2021
Annual Report
© GENEX 2021 - FY21 ANNUAL REPORT
GENEX POWER…
CLEAN ENERGY ON
DEMAND…
Genex Power Limited is an Australian company listed on the ASX (trading under the code ‘GNX’), focused on
generation and storage of renewable energy. Genex has a portfolio of operating and development
renewable assets. The flagship projects are located at the Company’s clean energy hub at Kidston in north
Queensland, integrating large-scale solar with pumped storage hydro. The Genex ‘Kidston Clean Energy Hub’
is a world first, innovative integration of intermittent solar energy with large scale energy storage creating
“Renewable Energy On Tap”.
© GENEX 2021 - FY21 ANNUAL REPORT
02
TABLE OF CONTENTS
1. CHAIRMAN’S LETTER ............................................................... 4
2. CHIEF EXECUTIVE OFFICER’S REVIEW OF OPERATIONS.......... 7
3. ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG)
STATEMENT ................................................................................ 14
3.1 Environment ............................................................................................... 14
3.2 Social .......................................................................................................... 15
3.3 Governance................................................................................................. 15
4. DIRECTORS’ REPORT & REMUNERATION REPORT .................. 17
5. AUDITOR’S INDEPENDENCE DECLARATION ........................... 33
6. FINANCIAL STATEMENTS ...................................................... 34
6.1 CONSOLIDATED STATEMENT OF PROFIT & LOSS AND OTHER
COMPREHENSIVE INCOME.......................................................................... 35
6.2 CONSOLIDATED STATEMENT OF FINANCIAL POSITION ............................. 37
6.3 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY .............................. 39
6.4 CONSOLIDATED STATEMENT OF CASH FLOWS .......................................... 40
7. DIRECTORS’ DECLARATION .................................................... 93
8. INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
GENEX POWER LIMITED AND CONTROLLED ENTITIES ............... 94
9. CORPORATE GOVERNANCE STATEMENT ............................... 99
10. ADDITIONAL SECURITIES EXCHANGE INFORMATION ........... 116
11. CORPORATE DIRECTORY ...................................................... 120
© GENEX 2021 - FY21 ANNUAL REPORT
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1. CHAIRMAN’S LETTER
Dear Shareholder,
On behalf of the Board of Directors of Genex Power Limited (Genex or
Company), it is with great pleasure that I present to you the Annual Report
for the 2021 Financial Year (FY21), a year in which the Company commenced
construction on our flagship Kidston Pumped Hydro Project (K2-Hydro) and
continued to execute on our strategy of building a diversified renewable
energy and storage company.
FY21 – A landmark year
The past financial year was one of significant achievements for the Company
as we energised the 50MW Jemalong Solar Project (JSP) and commenced construction on our flagship K2-
Hydro Project. The development of these projects, coupled with our existing 50MW Kidston Solar Project
(KS1) and extensive growth portfolio, position the Company as a leader in the renewable energy generation
and storage markets in Australia.
The K2-Hydro project reached financial close during Q4 FY21. Genex has been working towards this
important milestone for over five years, and I would like to thank all our stakeholders for their support as
well as the team at Genex for their tireless work in reaching this significant event. K2-Hydro is now fully
funded through to completion with commissioning planned to begin in late CY24. Construction activities
commenced on-site some four months ago. Over the next three and a half years, we will work closely with
our Engineering, Procurement and Construction (EPC) delivery partners: John Holland, McConnel Dowell and
ANDRITZ Hydro GmbH to deliver the project to the point where K2-Hydro commences generation into the
National Electricity Market (NEM).
The energisation of the JSP in December 2020 represented our second revenue earning renewable energy
project and further demonstrated our track record of project delivery. Beon was our EPC delivery partner
for this project. The Jemalong solar farm is now fully commissioned and operating as a merchant generator
connected to the NEM. JSP has the potential to deliver a significant step change in the Company’s revenue
from FY22 onwards. Meanwhile, our 50MW solar farm at Kidston, KS1, continued to perform well across
FY21, generating clean renewable energy into the NEM.
In terms of our pipeline of portfolio projects, Genex’s Bouldercombe Battery Project (BBP) in Queensland
continues to progress with land being secured and discussions with potential lenders and strategic investors
currently underway. The BBP diversifies the Company’s portfolio and further positions Genex as a leader in
renewable energy generation and storage in Australia.
Further diversifying the project portfolio, the Kidston Wind Project (K3-Wind) continues to advance with the
Company, and our joint venture partner J-POWER, modelling the wind resource at a number of sites
surrounding the Kidston Clean Energy Hub. Energy generated by K3-Wind will flow into the NEM via the new
275kV transmission line being constructed by Powerlink Queensland as part of the K2-Hydro project and is
planned for completion in mid CY25.
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By 2025, our portfolio of renewable power projects will generate enough clean energy to meet the needs of
over 350,000 homes, removing almost two million tonnes per annum of carbon dioxide from our country’s
emission profile and will be crucial in assisting the Queensland Government meet its 50% renewable energy
target by 2030.
J-POWER Investment
Following approval at the Extraordinary General Meeting of Genex shareholders (EGM) held on 29th April, J-
POWER became a substantial shareholder in the Company with their $25M investment into Genex. J-POWER
is providing valuable technical expertise to the K2-Hydro project. We have further extended our relationship
with J-POWER by Genex and J-POWER becoming JV partners for the K3-Wind project. The strategic
relationship between our companies, and J-POWER’s direct investment, has resulted in the appointment of
a J-POWER representative to the Genex Board of Directors, Kenichi Seshimo, who we welcomed to the Board
in May this year.
Ongoing support from our key Stakeholders
I would like to acknowledge the ongoing strong support Genex has received from a number of Federal and
Queensland State Government entities. The Australian Renewable Energy Agency (ARENA) continues to
support Genex via the provision of grants towards our projects. In particular we recognise the Northern
Australia Infrastructure Facility (NAIF) and their investment decision to offer finance to K2-Hydro which was
pivotal in enabling Genex to reach financial close for K2-Hydro. I would also like to acknowledge the
Queensland State Government for their commitment to a 20-year revenue support deed for KS1, for funding
of $147M towards the construction of the 275kV transmission line between Mt Fox and Kidston and for
recognising and designating the Kidston Clean Energy Hub as ‘Critical Infrastructure’ to the State. The
significant and ongoing support from stakeholders reflects the growing focus on renewable energy
generation and storage in Australia which, in turn, provides significant growth opportunities for Genex.
Our people, communities and the environment
On behalf of the Board, I would like to thank all of our employees and contractor workforce for their
tremendous efforts during what has been a challenging year. It is a testament to the team, and the protocols
that the Company put in place, that we have been able to remain fully operational during the COVID-19
pandemic.
Here at Genex, we have a strong focus on local community support, diversity and indigenous engagement
within our workforce. At the recently commissioned JSP, 151 new jobs were created of which 68% were local,
22% were women and 11% were indigenous. At K2-Hydro, over 800 additional jobs will be created, and we
are committed to ensuring we continue to focus on diversity within our workforce.
Outlook for FY22
Since listing on the ASX in July 2015, we have constructed 100MW of solar energy capacity, secured over $1
billion in renewable energy funding, and commenced construction on the first pumped hydro project to be
built in Australia in 40 years. These are impressive achievements that would not have been made possible
without the hard work and dedication of our team.
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Genex’s immediate focus will be on the construction activities currently underway at K2-Hydro and the
advancement of our medium-term growth projects, the BBP and K3-Wind. The delivery of these projects will
further position Genex as a leader in the Australian renewables and energy storage market.
Finally, on behalf of the Board, I would like to thank all shareholders for their continued support over the
last year, particularly those who participated in our two capital raisings to fund the development of the BBP
and to reach financial close for K2-Hydro, and I also extend a warm welcome to all new shareholders that
have joined us on our journey.
Yours faithfully,
Dr Ralph Craven
Non-Executive Chairman
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2. CHIEF EXECUTIVE OFFICER’S REVIEW OF OPERATIONS
Company Overview
As Genex’s Chief Executive Officer, I am pleased to present the Review of
Operations for FY21, a year in which Genex achieved its most significant
milestone
in the Company’s history, namely financial close and
commencement of construction at the Company’s flagship Kidston Pumped
Storage Hydro Project. This is a major step towards our goal of becoming
Australia’s leading listed renewable energy and storage company.
Following Genex’s $90m capital raising launched in March this year, and J-
POWER’s subsequent $25m investment in the Company, Genex reached
financial close for K2-Hydro in May. This included the execution of all
construction and finance documentation to enable K2-Hydro to be fully
funded. With over four months of construction activity already under our
belt at the time of writing and activities now rapidly ramping up at site,
Genex is firmly focussed on the delivery of this project, with commissioning and energisation to commence
in late 2024. When in operation, K2-Hydro will be the first pumped hydro project to be constructed in
Australia in 40 years and the third largest electricity storage facility. Attainment of these key milestones
constitutes a truly significant and remarkable achievement for Genex.
The key achievements delivered by Genex over FY21 extend well beyond the funding and commencement
of construction at K2-Hydro and include the development of the Bouldercombe Battery Project and K3-Wind
Project in Queensland, and the energisation and entry into commercial operation of the Jemalong Solar
Project in New South Wales. On the financial and corporate front, Genex also executed two successful capital
raisings and appointed a new director, Mr Kenichi Seshimo, of J-POWER.
Clearly, it has been an extremely busy and productive year for Genex. At the outset I would like to
acknowledge and pay warm tribute to the tireless input of all of our staff, in often difficult conditions due to
the COVID-19 pandemic, for their efforts and contribution to what has been a transformative year for our
company. Just some of the key achievements are outlined in a selection of our more significant ASX
announcements detailed below.
DATE
KEY ANNOUNCEMENT
Kidston Pumped Storage Hydro Project
20 May 2021
29 April 2021
28 April 2021
15 April 2021
31 March 2021
24 March 2021
24 March 2021
Genex Achieves Financial close for Kidston Hydro
EGM Approves J-POWER Investment – Timeline to Financial Close
Construction commences at Kidston Hydro Project
GNX Reaches Finance Document Contractual Close for Hydro
Project reaches Project Document Contractual close for Hydro
GNX Launches $90M Underwritten Raising for Kidston Hydro
$47M Arena Offer of Funding
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23 March 2021
Connection Agreement with Powerlink for Kidston Hydro signed
5 February 2021
$147M Qld Government Transmission Line Funding Package
3 August 2020
Genex signs A$25M Subscription Agreement with J-POWER
Jemalong Solar Project
9 December 2020
GNX Achieves First Energisation of Jemalong Solar Project
Bouldercombe Battery Project
22 September 2020
Genex Battery Project Update
Kidston Wind Project
30 November 2020
Development Agreement with J-POWER for Kidston Wind Project
Financial & Corporate
18 May 2021
24 March 2021
Appointment of Kenichi Seshimo as a Director
GNX Launches $90m Underwritten Raising for Kidston Hydro
26 February 2021
H1 FY2021 Half Year Accounts
18 November 2020
Chairman’s AGM Address to Shareholders
27 August 2020
Annual Report to Shareholders
10 August 2020
Genex Raises $21.276M Via Placement & Launches SPP
Stage 1 - 50MW Kidston Solar Project
KS1 continued to perform well across the year, generating clean renewable energy into the grid. Specifically,
the Project delivered $13.3M in net revenue over the course of the year.
As previously advised (refer to ASX Announcement dated 21 October 2020), Genex and UGL mutually agreed
to end UGL’s role as EPC contractor and Operations & Maintenance (O&M) provider to KS1. During FY21,
the O&M role at KS1 was officially transferred from UGL to Solarig.
Stage 2 - 250MW Kidston Pumped Storage Hydro Project
During FY21, Genex progressed the K2-Hydro project through project and finance document contractual
close to full financial close and the commencement of construction activities.
Project Document Contractual Close was achieved in March 2021 allowing the Company’s project vehicle to
execute the following major construction and operation contracts:
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• EPC contract with a joint venture of McConnell Dowell Constructors (Aust.) Pty Ltd and John Holland
Group Pty Ltd for the pumped storage hydro plant, including dam construction, underground and
waterway civil works, and the full powerhouse fit-out (including electromechanical equipment);
• Design and construct (D&C) contract with Energy Solutions Pty Ltd (trading as Beon) for the surface
connection assets, including a new substation at Kidston to connect into the Powerlink transmission
line and new 275kV transmission infrastructure to connect from the substation to the EPC works;
• O&M Agreement with ANDRITZ Hydro GmbH for the full operation and maintenance of the plant
over its first 12 years of operation;
• Camp Operation and Catering Contract with ISS Integrated Services Pty Ltd for the operation of the
construction camp over the four-year construction program;
• Module Supply and Install Contract with Ausco Modular Pty Ltd for the supply and installation of the
additional accommodation and facilities for the construction camp;
• Owner’s Engineer contract with Hydro-Electric Corporation trading as Entura; and
• Asset Management Services Deed and Facility Management Agreement with Genex to manage the
corporate administration of the Project SPV and ancillary site services.
In April 2021, the Company announced that it had executed all outstanding financing documentation, and
as a result, had reached Finance Document Contractual Close, securing all of the external financing required.
The development of K2-Hydro is funded via:
• A$610M 15-year debt facility from the NAIF (refer ASX Announcement 22 December 2020);
• A$47M project grant funding agreement with ARENA(refer ASX Announcement 24 March 2021);
• A Variation Deed to the Loan Note Subscription Agreement with the Clean Energy Finance
Corporation (CEFC), to provide a further A$3M of subordinated debt funding to be applied toward
the Project costs; and
• Proceeds from the fully underwritten fundraising (refer ASX Announcement 24 March 2021).
To further support the development of K2-Hydro, Genex signed a Share Subscription Agreement (SSA) with
Electric Power Development Co Ltd (J-POWER), which was approved by shareholders at an Extraordinary
General Meeting held on 29 April 2021. The SSA saw J-POWER take a 10% ownership stake in Genex via the
placement of 106,990,005 fully paid ordinary shares at a price of A$0.2337 per share and the appointment
of J-POWER’s representative, Mr Kenichi Seshimo, as a Director.
J-POWER is a leading Japanese public utility company listed on the Tokyo Stock Exchange. J-POWER has a
significant portfolio of power generation assets and will bring considerable technical expertise to the project.
Notice to Proceed to Powerlink was granted in March 2021, enabling work to commence on development
of the new 186km 275kV single circuit transmission line from Kidston to a new switching station to be
constructed at Mt Fox.
50MW Jemalong Solar Project
In December 2020, the Company announced that it had successfully achieved transformer energisation of
the JSP located near Forbes in central NSW. This milestone follows the successful installation of all the solar
panels, inverters and other electrical and mechanical equipment at the Project.
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Energisation of the 50MW JSP was an important milestone for the Company, delivering the second
generating asset into the Genex renewable energy portfolio. JSP, along with the 50MW KS1Project, will
provide a combined 267,000MWh of clean energy per annum, offsetting approximately 250,000t of CO2 and
producing enough energy to power up to 41,660 households.
The Project’s Energisation followed its successful registration by the Australian Energy Market Operator
(AEMO) as a Market Generator, which signalled the completion of all technical and regulatory processes to
enable the Project to export electricity into the NEM. In the June quarter, Practical Completion at JSP was
claimed by the EPC Contractor Beon.
Electricity generated by the project will initially be exported to the NEM on a merchant basis, with the
Company receiving the spot price for electricity in addition to revenue from the sale of Large-Scale
Generation Certificates. In line with the Company’s revenue contracting strategy, negotiations are underway
with potential counterparts to contract part of the plant output under a PPA arrangement.
The company recognised a non-cash impairment of Jemalong at the end of the financial year as a result of
an impairment assessment triggered by a decrease in the wholesale electricity prices. In assessing whether
impairment is required, the recoverable value for Jemalong is calculated based on the forward price curve
and compared against the book value for the asset. The non-cash impairment has no impact on either JSP
or Genex’s funding structure and is not reflective of the operational performance of the asset.
From a commercial perspective, JSP was funded on a portfolio basis alongside KS1. Portfolio financing
allowed JSP to carry a significant amount of low-cost debt even though its revenue is on a merchant basis.
The ability to achieve a highly favourable gearing/funding structure was the major value driver for the project
and one of the main determinants for Genex to undertake the project.
However, for impairment testing, the application of the accounting standards require JSP to be assess on a
standalone basis. As such, the assumptions that can be made around funding structure and cost of funding
are restrictive. Indeed, such assumptions do not reflect the actual commercial parameters under which JSP
operates.
Notwithstanding this the project has been contributing strong revenues since energisation and continues to
remain a valuable cash generating asset for the Group.
The JSP delivers geographic diversification to Genex’s renewable energy and storage portfolio and will
provide a step change in revenue and cashflow generation for the Company from FY22 onwards.
50MW Bouldercombe Battery Project
The BBP is the first large scale battery project which is being developed as part of the Company’s Project
Como Strategy to broaden our footprint in energy storage. This represents an exciting opportunity for Genex
to apply the extensive market knowledge we have gained from developing the K2-Hydro towards broadening
and diversifying our storage portfolio, while capturing a significantly enhanced revenue generation profile.
During FY21, Genex signed an Investigation Licence and Tenure Arrangement Agreement with Powerlink in
relation to a standalone large-scale battery facility, to be located at Bouldercombe, near Rockhampton in
North Queensland. Site selection for Genex’s first large-scale battery project in Queensland was primarily
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based upon being located within close proximity to existing transmission infrastructure with good network
strength and Marginal Loss Factor profiles. Following an extensive search and selection process, an ideal site
was identified within the boundary of Powerlink’s Bouldercombe substation.
The project is intended to operate on an arbitrage/Frequency Control Ancillary Service (FCAS) revenue model
with the ability to bid into all eight FCAS markets. This strategy has been founded on the basis of extensive
market studies undertaken by Genex with its market consultants.
Genex is continuing to fast track the development of the Project. Grid connection studies are well progressed
with an Offer to Connect expected to be received in Q2 FY22 and financial close shortly thereafter. With a
construction timeline of approximately 12 months, it is anticipated the BBP should be fully operational in
early CY 2023.
Kidston Stage 3 - 150MW Wind Project
During the year, Genex announced that the Company has entered into a Development Funding Agreement
(Agreement) with J-POWER for the K3-Wind project at the Kidston Clean Energy Hub in North Queensland.
This arrangement reflects the Company’s strong relationship with J-POWER, Japan’s second largest provider
of hydroelectric and wind power. With over 1GW in their global wind portfolio, including their projects under
construction, J-POWER brings considerable global wind expertise to the development of the Project.
The Agreement provides J-POWER the opportunity to earn up to a 50% interest in the K3- Wind project
through an initial funding contribution of A$1.5M, which will be used to expedite the development of the
project through monitoring, planning and other feasibility workstreams over the next 12-18 months. The
feasibility workstreams will allow project financing activities to be conducted, with construction anticipated
to commence in 2023. The development timeline will see the Project connect into the new 275kV
transmission line to be constructed, owned and operated by Powerlink Queensland for the K2-Hydro Project
which is expected to be completed in 2024.
The Agreement provides Genex with access to J-POWER’s significant wind expertise, alongside additional
project level capital, and will enable us to expedite the project development activities with the aim of
bringing it online shortly after our flagship K2-Hydro project in 2024. The Project is a key component in the
development of the Kidston Clean Energy Hub, with the existing 50MW KS1 already operational, and the K2-
Hydro project under construction.
Funding
During the year the Company undertook two equity raisings to provide finance to progress the development
of our portfolio of renewable energy generation and storage assets.
The first of these capital raises was in August 2020, with the Company completing a successful placement
raising a total of A$21.276M to both existing and new sophisticated and institutional shareholders followed
by a Share Purchase Plan which raised a further $2.85M. The purpose of the raising was to fast track the BBP,
fund financial close costs associated with K2-Hydro and provide working capital.
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In March 2021, the Company undertook a further capital raising, with an additional A$90m raised via an
institutional placement and an 11-for-20 fully underwritten pro-rata accelerated non-renounceable
entitlement offer.
Along with the proceeds from NAIF, ARENA and the J-POWER equity subscription, the Company is fully
funded to develop the K2-Hydro Project to completion.
COVID-19
The Company has implemented a number of measures to ensure the safety of our employees and continuity
of our business operations during the COVID-19 pandemic. These measures include, on a case by case and
state by state basis, mandatory work from home policies with office premises only available to employees
on a one by one basis with prior permission of senior management. Weekly management meetings, daily
‘toolbox’ and other ad hoc sessions continue to be held regularly by telephone or videoconference to ensure
that management and staff remain fully operational. The Company also implemented a policy to restrict
visitors to our operating and accommodation facilities at Kidston such that only essential personnel
approved by the Chief Operating Officer are permitted.
At the JSP, our EPC Contractor Beon implemented a strict COVID-19 protocol, and through careful supply
chain and personnel management they have still managed to complete the construction of the project on
time and within budget. For the K2-Hydro project strict COVID-19 protocols are being enforced by Genex, its
camp operation and catering contractor, the EPC Contractor and all other contractors and service providers
engaged at site.
Together with the Chief Operating Officer and the K2-Hydro project team I continue to monitor the COVID-
19 situation so that we can respond quickly and decisively, and in a manner which is consistent with State
and Federal Government directions as well as best business practice.
Summary and Outlook
In summary, FY21 has been a truly transformational year in the history of our Company. As we move in to
FY22 our focus will be on:
• The continued ramp-up of construction activity at the K2-Hydro project;
• Advancement of our BBP, with the aim of reaching financial close and the commencement of
construction by the end of this calendar year;
• Progression of our K3-Wind Project, with activities centred on wind resource monitoring as well as
procurement of land and environmental approvals; and
• New business and project opportunities that are consistent with the Genex development strategy.
I would again like to acknowledge the support from the Federal Government, through the NAIF, ARENA, and
CEFC. I would also like to recognise the Queensland State Government for providing a 20-year revenue
support deed for KS1, and for supporting the K2-Hydro project through its $147M co-funding of the new
275kV transmission line from Kidston to Mt Fox.
Finally, I would like to express my thanks to the Genex Board and to all Genex staff, who have shown such
tenacity and enthusiasm in the face of very challenging circumstances, thereby ensuring that FY21 was a
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transformative year for the Company. I would also like to thank our shareholders for their ongoing support,
and I look forward to Genex building on our achievements and delivering another successful year in FY22.
Yours faithfully,
James Harding
Chief Executive Officer
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3. ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) STATEMENT
As a leading developer and operator of renewable energy and storage projects, Genex is committed to the
highest standards of Environmental care, Social responsibility, and Good governance (ESG). Genex is pleased
to present the Company’s inaugural ESG Statement to our shareholders, setting out our commitment to
maintaining the high standards of sustainability we have set and further improving how our business
decisions and policies address opportunities to enhance sound ESG practises within the Company.
3.1 Environment
We are a proud developer of sustainable renewable energy and storage projects. By 2025 our portfolio of
renewable power projects is expected to provide clean energy to over 350,000 homes while also removing
almost 2Mtpa of CO2 per annum that would otherwise be emitted from the burning of fossil fuels.
Notes to the table:
Assumptions:
•
•
•
•
•
•
KS1 and JSP are generating at full capacity;
K2-Solar is built & generating at full capacity of 270MW;
Average daily household consumes 18kwh/day;
K2-Hydro dispatches once a day and pumps water using green energy;
K3-Wind is operating and based on a typical wind farm in the region with a capacity factor of 40%; and
Bouldercombe Battery Project dispatches once a day & charges using green energy.
We are deeply cognisant of the unique local environments in which we operate. We have a strong focus on
minimising the disturbance we create in our operations by:
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• Our commitment to conserving and protecting the environments in which we operate, as illustrated by
the “Recycling and Reuse Programme” which is being implemented at the Kidston Clean Energy Hub;
• Rehabilitating a disused mine site to develop the sustainable and productive Kidston Clean Energy Hub;
and
•
Increasing our focus on responsible sourcing of raw materials used in the construction of our assets.
3.2 Social
We understand the fundamental importance of our social license to operate as an essential service provider
in the transition to a carbon free energy future. Providing a safe working environment for our employees
and contractors to work in, respecting the traditional owners of the land on which we operate, and helping
to develop Far North Queensland are high priorities.
Genex is focussed on job creation in our local communities:
• We are an equal opportunity employer in accordance with our Diversity Policy and, as such, the Company
does not discriminate on the basis of racial origin, gender, age, ethnicity, marital status, disability,
religious or philosophical beliefs, sexual preference or political affiliation;
• Our Indigenous Engagement Strategy is promoting indigenous employment and procurement at the K2-
Hydro project;
• 900 jobs have been created around the Kidston Clean Energy Hub and along the transmission route to
Mount Fox;
• 151 jobs were created at the JSP, comprising 68% local, 22% female and 11% indigenous; and
• 170 jobs were created during construction at the KS1 project, comprising 35% female and 15%
indigenous.
The indigenous population in the Kidston region is defined as the Ewamian People #3 and is represented by
the Ewamian Aboriginal Corporation (EAC). Genex has maintained strong engagement with EAC through the
development of its projects at Kidston to date. As part of the development of the K2-Hydro project, Genex
and EAC developed an Indigenous Engagement Strategy (IES) to drive indigenous employment and general
engagement in the project. In accordance with this strategy a Sponsorship Agreement was developed
between EAC and Genex which provides for a contribution of $536,500 by the Company towards funding the
Talaroo Hot Springs Development. Genex continues its close relationship with EAC through its development
of the K3-Wind project.
3.3 Governance
Genex is committed to high standards of corporate governance. The Board is responsible for Genex
corporate governance and compliance. The Board's guiding principle in meeting this responsibility is to act
honestly, conscientiously and fairly, in accordance with the law, in the interests of shareholders, employees
and other stakeholders.
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Genex has adopted a Board Charter to give formal recognition of the Board's role and responsibilities, and
to specify how the Company is governed to promote Genex and protect the interests of shareholders,
employees, and the broader community.
Genex has developed and implemented a suite of policies and codes of conduct to support our drive towards
a culture of ethical business behaviour and responsible corporate activity. A select number of these policies
provides as follows:
• An Audit and Risk Management Committee Charter to assist the Board of Directors of the Company in
fulfilling its financial, risk and general oversight responsibilities;
• A Code of Conduct relating to the obligations of stakeholders where we endeavour to be recognised as
an organisation committed to the highest ethical standards in business. This incorporates our
responsibilities to shareholders and the financial community, employment practices, fair trading and
dealing, responsibilities to the individual, the community and compliance with all provisions of its
Constitution, the Corporations Act 2001, the ASX Listing Rules and all other applicable rules and
legislation;
• A Securities Trading Policy which imposes constraints on key management personnel, as that term is
defined in the Schedule (Key Management Personnel) of the Company dealing in the Company’s shares
or options, warrants, futures or other derivative financial products issued over or in respect of the
Company’s shares or options (Securities); and
• A Continuous Disclosure Policy placing obligations and procedures on all directors, employees and
consultants of the Company to ensure the timely and balanced disclosure of all material matters
concerning the Company.
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4. DIRECTORS’ REPORT & REMUNERATION REPORT
The directors present their report, together with the consolidated financial statements, of Genex Power
Limited consisting of Genex Power Limited (referred to hereafter as ‘Genex’, the 'Company' or 'parent entity')
and the entities it controlled at the end of, or during, the twelve-month period ended 30 June 2021 (referred
to hereafter as the ‘consolidated entity’ or the ‘Group’).
Directors
The following persons were directors of Genex Power Limited during the whole of the year and up to the
date of this report, unless otherwise stated:
Dr Ralph Craven
Michael Addison
Yongqing Yu
Teresa Dyson
Ben Guo
Simon Kidston
Kenichi Seshimo (appointed 18 May 2021)
Principal activities
The consolidated entity’s principal activities during the period comprised the development of the Kidston
Clean Energy Hub in Far North Queensland (FNQ) which includes the commencement of construction for K2-
Hydro and ongoing development work for K3W, the operation of the KS1, the development of the JSP in New
South Wales and development associated with the BBP in Queensland.
Dividends
There were no dividends paid, recommended or declared during the current or previous financial year.
Significant changes in the state of affairs
The principal activities of the consolidated entity during the course of the year consisted of project financing
and commencement of construction for the K2-Hydro.
© GENEX 2021 - FY21 ANNUAL REPORT
17
For the year ended 30 June 2021, the consolidated entity incurred an after-tax loss of $18.7M.
During the 2021 financial year Genex raised an aggregate amount of $139M in equity capital before costs.
Most of the funds were directed to development and construction of K2-Hydro.
During the year, Genex reached financial close for K2-Hydro, as part of the project financing process and in
addition to the equity raised, Genex was able to secure a $610M facility from the NAIF, a $47M grant from
ARENA, $3M facility top up from the CEFC and $147M of funding support from the Queensland government
to co-fund the construction of a new 275kV transmission line.
Matters subsequent to the end of the year
There have been no other material events or circumstances which have arisen since 30 June 2021 that have
significantly affected, or may significantly affect the consolidated entity's operations, the results of those
operations, or the consolidated entity's state of affairs in future financial years.
Likely developments and expected results of operations
The consolidated entity is currently focussed on rapidly progressing the development of the BBP and K3-
Wind and ongoing construction of K2-Hydro.
Environmental regulation
The Kidston Clean Energy Hub Site is covered by Mining Lease (ML) No. 3347 and Environmental Authority
(EA) No. EPML000817013 which were originally granted to Kidston Gold Mines Limited (KGML) under the
Environmental Protection Act (1994) (QLD) at a time when KGML was a subsidiary of Barrick Gold Corporation
and the site was operated as a gold mine. The EA has operative provisions relating to:
• General;
• Air;
• Water;
• Noise and Vibration;
• Regulated dams; and
• Land and Rehabilitation.
Some of the provisions of the EA are inconsistent with Genex’s current use of the site as an operator and
developer of diverse renewable energy. Genex, in agreement with the Queensland Department of
© GENEX 2021 - FY21 ANNUAL REPORT
18
Environment and Science (DES), has entered into an Environmental Evaluation process with a view to
amending certain provisions of the EA to be consistent with Genex’s current site use.
© GENEX 2021 - FY21 ANNUAL REPORT
19
Information on directors
Name: Dr Ralph Craven
Title: Independent Non-Executive Chairman
Qualifications: BE PhD, FIEAust, FIPENZ, FAICD
Special Responsibilities: Member, Audit & Risk Management Committee and Chair,
Remuneration Committee
Other Current Directorships:
Senex Energy Limited (from 2011)
AusNet Services Limited (from 2014)
Former Directorships (last 3 years): None
Experience and expertise:
Dr. Craven has respected credentials in energy, resources, infrastructure development, transmission and
power generation. Dr. Craven has a number of public company roles including non-executive director of
Senex Energy Limited (September 2011 to present) and AusNet Services Limited (January 2014 to present).
Dr. Craven has held senior executive positions with energy and resource companies in Australia and New
Zealand. He was formerly Chief Executive Officer of Transpower New Zealand Ltd, an Executive Director of
NRG Asia-Pacific and General Manager Power Marketing and Development with Shell Coal Pty Ltd.
His previous roles include Chairman of Ergon Energy Corporation Limited, Chairman of Stanwell Corporation
Limited and Chairman of Tully Sugar Limited. Dr. Craven was also Deputy Chairman of Arrow Energy Limited
(now jointly owned by Royal Dutch Shell and PetroChina).
Name: Michael Addison
Title: Non-Executive Director
Qualifications: BSc (Eng), MPhil (Oxon)
Special Responsibilities: Member, Audit & Risk Management Committee and Member,
Remuneration Committee
Other Current Directorships: Cobre Limited (from 25/11/2019)
Former Directorships (last 3 years): None
Experience and expertise:
Michael is a former water engineer with experience in large dam, spillway and water reticulation systems
design. He also has considerable international corporate finance experience, having spent a number of years
as an investment banker with three globally recognised investment banks. Subsequent to transitioning into
mainstream corporate management in the early nineties, Michael held a number of senior executive
© GENEX 2021 - FY21 ANNUAL REPORT
20
positions on the boards of publicly listed companies on each of the London, Johannesburg and Australian
Securities Exchanges. In these roles he developed deep expertise in the management and running of listed
companies and an intimate working knowledge of the regulatory, legal and governance environments in
which listed companies operate. Michael was previously a director of Carabella Resources Limited, Stratum
Metals Limited, Frontier Diamonds Limited (6 September 2017 to 4 June 2018) and Intra Energy Corporation
(1 June 2017 to 28 September 2017).
Michael is a former Rhodes Scholar and has an Oxford University postgraduate degree in Management
Studies. Michael is a founding director and shareholder of Genex.
Name: Teresa Dyson
Title: Independent Non-Executive Director
Qualifications: (LLB (Hons), BA, MTax, MAppFin, GAICD)
Special Responsibilities: Chair, Audit & Risk Management Committee and Member,
Remuneration Committee
Other Current Directorships:
Seven West Media Limited (from 2017)
Shine Justice Limited (from 2020)
Former Directorships (last 3 years):
Consolidated Tin Mines Limited (2019-2020)
Experience and expertise:
Teresa is a director and Audit & Risk Committee Chair of ASX-listed Seven West Media Ltd (2017 – present)
and a non-executive director of Shine Justice Ltd (ASX: SJL) from February 2020 - present. Teresa is also a
director of Energy Qld Ltd, Energy Super until its merger with LGIAsuper on 1 July 2021 and from that date
Teresa became a director of LGIAsuper, Power & Water Corporation, National Housing Finance & Investment
Corporation and the Gold Coast Hospital & Health Board. She is a member of the Foreign Investment Review
Board and the Takeovers Panel. Teresa has broad legal experience across infrastructure, financial structuring,
social infrastructure and taxation law. Teresa has previously been Chair of the Board of Taxation and a
Partner of Ashurst and Deloitte and was named Woman Lawyer of the Year in 2011 by the Women Lawyers
Association of Queensland.
Name: Simon Kidston
Title: Executive Director
Qualifications: BCom, GradDipAppFin, MAICD
Special Responsibilities: Member, Remuneration Committee
Other Current Directorships: None
Former Directorships (last 3 years): None
© GENEX 2021 - FY21 ANNUAL REPORT
21
Experience and expertise:
Simon is a founding director and shareholder of Genex. Prior to Genex, Simon successfully established 3 ASX
listed companies, Endocoal Limited, Carabella Resources Limited and Estrella Resources Limited.
In addition, Simon has almost 30 years’ investment banking experience in Australia and overseas with groups
such as Macquarie Bank Limited, HSBC and Helmsec Global Capital Limited. During this period, he assisted
companies grow by accessing capital needs, negotiating strategic relationships and acquisitions. He has a
Bachelor of Commerce degree and is a Member of the Australian Institute of Company Directors.
Name: Ben Guo
Title: Finance Director
Qualifications: BCom, Finance (Hons 1st) and Accounting
Special Responsibilities: Group Finances
Other Current Directorships: None
Former Directorships (last 3 years): None
Experience and expertise:
Ben has over 10 years’ management experience in Australia. Prior to joining Genex, he held senior financial
roles at Helmsec Global Capital Limited and Estrella Resources Limited. Ben has also worked at PwC
Corporate Finance and Ernst & Young.
Name: Yongqing Yu
Title: Non-Executive Director
Special Responsibilities: Nil
Other Current Directorships: None
Former Directorships (last 3 years): None
Experience and expertise:
Mr. Yongqing Yu is the Vice Chairman of Shenzhen listed Zhefu Holding Group (Zhefu). Zhefu is the 100%
shareholder of Asia Ecoenergy Development Limited (AED is Zhefu’s Hongkong subsidiary) and the largest
private hydroelectric electrical and mechanical equipment manufacturers in China. Mr. Yu has been a key
member of Zhefu since the company’s inception. He is a senior engineer and has extensive hydro experience.
Yongqing has been involved in many significant projects including the Shuangling Hydropower Project in
Liaoning Province, the Wanmipo Hydropower Project in Hunan province and the Changzhou Hydropower
Project in the Guangxi Zhuang Autonomous Region of China. Mr Yu’s technical expertise and experience in
© GENEX 2021 - FY21 ANNUAL REPORT
22
working with large scale international projects significantly strengthens the Genex Board’s already robust
level of technical, industry and corporate experience
Name: Kenichi Seshimo
Title: Non-Executive Director
Qualifications: BSc, Electrical Engineering (KEIO University)
Experience and expertise:
Mr Seshimo has worked in the electric power development and energy industry, in different countries, for
more than 30 years. He commenced his career with a leading Japanese trading company and held roles in
which he was involved in various international overseas electric power projects. This included a period in
which he was based in Ho Chi Minh City, Vietnam where he was project manager for a Gas Combined Cycle
corporation.
Kenichi has been working at Electric Power Development Co., Ltd (J-POWER) since 2004. During his time at
J-POWER, Kenichi has been involved in a number of project development and management roles including
as a non-Executive Director with CBK (750MW), a Pumped Storage Hydro Power Project Company based in
the Philippines, a non-Executive Director of Chia Hui Gas Fired Power Project Company (450MW) in Taiwan,
CEO of PT Bhimansena Power Indonesia for 2 x 1,000MW Ultra Super Critical (USC) Coal Thermal Power
Projects (project cost $4 billion) in Indonesia and more recently as Chief Operating Officer of J-POWER
Australia Pty Limited.
Name: Justin Clyne
Title: Company secretary
Qualifications: LLM (UNSW) ACIS, AGIA, MAICD
Experience and expertise:
Justin Clyne was admitted as a Solicitor of the Supreme Court of New South Wales and High Court of Australia
in 1996 before gaining admission as a Barrister in 1998. He has 15 years of experience in the legal profession,
acting for a number of the country's largest corporations, initially in the areas of corporate and commercial
law before dedicating himself full-time to the provision of corporate advisory and company secretarial
services.
Justin is a director and/or secretary of a number of public listed and unlisted companies. He has significant
experience and knowledge in international law, the Corporations Act, the ASX Listing Rules and corporate
regulatory requirements generally. Justin holds a Master of Laws in International Law from the University of
New South Wales and is a qualified Chartered Company Secretary.
© GENEX 2021 - FY21 ANNUAL REPORT
23
Meetings of Directors
The number of meetings of the Company's Board of Directors (the Board) and its Committees held during
the year ended 30 June 2021, and the number of meetings attended by each director was:
NAME
BOARD
AUDIT
REMUNERATION
HELD
ATTENDED
HELD
ATTENDED
HELD
ATTENDED
Dr Ralph Craven
Michael Addison
Simon Kidston
Ben Guo
Teresa Dyson
Kenichi
Seshimo
Yong Qing Yu
21
21
21
21
21
1
21
21
21
19
21
20
1
-
4
4
-
-
4
-
-
4
4
-
-
4
-
-
3
2
3
-
3
-
-
3
2
3
-
3
-
-
‘Held’ represents the number of meetings held during the time the director was in office or was a member
of the relevant committee. While Mr Yu did not attend any Board meetings, a representative from Zhefu
Holding Group was invited to each Board meeting throughout the period on behalf of Mr Yu as an observer
only.
Remuneration Report: Audited
The Board is responsible for determining and reviewing compensation arrangements for the directors and
executive management. The Board assesses the appropriateness of the nature and amount of remuneration
of key personnel on an annual basis. In determining the amount and nature of executive remuneration, the
Board takes into consideration the Company’s financial and operational performance along with industry
and market conditions.
Remuneration packages for the Company’s CEO and senior executives include a mix of fixed remuneration
and performance-based remuneration. The fixed component consists of base remuneration, allowances and
superannuation.
The Constitution provides that the non-executive Directors may be paid for their services as Directors,
however the sum payable must not exceed a fixed sum per annum as determined by shareholders at an
annual general meeting, to be divided as agreed amongst the non-executive Directors and in default of
agreement then in equal shares. The current aggregate limit for the payment of director fees to non-
executive Directors is $400,000 per annum.
© GENEX 2021 - FY21 ANNUAL REPORT
24
A Director may be paid additional fees or other amounts as the Remuneration Committee determines where
a Director renders or is called upon to perform extra services or to make any special exertions in connection
with the affairs of the Company as occurred in the 2021 financial year. A Director may also be reimbursed
for any disbursements or any other out of pocket expenses properly incurred as a result of their directorship
or any special duties.
The Company’s remuneration policy aims to align the corporate goals and strategic objectives of the
Company with the remuneration paid to Senior Executives and considers both short term and long-term
compensation. The Company seeks to compensate its executives fairly and undertakes an annual review and
benchmarking of remuneration arrangements. The Company also recognises that much is required of our
small team of executives to accomplish the goals the Company has set for itself.
This Remuneration Report outlines the arrangements which were in place during the year ended 30 June
2021 for the Directors and key management personnel. The fee for all directors includes a one-off exertion
payment for additional services provided in respect of the JSP and K2-Hydro. The share-based payments
relate to the valuation of options issued to directors during the year. The employee benefits relate to leave
entitlements.
Short-term
benefits
Cash Salary and
Fees
$
Superannuation
benefits
$
Other
employment
benefits
$
Share-
based
payments
$
2021
Executive Directors
S Kidston
B Guo
Non-Executive Directors
R Craven
M Addison
Teresa Dyson
Kenichi Seshimo
Yongqing Yu
Sub-Total
Chief Executive Officer
James Harding
Chief Operating Officer
A McGhie
Sub-Total
Total
657,550
482,350
265,833
248,3331
128,333
-
-
1,782,399
669,412
655,725
1,325,137
3,107,536
25,000
25,000
25,254
23,592
12,192
-
-
111,038
25,000
25,000
50,000
161,038
Total
$
701,171
559,202
291,087
271,925
140,525
-
-
1,963,910
18,621
51,852
-
-
-
-
-
70,473
-
-
-
-
-
-
-
-
59,487
77,026
830,925
25,095
84,582
155,055
-
77,026
77,026
705,820
1,536,745
3,500,655
1 The fee paid to Mr Addison in the 2021 financial year comprised a director’s fee and exertion payment of $175,000.
© GENEX 2021 - FY21 ANNUAL REPORT
25
Short-term
benefits
Cash Salary and
Fees
Superannuation
benefits
$
$
Other
employment
benefits
Share-
based
payments
$
$
Total
$
398,825
398,825
157,500
112,6882
79,500
-
1,147,338
374,471
382,763
757,234
1,904,572
17,275
17,275
14,963
9,215
7,553
-
66,281
22,467
22,387
44,854
111,135
28,598
54,060
-
-
-
-
82,658
450,000
450,000
600,000
450,000
225,000
-
2,175,000
894,698
920,160
772,463
571,903
312,053
-
3,471,277
15,006
95,073
507,017
5,272
20,278
102,936
-
95,073
2,270,073
410,422
917,439
4,388,716
2020
Executive Directors
S Kidston
B Guo
Non-Executive Directors
R Craven
M Addison
Teresa Dyson
Yongqing Yu
Sub-Total
Chief Executive Officer
James Harding
Chief Operating Officer
A McGhie
Sub-Total
Total
Period of Service
NAME
Michael Addison
Simon Kidston
Ben Guo
Ralph Craven
Teresa Dyson
Kenichi Seshimo
Yongqing Yu
James Harding
Arran McGhie
PERIOD OF SERVICE
15 July 2011 to current
1 August 2013 to current
25 October 2013 to current
1 July 2014 to 26 March 2015 and 29 May 2015 to current
7 May 2018 to current
18 May 2021 to current
8 February 2016 to current
16 May 2016 to present
28 July 2015 to present
Key Management Personnel (KMP)’s Interests in the Company
The shares and options held by the KMPs as at 30 June 2021 and at the date of this report are as follows:
2 The fee paid to Mr Addison in the 2020 financial year comprised a director’s fee of $72,000, consulting fees and a one-off special exertion payment of $25,000.
© GENEX 2021 - FY21 ANNUAL REPORT
26
BALANCE
AS AT 1
JULY 2020
24,500,000
GRANTED AS
REMUNERATION
18,444,431
2,170,681
403,409
131,362
Nil
Nil
Nil
Nil
BALANCE
AS AT 1
JULY 2019
28,500,000
20,881,931
2,108,181
340,909
68,862
Nil
Nil
Nil
GRANTED AS
REMUNERATION
RECEIVED
ON
EXERCISE PURCHASES
150,000
-
-
-
-
-
-
-
-
-
150,000
-
196,591
108,375
-
-
-
-
SHARES
SOLD
BALANCE AS AT
30 JUNE 2021
-
-
-
-
-
-
-
-
-
24,650,000
18,594,431
2,170,681
600,000
239,737
Nil
Nil
Nil
Nil
RECEIVED
ON
EXERCISE PURCHASES
-
-
SHARES
SOLD
BALANCE AS AT
30 JUNE 2020
4,000,000
24,500,000
-
-
-
-
-
-
-
62,500
2,500,000
18,444,431
62,500
62,500
62,500
-
-
-
-
-
-
-
-
-
2,170,681
403,409
131,362
Nil
Nil
Nil
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Shares
PERSONNEL
Michael
Addison
Simon
Kidston
Ben Guo
Ralph Craven
Teresa Dyson
Kenichi
Seshimo
Yongqing Yu
Arran McGhie
James
Harding
PERSONNEL
Michael
Addison
Simon
Kidston
Ben Guo
Ralph Craven
Teresa Dyson
Yongqing Yu
Arran McGhie
James
Harding
Options
PERSONNEL
Michael Addison
Simon Kidston
Ben Guo
Ralph Craven
Teresa Dyson
Kenichi Seshimo
Yongqing Yu
Arran McGhie*
James Harding*
BALANCE AS AT 1
JULY 2020
EXPIRED
BALANCE AS AT 30 JUNE
2021
7,000,000
7,000,000
7,000,000
6,000,000
1,500,000
-
-
5,000,000
5,000,000
-
-
-
-
-
-
-
5,000,000
-
7,000,000
7,000,000
7,000,000
6,000,000
1,500,000
-
-
-
5,000,000
27
© GENEX 2021 - FY21 ANNUAL REPORT
BALANCE
AS AT 1
JULY 2019
4,000,000
GRANTED AS
REMUNERATION
3,000,000
DATE OF
GRANT
DURING
PERIOD
10/09/2019
4,000,000
3,000,000
10/09/2019
4,000,000
2,000,000
-
-
5,000,000
5,000,000
3,000,000
4,000,000
1,500,000
-
-
10/09/2019
10/09/2019
10/09/2019
-
-
-
-
PERSONNEL
Michael
Addison
Simon
Kidston
Ben Guo
Ralph Craven
Teresa Dyson
Yongqing Yu
Arran
McGhie*
James
Harding*
FAIR VALUE
PER OPTION
AT GRANT
DATE
EXERCISE
PRICE
BALANCE AS AT 30
JUNE 2020
0.15
0.15
0.15
0.15
0.15
-
-
-
0.34
0.34
0.34
0.34
0.34
-
-
-
7,000,000
7,000,000
7,000,000
6,000,000
1,500,000
-
5,000,000
5,000,000
Executive Services Agreement (James Harding)
On 23 June 2016, the Company entered into an Executive Services Agreement (Agreement) with James
Harding in his capacity as Executive General Manager. On 7 May 2018, that Agreement was varied with
respect to the remuneration and duties to be performed following Mr. Harding’s appointment as Chief
Executive Officer (CEO) and was varied again effective on 1 May 2021 as part of Mr. Harding’s periodic
remuneration review. The key terms and conditions of the Agreement and Variation are summarised below.
•
•
•
•
•
(Term) The appointment as CEO commenced on 7 May 2018 and is ongoing subject to the
termination provisions.
(Services) James Harding will provide the duties and responsibilities associated with the role of CEO
and report to the Board regarding the overall responsibility for the day to day management of the
business of the Company and with responsibility for overall reporting requirements and regularly
reporting to the Board concerning the business and financial position of the Company.
(Remuneration) James Harding will receive a gross salary of $420,000 (excluding superannuation)
plus a Short Term Incentive (STI) payment of up to 40% of gross salary for FY22, per annum. In
addition, James Harding may be granted, subject to any necessary shareholder approval, incentives
to provide ongoing service and commitment to the Company.
(Entitlements) James Harding is entitled to 5 weeks of annual leave per annum in addition to other
employee entitlements that are customary to an agreement of this nature.
(Termination) Both James Harding and the Company may terminate the agreement at any time and
for any reason by giving 3 months’ written notice to the other party. James Harding’s employment
may otherwise be terminated at any time for cause by notice to James Harding from the Company.
© GENEX 2021 - FY21 ANNUAL REPORT
28
James Harding received a $127,500 exertion payment for additional services provided in respect of financial
close for the JSP in August 2020 and a $170,000 exertion payment for additional services provided in respect
of financial close of K2-Hydro in May 2021.
In FY21, $35,245.80 super was also redirected to salary and wages subject to Board’s approval.
Executive Services Agreement (Arran McGhie)
On 16 July 2015, the Company entered into an Executive Services Agreement with Arran McGhie in his
capacity as Chief Operating Officer which was varied effective 1 May 2021 as part of Mr. McGhie’s periodic
remuneration review. Pursuant to his agreement, Arran McGhie receives a gross salary of $400,000
(excluding superannuation) plus a STI payment of up to 40% of gross salary for FY22, per annum. The
Executive Services Agreement is substantially on the same terms and conditions as the Executive Services
Agreement with James Harding, the material provisions of which are summarised above. On 6 August 2020,
all 5,000,000 options held by Arran McGhie expired.
Arran McGhie received a $120,000 exertion payment for additional services provided in respect of financial
close for the JSP in August 2020 and a $160,000 exertion payment for additional services provided in respect
of financial close of K2Hydro in May 2021.
In FY21, $34,058.34 super was also redirected to salary and wages subject to Board’s approval.
Executive Services Agreements (Ben Guo and Simon Kidston)
From May 2021, Both Simon Kidston and Ben Guo received an increase in salary to $360,000 plus a STI
payment of up to 40% of gross salary pro rata for FY22, as a result of a periodic remuneration review. Aside
from the differences in remuneration, the Executive Services Agreements with Ben Guo and Simon Kidston
are substantially on the same terms and conditions as the Executive Services Agreement with James Harding,
the material provisions of which are summarised above with only non-material differences.
Both Simon Kidston and Ben Guo received a $120,000 exertion payment for additional services provided in
respect of financial close on the JSP in August 2020 and Simon and Ben received $160,000 exertion payment
for additional services provided in respect of financial close of K2-Hydro in May 2021. Ben’s exertion
payment was made in July 2021.
In FY21, $19,016.70 super for Ben Guo and $34,216.70 for Simon Kidston were also redirected to salary and
wages subject to Board’s approval.
© GENEX 2021 - FY21 ANNUAL REPORT
29
Consultancy Agreement (Michael Addison)
On 7 May 2018, the Company entered into a Services Consultancy Contract with Michael Addison on an
arm's length basis to provide consulting services as a strategic adviser consulting on project delivery and the
Company's project pipeline in addition to his role as a Non-Executive Director. The Contract provides for an
hourly rate of $250 plus GST and a monthly cap of $20,900 plus GST. There is no fixed term and either party
may terminate the Contract on 4 months' notice or payment in lieu.
Michael Addison received a $75,000 exertion payment for additional services provided in respect of financial
close on the JSP in August 2020 and a $100,000 exertion payment for additional services provided in respect
of financial close of K2-Hydro in May 2021.
Payments to directors for extra services performed, as was the case with each of the directors in the 2021
financial year as a result of the significant additional work required to reach financial close of the Company’s
JSP and K2-Hydro projects, is permitted under clause 11.16 of the Company’s Constitution and ASX Listing
Rule 10.17. With respect to the Company’s non-executive directors, payment for extra services can be made
in addition to payments from the Company’s non-executive director fee pool where such payments are for
genuine “special exertion” fees as was the case here.
Shares under option
Unissued ordinary shares of Genex Power Limited under option at the date of this report are as follows:
GRANT DATE
2 September 2016
17 January 2017
7 July 2017
23 February 2018
10 September 2019
Total
EXPIRY DATE
2 September 2021
17 January 2022
17 January 2022
13 February 2023
10 September 2024
End of Remuneration Report
EXERCISE PRICE
NUMBER OF OPTIONS
$0.25
$0.34
$0.34
$0.40
$0.34
2,400,000
14,000,000
1,500,000
4,850,000
14,500,000
37,250,000
© GENEX 2021 - FY21 ANNUAL REPORT
30
Loss per Share
The loss per share for Genex Power Limited for the year was 3.08 cents per share (FY20 2.63 cents).
Results of Operations and Dividends
The consolidated entity’s net loss after taxation attributable to the members of Genex Power Limited for the
year ended 30 June 2021 was ($18,725,873). The Directors of Genex have resolved not to recommend a
dividend for the financial year ended 30 June 2021.
Indemnity and insurance of officers
The Company has indemnified the directors and executives of the Company for costs incurred, in their
capacity as a director or executive, for which they may be held personally liable, except where there is a lack
of good faith.
During the year, the Company paid a premium in respect of a contract to insure the directors and executives
of the Company against a liability to the extent permitted by the Corporations Act 2001. The contract of
insurance prohibits disclosure of the nature of liability and the amount of the premium.
Indemnity and insurance of auditor
The Company has not, during or since the end of the year, indemnified or agreed to indemnify the auditor
of the Company or any related entity against a liability incurred by the auditor.
During the year, the Company has not paid a premium in respect of a contract to insure the auditor of the
Company or any related entity.
Proceedings on behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring
proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party
for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings.
Non-audit services
The following non-audit services were provided by the entity's auditor, Ernst & Young Australia. The directors
are satisfied that the provision of non-audit services is compatible with the general standard of
independence for auditors imposed by the Corporations Act 2001. The nature and scope of each type of non-
audit service provided means that auditor independence was not compromised.
Ernst & Young Australia received or are due to receive the following amounts for the provision of non-audit
services:
Tax Compliance
Transactional Tax Services
© GENEX 2021 - FY21 ANNUAL REPORT
$
43,450
156,321
199,771
31
Auditor's independence declaration
A copy of the auditor's independence declaration is set out on the following page.
On behalf of the directors
Ben Guo
Director
27 August 2021
Sydney
© GENEX 2021 - FY21 ANNUAL REPORT
32
200 George Street
Sydney NSW 2000 Australia
GPO Box 2646 Sydney NSW 2001
Tel: +61 2 9248 5555
Fax: +61 2 9248 5959
ey.com/au
Auditor’s Independence Declaration to the Directors of Genex Power
Limited
As lead auditor for the audit of the financial report of Genex Power Limited for the financial year ended
30 June 2021, I declare to the best of my knowledge and belief, there have been:
a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
b) no contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Genex Power Limited and the entities it controlled during the financial
year.
Ernst & Young
Lynn Morrison
Partner
27 August 2021
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
33
6. FINANCIAL STATEMENTS
General information
The financial statements cover Genex Power Limited as a consolidated entity consisting of Genex Power
Limited and its subsidiaries. The financial statements are presented in Australian dollars, which is Genex
Power Limited's functional and presentation currency.
Genex Power Limited is a listed public company limited by shares, incorporated and domiciled in Australia.
Its registered office and principal place of business is:
Registered Office
Suite 6.02, Level 6
28 O’Connell Street
Sydney NSW 2000
A description of the nature of the consolidated entity's operations and its principal activities is included in
the directors' report, which is not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of directors, on 27 August
2021. The directors have the power to amend and reissue the financial statements.
© GENEX 2021 - FY21 ANNUAL REPORT
34
6.1 CONSOLIDATED STATEMENT OF PROFIT & LOSS AND OTHER COMPREHENSIVE
INCOME
YEAR ENDING 30 JUNE 2021
NOTES 30 JUNE 2021
30 JUNE 2020
Revenue
$
$
Sale of electricity and environmental products and lease income
10,630,240
10,253,756
Other income
Expenses
Project site costs
Salary expenses
Share-based Payment expenses
Administrative expenses
Compliance cost and regulatory fees
Project consulting costs
Legal fees
Travel and marketing expenses
Depreciation charges
Impairment charges
Net gain/(loss) on financial instruments at fair value through profit/loss
Total Expenses
Operating Loss
Finance costs
Finance income
Loss before tax
Income tax expense
Loss after income tax expense attributable to the owners of Genex Power
Limited
5
6
6
14
14
20
6
7
8
11,020,056
2,004,255
21,650,296
12,258,011
(1,358,428)
(3,841,189)
(5,167,775)
(3,062,687)
(79,605)
(2,270,073)
(2,568,855)
(1,301,982)
(484,822)
(772,882)
(239,831)
(674,646)
(1,162,997)
(80,053)
(117,488)
(199,845)
(6,253,296)
(8,006,499)
(16,500,000)
-
(253,095)
1,177,822
(34,719,243)
(18,498,983)
(13,068,947)
(6,240,972)
(5,710,628)
(4,428,506)
53,702
135,228
(18,725,873)
(10,534,250)
-
-
(18,725,873)
(10,534,250)
© GENEX 2021 - FY21 ANNUAL REPORT
35
Other comprehensive income to be reclassified to profit or loss in
subsequent periods (net of tax)
Net gain / (loss) on cash flow hedges
18
8,329,393
(9,443,907)
Total comprehensive loss for the year
attributable to the owners of Genex Power Limited
(10,396,480)
(19,978,157)
Basic earnings per share
Diluted earnings per share
36
36
CENTS
(3.08)
(3.08)
CENTS
(2.63)
(2.63)
© GENEX 2021 - FY21 ANNUAL REPORT
36
6.2 CONSOLIDATED STATEMENT OF FINANCIAL POSITION
YEAR ENDING 30 JUNE 2020
NOTES
30 JUNE 2021
Assets
Current Assets
Cash at bank
Trade and other receivables
Prepayments
Non-Current Assets
Bond, Deposits and Bank Guarantee
Plant Property and Equipment
Other Assets
Total Assets
Liabilities
Current Liabilities
Trade and other payables
Short term interest accrued
Interest-bearing loans and borrowings
Convertible notes
Government grant
Provisions
Other current financial liabilities
Current lease liabilities
Non-Current Liabilities
Long term interest accrued
Interest-bearing loans and borrowings
Convertible notes
Government Grant
9
10
11
12
14
13
15
16
19
17
23
29
22
19
17
$
45,447,090
1,194,151
2,747,135
49,388,376
5,030,500
296,233,918
9,083,535
310,347,953
359,736,329
11,763,284
1,159,773
7,735,557
-
442,500
791,733
-
504,127
22,396,974
-
182,014,318
-
6,859,356
JUNE
30
2020
$
65,487,915
3,480,647
414,340
69,382,902
4,717,388
179,807,006
-
184,524,394
253,907,296
22,373,670
1,007,835
5,056,400
1,536,446
442,500
370,404
127,098
207,640
31,121,993
604,545
177,240,388
4,203,137
7,301,856
© GENEX 2021 - FY21 ANNUAL REPORT
37
Other non-current financial liabilities
Non-current lease liabilities
Rehabilitation and restoration provision
Other non-current liabilities
Total Liabilities
Net Assets
Equity
Share capital
Option reserves
Cash flow hedge reserve
Accumulated losses
Total Equity
20
29
23
24
24
18
6,487,752
3,614,025
3,820,200
250,000
203,045,651
225,442,625
134,293,704
195,786,112
4,528,147
(6,487,752)
(59,532,803)
134,293,704
15,220,504
2,953,924
3,820,200
59,510
211,404,064
242,526,057
11,381,239
62,542,338
4,448,542
(14,802,708)
(40,806,933)
11,381,239
© GENEX 2021 - FY21 ANNUAL REPORT
38
6.3 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR
ENDED 30
JUNE 2021
Balance at 1 July
2020
Loss after
income tax
Cash flow hedge
reserve
Total
comprehensive
loss for period
Shares issued
during the period
Transaction cost
Share-based
payments
Balance at 30
June 2021
FOR THE YEAR
ENDED 30 JUNE
2020
Balance at 1 July
2019
Loss after income
tax
Cash flow hedge
reserve
Total
comprehensive
loss for period
Shares issued
during the period
Transaction cost
Share-based
payments
Balance at 30 June
2020
NOTES
ISSUED
CAPITAL
OPTIONS
RESERVES
CASH FLOW
HEDGE
RESERVE
ACCUMULATED
LOSSES
TOTAL EQUITY
$
62,542,338
$
4,448,542
$
(14,802,708)
$
(40,806,930)
$
11,381,242
18
24
24
25
-
-
-
-
-
(18,725,873)
(18,725,873)
8,314,956
-
8,314,956
62,542,338
4,448,542
(6,487,752)
(59,532,803)
970,325
139,407,069
(6,163,295)
-
-
-
79,605
-
-
-
-
-
-
139,407,069
(6,163,295)
79,605
195,786,112
4,528,147
(6,487,752)
(59,532,803)
134,293,704
NOTES
ISSUED
CAPITAL
OPTIONS
RESERVES
$
$
CASH FLOW
HEDGE
RESERVE
$
ACCUMULATED
LOSSES
TOTAL EQUITY
$
$
41,899,049
2,178,469
(5,358,801)
(30,272,683)
8,446,034
18
25
-
-
-
-
-
(10,534,250)
(10,534,250)
(9,443,907)
-
(9,443,907)
41,899,049
2,178,469
(14,802,708)
(40,806,933)
(11,532,123)
21,458,390
-
(815,101)
-
-
2,270,073
-
-
-
-
-
-
21,458,390
(815,101)
2,270,073
62,542,338
4,448,542
(14,802,708)
(40,806,933)
11,381,242
© GENEX 2021 - FY21 ANNUAL REPORT
39
6.4 CONSOLIDATED STATEMENT OF CASH FLOWS
NOTES
30 JUNE 21
30 JUNE 20
$
$
Cashflow from Operating Activities
Receipt from customers
Payments to suppliers
Payments to employees
Interest received
Interest paid
Net cash utilised by operating activities
33
Cashflow from Investing Activities
Purchase of Property, Plant and Equipment
Funds invested into a term deposit/bank guarantee
Net cash used in investing activities
Cashflow from Financing Activities
Proceeds from issue of shares
Proceeds from issue of convertible notes
Transaction costs on issue of shares
Transaction costs on borrowings
Proceeds from borrowings
Repayment of borrowings
Lease repayment
Net cash from financing activities
15,621,185
(9,468,587)
(5,432,990)
53,702
(5,606,000)
(4,832,690)
9,826,749
(7,509,788)
(3,068,635)
135,228
(3,487,158)
(4,103,604)
(153,128,545)
(313,112)
(153,441,657)
(37,883,308)
(108,710)
(37,992,018)
139,407,069
-
(6,163,295)
(78,720)
9,969,168
(4,539,446)
(361,254)
138,233,522
21,458,390
1,066,565
(815,101)
(3,072,222)
88,655,183
(3,118,384)
(53,700)
104,120,731
Net (decrease) / increase in cash and cash equivalents
(20,040,825)
62,025,109
Cash and Cash equivalent at the beginning of the financial
year
65,487,915
3,462,806
Cash and Cash equivalents at the end of the financial year
9
45,447,090
65,487,915
© GENEX 2021 - FY21 ANNUAL REPORT
40
Note 1. Significant accounting policies
The principal accounting policies adopted in the preparation of the financial statements are set out below.
These policies have been consistently applied to all the years presented, unless otherwise stated.
New, revised or amending Accounting Standards and Interpretations adopted
The consolidated entity has adopted all of the new, revised or amending Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the
current reporting year. Please refer to new and amended standards and interpretations section below.
The adoption of these Accounting Standards and Interpretations did not have any significant impact on the
financial performance or position of the consolidated entity.
Accounting standards and interpretations issued but not yet effective
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not
yet effective and have not been adopted by the Group for the annual reporting period ended 30 June 2021
are outlined below:
(i) Amendments to IAS 16: Property, Plant and Equipment: Proceeds before Intended Use
The amendment prohibits entities from deducting from the cost of an item of property, plant and equipment
(PP&E), any proceeds of the sale of items produced while bringing that asset to the location and condition
necessary for it to be capable of operating in the manner intended by management. Instead, an entity
recognises the proceeds from selling such items, and the costs of producing those items, in profit or loss.
These amendments are effective for annual periods beginning on or after 1 January 2022. They are not
expected to have a significant impact on the Group’s consolidated financial statements.
(ii) Amendments to IAS 37: Onerous Contracts – Costs of Fulfilling a Contract
In May 2020, the IASB issued amendments to IAS 37 Provisions, Contingent Liabilities and Contingent Assets
to specify which costs an entity needs to include when assessing whether a contract is onerous or loss-
making.
The amendments apply a ‘directly related cost approach’. The costs that relate directly to a contract to
provide goods or services include both incremental costs (e.g., the costs of direct labour and materials) and
an allocation of costs directly related to contract activities (e.g., depreciation of equipment used to fulfil the
contract as well as costs of contract management and supervision). General and administrative costs do not
relate directly to a contract and are excluded unless they are explicitly chargeable to the counterparty under
the contract.
These amendments are effective for annual periods beginning on or after 1 January 2023. They are not
expected to have a significant impact on the Group’s consolidated financial statements.
(iii) Amendments to IAS 1: Classification of Liabilities as Current or Non-current
© GENEX 2021 - FY21 ANNUAL REPORT
41
In January 2020, the IASB issued amendments to IAS 1 Presentation of Financial Statements to clarify the
requirements for classifying liabilities as current or non-current. Specifically:
- The amendments specify that the conditions which exist at the end of the reporting period are those
which will be used to determine if a right to defer settlement of a liability exists.
- Management intention or expectation does not affect classification of liabilities.
-
In cases where an instrument with a conversion option is classified as a liability, the transfer of equity
instruments would constitute settlement of the liability for the purpose of classifying it as current or non-
current.
These amendments are effective for annual periods beginning on or after 1 January 2024. They are not
expected to have a significant impact on the Group’s consolidated financial statements.
(iv) Amendments to IAS 1 and IFRS Practice Statement 2 – Disclosure of Accounting Policies
In February 2021, the IASB issued amendments to IAS 1 and IFRS Practice Statement 2 Making Materiality
Judgements (the PS), in which it provides guidance and examples to help entities apply materiality
judgements to accounting policy disclosures.
The amendments aim to help entities provide accounting policy disclosures that are more useful by:
- Replacing the requirement for entities to disclose their ‘significant’ accounting policies with a
requirement to disclose their ‘material’ accounting policies; and
- Adding guidance on how entities apply the concept of materiality in making decisions about accounting
policy disclosures.
These amendments are effective for annual periods beginning on or after 1 January 2023. They are not
expected to have a significant impact on the Group’s consolidated financial statements.
(v) Amendments to IAS 8 – Definition of Accounting Estimates
In February 2021, the IASB issued amendments to IAS 8, in which it introduces a new definition of ‘accounting
estimates’. The amendments clarify the distinction between changes in accounting estimates and changes
in accounting policies and the correction of errors. Also, they clarify how entities use measurement
techniques and inputs to develop accounting estimates.
These amendments are effective for annual periods beginning on or after 1 January 2023. They are not
expected to have a significant impact on the Group’s consolidated financial statements.
(vi) Amendments to IAS 12 – Deferred Tax related to Assets and Liabilities arising from a Single Transaction
In May 2021, the IASB issued amendments to IAS 12, which narrow the scope of the initial recognition
exception under IAS 12, so that it no longer applies to transactions that give rise to equal taxable and
deductible temporary differences.
Under the amendments, the initial recognition exception does not apply to transactions that, on initial
recognition, give rise to equal taxable and deductible temporary differences. It only applies if the recognition
of a lease asset and lease liability (or decommissioning liability and decommissioning asset component) give
rise to taxable and deductible temporary differences that are not equal.
© GENEX 2021 - FY21 ANNUAL REPORT
42
These amendments are effective for annual periods beginning on or after 1 January 2023. They are not
expected to have a significant impact on the Group’s consolidated financial statements.
Going concern
The consolidated financial statements have been prepared on a going concern basis, which assumes that the
consolidated entity will be able to continue trading, realise its assets and discharge its liabilities in the
ordinary course of business, for a period of at least 12 months from the date that these financial statements
are approved.
The directors believe the consolidated entity will continue as a going concern and meet its debts and
commitments as and when they fall due.
Basis of preparation
The financial report is a general purpose financial report, which has been prepared in accordance with the
requirements of the Corporations Act 2001, Australian Accounting Standards and other authoritative
pronouncements of the Australian Accounting Standards Board.
The financial report has been prepared on a historical cost basis, except for derivative financial instruments
that have been measured at fair value. The carrying values of recognised assets and liabilities that are
designated as hedged items in fair value hedges that would otherwise be carried at amortised cost are
adjusted to record changes in the fair values attributable to the risks that are being hedged in effective hedge
relationships.
The consolidated financial statements provide comparative information in respect of the previous period. In
addition, the consolidated entity presents an additional statement of financial position at the beginning of
the preceding period when there is a retrospective application of an accounting policy, a retrospective
restatement, or a reclassification of items in financial statements.
The consolidated financial statements present reclassified comparative information where required for
consistency with the current year’s presentation.
Compliance with International Financial Reporting Standards (IFRS)
The financial report also complies with International Financial Reporting Standards (IFRS) as issued by the
International Accounting Standards Board.
Parent entity information
These financial statements present the results of the consolidated entity only. Supplementary information
about the parent entity is disclosed in note 31.
Principles of consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Genex Power
Limited (‘Genex’, 'Company' or 'parent entity') as at 30 June 2021 and the results of all subsidiaries for the
© GENEX 2021 - FY21 ANNUAL REPORT
43
year then ended. Genex Power Limited and its subsidiaries together are referred to in these financial
statements as the 'consolidated entity' or the ‘Group’.
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.
Current versus non-current classification
The consolidated entity presents assets and liabilities in the statement of financial position based on
current/non-current classification. An asset is current when it is:
• Expected to be realised or intended to be sold or consumed in the normal operating cycle
• Held primarily for the purpose of trading
• Expected to be realised within twelve months after the reporting period
Or
• Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least
twelve months after the reporting period
• All other assets are classified as non-current.
A liability is current when:
•
•
•
It is expected to be settled in the normal operating cycle
It is held primarily for the purpose of trading
It is due to be settled within twelve months after the reporting period
Or
• There is no unconditional right to defer the settlement of the liability for at least twelve months after
the reporting period
Revenue from contracts with customers
Revenue from contracts with customers is recognised when control of the goods or services are transferred
to the customer at an amount that reflects the consideration to which the Group expects to be entitled in
exchange for those goods or services. The Group has concluded that it is the principal in all of its revenue
arrangements since it is the primary obligor in all the revenue arrangements, has pricing latitude, and is also
exposed to inventory.
© GENEX 2021 - FY21 ANNUAL REPORT
44
The specific recognition criteria described below must also be met before revenue is recognised.
Sale of electricity and environmental products
Revenue from the sale of electricity and environmental product is recognised at the point in time when
control of the asset is transferred to the buyer and the consolidated entity has the right to be compensated.
Fair value measurement
The consolidated entity measures financial instruments such as derivatives at fair value at each balance sheet
date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. The fair value measurement is based on
the presumption that the transaction to sell the asset or transfer the liability takes place either:
•
In the principal market for the asset or liability
Or
•
In the absence of a principal market, in the most advantageous market for the asset or liability
The principal or the most advantageous market must be accessible by the consolidated entity.
The fair value of an asset or a liability is measured using the assumptions that market participants would use
when pricing the asset or liability, assuming that market participants act in their economic best interest.
A fair value measurement of a non-financial asset takes into account a market participant's ability to
generate economic benefits by using the asset in its highest and best use or by selling it to another market
participant that would use the asset in its highest and best use.
The consolidated entity uses valuation techniques that are appropriate in the circumstances and for which
sufficient data are available to measure fair value, maximising the use of relevant observable inputs and
minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are
categorised within the fair value hierarchy, described as follows, based on the lowest level input that is
significant to the fair value measurement as a whole:
• Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities
• Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value
measurement is directly or indirectly observable
• Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value
measurement is unobservable
© GENEX 2021 - FY21 ANNUAL REPORT
45
For assets and liabilities that are recognised in the financial statements at fair value on a recurring basis, the
consolidated entity determines whether transfers have occurred between levels in the hierarchy by re-
assessing categorisation (based on the lowest level input that is significant to the fair value measurement as
a whole) at the end of each reporting period.
For the purpose of fair value disclosures, the consolidated entity has determined classes of assets and
liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair
value hierarchy, as explained above.
Income tax
The income tax expense or benefit for the year is the tax payable on that year's taxable income based on the
applicable income tax rate for each jurisdiction, adjusted by changes in deferred tax assets and liabilities
attributable to temporary differences, unused tax losses and the adjustment recognised for prior years,
where applicable.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply
when the assets are recovered or liabilities are settled, based on those tax rates that are enacted or
substantively enacted, except for:
• When the deferred income tax asset or liability arises from the initial recognition of goodwill or an
asset or liability in a transaction that is not a business combination and that, at the time of the
transaction, affects neither the accounting nor taxable profits; or
• When the taxable temporary difference is associated with interests in subsidiaries, associates or joint
ventures, and the timing of the reversal can be controlled and it is probable that the temporary
difference will not reverse in the foreseeable future.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is
probable that future taxable amounts will be available to utilise those temporary differences and losses.
The carrying amount of recognised and unrecognised deferred tax assets are reviewed each reporting date.
Deferred tax assets recognised are reduced to the extent that it is no longer probable that future taxable
profits will be available for the carrying amount to be recovered. Previously unrecognised deferred tax assets
are recognised to the extent that it is probable that there are future taxable profits available to recover the
asset.
Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current
tax assets against current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate
to the same taxable authority on either the same taxable entity or different taxable entity's which intend to
settle simultaneously.
Genex Power Limited (the 'head entity') and its wholly-owned Australian subsidiaries have formed an income
tax consolidated group under the tax consolidation regime. The head entity and each subsidiary in the tax
© GENEX 2021 - FY21 ANNUAL REPORT
46
consolidated group continue to account for their own current and deferred tax amounts. The tax
consolidated group has applied the 'group allocation' approach in determining the appropriate amount of
taxes to allocate to members of the tax consolidated group.
In addition to its own current and deferred tax amounts, the head entity also recognises the current tax
liabilities (or assets) and the deferred tax assets arising from unused tax losses and unused tax credits
assumed from each subsidiary in the tax 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.
Cash and cash equivalents
Cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other short-
term, highly liquid investments with original maturities of three months or less that are readily convertible
to known amounts of cash and which are subject to an insignificant risk of changes in value.
Inventory
Recognition and measurement
Large-scale Generation Certificates (LGCs) held in inventory are valued at the lower of cost and net realisable
value. Upon sale, the difference between the sale price and the book value of inventory is recorded as a
component of revenue.
Leases
Prior to the introduction of AASB 16 Leases, the Group recognises certain contracts as arrangements that
may contain a lease in accordance with Interpretation 4 – Determining Whether an Arrangement Contains a
Lease and AASB 117 Leases.
Upon transition, the Group applied the practical expedient outlined in AASB 16 Leases whereby contracts
that were previously identified as leases by applying AASB 117 Leases and Interpretation 4 – Determining
Whether an Arrangement Contains a Lease are not required to be reassessed at the date of initial application.
The determination of whether an arrangement is (or contains) a lease is based on the substance of the
arrangement at the inception of the lease. The arrangement is, or contains, a lease if fulfilment of the
arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to
use the asset (or assets), even if that asset is (or those assets are) not explicitly specified in an arrangement.
Consolidated entity as a lessor
© GENEX 2021 - FY21 ANNUAL REPORT
47
Leases in which the consolidated entity does not transfer substantially all the risks and rewards of ownership
of an asset are classified as operating leases. Rental income arising is accounted for on a straight-line basis
over the lease terms and is included in revenue in the statement of profit or loss due to its operating nature.
Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount
of the leased asset and recognised over the lease term on the same basis as rental income. Contingent rents
are recognised as revenue in the period in which they are earned.
Interest
Interest income and expenses are reported on an accrual basis using the effective interest method.
Borrowing Cost
Borrowing costs directly attributable to the acquisition, construction or production of an asset that
necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part
of the cost of the asset. All borrowing costs are capitalized in the period in which they occur.
Borrowing costs not attributable to qualifying assets are expensed
Plant, Property and Equipment
Construction in progress, plant and equipment are stated at cost, net of accumulated depreciation and
accumulated impairment losses, if any. Such cost includes the cost of replacing part of the plant and
equipment and borrowing costs for long-term construction projects if the recognition criteria are met. When
significant parts of plant and equipment are required to be replaced at intervals, the consolidated entity
depreciates them separately based on their specific useful lives. Likewise, when a major inspection is
performed, its cost is recognised in the carrying amount of the plant and equipment as a replacement if the
recognition criteria are satisfied. All other repair and maintenance costs are recognised in profit or loss as
incurred. The present value of the expected cost for the decommissioning of an asset after its use is included
in the cost of the respective asset if the recognition criteria for a provision are met. Refer to Significant
accounting judgements, estimates and assumptions (Note 2) and Rehabilitation and restoration provisions
(Note 24) for further information about the recognised decommissioning provision.
Depreciation is calculated on a diminishing value or straight-line basis over the estimated useful lives of the
assets, as follows:
Kidston/Jemalong Solar Projects
20 to 30 years
Right of Use Asset Amortised over the lease term
Furniture and fitting Less than 5 years
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48
An item of property, plant and equipment and any significant part initially recognised is derecognised upon
disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising
on derecognition of the asset (calculated as the difference between the net disposal proceeds and the
carrying amount of the asset) is included in the statement of profit or loss when the asset is derecognised.
The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed
at each financial year end and adjusted prospectively, if appropriate.
Work in Progress Capital Assets
Work in Progress Capital Assets represent project development costs incurred prior to commencement of
projects operation. Work in Progress Capital assets are not amortised, but are transferred to Plant, Property
and Equipment and depreciated from the time the asset is held ready for use on a commercial basis.
Pre-development Asset
Pre-development Assets represent value of existing assets associated with acquisition. Pre-development
assets are not amortised, but are transferred to Plant, Property and Equipment and depreciated from the
time the asset is held ready for use on a commercial basis.
Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets
acquired in a business combination is their fair value at the date of acquisition. Following initial recognition,
intangible assets are carried at cost less any accumulated amortisation and accumulated impairment losses.
Internally generated intangibles, excluding capitalised development costs, are not capitalised and the related
expenditure is reflected in profit or loss in the period in which the expenditure is incurred.
The useful lives of intangible assets are assessed as either finite or indefinite.
Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment
whenever there is an indication that the intangible asset may be impaired. The amortisation period and the
amortisation method for an intangible asset with a finite useful life are reviewed at least at the end of each
reporting period. Changes in the expected useful life or the expected pattern of consumption of future
economic benefits embodied in the asset are considered to modify the amortisation period or method, as
appropriate, and are treated as changes in accounting estimates. The amortisation expense on intangible
assets with finite lives is recognised in the statement of profit or loss in the expense category that is
consistent with the function of the intangible assets.
Intangible assets with indefinite useful lives are not amortised, but are tested for impairment annually, either
individually or at the cash-generating unit level. The assessment of indefinite life is reviewed annually to
determine whether the indefinite life continues to be supportable. If not, the change in useful life from
indefinite to finite is made on a prospective basis.
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An intangible asset is derecognised upon disposal (i.e., at the date the recipient obtains control) or when no
future economic benefits are expected from its use or disposal. Any gain or loss arising upon derecognition
of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the
asset) is included in the statement of profit or loss.
Trade and other payables
These amounts represent liabilities for goods and services provided to the consolidated entity prior to the
end of the year and which are unpaid. Due to their short-term nature they are measured at amortised cost
and are not discounted. The amounts are unsecured and are usually paid within 30 days of recognition.
Borrowings
Loans and borrowings are initially recognised at the fair value of the consideration received, net of
transaction costs. They are subsequently measured at amortised cost using the effective interest method.
Where there is an unconditional right to defer settlement of the liability for at least 12 months after the
reporting date, the loans or borrowings are classified as non-current.
Provisions
General
Provisions are recognised when the consolidated entity has a present obligation (legal or constructive) as a
result of a past event, it is probable that an outflow of resources embodying economic benefits will be
required to settle the obligation and a reliable estimate can be made of the amount of the obligation. When
the consolidated entity expects some or all of a provision to be reimbursed, for example, under an insurance
contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually
certain. The expense relating to a provision is presented in the statement of profit or loss net of any
reimbursement.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate
that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in
the provision due to the passage of time is recognised as a finance cost.
Rehabilitation and restoration liability
The Company records the present value of the estimated cost of legal and constructive obligations to
rehabilitate mining lease areas in the period in which the obligation is incurred. The nature of rehabilitation
activities includes dismantling and removing structures, rehabilitating mines, dismantling operating facilities,
closure of plant and waste sites and restoration, reclamation and revegetation of affected areas. When the
liability is initially recorded, the present value of the estimated cost is capitalised by increasing the carrying
amount of the related mining assets. Over time, the discounted liability is increased for the change in the
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50
present value based on a discount rate. Additional disturbances or changes in rehabilitation costs will be
recognised as additions or changes to the corresponding asset and rehabilitation liability when incurred. The
unwinding of the effect of discounting the provision is recorded as a finance charge in the profit or loss. The
carrying amount capitalised as a part of mining assets is depreciated/ amortised over the life of the related
asset.
Long service leave and annual leave
The consolidated entity does not expect its long service leave or annual leave benefits to be settled wholly
within 12 months of each reporting date. The consolidated entity recognises a liability for long service leave
and annual leave measured as the present value of expected future payments to be made in respect of
services provided by employees up to the reporting date using the projected unit credit method.
Consideration is given to expected future wage and salary levels, experience of employee departures, and
periods of service. Expected future payments are discounted using market yields at the reporting date on
high quality corporate bonds with terms to maturity and currencies that match, as closely as possible, the
estimated future cash outflows.
Share based payment transactions
Equity-settled share-based compensation benefits are provided to employees.
Equity-settled transactions are awards of shares, or options over shares that are provided to employees in
exchange for rendering of services. The costs of equity-settled transactions are measured at fair value on
grant date. The fair value of the share options is estimated at the grant date using a binomial option pricing
model taking into account the terms and conditions on which the share options were granted. Non-Market
Performance condition are only considered in determining the number of instruments that will ultimately
vest. Market performance conditions are accounted for as part of the award of the fair value of the option
at grant date.
The costs of equity-settled transactions are recognised as an expense with a corresponding increase in equity
over the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair
value of the award, the best estimate of the number of awards that are likely to vest and the expired portion
of the vesting period. The amount recognised in the profit and loss for the period is the cumulative amount
calculated at each reporting date less amounts already recognised in previous periods.
If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not
been made. An additional expense is recognised, over the remaining vesting period, for any modification
that increases the total fair value of the share-based compensation benefit as at the date of modification.
If the non-vesting condition is within the control of the consolidated entity or employee, the failure to satisfy
the condition is treated as a cancellation. If the condition is not within the control of the consolidated entity
or employee and is not satisfied during the vesting period, any remaining expense for the award is recognised
over the remaining vesting period, unless the award is forfeited.
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If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any
remaining expense is recognised immediately. If a new replacement award is substituted for the cancelled
award, the cancelled and new award is treated as if they were a modification.
Convertible notes
For the convertible notes with cash settlement at the option of the issuer, the whole convertible notes are
treated as financial liability, which is subsequently valued at amortised cost using effective interest rate
method. The conversion right is accounted for as a derivative at fair value, with changes in value included in
profit or loss.
Earnings per share
The consolidated entity presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic
EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the
weighted average number of ordinary shares outstanding during the period. Diluted EPS are based on the
profit attributable to ordinary shareholders and a weighted average number of ordinary shares outstanding
adjusted for the diluting impact of potential equity instruments.
Government grants
Government grants are recognised where there is reasonable assurance that the grant will be received and
all attached conditions will be complied with. When the grant relates to an expense item, it is recognised as
income on a systematic basis over the periods that the related costs, for which it is intended to compensate,
are expensed. When the grant relates to an asset, it is recognised as income in equal amounts over the
expected useful life of the related asset.
Issued capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a
deduction, net of tax, from the proceeds.
Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability
or equity instrument of another entity.
i) Financial assets
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Initial recognition and measurement
Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value
through other comprehensive income (OCI), and fair value through profit or loss.
The classification of financial assets at initial recognition depends on the financial asset’s contractual cash
flow characteristics and the Group’s business model for managing them. Group initially measures a financial
asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction
costs. Trade receivables do not contain a significant financing component.
In order for a financial asset to be classified and measured at amortised cost or fair value through OCI, it
needs to give rise to cash flows that are ‘solely payments of principal and interest (SPPI)’ on the principal
amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level.
The Group’s business model for managing financial assets refers to how it manages its financial assets in
order to generate cash flows. The business model determines whether cash flows will result from collecting
contractual cash flows, selling the financial assets, or both.
Subsequent measurement
For purposes of subsequent measurement, financial assets are classified in four categories:
• Financial assets at amortised cost (debt instruments)
• Financial assets at fair value through OCI with recycling of cumulative gains and losses (debt
instruments)
• Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses
upon derecognition (equity instruments)
• Financial assets at fair value through profit or loss
Financial assets at amortised cost (debt instruments)
This category is the most relevant to the Group. The Group measures financial assets at amortised cost if
both of the following conditions are met:
• The financial asset is held within a business model with the objective to hold financial assets in order
to collect contractual cash flows; and
• The contractual terms of the financial asset give rise on specified dates to cash flows that are solely
payments of principal and interest on the principal amount outstanding.
Financial assets at amortised cost are subsequently measured using the effective interest (EIR) method and
are subject to impairment. Gains and losses are recognised in profit or loss when the asset is derecognised,
modified or impaired.
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The Group’s financial assets at amortised cost includes trade receivables and cash and cash equivalents.
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss include financial assets held for trading, financial assets
designated upon initial recognition at fair value through profit or loss, or financial assets mandatorily
required to be measured at fair value. Financial assets are classified as held for trading if they are acquired
for the purpose of selling or repurchasing in the near term. Derivatives, including separated embedded
derivatives, are also classified as held for trading unless they are designated as effective hedging instruments.
Financial assets with cash flows that are not solely payments of principal and interest are classified and
measured at fair value through profit or loss, irrespective of the business model. Notwithstanding the criteria
for debt instruments to be classified at amortised cost or at fair value through OCI, as described above, debt
instruments may be designated at fair value through profit or loss on initial recognition if doing so eliminates,
or significantly reduces, an accounting mismatch.
Financial assets at fair value through profit or loss are carried in the statement of financial position at fair
value with net changes in fair value recognised in the statement of profit or loss.
A derivative embedded in a hybrid contract, with a financial liability or non-financial host, is separated from
the host and accounted for as a separate derivative if: the economic characteristics and risks are not closely
related to the host; a separate instrument with the same terms as the embedded derivative would meet the
definition of a derivative; and the hybrid contract is not measured at fair value through profit or loss.
Embedded derivatives are measured at fair value with changes in fair value recognised in profit or loss.
Reassessment only occurs if there is either a change in the terms of the contract that significantly modifies
the cash flows that would otherwise be required or a reclassification of a financial asset out of the fair value
through profit or loss category.
A derivative embedded within a hybrid contract containing a financial asset host is not accounted for
separately. The financial asset host together with the embedded derivative is required to be classified in its
entirety as a financial asset at fair value through profit or loss.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets)
is primarily derecognised (i.e., removed from the Group’s consolidated statement of financial position) when:
• The rights to receive cash flows from the asset have expired; or
• The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation
to pay the received cash flows in full without material delay to a third party under a ‘pass-through’
arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the
asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of
the asset, but has transferred control of the asset.
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54
When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-
through arrangement, it evaluates if, and to what extent, it has retained the risks and rewards of ownership.
When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor
transferred control of the asset, the Group continues to recognise the transferred asset to the extent of its
continuing involvement. In that case, the Group also recognises an associated liability. The transferred asset
and the associated liability are measured on a basis that reflects the rights and obligations that the Group
has retained.
Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the
lower of the original carrying amount of the asset and the maximum amount of consideration that the Group
could be required to repay.
Impairment of financial assets
The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair
value through profit or loss. ECLs are based on the difference between the contractual cash flows due in
accordance with the contract and all the cash flows that the Group expects to receive, discounted at an
approximation of the original effective interest rate. The expected cash flows will include cash flows from
the sale of collateral held or other credit enhancements that are integral to the contractual terms.
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase
in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that
are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has
been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses
expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).
For trade receivables and contract assets, the Group applies a simplified approach in calculating ECLs.
Therefore, the Group does not track changes in credit risk, but instead recognises a loss allowance based on
lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its
historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the
economic environment.
The Group considers a financial asset in default when contractual payments are 90 days past due. However,
in certain cases, the Group may also consider a financial asset to be in default when internal or external
information indicates that the Group is unlikely to receive the outstanding contractual amounts in full before
taking into account any credit enhancements held by the Group. A financial asset is written off when there
is no reasonable expectation of recovering the contractual cash flows.
ii) Financial liabilities
Initial recognition and measurement
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55
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or
loss, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective
appropriate.
hedge,
as
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and
payables, net of directly attributable transaction costs.
The Group’s financial liabilities include trade and other payables, loans and borrowings and derivative
financial instruments.
Subsequent measurement
The measurement of financial liabilities depends on their classification, as described below:
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial
liabilities designated upon initial recognition as at fair value through profit or loss.
Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in
the near term. This category also includes derivative financial instruments entered into by the Group that
are not designated as hedging instruments in hedge relationships as defined by AASB 9. Separated
embedded derivatives are also classified as held for trading unless they are designated as effective hedging
instruments.
Gains or losses on liabilities held for trading are recognised in the statement of profit or loss.
Financial liabilities designated upon initial recognition at fair value through profit or loss are designated at
the initial date of recognition, and only if the criteria in AASB 9 are satisfied. The Group has not designated
any financial liability as at fair value through profit or loss.
Loans and borrowings
This is the category most relevant to the Group. After initial recognition, interest-bearing loans and
borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are
recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation
process.
Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs
that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of
profit or loss.
This category generally applies to interest-bearing loans and borrowings. For more information, refer to Note
21.
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56
Derecognition
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or
expires. When an existing financial liability is replaced by another from the same lender on substantially
different terms, or the terms of an existing liability are substantially modified, such an exchange or
modification is treated as the derecognition of the original liability and the recognition of a new liability. The
difference in the respective carrying amounts is recognised in the statement of profit or loss.
iii) Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the consolidated
statement of financial position if there is a currently enforceable legal right to offset the recognised amounts
and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.
Derivative financial instruments and hedge accounting
Initial recognition and subsequent measurement
The consolidated entity uses derivative financial instruments, such as forward currency contracts and
interest rate swaps, to hedge its foreign currency risks and interest rate risks respectively. Such derivative
financial instruments are initially recognised at fair value on the date on which a derivative contract is
entered into and subsequently measured at fair value. Derivatives are carried as financial assets when the
fair value is positive and as financial liabilities when the fair value is negative.
Any gain or losses arising from changes in the fair value of derivatives are taken directly to profit or loss,
except for the effective portion of cash flow hedges, which is recognised in OCI and later reclassified to profit
or loss when the hedge item affects profit or loss. When the hedged item is the cost of a non-financial asset
or non-financial liability, the amounts recognised as OCI are transferred to the initial carrying amount of the
non-financial asset or liability.
For the purpose of hedge accounting, hedges are classified as:
• Fair value hedges when hedging the exposure to changes in the fair value of a recognised asset or
liability or an unrecognised firm commitment;
• Cash flow hedges when hedging the exposure to variability in cash flows that is either attributable to
a particular risk associated with a recognised asset or liability or a highly probable forecast
transaction or the foreign currency risk in an unrecognised firm commitment; and
• Hedges of a net investment in a foreign operation.
At the inception of a hedge relationship, the Group formally designates and documents the hedge
relationship to which it wishes to apply hedge accounting and the risk management objective and strategy
for undertaking the hedge. The documentation includes identification of the hedging instrument, the hedged
item or transaction, the nature of the risk being hedged and how the entity will assess the effectiveness of
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57
changes in the hedging instrument’s fair value in offsetting the exposure to changes in the hedged item’s
fair value or cash flows attributable to the hedged risk. Such hedges are expected to be highly effective in
achieving offsetting changes in fair value or cash flows and are assessed on an ongoing basis to determine
that they actually have been highly effective throughout the financial reporting periods for which they were
designated.
Cash flow hedges
The consolidated entity uses forward currency contracts as hedges of its exposure to foreign currency risk in
forecast transactions and firm commitments, as well as interest rate swaps for its exposure to interest rate
risks. The ineffective portion relating to both the forward currency contracts and interest rate swaps are
recognised in other operating income or expenses.
Amounts recognised as OCI are transferred to profit or loss when the hedged transaction affects profit or
loss, such as when the hedged financial income or financial expense is recognised. When the hedged item is
the cost of a non-financial asset or non-financial liability, the amounts recognised as OCI are transferred to
the initial carrying amount of the non-financial asset or liability.
Goods and Services Tax ('GST') and other similar taxes
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred
is not recoverable from the tax authority. In this case it is recognised as part of the cost of the acquisition of
the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount
of GST recoverable from, or payable to, the tax authority is included in other receivables or other payables
in the statement of financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or
financing activities which are recoverable from, or payable to the tax authority, are presented as operating
cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to,
the tax authority.
Note 2. Significant accounting judgements, estimates and assumptions
The preparation of the financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts in the financial statements. Management continually
evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and
expenses.
Management bases its judgements, estimates and assumptions on historical experience and on other various
factors, including expectations of future events, management believes to be reasonable under the
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58
circumstances. The resulting accounting judgements and estimates will seldom equal the related actual
results. The judgements, estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next
year are discussed below.
Impairment of non-financial assets
The consolidated entity is required to evaluate the assessment of impairment indicators (internal and
external) and made judgements in assessing the factors that are required to be evaluated as part of the
impairment indicators assessment. This includes reviewing significant changes that may have an adverse
effect on the consolidated entity. The performance of non-current assets are impacted by environmental,
technological, market, economic, legal or environmental changes in which the consolidated entity operates.
This included the assessments of the impact of COVID-19 on the consolidated entity.
The significant judgements, estimates and assumptions applied by management when testing for
impairment includes forecast electricity and energy certificate prices, generation profiles, marginal loss
factors and discount rates.
Fair value measurement of financial instruments
When the fair values of financial liabilities recorded in the statement of financial position cannot be
measured based on quoted prices in active markets, their fair value is measured using valuation techniques
including the binomial tree lattice methodology. The inputs to these models are taken from observable
markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair
values. Judgements include considerations of inputs such as credit risk, expected volatility and expected
dividend yield. Changes in assumptions relating to these factors could affect the reported fair value of
financial instruments. See Note 22 for further disclosures.
Note 3. Operating Segment
Management has determined that the consolidated entity has one reportable segment: the development
and operation of Renewable Energy projects in Australia. All directors, (except for Mr Yongqing Yu, based in
China and Mr Kenichi Seshimo, based in Japan) executive and operating management are based in Australia.
Note 4 Capital management
For the purpose of the consolidated entity’s capital management, capital includes issued capital, and all
other equity reserves attributable to the equity holders of the parent. The primary objective of the
consolidated entity’s capital management is to maximise the shareholder value.
The consolidated entity manages its capital structure and makes adjustments in light of changes in economic
conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the
consolidated entity may adjust the dividend payment to shareholders, return capital to shareholders or issue
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59
new shares. The consolidated entity monitors capital using a gearing ratio, which is net debt divided by total
capital plus net debt. The consolidated entity’s policy is to keep the gearing ratio under 90%. The
consolidated entity includes within net debt, interest bearing loans and borrowings, trade and other
payables, less cash and short-term deposits.
Interest-bearing loans and borrowings - current
Interest-bearing loans and borrowings – non-current
Convertible note
Short-term interest accrued
Long-term interest accrued
Trade and other payables
Less: cash and short-term deposits
Net debt
Equity
Total capital
Capital and net debt
Gearing ratio
CONSOLIDATED
30 June 2021
30 June 2020
$
$
7,735,557
182,014,318
-
1,159,775
-
11,763,284
(45,447,090)
157,225,844
134,293,704
134,293,704
291,519,548
53.9%
5,056,400
177,240,388
5,739,583
1,007,835
604,545
22,373,670
(65,487,915)
146,534,506
11,381,239
11,381,239
157,915,745
92.8%
In order to achieve this overall objective, the consolidated entity’s capital management, amongst other
things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and
borrowings that define capital structure requirements. Breaches in meeting the financial covenants would
permit the bank to immediately call loans and borrowings. There have been no breaches of the financial
covenants of any interest-bearing loans and borrowing in the current period.
Note 5. Revenue
KS1 Lease Revenue
LGC Sales
Sales of electricity and environmental products and lease
income
Note
CONSOLIDATED
30 June 2021
$
10,584,726
45,514
10,630,240
30 June 2020
$
10,253,756
-
10,253,756
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60
Government Grant
ARENA convertible note termination
ARENA Government Grant
R&D Refund
Others
Avoided TUOS
Liquidated Damages
Fuel Tax Credit
Other income
Total revenue
KS1 Lease Revenue
7,873,108
442,500
-
12,000
112,001
2,564,832
15,615
11,020,056
-
443,712
1,234,815
209,983
99,138
-
16,607
2,004,255
21,650,296
12,258,011
Lease revenue relates to revenue earned from the KS1 under the Queensland government Solar150 Price
Support Deed. As noted in the Significant Accounting policies note, prior to the introduction of AASB 16
Leases, the Group recognised certain contracts as arrangements that may contain a lease in accordance with
Interpretation 4 – Determining Whether an Arrangement Contains a Lease and AASB 117 Leases.
Upon transition, the Group applied the practical expedient outlined in AASB 16 Leases whereby contracts
that were previously identified as leases by applying AASB 117 Leases and Interpretation 4 – Determining
Whether an Arrangement Contains a Lease are not required to be reassessed at the date of initial application.
Liquidated damages
Liquidated damages refer to settlement payment received from UGL to address performance issues which
arose post the construction of KS1. $2.56m was agreed and received from UGL during the financial year
ended 30 June 2021.
Note 6. Expenses
Loss before income tax includes the following specific expenses:
Finance costs
Commitment Fee - CEFC
Interest on CEFC Corporate Loan
Interest on Senior bank loan
© GENEX 2021 - FY21 ANNUAL REPORT
CONSOLIDATED
Note
30 June 2021
30 June 2020
$
$
69,001
1,082,357
4,132,445
47,374
-
3,691,644
61
Finance charges
Hedge ineffectiveness (due to overhedging)
Hedge ineffectiveness at novation date
Interest on convertible notes and lease
Project site costs
Research and development expenditure
for Kidston Pumped Hydro Project
Impairment cost
Jemalong impairment
Employee benefits
Defined contribution superannuation expense
Share-based payments expense
Wages and salaries
JobKeeper subsidy
Payroll tax
Workers’ Compensation
Fringe Benefit Tax
Employee entitlements
Note 7. Finance income
Interest revenue
Note 8. Income tax expense
25
142,451
-
-
284,374
5,710,628
86,012
14,437
14,620
574,419
4,428,506
1,358,428
3,841,189
16,500,000
-
255,325
79,606
4,458,675
-
168,251
8,684
11,624
265,215
190,732
2,270,073
2,785,720
(120,000)
79,477
6,522
11,624
108,612
5,247,380
5,332,760
CONSOLIDATED
30 June 2021
30 June 2020
$
$
53,702
53,702
135,228
135,228
CONSOLIDATED
30 June 2021
$
30 June 2020
$
© GENEX 2021 - FY21 ANNUAL REPORT
62
Numerical reconciliation of income tax benefit and tax at the statutory rate
Loss before income tax benefit
Tax at the statutory tax rate of 26%
Permanent differences
Tax loss not recognised
Income tax expense
(18,725,873)
(10,534,250)
(4,868,727)
(2,896,919)
-
-
4,868,727
2,896,919
-
-
The accumulated tax loss (tax effected) that arose in Australia as at 30 June 2021 is $17,341,844 (30 June
2020: $12,473,117). These are available indefinitely for offsetting against future taxable profits of the
companies in which the loss arose. Additionally, there are $39,249,668 (30 June 2020: $39,249,668) of
transferred tax losses (tax effected) as of 30 June 2021 that can be utilised subject to the available fraction.
No tax losses have been recognised as at 30 June 2021.
Tax consolidation
(i)
Members of the tax consolidated group and the tax sharing arrangement
Genex Power Limited and its 100% owned Australian resident subsidiaries formed a tax consolidated group
with effect from 1 July 2005. Genex Power Limited is the head entity of the tax consolidated group. Members
of the tax consolidated group have entered into a tax sharing agreement that provides for the allocation of
income tax liabilities between the entities should the head entity default on its tax payment obligations. No
amounts have been recognised in the financial statements in respect of this agreement on the basis that the
possibility of default is remote. Genex Solar Holding Pty Limited (99.99% owned by Genex Power Limited)
and Genex (Solar) Pty Limited formed a separate tax consolidated group in 2017.
(ii)
Tax effect accounting by members of the tax consolidated group
Measurement method adopted under AASB Interpretation 1052 Tax Consolidation Accounting
The head entity and the controlled entities in the tax consolidated group continue to account for their own
current and deferred tax amounts. The Group has applied the group allocation approach in determining the
appropriate amount of current taxes and deferred taxes to allocate to members of the tax consolidated
group. The current and deferred tax amounts are measured in a systematic manner that is consistent with
the principles in AASB 112 Income Taxes. The nature of the tax funding agreement is discussed further below.
Nature of the tax funding agreement
Members of the tax consolidated group have entered into a tax funding agreement. Under the funding
agreement, the funding of tax within the consolidated entity is based on taxable income, which is an
© GENEX 2021 - FY21 ANNUAL REPORT
63
acceptable method of allocation under AASB Interpretation 1052. The tax funding agreement requires
payments to/from the head entity to be recognised via an inter-entity receivable (payable) which is at call.
To the extent that there is a difference between the amount charged under the tax funding agreement and
the allocation under AASB Interpretation 1052, the head entity accounts for these as equity transactions
with the subsidiaries.
The amounts receivable or payable under the tax funding agreement are due upon receipt of the funding
advice from the head entity, which is issued as soon as practicable after the end of each financial year. The
head entity may also require payment of interim funding amounts to assist with its obligations to pay tax
instalments.
Note 9. Cash at bank
Cash at bank
30 JUNE 2021 30 JUNE 2020
$
$
45,447,090
65,487,915
Cash at bank
Cash at bank earns interest at floating rates based on daily bank deposit rates.
45,447,090
65,487,915
Note 10. Trade and other receivables
Trade debtors
30 JUNE 2021 30 JUNE 2020
$
$
1,194,151
3,360,647
Government subsidies receivable
Trade and other receivables
Trade receivables are generally due for settlement within 30 days. As at 30 June 2021 and 30 June 2020,
trade receivables are neither past due nor impaired
120,000
3,480,647
-
1,194,151
Note 11. Prepayments
Subscriptions
K2 Hydro insurance
© GENEX 2021 - FY21 ANNUAL REPORT
30JUNE
2021
372,972
2,374,163
2,747,135
30 JUNE 2020
16,381
-
414,340
64
Note 12. Bond, Deposits and Bank Guarantee
30 JUNE 2021
30 JUNE 2020
Ergon Bond (Removal and Security Defects)
Construction Camp Bond
K2 Wind Project Land Bond
Electricity Bond
Ergon Connection Bond
Sydney Office Bond
AEMO Bond
Sydney Office Deposit
Speedcast Bond
Site Accommodation Bond
Brisbane Office Bond
Environmental Bond
Powerlink Bond
$
231,818
83,034
12,000
6,011
42,000
112,246
26,000
18,469
5,200
117,000
26,312
4,075,410
275,000
5,030,500
$
231,818
83,034
12,000
6,011
42,000
112,246
10,000
18,469
5,200
117,000
4,200
4,075,410
-
4,717,388
The environmental bond is held by the State of Queensland (the State) as security for compliance with the
requirements of Mineral Resources Act 1989 and the Environmental Protection Act 1994. The environmental
bond is held in the name of Kidston Gold Mines Limited, a wholly owned subsidiary of Genex and the 100%
freehold owner of the Kidston site. The environmental bond will be released upon satisfactory restoration
and rehabilitation of the mine site.
Note 13. Other Assets
K2 Hydro Construction Insurance Prepayment
K3 Wind development cost
Bouldercombe development cost
© GENEX 2021 - FY21 ANNUAL REPORT
30 JUNE 2021
30 JUNE 2020
$
7,418,236
477,722
1,187,577
9,083,535
$
-
-
-
-
65
Note 14. Property, Plant and Equipment
Land and Site Office
Motor Vehicle
Kidston Solar Project
Kidston Hydro Project
Jemalong Solar Project
Pre-development assets
Right Of Use Asset
Furniture and Fittings
30 JUNE 2021
30 JUNE 2020
$
$
380,935
-
97,366,727
103,813,334
86,849,171
3,918,777
3,885,845
19,129
296,233,918
380,935
23,210
103,262,272
4,753,000
64,445,487
3,918,777
3,006,701
16,624
179,807,006
© GENEX 2021 - FY21 ANNUAL REPORT
66
LAND
AND SITE
OFFICE
MOTOR
VEHICLE
KIDSTON
HYDRO
PROJECT
KIDSTON
SOLAR
PROJECT
121,651,095
-
(1,301,820)
-
25,320
-
1,891,556
2,861,444
-
58,650,110
-
-
-
-
5,795,377
JEMALONG
SOLAR
PROJECT
PRE-
DEVELOPMENT
ASSET
ROU FURNITURE
AND
FITTING
TOTAL
-
3,918,777
-
44,990
127,887,353
-
-
-
3,279,688
-
4,407
-
64,820,969
(1,301,820)
-
-
5,795,377
380,935
25,320
4,753,000
120,349,275
64,445,487
3,918,777
3,279,688
-
99,060,335
-
38,903,684
-
1,208,855
49,398
7,334
197,201,879
139,205,528
-
25,320
-
103,813,335
-
120,349,275
-
103,349,171
-
3,918,777
4,488,543
56,732
336,407,408
380,935
-
-
-
-
-
380,935
-
-
-
-
(2,111)
(2,111)
(23,211)
-
-
(25,321)
-
-
-
-
-
-
(9,367,263)
(7,719,740)
(17,087,003)
(5,895,545)
-
-
-
-
-
(16,500,000)
(22,982,548)
(16,500,000)
-
-
-
-
-
-
-
(272,987)
(272,987)
(329,712)
(21,110)
(11,663)
(9,388,373)
(8,006,501)
(32,774)
(17,394,874)
(4,829)
(6,253,296)
-
-
(16,500,000)
(602,699)
(37,603)
(40,148,170)
380,935
-
103,813,335
97,366,727
86,849,171
3,918,777
3,885,844
19,129
296,233,918
Cost
At 30 June 2019
Additions:
Refunds against
previously
capitalised cost*s:
Transfers from
intangibles
At 30 June 2020
Additions:
Disposals:
At 30 June 2021
Depreciation or
impairment
At 30 June 2019
Depreciation
charge for the year
At 30 June 2020-
Depreciation
charge for the year
Impairment charge
At 30 June 2021
Net book value 30
June 2021
© GENEX 2021 - FY21 ANNUAL REPORT
67
Impairment
The recognition of the impairment on JSP was a result of an impairment assessment triggered by the decrease in wholesale electricity prices. In
assessing whether impairment is required, the recoverable value for JSP has been calculated using a value-in-use (“VIU”) approach by forecasting
forward price curve and generation and comparing this against the book value for the asset.
Capitalised borrowing costs
The carrying amount of KS1 at 30 June 2021 was $97,366,727 (30 June 2020 $103,262,272). KS1 and JSP are financed by a $175M senior debt
facility with third party banks. Interest on the JSP construction loan facility is to be capitalised until the construction of the JSP is completed.
Genex is currently finalising documentation with lenders and EPC contractor for practical completion at JSP to be effective as of 30 June 2021.
The amount of interest costs capitalised during the year ended 30 June 2021 was $2,187,329 using a borrowing rate of 3.20% (30 June 2020:
$161,530 and a borrowing rate of 1.75%).
© GENEX 2021 - FY21 ANNUAL REPORT
68
Note 15. Trade and other payables
Current
Trade creditors and accruals
30 JUNE 2021
30 JUNE 2020
$
$
11,763,284
11,763,284
22,373,670
22,373,670
The majority of the balance at 30 June 2021 represents EPC payments for the K2 Hydro project, whereas
the majority of the balance at 30 June 2020 was related to the construction of JSP
Note 16. Interest-bearing loans and borrowings
CEFC Corporate Loan
175m Senior Bank Debt
30 JUNE 2021
30 JUNE 2020
$
1,047,572
6,687,985
7,735,557
$
-
5,056,400
5,056,400
The Senior Bank Debt represents the portion of the $175m Senior Bank Loan which must be repaid within
12 months. The terms and conditions of the $175m Senior Bank Loan are included in Note 22.
At 30 June 2021, the Group had no undrawn committed borrowing facilities (30 June 2020: $6,969,169)
Note 17. Government Grant
ARENA Grant (Current)
ARENA Grant (Non-Current)
30 JUNE 2021
$
30 JUNE 2020
$
442,500
6,859,357
7,301,857
442,500
7,301,856
7,744,356
Genex received an ARENA (Australian Renewable Energy Agency) grant of $8.85M in FY17 towards the
funding of KS1. The Grant is recognised in other income and is recognised over the life of the project (20
years) on a straight line basis.
© GENEX 2021 - FY21 ANNUAL REPORT
69
Note 18. Cash flow hedge
At 30 June 2021, the Group had a number of interest rate swap agreements in place with a total notional amount of $170m (2020: $168m). The
fixed rate the Group and the floating rate the Group pays is shown in the table below receives an average fixed rate of interest of 2.02% and pays
interest at a variable rate equal to 3 months BBSW + 0.05% on the notional amount.
The swap is being used to hedge the exposure to changes in the variable interest rate on the senior loan facility. The senior loan is to refinance
the previous loan for KS1 as well as to fund the construction of JSP. The senior loan facility is amortised over a notional period of approximately
20 years. Interest rate exposure under the senior loan facility is 100% hedged under the interest rate swap agreement for the first 10 years.
There is an economic relationship between the hedged item and the hedging instrument as the terms of the interest rate swap match the terms
of the fixed rate loan (i.e., notional amount, maturity, payment and reset dates). The Group has established a hedge ratio of 1:1 for the hedging
relationships as the underlying risk of the interest rate swap is identical to the hedged risk component. To test the hedge effectiveness, the Group
uses the hypothetical derivative method and compares the changes in the fair value of the hedging instrument against the changes in fair value
of the hedged item attributable to the hedged risk.
The hedge ineffectiveness can arise from:
• Different interest rate curve applied to discount the hedged item and hedging instrument
• Differences in timing of cash flows of the hedged item and hedging instrument
• The counterparties’ credit risk differently impacting the fair value movements of the hedging instrument and hedged item
The table below represents the key terms and conditions of the two swaps as at 30 June 2021 and three swaps as at 30 June 2020. The
Construction Swap was concluded in March 2021.
© GENEX 2021 - FY21 ANNUAL REPORT
70
COUNTERP
ARTY
CCY
NOTIONAL
EFFECTIVE
DATE
MATURITY
DATE
LEG
RATE
(IN %)
MARGIN
(IN BPS)
FREQUENCY DAY
COUNT
CASH FLOW
DERIVATIVE
LIABILITY
As at 30 June
2021
Term IRS
Novation IRS
NORD, DZB
and WBC
NORD and
DZB
As at 30 June
2020
Tranche A –
Term IRS
NORD, DZB
and WBC
Tranche A –
Novation IRS
NORD and
DZB
AUD
$122,789,387
17 Dec 2019
17 Jan 2030
AUD
$47,208,234
1 Oct 2019
1 Jan 2027
AUD
$48,505,765
17 Dec 2019
17 Jan 2030
AUD
$51,197,443
1 Oct 2019
1 Jan 2027
WBC
AUD
$2,796,368
17 Jan 2020
17 Mar 2021
Tranche B –
Construction
IRS
Receive
Float
Pay fix
Receive
Float
Pay fix
Receive
Float
Pay fix
Receive
Float
Pay fix
Receive
Float
Pay fix
1.5525
5
Quarterly
3.2350
5
Quarterly
Act / 365
Fixed
Act / 365
Fixed
(1,066,670)
(5,421,082)
1.5525
5
Quarterly
3.2350
5
Quarterly
0.72
Quarterly
Act / 365
Fixed
Act / 365
Fixed
Act / 365
Fixed
(6,487,752)
(6,659,093)
(7,869,868)
(288,184)
(14,817,145)
On 17 December 2019, Genex novated the interest rate swap with Societe Generale (SGCIB) designated as the hedging instrument in the old
hedging relationship, into two interest rate swaps with Nord Bank and DZ Bank. No cash payment was involved as part of this transaction. The
$6.6m MTM on the old swap as at novation date was embedded in the fixed leg of the new interest rate swaps as a financing element. The
novation is considered as termination of the SGCIB hedge thus the discontinuation of the old hedging relationship. As there was no cash
settlement involved in the termination of the swap as at 17 December 2019 with SGCIB, which at this date had an out of the money balance of
© GENEX 2021 - FY21 ANNUAL REPORT
71
$6.6m. As explained in previous sections, this amount was embedded in the fixed leg of the 2 interest rate swaps with Nord and DZ Bank (replacing
the old swap with SGCIB). Therefore, there is no impact on the balance sheet and profit and loss as at novation date on 17 December 2019.
The effect of the cash flow hedge in the statement of profit and loss and other comprehensive income is:
TOTAL HEDGING
GAIN/LOSS RECOGNIZED IN
OCI
($5,592,423)
INEFFECTIVENESS
RECOGNIZED IN PROFIT AND
LOSS
Nil
LINE ITEM IN THE
STATEMENT OF PROFIT
AND LOSS
Finance cost
AMOUNT RECLASSIFIED
FROM OCI TO PROFIT OR
LOSS
Nil
Tranche A – Term IRS
Tranche A – Novation IRS
($2,448,786)
Tranche B – Construction IRS
($288,184)
($8,329,393)
Nil
Nil
Nil
Finance cost
Finance cost
Nil
Nil
Nil
For FY21, there is no hedge ineffectiveness recognized in the statement of profit and loss.
© GENEX 2021 - FY21 ANNUAL REPORT
72
Note 19. ARENA Convertible Note
Convertible note – Current
Convertible note – Non-current
30 JUNE 2021
30 JUNE 2020
$
-
-
-
$
1,536,446
4,203,137
5,739,583
During the year it was agreed with ARENA under the Deed of Mutual Termination, Cancellation and Release
(“the Deed”) dated 15 April 2021 that the convertible notes would be terminated in their entirety. As such,
on 15 April 2021 the convertible notes were cancelled by ARENA.
Note 20: Financial assets and financial liabilities
Financial assets
Financial assets at amortised cost
Trade and other receivables
Cash at bank
Total financial assets
Total current
Bank guarantee/Bonds
Total non-current
30 JUNE 2021
$
30 JUNE 2020
$
1,194,151
45,447,090
46,641,241
46,641,241
5,030,500
5,030,500
3,480,647
65,487,915
68,968,562
68,968,562
4,717,388
4,717,388
Financial liabilities: interest-bearing loans and borrowings
WEIGHTED
AVERAGE
INTEREST
RATE
%
MATURITY
30 JUNE 2021 30 JUNE 2020
EFFECTIVE
INTEREST
RATE
%
$
$
$
Non-derivatives
Non-interest bearing
Trade and other payables
N/A
N/A
11,763,284
22,373,670
© GENEX 2021 - FY21 ANNUAL REPORT
73
fixed
Interest-bearing –
rate
$175m Senior Bank Loan
$17m CEFC Corporate
Loan
2.03%
7.07%
Convertible notes
0%
29 February 2023
17 December
2025
2.24%
7.47%
6.26%
168,293,381
21,456,493
165,139,533
17,157,256
-
5,739,583
Total non-derivatives
201,513,158
210,410,042
Convertible notes have been forgiven by ARENA as at 15 April 2021.
There have been no amounts pledged as collateral.
Other financial liabilities
Derivatives not designated as hedging instruments
Embedded derivatives – convertible note*
Derivatives designated as hedging instruments
Interest rate swaps
Other financial liabilities at amortised cost, other than interest-bearing loans
and borrowings
Trade and other payables
Total financial liabilities
Total current
30 JUNE 2021
30 JUNE 2020
$
-
$
530,457
6,487,752
14,817,145
11,763,284
22,373,670
18,251,036
37,721,272
11,763,284
22,500,768
Derivatives designated as hedging instruments include the change in fair value of interest rate swaps entered
into during 2019.
Embedded derivatives for convertible notes represent conversion rights which are accounted for as a
derivative with changes in value recognised through profit and loss. During the year the Convertible Note
was forgiven by ARENA, and embedded derivatives associated with the Convertible notes have been de-
recognised accordingly.
© GENEX 2021 - FY21 ANNUAL REPORT
74
Financial risk management objectives
The consolidated entity's activities expose it to a variety of financial risks that arise as a result of its operating
and financing activities such as credit risk and liquidity risk. This note presents information about the
consolidated entity’s exposure to each of the above risks, the consolidated entity’s objectives, policies and
processes for measuring and managing risk.
Credit risk
Credit risk is the risk of financial loss to the consolidated entity if a counterparty to a financial instrument
fails to meet it contractual obligations. The consolidated entity’s trade and other receivables consist of an
amount receivable from the Australian tax authority. The consolidated entity’s cash and cash equivalents
consist of cash in bank accounts lodged with reputable banks in Australia. Accordingly, the consolidated
entity views credit risk as minimal.
The maximum exposure to credit risk is as follows:
Cash at bank
Trade and other receivables
Bank guarantee
Liquidity risk
30 JUNE 2021
$
30 JUNE 2020
$
45,447,090
1,194,151
5,030,500
51,671,741
65,487,915
3,480,647
4,717,388
73,685,950
Liquidity risk is the risk that the consolidated entity will not be able to meet its financial obligations as they
fall due. The consolidated entity aims to maintain sufficient capital in order to meet short-term business
requirements, after taking into account cash flows from operations and the consolidated entity’s holdings of
cash and cash equivalents. The consolidated entity’s cash and cash equivalents are invested in business
accounts, which are available upon demand for the consolidated entity’s requirements.
The consolidated entity manages liquidity risk by maintaining adequate cash reserves and debt facilities or
by facilitating additional capital raising and continuously monitoring actual and forecast cash flows and
matching the maturity profiles of financial assets and liabilities.
Remaining contractual maturities
Note 22 details the consolidated entity's remaining contractual maturity for its financial instrument liabilities.
The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the
earliest date on which the financial liabilities are required to be paid. The tables include both interest and
© GENEX 2021 - FY21 ANNUAL REPORT
75
principal cash flows disclosed as remaining contractual maturities and therefore these totals may differ from
their carrying amount in the statement of financial position.
The table below summarises the maturity profile of the Group’s financial liabilities based on contractual
undiscounted payments:
YEAR ENDED 30
JUNE 2021
ON
DEMAN
D
LESS THAN
3 MONTHS
3 TO 12
MONTHS
1 TO 5 YEARS
>5 YEARS
TOTAL
$
$
$
852,029
5,835,956
161,605,396
$
-
-
-
$
168,293,381
21,456,493
16,717,249
6,487,752
11,763,284
-
1,193,320
-
11,763,284
1,047,571
3,506,958
-
-
20,408,922
12,016,971
-
-
6,487,752
-
199,164
14,007,797
638,944
11,029,429
3,650,167
198,127,349
1,765,428
8,253,180
6,253,703
2310,971,862
YEAR ENDED 30 JUNE
2020
ON DEMAND LESS THAN
3 MONTHS
$
3 TO 12
MONTHS
$
1 TO 5
YEARS
$
917,867
3,621,579
170,007,436
>5 YEARS
TOTAL
$
-
$
174,546,882
-
-
800,969
-
22,373,670
166,511
-
3,118,046
15,452,814
1,536,446
3,748,605*
-
-
504,014
4,203,137
16,585,017
-
7,778,212
-
14,817,145
-
3,024,139
-
1,610,792
18,570,860
5,739,583
28,912,803
14,817,145
22,373,670
5,305,456
24,259,017
13,613,781
192,734,638
35,658,963
270,266,399
*Includes interest of $1,102,967 on convertible notes.
© GENEX 2021 - FY21 ANNUAL REPORT
76
Senior Bank Debt
including
establishment fee
CEFC Corporate Loan
Interest
Interest Rate SWAP
Trade and other
payables
Lease liabilities
Senior Bank Debt
including establishment
fee
CEFC Corporate Loan
Convertible Notes
Interest
Interest Rate SWAP
Trade and other payables
Lease liabilities
Note 21. Fair value measurement
The following table provides the fair value measurement hierarchy of the consolidated entity’s liabilities.
Fair value measurement hierarchy for liabilities as at 30 June 2021:
Date of
valuation
Total
FAIR VALUE MEASUREMENT USING
Significant
observable inputs
(Level 2)
Significant
unobservable
inputs (Level 3)
Quoted price in
active markets
(Level 1)
Derivative financial liabilities
Interest rate swaps
30 June 2021
Embedded
derivatives
30 June 2021
6,487,752
-
-
-
6,487,752
-
Fair value measurement hierarchy for liabilities as at 30 June 2020:
Date
valuation
of
Total
FAIR VALUE MEASUREMENT USING
in
Quoted price
active markets
(Level 1)
Significant
observable inputs
(Level 2)
Significant
unobservable
inputs (Level 3)
Derivative financial liabilities
Interest rate swaps
30 June 2020
Embedded
derivatives
30 June 2020
14,817,145
530,457
-
-
14,817,145
530,457
-
-
-
-
The consolidated entity enters into derivative financial instruments with various counterparties, principally
financial institutions with investment grade credit ratings. Interest rate swaps are valued using valuation
techniques, which employ the use of market observable inputs. The most frequently applied valuation
techniques include forward pricing and swap models using present value calculations. The models
incorporate various inputs including the credit quality of counterparties, foreign exchange spot and forward
rates, yield curves of the respective currencies, currency basis spreads between the respective currencies
and the interest rate curves. All derivative contracts are fully cash collateralised, thereby eliminating both
counterparty risk and the consolidated entity’s own non-performance risk. As at 30 June 2021 the marked-
to-market value of derivative positions is net of a debit valuation adjustment attributable to derivative
counterparty default risk. The changes in counterparty credit risk had no material effect on the hedge
effectiveness assessment for derivatives designated in hedge relationships and other financial instruments
recognised at fair value.
The conversion right and early redemption option embedded in the convertible notes are measured using
binomial tree lattice methodology with the spot price of the consolidated entity’s own share, expected
© GENEX 2021 - FY21 ANNUAL REPORT
77
volatility and expected dividend yield of the share, risk free interest rate and asset default threshold as the
key inputs.
Note 22. Interest-bearing loans and borrowings (non-current)
Senior bank debt
CEFC Corporate Loan
30 JUNE 2021
30 JUNE 2020
$
$
161,605,396
20,408,922
182,014,318
160,083,132
17,157,256
177,240,388
Genex Power has a senior bank facility of $175M with Westpac, DZ Bank, Nord and $20m with the Clean
Energy Finance Corporation (CEFC).
• Key terms of the senior bank debt:
o
o
Interest rate for Tranche A – base rate (BBSY) + 1.75%
Interest rate for Tranche B – base rate (BBSY) + 1.65%
o Tranche A and Tranche B will be repaid by 17 December 2024
o
Interest rate for CEFC – 6 Year ask yield +6% and will be repaid by 17 December 2025
Note 23. Rehabilitation and restoration provisions/Provisions
Other Provisions
Rehabilitation and provisions
FBT Provision
Provision for Superannuation
Provision for Long Service Leave
PAYG Provision
Annual Leave Provision
© GENEX 2021 - FY21 ANNUAL REPORT
30 JUNE 2021 30 JUNE 2020
$
$
10,208
3,804,311
3,820,200
11,399
3,804,311
3,820,200
2,906
69,870
137,711
107,376
479,550
791,732
2,906
-
-
79,452
292,536
370,404
78
The Rehabilitation and restoration provisions represent the deposit the consolidated entity contributed to
the Department of Environment and Heritage Protection, QLD Government. This deposit will only be
released when QLD Government relieve the consolidated entity of this obligation and the bank guarantee
securing this bond is returned to the consolidated entity.
Note 24. Equity
30 JUNE 2021
30 JUNE 2020
30 JUNE 2021
Shares
Shares
$
30 JUNE
2020
$
1,069,900,045
401,841,355
195,788,112
62,542,338
NO OF
SHARES
ISSUE
PRICE
$
Ordinary shares issued and fully
paid
Movements in ordinary share capital
DETAILS
DATE
Balance
Equity Raising
Equity Raising
Equity Raising Fee
Balance
Equity Raising
Share purchase plan
Equity Raising
Equity Raising
Equity Raising
Equity Raising Fee
Balance
Ordinary shares
30 June 2019
3 July 2019
26 July 2019
2 July 2019
30 June 2020
30 June 2020
17 August 2020
7 September 2020
6 April 2021
23 April 2021
18 May 2021
312,431,514
67,482,878
21,926,963
401,841,355
401,841,355
96,712,552
12,952,092
280,033,073
171,370,968
106,990,005
$0.24
$0.24
$0.22
$0.22
$0.20
$0.20
$0.23
30 June 2021
1,069,900,045
41,899,049
16,195,891
5,262,500
(815,101)
62,542,339
62,542,339
21,276,761
2,849,460
56,006,614
34,274,193
25,000,000
(6,163,255)
195,786,112
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the
Company in proportion to the number of and amounts paid on the shares held. On a show of hands every
member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall
have one vote. The shares have no par value.
© GENEX 2021 - FY21 ANNUAL REPORT
79
Capital risk management
The consolidated entity's objectives when managing capital is to safeguard its ability to continue as a going
concern, so that it can provide returns for shareholders and benefits for other stakeholders and to maintain
an optimum capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the consolidated entity may adjust the amount of
dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
Share Option Reserve
As 30 June 2019
Share-based payments expense during the year
As 30 June 2020
Share-based payments expense during the year
As 30 June 2021
Nature and purpose of reserves
Share-based payments
SHARE-BASED PAYMENTS
$
2,178,469
2,270,073
4,448,542
79,606
4,528,148
The share-based payments reserve is used to recognise the value of equity-settled share-based payments
provided to key management personnel, as part of their remuneration. Refer following for further details of
these plans.
All other reserves are as stated in the consolidated statement of changes in equity.
OPTIONS AT THE START OF THE PERIOD (01/07/2020)
Granted during the year
Forfeited during the year
Exercised during the year
Expired during the year
Outstanding at the end of the year
Vested and exercisable at the end of the year (30/06/2021)
OPTIONS AT THE START OF THE PERIOD (01/07/2019)
Granted during the year
© GENEX 2021 - FY21 ANNUAL REPORT
42,250,000
-
-
-
5,000,000
37,250,000
37,250,000
27,750,000
14,500,000
80
Forfeited during the year
Exercised during the year
Expired during the year
Outstanding at the end of the year
Vested and exercisable at the end of the year (30/06/2020)
-
-
-
42,250,000
18,583,166
These share options are the only outstanding share options of the consolidated entity. The terms attached
to the options are outlined below:
EXECUTIVE GENERAL MANAGER OPTIONS
Number
Value per option
Subscription price per option
Each option is convertible into
Exercise price per option
Vesting condition
Issue date
Expiry date
Option exercise period
Other conditions
DIRECTOR OPTIONS
Number
Value per option
Subscription price per option
Each option is convertible into
Exercise price per option
Vesting condition
Issue date
2,400,000
$0.0602
$Nil
1 ordinary share in the parent entity
$0.25
The options will vest in 3 separate tranches upon the
achievement of the following 3 milestones:
• Financial close of the Kidston Solar Phase One 50MW
project;
• Financial close of the Kidston Pumped Storage Hydro
project;
• Successful completion of a feasibility study for another
project.
If a milestone is not achieved, then the options for that
milestone will lapse unvested. As at 30 June 2020, 800,000
options have been vested. As at 30 June 2021, all options
have been vested.
2 September 2016
2 September 2021
At any time from date of vesting
None
14,000,000
$0.0851
$Nil
1 ordinary share in the parent entity
$0.34
Vesting on issue date
17 January 2017
© GENEX 2021 - FY21 ANNUAL REPORT
81
Expiry date
Option exercise period
Other conditions
COMPANY SECRETARY OPTIONS
Number
Value per option
Subscription price per option
Each option is convertible into
Exercise price per option
Vesting condition
Issue date
Expiry date
Option exercise period
Other conditions
MANAGEMENT OPTIONS
Number
Value per option
Subscription price per option
Each option is convertible into
Exercise price per option
Vesting condition
Issue date
Expiry date
Option exercise period
Other conditions
DIRECTORS OPTIONS
Number
Value per option
Subscription price per option
17 January 2022
At any time from date of issue to date of expiry
None
1,500,000
$0.1002
$Nil
1 ordinary share in the parent entity
$0.34
The options vested on 1 January 2019.
7 July 2017
17 January 2022
At any time from date of vesting
None
4,850,000
$0.1296
$Nil
1 ordinary share in the parent entity
$0.40
The options will vest in 2 separate tranches upon the
achievement of the following 3 milestones:
• Financial close of the Kidston Stage 2 Projects
• Successful completion of a bankable feasibility study for
another project of not less than 30MW.
If a milestone is not achieved, then the options for that
milestone will lapse unvested. As at 30 June 2020, 1,616,500
options have been vested. As at 30 June 2021 all options
have vested.
23 February 2018
13 February 2023
At any time from date of vesting
None
14,500,000
$0.15
$Nil
© GENEX 2021 - FY21 ANNUAL REPORT
82
Each option is convertible into
Exercise price per option
Vesting condition
Issue date
Expiry date
Option exercise period
Other conditions
Note 25. Share-based payments
1 ordinary share in the parent entity
$0.34
Vesting on issue date
10 September 2019
10 September 2024
At any time from date of vesting
None
The expense recognised for employee services received during the year is shown in the following table:
30 JUNE 2021
$
30 JUNE 2020
$
Expense arising from equity-settled share-based payment transactions
Total expense arising from share-based payment transactions
79,606
79,606
2,270,073
2,270,073
There were no cancellations or modifications to the share-based payment awards for the year ended 30 June
2021 and 30 June 2020.
Movements during the year
The following table illustrates the number and weighted average exercise prices (WAEP) of, and movements
in, share options during the year:
Outstanding at 1 July
Granted during the year
Expired during the year
Outstanding at 30 June
Exercisable at 30 June
2021 NUMBER
2021 WAEP
2020 NUMBER
42,250,000
-
5,000,000
37,250,000
37,250,000
0.33
-
0.25
0.34
0.34
27,750,000
14,500,000
-
42,250,000
18,583,166
2020
WAEP
0.33
0.34
-
0.33
0.33
On 2 September 2016, the board of directors authorised the issue of 2,400,000 share options in the
consolidated entity to James Harding (former Executive General Manager and current CEO), $95,073 has
been recognised as an expense in FY20 for this grant. $9,979 has been recognised as expenses in FY21.
On 23 February 2018, the board of directors authorised the issue of 4,850,000 share options in the
consolidated entity to the senior management team, $182,433 has been recognised as an expense in FY20
and $79,606 in FY21.
© GENEX 2021 - FY21 ANNUAL REPORT
83
On 10 September 2019, the board of directors authorised (following the approval of shareholders), the issue
of 14,500,000 share options in the consolidated entity to five of the Company’s directors, $2,175,000 has
been recognised as an expense in FY20 for this grant. The details are as below:
Weighted average fair value at the measurement date
Dividend yield (%)
Expected volatility (%)
Risk-free interest rate (%)
Expected life of share option/SARs (years)
Weighted average share price ($)
0.34
Nil
40
0.84
5
0.25
Model used
Black-Scholes
Note 26. Key management personnel disclosures
Compensation
The aggregate compensation made to directors and other members of key management personnel of the
consolidated entity is set out below:
Short-term employee benefits
Superannuation
Other employment benefits
Share-based payments
30 JUNE 2021
30 JUNE 2020
$
3,107,538
161,037
155,056
77,026
3,500,657
$
1,904,572
111,135
102,936
2,270,073
4,388,716
Short-term employee benefits include salaries, bonuses and other short-term remuneration payments. Post-
employment benefits include superannuation payments made by Genex. Share-based payments refers to
employee options paid to key personnel.
© GENEX 2021 - FY21 ANNUAL REPORT
84
Note 27. Auditors’ remuneration
During the year the following fees were paid for services provided by Ernst & Young, the auditor of Genex
Power Limited.
AUDITORS OF THE GROUP – ERNST & YOUNG (AUSTRALIA)
30 JUNE 2021
30 JUNE 2020
Fees to the auditor for
Audit and review of statutory financial statements of the Group
193,642
194,318
Other assurance services where there is discretion as to whether the service is
provided by the auditor or another firm
Review of subsidiary statements for debt compliance
10,816
-
$
$
Other services:
-
Tax compliance services
-
Model Review Services for debt refinancing
Transactional Tax Services
-
Total auditor’s remuneration
Note 28. Commitments and contingencies
Capital commitments
43,450
-
156,321
404,229
40,000
72,100
127,900
434,318
At 30 June 2021, the consolidated entity has committed capital of $627,310,230. $3,686,780 is related to
Jemalong Solar Project and $623,623,450 for K2 Hydro.
Note 29. Lease Liability
Opening balances 1 July 2019 on AASB16 adoption
Interest
Repayment
Lease modification
Carrying value at 30 June 2020
Current lease liability
Non-current lease liability
At 30 June 2020
Opening balances 1 July 2020
Interest
3,107,409
128,487
(246,614)
172,282
3,161,564
207,640
2,953,924
3,161,564
3,161,564
179,819
© GENEX 2021 - FY21 ANNUAL REPORT
85
Repayment
New leases
Carrying value at 30 June 2021
Current lease liability
Non-current lease liability
At 30 June 2021
Note 30. Related party transactions
Controlled entities
(361,254)
1,138,022
4,118,151
504,127
3,614,025
4,118,152
A list of controlled entities is provided in Note 32 to these financial statements.
Key management personnel
Any person(s) having authority and responsibility for planning, directing and controlling the activities of the
parent entity and its controlled entities, directly or indirectly, including and director (whether executive or
otherwise) of the entity, is considered key management personnel. Disclosures relating to key management
personnel remuneration are set out in the Remuneration Report and Note 26 to these financial statements.
On 7 May 2018, the Company entered into a Services Consultancy Contract with Michael Addison on an
arm's length basis to provide consulting services as a strategic adviser consulting on project delivery and the
Company's project pipeline in addition to his role as a Non-Executive Director. The Contract provides for an
hourly rate of $250 plus GST and a monthly cap of $20,900 plus GST. There is no fixed term and either party
may terminate the Contract on 4 months' notice or payment in lieu.
Transactions with other related parties
Transactions between related parties are on normal commercial terms and conditions no more favourable
than those available to other parties unless the terms and conditions disclosed below state otherwise. There
are no related party transactions other than the issue of share options to the directors and key management
personnel as outlined in Notes 25 and 26 above.
© GENEX 2021 - FY21 ANNUAL REPORT
86
Note 31. Information relating to Genex Power Limited (the Parent)
Set out below is the supplementary information about the parent entity.
Statement of profit or loss and other comprehensive income
30 JUNE 2021
30 JUNE 2020
$
$
Loss after income tax
50,045,620
20,676,544
Total comprehensive loss
50,045,620
20,676,544
Statement of financial position
Total current assets
Total assets
Total current liabilities
Total liabilities
Equity
Issued capital
Option reserves
Accumulated losses
Total equity
Contingent liabilities
30 JUNE 2021
30 JUNE 2020
$
$
12,343,220
286,098
178,779,745
92,564,488
41,495,733
38,860,993
44,486,041
50,160,998
204,806,594
4,290,236
(74,803,126)
62,542,338
4,448,542
(24,587,389)
134,293,704
42,403,491
The parent entity had no contingent liabilities as at 30 June 2021 and 30 June 2020.
© GENEX 2021 - FY21 ANNUAL REPORT
87
Note 32. Interests in subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following wholly-
owned subsidiaries in accordance with the accounting policy described in Note 1:
PARENT
Name
Principal place of business /
Country of incorporation
Genex Power Limited
Australia
SUBSIDIARIES
Principal place of business /
30 June 2021
Name
Country of incorporation
%
30 June
2020
%
Genex (Kidston) Pty Limited
Kidston Gold Mines Limited
Genex (Solar) Pty Limited*
Genex Solar Holding Co Pty Limited*
Kidston Solar Holding Co Pty Limited*
Kidston Solar Co Pty Limited*
Kidston Solar Finance Co Pty Limited*
Jemalong PV Holdings Pty Limited
Jemalong PV Asset Pty Ltd
Jemalong Networks Pty Limited
Genex (Kidston Hydro) Pty Limited
Kidston Hydro Hold Co Pty Limited
Kidston Hydro Project Co Pty Ltd
Genex (Storage) Pty Ltd
Como Energy (Yabulu) Pty Ltd
Como Energy (Bouldercombe) Pty Ltd
Bouldercombe Battery Project Co Pty Ltd**
Genex (Kidston Wind) Pty Ltd**
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
100.00%
100.00%
100.00%
99.99%
100.00%
99.99%
99.99%
99.99%
99.99%
99.99%
100.00%
100.00%
100.00%
99.99%
99.99%
99.99%
99.99%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
* These companies are 99.99% owned by Genex (Kidston) Pty Limited, the remaining 0.01% is held by
Michael Addison.
**These are new entities incorporated in FY21
© GENEX 2021 - FY21 ANNUAL REPORT
88
Note 33. Reconciliation of profit after income tax to net cash from operating activities
LOSS BEFORE TAX
(18,725,873)
(10,534,250)
Adjustments to reconcile profit before tax to net cash flows:
Depreciation and impairment of property, plant and equipment
Share-based payment expense
Convertible Note forgiveness and government grants
Movements in provisions, pensions
Net (gain)/loss on financial instruments at fair value through profit or loss
Finance income
Finance costs
Working capital adjustments:
22,761,608
8,006,499
79,606
2,270,073
(8,315,608)
-
421,329
253,095
(53,702)
183,574
(1,177,822)
(135,228)
5,710,628
4,428,506
Decrease/(Increase) in trade and other receivables inventories and prepayments
(9,442,947)
(1,525,844)
Increase/(Decrease) in trade and other payables
Interest received
Interest paid
Cash flows from operating activities
8,032,039
(2,267,182)
720,175
(751,674)
53,702
135,228
(5,606,567)
(3,487,158)
(4,832,690)
(4,103,604)
© GENEX 2021 - FY21 ANNUAL REPORT
89
Note 34. Changes in liabilities arising from financing activities
1 JULY 2020
NON-CASH LOAN
EXTINGUISHMENT
PROCEEDS
FROM
BORROWING
REPAYMENT
ON
BORROWING
ESTABLISHMENT
FEE/CAPITALISED
INTEREST
RECLASSIFICATION
OF LOAN
NON-CASH ADJUSTMENT
DUE TO EFFECTIVE
INTEREST RATE
30 JUNE 2021
Current
CEFC Corporate
Loan
175m Senior
Bank Loan
Non-current
CEFC Corporate
Loan
175m Senior
Bank Loan
-
5,056,400
17,134,521
160,105,867
182,296,788
-
-
-
-
-
-
-
(4,539,446)
-
-
1,047,571
6,687,985
-
1,047,571
(516,954)
6,687,986
3,000,000
6,969,169
-
-
1,261,080
(1,047,571)
60,892
20,408,922
-
(6,687,985)
1,218,345
161,605,396
9,969,169
(4,539,446)
1,261,080
-
762,281
189,749,875
1 JULY
2019
NON-CASH LOAN
EXTINGUISHMEN
T
PROCEEDS
FROM
BORROWING
REPAYMENT
ON
BORROWING
ESTABLISHMENT
FEE
RECLASSIFICATION
OF LOAN
NON-CASH ADJUSTMENT
DUE TO EFFECTIVE
INTEREST RATE
30 JUNE 2020
4,570,770
(1,905,503)
(2,665,267)
-
3,852,362
(453,118)
1,140,202
516,954
5,056,400
Current
100m Senior
Bank Loan
175m Senior
Bank Loan
Non-current
© GENEX 2021 - FY21 ANNUAL REPORT
90
CEFC Corporate
Loan
100m Senior
Bank Loan
175m Senior
Bank Loan
16,883,246
(399,849)
651,124
17,134,521
94,353,392
(94,353,392)
-
94,353,392
69,825,078
(2,625,000)
(1,140,202)
(307,401)
160,105,867
98,924,162
-
88,655,183
(3,118,385)
(3,024,849)
-
860,677
182,296,788
© GENEX 2021 - FY21 ANNUAL REPORT
91
Note 35. Events after the reporting year
There have been no other material events or circumstances which have arisen since 30 June 2021 that have
significantly affected, or may significantly affect the consolidated entity's operations, the results of those
operations, or the consolidated entity's state of affairs in future financial years.
Note 36. Loss per share
Net loss for the year
Weighted average number of ordinary shares used in calculating basic
earnings per share
Adjustments for calculation of diluted earnings per share:
Options over ordinary shares
Weighted average number of ordinary shares used in calculating diluted
earnings per share
Basic loss per share
Diluted loss per share
30 JUNE 2021
30 JUNE 2020
$
$
$18,725,873
607,913,586
$10,534,250
400,214,697
-
-
607,913,586
400,214,697
Cents
(3.08)
(3.08)
Cents
(2.63)
(2.63)
* The weighted average number of shares takes into account the weighted average effect of right issue
during the prior year.
37,250,000 share options have not been taken into account in the diluted loss per share calculation since
they are anti-dilutive.
There have been no other transactions involving ordinary shares or potential ordinary shares between the
reporting date and the date of authorisation of these financial statements.
© GENEX 2021 - FY21 ANNUAL REPORT
92
7. DIRECTORS’ DECLARATION
In accordance with a resolution of the directors of Genex Power Limited, I state that:
1. In the opinion of the directors:
(a) the financial statements and notes of Genex Power Limited for the financial year ended 30 June
2021 are in accordance with the Corporations Act 2001, including:
i.
giving a true and fair view of the consolidated entity’s financial position as at 30 June 2021
and of its performance for the year ended on that date; and
ii.
complying with Accounting Standards and the Corporations Regulations 2001;
(b) the financial statements and notes also comply with International Financial Reporting Standards
as disclosed in Note 1; and
(c) there are reasonable grounds to believe that the Company will be able to pay its debts as and
when they become due and payable.
2. This declaration has been made after receiving the declarations required to be made to the directors
by the managing director and the finance director in accordance with section 295A of the
Corporations Act 2001 for the financial year ended 30 June 2021.
On behalf of the board
Ben Guo
Director
27 August 2021
Sydney
© GENEX 2021 - FY21 ANNUAL REPORT
93
200 George Street
Sydney NSW 2000 Australia
GPO Box 2646 Sydney NSW 2001
Tel: +61 2 9248 5555
Fax: +61 2 9248 5959
ey.com/au
Independent auditor’s report to the members of Genex Power Limited
Report on the audit of the financial report
Opinion
We have audited the financial report of Genex Power Limited (“the Company”) and its subsidiaries
(collectively “the Group”), which comprises the consolidated statement of financial position as at 30
June 2021, the consolidated statement of profit & loss and other comprehensive income,
consolidated statement of changes in equity and consolidated statement of cash flows for the year
then ended, notes to the financial statements, including a summary of significant accounting policies,
and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations
Act 2001, including:
a. Giving a true and fair view of the consolidated financial position of the Group as at 30 June 2021
and of its consolidated financial performance for the year ended on that date; and
b. Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the financial
report section of our report. We are independent of the Group in accordance with the auditor
independence requirements of the Corporations Act 2001 and the ethical requirements of the
Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional
Accountants (including Independence Standards) (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with
the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial report of the current year. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide
a separate opinion on these matters. For each matter below, our description of how our audit
addressed the matter is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the
financial report section of our report, including in relation to these matters. Accordingly, our audit
included the performance of procedures designed to respond to our assessment of the risks of
material misstatement of the financial report. The results of our audit procedures, including the
procedures performed to address the matters below, provide the basis for our audit opinion on the
accompanying financial report.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
94
Impairment assessment of Property, Plant and Equipment
Why significant
How our audit addressed the key audit matter
In accordance with the requirements of
Australian Accounting Standards, the Group
is required to assess at the end of the
reporting period whether there is any
indication that an asset may be impaired.
At 30 June 2021, the Group has identified
indicators of impairment for the Jemalong
Solar Project and determined the
recoverable amount of this asset.
As disclosed in Note 14 to the financial
statements, the Group recognised a $16.5
million impairment charge for the Jemalong
Solar Project.
Indicators of impairment of other assets
have not been identified by the Group.
Forecasting cashflows for the purpose of
determining the recoverable amount of the
Jemalong Solar Project involves critical
accounting estimates and judgements,
specifically key forecast assumptions such
as forecast electricity and energy certificate
prices, marginal loss factors, generation and
discount rates. These estimates and
assumptions are summarised in Note 2.
As a result, we considered the impairment
assessment of the Group’s Property, Plant
and Equipment and the impairment test for
the Jemalong Solar Project and the related
disclosures in the financial report to be a
key audit matter.
Our audit procedures included, but were not limited
to, the following:
• Assessed whether the methodology used by the
Group to identify indicators of impairment met
the requirements of Australian Accounting
Standards.
•
For the Jemalong Solar Project, assessed
whether the valuation methodology applied by
the Group met the requirements of Australian
Accounting Standards.
• Tested the mathematical accuracy of the
impairment testing model.
• Assessment of the cash flow forecasts with
reference to forecast electricity and energy
certificate prices, forecast generation profiles,
marginal loss factors, operational and capital
expenditure requirements and discussions with
management and the Board of Directors.
•
Involved our valuation specialists to:
o Assess the significant cashflow forecast
assumptions such as electricity and
energy certificate prices with reference
to external observable market data and
independent economic analysis
o Assess the discount rates with reference
to publicly available information on
comparable companies in the industry
and markets in which the Group operates
o Perform sensitivity analyses and
evaluate the effect on the Jemalong
Solar Project’s recoverable amount of
reasonably possible changes in key
forecast assumptions.
• Evaluated the adequacy of the related
disclosures in the financial report.
A member firm of Ernst & Young Global Limited
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95
Information other than the financial report and auditor’s report thereon
The directors are responsible for the other information. The other information comprises the
information included in the Group’s 2021 annual report, but does not include the financial report and
our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon, with the exception of the Remuneration Report
and our related assurance opinion.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the Group’s ability to
continue as a going concern, disclosing, as applicable, matters relating to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgment and maintain professional scepticism throughout the audit. We also:
►
Identify and assess the risks of material misstatement of the financial report, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
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► Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Group’s internal control.
► Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
► Conclude on the appropriateness of the directors’ use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Group’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in
our auditor’s report to the related disclosures in the financial report or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up
to the date of our auditor’s report. However, future events or conditions may cause the Group to
cease to continue as a going concern.
► Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and events
in a manner that achieves fair presentation.
► Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the financial report. We are
responsible for the direction, supervision and performance of the Group audit. We remain solely
responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, actions
taken to eliminate threats or safeguards applied.
From the matters communicated to the directors, we determine those matters that were of most
significance in the audit of the financial report of the current year and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
Report on the audit of the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 25 to 31 of the directors’ report for the
year ended 30 June 2021.
In our opinion, the Remuneration Report of Genex Power Limited for the year ended 30 June 2021,
complies with section 300A of the Corporations Act 2001.
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97
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.
Ernst & Young
Lynn Morrison
Partner
Sydney
27 August 2021
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9. CORPORATE GOVERNANCE STATEMENT
This Corporate Governance Statement (CGS) is provided by the Directors of Genex Power Limited A.C.N. 152
098 854 (GNX or the Company) pursuant to ASX Listing Rule 4.10.3 and reports against the ASX Corporate
Governance Council’s
‘Corporate Governance Principles and Recommendations’ 4th Edition (the
Recommendations) including the 8 principles and 35 specific recommendations included therein. This is the
second time the Company has reported against the 4th Edition of the Recommendations. This CGS was
approved by a resolution of the Board of the Company dated 25 August 2021 and is effective as at the same
date and is in addition to and supplements the Company’s Appendix 4G which is lodged with the ASX
together with this Annual Report to Shareholders.
PRINCIPLE 1:
LAY SOLID FOUNDATIONS FOR MANAGEMENT AND
OVERSIGHT
A LISTED ENTITY SHOULD CLEARLY DELINEATE THE
RESPECTIVE ROLES AND RESPONSIBILITIES OF ITS
BOARD AND MANAGEMENT AND REGULARLY
REVIEW THEIR PERFORMANCE.
Recommendations
1.1 A listed entity should have and disclose a board
charter setting out:
(a) the respective roles and responsibilities of its
board and management; and
(b) those matters expressly reserved to the
board and those delegated to management.
(a) The Company’s Corporate Governance Plan
includes a Board Charter, which discloses the
specific responsibilities and functions of the Board
and provides that the Board shall delegate
responsibility for the day-to-day operations and
administration of the Company to the Managing
Director (MD) or equivalent which is currently the
Chief Executive Officer (CEO), Mr James Harding.
The Board Charter also specifically outlines the
role of the Board, the Company’s Chair, Individual
Directors and the MD/CEO. Each function and its
responsibility are outlined in the Board Charter
and
in various sections of this Corporate
Governance Statement, both of which are
available on the Company’s website.
The role and responsibility of the Board, the
Company’s Chair, Individual Directors and the
MD/CEO is outlined in the following paragraphs of
the Company’s Board Charter:
• The Board – Paragraph 3.1;
• The Chair – Paragraph 8.1;
• The Individual Directors – Paragraph 8.2;
and
• The MD/CEO – Paragraph 8.3.
(b) The Board is responsible for, and has the
authority to determine, all matters relating to the
strategic direction, purpose, values, policies,
the
practices, goals
for management and
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99
1.2 A listed entity should:
(a) undertake
appropriate
checks before
appointing a director or senior executive, or
putting someone forward for election as a
director; and
(b) provide securityholders with all material
information in its possession relevant to a
decision on whether or not to elect or re-
elect a director.
operation of the Company. Without intending to
limit this general role of the Board, the specific
functions and responsibilities of the Board include
those matters particularised in paragraph 3.1 of
the Company’s Board Charter.
The MD/CEO is separately responsible for the
in
ongoing management of
accordance with the strategy, purpose, values,
policies and programs approved by the Board as
outlined in paragraph 8.3.
the Company
(a) Prior to the nomination of prospective non-
executive directors for election or re-election, the
Board must obtain
the prospective
candidate:
from
(including
• details of other commitments of the
prospective candidate
the
potential for any actual or perceived
conflicts of interest at the time of the
candidate’s appointment or
the
foreseeable future) and an indication of
the time involved; and
in
• an acknowledgement that the prospective
candidate will have sufficient time to meet
requirements of non-executive
the
directors of the Company.
All of the Company’s current directors have
undergone bankruptcy and police checks and
appropriate checks will also be undertaken prior
to the appointment of any new directors to the
Board or any new candidates for election.
is placed before
(b) When a candidate
shareholders for election or re-election as a
director, the names of candidates submitted is
accompanied by the following information to
informed
enable shareholders to make an
decision in relation to that vote:
• biographical
details,
including
competencies and qualifications and
information sufficient
to enable an
assessment of the independence of the
candidate;
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100
• details of relationships between the
candidate and the Company, and the
candidate and directors of the company;
• whether the Board considers the person to
be independent;
• other directorships held;
• particulars of other positions which
involve significant time commitments;
•
•
the term of office currently served by any
director subject to re-election;
for new candidates, confirmation that the
Company has conducted appropriate
checks into the candidate’s background
and experience and whether those checks
have revealed any information of concern
that might affect the person’s ability to
perform the role or a shareholder’s
decision on how to vote on a resolution for
the appointment of that candidate;
• a statement as to whether the Board
supports the election or re-election of the
candidate and the reasons why; and
• any other particulars required by law.
The Company has an Executive Services
Agreement in place with each of its executive
directors, its Chief Operations Officer, CEO and a
Letter of Appointment with each of its non-
executive directors other than Mr Yongqing Yu
and Mr Kenichi Seshimo who are shareholder
representatives and do not
receive any
remuneration from Genex. Notwithstanding this,
both directors received the same Board induction
pack as is received by any new director which
contains, amongst other things, all of the
Company’s policies and procedures as well as an
introductory session with the Company Secretary
on the ASX Corporate Governance Council’s
‘Corporate
and
Recommendations’. All remunerated directors
provide their services as directors to the entity in
an individual capacity and may also provide any
additional exertion type services through a service
entity.
Governance
Principles
1.3 A listed entity should have a written agreement
with each director and senior executive setting
out the terms of their appointment.
1.4 The company secretary of a listed entity should
be accountable directly to the board, through
The Secretary is accountable to the Board through
the Chair on all governance matters and also on all
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101
the chair, on all matters to do with the proper
functioning of the board.
matters to do with the proper functioning of the
Board. The Secretary is generally responsible for
carrying out the administrative and legislative
requirements of the Board. The Secretary holds
primary responsibility for ensuring that the Board
processes, procedures and policies run efficiently
and effectively, and the Secretary’s role of
responsibilities is outlined in paragraph 8.4 of the
Board Charter.
1.5 A listed entity should:
(a) have and disclose a diversity policy;
(b) Through its board or a committee of the
board, set measurable objectives for
the
achieving gender diversity
composition of
senior
executives and workforce generally; and
(c) disclose in relation to each reporting
its board,
in
period:
(1) the measurable objectives set for
to achieve gender
that period
diversity;
(2) the entity’s progress
towards
achieving those objectives; and
(3) either:
(A) the respective proportions of
men
and women on the board, in
senior executive positions and
across the whole workforce
(including how the entity has
defined “senior executive” for
these purposes); or
(B) if the entity
is a “relevant
employer” under the Workplace
Gender Equality Act, the entity’s
most recent “Gender Equality
Indicators”, as defined in and
published under that Act.
the Board’s commitment
(a) The Company has established a Diversity Policy
as part of its Corporate Governance Plan. The
Policy details
to
providing an inclusive workplace and recognises
the value that a workforce made up of individuals
with diverse skills, values, backgrounds and
experiences can bring to the Company. The
Company has a commitment to gender diversity
and female participation is sought in all areas of
the Company’s business. Decisions relating to
promotion, leadership development and flexible
work arrangements are based on merit and
reinforce the
in the
workplace. Ongoing monitoring of company
policies and culture is undertaken to make sure
they do not hold any group back
in their
professional development.
importance of equality
(b) While the Company has not yet set measurable
objectives for achieving gender diversity with
respect to the composition of its board, senior
executives or workforce generally, the Company
aims to achieve gender diversity in all areas of its
business noting that the most recent appointment
to the board and the most recent senior executive
appointment were both women.
(c)(1) As stated in (b) above, the Company has not
yet set measurable objectives in terms of a
specific quota or ratio but adopts an approach of
aiming to achieve gender diversity in every new
appointment to the board, at senior executive
level or in the workforce generally.
(c) (2) The Company is making progress towards
gender diversity with recent female board and
senior executive appointments. The Company will
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102
continue to strive for gender diversity and will
establish measurable objectives for achieving
gender diversity when it has grown to a point
where it is appropriate to do so. The Board
regularly reviews its policy and practical approach
in achieving gender diversity to determine its
adequacy for current circumstances and make
appropriate recommendations where required.
The Company’s Corporate Governance Statement
each year contains an update on the Company’s
compliance with the ASX’s recommendations and
the Company’s Diversity Policy.
The Company recently updated its Diversity Policy
to ensure that it not only reflects the Company’s
approach to gender diversity but also to state that
in employing new people it recognises that people
differ not just on the basis of gender, race or
ethnicity, but also other dimensions such as
lifestyle, cultural or socio-economic background,
education, physical ability, age, marital or and
family status, perspective and experience.
The policy now also reflects the Company’s
expanded approach to ensure a culture that
supports diversity. The Company supports flexible
work practices (including part time positions) to
best accommodate business, family or personal
choices where practicable and aims to provide
opportunities
for employees on extended
parental leave to maintain their connection with
the entity, for example, by offering them the
option (without any obligation) to receive all-staff
communications and to attend work functions and
training programs.
In order
discrimination, harassment,
victimisation cannot and will not be tolerated.
inclusive workplace,
vilification and
to have an
(c)(3)(A) The Company
currently has 16
employees and 7 consultants with 7 of these in
total, women. The Company has 4 women in
Senior Executive positions with the definition of a
“senior executive” according to generally well
known market practice and definitions. The
Company has 1 female director. This will continue
to be reviewed in accordance with each review of
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103
1.6 A listed entity should:
(a) have and disclose a process for periodically
evaluating the performance of the board, its
committees and individual directors; and
(b) disclose for each reporting period, whether a
been
evaluation
performance
undertaken in accordance with that process
during or in respect of that period.
has
the Board’s skills and requirements in accordance
with the Company’s Diversity Policy.
(c)(3)(B) The entity is not a “relevant employer”.
(a) The Chair is responsible for overseeing the:
• evaluation and review of the performance
of the Board and its committees (other
than the Chair); and
• evaluation and review of the performance
of individual directors (other than the
Chair);
The Chair should disclose the process for
evaluating the performance of the Board, its
committees and individual directors.
The Board (other than the Chair) is responsible for
the:
• evaluation and review of the performance
of the Chair; and
•
review
programme of Board meetings.
effectiveness
the
of
and
The process for the performance evaluation of the
Board, its Committees and Directors generally
involves an internal review. From time to time as
the Company’s needs and circumstances require,
the Board may commission an external review of
the Board, and its composition.
(b) A review of the Board has commenced
following the Company reaching financial close of
its Kidston Pumped Storage Hydro Project in May
2021 as noted in last year’s corporate governance
statement which stated: “…It is the Board’s
current intention that the next formal review of
the Board will be undertaken following the
appointment of the nominated director from J-
Power … and following financial close of the
Company’s Kidston Pumped Storage Hydro
Project…” That process is ongoing, and updates
will be provided to the market in the event of any
further changes to the Board.
(a) The Board will monitor the performance of
senior management, including measuring actual
performance against planned performance. The
Board Charter sets out the process to be followed
senior
in evaluating
the performance of
1.7 A listed entity should:
(a) have and disclose a process for evaluating
the performance of its senior executives at
least once every reporting period; and
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104
(b) disclose for each reporting period, whether a
performance
been
evaluation
undertaken in accordance with that process
during or in respect of that period.
has
PRINCIPLE 2:
STRUCTURE THE BOARD TO BE EFFECTIVE AND
ADD VALUE
Recommendations
2.1 The board of a listed entity should:
(a) have a nomination committee which:
(1) has at least three members, a majority of
whom are independent directors; and
(2) is chaired by an independent director,
and disclose:
(3) the charter of the committee;
(4) the members of the committee; and
(5) as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; OR
(b) if it does not have a nomination committee,
it
disclose that fact and the processes
employs to address board succession issues
and to ensure that the board has the
appropriate balance of skills, knowledge,
experience, independence and diversity to
enable
its duties and
it to discharge
responsibilities effectively.
executives. Each senior executive is required to
participate in a formal review process which
assesses
against
predetermined objectives.
performance
individual
(b) As noted in last year’s corporate governance
statement, “…an evaluation of the performance of
the Chief Executive Officer, Chief Operations
Officer and other senior executives will take place
at the same time as a formal Board evaluation
scheduled to occur in … following financial close of
the Company’s Kidston Pumped Storage Hydro
Project.” That process remains ongoing.
THE BOARD OF A LISTED ENTITY SHOULD BE OF AN
APPROPRIATE SIZE AND COLLECTIVELY HAVE THE
SKILLS, COMMITMENT AND KNOWLEDGE OF THE
ENTITY AND THE INDUSTRY IN WHICH IT OPERATES,
TO ENABLE
ITS DUTIES
IT TO DISCHARGE
EFFECTIVELY, AND TO ADD VALUE.
(a) The Board, as a whole, currently serves as the
Company’s Nomination Committee. Terms and
conditions of employees are negotiated by the
MD/CEO in consultation with the Board’s two
executive directors and the Chief Operations
Officer for recommendation to the Board. As the
Company grows in size it is planned that the
Company will implement a separate Nomination
Committee with its own separate Nomination
Committee charter.
(b) While the Board does not currently comply
with this recommendation, given the stage of the
Company’s operations and
relatively small
number of employees, the Board is of the view
that it is currently structured in such a way so as
to add value and is appropriate for the complexity
of the business at this time.
The Board shall ensure that, collectively, it has the
appropriate range of skills and expertise to
properly fulfil its responsibilities, including:
• accounting;
•
finance;
• business;
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105
2.2 A listed entity should have and disclose a board
skills matrix setting out the mix of skills that the
board currently has or is looking to achieve in its
membership.
•
legal, regulatory and compliance;
the renewable energy industry;
•
• Managing Director / CEO level experience;
and
•
relevant technical expertise.
The Board shall review the range of expertise of its
members on a regular basis and ensure that it has
operational and technical expertise relevant to
the operation of the Company.
The Board will determine the procedure for the
selection and appointment of new Directors and
the re-election of incumbents in accordance with
the Company’s Constitution, the ASX Listing Rules
and having regard to the ability and independence
of the individual to contribute to the ongoing
effectiveness of the Board, to exercise sound
business judgement, to commit the necessary
time to fulfil the requirements of the role
effectively and to contribute to the development
of the strategic direction, purpose and values of
the Company.
The Board shall ensure that, collectively, it has the
appropriate range of skills and expertise to
properly fulfil its responsibilities, including:
• accounting;
•
finance;
• business;
•
legal, regulatory and compliance
the renewable energy industry;
•
• MD/CEO level experience; and
•
relevant technical expertise.
2.3 A listed entity should disclose:
(a) the names of the directors considered by the
board to be independent directors;
(b) if a director has an interest, position or
relationship of the type described in Box 2.3
but the board is of the opinion that it does
not compromise the independence of the
director, the nature of the interest, position
in question and an
or
relationship
The mix of skills of the current Board is set out on
the Company’s website.
(a) Currently only 2 of the 7 directors are
considered to be independent given that Michael
Addison was formerly the Managing Director until
7 May 2018, Simon Kidston is an Executive
Director, Ben Guo is the Finance Director (which is
an executive role) and Yongqing Yu
is the
representative of one of the Company’s largest
shareholders. The independent directors are Dr
Ralph Craven, the Company’s Non-Executive
Chair, and Ms Teresa Dyson, both Non-Executive
Directors however the Board believes that Mr
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106
explanation of why the board is of that
opinion; and
(c) the length of service of each director.
Addison is transitioning to the point where he may
be considered independent in the near future. It
has been more than 3 years since Mr Addison held
an executive role with the Company and more
than 12 months since he ceased to be a
substantial holder in the Company.
the
(b) Not applicable. While each of the directors
have received grants of options approved by
shareholders in the past, these have not had any
vesting
specific performance hurdles or
milestones attached other than an exercise price
well above the share price as at the date of the
independent
grant. Additionally, while
directors have received payments for services
rendered over and above their duties as non-
executive independent directors, these are not
performance based payments but payments for
actual exertion services provided on an arm’s
length basis and not of sufficient duration for the
to be
independence of
compromised. For example, services of this nature
were provided by the independent directors to
assist Genex’s small management team during
periods of significant workload and where
additional expertise was required in relation to
the Company’s Jemalong and Kidston Pumped
Storage Hydro Projects. The services are not of an
ongoing nature and ceased at the point the
Company reached financial close for its Kidston
Pumped Storage Hydro Project.
these directors
(c) The Directors were appointed to the Board as
follows:
Dr Ralph Craven – 29 May 2015
Mr Michael Addison – 15 July 2011
Mr Simon Kidston - 1 August 2013
Mr Ben Guo – 25 October 2013
Mr Yongqing Yu – 8 February 2016
Ms Teresa Dyson – 7 May 2018
Mr Kenichi Seshimo – 18 May 2021
The Company does not currently have a majority
of independent directors however the Board is of
the view that notwithstanding that it does not
currently comply with this recommendation it
2.4 A majority of the board of a listed entity should
be independent directors.
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107
nonetheless has the appropriate mix of skills and
experience for the Company’s present stage of
operations. The Company does however have a
majority of non-executive directors comprising 5
of the 7 directors.
2.5 The chair of the board of a listed entity should
be an independent director and, in particular,
should not be the same person as the CEO of the
entity.
The Company’s current Chair is Dr Ralph Craven
who is an independent director and is not engaged
in any executive role within the Company either as
CEO, Managing Director or equivalent.
2.6 A listed entity should have a program for
inducting new directors and for periodically
reviewing whether there is a need for existing
professional
directors
the skills and
development
knowledge needed to perform their role as
directors effectively.
to maintain
undertake
to
Pursuant to the Company’s Board Charter the
Board must implement an appropriate induction
and education process for new Board appointees
and Senior Executives to enable them to gain a
better understanding of:
•
•
•
•
Company’s
and
the
operational
position;
financial,
strategic,
risk management
the rights, duties and responsibilities of
the directors;
the roles and responsibilities of Senior
Executives; and
the role of Board committees.
PRINCIPLE 3:
INSTIL A CULTURE OF ACTING LAWFULLY,
ETHICALLY AND RESPONSIBLY
Recommendations
3.1 A listed entity should articulate and disclose its
values.
initiatives
Existing directors are required to participate in
development
from time to time
including in relation to workplace health and
safety.
A
INSTIL AND
CONTINUALLY REINFORCE A CULTURE ACROSS THE
ORGANISATION OF ACTING LAWFULLY, ETHICALLY
AND RESPONSIBLY.
SHOULD
ENTITY
LISTED
(a) The Company’s Corporate Governance Plan
includes the following policies and charters which
provide a framework for decisions and actions in
relation to ethical conduct in employment.
• Board Charter;
• Audit & Risk Management Committee
Charter;
• Code of Conduct – Obligations
to
Stakeholders;
• Code of Conduct – Directors and Key
Officers;
• Continuous Disclosure;
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108
• Remuneration Committee Charter;
• Securities Trading;
• Diversity; and
• Whistle-blower
.
(b) A copy of each policy including the codes of
conduct relating to Directors, Senior Executives
and employees is available on the Company’s
website.
(a) The Company has a “Code of Conduct for
Directors and Key Officers” which includes senior
executives and employees; and
(b) Any material breaches of this policy are
brought directly before the Board.
3.2 A listed entity should:
(a) have and disclose a code of conduct for its
directors, senior executives and employees;
and
(b) ensure that the board or a committee of the
board is informed of any material breaches of
that code.
3.3 A listed entity should:
(a) Have and disclose a whistle-blower
(a) The Company has a whistle-blower policy;
policy; and
and
(b) Ensure that the board or a committee of
the board is informed of any material
incidents reported under that policy.
(b) Any material breaches of this policy are
brought directly before the Board.
3.4 A listed entity should:
(a) Have and disclose an anti-bribery and
corruption policy; and
(b) Ensure that the board or a committee of
the board is informed of any material
breaches of that policy.
PRINCIPLE 4:
SAFEGUARD THE
REPORTS
Recommendations
INTEGRITY OF CORPORATE
(a) The Company has a policy titled “Code of
Conduct – the Company’s obligations to
Stakeholders” which operates as the
Company’s anti-bribery and corruption
policy; and
(b) Any material breaches of this policy are
brought directly before the Board.
A LISTED ENTITY SHOULD HAVE APPROPRIATE
PROCESSES TO VERIFY THE INTEGRITY OF ITS
CORPORATE REPORTS.
4.1 The board of a listed entity should:
(a) have an audit committee which:
(a) The Company has an Audit and Risk
Management Committee which:
(1) has at least three members, all of whom
are non-executive directors and a majority
of whom are independent directors; and
(2) is chaired by an independent director,
who is not the chair of the board,
and disclose:
(3) the charter of the committee;
(1) has 3 members being Ms Teresa Dyson, Dr
Ralph Craven and Mr Michael Addison. All of the
committee members are non-executive directors
and a majority of the committee being Ms Teresa
Dyson and Dr Ralph Craven are independent.
(2) is chaired by an independent director being Ms
Teresa Dyson who is not the chair of the board.
© GENEX 2021 - FY21 ANNUAL REPORT
109
(4) the relevant qualifications and experience
of the members of the committee; and
(5) in relation to each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; OR
(b) if it does not have an audit committee,
disclose that fact and the processes
it
independently verify and
employs that
safeguard the
its corporate
integrity of
reporting, including the processes for the
appointment and removal of the external
auditor and the rotation of the audit
engagement partner.
4.2 The board of a listed entity should, before it
approves the entity’s financial statements for a
financial period, receive from its CEO and CFO a
declaration that, in their opinion, the financial
records of the entity have been properly
maintained and that the financial statements
comply with
the appropriate accounting
standards and give a true and fair view of the
financial position and performance of the entity
and that the opinion has been formed on the
basis of a sound system of risk management and
internal control which is operating effectively.
4.3 A listed entity should disclose its process to
verify the integrity of any periodic corporate
report it releases to the market that is not
audited or reviewed by an external auditor.
PRINCIPLE 5:
MAKE TIMELY AND BALANCED DISCLOSURE
(3) A copy of the policy titled “Charter of the Audit
and Risk Management Committee of Genex Power
Limited” is available on the Company’s website.
(4) The relevant qualifications and experience of
the Committee members is available on the
Company’s website.
(5) The Committee met 4 times in the financial
year with all members present at the meeting.
(b) Not applicable.
The Board ensures and has received on each
occasion that it approves the Company’s statutory
accounts,
the appropriate declarations and
assurances including a declaration from the Chief
Financial Officer that the Company’s accounts
have been kept in accordance with section 295A
of the Corporations Act 2001 and received such
declarations in the financial year.
The Company ensures that a copy of every
announcement to the market is sent to every
Board member and senior executive for review
and comment prior to release to the ASX which
includes
the Company’s Appendix 4C and
associated commentary every quarter. The Board
is of the view that having each announcement
reviewed includes an appropriate and necessary
level of oversight of all statements made to the
market.
A LISTED ENTITY SHOULD MAKE TIMELY AND
BALANCED DISCLOSURE OF ALL MATTERS
CONCERNING IT THAT A REASONABLE PERSON
WOULD EXPECT TO HAVE A MATERIAL EFFECT ON
THE PRICE OR VALUE OF ITS SECURITIES.
Recommendations:
5.1 A listed entity should have and disclose a
written policy for complying with its continuous
disclosure obligations under listing rule 3.1.
The Company has a continuous disclosure
program/policy
in place designed to ensure
compliance with the ASX Listing Rules on
© GENEX 2021 - FY21 ANNUAL REPORT
110
disclosure
ensure
continuous
accountability at a senior executive level for
compliance and factual presentation of the
Company’s financial position.
and
to
5.2 A listed entity should ensure that its board
receives copies of all material market
announcements promptly after they have been
made.
5.3 A listed entity that gives a new and substantive
investor or analyst presentation should release
a copy of the presentation materials on the ASX
Market Announcements Platform ahead of the
presentation.
PRINCIPLE 6:
RESPECT THE RIGHTS OF SECURITY HOLDERS
Recommendations:
6.1 A listed entity should provide information about
itself and its governance to investors via its
website.
The Company Secretary ensures that a copy of all
market announcements is provided to the Board
either immediately before or immediately after
release to the ASX. This practice has been adopted
by the Company since its IPO in 2015.
As stated in the responses to 4.3 and 5.2, the
that a copy of every
Company ensures
announcement to the market is sent to every
Board member and senior executive for review
and comment prior to release to the ASX which
includes any new and substantive
investor
presentation.
The Company Secretary also
ensures that a copy of the investor presentation is
provided to the Board either immediately before
or immediately after release to the ASX.
A LISTED ENTITY SHOULD PROVIDE ITS SECURITY
HOLDERS WITH APPROPRIATE INFORMATION AND
FACILITIES TO ALLOW THEM TO EXERCISE THEIR
RIGHTS AS SECURITY HOLDERS EFFECTIVELY.
The Company’s Corporate Governance Plan
includes a shareholder communications strategy
which aims to ensure that shareholders are
informed of all major developments affecting the
Company’s state of affairs. This is contained
within the Company’s policies titled “Code of
Conduct – Obligations to Stakeholders” and
“Corporate Governance Policy – Continuous
Disclosure”. The policies are available on the
Company’s website.
6.2 A listed entity should have an investor relations
program that facilitates effective two-way
communication with investors.
The Company’s Corporate Governance Plan
includes a shareholder communications strategy
which is outlined in 6.1.
6.3 A listed entity should disclose how it facilitates
and encourages participation at meetings of
security holders.
The Company’s Corporate Governance Plan
includes a shareholder communications strategy
which is outlined in 6.1. The Company also
encourages
the
Company’s AGM either in person or virtually
during the current COVID-19 pandemic, and to ask
questions of the Board and the Auditor and/or to
submit questions in writing in advance.
shareholders
attend
to
© GENEX 2021 - FY21 ANNUAL REPORT
111
6.4 A listed entity should ensure that all substantive
resolutions at a meeting of security holders are
decided by a poll rather than by a show of
hands.
6.5 A listed entity should give security holders the
option to receive communications from, and
send communications to, the entity and its
security registry electronically.
PRINCIPLE 7:
RECOGNISE AND MANAGE RISK
Recommendations
7.1 The board of a listed entity should:
(a) have a committee or committees to oversee
risk, each of which:
(1) has at least three members, a majority of
whom are independent directors; and
(2) is chaired by an independent director,
and disclose:
(3) the charter of the committee;
(4) the members of the committee; and
(5) as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; OR
(b) if it does not have a risk committee or
committees that satisfy (a) above, disclose
that fact and the processes it employs for
overseeing the entity’s risk management
framework.
(a) review
the entity’s
7.2 The board or a committee of the board should:
risk management
framework at least annually to satisfy itself
that it continues to be sound and that the
entity is operating with due regard to the risk
appetite set by the board; and
implemented a policy of
The Company has
ensuring that all resolutions at an AGM or EGM
are decided by a poll.
The Company has such a practice already in place
for all shareholders.
A LISTED ENTITY SHOULD ESTABLISH A SOUND RISK
MANAGEMENT FRAMEWORK AND PERIODICALLY
REVIEW
THAT
FRAMEWORK
EFFECTIVENESS
THE
OF
(a) The Board in conjunction with the Audit and
Risk Management Committee determines the
Company’s “risk profile” and is responsible for
overseeing and approving risk management
strategy and policies, internal compliance and
internal control.
(1) has 3 members being Ms Teresa Dyson, Dr
Ralph Craven and Mr Michael Addison. All of the
committee members are non-executive and a
majority of the committee being Ms Teresa Dyson
and Dr Ralph Craven are independent.
(2) is chaired by an independent director being Ms
Teresa Dyson who is not the Chair of the Board.
(3) A copy of the policy titled “Charter of the Audit
and Risk Management Committee of Genex Power
Limited” is available on the Company’s website.
(4) The members of the committee are Ms Teresa
Dyson (Chair), Dr Ralph Craven (Member) and Mr
Michael Addison (member).
(5) The Committee met 4 times during the
reporting period with all members as constituted
at the time in attendance.
(b) Not applicable.
(a) The Company has established policies for the
oversight and management of material business
risks. The Audit and Risk Management Charter of
the Company is available on the Company’s
website. The responsibility for undertaking and
assessing risk management and internal control
effectiveness
in
conjunction with the Audit and Risk Committee.
is delegated to the Board
© GENEX 2021 - FY21 ANNUAL REPORT
112
(b) disclose, in relation to each reporting period,
whether such a review has taken place.
to
are
assess
The Board and Audit and Risk Management
Committee
risk
required
management and associated internal compliance
and control procedures and will be responsible for
is
ensuring the process for managing risks
and
integrated within business planning
management
risk
on
activities.
management are to be provided to the Board by
the Audit and Risk Management Committee at the
first Board meeting
to each
Committee meeting.
subsequent
Reports
(b) A formal review of the Company’s risk
management framework occurs at every Audit &
Risk Management Committee and Board meeting
with the Committee and Board reviewing and
prioritising the top risks faced by the Company as
advised by the Company’s risk management team
in conjunction with the Audit & Risk Management
Committee. A formal review and planning session
analysing and assessing the Company’s risk
register occurred a number of times through the
reporting period between the Audit & Risk
Management Committee and the management
executive team.
7.3 A listed entity should disclose:
(a) Not applicable.
(a) if it has an internal audit function, how the
function is structured and what role it
performs; OR
(b) if it does not have an internal audit function,
that fact and the processes it employs for
evaluating and continually improving the
effectiveness of
risk
management and internal control processes.
its governance,
(b) The Company does not have an internal
auditor with the Company having policies in place
to ensure a level of segregation particularly in
relation to processes and procedures around such
things as payment authorisations and limits of
authority. The Audit & Risk Committee regularly
assesses the need for an internal auditor and will
undertake such an appointment at an appropriate
time in conjunction with the Company’s external
auditor.
7.4 A listed entity should disclose whether it has any
material exposure to environmental or social
risks and, if it does, how it manages or intends
to manage those risks.
The Company is subject to a range of material
economic and environmental risks as a developer
and operator of a number of diverse renewable
energy projects in different jurisdictions within
Australia and emphasises the summary of non-
exclusive
the Company’s
Replacement Prospectus lodged with ASIC on 10
June 2015 and in the Company’s presentations
released periodically to the ASX. In relation to any
risks outlined
in
© GENEX 2021 - FY21 ANNUAL REPORT
113
potential, but as yet unknown, environmental risk,
the Company has an environmental assurance
bond with the Queensland Government for
$3,804,311 and is undertaking an Environmental
Evaluation Process
in conjunction with the
Queensland Department of Environment and
Science in relation to amending the terms of its
current Environmental Authority over the Kidston
site in Queensland.
A LISTED ENTITY SHOULD PAY DIRECTOR
REMUNERATION SUFFICIENT TO ATTRACT AND
RETAIN HIGH QUALITY DIRECTORS AND DESIGN ITS
EXECUTIVE REMUNERATION TO ATTRACT, RETAIN
AND MOTIVATE HIGH QUALITY SENIOR EXECUTIVES
AND TO ALIGN THEIR
INTERESTS WITH THE
CREATION OF VALUE FOR SECURITY HOLDERS AND
WITH THE ENTITY’S VALUES AND RISK APPETITE.
(a) The Board has established a separate
Remuneration Committee which:
(1) has 4 members being Dr Ralph Craven, Ms
Teresa Dyson, Mr Michel Addison and Mr Simon
Kidston. 2 members of the committee being Dr
Ralph Craven and Ms Teresa Dyson are
independent.
(2) the Committee is chaired by an independent
director being Dr Ralph Craven.
(3) A copy of the Remuneration Committee
Charter is available on the Company’s website.
(4) The members of the committee are Dr Ralph
Craven, Ms Teresa Dyson, Mr Michael Addison
and Mr Simon Kidston.
(5) The Committee met three times in the financial
year with all members being present at each
meeting of the Committee they were entitled to
attend.
(b) Not applicable.
The Committee distinguishes the structure of non-
executive directors' remuneration from that of
executive directors and senior executives. The
Company’s Constitution and the Corporations Act
also provides that the remuneration of non-
executive Directors will not be more than the
aggregate fixed sum determined by a general
PRINCIPLE 8:
REMUNERATE FAIRLY AND RESPONSIBLY
Recommendations
8.1 The board of a listed entity should:
(a) have a remuneration committee which:
(1) has at least three members, a majority of
whom are independent directors; and
(2) is chaired by an independent director,
and disclose:
(3) the charter of the committee;
(4) the members of the committee; and
(5) as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; OR
it does not have a
remuneration
committee, disclose that fact and the
processes it employs for setting the level and
composition of remuneration for directors
and senior executives and ensuring that such
remuneration
is appropriate and not
excessive.
(b) if
and
8.2 A listed entity should separately disclose its
policies
the
practices
remuneration of non-executive directors and
the remuneration of executive directors and
other senior executives.
regarding
© GENEX 2021 - FY21 ANNUAL REPORT
114
8.3 A listed entity which has an equity-based
remuneration scheme should:
(a) have a policy on whether participants are
permitted
transactions
(whether through the use of derivatives or
otherwise) which limit the economic risk of
participating in the scheme; and
to enter
into
(b) disclose that policy or a summary of it.
meeting. The Board is responsible for determining
the remuneration of the executive directors
(without
the affected
director).
the participation of
(a) A summary of the Company’s policy on
prohibiting transactions in associated products
which operate to limit the risk of participating in
unvested entitlements under any equity based
remuneration scheme is contained within the
Remuneration Committee Charter.
(3) of
the Company’s
(b) Paragraph 6.2
Remuneration Committee Charter states:
“…The Committee must ensure that, where
applicable, any payments of equity-based
remuneration are made in accordance with the
thresholds
Company’s constitution and any
approved by
shareholders.
the Company’s
Committee members must be aware at all times of
the limitations of equity-based remuneration. The
terms of such schemes should clearly prohibit
entering into transactions or arrangements which
limit the economic risk of participating in unvested
entitlements under these schemes. The exercise of
any entitlements under these schemes should be
timed to coincide with any trading windows under
the Company’s securities trading policy…”
PRINCIPLE 9:
Recommendations:
9.1 A listed entity with a director who does not
speak the language in which board or security
holder meetings are held or key corporate
documents are written should disclose the
process it has in place to ensure the director
understands and can contribute
the
discussions at those meetings and understands
and can discharge their obligations in relation to
those documents.
to
Mr Yongqing Yu, a non-executive director based in
China and the representative of one of the
Company’s largest shareholders, Asia Ecoenergy
Development Limited, does not speak English. Mr
Yu has an appointed representative who is a
senior executive of that entity, who is able to
including relevant
interpret communications
Board material with Mr Yu.
© GENEX 2021 - FY21 ANNUAL REPORT
115
10. ADDITIONAL SECURITIES EXCHANGE INFORMATION
The following information is provided pursuant to Listing Rule 4.10 and is current as at 26 July 2021 (unless
otherwise stated):
Voting Rights
Shareholder voting rights are specified in clause 10.14 of the Company's Constitution lodged with the ASX
on 6 July 2015. Option holders do not have the right to vote at a general meeting of shareholders until such
time as the options have been converted into ordinary shares in the Company.
Total number of shareholders
Total number of Option holders
6,830
10
THE NAMES OF SUBSTANTIAL SHAREHOLDERS AND THE NUMBER OF
SHARES TO WHICH EACH SUBSTANTIAL SHAREHOLDER AND THEIR
ASSOCIATES HAVE A RELEVANT INTEREST, AS DISCLOSED IN
SUBSTANTIAL SHAREHOLDER NOTICES GIVEN TO THE COMPANY IS AS
FOLLOWS.
SUBSTANTIAL SHAREHOLDERS
TOTAL UNITS
DATE OF NOTICE
Mitsubishi UJF Financial Group, Inc.
First Sentier Investors Holdings Pty Limited and its related bodies corporate
Commonwealth Bank of Australia and its related bodies corporate
Paradice Investment Management Pty Ltd
Electric Power Development Co, Ltd, JPGA Partners Pty Ltd and JP Generation
Australia Pty Ltd
69,309,202
69,309,202
68,916,309
95,896,852
106,990,005
4 JUNE 2021
3 JUNE 2021
2 JUNE 2021
20 MAY 2021
19 MAY 2021
There are 569 shareholders with an unmarketable parcel of shares being a holding of less than 2,222 shares
each for a combined total of 814,901 shares. This is based on a closing price of $0.225 per share as at 26 July
2021 and represents 0.07617% of the shares on issue on that day.
Distribution of Shareholders
HOLDINGS RANGES
HOLDERS
TOTAL UNITS
PERCENTAGE %
1-1,000
1,001-5,000
5,001-10,000
10,001-100,000
© GENEX 2021 - FY21 ANNUAL REPORT
156
1,714
939
3,060
19,650
5,553,895
7,460,199
125,598,343
0.000
0.520
0.700
11.740
116
100,001 and over
Total
961
6,830
931,267,958
1,069,900,045
87.040
100.00
Top 20 Shareholders
CITICORP NOMINEES PTY LIMITED
JPGA PARTNERS PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
NATIONAL NOMINEES LIMITED
ASIA ECOENERGY DEVELOPMENT LIMITED
Total Units
Percentage %
127,107,834
106,990,005
89,864,784
68,167,240
37,322,242
35,678,750
CBC CO PTY LTD & FERONIELLA PTY LTD
35,000,002
BNP PARIBAS NOMS PTY LTD
DANAWA (INV) PTY LTD
DOWNING DOMAIN INVESTMENTS PTY LTD
KFT CAPITAL PTY LIMITED
BOND STREET CUSTODIANS LIMITED
HORRIE PTY LTD
SPLENDID STUFF PTY LTD
BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD
AUSTRALIAN GO FUTURES PTY LTD
BNP PARIBAS NOMINEES PTY LTD SIX SIS LTD
MRS JILLIAN MARIA NOEL TAYLOR
CS FOURTH NOMINEES PTY LIMITED
29,168,934
24,650,000
17,377,982
15,350,000
14,203,569
9,000,000
7,046,599
5,284,761
5,000,003
4,785,881
3,744,194
3,659,735
BNP PARIBAS NOMINEES PTY LTD
Top 20 Shareholders
Total Issued Capital
3,574,732
642,977,247
1,069,900,045
11.880%
10.000%
8.399%
6.371%
3.488%
3.334%
3.271%
2.726%
2.304%
1.624%
1.435%
1.328%
0.841%
0.659%
0.494%
0.467%
0.447%
0.350%
0.342%
0.334%
60.097%
100.00
© GENEX 2021 - FY21 ANNUAL REPORT
117
Distribution of Option holders – Exercisable at $0.25 expiring 2 September 2021
Holders
Holdings Ranges
Total Units
Percentage %
1-1,000
1,001-5,000
5,001-10,000
10,001-100,000
100,001 and over
Total
0
0
0
0
1
1
0
0
0
0
2,400,000
2,400,000
0.00
0.00
0.00
0.00
100.00
100.00
Option holders with more than 20% of the Class of Option:
JAMES WILLIAM HARDING
2,400,000
100.00
DISTRIBUTION OF OPTION HOLDERS – EXERCISABLE AT $0.34 EXPIRING 17 JANUARY 2022
Holdings Ranges
1-1,000
1,001-5,000
5,001-10,000
10,001-100,000
100,001 and over
Total
Option holders with more than 20% of the Class of Option:
RIVONIA PTY LIMITED
KFT CAPITAL PTY LIMITED
LIGUO CAPITAL PTY LIMITED
Holders
Total Units
Percentage %
0
0
0
0
5
5
0
0
0
0
15,500,000
15,500,000
4,000,000
4,000,000
4,000,000
0.00
0.00
0.00
0.00
100.00
100.00
25.806
25.806
25.806
DISTRIBUTION OF OPTION HOLDERS – EXERCISABLE AT $0.40 EXPIRING 13 FEBRUARY 2023
Holdings Ranges
Holders
Total Units
Percentage %
1-1,000
0
0
0.00
© GENEX 2021 - FY21 ANNUAL REPORT
118
1,001-5,000
5,001-10,000
10,001-100,000
100,001 and over
Total
Option holders with more than 20% of the Class of Option:
JAMES WILLIAM HARDING
CRAIG ARTHUR FRANCIS
0
0
0
3
3
0
0
0
4,850,000
4,850,000
2,600,000
2,000,000
0.00
0.00
0.00
100.00
100.00
53.608
41.237
DISTRIBUTION OF OPTION HOLDERS – EXERCISABLE AT $0.34 EXPIRING 10 SEPTEMBER 2024
Holdings Ranges
Holders
Total Units
Percentage %
1-1,000
1,001-5,000
5,001-10,000
10,001-100,000
100,001 and over
Total
Option holders with more than 20% of the Class of Option:
ESCR INVESTMENTS PTY LTD
LIGUO CAPITAL PTY LIMITED
DANAWA (INV) PTY LTD
There are no shares or options subject to escrow.
There is no current on-market buy-back.
0
0
0
0
6
6
0
0
0
0
14,500,000
14,500,000
0.00
0.00
0.00
0.00
100.00
100.00
4,000,000
3,000,000
3,000,000
27.586%
20.690%
20.690%
© GENEX 2021 - FY21 ANNUAL REPORT
119
11. CORPORATE DIRECTORY
DIRECTORS
Dr Ralph Craven
Mr Simon Kidston
Mr Ben Guo
Mr Michael Addison
Ms Teresa Dyson
Mr Kenichi Seshimo
Mr Yongqing Yu
COMPANY SECRETARY
Mr Justin Clyne
Non-Executive Chairman
Executive Director
Finance Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
info@genexpower.com.au
REGISTERED OFFICE & PRINCIPAL PLACE OF BUSINESS
Suite 6.02, Level 6
28 O’Connell Street
Sydney NSW 2000
Telephone: +61 2 9048 8850
Email:
WEBSITE
www.genexpower.com.au
ASX CODE
GNX
AUDITORS
Ernst & Young
200 George Street
Sydney NSW 2000
Telephone: +61 2 9248 4283
Website: www.ey.com/au/en/home
SHARE REGISTRY
Boardroom Pty Limited
Level 12
225 George Street
Sydney NSW 2000
Telephone: +61 2 9290 9600
+61 2 9279 0664
Facsimile:
www.boardroomlimited.com.au
Website:
© GENEX 2021 - FY21 ANNUAL REPORT
120