Ironbark Capital Limited
ABN 89 008 108 227
Annual Report
For the year ended 30 June 2021
Ironbark Capital Limited
ABN 89 008 108 227
Annual Report
For the year ended 30 June 2021
Contents
Corporate Directory
Review of Operations and Activities
Corporate Governance Statement
Investment Manager Report
Portfolio Shareholdings at 30 June 2021
Directors’ Report
Auditor’s Independence Declaration
Financial Statements
Directors’ Declaration
Independent Auditor’s Report to the Members
Shareholder Information
Page
1
2
4
5
8
9
14
15
37
38
43
Ironbark Capital Limited
ABN 89 008 108 227
Corporate Directory
Directors
Michael J Cole AM BEcon, MEcon, FFin, Chairman
Ross J Finley BCom
Ian J Hunter BA LLB, MBA
Company Secretary
Jill Brewster MBA, AGIA, ACG (CS), FIPA, FFA
Principal Registered Office
Share Registrar
Investment Manager
Accounting & Administration
Auditors
Suite 607
180 Ocean Street
Edgecliff NSW 2027
Telephone: (02) 8917 0399
Boardroom Pty Limited
GPO Box 3993
Sydney NSW 2001
Shareholder enquiries telephone:
(within Australia) 1300 737 760
(outside Australia) +61 2 9290 9600
Kaplan Funds Management Pty Limited
Suite 607
180 Ocean Street
Edgecliff NSW 2027
Telephone: (02) 8917 0300
Kaplan Funds Management Pty Ltd
Suite 607, 180 Ocean Street
Edgecliff NSW 2027
Telephone: (02) 8917 0399
Fax: (02) 8917 0355
MNSA Pty Ltd
Level 1
283 George Street
Sydney NSW 2000
Website
www.ironbarkcapital.com
Company Secretarial & all other enquiries
Telephone: (02) 8917 0399
Email: enquiries@ironbarkcapital.com
Stock Exchange
Australian Securities Exchange
ASX code: IBC
1
Ironbark Capital Limited
ABN 89 008 108 227
Review of Operations and Activities
For the year ended 30 June 2021
Review of Operations and Activities
The 2021 year saw good performance results from Ironbark, as the market recovered, investor confidence
improved and equity market valuations in some instances moved to historically record levels.
Investment Performance
For the year to 30 June 2021, the portfolio returned 16.5% inclusive of franking credits, outperforming the
Benchmark (1 year swap + 6%p.a.) by 10.4%. This was a very satisfactory result with performance achieved
with a portfolio that has a lower volatility than the market. The performance over 10 years of 7.7% inclusive
of franking credits, is in line with the Benchmark return.
The Investment Manager's report by Kaplan Funds Management (KFM) which follows the Chairman’s
Report, sets out in detail the investment experience in the 2021 financial year.
Results for the Year
The positive performance of the portfolio contributed to the $6.66m profit after tax, up from a loss of
$2.61m on the previous corresponding year. The strong performance in the market contributed to the
$9.16m unrealised gain, particularly from BHP, the banks, and certain property & infrastructure trusts.
Revenue excluding net gains and losses on the trading portfolio was down 4.1% on the prior year, with
dividends and distributions rebounding in the second half, as the economy recovered in an extremely low
interest rate environment.
The 2021 year saw a reduction in the MER from 0.93% to 0.86% aided by the rising equity market.
Since the end of the financial year, the Directors have declared a fully franked dividend of 1.25 cents per
share to be paid on 29 September 2021. Based on the current legislation, this dividend will be franked at
the 25% tax rate.
Dividend Outlook
While profits have been substantial, the ability to pay fully franked dividends was constrained in FY21 by
a lack of franking credits. The Company accumulates franking credits from the receipt of franked dividends
from its investments and the Company has not paid tax during the year because profit was largely
comprised of unrealised gains. The Company pays tax when there are realised gains, after having regard
to realised tax losses.
Dividends from underlying investments improved in the 2nd half of FY21 as the impact of government
stimulus assisted the faster recovery and confidence was restored post the March 2020 decline. We expect
to see this continue in 1st half FY22 with better than expected corporate earnings providing the catalyst
for improved dividends. As companies navigate the conditions from the COVID uncertainties, corporate
earnings may be variable.
Capital Management
Since the AGM approval and announcement of the Buy-Back in November 2020, the share price has rallied
and the discount on the Ironbark shares has narrowed. The Buy-Back of up to 30% of shares is scheduled
to occur for a 4 week period, commencing on 5 October 2021 and ending on 1 November 2021. The Buy-
Back price in October will be referenced to the NTA excluding net deferred tax assets (i.e. deferred tax
assets less deferred tax liabilities). As at 31 July 2021 the reference NTA was $0.545. The Board continues
to monitor capital management initiatives in the LIC industry, taking into account the scale of the
Company, and we note significant actions such as the Buy-Back in October are always subject to
shareholder approval.
2
Ironbark Capital Limited
ABN 89 008 108 227
Review of Operations and Activities
For the year ended 30 June 2021
Ironbark Outlook
The outlook for 2022 will be subject to the economic conditions arising from the pandemic recovery as
vaccinations are deployed to combat the ongoing impact of COVID-19 and its variants. As economies
recover and confidence resumes, inflationary concerns remain, and we expect continued volatility as the
challenges emanating from the COVID-19 pandemic continue.
Going forward, the Ironbark portfolio remains positioned to deliver satisfactory returns within an
acceptable risk profile.
Michael J Cole AM
Chairman
3
Ironbark Capital Limited
ABN 89 008 108 227
Corporate Governance Statement
For the year ended 30 June 2021
Corporate Governance Statement
The Board of Ironbark Capital Limited are committed to achieving high standards of corporate
governance. Ironbark Capital Limited has reviewed its corporate governance practices against the ASX
Corporate Governance Principles and Recommendations (4th edition) published by the ASX Corporate
Governance Council.
The 2021 Corporate Governance Statement is dated as at 30 June 2021 and reflects the corporate
governance practices in place throughout the 2021 financial year. The 2021 Corporate Governance
statement was approved by the Board on 24 August 2021.
The Corporate Governance Statement can be viewed on
www.ironbarkcapital.com/about/corporate-governance
the Company’s website at
4
Ironbark Capital Limited
ABN 89 008 108 227
Investment Manager Report Year Ended 30 June 2021
Investment Manager Report –financial year to 30 June 2021
The manager’s focus is to deliver consistent returns and a high fully franked dividend yield from the
portfolio. IBC’s performance benchmark is the 1-year swap rate plus 6% per annum.
Performance measurement includes franking credits and option premium income. Franking credits are
a significant source of return from IBC’s hybrid investments and for shareholders. Option premium
income is generated from buy & write activity and varies with market conditions. Over the financial year,
realised option premium income recorded a loss of $1.26m (2.1% of the portfolio) from rolling to higher
option strike prices. Option premium losses were more than offset by higher unrealised stock gains. The
calculation of the portfolio’s current running yield of 5.7% excludes option income because realised
option premiums are highly variable from year to year.
IBC recorded a good portfolio return of 16.5% over the financial year outperforming its benchmark
return of 6.1%. Since inception, over 18.5 years including two crisis periods (GFC & Covid-19) the
portfolio achieved a return of 9.0%pa with risk measured in terms of volatility approximately 56% of
equity market risk.
n
r
u
t
e
r
%
30
25
20
15
10
5
0
IBC Performance
since inception to 30 June 2021
9.0
9.6
8.0
7.7
8.1
7.8
7.5
6.7
7.3
7.3
8.4
7.2
7.7
7.1
8.5
6.8
16.5
6.3
5.6
6.1
18.5yrs
%pa
10yrs
%pa
9yrs
%pa
7yrs
%pa
6yrs
%pa
5yrs
%pa
4yrs
%pa
3yrs
%pa
2yrs
%pa
1 yr %pa
IBC portfolio+franking
BENCHMARK (1 yr swap+6%pa)
ASX300 Accum Index
IBC’s focus on income generation and capital preservation from a balanced portfolio structure has
delivered very good risk adjusted returns compared to the equities market over the longer term. The
portfolio recovered strongly from the pandemic sell off last year to record a return well in excess of
the absolute return benchmark in the 2021 financial year.
IBC Portfolio Volatility vs ASX Index Volatility
6 month rolling period
(risk measurement)
50%
40%
30%
20%
10%
0%
3
0
‐
n
u
J
3
0
‐
c
e
D
4
0
‐
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u
J
4
0
‐
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e
D
5
0
‐
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u
J
5
0
‐
c
e
D
6
0
‐
n
u
J
6
0
‐
c
e
D
7
0
‐
n
u
J
7
0
‐
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e
D
8
0
‐
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J
8
0
‐
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9
0
‐
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9
0
‐
c
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D
0
1
‐
n
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J
0
1
‐
c
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1
1
‐
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1
1
‐
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2
1
‐
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2
1
‐
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3
1
‐
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3
1
‐
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D
4
1
‐
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J
4
1
‐
c
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D
5
1
‐
n
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J
5
1
‐
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e
D
6
1
‐
n
u
J
6
1
‐
c
e
D
7
1
‐
n
u
J
7
1
‐
c
e
D
8
1
‐
n
u
J
8
1
‐
c
e
D
9
1
‐
n
u
J
9
1
‐
c
e
D
0
2
‐
n
u
J
0
2
‐
c
e
D
1
2
‐
n
u
J
IBC Volatility
ASX Index Volatility
5
Ironbark Capital Limited
ABN 89 008 108 227
Investment Manager Report Year Ended 30 June 2021
Portfolio
The portfolio is structured with an emphasis on income through yield orientated securities (hybrids and
corporate bonds, utilities, property trusts) and buy & write positions in Banks, BHP, Telstra and other
leading companies. The portfolio’s running yield was 5.7% inclusive of franking credits but excluding
option premium income.
The buy & write strategy involves buying selective shares and selling, subject to appropriate timing, call
options over those shares. This strategy gives away some of the upside potential from a shareholding
but generates option premium income consistent with the income emphasis of the portfolio.
The portfolio is diversified across 26 different entities. Higher risk exposures in banks, industrials and
resources are largely held through buy & write option positions for income enhancement or added
protection. The portfolio’s hybrid and corporate bond holdings are mostly floating rate securities with
little duration risk.
Approximately 38% of the portfolio was held in hybrids and corporate bonds and 18% in buy & writes
in Banks, Telstra, and BHP. The balance was represented by 21.2% in property trusts, 2.3% in mid-cap
and small companies, 4.9% in utilities and 15.9% held in cash & option delta.
Asset allocation reflects a cautious stance.
IRONBARK CAPITAL ASSET ALLOCATION ‐ 30 June 2021
Bank Notes & Hybrids Basel III
5.9%
2.3%
12.3%
15.9%
25.6%
38%
Corporate Sub Notes
Non Bank Hybrids & Corp Prefs
Utilities & Infrastructure
Property Trusts
5.6%
6.5%
4.9%
Banks
21.2%
portfolio running yield 5.7%
(includes franking credits but excludes option premium income)
Top 50 Industrials
Ex Top 50 Industials
Materials & Energy
Cash & Option Delta
6
Ironbark Capital Limited
ABN 89 008 108 227
Investment Manager Report Year Ended 30 June 2021
Portfolio Performance-financial year to 30 June 2021
The portfolio recorded a good return of 16.5% for the financial year, increasing 7.1% in the June half
and 8.9% in the December half period.
Hybrids and corporate bonds representing around 38% of the portfolio gained 7.9% with more than
half of the return driven by margin compression. Average bank hybrid margins compressed over the
year from around 3.7% to around 2.2%. Major bank capital positions remained strong and new
issuance was largely replacement securities. The portfolio benefited from the early redemption of NAB
Income Securities (NABHA) that returned 12.7%. The portfolio participated in successful sub debt
issuance by Ampol and Ausnet marking the return of investment grade corporate sub debt carrying a
higher margin for partial equity credit.
Regulated utilities exposure through Spark Infrastructure (SKI) was increased to 4.9% of the portfolio.
SKI retuned 10.1% over the year and subsequent to June, SKI received a takeover bid at a 30%
premium. Our preference for the stability offered by regulated utilities proved beneficial compared to
losses experienced by utilities exposed to electricity generation markets.
Property trusts holdings performed well gaining 17.1%, representing 21% of the portfolio. Upward
property revaluations for the 6 months to June and bond yield compression supported gains. Property
revaluations in the six months to June were strongest for industrial that rose 12%, followed by long
WALE trusts +9%, neighbourhood retail +5% and office +3%. The portfolio was weighted towards
long wale and industrial trusts.
Buy & writes were focused on the banks and BHP. These stocks lead the market rally with gains of
over 40%. Good returns from buy & writes were delivered of 27% even though call option writing
constrained the upside.
IRONBARK CAPITAL Jun 2021
12 months ‐ performance & sector contribution
Benchmark (1yr swap+6%)
PORTFOLIO TOTAL
hybrids & corp bonds
buy & writes & equities
utilities
property trusts
cash
6.06%
9.39%
16.54%
3.16%
3.56%
0.43%
0.00%
‐7.0%
‐2.0%
3.0%
8.0%
13.0%
18.0%
IRONBARK CAPITAL Jun 2021
12 months‐ comparative sector returns
hybrids & corp bonds
buy & writes & equities
utilities
‐18.6%
property trusts
cash
7.1%
7.9%
10.1%
28.5%
26.9%
*ASX300 Accum Index
33.2%
17.1%
0.1%
0.1%
ASX Index Returns
Fund Sector Returns
‐40.0%
‐20.0%
0.0%
20.0%
40.0%
KAPLAN FUNDS MANAGEMENT
7
Ironbark Capital Limited
ABN 89 008 108 227
Portfolio Shareholdings as at 30 June 2021
ASX Code
Security
Market
Value*
$'000
% of
portfolio
%
exposure**
ANZ
CBA
NAB
WBC
ALD1280
AMPPA
ANZPG/PI
AUS1080
AYUPA
BOQPE/PF
BENPG
CBAPG/PI
IAGPD
MAC05
MBLPC
MQGPC/PD
NABPD/PF/PH
NAB25
NAB25F
QUBHA
RHCPA
SUNPF/PG
WBCPG
TLS
BHP
AUHW
CIP
CLW
GOZ
SCP
WPR
SDF
D2O
SKI
Banks
ANZ Banking Group Limited
Commonwealth Bank of Australia Limited
National Australia Bank Limited
Westpac Banking Corporation Limited
Hybrids & Corporate Bonds
Ampol Limited - Subordinated Notes (Unlisted)
AMP Limited - Capital Notes
ANZ Banking Group Limited - Capital Notes
AusNet Services Limited - Subordinated Notes (Unlisted)
Australian Unity Limited - Fixed Mutual Capital Instrument
Bank of Queensland Limited - Capital Notes
Bendigo & Adelaide Bank Limited - Convertible Preference Shares
Commonwealth Bank of Australia Limited - Capital Notes
Insurance Australia Group Limited - Capital Notes
Macquarie Bank Limited - Subordinated Notes (Unlisted)
Macquarie Bank Limited - Capital Notes
Macquarie Group Limited - Capital Notes
National Australia Bank Limited - Capital Notes
National Australia Bank Limited - Capital Notes (Unlisted)
National Australia Bank Limited - Fixed Capital Notes (Unlisted)
Qube Holdings Limited - Subordinated Notes
Ramsay Healthcare Limited - Perpetual Preference Securities
Suncorp Group Limited - Capital Notes
Westpac Banking Corporation Limited - Capital Notes
Large Industrial
Telstra Corporation Limited
Materials & Energy
BHP Billiton Limited
Property
Australian Unity Healthcare Wholesale Fund (Unlisted)
Centuria Industrial REIT
Charter Hall Long WALE REIT
Growthpoint Properties Australia
SCA Property Group
Waypoint REIT
Small Industrial
Steadfast Group Limited
Utilities & Infrastructure
Duxton Water Limited
Spark Infrastructure Group
Cash
3,010
3,969
2,083
3,542
12,604
1,312
301
1,078
1,045
1,075
2,625
487
1,231
2,091
530
653
1,552
3,116
525
509
1,339
801
2,686
1,938
24,894
340
340
8,276
8,276
2,666
719
5,441
512
239
4,566
14,143
1,474
1,474
64
3,209
3,273
1,243
4.6
6.0
3.1
5.3
19.0
2.0
0.5
1.6
1.6
1.6
4.0
0.7
1.9
3.2
0.8
1.0
2.3
4.7
0.8
0.8
2.0
1.2
4.0
2.9
37.6
0.5
0.5
12.5
12.5
4.0
1.1
8.2
0.8
0.4
6.9
21.4
2.2
2.2
0.1
4.8
4.9
1.9
2.7
4.5
1.6
3.5
12.3
2.0
0.5
1.6
1.6
1.6
4.0
0.7
1.9
3.2
0.8
1.0
2.3
4.7
0.8
0.8
2.0
1.2
4.0
2.9
37.6
-
-
5.9
5.9
4.0
1.1
8.2
0.8
0.4
6.9
21.4
2.2
2.2
0.1
4.8
4.9
15.7
*Includes market value of options written against holdings
**Includes option delta written against holdings
66,247
100.0
100.0
`
8
Ironbark Capital Limited
ABN 89 008 108 227
Directors’ Report
Year ended 30 June 2021
Directors’ Report
Your Directors present their report on the Company for the year ended 30 June 2021.
Directors
The following persons were Directors of Ironbark Capital Limited during the financial year and up to
the date of this report:
Michael J Cole AM
Ross J Finley
Ian J Hunter
Directors have been in office since the start of the financial year to the date of this report unless
otherwise stated.
Principal activities
During the year the principal activities of the Company included investments in securities listed on the
Australian Securities Exchange.
Dividends
Dividends paid to members during the financial year were as follows:
Record
Date
Dividend
Rate
Total Amount
$’000
Date of
Payment
% Franked
2021
Ordinary shares -
Interim
2020
Ordinary shares -
Final
Ordinary shares –
Interim
26/02/2021
1.0cps
$1,231
23/03/2021
100
16/06/2020
1.0cps
$1,231
26/06/2020
100
20/02/2020
1.2cps
$1,478
12/03/2020
100
Subsequent to year end, the Directors declared a final fully franked dividend of 1.25 cents per share
with record date of 3 September 2021 and payable on 29 September 2021.
Review of Operations
The profit from ordinary activities after income tax amounted to $6,660,000 (2020: Loss $2,614,000).
The net tangible asset backing before tax on unrealised gains for each ordinary share as at 30 June
2021 amounted to $0.555 per share (2020: $0.492 per share). The NTA was after payment of 1.0
cents per share fully franked dividends.
At the Company’s 2020 Annual General Meeting held on 10 November 2020, the shareholders
approved an on-market buy-back for up to 30% of the shares on issue. The on-market buy-back is
scheduled for a period of one month commencing 5 October 2021 and ending 1 November 2021.
Earnings per share
2021
Basic and diluted earnings per share (cents per share) 5.41
2020
(2.12)
9
Ironbark Capital Limited
ABN 89 008 108 227
Directors’ Report
Year ended 30 June 2021
Significant changes in the state of affairs
There were no significant changes in the state of affairs of the Company during the financial year
other than as disclosed in the financial statements.
Matters subsequent to the end of the financial year
No other matter or circumstance has occurred subsequent to year end that has significantly affected,
or may significantly affect, the operations of the Company, the results of those operations or the state
of affairs of the Company or economic entity in subsequent financial years.
Likely developments and expected results of operations
As stated in the Chairman's Review of Operations & Activities, the Company expects continued
volatility as the challenges emanating from the COVID-19 pandemic recovery evolves.
The Company will continue to be managed in accordance with the investment objectives set out in the
governing documents and in accordance with the Constitution. The Company will continue to pursue
its investment objectives for the long term benefit of the members. This will require continual review of
the investment strategies that are currently in place and may require changes to these strategies to
maximise returns in the current economic climate.
Environmental regulation
The Company is not affected by any significant environmental regulation in respect of its operations.
To the extent that any environmental regulations may have an accidental impact on the Company’s
operations the Directors of the Company are not aware of any breach by the Company of those
regulations.
Information on directors
Michael J Cole AM B Ec, M Ec, F Fin Chairman
Experience and expertise
Investment manager and investment banker
Former directorships
Chairman of Platinum Asset Management Limited.
Chairman, IMB Limited.
Interests in shares
2,300,000 shares
Ross J Finley B Comm
Experience and expertise
Investment manager and stockbroker
Other current directorships
Director, WAM Leaders Limited
Director, The Shepherd Foundation
Director, Century Australia Investments Limited
Interests in shares
700,000 shares
10
Ironbark Capital Limited
ABN 89 008 108 227
Directors’ Report
Year ended 30 June 2021
Ian J Hunter BA LLB, MBA Audit Committee Chairman
Experience and expertise
Banking and finance
Other directorships
Director, Platinum Asia Investments Limited
Interests in shares
1,663,631 shares
The particulars of directors’ interests in shares of the Company are as at the date of this report.
Company Secretary
The Company Secretary is Ms Jill Brewster. She has been Company Secretary for a number of
companies and has held senior management and advisory roles across corporate, finance and
operations in the investment and financial services industry. She is a member of The Governance
Institute of Australia.
Meetings of directors
The numbers of meetings of the Company’s Board of Directors and Audit Committee held during the
year ended 30 June 2021, and the numbers of meetings attended by each Director were:
Board meetings
Audit Committee
Michael J Cole
Ross J Finley
Ian J Hunter
A
4
4
4
A = Number of meetings attended
B = Number of meetings held during the time the Director held office or was a member of the
Committee during the year
B
4
4
4
A
2
2
2
B
2
2
2
Audit Committee
The Audit Committee consists of Mr Ian Hunter, Mr Michael Cole and Mr Ross Finley. The Chairman
is Mr Ian Hunter, who is not the Chairman of the Board.
Remuneration report
This report details the nature and amount of remuneration for each Director and Key Management
Personnel of Ironbark Capital Limited in accordance with the Corporations Act 2001.
Remuneration policy
The Board determines the remuneration structure of Non-Executive Directors, having regards to the
scope of the Company’s operations and other relevant factors including the frequency of Board
meetings as well as directors’ length of service, particular experience and qualifications. The Board
makes a recommendation to shareholders as to the level of Non-Executive Directors’ remuneration
which is then put to shareholders at the Annual General Meeting for approval. The Company has no
employees as the investment management and administration services are outsourced.
As the Company does not provide share or option schemes to Directors, remuneration of Non-
Executives is not explicitly linked to the Company’s performance. Notwithstanding this, Board
members are subject to ongoing performance monitoring and regular performance reviews.
11
Ironbark Capital Limited
ABN 89 008 108 227
Directors’ Report
Year ended 30 June 2021
Directors’ benefits
No Director of the Company has, since the end of the previous financial year, received or become
entitled to receive a benefit, other than a remuneration benefit as disclosed in the Directors’ Report,
by reason of a contract made by the Company or a related entity with the director or with a firm of
which he is a member, or with a Company in which he has a substantial interest.
Details of remuneration
The following table shows details of the remuneration received by the Directors of the Company for
the current and previous financial year.
2021
Name
MJ Cole
RJ Finley
IJ Hunter
2020
Name
MJ Cole
RJ Finley
IJ Hunter
Cash salary
and fees
$
Superannuation
$
22,000
22,000
22,000
66,000
-
-
-
-
Cash salary
and fees
$
Superannuation
$
22,000
22,000
22,000
66,000
-
-
-
-
Total
$
22,000
22,000
22,000
66,000
Total
$
22,000
22,000
22,000
66,000
Directors are paid a maximum remuneration of $22,000 each per annum.
Accounting and company secretarial duties are outsourced to Kaplan Funds Management Pty
Limited. Ms Brewster received no fees from Ironbark Capital Limited. Kaplan Funds Management Pty
Limited is remunerated for services rendered pursuant to an Administrative Services Agreement
effective 1 April 2014.
Equity instruments held by key management personnel
Options
(i)
No options were granted over issued shares or interests during the financial year or since the financial
year end by the Company to Directors or any other officers.
(ii)
Share holdings
The relevant interest in the shares of the Company of each director and as notified to the ASX is as
follows:
Insurance and indemnification of officers and auditors
During the financial year, the Company paid a premium in respect of a contract insuring the Directors
of the Company, the Company Secretary and any related body corporate against liability incurred as
such by a Director or Secretary to the extent permitted by the Corporations Act 2001. The contract of
insurance prohibits disclosure of the nature of the liability and the amount of the premium.
No indemnities have been given or insurance premiums paid during or since the end of the financial
year, for any person who is or has been an auditor of the Company.
12
Ironbark Capital Limited
ABN 89 008 108 227
Directors’ Report
Year ended 30 June 2021
2021
Name
Balance at
the start of
the year
Net movement
Balance at
the end of
the year
Directors of Ironbark Capital Limited
Ordinary shares
Michael J Cole
Ross J Finley
Ian J Hunter
2,152,971
700,000
1,663,631
4,516,602
147,029
-
-
147,029
2,300,000
700,000
1,663,631
4,663,631
Proceedings on behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring
proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a
party, for the purpose of taking responsibility on behalf of the company for all or part of those
proceedings.
No proceedings have been brought or intervened in on behalf of the Company with leave of the Court
under section 237 of the Corporations Act 2001.
Non-audit services
No non-audit services were performed by the auditors or consultation fees were incurred by the
Company during the year ended 30 June 2021 (2020: $nil).
Auditor’s independence declaration
A copy of the auditor‘s independence declaration as required under section 307C of the Corporations
Act 2001 is set out on page 14.
Rounding of amounts
The Company is of a kind referred to in Instrument 2016/191, issued by the Australian Securities and
Investments commission, relating to the ‘rounding off’ of amounts in the financial statements and
Directors’ Report. Amounts in the Directors’ Report have been rounded off in accordance with that
Instrument to the nearest thousand dollars, or in certain cases, to the nearest dollar.
This report is made in accordance with a resolution of the Directors.
Michael J Cole AM
Director
Sydney
25 August 2021
13
IRONBARK CAPITAL LIMITED
ABN 89 008 108 227
AUDITOR’S INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE
CORPORATIONS ACT 2001
TO THE DIRECTORS OF IRONBARK CAPITAL LIMITED
I declare that, to the best of my knowledge and belief, during the year ended 30 June 2021 there have
been no contraventions of:
i.
ii.
the auditor independence requirements as set out in the Corporations Act 2001 in relation to the
audit; and
any applicable code of professional conduct in relation to the audit.
MNSA Pty Ltd
Mark Schiliro
Director
Sydney
25th August 2021
14
Ironbark Capital Limited
ABN 89 008 108 227
Statement of Profit or Loss and
Other Comprehensive Income
For the year ended 30 June 2021
Notes
6
6
19 (b)
19 (a)
17
2021
$'000
2020
$'000
2,643
6,441
9,084
2,758
(6,443)
(3,685)
(258)
-
(34)
(48)
(23)
(32)
(12)
(28)
(6)
(66)
(44)
(37)
(27)
(23)
(638)
(265)
30
(18)
(41)
(28)
(30)
(13)
(18)
-
(66)
(46)
(37)
(18)
(29)
(579)
Investment income from trading portfolio
Revenue
Net gains/(losses) on trading portfolio
Total investment income from trading portfolio
Expenses
Management fees
Performance fees
Brokerage expense
Accounting fees
Share registry fees
Custody fees
Tax fees
Directors' liability insurance
Legal fees
Directors' fees
ASX fees
Audit fees
Options expense
Other expenses
Total expenses
Profit/(loss) before income tax
8,446
(4,264)
Income tax (expense)/benefit
7
(1,786)
1,650
Net profit/(loss) for the year
Other comprehensive income/(loss) for the year net of tax
Total comprehensive income for the year
Basic and diluted earnings per share
22
6,660
-
6,660
Cents
5.41
(2,614)
-
(2,614)
Cents
(2.12)
The above Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the
accompanying notes.
15
Ironbark Capital Limited
ABN 89 008 108 227
Statement of Financial Position
As at 30 June 2021
Notes
2021
$'000
2020
$'000
8
9
10
12
13
14
15
1,243
424
65,004
4
66,675
2,214
2,214
645
296
58,146
3
59,090
2,501
2,501
68,889
61,591
441
441
1,504
1,504
1,945
71
71
5
5
76
66,944
61,515
67,374
5,805
(6,235)
67,374
376
(6,235)
66,944
61,515
ASSETS
Current assets
Cash and cash equivalents
Trade and other receivables
Trading portfolio
Other assets
Total current assets
Non- current assets
Deferred tax assets
Total non-current assets
Total assets
LIABILITIES
Current liabilities
Trade and other payables
Total current liabilities
Non-current liabilities
Deferred tax liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Profit reserve
Accumulated losses
Total equity
The above Statement of Financial Position should be read in conjunction with the accompanying notes
16
Ironbark Capital Limited
ABN 89 008 108 227
Statement of Changes in Equity
For the year ended 30 June 2021
Issued
capital
$'000
Profit
reserve
$'000
Accumulated
losses
$'000
Total
equity
$'000
Notes
Balance at 1 July 2020
67,374
376
(6,235)
61,515
Profit for the year
Transfer to profit reserve
Total comprehensive income for the
year
Transactions with owners in their
capacity as owners:
Dividends paid
16
-
-
-
-
-
6,660
6,660
6,660
(6,660)
-
6,660
(1,231)
-
-
6,660
(1,231)
Balance at 30 June 2021
67,374
5,805
(6,235)
66,944
Balance at 1 July 2019
Loss for the year
Transfer to profit reserve
Total comprehensive income for the
year
Transactions with owners in their
capacity as owners:
Dividends paid
16
67,374
961
(1,496)
66,839
-
-
-
-
-
(2,614)
(2,614)
2,125
(2,125)
-
2,125
(4,739)
(2,614)
(2,710)
-
(2,710)
Balance at 30 June 2020
67,374
376
(6,235)
61,515
The above Statement of Changes in Equity should be read in conjunction with the accompanying notes
17
Ironbark Capital Limited
ABN 89 008 108 227
Statement of Cash Flows
For the year ended 30 June 2021
Notes
Cash flows from operating activities
Interest received
Net proceeds/(purchases) of trading portfolio
Dividends and trust distributions received
Other income received
Management fees paid
Performance fees paid
Other expenses paid
Net cash inflow/(outflow) from operating activities
21
2021
$'000
121
62
2,277
23
(256)
-
(398)
1,829
2020
$'000
124
1,516
2,740
-
(267)
(786)
(281)
3,046
Cash flows from financing activities
Dividends paid to shareholders
Net cash (outflow)/inflow from financing activities
16(a)
(1,231)
(1,231)
(2,710)
(2,710)
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of financial year
Cash and cash equivalents at the end of the financial
year
8
Non cash: Distribution reinvestment
598
645
1,243
100
336
309
645
43
The above Statement of Cash Flows should be read in conjunction with the accompanying notes
18
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
1. General information
Ironbark Capital Limited (the "Company") is a listed public company domiciled in Australia. The address of
Ironbark Capital Limited's registered office is Suite 607, 180 Ocean Street, Edgecliff NSW 2027. The
financial statements of Ironbark Capital Limited are for the year ended 30 June 2021. The Company is
primarily involved in making investments and deriving revenue and investment income from listed securities
and unit trusts in Australia.
2. Significant accounting policies
The principal accounting policies adopted in the preparation of these financial statements are set out below.
These policies have been consistently applied to all the years presented, unless otherwise stated. The
financial statements are for the entity Ironbark Capital Limited.
Basis of preparation
(a)
These general purpose financial statements have been prepared in accordance with Australian Accounting
Standards and interpretations issued by the Australian Accounting Standards Board and the Corporations
Act 2001. The Company is a ‘for profit’ entity.
The Financial Statements were authorised for issue by the directors on 25 August 2021.
(i)
Compliance with IFRS
Australian Accounting Standards include Australian equivalents to International Financial Reporting
Standards (AIFRS). AIFRS ensures that the financial statements and notes comply with International
Financial Reporting Standards (IFRS).
(ii)
New and amended standards adopted by the Company
Several amendments and interpretations apply for the first time in 2021, but do not have an impact on the
Financial Statements of the Company:
AASB 2020-8: Interest Rate Benchmark Reform - Phase 2
Effective for annual reporting periods beginning on or after 1 January 2021
This phase focuses on issues that might affect financial reporting upon replacement of existing interest rate
benchmarks, and amends the requirements in AASB 9, AASB 139, AASB 7, AASB 4 Insurance Contracts
and AASB 16 Leases.
The objective of the amendments is to minimise financial reporting consequences of a change in benchmark
interest rates that Australian Accounting Standards may otherwise require, such as the derecognition or
remeasurement of financial instruments, and the discontinuation of hedge accounting.
Provided that the interest rate will be substantially similar before and after the replacement, the amendments:
Require changes to future cash flows that are directly required by the IBOR reform to be treated as
if they were changes to a floating interest rate. Applying this expedient would not affect the carrying
amount of the financial instrument. It also relieves entities of the need to assess whether modification
or derecognition accounting applies under AASB 9 and AASB 139.
These amendments had no impact on the financial statements of the Company.
(iii)
Historical cost convention
These Financial Statements have been prepared under the accruals basis and are based on historical cost
convention, except that financial instruments are stated at their fair value through profit or loss.
19
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
2. Significant accounting policies (continued)
(iv)
Critical accounting estimates
The preparation of financial statements requires the use of certain critical accounting estimates. It also
requires management to exercise its judgment in the process of applying the Company's accounting
policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and
estimates are significant to the financial statements, refer to Note 4.
Revenue recognition
(b)
Revenue is measured at the fair value of the consideration received or receivable. Amounts disclosed as
revenue are net of returns and trade allowances.
(i)
Trading income
Profits and losses realised from the sale of investments and unrealised gains and losses on securities held
at fair value are included in the Statement of Profit or Loss and Other Comprehensive Income in the year
they are earned/incurred.
(ii)
Dividends and trust distributions
Dividends and trust distributions are recognised as revenue when the right to receive payment is established.
(iii)
Interest income
Interest income is recognised using the effective interest method.
(iv)
Other income
The Company recognises other income when the amount of revenue can be reliably measured, it is
probable that future economic benefits will flow to the entity and specific criteria have been met for each of
the Company's activities as described above.
(c)
Income tax
The income tax expense (or tax benefit) for the period is the tax payable on the current period's taxable
income based on the applicable income tax rate adjusted by changes in deferred tax assets and liabilities
attributable to temporary differences and to unused tax losses.
The current income tax charge is calculated on the basis of the tax laws enacted or substantially enacted at
the end of the reporting period. Management periodically evaluates positions taken in tax returns with
respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions
where appropriate on the basis of amounts expected to be paid to the tax authorities.
Deferred income tax is provided in full, using the liability method, on temporary differences arising between
the tax bases of assets and liabilities and their carrying amounts in the Financial Statements. Deferred
income tax is determined using tax rates that have been enacted or substantially enacted by the end of the
reporting period and are expected to apply when the related deferred income tax asset is realised or the
deferred income tax liability is settled.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is
probable that future taxable amounts will be available to utilise those temporary differences and losses.
20
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
2. Significant accounting policies (continued)
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax
assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax
assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends
either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Current and deferred tax is recognised in profit or loss in the Statement of Profit or Loss and Other
Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive
income or directly in equity. In this case, the tax is also recognised in other comprehensive income or
directly in equity, respectively.
(d)
Cash and cash equivalents
For the purpose of presentation in the Statement of Cash Flows, cash and cash equivalents includes cash
on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with
original maturities of three months or less that are readily convertible to known amounts of cash and which
are subject to an insignificant risk of changes in value.
(e)
Trade and other receivables
Trade and other receivables are recognised initially at fair value and subsequently measured at amortised
cost using the effective interest method, less provision for impairment. Trade and other receivables are
generally due for settlement within 30 days. They are presented as current assets unless collection is not
expected for more than 12 months after the reporting date.
Collectability of trade and other receivables is reviewed on an ongoing basis. Debts which are known to be
uncollectible are written off by reducing the carrying amount directly.
(f)
Trading portfolio
Classification
The trading portfolio comprises securities held for short term trading purposes, including exchange traded
option contracts that are entered into, as described below. The purchase and the sale of securities are
accounted for at the date of trade. Trade date accounting is adopted for financial assets that are delivered
within timeframes established by market place convention.
Options are initially brought to account at the amount received upfront for entering the contract (the
premium) and subsequently revalued to current market value. Increments and decrements are taken
through the Statement of Profit or Loss and Other Comprehensive Income.
Securities in the trading portfolio are classified as "assets measured at fair value through profit or loss".
Recognition and derecognition
Purchases and sales of financial assets are recognised on trade date - the date on which the Company
commits to purchase or sell the asset. Financial assets are derecognised when the right to receive cash
flows from the financial assets have expired or have been transferred and the Company has transferred
substantially all the risks and rewards of ownership.
Measurement
At initial recognition, the Company measures a financial asset or financial liability at its fair value.
Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or
loss.
Subsequent to initial recognition, the financial instruments are measured at fair value with changes in their
fair value recognised in the Statement of Profit or Loss and Other Comprehensive Income.
21
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
2. Significant accounting policies (continued)
When disposal of an investment occurs, the cumulative gain or loss is recognised as realised gains and
losses on trading portfolio in the Statement of Profit or Loss and Other Comprehensive Income.
The objective of determining fair value for a financial instrument that is traded in an active market is to
arrive at the price at which a transaction would occur at the end of the reporting period. The existence of
published price quotations in an active market is the best evidence of fair value and is used to measure the
financial asset or financial liability.
Financial assets are valued at their fair value without any deduction for transaction costs that may be
incurred on sale or other disposal. Certain costs in acquiring investments, such as brokerage and stamp
duty are expensed in the Statement of Profit or Loss and Other Comprehensive Income.
(g)
Derivatives
The Company may invest in financial derivatives. Derivative financial instruments are accounted for on the
same basis as the underlying investment exposure. Gains and losses relating to derivatives are included in
investment income as part of realised or unrealised gains and losses on investments.
(h)
Trade and other payables
Trade and other payables represent liabilities for goods and services provided to the Company prior to the
end of financial year that remain unpaid. The amounts are unsecured and are usually paid within 30 days
of recognition. Trade and other payables are presented as current liabilities unless payment is not due
within 12 months from the reporting date. They are recognised initially at their fair value and subsequently
measured at amortised cost using the effective interest method.
(i)
Issued capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares
or options are shown in equity as a deduction, net of tax, from the proceeds.
(j)
Profit reserve
The Profit Reserve is made up of amounts transferred from current and retained earnings that are
preserved for future dividend payments.
(k)
Dividends
In accordance with the Corporations Act 2001, the Company may pay a dividend where the Company's
assets exceed its liabilities, the payment of the dividend is fair and reasonable to the Company's
shareholders as a whole and the payment of the dividend does not materially prejudice the Company's
ability to pay its creditors.
It is the Directors’ policy to only pay fully franked dividends and to distribute the majority of franking credits
received each year. Franking credits are generated by receiving fully franked dividends from shares held in
the Company's investment portfolio, and from the payment of corporate tax on its other investment income,
namely share option premiums, unfranked income and net realised gains.
A provision for dividends payable is recognised in the reporting period in which dividends are
declared, for the entire undistributed amount, regardless of the extent to which they will be paid in cash.
22
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
2. Significant accounting policies (continued)
(l)
(i)
Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing:
the profit attributable to owners of the Company, excluding any costs of servicing equity other than
ordinary shares
by the weighted average number of ordinary shares outstanding during the financial year, adjusted
for bonus elements in ordinary shares issued during the year and excluding treasury shares.
(ii)
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take
into account:
the after income tax effect of interest and other financing costs associated with dilutive potential
ordinary shares, and
the weighted average number of additional ordinary shares that would have been outstanding
assuming the conversion of all dilutive potential ordinary shares.
(m)
Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST
incurred is not recoverable from the Australian Taxation Office (ATO). In this case it is recognised as part of
the cost of acquisition of the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net
amount of GST recoverable from, or payable to, the ATO is included with other receivables or payables in
the Statement of Financial Position.
Cash flows are presented in the Statement of Cash Flows on a gross basis, except for the GST
components of cash flows arising from investing or financing activities which are recoverable from, or
payable to the ATO and are presented as operating cash flows.
(n)
Rounding of amounts
The Company is of a kind referred to in Instrument 2016/191, issued by the Australian Securities and
Investments Commission, relating to the 'rounding off' of amounts in the financial statements. Amounts in
the financial statements have been rounded off in accordance with that Instrument to the nearest thousand
dollars, or in certain cases, the nearest dollar.
(o)
Functional and presentation currency
The functional and presentation currency of the Company is Australian dollars.
(p)
Operating Segments
The Company operated in Australia only and the principal activity is investment.
(q)
New accounting standards for application in future periods
Certain new accounting standards and interpretations, including AASB 17 (Insurance Contracts) have been
published that are not mandatory for 30 June 2021 reporting periods and have not yet been adopted in the
financial statements. None of these are expected to have a material impact on the financial statements.
23
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
3. Financial risk management
The Company’s activities expose it to a variety of financial risks: market risk (including interest rate risk and
price risk), credit risk and liquidity risk. The Board of the Company has implemented a risk management
framework to mitigate these risks.
(a)
Market risk
The standard defines this as the risk that the fair value or future cash flows of a financial instrument will
fluctuate because of changes in market prices.
(i)
Price risk
The Company is exposed to equity securities price risk. This arises from investments held by the Company
and classified in the Statement of Financial Position as trading portfolio.
The Company seeks to manage and constrain market risk by diversification of the investment portfolio
across multiple stocks and industry sectors. The Investment Manager of the trading portfolio has been
granted specific risk tolerance boundaries as set out in the Investment Management Agreement.
The Company's investments split by sector as at 30 June are set out below:
Sector
Financials
Property
Materials & Energy
Utilities & Infrastructure
Corporate floating rate notes
Subordinated notes
Corporate fixed rate notes
Small Industrials
Telecommunications services
Healthcare & biotechnology
Consumer staples
Cash
Total
2021
(%)
2020
(%)
19.0
21.3
12.5
5.0
30.8
4.4
2.4
2.2
0.5
-
-
1.9
100.0
16.2
22.6
13.8
3.6
36.8
2.2
-
1.9
0.6
0.4
0.8
1.1
100.0
Securities representing over 5 percent of the trading portfolio at 30 June 2021 were:
BHP Billiton Limited
Charter Hall Long Wale REIT
Commonwealth Bank of Australia Limited
Waypoint REIT
Westpac Banking Corporation Limited
2021
(%)
12.5
8.2
6.0
6.9
5.3
38.9
The Company is also not directly exposed to currency risk as all its investments are quoted in Australian
dollars.
24
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
3.
Financial risk management (continued)
The following table illustrates the effect on the Company's profit or loss based on an increase or fall in
market prices of 5% and 10% on the investment assets in the Company’s portfolio at reporting date,
assuming a flat tax rate of 26 percent (2020: 27.5 percent):
Index
Change in variable by +5%/-5% (2020: +5%/-5%)
Change in variable by +10%/-10% (2020: +10%/-10%)
(ii)
Cash flow and fair value interest rate risk
Impact on post-tax profit
2021
2020
$'000
$'000
$'000
$'000
2,405
4,810
(2,405)
(4,810)
2,108
4,216
(2,108)
(4,216)
The Company's interest bearing financial assets expose it to risks associated with the effects of fluctuations
in the prevailing levels of market interest rates on its financial position and cash flows. The risk is measured
using sensitivity analysis.
The table below summarises the Company's exposure to interest rate risk. It includes the Company's
assets and liabilities at fair values, categorised by the earlier of contractual repricing or maturity dates.
30 June 2021
Financial Assets
Cash and cash equivalents
Trade and other receivables
Trading portfolio
Other assets
Financial liabilities
Trade and other payables
Net exposure
30 June 2020
Financial Assets
Cash and cash equivalents
Trade and other receivables
Trading portfolio
Other assets
Financial liabilities
Trade and other payables
Net exposure
Floating
interest rate
$'000
Fixed
interest rate
$'000
Non-interest
bearing
$'000
1,243
-
23,310
-
24,553
-
-
1,584
-
1,584
-
424
40,110
4
40,538
Total
$'000
1,243
424
65,004
4
66,675
-
-
-
-
(441)
(441)
(441)
(441)
24,553
1,584
40,097
66,234
Floating
interest rate
$'000
Fixed
interest rate
$'000
Non-interest
bearing
$'000
Total
$'000
645
296
58,146
3
59,090
(71)
(71)
-
296
35,210
3
35,509
(71)
(71)
35,438
59,019
645
-
22,936
-
23,581
-
-
23,581
-
-
-
-
-
-
-
-
25
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
3. Financial risk management (continued)
The weighted average interest rate of the Company's cash and cash equivalents at 30 June 2021 is
0.001% pa (2020: 0.318% pa).
Sensitivity
At 30 June 2021, if interest rates had increased or decreased by 75 basis points from the year end rates
with all other variables held constant, post-tax profit for the year would have been $136,269 higher/
$136,269 lower (2020: changes of 75 bps/75 bps: $128,220 higher/$128,220 lower).
(b)
Credit risk
The standard defines this as the risk that one party to a financial instrument will cause a financial loss for
the other party by failing to discharge an obligation.
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance
date to recognised financial assets, is the carrying amount, net of any provisions for impairment of those
assets, as disclosed in the Statement of Financial Position and Notes to the Financial Statements.
There are no material amounts of collateral held as security at 30 June 2021.
Credit risk is managed as noted in Note 8 with respect to cash and cash equivalents, Note 9 for trade and
other receivables and Note 10 for floating rate note trading portfolio. None of these assets are over-due or
considered to be impaired.
(c)
Liquidity risk
The standard defines this as the risk that an entity will encounter difficulty in meeting obligations associated
with financial liabilities.
The Investment Manager monitors cash-flow requirements daily taking into account upcoming dividends,
tax payments and investing activity.
The Company's inward cash flows depend upon the level of dividend and distribution revenue received.
Should these decrease by a material amount, the Company would amend its outward cash flows
accordingly. As the Company's major cash outflows are the purchase of securities and dividends paid to
shareholders, the level of both of these is managed by the Board and Investment Manager.
The assets of the Company are largely in the form of readily tradable securities which can be sold on-
market if necessary.
The table below analyses the Company's non-derivative financial liabilities in relevant maturity groupings
based on the remaining period to the earliest possible contractual maturity date at the year-end date. The
amounts in the table are contractual undiscounted cash flows.
At 30 June 2021
Non-derivatives
Trade and other payables
Total non-derivatives
Less than 1
month
$'000
More than 1
month
$'000
441
441
-
-
26
3. Financial risk management (continued)
At 30 June 2020
Non-derivatives
Trade and other payables
Total non-derivatives
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
Less than 1
month
$'000
More than 1
month
$'000
71
71
-
-
(d)
Fair value measurements
The fair value of financial assets and financial liabilities must be estimated for recognition and
measurement or for disclosure purposes.
AASB 13 Fair Value Measurement requires disclosure of fair value measurements by level of the following
fair value measurement hierarchy:
(a) quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1)
(b) inputs other than quoted prices included within level 1 that are observable for the asset or liability,
either directly (as prices) or indirectly (derived from prices) (level 2), and
(c) inputs for the asset or liability that are not based on observable market data (unobservable inputs)
(level 3).
The level in the fair value hierarchy within which the fair value measurement is categorised in its entirety is
determined on the basis of the lowest level input that is significant to the fair value measurement in its
entirety. For this purpose, the significance of an input is assessed against the fair value measurement in its
entirety. If a fair value measurement uses observable inputs that require significant adjustment based on
unobservable inputs, that measurement is a level 3 measurement. Assessing the significance of a
particular input to the fair value measurement in its entirety requires judgment, considering factors specific
to the asset or liability.
The determination of what constitutes ‘observable’ requires significant judgment by the Directors. The
Directors consider observable data to be that market data that is readily available, regularly distributed or
updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively
involved in the relevant market.
The following table presents the Company's financial assets and liabilities (by class) measured and
recognised at fair value according to the fair value hierarchy at 30 June 2021 and 30 June 2020:
30 June 2021
Financial assets
Trading portfolio
Total
30 June 2020
Financial assets
Trading portfolio
Total
Level 2
$'000
Level 3
$'000
6,587
6,587
-
-
Level 2
$'000
Level 3
$'000
2,976
2,976
-
-
Total
$'000
65,004
65,004
Total
$'000
58,146
58,146
Level 1
$'000
58,417
58,417
Level 1
$'000
55,170
55,170
27
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
3. Financial risk management (continued)
The fair value of financial instruments traded in active markets (such as publicly traded derivatives, and
trading and available-for-sale securities) is based on quoted market prices at the end of the reporting
period. The quoted market price used for financial assets held by the Company is included in level 1.
The fair value of financial instruments that are not traded in an active market is determined using valuation
techniques. These valuation techniques maximise the use of observable market data where it is available
and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an
instrument are observable, the instrument is included in level 2.
If one or more of the significant inputs is not based on observable market data, the instrument is included in
level 3. This is the case for unlisted equity securities and loans.
4. Critical accounting estimates and judgments
Estimates and judgments are continually evaluated and are based on historical experience and other factors,
including expectations of future events that may have a financial impact on the entity and that are believed
to be reasonable under the circumstances.
5. Segment information
The Company has only one reportable segment. The Company operates predominantly in Australia and in
one industry being the securities industry, deriving revenue from dividend, distribution and interest income
and from the sale of its trading portfolio.
6. Investment income
Revenue
Dividends
Interest
Distributions
Other income
Net gains/(losses) on trading portfolio
Net realised (losses) on trading portfolio
Net unrealised gains/(losses) on trading portfolio
2021
$'000
1,575
128
918
22
2,643
(2,723)
9,164
6,441
2020
$'000
1,864
119
775
-
2,758
(1,870)
(4,573)
(6,443)
9,084
(3,685)
28
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
7. Income tax expense
(a)
Income tax expense recognised in the Statement of Profit or Loss and Other Comprehensive
Income
Current tax
Deferred tax
Income tax expense/ (benefit) is attributable to:
Profit from continuing operations
2021
$'000
(540)
2,326
1,786
2020
$'000
(493)
(1,157)
(1,650)
1,786
(1,650)
(b) Numerical reconciliation of income tax expense/(benefit) to prima facie tax payable
Profit from continuing operations before income tax expense/(benefit)
Tax at the Australian rate of 26% (2020: 27.5%)
Tax effect of amounts which are not deductible (taxable) in calculating
taxable income:
Franking credits on dividends received
Imputation gross up on dividend income
Timing differences
Realised taxable investment gain/(loss)
Realised accounting investment (gain)/loss
Adjustments for current tax of prior year
Income tax expense/(benefit)
8. Cash and cash equivalents
Cash at bank and in hand
Risk exposure
2021
$'000
8,446
2,196
(585)
152
(156)
(478)
708
(51)
1,786
2020
$'000
(4,264)
(1,173)
(798)
219
160
(540)
514
(32)
(1,650)
2021
$'000
1,243
2020
$'000
645
The Company's exposure to interest rate risk is discussed in Note 3. The maximum exposure to credit risk
at the end of the reporting period is the carrying amount of each class of cash and cash equivalents
mentioned above.
Cash investments are made with National Australia Bank Limited which is rated AA- (2020: AA-) by Standard
& Poor's.
29
9. Trade and other receivables
Dividends and distributions receivable
Interest receivable
GST Receivable
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
2021
$'000
396
21
7
424
2020
$'000
280
13
3
296
Outstanding settlements are on the terms operating in the securities industry, which usually require
settlement within two days of the date of a transaction. None of the receivables is past due or impaired at the
end of the reporting period.
Fair value and credit risk
Due to the short-term nature of these receivables, their carrying amount is assumed to approximate their fair
value.
Risk exposure
The maximum exposure to credit risk at the end of the reporting period is the carrying amount of each class
of receivables mentioned above.
10. Trading portfolio – held at fair value through profit or loss
Listed equities
Property and infrastructure trusts - listed
Property trusts - unlisted
Floating rate capital notes - listed
Floating rate capital notes - unlisted
Fixed rate notes - listed
Fixed rate notes - unlisted
Subordinated notes- listed
Subordinated notes- unlisted
2021
$'000
2020
$'000
22,758
14,686
2,666
19,898
525
1,075
509
-
2,887
65,004
19,794
13,440
1,976
21,134
494
-
-
802
506
58,146
The value of the trading portfolio includes the market value of options written against holdings (note 11).
Risk exposure and fair value measurements
Information about the Company's exposure to price risk and about the methods and assumptions used in
determining fair value is provided in note 3.
11. Derivative financial instruments
In the normal course of business, the Company enters into transactions in derivative financial instruments
with certain risks. A derivative is a financial instrument or other contract whose value depends on, or is
derived from, underlying assets, liabilities or indices. Derivative transactions include a wide assortment of
instruments, such as forwards, futures, options and swaps.
30
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
11. Derivative financial instruments (continued)
Derivatives are considered to be part of the investment process. The use of derivatives is an essential part
of the Company's portfolio management. Derivatives are not managed in isolation. Consequently, the use
of derivatives is multi-faceted and includes:
(i) hedging to protect an asset of the Company against a fluctuation in market values or to reduce volatility;
(ii) as a substitute for physical securities; and
(iii) adjustment of asset exposures within the parameters set out in the investment strategy.
The Company holds the following derivative instruments:
Options
An option is a contractual arrangement under which the seller (writer) grants the purchaser (holder) the
right, but not the obligation, either to buy a call option or buy a put option at or by a set date or during a set
period, a specific amount of securities or a financial instrument at a predetermined price. The seller
receives a premium from the purchaser in consideration for the assumption of future securities price.
Options held are exchange-traded.
At year end, the notional principal amounts of derivatives held by the Company were as follows:
Notional
principal
amounts
2021
$'000
Notional
principal
amounts
2020
$'000
(1,015)
(1,422)
2021
$'000
-
2,202
12
2,214
2,501
(797)
510
2,214
2020
$'000
797
1,653
51
2,501
1,202
352
947
2,501
Australian exchange traded options
12. Deferred tax assets
The balance comprises temporary differences attributable to:
Net unrealised losses of investments
Tax losses
Other temporary differences
Movements:
Opening balance:
Charged/credited:
- (to)/from deferred tax liabilities
- to profit or loss
31
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
13. Trade and other payables
Management fees payable
Unsettled purchases
Other payables
14. Deferred tax liabilities
Notes
19(c)
The balance comprises temporary differences attributable to:
Accrued income
Unrealised gains on investments
Movements:
Opening balance
Charged/credited
15. Issued capital
(a)
Issued capital
- to profit or loss
- (from)/to deferred tax assets
- prior year adjustment
2021
$'000
24
379
38
441
2020
$'000
22
-
49
71
2021
$'000
2020
$'000
5
1,499
1,504
5
2,326
(797)
(30)
1,504
5
-
5
357
-
(352)
-
5
30 June
2021
Shares
30 June
2020
Shares
2021
$'000
2020
$'000
Ordinary shares - fully paid
123,166,545
123,166,545
67,374
67,374
(b)
Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the
Company in proportion to the number of and amounts paid on the shares held.
On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled
to one vote, and upon a poll each share is entitled to one vote.
(c)
Movements in ordinary share capital
Balance at 1 July 2020
Balance at 30 June 2021
Number of
shares
123,166,545
-
123,166,545
32
$'000
67,374
-
67,374
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
15. Issued capital (continued)
(d)
Dividend reinvestment plan
Under the Company's dividend reinvestment plan (DRP), additional shares are allotted at a price calculated
at 97.5% of the weighted average share price. The DRP is currently suspended and as such, there were no
shares issued under the dividend reinvestment plan during the year.
(e)
Capital risk management
To achieve this, the Board of Directors monitor the monthly NTA results, investment performance, the
Company's Indirect Cost Ratio (formerly known as 'Management Expense Ratio') and share price
movements.
The Company is not subject to any externally imposed capital requirements.
16. Dividends
(a)
Ordinary Shares recognised as paid
Final dividend
Interim dividends
Dividends not recognised at the end of the year
On 25 August 2021, the Directors declared a final dividend of 1.25 cents per share
fully franked payable on 29 September 2021, with a record date of
3 September 2021. The aggregate amount of the proposed final dividend
to be paid out of the Profit Reserve at the end of the year but not recognised
as a liability is:
(b)
Dividend franking account
Opening balance of franking account
Franking credits on dividends received
Franking credits on ordinary dividends paid
Closing balance of franking account
Franking credits on dividends received after year end
33
2021
$'000
-
1,231
1,231
2020
$'000
1,232
1,478
2,710
1,540
-
2021
$'000
7
589
(433)
163
63
63
226
2020
$'000
237
798
(1,028)
7
15
15
22
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
16. Dividends (continued)
(c)
Dividend rate
2021
Ordinary shares -
Final
Ordinary shares -
Interim
2020
Ordinary shares -
Final
Ordinary shares –
Interim
Record
Date
Dividend
Rate
Total Amount
$’000
Date of
Payment
% Franked
03/09/2021
1.25cps
$1,540
29/09/2021
100
26/02/2021
1.0cps
$1,231
23/03/2021
100
16/06/2020
1.0cps
$1,231
26/06/2020
100
20/02/2020
1.2cps
$1,478
12/03/2020
100
17. Remuneration of auditors
During the year the following fees were paid or payable (GST inclusive) for services provided by the auditor
of the Company, its related practices and non-related audit firms:
Audit and other assurance services
MNSA Pty Ltd - Audit and review of financial statements
30 June
2021
$'000
30 June
2020
$'000
37
37
18. Contingencies
The Investment Management Agreement entered into by the Company with Kaplan Funds Management
Pty Ltd may be terminated by either party giving to the other no less than one-year written notice of its
intention to do so.
The Company had no other contingent liabilities at 30 June 2021 (2020: nil).
34
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
2021
$'000
66
2020
$'000
66
19. Related party transactions
(a) Key management personnel
Short-term benefits
(b) Transactions with other related parties
The Company has entered into a Management Agreement with Kaplan Funds Management Pty Ltd such
that it will manage investments of the Company, ensure regulatory compliance with all the relevant laws
and regulations, and provide administrative and other services for a fee.
Under the terms of the Management Agreement, a performance fee of 15% is payable for outperformance
of the investment portfolio above the benchmark of 1 year swap rate plus 6%. The manager’s performance
is adjusted to include the value of franking credits received or accrued during a measurement period and
after deduction of Management Fees and any applicable GST. A highwater mark is reset every 3 years.
The following transactions occurred with related parties (net of RITC):
Management fees paid or payable
(c) Outstanding balances
2021
$'000
258
2020
$'000
265
The following balances (GST inclusive) are outstanding at the end of the reporting period in relation to
transactions with related parties:
Management fees payable
(d) Terms and conditions
30 June
2021
$'000
30 June
2020
$'000
24
22
Transactions between related parties are on normal commercial terms and conditions no more favourable
than those available to other parties unless otherwise stated.
20. Events occurring after the reporting period
Other than noted elsewhere in this report, the Directors are not aware of any matter or circumstance that
has occurred subsequent to year end that has significantly affected, or may significantly affect the
operations of the Company, the results of those operations or the state of affairs of the Company or
economic entity in subsequent financial years.
35
Ironbark Capital Limited
ABN 89 008 108 227
Notes to the Financial Statements
For the year ended 30 June 2021
21. Reconciliation of profit after income tax to net cashflow from operating
activities
Profit/(loss) for the year
Unrealised (gains)/losses on trading portfolio
Realised losses on trading portfolio
Distribution reinvestment
Change in operating assets and liabilities
(Increase)/decrease in trade and other receivables
(Decrease)/increase in trade and other payables
- Less increase in trading portfolio payables
Increase/(decrease) in tax
Decrease in trading portfolio
Net cash inflow from operating activities
22. Earnings per share
(a)
Basic earnings per share
From continuing operations attributable to the ordinary
equity holders of the company
Total basic earnings per share attributable to the
ordinary equity holders of the company
(b)
Diluted earnings per share
From continuing operations attributable to the ordinary
equity holders of the company
Total diluted earnings per share attributable to the ordinary
equity holders of the company
2021
$'000
6,660
(9,164)
2,723
(100)
(129)
370
(379)
1,786
62
1,829
2020
$'000
(2,614)
4,574
1,870
(43)
209
(816)
-
(1,650)
1,516
3,046
2021
Cents
2020
Cents
5.41
(2.12)
5.41
(2.12)
2021
Cents
2020
Cents
5.41
5.41
(2.12)
(2.12)
Diluted earnings per share is the same as basic earnings per share. The Company has no securities
outstanding which have the potential to convert to ordinary shares and dilute the basic earnings per share.
(c)
Weighted average number of shares used as denominator
Weighted average number of ordinary shares used as the
denominator in calculating basic and diluted earnings per
share
36
2021
Number
2020
Number
123,166,545
123,166,545
Ironbark Capital Limited
ABN 89 008 108 227
Directors’ Declaration
In the Directors' opinion:
(a)
the financial statements and notes set out on pages 15 to 36 are in accordance with the
Corporations Act 2001, including:
(i)
(ii)
complying with Australian Accounting Standards, the Corporations Regulations
2001 and other mandatory professional reporting requirements, and
giving a true and fair view of the entity's financial position as at 30 June 2021 and of
its performance for the year ended on that date, and
there are reasonable grounds to believe that the Company will be able to pay its debts as and
when they become due and payable.
Note 2(a) confirms that the financial statements also comply with International Financial
Reporting Standards as issued by the International Accounting Standards Board.
(b)
(c)
The Directors have been given a declaration by Jill Brewster on behalf of Kaplan Funds Management
Pty Limited, as a person who performs the Chief Executive functions of the Company, required by
section 295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the Board of Directors.
Michael J Cole AM
Director
Sydney
25 August 2021
37
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF IRONBARK CAPITAL LIMITED
ABN 89 008 108 227
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Ironbark Capital Limited (the Company), which comprises the statement of
financial position as at 30 June 2021, the statement of profit or loss and other comprehensive income, the statement of
changes in equity and the statement of cash flows for the year then ended, and notes to the financial statements,
including a summary of significant accounting policies, and the directors’ declaration.
In our opinion:
(a)
the financial report of Ironbark Capital Limited is in accordance with the Corporations Act 2001,
including:
i.
giving a true and fair view of the Company’s financial position as at 30 June 2021 and of its
performance for the year then ended; and
ii.
complying with Australian Accounting Standards and the Corporations Regulations 2001.
(b)
the financial report also complies with the International Financial Reporting Standards as disclosed in
Note 2(a).
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards
are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are
independent of the Company in accordance with the auditor independence requirements of the Corporations Act 2001
and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics
for Professional Accountants(including Independence Standards) (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the
directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
38
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the
financial report for the year ended 30 June 2021. These matters were addressed in the context of our audit of the
financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these
matters.
Key Audit Matter
How Our Audit Addressed the Key Audit Matter
Valuation and Existence of Trading
portfolio
The trading portfolio at 30 June 2021
listed, unlisted equity
comprised of
investments and exchange traded options
of $65 million which constitutes 94% of
the Company’s total assets.
We focused on the valuation and existence
of investments because trading investment
represents the principal element of the net
asset value disclosed on the Statement of
Financial Position
financial
statements.
the
in
We tested the valuation of investments by vouching the share prices
to independent market pricing information multiplying the investment
quantity held as at 30 June 2021, to ensure they are fairly stated.
We agreed the existence of a sample of purchases and sales that
occurred during the period to the contract notes of investments;
agreeing the contract notes to the purchases and sales reports.
We assessed the disclosure in the financial statements with reference
to the requirements of accounting standards.
Consideration of Covid-19 impact on fair value at balance date and
subsequent event disclosure accurately disclosed on note 3(d) Fair
value measurement and note 20 Events occurring after the reporting
period.
Revenue from Trading portfolio
Auditing Standard ASAs presume there are
risks of fraud in revenue recognition unless
rebutted.
We assessed the accounting policy for revenue recognition for
compliance with the accounting standards and performed testing to
ensure that revenue had been accounted for in accordance with the
accounting policy.
We focused on the cut-off, accuracy and
completeness of dividend revenue, interest,
dividend
interest
receivables.
receivables
and
We found that the accounting policies implemented were in
accordance with the accounting standards, and that revenue has been
accounted for in accordance with the accounting policy.
We tested the accuracy and completeness of dividend revenue by
agreeing the dividends and distributions of a sample of investments to
supporting documentation obtained from share registries.
We tested the cut-off of dividend revenue and dividend receivables by
checking the dividend details of a sample of investments from
external market information and ensured that dividends that were
declared before, but payable after, the reporting date were recorded.
Consideration of Covid-19 impact on dividend receivables.
39
Other Information
The directors are responsible for the other information. The other information comprises the information in the
Company’s annual report for the year ended 30 June 2021, but does not include the financial report and the auditor’s
report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so,
consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in
the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information,
we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in
accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the
directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is
free from material misstatement, whether due to fraud or error. In Note 2(a), the directors also state, in accordance with
Accounting Standard AASB 101: Presentation of Financial Statements, the financial statements comply with
International Financial Reporting Standards.
In preparing the financial report, the directors are responsible for assessing the Company’s ability to continue as a going
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting
unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to
do so.
40
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonab le
assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian
Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or
error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and
maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on
the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the
financial report or, if such disclosures are inadequate, to modify our opinion. Our co nclusions are based on the
audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause
the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and
whether the financial report represents the underlying transactions and events in a manner that achieves fair
presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Company to express an opinion on the financial report. We are responsible for the
direction, supervision and performance of the Company audit. We remain solely responsible for our audit
opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear
on our independence, and where applicable, related safeguard s.
From the matters communicated with the directors, we determine those matters that were of most significance in the
audit of the financial report of the current period and are therefore the key audit matters. We describe these matters in
our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in our report because the adverse consequences
of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
41
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included within the directors’ report for the year ended 30 June 2021.
In our opinion the remuneration report of Ironbark Capital Limited for the year ended 30 June 2021, complies with
Section 300A of the Corporations Act 2001.
Responsibilities
The directors of Ironbark Capital Limited are responsible for the preparation and presentation of the Remuneration
Report in accordance with Section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on
the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
MNSA Pty Ltd
Mark Schiliro
Director
Sydney
25th August 2021
42
Shareholder Information
As at 20 August 2021 there were 1,623 shareholders of fully paid ordinary shares in Ironbark Capital
Limited (ASX:IBC). These holdings were distributed as follows:
Ironbark Capital Limited
ABN 89 008 108 227
Shareholder Information
Holdings Range
1‐1,000
1,001‐5,000
5,001‐10,000
10,001‐100,000
100,001 and over
Total
No. of
Shareholders
279
338
206
683
117
1,623
Shares
98,854
981,108
1,547,908
22,314,586
98,224,089
123,166,545
%
0.08
0.80
1.25
18.12
79.75
100.00
There were 246 shareholders holding less than a marketable parcel of $500 (971 shares).
Major Shareholders
The top 20 shareholders as at 20 August 2021 are listed below:
Holder Name
KAPLAN PARTNERS PTY LIMITED
NATIONAL NOMINEES LIMITED
CITICORP NOMINEES PTY LIMITED
MRS GLENDA CLAIRE ORGILL
ABTOURK (SYD NO 415) PTY LTD
AUSTRALIAN EXECUTOR TRUSTEES LIMITED
AGO PTY LTD
LIANGROVE MEDIA PTY LIMITED
SUPENTIAN PTY LIMITED
BOND STREET CUSTODIANS LIMITED
LIANGROVE GROUP PTY LTD
BOND STREET CUSTODIANS LIMITED
BOND STREET CUSTODIANS LIMITED
MISS SAMANTHA ORGILL
MR ANTHONY GEOFFREY HARTNELL
BOND STREET CUSTODIANS LIMITED
BOND STREET CUSTODIANS LIMITED
BOND STREET CUSTODIANS LIMITED
DANEJON PTY LIMITED
WENTRADING PTY LTD
Ordinary Shares
Number Held
41,838,109
10,786,308
4,429,452
2,485,242
2,300,000
2,204,912
2,149,044
1,943,456
1,663,631
1,389,077
1,166,081
806,127
712,982
668,260
633,562
618,750
616,331
601,912
600,000
584,293
%
33.97%
8.76%
3.60%
2.02%
1.87%
1.79%
1.74%
1.58%
1.35%
1.13%
0.95%
0.65%
0.58%
0.54%
0.51%
0.50%
0.50%
0.49%
0.49%
0.47%
Total Securities as per Register
123,166,545
78,197,529
63.49%
43
Ironbark Capital Limited
ABN 89 008 108 227
Shareholder Information
Voting rights
The Constitution provides for votes to be cast for fully paid ordinary shares as follows:
i.
ii.
on a show of hands, one vote for each shareholder; and
on a poll, one vote for each share held.
Substantial shareholders
As at 20 August 2021 the name and holding of each substantial holder as disclosed in the notice
received by Ironbark Capital in respect of the shareholder and their associates:
Holder Name
KAPLAN PARTNERS PTY LIMITED
Notice Date
28 Dec 2018
On-market buy-back
Ordinary Shares
%
Shareholding
46,445,116
37.71%
The Company has an on-market buy-back arrangement in place which is due to be activated on 5
October 2021 for a 4 week period ending on 1 November 2021.
Investment Management Agreement
The Investment Management Agreement with Kaplan Funds Management Pty Limited, the
Investment Manager, provides for an annual Management Fee of 0.40% p.a. based on the portfolio
value at the end of each month, which is charged monthly.
At the end of each financial year, the Company will determine whether a performance fee is payable,
based on a rate of 15% of the outperformance of the benchmark 1 year swap rate plus 6%, adjusted
for the value of franking credits received (after adjustment for the Management Fee and the
applicable GST). The high water mark is reset every 3 years.
Transaction Summary
The Company recorded 439 security transactions (including options) during the financial year.
Brokerage paid during the year net of RITC claimable was $33,763.
44