Can do
ABN 42 144 745 782
2 0 1 2 A n n u A l R E P O R T
CORPORAtE DIRECtORy
MACA Limited
ABN 42 144 745 782
Directors
Andrew Edwards
Non-Executive Chairman
Doug Grewar
Managing Director
(Official Appointment 1/10/2012)
Ross Williams
Finance Director
Geoff Baker
Operations Director
Joe Sweet
Non-Executive Director
Linton Kirk
Non-Executive Director
(Official Appointment 1/10/12)
Company Secretary
Jon Carcich
Registered Office
c/o Bentleys (WA) Pty Ltd
Level 1
12 Kings Park Road
WEST PERTH WA 6005
Telephone (08) 9226 4500
Facsimile (08) 9226 4300
Solicitors
Steinepreis Paganin
Lawyers and Consultants
Level 4, The Read Buildings
16 Milligan Street
PERTH WA 6000
Auditors
Moore Stephens
Level 3
12 St Georges Terrace
PERTH WA 6000
Share Registry
Computershare Investor Services Pty Ltd
Level 2
45 St Georges Terrace
PERTH WA 6000
Stock Exchange Listings
MACA Limited shares are listed on the
Australian Securities Exchange
ASX Code : MLD
Website Address
www.maca.net.au
Contents
About MACA
Chairman’s Address
Operations Director’s Review of Operations
Director’s Report
Auditor’s Independence Declaration
Corporate Governance
Consolidated Statement of Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Director’s Declaration
Independent Auditor’s Report
Shareholder Information
2
3
4
11
21
22
30
31
32
33
34
69
70
72
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 1
About MACA
MACA is a well-established mining services group that provides open pit
contracting services including loading and hauling, drilling and blasting, crushing
and screening and civil works. A dedicated civil services subsidiary (MACA 60%
share) was established in 2011 to increase the services offering to include public
sector works and more detailed civil works.
Incorporated as a private company in November 2002, MACA was admitted to
the Australian Securities Exchange (‘ASX’) in November 2010 following a highly
successful initial public offering (‘IPO’). After comfortably exceeding its prospectus
profit forecast for the financial year ended 2011, MACA has continued to deliver on
its growth objectives and generate sound financial returns.
MACA specialises in providing services predominantly to mid-size mining projects
across a range of commodities, and currently employs a workforce in excess of 850
employees and sub-contractors.
2
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
ChAirMAn’s Address
It gives me great pleasure to present the
Annual Report for MACA for the year ended
30 June 2012, the Company’s second such
report as a publicly listed entity.
I am pleased to advise that MACA has achieved a record
net profit after tax for the 2012 financial year of $37.7
million and earnings per share of 25.1 cents (basic). this
represents a 39.1 % increase in profit on the previous year.
the Company has declared a final dividend of 4.5 cents per
share, bringing the total for the year to 8 cents per share
fully franked.
this financial performance reflects the Company’s
continuing strong focus on client relationships and service
quality, its unwavering commitment to health and safety,
and its “Can Do” culture. this is evidenced in the reliable
operating performance across the Company’s project
portfolio, including a number of new projects successfully
commenced during the year. Significantly, and most
pleasingly, MACA operated lost time injury free throughout
the reporting period.
Stock market conditions have been subdued and at times
volatile over the past 12 months. the Company’s share price
has broadly moved in line with the ASX 300 index, although
its total Shareholder Return (tSR – which captures both
dividends and share price change) of -5.51% equates to the
2nd quartile of the tSR achieved by companies within that
index. MACA was included in the ASX 300 index from 22
September 2012 – an important milestone which is further
recognition of the Company’s successful journey since listing
nearly two years ago.
Whilst the prices for many commodities other than gold have
softened in recent times, MACA is well placed to continue
to support its clients to deliver on their plans. the Company
is in a strong financial position, with cash on hand of $40
million and net debt of $15 million, and has an order book
of $1.32 billion plus the potential for further extension works
with existing clients.
As recently announced, Mr Doug Grewar will join the
Company on 1 October 2012 as the newly appointed
Managing Director, and the Board looks forward to Doug
joining the MACA team. this follows the resignation of the
previous CEO and Managing Director Mr Chris tuckwell in
July 2012. I would like to take this opportunity to publicly
thank Chris for all his efforts during nearly 5 years with
MACA and to wish him well in his new role.
I am also delighted to welcome linton Kirk as a newly
appointed director who will join the board on 1 October
2012. linton is a mining engineer with over 30 years varied
experience in mining, earthmoving and management roles.
He replaces Karen Field who resigned during the year and I
thank Karen for her contribution during her time on the board.
I would like to particularly thank the management team led
by Chris tuckwell up until his departure and by Operations
Director Geoff Baker since that time, for their untiring effort
during the year. this has been critical to the continuing
success that MACA has enjoyed. I would also like to thank
my fellow directors for their support and contribution.
We look forward to continuing MACA’s successful progress
in the coming year and beyond.
Andrew edwards
Chairman
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 3
operAtions direCtor’s
review of operAtions
MACA will have been incorporated for
10 years on the 20th of November this
year. I am extremely proud that the
values instilled by the founders have
become embedded in the culture of the
business and paved the way for a most
successful transition to a respected
public company.
In its second year as a listed company, MACA has continued
to deliver exceptional operational performance which has
driven record financial outcomes for shareholders.
It is very pleasing that the passion we share for meeting the
needs of our customers has resulted in a mutually rewarding
and rapidly growing relationship with our long term clients.
Work-in-hand as at 30 June 2012 was $1.32 billion with
an average contract term of almost 3 years, positioning the
company very well for continued growth.
On 26 July 2012, the main operating subsidiary Mining &
Civil Australia Pty ltd changed its name to MACA Mining Pty
ltd to better illustrate the segmentation of the mining and
civil divisions following the formation of MACA Civil Pty ltd.
4
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
operAtions direCtor’s review of operAtions
highlights
34.4%
increase
in revenue
to $334.9
million
39.1%
increase in
statutory npAt
to $37.7
million
order book of $1.32
billion as at June
2012, with $380
million of revenue
secured for the
current financial year
total dividends
for the year 8.0
cents per share
fully franked
group operated
lost time
injury (‘lti’)
free throughout
the financial
reporting period
positive outlook for
financial year ended 30
June 2013 and beyond
given contracted work
in hand position
finAnCiAl perforMAnCe
Revenue
EBItDA
EBIt
Net Profit Before tax
Net Profit After tax
Contracted Work in Hand
Operating Cash Flow
Earnings per share – basic
Dividends per share (fully franked)
30 June 2012
30 June 2011
Movement
$334.9m
$86.3m
$57.1m
$54.0m
$37.7m
$1,322m
$52.8m
25.1 cents
8.0 cents
$249.2m
$65.6m
$42.8m
$39.8m
$27.1m
$1,356m
$57.8m
19.7 cents
6.0 cents
34.4%
31.6%
33.4%
35.7%
39.1%
26.8%
33.3%
Group revenue increased due to continued growth in the
core mining segment together with a maiden full year
revenue contribution of approximately $41 million from the
majority owned (MACA 60%) civil business.
Operating cash flow for the 12 months ending 30 June
2012 was $52.8 million, a commendable result given the
significant investment in working capital to support the
strong growth in revenue.
the after tax profit has increased by 39%, from $27.1
million in 2011 to $37.7 million for the year ended 30 June
2012. the increase in profitability is attributable to higher
revenues at constant margins at group level and was
underpinned by reliable operational performance across
the portfolio of projects. EBItDA (Earnings before interest,
tax, depreciation and amortisation) grew from $65.6
million in 2011 to $86.3 million for the period ending 30
June 2012, again demonstrating consistency in margins.
Over the second half of the recently completed financial
year, EBItDA was $50 million on revenue of $194 million,
reflecting a greater contribution from projects commenced
in the first half.
During the year to 30 June 2012 MACA invested $73
million in acquiring property, plant and equipment to
service new contracts and replace certain equipment
on continuing projects. A considerable portion of this
investment relates to capital which will not be actively
deployed until the current financial year, most notably
the crushing plant which was under construction for the
Peculiar Knob project in South Australia. Purchases were
funded by a combination of cash ($32.6 million) and
commercial hire purchase agreements.
Despite the significant increase in revenue and assets
employed, the group remains in a strong financial position
with a gearing ratio (net debt to net debt plus equity) of
only 11.3%.
Cash on hand at 30 June 2012 was $39.9 million.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 5
operAtions direCtor’s review of operAtions
dividend
On the 27th of August 2012, the board of MACA limited
announced a fully franked final dividend for the financial
year ending 30 June 2012 of 4.5 cents per share, and
this brings the full year dividend to 8.0 cents per share
fully franked.
operAtions
MACA Mining pty ltd (includes Crushing)
the core operating division, operated through the wholly
owned subsidiary MACA Mining Pty ltd (previously known
as Mining & Civil Australia Pty ltd) was contracted across
10 projects for 9 clients during the period 1 July 2011 to
30 June 2012.
A summary of material projects which were active during all
or part of the reporting period, by sector, is provided below:
iron ore:
Mining services and crushing and screening services for:
Crosslands Resources at Jack Hills – completed in
January 2012
Sinosteel Midwest Corporation at Koolanooka –
continuation
Atlas Iron at Pardoo – continuation
Arrium Mining at Peculiar Knob – Mining
commenced in September 2011 (Crushing
commenced September 2012)
gold:
Mining services for:
Barrick Australia at Plutonic – continuation
Focus Minerals (laverton) – continuation
Regis Resources at Moolart Well – continuation
Regis Resources at Garden Well – commenced in
August 2011
6
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
operAtions direCtor’s review of operAtions
base Metals:
Mining services for:
Western Areas at Spotted Quoll – completed in
March 2012
Magellan Metals at Wiluna – suspended
other Mineral:
Mining services for:
Kimberley Diamonds at Ellendale – commenced in
November 2011
MACA Mining generated revenue of $294.3 million,
representing 88% of total group revenue.
Revenue was derived from continuing operations from
the previous year, two projects which were completed
early in the 2012 calendar year and three new projects
commenced in the second half of calendar year 2011.
Revenue growth was particularly strong in the second
half of the 2012 financial year as new projects which had
commenced late in the first half made a full contribution.
It is particularly pleasing that MACA Mining has been able
to deliver consistent and reliable operational performance
while achieving such significant growth. this growth has
been underpinned by both the number of projects and
contract tenure, providing considerable opportunities for
organic growth through established relationships.
With crushing projects due to commence at both Peculiar
Knob and Mt Dove during the first half of the current
financial year, it is anticipated that Crushing will make a
greater contribution to earnings into the future.
MACA Civil pty ltd
MACA Civil (MACA 60% ownership) was engaged on
several projects which, in aggregate, delivered revenue of
nearly $41 million, representing approximately 12% of total
group revenue. the primary project undertaken during the
period was the Main Roads of Western Australia (MRWA)
Gascoyne Alliance works.
this division was established with the minority owners,
Andrew Sarich (General Manager) and Darren Erikssen
(Operations Director) to deliver a more comprehensive civil
construction service to both existing and new MACA clients
within the private and public sectors.
MACA is aiming to increase revenue from the civil division
to between 15% and 20% of total group operating revenue
over the next 12 to 18 months. upon achievement of this
growth, we are confident that the civil division will make
a positive contribution to group profitability, following the
modest loss recorded for the period ended 30 June 2012.
Recent contract wins, together with current opportunities,
have the division well positioned to achieve this objective.
Both MACA Mining and MACA Civil have been awarded
works at Atlas Irons’ Mt Dove project, comprising a
combination of mining, crushing and civil works (Refer ASX
Release dated 25 June 2012).
Subsequent to the end of the 2012 financial year, MACA
Civil Pty ltd has also been awarded a project with
Main Roads Western Australia (‘MRWA’) with projected
revenue being approximately $60 million over 12 months
commencing in October 2012 (Refer ASX Release dated
24 September 2012).
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 7
operAtions direCtor’s review of operAtions
heAlth, sAfety And environMent
MACA manages risk through proactive processes
including continual measurement and review aimed at
preventing the occurrence of incidents. these include
quarterly audits across all projects and compliance to our
certified Occupational Health and Safety Management
Systems (AS/NZS: 4801) and Environmental Management
Systems (ISO: 14001).
the continued focus on health and safety through our
audit and compliance vigilance has seen our lost time
Injury Frequency Rate (ltIFR) fall to zero as at 30 June
2012, a most pleasing outcome against the backdrop of
significant growth in the business and employee numbers,
as illustrated in the following graph.
20
15
10
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8
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People and safety performance
1200
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400
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Workforce - MACA
Workforce - MACA Civil
LTIFR
LTIFR (Industry)
Industry source – Dep’t of Mines and Petroleum Resources Safety
8
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
operAtions direCtor’s review of operAtions
Despite the ltIFR falling to zero, MACA identified the
number of medical treated injuries as an area for concern
and, following a comprehensive review, set about the
implementation of new and improved safety initiatives
to address these occurrences. As a result of this review,
MACA also launched a ‘ZERO HARM’ programme with the
objective being that all employees would go to work and
return unharmed.
QuAlity MAnAgeMent
MACA maintained accreditation for its Quality Management
Systems (ISO: 9001) during the year and continues to
develop its systems to support growth through continual
measurement and review.
A significant investment was made in aligning the systems
of MACA Mining Pty ltd and MACA Civil Pty ltd and this
resulted in dual accreditation of systems being achieved.
In March of this year MACA Civil Pty ltd was successful in
having its MRWA (Main Roads Western Australia) National
Prequalification Rating lifted from R2 to R3 (Road) and its
Financial level from F2 to F25.
huMAn resourCes
As at 30 June 2012 the Group had a total workforce of
approximately 870 employees and subcontractors.
the industry was faced with a tightening labour market
during the reporting period and this highlighted the need to
focus on strategies that would enable MACA to attract and
retain key personnel with the skills required to work in a
safe and productive manner.
MACA has enhanced performance management strategies
for site employees to ensure greater fairness and equity.
these include a focus on gender diversity and the
development of a MACA scholarship programme for mining
and civil engineers. these strategies are supported by an
improved capacity to develop the skills and capabilities
of employees through continual development of internal
and external training programmes. the success of MACA’s
apprenticeship programme is evident in the number of
qualified trade personnel who have successfully completed
the programme with the support of MACA and we are
continuing to increase intake levels.
MACA continues to encourage and support indigenous
employment and is striving to improve the participation rate
through clear strategies and the revision of its targets.
As the company continues to grow, MACA is conscious
of the need to ensure that the positive ‘Can Do’ culture
of the organisation is maintained. An internal programme
has been planned and partially implemented to ensure the
core values which have been pivotal to MACA’s success
are integrated into our culture.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
9
operAtions direCtor’s review of operAtions
CoMMunity
MACA, with the support of its many loyal employees,
makes a significant contribution to the community and
to this end has been a long-time supporter of many
organisations including the Princess Margaret Hospital
for Children and the West Australian Institute for Medical
Research (WAIMR).
MACA is the inaugural ‘Powered By’ sponsor for the
West Australian leg of ‘the Sunsuper Ride to Conquer
Cancer’ which supports the WAIMR. With the support of its
employees and stakeholders, MACA has raised in excess
of $500,000 through its sponsorship and fundraising
efforts and looks forward to continuing its support of this
important cause.
outlook
the recent declines in certain commodity prices,
particularly Iron Ore, have resulted in a welcome relief to
capacity constraints across the industry and we anticipate
our clients will benefit from moderating cost inputs as
a result of the potential delays in development of large
scale projects. We are nevertheless conscious of the
political and global economic uncertainty and the impact
that lower commodity prices have on our clients and
prospective customers.
MACA is well aligned with the organic growth of long
term quality key customers and is confident of securing
sufficient new and extension work to deliver on its growth
strategy. Opportunities with potential new clients are also
active, largely created by industry relationships resulting
from proven operational and financial capability.
Our objective is to support our customers in achieving
their growth aspirations through delivering a reliable
and high quality service while working in a safe manner
and respecting the environment. In achieving this we
are confident that we will continue to develop positive
relationships with our clients and deliver positive outcomes
for all stakeholders.
With an order book in excess of $1.3 billion as at 30 June
2012, including contracted revenue of $380 million for the
current financial year, MACA is moving forward with a level
of optimism that defies current market sentiment.
Finally, on behalf of the board and all shareholders, I would
like to extend my gratitude to the many loyal and hard-
working employees of MACA who are an important part of
our success.
geoff baker
operations director
10
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
direCtor’s report
Your Directors present their report on MACA limited (MACA) and its controlled entities (‘Consolidated’ or ‘Group’) for the
financial year ended 30 June 2012.
direCtors
the following persons were directors of the Company in office at any time during or since the end of the year except as
stated otherwise:
Mr (Hugh) Andrew Edwards – Non Executive Chairman
Mr Christopher Mark tuckwell – Managing Director (resigned 25 July 2012)
Mr Geoffrey Alan Baker – Operations Director
Mr Ross Campbell Williams – Finance Director
Mr Joseph Ronald Sweet – Non Executive Director
Mrs Karen lesley Field – Non Executive Director (resigned 30 April 2012)
inforMAtion on direCtors
Andrew edwards
B Com, FCA,SF Finsia, FAICD
Chairman, Non Executive Director
special responsibilities
Member of Remuneration Committee
Member of Audit Committee (acting Chair since 30 April 2012)
Mr Edwards is a former Managing Partner of Price Waterhouse Coopers (PwC), Perth Office, a former national Vice
President of the Securities Institute of Australia (now the Financial Services Institute of Australasia) and a former President
of the Western Australia division of the Institute of Chartered Accountants in Australia (“ICAA”). Andrew is a Fellow of the
ICAA and has served as state councillor of the ICAA.
Directorships of other publicly listed companies held in the last three years:
Company
period of directorship
Mermaid Marine Australia limited
Since December 2009
Nido Petroleum limited
Aspire Mining limited
Since December 2009
Since July 2011
ross williams
Finance Director / Chief Financial Officer
special responsibilities
None
Mr Williams is a founding shareholder of MACA. Ross is responsible for all financial facets of the Company including
capital management, finance, financial reporting and corporate strategy. Ross also has 16 years banking experience having
held executive positions with a major Australian bank.
Ross is a past fellow of the Australian Institute of Banking and Finance and holds a Post Graduate Diploma in Financial
Services Management from Macquarie university.
Directorships of other publicly listed companies held in the last three years:
None.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 11
direCtor’s report
geoff baker
Operations Director
special responsibilities
None
Mr Baker is a founding shareholder of MACA. Geoff is responsible for the operations including planning, operating strategy,
capital expenditure and delivery of safety and financial outcomes on all projects. Geoff has worked in the sector for 37 years.
Directorships of other publicly listed companies held in the last three years:
None.
Joseph (Joe) sweet
B Eng
Non Executive Director
special responsibilities
Chair – Remuneration Committee
Member of Audit Committee
Mr Sweet has extensive mining contracting and civil contracting experience and was the Managing Director of BGC
Australia Pty ltd from 1988 to 1997 and Managing Director of BGC Contracting Pty ltd from 1997 to 1999. Joe held senior
management roles and Board positions within the Bell Group from 1969 to 1988.
Directorships of other publicly listed companies held in the last three years:
None.
karen field
B Ec
Non Executive Director – Resigned 30 April 2012
special responsibilities
Chair of Audit Committee – Resigned 30 April 2012
Mrs Field has been involved in the minerals industry for over 30 years and has a strong background in strategic planning,
project management and human resources. Karen has held operational and executive positions in a variety of mining
industry sectors throughout Australia and in South America.
Directorships of other publicly listed companies held in the last three years:
Company
Sipa Resources limited
Perilya limited
period of directorship
Since 2004
2007 - 2009
Chris tuckwell
B Eng
Managing Director – Resigned 25 July 2012
special responsibilities
Member of Remuneration Committee – Resigned 25 July 2012
Mr tuckwell is a qualified construction engineer with 28 years experience in the mining sector. Prior to his resignation Chris
had been Chief Executive Officer of MACA for over 4 years. Previously Chris spent 14 years working for Ausdrill and other
organisations in mainly off-shore positions including 9 years in Africa as a Shareholder Representative in a number of joint
ventures, as a Country Manager overseas and as a General Manager for Ausdrill in Australia.
Directorships of other publicly listed companies held in the last three years:
None.
12
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
direCtor’s report
CoMpAny seCretAry
Jon Carcich
B Com, CA
Mr Carcich provides MACA with Company Secretarial services. Jon is a director of Bentleys (WA) Pty ltd and has over
18 years experience in the areas of financial and executive management, accounting, business and taxation services, and
is a member of the Institute of Chartered Accountants of Australia.
prinCipAl ACtivities And Any signifiCAnt ChAnges in nAture
the principal activities of the Group during the financial year were the contracting of mining and civil services to the mining
and resources industry.
the following significant changes in the nature of the principal activities occurred during the financial year:
•
•
the incorporation of MACA Civil Plant Pty ltd of which MACA limited owns a 60% interest.
the purchase of an additional 26.67% interest in Riverlea Corporation Pty ltd (total 60%) resulting in a business
combination.
there were no other significant changes in the nature of the Group’s principal activities during the financial year.
signifiCAnt ChAnges in stAte of AffAirs
there have not been any significant changes in the state of affairs of the Company other than the changes in principal
activities as noted above.
ChAnges in Controlled entities
the following incorporation and purchase acquisition was part of a group restructure and development:
• On 25 October 2011, MACA was issued 60% of the share capital in MACA Civil Plant Pty ltd for a total consideration
of $6,000. the company was incorporated with the intention to purchase capital equipment utilised in the group’s civil
business;
• On 1 July 2011 MACA acquired an additional 26.67% interest in Riverlea Corporation Pty ltd (60% ownership) for a
purchase consideration of $400,000 resulting in a business combination.
events subseQuent to bAlAnCe dAte
• MACA limited has appointed Mr Doug Grewar as the Company’s Chief Executive Officer and Managing Director,
which will take effect from 1 October 2012.
• MACA limited has appointed Mr linton Kirk as a Non-Executive Director of the Company with effect from 1 October 2012.
• MACA Civil Pty ltd has been awarded a project with Main Roads Western Australia (‘MRWA’) with projected revenue
being approximately $60 million over 12 months commencing October 2012 (Refer ASX Release dated 24/9/2012).
dividends pAid or reCoMMended
Dividends paid or declared for payment since the end of the previous financial year are as follows:
dividends
Final dividend for 2012
Interim dividend for 2012
Final dividend for 2011
Interim dividend for 2011
Amount
per share
4.5 cents
3.5 cents
3.0 cents
3.0 cents
franked amount
per share
4.5 cents
3.5 cents
3.0 cents
3.0 cents
the Directors have determined to pay a final fully franked dividend based on the June 2012 full year result of 4.5c per
share on 26 September 2012.
the Company paid an interim fully franked dividend for the 2012 half year of 3.5c per share on 30 March 2012.
dividend reinvestMent plAn
there is no dividend reinvestment plan in place as at 30 June 2012.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 13
direCtor’s report
review of operAtions
A summary of key financial indicators is set out in the table below.
Although the operating environment remains competitive, MACA has been able to deliver consistent margins on growing
revenue to achieve exceptional results. this has been driven by reliable and constant operational performance and active
capital management, including an increase in deployment of capital to earnings generative sources.
A review of, and information about the operations of the consolidated entity for the financial year and the results of those
operations are set out in the Chairman’s Address and the Operations Director’s Review of Operations in this Annual Report.
Revenue
EBItDA
EBIt
Net Profit before tax
Net Profit after tax
Contracted Work in Hand
Operating Cashflow
Dividend per share (fully franked)
Basic earnings per share
fy2012
$’000
$334.9
$86.3
$57.1
$54.0
$37.7
$1,322
$52.8
8.0cents
25.1cents
fy2011
$’000
$249.2
$65.6
$42.8
$39.8
$27.1
1,356
$57.8
6.0cents
19.70cents
Change
34.4%▲
31.6% ▲
33.4% ▲
35.7% ▲
39.1% ▲
33.3% ▲
26.8% ▲
future developMents
the Directors are of the opinion that the new financial year will be a period of ongoing growth.
MACA strives to achieve continual improvement in its capabilities across all elements of the business and is committed to
ensuring this drives efficiencies and delivers positive outcomes for all stakeholders.
the launch of MACA’s ‘ZERO HARM’ programme is a further illustration of its unwavering commitment to the health and
safety of its workforce as the company continues to deliver on its growth strategy.
the Chairman’s Address and the Operations Director’s Review of Operations include an overview of likely future
developments in the operations of the Group.
outlook
the board and management of MACA limited remain committed to achieving solid, sustainable earnings growth and
developing the work in hand position through supporting its valued portfolio of clients and increasing its portfolio of projects
with quality low cost producers.
environMentAl issues
the MACA Group is aware of its environmental obligations with regard to its principal activities and ensures it complies with
all regulations.
direCtors interest in shAres
the relevant interest of each director in the share capital of the Company at the date of this report is as follows:
Geoff Baker
Ross Williams
Chris tuckwell (resigned 25/7/12)
Joseph Sweet
Andrew Edwards
Karen Field (resigned 30/4/12)
total
ordinary shares
18,000,000
4,500,000
700,000
100,000
20,000
-
23,320,000
interest
12.00%
3.00%
0.47%
0.07%
0.01%
-
15.55%
options
-
-
-
-
-
-
-
total
18,000,000
4,500,000
700,000
100,000
20,000
-
23,320,000
total interest
12.00%
3.00%
0.47%
0.07%
0.01%
-
15.55%
14
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
direCtor’s report
Meetings of direCtors
the number of directors meetings which directors were eligible to attend (including Committee meetings) and the number
attended by each director during the year ended 30 June 2012 were as follows:
director’s Meeting
Committee Meetings
Audit Committee
remuneration Committee
number eligible
to attend
number
attended
number eligible
to attend
number
attended
number eligible
to attend
number
attended
6
6
6
6
6
6
6
6
6
6
6
6
2
-
-
-
2
2
2
-
-
-
2
2
4
4
-
-
4
-
4
4
-
-
4
-
Andrew Edwards
Chris tuckwell
Ross Williams
Geoff Baker
Joseph Sweet
Karen Field
indeMnifying offiCers or Auditor
During the financial year the Company paid a premium in respect of a contract insuring the directors of the Company,
the company secretary and all executive and non-executive directors of the Company and any related body corporate
against a liability incurred as such a director, company secretary or executive officer to the extent permitted by the
Corporations Act 2001.
the Company has not otherwise, during or since the end of the financial year, except to the extent permitted by law,
indemnified or agreed to indemnify an officer or auditor of the Company or of any related body corporate against a
liability incurred as such by an officer or auditor. In accordance with a confidentiality clause under the insurance
policy, the amount of the premium paid to insurers has not been disclosed. this is permitted under s300(9) of the
Corporations Act 2001.
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.
non Audit serviCes
No non-audit services were provided during the year by the auditor to the Company or any related body corporate.
Auditors independenCe deClArAtion
the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on page
21 and forms part of the directors’ report for the financial year ended 30 June 2012.
AsiC ClAss order 98/100 rounding of AMounts
the company is an entity to which ASIC Class Order 98/100 applies and, accordingly, amounts in the financial statements
and director’s report have been rounded to the nearest thousand dollars.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 15
direCtor’s report
remuneration report
reMunerAtion report
a) details of the key Management personnel (“kMp”)
the KMP of the Group during and since the end of the financial year comprise the company directors (as detailed in the
beginning of the Director’s Report) and the following senior executive officers. Except as noted, these persons held their
current position for the whole of the financial year and since the end of the financial year:
name of kMp
David Edwards
tim Gooch
Mitch Wallace
Andrew Sarich
Darren Erikssen
position
Business Development Manager
Mining Manager
Plant Manager
General Manager – MACA Civil Pty ltd
Operations Director – MACA Civil Pty ltd
b) remuneration policy
the Remuneration Committee reviews the remuneration packages of all KMP on an annual basis and makes
recommendations to the Board. Remuneration is benchmarked against comparable industry packages and is adjusted to
recognise the specific performance of both the company and the individual.
During the financial year, the remuneration committee engaged Gerard Daniels as a remuneration consultant to review the
amount of senior executive remuneration during the year.
Gerald Daniels was paid $15,000 for the remuneration recommendations relating to the review of the elements of KMP
remuneration. Gerard Daniels were also engaged to assist in the executive search process which culminated in the recently
announced appointment of a new Chief Executive Officer and Managing Director. Fees paid pertaining to this engagement
totalled $149,866.
In order to ensure that Gerald Daniels work is free from undue influence by KMP, the terms of engagement, among other
matters, required Gerald Daniels to report its recommendations directly to the Chair of the remuneration committee and
not to any members of KMP. A declaration was received from Gerard Daniels as part of its report that advice provided was
made free from undue influence of senior executives.
c) non executive directors fees
Non executive directors’ fees are determined within an aggregate directors’ fee pool which is periodically recommended for
approval to shareholders. the current aggregate directors’ fee pool is $350,000.
Fees paid to non executive directors are set at levels which reflect both the responsibilities of, and time commitments
required from, each non executive director to discharge their duties. Non executive director fees are reviewed annually by
the Board to ensure they are appropriate for the duties performed, including Board committee duties, and are in line with
the market. Other than statutory superannuation, non executive directors are not entitled to retirement benefits.
d) senior executives
the nature and amount of compensation for executive KMP is designed to retain and motivate individuals on a market
competitive basis.
the compensation structure for executive directors and KMP comprise of three components, the first two – a base salary
package, (including superannuation and other benefits) and a variable cash bonus for short term incentives (StI). the
third component is cash or performance rights issue as a long term incentive (ltI), which has been implemented for only
two executives as outlined below. the compensation structure is made up of a combination of profit performance targets,
delivered safety targets and equipment specific targets.
the base salary package takes into account a number of factors including available market information on similar
positions, length of service and the experience, responsibilities and contribution of the employee concerned.
the StI component for the 2011/12 financial year was up to 25% of the base salary package dependent on the KMP.
16
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
direCtor’s report
remuneration report
the Company has a ltI in place for Operations Director Mr Geoff Baker on the following terms:
A retention bonus paid in cash of $750,000 subject to a further 2 years of continued service with MACA from
3 November 2011. the full amount will be paid on 3 November 2013 if the share price at this date is equal to or
greater than $2.20. Should the share price be less than $2.20 but greater than $1.90 at this date, the payment will
be pro-rated between these amounts. Should the share price be less than $1.90 at this date, no retention bonus
will be paid.
the Company had a ltI in place for the former Managing Director Mr Chris tuckwell on the following terms:
550,000 Performance Rights were issued to Mr tuckwell for nil cash consideration during the year. these were
subject to him remaining in continuous employment with the Company and to specified performance criteria which
needed to be satisfied over a specified period of time before the Performance Rights could vest. the Rights were
independently valued at $594,000 using a Monte-Carlo simulation model. these rights were forfeited upon resignation
by Chris tuckwell.
the Remuneration Committee assesses whether the performance conditions are achieved and makes recommendations to
the Board.
e) relationship between the remuneration policy and Company performance
the table below sets out summary information about the Company’s statutory earnings and movements in shareholder
wealth since the company was listed in November 2010.
Net profit before tax ($m)
Net profit after tax ($m)
Share price at year-end
Interim dividend (fully franked)
Final dividend (fully franked)
Basic earnings per share
2011
41.4
28.7
$2.45
3.0 cps
3.0 cps
19.7
2012
54.0
37.7
$2.25
3.5 cps
4.5 cps
25.1
f) key terms of employment Contracts
Contracts for service between the Company or company within the Group and KMP are on a continuing basis, the terms of
which are not expected to change in the immediate future. the notice period for termination varies from one to three months.
All contracts with senior executives may be terminated by either party giving the required notice and subject to termination
payments (being the remuneration for the termination notice period) as detailed below:
ross williams – finance director
•
the company and the employee are required to give 3 months notice of termination.
geoff baker – operations director
•
the company and the employee are required to give 3 months notice of termination.
david edwards – business development Manager
•
the company and the employee are required to give 3 months notice of termination.
tim gooch – Mining Manager
•
the company and the employee are required to give 3 months notice of termination.
Mitch wallace – plant Manager
•
the company and the employee are required to give 1 months notice of termination.
Andrew sarich – general Manager - MACA Civil pty ltd
•
the company and the employee are required to give 3 months notice of termination.
darren erikssen – operations director - MACA Civil pty ltd
•
the company and the employee are required to give 3 months notice of termination.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 17
direCtor’s report
remuneration report
g) kMp Compensation
employment details of Members of key Management personnel and other executives
the following table provides employment details of persons who were, during the financial year, members of key
management personnel of the consolidated Group, and to the extent different, among the five Group executives or
company executives receiving the highest remuneration. the table also illustrates the proportion of remuneration that was
performance and non-performance based and the proportion of remuneration received in the form of options.
group kMp
proportions of elements of remuneration
related to performance
proportions of
elements of
remuneration
not related to
performance
position held as at 30 June 2012 and any
change during the year
non-salary
cash-based
incentives
shares/
units
options/
rights
fixed salary/
fees
total
Group Key Management Personnel
Executive
Chris tuckwell
Managing Director
(resigned 25 July 2012)
Ross Williams
Finance Director
Geoff Baker
Operations Director
David Edwards
Business Development Manager
tim Gooch
Mining Manager
Mitchell Wallace
Plant Manager
Andrew Sarich
General Manager – MACA Civil Pty ltd
Darren Erikssen
Operations Director – MACA Civil Pty ltd
Non Executive
Andrew Edwards
Chairman, Non Executive Director
Joseph Sweet
Karen Field
Non Executive Director
Non Executive Director
(resigned 30 April 2012)
20.90%
19.20%
42.32%
18.08%
2.13%
1.95%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
79.10%
100.0%
80.80%
57.68%
81.92%
97.87%
98.05%
100.00%
100.00%
100.0%
100.0%
100.0%
100.0%
100.0%
100.0%
100.0%
100.00%
100.00%
100.0%
100.0%
100.00%
100.0%
the following table of benefits and payments details, in respect to the financial year, the components of remuneration for
each member of the key management personnel of the consolidated Group and, to the extent different, the five Group
executives and five company executives receiving the highest remuneration.
18
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
direCtor’s report
remuneration report
table of benefits and payments for the year ended 30 June 2012.
short-term benefits
post-employment
benefits
long-term benefits
equity-settled share-
based payments
salary,
fees and
leave
profit
share
and
bonuses
non-
monetary
$
$
$
other
$
pension
and
super-
annua-
tion
$
other
$
incentive
plans
$
lsl
$
Cash-
settled
shared-
based
pay-
ments
termin-
ation
benefits
shares/
units
options/
rights
$
$
$
$
FY2012
Executive Directors
Chris tuckwell*
(Resigned as Director 25/07/12)
Geoff Baker
Ross Williams
459,615 135,000
478,668 111,250
341,577
93,430
Non Executive Directors
Andrew Edwards
Joseph Sweet
Karen Field
(Resigned as Director 30/04/12)
120,000
76,268
62,192
-
-
-
Other Executives
David Edwards
475,138 114,780
tim Gooch
406,769
10,000
Mitchell Wallace
292,846
6,750
Andrew Sarich
Darren Erikssen
268,749
246,794
-
-
Total for KMP for 2012 year
3,228,616 471,210
-
-
-
-
-
-
-
-
-
-
-
-
7,840
43,660
-
-
13,727
-
- 250,000
18,240
33,266
-
-
-
10,800
-
5,597
6,198
-
17,116
36,609
4,137
26,356
4,951
24,187
5,628
14,711
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
77,837 195,186
- 250,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
*Chris tuckwell was issued 550,000 performance rights, but they did not vest as a result of his resignation
FY2011
Executive Directors
Chris tuckwell
(Appointed as Director 20/09/10)
Geoff Baker
Ross Williams
436,922 110,000
399,227
92,500
315,799
80,000
David Edwards
(Resigned as Director 20/09/10)
399,266
92,500
Non Executive Directors
Andrew Edwards
(Appointed as Director 01/10/10)
Joseph Sweet
(Appointed as Director 20/09/10)
Karen Field
(Appointed as Director 11/06/11)
James Moore
(Resigned as Director 20/09/10)
Frank Maher
(Resigned as Director 20/09/10)
Other Executives
tim Gooch
(Commenced 20/06/11)
90,000
45,407
-
-
-
-
Mitchell Wallace
260,000
Andrew Sarich
(Commenced 01/03/11)
61,538
-
-
-
-
-
-
-
-
Total for KMP for 2011 year
2,008,159 375,000
-
-
-
-
-
-
-
-
-
-
-
-
-
5,003
30,957
9,244
-
5,231
28,422
4,397
8,100
-
-
5,217
4,190
-
-
-
-
-
-
-
-
2,823
23,400
1,598
5,538
45,803
88,317
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
- 946,769
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
38,889
-
15,556
-
-
54,445
-
-
-
13,725
-
-
-
-
-
-
5,490
-
total
$
646,115
853,645
486,513
130,800
76,268
67,789
635,005
470,494
345,645
297,887
267,133
4,277,294
1,529,651
500,971
429,452
509,888
98,100
45,407
-
5,217
4,190
-
291,713
68,674
3,483,263
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
- 946,769
19,215
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 19
direCtor’s report
remuneration report
Cash bonuses, performance-related bonuses and share-based payments
the terms and conditions relating to options, rights and bonuses granted as remuneration during the year to KMP and
other executives during the year are as follows:
remuneration
type
grant date
grant value
$
reason for
grant
percentage
vested/
paid during
year
%
percentage
forfeited
during year
%
percentage
remaining
as
unvested
%
expiry date
for vesting or
payment
range of
possible
values
relating
to future
payments
$
Group Key
Management Personnel
Chris tuckwell
(resigned 25/7/12)
Geoff Baker
David Edwards
Mitchell Wallace
Performance
Rights
03.01.2012
594,000
Note 1(a)
Cash
22.12.2011
750,000
Note 1(b)
Options
Options
02.11.2010
130,392
Note 1(c)
02.11.2010
52,156
Note 1(c)
(Note 2)
-
-
40%
40%
100%
-
-
$0
-
-
-
100% 03.11.2013 0 - 750,000
60% 02.11.2013
60% 02.11.2013
n/a
n/a
Note 1 (a) – these Rights were granted subject to Chris tuckwell meeting a predetermined performance criteria and performance period. As Mr
tuckwell resigned the rights were forfeited.
Note 1 (b) – this retention bonus was granted as part of Geoff Baker’s long term incentive plan which is designed to incentivise Geoff to remain with
the Company. this bonus is subject to a performance period and a minimum share price of MACA at the time of vesting.
Note 1 (c) – these options were issued as part of a wider issue of options to employees designed to incentivise staff to remain with the Company.
the options are subject to the completion of 3 years continued employment at which time they will vest.
Note 2
– the dollar value of the percentage vested/paid during the period has been reflected in the table of benefits and payments.
options and rights granted
there were no options granted during the financial year.
550,000 Performance Rights were issued to Mr tuckwell for nil cash consideration during the year. these were subject
to him remaining in continuous employment with the Company and to specified performance criteria which needed to be
satisfied over a specified period of time before the Performance Rights could vest. the Rights were independently valued
at $594,000 using a Monte-Carlo simulation model.
the Performance Period was the period beginning on 1 July 2011 and ending on 30 June 2014, but as Mr tuckwell
resigned the rights were forfeited.
h) short term incentive (sti) payments
Key management personnel below were granted cash bonuses for the 2012 financial year as noted above. the respective
amounts were subject to specific targets being achieved.
these performance targets related to the following areas of the business and were selected for their critical importance to
the Group’s success:
•
• Health and Safety – the Company’s long term Injury Frequency Rate to be lower than the mining industry standard
Financial – meet the company’s forecast Net Profit After tax result – weighting 50%
ltIFR – weighting 50%
the remuneration packages of the Managing Director – Mr Chris tuckwell, Finance Director – Mr Ross Williams,
Operations Director – Mr Geoff Baker and Business Development Manager – Mr David Edwards included a cash bonus
component of 25% of the base salary for the 2012 financial year.
All the key performance indicators for measurement of eligibility for short term incentives were met during the year
resulting in 100% of the possible amounts being paid.
this directors’ report, incorporating the remuneration report, is signed in accordance with a resolution of the Board of Directors.
On behalf of the Directors
ross williams
finance director
Dated at PERtH this 27th day of September 2012
20
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
AUDITOR’S
INDEPENDENCE DECLARATION
AUDITOR’S INDEPENDENCE DECLARATION
UNDER SECTION 307C OF THE CORPORATIONS ACT 2001
TO THE DIRECTORS OF MACA LIMITED
Level 3, 12 St Georges Terrace
Perth WA 6000
PO Box 578, St Georges Terrace
WA 6831
T +61 (0)8 9225 5355
F +61 (0)8 9225 6181
Level 3, 12 St Georges Terrace
www.moorestephens.com.au
Perth WA 6000
PO Box 578, St Georges Terrace
WA 6831
T +61 (0)8 9225 5355
F +61 (0)8 9225 6181
www.moorestephens.com.au
As lead auditor for the audit of MACA Limited for the year ended 30 June 2012, I declare that to the best of my
AUDITOR’S INDEPENDENCE DECLARATION
knowledge and belief, there have been:
UNDER SECTION 307C OF THE CORPORATIONS ACT 2001
TO THE DIRECTORS OF MACA LIMITED
(i) no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation
to the audit; and
(ii) no contraventions of any applicable code of professional conduct in relation to the audit.
As lead auditor for the audit of MACA Limited for the year ended 30 June 2012, I declare that to the best of my
knowledge and belief, there have been:
(i) no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation
to the audit; and
(ii) no contraventions of any applicable code of professional conduct in relation to the audit.
Neil Pace
Partner
Moore Stephens
Chartered Accountants
Signed at Perth this 27th day of September 2012.
Neil Pace
Partner
Moore Stephens
Chartered Accountants
Signed at Perth this 27th day of September 2012.
M A C A L I M I T E D 2 0 1 2 A N N U A L R E P O R T
21
CorporAte governAnCe
the Board of Directors of MACA limited (the Company) is responsible for the corporate governance of the consolidated
entity. the Board guides and monitors the business and affairs of the Company on behalf of the shareholders by whom
they are elected and to whom they are accountable.
the Australian Stock Exchange listing Rule 4.10.3 requires companies to disclose the extent to which they have complied
with the ASX Corporate Governance Principles and Recommendations with 2010 Amendments released on 30 June 2010
(‘ASX Principles’). Where recommendations have not been followed, the Company must identify the recommendations
which have not been followed and give reasons for not following them. the Company’s corporate governance practices
for the year ended 30 June 2012 are outlined in this Corporate Governance Statement. Where, after due consideration,
the Company’s corporate governance practices depart from a recommendation, the Board has offered full disclosure and
reason for the adoption of its own practice, in compliance with the “if not, why not” regime.
prinCiple 1: lAy solid foundAtions for MAnAgeMent And oversight
Companies should establish and disclose the respective roles and responsibilities of board and management.
recommendation 1.1:
Companies should establish the functions reserved to the board and those delegated to senior executives and disclose
those functions.
the Company has established and disclosed (on its website) its Board Charter in accordance with this recommendation.
the Board Charter establishes the relationship between the Board and management and describes their respective
functions and responsibilities.
Details of the functions and responsibilities of the Board, Chairman and matters delegated to senior executives are set out
in sections 1 to 6 of the Board Charter. the roles and responsibilities of the Company’s Board and senior executives are
consistent with those set out in ASX Principle 1.
recommendation 1.2:
Companies should disclose the process for evaluating the performance of senior executives.
the Board undertakes a review of the Managing Director’s performance, at least annually. targets are approved by the
Board after they have been established between the Board’s Remuneration Committee and the Managing Director. these
targets are aligned to overall business goals and the Company’s requirements of the position.
All executives of MACA limited are subject to a formal review. Key performance targets are the same as for the Managing
Director (and adjusted for the requirements of these positions).
the Managing Director, in conjunction with the Remuneration Committee, carries out a full evaluation of each executive’s
performance against the agreed targets once a year. Performance pay components of executives’ packages are dependent
on the outcome of the evaluation.
recommendation 1.3:
Companies should provide the information indicated in the Guide to reporting on Principle 1.
the Company has made the relevant material available in its Corporate Governance Statement within its website disclosure,
in accordance with this recommendation.
22
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
CorporAte governAnCe
prinCiple 2: struCture the boArd to Add vAlue
Companies should have a board of effective composition, size and commitment to adequately discharge its responsibilities
and duties.
recommendation 2.1:
A majority of the board should be independent directors.
the Company does not conform to Recommendation 2.1 the board currently comprises two non-executive directors
including the Chairman, and two executive directors and with effect from 1 October 2012 will comprise three non-
executive directors and three executive directors.
this equal representation of executive and non-executive directors is considered by the Board to be a reasonable balance
given the Company’s size and circumstances, in particular, in recognition of its recent transition to a publicly listed
company and the current importance of the existing executive directors to MACA’s continued success.
the directors in office at the date of this report, the year of each director’s appointment and each director’s status as a
Non-executive or Executive Director are set out on pages 11 to 12 in the Director’s Report.
In assessing the independence of each director the Board considers, amongst other things, whether the director:
is a substantial shareholder of the Company (as defined by the Corporations Act) or an officer of, or otherwise
•
associated directly with a substantial shareholder of the Company;
• within the last three years has been employed in an executive capacity by the Company or another group member or
been a director after ceasing to hold any such employment;
• within the last three years has been a principal of a material professional advisor or a material consultant to the
•
•
•
•
•
Company or another group member, or an employee materially associated with the service provided;
is a material supplier or customer of the Company or other group member, or an officer of or otherwise associated
directly or indirectly with a material supplier or customer;
has a material contractual relationship with the Company or another group member other than as a director of the
Company;
has a material contractual relationship with the Company or another group member other than as a director of the
Company;
has served on the Board for a period which could, or could reasonably be perceived to, materially interfere with the
director’s ability to act in the best interests of the Company; and
is free from any interest and any business or other relationship which could, or could reasonably be perceived to,
materially interfere with the Director’s ability to act in the best interests of the Company.
Applying the above criteria, the Board has determined that Mr Andrew Edwards and Mr Joseph Sweet are independent
directors, and that Mr linton Kirk will also be an independent director on his appointment.
recommendation 2.2:
The chair should be an independent director.
the Board has determined that the Company’s Chairman, Mr Andrew Edwards is an independent director.
recommendation 2.3:
The roles of the chair and chief executive officer should not be exercised by the same individual.
the roles of Chairman of the Board and Managing Director are held by different individuals.
recommendation 2.4:
The board should establish a nomination committee.
the Board has not formed a separate Nomination Committee. the Board as a whole fulfils the role of a Nomination
Committee. to assist the Board to carry out the nomination committee function, it has documented and formalised its
nomination related responsibilities in its Board Charter. this approach is considered by the Board to be appropriate given
the Company’s size and current circumstances.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 23
CorporAte governAnCe
recommendation 2.5:
Companies should disclose the process for evaluating the performance of the board, its committees and individual directors.
In accordance with its Charter the Board will undertake an annual evaluation of its effectiveness as a whole and in
committee against a broad range of good practice criteria. the first such evaluation will be undertaken during the coming
twelve months and the Board may involve an external facilitator for this purpose. the individual performance of each
Board member is reviewed by the Chairman prior to each being considered for re-election. the Chairman’s performance is
evaluated periodically by the Board.
recommendation 2.6:
Companies should provide the information indicated in the Guide to Reporting on Principle 2.
the Company has made the relevant material available, being the Board Charter and Nomination Committee Charter
in the Corporate Governance Statement within its Annual Report and its website disclosure, in accordance with this
recommendation, including the following policies and procedures.
In determining the independence of each Director, materiality is assessed on a case-by-case basis with consideration
of the nature, circumstances and activities of the directors having regard to the guidelines the Board uses to assess the
independence of directors under recommendation 2.1, rather than by applying general materiality thresholds.
It is a policy of the Board that each has the right to seek independent professional advice at the company’s expense,
subject to prior approval of the Chairman which will not be unreasonably withheld.
the Board’s policy and procedure for the selection, nomination and appointment of new directors and the re-election of
incumbent directors is as follows:
•
•
the Board will oversee the appointment and induction process for directors and the selection, appointment and
succession planning process of the Company’s Managing Director. When a vacancy exists or there is a need for
particular skills, the Board determines the selection criteria based on the skills deemed necessary;
the Board may identify potential candidates with advice from an external consultant. those nominated will be
assessed by the Board against background, experience, professional skills, personal qualities, whether the nominee’s
skills and experience will augment the existing Board, and their availability to commit themselves to the Board’s
activities. the Board then appoints the most suitable candidate. Board candidates must stand for election at the next
general meeting of shareholders; and
• When directors are due for re-election, the Board will not endorse the reappointment of a director who is not
satisfactorily performing the role.
prinCiple 3: proMote ethiCAl And responsible deCision-MAking
Companies should actively promote ethical and responsible decision-making.
recommendation 3.1:
Companies should establish a code of conduct and disclose the code or a summary of the code as to the practices
necessary to maintain confidence in the company’s integrity; the practices necessary to take into account their legal
obligations and the reasonable expectations of their stakeholders; and the responsibility and accountability of individuals
for reporting and investigating reports of unethical practices.
the Company has established and disclosed (on its website) its Code of Conduct in accordance with this recommendation. It
is a policy of the Board that the Code of Conduct applies to directors, officers, employees and consultants of the Company.
the Code of Conduct is regularly reviewed and updated as necessary to ensure it reflects the high ethical standards of
conduct necessary to maintain confidence in the Company’s integrity.
recommendation 3.2:
Companies should establish a policy concerning diversity and disclose the policy or a summary of that policy. The policy
should include requirements for the board to establish measurable objectives for achieving gender diversity for the board to
assess annually both the objectives and progress in achieving them.
the Company has established a Diversity Procedure and a Human Resources and Cultural Diversity Policy, both of which
are available on the Company’s website.
24
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
CorporAte governAnCe
recommendation 3.2 (Continued):
the Company will continue to integrate their diversity policy within the recruitment and appointment processes in a
manner that promotes gender diversity, including establishing a structured approach for identifying a pool of candidates for
all Board and Senior Executive positions, using external experts where necessary.
the Company is currently reviewing their succession plans, promotions and turnover to ensure an appropriate focus
on diversity. the Company has identified specific factors to take account of in recruitment and selection processes
to encourage diversity. the Company has also developed programs to raise awareness of the advantages of diversity
and develop a broader pool of skilled and experienced senior management and board candidates, including, diversity
education, workplace development programs mentoring programs and targeted training and development.
the company has Identified and removed barriers to diversity that existed within the Company to create an inclusive
and supportive organisation which enables employees to develop to their full potential. the Company has focused on
developing a culture which recognises that employees at all levels of the Company may have domestic responsibilities and
family commitments and will implement any other strategies the Board and management may develop from time to time.
recommendation 3.3:
Companies should disclose in each annual report the measureable objectives for achieving gender diversity, set by the
board in accordance with the diversity policy and progress towards achieving them.
the Company is in the process of developing objectives (including measurable objectives) aimed at enhancing diversity
in a broader context and, more specifically, gender diversity. the Board views this as a process of continual improvement
however the following measurable objectives have been implemented initially and will be expanded on over time.
item Measureable objective
progress
1.
Appoint a Diversity Manager
2.
Increase the representation of women
as a percentage of total employees to
15% by 2015.
3.
Promote an equal opportunity culture
the Human Resources Manager has been appointed as the Company’s Diversity Manager to
oversee the application of the Diversity Policy and provide the Board with regular measurement
and review as to the effectiveness of the Policy and objectives. At each board meeting directors
are provided up to date information on gender diversity and salary equality.
the Company currently has a female participation rate of 13% and is continuing to develop
initiatives aimed at increasing this percentage on a continual basis, particularly at the Senior and
Executive Management levels. Women with high potential are identified and provided with career
development opportunities. the Board composition included one female director during the
reporting period and prior to her resignation on 30 April 2012.
the Human Resources Department has a majority of female personnel and promotes a culture of
equal employment which is supported by the executive management team. Remuneration levels
are determined based on position and competency, not gender. Review processes are supported
by diversity surveys.
recommendation 3.4:
Companies should disclose in each annual report the proportion of women employees in the whole organisation, women in
senior executive positions and women on the board.
the proportion of women employees in the organisation as of 30 June 2012 is:
In whole organisation
In senior executive positions
On the Board
%
13
-
-
number
105
-
-
the Company will continue to strive to achieve these gender objectives on an ongoing basis. the aim is to appoint more
women into senior executive and Board roles, as opportunities arise and as appropriate candidates are identified. this will
be done with the implementation of the diversity policy and the regular reporting to the Board on progress in achieving
these objectives.
recommendation 3.5:
Companies should provide the information indicated in the Guide to reporting on Principle 3.
the Company has made the relevant material available in the Corporate Governance Statement within its Annual Report
and its website disclosure, in accordance with this recommendation.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 25
CorporAte governAnCe
prinCiple 4: sAfeguArd integrity in finAnCiAl reporting
Companies should have a structure to independently verify and safeguard the integrity of their financial reporting.
recommendation 4.1:
The board should establish an audit committee.
the Board has established an Audit Committee and a separate Risk Committee. the responsibilities of the Audit and Risk
Committees are set out in the Audit and Risk Committees Charter, which is available on the Company’s website.
recommendation 4.2:
The audit committee should be structured so that it:
•
•
•
•
consists only of non-executive directors
consists of a majority of independent directors
is chaired by an independent chair, who is not chair of the board
has at least three members
the Audit Committee established by the Board is structured in accordance with this recommendation.
the members of the Audit Committee as at the date of this report are:
• Mr Andrew Edwards, independent non-executive director
• Mr Joseph Sweet, independent non-executive director
Mr linton Kirk, an independent non-executive director, will become a member, and Chairman, of the Audit Committee from
the date of his appointment. He replaces Ms Karen Field who held that position during the period she was a director.
recommendation 4.3:
The audit committee should have a formal charter.
the Audit Committee has a formal Audit and Risk Committee charter which is disclosed on the Company’s website.
recommendation 4.4:
Companies should provide the information indicated in the Guide to reporting on Principle 4.
the Company has made the relevant material, being the formal charter of the Audit and Risk Committees and information
on procedures for the selection and appointment of the external auditor and rotation of external audit engagement
partners, available on its website, in accordance with this recommendation.
prinCiple 5: MAke tiMely And bAlAnCed disClosure And bAlAnCed disClosure
Companies should promote timely and balanced disclosure of all material matters concerning the company.
recommendation 5.1:
Companies should establish written policies designed to ensure compliance with ASX Listing Rule disclosure requirements
and to ensure accountability at a senior executive level for that compliance and disclose those policies or a summary of
those policies.
the Company’s Continuous Disclosure Policy is available on the Company’s website. this policy sets out the Company’s
procedures to enable accurate, timely, clear and adequate disclosure to the market in accordance with the listing Rules.
the Board regularly reviews its disclosure practices to ensure the market is kept informed of price sensitive or significant
information in accordance with the listing Rules. the Company Secretary is responsible for communications with, and
coordinating disclosure of information to, the ASX in a timely manner. the Board and Managing Director determine
whether information is to be disclosed to the ASX and the Company Secretary is responsible for monitoring compliance
with the Continuous Disclosure Policy.
recommendation 5.2:
Companies should provide the information indicated in the Guide to reporting on Principle 5.
the Company has made the relevant material, being its Continuous Disclosure Policy, available on its website, in
accordance with this recommendation.
26
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
CorporAte governAnCe
prinCiple 6: respeCt the rights of shAreholders
Companies should respect the rights of shareholders and facilitate the effective exercise of those rights.
recommendation 6.1:
Companies should design a communications policy for promoting effective communication with shareholders and
encouraging their participation at general meetings and disclose their policy or a summary of that policy.
the Company’s Shareholder Communications Strategy, which is available on the Company’s website, is as follows:
•
•
Introduction
the Company will communicate all major developments affecting operations to investors through the Annual Report,
half-year and full year results announcements, formal disclosures to the ASX (i.e. company announcements), letters
to Shareholders when appropriate, the Company website and the Annual General Meeting (“AGM”). the AGM also
provides an important opportunity for investors to ask questions, express views and respond to Board proposals.
Company Announcements
the Company will endeavour to post all announcements made to the ASX on its website on the day the
announcement is made.
this includes all announcements made under the Company’s Continuous Disclosure Policy.
Where the Company is unable to place an announcement on its website on the same day that the announcement is made
the Company will endeavour to post the announcement on its website as soon as is reasonably practicable thereafter.
• Notices of Meeting and Explanatory Information
the full text of each Notice of Meeting (including any accompanying explanatory information) is posted on the
Company’s website at the time the Notice is sent to Shareholders.
• Historical Information
the above information will be posted and maintained on its website for at least three years from the date of release.
recommendation 6.2:
Companies should provide the information indicated in the Guide to reporting on Principle 6.
the Company has made the relevant material, being its Shareholder Communications Policy, on its website in accordance
with this recommendation.
prinCiple 7: reCognise And MAnAge risk
Companies should establish a sound system of risk oversight and management and internal control.
recommendation 7.1:
Companies should establish policies for the oversight and management of material business risks and disclose a summary
of those policies.
the Company has established and disclosed (on its website) its Risk Management Policy in accordance with this
recommendation. the Board is responsible for the Company’s system of internal controls relating to the operational,
administrative and financial aspects of the Company’s activities. the Board oversees the establishment, implementation
and monitoring of the Company’s risk management system. Implementation of the risk management system and day-to-day
management of risk is the responsibility of the Managing Director, with the assistance of senior management, as required.
recommendation 7.2:
The board should require management to design and implement the risk management and internal control system to
manage the company’s material business risks and report to it on whether those risks are being managed effectively. The
board should disclose that management has reported to it as to the effectiveness of the company’s management of its
material business risks.
the Board has established a risk management system under which risks are reported to management throughout the
Company with significant risks being reported to the Board.
the Managing Director is to report to the Board as to the effectiveness of the Company’s management of its material
business risks regularly.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 27
CorporAte governAnCe
recommendation 7.3:
The Board should disclose whether it has received assurance from the chief executive officer (or equivalent) and the chief
financial officer (or equivalent) that the declaration provided in accordance with section 295A of the Corporations Act is
founded on a sound system of risk management and internal control and that the system is operating effectively in all
material respects in relation to financial reporting risks.
In respect of the 2012 financial year, the Operations Director acting as the Chief Executive Officer and Chief Financial Officer
have confirmed in writing to the Board that the declaration provided in accordance with s295A of the Corporations Act is
founded on a sound system of risk management and internal compliance and control systems which, in all material respects,
implement the policies which have been adopted by the Board either directly or through delegation to senior executives and
such systems are operating effectively and efficiently in all material respects in relation to financial reporting risks.
recommendation 7.4:
Companies should provide the information indicated in the Guide to reporting on Principle 7.
the Company has made the relevant material available in the Corporate Governance Statement within its Annual Report
and its website disclosure, in accordance with this recommendation.
prinCiple 8: reMunerAte fAirly And responsibly
Companies should ensure that the level and composition of remuneration is sufficient and reasonable and that its
relationship to performance is clear.
recommendation 8.1:
The board should establish a remuneration committee.
the Board has established a Remuneration Committee. the responsibilities of the Remuneration Committee are set out in
the Remuneration Committee Charter, which is available on the Company’s website.
recommendation 8.2:
the remuneration committee should be structured so that it:
•
•
•
consists of a majority of independent directors
is chaired by an independent chair
has at least three members
the members of the Remuneration Committee at the date of this report are:
• Mr Joseph Sweet (Chairman), independent non-executive director (Chairman from 20 September, 2010);
• Mr Andrew Edwards, independent non-executive director.
Mr linton Kirk, as incoming independent non-executive director, will be invited to join the Remuneration Committee
following his appointment. the previous Managing Director, Mr Chris tuckwell, was a member of the Remuneration
Committee during the period he was a director.
the number of Committee meetings that were held during the reporting period and the attendance of the Committee
members at those meetings are set out on page 15 of the Directors’ Report.
28
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
CorporAte governAnCe
recommendation 8.3:
Companies should clearly distinguish the structure of non-executive directors’ remuneration from that of executive directors
and senior executives.
the Company’s non-executive directors receive fees as remuneration for acting as a director of the Company and,
if applicable, acting as a chairperson of a standing Committee of the Board. Further details regarding non-executive
directors’ remuneration are set out in the Remuneration Report on pages 16 to 20.
the Company’s executive directors and senior management are remunerated in accordance with the principles described
in the Remuneration Policy set out in the Remuneration Report on pages 16 to 20. Further details regarding senior
executive remuneration are set out in the Remuneration Report on pages 16 to 20.
recommendation 8.4:
Companies should provide the information indicated in the Guide to reporting on Principle 8.
the Company has made the relevant material available in the Corporate Governance Statement within its Annual Report
and its website disclosure, in accordance with this recommendation.
It is the Company’s policy to prohibit executives from entering into transactions or arrangements which limit the economic
risk of participating in unvested entitlements under any equity-based remuneration schemes.
For further information on the corporate governance policies adopted by the Company, refer to the ‘Investor Centre’ and
‘Corporate Governance’ tab on the Company’s website.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 29
ConsolidAted stAteMent of
CoMprehensive inCoMe
for the yeAr ended 30 June 2012
Revenue
Other income
Direct costs
Finance costs
Share based payment expense
Other expenses from ordinary activities
Profit before income tax
Income tax expense
Profit for the year
Other comprehensive income:
Net gain on revaluation of financial assets
Other comprehensive income for the year, net of tax
Total comprehensive income for the year
Profit attributable to:
Non-controlling interest
Members of the parent entity
total comprehensive income attributable to:
Non-controlling interest
Members of the parent entity
Earnings per share:
Basic earnings per share (cents)
Diluted earnings per share (cents)
the accompanying notes form part of these financial accounts
note
2
2
3
4
9
9
2012
$’000
334,884
9,277
2011
$’000
249,226
9,257
(276,680)
(205,984)
(3,053)
(358)
(10,442)
53,628
(16,323)
37,305
136
136
37,441
(370)
37,675
37,305
(370)
37,811
37,441
25.12
24.45
(3,039)
(1,073)
(6,954)
41,433
(12,712)
28,721
308
308
29,029
1,641
27,080
28,721
1,744
27,285
29,029
19.70
19.31
30
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
ConsolidAted stAteMent of
finAnCiAl position
As At 30 June 2012
note
2012
$’000
2011
$’000
CURRENT ASSETS
Cash and cash equivalents
trade and other receivables
Inventory
Work in Progress
Other assets
tOtAl CuRRENt ASSEtS
NON CURRENT ASSETS
Financial assets
Investments accounted for using the equity method
Property, plant and equipment
Deferred tax assets
tOtAl NON CuRRENt ASSEtS
TOTAL ASSETS
CURRENT LIABILITIES
trade and other payables
Financial liabilities
Current tax liabilities
Short–term provisions
tOtAl CuRRENt lIABIlItIES
NON-CURRENT LIABILITIES
Deferred tax liabilities
Financial liabilities
tOtAl NON-CuRRENt lIABIlItIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Retained Profits
Parent Interest
Non-controlling Interest
TOTAL EQUITY
the accompanying notes form part of these financial accounts
10
11
12
13
14
16
17
18
19
17
20
17
19
21
39,879
58,764
2,790
857
4,208
106,498
3,488
-
113,832
2,347
119,667
226,165
39,885
22,029
8,442
5,327
75,683
431
32,800
33,231
108,914
117,251
35,695
1,235
79,933
116,863
389
117,251
50,563
28,669
2,111
-
405
81,748
3,294
500
70,328
1,512
75,634
157,382
25,020
18,153
4,034
2,565
49,772
401
18,966
19,367
69,139
88,243
35,570
741
52,008
88,319
(76)
88,243
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 31
ConsolidAted stAteMent of
ChAnges in eQuity
for the yeAr ended 30 June 2012
issued
Capital
$’000
retained
earnings
$’000
financial
Assets
reserve
$’000
option
reserve
$’000
non
Controlling
interests
$’000
total
$’000
BAlANCE At 1 JulY 2010
Profit for the year
Other comprehensive income:
Revaluation of Investment
total comprehensive income
Shares issued
Cost of capital raising
Options issued
Acquisition of non-controlling interest
Dividends paid or provided for
BALANCE AT 30 JUNE 2011
BAlANCE At 1 JulY 2011
Profit for the year
Other comprehensive income:
Revaluation of Investment
total comprehensive income
Shares issued
tax benefit of capital raising costs
Options issued
Acquisition of non-controlling interest
Dividends paid
-
-
-
-
37,153
(1,583)
-
-
-
23,550
27,080
-
27,080
-
-
-
12,378
(11,000)
35,570
52,008
35,570
-
-
-
-
125
-
-
52,008
37,675
-
37,675
-
-
-
(9,750)
154
-
206
206
-
-
-
255
-
615
615
-
136
136
-
-
-
-
BALANCE AT 30 JUNE 2012
35,695
79,933
751
the accompanying notes form part of these financial accounts
-
-
-
-
-
-
126
-
-
126
126
-
-
-
-
-
358
-
484
10,813
1,641
34,517
28,721
103
1,744
-
-
-
(12,633)
308
29,029
37,153
(1,583)
126
-
-
(11,000)
(76)
88,243
(76)
(370)
88,243
37,305
-
136
(370)
37,441
-
-
-
834
-
-
125
358
834
(9,750)
389
117,251
32
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
ConsolidAted stAteMent of
CAsh flows
for the yeAr ended 30 June 2012
note
2012
$
2011
$
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers
Payments to suppliers and employees
Dividends received
Interest received
Interest paid
Income tax (paid)/refund
Net cash provided by operating activities
25(b)
CASH FLOW FROM INVESTING ACTIVITIES
Net cash acquired from purchase of subsidiary
Purchase of investments
Proceeds from sale of property, plant and equipment
Purchase of property, plant and equipment
Repayments of/ (loans) to Related Parties
Net cash used in investing activities
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from share issue
Repayment of borrowings
Dividends paid
Net cash provided by (used in) financing activities
Net increase/(decrease) in cash held
Cash and cash equivalents at beginning of financial year
Cash and cash equivalents at end of financial year
25(a)
the accompanying notes form part of these financial accounts
315,440
(247,610)
113
1,261
(3,053)
(13,331)
52,820
859
-
623
(32,562)
-
(31,080)
-
(22,674)
(9,750)
(32,424)
(10,684)
50,563
39,879
262,519
(192,615)
168
1,518
(3,039)
(10,773)
57,778
230
(500)
409
(19,159)
750
(18,270)
33,417
(17,224)
(11,000)
5,193
44,702
5,861
50,563
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 33
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
these consolidated financial statements and notes represent those of MACA limited and Controlled Entities (the
“consolidated group” or “group”).
the separate financial statements of the parent entity, MACA limited, have not been presented within this financial report
as permitted by the Corporations Act 2001. the financial statements were authorised for issue on 27 September 2012 by
the directors of the company.
note 1. suMMAry of signifiCAnt ACCounting poliCies
basis of preparation
the financial statements are general purpose financial statements that has been prepared in accordance with Australian
Accounting Standards, Australian Accounting Interpretations, other authorative pronouncements of the Australian
Accounting Standards Board and the Corporations Act 2001.
Australian Accounting Standards set out in accounting policies that the AASB has concluded would result in financial
statements containing relevant and reliable information about transactions, events and conditions. Compliance with
Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial
Reporting Standards as issued by the IASB. Material accounting policies adopted in the preparation of these financial
statements are presented below and have been consistently applied unless otherwise stated.
these 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
the consolidated financial statements incorporate the assets, liabilities and results of entities controlled by MACA limited
at the end of the reporting period. A controlled entity is any entity over which MACA limited has the ability to govern the
financial and operating policies so as to obtain benefits from the entity’s activities.
Where controlled entities have entered or left the Group during the year, the financial performance of those entities is
included only for the period of the year that they were controlled. A list of controlled entities is contained in Note 15 to the
financial statements.
In preparing the consolidated financial statements, all inter-group balances and transactions between entities in the
consolidated group have been eliminated in full on consolidation.
Non-controlling interests, being the equity in a subsidiary not attributable, directly or indirectly, to a parent, are shown
separately within the equity section of the consolidated statement of financial position and statement of comprehensive
income. the non-controlling interests in the net assets comprise their interests at the date of the original business
combination and their share of changes in equity since that date.
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 acquisition method requires that for each business combination one of the
combining entities must be identified as the acquirer (i.e. parent entity). the business combination will be accounted for
as at the acquisition date, which is the date that control over the acquiree is obtained by the parent entity. At this date,
the parent shall recognise, in the consolidated accounts, and subject to certain limited exceptions, the fair value of the
identifiable assets acquired and liabilities assumed. In addition, contingent liabilities of the acquiree will be recognised
where a present obligation has been incurred and its fair value can be reliably measured.
the acquisition may result in the recognition of goodwill or a gain from a bargain purchase. the method adopted for the
measurement of goodwill will impact on the measurement of any non-controlling interest to be recognised in the acquiree
where less than 100% ownership interest is held in the acquiree.
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.
Consideration may comprise the sum of the assets transferred by the acquirer, liabilities incurred by the acquirer to the
former owners of the acquiree and the equity interests issued by the acquirer.
34
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 1. suMMAry of signifiCAnt ACCounting poliCies (Continued)
Fair value uplifts in the value of pre-existing equity holdings are taken to the statement of comprehensive income. 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.
Included in the measurement of consideration transferred is any asset or liability resulting from a contingent consideration
arrangement. Any obligation incurred relating to contingent consideration is classified as either a financial liability or
equity instrument, depending upon the nature of the arrangement. Rights to refunds of consideration previously paid
are recognised as a receivable. 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 a liability is remeasured each reporting period to fair value through the statement of comprehensive income unless the
change in value can be identified as existing at acquisition date.
All transaction costs incurred in relation to the business combination are expensed to the statement of comprehensive income.
b. investments in Associates
Associate companies are companies in which the Group has significant influence through holding, directly or indirectly,
20% or more of the voting power of the company. Investments in associates are accounted for in the financial statements
by applying the equity method of accounting whereby the investment is initially recognised at cost and adjusted thereafter
for the post-acquisition change in the Group’s share of net assets of the associate company. In addition the Group’s share
of the profit or loss of the associate company is included in the Group’s profit or loss.
the carrying amount of the investment includes goodwill relating to the associate. Any excess of the Group’s share of
the net fair value of the associate’s identifiable assets, liabilities and contingent liabilities over the cost of the investment
is excluded from the carrying amount of the investment and is instead included as income in the determination of the
investor’s share of the associate’s 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
relation to the Group’s investment 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 the recognition of its share of
those profits once its share of the profits equals the share of the losses not recognised.
Details of the Group’s investments in associates are shown at Note 14.
c. income tax
the income tax expense (revenue) for the year comprises current income tax expense (income) and deferred tax
expense (income).
Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated using applicable
income tax rates enacted, or substantially enacted, as at the end of the reporting period. Current tax liabilities (assets) are
therefore measured at the amounts expected to be paid to (recovered from) the relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year
as well unused tax losses.
Current and deferred income tax expense (income) is charged or credited directly to equity instead of the profit or loss
when the tax relates to items that are credited or charged directly to equity.
Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases of assets
and liabilities and their carrying amounts in the financial statements. Deferred tax assets also result where amounts have
been fully expensed but future tax deductions are available. No deferred income tax will be recognised from the initial
recognition of an asset or liability, excluding a business combination, 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 liability is settled, based on tax rates enacted or substantively enacted at the end of the reporting period.
their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the
related asset or liability.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 35
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 1. suMMAry of signifiCAnt ACCounting poliCies (Continued)
c. income tax (Continued)
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 legally enforceable right of set-off exists, 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.
d. inventories
Inventories and Work in Progress are measured at the lower of cost or net realisable value. the cost of manufactured
products includes direct materials, direct labour and an appropriate portion of variable and fixed overheads. Overheads are
applied on the basis of normal operating capacity. Costs are assigned on the basis of weighted average costs.
e. 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.
Property
Freehold land and buildings are shown at their fair value (being the amount for which an asset could be exchanged
between knowledgeable willing parties in an arm’s length transaction), based on periodic, but at least triennial, valuations
by external independent valuers, less subsequent depreciation for buildings.
Increases in the carrying amount arising on revaluation of land and buildings are credited to a revaluation surplus in equity.
Decreases that offset previous increases of the same asset are charged against fair value reserves directly in equity, all
other decreases are charged to the statement of comprehensive income. Each year the difference between depreciation
based on the revalued carrying amount of the asset charged to the statement of comprehensive income and depreciation
based on the asset’s original cost is transferred from the revaluation reserve to retained earnings.
Any accumulated depreciation at the date of revaluation is eliminated against the gross carrying amount of the asset and
the net amount is restated to the revalued amount of the asset.
Plant and equipment
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 the
impairment losses are recognised either in the 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(h) 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 assets 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 charged to the statement of comprehensive income during the
financial period in which they are incurred.
36
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 1. suMMAry of signifiCAnt ACCounting poliCies (Continued)
Depreciation
the depreciable amount of all fixed assets including buildings and capitalised lease assets, but excluding freehold land,
is depreciated on a diminishing value and/or straight line basis over the asset’s useful life to the consolidated 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
leasehold improvements
Plant and equipment
low value pool
Motor vehicles
depreciation rate
2.5%
2.5% - 50%
18.75% - 37.5%
18.75% - 50%
the asset’s 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 included in the statement of comprehensive income. When revalued assets are sold, amounts included in the
revaluation surplus relating to that asset are transferred to retained earnings.
f. leases
leases of fixed assets where substantially all the risks and benefits incidental to the ownership of the asset, but not the
legal ownership that is transferred to entities in the consolidated group, are classified as finance leases.
Finance leases are capitalised by recording an asset and a liability at the lower of the amounts equal to the fair value of
the leased property or the present value of the minimum lease payments, including any guaranteed residual values. lease
payments are allocated between the reduction of the lease liability and the lease interest expense for the period.
leased assets are depreciated on a straight-line basis over the shorter of their estimated useful lives or the lease term.
lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, are charged as
expenses in the periods in which they are incurred.
lease incentives under operating leases are recognised as a liability and amortised on a straight-line basis over the life of
the lease term.
g. financial instruments
Initial recognition and 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 company 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 transaction 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
Finance instruments are subsequently measured at either of fair value, amortised cost using the effective interest rate
method, or cost.
Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are applied
to determine the fair value for all unlisted securities, including recent arm’s length transactions, reference to similar
instruments and option pricing models.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 37
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 1. suMMAry of signifiCAnt ACCounting poliCies (Continued)
g. financial instruments (Continued)
Amortised cost is calculated as:
a.
the amount at which the financial asset or financial liability is measured at initial recognition;
b.
less principal repayments;
c. plus or minus the cumulative amortisation of the difference, if any, between the amount initially recognised and the
maturity amount calculated using the effective interest method; and
d.
less any reduction for impairment.
the effective interest method is used to allocate interest income or interest expense over the relevant period and is
equivalent to the rate that exactly discounts estimated future cash payments or receipts (including fees, transaction costs
and other premiums or discounts) through 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 value with a consequential recognition of an income or
expense in profit or loss.
the Group does not designate any interests in subsidiaries, associates or joint venture entities 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 either 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 value 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.
loans and receivables are included in current assets, except for those which are not expected to mature within
12 months after the end of the reporting period. (All other loans and receivables are classified as non-current assets.)
iii. Held-to-maturity investments
Held-to-maturity investments are non-derivative financial assets that have fixed maturities and fixed or determinable
payments, and it is the Group’s intention to hold these investments to maturity. they are subsequently measured at
amortised cost.
Held-to-maturity investments are included in non-current assets, except for those which are expected to mature within
12 months after the end of the reporting period. (All other investments are classified as current assets.)
If during the period the Group sold or reclassified more than an insignificant amount of the held-to-maturity
investments before maturity, the entire held-to-maturity investments category would be tainted and reclassified as
available-for-sale.
iv. Available-for-sale financial assets
Available-for-sale financial assets are non-derivative financial assets that are either not suitable to be classified into
other categories of financial assets due to their nature, or they are designated as such by management. they comprise
investments in the equity of other entities where there is neither a fixed maturity nor fixed or determinable payments.
Available-for-sale financial assets are included in non-current assets, except for those which are expected to mature
within 12 months after the end of the reporting period. (All other financial assets are classified as current assets.)
v. Financial liabilities
Non-derivative financial liabilities (excluding financial guarantees) are subsequently measured at amortised cost.
38
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 1. suMMAry of signifiCAnt ACCounting poliCies (Continued)
g. financial instruments (Continued)
Impairment
At the end of each reporting period, the Group assesses whether there is objective evidence that a financial instrument
has been impaired. In the case of available-for-sale financial instruments, a prolonged decline in the value of the
instrument is considered to determine whether an impairment has arisen. Impairment losses are recognised in profit or
loss. Also, any cumulative decline in fair value previously recognised in other comprehensive income is reclassified to
profit or loss at this point.
De-recognition
Financial assets are de-recognised where the contractual rights to receipt of cash flows expires or the asset is transferred to
another party whereby the entity no longer has any significant continuing involvement in the risks and benefits associated with
the asset. Financial liabilities are de-recognised where the related obligations are either discharged, cancelled or expired. the
difference between the carrying value of the financial liability extinguished or transferred to another party and the fair value of
consideration paid, including the transfer of non-cash assets or liabilities assumed, is recognised in profit or loss.
h. 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 jointly controlled entities 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 to sell and value in use, to the asset’s carrying value. Any excess of the asset’s carrying value
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 (e.g. in accordance with the revaluation model in AASB 116). 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.
i. 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 and presentation currency.
j. employee benefits
Provision is made for the Group’s liability for employee benefits arising from services rendered by employees to the
end of the reporting period. Employee benefits that are expected to be settled within one year have been measured at
the amounts expected to be paid when the liability is settled. Employee benefits payable later than one year have been
measured at the present value of the estimated future cash outflows to be made for those benefits. In determining the
liability, consideration is given to employee wages increases and the probability that the employee may satisfy vesting
requirements. those cash outflows are discounted using market yields on national government bonds with terms to
maturity that match the expected timing of cash flows.
Equity-settled compensation
the Group operates equity-settled share-based payment employee share and option schemes. the fair value of the equity
to which employees become entitled is measured at grant date and recognised as an expense over the vesting period, with
a corresponding increase to an equity account. Share-based payments to non-employees are measured at the fair value of
goods or services received or the fair value of the equity instruments issued, if it is determined the fair value of the good or
services cannot be reliably measured, and are recorded at the date the goods or services are received. the corresponding
amount is shown in the option reserve.
the fair value of shares is ascertained as the market bid price. the fair value of options is ascertained using a Black–
Scholes pricing model which incorporates all market vesting conditions. the number of shares and options expected to
vest is reviewed and adjusted at the end of each reporting period such that the amount recognised for services received as
consideration for the equity instruments granted shall be based on the number of equity instruments that eventually vest.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 39
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 1. suMMAry of signifiCAnt ACCounting poliCies (Continued)
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, deposits held at call with banks, other short-term highly liquid
investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within short-
term borrowings in current liabilities on 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. Any consideration deferred is treated as the provision of finance 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 rate method, which, for floating rate financial assets, is the rate
inherent in the instrument.
All dividends received shall be recognised as revenue when the right to receive the dividend has been established.
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 and 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.
All revenue is stated net of the amount of goods and services tax (GSt).
n. trade and other payables
trade and other payables represent the liability outstanding at the end of the reporting period for goods and services
received by the Group during the reporting period which remains unpaid. the balance is recognised as a current liability
with the amount being normally paid within 30 days of recognition of the liability.
o. borrowing Costs
Borrowing costs directly attributable to the acquisition, construction or production of assets that necessarily take a
substantial period of time to prepare for their intended use or sale, are added to the cost of those assets, until such time as
the assets are substantially ready for their intended use or sale.
All other borrowing costs are recognised in income in the period in which they are incurred.
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. In these circumstances the GSt is recognised as part of the cost of
acquisition of the asset or as part of an item of the expense. Receivables and payables in the statement of financial position
are shown inclusive of GSt.
Cash flows are presented in the statement of cashflows on a gross basis, except for the GSt component of investing and
financing activities, which are disclosed as operating cash flows.
40
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 1. suMMAry of signifiCAnt ACCounting poliCies (Continued)
q. Comparative figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation
for the current financial year.
When the Group applies an accounting policy retrospectively, makes a retrospective restatement or reclassifies items in its
financial statements, a statement of financial position as at the beginning of the earliest comparative period will be disclosed.
r. Critical Accounting estimates and Judgments
the directors evaluate estimates and judgments 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.
Key estimates
i.
Impairment
the Group assesses impairment at the end of each reporting period by evaluating conditions and events specific to
the Group that may be indicative of impairment triggers. Recoverable amounts of relevant assets are reassessed using
value-in-use calculations which incorporate various key assumptions.
ii. Taxation
Balances disclosed in the financial statements and the notes thereto, related to taxation are based on the best
estimates of directors. these estimates take into account both the financial performance and position of the Group
as they pertain to current income taxation legislation, and the directors understanding thereof. No adjustment has
been made for pending or future taxation legislation. the current income tax position represents that directors’ best
estimate, pending an assessment by the Australian taxation Office.
iii. Estimation of Useful Lives of Assets
the estimation of the useful lives of property, plant and equipment has been based on historical experience and
reviewed on an ongoing basis. the condition of the assets are assessed at least annually against the remaining useful
life with adjustments made when considered necessary.
Key judgments
i.
Environmental Issues
Balances disclosed in the financial statements and notes thereto are not adjusted for any pending or enacted
environmental legislation, and the directors understanding thereof. At the current stage of the Group’s development
and its current environmental impact the directors believe such treatment is reasonable and appropriate.
s. rounding of Amounts
the group has applied the relief available to it under ASIC Class Order 98/100 and accordingly, amounts in the financial
statements and directors’ report have been rounded off to the nearest $1,000. Comparative information has been adjusted
to reflect this change.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 41
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 2. revenue And other inCoMe
Revenue from Continuing Operations:
note
2012
$’000
2011
$’000
324,854
324,854
1,261
113
8,656
10,030
334,884
43
-
352
8,882
9,277
27,990
1,283
5
29,278
71,946
3,546
4,100
4,955
358
191
85,096
17,457
33,560
240,701
240,701
1,518
169
6,838
8,525
249,226
647
-
234
8,376
9,257
21,512
1,276
4
22,792
43,873
1,709
2,669
3,755
1,073
226
53,305
17,408
32,696
Sales revenue
- Sales
Other revenue
- Interest received
- Dividends received
- Other revenue
total Revenue
Other Income
- Gain / (loss) on sale of plant and equipment
- Gain / (loss) on sale of investments
- Discount on acquisition
- Other income
total Other Income
note 3. profit for the yeAr
Expenses:
Depreciation and amortisation
- Plant and equipment
- Motor vehicles
- Other
total depreciation and amortisation expense
Employee benefits expense
- Direct labour
- Payroll tax
- Superannuation
- Employee entitlements accrual
- Share based payment
- Other
total employee benefits expense
Repairs, service and maintenance
Materials and supplies
42
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note
2012
$’000
2011
$’000
note 4. inCoMe tAX eXpense
(a) the components of tax expense comprise:
Current
Deferred
17(c)
17,075
(752)
16,323
13,394
(682)
12,712
(b) the prima facie tax on profit from ordinary activities before income tax is
reconciled to the income tax as follows:
Prima facie tax payable on profit from ordinary activities before income tax at
30% (2011: 30%)
16,088
12,430
Add tax effect of:
- dividend imputation
- other non allowable items
- other taxable items
- prior year adjustments
less tax effect of:
- franking credits on dividends received
- prior year adjustment
- other deductible items
Income tax attributable to the entity
the applicable weighted average effective tax rate as
note 5. business CoMbinAtions
1,268
132
2,926
136
(4,227)
16,323
30.4%
600
540
1,353
(2,001)
(10)
(200)
12,712
30.7%
2012
On 1 July 2011 the Group acquired a further 26.67% of the issued capital in Riverlea Corporation Pty ltd (taking the total
held to 60%), a company mostly involved in contracting of civil services.
the major classes of assets and liabilities comprising the acquisition of the Company as at the date of the acquisition are
as follows:
Purchase consideration - Cash:
Less:
Cash and cash equivalents
trade and other receivables
Other assets
Property, plant and equipment
trade and other payables
Financial liabilities
Current tax liabilities
Provisions
Percentage of ownership (60%) of identifiable assets acquired and liabilities assumed
Gain on acquisition
Acquiree’s carrying
amount at
1 July 2011
$’000
fair value at
1 July 2011
$’000
900
1,259
5,170
143
707
(4,177)
(290)
(678)
(48)
2,086
1,259
5,170
143
707
(4,177)
(290)
(678)
(48)
2,086
1,252
352
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 43
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 5. business CoMbinAtions (Continued)
2011
On 2 September 2010, MACA limited acquired 100% of the issued capital of MACA Plant Pty ltd (and its subsidiary
MACA Mining Pty ltd, formerly Mining and Civil Australia Pty ltd) for a purchase consideration of $92,523,641. the
purchase was satisfied with the issue of 92,523,641 ordinary shares in MACA limited at $1 per share.
Net assets of MACA Plant Pty ltd at acquisition date were $34,323,775. under the principles of AASB 3 Business
Combinations, MACA Plant Pty ltd is the accounting acquirer in the business combination. therefore the transaction has
been accounted for as a reverse acquisition. Fair value of the consideration transferred has been determined by reference
to the fair value of issued shares in MACA Plant Pty ltd immediately prior to the business combination.
the purchase acquisition was part of a group restructure to facilitate listing on the Australian Securities Exchange to enable
further expansion.
the major classes of assets and liabilities comprising the acquisition of the Company as at the date of the acquisition are
as follows:
Cash and cash equivalents
trade and other receivables
Other assets
Financial assets
Property, plant and equipment
Deferred tax assets
trade and other payables
Financial liabilities
Current tax liabilities
Provisions
Deferred tax liabilities
Consideration paid:
Ordinary shares (92,523,641 shares)
2 september
2010
$
4,331,688
34,474,805
392,500
3,150,000
52,462,379
692,199
(22,361,633)
(33,340,670)
(3,259,948)
(1,879,544)
(338,001)
34,323,775
92,523,641
On 2 September 2010, the Group acquired 100% of the issued capital of MACA Crushing Pty ltd, a company providing
services to the mining and resources industry, for a purchase consideration of $1,206,505.
the purchase acquisition was part of a group restructure to facilitate listing on the Australian Securities Exchange which
will enable further expansion.
through acquiring 100% of the issued capital of MACA Crushing Pty ltd, the Group has obtained control of the company.
44
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 5. business CoMbinAtions (Continued)
the purchase was satisfied by the issue of 1,206,505 ordinary shares at an issue price of $1 each. the issue price was
based on the market price on date of purchase.
Purchase consideration:
Cash consideration
Equity issued as consideration
total purchase
Fair value of assets acquired (see below)
Discount on acquisition
Investment in subsidiary
Assets and liabilities held at acquisition date
Cash and cash equivalents
trade and other receivables
Property, plant and equipment
trade and other payables
Financial liabilities
Current tax liabilities
Purchase consideration settled in cash
Cash and cash equivalent in subsidiary acquired
Cash inflow on acquisition
$
1,206,505
-
1,206,505
1,206,505
1,440,957
(234,452)
1,206,505
230,073
434,560
10,126,733
(19,309)
(9,246,439)
(84,661)
1,440,957
-
230,073
230,073
Profit before income tax and revenue resulting from the acquisition of MACA Crushing Pty ltd amounting to $595,049
and $1,558,000 respectively are included in the consolidated statement of comprehensive income for the year ended
30 June 2011.
Had the results relating to MACA Plant Pty ltd been consolidated from 1 July 2010, consolidated revenue of the
consolidated group would have been the same as it currently stands and consolidated profit before tax of the combined
group would have been $41,720,005 for the year ended 30 June 2011.
note 6. Auditors’ reMunerAtion
Remuneration of the parent entity auditors for:
Auditing or reviewing the financial report
2012
$’000
2011
$’000
105
105
75
75
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 45
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 7. interests of key MAnAgeMent
personnel (kMp)
Refer to the remuneration report contained in the director’s report for details
of the remuneration paid or payable to each member of the Group’s key
management personnel for the year ended 30 June 2012.
the totals of remuneration paid to KMP of the company and Group during the
year are as follows:
Short-term employee benefits
Post-employment benefits
Other long-term benefits
Share based payments
2012
$’000
2011
$’000
3,778
195
250
54
4,277
2,429
88
-
966
3,483
a) kMp options and rights holdings
the number of options and rights over ordinary shares held by each KMP of the Group during the financial year is as follows:
balance at
beginning of
year
granted as
remuneration
during the
year
exercised
during the
year
other
changes
during the
year
balance at
the end of the
year
vested during
the year
vested and
exercisable
vested and
unexercisable
30 June 2012
David John Edwards
Mitch Wallace
Geoffrey Alan Baker
Ross Campbell Williams
Christopher Mark
tuckwell
(resigned 25 July 2012)
(Hugh) Andrew Edwards
Joseph Ronald Sweet
Karen lesley Field
(resigned 30 April 2012)
tim Gooch
Darren Erikssen
Andrew Sarich
30 June 2011
David John Edwards
Mitch Wallace
Geoffrey Alan Baker
Ross Campbell Williams
Christopher Mark
tuckwell
(Hugh) Andrew Edwards
Joseph Ronald Sweet
Karen lesley Field
tim Gooch
Andrew Sarich
James Edward Moore
Francis Joseph Maher
500,000
200,000
-
-
-
-
-
-
-
-
-
-
-
-
-
550,000
-
-
-
-
-
-
700,000
550,000
-
-
-
-
-
-
-
-
-
-
-
-
-
500,000
200,000
-
-
-
-
-
-
-
-
-
-
700,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(550,000)
-
-
-
-
-
-
500,000
200,000
-
-
-
-
-
-
-
-
-
(550,000)
700,000
-
-
-
-
-
-
-
-
-
-
-
-
-
500,000
200,000
-
-
-
-
-
-
-
-
-
-
700,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
46
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 7. interests of key MAnAgeMent personnel (kMp) (Continued)
b) kMp shareholdings
the number of ordinary shares in MACA limited held by each KMP of the Group during the financial year is as follows:
balance at
beginning of
year*
granted as
remuneration
during the year
increase other
issued on
exercise of
options during
the year
other changes
during the year
balance at end
of year
21,000,000
21,000,000
-
9,000,000
1,000,000
20,000
100,000
-
40,000
-
-
52,160,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(4,000,000)
17,000,000
(3,000,000)
18,000,000
-
-
(4,500,000)
4,500,000
(300,000)
-
-
-
700,000
20,000
100,000
-
(2,000)
38,000
-
-
-
-
(11,802,000)
40,358,000
balance at
beginning of
year*
granted as
remuneration
during the year
increase other
issued on
exercise of
options during
the year
other changes
during the year
balance at end
of year
20,984,361
20,984,361
20,984,361
20,984,361
9,792,702
-
-
-
-
-
-
-
-
-
-
-
-
946,769
4,504,445
4,504,445
4,504,445
4,504,445
2,102,074
203,231
-
-
-
-
-
-
-
-
-
-
-
-
93,730,146
946,769
20,323,085
-
-
-
-
-
-
-
-
-
-
-
-
-
(4,488,806)
21,000,000
(4,488,806)
21,000,000
(6,488,806)
19,000,000
(6,488,806)
19,000,000
(2,894,776)
(150,000)
9,000,000
1,000,000
20,000
100,000
-
40,000
-
-
20,000
100,000
-
40,000
-
-
(24,840,000)
90,160,000
30 June 2012
David John Edwards
Geoffrey Alan Baker
tim Gooch
Ross Campbell Williams
Christopher Mark tuckwell
(resigned 25 July 2012)
(Hugh) Andrew Edwards
Joseph Ronald Sweet
Karen lesley Field
(resigned 30 April 2012)
Andrew Sarich
Darren Erikssen
Mitch Wallace
30 June 2011
David John Edwards
Geoffrey Alan Baker
Francis Joseph Maher*
James Edward Moore*
Ross Campbell Williams
Christopher Mark tuckwell
(Hugh) Andrew Edwards
Joseph Ronald Sweet
Karen lesley Field
Andrew Sarich
tim Gooch
Mitch Wallace
* No longer KMP
other kMp transactions
there have been no other transactions involving equity instruments other than those described in the tables above. For
details of other transactions with KMP, refer to Note 31: Related Party transactions.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 47
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 8. dividends
Distributions paid:
Interim fully franked ordinary dividend of $0.035 (2011: $0.03) per share
franked at the tax rate of 30% (2011: 30%)
2011 final dividend (fully franked) of $0.03 per share paid in 2012
(2011: $0.0578)
total dividends per share for the period
Proposed final fully franked ordinary dividend of $0.045 (2011: $0.03) per
share franked at the tax rate of 30% (2011: 30%)
Balance of franking account at year end adjusted for credits arising from
payment of provision of income tax and debits arising for income tax and
dividends recognised as receivables, franking credits that may be prevented
from distribution in subsequent financial year as per the income tax return at
30 June 2012 being the latest tax year end to balance date.
Subsequent to year end the franking account would be reduced by the
proposed dividend
note 9. eArnings per shAre
a. Reconciliation of earnings to profit and loss
Profit
Profit attributable to non controlling interest
Earnings used to calculate basic EPS
Earnings used in the calculation of dilutive EPS
b. Weighted average number of ordinary shares outstanding during the year
in calculating basic EPS
Weighted average number of dilutive options outstanding
Weighted average number of ordinary shares outstanding during the year
used in calculating dilutive EPS
note 10. CAsh And CAsh eQuivAlents
note
2012
$’000
2011
$’000
5,250
4,500
9,750
0.08
6,750
4,500
6,500
11,000
0.06
4,500
27,651
20,426
(2,893)
(1,929)
37,305
370
37,675
37,675
150,000
4,093
154,093
28,721
(1,641)
27,080
27,080
137,453
2,782
140,234
Cash at bank
25
39,879
50,563
note 11. trAde And other reCeivAbles
CuRRENt
trade debtors
58,764
28,669
a. Credit risk
the Group has no significant concentration of credit risk with respect to any single counterparty or group of counterparties
other than those receivables specifically provided for and mentioned within Note 11. the class of assets described as
“trade and other receivables” is considered to be the main source of credit risk related to the Group.
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 counterparty 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.
48
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 11. trAde And other reCeivAbles (Continued)
a. Credit risk (Continued)
the balance of receivables that remain within initial trade terms (as detailed in the table) are considered to be of
acceptable credit quality.
30 June 2012
trade and term receivables
Other receivables
total
30 June 2011
trade and term receivables
Other receivables
total
gross amount
$’000
past due and
impaired
$’000
past due but not
impaired (months
overdue)
< 1 month
$’000
within initial trade
terms
$’000
58,764
-
58,764
28,577
-
28,577
-
-
-
-
-
-
21,184
-
21,184
8,650
-
8,650
37,580
-
37,580
19,927
-
19,927
Neither the Group nor parent entity holds any financial assets with terms that have been renegotiated, but which would
otherwise be past due or impaired.
note
2012
$’000
2011
$’000
b. financial assets classified as loans and receivables
trade and other receivables
- total current
- total non-current
note 12. other Assets
CuRRENt
Prepayments
Deposit
note 13. finAnCiAl Assets
NON CuRRENt
Available for Sale Financial Assets:
Shares in listed corporations, at fair value
58,764
-
58,764
2012
$’000
2,309
1,899
4,208
3,488
3,488
28,669
-
28,669
2011
$’000
405
405
3,294
3,294
note 14. investMents ACCounting for using the eQuity Method
Associated companies:
name
Riverlea Corporation Pty ltd
principal
Activities
Country of
incorporation
shares
Civil
Contracting
Australia
Ord
ownership interest
2012
%
-
2011
%
33.3
Carrying Amounts of
investment
2012
$’000
2011
$’000
-
500,000
An additional 26.67% of Riverlea was acquired resulting in a business combination. Refer to note 15 for further details.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 49
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 15. Controlled entities
Parent entity:
MACA limited
Subsidiaries:
MACA Mining Pty ltd (formally Mining & Civil Australia Pty ltd)
MACA Plant Pty ltd
MACA Crushing Pty ltd
MACA Civil Pty ltd
Riverlea Corporation Pty ltd
MACA Civil Plant Pty ltd
* Percentage of voting power in proportion to ownership
Country of
incorporation
percentage owned (%)*
2012
2011
Australia
-
-
Australia
Australia
Australia
Australia
Australia
Australia
100%
100%
100%
60%
60%
60%
100%
100%
100%
60%
33.3%
-
Acquisition of Controlled entities
During the 2012 financial year the parent entity, MACA limited acquired a further interest in Riverlea Corporation Pty ltd.
Refer to details of these transactions in Note 5: Business Combinations. MACA Civil Plant Pty ltd was incorporated during
the current financial year.
note 16. property, plAnt & eQuipMent
2012
$’000
2011
$’000
PlANt AND EQuIPMENt
Plant and equipment – at cost
Accumulated depreciation
Motor vehicles – at cost
Accumulated depreciation
leased plant and equipment – at cost
Accumulated depreciation
low value pool – at cost
Accumulated depreciation
leasehold improvements – at cost
Accumulated depreciation
total plant and equipment
total property, plant and equipment
50
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
187,106
(77,964)
109,142
8,547
(4,373)
4,174
1,080
(1,080)
-
59
(47)
12
552
(48)
504
113,832
113,832
120,351
(52,706)
67,645
5,876
(3,476)
2,400
1,440
(1,440)
-
52
(42)
10
292
(19)
273
70,328
70,328
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
a. Movements in Carrying Amounts
Movement in the carrying amounts for each class of property, plant and equipment between the beginning and the end of
the current financial year.
land and
buildings
$’000
338
-
(338)
plant and
equipment
$’000
45,493
43,355
(104)
Motor
vehicles
$’000
2,737
1,081
(132)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(21,098)
(1,286)
-
67,646
67,646
69,612
(623)
413
-
-
2,400
2,400
3,118
(299)
294
-
(27,906)
(1,339)
-
109,142
-
4,174
Consolidated:
Opening balance at 1 July 2010
Additions
Disposals
Additions through acquisition
of entities
Revaluation increments/ (decrements)
Depreciation expense
Capitalised borrowing cost and
depreciation
Balance at 30 June 2011
Opening balance at 1 July 2011
Additions
Disposals
Additions through acquisition
of entities
Revaluation increments/ (decrements)
Depreciation expense
Capitalised borrowing cost and
depreciation
Balance at 30 June 2012
note 17. tAX
(a) liabilities
CuRRENt
Income tax
NON-CuRRENt
Deferred tax liability comprises:
Prepayments
Other
total
(b) Assets
NON-CuRRENt
Deferred tax assets comprises:
Provisions
Other
total
leased
plant and
equipment
low value
pool
leasehold
improvements
$’000
$’000
$’000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
8
6
-
-
-
(4)
-
10
10
7
-
-
-
(5)
-
12
total
$’000
48,734
44,568
(574)
-
-
157
127
-
-
-
(11)
(22,400)
-
273
273
260
-
-
-
0
70,328
70,328
72,997
(923)
708
-
(29)
(29,278)
-
504
-
113,832
note
2012
$’000
2011
$’000
8,442
4,034
58
373
431
1,972
375
2,347
97
304
401
1,012
500
1,512
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 51
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 17. tAX (Continued)
(c) reconciliations
(i) gross movements
the overall movement in the deferred tax account is as follows:
Opening balance
(Charge)/credit to income statement
(Charge)/credit to equity
Closing balance
(ii) deferred tax liabilities
the movement in deferred tax liabilities for each temporary difference
during the year is as follows:
Other:
Opening balance
Charge / (Credit) to income statement
Charge / (Credit) to equity
Closing balance
(iii) deferred tax assets
the movement in deferred tax assets for each temporary difference
during the year is as follows:
Provisions:
Opening balance
Credit to income statement
Closing balance
Other:
Opening balance
Credit to equity
Closing balance
note 18. trAde And other pAyAbles
CuRRENt
unsecured liabilities:
trade creditors
Sundry creditors and accruals
Creditors are non-interest bearing and settled at various terms up to 45 days.
Financial liabilities at amortised cost classified as trade and other payables
trade and other payables
- total current
- total non-current
52
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
note
2012
$’000
2011
$’000
1,111
752
53
1,916
401
(28)
58
431
1,003
969
1,972
500
(125)
375
32,608
7,277
39,885
39,885
-
39,885
192
682
237
1,111
281
(143)
263
401
473
530
1,003
-
500
500
20,306
4,714
25,020
25,020
-
25,020
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note
2012
$’000
2011
$’000
note 19. finAnCiAl liAbilities
CuRRENt
Secured liabilities:
Finance lease liability
NON-CuRRENt
Secured liabilities
Finance lease liability
a. total current and non-current secured liabilities:
Finance lease liability
22
b. the carrying amounts of non-current assets pledged as security are:
Finance lease liability
note 20. provisions
CuRRENt
Employee Entitlements
a. Movement in provisions:
Consolidated:
Opening balance as at 1 July
Additional provisions
Amounts used
Closing balance as at 30 June
b. provision for employee benefits
A provision has been recognised for employee benefits relating to
statutory leave for employees. the measurement and recognition criteria
for employee benefits have been included in Note 1.
22,029
22,029
32,800
32,800
54,829
54,829
53,323
53,323
18,153
18,153
18,966
18,966
37,120
37,120
33,728
33,728
5,327
2,565
employee entitlements
total
2,565
4,955
(2,193)
5,327
1,577
3,869
(2,881)
2,565
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 53
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 21. issued CApitAl
note
2012
$’000
2011
$’000
150,000,000 (2011:150,000,000) Fully paid ordinary shares with no par value
35,695
35,571
a. ordinary shares:
no.
no.
150,000,000
-
-
-
-
-
-
-
-
150,000,000
134
(132)
56,737,315
1,206,505
(2)
35,786,326
946,769
20,323,085
35,000,000
150,000,000
At the beginning of the reporting period
Converted into 2 shares on incorporation
Shares issued during the year
- 2 September 2010 Acquisition of MACA Plant Pty ltd
- 2 September 2010 Acquisition of MACA Crushing Pty ltd
- 2 September 2010 Redemption of nominees shares
- 3 September 2010 Acquisition of minority interest in MACA Mining Pty ltd
(formerly Mining and Civil Australia Pty ltd)
- 4 September 2010 Share based payments
- 16 September 2010 Share split
- 28 October 2010 Initial Public Offering
At reporting date
the company has no authorised share capital.
Ordinary shares participate in dividends and the proceeds on winding up
of the parent entity in proportion to the number of shares held.
At the shareholders’ meetings each ordinary share is entitled to one vote
when a poll is called, otherwise each shareholder has one vote on a show
of hands.
b. Capital Management:
Management controls the capital of the Group in order to maintain a
prudent debt to equity ratio, provide the shareholders with adequate
returns and ensure that the Group can fund its operations and continue
as a going concern.
the Group’s debt and capital includes ordinary share capital and financial
liabilities, supported by financial assets.
there are no 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
28
10
Net debt
total equity
total capital
Gearing ratio
54,829
(39,879)
14,950
117,251
132,201
37,120
(50,563)
(13,443)
88,243
74,800
11%
(18%)
54
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note
2012
$’000
2011
$’000
note 22. CApitAl & leAsing CoMMitMents
(a) Capital expenditure commitments
Capital expenditure commitments contracted for:
Plant and equipment purchases
Payable
- not later than 12 months
- between 12 months and 5 years
- greater than 5 years
Minimum Commitments
(b) finance lease commitments
Payable — minimum lease payments
- not later than 12 months
- between 12 months and 5 years
- greater than 5 years
Minimum lease payments
less: Future Finance Charges
19
(c) operating lease commitments
Non-cancellable operating leases contracted for but not capitalised in
the accounts:
Payable — minimum lease payments
- not later than 12 months
- between 12 months and 5 years
- greater than 5 years
47,259
34,484
47,259
34,484
-
-
-
-
47,259
34,484
25,039
35,403
-
60,442
(5,613)
54,829
652
-
-
652
20,176
20,184
-
40,360
(3,240)
37,120
1,062
652
-
1,714
note 23. Contingent liAbilities And Contingent Assets
there are no contingent assets or liabilities.
note 24. operAting segMents
the group information presented in the financial report is the information that is reviewed by the Board of Directors (Chief
operating decision maker) in assessing performance and determining the allocation of resources.
identification of reportable segment
the Group identifies its operating segments based on internal reports that are reviewed and used by the Board of Directors
(chief operating decision maker) in assessing performance and determining the allocation of resources.
the Group operates predominantly in two business and one geographical segment being the provision of civil and contract
mining services to the mining industry throughout Australia. A new segment was identified for the Group for this reporting
period. this is as a result of the Group’s diversification into civil contracting. Accordingly, the identified segment has been
included in these financial statements.
basis of Accounting for purposes of reporting by operating segments
Accounting Policies Adopted
unless otherwise stated, all amounts reported to the Board of Directors as the chief operating decision maker, is in
accordance with accounting policies that are consistent to those adopted in the financial statements of the Company.
Inter-segment transactions
Inter-segment loans payable and receivable are initially recognised at the consideration received net of transaction costs.
If inter-segment loans receivable and payable are not on commercial terms, these are not adjusted to fair value based on
market interest rates. this policy represents a departure from that applied to the statutory financial statements.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 55
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 24. operAting segMents (Continued)
basis of Accounting for purposes of reporting by operating segments (Continued)
Segment assets
Where an asset is used across multiple segments, the asset is allocated to the segment that receives the majority of
economic value from the asset. In the majority of instances, segment assets are clearly identifiable on the basis of their
nature and physical location.
unless indicated otherwise in the segment assets note, investments in financial assets, deferred tax assets and intangible
assets have not been allocated to operating segments.
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.
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:
•
head office and other administration expenditure
Contract Civil services
$’000
Contract Mining services
$’000
total operations
$’000
(a) segment performance
30 June 2012
revenue
External sales
total segment revenue
Reconciliation of segment revenue to group revenue
Other income
total group income
segment net profit before tax
Reconciliation of segment result to net profit before tax:
unallocated items:
- Head office and other administration expenditure
net profit before tax from continuing operations
30 June 2011
revenue
External sales
total segment revenue
Reconciliation of segment revenue to group income
Other income
total group revenue
segment net profit before tax
Reconciliation of segment result to net profit before tax:
unallocated items:
- Head office and other administration expenditure
net profit before tax from continuing operations
56
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
40,613
40,613
(41)
40,572
(924)
294,271
294,271
9,318
303,589
54,925
249,226
249,226
9,257
258,483
42,516
334,884
334,884
9,277
344,161
54,001
(373)
53,628
249,226
249,226
9,257
258,483
42,516
(1,083)
41,433
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
Contract Civil services
$’000
Contract Mining services
$’000
total operations
$’000
note 24. operAting segMents (Continued)
(b) segment assets
30 June 2012
segment assets
opening balance 1 July 2011
Additions through business combination
Additions
Disposals
Other movements in segment assets
Closing balance 30 June 2012
Reconciliation of segment assets to group assets
unallocated assets:
- Cash
- financial assets
- deferred tax assets
total group assets
30 June 2011
segment assets
opening balance 1 July 2010
Additions through business combination
Additions
Disposals
Other movements in segment assets
Closing balance 30 June 2011
Reconciliation of segment assets to group assets
unallocated assets:
- cash
- financial assets
- deferred tax assets
total group assets
-
-
7,874
(564)
-
7,310
101,514
-
71,986
(358)
-
173,142
-
-
-
-
-
-
82,355
-
19,159
-
-
101,514
-
79,860
(922)
-
180,452
39,878
3,488
2,347
226,165
82,355
-
19,159
-
-
101,514
101,514
50,563
3,793
1,512
157,382
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 57
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 24. operAting segMents (Continued)
Contract Civil services
$’000
Contract Mining services
$’000
total operations
$’000
(c) segment liabilities
30 June 2012
segment liabilities
opening balance 1 July 2011
Additions
Disposals
Closing balance 30 June 2012
Reconciliation of segment liabilities to group liabilities
unallocated assets:
- current tax liabilities
- deferred tax liabilities
total group liabilities
30 June 2011
segment liabilities
opening balance 1 July 2010
Additions
Disposals
Closing balance 30 June 2011
Reconciliation of segment liabilities to group liabilities
unallocated assets:
- current tax liabilities
- deferred tax liabilities
total group liabilities
All revenue is sourced from Australia.
-
6,418
-
6,418
64,704
28,919
-
93,623
-
-
-
-
58,251
6,453
-
64,704
64,704
35,337
-
100,041
8,442
431
108,914
58,251
6,453
-
64,704
4,034
401
69,139
58
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note
2012
$’000
2011
$’000
note 25. CAsh flow inforMAtion
(a) reconciliation of Cash
Cash at the end of the financial year as shown in the Statement of Cash
Flows is reconciled to the related items in the statement of financial
position as follows:
Cash and cash equivalents
Bank overdraft
(b) reconciliation of Cash flow from operations with
operating profit after income tax
Operating profit after income tax
Non-cash flows in profit from ordinary activities
Depreciation and amortisation
Equity Adjustment
Net (gain)/loss on disposal of plant and equipment
Discount on acquisition of MACA Plant Pty ltd
Share based payment
Changes in assets and liabilities
(Increase)/decrease in trade and other receivables
(Increase)/decrease in other assets
(Increase)/decrease in inventories
Increase/(decrease) in trade and other payables
Increase/(decrease) in income tax payable
Increase/(decrease) in deferred tax payable
Increase/(decrease) in provisions
(c) non-cash financing and investing Activities
During the year the economic entity acquired plant and equipment with
an aggregate value of $40,093,203 (2011: $15,106,540) by means of
finance leases. these acquisitions are not reflected in the statement of
cash flows.
Acquisition of entities
During the year the economic entity did not acquire any entities by non-
cash means (2011 $93,730,146)
2011
On 2 September 2010, MACA limited acquired 100% of the issued
capital of MACA Plant Pty ltd, (including its subsidiary MACA Mining Pty
ltd, formerly Mining and Civil Australia Pty ltd).
Purchase consideration, consisting of:
- Issue of 92,532,641 ordinary shares at $1
total consideration
Fair value of issued shares in MACA Plant Pty ltd
total fair value of issued shares in MACA Plant Pty ltd
On 2 September 2010, the Group acquired 100% of the issued capital of
MACA Crushing Pty ltd.
Purchase consideration, consisting of:
- Issue of 1,206,505 ordinary shares at $1
total consideration
39,879
39,879
37,305
29,278
-
(43)
(352)
358
(32,124)
(1,774)
(1,536)
15,343
4,408
(806)
2,763
52,820
50,563
-
50,563
28,721
22,792
197
(647)
(234)
1,073
6,171
94
(1,868)
(1,664)
3,074
(919)
988
57,778
92,524
92,524
92,524
92,524
1,206
1,206
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 59
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 25. CAsh flow inforMAtion (Continued)
(c) non-cash financing and investing Activities (Continued)
note
2012
$’000
Cash consideration
Cash outflow
Assets and liabilities held at acquisition date:
Cash and cash equivalents
trade and other receivables
Property, plant and equipment
trade and other payables
Financial liabilities
Current tax liabilities
Fair value of previously held interest in MACA Plant Pty ltd
Discount on consolidation
Minority equity interest in acquisitions
2011
$’000
-
-
230
434
10,127
(19)
(9,246)
(85)
1,441
-
(235)
-
1,206
note 26. shAre-bAsed pAyMents
(a) there were no options issued for the year ended 30 June 2012. the weighted average fair value of options granted
during the previous year was $0.2745.
A summary of the movements of all company options issues is as follows:
options outstanding as at 30 June 2010
Granted
Forfeited
Exercised
Expired
options outstanding as at 30 June 2011
Granted
Forfeited
Exercised
Expired
options outstanding as at 30 June 2012
Options exercisable as at 30 June 2012:
Options exercisable as at 30 June 2011:
number
-
4,602,993
(424,963)
-
-
4,178,030
(170,000)
-
-
4,008,030
-
-
weighted average
exercise price
-
1.15
1.15
-
-
1.15
1.15
-
1.15
-
-
As at the date of exercise, the weighted average share price of options exercised during the year was $Nil.
All options expire on 1 January 2014, and are exercisable between 2 November 2013 to 1 January 2014. the
exercise price of all outstanding options at the end of the reporting period was $1.15. the weighted average remaining
contractual life of the options outstanding at year end was 1.5 years
the fair value of the options granted to employees is deemed to represent the value of the employee services received
over the vesting period.
the life of the options is based on the historical exercise patterns, which may not eventuate in the future.
(b) performance rights
550,000 Performance Rights were issued to Mr tuckwell on 3 January 2012 for nil cash consideration. these rights
were subject to him remaining in continuous employment with the Company and to specified performance criteria
which needed to be satisfied over a specified period of time before the Performance Rights could vest. the Rights
were independently valued at $594,000 using a Monte-Carlo simulation model.
the Performance Period was the period beginning on 1 July 2011 and ending on 30 June 2014, but as Mr tuckwell
resigned the rights were forfeited.
60
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 26. shAre-bAsed pAyMents (Continued)
(b) performance rights (Continued)
rights outstanding as at 30 June 2011
Granted
Forfeited
Rights outstanding as at 30 June 2012
number
-
550,000
(550,000)
-
note 27. events After the bAlAnCe sheet dAte
MACA limited has appointed Mr Doug Grewar as the Company’s Chief Executive Officer and Managing Director, which will
take effect from 1 October 2012.
MACA limited has appointed Mr linton Kirk as a Non-Executive Director of the Company with effect from 1 October 2012.
MACA Civil Pty ltd has been awarded a project with Main Roads Western Australia (‘MRWA’) with projected revenue being
approximately $60 million over 12 months commencing October 2012 (Refer ASX Release dated 24/9/2012).
note 28. finAnCiAl risk MAnAgeMent
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, loans to and from subsidiaries and leases.
the totals for each category of financial instruments, measured in accordance with AASB 139 as detailed in the accounting
policies to these financial statements, are as follows:
Financial Assets
Cash and cash equivalents
loans and receivables
- trade and other receivables
Available-for-sale financial assets:
- at fair value
- listed investments
total Financial Assets
Financial Liabilities
Financial liabilities at amortised cost
- trade and other payables
- Borrowings
total Financial liabilities
note
10
2012
$’000
2011
$’000
39,879
50,563
11(b)
58,764
28,669
13
18
19
3,488
102,131
39,885
54,829
94,714
3,294
82,526
25,020
37,120
62,140
financial risk Management policies
the Board of Directors (“the Board”) is responsible for, amongst other issues, monitoring and managing financial risk
exposures of the Group. the Board monitors the Group’s financial risk management policies and exposures and approves
financial transactions within the scope of its authority. It also reviews the effectiveness of internal controls relating to
commodity price risk, counterparty credit risk, currency risk, financing risk and interest rate risk.
the Board’s overall risk management strategy seeks to assist the consolidated group in meeting its financial targets, while
minimising potential adverse effects on financial performance. Its functions include the review of the use of hedging
derivative instruments, credit risk policies and future cash flow requirements.
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
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 61
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
consisting of interest rate risk, foreign currency risk and commodity and equity price risk.
note 28. finAnCiAl risk MAnAgeMent (Continued)
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.
Credit risk is managed through the maintenance of procedures (such procedures include the utilisation of systems for
the approval, granting and renewal of credit limits, regular monitoring of exposures against such limits and monitoring
of the financial stability of significant customers and counterparties), ensuring to the extent possible, that customers
and counterparties to transactions are of sound credit worthiness. Such monitoring is used in assessing receivables for
impairment. Depending on the division within the Group, credit terms are generally 14 to 30 days from the invoice date.
Risk is also minimised through investing surplus funds in financial institutions that maintain a high credit rating, or in
entities that the Committee has otherwise cleared as being financially sound. Where the Group is unable to ascertain
a satisfactory credit risk profile in relation to a customer or counterparty, the risk may be further managed through
insurance, title retention clauses over goods or obtaining security by way of personal or commercial guarantees over
assets of sufficient value which can be claimed against in the event of any default.
Credit Risk Exposures
the maximum exposure to credit risk by class of recognised financial assets at balance date, excluding the value of
any collateral or other security held, is equivalent to the carrying value and classification of those financial assets (net
of any provisions) as presented in the statement of financial position. Credit risk also arises through the provision of
financial guarantees, as approved at Board level, given to parties securing the liabilities of certain subsidiaries (refer
Note 11 for details).
the Group has no significant concentration of credit risk with any single counterparty or group of counterparties.
Details with respect to credit risk of trade and Other Receivables are provided in Note 11(a).
trade and other receivables that are neither past due or impaired are considered to be of acceptable quality.
Aggregates of such amounts are as detailed in Note 11(a).
Credit risk related to balances held with banks and other financial institutions are only invested with counterparties
with a Standard & Poors rating of at least AA-.
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 analysis in relation to its operational, investing and financing activities;
• monitoring undrawn credit facilities;
• obtaining funding from a variety of sources;
• maintaining a reputable credit profile;
• managing credit risk related to financial assets;
• only investing surplus cash with major financial institutions; and
• comparing the maturity profile of financial liabilities with the realisation profile of financial assets.
the Group’s policy is to ensure that all hire purchase agreements entered into, are over a period that will ensure that
adequate cash flows will be available to meet repayments.
the tables below reflect an undiscounted (except for finance lease liabilities) contractual maturity analysis for financial
liabilities. 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
reflects the earliest contractual settlement dates and does not reflect management’s expectations that banking
facilities will be rolled forward.
62
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 28. finAnCiAl risk MAnAgeMent (Continued)
Financial liability and financial asset maturity analysis
within 1 year
1 to 5 years
over 5 years
total
2012
‘000
2011
‘000
2012
‘000
2011
‘000
2012
‘000
2011
‘000
2012
‘000
2011
‘000
Financial liabilities
due for payment
trade and other
payables
Finance lease liabilities
total contractual
outflows
total expected outflows
Financial assets —
cash flows realisable
Cash and cash
equivalents
trade, term and loans
receivables
Other investments
39,885
22,029
61,914
61,914
25,020
18,153
43,173
43,173
-
32,800
18,967
32,800
32,800
18,967
18,967
39,879
50,563
58,764
28,669
-
-
-
-
3,488
3,488
-
-
3,294
3,294
total anticipated inflows
98,643
79,232
Net (outflow)/inflow on
financial instruments
36,729
36,059
(29,312)
(15,673)
Financial assets pledged as collateral
No financial assets have been pledged as security for debt.
c. Market risk
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
39,885
54,829
94,714
94,714
25,020
37,120
62,140
62,140
39,879
50,563
58,764
3,488
102,131
28,669
3,294
82,526
7,417
20,386
i.
Interest rate risk
the Group’s exposure to interest rate risk, which is the risk that a financial instrument’s value will fluctuate as a result
of changes in market interest rates and the effective weighted average interest rates on those financial assets and
financial liabilities, is as follows:
floating interest rate
fixed interest rate
non-interest bearing
total
within 1 year
1 to 5 years
weighted
Average
effective
interest rate
2012
$’000
2011
$’000
2012
$’000
2011
$’000
2012
$’000
2011
$’000
2012
$’000
2011
$’000
2012
$’000
2011
$’000
2012
%
2011
%
Financial Assets:
Cash
39,879
50,563
trade and other
receivables
Total Financial
Assets
Financial
liabilities:
Finance lease
trade and other
payables
Total Financial
Liabilities
ii. Price Risk
-
-
39,879
50,563
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
39,879
50,563
3.24
3.88
58,764
28,669
58,764
28,669
N/A
58,764
28,669
98,643
79,232
25,039
20,176
35,403
20,184
-
-
60,442
40,360
6.58
7.35
-
-
-
-
39,885
25,020
39,885
25,020
N/A
25,039
20,176
35,403
20,184
39,885
25,020
100,327 65,380,300
the Group is also exposed to securities price risk on investments held for trading or for medium to longer terms. the
risk associated with these investments has been assessed as reasonably not having a significant impact on the Group.
iii. Foreign exchange risk
the group is not exposed to fluctuations in foreign currencies.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 63
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 28. finAnCiAl risk MAnAgeMent (Continued)
net fair values
fair value estimation
the fair values of financial assets and financial liabilities are those amounts at which an asset could be exchanged, or a
liability settled, between knowledgeable, willing parties in an arm’s length transaction. the fair values of financial assets
and financial liabilities approximate the carrying values in the financial statements.
Fair values derived may be based on information that is estimated or subject to judgment, where changes in assumptions
may have a material impact on the amounts estimated. Where possible, valuation information used to calculate fair value is
extracted from the market, with more reliable information available from markets that are actively traded. In this regard, fair
values for listed securities are obtained from quoted market bid prices. Where securities are unlisted and no market quotes
are available, fair value is obtained using discounted cash flow analysis and other valuation techniques commonly used by
market participants.
financial instruments Measured at fair value
the financial instruments recognised at fair value in the statement of financial position have been analysed and classified
using a fair value hierarchy reflecting the significance of the inputs used in making the measurements. the fair value
hierarchy consists of the following levels:
•
•
•
quoted prices in active markets for identical assets or liabilities (level 1);
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
inputs for the asset or liability that are not based on observable market data (unobservable inputs) level 3.
Included within level 1 for the current and previous reporting periods are listed investments. the fair value of these assets
have been based on the closing quoted bid prices at the end of the reporting period, excluding transaction costs. the
Group does not have other material instruments within the fair value hierarchy.
note 29. pArent inforMAtion
the following information has been extracted from the books and records of
the parent and has been prepared in accordance with Accounting Standards.
STATEMENT OF FINANCIAL PERFORMANCE
ASSEtS
Current assets
tOtAl ASSEtS
lIABIlItIES
Current liabilities
tOtAl lIABIlItIES
EQUITY
Issued capital
Option reserve
(Accumulated losses)/ Retained profits
tOtAl EQuItY
STATEMENT OF FINANCIAL PERFORMANCE
(loss)/ Profit for the year
total comprehensive income
64
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
2012
$’000
2011
$’000
33,496
128,127
194
194
127,594
484
(145)
127,933
340
340
33,256
127,488
253
253
127,594
126
(485)
127,235
(485)
(485)
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 29. pArent inforMAtion (Continued)
guarantees
MACA limited has entered into guarantees for certain equipment finance facilities in the current financial year, in relation
to the debts entered into by its subsidiaries.
Contingent liabilities
there were no contingent liabilities as at 30 June 2012 (2011: none).
Contractual commitments
Plant and equipment
Not longer than 1 year
longer than 1 year and not longer than 5 years
longer than 5 years
total
note 30. CoMpAny detAils
the registered office is:
MACA limited
C/- level 1, 12 King’s Park Road
West Perth, Western Australia 6005
the principal place of business is:
MACA limited
96 Ewing Street
Welshpool, Western Australia, 6106
2012
$’000
2011
$’000
-
-
-
-
-
-
-
-
note 31. relAted pArty trAnsACtions
(a) the group’s main related parties are as follows:
i.
ii
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 7: Interests of Key Management
Personnel (KMP).
Information regarding individual directors or executives remuneration is provided in the Remuneration Report included
in the Director’s Report.
Entities subject to significant influence by the Group
An entity which has the power to participate in the financial and operating policy decisions of an entity, but does not
have control over those policies, is an entity which holds significant influence. Significant influence may be gained by
share ownership, statute or agreement.
For details of interest held in associated companies, refer to Note 14.
iii Other related parties
Other related parties include entities over which key management personnel exercise significant influence.
transactions between related parties are on normal commercial terms and conditions no more favourable than those
available to other parties unless otherwise stated.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 65
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 31. relAted pArty trAnsACtions (Continued)
transactions with related parties:
Other related parties:
key management person and/or related party
transaction
Partnership comprising entities controlled by Mr G.Baker,Mr
R.Williams, Mr J.Moore & Mr F.Maher.
Expense - Rent on Ewing St
Business premises.
Partnership comprising entities controlled by Mr G.Baker,Mr
R.Williams, Mr J.Moore, Mr D.Edwards & Mr F.Maher.
Expense - Rent on Sheffield Rd
Workshop premises.
ADt Western Australia Pty ltd – a company controlled by
former directors Mr J.Moore and Mr F.Maher.
Expense – hire of equipment and
purchase of equipment, parts and
services.
Equipment Holdings Pty ltd – a company controlled by former
directors Mr J.Moore and Mr F.Maher.
Expense – hire and purchase of
equipment.
2012
$
2011
$
252,000
252,000
169,800
84,900
641,479
1,580,113
Nil
1,983,871
Gateway Equipment Parts & Services Pty ltd – a company
controlled by current directors Mr G.Baker and Mr
R.Williams and former directors Mr D.Edwards, Mr F.Maher
and Mr J.Moore.
Gateway Equipment Parts & Services Pty ltd – a company
controlled by current directors Mr G.Baker and Mr
R.Williams and former directors Mr D.Edwards, Mr F.Maher
and Mr J.Moore.
Amounts payable at year end arising from the above
transactions (receivables nil)
ADt Western Australia Pty ltd – a company controlled by
former directors Mr J.Moore and Mr F.Maher.
Equipment Holdings Pty ltd – a company controlled by former
directors Mr J.Moore and Mr F.Maher.
Gateway Equipment Parts & Services Pty ltd – a company
controlled by current directors Mr G.Baker and Mr
R.Williams and former directors Mr D.Edwards, Mr F.Maher
and Mr J.Moore.
Expense – hire of equipment and
purchase of equipment, parts and
services.
1,117,351
1,094,587
Revenue – sale of equipment
385,000
240,000
2012
$
2011
$
10,786
116,091
Nil
Nil
137,742
123,048
note 32. new ACCounting stAndArds for AppliCAtion in future periods
the AASB has issued a number of new and amended Accounting Standards and Interpretations that have mandatory
application dates for future reporting periods, some of which are relevant to the Group. the Group has decided not to early
adopt any of the new and amended pronouncements. the Group’s assessment of the new and amended pronouncements
that are relevant to the Group but applicable in future reporting periods is set out below:
-
AASB 9: Financial Instruments (December 2010) and AASB 2010–7: Amendments to Australian Accounting
Standards arising from AASB 9 (December 2010) [AASB 1, 3, 4, 5, 7, 101, 102, 108, 112, 118, 120, 121, 127, 128,
131, 132, 136, 137, 139, 1023 & 1038 and Interpretations 2, 5, 10, 12, 19 & 127] (applicable for annual reporting
periods commencing on or after 1 January 2013).
these Standards are applicable retrospectively and include revised requirements for the classification and measurement of
financial instruments, as well as recognition and derecognition requirements for financial instruments.
66
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
note 32. new ACCounting stAndArds for AppliCAtion
in future periods (Continued)
the key changes made to accounting requirements include:
-
simplifying the classifications of financial assets into those carried at amortised cost and those carried at fair value;
-
-
-
-
-
-
simplifying the requirements for embedded derivatives;
removing the tainting rules associated with held-to-maturity assets;
removing the requirements to separate and fair value embedded derivatives for financial assets carried at amortised
cost;
allowing an irrevocable election on initial recognition to present gains and losses on investments in equity instruments
that are not held for trading in other comprehensive income. Dividends in respect of these investments that are a
return on investment can be recognised in profit or loss and there is no impairment or recycling on disposal of the
instrument;
requiring financial assets to be reclassified where there is a change in an entity’s business model as they are initially
classified based on: (a) the objective of the entity’s business model for managing the financial assets; and (b) the
characteristics of the contractual cash flows; and
requiring an entity that chooses to measure a financial liability at fair value to present the portion of the change in
its fair value due to changes in the entity’s own credit risk in other comprehensive income, except when that would
create an accounting mismatch. If such a mismatch would be created or enlarged, the entity is required to present all
changes in fair value (including the effects of changes in the credit risk of the liability) in profit or loss.
the Group has not yet been able to reasonably estimate the impact of these pronouncements on its financial statements.
-
AASB 2010–8: Amendments to Australian Accounting Standards – Deferred tax: Recovery of underlying Assets
[AASB 112] (applies to periods beginning on or after 1 January 2012).
this Standard makes amendments to AASB 112: Income taxes and incorporates Interpretation 121: Income taxes –
Recovery of Revalued Non-Depreciable Assets into AASB 112.
under the current AASB 112, the measurement of deferred tax liabilities and deferred tax assets depends on whether an
entity expects to recover an asset by using it or by selling it. the amendments introduce a presumption that an investment
property is recovered entirely through sale. this presumption is rebutted if the investment property is held within a
business model whose objective is to consume substantially all of the economic benefits embodied in the investment
property over time, rather than through sale.
the amendments are not expected to significantly impact the Group.
-
AASB 10: Consolidated Financial Statements, AASB 11: Joint Arrangements, AASB 12: Disclosure of Interests in
Other Entities, AASB 127: Separate Financial Statements (August 2011), AASB 128: Investments in Associates and
Joint Ventures (August 2011) and AASB 2011–7: Amendments to Australian Accounting Standards arising from the
Consolidation and Joint Arrangements Standards [AASB 1, 2, 3, 5, 7, 9, 2009–11, 101, 107, 112, 118, 121, 124,
132, 133, 136, 138, 139, 1023 & 1038 and Interpretations 5, 9, 16 & 17] (applicable for annual reporting periods
commencing on or after 1 January 2013).
AASB 10 replaces parts of AASB 127: Consolidated and Separate Financial Statements (March 2008, as amended)
and Interpretation 112: Consolidation – Special Purpose Entities. AASB 10 provides a revised definition of control and
additional application guidance so that a single control model will apply to all investees. the Group has not yet been able to
reasonably estimate the impact of this Standard on its financial statements.
AASB 11 replaces AASB 131: Interests in Joint Ventures (July 2004, as amended). AASB 11 requires joint arrangements
to be classified as either “joint operations” (where the parties that have joint control of the arrangement have rights to the
assets and obligations for the liabilities) or “joint ventures” (where the parties that have joint control of the arrangement
have rights to the net assets of the arrangement). Joint ventures are required to adopt the equity method of accounting
(proportionate consolidation is no longer allowed).
AASB 12 contains the disclosure requirements applicable to entities that hold an interest in a subsidiary, joint venture,
joint operation or associate. AASB 12 also introduces the concept of a “structured entity”, replacing the “special
purpose entity” concept currently used in Interpretation 112, and requires specific disclosures in respect of any
investments in unconsolidated structured entities. this Standard will affect disclosures only and is not expected to
significantly impact the Group.
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 67
notes to the
finAnCiAl stAteMents
for the yeAr ended 30 June 2012
to facilitate the application of AASBs 10, 11 and 12, revised versions of AASB 127 and AASB 128 have also been issued.
these Standards are not expected to significantly impact the Group.
-
AASB 13: Fair Value Measurement and AASB 2011–8: Amendments to Australian Accounting Standards arising from
AASB 13 [AASB 1, 2, 3, 4, 5, 7, 9, 2009–11, 2010–7, 101, 102, 108, 110, 116, 117, 118, 119, 120, 121, 128, 131,
132, 133, 134, 136, 138, 139, 140, 141, 1004, 1023 & 1038 and Interpretations 2, 4, 12, 13, 14, 17, 19, 131 &
132] (applicable for annual reporting periods commencing on or after 1 January 2013).
AASB 13 defines fair value, sets out in a single Standard a framework for measuring fair value, and requires disclosures
about fair value measurement.
AASB 13 requires:
-
-
inputs to all fair value measurements to be categorised in accordance with a fair value hierarchy; and
enhanced disclosures regarding all assets and liabilities (including, but not limited to, financial assets and financial
liabilities) to be measured at fair value.
these Standards are not expected to significantly impact the Group.
-
AASB 2011–9: Amendments to Australian Accounting Standards – Presentation of Items of Other Comprehensive
Income [AASB 1, 5, 7, 101, 112, 120, 121, 132, 133, 134, 1039 & 1049] (applicable for annual reporting periods
commencing on or after 1 July 2012).
the main change arising from this Standard is the requirement for entities to group items presented in other
comprehensive income (OCI) on the basis of whether they are potentially reclassifiable to profit or loss subsequently.
this Standard affects presentation only and is therefore not expected to significantly impact the Group.
-
AASB 119: Employee Benefits (September 2011) and AASB 2011–10: Amendments to Australian Accounting
Standards arising from AASB 119 (September 2011) [AASB 1, AASB 8, AASB 101, AASB 124, AASB 134,
AASB 1049 & AASB 2011–8 and Interpretation 14] (applicable for annual reporting periods commencing on or after 1
January 2013).
these Standards introduce a number of changes to accounting and presentation of defined benefit plans. the Group does
not have any defined benefit plans and so is not impacted by the amendment.
AASB 119 (September 2011) also includes changes to the accounting for termination benefits that require an entity to
recognise an obligation for such benefits at the earlier of:
(i)
for an offer that may be withdrawn – when the employee accepts;
(ii)
for an offer that cannot be withdrawn – when the offer is communicated to affected employees; and
(iii) where the termination is associated with a restructuring of activities under AASB 137: Provisions, Contingent
liabilities and Contingent Assets, and if earlier than the first two conditions – when the related restructuring costs
are recognised.
the Group has not yet been able to reasonably estimate the impact of these changes to AASB 119.
68
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
direCtor’s deClArAtion
the directors of the company declare that:
1. the financial statements set out on pages 30 to 68 are in accordance with the Corporations Act 2001 and:
(a)
(b)
comply with Accounting Standards which as stated in accounting policy Note 1 to the financial statements,
constitutes compliance with International Financial Reporting Standards (IFRS); and
give a true and fair view of the financial position as at 30 June 2012 and of the performance for the year ended
on that date of the company and consolidated group;
2.
the Operations Director (acting as Chief Executive Officer) and Chief Finance Officer have each given the declarations
required by S295A.
In the directors’ opinion there are reasonable grounds to believe that the Group will be able to pay its debts as and when
they become due and payable.
this declaration is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the
directors by:
ross williams
finance director
Dated at Perth this 27th day of September 2012
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 69
INDEPENDENT
AUDITOR’S REPORT
Level 3, 12 St Georges Terrace
Perth WA 6000
PO Box 578, St Georges Terrace
WA 6831
T +61 (0)8 9225 5355
F +61 (0)8 9225 6181
www.moorestephens.com.au
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF MACA LIMITED
Report on the Financial Report
We have audited the accompanying financial report of MACA Limited which comprises the consolidated
statement of financial position as at 30 June 2012, the consolidated statement of comprehensive income,
consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended,
notes comprising a summary of significant accounting policies and other explanatory information and the
directors’ declaration of the consolidated entity comprising the company and the entities it controlled at the year’s
end or from time to time during the financial year.
Directors’ Responsibility 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 is free from
material misstatement, whether due to fraud or error. In Note 1, the directors also state, in accordance with
Accounting Standard AASB 101: Presentation of Financial Statements, that the financial statements comply with
International Financial Reporting Standards (IFRS).
Auditor’s Responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in
accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical
requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance
whether the financial report is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial report. The procedures selected depend on the auditor’s judgment, including the assessment of the risks
of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments,
the auditor considers internal control relevant to the entity’s preparation of the financial report 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 entity’s internal control.
An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of accounting estimates made by the directors, as well as
evaluating the overall presentation of the financial report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion.
Independence
In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001. We
confirm that the independence declaration required by the Corporations Act 2001, which has been given to the
directors of MACA Limited, would be in the same terms if provided to the directors as at the date of this auditor’s
report.
70
M A C A L I M I T E D 2 0 1 2 A N N U A L R E P O R T
INDEPENDENT AUDITOR’S REPORT
Auditor’s Opinion
In our opinion:
a.
the financial report of MACA Limited is in accordance with the Corporations Act 2001, including:
i.
giving a true and fair view of the consolidated entity’s financial position as at 30 June 2012 and of
its performance for the year ended on that date; and
ii.
complying with Australian Accounting Standards and the Corporations Regulations 2001; and
b.
the financial report also complies with International Financial Reporting Standards as disclosed in Note 1.
Report on the Remuneration Report
We have audited the remuneration report as included in the directors’ report for the year ended 30 June 2012.
The directors of the company are responsible for the preparation and presentation of the remuneration report in
accordance with s 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.
Auditor’s Opinion
In our opinion the remuneration report of MACA Limited for the year ended 30 June 2012 complies with s 300A of
the Corporations Act 2001.
Moore Stephens
Chartered Accountants
Neil Pace
Partner
Signed at Perth this 27th day of September 2012.
M A C A L I M I T E D 2 0 1 2 A N N U A L R E P O R T
71
shAreholder inforMAtion
As at 31 August 2012
1. numbers of holders of equity securities
a.
b.
c.
ordinary share Capital
150,000,000 fully paid ordinary shares are held by 1,665 individual shareholders.
listed options
there are no listed options.
unlisted options
4,008,030 unlisted options exercisable after 2 November 2013 are held by 65 individual holders
d.
distribution of holders of equity securities as of 31 August 2012
1 - 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – and over
total
total holders
218
709
361
339
38
1,665
units
138,156
2,177,628
3,008,249
9,005,171
135,670,796
150,000,000
% of issued capital
0.09
1.45
2.01
6.00
90.45
100.00
e.
substantial share and option holders
the names of the substantial shareholders listed in the Company’s register as at 31 August 2012:
1.
2.
3.
4.
5.
6.
7.
Gemblue Nominees Pty ltd
Mining & Civil Management Services Pty ltd
Mr Francis Joseph Maher + Ms Sharon Jane Maher
National Nominees limited
HSBC Custody Nominees (Australia) limited
Mr James Edward Moore + Ms Julia Catherine Moore
J P Morgan Nominees Australia limited
number
18,000,000
17,000,000
16,800,000
16,412,442
14,558,342
13,000,000
9,651,956
the names of the substantial option holders listed in the Company’s register as at 31 August 2012:
Mr David Edwards
number
500,000
exercise price
1.15 cents
expiry date
1 Jan 2014
f.
other information
the voting rights attached to ordinary shares are governed by the Constitution of the Company. On a show of
hands every person present who is a Member or representative of a Member shall have one vote on a poll, every
Member present in person or by proxy or by attorney or duly authorised representative shall have one vote for
each share held. None of the options have any voting rights.
g.
unmarketable parcels
As at 31 August 2012, there were 28 holders who held shares that were unmarketable parcels.
72
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
shAreholder inforMAtion
2. twenty largest shareholders
name
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
17.
18.
19.
20.
Gemblue Nominees Pty ltd
Mining & Civil Management Services Pty ltd
Mr Francis Joseph Maher + Ms Sharon Jane Maher
National Nominees limited
HSBC Custody Nominees (Australia) limited
Mr James Edward Moore + Ms Julia Catherine Moore
J P Morgan Nominees Australia limited
uBS Nominees Pty ltd
BNP Paribas Noms Pty ltd
Mr Ross Campbell Williams
Citicorp Nominees Pty limited
Citicorp Nominees Pty limited
JP Morgan Nominees Australia limited
Buttonwood Nominees Pty ltd
Bond Street Custodians limited
Mr Christopher Mark tuckwell
Aust Executor trustees ltd
Suncorp Custodian Services Pty limited
Escor Investments Pty ltd
Bond Street Custodians ltd
3. twenty largest listed option holders
there were no listed options at the date of this report.
4. restricted securities
there were no restricted securities at the date of this report.
number
18,000,000
17,000,000
16,800,000
16,412,442
14,558,342
13,000,000
9,651,956
6,292,969
4,917,193
4,500,000
3,573,095
1,960,784
1,348,471
1,000,000
785,264
700,000
602,101
589,382
500,000
477,549
percentage
12.00
11.33
11.20
10.94
9.71
8.67
6.43
4.20
3.28
3.00
2.38
1.31
0.90
0.67
0.52
0.47
0.40
0.39
0.33
0.32
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t 73
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74
M A C A l I M I t E D 2 0 1 2 A N N u A l R E P O R t
www.maca.net.au
ABN 42 144 745 782