Gowing Bros. Limited
Annual Report 2024

Plain-text annual report

Gowings Family Executive Chairman and Managing Director's Review of Operations Gowings at a Glance (at Directors’ Valuation) Remuneration Report Key metrics Sustainability Programme Financial Report Financial review Strategic Investments ASX Listing Requirements Profit and Loss Statement Directors’ Report 02 12 06 27 04 20 07 28 05 24 08 CONTENTS Directors Mr. John Gowing (Executive Chairman and Managing Director) Mr. Sean Clancy (Non-executive Director) Mr. John Parker (Non-executive Director) Mr. James Davis (Non-executive Director) Mr. James Gowing (Executive Director - Finance) Associate Directors Mr. Ellis Gowing Secretary Mr. Ian Morgan Stock Exchange Listing The Australian Securities Exchange Ticker Code: GOW Registered Office The Gowings Building 303 / 35-61 Harbour Drive Coffs Harbour, NSW, 2450 Australia T +61 2 9264 6321 Email: info@gowings.com Share Registry Office Computershare Investor Services Pty Limited Level 3, 60 Carrington Street Sydney NSW 2000 Phone: 1300 855 080 Fax: 61 2 8234 5050 Auditors William Buck Level 29, 66 Goulburn Street Sydney NSW 2000 Phone: 61 2 8263 4000 ABN 68 000 010 471 ACN 000 010 471 CORPORATE DIRECTORY REDUCING OUR FOOTPRINT Gowings continues to investigate and implement sustainability initiatives across all areas of our business operations. Our fundamental aim is to have the smallest impact possible on the environment. Initiatives either commenced, under investigation or completed include: Kempsey Central rooftop solar system. Completed Coffs Central rooftop solar. Completed Coffs Central green waste composting system. Completed EV Charging Stations. Installed Comprehensive independent review of Gowings Mid North Coast operations with the goal of installing substantial solar and renewable energy micro grid. Coffs Central Solar in place, with other measures to be reviewed. Preliminary investigation for feasibility of installing a community geothermal system at Sawtell Commons which could provide up to 20% continuing energy savings annually for residents. Ongoing engagement with CHCC Independent report on best sustainable practices for packaging & product development at Gowings SHI has been received. Shift to recycle/able packaging underway Carbon capture project at Logie Farm Underway (iii) The continuing sales of lots in stage 3 at Sawtell Commons, which have been a significant contributor to group cash flow and earnings. (iv) The completion of the installation of solar panels on the rooftop car park at Gowings Coffs Central. Providing both shade for shoppers parking and a material saving in annual energy bills. On the ground, we have continued to see a rebound in foot traffic and trading in our Mid North Coast Shopping Centres, in fact comparable sales at our 3 Shopping Centres have grown from $149 million in 2019 to $164 million per annum in 2024. We have continued to see strong interest in leasing and have opened several new shops with more in the pipeline. The recently opened shared workspace on level one in Coffs Central, “G Sphere” is performing very well. Our flagship store “Gowing’s Pacific Traders”, on the ground floor of Coffs Harbour showcases our ocean lifestyle brands, FCS, Alvey, and Gorilla Grip and whilst trade has been slower than we would have liked, it is trending in the right direction. Most of our retail leases have a percentage of turnover provision or an annual CPI uplift which over the medium term protects the underlying value of our shopping centres during the ‘new normal’ period of inflation. As such our Shopping Centres remain a good hedge against inflation over the long We appear to have entered a new period of Global Reserve Banks monetary policy easing, with interest rates lowering in the US, Europe, Canada and NZ. The recently reported annual inflation rate of 2.7% in Australia is within the RBA’s target range and should presage lower interest rates in Australia in the near future. Should this transpire it will be good for all our business segments. In the meantime it feels like we are positioned in the twilight zone. I am pleased to report that in this difficult financial environment, our financial team was able to refinance our long term debt facility on more flexible terms with St George Bank. There have been a number of significant achievements made during the year which are worthy of mention: (i) Successfully negotiating the renewal of the lease with Coles at Gowings Kempsey Central. (ii) The takeover of our long term investment in DICE Molecules by Eli Lilly, resulting in a capital gain of approximately $6 million. Reviewing the results following the end of our 156th year of trading, the key and overwhelming impact continues to be the 13 interest rate increases imposed by the Reserve Bank of Australia, and associated monetary policy tightening by most of the world’s central banks which has had a significant impact on global consumer sentiment. This has caused and continues to cause a significant reduction in sales and profitability at Gowings Surf Hardware International and a significant increase in the groups long term interest expenses. term. Particularly now that the replacement cost of our centres is higher than the carrying value and thereby creating a significant barrier to entry for new players. Major construction work on the Raymond Terrace and Coffs Harbour Bypasses is well underway with completion of both expected by 2028. These are projects with national significance and are estimated to cost circa $4.3 Billion. Gowings North Coast property holdings will be major beneficiaries of these very worthy projects. GOWINGS SURF HARDWARE INTERNATIONAL GSHI continues to face difficult global economic headwinds with interest rates high, consumers having less discretionary income and overall sales down on the prior year. On a positive note, online sales are significantly higher than the prior year at $4M and warehousing has been moved from Mona Vale to Coffs Harbour, resulting in ongoing cost savings and efficiencies for the Group. SAWTELL COMMONS Stage 3 at Sawtell Commons is now complete, there have been 40 blocks of land sold and contracts exchanged. The market in Coffs Harbour for vacant residential land has slowed somewhat. Preliminary approval work for Stage 4 consisting of 31 lots is underway with an aim for them to be completed in 2025. Construction has commenced on The Coffs Harbour Bypass, which is a positive catalyst for economic activity and skilled employment in the area. DIVIDENDS The Group has generated strong development property cash- flows and will be declaring a final 3.45c fully franked LIC dividend. The Company believes in maintaining a prudent approach to dividends given the capital requirements of the Company across various developments and investment opportunities either underway or under consideration. OUTLOOK The outlook has improved with CPI moving into the target range and rate cuts likely for next year, which will relieve financial pressure for our tenants and customers. Thank you to all our team members and the wider Gowings community for their continuing support. J. E. Gowing Executive Chairman and Managing Director EXECUTIVE CHAIRMAN AND MANAGING DIRECTOR'S REVIEW OF OPERATIONS 3 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 GOWING BROS. LIMITED 2 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE For the year ended 31 July 2024 31 July 2023 31 July 2022 31 July 2021 31 July 2020           Net Assets¹ $203.6m $205.7m $215.5m $208.6m $195.5m Net Assets per Share² $3.84 $3.86 $4.03 $3.89 $3.64 Net profit after tax ($0.04)m ($5.3)m $10.9m $10.4m $4.7m Earnings per Share (0.07) c (9.91)c 20.42c 19.35c 8.82c Dividends paid per Share 6.0c 7.0c 8.0c 7.0c 10.0c Total Shareholder Return 1.1% (2.5%) 5.7% 8.8% (2.3%) ¹Net Assets before tax on unrealised gains on equities, private equities, investment properties, and freehold properties. ²Net Assets per share before tax on unrealised gains on equities, private equities, investment properties, and freehold properties. The Company meets the definition of a Listed Investment Company (“LIC”) for taxation purposes. Certain shareholders of the Company, including individuals, trusts, partnerships and complying superannuation entities may benefit from the Company’s LIC status by being able to claim a tax deduction for the part of the dividend that is attributable to LIC capital gains made by the Company. The amount that shareholders can claim as a tax deduction depends on their individual situation. As an example, an individual, trust (except a trust that is a complying superannuation entity) or partnership who is an Australian resident taxpayer at the date a dividend is paid would be entitled to a tax deduction equal to 50% of the amount attributable to LIC capital gains included in the dividend. KEY METRICS On behalf of the Board of Directors, I am pleased to comment on the results for the year ended 31 July 2024. DIVIDENDS DECLARED PER SHARE The Company declared a total dividend of $0.0645 in fully franked dividends for the 2024 year. The Company has maintained a prudent approach to dividends given the capital requirements of the Company having various development and investments opportunities currently either underway or under consideration. $0.05 $0.08 $0.03 $0.00 $0.02 $0.01 $0.04 $0.07 $0.06 $0.09 2024 2020 2021 2022 2023 $0.02 $0.02 $0.0645 FINANCIAL REVIEW REVIEW OF OPERATIONS (CONTINUED) $0.08 $0.06 $0.06 $0.06 Net assets per share before tax on unrealised gains on equity, investment properties and private equities was at $3.84 as at 31 July 2024. Total shareholder return was 1.1% including the 6.0c paid to Shareholders during the year. NET ASSETS PER SHARE $4.00 $4.10 $3.80 $3.90 $3.60 $3.70 $3.40 $3.50 $3.89 $4.03 $3.86 $3.64 $3.84 2021 2020 2022 2023 2024 Income After Tax for the year ended 31 July 2024 includes underlying income from ordinary activities such as rent, interest, dividends and revaluations of the investment portfolio. OPERATIONAL PROFIT ($MILLION) 2.0 -4.0 -6.0 0.0 10.0 12.0 8.0 6.0 4.0 -2.0 -5.3 11.3 7.7 3.3 -0.04 2022 2021 2023 2024 2020 TOTAL REGULAR DIVIDEND PER SHARE $0.0645 NET ASSETS PER SHARE $3.84 NET ASSETS $203.6M EARNING PER SHARE (0.07)C DIVIDENDS DECLARED PER SHARE $0.0645 TOTAL SHAREHOLDER RETURN 1.1% NET LOSS AFTER TAX $0.04M 4 5 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 GOWING BROS. LIMITED GOWING BROS. LIMITED 31 July 2024 $’000 31 July 2023 $’000 Net Income from Ordinary Activities Cobram Estates Olives 16,759 12,783 Surf Hardware International (at cost) 16,000 16,000 Carlton Investments 6,362 6,129 Power Pollen Accelerated Ag Technologies 1,538 1,541 SYMBYX 800 600 EFTsure 738 738 Woolworths Group Ltd 690 - Eratos 500 500 Tasmanian Oyster Company 480 480 Space X 458 - Perpetual Limited 443 - Australian Foundation Investments 431 418 BHP Group Limited 423 460 Other Investments – Australia 10,318 10,975 Other Investments – International 2,965 9,272 Total 58,905 59,896 Private Equity Funds Our Innovation Fund I 2,919 2,775 OurCrowd Australia 624 916 Our Innovation Fund II 582 569 Skalata Fund II 293 289 Other Private Equity Funds 780 682 Total 5,198 5,231 Pacific Coast Shopping Centre Portfolio Sub-regional and Neighbourhood shopping centres 189,030 187,885 Borrowings (95,865) (94,310) Total 93,165 93,575 Other Direct Properties Properties under development¹ 13,439 17,020 Properties available for development¹ 14,697 12,498 Other properties 1,138 1,124 Total 29,274 30,642 Cash and Other Cash (AUD) 5,104 10,355 Cash (USD) 8,555 4,620 Tax Liabilities (12,631) (11,218) Surf Hardware International Consolidation Impact2 (3,718) (4,804) Other Assets and Liabilities 19,762 17,424 Total 17,072 16,377 Net assets before tax on unrealised gains on equities, investment properties and private equities 203,614 205,721 Provision for tax on unrealised gains on equities, investment properties and private equities (9,359) (10,369) Net assets after tax on unrealised gains on equities, investment properties and private equities 194,255 195,352 Net Investment Property income of $4.7 million is a stable result with CPI and interest rates running high. The majority of the decrease is attributable to increased amortisation on incentives for new store openings. All our centres are performing well considering the general headwinds. Net Development Property income of $4.5 million represents a strong result for sales at Sawtell Commons in the current reporting period. Stage 3 has been registered and made available for sale and we have sold through the majority of the lots with additional settlements occurring post year end. Surf Hardware International net loss of $2.1 million was driven predominantly by overseas market conditions and deteriorating sales in all geographies, but Japan in particular. We have put into place significant cost saving measures and will be monitoring closely to take further action if needed. We believe sales will recover slowly over the next 12 – 24 months as the interest rate drops and economic backdrop improves. Overall Total Net Income from Ordinary Activities of $8.6 million represents a 5% decrease on the prior year primarily driven by the underlying performance of Surf Hardware International globally. Non-recurring expenses relate to costs associated with moving Head Office and Australian warehousing facilities for Surf Hardware International to Coffs Harbour, including make-good expenses. Additionally, $500,000 of goodwill relating to Gowings Surf Hardware was written off in the current year. Overall, the loss after tax was $0.04 million compared to the previous year which was a loss of $5.3 million. ¹ Indicative appraisals and internal valuations indicate that there is approximately $27.4M of underlying additional value across our development property portfolio. The increase is primarily due to the uplift on Sawtell Commons, Solitary 30 and 4 Moonee Beach Road. 2 Difference between the investment in Surf Hardware International (at cost) and net assets attributable to the group on consolidation. For the year ended 31 July 2024 $’000 31 July 2023 $’000 Net Income from Ordinary Activities Interest Income 709 360 Investment Properties 4,735 5,092 Development Properties 4,468 3,407 Equities – Dividend Income 768 1,392 Managed Private Equities 65 104 Surf Hardware International (2,100) (1,258) Total Net Income from Ordinary Activities 8,645 9,097 Head Office Expenses Administration, Public Company and Other 6,714 6,292 Operational Profit 1,931 2,805 Gain/(loss) on sale or revaluation Investment Properties – unrealised - (13,271) Investment Properties – realised (341) (15) Managed Private Equity – unrealised (112) (86) Managed Private Equity - realised (102) 380 Derivatives (Fixed Interest Rate Hedge) - realised 313 (78) Other Other Income 139 663 Non-recurring expenses (2,237) - Loss Before Tax (402) (9,602) Income Tax Benefit 370 4,317 Loss After Tax (39) (5,285) PROFIT AND LOSS STATEMENT GOWINGS AT A GLANCE (AT DIRECTORS' VALUATION) REVIEW OF OPERATIONS (CONTINUED) REVIEW OF OPERATIONS (CONTINUED) 6 7 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED Woolworths Group Ltd ($0.69 M) Woolworths Group is an Australian multinational retail company, founded in Sydney in 1924. It operates primarily Woolworths supermarkets across Australia, Woolworths in New Zealand and Big W. Also included in the portfolio is Petbarn, a smaller retail pet store operated across Australia. As the biggest retailer in Australia, they are at the forefront of technology across customers, logistics and distribution. www.woolworthsgroup.com.au Carlton Investments ($6.36 M) Carlton Investments (CIN) was incorporated in 1928 and has a long-standing and expert interest in the hotel business and cinema industries. Founded by Sir Norman Rydge and currently Chaired by his son Alan Rydge AM, their primary business is the purchase and retention of carefully selected shares that provide attractive levels of sustainable income and the potential for long term capital growth. Carlton Investments carries no debt and has the objective of consistently generating fully franked dividends with a minimal risk profile. www.carltoninvestments.com.au Perpetual Limited($0.44 M) Perpetual Group is a diversified financial services company which has been serving Australians since 1886 when it was established as a trustee company by a group of businessmen including Sir Edmund Barton, later to be Australia’s first Prime Minister. That trustee heritage – and the culture it created in putting clients first – is what makes Perpetual unique. www.perpetual.com.au Gowings Surf Hardware International ($16 M at cost) The post pandemic slowdown continues to impact the surf industry from that experienced in FY23. As a result, Gowings Surf Hardware International (GSHI) sales fell 11% to $36.7m in FY24. GSHI has continued to focus on managing and monitoring appropriate levels of stock and ensuring margins are achieved as these economic headwinds continue to challenge GSHI on numerous fronts. A number of major projects were completed during the FY24 year including the completion of the GSHI relocation to Coffs Harbour from Mona Vale, the completion of the transition to a new enterprise-resource-planning tool for the majority of all operational regions (Japan is currently underway – ETC is Feb 25) and opening of the new Gowings Pacific Trader retail store in Coffs Harbour. During the year, Alvey Reels has been integrated into the GSHI portfolio. Continued focus is being applied on building and enhancing our existing direct-to-consumer (DTC) sales channel. Positively, significant gains were achieved in FY24, with DTC revenue increasing 34% to $4.174m. Continued investment in this platform combined with the operational synergies now being achieved with the new enterprise resource planning tool will enable further growth. Work continues on building a purpose-built warehouse and manufacturing facility to meet our goal of local production in the Coffs Harbour region. GSHI remains committed to the Gowings Whale Trust, continuing to donate 1% of total GSHI revenue. www.surfhardware.com.au Cobram Estate Olives ($16.7 M) Cobram Estate (CBO) commenced operations in 1998 as a family affair and has matured into a large undertaking with some 6,500 hectares of olive groves in production in Victoria and 100 staff. With olive farm and milling operations in both Australia and the USA, CBO is a leader in the Australian olive industry and an innovator in sustainable olive farming. Premium brands include Cobram Estate and Red Island. www.cobramestate.com.au BHP Billiton ($0.423 M) BHP Billiton (BHP) founded in 1851 is a world leader in the diversified resources industry. They provide materials for essential infrastructure aiming to continuously improve economic development and living standards. They manage the portfolio of assets in highly attractive commodities growing value through excellence in operations and acquiring the right assets and options whilst managing capital allocation. www.bhp.com Australian Foundation Investments ($0.43 M) Australian Foundation Investments (AFI) is one of the largest and oldest listed investment companies in Australia. Founded in Melbourne in 1928 they specialise in managing a portfolio of Australian equities and take a long term, conservative approach to investing which closely aligns with Gowings’ own values. This minimises dealing costs and has historically provided investors with sound, tax-efficient, long-term returns. Their diversified portfolio ensures they are not overexposed in any one particular sector www.afi.com.au restaurants and bars surrounding the surf lake providing a full immersion experience for visitors and locals alike. www.surf-lakes.com SYMBYX ($0.8 M) SYMBYX is a Sydney based medical technology company. Founded in 2019 they are developing device based light therapies (photobiomodulation) to treat and provide symptomatic relief from pain and discomfort for people living with chronic diseases such as Parkinson’s, dementia, Crohn’s Disease and diabetes. They work with research partners and clinicians in Australia, Portugal, Germany and the United Kingdom and clinical trials are well advanced in a number of key geographies. www.symbyxbiome.com Power Pollen ($1.53 M) Power Pollen is an American company based in Ames, Iowa who have developed a pollination capability that increases crop yields, specifically in corn and wheat. The process allows the producer to time their crop pollination, rather than rely on the variability of nature and to develop specific crop attributes to increase cropping yields. The technology can increase the ratio of female to male corn plants 3 fold and as the females are fruit bearing, crop yield is significantly increased. The company has received strong support from the local United States market with the Iowa Corn Growers Association an early equity investor. www.powerpollen.com SPACEX ($0.45 M) SpaceX designs, manufactures, and launches advanced rockets and spacecraft, aiming to reduce space transportation costs and enable the colonisation of Mars. It operates Starlink and Starshield. Starlink enables speed internet around the world through satellites, requiring no cables and expensive on ground infrastructure. Starshield leverages SpaceX’s Starlink technology and launch capability to support national security efforts. www.spacex.com Wholesale Investor ($0.4 M) Wholesale Investor, based in Sydney, is a global venture investment platform. They connect emerging innovative companies seeking capital with investors. With a growing ecosystem of 30,000 high net worth investors, family offices, venture capital and private equity firms, government bodies and industry participants, their platform allows convenient and simple access to investment opportunities from a broad range of emerging business opportunities. www.wholesaleinvestor.com.au Surf Lakes Global ($0.3 M) Surf Lakes is exactly what it sounds like, a lake you can surf on. With a prototype surf park in Yeppoon, Australia consistently producing multiple surfable waves using a contoured lakebed. The swell is created using a hydraulic plunge wave machine in the lake centre and in this respect differs from traditional surf parks where, usually, only a single wave is produced. The team envisage accommodation, STRATEGIC INVESTMENTS REVIEW OF OPERATIONS (CONTINUED) Tasmanian Oyster Company ($0.48 M) The Tasmanian Oyster Company was founded in 1979 and has more than 220 hectares of pristine Tasmanian waters. They are the largest vertically integrated oyster business in Australia with hatcheries, growing farms, harvest, sales and distribution. The company has a strong focus on sustainability and is certified organic by the National Association for Sustainable Agriculture Australia. Their oysters are among the highest quality produced in Australia and are sold both as spat and as mature oysters in both the domestic and international markets with strong interest from countries such as Japan, Singapore and Vietnam. www.tasmanianoysterco.com.au EFTSure ($0.73 M) EFTSure provides a bank detail verification service that minimises the risk of fraudulent invoices being paid. It matches the account details for suppliers of goods and services in a business’ payment system, (generally a banking portal), by verifying the creditor’s account name, BSB and account number and matching it with the Australian Business Registry data. Gowings use the system for their online payments as a safeguard against payment fraud and the automated nature of the system provides material operational efficiencies. www.get.eftsure.com.au Our Innovation Fund I, II & III ($3.71 M) Our Innovation Fund and its successors were both launched by OurCrowd with a specific focus on Australian tech start-ups. Based in Sydney they target high net worth investors only and manage a pool of capital that is carefully invested into technology focused start-ups with. No significant updates have occurred in the current reporting period www.oifventures.com.au OurCrowd Australia($0.62 M) OurCrowd was founded in 2013 in Jerusalem, Israel by Jonathan Medved with the aim to build a pool of venture capital for investing in start-ups worldwide. They have offices in the United States, United Kingdom, Spain, Canada, Australia, Brazil, and Singapore and are democratising access to private equity investing via an easily accessible and user friendly online platform. OurCrowd also invest in many of the start-ups and open the door for retail investors to invest on the same terms. In the current period a small number of realisations and write-offs have reduced the balance of the underlying investment portfolio. www.ourcrowd.com LISTED AUSTRALIAN SHARES UNLISTED SHARES PRIVATE EQUITIES 9 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 GOWING BROS. LIMITED 8 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE PACIFIC COAST SHOPPING CENTRE PORTFOLIO OTHER INVESTMENTS PROPERTIES & PROPERTIES UNDER DEVELOPMENT STRATEGIC INVESTMENTS REVIEW OF OPERATIONS (CONTINUED) Retail Sales Growth & Resilience This year has presented a challenging environment for our portfolio of Shopping Centres, driven largely by rising interest rates and increased cost-of-living pressures that have weighed heavily on consumer spending. While we began the year with positive momentum, particularly in essential and non-discretionary categories, the latter half of the year has seen a deceleration in sales growth across the board, as customers have become more cautious in their spending habits. Despite these headwinds, our Centres have remained resilient, maintaining a steady flow of foot traffic and tenant occupancy. However, the current economic climate has made Leasing more challenging, with some retailers delaying expansion plans or seeking shorter lease terms. We have responded by refining our leasing strategies and supporting our tenants through targeted marketing initiatives, ensuring that our centres continue to serve as vibrant community hubs. Looking ahead, we remain cautiously optimistic about the coming year. As inflationary pressures are expected to ease and the economy stabilises, we anticipate a gradual recovery in consumer confidence and spending. With our continued focus on enhancing the shopping experience and adapting to market conditions, we believe our Shopping Centres are well-positioned to capitalise on these improving economic conditions. Coffs Central We are pleased to welcome several exciting new retailers to Coffs Central, including Phan's Kitchen, a modern and vibrant Vietnamese offer, as well as flagship stores for Gowings Pacific Trader and Alvey Fishing Reels—both iconic brands that add significant appeal to our centre. In addition, Nail Style Central and Coffs Central Barber have recently opened, further enhancing our diverse retail mix. These new openings are a testament to the ongoing belief in the future of Coffs Central, even amidst challenging economic conditions. The leasing pipeline and enquiry levels remain strong, and we are working with several more exciting retailers who will be opening in the coming months. We also continue to explore further development opportunities at Coffs Central, including the DA-approved hotel, rooftop apartments, and office tower expansion. Sawtell Commons Sawtell Commons Stage 3 has been completed and we have realised $8.73 million in gross sales in the current reporting period. These sales have been made at good prices and overall profit generated from the Sawtell Development was $4.52 million. Preliminary planning works are underway for Stage 4, consisting of 31 lots, with an aim for them to be completed in 2025. Solitary 30 Solitary 30 (Coffs Harbour Jetty Precinct) has a range of staged and un-staged architectural plans currently under consideration but with the current NSW government Jetty Foreshores development project struggling to gain community acceptance, we are taking a cautious approach to our planning. Logie Farm and Pipers Brook In March 2022, the Company purchased two properties in Tasmania with the view that agriculture in Tasmania reflects a viable long-term industry with demand for boutique and artisan Australian produce growing internationally and locally. The two properties are strategically located in the South and North of Tasmania respectively and both represent agricultural and development opportunities. Port Central Port Central continues to trade well, with a strong retail mix already in place. Our focus remains on maintaining this robust mix of retailers while actively pursuing new opportunities to further enhance the centre's appeal. Additionally, we have been approved for a boutique liquor license and Kaleidoscope has opened, a showcase for local makers. We are also exploring various capital upgrades, remixing strategies, and redevelopment opportunities to elevate the overall experience for both our retailers and shoppers. Work is underway to plan for future-proofing the centre and we are in talks with prominent Australian retailers. Kempsey Central During the year we have renewed Coles at Kempsey on a ten year lease. We have also been granted a boutique liquor license and we plan to open the new bottle shop prior to Christmas. Overall trading conditions remain challenging but there are a number of national tenants we are in discussions with to take on some spaces within the centre 11 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 GOWING BROS. LIMITED 10 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE SHOPPING CENTRES Gowings continues its commitment to minimising our environmental impact. Our goal is to become a net zero company as soon as feasibly possible. Gowings has a long history of being environmentally proactive with a range of initiatives including the Gowings Whale Trust which was established in 2001. Completed Initiatives Expert consultancy firms were engaged to identify improvements to our three centres with regard to waste generation, water use, and electricity consumption. A range of recommendations have been progressed. Port Central and Coffs Central have introduced recycling and coffee cup separation bins. Coffs Central has an organic composter allowing us to divert food waste from landfill. A rooftop garden has been planted at Coffs Central. Kempsey Central now has a 99kw solar system installed that significantly reduces the centre’s carbon emissions. Coffs Central’s 400kW rooftop solar system is now in operation. Port and Coffs now have EV charging stations. All centre lighting has been converted to LED. Future Plans Plans are underway to augment existing centre PV (solar) capacities with a 400kW rooftop solar systems installed at both Port. This will bring the combined total solar system output to 1,128kW, (this equates to enough generated electricity to power 112 homes per annum). Sizing was determined by the aforementioned independent report and should cover our energy needs on a day to day basis (weather permitting), significantly reducing our energy consumption, carbon emissions, and reliance on the grid. We are also exploring the possibility of each centre establishing an embedded network whereby retailers can purchase solar electricity from Gowings at favourable rates. Completed Initiatives Sawtell Commons is a free hold land subdivision however we have sought to identify estate wide energy saving opportunities. Including geothermal heating and cooling, heat pump technology, rainwater harvesting, a community battery, and a virtual power plant/microgrid. Some preliminary geothermal work has taken place with 3 pilot sites drilled and thermally tested with initial findings positive. An independent engineer has designed a community wide system and undertaken a financial feasibility study. The system is workable considering the cost, conversations continue with the local council. Future Plans Paired with the aforementioned geothermal system we are researching a community microgrid and battery so residents can store electricity generated by solar and then sell energy to each other and to the grid as a group enabling them to achieve better prices. Gowings plan on retaining a number of lots to establish a build-to-rent initiative as we will have complete control over this aspect we plan to incorporate geothermal and battery system in the project. SUSTAINABILITY PROGRAM REVIEW OF OPERATIONS (CONTINUED) SAWTELL COMMONS (220 LOT SUBDIVISION IN BONVILLE SOUTH OF COFFS HARBOUR) LAND DEVELOPMENT SAWTELL COMMONS LOT SUBDIVISION 220 12 13 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED GOWINGS SURF HARDWARE INTERNATIONAL INVESTMENTS GOWINGS WHALE TRUST Completed Initiatives GSHI manufactures a range of globally recognised surf sport related brands including FCS, Gorilla Grip, Softech, Kanulock, and Hydro. Currently 1% of all sales generated goes to the Gowings Whale Trust helping to fund initiatives safeguarding our seas and reducing waste in the ocean. A report into eliminating single use plastics in packaging has been completed with the findings currently being implemented. Future Plans The 1% for the Gowings Whale Trust plan will continue in the foreseeable future and GSHI packaging will be shifted away from single use plastics to cardboard wherever possible. Longer term the aim is to shift production to the use of recycled materials. As a surf travel business, it is integral to Gowings Surf Hardware International’s future that GSHI minimise any negative impacts on the ocean and environment generally. Completed Initiatives The day to day running and practices of the majority of Gowings investments are, generally speaking, outside of our immediate control and this applies to our share portfolio and venture capital investments. Gowings have, however, invested in two farming properties in Tasmania that enable us to implement best practice farming while also assisting in facilitating future developments. Completed Initiatives Established in 2001, the Gowings Whale Trust seeks to preserve and promote whale populations, and this extends to the adjacent issues of sea biodiversity and cleanliness. A watercraft was donated to Sea Shepherd and we have helped fund Sea Shepherds work on stopping krill harvesting in the Antartic and their merchandise is promoted at Gowings centres to provide additional support. Future Plans We will continue to be on the lookout for worthy causes to help fund with a focus on the Marine Environment. SUSTAINABILITY PROGRAM REVIEW OF OPERATIONS (CONTINUED) 14 15 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED GOWINGS GOLD In an authentically Australian way, Gowings Coffs Central envisions a place where locals can connect with their community, through social activities, entertainment, events, education and retail offers. Both locals and tourists actively choose our center for its ambiance, friendly retailers, support community arts and culture activations, and a diverse array of products and services. All these elements contribute to our unique customer experience, making a visit to Gowings Coffs Central “So much more than shopping!” THE GOWINGS WAY For 156 years, we have proudly served Australia and its people "The Gowings Way” book celebrates our unique Aussie heritage, our way of doing business and our pioneering history. A proud fifth generation Australian family business, Gowings is the embodiment of the Australian Spirit. Authenticity and adaptability has made Gowings stand the test of time. As we celebrate this accomplishment, we are inspired by the fierce loyalty of Australians and their love for our Great Southern Land. Ted Gowing, represents the courage and tenacity with which our country faced the challenges of two world wars. Ted's squadron escorted Atlantic convoys between US and UK. Each day they flew not knowing who would return. Gowing’s continues the tradition of overcoming challenges head on. We are proud to tell the story of Gowings Bros and the dedicated people who built it. The story of our vision and values: dependable, honest and fair dealing. With strong relationships, we build businesses, contributing to the long-term success of our nation. Our pioneering inventive, persevering Spirit is, "The Gowings Way”. "Everyday people working together achieve extraordinary outcomes." - John Gowing, 2024 - Ted Gowing in WWII, Hurricane. Circa 1944. Each mission the Pilots did not know whether they would make it back. On encountering the enemy, the Hurricanes long range tanks would be dropped at sea. Return was impossible if far from base. Out of Ted’s 22 man Air Force squadron 4 returned. GO NORTH GOWINGS is an Investment Company with proud family heritage, located on the beautiful mid-North Coast of NSW. We have been in the business of ‘Enriching People’s Lives, since 1868. and we believe that ‘real people invest in Gowings’. Our objective is to connect Gowings to Australia through history, pioneering spirit, Australian culture, achievements and positive identity. To influence, reinforce and create an image of who Gowings is, and what Gowings stands for — our philosophy, goals and purpose — and that we are all connected and should care for one- another. ‘Go North’ recontextualises the familiar, not as a simple act of ‘doing’, but as a state of ‘being’ — an idealised vision of where we all want to go. It allows us to frame communication in a personable and irreverent way, and thread together narratives drawn from history, current events, and our portfolio of investments. Using our pillars of “community, innovation and environment, our objective is to celebrate our unique pioneering spirit, generate awareness of the Gowings brand, and continue to bring a focus to Australian investment opportunities. FCS GO FCS Go is a new marketing campaign to drive sales and awareness of FCS and to position FCS in the travel segment. Driven by a desire to make surf travel simple and ensure a surfboard hits its optimum performance, FCS products are built to help surfers get the maximum amount from each and every surfing experience. With a focus on innovation and heritage that’s rooted in the core of surfing, our premium surf hardware is rigorously engineered so nothing is holding you back. So, when airfares go on sale, you’re paddling out for the first time or the wave of the day comes right to you, there is no reason not to GO. YOUR NEXT GREAT ADVENTURE STARTS HERE LOCALS SUPPORTING LOCALS GOWINGS GONE NORTH 16 17 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED Go North Results DIRECTORS’ REPORT Review of Operations The operations of the Company are reviewed in the Executive Chairman and Managing Director’s ‘Review of Operations’ on page 2. Environment The Company is committed to a policy of environmental responsibility in all its business dealings. This policy ensures that when the Company can either directly or indirectly influence decisions that have an impact on the environment, this influence is used responsibly. Principal Activities The principal activity of the Company is investment and wealth management. The Company maintains and actively manages a diversified portfolio of assets including long-term equity and similar securities, investment properties, managed private equity, property development projects and cash. Significant Changes in the State of Affairs There were no significant changes in the state of affairs of the Company other than as disclosed elsewhere in this report. Matters Subsequent to the End of the Financial Year No matter or circumstance has arisen since the end of the financial year which has significantly affected, or may significantly affect, the operations of the Company, the results of those operations or the state of affairs of the Company in future financial years, except for the matters disclosed in note 45 of the financial report. Likely Developments and Expected Results of Operations Further information on likely developments in the operations of the Company is included in the Executive Chairman and Managing Director’s ‘Review of Operations’ on page 2. DIRECTORS’ AND EXECUTIVES' INTERESTS  For the year ended  31 July 2024 $'000 31 July 2023 $'000                 Operating loss for the year before income tax (409) (9,602) Income tax benefit 370 4,317 Net loss after income tax (39) (5,285) Net loss attributable to members of Gowing Bros. Limited (43) (5,286) Total Shares J. E. Gowing Executive Chairman and Managing Director Appointed Executive Chairman 25 August 2023 and reaffirmed 25 July 2024. Executive Director and Member of the Remuneration Committee Director since 1983 Bachelor of Commerce Member of Chartered Accountants Australia and New Zealand, and Member of CPA Australia. No other directorships held in listed companies over the past 3 years. 20,993,748 J. E. Gowing (James) Executive Director - Finance Appointed Director in August 2023. Bachelor of Business, CA. He is a Chartered Accountant and after graduating from UTS spent five years in Audit and Assurance at William Buck. He has experience with a wide range of Australian Companies, both listed and private. No other directorships held in listed companies over the past 3 years. 64,504 (Appointed 25 August 2023) J. E. Davis Non-Executive Director (Appointed 25 August 2023) Appointed Director in August 2023 and Member of the Audit Committee. Bachelor of Applied Finance, Bachelor of Commerce (Accounting and Finance), CA. James Davis is a Partner at HQB Accountants Auditors Advisors at Bellingen and Coffs Harbour, NSW. He joined HQB in 2014 and made Partner in 2016. Earlier in his career, James worked at Ernst & Young and Westpac Group, working in audit & assurance in both roles. No other directorships held in listed companies over the past 3 years. 5,000 J. G. Parker Non-Executive Director Director since 2002 and Chairman of the Audit Committee Bachelor of Economics Mr. Parker is a coach of senior executives, with over three decades as an investment professional. No other directorships held in listed companies over the past 3 years. 57,306 S. J. Clancy Non-Executive Director Director since April 2016 and Chairman of the Remuneration Committee and Member of the Audit Committee Diploma of Marketing. Mr. Clancy is an experienced businessman with a focus on sales and marketing and is presently a director of Transfusion Pty Ltd. 5,000 I. H. Morgan Joint Company Secretary Bachelor of Business, Master of Law, Grad Dip Applied Finance and Investment Mr. Morgan was appointed company secretary on 18 April 2019 and has over 35 years’ experience as a Company Secretary and Chartered Accountant for businesses operating both in Australia and overseas. 4,000 Dividends A final fully franked LIC dividend of 3.45 cents per share is payable to shareholders on 5 November 2024. $1,829,076 An interim fully franked dividend of 3.0 cents per share was paid to shareholders on 22 April 2024. $1,590,591 A final fully franked dividend of 3.0 cents per share was paid to shareholders on 27 October 2023. $1,597,834 An interim fully franked dividend of 3.0 cents per share was paid to shareholders on 21 April 2023. $1,599,334 20 21 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED Your Directors are pleased to present their report on the Company for the year ended 31 July 2024. The following persons were directors, executives or a company secretary of Gowing Bros. Limited either during or since the end of the year. MEETINGS OF DIRECTORS During the year ended 31 July 2024, meetings were held in person, by telephone and by email. Where necessary, circular resolutions were also approved. Remuneration Report The Company’s remuneration report, which forms a part of the Directors’ Report, is on pages 24 to 26 . Corporate Governance The Company’s statement on the main corporate governance practices in place during the year is set out on the Company’s website at http://gowings.com/reports-announcements/ 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 on page 65. Shares Under Option There were no unissued shares under option at the date of this report. Indemnification and Insurance of Directors and Officers The Company’s constitution provides an indemnity for every officer against any liability incurred in his/her capacity as an officer of the Company to another person, except the Company or a body corporate related to the Company, unless such liability arises out of conduct involving lack of good faith on the part of the officer. The constitution further provides for an indemnity in respect of legal costs incurred by those persons in defending proceedings in which judgement is given in their favour, they are acquitted or the court grants them relief. During the year the Company paid insurance premiums in respect of the aforementioned indemnities. Disclosure of the amount of the premiums and of the liabilities covered is prohibited under the insurance contract. Indemnification 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. Non-Audit Services The Company may decide to employ the auditor on assignments additional to their statutory audit duties where the auditor’s expertise and experience with the Company are important. The Board of Directors has considered the position in accordance with advice received from the Audit Committee and is satisfied that the provision of the non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The Directors are satisfied that the provision of non-audit services by the auditor, as set out below, did not compromise the auditor independence requirements of the Corporations Act 2001 for the following reasons: • all non-audit services have been reviewed by the Audit Committee to ensure that they do not impact the impartiality and objectivity of the auditor; • none of the services undermine the general principles relating to auditor independence as set out in APES110 Code of Ethics for Professional Accountants (including Independence Standards), including reviewing or auditing the auditor’s own work, acting in a management or a decision-making capacity for the Company, acting as advocate for the Company or jointly sharing economic risk and rewards. Rounding of Amounts The Company is of a kind referred to in ASIC Corporations (Rounding in the Financial/ Directors’ Reports) Instrument 2016/191 issued by the Australian Securities and Investments Commission relating to the “rounding off” of amounts in the Directors’ report and financial report. Amounts in the Directors’ report and financial report have been rounded to the nearest thousand dollars in accordance with that Legislative Instrument, unless otherwise indicated. Environmental Regulation No significant environmental regulations apply to the Company. This report is made in accordance with a resolution of the Directors of Gowing Bros. Limited. Audit and Non-Audit Services During the year the following fees were paid or payable for services provided by William Buck the auditor of the company. 31 July 2024 $ 31 July 2023 $ Audit services – William Buck Audit and review – group 127,000 123,500 Audit and review – controlled entities 146,900 50,500 Other services – William Buck Financial review 13,500 5,250 287,400 179,250 J. E. Gowing Executive Chairman and Managing Director Coffs Harbour, NSW 28 October 2024 Board Meetings Audit Committee Meetings Remuneration Committee Meetings Meetings Eligible to attend Attended Meetings Eligible to attend Attended Meetings Eligible to attend Attended J. E. Gowing 7 7 - - 1 1 J. G. Parker 6 5 1 1 - - S. J. Clancy 7 7 1 1 1 1 J. E. Gowing (James) 5 4 - - - - J. E. Davis 5 3 1 1 - - 22 23 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED Attendance at Board, Audit Committee & Remuneration Committee meetings by each Director of the Company during the financial year is set out below: REMUNERATION REPORT REMUNERATION REPORT 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 • Additional information The information provided in this remuneration report has been audited as required by section 308(3C) of the Corporations Act 2001. Principles used to Determine the Nature and Amount of Remuneration It is the Company’s objective to provide maximum stakeholder benefit from the retention of a high quality board and executive team by remunerating Directors and executives fairly and appropriately with reference to relevant employment market conditions and the nature of Company operations. The Board has established a Remuneration Committee which consists of the following Directors: • S. J. Clancy, Chairman of the Remuneration Committee • J. E. Gowing, Executive Chairman and Managing Director Non-Executive Directors For Non-executive Directors, remuneration is by way of Directors’ fees as described below. For the Executive Director and senior executives, remuneration is by way of a fixed salary component and a discretionary incentive component as described below. Persons who were Non-executive Directors of the Company for all or part of the financial year ended 31 July 2024 were: • J. G. Parker • S. J. Clancy • J. E Davis Directors’ fees The remuneration of Non-executive Directors is determined in accordance with the Directors’ remuneration provisions of the Company’s constitution. 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 Remuneration Committee in line with the market and approved by the Board. The Chairman’s fees are determined independently to the fees of Non-executive Directors based on comparative roles in the external market. Non-executive Directors do not receive any performance based remuneration or share options. There is no scheme to provide retirement benefits to Non-executive Directors outside of statutory superannuation. Executives Executives are officers of the Company who are involved in, concerned with, take part in and are able to influence decisions in the management of the affairs of the Company. Persons who were executives for all or part of the financial year ended 31 July 2024 were: • J. E. Gowing, Executive Chairman and Managing Director • J. E. Gowing (James), Executive Director - Finance • E. J. Gowing (Ellis), Associate Director Executive remuneration is a combination of a fixed total employment cost package and a discretionary incentive element which may be awarded by cash or invitation to participate in the Company’s Employee Share & Option Scheme or Deferred Employee Share Plan Scheme. Remuneration is referenced to relevant employment market conditions and reviewed annually to ensure that it is competitive and reasonable. The incentive element is awarded at the discretion of the Remuneration Committee and approved by the Board on the basis of recommendations from the Executive Chairman. The Executive Chairman’s incentive element is awarded at the discretion of the Remuneration Committee and approved by the Board. In determining the amount (if any) of bonus payments or of options or shares issued, consideration is given to an executive’s effort and contribution to both the current year performance and the long term performance of the Company, the scope of the executive’s responsibility within the Company, the scale and complexity of investments required to be managed, the degree of active management required and the degree of skill exhibited in the overall process. Regard is also given to the quantum of an executive’s total remuneration. Details of Remuneration Details of the remuneration of the Directors and key management personnel are set out in the following tables: 2024 Share based $ Post – employment $ Long term $ Total $ Cash salary and fees Cash bonus Movement in provision for annual leave Non- monetary benefits Share bonus Superannuation Movement in provision for long service leave Non-executive Directors J. G. Parker 53,233 - - - - 5,440 - 58,673 S. J. Clancy 63,305 - - - - 6,986 - 70,291 J. E. Davis (Appointed - Aug 23) 55,000 - - - - - - 55,000 171,538 - - - - 12,426 - 183,964 Executive Directors J. E. Gowing (Chairman and Managing Director) 162,102 - (4,764) - - 17,898 4,954 180,190 J. E. Gowing (James) (Executive Director - Finance) 122,576 - (2,370) - - 13,424 4,005 136,635 Other key management personnel E. J. Gowing (Ellis) 52,285 - (1,740) - - 5,800 971 57,316 Total key management personnel compensation 507,501 - (8,874) - - 49,548 9,930 558,105 2023 Share based $ Post – employment $ Long term $ Total $ Cash salary and fees Cash bonus Movement in provision for annual leave Non- monetary benefits Share bonus Superannuation Movement in provision for long service leave Non-executive Directors Prof. J. West (Chairman) 96,350 - - - - 10,156 - 106,506 J. G. Parker 52,066 - - - - 15,300 - 67,366 S. J. Clancy 43,439 - - - - 4,579 - 48,018 191,855 - - - - 30,035 - 221,890 Executive Directors J. E. Gowing 162,835 - 10,230 - - 17,165 2,488 192,718 Other key management personnel J. E. Gowing (James) 122,126 - 429 - - 12,874 2,011 137,440 Total key management personnel compensation 476,816 - 10,659 - - 60,074 4,499 552,048 24 25 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED REMUNERATION REPORT ASX LISTING REQUIREMENTS 26 27 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED Service Agreements There are service agreements in place with J. Parker, J. Gowing, S. Clancy, J.E. Gowing, J. Davis, E. Gowings. Remuneration and other terms of employment for the Executive Chairman, executives and other key management personnel are approved by the Board and provide for the provision of performance- related incentives. Other major provisions relating to remuneration are set out below: J. E. Gowing, Executive Chairman and Managing Director • No fixed term. • Base salary, inclusive of superannuation, as at 31 July 2024 of $180,000, to be reviewed annually by the Remuneration Committee. • No termination benefit is payable. J. E. Gowing (James), Executive Director - Finance • No fixed term. • Base salary, inclusive of superannuation, as at 31 July 2024 of $135,000, to be reviewed annually by the Remuneration Committee. • No termination benefit is payable E. J. Gowing (Ellis), Associate Director • No fixed term. • Base salary, inclusive of superannuation, as at 31 July 2024 of $130,000, to be reviewed annually by the Remuneration Committee. • No termination benefit is payable The information provided in this remuneration report has been audited as required by section 308(3C) of the Corporations Act 2001 Additional Information Employee Share & Option Scheme: The scheme is operational. No shares or options were issued under this scheme during the year. Deferred Employee Share Plan Scheme: All employees and non- executive directors are eligible to participate in the Company’s Deferred Employee Share Plan Scheme. Shares issued under this plan during the year were purchased on market. The Company Employee Share & Option Scheme and Deferred Employee Share Plan Scheme may be utilised as a part of the award of any incentive payment for all employees which in turn assists in aligning the interests of employees with the long term performance of the Company. The table set out below reflects the relationship between Remuneration Policies and Company Performance: Fixed Performance 2024 (%) 2023 (%) 2024 (%) 2023 (%) Executive Chairman and Managing Director J. E. Gowing 100 100 - - Other key management personnel J.E. Gowing (James) 100 100 - - E. J. Gowing (Ellis) 100 100 - - The relative proportions of remuneration that are linked to performance and those that are fixed are as follows: The number of shareholdings held in less than marketable parcels is 154. 2. Voting Rights Members voting personally or by proxy have one vote for each share. 3. Substantial Shareholders at 16 October 2024 The substantial shareholders as defined by Section 9 of the Corporations Act 2001 are: 1. Shareholders at 16 October 2024 4. Top 20 Equity Security Holders at 16 October 2024 In accordance with Australian Securities Exchange Listing Rule 4.10, the top 20 equity security holders are: 5. Corporate Governance Practices The Company’s statement on the main corporate governance practices in place during the year is set out on the Company’s website at www. gowings.com/reports-announcements/. Range of shares No. of shareholders 1 – 1,000 shares 335 1,001 – 5,000 shares 359 5,001 – 10,000 shares 143 10,001 – 100,000 shares 269 Over 100,000 shares 53 Total shareholders 1,159 No. of ordinary shares % of issued shares 1 Warwick Pty Limited 7,211,378 13.60% 2 Audley Investments Pty Ltd 5,263,957 9.93% 3 Carlton Hotel Limited 4,701,144 8.87% 4 Mr John Edward Gowing 3,676,709 6.94% 5 Woodside Pty Ltd 3,235,816 6.10% 6 Charles & Cornelia Goode Foundation Pty Ltd 2,500,000 4.72% 7 Ace Property Holdings Pty Ltd 1,560,000 2.94% 8 Mr John Gowing 1,187,189 2.24% 9 Mr Frederick Bruce Wareham 1,152,358 2.17% 10 Mr Philip Anthony Feitelson 772,500 1.46% 11 Henadome Pty Ltd 670,000 1.26% 12 Mr Graeme Legge 669,200 1.26% 13 Feitelson Holdings Pty Limited 665,625 1.26% 14 Mr Ronald Langley and Mrs Rhonda Elizabeth Langley 660,580 1.25% 15 Enbeear Pty Limited 636,829 1.20% 16 Mrs Jean Kathleen Poole-Williamson 568,443 1.07% 17 Feitelson holdings pty limited 550,000 1.04% 18 Mr philip anthony feitelson 547,283 1.03% 19 Capitol securities pty ltd 494,000 0.93% 20 Jamina investments pty ltd 441,258 0.83% Total 37,164,269 70.10% Total issued share capital 53,016,693 2024 2023 2022 2021 2020 Net Profit/(loss) after tax ($39)k ($5.3)m $10.9m $10.4m $4.7m Basic and diluted earnings/(loss) per share (0.07)c (9.91)c 20.42c 19.35c 8.82c Dividends per share declared 6.45c 7.0c 8.0c 8.0c 8.0c Share buy back – number of shares 294k - 314k 121k 193k Share buy back – value $668k - $912k $202k $393k Share price at financial year end $2.16 $2.51 $2.77 $2.74 $1.34 John Edward Gowing 21,128,252 Ordinary shares Carlton Hotel Limited 4,701,144 Ordinary shares Philip Anthony Feitelson 3,444,758 Ordinary shares Consolidated Statement of Profit or Loss 29 Consolidated Statement of Other Comprehensive Income 30 Consolidated Statement of Financial Position  31 Consolidated Statement of Changes in Equity 32 Consolidated Statement of Cash Flows 33 Notes to the Financial Statements 34 Consolidated Entity Disclosure Statement 63 Directors’ Declaration 64 Auditor’s Independence Declaration 65 Independent Auditor’s Report 66 Consolidated Statement of Profit or Loss For the year ended Notes 31 July 2024 $’000 31 July 2023 $’000 Revenue       Interest income 709 360 Equities 768 1,392 Private equities 5 65 104 Investment properties 18 19,041 18,646 Development properties 8,788 7,950 Revenue from the sale of goods (Surf Hardware International) 37,715 42,749 Total revenue 67,086 71,201 Other income Gains / (losses) on disposal or revaluation of: Private equities 16 (214) 294 Investment properties 18 (341) (13,286) Total other income 912 1,077 Total income / (loss) 357 (11,915) Total revenue and other income 67,443 59,286 Expenses Investment properties 18 8,465 8,218 Development properties 4,320 4,542 Finished goods, raw materials and other operating expenses (Surf Hardware International) 40,045 42,642 Administration ¹ 4,542 3,333 Borrowing costs 5 5,677 5,838 Depreciation and amortisation 1,924 1,825 Employee benefits 2,426 1,821 Public company 453 669 Total expenses 67,852 68,888 Loss from continuing operations before income tax expense (409) (9,602) Income tax benefit 6 370 4,317 Loss from continuing operations (39) (5,285) Loss from continuing operations is attributable to: Members of Gowing Bros. Limited (43) (5,286) Non-controlling interests 4 1 Loss from continuing operations (39) (5,285) The above Consolidated Statement of Profit or Loss should be read in conjunction with the accompanying Notes ¹Included in administration expenditure in the current period is $500,000 write down of goodwill attributed to the Gowings Surf Hardware International acquisition. FINANCIAL REPORT 28 29 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED The consolidated financial statements were authorised for issue by the Directors on 28 October 2024. The Directors have the power to amend and reissue the consolidated financial statements. Consolidated Statement of Financial Position As at   Notes 31 July 2024 $’000 31 July 2023 $’000 Current assets       Cash and cash equivalents 7 18,327 17,394 Inventories 8 10,368 12,571 Trade and other receivables 9 5,665 6,834 Loans receivable 10 100 137 Development properties 11 2,629 6,332 Tax receivable 12 1,089 854 Other 13 3,328 1,334 Total current assets 41,506 45,456 Non-current assets Loans receivable 14 400 363 Equities 15 42,505 43,533 Private equities 16 5,199 5,231 Development properties 17 25,528 23,195 Investment properties 18 190,148 189,001 Property, plant and equipment 19 6,677 5,294 Intangibles 20 3,674 3,710 Right of use assets 21 1,331 1,333 Derivatives 22 372 898 Deferred tax assets 23 1,247 1,471 Other 24 3,415 2,795 Total non-current assets 280,496 276,824 Total assets 322,002 322,280 Current liabilities   Trade and other payables 25 4,682 5,195 Borrowings 26 - 963 Lease liabilities       27 1,051 868 Provisions 28 819 812 Total current liabilities 6,552 7,838 Non-current liabilities   Trade and other payables - 10 Borrowings 29 95,865 94,310 Lease liabilities 30 692 559 Provisions 31 311 301 Deferred tax liabilities 32 24,327 23,910 Total non-current liabilities 121,195 119,090 Total liabilities 127,747 126,928 Net assets 194,255 195,352 Equity   Contributed equity 33 11,113 11,781 Reserves 34 103,314 103,776 Retained profits 79,819 79,790 Contributed equity and reserves attributable to members of Gowing Bros. Limited 194,246 195,347 Non-controlling interests 9 5 Total equity 194,255 195,352 The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying Notes. Consolidated Statement of Other Comprehensive Income  For the year ended Notes 31 July 2024 $’000 31 July 2023 $’000                 Loss from continuing operations (39) (5,285) Other comprehensive income               Items that may be reclassified subsequently to profit or loss: Exchange rate differences on translating foreign operations, net of tax (159) 488 Changes in the fair value of cash flow hedges, net of tax (486) 683 Items that will not be reclassified subsequently to profit or loss:   Changes in fair value of equity instruments held at fair value through other comprehensive income, net of tax 3,443 1,255 Total comprehensive income / (loss) 2,759 (2,859) Total comprehensive income / (loss) attributable to: Members of Gowing Bros. Limited 2,755 (2,860) Non-controlling interests 4 1 Total comprehensive income / (loss) 2,759 (2,859) Earnings per share Basic loss per share 41 (0.07)c (9.91)c Diluted loss per share 41 (0.07)c (9.91)c                 The above Consolidated Statement of Other Comprehensive Income should be read in conjunction with the accompanying Notes. 30 31 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED Consolidated Statement of Changes in Equity For the year ended Contributed Equity $’000 Capital Profits Reserve- Pre CGT Profits $’000 Revaluation Reserves $’000 Foreign Currency Reserve $’000 Hedging Reserve - Cash Flow Hedge $’000 Retained Profits $’000 Non- Controlling Interests $’000 Total $’000 Balance at 31 July 2022 11,781 90,503 9,590 216 - 89,849 4 201,943 Total comprehensive income for the year - - 1,255 488 683 (5,286) 1 (2,859) Transfer of loss on disposal of equity instruments at fair value through comprehensive income to retained earnings, net of tax - - 1,041 - - (1,041) - - Transactions with owners in their capacity as owners: Dividends paid - - - - - (3,732) - (3,732) Balance at 31 July 2023 11,781 90,503 11,886 704 683 79,790 5 195,352 Total comprehensive income / (loss) for the year - - 3,443 (159) (486) (43) 4 2,759 Transfer of gain on disposal of equity instruments at fair value through comprehensive income to retained earnings, net of tax - - (3,260) - - 3,260 -- - Transactions with owners in their capacity as owners: Dividends paid - - - - - (3,188) - (3,188) Share buy-back (668) - - - - - - (668) Balance at 31 July 2024 11,113 90,503 12,069 545 197 79,819 9 194,255 The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying Notes. Consolidated Statement of Cash Flows For the year ended    Notes 31 July 2024 $’000 31 July 2023 $’000 Cash flows from operating activities Receipts in the course of operations (inclusive of GST) 63,642 67,561 Payments to suppliers and employees (inclusive of GST) (58,432) (60,436) Dividends received 768 1,496 Gain from Private Equities 252 - Interest received 709 360 Borrowing costs paid (5,317) (5,760) Income taxes paid (1,186) (1,745) Net cash inflows from operating activities 43 436 1,476           Cash flows from investing activities   Payments for purchases of properties, plant and equipment (2,181) (1,703) Payments for purchases of intangibles (594) (2) Payments for purchases of development properties (2,333) (3,863) Payments for purchases of investment properties (2,196) (3,120) Payments for purchases of equity investments (3,358) (3,104) Payments for purchases of private equity investments (305) - Payments for loans made (137) (200) Proceeds from repayment of loans made 137 225 Proceeds from sale of development properties 8,872 7,950 Proceeds from sale of equity investments 8,788 7,282 Proceeds from sale of investment properties - 5,696 Net cash inflows from investing activities 6,693 9,161           Cash flows from financing activities   Payments for share buy-backs (668) - Proceeds from borrowings 1,554 - Repayment of borrowings 44 (963) (1,888) Repayment of lease liabilities 44 (2,931) (1,336) Dividends paid 35 (3,188) (3,732) Net cash outflows from financing activities (6,196) (6,956) Net increase in cash and cash equivalents held 933 3,681 Cash and cash equivalents at the beginning of the financial year 17,394 13,713 Cash and cash equivalents at the end of the financial year 7 18,327 17,394 The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying Notes.  32 33 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED Notes To The Consolidated Financial Statements 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Gowings Bros. Limited (“the Company”) is a company limited by shares incorporated in Australia whose shares are publicly traded on the Australian Securities Exchange (“ASX”). The consolidated financial statements comprise the Company and its controlled entities (referred herein as “the Group”). Material and other accounting policies adopted in the preparation of the consolidated financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. (a) Basis of preparation These general purpose consolidated financial statements have been prepared in accordance with Australian Accounting Standards, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001. Compliance with IFRS The consolidated financial statements comply with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). Historical cost convention These consolidated financial statements have been prepared under the historical cost convention, as modified by the revaluation of equities (financial assets at fair value through other comprehensive income), private equities (financial assets at fair value through profit or loss), investment properties, derivative financial instruments and certain classes of property, plant and equipment. Critical accounting estimates The preparation of consolidated financial statements in conformity with Australian Accounting Standards requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. Areas involving a higher degree of judgement and complexity or where assumptions and estimates are significant to the consolidated financial statements are disclosed in note 3. Comparative information Information has been reclassified where applicable to enhance comparability. Amending Accounting Standards and Interpretations Several amending Accounting Standards and Interpretations apply for the first time for the current reporting period commencing 1 August 2023. These amending Accounting Standards and Interpretations did not result in any adjustments to the amounts recognised or disclosures in the financial report. New, revised or amending Accounting Standards and Interpretations issued but not yet mandatory Certain new Australian Accounting Standards and Interpretations have been recently published that are not yet mandatory for the reporting period ended 31 July 2024. The Group's assessment is that these new Australian Accounting Standards and Interpretations are not expected to have a material impact on the Group in future reporting periods. (b) Principles of Consolidation The consolidated financial statements incorporate all the assets, liabilities and results of the Company and all the subsidiary companies and other interests it controlled during the year ended 31 July 2024. The Company controls an entity when it is exposed to, or has the rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Details of subsidiary companies and other interests of the Company are set out in note 39. The assets, liabilities and results of its subsidiaries are fully consolidated into the financial statements of the Group from the date which control is obtained by the Group. The consolidation of a subsidiary is discontinued from the date that control ceases. Intercompany transactions, balances and unrealised gains or losses on transactions between group entities are fully eliminated on consolidation. Accounting policies of subsidiaries have been changed and adjustments made where necessary to ensure uniformity of the accounting policies of the Group. Equity interests in a subsidiary not attributable, directly or indirectly, to the Group are presented as “non-controlling interests”. The Group initially recognises non-controlling interests that are present ownership interests in subsidiaries and are entitled to a proportionate share of the subsidiary’s net assets on liquidation at either fair value or at the non-controlling interests’ proportionate share of the subsidiary’s net assets. Subsequent to initial recognition, non-controlling interests are attributed their share of profit or loss and each component of other comprehensive income. Non-controlling interests are shown separately within the equity section of the consolidated statement of financial position and consolidated statement of comprehensive income. 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) (d) Goodwill Goodwill is carried at cost less any accumulated impairment losses. Goodwill is carried as the excess of the sum of: (i) the consideration transferred; (ii) any non-controlling interest (determined under either the full goodwill or proportionate interest method); and (iii) the acquisition date fair value of any previously held equity interest; over the acquisition date fair value of net identifiable net assets acquired. The acquisition date fair value of the consideration transferred for a business combination plus the acquisition date fair value of any previously held equity interest form the cost of the investment. Fair value re-measurements in any pre-existing equity holdings are recognised in profit or loss in the period in which they arise. Where changes in the value of such equity holdings had previously been recognised in other comprehensive income, such amounts are recycled to profit or loss. The amount of goodwill recognised on acquisition of each subsidiary in which the Group holds a less than 100% interest will depend on the method adopted in measuring the non-controlling interest. The Group can elect in most circumstances to measure the non-controlling interest in the acquiree either at fair value (“full goodwill method”) or at the non-controlling interest’s proportionate share of the subsidiary’s identifiable net assets (“proportionate interest method”). In such circumstances, the Group determines which method to adopt for each acquisition and this is stated in the respective notes to these financial statements disclosing the business combination. Under the full goodwill method, the fair value of the non-controlling interests is determined using valuation techniques which make the maximum use of market information where available. Under this method, goodwill attributable to the non-controlling interest is recognised in the consolidated financial statements. Goodwill on acquisitions of subsidiaries is included in intangible assets. Goodwill is tested for impairment annually and is allocated to the Group’s cash-generating units or groups of cash-generating units, which represents the lowest level at which goodwill is monitored but where such level is not larger than an operating segment. Gains and losses on the disposal of an entity include the carrying amount of goodwill related to the entity sold. Changes in the ownership interests in a subsidiary that do not result in a loss of control are accounted for as equity transactions and do not affect the carrying amounts of goodwill. (c) Business combinations Business combinations occur where the Group acquires control over one or more businesses. A business combination is accounted for by applying the acquisition method, unless it is a combination involving entities or businesses under common control. The business combination will be accounted for from the date that control is attained, whereby the fair value of the identifiable assets acquired and liabilities (including contingent liabilities) assumed is recognised (subject to certain limited exceptions). When measuring the consideration transferred in the business combination, any asset or liability resulting from a contingent consideration arrangement is also included. Subsequent to initial recognition, contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for within equity. Contingent consideration classified as an asset or liability is remeasured in each reporting period to fair value, recognising any change to fair value in profit or loss, unless the change in value can be identified as existing at acquisition date. Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their present value as at the date of exchange. The discount rate used is the entity’s incremental borrowing rate, being the rate at which a similar borrowing could be obtained from an independent financier under comparable terms and conditions. All transaction costs incurred in relation to business combinations are recognised as expenses in profit and loss when incurred. The acquisition of a business may result in the recognition of goodwill or a gain from a bargain purchase. 34 35 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) (e) Segment reporting Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker including: • Cash and fixed interest • Equities • Private equities • Investment properties • Development properties • Surf Hardware International business • Other (f) Foreign currency translation (i) Functional and presentation currency Items included in the consolidated financial statements of the Group are measured using the currency of the primary economic environment in which the Group operates (“functional currency”). The consolidated financial statements are presented in Australian dollars, which is the Group’s functional and presentation currency. (ii) Transactions and balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Translation differences on private equities held at fair value through profit or loss are recognised in profit or loss as part of the fair value gain or loss. Translation differences on equities are recognised in equity. (iii) Foreign Operations The financial results and position of foreign operations, whose functional currency is different from the Group’s presentation currency, are translated as follows: (a) assets and liabilities are translated at exchange rates prevailing at the end of the reporting period; (b) income and expenses are translated at average exchange rates for the period; and (c) retained earnings are translated at the exchange rates prevailing at the date of the transaction. Exchange differences arising on translation of foreign operations with functional currencies other than Australian dollars are recognised in other comprehensive income and included in the foreign currency translation reserve in the consolidated statement of financial position. The cumulative amount of these differences is reclassified into profit or loss in the period in which the operation is disposed of. (g) Income tax The income tax expense or benefit for the period is the tax payable on the current period’s taxable income adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses. Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when the assets are recovered or liabilities are settled. No deferred tax asset or liability is recognised in relation to these temporary differences if they arose in a transaction, other than a business combination, that at the time of the transaction did not affect either accounting profit or loss or taxable profit or loss. 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. Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the Group has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously. Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively. (h) Impairment of non-financial assets 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. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash generating units). Non-financial assets that suffered impairment are reviewed for possible reversal of the impairment at each reporting date. (i) Property, plant and equipment Property, plant and equipment (excluding freehold properties) are measured at cost less accumulated depreciation and accumulated impairment losses. Costs are measured at fair value of assets given up, shares issued or liabilities undertaken at the date of acquisition plus incidental costs directly attributable to the acquisition. Freehold properties are measured at fair value, with changes in fair value recognised in other comprehensive income. Depreciation is calculated on a straight-line basis to write off the net cost or revalued amount of each item of plant and equipment (excluding freehold land) over its expected useful life to the Group. Estimates of remaining useful lives are made on a regular basis for all assets, with annual reassessments for major items. Land is not depreciated. Depreciation is calculated to allocate cost or revalued amounts, net of their residual values, over their estimated useful lives, as follows: Furniture, fittings and equipment 3 to 10 years Motor vehicles 6 years Buildings 40 years The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each statement of financial position date. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount. Gains and losses on disposal are determined by comparing proceeds with carrying amount. These are included in profit or loss. 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) (j) Right of use assets A right of use asset is recognised at the commencement date of a lease. The right of use asset is measured at cost, which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site or asset. Right of use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the asset, whichever is the shorter. Where the Group expects to obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated useful life. Right of use assets are subject to impairment or adjusted for any remeasurement of lease liabilities. The Group has elected not to recognise a right of use asset and corresponding lease liability for short-term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred. (k) Inventories Inventories comprise raw materials and finished goods and are stated at the lower of cost and net realisable value. Costs of raw materials and finished goods are determined after deducting rebates and discounts. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale. (l) Intangibles Other than Goodwill Intangible assets are identifiable non-monetary assets without physical substance. They are recognised only if it is probable the asset will generate future benefits for the Group. Those assets with an indefinite useful life are tested for impairment annually. All intangible assets are tested for impairment when there is an indication that carrying amounts may be greater than recoverable amounts as set out in note 1(h). (i) Patents Patents have a finite useful life and are carried at cost less accumulated amortisation and impairment losses. Amortisation is calculated using the straight-line method to allocate the cost of patents over their useful lives. (ii) Brand names Brand names are initially recognised at fair value when acquired in a business combination. Brand names are assessed to have an indefinite useful and are carried at cost less accumulated impairment. An indefinite useful life is considered appropriate when there is no foreseeable limit to the period over which the brand name is expect to generate cash flows. (m) Revenue recognition Revenue is recognised for the major business activities as follows: (i) Equities Dividend income is recognised when received. Revenue from the sale of investments is recognised at trade date. (ii) Property rental Rental income is recognised in accordance with the underlying rental agreements. (iii) Land development and sale Revenue is recognised on settlement. (iv) Sales of goods Revenue from the sale of goods is recognised at the point in time when the customer obtains control of the goods, which is generally at the time of delivery. (v) Other investment revenue Trust income and option income is recognised when earned. (vi) Other property revenue Other property revenue is recognised in accordance with underlying agreements or when the right to receive payment is established. (vii) Interest revenue Interest revenue 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. (n) Trade and other receivables Receivables consists mainly of amounts due for rental income and sale of goods. Receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method, less any allowance for expected credit losses. Amounts are usually due between seven and ninety days from invoice date. Amounts due for the sale of financial assets and properties are usually due on settlement unless the specific contract provides for extended terms. 36 37 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) (o) Investments and other financial assets Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the initial measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently measured at either amortised cost or fair value depending on their classification. Classification is determined based on both the business model within which such assets are held and the contractual cash flow characteristics of the financial asset unless, an accounting mismatch is being avoided. Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the Group has transferred substantially all the risks and rewards of ownership. When there is no reasonable expectation of recovering part or all of a financial asset, it’s carrying value is written off. Derivative and hedging are classified as either fair value hedges, cash flow hedges or net investment hedges. For fair value hedges any gain or loss from remeasuring the hedging instrument at fair value is adjusted against the carrying amount of the hedged item and recognised in profit and loss. For cash flow hedges, the portion of the gain or loss on the hedging instrument that is determined to be an effective hedge is recognised in other comprehensive income and the ineffective portion is recognised in profit or loss. Hedges for net investments in foreign operations are accounted for similarly to cash flow hedges. Hedge accounting is discontinued when the hedging instrument expires or is sold, terminated or exercised, or no longer qualifies for hedge accounting. (i) Financial assets at fair value through profit of loss Financial assets not measured at amortised cost or at fair value through other comprehensive income are classified as financial assets at fair value through profit or loss. Typically, such financial assets will be either: (i) held for trading, where they are acquired for the purpose of selling with an intention of making a profit, or a derivative; or (ii) designated as such upon initial recognition where permitted. Fair value movements are recognised in profit or loss. (ii) Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income include equity investments which the Group intends to hold for the foreseeable future and has irrevocably elected to classify them as such upon initial recognition. The fair values of quoted investments are based on current market prices. If the market for a financial asset is not active (and for unlisted securities), the Group establishes fair value by using valuation techniques. These include the use of recent arm’s length transactions, reference to other instruments that are substantially the same and relying as little as possible on unobservable inputs and maximising the use of relevant observable inputs. (iii) Impairment of financial assets The Group recognises a loss allowance for expected credit losses on financial assets which are either measured at amortised cost or fair value through other comprehensive income. The measurement of the loss allowance depends upon the Group’s assessment at the end of each reporting period as to whether the financial instrument’s credit risk has increased significantly since initial recognition, based on reasonable and supportable information that is available, without undue cost or effort to obtain. Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month expected credit loss allowance is estimated. This represents a portion of the asset’s lifetime expected credit losses that is attributable to a default event that is possible within the next 12 months. Where a financial asset has become credit impaired or where it is determined that credit risk has increased significantly, the loss allowance is based on the asset’s lifetime expected credit losses. The amount of expected credit loss recognised is measured on the basis of the probability weighted present value of anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate. For financial assets measured at fair value through other comprehensive income, the loss allowance is recognised within other comprehensive income. In all other cases, the loss allowance is recognised in profit or loss. (p) Investment properties Investment properties, principally comprising freehold commercial and retail buildings, are held for long-term rental yields and are not occupied by the Group. Investment properties are initially recognised at cost, including transaction costs, and are subsequently remeasured at fair value. Movements in fair value are recognised directly to profit or loss. Investment properties are derecognised when disposed of or when there is no future economic benefit expected. (q) Joint ventures Jointly controlled assets The proportionate interests in the assets, liabilities and expenses of joint venture activities have been incorporated in the consolidated financial statements under the appropriate headings. (r) Trade and other payables These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year and which are unpaid. The amounts are unsecured and are usually paid within thirty to sixty days after the end of the month of recognition. 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) (s) Borrowings 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. Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the statement of financial position date. (t) Dividends Provision is made for the amount of any dividend declared, determined or publicly recommended by the Directors on or before the end of the financial year but not distributed at balance date. (u) Employee entitlements (i) Wages, salaries and annual leave Liabilities for wages, salaries and annual leave are measured as the amount unpaid at the reporting date in respect of employees’ services up to that date at pay rates expected to be paid when the liabilities are settled. (ii) Long service leave A liability for long service leave is recognised, and is measured as 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 and periods of service. (v) Borrowing costs Borrowing costs are recognised as expenses in the period in which they are incurred except where they are included in the costs of qualifying assets. Only borrowing costs relating specifically to the qualifying asset are capitalised. Borrowing costs include interest on bank overdrafts and short-term and long-term borrowings, including amounts paid or received on interest rate swaps. (w) Cash and cash equivalents For purposes of the statement of cash flows, cash includes deposits at call which are readily convertible to cash on hand and are subject to an insignificant risk of changes in value, net of outstanding bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities in the consolidated statement of financial position. (x) Lease liabilities A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group's incremental borrowing rate. Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred. Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right of use asset is fully written down. (y) Earnings per share (i) Basic earnings per share Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Group, 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 year (ii) Diluted earnings per share Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after tax effect of the 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. (z) Rounding of amounts The Company is of a kind referred to in ASIC Corporations (Rounding in the Financial/ Directors' Reports) Instrument 2016/191 issued by the Australian Securities and Investments Commission relating to the "rounding off" of amounts in the directors' report and financial report. Amounts in the directors' report and financial report have been rounded to the nearest thousand dollars in accordance with that Legislative Instrument, unless otherwise indicated 38 39 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED 2. FINANCIAL RISK MANAGEMENT The Group’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, price risk and interest rate risk), liquidity risk, credit risk and fair value estimation risk. The Group’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group through the mix of investment classes. The Board of Directors and management undertake various risk management practices, both informally on a daily basis and formally on a monthly basis at board level. Risks are identified and prioritised according to significance and probability. Progress towards managing these risks is documented and formally reviewed on a monthly basis. Market risk (i) Foreign exchange risk Foreign exchange risk arises when future commercial transactions and recognised financial assets and liabilities are denominated in a currency that is not the Group’s functional currency. The Group does not have a policy with regard to hedging currency risk. The Group has not hedged its foreign currency investments. The multiple currencies provide diversification benefits to the portfolio. The Group monitors foreign currency movements daily and seeks advice from foreign currency specialists as to potential courses of action that may protect or enhance the value of the Group’s investments. The Group’s exposure to foreign currency risk on financial assets and liabilities at the reporting date was as follows: Currency exposure in AUD 31st July 2024 31st July 2023 USD $’000 EUR $’000 GBP $’000 JPY $’000 USD $’000 EUR $’000 GBP $’000 JPY $’000 Cash and cash equivalents 8,878 308 101 1,222 5,162 462 72 514 Trade and other receivables 1,956 1,025 - 669 2,247 1,382 - 773 Trade and other payables (679) (565) (37) (264) (536) (388) (35) (112) Lease liabilities (1,114) (492) - - (243) (556) - (36) Equities 4,800 279 - 443 10,028 364 - 421 Private equities 890 - - - 916 - - - Based on the cash held at 31 July 2024, if the Australian dollar weakened / strengthened by 10% against the US dollar, cash would have been $986,000 higher / $807,000 lower (2023: $574,000 higher / $469,000 lower). If the Australian dollar weakened / strengthened by 10% against the GBP, cash would have been $11,000 higher / $9,000 lower (2023: $8,000 higher / $7,000 lower). If the Australian dollar weakened / strengthened by 10% against the EUR, cash would have been $34,000 higher / $28,000 lower (2023,: $51,000 higher / $42,000 lower). If the Australian dollar weakened / strengthened by 10% against the JPY, cash would have been $136,000 higher / $111,000 lower (2023: $57,000 higher / $47,000 lower). Based on the trade receivables held at 31 July 2024, if the Australian dollar weakened / strengthened by 10% against the US dollar, receivables would have been $217,000 higher / $178,000 lower (2023: $250,000 higher / $204,000 lower). If the Australian dollar weakened/ strengthened by 10% against the EUR, receivables would have been $114,000 higher / $93,000 lower (2023: $154,000 higher / $126,000 lower). If the Australian dollar weakened/strengthened by 10% against the JPY, receivables would have been $74,000 higher / $61,000 lower (2023: $86,000 higher / $70,000 lower). Based on the trade payables held at 31 July 2024, if the Australian dollar weakened / strengthened by 10% against the US dollar, payables would have been $75,000 higher / $62,000 lower (2023: $12,000 higher / $10,000 lower). If the Australian dollar weakened/strengthened by 10% against the EUR, payables would have been $63,000 higher / $51,000 lower (2023 $43,000 higher / $35,000 lower). If the Australian dollar weakened/strengthened by 10% against the GBP, payables would have been $4,000 higher / $3,000 lower (2023: $4,000 higher / $3,000 lower). If the Australian dollar weakened/strengthened by 10% against the JPY, payables would have been $29,000 higher / $24,000 lower (2023: $12,000 higher / $10,000 lower). Based on the lease liabilities held at 31 July 2024, if the Australian dollar weakened / strengthened by 10% against the US dollar, lease liabilities would have been $124,000 higher / $101,000 lower (2023: $26,000 higher / $21,000 lower). If the Australian dollar weakened/strengthened by 10% against the EUR, lease liabilities would have been $55,000 higher / $45,000 lower (2023: $62,000 higher / $51,000 lower). If the Australian dollar weakened / strengthened by 10% against the JPY, lease liabilities would have been $nil (2023: $4,000 higher / $3,000 lower). Based on the equities held at 31 July 2024, if the Australian dollar weakened / strengthened by 10% against the US dollar, equities would have been $533,000 higher / $436,000 lower (2023: $1,114,000 higher / $912,000 lower). If the Australian dollar weakened/strengthened by 10% against the EUR, equities would have been $31,000 higher / $25,000 lower (2023: $40,000 higher / $33,000 lower). If the Australian dollar weakened/ strengthened by 10% against the JPY, equities would have been $49,000 higher / $40,000 lower (2023: $47,000 higher / $38,000 lower). 2. FINANCIAL RISK MANAGEMENT (CONTINUED) Based on the private equities held at 31 July 2024, if the Australian dollar weakened / strengthened by 10% against the US dollar, private equities would have been $99,000 higher / $81,000 lower (2023: $102,000 higher / $83,000 lower). The percentage change is the expected overall volatility of the significant currencies, which is based on management’s assessment of reasonable possible fluctuations taking into consideration movements over the last 6 months each year and the spot rate at each reporting date. (i) Price risk The Group is exposed to asset price risk. This arises from equities and private equities held by the Group. A price reduction at 5% and 10% spread equally over the investment portfolio would reduce its value by $2,385,000 (2023: $2,438,000) and $4,770,000 (2023: $4,876,000) respectively. The Group seeks to reduce market risk at the investment portfolio level by ensuring that it is not overly exposed to one company or one particular sector of the market. The relative weightings of the individual investments and the relevant market sectors are reviewed regularly and risk can be managed by reducing exposure where necessary. The Group does not have set parameters as to a minimum or maximum amount of the portfolio that can be invested in a single company or sector. The writing and purchasing of options provides some protection against a fall in market prices by both generating income to partially compensate for a fall in capital values and buying put protection to lock in asset prices. (ii) Interest rate risk The Group’s interest-rate risk arises from long-term borrowings and cash on deposit. Borrowings issued at variable rates expose the Group to cash flow interest-rate risk. Borrowings issued at fixed rates expose the Group to fair value interest-rate risk. The Group’s interest bearing assets include deposits on the overnight money market. Interest earnt on these deposits varies according to the Reserve Bank’s monetary policy decisions. Weighted average interest rate 31st July 2024 Balance $’000 Weighted average interest rate 31st July 2023 Balance $’000 Borrowings 4.49% 95,865 5.06% 95,273 Interest rate swaps (notional principal amount) 1.69% (47,000) 2.05% (47,000) Net exposure to cash flow interest rate risk 48,865 48,273 Credit risk Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group has a strict code of credit, including obtaining agency credit information, confirming references and setting appropriate credit limits. The Group obtains guarantees where appropriate to mitigate credit risk. The maximum exposure to credit risk at the reporting date to recognised financial assets is the carrying amount, net of any provisions for impairment of those assets, as disclosed in the consolidated statement of financial position and notes to the consolidated financial statements. The Group does not hold any collateral. Liquidity risk This is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities, the availability of funding through an adequate amount of committed credit facilities and the ability to close-out market positions. Management monitors its cash flow requirements daily. Furthermore, management monitors the level of contingent payments on a weekly basis by reference to known sales and purchases of securities and dividends and distributions to be paid or received. Maturity of Financial Liabilities 31 July 2023 Less than 1 year Between 1-2 years Between 2-5 years Over 5 years Total contractual cash flow Non-derivatives Non-interest bearing 5,195 10 - - 5,205 Fixed rate 868 182 377 - 1,427 Variable rate 963 94,310 - - 95,273 Total non-derivatives 7,026 94,502 377 - 101,905 Derivatives Fixed rate (405) (405) (88) - (898) 40 41 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED Reconciliation of level 3 fair value movements 31 July 2024 $’000 31 July 2023 $’000 Opening balance 202,509 221,015 Transfers from loans 348 400 Purchases 3,579 4,652 Sales - (9,253) Amortisation and depreciation (714) (462) Loss recognised to profit and loss (506) (12,992) Loss recognised to other comprehensive income (703) (851) Closing balance 204,513 202,509 • Equities - refer to note 15 • Private equities - refer to note 16 • Investment properties - refer to note 18 Fair value measurements using significant unobservable inputs (level 3). The following table presents the changes in level 3 items for the period ended 31 July 2024: 31 July 2023 Level 1 Level 2 Level 3 Total $’000 $’000 $’000 $’000 Financial assets – designated at fair value through other comprehensive income Investments – Australian equities 25,984 - 6,737 32,721 Investments – Global equities 9,272 - 1,540 10,812 Derivatives - 898 - 898 Financial assets – designated at fair values through profit or loss Investments – Private equities - - 5,231 5,231 Investments – Investment properties - - 189,001 189,001 Total 35,256 898 202,509 238,663 31 July 2024 Level 1 Level 2 Level 3 Total $’000 $’000 $’000 $’000 Financial assets – designated at fair value through other comprehensive income Investments – Australian equities 30,373 - 7,629 38,002 Investments – Global equities 2,965 - 1,537 4,502 Derivatives - 372 - 372 Financial assets – designated at fair values through profit or loss Investments – Private equities - - 5,199 5,199 Investments – Investment properties - - 190,148 190,148 Total 33,338 372 204,513 238,223 2. FINANCIAL RISK MANAGEMENT (CONTINUED) Fair value hierarchy (continued) Valuation techniques used to determine fair values Specific valuation techniques used to determine fair value include: • The fair value of listed Australian and global equities is based on quoted market prices at the reporting date. • The fair value of directly held unlisted Australian and global equity investments is determined by management valuations in accordance with the AVCAL valuation guidelines. A variety of methods are used including reference to recent shares issued and net assets of underlying investments. • The fair value of derivatives is determined on the present value of furture expected cash flows. • Investments in private equities primarily consist of investments in managed private equity funds, each of which consists of a number of investments in individual companies, none of which are material. Fair value of managed private equity investments has been determined using fund manager valuations, which are prepared in accordance with AVCAL Guidelines. Directors have reviewed those valuations. • The fair value of sub-regional and neighbourhood shopping centre investment properties is determined by management with reference to the latest independent valuations prepared for each shopping centre updated for changes in operating income and capitalisation rates which reflect vacancy rates, tenant profile, lease expiry, developing potential and the underlying physical condition of the property. For other investment properties, fair value is based on current market prices in an active market for properties of similar nature or recent prices in less active markets. 3. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS Managed and Direct Private Equity The Group’s practice for ‘Managed Private Equity’ valuations is to procure each Fund Manager’s published unit price valuation and review it for reasonableness, potential misstatements and impairments. In reviewing each Fund Manager’s valuation, consideration is given to audited accounts, compliance with Australian Venture Capital Association (“AVCAL”) valuation guidelines, Australian Accounting Standards, valuation methodology and assumptions, peer valuations, recent market prices, liquidity and control provisions, discussions with the Fund Manager and, where considered relevant, meetings with the underlying investee company’s management. The impact of the revaluation of managed private equities at 31 July 2024 was a gain of $110,000 (2023: a gain of $380,000) recognised in profit or loss. The Group holds ‘Direct Private Equity’ investments in unlisted private companies which have been valued using the Board and management’s best estimation of market value. The valuation considerations for managed private equity are applied to direct private equity based on recent shares issued and net assets of underlying investments, liquidity and minority shareholder provisions. Investment property Investment property valuations are estimated by the board and management with reference where possible to external valuations, market appraisals, recent comparable sales, date of purchase and capitalisation rate valuations. The impact on profit or loss relating to the revaluation of investment properties was a loss of $319,000 (2023: loss of $13,271,000). The Group had no assets or liabilities measured at fair value on a non-recurring basis in the current period. Fair values of financial instruments not recognised at fair value The Group has a number of financial instruments which are not measured at fair value at 31 July 2024. The carrying amounts of cash and cash equivalents, current trade and other receivables, current trade and other payables, current borrowings and current lease liabilities are assumed to approximate their fair value due to their short-term nature. The carrying amounts of non-current trade and other payables, borrowings and lease liabilities approximate their fair value as the impact of discounting is not significant. Gains and losses on Australian and global equities are presented in the changes in fair value of equity instruments at fair value through other comprehensive income, net of tax line item in the consolidated statement of comprehensive income. Gains and losses of private equities and investment properties are presented net as other income in the consolidated statement of profit or loss. Refer to the following notes for reconciliation of individual classes of assets: Transfers between fair value hierarchy levels and changes in valuation techniques used to determine fair value Transfers between the levels of the fair value hierarchy are recognised at the beginning of the reporting period. There were no changes made to any of the valuation techniques used due to determine fair value during the year. Significant unobservable inputs used in level 3 fair value measurements Significant unobservable inputs used in level 3 fair value measurements relate to sub-regional and neighbourhood shopping centre capitalisation rates. Refer to note 18 for further disclosures pertaining to these inputs. 2. FINANCIAL RISK MANAGEMENT (CONTINUED) MATURITY OF FINANCIAL LIABILITIES (CONTINUED) Fair value estimation risk The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure purposes. Fair value hierarchy The Group measures fair value using the following fair value hierarchy that reflects the significance of the inputs used in making the meas- urements. Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities that the Group can access at the measurement date. Level 2: inputs other than quoted prices included within level 1 that are observable for the assets or liabilities, either directly or indirectly. Level 3: unobservable inputs for the assets or liability. The following tables present the Group’s assets measured and recognised on a recurring basis at fair value at 31 July 2023 and 31 July 2024. The Group does not have any liabilities measured at fair value at either reporting date. 31 July 2024 Less than 1 year Between 1-2 years Between 2-5 years Over 5 years Total contractual cash flow Non-derivatives Non-interest bearing 4,682 - - - 4,682 Fixed rate 1,051 294 398 - 1,743 Variable rate - - 95,865 - 95,865 Total non-derivatives 5,733 294 96,263 - 102,290 Derivatives Fixed rate (405) (405) 421 - (389) 42 43 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED 4. SEGMENT INFORMATION 4. SEGMENT INFORMATION (CONTINUED) For the year ended       31 July 2024 $’000 31 July 2023 $’000 Revenue from external customers by geographical region   Australia 39,076 39,978 United States of America   11,876 12,449 Japan   5,693 7,318 Europe   8,899 9,600 Total revenue from external customers   65,544 69,345 The Group only derives revenue from external customers in the investment properties, development properties and Surf Hardware International business segments. As at       31 July 2024 $’000 31 July 2023 $’000 Segment assets       Cash and fixed interest   18,327 17,394 Equities   42,505 43,533 Private equities   5,198 5,231 Investment properties   190,148 189,001 Development properties   28,158 23,195 Surf Hardware International business 21,555 21,045 Unallocated assets   16,111 22,881 Total assets   322,002 322,280 Segment liabilities   Investment properties   95,865 90,175 Surf Hardware International business 4,812 5,043 Unallocated liabilities   27,070 31,710 Total liabilities   127,747 126,928 Non-current assets by geographical region Australia 275,910 264,990 United States of America 5,190 9,886 Japan 578 770 Europe 780 1,178 Total non-current assets    282,458 276,824 The Group comprises of the following business segments, based on the group’s management reporting systems: • Cash and fixed interest • Equities • Private equities • Investment properties • Development properties • Surf Hardware International business • Other For the year ended       31 July 2024 $’000 31 July 2023 $’000 Segment revenue       Cash and fixed interest – interest received 709 360 Equities – dividends and option income received 768 1,392 Private equities – distributions received 65 104 Investment properties – rent received 19,041 18,646 Development properties – realised gains on disposal 8,788 7,950 Surf Hardware International business – sale of goods 37,715 42,749 67,086 71,201 Segment other income   Private equities – realised and unrealised gains (214) 294 Investment properties –realised and unrealised gains (341) (13,286) Other 912 1,077 357 (11,915) Total segment revenue and other income   67,443 59,286 For the year ended       31 July 2024 $’000 31 July 2023 $’000 Segment profit and loss       Cash and fixed interest 709 360 Equities 768 1,392 Private equities (149) 398 Investment properties 4,392 (8,272) Development properties 4,468 3,408 Surf Hardware International business (4,193) (1,258) Other (6,404) (5,630) Total segment result (409) (9,602) Income tax benefit / (expense) 370 4,317 Net (loss) / profit after tax   (39) (5,285) 44 45 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED 4. SEGMENT INFORMATION (CONTINUED) Accounting policies Segment information is prepared in conformity with the accounting policies of the Group as disclosed in note 1. Segment revenues, expenses, assets and liabilities are those that are directly attributable to a segment and the relevant portion that can be allocated to a segment on a reasonable basis. All segments other than Surf Hardware International business segment Segment assets include all assets used by a segment and consist primarily of operating cash, investments, investment properties, development properties and plant and equipment, net of related provisions. While most of these assets can be directly attributable to individual segments, the carrying amounts of certain assets used jointly by segments are allocated based on reasonable estimates of usage. Segment liabilities consist of borrowings. Segment assets and liabilities do not include income taxes. Tax assets and liabilities, trade and other creditors and employee entitlements and goodwill are represented as unallocated amounts. Surf Hardware International business segment Segment assets include all assets (excluding operating cash of $1.09 million (2023: $2.42 million) which is included in the cash segment) used by the Surf Hardware International business segment and consist primarily of trade and other receivables, inventories, plant and equipment, right of use assets and intangibles, net of related provisions. Segment liabilities consist of borrowings, trade and other payables, lease liabilities and employee entitlements. Segment assets and liabilities do not include income taxes. Tax assets and liabilities are represented as unallocated amounts. Segment cash flows Segment information is not prepared for cash flows as management consider it not relevant to users in understanding the financial position and liquidity of the Group. 5. OPERATING PROFIT For the year ended       31 July 2024 $’000 31 July 2023 $’000 Payments for the acquisition of: - Investment properties 2,196 3,120 - Development properties 2,333 3,863 - Equities 305 3,104 Gains / (losses) on disposal or revaluation of: - Investment properties (341) (13,286) - Private equities (214) 294 Unallocated: - Payments for the acquisition of property, plant and equipment 2,181 1,703 - Payments for the acquisition of intangibles 594 2 For the year ended     31 July 2024 $’000 31 July 2023 $’000 (Loss) / profit from continuing operations before income tax expense includes the following specific items:     Gains Private equity investment distributions   65 104 Expenses Interest and other borrowing costs     5,677 5,838 Employee benefits 11,377 12,367 Cost of sales (Surf Hardware International) 22,436 24,809 Cost of sales (Development properties) 4,320 4,542 6. INCOME TAX EXPENSE 11. CURRENT DEVELOPMENT PROPERTIES 10. CURRENT LOANS RECEIVABLES 9. CURRENT TRADE AND OTHER RECEIVABLES 8. CURRENT INVENTORIES 7. CASH AND CASH EQUIVALENTS For the year ended 31 July 2024 $’000 31 July 2023 $’000 Current tax 533 (842) Deferred tax (480) (3,234) Over provided in prior years (423) (241) (370) (4,317) Income tax attributable to: Loss from continuing operations (370) (4,317) Aggregate income tax expense on losses (370) (4,317) Reconciliation of income tax expense to prima facie tax on losses Loss from continuing operations before income tax expense (409) (9,602) Tax at the Australian tax rate of 30% (2023: 30%) (123) (2,881) Tax effect of amounts which are not deductible (taxable) in calculating taxable income: Non-assessable income/ Non-deductible expenses (44) 28 Franked dividends (264) (422) Over provision in prior year (423) (241) Deferred tax assets recorded not recognised and effect of tax rates in foreign jurisdictions 484 (801) Income tax benefit (370) (4,317) Amounts recognised directly in equity Aggregated current and deferred tax arising in the reporting period and not recognised in net profit or loss but directly debited or (credited) to equity 1,502 831 As at 31 July 2024 $’000 31 July 2023 $’000 Cash at bank and on hand 18,327 17,394 Trade debtors 5,900 7,136 Less: expected credit losses (235) (302) Balance at end of year 5,665 6,834 At cost or net realisable value Balance at beginning of year 6,332 - Cost of goods (3,703) - Transfer from non-current investment properties - 6,332 Balance at end of year 2,629 6,332 Loan receivables 100 137 At cost or net realisable value Raw materials and finished goods 10,368 12,571 Balance at end of year 10,368 12,571 46 47 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED 16. NON-CURRENT PRIVATE EQUITIES At fair value through profit or loss Balance at beginning of year 5,231 4,646 Revaluation to fair value 35 380 Additions 155 314 Disposal proceeds (143) (23) Net (loss) / gain on disposal (79) (86) Balance at end of year 5,199 5,231 Changes in fair values of private equities at fair value through the profit or loss are recorded in other income. As at 31 July 2024 $’000 31 July 2023 $’000 Tax receivable 1,089 854 14. NON-CURRENT LOAN RECEIVABLES Loan receivables 400 363 Interest on loans are charged at commercial interest rates. 15. NON-CURRENT EQUITIES At fair value through other comprehensive income Balance at beginning of year 43,533 45,808 Revaluation to fair value 4,336 1,794 Additions 3,358 2,790 Transfers - 400 Impairments (30) - Disposal proceeds (8,692) (7,259) Balance at end of year 42,505 43,533 Changes in fair value of equities are recorded in equity. 13. OTHER CURRENT ASSETS Prepayments 3,327 1,334 Other 1 - Balance at end of year 3,328 1,334 12. TAX RECEIVABLES 17. NON-CURRENT DEVELOPMENT PROPERTIES At cost or net realisable value Balance at beginning of year 23,195 30,206 Additions 2,333 3,863 Disposal proceeds - (7,950) Net gain on disposal - 3,408 Transfer to current development properties - (6,332) Balance at end of year 25,528 23,195 18. NON-CURRENT INVESTMENT PROPERTIES As at 31 July 2024 $’000 31 July 2023 $’000 At fair value Balance at beginning of year 189,001 205,324 Additions 2,195 3,120 Disposal proceeds - (5,696) Net loss on disposal (341) (15) Amortisation on incentives (707) (461) Net loss from fair value adjustment - (13,271) Balance at end of year 190,148 189,001 Amounts recognised in profit of loss for investment properties Rental revenue 19,041 18,646 Direct operating expenses from rental generating properties (8,465) (8,218) Net loss on disposal (341) (15) Net loss on revaluation - (13,271)     10,235 (2,858) Changes in fair values of investment properties are recorded in other income.         Valuation Method Weighted average cap rate 2024 Weighted average cap rate 2023 31 July 2024 $’000 31 July 2023 $’000                   Sub-regional and neighbourhood shopping centres (Coffs Central, Port Central and Kempsey Central) (a) 7.42% 7.23% 189,031 187,885 Other properties (b) 1,117 1,116         190,148 189,001             (a) Fair value is based on capitalisation rates, which reflect vacancy rates, tenant profile, lease expiry, developing potential and the underlying physical condition of the property. The higher the capitalisation rate, the lower the fair value. Capitalisation rates used and the fair value adopted for each property at 31 July 2024 were based on external valuations adjusted for any changes in assumptions, estimates or source data with reference to the properties current and forecasted performance, vacancy levels, tenancy profile and recent market data. (b) Current prices in an active market for properties of similar nature or recent prices of different nature in less active markets Sensitivity analysis of sub-regional and neighbourhood shopping centre investment properties held at fair value At 31 July 2024 a reduction of 0.5% in the capitalisation rate applied to each property would result in an additional gain of $14.819 million in the consolidated statement of profit or loss and consolidated statement of other comprehensive income. Similarly, an increase of 0.5% in the capitalisation rate of each property would result in an additional loss of $12.714 million in the consolidated statement of profit or loss and consolidated statement of other comprehensive income. 48 49 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED   Motor vehicles $’000 Furniture, fittings & equipment $’000  Total $’000 Year ended 31 July 2023 Opening net book amount 429 3,980 4,409 Additions 38 1,665 1,703 Disposals - (9) (9) Depreciation charge (76) (733) (809) Closing net book amount 391 4,903 5,294 At 31 July 2023 Cost 870 12,707 13,577 Accumulated depreciation (479) (7,804) (8,283) Net book amount 391 4,903 5,294 Year ended 31 July 2024 Opening net book amount 391 4,903 5,294 Additions 43 2,138 2,181 Reclassification (10) 10 - Depreciation charge (72) (725) (797) Closing net book amount 352 6,325 6,677 At 31 July 2024 Cost 715 12,728 13,443 Accumulated depreciation (363) (6,403) (6,766) Net book amount 352 6,325 6,677 19. NON-CURRENT PROPERTY, PLANT AND EQUIPMENT Goodwill, brand names and patents Year ended 31 July 2023 Opening net book amount 2,383 1,375 3,758 Additions - 2 2 Amortisation - ( 50) ( 50) Closing net book amount 2,383 1,327 3,710 Cost 2,383 2,867 5,250 Accumulated depreciation - ( 1,540) ( 1,540) Net book amount 2,383 1,327 3,710 Year ended 31 July 2024 Opening net book amount 2,383 1,327 3,710 Additions - 594 594 Amortisation - (130) (130) Impairment (500) - (500) Closing net book amount 1,883 1,791 3,674 Fair value / cost 1,883 3,461 5,344 Accumulated depreciation - ( 1,670) ( 1,670) Net book amount 1,883 1,791 3,674 20. NON-CURRENT INTANGIBLES As at     31 July 2024 $’000 31 July 2023 $’000 Derivatives   372 898 Balance at end of year   372 898 22. DERIVATIVES   Land and buildings $’000 Motor vehicles $’000 Equipment $’000  Total $’000 Year ended 31 July 2023 Opening net book amount 1,609 29 75 1,713 Additions 586 - - 586 Lease modifications - - - - Foreign exchange movements - - - - Depreciation charge (917) (19) (30) (966) Closing net book amount 1,278 10 45 1,333 At 31 July 2023 Cost 5,587 106 105 5,798 Accumulated depreciation (4,309) (96) (60) (4,465) Net book amount 1,278 10 45 1,333 Year ended 31 July 2024 Opening net book amount 1,278 10 45 1,333 Additions 959 18 16 993 Lease modifications - - - - Foreign exchange movements - - - - Depreciation charge (944) (27) (24) (995) Closing net book amount 1,293 1 37 1,331 At 31 July 2024 Cost 7,283 120 114 7,517 Accumulated depreciation (5,990) (119) (77) (6,186) Net book amount 1,293 1 37 1,331 21. NON-CURRENT RIGHT OF USE ASSETS Additional information regarding leases The Group leases land and buildings for its offices and retail operations which have lease terms of between one and five years with, in some cases, options to extend. On renewal, the terms of the leases are renegotiated. The Group also leases motor vehicles and equipment under agreements of between one to five years. Each lease generally imposes a restriction that, unless there is a contractual right for the Group to sublet the asset to another party, the right of use asset can only be used by the Group. The Group’s leases include extension and termination options which are exercisable by the Group. These clauses provide the Group opportunities to manage leases in order to align with its strategies. The extension and termination options which were reasonably certain to be exercised are included in the calculation of the right-to-use asset. Intangible assets, other than goodwill and brand names have finite useful lives. Goodwill and brand names have an indefinite useful life. Goodwill and brand names are allocated to the Surf Hardware International business segment (“the cash-generating unit”). The Group tests whether goodwill and brand names have suffered any impairment at each reporting period. The recoverable amount of the cash-generating unit is determined based on either value-in- use calculations or the estimated fair value less costs to sell. The recoverable amount of the cash-generating unit is based on value-in-use of the Surf Hardware International business segment which is calculated based on the present value of cash flow projections over a five year period with the period extending beyond four years extrapolated using an estimated growth rate. Five year projected cash flows in respect of the Surf Hardware International business segment are $20m. Key assumptions include: (a) 10% discount rate; (b) 2.6% per annum projected net revenue growth rate; (c) 1.3% per annum increase in operating expenses; and (d) 3.5% terminal growth rate. Based on these assumptions the Directors determined an impairment charge of $500,000 be recognised during the current reporting period. 20. NON-CURRENT INTANGIBLES (CONTINUED) 50 51 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED Risk The Group’s exposure to interest rate changes arising from current and non-current borrowings is set out in note 2. Refinancing / Repayment The Group expects to renew or refinance current borrowing facilities on normal commercial terms and rates that are acceptable to the Group prior to the respective repayment dates. Alternatively, the Group believes it has the ability to repay any outstanding debt under these facilities from excess cash reserves, proceeds received from the disposal of assets or from cash sourced or raised through the Group’s operating or financing activities. Security Information about the security relating to each of the secured liabilities and the fair value of each of the borrowings is provided in note 29. 24. OTHER NON-CURRENT ASSETS As at 31 July 2024 $’000 31 July 2023 $’000 Other assets 3,415 2,795 As at 31 July 2024 $’000 31 July 2023 $’000 Trade creditors 1,829 1,886 Other creditors and accruals 2,853 3,309 Balance at end of year 4,682 5,195 25. CURRENT TRADE AND OTHER PAYABLES 26. CURRENT BORROWINGS Commercial advance facility - secured - 963 Balance at end of year - 963 27. CURRENT LEASE LIABILITIES Lease liabilities 1,051 868 28. CURRENT PROVISIONS Employee entitlements 819 812 Balance at end of year 819 812 Risk The Group’s exposure to interest rate changes arising from current and non-current borrowings is set out in note 2. Security Details of the security relating to each of the secured liabilities and further information on banks loans are set out below. ¹$95.865 million bill is secured against the Gowings Wholesale Property Fund (the “Fund”). Interest on the outstanding principal of the bill is charged at BBSY plus a line fee of 1.90%. The lender requires that the Fund meet certain financial ratios at 31 July 2024, the Fund must have a minimum interest coverage ratio of 1.65 times and the facility is not to exceed 55% of the aggregate value of the of the latest bank accepted valuations of the Shopping Centers. 29. NON-CURRENT BORROWINGS As at 31 July 2024 $’000  31 July 2023 $’000  Bills payable - secured 95,865 94,310 Total secured liabilities   The total secured liabilities (current and non-current) are as follows:     Bills payable – secured¹ 95,865 94,310 Commercial advance facility – secured² - 986   95,865 95,296 As at 31 July 2024 $’000 31 July 2023 $’000 Financing Arrangements Unrestricted access was available at balance date to the following lines of credit: Total facilities     Secured bill facilities 95,865 106,000 Secured commercial advance facility - 2,000   95,865 108,000 Used at balance date Secured bill facilities 95,865 94,310 Secured commercial advance facility - 986   95,865 95,296 Unused at balance date Secured bill facilities¹ - 11,690 Secured commercial advance facility - 1,014 - 12,704 Off-balance sheet There are no off-balance sheet borrowings or related contingencies. 23. DEFERRED TAX ASSETS As at     31 July 2024 $’000 31 July 2023 $’000 The balance comprises temporary differences attributable to:       Employee benefits   297 154 Accruals   107 202 Equities   - 221 Derivatives - 12 Tax losses (91) 184 Other   934 698 Net deferred tax assets   1,247 1,471 Movements:   Opening balance at 1 August   1,471 1,701 Debited to profit or loss   (224) (230) Closing balance at 31 July   1,247 1,471 Deferred tax assets to be recovered within 12 months   704 386 Deferred tax assets to be recovered after 12 months   543 1,085     1,247 1,471 52 53 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED 30. NON-CURRENT LEASE LIABILITY As at 31 July 2024 $’000 31 July 2023 $’000 Lease liabilities 692 559 31. NON-CURRENT PROVISIONS Employee entitlements 311 301 32. DEFERRED TAX LIABILITIES The balance comprises temporary differences attributable to: Prepayments 134 100 Intangibles 189 315 Investment properties 18,489 17,443 Equities 4,823 5,094 Other 692 958 Net deferred tax liabilities 24,327 23,910 Movements: Opening balance at 1 August 23,910 26,508 Credited to profit or loss (414) (3,429) Charged to equity 831 831 Closing balance at 31 July 24,327 23,910 Deferred tax liabilities to be settled within 12 months 345 100 Deferred tax liabilities to be settled after 12 months 23,982 23,810 24,327 23,910 Ordinary shares Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in proportion to the number of and amounts paid on the shares held. On a show of hands every holder of ordinary shares present at a meeting in person or by proxy is entitled to one vote, and upon a poll each share is entitled to one vote. Dividend Reinvestment Plan The Dividend Reinvestment Plan may be offered to shareholders by Directors and allows shareholders to reinvest dividends into shares in the Company. The Dividend Reinvestment Plan is suspended for the final dividend declared on 30 September 2024. Deferred Employee Share Plan The Deferred Employee Share Plan may be used as part of any incentive payments for all employees. For transaction cost reasons, where possible shares bought back as part of the Company’s ongoing capital reduction program are recognised for this purpose rather than cancelled. Options There were no options on issue at the time of this report. On-market share buy back 294,432 shares were bought back during the year (2023: Nil). Capital risk management The Company’s objective when managing capital is to safeguard the ability to continue as a going concern, so that continued returns to shareholders and benefits for other stakeholders can be provided while maintaining an optimal capital structure. 33. CONTRIBUTED EQUITY Number of shares 2024 Number of shares 2023 2024 $’000 2023 $’000 Share capital Ordinary shares fully paid 53,016,693 53,311,125 11,113 11,781 Movements in ordinary share capital – for the year ended 31 July 2024 Date Details Number of shares Issue price per share $’000 31/07/2023 Balance 53,311,125 11,781 09/10/2023 Share buy-back (50,000) $2.29 (115) 12/01/2024 Share buy-back (157,480) $2.28 (359) 24/01/2024 Share buy-back (37,152) $2.24 (83) 14/02/2024 Share buy-back (49,800) $2.24 (111) 53,016,693 11,113 Movements in ordinary share capital – for the year ended 31 July 2023 Date Details Number of shares Issue price per share $’000 31/07/2022 Balance 53,311,125 11,781 53,311,125 11,781 54 55 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED 34. RESERVES As at  31 July 2024 $’000 31 July 2023 $’000 Capital profits reserve¹ Opening balance 90,503 90,503 Transfer from retained profits - - Closing balance 90,503 90,503 Long term investment revaluation reserve²   Opening balance 11,886 9,590 Fair value adjustments on equities - Equities 4,919 1,794 - Deferred tax applicable to fair value adjustments (1,475) (539) - Transfer of losses on sale of equity instruments at fair value through comprehensive income to retained profits, net of tax (3,260) 1,041 Closing balance   12,070 11,886 Foreign currency translation reserve³ Opening balance 704 216 Exchange differences on translation of foreign operations (159) 488  Closing balance   545 704 Hedging reserve - Cash flow hedges⁴ Opening balance 683 - Changes in hedges held at fair value through other comprehensive income • Changes in fair value of cash flow hedges (486) 975 • Deferred tax applicable to fair value adjustments - (292)  Closing balance   197 683 Total reserves 103,314 103,776 ¹ The capital profits reserve is used to record pre-CGT profits. ² The long term investment revaluation reserve is used to record increments and decrements on equities held at fair value through other comprehensive income. ³ The foreign currency translation reserve records exchange rate differences arising on translation differences on foreign controlled subsidiaries. ⁴ The Hedging reserve is used to recognise the effective portion of gains and losses on derivatives that are designated and qualify as cash flow hedges. Franked dividends declared and paid during the year were fully franked at the tax rate of 30% (2023: 30%). Dividends declared after year end Subsequent to year end the Directors have declared the payment of a final dividend of 3.45 cents per ordinary share fully franked based on tax paid at 30%. The dividend is payable on 5 November 2024 out of retained profits at 31 July 2024. The financial effect of the dividend declared subsequent to the reporting date has not been brought to account in the financial statements for the year ended 31 July 2024 and will be recognised in subsequent financial reports. The above amounts are based on the balance of the franking account at year end, adjusted for: (a) franking credits that will arise from the payment of the current tax receivable; (b) franking debits that will arise from the payment of dividends recognised as a liability at the reporting date; (c) franking credits that will arise from the receipt of dividends recognised as receivables at the reporting date; and (d) franking credits that may be prevented from being distributed in subsequent financial years. 35. DIVIDENDS As at 31 July 2024 $’000 31 July 2023 $’000 Ordinary shares     2023 final dividend of 3.0 cents (2022: 4.0 cents interim) per share 1,599 2,133 2024 interim dividend of 3.0 cents (2023: 3.0 cents interim) per share 1,590 1,599 Total dividends declared 3,189 3,732 Dividends paid in cash 3,189 3,732 Dividends paid via Dividend Reinvestment Plan - - 3,189 3,732 Franked dividends The franked portions of the final dividends declared after 31 July 2024 will be franked out of existing franking credits or out of franking credits arising from the payment of income tax in the year ended 31 July 2024. Franking credits available for subsequent financial years (tax paid basis) 3,728 4,760 36. REMUNERATION OF AUDITORS During the year the following fees were paid or payable for services provided by William Buck the auditor of the company: 31 July 2024 $ 31 July 2023 $ Audit services – William Buck Audit and review – group 127,000 123,500 Audit and review – controlled entities 146,900 50,500 Other services – William Buck Financial review 13,500 5,250 287,400 179,250 56 57 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED 38. RELATED PARTIES (CONTINUED) The sons of Mr J E Gowing provided operational services during the year on an employment basis totalling $193,085 (2023: $72,378), and associate director services totalling $nil (2022: $5,259). 39. INTERESTS IN OTHER ENTITIES (EXCLUDING JOINT VENTURES) The Group’s principal subsidiaries and other interests are set out below: Unless otherwise stated, subsidiaries and other interests listed below have share capital comprising of ordinary shares or ordinary units which are held directly by the Group. The proportion of ownership interests held equals the voting rights held by the Group. 37. COMMITMENTS FOR EXPENDITURE 38. RELATED PARTIES Directors The names of persons who were Directors of Gowing Bros. Limited at any time during the financial year were J. E. Gowing, J. G. Parker, J. E. Davis, J. E. Gowing and S. J. Clancy. Those persons that were also Directors during the year ended 31 July 2024. Remuneration Information on remuneration of Directors and other key management personnel is disclosed in the remuneration repot. Detailed remuneration disclosures can be found in the remuneration report on pages 24 to 26. Capital commitments – Private equities The Group has uncalled capital commitments of up to $3,064,000 (2023: $3,205,000) in relation to private equity and property fund investments held at year end. Capital commitments – Development properties The Group has capital commitments of $nil (2023: $nil) in relation to construction works on development properties at year end. Other key management personnel did not hold shares in the Company. Receivables and payables from Directors and Executives Key management person Transaction type 31 July 2024 $ 31 July 2023 $ J. E. Gowing Receivable – Audley Investments Pty Ltd 17,380 55,196 J. E. Gowing Payable – Gowings Whale Trust (88,472) (59,232) Transactions with Key Management Personnel and Directors Key management person Transaction type 31 July 2024 $ 31 July 2023 $ E. J. Gowing Operational / marketing services 58,085 - 31 July 2024 $ 31 July 2023 $ Directors and other key management personnel Short-term employee benefits 508,552 487,475 Post-employment benefits 50,456 60,074 Long-term benefits 9,930 4,499 568,938 552,048 Other related party transactions Key management person Transaction type 31 July 2024 $ 31 July 2023 $ J. E. Gowing Donations – Whale Trust 547,717 413,252 J. E. Gowing Professional fees – Audley Investments Pty Ltd 17,380 50,178 There were no other transactions with Directors and Director related entities and Executives. Entity Name Country of Incorporation Ownership Interest % 2024 Ownership Interest % 2023 Pacific Coast Developments 357 Pty Ltd Australia 100 100 Pacific Coast Developments 357 Fund Australia 99.9 99.9 1868 Capital Pty Ltd Australia 100 100 Pacific Coast Developments 112 Fund Australia 99.9 99.9 Gowings SHI Pty Ltd Australia 99.9 99.9 SHI Holdings Pty Ltd Australia 99.9 99.9 Fin Control Systems Pty Ltd Australia 99.9 99.9 Surfing Hardware International Holdings Pty Ltd Australia 99.9 99.9 Surf Hardware International Asia Pty Ltd Australia 99.9 99.9 Surf Hardware International Europe SARL France 99.9 99.9 Surf Hardware International UK Ltd England 99.9 99.9 OZ4U Holdings Pty Ltd Australia 99.9 99.9 Sunbum Technologies Pty Ltd Australia 99.9 99.9 Surfing Hardware International USA Inc. United States of America 99.9 99.9 Surf Hardware International USA Inc. United States of America 99.9 99.9 Surf Hardware International Hawaii Inc. United States of America 99.9 99.9 Surf Hardware International Japan KK Japan 99.9 99.9 Surf Hardware International Pty Ltd Australia 99.9 99.9 Surf Hardware International New Zealand Pty Ltd New Zealand 99.9 99.9 Gowings Master Trust Australia 100 100 1868 High Yield Trust Australia 100 100 Gowings Life Sciences Trust Australia 100 100 Gowing Bros Management Services Pty Ltd Australia 100 100 Coastbeat Pty Ltd Australia 100 100 Gowings Wholesale Property Fund Australia 100 100 Coffs Central Pty Ltd Australia 100 100 Coffs Central Sub-Trust Australia 100 100 Port Central Pty Ltd Australia 100 100 Port Central Sub-Trust Australia 100 100 Kempsey Central Pty Ltd Australia 100 100 Kempsey Central Sub-Trust Australia 100 100 No other interests in subsidiaries or other entities (excluding joint ventures) were held by the Group in the 31 July 2024 financial year. Non-controlling interests in subsidiaries and other interests of the Group are not material to the Group. Significant Restrictions Other than certain assets pledged as security detailed in note 29, there are no significant restrictions over the Group’s ability to access or use assets, and settle liabilities, of the Group Movement in shares Key management person Shares held* at 31-Jul-22 No. Shares acquired/ (disposed) during the year No. Shares held* at 31-Jul-23 No. Shares acquired/ (disposed) during the year No. Shares held* at 31-Jul-24 No. J. E. Gowing* 20,990,202 3,546 20,993,748 - 20,993,748 J. G. Parker 57,306 - 57,306 - 57,306 S. J. Clancy 5,000 - 5,000 - 5,000 J. E. Davis - - - 5,000 5,000 J. E. Gowing (James) 64,504 - 64,504 - 64,504 *Directly and indirectly 58 59 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED 40. SHARE BASED PAYMENTS The Deferred Employee Share Plan has been in operation since 2006 which allows fully paid ordinary shares to be issued for no cash consideration from shares held by the Plan. All Australian resident permanent employees and non-executive Directors are eligible to participate in the scheme. Employees may elect not to participate in the scheme. Shares are acquired on-market prior to the issue. Shares issued under the scheme may not be sold until the earlier of three years after issue or cessation of employment of the Group. In all other respects the shares rank equally with other fully-paid ordinary shares on issue. Options Nil options were on issue at year end (2023: Nil). 41. EARNINGS PER SHARE 31 July 2024 31 July 2023 Basic earnings per share (cents) (0.07)c (9.91)c Diluted earnings per share (cents) (0.07)c (9.91)c Weight average number of ordinary shares on issue 53,142,158 53,311,125 Net loss after tax ($39,000) ($5,285,000) 42. PARENT ENTITY INFORMATION The following information has been extracted from the books and records of the Company and has been prepared in accordance with Australian Accounting Standards: Parent entity contractual commitments The Company has no contractual commitments other than uncalled capital commitments for private equities and development properties as noted in note 37 (2023: Uncalled capital commitments for private equities and development properties as noted in note 37). Parent entity contingent liabilities The Company has nil contingent liabilities at year end (2023: nil). Parent entity guarantees in respect to debts of its subsidiaries The Company has not entered into any guarantees in respect to debts of its subsidiaries at year end (2023: nil). Statement of Financial Position 31 July 2024 $’000 31 July 2023 $’000 Assets Current assets 18,083 14,764 Non-current assets 199,331 295,556 Total assets 217,414 310,320 Liabilities Current liabilities 1,654 2,091 Non-current liabilities 23,899 118,431 Total liabilities 25,553 120,522 Net assets 191,861 189,798 Equity Issued capital 11,113 11,781 Capital profits reserve 90,503 90,503 Long term investment revaluation reserve 12,421 12,290 Asset revaluation reserve - 683 Retained earnings 77,824 74,541 Total equity 191,861 189,798 Statement of Profit or Loss and other Comprehensive Income Net loss after income tax (3,211) (5,810) Total comprehensive (loss) / income (552) 3,382 60 61 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED 43. RECONCILATION OF NET PROFIT TO NET CASH INFLOW FROM OPERATING ACTIVITIES 31 July 2024 $’000 31 July 2023 $’000 Loss from ordinary activities after income tax (39) (5,285) Amortisation of lease incentives 708 461 Depreciation and amortisation 1,923 1,825 Net loss on the sale of private equities 222 86 Net loss on the sale of investment properties 341 15 Net gain on the sale of development properties (5,085) (3,408) Revaluation of investment properties to fair value - 13,271 Revaluation of private equities to fair value (35) (380) Revaluation of derivatives to fair value 525 77 Decrease / (increase) in receivables 1,169 (20) (Increase) / decrease in prepayments (2,030) 110 Decrease in inventories 2,203 369 Decrease in income taxes (1,556) (6,063) Increase / (decrease) in provisions 18 (415) Other (FX) 2,095 - Write off of intangibles 500 - (Decrease) / increase in trade creditors and accruals (523) 833 Net cash inflows from operating activities 436 1,476 Liabilities from financing activities Opening balance – 31 July 2023 Cash flows from financing activities Gain on disposal Additions and lease modifications Closing balance – 31 July 2024 Borrowings¹ 95,273 592³ - - 95,865 Lease liabilities² 1,427 (1,928) - 2,244 1,743 ¹ Relates to current and non-current borrowings. ² Relates to current and non-current lease liabilities. ³ Relates to the following cash flows from financing activities for the year ended 31 July 2024: - Proceeds from borrowings 95,865 - Repayments of borrowings (95,273) 592 44. CHANGES IN LIABILITIES ARISING FROM FINANCING ACTIVITIES CONSOLIDATED ENTITY DISCLOSURE STATEMENT AS AT 31 JULY 2024 1. The Group has announced a dividend since the end of the year which has been included in Note 35. 45. SUBSEQUENT EVENTS The following subsequent events have occurred subsequent to the end of the financial year: No other matters or circumstances have arisen which has significantly affected, or may significantly affect, the operations of the Group, the results of those operations or the state of affairs of the Group in future financial years. Name of entity Type of entity Country of Incorporation Ownership % Trustee, partner or participant in a joint venture Australian resident or foreign resident Foreign jurisdiction of foreign resident Gowing Bros Limited Body corporate Australia 100 n/a Australian n/a Pacific Coast Developments 357 Pty Ltd Body corporate Australia 100 Trustee of Pacific Coast Developments 357 Fund, 1868 High Yield Trust, Gowings Life Sciences Trust Australian n/a Pacific Coast Developments 357 Fund Trust Australia 99.9 n/a Australian n/a 1868 Capital Pty Ltd Body corporate Australia 100 Trustee of Pacific Coast Developments 357 Fund, 1868 High Yield Trust, Gowings Life Sciences Trust Australian n/a Pacific Coast Developments 112 Fund Trust Australia 99.9 n/a Australian n/a Gowings SHI Pty Ltd 23/10/24 Australia 99.9 n/a Australian n/a SHI Holdings Pty Ltd Body corporate Australia 99.9 n/a Australian n/a Fin Control Systems Pty Ltd Body corporate Australia 99.9 n/a Australian n/a Surfing Hardware International Holdings Pty Ltd Body corporate Australia 99.9 n/a Australian n/a Surf Hardware International Asia Pty Ltd Body corporate Australia 99.9 n/a Australian n/a Surf Hardware International Europe SARL Body corporate France 99.9 n/a Foreign France Surf Hardware International UK Ltd Body corporate England 99.9 n/a Foreign England OZ4U Holdings Pty Ltd Body corporate Australia 99.9 n/a Australia n/a Sunbum Technologies Pty Ltd Body corporate Australia 99.9 n/a Australia n/a Surfing Hardware International USA Inc. Body corporate USA 99.9 n/a Foreign UISA Surf Hardware International USA Inc. Body corporate USA 99.9 n/a Foreign USA Surf Hardware International Hawaii Inc. Body corporate USA 99.9 n/a Foreign USA Surf Hardware International Japan KK Body corporate Japan 99.9 n/a Foreign Japan Surf Hardware International Pty Ltd Body corporate Australia 99.9 n/a Australia n/a Surf Hardware International New Zealand Pty Ltd Body corporate New Zealand 99.9 n/a Foreign New Zealand Gowings Master Trust Trust Australia 100 n/a Australian n/a 1868 High Yield Trust Trust Australia 100 n/a Australian n/a Gowings Life Sciences Trust Trust Australia 100 n/a Australian n/a Gowing Bros Management Services Pty Ltd Body corporate Australia 100 n/a Australian n/a Coastbeat Pty Ltd Body corporate Australia 100 n/a Australian n/a Gowings Wholesale Property Fund Body corporate Australia 100 n/a Australian n/a Coffs Central Pty Ltd Body corporate Australia 100 Trustee of Coffs Central Sub-Trust Australian n/a Coffs Central Sub-Trust Trust Australia 100 n/a Australian n/a Port Central Pty Ltd Body corporate Australia 100 Trustee of Port Central Sub- Trust Australian n/a Port Central Sub-Trust Trust Australia 100 n/a Australian n/a Kempsey Central Pty Ltd Body corporate Australia 100 Trustee of Kempsey Central Sub-Trust Australian n/a Kempsey Central Sub-Trust Trust Australia 100 n/a Australian n/a 46. OTHER INFORMATION Gowing Bros. Limited is incorporated and domiciled in New South Wales. The registered office, and principal place of business, is Suite 303, 35-61 Harbour Drive, Coffs Harbour, NSW, 2450. Phone: 61 2 9264 6321 Facsimile: 61 2 9264 6240 Email: info@gowings.com Website: www.gowings.com Gowing Bros. Limited shares are listed on the Australian Securities Exchange. The share register is maintained by Computershare Investor Services Pty. Limited, Level 3, 60 Carrington Street, Sydney NSW 2000, Telephone 1300 855 080, Overseas callers +61 (0)2 8234 5000, Facsimile + 61 (0)2 8234 5050 62 63 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED Level 29, 66 Goulburn Street, Sydney NSW 2000 Level 7, 3 Horwood Place, Parramatta NSW 2150 1/28 National Circuit, Forrest ACT 2603 +61 2 8263 4000 +61 2 8263 4000 +61 2 6126 8500 nsw.info@williambuck.com nsw.info@williambuck.com act.info@williambuck.com williambuck.com William Buck is an association of firms, each trading under the name of William Buck across Australia and New Zealand with affiliated offices worldwide. Liability limited by a scheme approved under Professional Standards Legislation. Lead Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001 To the directors of Gowing Bros. Limited As lead auditor for the audit of Gowing Bros. Limited for the year ended 31 July 2024, I declare that, to the best of my knowledge and belief, there have been: — no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and — no contraventions of any applicable code of professional conduct in relation to the audit, including APES 110 “Code of Ethics for Professional Accountants (Including Independence Standards)”. William Buck Accountants & Advisors ABN: 16 021 300 521 L. E. Tutt Partner Sydney, 28 October 2024 J. E. Gowing Executive Chairman and Managing Director Coffs Harbour, NSW 28 October 2024 1. In the directors’ opinion: (a) the consolidated financial statements and notes set out on pages 27 to 61 are in accordance with the Corporations Act 2001, including: (i) complying with Accounting Standards and the Corporations Regulations 2001 and other mandatory professional reporting requirements; and (ii) giving a true and fair view of the Group’s financial position as at 31 July 2024 and of its performance for the financial year ended on that date; and (b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. 2. The notes to the consolidated financial statements include a statement of compliance with International Financial Reporting Standards. 3. The directors have been given the declarations by the chief executive officer and chief financial officer for the year ended 31 July 2024 required by section 295A of the Corporations Act 2001. 4. The consolidated entity disclosure statement required by 295A of the Corporation Act 2001 is true and correct as at 31 July 2024. This declaration is made in accordance with a resolution of the directors. DIRECTORS’ DECLARATION 64 65 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Valuation of subregional and neighbourhood shopping centre investment properties Area of focus (refer also to note 18) The Group has subregional and neighbourhood shopping centre investment properties as at 31 July 2024 totalling $190 million. The valuation of the Group’s investment properties requires significant judgement and the use of subjective assumptions and estimates in determining fair value, including selecting the appropriate valuation methodology, market rental rates, vacancy allowances and capitalisation rates. Due to the significant value attached to the investment properties in Group’s consolidated financial statements, level of significant judgements and assumptions applied to determine the fair value of the Group’s investment properties, this is considered to be a key audit matter. How our audit addressed the key audit matter Our audit procedures included: — Assessing the competence, capability, experience, independence and objectivity of external valuers appointed by management. — Evaluating the valuation methodology applied. — Testing the reliability and reasonableness of inputs to underlying contracts and supporting documentation. — Testing the appropriateness of assumptions and estimates with reference to historical rates and results, available market data, market conditions and other supporting documentation. We have also assessed the adequacy of the Group’s disclosures with relevance to the Australian Accounting Standards. Valuation of unlisted equities Area of focus (refer also to notes 15 and 16) The Group has investments of $14.4 million in a number of unlisted equities at 31 July 2024, which have been included in the Group’s consolidated statement of financial position. Management assesses the value of these investments at least annually, using various valuation techniques, such as recent arm’s length transactions, reference to other instruments that are similar in nature and other market evidence. Due to the significant judgement involved in assessing the valuation of these assets, this is considered a key audit matter. How our audit addressed the key audit matter Our audit procedures included: — Assessing the valuation methodology applied by management. — Reviewing the valuation inputs including evidence of recent arm’s length transactions and agreeing these transactions to external sources. — Reviewing the market data and other financial information. We have also assessed the adequacy of the Group’s disclosures with relevant to Australian Accounting Standards. Level 29, 66 Goulburn Street, Sydney NSW 2000 Level 7, 3 Horwood Place, Parramatta NSW 2150 1/28 National Circuit, Forrest ACT 2603 +61 2 8263 4000 +61 2 8263 4000 +61 2 6126 8500 nsw.info@williambuck.com nsw.info@williambuck.com act.info@williambuck.com williambuck.com William Buck is an association of firms, each trading under the name of William Buck across Australia and New Zealand with affiliated offices worldwide. Liability limited by a scheme approved under Professional Standards Legislation. Independent auditor’s report to the members of Gowing Bros. Limited Report on the audit of the financial report Our opinion on the financial report In our opinion, the accompanying financial report of Gowing Bros. Limited (the Company) and its subsidiaries (the Group) is in accordance with the Corporations Act 2001, including: — giving a true and fair view of the Group’s financial position as at 31 July 2024 and of its financial performance for the year then ended; and — complying with Australian Accounting Standards and the Corporations Regulations 2001. What was audited? We have audited the financial report of the Group, which comprises: — the consolidated statement of financial position as at 31 July 2024, — the consolidated statement of profit or loss and other comprehensive income for the year then ended, — the consolidated statement of changes in equity for the year then ended, — the consolidated statement of cash flows for the year then ended, — notes to the financial statements, including material accounting policy information, — the consolidated entity disclosure statement, and — the directors’ declaration. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards1. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional & Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. 66 67 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED Report on the Remuneration Report Our opinion on the Remuneration Report In our opinion, the Remuneration Report of Gowing Bros. Limited, for the year ended 31 July 2024, complies with section 300A of the Corporations Act 2001. What was audited? We have audited the Remuneration Report included in pages 24 to 26 of the directors’ report for the year ended 31 July 2024. Responsibilities The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. William Buck Accountants & Advisors ABN: 16 021 300 521 L. E. Tutt Partner Sydney, 28 October 2024 Other information The directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 31 July 2024, but does not include the financial report and our auditor’s report thereon. Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of the directors for the financial report The directors of the Company are responsible for the preparation of: — the financial report (other than the consolidated entity disclosure statement) that gives a true and fair view in accordance with Australian Accounting Standards1 and the Corporations Act 2001; and — the consolidated entity disclosure statement that is true and correct in accordance with the Corporations Act 2001, and for such internal control as the directors determine is necessary to enable the preparation of: — the financial report (other than the consolidated entity disclosure statement) that gives a true and fair view and is free from material misstatement, whether due to fraud or error; and — the consolidated entity disclosure statement that is true and correct and is free of misstatement, whether due to fraud or error. In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the financial report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf 68 69 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE GOWING BROS. LIMITED There’s more to surfing than surfing. 71 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 GOWING BROS. LIMITED 70 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE Issues to Shareholders Since 19 September 1985 Date Particulars Issued From Issue Price $ 31/10/1985 Bonus issue in lieu Asset Revaluation reserve 30/04/1986 Bonus issue in lieu Asset Revaluation reserve 31/10/1986 Bonus issue in lieu Asset Revaluation reserve 16/03/1987 1 for 2 Bonus issue Asset Revaluation reserve 30/04/1987 Bonus issue in lieu Asset Revaluation reserve 30/04/1988 Dividend Re-investment Accumulated profits 2.50 31/10/1988 Dividend Re-investment Accumulated profits 3.70 30/04/1989 Dividend Re-investment Accumulated profits 3.75 30/04/1989 Special Scrip dividend Accumulated profits 16/11/1989 Dividend Re-investment Accumulated profits 4.35 31/10/1990 1 for 10 Bonus issue Share Premium – Special Dividend Reserve 31/10/1991 1 for 20 Bonus issue Share Premium Reserve 30/04/1992 Dividend Re-investment Accumulated profits 3.75 31/10/1992 Dividend Re-investment Accumulated profits 3.80 29/10/1993 Dividend Re-investment Accumulated profits 3.60 29/04/1994 Dividend Re-investment Accumulated profits 3.50 28/04/1995 Dividend Re-investment Accumulated profits 2.60 28/04/1995 Bonus in Lieu Share Plan Share Premium Reserve 03/10/1995 1 for 10 Bonus issue Share Premium Reserve 31/10/1995 Dividend Re-investment Accumulated profits 3.00 31/10/1995 Bonus in Lieu Share Plan Share Premium Reserve 26/04/1996 Dividend Re-investment Accumulated profits 2.90 26/04/1996 Bonus in Lieu Share Plan Share Premium Reserve 30/10/1996 Dividend Re-investment Accumulated profits 3.10 30/10/1996 Bonus in Lieu Share Plan Share Premium Reserve 25/04/1997 Dividend Re-investment Accumulated profits 4.50 25/04/1997 Bonus in Lieu Share Plan Share Premium Reserve 15/05/1997 2 for 1 Share Split 31/10/1997 Dividend Re-investment Accumulated profits 2.60 31/10/1997 Bonus in Lieu Share Plan Share Premium Reserve 30/04/1998 Dividend Re-investment Accumulated profits 2.35 30/04/1998 Bonus in Lieu Share Plan Share Premium Reserve 03/11/1998 Dividend Re-investment Accumulated profits 2.10 03/11/1998 Bonus in Lieu Share Plan 28/04/1999 Dividend Re-investment Accumulated profits 1.90 28/04/1999 Bonus in Lieu Share Plan 18/11/1999 Dividend Re-investment Accumulated profits 1.95 18/11/1999 Bonus in Lieu Share Plan 28/04/2000 Dividend Re-investment Accumulated profits 1.95 28/04/2000 Bonus in Lieu Share Plan 27/10/2000 Dividend Re-investment Accumulated profits 1.80 27/04/2001 Dividend Re-investment Accumulated profits 2.36 19/10/2001 Dividend Re-investment Accumulated profits 1.95 18/12/2001 In Specie Distribution G Retail Ltd shares issued on listing 22/04/2002 Dividend Re-investment Accumulated profits 1.90 25/10/2002 Dividend Re-investment Accumulated profits 1.80 18/12/2002 Dividend Re-investment Accumulated profits 1.95 24/04/2003 Dividend Re-investment Accumulated profits 1.90 24/10/2003 Dividend Re-investment Accumulated profits 2.40 24/10/2003 Bonus in Lieu Share Plan 23/04/2004 Dividend Re-investment Accumulated profits 2.40 23/04/2004 Bonus in Lieu Share Plan 25/10/2004 Dividend Re-investment Accumulated profits 2.55 22/04/2005 Dividend Re-investment Accumulated profits 2.70 22/04/2005 Bonus in Lieu Share Plan 17/07/2009 Dividend Re-investment Accumulated profits 2.87 05/11/2010 Dividend Re-investment Accumulated profits 2.42 17/12/2010 1 for 8 Rights issue Share capital 2.20 05/11/2015 1 for 10 Bonus issue Share capital 13/11/2018 Dividend Re-investment Accumulated profits 2.77 30/04/2019 Dividend Re-investment Accumulated profits 2.52 ENRICHING PEOPLE’S LIVES SINCE 1868 72 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 INVESTING TOGETHER FOR A SECURE FUTURE 74 156th ANNUAL REPORT 2024 I Year ended 31 July 2024 GOWING BROS. LIMITED

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