CONTENTS
1. Corporate Directory ......................................................................................................................... 2
2. CEO Operations Report .................................................................................................................... 3
3. Directors Report ............................................................................................................................... 9
4. Auditor’s Independence Declaration ............................................................................................. 27
5.
6.
7.
8.
Statement Of Profit Or Loss And Other Comprehensive Income .................................................. 28
Statement Of Financial Position .................................................................................................... 29
Statement Of Changes In Equity .................................................................................................... 30
Statement Of Cash Flow ................................................................................................................ 32
9. Notes To The Financial Statement ................................................................................................. 33
10. Directors’ Declaration .................................................................................................................... 81
11. Independent Auditor's Report To The Members Of Global Health Limited .................................. 82
12. Shareholder Information ................................................................................................................ 86
1 | P a g e
A n n u a l R e p o r t
1. CORPORATE DIRECTORY
DIRECTORS
Steven Leigh Pynt - Non-Executive Chairman
Mathew Cherian - Chief Executive Officer and Managing Director
Grant Smith - Non-Executive Director
Robert Knowles AO - Non-Executive Director
COMPANY SECRETARY
Sam Butcher
REGISTERED OFFICE
Level 2, 607 Bourke Street
Melbourne, Victoria 3000
Australia
Ph: +61 3 9675 0600
PRINCIPAL PLACE OF BUSINESS
Level 2, 607 Bourke Street
Melbourne, Victoria 3000
Australia
Ph: +61 3 9675 0600
SHARE REGISTER
Link Market Services Limited
Tower 4, 727 Collins Street
Melbourne Victoria 3008
Australia
Ph: 1300 554 474
AUDITOR
Grant Thornton Audit Pty Ltd
Collins Square
727 Collins Street, Tower 5
Melbourne Victoria 3008
STOCK EXCHANGE LISTING
Global Health Limited shares are listed on the Australian Securities Exchange (ASX code: GLH)
WEBSITE
http://www.global-health.com
2 | P a g e
A n n u a l R e p o r t
2. CEO OPERATIONS REPORT
Financial turnaround
• 35% improvement in EBITDA from ($934,818) to ($610,227)
• 30% improvement in Net Profit from ($1,860,399) to ($1,296,793)
• Debt reduced by $520K to $1.165M
• 48% reduction in R&D as new SaaS platforms achieve MVP (Minimum Viable Product) status
Positive market feedback for new Connected Health Record (CHR) SaaS platforms
• New CHR SaaS platforms achieve Annualised Recurring Revenue (ARR) in excess of $280K
• Total ARR (On-Premises + SaaS) now over $4M p.a.
High demand for MasterCare EMR for Mental Health Case Management
• Over 1000 new MasterCare EMR end-users
Forecast return to profitability in FY19/20
2.1
FINANCIAL PERFORMANCE
7,000,000
6,000,000
5,000,000
4,000,000
3,000,000
2,000,000
1,000,000
-
(1,000,000)
(2,000,000)
(3,000,000)
2018
2019
Revenue
5,174,508
5,524,778
Expenses
6,109,326
6,135,005
EBITDA
(934,818)
(610,227)
NPAT
(1,860,399)
(1,296,793)
The Company had a strong second half-year with revenue up 36% on the first six months (to Dec-18)
and up 13% on the prior year second-half. Over the full 12 months to Jun-19, revenue was up 7%
(+$350K) on the prior year. Annual operating expenses remained constant resulting in in a 35%
($324K) EBITDA improvement from the prior year.
Net Profit After Tax improved by 30% or $563K from ($1,860K) to ($1,297K) for the full year.
3 | P a g e
A n n u a l R e p o r t
2.2
FINANCIAL POSITION
The Company generated an operating cash surplus of $343K over the reporting period which was a
$590K improvement on the prior year (2018: operating cash deficit of $246K). Net investing cashflow
reduced by almost $1.2M from the prior year to a net cash outflow of approximately $170K.
Overall, cash + equivalents reduced by $354K primarily due to repayment of approximately $520K of
borrowings.
Net operating cashflow
Net investing cashflow
Net Financing cashflow
Net decrease in cash and equivalents
2018
($245,765)
($1,357,521)
$217,410
($1,385,876)
2019
$343,232
($169,975)
($526,803)
($353,546)
Change
+$589,997
+$1,187,546
-$744,213
+$1,032,330
A significant change on the balance sheet is the recording of “Contract Liabilities” in accordance with
the new AASB-15 accounting standard. Contract Liabilities is the value of contracted subscriptions
paid with a subscription period that includes future months.
As the Company transitions to a SaaS business model, the value of pre-paid subscriptions will trend
down with reduced Accounts Receivable totals and tighter cashflow.
Committed Contracts
2018
$2,113,409
2019
$1,829,128
Decreased Liability
$284,281
Prior to the Dec-18 half-year audit, R&D grants were recognised as “Other Income” within the Profit
& Loss statement.
This was reassessed in the current reporting period such that R&D grants were recorded in the
Balance Sheet against the capitalised intangible software asset. The net impact of this was a
reduction in Intangible Assets of approximately $2.2 million being the cumulative effect relating to
over 6 years of R&D grants recognised in the P&L in prior periods.
2.3
INVESTMENTS IN INNOVATIONS (R&D)
Continuous innovation is crucial in the technology business.
The Company’s R&D roadmap comprises four SaaS platforms that are collectively referred to as
“Connected Health Records” (CHR).
The goal of CHR is to deliver improved productivity and efficiency for healthcare organisations,
streamlining the patient’s journey through the healthcare system, and improving patient outcomes
through more collaboration and connectivity between patients and their care teams.
Over the last 18 months, our new SaaS platforms have gradually been market tested with selected
early adopters and achieved minimum commercial viability.
4 | P a g e
A n n u a l R e p o r t
Over the last six years, the Company has invested over $7.6M generated from normal operations
rather than new equity raisings, to develop the CHR suite of SaaS platforms.
2014
2015
2016
2017
2018
2019
6Y Total
1,100,460 1,156,469 1,457,457 1,154,170 1,848,829
959,880 7,677,265
Gross Investment in
Intangibles Assets
Over the reporting period, R&D investments reduced by approximately $889K to $960K which was
48% less than the prior year.
As a percentage of revenue, this represents approximately 17% of revenue which is significantly
lower than in the prior year when R&D expenditure was $1,849K or 36% of the prior year revenue.
5% per month increase in Lifecard SaaS consumer accounts
Through the reporting period, our focus within the CHR portfolio was on the Lifecard Personal Health
Record (www.lifecard.com) for consumers with the initial deployment of Patient Portals
(https://www.lifecard.com/patient-portal) to selected hospital customers and larger mental health
service providers.
In April the Company announced a new partnership with Diabetes Victoria which provides diabetes
education and monitoring of diabetes-specific observations and measures to a potential market of
over 300,000 Victorians living with diabetes.
One in four Australian adults over the age of 25 years either have diabetes or have impaired glucose
metabolism. With no cure, an app such as Lifecard can significantly assist with managing and
maintaining a healthy lifestyle, and the management of diabetes to avoid developing additional
complications.
Digital marketing activities were undertaken over the year for smaller healthcare organisations and
solo practitioners to engage online with their customers using the Company’s HotHealth patient
engagement platform (www.hothealth.com) within our CHR SaaS portfolio.
The key focus in this early stage for our Consumer platforms is to continue to shape the solution and
maximise product/market fit. For the next 15-18 months to Dec-20, this focus will continue to ensure
good market adoption and high satisfaction levels before scaling sales and marketing.
12% per month increase in ReferralNet Secure Messaging SaaS volumes
In the connectivity & collaboration segment, the volume of documents exchanged between our
ReferralNet Secure Message Delivery (SMD) platform and Telstra Health’s Argus SMD platform grew
in excess of 12% per month.
5 | P a g e
A n n u a l R e p o r t
The Company is close to finalising interoperability with the other major SMD platform in Australia
with the goal of providing our customers a connectivity network to the majority of the Australian
healthcare provider community.
As interchange and interoperability is achieved the goal is to increase the volume of documents
exchanged between healthcare providers to improve patient outcomes and business productivity.
The steady increase in message volume has resulted in a steady increase in monthly subscription
fees through the reporting period.
Delayed release of MasterCare+ SaaS platform for Allied Health Providers
In April, the Company announced an agreement with the Adelaide and Country South Australia
Primary Health Networks (PHN) whereby any Allied Health Provider(AHP) in South Australia can
enjoy 6 months free use of the MasterCare+ package for Allied Health including the ability to
contribute to the national health data collection infrastructure known as “My Health Record”
(https://www.mastercare.net.au/mastercare-plus/allied-health).
This required the re-prioritisation and inclusion of new features within MasterCare+ to support the
My Health Record functionality and consequently a nine-month delay of the MasterCare+ for AHP
market release. The enhanced release is now expected in September with subscription revenue
commencing 6 months later.
Over the reporting period, MasterCare+ subscription revenue was restricted to Referral
Management (https://www.mastercare.net.au/mastercare-plus/referralmanagement) and Secure
Messaging functionality (https://www.mastercare.net.au/mastercare-plus/secure-messaging).
Revenue doubles for new Connected Health Record SaaS platforms
It is pleasing to note in these early days, that the Company’s portfolio of Connected Health Record
(CHR) SaaS platforms has more than doubled over the reporting period to over $280K p.a. as at June
2019.
The early potential of our SaaS portfolio for Connected Health Records is additional to our core
business revenue sourced from the licensing of our non-SaaS apps across the healthcare industry
particularly the MasterCare EMR application that supports a variety of Mental Health services across
Australia.
1000 new MasterCare EMR end-user across Mental Health, Alcohol and Other Drug Services
Last year the World Health Organization declared mental health to be one of the greatest areas of ill
health and disability worldwide, affecting at least 450 million people at any given time. In Australia
Mental Health is recognised as a significant issue socially and economically as both Commonwealth
and State Governments struggle to meet the demand for appropriate care. This will continue to be
the major growth market for Global Health.
6 | P a g e
A n n u a l R e p o r t
MasterCare EMR continued its market-leadership in supporting the multi-disciplinary clinical and
allied health teams that look after people with Mental Health conditions. MasterCare’s support for
the seamless collection of data required by the many and varied State and Commonwealth funding
programs has been key to the growth in customers over the reporting period.
In September, Windana Drug & Alcohol service, a not for profit organisation offering residential and
community-based services to more than 2,000 customers annually, went live with MasterCare EMR
Windana is a leading Melbourne-based drug and alcohol treatment centre specialising in holistic,
customer-focused recovery services programs.
In October, MasterCare EMR was successfully deployed at Bass Coast Health Community Services -
the major public healthcare provider in South Gippsland, Victoria that provide a wide range of allied
health, clinical nurse assessment and treatment services to customers within the Gippsland South
Coast.
In January, Justice Health Victoria successfully deployed MasterCare EMR to support the clinical
workflow of the mental health services, primary care, alcohol and drug services for persons in justice
centres in Malmsbury, Parkville and other community outlets around Melbourne across the Youth
Justice sector. Justice Health is a business unit of the Department of Justice & Community Safety
responsible for the delivery of health services for persons in the Youth Justice Custodial and adult
Correctional space in Victoria
In early March, the prestigious and internationally recognised Black Dog Institute in Sydney selected
MasterCare EMR to support their Mental Health services. The Black Dog Institute in Sydney is a
world-renowned research centre, where the collection and analysis of data is essential with multiple
research projects being conducted at any given time. Among its other services, the Institute
conducts various educational programs and diagnoses, supports and treats patients and is a strong
advocate for the mental health sector.
This was followed by Monash Health, Victoria’s largest public health service that selected
MasterCare EMR for deployment across their Mental Health, Drug and Alcohol community Services.
In June, Sunraysia Community Health Service in North-West Victoria, went live with MasterCare EMR
to support their Community Health Program, Commonwealth Home Support Program, Home and
Community Care Program for Younger People, Alcohol and Other Drug programs, National Disability
Insurance Scheme, Primary Health Networks and more.
Retirement of Practice2000 (P2K) Practice Management System
As the Company modernises the technology for our customers, out-dated systems need to be
retired.
In December 2018, the Company ceased support and maintenance of the P2K Practice Management
System due to the aged and unsupported 20-year-old technology from Microsoft. The retirement
7 | P a g e
A n n u a l R e p o r t
was relayed to our customers over 2 years ago and resulted in a reduction of approximately $400K in
Annual Recurring Revenue (ARR) over the last 24 months.
The replacement product, PrimaryClinic Practice (https://www.primaryclinic.com.au/practice-
management-software) was released 12 months ago together with a fully featured clinical module
(https://www.primaryclinic.com.au/medical-software). The PrimaryClinic software is integrated to
the Company’s CHR Consumer (Lifecard, HotHealth) and Connectivity (ReferralNet) platforms and is
targeted at the Australian General Practice, Specialist and Allied Health private market.
2.4
FORWARD OUTLOOK
Demand for disruption in healthcare is strong in all markets.
The cost of healthcare services has created enormous pressure on healthcare providers and
consumers. Global Health’s consumer platforms enable individuals to become actively involved with
their own healthcare management. We see this as an area of significant growth as the “age of
chronic disease” impacts on the delivery of healthcare services. The Company’s involvement with
Diabetes Victoria is a good example this. During the next year we expect this consumer involvement
in the management of their own healthcare and chronic conditions to increase significantly.
Our website: https://www.global-health.com/ sets out the comprehensive range of innovative
healthcare platforms we provide across the various segments of the healthcare sector.
Subject to market and general external factors, the Company is forecasting a return to profitability
this financial year ending 30 June 2020.
8 | P a g e
A n n u a l R e p o r t
3. DIRECTORS REPORT
The directors present their report, together with the financial statements, on the consolidated entity
(referred to hereafter as the 'consolidated entity') consisting of Global Health Limited (referred to
hereafter as the 'company' or 'parent entity') and the entities it controlled at the end of, or during,
the year ended 30 June 2019.
DIRECTORS
The following persons were directors of Global Health Limited during the whole of the financial year
and up to the date of this report, unless otherwise stated:
Steven Leigh Pynt - Non-Executive Chairman
Mathew Cherian - Chief Executive Officer and Managing Director
Grant Smith - Non-Executive Director
Robert Knowles AO - Non-Executive Director
Pattie Anne Beerens - Non-Executive Director (resigned 22 November 2018)
PRINCIPAL ACTIVITIES
During the financial year the principal continuing activities of the consolidated entity consisted of:
• the development, sales and support of application software for the healthcare sector; and
• the development of systems integration software that enables data to be securely exchanged
between multiple, disparate applications within an enterprise and across the healthcare value
chain.
DIVIDENDS
There were no dividends paid, recommended or declared during the current or previous financial
year.
REVIEW OF OPERATIONS
The loss for the consolidated entity after providing for income tax amounted to $1,296,793 (30 June
2018: $1,860,399 as restated).
Commentary regarding the consolidated entity's operations for the financial year is contained in the
"CEO Operations Report" preceding this Directors' Report.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
There were no significant changes in the state of affairs of the consolidated entity during the
financial year.
9 | P a g e
A n n u a l R e p o r t
MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR
No matter or circumstance has arisen since 30 June 2019 that has significantly affected, or may
significantly affect the consolidated entity's operations, the results of those operations, or the
consolidated entity's state of affairs in future financial years.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS
The consolidated entity will continue to pursue its policy of increasing the profitability and market
share of its major business sectors during the next financial year.
ENVIRONMENTAL REGULATION
As the operations of the consolidated entity are limited to computer software development and
support and professional consulting services, the consolidated entity has minimal involvement in and
exposure to environmental risks and issues. The consolidated entity is not required to comply with
any specific significant environmental regulation under Australian Commonwealth or State law.
INFORMATION ON DIRECTORS
Name:
Title:
Steven Leigh Pynt
Independent Non-Executive Chairman
Qualifications:
LLB, BBus, MBA, MTax
Experience and expertise:
Other current
directorships:
Former directorships (last
3 years):
Special responsibilities:
He is a Director of the Perth legal firm, MP Commercial
Lawyers, and his main area of practice is in commercial law
including corporations’ law, franchising and contracts. He
was formerly a member of the Racing Penalties Appeals
Tribunal and Chairman of the Commercial Tribunal of WA.
Ephraim Resources Limited (under Administration)
Gondwana Resources Limited
Richfield International Limited
Chairman of the Board
Member of Audit Committee
Interests in shares:
257,408
Interests in options:
200,000
10 | P a g e
A n n u a l R e p o r t
Name:
Title:
Mathew Cherian
Chief Executive Officer
Qualifications:
BBus (IS/IT), MACS, MAICD
Experience and expertise:
Mr Cherian has been in the information technology industry
since 1981. In 1985 he established Working Systems Pty Ltd
in Perth, Western Australia. Mr Cherian was appointed CEO
of Working Systems Solutions Limited in January 2002, to re-
focus the Group as a software product developer for the
Healthcare sector. The initial phase culminated with the re-
branding of the Company as Global Health Limited in
December 2007. Mr Cherian plays an active role in product
strategy and the development of overseas markets for the
Company.
Other current
directorships:
Former directorships (last
3 years):
None
None
Special responsibilities:
Managing Director
Interests in shares:
18,619,370
Interests in options:
Nil
11 | P a g e
A n n u a l R e p o r t
Name:
Title:
Grant Smith
Independent Non-Executive Director
Qualifications:
BComm, AAIM, ASIA
Experience and expertise:
Mr Smith has worked in insurance, superannuation,
investment and funds management for over 40 years. He
started with National Mutual (now AMP) in the investments
division and was responsible for the establishment of the
fund’s management business for National Mutual.
In 1984 he established an independent funds management
group and floated Hospitals of Australia - the first healthcare
investment fund in Australia. Hospitals of Australia owned
and operated a number of hospitals throughout Australia.
Mr Smith was intimately involved in the building of a
number of hospitals including Strathfield private, Southern
Highlands Private Hospital, Port Macquarie Hospital and the
refurbishment of a number of other healthcare facilities.
Hospitals of Australia was ultimately acquired by Mayne
Nickless Limited. In the past 15 years Mr Smith developed
and built the Medical Centre and opened the first digital
(paperless) private surgical hospital in Australia. He is
currently involved in developing new hospitals in
Melbourne. Mr Smith is also involved in utilising digital
technology to generate increased productivity and
efficiencies for the healthcare sector.
Other current
directorships:
Former directorships (last
3 years):
None
None
Special responsibilities:
Chairman of the Audit Committee
Interests in shares:
300,000
Interests in options:
100,000
12 | P a g e
A n n u a l R e p o r t
Name:
Title:
Robert Knowles AO
Independent Non-Executive Director
Qualifications:
MAICD
Experience and expertise:
Mr Knowles is a farmer and company director. He is a
director of the Silver Chain Group of Companies, IPG Pty Ltd,
Drinkwise Australia Ltd and Beyond Blue Ltd.
He is Chair of the Royal Children’s Hospital. Mr Knowles was
Victorian Minister for Health from 1996 until 1999 and a
member of the Victorian Legislative Council from 1976 to
1999. He has also served as Chairman of Food Standards
Australia and New Zealand, as a Commissioner with the
National Mental Health Commission, and as an Aged Care
Complaints Commissioner
Other current
directorships:
Former directorships (last
3 years):
None
None
Special responsibilities:
None
Interests in shares:
20,000
Interests in options:
100,000
13 | P a g e
A n n u a l R e p o r t
Name:
Title:
Pattie Anne Beerens (resigned 22 November 2018)
Independent Non-Executive Director
Qualifications:
LLB, Bcom, GAICD
Experience and expertise:
Pattie Beerens has worked in the health care sector for over
20 years and as the CEO of two health sector industry
associations for over 12 years. Ms Beerens’ early career was
as a commercial solicitor and then as Company Secretary
and General Manager for McEwans Limited in 1991.
Ms Beerens established and launched Australia’s first health
only pharmacy franchise in 1998 for Faulding Limited and, as
General Manager for Mayne Group Limited, took the lead on
pharmacy systems and government relations. In 2005, as
Executive Director of the National Pharmaceutical Services
Association, Ms Beerens led the establishment of the
Community Service Obligation (a Federal Government
initiative), which recognised the importance of timely
patient access, to medicines across Australia. The CSO
commenced in 2005 and continues today to support access
to medicines in rural Australia.
Ms Beerens has an ongoing role as CEO of the Australian
Diagnostic Imaging Association.
Other current
directorships:
Former directorships (last
3 years):
None
None
Special responsibilities:
None
Interests in shares:
N/A - not a director at date of this report
'Other current directorships' quoted above are current directorships for listed entities only and
excludes directorships of all other types of entities, unless otherwise stated.
'Former directorships (last 3 years)' quoted above are directorships held in the last 3 years for listed
entities only and excludes directorships of all other types of entities, unless otherwise stated.
14 | P a g e
A n n u a l R e p o r t
COMPANY SECRETARY
Mr Sam Butcher
Sam Butcher [LLB(Hons), BEc] was appointed as company secretary with effect from 21 June 2018.
Mr Butcher was previously company secretary of BHP Billiton Limited, Zinifex Limited and Bonlac
Foods Limited.
MEETINGS OF DIRECTORS
The number of meetings of the company's Board of Directors ('the Board') held during the year
ended 30 June 2019, and the number of meetings attended by each director were:
Full Board
Audit and Risk Committee
Attended
Held
Attended
Held
Steven L. Pynt
Mathew Cherian
Grant Smith
Robert Knowles
Pattie Anne Beerens
6
6
6
5
1
6
6
6
6
1
4
-
4
-
-
4
-
4
-
-
Held: represents the number of meetings held during the time the director held office.
REMUNERATION REPORT (AUDITED)
The remuneration report details the key management personnel remuneration arrangements for the
consolidated entity, in accordance with the requirements of the Corporations Act 2001 and its
Regulations.
Key management personnel are those persons having authority and responsibility for planning,
directing and controlling the activities of the entity, directly or indirectly, including all directors.
The remuneration report is set out under the following main headings:
• Principles used to determine the nature and amount of remuneration
• Details of remuneration
• Service agreements
• Share-based compensation
• Additional information
• Additional disclosures relating to key management personnel
15 | P a g e
A n n u a l R e p o r t
PRINCIPLES USED TO DETERMINE THE NATURE AND AMOUNT OF REMUNERATION
Remuneration of Directors and key management personnel of the consolidated entity is established
by the Board. Remuneration is determined as part of an annual performance review, having regard
to market factors and a performance evaluation process. The remuneration framework is designed
to align executive reward with achievement of strategic objectives and the creation of value for
shareholders, and conforms to market best practice for delivery of reward. For Directors and
executives, remuneration packages generally comprise salary and superannuation. Executives are
also provided with longer-term incentives through the employee share and share option schemes,
which act to align the executive’s actions with the interests of the shareholders. Non-Executive
Directors are not entitled to performance-based bonuses.
The Board meets annually to review its own performance. The Chairman also holds individual
discussions with each Director to discuss their performance. The Non-executive Directors are
responsible for evaluating the performance of the Chief Executive Officer, who in turn evaluates the
performance of all other senior executives.
In accordance with best practice corporate governance, the structure of non-executive director and
executive director remuneration is separate.
PERFORMANCE BASED REMUNERATION
Performance based remuneration is evaluated based on specific criteria, including the Group’s
business performance and achievement of turnover and Net Profit After Tax (NPAT) targets, whether
long-term strategic objectives are being achieved and the achievement of individual performance
objectives.
NON-EXECUTIVE DIRECTORS' REMUNERATION
Fees and payments to Non-Executive Directors reflect the demands which are made on, and the
responsibilities of, the Directors. Non-executive Directors’ fees and payments are reviewed annually
by the Board to ensure all payments are appropriate and in line with the market.
The Chairman’s fees are determined independently to the fees of Non-Executive Directors based on
comparative roles in similar sized companies and sectors in the external market. The Chairman is not
present at any discussions relating to determination of his own remuneration.
There were no remuneration consultants used during the year.
ASX listing rules require the aggregate non-executive directors' remuneration be determined
periodically by a general meeting. The most recent determination was at the Annual General
Meeting held on 24 November 2009, where the shareholders approved a maximum annual
aggregate remuneration of $350,000. This amount may be divided among Non-Executive Directors in
the manner determined by the Board from time to time.
16 | P a g e
A n n u a l R e p o r t
EXECUTIVE DIRECTORS' REMUNERATION
The Executive Directors’ salary and conditions are determined by the Board of Directors and
reviewed at the expiry of each contract period.
EXECUTIVE REMUNERATION
Executives are offered a competitive base pay that comprises the fixed component of pay and
rewards. Base pay for senior executives is reviewed annually to ensure the executive’s pay is
competitive with the market. There are no guaranteed base pay increases included in any senior
executive’s contract.
CONSOLIDATED ENTITY PERFORMANCE AND LINK TO REMUNERATION
The remuneration principles are tailored to increase goal congruence between shareholders,
directors and executives. Two methods have been applied to achieve this aim, the first being a
performance bonus based on KPIs, and the second being the issue of options to directors and
executives to encourage the alignment of personal and shareholder interests. There is no formal
remuneration policy linking remuneration and the consolidated entity's performance.
VOTING AND COMMENTS MADE AT THE COMPANY'S 2018 ANNUAL GENERAL MEETING ('AGM')
At the 22 November 2018 AGM, 76.42% of the votes received supported the adoption of the
remuneration report for the year ended 30 June 2018. The company did not receive any specific
feedback at the AGM regarding its remuneration practices.
DETAILS OF REMUNERATION
AMOUNTS OF REMUNERATION
Details of the remuneration of key management personnel of the consolidated entity are set out in
the following tables.
The key management personnel of the consolidated entity consisted of the following directors of
Global Health Limited:
• Mr S Pynt- Non-executive Chairman
• Mr M Cherian - Chief executive officer and managing director
• Mr G Smith - Non-executive director
• Mr R Knowles - Non-executive director
• Ms P Beerens - Non-executive director (resigned 22 November 2018)
And the following personnel:
• Mr D Groenveld
• Mr K Jayesuria
17 | P a g e
A n n u a l R e p o r t
Short-term benefits
Post-
employment
benefits
Long-term
benefits
Share-based
payments
2019
Cash salary
and fees
$
Non-Executive Directors:
Mr S L Pynt
Mr G Smith
Mr R Knowles
Ms P Beerens*
41,284
35,340
35,140
10,775
Annual leave
accrued
$
Super-
Allowances annuation
$
$
Long service
leave
accrued
$
Equity-
Settled***
$
Total
$
-
-
-
-
-
-
-
-
3,922
3,357
3,357
1,024
-
-
-
-
2,630
1,315
1,315
-
47,836
40,012
39,812
11,799
Executive Director:
Mr M Cherian**
Other Key Management
Personnel:
Mr D Groenveld
Mr K Jayesuria
221,776
19,337
24,000
22,044
4,190
-
291,347
164,383
153,671
662,369
12,645
12,645
44,627
-
-
24,000
15,616
15,550
64,870
2,740
2,740
9,670
8,249
8,249
21,758
203,633
192,855
827,294
*
**
***
Resigned 22 November 2018
Allowance comprises $24,000 car allowance
Share based payments included above are in relation to the recognition of the expense relating to
share options issued in previous years to directors and KMP.
Short-term benefits
Post-
employment
benefits
Long-term
benefits
Share-based
payments
2018
Non-Executive Directors:
Mr S L Pynt
Mr G Smith
Mr R Knowles
Ms P Beerens
Executive Director:
Mr M Cherian
Other Key Management
Personnel:
Mr D Groenveld
Mr K Jayesuria
Cash salary
and fees
$
51,605
32,036
35,240
35,160
212,534
164,383
134,288
665,246
Annual leave
accrued
$
Super-
Allowances annuation
$
$
Long service
leave
accrued
$
Equity
settled*
$
Total
$
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4,902
3,043
3,347
3,340
-
-
-
-
7,868
3,934
3,934
-
64,375
39,013
42,521
38,500
53,027
4,190
-
269,751
15,616
24,587
107,862
2,740
2,435
9,365
15,819
15,819
47,374
198,558
177,129
829,847
*
Share based payments included above are in relation to the recognition of the expense relating to
share options issued in previous years to directors and KMP.
18 | P a g e
A n n u a l R e p o r t
The proportion of remuneration linked to performance and the fixed proportion are as follows:
Name
Non-Executive Directors:
Mr S L Pynt
Mr G Smith
Mr R Knowles
MS P Beerens
Executive Directors:
Mr M Cherian
Other Key Management
Personnel:
Mr D Groenveld
Mr K Jayesuria
Fixed remuneration
2019
2018
At risk - STI
2019
2018
At risk - LTI
2019
2018
95%
97%
97%
100%
88%
90%
91%
100%
100%
100%
96%
96%
92%
91%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5%
3%
3%
-
12%
10%
9%
-
-
-
4%
4%
8%
9%
19 | P a g e
A n n u a l R e p o r t
SERVICE AGREEMENTS
Remuneration and other terms of employment for key management personnel are formalised in
service agreements. It is Company policy that employment contracts contain provisions for
termination with notice or payment in lieu of notice, and for termination by the Company without
notice for serious misconduct or breach of contract. The Managing Director is entitled to receive a
termination payment in addition to notice where the Company terminates employment on grounds
of illness or incapacity. The notice period required to be given by the employee or the Company
along with any termination payments are set out below.
Name:
Title:
Mr M Cherian
Managing Director
Term of agreement: No fixed term
Details:
Name:
Title:
Notice period to be provided by Company: 6 months. Notice period to be provided by
employee: 6 months. Termination payment: 6 months (if termination is by reason of the
employee's illness or incapacity).
Mr D Groenveld
Principal Architect
Term of agreement: No fixed term
Details:
Name:
Title:
Notice period to be provided by Company: 1 month. Notice period to be provided by
employee: 1 month. Termination payment: none.
Mr K Jayesuria
Chief Operating Officer
Term of agreement: No fixed term
Details:
Notice period to be provided by Company: 1 month. Notice period to be provided
by employee: 1 month. Termination payment: none.
SHARE-BASED COMPENSATION
ISSUE OF SHARES
There were no shares issued to directors and other key management personnel as part of
compensation during the year ended 30 June 2019.
20 | P a g e
A n n u a l R e p o r t
OPTIONS
The terms and conditions of each grant of options over ordinary shares affecting remuneration of
directors and other key management personnel in this financial year or future reporting years are as
follows:
Grant date
19 Dec 2016
19 Dec 2016
Vesting date and
exercisable date
01 Dec 2018
01 Dec 2018
Expiry date
30 Nov 2019
30 Nov 2021
Options granted carry no dividend or voting rights.
Fair value
per option
Exercise price at grant date
$0.75
$0.75
$0.078
$0.127
The number of options over ordinary shares granted to and vested by directors and other key
management personnel as part of compensation during the year ended 30 June 2019 are set out
below:
Number of
options
granted
during the
year
2019
Number of
options
granted
during the
year
2018
Number of
options
vested
during the
year
2019
Number of
options
vested
during the
year
2018
-
-
-
-
-
-
-
-
-
-
-
-
-
-
66,667
33,337
33,337
60,000
60,000
-
-
66,666
33,326
33,326
60,000
60,000
-
-
Name
Mr S L Pynt
Mr G Smith
Mr R Knowles
Mr D Groenveld
Mr K Jayesuria
Mr M Cherian
Ms P Beerens
Values of options over ordinary shares granted, exercised and lapsed for directors and other key
management personnel as part of compensation during the year ended 30 June 2019 are set out
below:
Value of
options
granted
during the
year
$
Value of
options
exercised
during the
year
$
Value of
options
lapsed
during the
year
$
Remuneration
consisting of
options
for the
Year*
%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
72,000
-
-
5%
3%
3%
4%
4%
-
-
Name
Mr S L Pynt
Mr G Smith
Mr R Knowles
Mr D Groenveld
Mr K Jayesuria
Mr M Cherian
Ms P Beerens
21 | P a g e
A n n u a l R e p o r t
*
Share based payments included above are in relation to the recognition of the expense
relating to share options issued in previous years to directors and KMP. No share options
were granted or exercised in the year.
Details of options over ordinary shares granted, vested and lapsed for directors and other key
management personnel as part of compensation during the year ended 30 June 2019 are set out
below:
Number of
Value of
Value of
Number of
Value of
options
options
options
options
options
Name
Grant date
Vesting date
granted
granted
vested
lapsed
lapsed
$
$
$
Mr S L Pynt
Mr G Smith
19 Dec 2016 01-Dec-18
19 Dec 2016 01-Dec-18
19 Dec 2016 01-Dec-18
Mr R Knowles
Mr D Groenveld 19 Dec 2016 01-Dec-18
Mr K Jayesuria 19 Dec 2016 01-Dec-18
Mr M Cherian
Ms P Beerens
ADDITIONAL INFORMATION
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,260
2,630
2,630
7,614
7,614
-
-
-
-
-
-
-
-
-
-
300,000
72,000
-
-
-
-
The earnings of the consolidated entity for the five years to 30 June 2019 are summarised below:
2019
$
2018 (restated)
$
2017
$
2016
$
2015
$
Sales revenue
5,475,024
5,157,539
4,607,570
4,493,297
3,954,336
Profit/(loss) after income tax
(1,296,793)
(1,860,399)
1,728,045
107,945
1,059,907
The factors that are considered to affect total shareholders return ('TSR') are summarised below:
Share price at financial year end ($)
0.14
0.20
0.32
0.42
0.37
2019
2018
2017
2016
2015
22 | P a g e
A n n u a l R e p o r t
ADDITIONAL DISCLOSURES RELATING TO KEY MANAGEMENT PERSONNEL
SHAREHOLDING
The number of shares in the company held during the financial year by each director and other
members of key management personnel of the consolidated entity, including their personally related
parties, is set out below:
Ordinary shares
Mr M Cherian
Mr S L Pynt
Mr G Smith
Mr R Knowles
Ms P Beerens
Mr D Groenveld
Mr K Jayesuria
Balance at Received
the start of
as part of
the year
remuneration Additions
Disposals/
other*
Balance at
the end of
the year
18,619,370
257,408
300,000
20,000
22,000
304,000
4,000
19,526,778
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
- 18,619,370
-
257,408
-
300,000
-
20,000
(22,000)
-
-
304,000
-
4,000
(22,000) 19,504,778
* Holdings as at date of cessation as a member of key management personnel.
OPTION HOLDING
The number of options over ordinary shares in the company held during the financial year by each
director and other members of key management personnel of the consolidated entity, including
their personally related parties, is set out below:
Options over ordinary shares
Mr M Cherian*
Mr S L Pynt
Mr G Smith
Mr R Knowles
Mr D Groenveld
Mr K Jayesuria**
Ms P Beerens
Balance at
the start of
the year
Granted
Expired/
forfeited/
other
Balance at
the end of
the year
Exercised
150,000
200,000
100,000
100,000
300,000
600,000
-
1,450,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(300,000)
-
(300,000)
150,000
200,000
100,000
100,000
300,000
300,000
-
1,150,000
*
**
Options held by a close family member, Kye Cherian.
Options expired unexercised in year ended 30 June 2019
23 | P a g e
A n n u a l R e p o r t
Options over ordinary shares
Mr S L Pynt
Mr G Smith
Mr R Knowles
Mr D Groenveld
Mr K Jayesuria
Mr M Cherian
Ms P Beerens
Vested and Vested and
exercisable unexercisable Unvested
Balance at
the end of
the year
133,333
66,667
66,667
120,000
120,000
-
-
506,667
-
-
-
-
-
-
-
-
66,667
33,333
33,333
180,000
180,000
-
-
493,333
200,000
100,000
100,000
300,000
300,000
-
-
1,000,000
LOANS TO KEY MANAGEMENT PERSONNEL AND THEIR RELATED PARTIES
At the end of the reporting period, a loan of $8,323 (2018: $24,491) was outstanding from D
Groenveld on which interest of $974 (2018: $1,772) had been charged during the year. There were
no loans advanced to key management personnel during the year.
Amount payable to key management personnel and their related parties
At the end of the reporting period, Wages arrears totalling $75,390 (2018: $61,794) were payable to
the Managing Director, Mathew Cherian. This amount payable is interest-free and unsecured.
OTHER TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL AND THEIR RELATED PARTIES
There were no other transactions conducted between the consolidated entity and KMP or their
related parties, apart from those disclosed above relating to equity, compensation and loans, that
were conducted other than in accordance with normal employee, customer or supplier relationships
on terms no more favourable than those reasonably expected under arm’s length dealings with
unrelated persons.
This concludes the remuneration report, which has been audited.
24 | P a g e
A n n u a l R e p o r t
SHARES UNDER OPTION
Unissued ordinary shares of Global Health Limited under option at the date of this report are as
follows:
Grant date
10-Jun-16
19-Dec-16
19-Dec-16
Expiry date
10-Jun-20
30-Nov-19
30-Nov-21
Exercise
price
Number
under option
310,000
400,000
600,000
1,310,000
$0.65
$0.75
$0.75
No person entitled to exercise the options had or has any right by virtue of the option to participate
in any share issue of the company or of any other body corporate.
SHARES ISSUED ON THE EXERCISE OF OPTIONS
There were no ordinary shares of Global Health Limited issued on the exercise of options during the
year ended 30 June 2019 and up to the date of this report.
INDEMNITY AND INSURANCE OF OFFICERS
During or since the end of the financial year, the company has not, in any respect for any person who
is or has been an officer or director of the parent entity or a related body corporate, indemnified or
made any relevant agreement for indemnifying against a liability, including costs and expenses in
successfully defending legal proceedings.
During the financial 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 the liability
and the amount of the premium.
INDEMNITY AND INSURANCE OF AUDITOR
The company has not, during or since the end of the financial year, indemnified or agreed to
indemnify the auditor of the company or any related entity against a liability incurred by the auditor.
During the financial 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.
25 | P a g e
A n n u a l R e p o r t
NON-AUDIT SERVICES
Details of the amounts paid or payable to the auditor for non-audit services provided during the
financial year by the auditor are outlined in note 31 to the financial statements.
The directors are satisfied that the provision of non-audit services during the financial year, by the
auditor (or by another person or firm on the auditor's behalf), is compatible with the general
standard of independence for auditors imposed by the Corporations Act 2001.
The directors are of the opinion that the services as disclosed in note 31 to the financial statements
do not compromise the external auditor's independence requirements of the Corporations Act 2001
for the following reasons:
• all non-audit services have been reviewed and approved to ensure that they do not impact
the integrity and objectivity of the auditor; and
• none of the services undermine the general principles relating to auditor independence as set
out in APES 110 Code of Ethics for Professional Accountants issued by the Accounting
Professional and Ethical Standards Board, including reviewing or auditing the auditor's own
work, acting in a management or decision-making capacity for the company, acting as
advocate for the company or jointly sharing economic risks and rewards.
OFFICERS OF THE COMPANY WHO ARE FORMER PARTNERS OF GRANT THORNTON AUDIT
PTY LTD
There are no officers of the company who are former partners of Grant Thornton Audit Pty Ltd.
AUDITOR'S INDEPENDENCE DECLARATION
A copy of the auditor's independence declaration as required under section 307C of the Corporations
Act 2001 is set out immediately after this directors' report.
AUDITOR
Grant Thornton Audit Pty Ltd continues in office in accordance with section 327 of the Corporations
Act 2001.
This report is made in accordance with a resolution of directors, pursuant to section 298(2)(a) of the
Corporations Act 2001.
On behalf of the directors
____________________
Steven Leigh Pynt
Non-Executive Chairman
30 September 2019
26 | P a g e
A n n u a l R e p o r t
4. AUDITOR’S INDEPENDENCE DECLARATION
27 | P a g e
A n n u a l R e p o r t
5. STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
For the year ended 30 June 2019
Consolidated
Note
2019
Revenue
Software subscriptions
Professional services
Other sales revenue
Other income
Expenses
Salaries and related costs
Third party product and service costs
General and administration costs
Impairment of receivables
Marketing expenses
Professional fees
Rent and occupancy expenses
Telephone and internet expenses
Travel expenses
6
6
6
7
8
2019
Restated
$
3,526,865
1,408,076
222,598
5,157,539
$
3,576,531
1,712,194
186,299
5,475,024
49,754
16,969
(3,623,652)
(1,428,294)
(272,593)
(77,338)
(87,607)
(183,558)
(158,645)
(134,049)
(169,269)
(3,708,856)
(1,310,185)
(248,849)
-
(50,052)
(272,958)
(225,303)
(102,684)
(190,439)
Earnings before interest, tax, depreciation and amortisation
(610,227)
(934,818)
Finance costs
Depreciation
Amortisation
Non-operating foreign exchange gains/(losses)
Loss before income tax expense
Income tax expense
(137,692)
(32,850)
(190,329)
(632)
(110,060)
(63,624)
(132,778)
(166)
(971,730)
(1,241,446)
9
(325,063)
(618,953)
Loss after income tax expense for the year attributable to the owners of Global
Health Limited
26
(1,296,793)
(1,860,399)
Other comprehensive income for the year, net of tax
-
-
Total comprehensive loss for the year attributable to the owners of Global Health
Limited
Basic earnings/(loss) per share
Diluted earnings/(loss) per share
Refer to note 4 for detailed information on restatement of comparatives.
(1,296,793)
(1,860,399)
Cents
Cents
39
39
(3.86)
(3.86)
(5.56)
(5.56)
The above statement of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes
28 | P a g e
A n n u a l R e p o r t
6. STATEMENT OF FINANCIAL POSITION
As at 30 June 2019
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Other assets
Total current assets
Non-current assets
Receivables
Property, plant and equipment
Intangibles
Deferred tax
Security bond - office lease
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Contract liabilities
Borrowings
Employee benefits
Total current liabilities
Non-current liabilities
Contract liabilities
Borrowings
Deferred tax
Employee benefits
Total non-current liabilities
Total liabilities
Net assets/(liabilities)
Note
2019
$
Consolidated
2018
Restated
$
2017
Restated
$
10
11
12
13
14
15
16
17
18
19
20
21
22
23
803,990
436,125
61,716
1,301,831
1,157,536
619,137
79,287
1,855,960
2,543,412
1,476,959
185,969
4,206,340
-
54,844
4,089,825
334,665
113,490
4,592,824
-
87,694
4,110,178
723,539
108,465
5,029,876
140,911
150,738
2,630,767
710,976
-
3,633,392
5,894,655
6,885,836
7,839,732
1,786,261
1,621,494
559,983
591,322
4,559,060
1,259,217
1,222,627
515,657
574,201
3,571,702
1,079,282
1,844,217
389,880
506,469
3,819,848
280,406
605,658
1,141,160
33,588
2,060,812
381,396
1,170,513
1,257,785
17,121
2,826,815
46,128
1,078,880
626,269
30,764
1,782,041
6,619,872
6,398,517
5,601,889
(725,217)
487,319
2,237,843
Equity
Issued capital
Reserves
Accumulated losses
Equity/(deficiency) attributable to the owners of Global Health Limited
Non-controlling interest
Total equity/(deficiency)
24
25
26
27
20,961,242
174,211
(21,860,746)
(725,293)
76
(725,217)
20,898,742
152,454
(20,563,953)
487,243
76
487,319
20,836,242
105,079
(18,703,554)
2,237,767
76
2,237,843
Refer to note 4 for detailed information on restatement of comparatives.
The above statement of financial position should be read in conjunction with the accompanying notes
29 | P a g e
A n n u a l R e p o r t
7. STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2019
Consolidated
Issued
capital
$
Option
reserve
$
Currency
translation
reserve
$
Retained
earnings
$
Non-
controlling
interest
$
Total equity
$
Balance at 1 July 2017
20,836,242
80,845
24,234
(16,079,686)
76
4,861,711
Adjustment due to prior period
error
Adjustment due to adoption of
AASB 15
-
-
-
-
-
-
(2,356,988)
(266,880)
-
-
(2,356,988)
(266,880)
Balance at 1 July 2017 - restated
20,836,242
80,845
24,234
(18,703,554)
76
2,237,843
Loss after income tax expense
for the year (originally reported)
Less: adjustment for correction
of prior period error
Less: adjustment for adoption
of new revenue recognition
standard
Reported loss after income tax
expense for the year - restated
Other comprehensive income
for the year, net of tax
Total comprehensive loss for
the year
Transactions with owners in
their capacity as owners:
Share issue, net of transaction
costs (note 24)
Share-based payments (note
40)
-
-
-
-
-
-
62,500
-
-
-
-
-
-
-
-
47,375
(421,234)
(1,226,032)
(213,133)
(1,860,399)
-
-
-
-
-
-
(421,234)
(1,226,032)
(213,133)
(1,860,399)
-
-
-
-
-
-
-
(1,860,399)
-
(1,860,399)
-
-
-
-
-
-
62,500
47,375
Balance at 30 June 2018
20,898,742
128,220
24,234
(20,563,953)
76
487,319
Refer to note 4 for detailed information on restatement of comparatives.
The above statement of changes in equity should be read in conjunction with the accompanying notes
30 | P a g e
A n n u a l R e p o r t
For the year ended 30 June 2019
Consolidated
Issued
capital
$
Option
reserve
$
Currency
translatio
n
reserve
$
Retained
earnings
$
Non-
controlling
interest
$
Total
deficiency in
equity
$
Balance at 1 July 2018
20,898,742
128,220
24,234
(20,563,953)
76
487,319
Loss after income tax expense for
the year
Other comprehensive income for
the year, net of tax
Total comprehensive loss for the
year
Transactions with owners in their
capacity as owners:
Share issue, net of transaction
costs (note 24)
Share-based payments (note 40)
-
-
-
-
-
-
62,500
-
-
21,757
-
-
-
-
-
(1,296,793)
-
(1,296,793)
-
-
-
-
-
-
-
(1,296,793)
-
(1,296,793)
62,500
21,757
Balance at 30 June 2019
20,961,242
149,977
24,234
(21,860,746)
76
(725,217)
Refer to note 4 for detailed information on restatement of comparatives.
The above statement of changes in equity should be read in conjunction with the accompanying notes
31 | P a g e
A n n u a l R e p o r t
8. STATEMENT OF CASH FLOW
For the year ended 30 June 2019
Assets
Cash flows from operating activities
Receipts from customers (inclusive of GST)
Payments to suppliers (inclusive of GST)
Interest received
Interest and other finance costs paid
Note
Consolidated
2019
$
2018
Restated
$
6,486,437
(6,018,929)
5,080,045
(5,232,719)
467,508
7,142
(131,418)
(152,674)
16,969
(110,060)
Net cash from/ (used in) operating activities
38
343,232
(245,765)
Cash flows from investing activities
Payments for property, plant and equipment
Payments for intangibles
Receipts from Research and Development Grants
Net cash used in investing activities
Cash flows from financing activities
Proceeds from borrowings
Repayment of borrowings
Net cash from/ (used in) financing activities
Net decrease in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
13
14
-
(959,880)
789,905
(580)
(1,848,829)
491,888
(169,975)
(1,357,521)
-
(526,803)
602,807
(385,397)
(526,803)
(353,546)
1,157,536
217,410
(1,385,876)
2,543,412
Cash and cash equivalents at the end of the financial year
10
803,990
1,157,536
Refer to note 4 for detailed information on restatement of comparatives.
The above statement of cash flows should be read in conjunction with the accompanying notes
32 | P a g e
A n n u a l R e p o r t
9. NOTES TO THE FINANCIAL STATEMENT
NOTE 1. GENERAL INFORMATION
The financial statements cover Global Health Limited as a consolidated entity consisting of Global
Health Limited and the entities it controlled at the end of, or during, the year. The financial
statements are presented in Australian dollars, which is Global Health Limited's functional and
presentation currency.
Global Health Limited is a listed public company limited by shares, incorporated and domiciled in
Australia. Its registered office and principal place of business are:
Registered office
Level 2, 607 Bourke Street
Melbourne, Victoria 3000
Australia
Principal place of business
Level 2, 607 Bourke Street
Melbourne, Victoria 3000
Australia
A description of the nature of the consolidated entity's operations and its principal activities are
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
30 September 2019. The directors have the power to amend and reissue the financial statements.
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies adopted in the preparation of the financial statements are set out
below. These policies have been consistently applied to all the years presented, unless otherwise
stated.
New or amended Accounting Standards and Interpretations adopted
The consolidated entity has adopted all of the new or amended Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for
the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not
been early adopted.
Refer below regarding the impact on the financial performance and position of the consolidated
entity arising from the adoption of these Accounting Standards and Interpretations.
The following Accounting Standards and Interpretations are most relevant to the consolidated
entity:
AASB 9 Financial Instruments
The consolidated entity has adopted AASB 9 from 1 July 2018. The standard introduced new
33 | P a g e
A n n u a l R e p o r t
classification and measurement models for financial assets. A financial asset shall be measured at
amortised cost if it is held within a business model whose objective is to hold assets in order to
collect contractual cash flows which arise on specified dates and that are solely principal and
interest. A debt investment shall be measured at fair value through other comprehensive income if it
is held within a business model whose objective is to both hold assets in order to collect contractual
cash flows which arise on specified dates that are solely principal and interest as well as selling the
asset on the basis of its fair value. All other financial assets are classified and measured at fair value
through profit or loss unless the entity makes an irrevocable election on initial recognition to present
gains and losses on equity instruments (that are not held-for-trading or contingent consideration
recognised in a business combination) in other comprehensive income ('OCI'). Despite these
requirements, a financial asset may be irrevocably designated as measured at fair value through
profit or loss to reduce the effect of, or eliminate, an accounting mismatch. For financial liabilities
designated at fair value through profit or loss, the standard requires the portion of the change in fair
value that relates to the entity's own credit risk to be presented in OCI (unless it would create an
accounting mismatch). New simpler hedge accounting requirements are intended to more closely
align the accounting treatment with the risk management activities of the entity. New impairment
requirements use an 'expected credit loss' ('ECL') model to recognise an allowance. Impairment is
measured using a 12-month ECL method unless the credit risk on a financial instrument has
increased significantly since initial recognition in which case the lifetime ECL method is adopted. For
receivables, a simplified approach to measuring expected credit losses using a lifetime expected loss
allowance is available.
When adopting AASB 9, the consolidated entity has applied transitional relief and elected not to
restate prior periods. There were no material differences arising from the adoption of AASB 9 in
relation to classification, measurement or impairment that were required to be recognised in
opening retained earnings as at 1 July 2018.
AASB 15 Revenue from Contracts with Customers
The consolidated entity has adopted AASB 15 from 1 July 2018. AASB 15 replaces AASB 118 Revenue,
AASB 111 Construction Contracts and several revenue-related Interpretations. The standard provides
a single comprehensive model for revenue recognition. The core principle of the standard is that an
entity shall recognise revenue to depict the transfer of promised goods or services to customers at
an amount that reflects the consideration to which the entity expects to be entitled in exchange for
those goods or services. The standard introduced a new contract-based revenue recognition model
with a measurement approach that is based on an allocation of the transaction price. This is
described further in the accounting policies below. Credit risk is presented separately as an expense
rather than adjusted against revenue. Contracts with customers are presented in an entity's
statement of financial position as a contract liability, a contract asset, or a receivable, depending on
the relationship between the entity's performance and the customer's payment. Customer
acquisition costs and costs to fulfil a contract can, subject to certain criteria, be capitalised as an
asset and amortised over the contract period.
34 | P a g e
A n n u a l R e p o r t
The consolidated entity has applied AASB 15 using the full retrospective approach. The details and
quantitative impact of the changes in accounting policies are disclosed in Note 4.
Many of the consolidated entity’s contracts comprise a variety of performance obligations including,
but not limited to, hardware, software, elements of design and customisation, after-sales services,
and installation. Under AASB 15, the consolidated entity must evaluate the separability of the
promised goods or services based on whether they are ‘distinct’. A promised good or service is
‘distinct’ if both:
- the customer benefits from the item either on its own or together with other readily available
resources; and
- it is ‘separately identifiable’ (i.e. the consolidated entity does not provide a significant service
integrating, modifying or customising it).
Under AASB 15, amounts relating to unrecognised revenues invoiced but not yet received have not
been included in the balance sheet, resulting in a reduction to contract liabilities and trade
receivables.
Going concern
As at 30 June 2019 the company has cash reserves of $803,990 (2018: $1,157,536) and an apparent
excess of current liabilities over current assets of $3,257,229 (2018: $1,715,742, following
restatement). However, the current liabilities as at 30 June 2019 contain contract liability accounts,
which represent the results of accounting adjustments and do not represent amounts currently
payable, or expected to become payable, to third parties. If these liability accounts are removed
from the calculation of the excess of current liabilities over current assets at 30 June 2019, the
excess of current liabilities over current assets at that date is reduced to $1,635,735 (2018: excess of
current liabilities over current assets of $493,115).
The current year loss before tax was $971,730 (2018: $1,241,446, following restatement).
The annual financial report has been prepared on a going concern basis which assumes that the
consolidated entity will be able to meet their debts as and when they fall due. The following matters
have been considered by the directors in determining the appropriateness of the going concern basis
of preparation in the financial statements:
(a) Success in continued operations
In the current financial year, the consolidated entity was successful in obtaining contracts with
Government agencies and large community health organisations. This is expected to increase
cashflows related to the operations of the entity. Management also have the ability to reduce
operating costs in relation to development should the need arise. Increases in expected collections
with the ability to reduce operating costs in relation to development will allow the group to increase
its operating cash flows.
35 | P a g e
A n n u a l R e p o r t
(b) Expansion into the ASEAN region
The consolidated entity continues its activities in the ASEAN region (Malaysia, Singapore, Indonesia,
Thailand, and Vietnam). Management expect to leverage this position to increase operating
cashflows through the sale of software and services targeted towards international markets. This
includes sales of new software developed by the company.
(c) Availability of Finance
The consolidated entity, through its financial institutions, is able to acquire additional financial
support if so required. The directors believe that the consolidated entity will be able to continue as a
going concern and, accordingly, the financial statements have been prepared on that basis.
(d) Ability to raise capital
As the Company is an ASX-listed entity, the consolidated entity has the ability to raise additional
funds by way of capital raising(s) if required.
(e) Deferral of creditor payments
The consolidated entity has reviewed current outstanding accounts payable balances and has
determined that large balances can be gradually paid through payment plans with negotiations with
our suppliers.
There is a material uncertainty related to these events that may cast significant doubt on the entity’s
ability to continue as a going concern. If the consolidated entity is not successful in these matters,
the going concern basis may not be appropriate, with the result that the consolidated entity may
have to realise its assets and extinguish its liabilities, other than in the ordinary course of business
and at amounts different from those stated in the financial report. No allowance for such
circumstances has been made in the financial report.
The financial statements have been prepared on a going concern basis as the directors believe that
the consolidated entity will be able to pay its debts as and when they fall due and payable.
Basis of preparation
These general-purpose financial statements have been prepared in accordance with Australian
Accounting Standards and Interpretations issued by the Australian Accounting Standards Board
('AASB') and the Corporations Act 2001, as appropriate for for-profit oriented entities. These
financial statements also comply with International Financial Reporting Standards as issued by the
International Accounting Standards Board ('IASB').
Historical cost convention
The financial statements have been prepared under the historical cost convention.
Critical accounting estimates
The preparation of the financial statements requires the use of certain critical accounting estimates.
It also requires management to exercise its judgement in the process of applying the consolidated
36 | P a g e
A n n u a l R e p o r t
entity's accounting policies. The areas involving a higher degree of judgement or complexity, or areas
where assumptions and estimates are significant to the financial statements, are disclosed in note 3.
Parent entity information
In accordance with the Corporations Act 2001, these financial statements present the results of the
consolidated entity only. Supplementary information about the parent entity is disclosed in note 35.
Principles of consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of
Global Health Limited ('company' or 'parent entity') as at 30 June 2019 and the results of all
subsidiaries for the year then ended. Global Health Limited and its subsidiaries together are referred
to in these financial statements as the 'consolidated entity'.
Subsidiaries are all those entities over which the consolidated entity has control. The consolidated
entity controls an entity when the consolidated entity is exposed to, or has rights to, variable returns
from its involvement with the entity and has the ability to affect those returns through its power to
direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is
transferred to the consolidated entity. They are de-consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between entities in the
consolidated entity are eliminated. Unrealised losses are also eliminated unless the transaction
provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries
have been changed where necessary to ensure consistency with the policies adopted by the
consolidated entity.
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change
in ownership interest, without the loss of control, is accounted for as an equity transaction, where
the difference between the consideration transferred and the book value of the share of the non-
controlling interest acquired is recognised directly in equity attributable to the parent.
Non-controlling interest in the results and equity of subsidiaries are shown separately in the
statement of profit or loss and other comprehensive income, statement of financial position and
statement of changes in equity of the consolidated entity. Losses incurred by the consolidated entity
are attributed to the non-controlling interest in full, even if that results in a deficit balance.
Where the consolidated entity loses control over a subsidiary, it derecognises the assets including
goodwill, liabilities and non-controlling interest in the subsidiary together with any cumulative
translation differences recognised in equity. The consolidated entity recognises the fair value of the
consideration received and the fair value of any investment retained together with any gain or loss in
profit or loss.
Operating segments
Operating segments are presented using the 'management approach', where the information
presented is on the same basis as the internal reports provided to the Chief Operating Decision
37 | P a g e
A n n u a l R e p o r t
Makers ('CODM'). The CODM is responsible for the allocation of resources to operating segments
and assessing their performance.
Foreign currency translation
The financial statements are presented in Australian dollars, which is Global Health Limited's
functional and presentation currency.
Foreign currency transactions
Foreign currency transactions are translated into Australian dollars using the exchange rates
prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the
settlement of such transactions and from the translation at financial year-end exchange rates of
monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.
Foreign operations
The assets and liabilities of foreign operations are translated into Australian dollars using the
exchange rates at the reporting date. The revenues and expenses of foreign operations are
translated into Australian dollars using the average exchange rates, which approximate the rates at
the dates of the transactions, for the period. All resulting foreign exchange differences are
recognised in other comprehensive income through the foreign currency reserve in equity.
The foreign currency reserve is recognised in profit or loss when the foreign operation or net
investment is disposed of.
Revenue recognition
The consolidated entity recognises revenue as follows:
Revenue from contracts with customers
Revenue is recognised at an amount that reflects the consideration to which the consolidated entity
is expected to be entitled in exchange for transferring goods or services to a customer. For each
contract with a customer, the consolidated entity: identifies the contract with a customer; identifies
the performance obligations in the contract; determines the transaction price which takes into
account estimates of variable consideration, if applicable, and the time value of money; allocates the
transaction price to the separate performance obligations on the basis of the relative stand-alone
selling price of each distinct good or service to be delivered; and recognises revenue when or as each
performance obligation is satisfied in a manner that depicts the transfer to the customer of the
goods or services promised.
Revenue is recognised either at a point in time or over time, when (or as) the consolidated entity
satisfies performance obligations by transferring the promised goods or services to its customers.
The performance obligations are determined by reference to the relevant contracts. Any stand-alone
selling prices are determined based on the commercial values of the relevant goods or services.
The consolidated entity recognises contract liabilities for consideration received in respect of
unsatisfied performance obligations and reports these amounts as other liabilities in the statement
38 | P a g e
A n n u a l R e p o r t
of financial position. Similarly, if the Group satisfies a performance obligation before it receives the
consideration, the consolidated entity recognises either a contract asset or a receivable in its
statement of financial position, depending on whether something other than the passage of time is
required before the consideration is due.
Subscription fees
Subscription fees refer to software provided as a service and is only accessible whilst the customer
maintains an active subscription. Subscription fees are a non-refundable revenue stream. Customers
subscribe to software services in advance – ranging from monthly, quarterly, half-yearly to annual
payments. They are proportionally accrued in arrears, at the end of each month and recognised as
revenue over the subscription period. An active subscription entitles the customer to a usage of
software services (and cloud-based services if available), help desk telephone support, online
support and product enhancements as made available.
The performance obligations for subscription fees is the provision of the agreed software, and
associated services as noted above, during the contracted subscription period.
For each active subscription contract, subscription fees revenue is recognised over time, on the
provision of the service to the customer, which takes place on a constant and continuing basis over
the fixed period of time set out in the customer contract.
Where a subscription fee includes an amount in excess of what normally would be charged for an
annual subscription, this excess will be recognised over the expected lifespan of the customer being
five years.
In situations where a subscription is issued to a customer which does not include ongoing
support/maintenance this will be classified as a “passive subscription” and the consolidated entity
shall recognise all revenue associated with the subscription when access is provided to the customer.
Such subscriptions require no further input from the consolidated entity to remain functional.
Customers are made aware of these terms before the subscription is issued.
Other subscription revenue
Other subscription revenue can include, but is not limited to, excess usage fees, additional user
accounts, SMS packages and upgrade fees.
Such revenue is recognised over time, on the provision of the service to the customer, which takes
place over the fixed period of time set out in the customer contract.
Professional services
Treatment of our professional services revenue is dependent on the timing of services provided, the
nature of services performed and when benefits are transferred to our customers.
Professional services are split into three distinct categories to allow for identification and
recognition:
39 | P a g e
A n n u a l R e p o r t
Implementation: These services are associated with bringing the software into use. Such services are
not considered to be complex or overly time consuming and where applicable can be performed by a
third party. Recognition or the revenue occurs at a point in time, being the delivery of the service to
the customer. These services can include (but are not limited to): Software installation, usage
training, system testing, deployment (local or cloud server) and configuration.
Development: Software provided to Customers is done so in a ready to use capacity. Where further
development and enhancement is required by the customer, it is done in addition to normal
initiation and deployment services. The standard software is available for use during this process and
enhancements are provided to the customer as they finish development. Recognition of revenue for
these services occurs at a point in time which is the provision of performance obligation(s) which
provide a benefit to the customer over what they would have received should they have used the
unmodified software.
Other services: Other services are performed for customers on an as needs basis. The scope of such
services is usually significantly smaller than other services performed. Recognition of revenue for
such services is recognised at a point in time, being the time of completion of the services required
by the customer.
Where a professional services contract includes payments not associated with a benefit to the
customer or fees payable to the consolidated entity not related to any performance obligation the
revenue is recognised over the longer of the life of the contract or five years.
Interest
Interest income is recognised as interest accrues using the effective interest method. This is a
method of calculating the amortised cost of a financial asset and allocating the interest income over
the relevant period using the effective interest rate, which is the rate that exactly discounts
estimated future cash receipts through the expected life of the financial asset to the net carrying
amount of the financial asset.
Other revenue
Other revenue is recognised when it is received or when the right to receive payment is established.
Government Grants
Government grants are recognised at fair value where there is reasonable assurance that the grant
will be received and all grant conditions will be met.
Grants relating to capitalised expenditure are recognised as offsets reducing the capitalised
development costs to which they relate. Grants relating to expense items are recognised as income
on the date of receipt of the grant.
The Government has the right to review grants paid and may clawback funds in the event of an
excess claim.
40 | P a g e
A n n u a l R e p o r t
Income tax
The income tax expense or benefit for the period is the tax payable on that period's taxable income
based on the applicable income tax rate for each jurisdiction, adjusted by the changes in deferred tax
assets and liabilities attributable to temporary differences, unused tax losses and the adjustment
recognised for prior periods, where applicable.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected
to be applied 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 at each
reporting date. Deferred tax assets recognised are reduced to the extent that it is no longer probable
that future taxable profits will be available for the carrying amount to be recovered. Previously
unrecognised deferred tax assets are recognised to the extent that it is probable that there are
future taxable profits available to recover the asset.
Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset
current tax assets against current tax liabilities and deferred tax assets against deferred tax liabilities;
and they relate to the same taxable authority on either the same taxable entity or different taxable
entities which intend to settle simultaneously.
Current and non-current classification
Assets and liabilities are presented in the statement of financial position based on current and non-
current classification.
An asset is classified as current when: it is either expected to be realised or intended to be sold or
consumed in the consolidated entity's normal operating cycle; it is held primarily for the purpose of
trading; it is expected to be realised within 12 months after the reporting period; or the asset is cash
or cash equivalent unless restricted from being exchanged or used to settle a liability for at least 12
months after the reporting period. All other assets are classified as non-current.
A liability is classified as current when: it is either expected to be settled in the consolidated entity's
normal operating cycle; it is held primarily for the purpose of trading; it is due to be settled within 12
41 | P a g e
A n n u a l R e p o r t
months after the reporting period; or there is no unconditional right to defer the settlement of the
liability for at least 12 months after the reporting period. All other liabilities are classified as non-
current.
Deferred tax assets and liabilities are always classified as non-current.
Cash and cash equivalents
Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions,
other short-term, highly liquid investments with original maturities of three months or less that are
readily convertible to known amounts of cash and which are subject to an insignificant risk of
changes in value.
Trade receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost
using the effective interest method, less provision for impairment. Trade receivables are generally
due for settlement within 30 days.
The consolidated entity makes use of a simplified approach in accounting for trade and other
receivables as well as contract assets and records the loss allowance at the amount equal to the
expected lifetime credit losses. In using this practical expedient, the consolidated entity uses its
historical experience, external indicators and forward-looking information to calculate the expected
credit losses using a provision matrix.
The carrying amount of financial assets including uncollectible trade receivables is reduced by the
impairment loss through the use of an allowance account. Subsequent recoveries of amounts
previously written off are credited against the allowance account. Changes in the carrying amount of
the allowance account are recognised in profit or loss.
If in a subsequent period, the amount of the impairment loss decreases and the decrease can be
related objectively to an event occurring after the impairment was recognised, the previously
recognised impairment loss is reversed through profit or loss.
Financial Instruments
Financial assets and financial liabilities are recognised when the consolidated entity becomes a party
to the contractual provisions of the financial instrument and are measured initially at fair value
adjusted by transactions costs, except for those carried at fair value through profit or loss, which are
measured initially at fair value. Subsequent measurement of financial assets and financial liabilities
are described below.
Financial assets are derecognised when the contractual rights to the cash flows from the financial
asset expire, or when the financial asset and substantially all the risks and rewards are transferred. A
financial liability is derecognised when it is extinguished, discharged, cancelled or expires.
Classification and initial measurement of financial assets
Except for those trade receivables that do not contain a significant financing component and are
42 | P a g e
A n n u a l R e p o r t
measured at the transaction price in accordance with AASB 15, any other financial assets are initially
measured at fair value adjusted for transaction costs (where applicable).
Subsequent measurement of financial assets
For the purpose of subsequent measurement, financial assets are to be classified into the following
categories upon initial recognition:
• financial assets at amortised cost;
• if applicable, financial assets at fair value through profit or loss (FVPL).
Classifications are determined by both:
• The entity’s business model for managing the financial asset
• The contractual cash flow characteristics of the financial assets
All income and expenses relating to financial assets that are recognised in profit or loss are
presented within finance costs, finance income or other financial items, except for impairment of
trade receivables which is presented within other expenses.
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the following conditions (and are
not designated as FVPL):
• they are held within a business model whose objective is to hold the financial assets and
collect its contractual cash flows
• the contractual terms of the financial assets give rise to cash flows that are solely payments
of principal and interest on the principal amount outstanding
After initial recognition, these are measured at amortised cost using the effective interest method.
Discounting is omitted where the effect of discounting is immaterial. The consolidated entity’s cash
and cash equivalents, trade and most other receivables fall into this category of financial
instruments.
Impairment of financial assets
For trade and other receivables, the lifetime expected credit loss method is used to measure
expected credit losses and an allowance for expected credit losses is recorded as required.
Classification and measurement of financial liabilities
The Consolidated entity's financial liabilities include borrowings and trade and other payables.
Financial liabilities are initially measured at fair value, and, where and to the extent applicable,
adjusted for transaction costs unless the consolidated entity designates a financial liability at fair
value through profit or loss.
43 | P a g e
A n n u a l R e p o r t
Subsequently, financial liabilities are measured at amortised cost using the effective interest
method.
All interest-related charges and if applicable charges in an instrument’s fair value that are reported
in profit or loss are included within finance costs or finance income.
Property, plant and equipment
Plant and equipment is stated at historical cost less accumulated depreciation and impairment.
Historical cost includes expenditure that is directly attributable to the acquisition of the items.
Plant and equipment, leasehold improvements and furniture and fittings of the consolidated entity
are depreciated/amortised on a diminishing value basis. Rates of depreciation/amortisation are
calculated to allocate the cost, less estimated residual value at the end of the useful lives of the
assets.
The depreciation/amortisation rates used for each class of depreciable assets are:
Leasehold improvements
-
- Plant and equipment
29 - 37%
13 - 67%
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate,
at each reporting date.
Leasehold improvements and plant and equipment under lease are depreciated over the unexpired
period of the lease or the estimated useful life of the assets, whichever is shorter.
An item of property, plant and equipment is derecognised upon disposal or when there is no future
economic benefit to the consolidated entity. Gains and losses between the carrying amount and the
disposal proceeds are taken to profit or loss.
Leases
The determination of whether an arrangement is or contains a lease is based on the substance of the
arrangement and requires an assessment of whether the 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.
A distinction is made between finance leases, which effectively transfer from the lessor to the lessee
substantially all the risks and benefits incidental to the ownership of leased assets, and operating
leases, under which the lessor effectively retains substantially all such risks and benefits.
Finance leases are capitalised. A lease asset and liability are established at the fair value of the
leased assets, or if lower, the present value of minimum lease payments. Lease payments are
allocated between the principal component of the lease liability and the finance costs, so as to
achieve a constant rate of interest on the remaining balance of the liability.
44 | P a g e
A n n u a l R e p o r t
Leased assets acquired under a finance lease are depreciated over the asset's useful life or over the
shorter of the asset's useful life and the lease term if there is no reasonable certainty that the
consolidated entity will obtain ownership at the end of the lease term.
Operating lease payments, net of any incentives received from the lessor, are charged to profit or
loss on a straight-line basis over the term of the lease.
Intangible assets
Developed products
Developed products are initially recognised at cost and are subsequently measured at cost less
accumulated amortisation and accumulated impairment losses. Developed products have a finite life
and are amortised on a systematic basis matched to the future economic benefits over the useful life
of the project which is 10 years.
Products under development
Expenditure during the research phase of a project is recognised as an expense when incurred.
Development costs are capitalised only when technical feasibility studies identify that the project will
deliver future economic benefits and these benefits can be measured reliably.
The expenditure capitalised includes the cost of materials, direct labour and overhead costs that are
directly attributable to preparing the asset for its intended use. Other development expenditure is
recognised in profit or loss as incurred. The carrying value of products under development are
reviewed annually when the asset is not yet available for use, or when events or circumstances
indicate that the carrying value may be impaired. On commercialisation of these products which is
represented by when the asset is available for use, the capitalised costs relating to the project is
transferred to Developed products.
Impairment of non-financial assets
Intangible assets that have an indefinite useful life are not subject to amortisation and are tested
annually for impairment, or more frequently if events or changes in circumstances indicate that they
might be impaired. Other non-financial assets are reviewed for impairment whenever events or
changes in circumstances indicate that the carrying amount may not be recoverable. An impairment
loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable
amount.
Recoverable amount is the higher of an asset's fair value less costs of disposal and value-in-use. The
value-in-use is the present value of the estimated future cash flows relating to the asset using a pre-
tax discount rate specific to the asset or cash-generating unit to which the asset belongs. Assets that
do not have independent cash flows are grouped together to form a cash-generating unit.
Trade and other payables
These amounts represent liabilities for goods and services provided to the consolidated entity prior
to the end of the financial year and which are unpaid. Due to their short-term nature they are
45 | P a g e
A n n u a l R e p o r t
measured at amortised cost and are not discounted. The amounts are unsecured and are usually
paid within 30 days of recognition.
Contract liabilities
Contract liabilities represent the consolidated entity's obligation to transfer goods or services to a
customer and are recognised when a customer pays consideration, or when the consolidated entity
recognises a receivable to reflect its unconditional right to consideration (whichever is earlier) before
the consolidated entity has transferred the goods or services to the customer.
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.
Finance costs
Finance costs attributable to qualifying assets are capitalised as part of the asset. All other finance
costs are expensed in the period in which they are incurred.
Employee benefits
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service
leave expected to be settled wholly within 12 months of the reporting date are measured at the
amounts expected to be paid when the liabilities are settled. On-costs are included in this amount.
Other long-term employee benefits
The liability for annual leave and long service leave not expected to be settled within 12 months of
the reporting date are measured at the present value of expected future payments to be made in
respect of services provided by employees up to the reporting date. 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 currency that match, as closely as possible, the
estimated future cash outflows. On-costs are included in this amount.
Defined contribution superannuation expense
Contributions to defined contribution superannuation plans are expensed in the period in which they
are incurred.
Share-based payments
Equity-settled share-based 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 the rendering of services.
46 | P a g e
A n n u a l R e p o r t
The cost of equity-settled transactions are measured at fair value on grant date. Fair value is
independently determined using either the Binomial or Black-Scholes option pricing model that takes
into account the exercise price, the term of the option, the impact of dilution, the share price at
grant date and expected price volatility of the underlying share, the expected dividend yield and the
risk free interest rate for the term of the option, together with non-vesting conditions that do not
determine whether the consolidated entity receives the services that entitle the employees to
receive payment. No account is taken of any other vesting conditions.
The cost of equity-settled transactions are recognised as an expense with a corresponding increase
in equity over the vesting period. The cumulative charge to profit or loss is calculated based on the
grant date fair value of the award, the best estimate of the number of awards that are likely to vest
and the expired portion of the vesting period. The amount recognised in profit or loss for the period
is the cumulative amount calculated at each reporting date less amounts already recognised in
previous periods.
Market conditions are taken into consideration in determining fair value. Therefore, any awards
subject to market conditions are considered to vest irrespective of whether or not that market
condition has been met, provided all other conditions are satisfied.
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.
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.
At each reporting date, the entity revises its estimate of the number of options that is expected to
become exercisable. The employee benefit expense recognised each period takes into account the
most recent estimate. Upon the exercise of options, the balance of the share-based payments
reserve relating to those options is transferred to share capital.
The market value of shares issued to employees for no cash consideration under the employee share
scheme is recognised as an employee benefits expense with a corresponding increase in equity when
the employees become entitled to the shares.
47 | P a g e
A n n u a l R e p o r t
Fair value measurement
When an asset or liability, financial or non-financial, is measured at fair value for recognition or
disclosure purposes, the fair value is based on 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; and assumes that the transaction will take place either: in the principal market; or in the
absence of a principal market, in the most advantageous market.
Issued capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a
deduction, net of tax, from the proceeds.
Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the net profit or loss attributable to the owners of
Global Health Limited, excluding any costs of servicing equity other than ordinary shares, by the
weighted average number of ordinary shares outstanding during the financial year, adjusted for
bonus elements in ordinary shares issued during the financial year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share
to take into account the after income tax effect of interest and other financing costs associated with
dilutive potential ordinary shares and the weighted average number of shares assumed to have been
issued for no consideration in relation to dilutive potential ordinary shares.
Goods and Services Tax ('GST') and other similar taxes
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST
incurred is not recoverable from the tax authority. In this case it is recognised as part of the cost of
the acquisition of the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net
amount of GST recoverable from, or payable to, the tax authority is included in other receivables or
other payables in the statement of financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing
or financing activities which are recoverable from, or payable to the tax authority, are presented as
operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or
payable to, the tax authority.
New Accounting Standards and Interpretations not yet mandatory or early adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but
are not yet mandatory, have not been early adopted by the consolidated entity for the annual
48 | P a g e
A n n u a l R e p o r t
reporting period ended 30 June 2019. The consolidated entity's assessment of the impact of these
new or amended Accounting Standards and Interpretations, most relevant to the consolidated
entity, are set out below.
AASB 16 Leases
This standard is applicable to annual reporting periods beginning on or after 1 January 2019. The
standard replaces AASB 117 'Leases' and for lessees will eliminate the classifications of operating
leases and finance leases. Subject to exceptions, a 'right-of-use' asset will be capitalised in the
statement of financial position, measured at the present value of the unavoidable future lease
payments to be made over the lease term. The exceptions relate to short-term leases of 12 months
or less and leases of low-value assets (such as personal computers and small office furniture) where
an accounting policy choice exists whereby either a 'right-of-use' asset is recognised or lease
payments are expensed to profit or loss as incurred. A liability corresponding to the capitalised lease
will also be recognised, adjusted for lease prepayments, lease incentives received, initial direct costs
incurred and an estimate of any future restoration, removal or dismantling costs. Straight-line
operating lease expense recognition will be replaced with a depreciation charge for the leased asset
(included in operating costs) and an interest expense on the recognised lease liability (included in
finance costs). In the earlier periods of the lease, the expenses associated with the lease under AASB
16 will be higher when compared to lease expenses under AASB 117. However, EBITDA (Earnings
Before Interest, Tax, Depreciation and Amortisation) results will be improved as the operating
expense is replaced by interest expense and depreciation in profit or loss under AASB 16. For
classification within the statement of cash flows, the lease payments will be separated into both a
principal (financing activities) and interest (either operating or financing activities) component. For
lessor accounting, the standard does not substantially change how a lessor accounts for leases.
The consolidated entity will adopt this standard from 1 July 2019. The directors expect that AASB 16
will be adopted by the consolidated entity by applying the modified retrospective method,
measuring the right-of-use asset at an amount equal to the lease liability. Accordingly, the adoption
of AASB 16 will result in lease assets and liabilities being recognised on balance sheet and a change
in how related expenses are incurred. It is expected that:
- total property leases of approximately $440,000 will be recognised on the balance sheet as right-
of-use assets and lease liabilities;
- during the year commencing 1 July 2019, annual rental payments of approximately $229,000 will
be reclassified from occupancy costs to interest expense (approximately $19,000) and liability
payments (approximately $210,000); and
- during the year commencing 1 July 2019, right-of-use asset depreciation expense of
approximately $220,000 will be recorded.
49 | P a g e
A n n u a l R e p o r t
NOTE 3. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS
The preparation of the financial statements requires management to make judgements, estimates
and assumptions that affect the reported amounts in the financial statements. Management
continually evaluates its judgements and estimates in relation to assets, liabilities, contingent
liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions on
historical experience and on other various factors, including expectations of future events,
management believes to be reasonable under the circumstances. The resulting accounting
judgements and estimates will seldom equal the related actual results. The judgements, estimates
and assumptions that have a significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities (refer to the respective notes) within the next financial year are
discussed below.
Impairment - intangible assets
The consolidated entity assesses impairment at the end of each reporting period by evaluating
conditions and events specific to the consolidated entity that may be indicative of impairment
triggers. Recoverable amounts of relevant assets are reassessed using value-in-use calculations
which incorporate various key assumptions. Impairment tests are carried out on intangibles,
receivables and subsidiaries.
With respect to cash flow projections in Australia and overseas, modest growth rates have been
factored into valuation models for the next five years on the basis of management’s expectations
around the consolidated entity’s continued ability to capture market share from competitors.
Provisions for expected credit losses
The consolidated entity uses a provision matrix to calculate the expected credit loss (ECL) for trade
receivables. The provision rates are based on days past due for groupings of carious customer
segments that have similar loss patterns.
The provision matrix is initially based on the consolidated entity’s historical observed default rates.
Additionally, the consolidated entity adjusts the historical credit loss experience with forward-
looking information.
The amount of the ECL recognized is sensitive to changes in circumstances and of forecast economic
conditions. The consolidated entity’s historical credit loss experience and forecast of economic
conditions may also not be representative of customer’s actual default in the future
Recovery of deferred tax assets
Deferred tax assets are recognised for deductible temporary differences only if the consolidated
entity considers it is probable that future taxable amounts will be available to utilise those
temporary differences and losses.
The extent to which deferred tax assets can be recognised is based on an assessment of the
probability of the Company’s future taxable income against which the deferred tax assets can be
50 | P a g e
A n n u a l R e p o r t
utilised. In addition, significant judgement is required in assessing the impact of any legal or
economic limits or uncertainties in various tax jurisdictions
Capitalisation of development costs
Distinguishing the research and development phases of a new customised software project and
determining whether the recognition requirements for the capitalisation of development costs are
met requires judgement. After capitalisation, management monitors whether the recognition
requirements continue to be met and whether there are any indicators that capitalised costs may be
impaired.
NOTE 4. RESTATEMENT OF COMPARATIVES
Correction of prior period error
During the year ended 30 June 2019 there was discovered to be an error in the recognition of
research and development incentives received in prior financial statements where they had been
incorrectly recognised as other income instead of being offset against the capitalised development
costs to which they related. The impact of the restatement is noted below. This also resulted in
adjustments related to the consolidated entity's deferred tax position related to these balances. The
treatment of receipts from research and development grants in the cash flow has been amended to
cash flows from investing activities respectively.
Change in accounting policy
As noted in Note 2, the consolidated entity has adopted AASB 15 Revenue from Contracts with
Customers, with effect from 1 July 2018, using the full retrospective approach.
Accordingly, the resulting change to the consolidated entity's revenue policy has led to a
restatement of prior period financial statements of the consolidated entity. This has affected
subscription revenues revenue streams. The impacts of the change in accounting policy is set out
below.
Amounts where which previously disclosed as deferred revenue are now referred to as “contract
liability” under AASB 15.
Under AASB 15, amounts relating to unrecognised revenues invoiced but not yet received have not
been included in the balance sheet, resulting in a reduction to contract liabilities and trade
receivables.
Reclassification
Some expense items shown on the Statement of profit and loss and other comprehensive income
have been reclassified to different expense descriptions in the current year, compared to the prior
year. Where this reclassification has taken place, the prior year comparative amounts in the
Statement of profit and loss and other comprehensive income have been reclassified accordingly.
51 | P a g e
A n n u a l R e p o r t
Statement of profit or loss and other
comprehensive income
Extract
Revenue
Maintenance contracts
Other income
2018
$
Reported
$
Correction of
prior period
error
Consolidated
$
Change in
revenue
recognition
policy
$
2018
$
Total
restatements
Restated
2,613,225
682,352
-
(491,888)
(304,476)
-
(304,476)
(491,888)
2,308,749
190,464
Loss before income tax benefit
(445,082)
(491,888)
(304,476)
(796,364)
(1,241,446)
Income tax benefit/(expense)
23,848
(734,144)
91,343
(642,801)
(618,953)
Loss after income tax benefit for the year
attributable to the owners of Global Health
Limited
Other comprehensive income for the year,
net of tax
Total comprehensive income for the year
attributable to the owners of Global Health
Limited
(421,234)
(1,226,032)
(213,133)
(1,439,165)
(1,860,399)
-
-
-
-
-
(421,234)
(1,226,032)
(213,133)
(1,439,165)
(1,860,399)
Cents
Reported
Cents
Adjustment
Cents
Adjustment
Cents
Adjustment
Cents
Restated
Basic earnings/(loss) per share
Diluted earnings/(loss) per share
(1.26)
(1.26)
(3.67)
(3.67)
(0.64)
(0.64)
(4.30)
(4.30)
(5.56)
(5.56)
52 | P a g e
A n n u a l R e p o r t
Amount of restatement of statement of financial position at beginning of the earliest comparative period
Extract
Assets
Current assets
Other receivables
Current tax asset
Non-current assets
Intangibles
Deferred tax asset
Total assets
Liabilities
Current liabilities
Contract liabilities
Non-current liabilities
Deferred tax liability
Total liabilities
Net assets
Equity
Accumulated losses
1 July 2017
$
Reported
Consolidated
$
$
$
1 July 2017
$
Correction of
prior period
error
Change in
revenue
recognition
policy
Total
restatements
Restated
344,139
481,842
(344,139)
(481,842)
-
-
(344,139)
(481,842)
-
-
4,817,920
596,599
(2,187,153)
-
-
114,377
(2,187,153)
114,377
2,630,767
710,976
10,738,489
(3,013,134)
114,377
(2,898,757)
7,839,732
1,462,960
-
381,257
381,257
1,844,217
1,282,415
(656,146)
-
(656,146)
626,269
5,876,778
(656,146)
381,257
(274,889)
5,601,889
4,861,711
(2,356,988)
(266,880)
(2,623,868)
2,237,843
(16,079,686)
(2,356,988)
(266,880)
(2,623,868)
(18,703,554)
Total equity
4,861,711
(2,356,988)
(266,880)
(2,623,868)
2,237,843
53 | P a g e
A n n u a l R e p o r t
Statement of financial position at the end of the earliest comparative period
Extract
Assets
Current assets
Trade and other receivables
Current tax asset
Total current assets
Non-current assets
Intangibles
Deferred tax asset
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Contract liabilities
Total current liabilities
Non-current liabilities
Contract liabilities
Deferred tax liability
Total non-current liabilities
Total liabilities
Net assets
Equity
Accumulated losses
2018
$
Reported
$
Correction of
prior period
error
Consolidated
$
Change in
revenue
recognition
policy
$
2018
$
Total
restatements
Restated
2,262,567
805,136
4,304,526
(1,134,044)
(805,136)
(1,939,180)
(509,386)
-
(509,386)
(1,643,430)
(805,136)
(2,448,566)
619,137
-
1,885 960
6,533,971
517,819
7,247,949
(2,423,793)
-
(2,423,793)
-
205,720
205,720
(2,423,793)
205,720
(2,218,073)
4,110,178
723,539
5,029,876
11,552,475
(4,362,973)
(303,666)
(4,666,639)
6,885,836
1,312,032
1,427,676
3,829,566
(52,815)
-
(52,815)
-
(205,049)
(205,049)
(52,815)
(205,049)
(257,049)
1,259,217
1,222,627
3,571,702
-
1,984,923
3,172,557
-
(727,138)
(727,138)
381,396
-
381,396
381,396
(727,138)
(345,742)
381,396
1,257,785
2,826,815
7,002,123
(779,953)
176,347
(603,606)
6,398,517
4,550,352
(3,583,020)
(480,013)
(4,063,033)
487,319
(16,500,920)
(3,583,020)
(480,013)
(4,063,033)
(20,563,953)
Total equity
4,550,352
(3,583,020)
(480,013)
(4,063,033)
487,319
54 | P a g e
A n n u a l R e p o r t
NOTE 5. OPERATING SEGMENTS
Identification of reportable operating segments
The consolidated entity operates in a single segment, being the computer technology, software and
services industry with particular emphasis on healthcare and associated professional services. The
consolidated entity has identified its operating segment(s) based on the internal reports that are
reviewed and used by the executive management team (‘the chief operating decision maker' or
'CODM') in assessing performance and in determining the allocation of resources.
During the current financial year, the consolidated entity and the CODM reassessed its operating
segment identification and reporting and determined that, in light of developments in the
consolidated entity's products and services, and the delivery of these products and services to its
customer base, that it now regarded itself as operating in only one segment, as set out above, rather
than the additional segments as previously reported. In addition, during the current year, the
consolidated entity did not conduct material activities outside the Australian geographic area.
Accordingly, the consolidated entity has not provided separate segment reporting for the current
financial year, however it discloses below comparative segment information for the previous
financial year, restated to reflect the adjustments referred to in Note 4, Restatement of
comparatives.
In the previous financial year, the CODM reviewed EBITDA (earnings before interest, tax,
depreciation and amortisation). The accounting policies adopted for internal reporting to the CODM
were consistent with those adopted in the financial statements.
Intersegment transactions
There were no intersegment transactions.
Major customers
During the year ended 30 June 2019 $689,735 (approximately 10.5%) of the consolidated entity's
external revenue was derived from sales to a single customer. (2018: $1,164,805 (approximately
17.5%), but to a different customer than 2019).
55 | P a g e
A n n u a l R e p o r t
Operating segment information
Consolidated - 2018 Restated
Revenue
Sales to external customers
Total revenue
EBITDA
Depreciation
Amortisation
Interest revenue
Finance costs
Non-operating foreign exchange loss
Profit/(loss) before income tax expense
Income tax expense
Loss after income tax expense
Assets
Segment assets
Total assets
Liabilities
Segment liabilities
Total liabilities
Geographical information
Australia
International
Acute
$
Non-acute
$
Other
$
Corporate
$
Total
$
1,046,145
1,046,145
4,036,752
4,036,752
200,204
(8,687)
(24,686)
-
-
-
166,831
1,616,347
(24,855)
(95,117)
-
-
-
1,496,375
74,642
74,642
(23,795)
(1,011)
(12,975)
-
-
-
(37,781)
-
-
5,157,539
5,157,539
(2,744,543)
(29,071)
-
16,969
(110,060)
(166)
(2,866,871)
(951,787)
(63,624)
(132,778)
16,969
(110,060)
(166)
(1,241,446)
(618,953)
(1,860,399)
1,400,652
4,955,642
529,542
-
6,885,836
6,885,836
1,186,146
4,580,909
631,462
-
6,398,517
6,398,517
Sales to
external
customers
Geographical
non-current
assets
2018 Restated 2018 Restated
$
$
5,142,539
15,000
4,306,337
-
5,157,539
4,306,337
Geographical information for the current financial year is not included as there were no material
sales or non-current assets outside Australia.
The geographical non-current assets above are exclusive of, where applicable, financial instruments,
deferred tax assets, post-employment benefits assets and rights under insurance contracts.
56 | P a g e
A n n u a l R e p o r t
NOTE 6. REVENUE
Disaggregation of revenue
The disaggregation of revenue from contracts with customers is as follows:
Major product lines
Subscription fees - Active subscription
Subscription fees - Point in time subscription
Other Product Revenue
Professional Services - Implementation
Professional Services - Development
Professional Services - Other Services
Geographical regions
Australia
Other
Timing of revenue recognition
- Point in time
- Over time
NOTE 7. OTHER INCOME
Interest income
Other income
Other income
Consolidated
2019
$
2018 Restated
$
3,549,531
27,000
186,299
697,080
668,765
346,349
3,525,450
1,415
222,598
402,145
578,065
427,866
5,475,024
5,157,539
5,467,437
7,587
5,142,539
15,000
5,475,024
5,157,539
1,924,838
3,550,186
1,614,683
3,542,856
5,475,024
5,157,539
Consolidated
2019
$
2018
$
12,167
37,587
16,969
-
49,754
16,969
57 | P a g e
A n n u a l R e p o r t
NOTE 8. EXPENSES
Loss before income tax includes the following specific expenses:
Rental expense relating to operating leases
Minimum lease payments
Superannuation expense
Defined contribution superannuation expense
Share-based payments expense
Share-based payments expense
Consolidated
2019
$
2018
$
139,805
154,693
289,308
343,941
21,757
47,375
Employee benefits expense excluding superannuation
Employee benefits expense excluding superannuation net of capitalised development costs
3,334,344
3,364,915
NOTE 9. INCOME TAX EXPENSE
Income tax expense
Current tax
Deferred tax - origination and reversal of temporary differences
Aggregate income tax expense
Deferred tax included in income tax expense comprises:
Decrease/(increase) in deferred tax assets (note 15)
Increase/(decrease) in deferred tax liabilities (note 22)
Consolidated
2019
$
2018
Restated
$
52,814
272,249
-
618,953
325,063
618,953
388,874
(116,625)
(12,563)
631,516
Deferred tax - origination and reversal of temporary differences
272,249
618,953
Numerical reconciliation of income tax expense and tax at the statutory rate
Loss before income tax expense
Tax at the statutory tax rate of 27.5%
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Other expenses (non-deductible)
Entertainment (non-deductible)
Legal expenses (non-deductible)
Other deductible expenses
Tax losses not recognised as a deferred tax asset
Derecognition of previously recognised tax losses
Prior period error (corrected)
Refundable tax offsets
Income tax expense
58 | P a g e
A n n u a l R e p o r t
(971,730)
(1,241,446)
(267,226)
(341,398)
52,340
9,278
-
(90,551)
321,632
299,590
-
98,795
2,185
2,829
-
122,398
-
734,144
325,063
-
618,953
-
325,063
618,953
Tax losses not recognised
Unused tax losses for which no deferred tax asset has been recognised
Potential tax benefit @ 27.5%
Consolidated
2019
$
2018
$
2,626,184
2,304,552
722,201
633,752
The above potential tax benefit for tax losses has not been recognised in the statement of financial
position. These tax losses can only be utilised in the future if the continuity of ownership test is
passed, or failing that, the same business test is passed.
NOTE 10. CURRENT ASSETS - CASH AND CASH EQUIVALENTS
Cash at bank
Cash on deposit
NOTE 11. CURRENT ASSETS - TRADE AND OTHER RECEIVABLES
Trade receivables
Less: Loss allowance
Other receivables
Consolidated
2019
$
2018
$
399,814
404,176
657,289
500,247
803,990
1,157,536
Consolidated
2019
$
2018
Restated
$
534,701
(106,899)
427,802
619,137
(29,560)
589,577
8,323
29,560
436,125
619,137
Loss allowance
The consolidated entity has recognised a loss of $77,339 (2018: $Nil) in profit or loss in respect of
loss allowance for the year ended 30 June 2019.
59 | P a g e
A n n u a l R e p o r t
The ageing of the receivables and loss allowance provided for above are as follows:
Expected
credit loss
rate
2019
%
Carrying
amount
2019
$
Allowance for
expected
credit losses
2019
$
5.03%
66.89%
0.21%
2.64%
38.28%
209,052
15,776
23,920
66,444
219,509
10,515
10,553
50
1,754
84,027
534,701
106,899
Consolidated
2019
$
2018
$
29,560
77,339
29,560
-
106,899
29,560
Consolidated
2019
$
2018
$
61,716
79,287
Consolidated
2019
$
2018
$
178,787
(148,145)
30,642
232,844
(208,642)
24,202
178,787
(135,765)
43,022
232,842
(188,170)
44,672
54,844
87,694
Consolidated
Within maturity (0-30 days)
31-60 days
61-90 days
90-120 days
> 120 days
Movements in the loss allowance are as follows:
Opening balance
Additional provisions recognised
Closing balance
NOTE 12. CURRENT ASSETS - OTHER ASSETS
Prepayments
NOTE 13. NON-CURRENT ASSETS - PROPERTY, PLANT AND EQUIPMENT
Leasehold improvements - at cost
Less: Accumulated depreciation
Plant and equipment - at cost
Less: Accumulated depreciation
60 | P a g e
A n n u a l R e p o r t
Reconciliations
Reconciliations of the written down values at the beginning and end of the current and previous
financial year are set out below:
Consolidated
Balance at 1 July 2017
Additions
Depreciation expense
Balance at 30 June 2018
Depreciation expense
Balance at 30 June 2019
NOTE 14. NON-CURRENT ASSETS – INTANGIBLES
Developed products - at cost*
Less: Accumulated amortisation
Less: Impairment
Products under development - at cost
Leasehold
improvement
s
$
Plant and
equipment
$
Total
$
61,060
-
(18,038)
89,678
580
(45,586)
150,738
580
(63,624)
43,022
(12,380)
44,672
(20,470)
87,694
(32,850)
30,642
24,202
54,844
Consolidated
2019
$
2018
Restated
$
3,998,111
(1,378,153)
(917,381)
1,702,577
2,844,203
(1,187,823)
(917,381)
738,999
2,387,248
3,371,179
4,089,825
4,110,178
*
This represents costs arising from the development phase of internal projects. Development
costs incorporate directly attributable employee benefit expenses, fees to register a legal
right and other direct material and services costs to develop the project.
Developed products have finite useful life of 10 years which are amortised on a straight-line basis
over their effective life. The current amortisation charges for intangible assets have been separately
presented as amortisation expense in the consolidated statement of profit or loss and other
comprehensive income.
61 | P a g e
A n n u a l R e p o r t
Reconciliations
Reconciliations of the written down values at the beginning and end of the current and previous
financial year are set out below:
Consolidated
Balance at 1 July 2017
Additions
R&D tax offset allocated
Amortisation expense
Balance at 30 June 2018
Additions
R&D tax offset allocated
Transfers in/(out)
Amortisation expense
Balance at 30 June 2019
Products
under
development
$
Developed
products
$
Total
$
1,758,990
1,848,829
(236,640)
-
871,777
-
-
(132,778)
2,630,767
1,848,829
(236,640)
(132,778)
3,371,179
959,880
(789,904)
(1,153,907)
-
738,999
-
-
1,153,907
(190,329)
4,110,178
959,880
(789,904)
-
(190,329)
2,387,248
1,702,577
4,089,825
Impairment testing of products under development
Irrespective of whether there is any indication of impairment, the company will test an intangible
asset with an indefinite useful life or an intangible asset not yet available for use for impairment
annually by comparing its carrying amount with its recoverable amount. This impairment test is
performed as at the end of the financial period. The impairment testing had been performed based
on the cash generating units identified by software product lines.
The recoverable amount of each cash-generating unit above is determined based on value-in-use
calculations. Value-in-use is calculated based on the present value of cash flow projections over a 5-
year period. The cash flows are discounted using a pre-tax discount rate of 20% (2018: 10%). The
following key assumptions were used in the value-in-use calculations:
• Growth rates (sales) – existing products – 33% decrease to 5% growth (2018 – 2.1%)
• Growth rates (sales) – new products – 10% to 487% growth (2018 – 2.1%)
Management has based the value-in-use calculations on budgets for each type of product. These
budgets use historical weighted average growth rates to project revenue. Costs are calculated taking
into account historical gross margins as well as estimated weighted average inflation rates over the
period, which are consistent with inflation rates applicable to the locations in which the consolidated
entity operates.
62 | P a g e
A n n u a l R e p o r t
NOTE 15. NON-CURRENT ASSETS - DEFERRED TAX
Deferred tax asset comprises temporary differences attributable to:
Amounts recognised in profit or loss:
Tax losses
Contract liabilities
Provisions
Deferred tax asset
Movements:
Opening balance
Credited/(charged) to profit or loss (note 9)
Closing balance
Consolidated
2019
$
2018
Restated
$
-
102,816
231,849
299,590
205,720
218,229
334,665
723,539
723,539
(388,874)
710,976
12,563
334,665
723,539
Deferred tax assets are recognised to the extent that it is probable that they will be able to be
utilised against future taxable income, based on the consolidated entity's forecast of future
operating results which is adjusted for significant non-taxable income and expenses and specific
limits to the use of any unused tax loss or credit.
NOTE 16. CURRENT LIABILITIES - TRADE AND OTHER PAYABLES
Trade creditors
Other creditors and accruals
Refer to note 29 for further information on financial instruments.
Consolidated
2019
$
2018
Restated
$
657,461
1,128,800
384,692
874,525
1,786,261
1,259,217
63 | P a g e
A n n u a l R e p o r t
NOTE 17. CURRENT LIABILITIES - CONTRACT LIABILITIES
Contract liabilities
Consolidated
2019
$
2018
Restated
$
1,621,494
1,222,627
Contract liabilities comprises annual licence and maintenance in advance fees for the right to use our
software, minor fixes, rights to updated versions and limited help line support. These are invoiced up
to 12 months in advance. The revenue is recognised monthly as the services are provided to
customers.
NOTE 18. CURRENT LIABILITIES – BORROWINGS
Borrowings
Consolidated
2019
$
2018
$
559,983
515,657
Interest bearing liabilities are provided to the consolidated entity on terms of 5 years and an average
effective interest rate of 8.60%.
Refer to note 29 for further information on financial instruments.
NOTE 19. CURRENT LIABILITIES - EMPLOYEE BENEFITS
Employee benefits
Summary of employee benefits provisions
Current
Non-current (Note 23)
Reconciliation of total current and non-current employee benefits provisions
Opening balance
Additional provisions
Amount utilised
Closing balance
64 | P a g e
A n n u a l R e p o r t
Consolidated
2019
$
591,322
2018
$
574,201
Consolidated
2019
$
2018
$
591,322
33,588
574,201
17,121
624,910
591,322
Consolidated
2019
$
2018
$
591,322
251,545
(217,957)
537,233
249,651
(195,562)
624,910
591,322
NOTE 20. NON-CURRENT LIABILITIES - CONTRACT LIABILITIES
Contract liabilities
NOTE 21. NON-CURRENT LIABILITIES – BORROWINGS
Borrowings
Consolidated
2019
$
2018
Restated
$
280,406
381,396
Consolidated
2019
$
605,658
2018
$
1,170,513
Interest bearing liabilities are provided to the consolidated entity on terms of 5 years and an average
effective interest rate of 8.60%.
Refer to note 29 for further information on financial instruments.
Total secured liabilities
The total secured liabilities (current and non-current) are as follows:
Borrowings
Consolidated
2019
$
2018
$
1,165,641
1,686,170
In relation to the above loans, lender have liens over approximately $70,000 of office equipment
which can be claimed in the event of default.
65 | P a g e
A n n u a l R e p o r t
NOTE 22. NON-CURRENT LIABILITIES - DEFERRED TAX
Deferred tax liability comprises temporary differences attributable to:
Amounts recognised in profit or loss:
Prepayments
Intangible assets
Deferred tax liability
Movements:
Opening balance
Charged/(credited) to profit or loss (note 9)
Closing balance
NOTE 23. NON-CURRENT LIABILITIES - EMPLOYEE BENEFITS
Employee benefits
NOTE 24. EQUITY - ISSUED CAPITAL
Consolidated
2019
$
2018
Restated
$
16,973
1,124,187
19,557
1,238,228
1,141,160
1,257,785
1,257,785
(116,625)
626,269
631,516
1,141,160
1,257,785
Consolidated
2019
$
2018
$
33,588
17,121
Ordinary shares - fully paid
33,678,592
33,470,259
20,961,242
20,898,742
Consolidated
2019
Shares
2018
Shares
2019
$
2018
$
Movements in ordinary share capital
Details
Date
Shares
Issue price
$
Balance
Shares issued for the purchase of the medical
software assets of Abaki Pty Ltd
Balance
Shares issued for the purchase of the medical
software assets of Abaki Pty Ltd
1 July 2017
33,354,995
20,836,242
31 August 2017
115,264
$0.54222
62,500
30 June 2018
33,470,259
20,898,742
22 January 2019
208,333
$0.30
62,500
Balance
30 June 2019
33,678,592
20,961,242
66 | P a g e
A n n u a l R e p o r t
Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of
the company in proportion to the number of and amounts paid on the shares held. The fully paid
ordinary shares have no par value and the company does not have a limited amount of authorised
capital.
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.
Share buy-back
There is no current on-market share buy-back.
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.
Capital is regarded as total equity, as recognised in the statement of financial position, plus net debt.
Net debt is calculated as total borrowings less cash and cash equivalents.
In order to maintain or adjust the capital structure, the consolidated entity may adjust the amount of
dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to
reduce debt.
The consolidated entity would look to raise capital when an opportunity to invest in a business or
company was seen as value adding relative to the current company's share price at the time of the
investment. The consolidated entity is not actively pursuing additional investments in the short term
as it continues to integrate and grow its existing businesses in order to maximise synergies.
The consolidated entity is subject to certain financing arrangements covenants and meeting these is
given priority in all capital risk management decisions. There have been no events of default on the
financing arrangements during the financial year.
The capital risk management policy remains unchanged from the 2018 Annual Report.
NOTE 25. EQUITY – RESERVES
Foreign currency reserve
Options reserve
Consolidated
2019
$
2018
$
24,234
149,977
24,234
128,220
174,211
152,454
67 | P a g e
A n n u a l R e p o r t
Foreign currency reserve
The reserve is used to recognise exchange differences arising from the translation of the financial
statements of foreign operations to Australian dollars.
Options reserve
The reserve is used to recognise the value of equity benefits, by way of the issue of options, provided
to employees and directors as part of their remuneration, and other parties as part of their
compensation for services.
Movements in reserves
Movements in each class of reserve during the current and previous financial year are set out below:
Consolidated
Balance at 1 July 2017
Share based payment expense
Balance at 30 June 2018
Share based payment expense
Balance at 30 June 2019
NOTE 26. EQUITY - ACCUMULATED LOSSES
Accumulated losses at the beginning of the financial year
Loss after income tax expense for the year
Accumulated losses at the end of the financial year
Currency
translation
reserve
$
Option
reserve
$
Total
$
24,234
-
24,234
-
80,845
47,375
105,079
47,375
128,220
21,757
152,454
21,757
24,234
149,977
174,211
Consolidated
2019
$
2018
Restated
$
(20,563,953)
(1,296,793)
(18,703,554)
(1,860,399)
(21,860,746)
(20,563,953)
NOTE 27. EQUITY - NON-CONTROLLING INTEREST
Global Health Limited has a 93.8% (2018: 93.8%) interest in the subsidiary Working Systems
Solutions (Malaysia) Sdn Bhd. Retained earnings attributable to the non-controlling interest are as
follows
Consolidated
2019
$
2018
$
76
76
Retained profits
68 | P a g e
A n n u a l R e p o r t
NOTE 28. EQUITY - DIVIDENDS
There were no dividends paid, recommended or declared during the current or previous financial
year.
NOTE 29. FINANCIAL INSTRUMENTS
Financial risk management objectives
The consolidated entity's financial instruments consist primarily of trade receivables, trade payables
and borrowings. The consolidated entity does not have significant risk exposure to financial
instruments and as such risk exposures are generally managed as part of the consolidated entity's
overall strategic and operational risk management strategies. Consequently, there is currently no
specific risk mitigating techniques employed. However, as the consolidated entity expands both
domestically and internationally, management continues to monitor its exposure and will implement
suitable policies when deemed necessary.
The financial instruments held by the consolidated entity are as follows:
Financial Assets
Cash and cash equivalents
Trade and other receivables
Financial Liabilities
Trade and other payables
Borrowings
Consolidated
2019
$
2018
Restated
$
803,990
436,125
1,240,115
1,157,536
619,137
1,776,673
(1,786,261)
(1,165,641)
(2,951,902)
(1,259,217)
(1,686,170)
(2,945,387)
Market risk
Foreign currency risk
The consolidated entity controls subsidiaries in Malaysia and Singapore and participates in a joint
venture in Malaysia. The consolidated entity is therefore exposed to foreign exchange risk arising
from exposure to currencies of these respective countries. Such risk arises from future transactions
and assets and liabilities that are denominated in functional currencies other that the Australian
dollar. Management does not engage in an active program of hedging exposure to foreign
currencies.
At present, the consolidated entity's foreign currency exposure is not considered to be material.
The carrying amount of the consolidated entity's foreign currency denominated financial assets and
financial liabilities at the reporting date were as follows:
69 | P a g e
A n n u a l R e p o r t
Consolidated
Malaysian ringgit
Assets
Liabilities
2019
$
2018
$
2019
$
2018
$
48,510
41,100
-
-
Price risk
The consolidated entity is not exposed to any significant price risk.
Interest rate risk
The consolidated entity's main interest rate risk arises from long-term borrowings. Borrowings
obtained at variable rates expose the consolidated entity to interest rate risk. Borrowings obtained
at fixed rates expose the consolidated entity to fair value interest rate risk.
Credit risk
Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting
in financial loss to the consolidated entity and essentially arises from holdings of cash and deposits,
trade receivables and loans receivable as well as from the parent’s potential obligations under the
indemnity guarantee provided to banks. The risk is largely managed through a policy of only dealing
with creditworthy counterparties. Periodic assessments of debtor balances are undertaken and
provisions for impairment are recognised where appropriate.
Maximum exposure to credit risk without taking account of any collateral held or other credit
enhancements arising from the consolidated entity’s recognised financial assets is considered to be
equivalent to their carrying values at reporting date. Maximum exposures arising from the indemnity
guarantee are as disclosed at Note 31: Commitments and Contingencies. The consolidated entity
does not have any significant credit risk exposure to any single counterparty or groups of
counterparties having similar characteristics.
The majority of customers have long standing business relationships with the consolidated entity
and their credit quality with respect to trade receivables is assessed as high.
All cash and cash equivalents are held with large reputable financial institutions within Australia,
Malaysia and Singapore and therefore credit risk is considered very low.
Liquidity risk
Liquidity risk is managed through monitoring current funds available, undrawn facilities and
anticipated recovery of receivables and comparing with future funding requirements contained in
management budgets and forecasts. In this regard, the timing of expected settlement of liabilities is
also analysed so as to minimise risk with respect to obligations becoming past due. This is consistent
with the prior year.
Remaining contractual maturities
The following tables detail 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.
70 | P a g e
A n n u a l R e p o r t
The tables include both interest and principal cash flows disclosed as remaining contractual
maturities and therefore these totals may differ from their carrying amount in the statement of
financial position.
Consolidated - 2019
Non-derivatives
Non-interest bearing
Trade and other payables
Interest-bearing - fixed rate
Borrowings
Total non-derivatives
Consolidated - 2018 Restated
Non-derivatives
Non-interest bearing
Trade and other payables
Interest-bearing - fixed rate
Borrowings
Total non-derivatives
Weighted
average
interest rate
%
1 year or less
$
Between 1
and 5 years
$
Over 5 years
$
Remaining
contractual
maturities
$
-
1,914,679
-
-
1,914,679
8.60%
632,241
2,546,920
684,458
684,458
-
-
1,316,699
3,231,378
Weighted
average
interest rate
%
1 year or less
$
Between 1
and 5 years
$
Over 5 years
$
Remaining
contractual
maturities
$
-
1,259,217
-
-
1,259,217
8.60%
632,241
1,891,458
1,294,634
1,294,634
-
-
1,926,875
3,186,092
The cash flows in the maturity analysis above are not expected to occur significantly earlier than
contractually disclosed above.
71 | P a g e
A n n u a l R e p o r t
NOTE 30. KEY MANAGEMENT PERSONNEL DISCLOSURES
Directors
The following persons were directors of Global Health Limited during the financial year:
Mr S Pynt
Mr M Cherian
Mr G Smith
Mr R Knowles
Ms P Beerens (resigned 22 Nov 2018)
Non-executive Chairman
Chief executive officer and managing director
Non-executive director
Non-executive director
Non-executive director (resigned 22 Nov 2018)
Other key management personnel
The following persons also had the authority and responsibility for planning, directing and controlling
the major activities of the consolidated entity, directly or indirectly, during the financial year:
Mr D Groenveld
Mr K Jayesuria
Principal Architect
Chief Operating Officer
Compensation
The aggregate compensation made to directors and other members of key management personnel
of the consolidated entity is set out below:
Consolidated
2019
$
2018
$
730,996
64,870
9,670
21,758
665,246
107,862
9,365
47,374
827,294
829,847
Short-term employee benefits
Post-employment benefits
Long-term benefits
Share-based payments
72 | P a g e
A n n u a l R e p o r t
NOTE 31. REMUNERATION OF AUDITORS
During the financial year the following fees were paid or payable for services provided by Grant
Thornton Audit Pty Ltd, the auditor of the company, its network firms and unrelated firms:
Audit services - Grant Thornton Audit Pty Ltd*
Audit or review of the financial statements
Other services - Grant Thornton Audit Pty Ltd*
Taxation services
Audit services - TY Teoh International (Malaysia)
Audit or review of the financial statements
Audit services - J Wong and Associates (Singapore)
Audit or review of the financial statements
Consolidated
2019
$
2018
$
89,000
106,357
-
3,409
89,000
109,766
-
-
601
4,240
Audit services - Shine Wing Australia
Additional audit fees for audit of June 2018 annual financial statements
9,000
-
*
The company had a change of auditor in 2019. All 2019 amounts relate to Grant Thornton
Audit Pty Ltd and the 2018 amounts relate to the company's previous auditor, ShineWing
Australia.
NOTE 32. CONTINGENT LIABILITIES
The parent has provided a cash security bond in favour of the property owner of the parent
entity’s leased office premises
102,187
102,187
Consolidated
2019
$
2018
$
NOTE 33. COMMITMENTS
Lease commitments - operating
Committed at the reporting date but not recognised as liabilities, payable:
Within one year
One to five years
Consolidated
2019
$
2018
$
228,708
236,713
214,907
452,643
465,421
667,550
73 | P a g e
A n n u a l R e p o r t
Operating lease commitments comprises contracted amounts for office rental under non-cancellable
operating leases expiring within 5 years.
NOTE 34. RELATED PARTY TRANSACTIONS
Parent entity
Global Health Limited is the parent entity.
Subsidiaries
Interests in subsidiaries are set out in note 36.
Key management personnel
Disclosures relating to key management personnel are set out in note 30 and the remuneration
report included in the directors' report.
Transactions with related parties
There were no transactions with related parties during the current and previous financial year.
Receivable from and payable to related parties
There were no trade receivables from or trade payables to related parties at the current and
previous reporting date.
Loans to/from related parties
The following balances are outstanding at the reporting date in relation to loans with related parties:
Current borrowings:
Wage arrears payable*
Consolidated
2019
$
2018
$
75,390
61,794
*
Wages arrears payable to the Managing Director, Mathew Cherian. This amount payable is
interest-free and unsecured.
Terms and conditions
All transactions were made on normal commercial terms and conditions and at market rates, except
where otherwise stated.
74 | P a g e
A n n u a l R e p o r t
NOTE 35. PARENT ENTITY INFORMATION
Set out below is the supplementary information about the parent entity.
Statement of profit or loss and other comprehensive income
Loss after income tax
Total comprehensive loss
Statement of financial position
Total current assets
Total assets
Total current liabilities
Total liabilities
Equity
Issued capital
Reserves
Accumulated losses
Total equity/(deficiency)
Parent
2019
$
2018
Restated
$
(1,254,058)
(1,863,621)
(1,254,058)
(1,863,621)
Parent
2019
$
2018
Restated
$
1,253,321
1,304,651
5,846,145
6,334,508
4,559,060
3,062,316
6,619,872
5,889,131
20,961,242 20,898,742
152,454
(21,909,181) (20,605,819)
174,212
(773,727)
445,377
75 | P a g e
A n n u a l R e p o r t
NOTE 36. INTERESTS IN SUBSIDIARIES
The consolidated financial statements incorporate the assets, liabilities and results of the following
subsidiaries in accordance with the accounting policy described in note 2:
Name
Principal place of business /
Country of incorporation
Global Health (Australia) Sdn Bhd
Working Systems Solutions (Malaysia) Sdn Bhd
Working Systems Solutions Pty Ltd
Uni U International Pty Ltd
Working Systems Solutions (Singapore) Pte Ltd
Bourke Johnston Systems Pty Ltd
Working Systems Software Pty Ltd
State-wide Unit Trust
Kuala Lumpur
Kuala Lumpur
Australia
Australia
Singapore
Australia
Australia
Australia
NOTE 37. EVENTS AFTER THE REPORTING PERIOD
Ownership interest
2018
2019
%
%
100.00%
94.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
94.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
No matter or circumstance has arisen since 30 June 2019 that has significantly affected, or may
significantly affect the consolidated entity's operations, the results of those operations, or the
consolidated entity's state of affairs in future financial years.
76 | P a g e
A n n u a l R e p o r t
NOTE 38. RECONCILIATION OF LOSS AFTER INCOME TAX TO NET CASH FROM/ (USED IN)
OPERATING ACTIVITIES
Loss after income tax expense for the year
Adjustments for:
Amortisation of Intangibles
Depreciation of fixed assets
Employee share option expense
Impairment of receivables
Change in operating assets and liabilities:
Decrease in trade and other receivables
Decrease/(increase) in deferred tax assets
Decrease in prepayments
(Increase) in other assets
Increase in trade and other payables
Increase/(decrease) in contract liabilities
Increase/ (decrease in deferred tax liabilities
Increase in employee benefits
Net cash from/ (used in) operating activities
NOTE 39. EARNINGS PER SHARE
Loss after income tax attributable to the owners of Global Health Limited
Consolidated
2019
$
2018
Restated
$
(1,296,793)
(1,860,399)
190,329
32,850
21,757
77,338
132,778
63,624
47,375
-
183,012
388,873
17,570
(5,025)
518,481
297,877
(116,625)
33,588
805,985
(12,563)
106,682
(108,465)
179,935
(286,322)
631,516
54,089
343,232
(245,765)
Consolidated
2019
$
2018 Restated
$
(1,296,793)
(1,860,399)
Number
Number
Weighted average number of ordinary shares used in calculating basic earnings per share
33,560,442
33,450,679
Weighted average number of ordinary shares used in calculating diluted earnings per share
33,560,442
33,450,679
Basic earnings/(loss) per share
Diluted earnings/(loss) per share
Cents
Cents
(3.86)
(3.86)
(5.56)
(5.56)
As the consolidated entity generated losses in financial years ended 30 June 2019 and 30 June 2018,
options on issue would decrease loss per share and are therefore anti-dilutive. Accordingly, issued
options are excluded from the calculation of diluted earnings per share.
77 | P a g e
A n n u a l R e p o r t
NOTE 40. SHARE-BASED PAYMENTS
The parent entity has adopted two incentive plans to enable employees and directors to participate
in ownership of Global Health Limited. The directors have determined that the total number of
securities which may be issued pursuant to these plans in any five-year period must not exceed 5%
of the total number of securities on offer from time to time. This limitation only applies to new offers
of securities by the parent entity and not to existing securities purchased on market under the
Exempt Employee Share Plan. Details of the plans are as follows.
Employee Share Option Plan
The Company operates the Employee Share Option Plan (ESOP). This plan allows the Company to
grant options over shares to key executives and directors and other employees as selected by the
Directors to enable them to participate in the future growth and profitability of the Company, to
provide an incentive and reward for their contributions and to attract and maintain personnel. The
options are issued at no consideration. The exercise price of options is based on the weighted
average market price of the Company’s Shares during the five trading days up to and including the
date of grant of the option or such other date or period as the Directors consider appropriate.
Options vest one-third each year over three years from the grant date and have an expiry date of
five years from the grant date.
The options issued under the ESOP are not quoted on the Australian Stock Exchange.
Employee Share Options are issued under the terms and conditions of the Plan as disclosed on the
Company’s website. Should an employee cease employment before the completion of two years
after the issue of any employee option, the option issued automatically lapses, except where
cessation is due to death or total permanent disability, retirement, redundancy or any other reason,
based on which the directors believe is fair and reasonable to warrant the employee maintaining
their right to exercise the option in which case they will have six (6) months to exercise the options.
78 | P a g e
A n n u a l R e p o r t
Set out below are summaries of options granted under the plan:
2019
Grant date
Expiry date
26/05/2014
10/06/2015
19/12/2016
19/12/2016
26/05/2019
10/06/2020
30/11/2019
30/11/2021
Exercise
price
Balance at
the start of
the year
$0.75
$0.65
$0.75
$0.75
300,000
310,000
400,000
600,000
1,610,000
Granted
Exercised
-
-
-
-
-
Expired/
forfeited/
other
Balance at
the end of
the year
-
-
-
-
-
(300,000)
-
-
-
(300,000)
-
310,000
400,000
600,000
1,310,000
Weighted average exercise price
$0.73
$0.00
$0.00
$0.75
$0.73
2018
Grant date
Expiry date
19/12/2013
26/05/2014
10/06/2016
19/12/2016
19/12/2016
19/12/2017
26/05/2019
10/06/2020
30/11/2019
30/11/2021
Exercise
price
Balance at
the start of
the year
Granted
Exercised
Expired/
forfeited/
other
Balance at
the end of
the year
$0.65
$0.75
$0.65
$0.75
$0.75
530,000
300,000
310,000
400,000
600,000
2,140,000
-
-
-
-
-
-
-
-
-
-
-
-
(530,000)
-
-
-
-
(530,000)
-
300,000
310,000
400,000
600,000
1,610,000
Weighted average exercise price
$0.71
$0.00
$0.00
$0.65
$0.73
Set out below are the options exercisable at the end of the financial year:
Grant date
Expiry date
26/05/2014
10/06/2015
19/12/2016
19/12/2016
26/05/2019
10/06/2020
30/11/2019
30/11/2021
2019
Number
2018
Number
-
310,000
266,667
240,000
300,000
310,000
133,333
120,000
816,667
863,333
The weighted average remaining contractual life of options outstanding at the end of the financial
year was 1.2 years (2018: 1.71 years).
Exempt Employee Share Plan ('EESP')
A plan under which shares may be issued by the Company to employees for no cash consideration
was adopted when the Company was listed. All directors, officers or employees who are from time
to time engaged in full or part time work for the Company are eligible to participate in the Exempt
Employee Share Plan.
79 | P a g e
A n n u a l R e p o r t
Under the plan, eligible employees may be granted up to $1,000 worth of fully paid ordinary shares
in the Company for no cash consideration. The market value of the shares will be measured as the
market price quoted for buyers of the Company shares at the close of trading on the day
immediately preceding the date of the offer by the Directors as published by the ASX.
Offers under the plan are at the discretion of the Company and the shares cannot be transferred or
assigned by the holder within the period of three years from the date of issue or transfer to the
holder unless the holder ceases employment with the Company earlier than that date except that
the holder may at any time transfer all or any of his Shares to his spouse or to a company the
majority of the issued shares in which are beneficially owned by him or to any trust that the holder is
a beneficiary of.
During the year, nil shares were issued under the plan (2018: Nil).
80 | P a g e
A n n u a l R e p o r t
10. DIRECTORS’ DECLARATION
In the directors' opinion:
•
•
•
•
the attached financial statements and notes comply with the Corporations Act 2001, the
Accounting Standards, the Corporations Regulations 2001 and other mandatory professional
reporting requirements;
the attached financial statements and notes comply with International Financial Reporting
Standards as issued by the International Accounting Standards Board as described in note 2
to the financial statements;
the attached financial statements and notes give a true and fair view of the consolidated
entity's financial position as at 30 June 2019 and of its performance for the financial year
ended on that date; and
there are reasonable grounds to believe that the company will be able to pay its debts as and
when they become due and payable.
The directors have been given the declarations required by section 295A of the Corporations Act
2001.
Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the
Corporations Act 2001.
On behalf of the directors
Steven Leigh Pynt
Non-Executive Chairman
30 September 2019
81 | P a g e
A n n u a l R e p o r t
11. INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GLOBAL HEALTH
LIMITED
82 | P a g e
A n n u a l R e p o r t
83 | P a g e
A n n u a l R e p o r t
84 | P a g e
A n n u a l R e p o r t
85 | P a g e
A n n u a l R e p o r t
12. SHAREHOLDER INFORMATION
The shareholder information set out below was applicable as at 10 September 2019.
Corporate governance statement
Refer to the Company's Corporate Governance statement at:
https://www.global-health.com/our-approach/governance/.
Distribution of equity securities
Analysis of number of equity security holders by size of holding:
1 to 1,000
1,001 to 5,000
5,001 to 10,000
10,001 to 100,000
100,001 and over
Holding less than a marketable parcel
Number
of holders
of options
over
ordinary
shares
Number
of holders
of ordinary
shares
35
136
76
96
32
375
110
-
-
-
2
5
7
-
Equity security holders
Twenty largest quoted equity security holders
The names of the twenty largest security holders of quoted equity securities are listed below:
Ordinary shares
% of total
shares
issued
Number held
13,558,334
4,311,036
1,530,702
1,502,196
750,000
730,500
500,000
500,000
500,000
490,000
420,000
40.26
12.80
4.55
4.46
2.23
2.17
1.48
1.48
1.48
1.45
1.25
MICRON HOLDINGS PTY LTD (CHERIAN FAMILY A/C)
MICRON HOLDINGS PTY LTD (MICRON HOLDINGS P/L S/F A/C)
MRS ELIZABETH MAY PRISCILLA THOMAS
PACIFIC NOMINEES LIMITED
ALUMOOTIL MATHEW CHERIAN
CONNAUGHT CONSULTANTS (FINANCE) PTY LTD (SUPER FUND A/C)
B & R JAMES INVESTMENTS PTY LIMITED (JAMES SUPERANNUATION A/C)
TRIGLOBAL MANAGEMENT LIMITED
ANNEX PARTNERS PTY LTD
MS SERENE LIM & MR NICHOLAS RUSSELL WARD (SERENE LIM SUPERFUND A/C)
DR SERENE LIM (SERENE LIM FAMILY A/C)
86 | P a g e
A n n u a l R e p o r t
MR DAVID LEROY BOYLES
DAMON GROENVELD
CHRIS BELL INVESTMENTS PTY LTD (THE CHRIS BELL S/F A/C)
EMERALD SHARES PTY LIMITED (EMERALD UNIT A/C)
ROXANNE INVESTMENTS PTY LTD
MR RAJIV PARAMANATHAN
CEBON
ASKET PTY LTD (S L PYNT SUPER FUND A/C)
MR ANDREW CHARLES GRACEY
Unquoted equity securities
Options over ordinary shares issued
Substantial holders
Substantial holders in the company are set out below:
Mathew Cherian
On-market buy-back
There is no current on-market buy-back.
Voting rights
The voting rights attached to ordinary shares are set out below:
400,000
304,000
302,985
300,000
300,000
280,000
235,335
226,074
225,000
1.19
0.90
0.90
0.89
0.89
0.83
0.70
0.67
0.67
27,366,162
81.25
Number
on issue
Number
of holders
1,310,000
7
Ordinary shares
% of total
shares
issued
Number held
18,616,036
55.28
Ordinary shares
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.
There are no other classes of equity securities.
87 | P a g e
A n n u a l R e p o r t