 Cash flows from operating activities 14,879,247 21,638,152 Note: The Consolidated reclassified capitalised loan acquisition cost from investing activities to operating activities for the last year comparison amount. Annual Report 2024 57 Notes to the Financial Statements continued Note 18. Income tax 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. The charge for current income tax expense is based on the profit for the year adjusted for any non‑assessable or non‑deductible items. It is calculated using the tax rates that have been enacted or are substantially enacted by the reporting date. Tax consolidation FSA Group Limited and its wholly‑owned Australian subsidiaries have formed an income tax consolidated group under the Tax Consolidation Regime. As the head entity of the consolidated group and the controlled entities, FSA Group Limited continues 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. The tax consolidated group has entered into a tax sharing agreement whereby each company in the group contributes to the income tax payable of the consolidated group. Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as amounts receivable from or payable to other entities in the tax consolidated group. The tax funding arrangement ensures that the intercompany charge equals the current tax liability or benefit of each tax consolidated group member, resulting in neither a contribution by the head entity to the subsidiaries, nor a distribution by the subsidiaries to the head entity. Consolidated Entity 2024 $ 2023 $ (a) Income tax expense Current tax expense 4,917,929 7,174,503 Deferred tax expense (1,188,052) (1,053,307) Over provision for current tax payable in a prior period 20,150 49,110 3,750,027 6,170,306 Deferred income tax expense included in income tax expense comprises: (Increase)/decrease in deferred tax assets 231,882 (141,230) Increase in deferred tax liabilities (1,419,935) (912,077) (1,188,053) (1,053,307) (b) Numerical reconciliation of income tax expense to prima facie tax payable Profit before income tax 12,574,248 20,976,145 Tax at the Australian tax rate of 30% (2022: 30%) 3,772,274 6,292,844 Tax effect of amounts which are not deductible/(taxable) in calculating taxable income Non‑deductible expenses 231,635 236,358 Adjustment for overseas tax rates (8,098) 4,597 3,995,811 6,533,799 Under provision in the prior year (245,784) (363,493) Income tax expense 3,750,027 6,170,306 58 Notes to the Financial Statements continued Consolidated Entity 2024 $ 2023 $ (c) Deferred tax assets Provisions 2,959,596 2,909,184 Capital legal expenses 46,913 98,015 Accrued expenditure 629,567 579,133 Lease liability 2,433,194 2,719,555 Other 41,347 36,613 6,110,617 6,342,500 Deferred tax liability offset on tax consolidation (3,111,109) (3,932,298) Total deferred tax assets 2,999,508 2,410,202 (d) Deferred tax liabilities Temporary difference on assessable income 3,250,650 4,207,626 Temporary difference on lease 2,116,664 2,452,813 Temporary difference on intangibles 379,605 506,415 Deferred tax liability offset on tax consolidation (3,111,111) (3,932,299) Total deferred tax liabilities 2,635,808 3,234,555 Note 19. Auditor’s remuneration Consolidated Entity Auditors of the Consolidated Entity – BDO and related network firms 2024 $ 2023 $ Audit and review of financial statements Consolidated Entity 252,500 173,500 Controlled entities and joint operations 39,000 36,450 Total audit and review of financial statements 291,500 209,950 Other statutory assurance services 6,000 30,250 Non‑audit services Taxation compliance services 97,825 67,375 Taxation advice and consulting 67,845 36,123 Other training and consulting 5,500 3,336 Total non‑audit services 171,170 106,834 Total services provided by BDO 462,670 316,784 Annual Report 2024 59 Notes to the Financial Statements continued Note 20. Key Management Personnel disclosures On 3 December 2021, 1,250,000 shares were issued under the Long Term Incentive Plan to Cellina Chen at a price of $1.04 per share with a transactional value of $1,300,000. The shares were issued through a limited recourse loan arrangement whereby the holder has the option to repay the loan or sell the shares at agreed dates: at 3 years 50% (625,000 shares), at 4 years 25% (312,500 shares) and at 5 years 25% (312,500 shares). If the option to sell the shares is taken at any point, the loan is only repayable to the value reimbursed through that sale. This arrangement has resulted in a share‑based payment being recorded, with $28,120 (2023: $27,803) expensed in the financial year. The fair value of the share based payment was 18.9 cents. Set out below is a summary of the shares issued and the limited recourse loan balance: LTI shares acquired during the year number Opening loan balance $ Loans made $ Loans repaid $ Closing loan balance $ Executive Director Cellina Chen 2024 – 1,300,000 – – 1,300,000 2023 – 1,300,000 – – 1,300,000 Remuneration of Directors and Key Management Personnel 2024 $ 2023 $ Short‑term employee benefits 1,209,627 1,145,195 Long‑term employee benefits 58,656 28,189 Post‑employment benefits 67,399 65,951 Consultancy fees 679,000 638,000 2,014,682 1,877,335 60 Notes to the Financial Statements continued Note 21. Interests in subsidiaries Investments in subsidiaries Investments are brought to account on the cost basis in the parent entity’s Financial Statements. The carrying amount of investments is reviewed annually by Directors to ensure it is not in excess of the recoverable amount of these investments. The recoverable amount is assessed from the shares’ current market value or the underlying net assets in the particular entities. The expected net cash flow from investments has not been discounted to their present value in determining the recoverable amounts, except where stated. Country of Incorporation  Percentage of  equity interest held Name 2024 % 2023 % The following entities are subsidiaries of FSA Group Limited FSA Australia Pty Ltd Australia 100 100 Azora Finance Group Pty Ltd Australia 76 76 Azora Personal Loans Pty Ltd Australia 100 100 104 880 088 Group Holdings Pty Ltd Australia 100 100 The following entities are subsidiaries of FSA Australia Pty Ltd Fox Symes & Associates Pty Ltd Australia 100 100 Fox Symes Debt Relief Services Pty Ltd Australia 100 100 EBP Money Pty Ltd Australia 100 100 Aravanis Insolvency Pty Ltd Australia 65 65 Fox Symes Business Services Pty Ltd Australia 75 75 The following entities are subsidiaries of Azora Finance Group Pty Ltd Azora Finance (Services) Pty Ltd Australia 100 100 Azora Finance (Management) Pty Ltd Australia 100 100 Fox Symes Home Loans (Mortgage Management) Pty Ltd Australia 100 100 Azora Direct Pty Ltd Australia 100 100 Azora Home Loans Warehouse Trust 1 Australia 100 100 Fox Symes Home Loans 2019‑1 PP Trust Australia 100 100 Azora Finance Pty Ltd Australia 100 100 Azora Asset Finance Pty Ltd Australia 100 100 Inventory Finance Pty Ltd Australia 100 100 Wholesale Rental Finance Trust No.1 Australia 100 100 Azora Warehouse Trust No.1 Australia 100 100 The following entity is a subsidiary of Azora Personal Loans Pty Ltd Azora Personal Loans Warehouse Trust 1 Australia 100 100 The following entities are subsidiaries of 104 880 088 Group Holdings Pty Ltd 110 294 767 Capital Finance Pty Ltd Australia 100 100 102 333 111 Corporate Pty Ltd Australia 100 100 111 044 510 Equity Partners Pty Ltd Australia 100 100 One Financial Corporation Pty Ltd Australia 100 100 Annual Report 2024 61 Notes to the Financial Statements continued The following entity is a subsidiary of Aravanis Insolvency Pty Ltd Country of Incorporation Percentage of  equity interest held Name 2024 % 2023 % Aravanis Advisory Ltd India 99.99 99.99 The consolidated Financial Statements incorporate the assets, liabilities and results of the following subsidiaries with non‑controlling interests in accordance with the accounting policy described of the Financial Statements: Principal place of business/Country of incorporation Principal activities Parent Non‑controlling interests Ownership interest 2024 Ownership interest 2023 Ownership interest 2024 Ownership interest 2023 Aravanis Insolvency Pty Ltd Australia Personal insolvency agreements and Bankruptcies 65% 65% 35% 35% Fox Symes Business Services Pty Ltd Australia Accounting and taxation 75% 75% 25% 25% Azora Finance Group Pty Ltd Australia Lending 76% 76% 24% 24% 62 Notes to the Financial Statements continued Aravanis Insolvency Pty Limited 2024 $ 2023 $ Summarised Statement of Financial Position Current assets 11,417,845 12,665,584 Non‑current assets 518,804 523,911 Total assets 11,936,649 13,189,495 Current liabilities 704,023 589,270 Non‑current liabilities 2,795,636 3,254,544 Total liabilities 3,499,659 3,843,814 Net assets 8,436,990 9,345,681 Summarised Statement of Profit or Loss and Other Comprehensive Income Revenue 4,340,013 5,817,912 Expenses (3,843,631) (4,178,740) Profit before income tax expense 496,382 1,639,172 Income tax expense (31,667) (314,843) Profit after income tax expense 464,715 1,324,329 Other comprehensive income – – Total comprehensive income 464,715 1,324,329 Summarised Statement of Cash Flows Cash flows from operating activities 1,338,581 43,245 Cash flows from investing activities (88,178) 19,308 Cash flows from financing activities (1,158,472) (583,470) Net increase/(decrease) in cash and cash equivalents 91,931 (520,917) Other financial information Profit attributable to non‑controlling interests 31,960 238,499 Accumulated non‑controlling interests at the end of reporting period 2,982,817 3,300,856 Annual Report 2024 63 Notes to the Financial Statements continued Azora Finance Group Pty Limited 2024 $ 2023 $ Summarised Statement of Financial Position Current assets 920,097 6,107,827 Non‑current assets 14,721,466 15,040,077 Financing assets 676,141,512 553,931,640 Total assets 691,783,075 575,079,544 Current liabilities 7,986,026 7,665,108 Non‑current liabilities 538,209 703,680 Financing liabilities 640,292,463 524,782,950 Total liabilities 648,816,698 533,151,738 Net assets 42,966,377 41,927,806 Summarised Statement of Profit or Loss and Other Comprehensive Income Revenue 66,142,986 49,585,336 Expenses (57,096,360) (39,353,874) Profit before income tax expense 9,046,626 10,231,462 Income tax expense (2,445,099) (2,684,273) Profit after income tax expense 6,601,527 7,547,189 Other comprehensive income – – Total comprehensive income 6,601,527 7,547,189 Summarised Statement of Cash Flows Cash flows from operating activities 12,461,097 11,900,583 Cash flows from investing activities (47,428,676) (46,856,143) Cash flows from financing activities 33,685,168 33,685,168 Net increase/(decrease) in cash and cash equivalents (1,282,411) (1,270,392) Other financial information Profit attributable to non‑controlling interests 1,445,470 1,572,349 Accumulated non‑controlling interests at the end of reporting period 4,577,323 4,979,105 The non‑controlling interest of Fox Symes Business Services Pty Ltd was insignificant and therefore information has not been provided. 64 Notes to the Financial Statements continued Note 22. Share‑based compensation Issue of Class Shares On 31 August 2021, Azora Finance Group Pty Limited (AFG), a subsidiary of the Company, issued 12,000,000 Class B shares and 12,000,000 Class C shares (Class Shares) to the former shareholders of Azora Finance Pty Ltd (”AF”) and its controlled entities. The maximum conversion of Class Shares into ordinary shares is 12,000,000. On 1 September 2021, AFG acquired 100% of the ordinary shares from the former shareholders of AF in exchange for the issue of new AFG ordinary shares. Following completion, the previous shareholders of AF now hold 24% of the ordinary shares in AFG. If all Class Shares convert into ordinary shares, the former shareholders of AF will own 32% of the ordinary shares of AFG. The former shareholders of AF are not classified as Key Management Personnel of the Company. Conversion of Class Shares Details of the terms and conditions of the conversion of the Class Shares are set out below: FY2024 PBT Outcome Class B Share Conversion PBT >= $30 million 12 million Class B shares convert, 12 million Class C shares are forfeited $15 million <= PBT < $30 million Proportionate number of Class B shares convert, balance are forfeited PBT < $15 million Nil Class B shares convert, 12 million Class B shares are forfeited. FY2026 PBT Outcome Class C Share Conversion PBT >= $30 million 12 million Class C shares (less any Class B shares already converted) convert, balance are forfeited $15 million <= PBT < $30 million Proportionate Class C shares (less any Class B shares already converted) convert, balance are forfeited PBT < $15 million Nil Class C shares convert, 12 million Class C shares are forfeited PBT means profit before tax of AFG, as determined in accordance with the Accounting Standards. The conversion will occur 10 days after the audited PBT outcome is determined. Based on the FY2024 PBT outcome, Class B shares will be forfeited. Each Class Share in AFG will confer the following rights and privileges and have been issued subject to the following conditions: Repayment of capital and surplus assets and profits Class Shares will rank equally with each ordinary share, in terms of the entitlement to: (a) any repayment of capital, whether in a winding up, upon a reduction of capital or otherwise; and (b) participate in any surplus assets or profits of AFG upon a winding up. Dividends Class Shares will not confer any right to any dividends. Voting Class Shares will not confer any right to cast any vote at any meeting of the members of AFG. Transfer Class Shares are not transferrable. Annual Report 2024 65 Notes to the Financial Statements continued Participation in new issues Class Shares will not confer any right to participate in new issues of securities. Conversion Class Shares will convert to an ordinary share on the earlier of the following events: (a) on the occurrence of an Acceleration Event; or (b) as described above. Upon the conversion into an ordinary share that share will have the same rights as, and rank pari passu with, all other ordinary shares. Acceleration Event means a change in control event or insolvency event occurs in relation to AFG or the Company. Value of Class Shares The Class Shares were valued at $953,904 by using the capitalisation of future maintainable earnings method. The valuation model inputs used to determine the fair value at the grant date, are as follows: Grant date Fair value per AFG shares Minority interest discount Liquidity discount Fair value at the grant date Probability of conversion 31/08/2021 $ 0.53 25% 15% $ 0.32 25% Additional information The Class shares arrangement has resulted in a share‑based payment being recorded, with $190,776 (2023: $190,778) expensed in the financial year. The earnings of AFG for the years to 30 June 2024 are summarised below: Azora Finance Group consolidated   FY2024 $ FY2023 $ Profit before tax 8,467,893 9,235,727 Issue of Ordinary Shares under the Long Term Incentive Plan On 3 December 2021, the Company issued 1,950,000 ordinary shares under the Long Term Incentive Plan with limited recourse loans provided to the eligible participants. This arrangement has resulted in a share‑based payment being recorded, with $43,866 (2023: $27,803) expensed in the financial year. Value of shares under Long Term Incentive Plan with limited recourse loans The Company treated the ordinary shares issued under the LTI with limited recourse loans as share‑based compensation. The share‑based compensation to the eligible participants was valued at $219,328 by utilising the Black‑Scholes model. The valuation model inputs used to determine the value of the LTI are as follows: Grant date Expiry Date Underlying price Exercise price Volatility Risk free rate Dividend yield Fair value at the grant date 3/12/2021 2/12/2026 1.04 1.04 25% 1.31% 5.65% $0.11 66 Notes to the Financial Statements continued Note 23. Parent entity information The accounting policies of the parent entity, which have been applied in determining the financial information shown below, are the same as those applied in the consolidated Financial Statements. Refer to relevant notes within these Financial Statements for a summary of the significant accounting policies relating to the Consolidated Entity. 2024 $ 2023 $ Financial position Total current assets 11,500,130 15,600,265 Total non‑current assets 8,465,084 8,516,182 Total assets 19,965,214 24,116,447 Total current liabilities 1,419 5,286 Total liabilities 1,419 5,286 Net assets 19,963,795 24,111,161 Equity Share capital 2,493,454 2,493,454 Retained earnings 17,470,341 21,617,707 Total equity 19,963,795 24,111,161 Financial performance Profit after income tax 4,302,963 8,679,905 Other comprehensive Income – – Total Comprehensive income/(loss)for the year 4,302,963 8,679,905 During the financial year, the parent entity received distribution income from its subsidiaries. Guarantees entered into by the parent entity relation to the debts of its subsidiaries FSA Group Limited has entered into a deed of cross guarantee with two of its wholly owned subsidiaries, FSA Australia Pty Ltd and Fox Symes Debt Relief Services Pty Ltd. Refer to Note 24 for further details. There are no contingent liabilities or commitments in the parent entity (2023: $Nil). Note 24. Deed of cross guarantee The following entities are party to a deed of cross guarantee under which each company guarantees the debts of the others: FSA Group Limited, FSA Australia Pty Ltd and Fox Symes Debt Relief Services Pty Ltd. By entering into the deed, the wholly‑owned entities have been relieved from the requirement to prepare a financial report and directors’ report under ASIC Corporation (Wholly owned companies) Instrument 2017/785 (as amended) issued by the Australian Securities and Investments Commission (‘ASIC’). The above companies represent a ‘Closed Group’ for the purposes of the Class Order, and as there are no other parties to the Deed of Cross Guarantee that are controlled by FSA Group Limited, they also represent the ‘Extended Closed Group’. Annual Report 2024 67 Notes to the Financial Statements continued Set out below is a consolidated Statement of Profit or Loss and Other Comprehensive Income and Statement of Financial Position of the ‘Closed Group’. Statement of Profit or Loss and Other Comprehensive Income 2024 $ 2023 $ Revenue and other income Fees from services 4,013,394 9,201,611 Finance income 1,238,153 363,702 Finance expense (440,391) (235,183) Net finance income 797,762 128,519 Other income 4,583,000 10,784,000 Total revenue and other income net of finance expense 9,394,156 20,114,130 Total expense (225,767) (288,742) Profit before income tax 9,168,389 19,825,388 Income tax expense (1,445,279) (2,628,016) Profit after income tax 7,723,110 17,197,372 Other Comprehensive Income – – Total Comprehensive income for the year 7,723,110 17,197,372 Statement of Financial Position Current Assets Cash and cash equivalents 1,812,174 8,031,304 Trade and other receivables 10,670,355 9,305,212 Other assets 87,829 162,573 Total Current Assets 12,570,358 17,499,089 Non‑Current Assets Trade and other receivables 118,212 266,577 Investments 8,465,084 8,465,084 Total Non‑Current Assets 8,583,296 8,731,661 Total Assets 21,153,654 26,230,750 Current Liabilities Trade and other payables 33,050 109,973 Contract liability 38,571 242,973 Total Current Liabilities 71,621 352,946 Non‑Current Liabilities Contract liability 13,904 43,224 Deferred tax liabilities 321,931 593,834 Total Non‑Current Liabilities 335,835 637,058 Total Liabilities 407,456 990,004 Net Assets 20,746,198 25,240,746 Equity Share capital 2,493,458 2,493,458 Retained earnings 18,252,740 22,747,288 Total Equity 20,746,198 25,240,746 68 Notes to the Financial Statements continued Note 25. Contingent liabilities There were no contingent liabilities relating to the Consolidated Entity at reporting date except those incurred in the ordinary course of business as follows: Home loans At reporting date, home loan applications that had been accepted by the Consolidated Entity but not yet settled amount to $6,003,625 (2023: $8,293,100). Home loans are usually settled within 4 weeks of acceptance. Personal loans At reporting date, personal loan applications that had been accepted by the Consolidated Entity but not yet settled amount to $12,085 (2023: $366,757). Personal loans are usually settled within one week of acceptance. Asset Finance At reporting date, asset finance applications that had been accepted by the Consolidated Entity but not yet settled amount to $522,065 (2023: $5,102,562). Asset Finance are usually settled within one week of acceptance. Note 26. Events occurring after reporting date There have been no events since the end of the financial year that impact upon the financial performance or position of the Consolidated Entity as at 30 June 2024 except as follows: • 26 August 2024, Directors declared a 3.50 cent fully franked final dividend to shareholders to be paid on 9 September 2024 with a record date of 2 September 2024. Note 27. Related party disclosures (a)  Key Management Personnel Disclosures relating to Key Management Personnel are set out in the Remuneration Report. (b)  Subsidiaries Interests in subsidiaries are set out in Note 21 of the Financial Statements. (c)  Transactions with related parties There were no other transactions with Directors and Key Management Personnel and related parties. Annual Report 2024 69 Consolidated Entity Disclosure Statement For the year ended 30 June 2024 Body corporates Tax residency Entity name Entity type Place formed or incorporated % of share capital held Australian or foreign Foreign jurisdiction FSA Australia Pty Ltd Body corporate Australia 100% Australian (b) N/A Fox Symes & Associates Pty Ltd Body corporate Australia 100% Australian (b) N/A Fox Symes Debt Relief Services Pty Ltd Body corporate Australia 100% Australian (b) N/A EBP Money Pty Ltd Body corporate Australia 100% Australian (b) N/A Aravanis Insolvency Pty Ltd Body corporate Australia 65% Australian N/A Aravanis Advisory Ltd Body corporate India 65% Foreign India Fox Symes Business Services Pty Ltd Body corporate Australia 75% Australian N/A Azora Personal Loans Pty Ltd Body corporate Australia 100% Australian (b) N/A Azora Personal Loans Warehouse Trust 1 (a) Trust Australia 100% Australian (b) N/A Azora Finance Group Pty Ltd Body corporate Australia 76% Australian (c) N/A Azora Finance (Services) Pty Ltd Body corporate Australia 76% Australian (c) N/A Azora Finance (Management) Pty Ltd Body corporate Australia 76% Australian (c) N/A Fox Symes Home Loans (Mortgage Management) Pty Ltd Body corporate Australia 76% Australian (c) N/A Azora Direct Pty Ltd Body corporate Australia 76% Australian (c) N/A Azora Home Loans Warehouse Trust 1 (a) Trust Australia 76% Australian N/A Fox Symes Home Loans 2019‑1 PP Trust (a) Trust Australia 76% Australian (c) N/A Azora Finance Pty Ltd Body corporate Australia 76% Australian (c) N/A Azora Asset Finance Pty Ltd Body corporate Australia 76% Australian (c) N/A Inventory Finance Pty Ltd Body corporate Australia 76% Australian (c) N/A Wholesale Rental Finance Trust No.1 (a) Trust Australia 76% Australian N/A Azora Warehouse Trust No.1 (a) Trust Australia 76% Australian N/A 110 294 767 Capital Finance Pty Ltd Body corporate Australia 100% Australian (b) N/A 102 333 111 Corporate Pty Ltd Body corporate Australia 100% Australian (b) N/A 111 044 510 Equity Partners Pty Ltd Body corporate Australia 100% Australian (b) N/A One Financial Corporation Pty Ltd Body corporate Australia 100% Australian (b) N/A 104 880 088 Group Holdings Pty Ltd Body corporate Australia 100% Australian (b) N/A (a) This trust is consolidated in the consolidated financial statements. (b) This entity is part of a tax consolidated group under Australian taxation law, for which FSA Group Limited is the head entity. (c) This entity is part of a tax consolidated group under Australian taxation law, for which Azora Finance Group Pty Limited is the head entity. 70 Directors’ Declaration 1. In the opinion of the Directors of FSA Group Limited (the “Company”): (a) the consolidated financial statements and Notes that are set out on pages 27 to 69 and the Remuneration Report in the Directors’ Report, are in accordance with the Corporations Act 2001, including: (i) give a true and fair view of the Consolidated Entity’s financial position as at 30 June 2024 and of its performance for the financial year ended on that date; and (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; and (b) the Consolidated Entity Disclosure Statement as at 30 June 2024 set out on page 70 is true and correct; and (c) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. 2. There are reasonable grounds to believe that the Company and the group entities identified in Note 21 will be able to meet any obligations or liabilities to which they are or may become subject to by virtue of the Deed of Cross Guarantee between the Company and those group entities pursuant to ASIC Corporation (Wholly Owed Companies) Instrument 2016/798. 3. The Directors have been given the declarations required y Section 295A of the Corporations Act 2001 from the chief executive officer and chief financial officer for the financial year ended 30 June 2024. 4. The Directors draw attention to the consolidated financial statements, which includes a statement of compliance with International Financial Reporting Standards. Signed in accordance with a resolution of the Directors: Tim Odillo Maher Deborah Southon Executive Chairman Executive Director Sydney Sydney 26 August 2024 26 August 2024 Annual Report 2024 71 Tel: +61 2 9251 4100 Fax: +61 2 9240 9821 www.bdo.com.au Level 11, 1 Margaret Street Sydney NSW 2000 Australia BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation. INDEPENDENT AUDITOR'S REPORT To the members of FSA Group Limited Report on the Audit of the Financial Report Opinion We have audited the financial report of FSA Group Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2024, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial report, including material accounting policy information, the consolidated entity disclosure statement and the directors’ declaration. In our opinion the accompanying financial report of the Group, is in accordance with the Corporations Act 2001, including: (i) Giving a true and fair view of the Group’s financial position as at 30 June 2024 and of its financial performance for the year ended on that date; and (ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the Financial Report section of our report. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Independent Auditor’s Report To the members of FSA Group Limited 72 Independent Auditor’s Report continued Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Expected Credit Loss Provisioning Key audit matter How the matter was addressed in our audit Expected credit loss provisioning: The Group’s accounting policies are disclosed in notes 4, 5 and 15. The Group has disclosed expected credit loss provisions of $5,298,840 (2023: $5,080,696) against loans and advances and $1,344,495 (2023: $1,397,902) against trade receivables. The Group has recognised total impairment expenses of $5,479,699 (2023: $3,653,757) in the Statement of Profit or Loss and Other Comprehensive Income. Commensurate with the activities of the Group, the total expected credit loss provision is a material balance subject to management judgement and estimation. Key judgements and estimates in respect of the timing and measurement of expected credit losses include: - Determination of the appropriate methodology and determination of what constitutes a Significant Increase in Credit Risk (SICR). - The incorporation of forward-looking assumptions into the models. Expected credit loss provisioning was considered a key audit matter due to the potential for management bias in key judgements, estimates, modelling assumptions and accounting interpretations applied. Our audit procedures included, but where not limited to: • We assessed the provisioning methodology applied, evaluating compliance with AASB 9 Financial Instruments. • We evaluated the Group’s determination of what constitutes a SICR and staging allocations with reference to requirements of applicable accounting standards and industry practices. We then verified a sample of the Group’s loans, to determine if staging and SICR assessment has been applied in line with the Group’s methodology. • We assessed the completeness and accuracy of data and key model inputs feeding into the Expected credit loss models through reconciliation to underlying record and verification of key inputs to supporting data. • We performed sensitivity analysis over key assumptions. • We evaluated management key assumptions applied in the models through comparison to historical loss data and consideration of forward-looking expectations. • We reviewed the disclosures relating to the provisioning methodology to ensure appropriate and complete disclosures are presented in the financial report in accordance with Australian Accounting Standards. Annual Report 2024 73 Independent Auditor’s Report continued Other information The directors are responsible for the other information. The other information comprises the information in the Group’s annual report for the year ended 30 June 2024, but does not include the financial report and the auditor’s report thereon. Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of the directors for the Financial Report The directors of the Company are responsible for the preparation of: a) the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and b) the consolidated entity disclosure statement that is true and correct in accordance with the Corporations Act 2001, and for such internal control as the directors determine is necessary to enable the preparation of: i) the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error; and ii) the consolidated entity disclosure statement that is true and correct and is free of misstatement, whether due to fraud or error. In preparing the financial report, the directors are responsible for assessing the ability of the group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so. Auditor’s responsibilities for the audit of the Financial Report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report. 74 Independent Auditor’s Report continued A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at: https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf This description forms part of our auditor’s report. Report on the Remuneration Report Opinion on the Remuneration Report We have audited the Remuneration Report included in pages 19 to 23 of the directors’ report for the year ended 30 June 2024. In our opinion, the Remuneration Report of FSA Group Limited, for the year ended 30 June 2024, complies with section 300A of the Corporations Act 2001. Responsibilities The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. BDO Audit Pty Ltd Ryan Pollett Director Sydney, 26 August 2024 Annual Report 2024 75 Shareholder Information Additional information required by the Australian Securities Exchange Ltd and not shown elsewhere in this report is as follows. The information is current as at 8 August 2024. Distribution of equity securities The number of holders, by size of holding, in each class of security are: Quoted Ordinary shares Number of holders Number  of shares 1 – 1,000 259 87,195 1,001 – 5,000 329 1,044,308 5,001 – 10,000 199 1,716,845 10,001 – 100,000 309 9,913,066 100,001 and over 82 108,584,174 Total 1,178 121,345,588 The number of security investors holding less than a marketable parcel of securities ($0.87 on 8 August 2024) is 185 and they hold 22,340 securities. Twenty largest holders The names of the twenty largest holders, in each class of quoted security are (ordinary shares): 1 Capital Management Corporation Pty Ltd 26,000,000 21.43% 2 Mazamand Group Pty Ltd 16,809,231 13.85% 3 ADST Pty Ltd 12,960,047 10.68% 4 BJR Investment Holdings Pty Ltd 11,111,111 9.16% 5 Anacacia Pty Ltd 6,002,356 4.95% 6 UBS Nominees Pty Ltd 4,585,359 3.78% 7 Ruminator Pty Limited 3,692,489 3.04% 8 Contemplator Pty Limited 2,597,622 2.14% 9 Dundas Ritchie Investments Pty Ltd 1,500,000 1.24% 10 WYCL Holdings Pty Ltd 1,250,000 1.03% 11 HSBC Custody Nominees (Australia) Limited 1,170,787 0.96% 12 Garrett Smythe Ltd 942,978 0.78% 13 Vanward Investments Limited 881,804 0.73% 14 Fernane Pty Ltd 877,168 0.72% 15 Karia Investment Pty Ltd 869,666 0.72% 16 Maramindi Pty Ltd 854,591 0.70% 17 Harold Cripps Holdings Pty Ltd 700,541 0.58% 18 Taurus Sun Trading Pty Ltd 700,000 0.58% 19 Gattenside Pty Ltd 590,541 0.49% 20 Harness Capital Pty Ltd 518,000 0.43% Top 20 94,614,291 77.97% Total 121,345,588 100% 76 Shareholder Information continued Substantial shareholders The names of substantial shareholders who have notified the Company in accordance with section 671B of the Corporations Act 2001 are: Number of shares Mazamand Group Pty Ltd 16,559,026 ADST Pty Ltd 11,888,514 BJR Investment Holdings Pty Ltd 11,111,111 Voting rights All ordinary shares carry one vote per share without restriction. Restricted securities As at the date of this report there were 1,950,000 ordinary shares subject to restrictions under the Long‑Term Incentive Plan terms and conditions. Business objectives The Consolidated Entity has used its cash and assets that are readily convertible to cash in a way consistent with its business objectives. Annual Report 2024 77 Corporate Information Directors Tim Odillo Maher – Executive Chairman Deborah Southon – Executive Director Cellina Chen – Executive Director Chief Financial Officer Cellina Chen Company Secretary Cellina Chen Registered Office and Corporate Office Level 13, 1 Oxford Street, Darlinghurst NSW 2010 Phone: +61 (02) 8985 5565 Fax: +61 (02) 8985 5358 Solicitors Hopgood Ganim Level 8, Waterfront Place 1 Eagle Street Brisbane QLD 4000 Share Register Automic Level 5, 126 Phillip Street Sydney NSW 2000 GPO Box 5193 Sydney NSW 2001 Auditors BDO Audit Pty Ltd Level 11, 1 Margaret Street Sydney NSW 2000 Country of Incorporation Australia Securities Exchange Listing Australian Securities Exchange Ltd ASX Code: FSA Internet Address www.fsagroup.com.au Australian Business Number ABN 98 093 855 791 78 colliercreative.com.au  #FSA0019 fsagroup.com.au

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