ICANDY INTERACTIVE LIMITED
(ASX:ICI)
(ACN 604 871 712)
AND ITS CONTROLLED ENTITIES
FINANCIAL REPORT
FOR THE YEAR ENDED
31 DECEMBER 2016
Annual
Report
31 December
2016
For personal use only Chairman’s Statement
Dear Shareholders,
I am pleased to present to you our Annual Report for the financial year ended 31 December
2016.
It has been a good year for a company. Our revenue has grown 633% to AUD1.131million
compared to previous financial year. This huge jump in revenue is largely due to the business
model of the company that is now gaining traction.
The smartphone games developed and published by us have now reached an installation
base of more than 20 million downloads. One of the most notable new game-title we rolled out
during the year was Crab War which had been frequently featured and recommended on both
Google Play store and Apple Appstore.
Our games studios had grown in size during the year and were continuously upgrading them-
selves with new skills and knowledge in the art of making games. The growth of our business
is attributed to the talent and passion that our team has. We will continue to invest in building
this talent capital that will be ever more important to bring our business to the next level of
success.
There is no doubt that smartphone is an integral and important part of the digital economy the
world now lives in. Our business is one that will thrive by bringing the best entertainment, via
interactive games, to the growing smartphone audience across the international markets we
are in.
Thank you.
Kin Wai, Lau
Chairman
iCandy Interactive Limited
For personal use only ICANDY INTERACTIVE LIMITED
AND CONTROLLED ENTITIES
ABN: 87 604 871 712
Financial Report For The Year Ended
31 December 2016
For personal use only ICANDY INTERACTIVE LIMITED
AND CONTROLLED ENTITIES
ABN: 87 604 871 712
Financial Report For The Year Ended
31 December 2016
CONTENTS
Corporate Governance Statement
Directors' Report
Auditor's Independence Declaration
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Directors' Declaration
Independent Auditor's Report
Additional Information for Listed Public Companies
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CORPORATE GOVERNANCE STATEMENT
iCandy Interactive Limited is listed on the Australian Securities Exchange (ASX). Accordingly, unless stated otherwise in this
document, the Board's corporate governance arrangements comply with the recommendations of the ASX Corporate Governance
Council as well as current standards of best practice. The corporate governance statement is current as at the date of this report
and has been approved by the Board.
Our approach to corporate governance
(a) Framework and approach to corporate governance and responsibility
The Board of iCandy Interactive Limited ("the Company") is committed to maintaining the highest standards of corporate
governance.
Corporate governance is about having a set of values that underpin the company's everyday activities - values that ensure fair
dealing, transparency of actions, and protect the interests of stakeholders. The Board considers corporate governance forms
part of a broader framework of corporate responsibility and regulatory oversight.
In pursuing its commitment to best practice governance standards, the Board will continue to:
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review and improve its governance practices; and
monitor global developments in best practice corporate governance.
The Board's approach has been to be guided by the principles and practices that are in our stakeholders' best interests while
ensuring full compliance with legal requirements.
(b) Compliance with the ASX Corporate Governance Principles and Recommendations
The ASX Listing Rules require listed companies to include in their Annual Report a statement disclosing the extent to which
they have followed the ASX Corporate Governance Principles and Recommendations in the reporting period.
Listed companies must identify the recommendations that have not been followed and provide reasons for the company's
decision and can be found on pages 7 - 14.
This Governance Statement describes iCandy Interactive Limited's governance practices and notes where they do not comply
with the ASX Corporate Governance Principles and Recommendations.
The Company's full Corporate Governance Plan is available in a dedicated corporate governance information section of the
Company's website (www.icandy.io).
Date of this statement
This statement reflects our corporate governance policies and procedures as at 31 December 2016.
The Board of Directors
(a) Membership and expertise of the Board
The Board has a broad range of relevant financial and other skills, experience and expertise to meet its objectives. The current
Board composition, with details of individual Director's backgrounds, is set out in the Directors Report which is included in this
Annual Report.
(b) Board role and responsibility
The Board is accountable to shareholders for iCandy Interactive Limited's performance. In summary, the Board's
responsibilities include:
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providing strategic direction and approving corporate strategic initiatives;
planning for Board and executive succession;
selecting and evaluating future Directors, the Chief Executive Officer ("CEO");
setting CEO and Director remuneration within shareholder approved limits;
approving budget and monitoring management and financial performance;
considering and approving the Annual Financial Report (including the Directors' Declaration) and the interim and final
financial statements;
approving iCandy Interactive Limited's risk management strategy, monitoring its effectiveness and maintaining a direct
and ongoing dialogue with iCandy Interactive Limited's auditors and regulators; and
considering and reviewing the social and ethical impact of iCandy Interactive Limited's activities, setting standards for
social and ethical practices and monitoring compliance with iCandy Interactive Limited's social responsibility policies and
practices.
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CORPORATE GOVERNANCE STATEMENT
The Board of Directors (continued)
(b)
Board role and responsibility (continued)
The Board would normally delegate to management responsibility for:
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developing and implementing corporate strategies and making recommendations on significant corporate strategic
initiatives;
maintaining an effective risk management framework and keeping the Board and market fully informed about material
risks;
developing iCandy Interactive Limited's annual budget, recommending it to the Board for approval and managing day-to-
day operations within budget; and
managing day-to-day operations in accordance with standards for social and ethical practices which have been set by the
Board.
The current circumstances, however, require all these functions to be exercised by the Board members or the Company
Secretary. The company does not currently have a performance evaluation method due to the current size and limited nature
of operations.
The company has adopted a Board Charter which sets out the specific responsibilities of the Board, the requirements as to the
Board's composition, the roles and responsibilities of the Chairman, Company Secretary and management, the establishment,
operations and management of Board Committees, Directors' access to Company records and information, details of the
Board's relationship with management, details of the Board's performance review and details of the Board's disclosure policy.
A copy of the Company's Board Charter is contained in the Company's Corporate Governance Plan which is available on the
Company's website.
(c) Board size and composition
The Board determines its size and composition, subject to the limits imposed by iCandy Interactive Limited's Constitution. The
Constitution requires a minimum of three and a maximum of twenty Directors. In addition, at least two of the Directors shall
ordinarily reside within Australia. Currently, the Board consists of three directors. The Board supports the principles of
diversity; however, due to the size and scale of the company's operations it has no female representative on the board at the
present time.
Election of Board members is substantially the province of the Shareholders in general meeting.
(d) The selection and role of the Chairman
The Chairman is selected by the Board from the non-executive Directors. The Chairman's role includes:
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providing effective leadership on formulating the Board's strategy;
representing the views of the Board to the public;
ensuring that, when all Board members take office, they are fully briefed on the terms of their appointment, their duties
and responsibilities;
ensuring that the Board meets at regular intervals throughout the year, and that minutes of meetings accurately record
decisions taken and, where appropriate, the views of individual Directors;
guiding the agenda and conduct of all Board meetings; and
reviewing the performance of the Board of Directors.
The Board Charter provides that where practical the Chairman of the Board will be a non-executive director. The Chairman,
Kin Wai Lau is a non-executive director but is not considered by the Board to be independent.
The Company may seek to appoint additional independent Directors in the future to address the lack of independence of its
Directors.
(e) Directors' Independence
The Board assesses each of the Directors against specific criteria to decide whether they are in a position to exercise
independent judgement. Directors are considered to be independent if they are independent of management and free from any
business or other relationship that could materially interfere with, or could reasonably be perceived to materially interfere with,
the exercise of their unfettered and independent judgement. Materiality is assessed on a case-by-case basis by reference to
each Directors' individual circumstances rather than general materiality thresholds. In assessing independence, the Board
considers whether the Director has a business or other relationship with iCandy Interactive Limited, either directly, or as a
partner, shareholder or officer of a company or other Company that has an interest, or a business or other relationship, with
iCandy Interactive Limited or another iCandy Interactive Limited group member. Presently the only independent Director is
Robert Kolodziej. The Company may seek to appoint additional independent Directors in the future to address the lack of
independence of its Directors.
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CORPORATE GOVERNANCE STATEMENT
The Board of Directors (continued)
(f) Avoidance of conflicts of interest by a Director
In accordance with the Corporations Act 2001, any Director with a material personal interest in a matter being considered by
the Board must not be present when the matter is being considered and may not vote on the matter.
(g) Meetings of the Board and their conduct
Meetings of the Board happen when and as appropriate. Details of Board meetings held and attended are tabled in the
Directors' Report, which forms part of this Annual Report.
(h) Succession planning
The Board plans succession of its own members taking into account the skills, experience and expertise required and currently
represented, and iCandy Interactive Limited's future direction. The Board is also responsible for CEO succession planning.
(I) Review of Board performance
The Board of iCandy Interactive Limited is responsible for evaluating the performance of the Board and individual Directors will
be evaluated on an annual basis, with the aid of an independent advisor, if deemed required. The process for this can be found
in Schedule 6 of the Company's Corporate Governance Plan.
The Company's Corporate Governance Plan requires the Board to disclose whether or not performance evaluations were
conducted during the relevant reporting period. Details of the performance evaluations conducted will be provided in the
Company's Annual Reports.
(j) Nomination and appointment of new Directors
iCandy Interactive Limited has detailed guidelines for the appointment and selection of the Board. The Company's Corporate
Governance Plan requires the Board to undertake appropriate checks before appointing a person, or putting forward to
security holders a candidate for election, as a Director.
All material information relevant to a decision on whether or not to elect or re-elect a Director will be provided to security
holders in a Notice of Meeting pursuant to which the resolution to elect or re-elect such Director will be voted on.
(k) Retirement and re-election of Directors
iCandy Interactive Limited's Constitution states that one-third of our Directors must retire each year. The maximum time that
each Director can serve in any single term is three years. Any Director who has been appointed during the year must retire at
the next annual general meeting. Eligible Directors who retire each year may offer themselves for re-election by shareholders
at the next annual general meeting.
(l) Compulsory retirement of Directors
The Board has no limit on the number of terms of office which any Director may serve.
(m) Board access to information and advice
All Directors have unrestricted access to company records and information and receive regular detailed financial and
operational report. The Company Secretary provides Directors with ongoing guidance on issues such as corporate
governance, iCandy Interactive Limited's Constitution and the law. The Board collectively, and each Director individually has
the right to seek independent professional advice at iCandy Interactive Limited's expense to help them carry out their
responsibilities. Which the Chairman's prior approval is needed, it may not be unreasonably withheld and, in its absence,
Board approval may be sought.
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CORPORATE GOVERNANCE STATEMENT
The Board of Directors (continued)
(n) Diversity Policy
The Board has adopted a diversity policy which provides a framework for the Company to achieve, amongst other things, a
diverse and skilled workforce, a workplace culture characterised by inclusive practices and behaviours for the benefit of all
staff, improved employment and career development opportunities for women and a work environment that values and utilises
the contributions of employees with diverse backgrounds, experiences and perspectives. The Diversity Policy of iCandy
Interactive Limited is available on the Company's website.
Women in the Board
Women in senior management roles
Women employees in the Company
(o) Securities trading policy
31 December 2016
No.
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31 December 2015
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Directors and employees are subject to the Corporations Act restrictions on trading securities in the Company if they are in
possession of inside information. This is regarded as any information that is non-public and, if it were public that a reasonable
person would expect to have a material effect on the price of the Company's securities.
In addition, the company has established a policy on the trading in iCandy Interactive Limited's securities, which applies to all
Directors and employees. Key aspects of this policy are as follows:
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Directors and employees are encouraged to be long term holders of the company securities and are discouraged from
any short-term trading;
Directors and employees may trade shares for 4 weeks following announcements of the annual results, half year results
and the annual general meeting, provided the market has been fully informed. However, a trading embargo of 2 days
applies immediately after any significant announcement;
Directors and employees need to ensure that the market is fully informed before they can trade and to protect themselves
should discuss the intended share trading with the Chairman or Company Secretary; and
Trading outside the four-week period is required to be approved by the Chairman, prior to any transaction occurring.
Generally, if the market is fully informed, the approval will be granted.
Directors are required to notify the Company Secretary within 2 days of a change in their beneficial interest in the company
shares.
Directors are also required to obtain a written acknowledgement of the Chairman (or the Board in the case of the Chairman)
prior to trading.
Directors' interest in the company's securities have not changed materially in the last 12 months.
Board committees
(a) Board committees and membership
(b) Audit Committee
(c) Board Risk Oversight Committee
(d) Board Nominations Committee
(e) Board Remuneration Committee
Due to the size and nature of the existing Board and the magnitude of the Company's operations, the Company does not
currently have the committees listed above other than Audit and Board Risk Oversight committees. Pursuant to clause 5(h) of
the Company's Board Charter, the full Board carries out the duties that would ordinarily be assigned to the above Committees
under the written terms of reference for those committees.
Audit governance and independence
(a) Approach to audit governance
The Board is committed to these basic principles:
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iCandy Interactive Limited must produce true and fair financial reports; and
Its accounting methods are comprehensive and relevant and comply with applicable accounting rules and policies.
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CORPORATE GOVERNANCE STATEMENT
Audit governance and independence (continued)
(b) Engagement and rotation of external auditor
iCandy Interactive Limited's independent external auditor is MSI Ragg Weir.
(c) Discussions with external auditor on independence
The Board requires the external auditor to confirm that they have maintained their independence.
(d) Relationship with auditor
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the audit partners and any audit firm employee on the iCandy Interactive Limited audit are prohibited from being an officer
of iCandy Interactive Limited;
an immediate family member of an audit partner or any audit firm employee on the iCandy Interactive Limited audit is
prohibited from being a Director or an officer in a significant position at iCandy Interactive Limited;
a former audit firm partner or employee on the iCandy Interactive Limited audit is prohibited from becoming a Director or
officer in a significant position at iCandy Interactive Limited for at least five years and after the five years, can have no
continuing financial relationship with the audit firm;
members of the audit team and firm are prohibited from having a business relationship with iCandy Interactive Limited or
any officer of iCandy Interactive Limited unless the relationship is clearly insignificant to bother parties;
the audit firm, its partners, its employees on the iCandy Interactive Limited audit and their immediate family members are
prohibited from having a direct or material indirect investment in iCandy Interactive Limited;
officers of iCandy Interactive Limited are prohibited from receiving any remuneration from the audit firm;
the audit firm is prohibited from having a financial interest in any Company with a controlling interest in iCandy Interactive
Limited; and
the audit firm engagement team in any given year cannot include a person who had been an officer of iCandy Interactive
Limited during that year.
(e) Restrictions on non-audit services by the external auditor
The external auditor is not restricted in the provision of non-audit services to iCandy Interactive Limited except as required by
the Corporations Act or the ASX Listing Rules.
(f) Attendance at Annual General Meeting
iCandy Interactive Limited's external auditor attends the annual general meeting and is available to answer shareholders
questions.
Controlling and managing risk
(a) Approach to risk management
Taking and managing risk are central to business and to building shareholder value. iCandy Interactive Limited's approach is
to identify, assess and control the risks which affect its business. The intention is to enable risks to be balanced against
appropriate rewards. The risk management approach links iCandy Interactive Limited's vision and values, objectives and
strategies, and procedures and training.
(b) Risk management roles and responsibilities
The Board is responsible for approving and reviewing iCandy Interactive Limited's risk management strategy and policy. The
Risk Oversight Committee is responsible for implementing the Board-approved risk management strategy and developing
policies, controls, processes and procedures to identify and manage risks in all of iCandy Interactive Limited's activities.
iCandy Interactive Limited does not comply with ASX recommendations on these issues as it does not have a formal verifiable
system of risk management or any employees to implement such a system as it does not view this to be appropriate at the
current time. It relies on the oversight of the Directors and the various committees, together with the periodic verification of the
external auditor.
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CORPORATE GOVERNANCE STATEMENT
Controlling and managing risk (continued)
(c) Company Secretarial assurance
The Board received periodic reports about the financial condition and operational results of iCandy Interactive Limited. The
CEO periodically provide formal statements to the Board that in all material respects:
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the company's periodic financial statements present a true and fair view of iCandy Interactive Limited's financial condition
and operational results for those reporting periods; and
that risk management and internal compliance and control systems are sound, appropriate and operating efficiently and
effectively.
Remuneration framework
(a) Overview
The remuneration of an executive Director will be decided by the Board, without the affected executive Director participating in
that decision-making process.
The total maximum remuneration of Non-Executive Directors is initially set by the Directors and subsequent variation is by
ordinary resolution of Shareholders in general meeting in accordance with the Constitution, the Corporations Act and the ASX
Listing Rules, as applicable. The determination of Directors' remuneration within that maximum will be made by the Board
having regard to the inputs and value to the Company of the respective contributions by each non-executive Director. The
current amount has been set at an amount not to exceed $150,000 per annum.
In addition, a Director may be paid fees or other amounts, (e.g. subject to any necessary Shareholder approval, non-cash
performance incentives such as Options) as the Directors determine whether a Director performs special duties or otherwise
performs services outside the scope of the ordinary duties of a Director.
Directors are also entitled to be paid reasonable travelling, hotel and other expenses incurred by them respectively in or about
the performance of their duties as Directors.
The Board reviews and approves the remuneration policy to enable the Company to attract and retain executives and Directors
who will create value for Shareholders having consideration to the amount considered to be commensurate for a company of
its size and level of activity as well as the relevant Directors' time, commitment and responsibility. The Board is also
responsible for reviewing any employee incentive and equity-based plans including the appropriateness of performance
hurdles and total payments proposed.
(b) Employee Share Options Scheme
There are no Employee Share Options Schemes (ESOS) granted over un-issued shares to directors or executives as part of
their remuneration. The issue of any options would require approval by Shareholders.
Corporate responsibility and sustainability
(a) Approach to corporate responsibility and sustainability
iCandy Interactive Limited's approach to corporate responsibility and sustainability is to manage its business in a way that
produces positive outcomes for all stakeholders and maximizes economic, social and environmental value simultaneously. In
doing so, iCandy Interactive Limited accepts that the responsibilities flowing from this go beyond both strict legal obligations
and just eh financial bottom line. Transparency, the desire for fair dealing, and positive links into the community underpin our
everyday activities and corporate responsibility practices.
(b) Code of conduct
iCandy Interactive Limited's Board and management are committed to their Code of Conduct (Code) which is based on their
core values and on the expectations of their clients, of shareholders and of the broader community.
The Code aims to promote a high level of professionalism and provide a benchmark for ethical and professional behaviour
throughout the Company. It also promotes a healthy, respectful workplace and environment for all their employees.
At the same time, the Code aims to support their business reputation and corporate image within the wider community and
make employees aware of the consequences they face if they breach the Code.
The ASX recommendations require that the Code of Conduct is reviewed periodically, specifically to reflect the ASX Corporate
Governance Principles and Recommendations.
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CORPORATE GOVERNANCE STATEMENT
Corporate responsibility and sustainability (continued)
(c)
Insider trading policy and trading in iCandy Interactive Limited shares
The Company Secretary has responsibility for ensuring compliance with the continuous disclosure requirements in the ASX
Listing Rules, and overseeing and coordinating information disclosure to the ASX, analysts, brokers, shareholders, the media
and the public.
iCandy Interactive Limited is committed to giving all shareholders comprehensive and equal access to information about our
activities, and to fulfil continuous disclosure obligations to the broader market. iCandy Interactive Limited's policy is designed
to ensure compliance with ASX Listing Rules continuous disclosure requirements. It ensures any information that a reasonable
person would expect to have a material effect on the price of iCandy Interactive Limited's securities is disclosed.
iCandy Interactive Limited currently maintains its own website and relies on communication in this medium on the ASX
Company Announcements platform carrying all the relevant information.
Compliance with ASX Corporate Governance Council Good Practice Recommendations
The table below outlines each of the ASX Best Practice Recommendations and the Company's compliance with those
recommendations. Where the Company has met the relevant recommendation during the reporting period, this is indicated by a
"YES" in the relevant column. Where the Company has not met or complied with a recommendation, this is indicated by a "No" and
an accompanying note explaining the reasons why the Company has not met the recommendation.
Principles and Recommendations
Comply
(Yes/No)
Explanation
Principle 1: Lay solid foundations for management and oversight
Recommendation 1.1
A listed entity should disclose:
(a)
the respective roles and responsibilities of its
board and management; and
those matters expressly reserved to the board
and those delegated to management.
(b)
Recommendation 1.2
A listed entity should disclose:
(a)
undertake appropriate checks before appointed a
person, or putting forward a person, or putting
forward to security holders a candidate for
election, as a director; and
(b)
provide security holders with all material
information relevant to a decision on whether or
not to elect or re-elect a director.
Recommendation 1.3
A listed entity should have a written agreement with
each director and senior executive setting out the
terms of their appointment.
YES
YES
YES
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The Company has adopted a Board Charter.
The Board Charter sets out the specific responsibilities of
the Board, the requirements as to the Boards composition,
the roles and responsibilities of the Chairman, Company
Secretary and management of Board Committees,
Directors' access to Company records and information,
details of the Board's relationship with management, details
of the Board's performance review and details of the
Board's disclosure policy.
A copy of the Company's Board Charter is contained in the
Company's Corporate Governance Plan which is available
on the Company's website.
(a) The Company has detailed guidelines for the
appointment and selection of the Board. The Company's
Corporate Governance Plan requires the Board to
undertake appropriate checks before appointing a person,
or putting forward to security holders a candidate for
election, as a Director
(b) All material information relevant to a decision on whether
or not to elect or re-elect a Director will be provided to
security holders in a Notice of Meeting pursuant to which
the resolution to elect or re-elect such Director will be voted
on.
The Company's Corporate Governance Plan requires the
Board to ensure that each director and senior executive is a
party to a written agreement with the Company which sets
out the terms of that Director's or senior executive's
appointment.
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CORPORATE GOVERNANCE STATEMENT
Compliance with ASX Corporate Governance Council Good Practice Recommendations (continued)
The Board Charter outlines the role, responsibility and
accountability of the Company Secretary. The Company
Secretary is accountable directly to the Board, through the
Chair, on all matters relating to the proper functioning of the
Board.
(a) The Company has adopted a Diversity Policy.
(i) The Diversity Policy provides a framework for the
Company to set and achieve measurable objectives that
encompass gender equality.
(ii) The Diversity Policy provides for the monitoring and
evaluation of the scope and currency of the Diversity Policy.
The Company is responsible for implementing, monitoring
and reporting on the measurable objectives.
(b) The Diversity Policy is available on the Company's
website.
(i) The measurable objectives set by the Board will be
included in the annual key performance indicators for senior
executives. In addition, the Board will review progress
against the objectives in its annual performance.
The Board will include in its Annual Report each year, the
measurable objectives, progress against the objectives, and
the proportion of male and female employees in the whole
organisation, at senior management level and at Board
level.
(a) Currently, the roles of the Nomination Committee is
undertaken by the full Board. The Company intends to
establish a separate Nomination Committee once the
Company's operations are of a significant magnitude.
(b) The Board is responsible for evaluating the performance
of the Board and individual Directors will be evaluated on an
annual basis, with the aid of an independent advisor, if
deemed required. The process for this can be found in
Schedule 6 of the Company's Corporate Governance Plan.
(c) The Company's Corporate Governance Plan requires the
Board to disclose whether or not performance evaluations
were conducted during the relevant reporting period. No
performance evaluations were conducted during the
relevant reporting period.
Recommendation 1.4
The Company secretary of a listed entity should be
accountable, directly to the board, through the chair, on
all matters to do with the proper functioning of the
board.
YES
Recommendation 1.5
A listed entity should:
(a)
Have a diversity policy which includes
requirements for the board or a relevant
committee of the board;
(i)
to set measurable objectives for achieving
gender diversity; and
to assess annually both the objectives and
the entity's progress in achieving them;
(ii)
YES
(b) disclose that policy of a summary of it; and
(c) disclose as at the end of each reporting period:
(i)
(ii)
(A)
(B)
the measurable objectives for achieving
gender diversity set by the board or a
relevant committee of the board in
accordance with the entity's diversity policy.
either:
the respective portions of men and women
on board, in senior executive positions and
across the whole organisation (including how
the entity has defined "senior executive" for
these purposes); or
if the entity is a "relevant employer" under
the Workplace Gender Equality Act, the
entity's most recent "Gender Equality
Indicators", as defined in the Workplace
Gender Equality Act 2012.
Recommendation 1.6
A listed entity should:
(a)
have and disclose a process for periodically
evaluating the performance of the board, its
committees and individual directors; and
(b)
disclose in relation to each reporting period,
whether a performance evaluation was
undertaken in the reporting period in accordance
with that process.
YES
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Compliance with ASX Corporate Governance Council Good Practice Recommendations (continued)
Recommendation 1.7
A listed entity should:
(a)
(b)
have and disclose a process for periodically
evaluating the performance of its senior
executives; and
disclose in relation to each reporting period,
whether a performance evaluation was
undertaken in the reporting period in accordance
with that process.
Recommendation 2.1
The board of a listed entity should:
(a) have a nomination committee which:
(i)
(ii)
(iii)
(iv)
(v)
has at least three members, a majority of
whom are independent directors; and
is chaired by an independent director and
disclose:
the charter of the committee;
the members of the committee; and
as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
(b)
if it does not have a nomination committee,
disclose that fact and the processes it employs to
address board succession issues and to ensure
that the board has the appropriate balance of
skills, experience, independence and knowledge
of the entity to enable it to discharge its duties
Recommendation 2.2
A listed entity should have and disclose a board skill
matrix setting out the mix of skills and diversity that the
board currently has or is looking to achieve in its
membership.
(a) The Board, as a whole, is responsible for evaluating the
performance of senior executives and arranging
performance evaluations.
(b) The Company's Corporate Governance Plan requires
the Board to conduct annual performance of the senior
executives. Schedule 6 requires disclosure as to whether or
not performance evaluations were conducted during the
relevant reporting period and details of the performance
evaluations conducted to be contained in the Company's
annual reports.
Due to the size and nature of the existing Board and the
magnitude of the Company's operations, the Company does
not currently have a Nomination Committee. Pursuant to
clause 5(h) of the Company's Board Charter, the full Board
carries out the duties that would ordinarily be assigned to
the Nomination Committee under the written terms of
reference for that committee.
The duties of the Nomination Committee are outlined in the
Nomination Committee Charter contained in Schedule 5 of
the Company's Corporate Governance Plan.
The Board devotes time on an annual basis to discuss
Board succession issues. All members of the Board are
involved in the Company's nomination process, to the
maximum extent permitted under the Corporations Act and
ASX Listing Rules.
The Board regularly updates the Company's board skills
matrix (in accordance with Recommendation 2.2) to assess
the appropriate balance of skills, experience, independence
and knowledge of the entity.
The Board is required to prepare a Board skill matrix setting
out the mix of skills and diversity that the Board currently
has (or is looking to achieve). The composition of the Board
is to be reviewed regularly against the Company's Board
skill matrix to ensure the appropriate mix of skills and
expertise is present to facilitate successful strategic
direction. This role will be performed by the Nomination
Committee once established. The Company will disclose the
Board skill matrix in, or in conjunction with, its Annual
Reports.
YES
NO
YES
9
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
CORPORATE GOVERNANCE STATEMENT
Compliance with ASX Corporate Governance Council Good Practice Recommendations (continued)
Recommendation 2.3
A listed entity should disclose:
(a)
the names of the directors considered by the
board to be independent directors;
if a director has an interest, position, association
or relationship of the type described in Box 2.3 of
the ASX Corporate Governance Principles and
Recommendation (3rd Edition), but the board is of
the opinion that it does not compromise the
independence of the director, the nature of the
interest, position, association or relationship in
question and an explanation of why the board is
of that opinion; and
the length of service of each director
(b)
(c)
Recommendation 2.4
A majority of the board of a listed entity should be
independent directors.
Recommendation 2.5
The chair of the board of a listed entity should be an
independent director and, in particular, should not be
the same person as the CEO of the entity.
Recommendation 2.6
A listed entity should have a program for inducting new
directors and providing appropriate professional
development opportunities for continuing directors to
develop and maintain the skills and knowledge needed
to perform their role as a director effectively.
YES
NO
NO
YES
(a) The Board Charter provides for the disclosure of the
names of Directors considered by the Board to be
independent. The only current independent Director is
Robert Kolodziej. The names of the Directors considered by
the Board to be independent will be disclosed in the
Company's Annual Reports.
(b) The Board Charter requires Directors to disclose their
interest, positions, associations and relationships and
requires that the independence of Directors is regularly
assessed by the Board in light of the interest disclosed by
Directors. Details of the Directors interest, positions,
associations and relationship are provided in this report.
(c) The Board Charter provides for the determination of the
Directors' terms and requires the length of service of each
Director to be disclosed. Each Director, other than Robert
Kolodziej (appointed 27 May 2015), was appointed on
incorporation of the Company (20 March 2015).
The Board Charter requires that where practical the majority
of the Board will be independent.
Details of each Director's independence are provided in this
report. The only current independent Director is Robert
Kolodziej.
The Company may seek to appoint additional independent
Directors in the future to address the lack of independence
of its Directors.
The Board Charter provides that where practical, the
Chairman of the Board will be a non-executive director. The
Chairman, Kin Wai Lau is a non-executive director but is not
considered by the Board to be independent.
The Company may seek to appoint additional independent
Directors in the future to address the lack of independence
of its Directors.
The Board Charter states that a specific responsibility of the
Board is to procure appropriate professional development
opportunities for Directors. The Nomination Committee is
responsible for the approval and review of induction and
continuing professional development programs and
procedures for Directors to ensure that they can effectively
discharge their responsibilities.
Due to the size and nature of the existing Board and the
magnitude of the Company's operations, the Company does
not currently have a Nomination Committee. Pursuant to
clause 5(h) of the Company's Board Charter, the full Board
carries out the duties that would ordinarily be assigned to
the Remuneration Committee under the written terms of
reference for that committee.
Recommendation 3.1
A listed entity should:
(a)
have a code of conduct for its directors, senior
executives and employees; and
(b) disclose that code or a summary of it
YES
(a) The Corporate Code of Conduct applies to the
Company's Directors, senior executives and employees.
(b) The Company's Corporate Code of Conduct is contained
in the Corporate Governance Plan available on the
Company's website.
10
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
CORPORATE GOVERNANCE STATEMENT
Compliance with ASX Corporate Governance Council Good Practice Recommendations (continued)
The Board has established a formal audit committee and
such a committee will operate under an audit committee
charter which has already been approved by the Board. In
the meantime, the Board as a whole carries out the
functions of an audit committee in accordance with the audit
committee charter.
The Company's Corporate Governance Plan states that a
duty and responsibility of the Board is to ensure that before
the Board approves the entity's financial statements for a
financial period, the CEO/MD and CFO have declared that
in their opinion, the financial records of the entity have been
properly maintained and that the financial statements
comply with the appropriate accounting standards and give
a true and fair view of the financial position and
performance of the entity and that the opinion has been
formed on the basis of a sound system of risk management
and internal control which is operating effectively. Where
there is no CEO/MD or CFO (at present), the full Board will
carry out the duties that would ordinarily be assigned to the
CEO/MD and CFO under the Audit and Risk Committee
Charter.
The Company's Corporate Governance Plan provides that
the Board must ensure the Company's external auditor
attends its AGM and is available to answer questions from
security holders relevant to the audit.
(a) Schedule 7 of the Company's Corporate Governance
Plan is entitled 'Disclosure Continuous Disclosure' and
details the Company's disclosure requirements as required
by the ASX Listing Rules and other relevant legislation.
(b) The Corporate Governance Plan is available on the
Company's website.
Information about the Company and its governance is
available in the Corporate Governance Plan which is
available on the Company's website.
Recommendation 4.1
The board of a listed entity should:
(a) have an audit committee which:
(i)
(ii)
(iii)
(iv)
(v)
has at least three members, a majority of
whom are independent directors; and
is chaired by an independent director, who is
not the chair of the board, and disclose:
the charter of the committee;
the relevant qualifications and experience of
the members of the committee; and
in relation to each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
(b)
if it does not have an audit committee, disclose
that fact and the processes it employs that
independent verify and safeguard the integrity of
its financial reporting, including the processes for
the appointing and removal of the external auditor
and the rotation of the external auditor.
Recommendation 4.2
The Board of a listed entity should, before it approves
the entity's financial statements for a financial period,
receive from its CEO and CFO a declaration that the
financial records of the entity have been properly
maintained and that the financial statements comply
with the appropriate accounting standards and give a
true and fair view of the financial position and
performance of the entity and that the opinion has been
formed on the basis of a sound system of risk
management and internal control which is operating
effectively.
Recommendation 4.3
A listed entity that has an AGM should ensure that its
external auditor attends its AGM and is available to
answer questions from security holders relevant to the
Annual Report.
Recommendation 5.1
A listed entity:
(a)
have a written policy for complying with its
continuous disclosure obligations under the
Listing Rules; and
(b) disclose that policy or a summary of it
Recommendation 6.1
A listed entity should provide information about itself
and its governance to investors via its website.
YES
YES
YES
YES
YES
11
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
CORPORATE GOVERNANCE STATEMENT
Compliance with ASX Corporate Governance Council Good Practice Recommendations (continued)
Recommendation 6.2
A listed entity should design and implement an investor
relations program to facilitate effective two-way
communication with investors.
Recommendation 6.3
A listed entity should disclose the policies and
processes it has in place to facilitate and encourage
participation at meetings of security holders.
Recommendation 6.4
A listed entity should give security holders the option to
receive communications from, and send
communications to, the entity and its board.
Recommendation 7.1
The board of a listed entity should:
(a)
have a committee or committees to oversee risk,
each of which:
(i)
(ii)
(iii)
(iv)
(v)
has at least three members, a majority of
whom are independent directors; and
is chaired by an independent director, and
disclose:
the charter of the committee;
the members of the committee; and
as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
(b)
if it does not have a risk committee or committees
that satisfy (a) above, disclose that fact and the
process it employs for overseeing the entity's risk
management framework.
YES
YES
The Company has adopted a Shareholder Communications
Strategy which aims to promote and facilitate effective two-
way communication with investors. The Strategy outlines a
range of ways in which information is communicated to
Shareholders. The Strategy is contained in Schedule 11 of
the Company's Corporate Governance Plan.
The Shareholder Communication Strategy states that as a
part of the Company's developing investor relations
program, Shareholders can register with the Company
Secretary to receive email notifications of when an
announcement is made by the Company to the ASX,
including the release of the Annual Report, half yearly
reports and quarterly reports. Links will be made available to
the Company's website on which all information provided to
the ASX is immediately posted.
Shareholders are encouraged to participate at all EGMs and
AGMs of the Company. Upon the despatch of any notice of
meeting to Shareholders, the Company Secretary shall
send out material with that notice of meeting stating that all
Shareholders are encouraged to participate at the meeting.
YES
Security holders can register with the Company to receive
email notifications when an announcement is made by the
Company to the ASX. Shareholders queries should be
referred to the Company Secretary in the first instance.
The Board has established a formal risk oversight
committee and such a committee will operate under a risk
committee charter which will be approved by the Board.
YES
12
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
CORPORATE GOVERNANCE STATEMENT
Compliance with ASX Corporate Governance Council Good Practice Recommendations (continued)
Recommendation 7.2
The board or a committee of the board should:
(a)
review the entity's risk management framework
with management at least annually to satisfy itself
that it continues to be sound, to determine
whether there have been any changes in the
material business risks the entity faces and to
ensure that they remain within the risk appetite
set by the board; and
(b)
disclose in relation to each reporting period,
whether such a review has taken place.
Recommendation 7.3
A listed entity should disclose:
(a)
(b)
if it has an internal audit function, how the function
is structured and what role it performs; or
if it does not have an internal audit function, that
fact and the processes it employs for evaluating
and continually improving the effectiveness of its
risk management and internal control process.
Recommendation 7.4
A listed entity should disclose whether, and if so how, it
has regard to economic, environmental and social
sustainability risks and, if it does, how it manages or
intends to manage those risks.
Recommendation 8.1
The board of a listed entity should:
(a) have a remuneration committee which:
(i)
(ii)
(iii)
(iv)
(v)
has at least three members, a majority of
whom are independent directors; and
is chaired by an independent director; and
disclose:
the charter of the committee;
the members of the committee; and
as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
(b)
if it does not have a remuneration committee,
disclose that fact and the processes it employs for
setting the level and composition of remuneration
for directors and senior executives and ensuring
that such remuneration is appropriate.
(a) The Company's process for risk management and
internal compliance includes a requirement on the Board to
identify and measure risk, monitor the environment for
emerging factors and trends that affect these risks,
formulate risk management strategies and monitor the
performance of risk management systems. Schedule 8 of
the Corporate Governance Plan is entitled 'Disclosure - Risk
Management' and details the Company's disclosure
requirements with respect to the risk management review
procedure and internal compliance and controls.
(b) Schedule 8 requires the Board to disclose the number of
times the Board (or the Audit and Risk Committee once
established) met throughout the relevant reporting period,
and the individual attendances of the members at those
meetings. Details of the meetings will be provided in the
Company's Annual Reports.
Due to the size and nature of the existing Board and the
magnitude of the Company's operations, the Company does
not currently have an internal audit function.
Schedule 3 (Audit and Risk Committee Charter) of the
Company's Corporate Governance Plan provides for a
future internal audit function of the Company. The Charter
outlines the monitoring, review and assessment of a range
of internal audit functions and procedures.
Schedule 8 of the Company's Corporate Governance Plan
details the Company's risk management systems which
assist in identifying and managing potential or apparent
business, economic, environmental and social sustainability
risks (if appropriate). Review of the Company's risk
management framework is conducted at least annually and
reports are continually created by management on the
efficiency and effectiveness of the Company's risk
management framework and associated internal compliance
and control procedures.
Due to the size and nature of the existing Board and the
magnitude of the Company's operations, the Company does
not currently have a Remuneration Committee. Pursuant to
clause 5(h) of the Company's Board Charter, the full Board
carries out the duties that would ordinarily be assigned to
the Remuneration Committee under the written terms of
reference for that committee.
The role and responsibilities of the Remuneration
Committee are outlined in Schedule 4 of the Company's
Corporate Governance Plan which is available online on the
Company's website.
The Board devotes time annually to fulfilling the roles and
responsibilities associated with setting the level and
composition of remuneration for Directors and senior
executives and ensuring that such remuneration is
appropriate and not excessive.
YES
NO
YES
NO
13
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
CORPORATE GOVERNANCE STATEMENT
Compliance with ASX Corporate Governance Council Good Practice Recommendations (continued)
Recommendation 8.2
A listed entity should separately disclose its policies
and practices regarding the remuneration of non-
executive directors and the remuneration of executive
directors and other senior executives and ensure that
the different roles and responsibilities of non-executive
directors compared to executive directors and other
senior executives are reflected in the level and
composition of their remuneration.
Recommendation 8.3
A listed entity which has an equity-based remuneration
scheme should:
(a)
have a policy on whether participants are
permitted to enter into transactions (whether
through the use of derivatives or otherwise) which
limited the economic risk of participating in the
scheme; and
(b) disclose that policy or a summary of it.
The Company discloses its policies and practices regarding
the remuneration of non-executive and executive directors
and other senior employees within the Annual Financial
Report.
YES
YES
Equity based executive remuneration is made in accordance
with thresholders set in plans approved by shareholders. In
addition, the Company has issued equity based
remuneration to both Executive and Senior Management
which has been approved by shareholders at a general
meeting, at which a summary of the incentive plan was
provided to shareholders.
14
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
DIRECTORS' REPORT
Your directors present their report on the consolidated entity (referred to herein as the Group) consisting of iCandy Interactive Limited and its
controlled entities for the financial period ended 31 December 2016.
General Information
Directors
The following persons were directors of iCandy Interactive Limited during the whole of the financial period and up to the date of this report,
unless otherwise stated:
Kin Wai Lau
Non Executive Director and Chairman
Appointed on 20 March 2015
Donald Han Low
Non-Executive Director
Appointed on 20 March 2015
Kin-Wai is a serial tech entrepreneur with extensive international startup,
senior management and investment experience.
Since founding his first company at the age of 23, Kin-Wai has built
companies across telecom software, Internet media and biotech. He is
one of the handful of entrepreneurs in Southeast Asia that have real track-
record of multiple exits. Kin-Wai was named by the media as one of the
youngest ever MDs of a publicly traded firms in Southeast Asia when he
IPO’d his first company at the age of 28. He has since been involved in
building other tech companies, with 3 of them being listed on major stock
exchanges in the region.
Mr Lau began his career as research staff and a PhD candidate at the
Imperial College, London before starting up his own company.
Mr Lau frequently supports entrepreneurial campaigns in colleges and
universities and is a regular judge at innovation and start-up competitions
in Singapore.
Kin Wai graduated with first class honours in Electronic & Electrical
Engineering from the University of Manchester, United Kingdom. He also
has a Master in Business, Administration from the University of Oxford
Other current directorships of listed companies
Fatfish Internet Group Limited - appointed July 2014
Former directorships of listed companies in last three years
N/A
Donald has worked in the corporate advisory and corporate finance
sector with experience covering the whole business cycle, ranging from
start-ups, business creation and exits via Initial Public Offerings (IPOs),
Reverse Take Overs (RTO), Trade Sales and Mergers and Acquisitions
(M&A). As part of all corporate restructurings, especially in distressed
assets and business models, Donald takes a hands-on approach in the
senior management of the companies post transactions.
He has served as Chief Executive Officer (CEO) and as director on
boards of private and publicly listed companies in Asia, Australia and
Europe with interests ranging from traditional businesses such as
agriculture (oil palm plantations, etc.), logistics, finance, mining,
manufacturing, food and service (A&W) to new economy businesses in
TMT (Telecommunication, Media & Technology) space and the fast
growing internet environment.
Other current directorships of listed companies
Fatfish Internet Group Limited - appointed April 2008
Gladiator Resources Limited - appointed March 2016
Former directorships of listed companies in last three years
N/A
15
For personal use only Robert Kolodziej
Non-Executive Director
Appointed 27 Mary 2015
Ivan Perry Wu
Executive Director
Resigned 29 February 2016
ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
DIRECTORS' REPORT
Robert is a senior advisor at Bell Potter Securities and has over 20 years'
experience in investment management. He has wide macroeconomic
understanding across many areas of financial markets and specialises in
strategic investment advice for high net worth clients, small cap fund
managers and family officers.
Robert has expertise with small capitalisation companies especially in the
technology and renewable sector and has been arranging transactions in
equity capital markets for these companies. Prior to working in
stockbroking, Robert worked for Ernst & Young in the property trust area
while at the same time running a business specialising in eco-tourism.
Since then, he has worked in the property development sector
specialising in due diligence and strategy. Separately from his role at Bell
Potter Securities, he is also an Executive Director at Kollins Capital, a
financial services and corporate advisory firm
Other current directorships of listed companies
N/A
Former directorships of listed companies in last three years
N/A
Ivan was a Director of the Company and ICW Capital, a corporate
consulting company in Australia. He holds a Bachelor of Science major in
Computer Science from Curtin University, Australia and he has more than
20 years' commercial experience in the utility, technology and resource
industries, primarily in a corporate role as a developer of business and
systems. He was particularly active in the areas of business optimisation,
cost efficiency, business process improvements and change
management.
Ivan was previously a founding Director of a private corporate
management company in Australia. In 2008, he facilitated the successful
ASX listing of Legacy Iron Ore Limited, an iron ore and gold exploration
company. He was then appointed as the general manager and company
secretary of the company. In 2012, he was appointed as an Executive
Director of Swift Resources Limited, a Phosphate exploration company.
Mr Wu does not currently hold any other public company directorships.
In recent years, he has been involved in corporate advisory roles
assisting corporate restructuring, merger & acquisitions, investor relations
and capital raisings for ASX listed companies.
Other current directorships of listed companies
N/A
Former directorships of listed companies in last three years
N/A
Company Secretary
Mr Donald H Low is the Company Secretary of the entity. Mr Ben Donovan resigned as the Company's Secretary on 29 February 2016.
Shareholdings of directors and other key management personnel
The interest of each Director and other key management personnel, directly and indirectly, in the shares and options of the Company at the
date of this report are as follows:
Kin Wai Lau*
Donald Han Low*
Robert Kolodziej
31 December 2016
Ordinary Shares
192,500,000
192,500,000
250,000
Share Options
-
-
-
* Shares are held in Fatfish Internet Pte Ltd, a fully owned subsidiary of Fatfish Internet Group Limited, of which Mr Kin Wai Lau and Mr Donald
Han Low are directors of.
16
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
DIRECTORS' REPORT
Meetings of Directors
During the financial year, 15 meetings of directors were held.
Attendances by each director during the year were as follows:
Kin Wai Lau
Donald Han Low
Robert Kolodziej
Ivan Wu (Resigned 29 February 2016)
Directors' Meetings
Number eligible to
attend
15
15
15
2
Number attended
15
15
15
2
Principal Activities and Significant Changes in Nature of Activities
The Company's business plan is to develop and publish 'freenium' games for smartphones, which are free-to-download and free-to-play for
players. The 'freenium' game model is proven to be a successful business model employed by many global mobile game companies. The
Company plans to generate revenue through the following approaches:
-
-
-
In-game purchases - players can purchase virtual items or currencies which are used within the Company's games to improve character
levels, speed up the game progress and/or enhance playing experience;
Mobile advertising - which allows iCandy to advertise third-party products and service in the Company's games; and
Game merchandise sales - players can purchase game related merchandise branded with the logos and artwork of the Company's various
games.
REVIEW OF OPERATIONS
For the Financial Year Ended 31 December 2016 the Company has pursued its business objectives to drive up revenue through the
development and publishing of interactive mobile games. The revenue stream is derived from the following:
-
-
-
-
In-Game Purchase – In-house developed games are designed especially to include virtual items or certain unique game-play mechanisms
that require gamers to make purchases – via micro-payments through app stores (such as Apple App Store or Google Play Store) – of a
‘special pass ticket’ and/or extra ‘life’ to unlock the next level of the game.
Mobile Advertising – Advertising on mobile devices now represents an important revenue stream for mobile content developers.
Advertisements can take the form of video or still-image banners. Typically they will appear at the beginning of every new level or chapter
of the games.
Publishing – The Company can enter into publishing arrangements with third-party mobile game studios where the agreed upon game
titles will be published and marketed by the Company, in exchange for a revenue share of the income generated from the games.
Outsourced Games Development – Occasionally the Company would take on assignments where it develops interactive mobile games on
behalf of a corporate client that could (typically) be a large video game company. The Company will charge a one-off software
development fee and/or ongoing licensing royalty fees.
During the financial year under review the Company has successfully developed and published several new mobile game titles. The mobile
games published by the Company achieved more than 3.2 million downloads internationally, several of them frequently featured in the New or
Recommended pages on Apple App Store (IOS) and Google Play store (Android). To date, the Company’s mobile games have reached an
estimated 20 million global downloads.
The Company’s games are available worldwide, although the majority of their downloads come from English-speaking countries in the Asia
Pacific region. As part of its expansion plans, the Company has now developed capabilities to expand into non-English markets; the Company’s
mobile games are now regularly localised to French, Spanish, Italian, Korean, Japanese, Chinese, Russian for international marketing.
During the financial period the Company has also demonstrated the increased monetisation capability of its games. The Company focuses on
the development of highly engaging and challenging mobile games. The Company’s immediate geographical focus for growth will be the Asia
Pacific region, before moving to the rest of the world.
Operating Results
The consolidated loss of the consolidated entity after providing for income tax amounted to $422,090 (2015: loss of $250,254)
Dividend Paid or Recommended
It is not recommended that a dividend be declared and no dividends were paid or declared since the end of the financial year.
Financial Position
The net assets of the Group have increased by $3,542,846 from ($481,756) as at 31 December 2015 to $3,061,090 as at 31 December 2016.
17
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
DIRECTORS' REPORT
Matters subsequent to the End of the Financial Year
At the date of this report, the acquisition of Inzen Studio Pte Ltd has become unconditional. The completition of the acquisition is scheduled to
occur in May/June 2017, to enable the Company to seek shareholder approval for the Company's proposed allotment of shares to the vendors
of Inzen Studio Pte Ltd as consideration for the acquisition and the proposed escrow arrangements for those shares. The acquisition price is
SGD $6 million (AUD $5.733 million), to be satisfied in ordinary shares of iCandy at a issuance price of 5-day Volume Weighted Average Price
(VWAP) of iCandy's shares at closing of the transaction.
As previously announced, the Company's wholly owned subsidiary, iCandy Ventures Limited entered into a Shares Sale Agreement to acquire
a 100% interest in an Indonesia-based PT Maximum Impact, a mobile advertising company operating in Indonesia. At the date of this report,
the transaction has not been completed.
Future Developments
The Company plans to implement its business strategy as outlined above.
The Company will continue to keep stakeholders informed of any future developments via its compliance with the continuous disclosure
requirements.
Environmental Issues
The company's operations are not regulated by any significant environmental regulation under a law of the Commonwealth or of a State or
Territory.
Audit/Non Audit Services
Auditors' remuneration is disclosed in Note 6. No non-audit services have been provided by the auditor or their related practices.
Indemnifying Officers or Auditor
An indemnity has been given by the company in favour of the directors to the extent that the Corporations Act 2001 allows. No payment or
agreement has been given in relation to a premium in respect of a contract insuring against a liability incurred as an officer for the costs or
expenses to defend legal proceedings.
No other insurance premium or indemnity has been paid or provided in respect of any directors or auditors.
Summary of Options on issue
Issuing entity
Issue Date
Number of shares
under option
Class of shares
Exercise
Price
Expiry Date
iCandy Interactive Limited
iCandy Interactive Limited
10 June 2015
1 February 2016
8,033,333
22,500,000
Ordinary
Ordinary
$0.21
$0.21
4 February 2020
4 February 2020
Option holders do not have any rights to participate in any issues or other interest in the company or any other entity.
For details of options issued to directors and executives as remuneration, refer to Remuneration Report.
There have been no shares issued since the end of the financial year resulting from exercise of options.
Proceedings on Behalf of Company
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in any proceedings to which the company
is a party for the purpose of taking responsibility on behalf of the company for all or any part of those proceedings.
The Company was not a party to any such proceedings during the year.
Auditor's Independence Declaration
A copy of the auditor's independence declaration as required by section 307c of the Corporations Act 2001 is attached on page 21.
18
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
DIRECTORS' REPORT
REMUNERATION REPORT - AUDITED
This remuneration report sets out remuneration information for non-executive directors, executive directors and other key management
personnel.
Remuneration Policies
Remuneration levels are competively set to attract the most qualified and experienced Directors and Senior Executives. The Board may obtain
independent advice on the appropriateness of remuneration packages. No independent advice was sought during or since the end of the
period under review with regards to remuneration.
There are no schemes for retirement benefits.
The directors are reimbursed for expenses incurred by them in the course of their duties as directors of the company.
There is no link between the provision of any monetary benefits and performance of the company.
The Group's earnings and movement in shareholder's wealth for financial year ended 31 December 2016 are detailed in the following table:
Revenue
Net (loss) before tax
Net (loss) after tax
Share price at start of the year
Share price at end of the year
Dividends paid
Basic (loss) per share
31 December 2016
$
1,130,566
(408,768)
(422,090)
-
0.14
-
(0.19)
Nine months ending
31 December 2015
$
154,246
(250,254)
(250,254)
-
-
-
(0.14)
Key management personnel remuneration policy
The key management personnel of the company are represented by the directors and company secretary.
The key management personnel remuneration policy is therefore the same as the directors' remuneration policy.
Directors and executives disclosed in this report
Name (current directors)
Position Held
Kin Wai Lau
Donald Han Low
Robert Kolodziej
Non-Executive Director and Chairman
Non-Executive Director
Non-Executive Director
Remuneration of Directors and other Key Management Personnel (KMP) for the Year Ended 31 December 2016
2016
Group KMP
Kin Wai Lau
Donald Han Low
Robert Kolodziej
Ivan Perry Wu - Resigned
29.02.2016
Total
Salaries, fees and
leave
$
Shares, Options/
Incentive Rights
$
Superannuation
Total
$
$
19,111
22,000
11,000
4,500
56,611
-
-
-
-
-
-
-
-
19,111
22,000
11,000
4,500
56,611
Remuneration of Directors and other Key Management Personnel (KMP) for the Nine Months Ended 31 December 2015
Nine months ending '31
December 2015
Group KMP
Kin Wai Lau
Donald Han Low
Robert Kolodziej
Ivan Perry Wu - Resigned
29.02.2016
Total
Salaries, fees and
leave
$
Shares, Options/
Incentive Rights
$
Superannuation
Total
$
$
-
-
-
61,500
61,500
-
-
25
50
75
-
-
-
-
-
-
-
25
61,550
61,575
No post-employment benefits were paid to the directors. The directors do not participate in any incentive programs.
Share options granted to directors and executives
No shares or options were granted to Directors or Executives during the year.
19
For personal use only
ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
DIRECTORS' REPORT
Other transactions with key management personnel and their related entities
All transactions were performed at arms length basis. Refer to Note 19(c) in the Notes to financial statements for further information.
This concludes the remuneration report, which has been audited.
This report of the Directors, incorporating the Remuneration Report, is signed in accordance with a resolution of the Board of Directors.
Mr Donald Han Low
Director
Dated this 28 March 2017
20
For personal use only ms1 RAGG WEIR
Chartered Accountants
Level2
108 Power Street
Hawthorn
Australia
Victoria
T +61398194011
F +613 9819 6780
W raggweir.com.au
E info@raggweir.com.au
Postal
Address:
PO Box 325 Hawthorn
Victoria
3122
AUDITOR'S
INDEPENDENCE
UNDER S 307C OF THE CORPORATIONS
DECLARATION
ACT 2001
TO THE DIRECTORS OF !CANDY INTERACTIVE LIMITED
I declare
no contraventions
of:
that, to the best of my knowledge
and belief,
during the year ended 31 December
2016 there have been
i. the auditor
independence
requirements
as set out in the Corporations
Act 2001 in relation
to the audit;
and
ii.any applicable
code of professional
conduct
in relation
to the audit.
� ft.-t \ �
MSI RAGG WEIR
Chartered
Accountants
�\.
L.S. WONG
Partner
Melbourne:
28 March 2017
A member of
Independent
legal & accountrng firms
21
LIABILITY
LIMITED BY A SCHEME APPROVED UNDER PROFESSIONAL
STANDARDS LEGISLATION
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2016
Continuing operations
Revenue
Other income
Cost of sales
Gross Profit
Marketing expenses
Accounting fees
Audit fees
Professional fees
Legal fees
Occupancy expenses
Employee benefits expense
Depreciation and amortisation expense
Computer expenses
Other expenses
Travel expenses
Finance expenses
Loss before income tax
Income tax expense
Loss for the year attributable to members of the company
Other comprehensive income:
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translating foreign operations, net of tax
Total other comprehensive income/(loss) for the year
Total comprehensive income for the year
Earnings per share
Basic loss (cents) per share
Diluted loss (cents) per share
Consolidated Group
2016
Note
$
Nine months
ending 31
December 2015
$
3
3
4
7
7
1,130,566
-
(412,104)
718,462
(261,091)
(38,060)
(38,552)
(297,816)
(28,172)
(17,075)
(114,026)
(162,951)
(6,169)
(150,927)
(8,542)
(3,849)
(408,768)
(13,322)
(422,090)
154,246
92
(2,618)
151,720
(7,803)
(8,000)
(23,882)
(58,161)
(964)
(15,902)
(192,575)
(52,558)
(5,784)
(13,326)
(20,528)
(2,491)
(250,254)
-
(250,254)
(132,697)
(132,697)
(554,787)
(3,200)
(3,200)
(253,454)
(0.19)
(0.16)
(0.14)
(0.14)
The accompanying notes form part of these financial statements.
22
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2016
ASSETS
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Other assets
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Trade and other receivables
Property, plant and equipment
Intangible assets
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
LIABILITIES
CURRENT LIABILITIES
Trade and other payables
Current tax liabilities
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Trade and other payables
Deferred tax liabilities
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Retained earnings
TOTAL EQUITY
Consolidated Group
Note
2016
$
2015
$
8
9
13
9
11
12
14
4
14
4
15
21
645,505
1,516,287
303,693
2,465,485
37,509
20,827
1,283,606
1,341,942
3,807,427
427,197
167,970
98,541
693,708
-
15,119
202,461
217,580
911,288
161,279
10,962
172,241
753,271
-
753,271
572,407
1,689
574,096
746,337
3,061,090
639,773
-
639,773
1,393,044
(481,756)
24,159,330
(20,425,896)
(672,344)
3,061,090
20,061,697
(20,293,199)
(250,254)
(481,756)
The accompanying notes form part of these financial statements.
23
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2016
Consolidated Group
Balance at 20 March 2015 (incorporation date)
Comprehensive income
Loss for the year
Other comprehensive income for the year
Total comprehensive income for the year
Transactions with owners, in their capacity as
owners, and other transfers
Shares issued during the year
Transaction costs
Premium on assets acquired
Total transactions with owners and other transfers
Issued
Capital
Accumulated
Losses
$
$
Foreign
Currency
Translation
Reserve
$
Other
components
of Equity
Total
$
$
-
-
-
-
-
-
(250,254)
-
(250,254)
-
(3,200)
(3,200)
-
-
-
-
-
(250,254)
(3,200)
(253,454)
20,362,076
(300,379)
-
20,061,697
-
-
-
-
-
-
-
-
-
-
(20,289,999)
(20,289,999)
20,362,076
(300,379)
(20,289,999)
(228,302)
Balance at 31 December 2015
20,061,697
(250,254)
(3,200)
(20,289,999)
(481,756)
Balance at 1 January 2016
20,061,697
(250,254)
(3,200)
(20,289,999)
(481,756)
Comprehensive income
Loss for the year
Other comprehensive income for the year
Total comprehensive income for the year
Transactions with owners, in their capacity as
owners, and other transfers
Shares issued during the year
Transaction costs
Total transactions with owners and other transfers
-
-
-
(422,090)
-
(422,090)
-
(132,697)
(132,697)
4,500,000
(402,367)
4,097,633
-
-
-
-
-
-
-
-
-
-
-
-
(422,090)
(132,697)
(554,787)
4,500,000
(402,367)
4,097,633
Balance at 31 December 2016
24,159,330
(672,344)
(135,897)
(20,289,999)
3,061,090
The accompanying notes form part of these financial statements.
24
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2016
Consolidated Group
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers
Interest received
Payments to suppliers and employees
Net cash provided by (used in) operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment
Purchase of intangible assets
Deposit paid for acquisition of investment
Loans to related parties:
- payments made
- proceeds from repayments
Net cash provided by (used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares
Proceeds from borrowings - related party
Proceeds from Pre-IPO funds received
Payments for capital raising costs
Loans from related parties:
- payments made
- proceeds from repayments
Net cash provided by (used in) financing activities
Net increase in cash held
Cash and cash equivalents at beginning of financial year
Effect of exchange rates on cash holdings in foreign currencies
Cash and cash equivalents at end of financial year
Note
2016
$
818,284
53,200
(1,777,134)
(905,650)
(14,281)
(1,235,524)
(302,533)
(1,223,729)
196,328
(2,579,739)
4,121,584
-
-
(406,367)
-
(20,797)
10,986
3,705,406
220,017
427,197
(1,709)
645,505
17a
8
Nine months
ending 31
December 2015
$
190,210
1,329
(156,834)
34,705
(3,069)
-
-
-
-
-
(3,069)
-
177,012
382,416
(300,379)
-
-
-
259,049
290,685
136,182
330
427,197
The accompanying notes form part of these financial statements.
25
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
These consolidated financial statements and notes represent those of iCandy Interactive Limited and Controlled Entities (the "consolidated group"
or "group").
The financial statements were authorised for issue on 28 March 2017 by the directors of the company.
Note 1
Summary of Significant Accounting Policies
Basis of Preparation
These general purpose financial statements have been prepared in accordance with the Corporations Act 2001, Australian Accounting Standards
and Interpretations of the Australian Accounting Standards Board and International Financial Reporting Standards as issued by the International
Accounting Standards Board. The Group is a for-profit entity for financial reporting purposes under Australian Accounting Standards. Material
acccounting policies adopted in the preparation of these financial statements are presented below and have been consistently applied unless
stated otherwise.
Except for cash flow information, the financial statements have been prepared on an accruals basis and are based on historical costs, modified,
where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities.
(a)
Principles of Consolidation
iCandy Interactive Limited's financial statements consolidated those of the Parent Company and all of its subsidiaries as of 31 December
2016. The Parent controls a subsidiary if it is exposed, or has rights, to variable returns from its involvement with the subsidiary and has the
ability to affect those returns through its power over the subsidiary. All subsidiaries have a reporting date of 31 December.
All transactions and balances between Group companies are eliminated on consolidation, including unrealised gains and losses on
transactions between Group companies. Where unrealised losses on intra-group asset sales are reversed on consolidation, the underlying
assets are also tested for impairment from a group perspective. Amounts reported in the financial statements of subsidiaries have been
adjusted where necessary to ensure consistency with the accounting policies adopted by the Group.
Profit or loss and other comprehensive income of subsidiaries acquired or disposed of during the year are recognised from the effective date
of acquisition, or up to the effective date of disposal, as applicable.
Non-controlling interests, presented as part of equity, represent the portion of a subsidiary's profit or loss and net assets that is not held by the
Group. The Group attributes total comprehensive income or loss of subsidiaries between the owners of the parent and the non-controlling
interests based on their respective ownership interests.
Business Combinations
Business combinations occur where an acquirer obtains 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 obtained, whereby the fair value of the
identifiable assets acquired and liabilities (including contingent liabilities) assumed is recognised (subject to certain limited exemptions).
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 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.
All transaction costs incurred in relation to business combinations, other than those associated with the issue of a financial instrument, are
recognised as expenses in profit or loss when incurred.
The acquisition of a business may result in the recognition of goodwill or a gain from a bargain purchase.
Goodwill
Goodwill is carried at cost less any accumulated impairment losses. Goodwill is calculated 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 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 shall form the cost of the investment in the separate financial statements.
Fair value remeasurements 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 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 note to the financial statements disclosing the business combination.
26
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 1: Summary of Significant Accounting Policies (continued)
Under the full goodwill method, the fair value of the non-controlling interest 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 on acquisition of associates is included in investments in
associates.
Goodwill is tested for impairment annually and is allocated to the Group's cash-generating units or groups of cash-generating units,
representing the lowest level at which goodwill is monitored and 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 disposed of.
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.
(b)
Income Tax
The income tax expense (income) for the year comprises current income tax expense (income) and deferred tax expense (income).
Current income tax expense charged to profit or loss is the tax payable on taxable income for the current period. Current tax liabilities (assets)
are measured at the amounts expected to be paid to (recovered from) the relevant taxation authority using tax rates (and tax laws) that have
been enacted or substantively enacted by the end of the reporting period.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well as unused
tax losses.
Current and deferred income tax expense (income) is charged or credited outside profit or loss when the tax relates to items that are
recognised outside profit or loss or arising from a business combination.
Except for business combinations, no deferred income tax is recognised from the initial recognition of an asset or liability, where there is no
effect on accounting or taxable profit or loss.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is realised or the
liabiltiy is settled and their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the
related asset or liabiltiy. With respect to non-depreciable items of property, plant equipment measured at fair value and items of investment
property measured at fair value, the related deferred tax liability or deferred tax asset is measured on the basis that the carrying amount of the
asset will be recovered entirely through sale.
Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that future
taxable profit will be available against which the benefits of the deferred tax asset can be utilised.
Where temporary differences exist in relation to investments in subsidiaries, branches, associates, and joint ventures, deferred tax assets and
liabilities are not recognised where the timing of the reversal of the temporary difference can be controlled and it is not probable that the
reversal will occur in the foreseeable future.
Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or
simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are offset where: (a) a
legally enforceable right of set-off exists; and (b) the deferred tax assets and liabilities relate to income taxes levied by the same taxation
authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation and
settlement of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are
expected to be recovered or settled.
(c)
Fair Value of Assets and Liabilities
The Group measures some of its assets and liabilities at fair value on either a recurring or non-recurring basis, depending on the requirements
of the applicable accounting standard.
Fair value is the price the Group would receive to sell an asset or would have to pay to transfer a liability in an orderly (i.e. unforced)
transaction between independent, knowledgeable and willing market participants at the measurement date.
As fair value is a market-based measure, the closest equivalent observable market pricing information is used to determine fair value.
Adjustments to market values may be made having regard to the characteristics of the specific asset or liability. The fair values of assets and
liabilities that are not traded in an active market are determined using one or more valuation techniques. These valuation techniques
maximise, to the extent possible, the use of observable market data.
To the extent possible, market information is extracted from either the principal market for the asset or liability (ie the market with the greatest
volume and level of activity for the asset or liability) or, in the absence of such a market, the most advantageous market available to the entity
at the end of the reporting period (ie the market that maximises the receipts from the sale of the asset or minimises the payments made to
transfer the liability, after taking into account transaction costs and transport costs).
For non-financial assets, the fair value measurement also takes into account a market participant’s ability to use the asset in its highest and
best use or to sell it to another market participant that would use the asset in its highest and best use.
The fair value of liabilities and the entity’s own equity instruments (excluding those related to share-based payment arrangements) may be
valued, where there is no observable market price in relation to the transfer of such financial instruments, by reference to observable market
information where such instruments are held as assets. Where this information is not available, other valuation techniques are adopted and,
where significant, are detailed in the respective note to the financial statements.
27
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 1: Summary of Significant Accounting Policies (continued)
(d)
Property, Plant and Equipment
Each class of property, plant and equipment is carried at cost or fair value as indicated less, where applicable, any accumulated depreciation
and impairment losses.
Plant and equipment are measured on the cost basis and therefore carried at cost less accumulated depreciation and any accumulated
impairment. In the event the carrying amount of plant and equipment is greater than the estimated recoverable amount, the carrying amount
is written down immediately to the estimated recoverable amount and impairment losses are recognised either in profit or loss or as a
revaluation decrease if the impairment losses relate to a revalued asset. A formal assessment of recoverable amount is made when
impairment indicators are present (refer to Note 1(m) for details of impairment).
The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of the recoverable amount from
these assets. The recoverable amount is assessed on the basis of the expected net cash flows that will be received from the asset's
employment and subsequent disposal. The expected net cash flows have been discounted to their present values in determining recoverable
amounts.
The cost of fixed assets constructed within the consolidated group includes the cost of materials, direct labour, borrowing costs and an
appropriate proportion of fixed and variable overheads.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that
future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and
maintenance are recognised as expenses in profit or loss during the financial period in which they are incurred.
Depreciation
The depreciable amount of all fixed assets including buildings and capitalised leased assets, but excluding freehold land, is depreciated on a
straight-line basis over the asset's useful life to the Group commencing from the time the asset is held ready for use. Leasehold improvements
are depreciated over the shorter of either the unexpired period of the lease or the estimated useful lives of the improvements.
The depreciation rates used for each class of depreciable assets are:
Class of Fixed Asset
Plant and equipment
Depreciation Rate
10 - 25%
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.
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 disposals are determined by comparing proceeds with the carrying amount. These gains and losses are recognised in
profit or loss in the period in which they arise. When revalued assets are sold, amounts included in the revaluation surplus relating to that
asset are transferred to retained earnings.
(e)
Accounting for Common Control
Where the acquisition of entities that are deemed to be under common control occurs, then consideration is requrired to determine the
accounting acquirer. A new entity formed to effect a business combination through the issue of equity interests will not be regarded as the
accounting acquirer, rather one of the combining entties that existed prior to the business combination shall be identified as the accounting
acquirer.
The pooling of interests method is adopted for business combinations under common control. Existing book values for assets and liabilities at
the date of acquisition will be recognised and fair value adjustments including new intangibles or goodwill will not be recognised. Any premium
between the fair value of consideration paid and the book value of net assets is debited to a separate category of equity (premium on assets
acquired - Note 21)
28
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
\
Note 1: Summary of Significant Accounting Policies (continued)
(f)
Financial Instruments
Recognition and Initial Measurement
Financial assets and financial liabilities are recognised when the entity becomes a party to the contractual provisions to the instrument. For
financial assets, this is equivalent to the date that the entity commits itself to either the purchase or sale of the asset (ie trade date accounting
is adopted).
Financial instruments are initially measured at fair value plus transactions costs except where the instrument is classified ‘at fair value through
profit or loss’ in which case transaction costs are expensed to profit or loss immediately.
Classification and Subsequent Measurement
Financial instruments are subsequently measured at fair value, amortised cost using the effective interest method, or cost.
Amortised cost is calculated as the amount at which the financial asset or financial liability is measured at initial recognition less principal
repayments and any reduction for impairment, and adjusted for any cumulative amortisation of the difference between that initial amount and
the maturity amount calculated using the effective interest method.
The effective interest method is used to allocate interest income or interest expense over the relevant period and is equivalent to the rate that
discounts estimated future cash payments or receipts (including fees, transaction costs and other premiums or discounts) over the expected
life (or when this cannot be reliably predicted, the contractual term) of the financial instrument to the net carrying amount of the financial asset
or financial liability. Revisions to expected future net cash flows will necessitate an adjustment to the carrying amount with a consequential
recognition of an income or expense item in profit or loss.
The Group does not designate any interests in subsidiaries, associates or joint ventures as being subject to the requirements of Accounting
Standards specifically applicable to financial instruments.
(i)
Financial assets at fair value through profit or loss
Financial assets are classified at “fair value through profit or loss” when they are held for trading for the purpose of short-term profit
taking, derivatives not held for hedging purposes, or when they are designated as such to avoid an accounting mismatch or to enable
performance evaluation where a group of financial assets is managed by key management personnel on a fair value basis in accordance
with a documented risk management or investment strategy. Such assets are subsequently measured at fair value with changes in
carrying amount being included in profit or loss.
(ii)
Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market
and are subsequently measured at amortised cost.
Gains or losses are recognised in profit or loss through the amortisation process and when the financial asset is derecognised.
(iii)
Financial Liabilities
Non-derivative financial liabilities other than financial guarantees are subsequently measured at amortised cost. Gains or losses are
recognised in profit or loss through the amortisation process and when the financial liability is derecognised.
Impairment
A financial asset (or a group of financial assets) is deemed to be impaired if, and only if, there is objective evidence of impairment as a result
of one or more events (a “loss event”) having occurred, which has an impact on the estimated future cash flows of the financial asset(s).
In the case of available-for-sale financial assets, a significant or prolonged decline in the market value of the instrument is considered to
constitute a loss event. Impairment losses are recognised in profit or loss immediately. Also, any cumulative decline in fair value previously
recognised in other comprehensive income is reclassified into profit or loss at this point.
In the case of financial assets carried at amortised cost, loss events may include: indications that the debtors or a group of debtors are
experiencing significant financial difficulty, default or delinquency in interest or principal payments; indications that they will enter bankruptcy or
other financial reorganisation; and changes in arrears or economic conditions that correlate with defaults.
For financial assets carried at amortised cost (including loans and receivables), a separate allowance account is used to reduce the carrying
amount of financial assets impaired by credit losses. After having taken all possible measures of recovery, if management establishes that the
carrying amount cannot be recovered by any means, at that point the written-off amounts are charged to the allowance account or the carrying
amount of impaired financial assets is reduced directly if no impairment amount was previously recognised in the allowance account.
When the terms of financial assets that would otherwise have been past due or impaired have been renegotiated, the Group recognises the
impairment for such financial assets by taking into account the original terms as if the terms have not been renegotiated so that the loss
events that have occurred are duly considered.
29
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 1: Summary of Significant Accounting Policies (continued)
(g)
Impairment of Assets
At the end of each reporting period, the Group assesses whether there is any indication that an asset may be impaired. The assessment will
include the consideration of external and internal sources of information, including dividends received from subsidiaries, associates or joint
ventures deemed to be out of pre-acquisition profits. If such an indication exists, an impairment test is carried out on the asset by comparing
the recoverable amount of the asset, being the higher of the asset’s fair value less costs of disposal and value in use, to the asset’s carrying
amount. Any excess of the asset’s carrying amount over its recoverable amount is recognised immediately in profit or loss, unless the asset is
carried at a revalued amount in accordance with another Standard (eg in accordance with the revaluation model in AASB 116: Property, Plant
and Equipment ). Any impairment loss of a revalued asset is treated as a revaluation decrease in accordance with that other Standard.
Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-
generating unit to which the asset belongs.
Impairment testing is performed annually for goodwill, intangible assets with indefinite lives and intangible assets not yet available for use.
(h)
Investments in Associates
An associate is an entity over which the Group has significant influence. Significant influence is the power to participate in the financial and
operating policy decisions of the entity but is not control or joint control of those policies. Investments in associates are accounted for in the
consolidated financial statements by applying the equity method of accounting, whereby the investment is initially recognised at cost (including
transaction costs) and adjusted thereafter for the post-acquisition change in the Group’s share of net assets of the associate. In addition, the
Group’s share of the profit or loss of the associate is included in the Group’s profit or loss.
The carrying amount of the investment includes, when applicable, goodwill relating to the associate. Any discount on acquisition, whereby the
Group’s share of the net fair value of the associate exceeds the cost of investment, is recognised in profit or loss in the period in which the
investment is acquired.
Profits and losses resulting from transactions between the Group and the associate are eliminated to the extent of the Group’s interest in the
associate.
When the Group’s share of losses in an associate equals or exceeds its interest in the associate, the Group discontinues recognising its share
of further losses unless it has incurred legal or constructive obligations or made payments on behalf of the associate. When the associate
subsequently makes profits, the Group will resume recognising its share of those profits once its share of the profits equals the share of the
losses not recognised.
(i)
Foreign Currency Transactions and Balances
Functional and presentation currency
The functional currency of each of the Group’s entities is measured using the currency of the primary economic environment in which that
entity operates. The consolidated financial statements are presented in Australian dollars which is the parent entity's functional currency.
Transaction and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction. Foreign
currency monetary items are translated at the year-end exchange rate. Non-monetary items measured at historical cost continue to be carried
at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date
when fair values were determined.
Exchange differences arising on the translation of monetary items are recognised in profit or loss, except where deferred in equity as a
qualifying cash flow or net investment hedge.
Exchange differences arising on the translation of non-monetary items are recognised directly in other comprehensive income to the extent
that the underlying gain or loss is recognised in other comprehensive income, otherwise the exchange difference is recognised in the profit or
loss.
Group companies
The financial results and position of foreign operations whose functional currency is different from the group’s presentation currency are
translated as follows:
—
—
—
assets and liabilities are translated at exchange rates prevailing at the end of the reporting period;
income and expenses are translated at average exchange rates for the period; and
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 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.
30
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 1: Summary of Significant Accounting Policies (continued)
(j)
Employee Benefits
Short-term employee benefits
Provision is made for the Group’s obligation for short-term employee benefits. Short-term employee benefits are benefits (other than
termination benefits) that are expected to be settled wholly before 12 months after the end of the annual reporting period in which the
employees render the related service, including wages, salaries and sick leave. Short-term employee benefits are measured at the
(undiscounted) amounts expected to be paid when the obligation is settled.
The Group’s obligations for short-term employee benefits such as wages, salaries and sick leave are recognised as part of current trade and
other payables in the statement of financial position. The Group’s obligations for employees’ annual leave and long service leave entitlements
are recognised as provisions in the statement of financial position.
Other long-term employee benefits
Provision is made for employees’ long service leave and annual leave entitlements not expected to be settled wholly within 12 months after the
end of the annual reporting period in which the employees render the related service. Other long-term employee benefits are measured at the
present value of the expected future payments to be made to employees.
Expected future payments incorporate anticipated future wage and salary levels, durations of service and employee departures and are
discounted at rates determined by reference to market yields at the end of the reporting period on government bonds that have maturity dates
that approximate the terms of the obligations. Any remeasurements for changes in assumptions of obligations for other long-term employee
benefits are recognised in profit or loss in the periods in which the changes occur.
The Group’s obligations for long-term employee benefits are presented as non-current provisions in its statement of financial position, except
where the Group does not have an unconditional right to defer settlement for at least 12 months after the end of the reporting period, in which
case the obligations are presented as current provisions.
(k)
Provisions
Provisions are recognised when the group has a legal or constructive obligation, as a result of past events, for which it is probable that an
outflow of economic benefits will result and that outflow can be reliably measured.
Provisions are measured using the best estimate of the amounts required to settle the obligation at the end of the reporting period.
(l)
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand and deposits available on demand with banks. Bank overdrafts are reporting within short-
term borrowings in current liabilities in the statement of financial position.
(m)
Revenue and Other Income
Revenue is measured at the fair value of the consideration received or receivable after taking into account any trade discounts and volume
rebates allowed. When the inflow of consideration is deferred it is treated as the provision of financing and is discounted at a rate of interest
that is generally accepted in the market for similar arrangements. The difference between the amount initially recognised and the amount
ultimately received is interest revenue.
Revenue from the sale of goods is recognised at the point of delivery as this corresponds to the transfer of significant risks and rewards of
ownership of the goods and the cessation of all involvement in those goods.
Interest revenue is recognised using the effective interest method.
Revenue recognition relating to the provision of services is determined with reference to the stage of completion of the transaction at the end
of the reporting period where outcome of the contract can be estimated reliably. Stage of completion is determined with reference to the
services performed to date as a percentage of total anticipated services to be performed. Where the outcome cannot be estimated reliably,
revenue is recognised only to the extent that related expenditure is recoverable.
Investment property revenue is recognised on a straight-line basis over the period of the lease term so as to reflect a constant periodic rate of
return on the net investment.
All revenue is stated net of the amount of goods and services tax.
(n)
Trade and Other Receivables
Trade and other receivables include amounts due from customers for goods sold and services performed in the ordinary course of business.
Receivables expected to be collected within 12 months of the end of the reporting period are classified as current assets. All other receivables
are classified as non-current assets.
Trade and other receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest
method, less any provision for impairment. Refer to Note 1(l) for further discussion on the determination of impairment losses.
(o)
Trade and Other Payables
Trade and other payables represent the liabilities for goods and services received by the entity that remain unpaid at the end of the reporting
period. The balance is recognised as a current liability with the amounts normally paid within 30 days of recognition of the liability.
31
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 1: Summary of Significant Accounting Policies (continued)
(p)
Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from
the Australian Taxation Office (ATO).
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or
payable to, the ATO is included with other receivables or payables in the statement of financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are
recoverable from, or payable to, the ATO are presented as operating cash flows included in receipts from customers or payments to suppliers.
(q)
Government Grants
Government grants are recognised at fair value where there is reasonable assurance that the grant will be received and all grant conditions will
be met. Grants relating to expense items are recognised as income over the periods necessary to match the grant to the costs it is
compensating. Grants relating to assets are credited to deferred income at fair value and are credited to income over the expected useful life
of the asset on a straight-line basis.
(r)
Comparative Figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the current
financial year.
Where the Group retrospectively applies an accounting policy, makes a retrospective restatement or reclassifies items in its financial
statements, an additional (third) statement of financial position as at the beginning of the preceding period in addition to the minimum
comparative financial statement is presented.
(s)
Critical Accounting Estimates and Judgements
The directors evaluate estimates and judgements incorporated into the financial statements based on historical knowledge and best available
current information. Estimates assume a reasonable expectation of future events and are based on current trends and economic data,
obtained both externally and within the Group.
(t) New Accounting Standards for Application in Future Periods
Accounting Standards issued by the AASB that are not yet mandatorily applicable to the Group, together with an assessment of the potential
impact of such pronouncements on the Group when adopted in future periods, are discussed below:
—
AASB 9: Financial Instruments and associated Amending Standards (applicable to annual reporting periods beginning on or after 1
January 2018).
The Standard will be applicable retrospectively (subject to the provisions on hedge accounting outlined below) and includes revised
requirements for the classification and measurement of financial instruments, revised recognition and derecognition requirements for
financial instruments and simplified requirements for hedge accounting.
The key changes that may affect the Group on initial application include certain simplifications to the classification of financial assets,
simplifications to the accounting of embedded derivatives, upfront accounting for expected credit loss, and the irrevocable election to
recognise gains and losses on investments in equity instruments that are not held for trading in other comprehensive income. AASB 9
also introduces a new model for hedge accounting that will allow greater flexibility in the ability to hedge risk, particularly with respect to
hedges of non-financial items. Should the entity elect to change its hedge policies in line with the new hedge accounting requirements of
the Standard, the application of such accounting would be largely prospective.
Although the directors anticipate that the adoption of AASB 9 may have an impact on the Group’s financial instruments, including hedging
activity, it is impracticable at this stage to provide a reasonable estimate of such impact.
—
AASB 15: Revenue from Contracts with Customers (applicable to annual reporting periods beginning on or after 1 January 2018, as
deferred by AASB 2015-8: Amendments to Australian Accounting Standards – Effective Date of AASB 15 ).
When effective, this Standard will replace the current accounting requirements applicable to revenue with a single, principles-based
model. Apart from a limited number of exceptions, including leases, the new revenue model in AASB 15 will apply to all contracts with
customers as well as non-monetary exchanges between entities in the same line of business to facilitate sales to customers and potential
customers. The core principle of the Standard is that an entity will recognise revenue to depict the transfer of promised goods or services
to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for the goods or services.
To achieve this objective, AASB 15 provides the following five-step process:
●
●
●
●
●
identify the contract(s) with a customer;
identify the performance obligations in the contract(s);
determine the transaction price;
allocate the transaction price to the performance obligations in the contract(s); and
recognise revenue when (or as) the performance obligations are satisfied.
32
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 1: Summary of Significant Accounting Policies (continued)
The transitional provisions of this Standard permit an entity to either: restate the contracts that existed in each prior period presented per
AASB 108: Accounting Policies, Changes in Accounting Estimates and Errors (subject to certain practical expedients in AASB 15); or
recognise the cumulative effect of retrospective application to incomplete contracts on the date of initial application. There are also
enhanced disclosure requirements regarding revenue.
Although the directors anticipate that the adoption of AASB 15 may have an impact on the Group's financial statements, it is impracticable
at this stage to provide a reasonable estimate of such impact.
—
AASB 16: Leases (applicable to annual reporting periods beginning on or after 1 January 2019).
When effective, this Standard will replace the current accounting requirements applicable to leases in AASB 117: Leases and related
Interpretations. AASB 16 introduces a single lessee accounting model that eliminates the requirement for leases to be classified as
operating or finance leases.
The main changes introduced by the new Standard are as follows:
—
—
—
—
recognition of a right-to-use asset and liability for all leases (excluding short-term leases with less than 12 months of tenure and
leases relating to low-value assets);
depreciation of right-to-use assets in line with AASB 116: Property, Plant and Equipment in profit or loss and unwinding of the liability
in principal and interest components;
inclusion of variable lease payments that depend on an index or a rate in the initial measurement of the lease liability using the index
or rate at the commencement date;
application of a practical expedient to permit a lessee to elect not to separate non-lease components and instead account for all
components as a lease; and
additional disclosure requirements.
—
The transitional provisions of AASB 16 allow a lessee to either retrospectively apply the Standard to comparatives in line with AASB 108
or recognise the cumulative effect of retrospective application as an adjustment to opening equity on the date of initial application.
Although the directors anticipate that the adoption of AASB 16 will impact the Group's financial statements, it is impracticable at this stage
to provide a reasonable estimate of such impact.
—
AASB 2014-10: Amendments to Australian Accounting Standards – Sale or Contribution of Assets between an Investor and its Associate
or Joint Venture (applicable to annual reporting periods beginning on or after 1 January 2018, as deferred by AASB 2015-10:
Amendments to Australian Accounting Standards – Effective Date of Amendments to AASB 10 and AASB 128 ).
This Standard amends AASB 10: Consolidated Financial Statements with regards to a parent losing control over a subsidiary that is not a
"business" as defined in AASB 3: Business Combinations to an associate or joint venture, and requires that:
●
a gain or loss (including any amounts in other comprehensive income (OCI)) be recognised only to the extent of the unrelated
investor’s interest in that associate or joint venture;
the remaining gain or loss be eliminated against the carrying amount of the investment in that associate or joint venture; and
any gain or loss from remeasuring the remaining investment in the former subsidiary at fair value also be recognised only to the
extent of the unrelated investor’s interest in the associate or joint venture. The remaining gain or loss should be eliminated against
the carrying amount of the remaining investment.
●
●
The application of AASB 2014-10 will result in a change in accounting policies for transactions of loss of control over subsidiaries
(involving an associate or joint venture) that are businesses per AASB 3 for which gains or losses were previously recognised only to the
extent of the unrelated investor’s interest.
The transitional provisions require that the Standard should be applied prospectively to sales or contributions of subsidiaries to associates
or joint ventures occurring on or after 1 January 2018. Although the directors anticipate that the adoption of AASB 2014-10 may have an
impact on the Group's financial statements, it is impracticable at this stage to provide a reasonable estimate of such impact.
33
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 2
Parent Information
The following information has been extracted from the books and records of the legal parent
(iCandy Interactive Limited) and has been prepared in accordance with Australian Accounting
STATEMENT OF FINANCIAL POSITION
ASSETS
Current Assets
Non-current Assets
TOTAL ASSETS
LIABILITIES
Current Liabilities
Non-current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued Capital
Retained earnings
TOTAL EQUITY
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
Profit/(Loss) for the year
Other comprehensive income for the year
Total comprehensive income
2016
$
2015
$
474,135
23,503,452
23,977,587
484,815
20,030,452
20,515,267
34,668
106,418
141,086
414,367
86,418
500,785
23,836,501
20,014,482
24,159,330
(322,829)
23,836,501
20,061,697
(47,215)
20,014,482
(275,614)
-
(275,614)
(47,215)
-
(47,215)
On consolidation of the Group, iCandy Interactive Limited's investment cost in iCandy Ventures Limited ($15,000,000) and Kensington Ventures
Pte Ltd ($5,000,000) has been allocated to equity. Refer to Note 21(b) for a detailed explanation on the adoption of this accounting policy.
Contingent liabilities
The parent entity did not have any contingent liabilities as at 31 December 2016.
Note 3
Revenue and Other Income
(a) Revenue from continuing operations
Revenue
—
—
Sale of mobile game applications
Game developing income
Other revenue
—
—
—
Interest received
Unrealised foreign exchange gain/(loss)
Realised foreign exchange gain/(loss)
Total revenue
Other income
Total other income
Consolidated Group
2016
Nine months
ending 31
December
2015
$
$
1,001,673
87,616
1,089,289
52,886
3,476
(15,085)
41,277
1,130,566
150,286
-
150,286
1,643
3,036
(719)
3,960
154,246
-
-
92
92
34
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 4
Tax Expense
(a)
(b)
The components of tax (expense)/income comprise:
Current tax
Deferred tax
Foreign currency translation difference
The prima facie tax on profit from ordinary activities before income tax is reconciled to
income tax as follows:
Prima facie tax payable on profit from ordinary activities before income tax at 28.5% (2015:
30%)
$
(10,962)
(1,689)
(671)
(13,322)
Consolidated Group
2016
Nine months
ending 31
December
2015
$
-
-
-
-
consolidated group
—
Add:
Tax effect of:
—
—
Income tax attributable to entity
current year tax loss not brought into account
income tax payable by foreign subsidiary
(c) Deferred tax assets not brought into account
Deferred tax assets not brough to account, the benefits of which will only be realised if it is
probable that taxable profit will be available against which the unutilised tax losses can be
utilised.
Temporary differences
Tax Losses:
Operating Losses
(d) Deferred tax liabilities
(116,499)
(75,076)
116,499
13,322
13,322
75,076
-
-
-
659,022
250,254
Deferred tax liabilities brought into account by foreign subsidiary
(1,689)
-
Note 5
Key Management Personnel Compensation
Refer to the Remuneration Report contained in the Directors’ Report for details of the remuneration paid or payable to each member of the Group’s
key management personnel (KMP) for the year ended 31 December 2016.
The totals of remuneration paid to KMP of the company and the Group during the year are as follows:
Short-term employee benefits
Share-based payments
Total KMP compensation
2016
Nine months
ending 31
December
2015
$
56,611
-
56,611
$
61,500
75
61,575
Short-term employee benefits
–
these amounts include fees and benefits paid to the non-executive chair and non-executive directors as well as all salary, paid leave
benefits, fringe benefits and cash bonuses awarded to executive directors and other key management personnel.
Share-based payments
–
these amounts represent the expense related to the participation of KMP in equity-settled benefit schemes as measured by the fair value
of the options, rights and shares granted on grant date.
Further information in relation to KMP remuneration can be found in the Director’s Remuneration Report.
Note 6
Auditor’s Remuneration
Remuneration of the auditor for:
— auditing or reviewing the financial report of iCandy Interactive Limited (MSI Ragg Weir)
—
auditing or reviewing the financial report of subsidiaries (other auditors)
35
Consolidated Group
2016
Nine months
ending 31
December
2015
$
$
31,115
7,437
38,552
17,000
6,882
23,882
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 7
Earnings per Share
(a)
Reconciliation of earnings to profit or loss
Loss
Loss used to calculate basic EPS
(b)
Weighted average number of ordinary shares outstanding during the year
used in calculating basic EPS
Weighted average number of ordinary shares outstanding during the year
used in calculating dilutive EPS
Note 8
Cash and Cash Equivalents
(422,090)
(422,090)
(250,254)
(250,254)
No.
227,377,596
No.
173,598,723
256,005,192
181,632,056
Note
20
Cash at bank and on hand
Reconciliation of cash
Cash at the end of the financial year as shown in the statement of cash flows is
reconciled to items in the statement of financial position as follows:
Cash and cash equivalents
Note 9
Trade and Other Receivables
Consolidated Group
2016
Nine months
ending 31
December
2015
$
$
$
Consolidated Group
2016
Nine months
ending 31
December
2015
$
427,197
427,197
$
645,505
645,505
645,505
645,505
427,197
427,197
Consolidated Group
2016
Nine months
ending 31
December
2015
$
CURRENT
Trade receivables
Other receivables
GST receivables
Amounts receivable from related parties:
—
Total current trade and other receivables
other related parties
NON-CURRENT
Amounts receivable from related parties:
—
Total non-current trade and other receivables
other related parties
239,871
239,871
155,911
155,911
49,702
1,331
3,515
8,544
1,225,383
1,516,287
-
167,970
37,509
37,509
-
-
36
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 9: Trade and Other Receivables (continued)
Credit risk
The Group has no significant concentration of credit risk with respect to any single counter party or counter parties other than those receivables
specifically provided for and mentioned within Note 9. The class of assets described as Trade and Other Receivables is considered to be the main
source of credit risk related to the Group.
On a geographic basis, the Group has significant credit risk exposures in Australia and the Malaysia given the substantial operations in those
regions. The Group’s exposure to credit risk for receivables at the end of the reporting period in those regions is as follows:
AUD
Australia
Singapore
Malaysia
$
2,567
1,374,355
176,874
1,553,796
Consolidated Group
2016
Nine months
ending 31
December
2015
$
8,933
109,201
49,836
167,970
The following table details the Group’s trade and other receivables exposed to credit risk (prior to collateral and other credit enhancements) with
ageing analysis and impairment provided for thereon. Amounts are considered as ‘past due’ when the debt has not been settled with the terms and
conditions agreed between the Group and the customer or counter party to the transaction. Receivables that are past due are assessed for
impairment by ascertaining solvency of the debtors and are provided for where there are specific circumstances indicating that the debt may not be
fully repaid to the Group.
The balances of receivables that remain within initial trade terms (as detailed in the table) are considered to be of high credit quality.
Consolidated Group
2016
Trade and term receivables
Other receivables
Total
Consolidated Group
2015
Trade and term receivables
Other receivables
Total
Gross
Amount
Past due and
impaired
Past due but not impaired
(days overdue)
$
239,871
88,542
328,413
$
<30
$
-
-
-
Gross
Amount
Past due and
impaired
$
155,911
12,059
167,970
$
<30
$
-
-
-
-
-
31-60
$
43,523
-
43,523
61-90
$
>90
$
5,152
-
5,152
857
-
857
Past due but not impaired
(days overdue)
31-60
$
61-90
$
-
-
>90
$
109,201
-
109,201
Within initial
trade terms
$
190,339
88,542
278,881
Within initial
trade terms
$
46,710
12,059
58,769
(a) Collateral Held as Security
No collateral was held as security at balance date or at the date of this report.
(b) Financial Assets Classified as Loans and Receivables
Note
$
$
Trade and other Receivables
— Total current
— Total non-current
Total financial assets classified as loans and receivables
1,516,287
37,509
1,553,796
167,970
-
167,970
20
Consolidated Group
2016
Nine months
ending 31
December
2015
37
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 10
Interests in Subsidiaries
(a)
Information about Principal Subsidiaries
The subsidiaries listed below have share capital consisting solely 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. Each subsidiariy's principal place of business is also its
country of incorporation.
Name of subsidiary
Principal place of business
Kensington Ventures Pte Ltd
iCandy Ventures Limited (formerly known as High Joyful International
Limited)
Appxplore Sdn Bhd (100% owned by iCandy Ventures Limited)
Singapore
British Virgin Island
Malaysia
Ownership interest held by the
Group
2016
(%)
100
100
100
2015
(%)
100
100
100
Subsidiary financial statements used in the preparation of these consolidated financial statements have also been prepared as at the same
reporting date as the Group’s financial statements.
(b) Significant Restrictions
There are no significant restrictions over the Group's ability to access or use assets and settle liabilities, of the Group.
Note 11
Property, Plant and Equipment
Consolidated Group
2016
Nine months
ending 31
December
2015
$
PLANT AND EQUIPMENT
Plant and equipment:
At cost
Accumulated depreciation
Leasehold improvements
At cost
Accumulated depreciation
Signage
At cost
Accumulated depreciation
$
39,634
(25,595)
14,039
10,327
(4,220)
6,107
849
(168)
681
30,150
(19,086)
11,064
5,964
(2,283)
3,681
415
(41)
374
Total property, plant and equipment
20,827
15,119
(a)
Movements in Carrying Amounts
Movements in carrying amounts for each class of property, plant and equipment between the beginning and the end of the current financial
year.
Consolidated Group:
Balance at 20 March 2015
Additions
Disposals
Additions through acquisition of entity
Depreciation expense
Balance at 31 December 2015
Additions
Disposals
Depreciation expense
Balance at 31 December 2016
Leasehold
Improvements
$
Plant and
Equipment
$
Signage
Total
$
$
-
-
-
4,771
(1,090)
3,681
4,364
-
(1,937)
6,108
-
7,130
-
10,338
(6,404)
11,064
9,482
-
(6,509)
14,037
-
415
-
-
(41)
374
435
-
(127)
682
-
7,545
-
15,109
(7,535)
15,119
14,281
-
(8,573)
20,827
38
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Intangible assets, other than goodwill, have finite useful lives. The current amortisation charges for intangible assets are included under
depreciation and amortisation expense per the statement of profit or loss.
Note 12
Intangible Assets
Computer software:
Cost
Accumulated amortisation and impairment losses
Net carrying amount
Total intangibles
Consolidated Group:
Nine months ending 31 December 2015
Balance at the beginning of the year
Additions through acquisition of entity
Disposals
Amortisation charge
Year ended 31 December 2016
Balance at the beginning of the year
Additions
Disposals
Amortisation charge
Closing value at 31 December 2016
Note 13
Other Assets
CURRENT
Prepayments
Consolidated Group
2016
Nine months
ending 31
December
2015
$
1,521,669
(238,063)
1,283,606
286,145
(83,684)
202,461
1,283,606
202,461
Computer
Software
$
Total
$
-
247,484
-
(45,023)
202,461
-
247,484
-
(45,023)
202,461
202,461
1,235,524
-
(154,379)
1,283,606
202,461
1,235,524
-
(154,379)
1,283,606
$
$
Consolidated Group
2016
Nine months
ending 31
December
2015
$
303,693
303,693
98,541
98,541
39
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 14
Trade and Other Payables
CURRENT
Unsecured liabilities
Trade payables
Sundry payables and accrued expenses
Pre IPO funds
Unearned income
NON-CURRENT
Unsecured liabilities
- ultimate parent entity
-
- other related parties
immediate parent entity
(a) Financial liabilities at amortised cost classified as trade and other payables
Trade and other payables
— Total current
— Total non-current
Note 15
Issued Capital
Consolidated Group
2016
Nine months
ending 31
December
2015
$
$
4,863
156,416
-
-
161,279
6
177,201
382,416
193,648
753,271
106,418
382,381
83,608
572,407
86,418
537,056
16,299
639,773
Consolidated Group
2016
Nine months
ending 31
December
2015
$
$
161,279
572,407
733,686
753,271
639,773
1,393,044
229,283,334 fully paid ordinary shares (2015: 206,783,334 fully paid ordinary shares)
24,159,330
24,159,330
20,061,697
20,061,697
The company has authorised share capital amounting to 229,283,334 ordinary shares.
(a)
Ordinary Shares
Consolidated Group
2016
Nine months
ending 31
December
2015
$
$
No.
Consolidated Group
2016
Nine months
ending 31
December
2015
No.
At the beginning of the reporting period
Shares issued during the year
At the end of the reporting period
206,783,334
22,500,000
229,283,334
-
206,783,334
206,783,334
On 1 February 2016, the company issued 22,500,000 ordinary shares raising a total of $4,097,633, net of capital raising costs.
40
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 15: Issued Capital (continued)
(b) Options
There were no listed options on issue for the financial year ended 31 December 2016.
The following reconciles with the outstanding unlisted options to subscribe for fully paid ordinary shares in the Company at the beginning and
end of the financial year.
Balance at beginning of the period
Granted during the financial year
Expired during the financial year
Balance at end of the financial year
Execisable at the end of the financial year
No.
8,033,333
22,500,000
-
30,533,333
30,533,333
Consolidated Group
2016
Nine months
ending 31
December
2015
No.
-
8,033,333
-
8,033,333
8,033,333
A total of 22,500,000 options were issued in conjunction with the share issue on 1 February 2016. The option has an exercise price of $0.21
and an expiry date of 4 February 2020.
(c) Capital Management
Management controls the capital of the Group in order to maintain a sustainable debt to equity ratio, generate long-term shareholder value and
ensure that the Group can fund its operations and continue as a going concern.
The Group's debt and capital include ordinary share capital and financial liabilities, supported by financial assets.
The Group is not subject to any externally imposed capital requirements.
Management effectively manages the Group's capital by assessing the Group's financial risks and adjusting its capital structure in response to
changes in these risks and in the market. These responses include the management of debt levels, distributions to shareholders and share
issues.
Total borrowings
Less cash and cash equivalents
Net debt
Total equity
Total capital
Gearing ratio
Note 16
Operating Segments
General Information
Identification of reportable segments
Note
8
Consolidated Group
2016
$
2015
$
-
(645,505)
(645,505)
3,061,090
2,415,585
-
(427,197)
(427,197)
(481,756)
(908,953)
N/A
47%
The Group has identified its operating segments based on the internal reports that are reviewed and used by the board of directors (chief operating
decision makers) in assessing performance and in determining the allocation of resources.
The Group is managed primarily on the basis of product category and service offerings as the diversification of the Group's operations inherently
have notably different risk profiles and performance assessment criteria. Operating segments are therefore determined on the same basis.
Reportable segments disclosed are based on aggregating operating segments where the segments are considered to have similar economic
characteristics and are also similar with respect to the following:
the products sold and/or services provided by the segment;
—
Types of products and services by segment
(i)
(ii)
Development and sale of digital media (except games)
The Group is engaged in the development of software for interactive digital media (except games).
Design and development of intellectual properties for software applications and games
The Group is also engaged in the design and development of intellectual properties for software applications and games.
Basis of accounting for purposes of reporting by operating segments
(a)
Accounting policies adopted
Unless stated otherwise, all amounts reported to the Board of Directors, being the chief operating decision makers with respect to operating
segments, are determined in accordance with accounting policies that are consistent with those adopted in the annual financial statements of
the Group.
41
For personal use only
ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 16: Operating Segments (continued)
(b)
Segment assets
Where an asset is used across multiple segments, the asset is allocated to the segment that receives the majority of the economic value from
the asset. In most instances, segment assets are clearly identifiable on the basis of their nature and physical location.
(c)
Segment liabilities
Liabilities are allocated to segments where there is direct nexus between the incurrence of the liability and the operations of the segment.
Borrowings and tax liabilities are generally considered to relate to the Group as a whole and are not allocated. Segment liabilities include trade
and other payables and certain direct borrowings.
(d)
Unallocated items
The following items of revenue, expense, assets and liabilities are not allocated to operating segments as they are not considered part of the
core operations of any segment:
• Impairment of assets and other non-recurring items of revenue or expense
• Income tax expense
• Current tax liabilities
• Other financial liabilities
• Intangible assets
(e)
Segment information
(i) Segment performance
31 December 2016
REVENUE
External sales
Other income
Interest revenue
Total segment revenue
Reconciliation of segment revenue to group revenue
Total group revenue
Segment net profit / (loss) from continuing operations before tax
Reconciliation of segment result to group net profit/loss before tax
Net profit before tax from continuing operations
Nine months ending 31 December 2015
REVENUE
External sales
Other income
Interest revenue
Total segment revenue
Reconciliation of segment revenue to group revenue
Total group revenue
Segment net profit from continuing operations before tax
Reconciliation of segment result to group net profit/loss before tax
Net profit before tax from continuing operations
(ii) Segment assets
31 December 2016
Segment assets
Segment assets include:
—
Reconciliation of segment assets to group assets
Intersegment eliminations
Total group assets
Non-current assets (other than financial assets and deferred tax)
31 December 2015
Segment assets
Segment assets include:
—
Reconciliation of segment assets to group assets
Intersegment eliminations
Total group assets
Non-current assets (other than financial assets and deferred tax)
42
Development
of digital
media
$
Development of
intellectual
properties
$
All Other
Segments
Total
$
$
87,616
(6,356)
-
81,260
1,001,673
(5,244)
33,185
1,029,614
-
(9)
19,701
19,692
1,089,289
(11,609)
52,886
1,130,566
(803,816)
670,662
(275,614)
1,130,566
(408,768)
(408,768)
Total
Development
of digital
media
$
Development of
intellectual
properties
$
All Other
Segments
$
$
-
-
-
-
150,378
2,226
28
152,632
-
-
1,614
1,614
(172,903)
(32,522)
(44,829)
150,378
2,226
1,642
154,246
154,246
(250,254)
(250,254)
Development
of digital
media
$
Development of
intellectual
properties
$
1,176,318
2,155,640
All Other
Segments
Total
$
475,469
$
3,807,427
1,144,673
159,761
-
1,304,434
Development
of digital
media
$
349,012
Development of
intellectual
properties
$
68,917
-
3,807,427
Total
All Other
Segments
$
493,359
$
911,288
205,435
12,144
-
217,579
-
911,288
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 16: Operating Segments (continued)
(iii) Segment liabilities
31 December 2016
Segment liabilities
Reconciliation of segment liabilities to group liabilities
Intersegment eliminations
Total group liabilities
31 December 2015
Segment liabilities
Reconciliation of segment liabilities to group liabilities
Intersegment eliminations
Total group liabilities
(iv) Revenue by geographical region
Development
of digital
media
$
482,907
Development of
intellectual
properties
$
121,012
All Other
Segments
Total
$
142,418
$
746,337
Development
of digital
media
$
726,786
Development of
intellectual
properties
$
187,380
-
746,337
Total
All Other
Segments
$
478,878
$
1,393,044
-
1,393,044
Revenue, including revenue from discontinued operations, attributable to external customers is disclosed below, based on the location of the
external customer:
Australia
Singapore
Malaysia
Total revenue
(v) Assets by geographical region
The location of segment assets by geographical location of the assets is disclosed below:
Australia
Singapore
Malaysia
Total Assets
Note 17
Cash Flow Information
31 December
2016
$
19,692
81,260
1,029,614
1,130,566
31 December
2015
$
1,615
-
152,723
154,338
31 December
2016
$
475,469
1,176,318
2,155,640
3,807,427
31 December
2015
$
432,213
349,632
129,443
911,288
Consolidated Group
2016
Nine months
ending 31
December
2015
$
$
(a)
Reconciliation of Cash Flows from
Operating Activities with Profit after Income
Profit after income tax
Non-cash flows in profit
Depreciation
Unrealised foreign currency gain
Changes in assets and liabilities, net of the effects of purchase and disposal of subsidiaries:
(Increase)/decrease in trade and term receivables
(Increase)/decrease in prepayments
Increase/(decrease) in income tax payables
Increase/(decrease) in deferred taxes payables
Increase/(decrease) in trade payables and accruals
Cash flows from operating activities
(422,090)
(250,254)
162,951
(3,476)
52,558
-
(122,934)
(205,152)
10,962
1,689
(327,600)
(905,650)
(228,681)
(98,541)
-
-
559,623
34,705
43
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 18
Events After the Reporting Period
Other than the following, the directors are not aware of any significant events since the end of the reporting period.
At the date of this report, the acquisition of Inzen Studio Pte Ltd has become unconditional. The completition of the acquisition is scheduled to
occur in May/June 2017, to enable the Company to seek shareholder approval for the Company's proposed allotment of shares to the vendors of
Inzen Studio Pte Ltd as consideration for the acquisition and the proposed escrow arrangements for those shares. The acquisition price is SGD $6
million (AUD $5.733 million), to be satisfied in ordinary shares of iCandy at a issuance price of 5-day Volume Weighted Average Price (VWAP) of
iCandy's shares at closing of the transaction.
As previously announced, the Company's wholly owned subsidiary, iCandy Ventures Limited entered into a Shares Sale Agreement to acquire a
100% interest in an Indonesia-based PT Maximum Impact, a mobile advertising company operating in Indonesia. At the date of this report, the
transaction has not been completed.
Note 19
Related Party Transactions
Related Parties
(a)
The Group's main related parties are as follows:
i.
ii.
Entities exercising control over the Group:
The ultimate parent entity that exercises control over the Group is Fatfish Internet Group Limited, which is incorporated in Australia.
Key Management Personnel:
Any person(s) having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including
any director (whether executive or otherwise) of that entity are considered key management personnel.
For details of disclosures relating to key management personnel, refer to Note 5.
(b)
Transactions with related parties:
Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other parties
unless otherwise stated.
The following transactions occurred with related parties:
i.
Director related entities
-
-
-
-
Directors' fees/wages paid to Kin Wai Lau
Directors' fees paid to DHL Corporate Advisory, of which Mr Donald Low is a director
and shareholder
Directors' fees paid to Robert Kolodziej
Directors' fees paid to ICW Capital, of which Mr Ivan Perry Wu is a director and
shareholder
$
19,111
22,000
11,000
4,500
Consolidated Group
2016
Nine months
ending 31
December
2015
$
-
-
-
61,500
56,611
61,500
44
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 19: Related Party Transactions (continued)
(c)
Amounts payable to related parties
i.
Loans payable to Ultimate Parent Entity
Beginning of the year
Loans advanced
Loan repayment received
End of the year
ii.
Loans payable to Immediate Parent Entity
Beginning of the year
Loans advanced
Loan repayment received
End of the year
iii.
Loans payable to Other Related Parties
Beginning of the year
Loans advanced
Loan repayment received
End of the year
iii.
Loans receivable from Other Related Parties
Beginning of the year
Loans advanced
Loan repayment received
End of the year
Consolidated Group
2016
Nine months
ending 31
December
2015
$
$
86,418
20,000
-
106,418
537,056
(154,675)
382,381
77,373
32,582
(26,347)
83,608
61,074
1,219,390
(17,572)
1,262,892
-
86,418
-
86,418
-
537,056
-
537,056
-
77,373
-
77,373
-
61,074
-
61,074
The Ultimate Parent Entity is Fatfish Internet Group Limited. The Parent Entity is Fatfish Internet Pte Ltd.
Note 20
Financial Risk Management
The Group's financial instruments consist mainly of deposits with banks, local money market instruments, short-term investments, accounts
receivable and payable and loans to and from subsidiaries.
The totals for each category of financial instruments, measured in accordance with AASB 139: Financial Instruments: Recognition and
Measurement as detailed in the accounting policies to these financial statements, are as follows:
Financial Assets
Cash and cash equivalents
Loans and receivables
Total Financial Assets
Financial Liabilities
Financial liabilities at amortised cost
—
Trade and other payables
Total Financial Liabilities
Financial Risk Management Policies
Note
8
9
14
Consolidated Group
2016
$
2015
$
645,505
1,553,796
2,199,301
427,197
167,970
595,167
733,686
733,686
1,393,044
1,393,044
The directors are responsible for iCandy Interactive Limited's risk management strategy and management is responsible for implementing the
directors' strategy. A risk management program focuses on the unpredictability of finance markets and seeks to minimise potential adverse effects
on financial performance. iCandy Interactive Limited uses different methods to measure different types of risk to which it is exposed. These
methods include sensitivity analysis in the case on interest rate and market risk. iCandy Interactive Limited does not use derivatives.
The consolidated entity's financial instruments consist of deposits with banks and accounts receivables and payables. The main purpose of non-
derivative financial instruments is to raise finance for group operations.
45
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 20: Financial Risk Management (continued)
Specific Financial Risk Exposures and Management
The main risks the Group is exposed to through its financial instruments are credit risk, liquidity risk and market risk consisting of interest rate risk
and foreign currency risk.
a. Credit risk
Exposure to credit risk relating to financial assets arises from the potential non-performance by counterparties of contract obligations that
could lead to a financial loss to the Group.
The Group does not have any significant credit risk exposure to any single counterparty or any group of counterparties having similar
characterstics. The credit risk on liquid funds and derivative financial instruments is limited as the counterparties are banks with high credit
ratings assigned by international credit rating agencies.
The carrying amount of financial assets recorded in the financial statements, net of any allowances for losses, represent the Group's maximum
exposure to credit risk.
b.
Liquidity risk
Liquidity risk arises from the possibility that the Group might encounter difficulty in settling its debts or otherwise meeting its obligations related
to financial liabilities. The Group manages this risk through the following mechanisms:
• preparing forward-looking cash flow analyses in relation to its operating, investing and financing activities;
• obtaining funding from a variety of sources;
• maintaining a reputable credit profile;
• only investing surplus cash with major financial institutions; and
The table below reflects an undiscounted contractual maturity analysis for financial liabilities. Bank overdrafts have been deducted in the
analysis as management does not consider that there is any material risk that the bank will terminate such facilities. The bank does however
maintain the right to terminate the facilities without notice and therefore the balances of overdrafts outstanding at year-end could become
repayable within 12 months. Financial guarantee liabilities are treated as payable on demand since the Group has no control over the timing of
any potential settlement of the liabilities.
Cash flows realised from financial assets reflect management’s expectation as to the timing of realisation. Actual timing may therefore differ
from that disclosed. The timing of cash flows presented in the table to settle financial liabilities reflect the earliest contractual settlement dates
and do not reflect management’s expectations that banking facilities will be rolled forward.
Financial liability and financial asset maturity analysis
Consolidated Group
2016
$
2015
$
2016
$
2015
$
2016
$
2015
$
2016
$
2015
$
Within 1 Year
1 to 5 years
Over 5 years
Total
Financial liabilities due for payment
161,279
Trade and other
payables
Amounts payable to
related parties
Total contractual
outflows
Total expected
outflows
161,279
161,279
-
177,208
-
-
-
572,407
639,773
177,208
572,407
639,773
177,208
572,407
639,773
-
-
-
-
Consolidated Group
Within 1 Year
1 to 5 years
Over 5 years
2016
$
2015
$
2016
$
2015
$
2016
$
2015
$
645,505
Financial Assets - cash flows realisable
Cash and cash
equivalents
Trade, term and loans
receivables
Total anticipated
inflows
2,161,792
1,516,287
427,197
-
323,881
37,509
751,078
37,509
-
-
-
Net (outflow) / inflow
on financial
instruments
2,000,513
573,870
(534,898)
(639,773)
-
-
-
-
-
-
-
-
-
-
-
-
161,279
177,208
572,407
639,773
733,686
816,981
733,686
816,981
Total
2016
$
2015
$
645,505
427,197
1,553,796
323,881
2,199,301
751,078
1,465,615
(65,903)
c. Market Risk
i.
Interest rate risk
The Group's exposure to market risk primarily consists of financial risks associated with changes in interest rates as detailed below. As the
level of risk is low, the Group does not use any derivatives to hedge its exposure.
The Group is not exposed to interest rate risk on its non-current borrowings as the terms of the loan agreement stipulates that no interest is
payable.
46
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 20: Financial Risk Management (continued)
ii.
Foreign currency risk
Exposure to foreign currency risk may result in the fair value or future cash flows of a financial instrument fluctuating due to movement in
foreign exchange rates of currencies in which the Group holds financial instruments which are other than the AUD functional currency of the
Group.
With instruments being held by overseas operations, fluctuations in the SGD Dollar and Malaysian RinggIt may impact on the Group’s financial
results unless those exposures are appropriately hedged.
The following significant exchange rates were applied during the year.
$1 AUD
Singapore
Malaysia
iii.
Sensitivity Analysis
31 December 2016
31 December 2015
Average
Rate
Spot Rate
Average Rate
Spot Rate
0.9735
0.3332
0.9556
0.3224
0.9674
0.3294
0.9682
0.3521
The following table illustrates sensitivities to the Group’s exposures to changes in interest rates, exchange rates and commodity and equity
prices. The table indicates the impact of how profit and equity values reported at the end of the reporting period would have been affected by
changes in the relevant risk variable that management considers to be reasonably possible.
These sensitivities assume that the movement in a particular variable is independent of other variables.
Year ended 31 December 2016
+/- 0.75% in interest rates
+/- 10% in $A/$SGD
+/- 10% in $A/$MYR
Nine months ended 31 December 2015
+/- 0.75% in interest rates
+/- 10% in $A/$SGD
+/- 10% in $A/$MYR
Consolidated Group
Profit (+/-)
$
Equity (+/-)
$
4,841
56,600
27,500
4,841
56,600
27,500
Consolidated Group
Profit
$
Equity
$
3,204
(232)
(1,054)
3,204
320
(1,057)
There have been no changes in any of the methods or assumptions used to prepare the above sensitivity analysis from the prior year.
Fair Values
Fair value estimation
The fair values of financial assets and financial liabilities are presented in the following table and can be compared to their carrying amounts as
presented in the statement of financial position. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an
orderly transaction between market participants at the measurement date.
Differences between fair values and carrying amounts of financial instruments with fixed interest rates are due to the change in discount rates being
applied by the market since their initial recognition by the Group.
Consolidated Group
Financial assets
Cash and cash equivalents
Trade and other receivables:
Total financial assets
Financial liabilities
Trade and other payables
Total financial liabilities
Note
2016
2015
Carrying
Amount
$
Fair Value
$
Carrying
Amount
$
Fair Value
$
8
14
645,505
1,553,796
2,199,301
645,505
1,553,796
2,199,301
427,197
98,541
525,738
427,197
98,541
525,738
733,686
733,686
733,686
733,686
1,393,044
1,393,044
1,393,044
1,393,044
(i)
Cash and cash equivalents, trade and other receivables, and trade and other payables are short-term instruments in nature whose carrying
amounts are equivalent to their fair values.
(ii) Term receivables reprice to market interest rates every three months, ensuring carrying amounts approximate fair value.
47
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016
Note 21
Reserves
a.
Foreign Currency Translation Reserve
The foreign currency translation reserve records exchange differences arising on translation of a foreign controlled subsidiary.
Balance at the beginning of the period
Foreign currency movements during the year
b. Premium of Assets Acquired
$
3,200
132,697
135,897
Consolidated Group
2016
Nine months
ending 31
December
2015
$
-
3,200
3,200
When the Company acquired iCandy Ventures Limited (formerly known as High Joyful International Limited), a company incorporated in British
Virgin Island, and Kensington Ventures Pte Ltd (incorporated in Singapore), this transaction was asssessed as a transaction involving entities
under common control. The Company was formed to effect the business combination and consideration was settled via the issue of equity
interests. As the Company was incorporated to effect the transactions, it was determined that iCandy Interactive Limited would be the legal
acquirer and iCandy Ventures Limited would be the accounting acquirer as it was an entity that was carrying on a business prior to the
business combination.
In accordance with the accounting policy adopted, all assets and liabilities will be recorded at their book value at the date of acquisition. The
remaining difference between the fair value of the consideration paid and the book value of the net assets acquired is allocated to equity.
Balance at the beginning of the period
Movements during the year
20,289,999
-
-
20,289,999
20,289,999
20,289,999
Consolidated Group
2016
Nine months
ending 31
December
2015
$
$
Total value of shares issued:
- Acquisition of iCandy Ventures Limited (150,000,000 shares at $0.10 per share)
- Acquisition of Kensington Ventures Pte Ltd (50,000,000 shares at $0.10 per share)
Net assets acquired:
-
iCandy Ventures Limited
- Kensington Ventures Pte Lrd
Premium on assets acquired
Total Reservces
Foreign currency translation reserve
Other components of equity
Note 22
Company Details
The registered office of the company is:
iCandy Interactive Limited
Level 4, 91 William Street
Melbourne Vic 3000
The principal places of business are:
iCandy Interactive Limited
Level 4, 91 William Street
Melbourne Vic 3000
15,000,000
5,000,000
20,000,000
(47,427)
(242,571)
(289,998)
20,289,998
Nine months
ending 31
December
2015
$
3,200
20,289,999
20,293,199
Consolidated Group
2016
$
135,897
20,289,999
20,425,896
48
For personal use only
ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
DIRECTORS' DECLARATION
In accordance with a resolution of the directors of iCandy Interactive Limited, the directors of the company declare
that:
1.
2.
3.
the financial statements and notes, as set out on pages 22 to 48, are in accordance with the Corporations Act
2001 and:
(a)
comply with Australian Accounting Standards, which, as stated in accounting policy Note 1 to the
financial statements, constitutes compliance with International Financial Reporting Standards; and
(b)
give a true and fair view of the financial position as at 31 December 2016 and of the performance for the
year ended on that date of the consolidated group;
in the directors' opinion there are reasonable grounds to believe that the company will be able to pay its debts
as and when they become due and payable; and
the directors have been given the declarations required by section 295A of the Corporations Act 2001 from
the Chief Executive Officer and Chief Financial Officer.
Signed in accordance with a resolution of the Directors made pursuant to Section 295(5) of the Corporations Act
2001.
Director
Mr Donald Low
Dated this
28 March 2017
49
For personal use only ms1 RAGG WEIR
Chartered Accountants
Level2
108 Power Slreet
Hawthorn
Australia
Victoria
T +61398194011
F +613 9819 6780
W raggweir.com.au
E info@raggweir.com.au
INDEPENDENT
AUDITOR'S
REPORT
TO THE MEMBERS OF ICANDY INTERACTIVE
LIMITED
Opinion
Postal
Address:
PO Box 325 Hawlhorn
3122
Victoria
report of
the financial
We have audited
comprises
of comprehensive
cash flows for the year ended, and notes to the financial
accounting
statement
the consolidated
the consolidated
income,
iCandy Interactive
of financial position
and the directors' declaration
policies,
statement
of the Group.
Limited
as at 31 December
2016, the consolidated
of changes in equity and the consolidated
(the Group),
which
statement
statement of
a summary of significant
and its subsidiaries
statements,
including
In our opinion,
a) the accompanying
financial
report
of the Group is in accordance
with the Corporations
Act 2001, including:
(i)giving
a true and fair
view of the Group's
financial
position
as at 31 December 2016
and of its financial
performance
for the year ended; and
with Australian
(ii)complying
Accounting
Standards
and the Corporations
Regulations
2001.
(b)the financial
report
also complies
with International
Financial Reporting Standards
as disclosed
in Note 1.
Basis for Opinion
assurance
our audit in accordance
about whether
are further
We conducted
comply with relevant ethical
requirements
reasonable
under those standards
Report section
requirements
Ethical
Standards
our audit of the financial
with the Code.
of the Corporations
APES 110 Code of Ethics
in Australia.
described
Board's
report
with Australian
relating
Auditing
to audit engagements
Standards.
Those standards
require
that we
and plan and perform
the audit to obtain
the financial report
is free from material
misstatement.
Our responsibilities
as in the Auditor's
Responsibilities
for the Audit of the Financial
of our report. We are independent
of the Group in accordance
Act 2001 and the ethical
requirements
for Professional
Accountants
We have also fulfilled
our other ethical
with the auditor
of the Accounting
Professional
independence
and
to
(the Code) that are relevant
responsibilities
in accordance
We believe
opinion.
that the audit evidence
we have obtained
is sufficient
and appropriate
to provide
a basis for our
Key Audit Matters
Key audit matters
the financial
report of
report as a whole, and in forming
matters.
are those matters
the current
that, in our professional
judgement,
period.
These matters
were addressed
were of most significance
in the context
of our audit of the financial
in our audit of
our opinion
thereon,
and we do not provide
a separate
opinion
on these
A member of
Independent
legal C. accounting /inns
50
LIABILl1Y LIMITED
BY A SCHEME /\PPROVEO UNDER
PROFESSIONAL
STANDARDS
LEGISL/\TION
For personal use only • ms1 RAGG WEIR
Chartered Accountants
Level2
108 Power Street
Hawthorn
Australia
Victoria
T +613 9819 4011
F <-613 9819 6780
W raggweir.com.au
E info@raggweir.com.au
Postal
Address:
PO Box 325 Hawthorn
3122
Victoria
INDEPENDENT
TO THE MEMBERS OF ICANDY INTERACTIVE
AUDITOR'S
REPORT
LIMITED CONTINUED
Key Audit Matters
continued
Key audit matter
How our audit addressed
the key audit matter
Recognition
applications
of revenue -Sale of mobile game
Refer to Note 3 -Revenue and Other Income
($1,001,673)
amount of the Group's
revenue
A substantial
to sale of mobile game applications.
This relates
Sdn Bhd's smart phone
specifically
mobile game sales which include
and advertising
both in-app sales
to AppXplore
revenue.
auditor's
The component
obtaining monthly
Clients
Respective
the monthly
statements
recorded
statements
and agreeing
in the accounts
relates
procedures
by the
provided
as per
revenue
Sdn Bhd.
of AppXplore
to the monthly
the revenue
included
is recognised
on a monthly
basis upon
such as
from clients
We have evaluated
component
auditor.
the procedures
performed
by the
of the monthly
statements
The revenue
receipt
Apple App Store,
Chartboost,
Google Paystore,
etc. (the "Respective
AdMob,
Clients").
on this area as a key audit matter due to
We focused
the significance
compared
to the
of this specific
total revenue
source of revenue
of the Group.
as
Other Matter
The financial
expressed
an unmodified
opinion
on that financial report
on 31 March 2016.
report of the Group for the year ended 31 December 2015 was audited
by another
auditor
who
Responsibilities
of Directors
Report
for the Financial
of the Company are responsible
Accounting
as the directors
The directors
view in accordance
control
and fair view and is free from material
with Australian
state,
the financial
with Australian
determine
in accordance
report
is necessary
Accounting
complies
with International
Standard
Financial
misstatement,
whether
for the preparation
of the financial report
that gives a true and fair
Act 2001 and for such internal
Standards
to enable the preparation
and the Corporations
of the financial
due to fraud or error.
AASB 101 Presentation
Standards.
Reporting
report
In Note 1, the Directors
of Financial
that gives a true
also
that
Statements,
the financial
In preparing
going concern,
accounting
alternative
disclosing,
unless the directors
but to do so.
report,
as applicable,
the directors
matters
are responsible
for assessing
the Group's
ability
to continue
as a
basis of
either
intend to liquidate
related
to going concern
the Group or to cease operations,
and using the going concern
or have no realistic
LIABILITY
LIMITED BY
A SCHEME APPROVED UNO€R PROFESSIONAL
STANDARDS LEGISLATION
A member of
Independent
legal & accounting /lrrhs
51
51
50
For personal use only ._ ms1 RAGG WEIR
Chartered Accountants
Level2
108 Power Street
Hawthorn
Australia
Victoria
T +613 9819 4011
F +613 9819 6780
W raggweir.corn.au
E info@raggweir.corn.au
TO THE MEMBERS OF ICANDY INTERACTIVE LIMITED
INDEPENDENT AUDITOR'S REPORT
CONTINUED
Auditor's
Responsibili
Report
ties for the Audit of the Financial
Postal
Address:
PO Box 325 Hawthorn
3122
Victoria
to obtain reasonable
Our objectives are
material
Reasonable
with Australian
arise from fraud or error and are considered
decisions
expected
assurance
due to fraud or error,
whether
is a high level of assurance,
Standards
misstatement,
assurance
Auditing
to influence
the economic
will always detect a material
material
about whether
and to issue an auditor's
report
the financial
report as a whole is free from
that includes
that an audit conducted
when it exists.
our opinion.
in accordance
Misstatements
misstatement
but is not a guarantee
they could reasonably
report.
of users taken on the basis of the financial
if, individually
or in the aggregate,
can
be
As part of an audit in accordance
and maintain
professional
with the Australian
the audit.
throughout
scepticism
We also:
Auditing
Standards,
we exercise professional judgement
design and perform
• Identify
error,
sufficient
misstatement
forgery,
collusion,
and appropriate
resulting
and assess the risks of material
audit procedures
to provide
misstatement
responsive
of the financial
to those risks,
report, whether
due to fraud or
that is
and obtain audit evidence
a material
The risk of not detecting
a basis for our opinion.
from fraud is higher than for one resulting
from error,
as fraud may involve
intentional
misrepresentations,
or the override
of internal
control.
• Obtain an understanding
of internal
relevant
to the audit in order to design audit procedures
that
omissions,
control
but not for the purpose of expressing
an opinion
on the
are appropriate
effectiveness
in the circumstances,
internal
of the Group's
control.
of accounting
• Evaluate
the appropriateness
and related
disclosures
estimates
report.
the financial
made by the directors
as well as evaluating
the overall
policies used
and the reasonableness
of accounting
presentation
of
of the directors'
use of the going concern
basis of accounting
and,
whether a material uncertainty
exists related
ability
to continue
to draw attention
If we
in our auditor's report to
to events or
as a going concern.
• Conclude
on the appropriateness
obtained,
based on the audit evidence
that may
conditions
conclude
that a material
the related
opinion.
However,
• Evaluate
disclosures
Our conclusions
future
the overall
cast significant
doubt on the Group's
uncertainty
exists,
in the financial
are based on the audit evidence
we are required
events or conditions
presentation,
structure
and content
report or, if such disclosures
obtained
are inadequate,
up to the date of our auditor's
to modify our
report.
may cause the Group to cease to continue
as a going concern.
report represents
the underlying
and events in a manner that
of the financial
report,
transactions
including
the disclosures,
and whether
achieves
the financial
fair presentation.
We obtain sufficient
activities
supervision
appropriate
within the Group to express
and performance
audit evidence
an opinion
of the group audit.
regarding
the financial
information
of the entities
on the financial
report.
We remain solely
responsible
We are responsible
for our audit opinion.
or business
for the direction,
We communicate
and significant
audit.
with the directors
regarding,
among other matters,
the planned
internal
deficiencies in
any significant
audit findings,
including
scope and timing of the audit
control
that we identify
during our
We also provide
regarding
be thought
independence,
to bear on our independence,
and to communicate
the directors
with a statement
that we have complied
with them all relationships
and where applicable,
related
safeguards.
with relevant ethical
requirements
and other matters
that may reasonably
in our auditor's
communicated
From the matters
the audit of the financial
matters
extremely
adverse
communication,
report of the current
report unless
we determine
rare circumstances,
consequences
of doing so would
with the directors,
we determine
period and are therefore
law or regulation
precludes
that were of most significance
those matters
the key audit matters.
in
these
We describe
the matter or when, in
public disclosure about
in our report because the
of such
to outweigh
interest
benefits
the public
that a matter should not be communicated
reasonably
be expected
Amembero/
Independent
legal &
accounllna
firms
52
LIABILI
I Y LIMII EO BY A SCHEME /\PPROVEO UNDER PROFESSION/IL
ST/\NOAROS
LEGISL/\TION
For personal use only ms1 RAGG WEIR
Chartered Accountants
Level2
108 Power Street
Hawthorn Victoria
Australia
4011
T +613 9819
F +613 9819 6780
W raggweir.com.au
E info@raggweir.com.au
Postal
Address:
PO Box 325 Hawthorn
3122
Victoria
INDEPENDENT
TO THE MEMBERS OF ICANDY INTERACTIVE
AUDITOR'S
REPORT
LIMITED CONTINUED
Report on the Remuneration
Report
We have audited
2016.
31 December
the Remuneration
Report included
report
on pages 19 to 20 of the directors'
for the year ended
In our opinion,
complies
with section
300A of the Corporations
Act 2001.
the Remuneration
Report of iCandy Interactive
Limited,for
the year ended 31 December
2016,
Responsibilities
The directors
accordance
Remuneration
with section
Report,
of the Company are responsible
for the preparation
and presentation
300A of the Corporations
Act 2001. Our responsibility
based on our audit conducted
in accordance
with Australian
of the Remuneration
Report in
on the
is to express
Auditing
an opinion
Standards.
��"'\�
MSI RAGG WEIR
Chartered
Accountants
LS. WONG
Partner
Melbourne:
28 March 2017
A member of
Independent
tesal & acrountins Jinns
UABIUTV LIMITED ev A SCHEME APPROVED UNDER PROFESSIONAL
STANDARDS LEGISLATION
53
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES
The following information is current as at 24 March 2017:
1.
Shareholding
a.
b.
c.
Distribution of Shareholders
Category (size of holding)
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – and over
No. of holders
No. of Ordinary
shares
55
19
324
26
22
446
1,435
69,617
3,228,614
1,290,149
224,693,519
229,283,334
The number of shareholdings held in less than marketable parcels is 76 (2015: 41).
The names of the substantial shareholders listed in the holding company’s register are:
Shareholder
Fatfish Internet Pte Ltd
Number
No. of Fully Paid
Ordinary Shares
% Held of Issued
Ordinary Capital
187,500,001
81.78%
d.
The names of the substantial option holders listed in the holding company's register are:
Shareholder
HSBC Custody Nominees (Australia) Limited
Ms Poh Khuan Low
TA Securities Holdings Berhad
Ms Lay Chin Moey
Number
No. of Listed
Options
% Held of Listed
Options
10,006,714
2,108,333
1,525,000
1,480,000
36.10%
7.61%
5.50%
5.34%
e.
Voting Rights
The voting rights attached to each class of equity security are as follows:
Ordinary shares
–
Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a
meeting or by proxy has one vote on a show of hands.
Listed Options
–
These options have no voting rights
f.
20 Largest Shareholders — Ordinary Shares
Name
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
17.
Fatfish Internet Pte Lrd
HSBC Custody Nominees (Australia) Limited
Fatfish Medialab Pte Ltd
Mr Choy Tze Lee
Mr Jenn Yu Lim
Ms Poh Khuan Low
TA Securities Holdings Berhad
Ms Lay Chin Moey
ABN Amro Clearing Nominees Pty Ltd
CGAM Pty Ltd
Citicorp Nominees Pty Limited
RHB Securities Singapore Pte Lrd
Mr Lee Yoke Khai
Planetbiz Investments Limited
Mr Seng Tan
Mrs Lao Soi Fong
Mr Teh Chong Jin
54
Number of Ordinary
Fully Paid Shares
Held
187,500,001
10,594,652
5,000,000
3,750,000
3,750,000
2,108,333
1,520,000
1,401,750
1,161,701
1,129,845
1,055,955
1,034,000
1,000,000
816,667
525,000
500,000
500,000
% Held
of Issued
Ordinary Capital
81.78%
4.62%
2.18%
1.64%
1.64%
0.92%
0.66%
0.61%
0.51%
0.49%
0.46%
0.45%
0.44%
0.36%
0.23%
0.22%
0.22%
For personal use only ICANDY INTERACTIVE LIMITED AND CONTROLLED ENTITIES
ABN: 87 604 871 712
ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES
18.
19.
20.
Mr Ivan Perry Wu
Mr Robert Kolodziej
Mr Choon Huat Tan
g.
20 Largest Option holders - Listed Options
Name
500,000
250,000
250,000
224,347,904
0.22%
0.11%
0.11%
97.87%
Number of Listed
Options
% Held of Listed
Options
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
17.
18.
19.
20.
HSBC Custody Nominees (Australia) Limited
Ms Poh Khuan Low
TA Securities Holdings Berhad
Ms Lay Chin Moey
CGAM Pty Ltd
RHB Securities Singapore Pte Ltd
Mr Lee Yoke Khai
Mr Seng Tan
Gazump Resources Pty Ltd
ABN Amro Clearing Sydney Nominees Pty Ltd
Mrs Lao Soi Fong
Mr Teh Chong Jin
Planetbiz Investments Limited
Mr Choon Huat Tan
Citicorp Nominees Pty Limited
Accounting Strategists Pty Ltd
Leigh Webster Holdings Pty Ltd
Mr Graeme Dougald Hutson Miller
Yii Wen Choong
Conrad Joseph Lawrence Goodger
The name of the company secretary is Mr Donald Low
10,006,714
2,108,333
1,525,000
1,480,000
1,333,333
1,048,000
1,000,000
700,000
635,000
510,000
500,000
500,000
350,000
250,000
240,000
220,000
200,000
200,000
100,000
100,000
23,006,380
36.10%
7.61%
5.50%
5.34%
4.81%
3.78%
3.61%
2.53%
2.29%
1.84%
1.80%
1.80%
1.26%
0.90%
0.87%
0.79%
0.72%
0.72%
0.36%
0.36%
82.99%
The address of the principal registered office in Australia is Level 4, 91 William Street, Melbourne Vic 3000.
Registers of securities are held at the following addresses
Link Market Services Limited
Level 4, 152 St Georges Terrace
Perth WA 6000
Stock Exchange Listing
Quotation has been granted for all the ordinary shares of the company on all Member Exchanges of the
Australian Securities Exchange Limited.
2.
3.
4.
5.
55
For personal use only ICANDY INTERACTIVE LIMITED
Malaysia
2-13A D7@Sentul East
800 Jalan Sentul
51000 Kuala Lumpur
Singapore
71 Ayer RajahCrescent
#06-04/05/06
Singapore 139951
Australia
Level 4, 91 William Street
Melbourne, Victoria 3000, Australia
WWW.ICANDY.IO
For personal use only