ANNUAL REPORT 2023 OUR PURPOSE To build, maintain and improve our customers’ operations through the reliable delivery of safe, cost-effective and customer-focused solutions. Our Vision Monadelphous will achieve long-term sustainable growth by being recognised as a leader in our chosen markets and a truly great company to work for, to work with and invest in. We are committed to the safety, wellbeing and development of our people, the delivery of outstanding service to our customers and the provision of superior returns to our shareholders. Our Competitive Advantage We deliver what we promise. Our Values Safety and Wellbeing We show concern and actively care for others. We always think and act safely. Integrity We are open and honest in what we say and what we do. We take responsibility for our work and our actions. Achievement We are passionate about achieving success for our customers, our partners and each other. We seek solutions, learn and continually improve. Teamwork We work as a team in a cooperative, supportive and friendly environment. We are open-minded and share our knowledge and achievements. Loyalty We develop long-term relationships, earning the respect, trust and support of our customers, partners and each other. We are dependable, take ownership and work for the Company as our own. This page: A Monadelphous scaffolder working on the bucket wheel reclaimer at Rio Tinto’s Parker Point, Pilbara region, Western Australia. Cover images Left: Monadelphous employees at Rio Tinto’s ship loader at Cape Lambert, Pilbara region, Western Australia. Middle: A Monadelphous employee at Rio Tinto’s Parker Point, Pilbara region, Western Australia. Right: The Lal Lal Wind Farm, located in the Moorabool Shire, Victoria. CONTENTS OVERVIEW In Memory of John Rubino About Monadelphous Our Services and Locations OPERATING AND FINANCIAL REVIEW 2022/23 Highlights Performance at a Glance Markets and Growth Strategy Chair’s Report Managing Director’s Report Company Performance Board of Directors Engineering Construction Maintenance and Industrial Services Sustainability FINANCIAL REPORT Directors’ Report Remuneration Report Independent Audit Report Directors’ Declaration Consolidated Financial Statements Notes to the Consolidated Financial Statements CONTENTS 2 CONTENTS 2 3 5 7 9 11 13 15 17 21 23 25 31 37 49 53 70 75 76 81 Investor Information 124 About this Report The purpose of this Annual Report is to provide Monadelphous’ stakeholders, including shareholders, customers, employees, suppliers and the wider community, with information about the Company’s performance during the 2023 financial year. References in this Report to ‘the year’, ‘the reporting period’ and ‘the period’ relate to the financial year 1 July 2022 to 30 June 2023, unless otherwise stated. All dollar figures are expressed in Australian currency, unless otherwise stated. Monadelphous Group Limited (ABN 28 008 988 547) is the parent company of the Monadelphous group of companies. In this Report, unless otherwise stated, references to ‘Monadelphous’, ‘the Company’, ‘we’, ‘its’, ‘us’ and ‘our’ refer to Monadelphous Group Limited and its subsidiaries. Annual General Meeting Shareholders are advised that the Monadelphous Group Limited 2023 Annual General Meeting will be held at The University Club, University of Western Australia, Crawley, Western Australia, and online, on Tuesday, 21 November 2023 at 10am (AWST). Further details are included in the Notice of Meeting available on the Company’s website at www.monadelphous.com.au. The Monadelphous 2023 Annual Report has The Monadelphous 2023 Annual Report has been printed on FSC Recycled certified paper been printed on FSC Recycled certified paper as part of the Company’s environmental as part of the Company’s environmental commitment to reducing waste. commitment to reducing waste. 3 ANNUAL REPORT 2023 3 ANNUAL REPORT 2023 IN MEMORY OF 19 45 – 2 023 many, he was incredibly generous and a winner fair and square. He was the best kind of winner, because when John won, everyone around him won. It goes without saying that John’s proudest achievement of all is much closer to home, his family – his beloved wife, three daughters and eight grandchildren. John’s memory will always be present in our corridors at Monadelphous and in the stories of our people. We will continue to do you proud, John. Calogero Giovanni Battista (John) Rubino was born in Delia, a small agricultural town in Sicily, Italy, on 26 June 1945. An only son, with three younger sisters, John made the tough decision to leave his tight-knit family in Italy at the age of 21 in search of adventure, arriving in Australia on 6 September 1966. From 1966 to 1970 John worked throughout the country, gaining experience in a range of roles across the structural and civil sectors, from rigging and surveying to project management, and eventually based himself in Western Australia (WA). In partnership with three great friends, John formed Rubino and Company, which later became the successful United Construction Group (today, UGL). So reflective of the way John did business, the United partnership was built on a trusting handshake with no signed agreement between them. All four were equal partners from the outset and remained friends for life. In 1987, John and his partners bought into Monadelphous, only to discover the Company was insolvent. He went on to describe this as the ‘best mistake he ever made’. With an initial six- month commitment to stand in as Monadelphous’ Chair and Managing Director, John ended up leading the Company for more than 30 years. Under John’s exceptional leadership, Monadelphous’ fortunes turned around. The Company became a place where people were proud to come and work, that suppliers had confidence in and that customers knew and respected. During John’s time at the helm, Monadelphous was trusted with the construction and maintenance of some of the largest and most complex projects and facilities across Australia, as well as internationally. This included projects with BHP, Rio Tinto, Woodside, Chevron, Shell, Origin, INPEX, Newcrest and South32, amongst others. The Company John helped build has grown to employ up to 8,000 people at any one time across its global operations. John’s business acumen was breathtaking, and his ability to form long-term trusting and mutually rewarding relationships is the stuff of legend. With his thick Sicilian accent and his cracking sense of humour, John was a born leader, with enormous charisma and an ability to inspire people like no other. A mentor to OVERVIEW 4 CONTENTS 4 Celebrating the life and legend 5 ANNUAL REPORT 2023 ABOUT MONADELPHOUS Monadelphous is an Australian engineering group headquartered in Perth, Western Australia, providing construction, maintenance and industrial services to the resources, energy and infrastructure sectors. The Company builds, maintains and improves its customers’ operations through safe, reliable, innovative and cost-effective service solutions. It aims to be recognised as a leader in its chosen markets and a truly great company to work for, work with and invest in. Our History Our Operations Monadelphous emerged from a business which started in 1972 in Kalgoorlie, Western Australia, providing general mechanical contracting services to the growing mining industry. Monadelphous has two operating divisions working predominately in Australia, with overseas operations and offices in China, Mongolia, Papua New Guinea and the Philippines. The name Monadelphous was adopted in 1978 and by the mid-1980s, the Company had expanded into a number of markets, both interstate and overseas. In the late 1980s, a major restructure of the Company took place with the business refocusing on maintenance and construction services in the resources industry. By the 1990s, under a new management team, the Company had established the foundations for sustained growth and continued to diversify and extend its reputation as a supplier of multidisciplinary construction, maintenance and industrial services to many of the largest companies. Today, Monadelphous’ shares are included in the S&P/ASX 200 index. Engineering Construction The Engineering Construction division provides large-scale multidisciplinary project management and construction services. These include fabrication, modularisation, procurement and installation of structural steel, tankage, mechanical and process equipment, piping, commissioning, demolition, water asset construction, heavy lift, electrical and instrumentation and engineering, procurement and construction services. Maintenance and Industrial Services The Maintenance and Industrial Services division specialises in the planning, management and execution of mechanical and electrical maintenance services, shutdowns, sustaining capital works, fixed plant maintenance services, access solutions, specialist coatings and rail maintenance services. Rio Tinto’s West Angelas mine, Pilbara region, Western Australia. OVERVIEW 6 7 ANNUAL REPORT 2023 OUR SERVICES AND LOCATIONS Monadelphous operates predominately in Australia, with overseas operations and offices in China, Mongolia, Papua New Guinea and the Philippines. Engineering Construction Market Sector Market Sector 1 2 3 4 5 6 7 Australia Pacific LNG - Supply, fabrication and assembly of wellhead separator skids Energy Bechtel - Pluto Train 2 Project - Haulage and lifting services Energy BHP - Car Dumper 3 Renewal Project - SMP works Iron Ore BHP - South Flank Project - SMPE&I works for inflow infrastructure BHP - WAIO Asset Projects Framework - Various SMPE&I packages Iron Ore Iron Ore 11 MARBL Lithium JV - SMPE&I works for lithium hydroxide plant Lithium 12 13 NMT Logistics - Iron Bridge Magnetite Project - Lifting and haulage services Iron Ore Oyu Tolgoi - Oyu Tolgoi Underground Project - Construction services Copper 14 Rio Tinto - Gudai-Darri Project - SMPE&I works Iron Ore 15 Rio Tinto - Western Turner Syncline Phase 2 Project - Shutdown works Iron Ore CPB Contractors and John Holland JV - West Gate Tunnel Project - Movement of structural steel Infrastructure 16 Rye Park Renewable Energy - Rye Park Wind Farm - BOP works Renewable Energy Fabrication of structural steel for construction project in Ashburton 8 Fortescue - Crane services Iron Ore Iron Ore 17 18 Talison Lithium - Greenbushes Mine - Mine services area facilities construction Lithium Tronox Mining Australia - Broken Hill HMC Upgrade Project - CSMPE&I works Mineral Sands 9 Fortescue subsidiary FMG Magnetite Pty Ltd and Formosa Steel IB Pty Ltd - Iron Bridge Magnetite Project - SME&I works Iron Ore 19 Woodside - Crane services Energy 10 Liontown Resources - Kathleen Valley Lithium Project - Supply and fabrication of structural steel Lithium Maintenance and Industrial Services Market Sector Market Sector 1 BHP - General maintenance, shutdowns and sustaining capital works Iron Ore 11 Queensland Alumina Limited - Maintenance and projects Alumina 2 BHP - Maintenance and shutdowns 3 BHP - Mt Arthur Coal - Shutdown maintenance and minor projects 4 BHP - Olympic Dam - Maintenance and shutdowns Nickel Coal Copper, Gold, Uranium 5 6 7 BHP Mitsubishi Alliance - Maintenance and shutdown works Coal Fortescue - Maintenance, shutdowns and minor projects Iron Ore INPEX Operations Australia - Offshore maintenance services Energy 8 Newcrest Mining - Maintenance works 9 Origin - Turnaround and shutdown services Gold Energy 12 Rio Tinto - Fixed plant maintenance, marine maintenance and sustaining capital works Iron Ore 13 Rio Tinto - Shutdown services 14 Roy Hill - Construction of pipeline, access road and transfer pond infrastructure 15 Santos - EPC services 16 Shell - Provision of services 17 Shell - Provision of services 18 19 South32 - Worsley Alumina Refinery - Shutdown and mechanical services Synergy - Muja Power Station and Collie Power Station - Infrastructure O&M Bauxite Iron Ore Energy Energy Energy Alumina Power 10 Petrofac - O&M and industrial services for decommissioning of Northern Endeavour FPSO Oil & Gas 20 Woodside - Onshore and offshore maintenance services Energy Abbreviations: BOP - balance of plant; CSMPE&I - civil, structural, mechanical, piping, electrical and instrumentation; EPC - engineering, procurement and construction; FPSO - floating production, storage and offtake facility; O&M - operation and maintenance; SME&I - structural, mechanical, electrical and instrumentation; SMP - structural, mechanical and piping; SMPE&I - structural, mechanical, piping, electrical and instrumentation; WAIO - Western Australian Iron Ore. OVERVIEW 8 Mongolia 13 China Ulaanbaatar Beijing Tianjin Philippines Manila Papua New Guinea 8 15 Australia Darwin 13 Port Hedland 7 10 16 Pilbara Coastal and North-West Region 2 1 3 6 4 5 7 8 9 12 14 15 19 12 14 20 Karratha Tom Price Newman 2 10 Kalgoorlie PERTH HEAD OFFICE Bunbury 18 19 11 17 Australia 4 18 Mackay Gladstone BRISBANE Chinchilla Muswellbrook Mt Thorley Rutherford Newcastle 5 11 17 1 9 3 16 Capel Bibra Lake Roxby Downs Legend Major offices Offices and workshops Engineering Construction Maintenance and Industrial Services Whyalla 6 Morwell 9 ANNUAL REPORT 2023 2022/23 HIGHLIGHTS Monadelphous made solid progress on its markets and growth strategy, securing approximately $2 billion in new contracts and extensions since the beginning of the financial year, including several significant construction contracts post year end. Record revenue in Maintenance and Industrial Services The Maintenance and Industrial Services division achieved record annual revenue of $1.3 billion, reflecting sustained buoyant conditions across the resources and energy sectors. Improving margin Continued focus on driving improved productivity, maintaining operational discipline and increasing efficiency across the business delivered an increased Earnings Before Interest, Tax, Depreciation and Amortisation margin of 5.96 per cent, up from 5.76 per cent on the prior year. OPERATING AND FINANCIAL REVIEW 10 Awarded long-term maintenance contracts in lithium sector Monadelphous was awarded two five-year contracts for the provision of maintenance services and sustaining capital projects at Albemarle’s operations in Kemerton, Western Australia. Formalised Emissions and Energy Reduction Roadmap As part of its goal of achieving net zero emissions by 2050, the Company formalised its Emissions and Energy Reduction Roadmap and established working groups focused on its transition to renewable power, ‘greening’ its fleet and optimising operational activities. Acquired BMC to establish presence in east coast energy market The Company acquired Victorian-based specialist high voltage and instrumentation installation, calibration and maintenance service provider BMC, enabling Monadelphous to develop a presence in the east coast energy generation, transmission and storage market and expand its geographical footprint in the growing offshore oil and gas decommissioning sector. Awarded new major resources construction contracts post year end Monadelphous was awarded several major resources construction projects in the iron ore and lithium sectors post year end. Significant contracts secured in iron ore Since the beginning of the financial year, the Company was awarded more than $750 million of new work in the Western Australian iron ore sector with long-term customers, including BHP, Rio Tinto and Fortescue. 11 ANNUAL REPORT 2023 PERFORMANCE AT A GLANCE Revenue1 EBITDA margin $1.83b 5.96% Net profit after tax Earnings per share $53.5m 55.8c Full year dividend Contracts secured since beginning of FY23 49.0c $2b Revenue by geography Revenue by end customer WA NSW International QLD NT SA 57% 12% 12% 10% 7% 2% Iron ore Energy Other minerals Energy transition metals Infrastructure 31% 30% 18% 13% 8% Safety performance 6.00 4.00 2.00 0.00 2020 2021 2022 2023 TRIFR 3.45 0.63 SIFR 0.13 LTIFR Revenue1 Net profit after tax Earnings per share OPERATING AND FINANCIAL REVIEW 12 n o i l l i m $ 3 . 8 0 6 , 1 8 . 0 5 6 , 1 2 . 3 5 9 , 1 0 . 0 3 9 , 1 8 . 8 2 8 , 1 19 20 21 22 23 n o i l l i m $ s t n e C . 6 0 5 19 . 5 6 3 20 . 1 7 4 21 . 2 2 5 22 5 . 3 5 23 . 7 3 5 19 . 7 8 3 20 . 7 9 4 21 . 9 4 5 8 . 5 5 22 23 Financial Year Financial Year Financial Year Dividends per share Cash Workforce numbers2 7,091 7,055 6,252 5,674 5,270 s t n e C n o i l l i m $ e l p o e P 0 . 8 4 19 0 . 5 3 20 0 . 5 4 21 0 . 9 4 22 . 0 9 4 23 0 . 4 6 1 19 3 . 8 0 2 20 7 . 5 7 1 21 3 . 3 8 1 22 . 3 8 7 1 23 2 4 9 , 5 0 6 1 , 5 3 2 8 , 6 6 1 8 , 5 7 1 3 , 5 19 20 21 22 23 Financial Year Financial Year Financial Year Direct Employees Subcontractors Operations › Record maintenance revenue with strong demand across resources and energy sectors. Sustainability › Revised Sustainability Policy and developed new Sustainability Framework. › High levels of major project tendering activity. › Serious incident frequency rate remained at › Secured $2 billion of new work, including a number of major construction contracts in the iron ore and lithium sectors. historically low levels. › Sustained focus on identification, elimination and mitigation of fatal risk hazards. › Awarded two long-term maintenance services › Formalised Emissions and Energy Reduction contracts in the lithium sector. Roadmap. › Acquired BMC to establish presence in east coast › Key Board changes in line with long-term succession energy market. plan. › Launched Respect@Monadelphous behavioural framework. › Launched second Stretch Reconciliation Action Plan. Abbreviations: EBITDA - earnings before interest, tax, depreciation and amortisation; LTIFR - lost time injury frequency rate; SIFR - serious incident frequency rate; TRIFR - total recordable injury frequency rate. 1. Includes Monadelphous’ share of joint venture revenue. Refer to reconciliation on page 21. 2. Comparatives restated to exclude Chile employee numbers. The financial information contained in this section should be read in conjunction with the Financial Statements and accompanying notes. Financial Statements are prepared in accordance with the requirements of the Corporations Act 2001, Australian Accounting Standards Board and other relevant standards, as outlined on page 81. Safety performance 13 ANNUAL REPORT 2023 MARKETS AND GROWTH STRATEGY Monadelphous will grow earnings by improving returns from core markets, growing new services in core markets and expanding into new markets and geographies. Improving returns from core markets Progress › Secured approximately $2 billion in new contracts and extensions. › Executed multiple construction and maintenance contracts in the battery metals sector. › Delivered a high volume of maintenance, shutdown and sustaining capital services to the iron ore sector. › Rebranded SinoStruct to Inteforge and expanded its fabrication capability into South East Asia. Growing new services Priorities › Continue to strengthen customer relationships. › Retain all maintenance services contracts. › Secure and execute next wave of construction projects. Progress › Heavy lift services joint venture, Alevro, secured Pluto Priorities › Grow Alevro joint venture in the Australian market. Train 2 Project with Bechtel. › Secured and commenced decommissioning work in the offshore oil and gas sector. › Further develop civil capability. › Grow industrial service offering within offshore energy sector. › Establish offshore decommissioning team. › Grow non-process infrastructure and dewatering services. Market expansion Progress › Zenviron delivered Rye Park Wind Farm and undertook early works on multiple wind farm and battery storage projects. Priorities › Build capacity for Zenviron to deliver wind, solar and battery storage projects in Australia. › Acquired Victorian-based BMC. › Successfully integrate BMC and leverage their specialist capability. Iron Bridge Magnetite Project, Pilbara region, Western Australia. OPERATING AND FINANCIAL REVIEW 14 15 ANNUAL REPORT 2023 CHAIR’S REPORT Monadelphous achieved sales revenue of $1.83 billion1, with strong demand for maintenance services across all sectors and high levels of construction tendering activity. Monadelphous experienced sustained buoyant conditions across the resources and energy sectors contributing to a record result for the Maintenance and Industrial Services division, with Engineering Construction activity levels impacted by delays in the timing of award and commencement of new major projects. Earnings before interest, tax, depreciation and amortisation (EBITDA) for the period was $109.1 million2, delivering an EBITDA margin percentage of 5.96 per cent, up from 5.76 per cent in the previous financial year. The Company’s continued focus on driving improved productivity, maintaining operational discipline and increasing efficiency across the business was a significant factor in this margin improvement, and was key to mitigating the effects of the current period of heightened inflation and escalating cost. Net profit after tax (NPAT) for the year increased slightly on the prior corresponding period to $53.5 million, generating earnings per share of 55.8 cents. The Board of Directors declared a final dividend of 25 cents per share, taking the full year dividend to 49 cents per share fully franked, yielding a payout ratio of approximately 88 per cent of reported NPAT. The Monadelphous Group Limited Dividend Reinvestment Plan applied to both the interim and final dividend payments. The Company ended the year with a strong cash balance of $178.3 million, a cash flow from operations of $93.3 million and a very pleasing cashflow conversion rate of 112 per cent. The Company’s continued focus on cash generation and the maintenance of a strong balance sheet is key to supporting its operational performance and growth strategy, enabling the Company to take advantage of suitable investment opportunities which may arise. Statutory revenue, which excludes Monadelphous’ share of revenue from joint ventures, was $1.72 billion, down 4.9 per cent on the previous year. 1. Includes Monadelphous’ share of joint venture revenue. Refer to reconciliation on page 21. 2. EBITDA – refer to reconciliation on page 22. On 17 October 2022, in accordance with the Company’s long- term succession plan, Monadelphous announced a number of changes to the Board of Directors which came into effect at the conclusion of the Company’s Annual General Meeting held on 22 November 2022. After more than 30 years of service, John Rubino, the Company’s long-serving Executive Chair, retired as a Director of the Company. Following his retirement, I assumed the role of Executive Chair of the Board after serving as Managing Director for 19 years and Zoran Bebic, Executive General Manager of Maintenance and Industrial Services, was appointed to the role of Managing Director. In addition, Peter Dempsey, who served on the Board for 19 years, retired as Non-Executive Director of the Company. OPERATING AND FINANCIAL REVIEW 16 At the Company’s 2022 Annual General Meeting, the Board recognised John and Peter for their outstanding commitment, effort and dedication to Monadelphous over the years. They both played an integral role in the Company’s development, success and history. Following this, in early 2023, it was with great sadness that the Company announced the passing of its former, long-term Chair, John Rubino. John’s memory will always be present in the corridors of Monadelphous and in the stories of its people. Monadelphous continued to strategically target new work opportunities while ensuring the appropriate allocation of risk. Since the beginning of the financial year, the Company secured approximately $2 billion in new contracts and extensions, primarily in the resources and energy sectors. This included a number of significant construction contracts in the iron ore and lithium sectors post year end, representing the first in a new wave of major construction projects to come to market. A Monadelphous Franna crane lifting a belt platform at Fortescue’s Solomon mine, Pilbara region, Western Australia. More than $750 million of new work was secured in the Western Australian iron ore sector with long-term customers, including BHP, Rio Tinto and Fortescue. In support of its efforts to develop a presence in the east coast-based energy generation, transmission and storage market, as well as its ambitions to secure more work in the growing offshore oil and gas decommissioning sector, Monadelphous acquired Victorian-based BMC late in the year. On behalf of the Board, I would like to take this opportunity to thank our various stakeholders, including our very dedicated and hard working team, as well as our shareholders, customers and the communities in which we operate. Rob Velletri Chair 17 ANNUAL REPORT 2023 MANAGING DIRECTOR’S REPORT Monadelphous continued to be recognised as a leader in its chosen markets, securing approximately $2 billion in new contracts and extensions, including a number of major construction projects secured post year end. The Maintenance and Industrial Services division achieved a record full year revenue reflecting sustained buoyant conditions across the resources and energy sectors, with Monadelphous supporting customers to maintain high levels of production and capitalise on favourable commodity prices. Following the completion of a number of significant projects in the previous financial year and a temporary slowing in construction activity as a result of industry delays, the Engineering Construction division’s focus shifted to the strong pipeline of new resource development projects coming to market, with the division experiencing high levels of tendering activity. The Company remained focused on retaining, developing and attracting high calibre employees who actively contribute to the successful achievement of the Company’s vision and strategic objectives, particularly in light of the shortfall of skilled labour in Australia, which continues to be a challenge. The Company ended the year with a total workforce (including subcontractors) of 5,674 people, which was markedly lower than the prior corresponding period, primarily as a result of Buildtek ceasing operations in Chile. Following a substantial program of work last financial year, the Company launched its Respect@Monadelphous behavioural framework to ensure its workplaces remain safe, respectful and inclusive. It also undertook a people engagement survey to identify key employee motivations and enhanced its understanding of talent availability in key geographical locations across Australia, and internationally, to ensure it is best placed to meet its future resourcing requirements. Monadelphous continued its unrelenting focus on improving the safety and wellbeing of its workforce through the identification, elimination and mitigation of fatal risks within its operations and the delivery of sustained improvement in health and safety outcomes. Pleasingly, the Company’s serious incident frequency rate remained at a historically low level, and its total recordable injury frequency rate at year end was 3.45 incidents per million hours worked. As part of its goal of achieving net zero emissions by 2050, during the year the Company formalised its Emissions and Energy Reduction Roadmap and established working groups focused on its transition to renewable power, ‘greening’ its fleet and optimising operational activities. In July 2023, the Company announced that Northern SEQ Distributor – Retailer Authority, trading as UnityWater (UnityWater) had served a Claim and Statement of Claim (the Claim) in the Supreme Court of Queensland against one of Monadelphous’ wholly owned subsidiaries, Monadelphous Engineering Pty Ltd (ME). The Claim, which totals claims made by UnityWater in an amount of approximately $80 million, relates to a contract entered into between UnityWater and ME in 2016 for the design and construction of an upgrade to the Kawana OPERATING AND FINANCIAL REVIEW 18 Monadelphous employees inspecting the outloading conveyor at Rio Tinto’s Parker Point, Pilbara region, Western Australia. Sewerage Treatment Plant on the Sunshine Coast in Queensland. The Company has informed its insurers of the claims. Monadelphous denies the allegations and claimed losses contained in the Claim and will vigorously defend those claims, as well as pursuing available counterclaims. In March 2023, the Company announced that Chile-based construction and maintenance services business, Buildtek, would cease operations. Monadelphous acquired 75 per cent of Buildtek in 2019 for approximately AUD$8 million and subsequently purchased an additional 15 per cent of Buildtek’s share capital, predominantly from the proceeds of post-acquisition earnings. For the financial year ended 30 June 2023, Buildtek contributed approximately 4 per cent of Monadelphous’ total revenue from contracts with customers (including joint ventures). Over recent years, the Chilean resources sector was significantly impacted by the economic effects resulting from the COVID-19 pandemic, experiencing a major shortfall in available resources, significant labour cost and productivity pressures, a heightened level of supply chain risk and an inflationary cost environment. These pressures impacted Buildtek’s financial performance during that period, as well as significantly increasing the working capital requirements of the business. Buildtek had undertaken a wide variety of operational and commercial activities to protect and sustain its financial position. Disappointingly, despite considerable effort, Buildtek’s financial position and working capital continued to be impacted and the business was not able to source the necessary level of funding required to continue. The cessation of Buildtek’s operations did not have a material impact on Monadelphous’ net assets, or on its earnings for the year ended 30 June 2023. 19 ANNUAL REPORT 2023 Engineering Construction The Engineering Construction division reported revenue of $541.9 million1, down 30 per cent on the previous corresponding period due to delays in the timing of awards and commencement of new major projects. Since the beginning of the financial year, the division has secured $640 million in new contracts, including a number of major construction contracts post year end, with construction revenue expected to progressively ramp up over the 2024 financial year. High levels of tendering activity continued and the Company was engaged on a number of early contractor involvement assignments. In the Pilbara region of Western Australia (WA), the Company was reappointed to BHP’s Western Australian Iron Ore Asset Projects Framework Agreement for a further three years, and was awarded a major contract for the Car Dumper 3 Renewal Project at Nelson Point in Port Hedland. It also completed construction services at the Iron Bridge Magnetite Project, an unincorporated joint venture between FMG Magnetite Pty Ltd and Formosa Steel IB Pty Ltd, and was awarded a construction contract at Fortescue’s Christmas Creek mine site subsequent to year end. In the lithium sector, Monadelphous secured a major construction contract with Albemarle associated with the expansion of the Kemerton lithium hydroxide plant. Overseas, the Company was awarded a contract for the construction of surface infrastructure for the Oyu Tolgoi Underground Project in Mongolia, and a strategic review of SinoStruct, the Company’s China-based fabrication business, was undertaken, resulting in its rebranding as Inteforge. The Company’s renewable energy joint venture, Zenviron, achieved substantial completion on its scope of work at the Rye Park Wind Farm and was engaged on early works packages for a number of wind farm and battery storage projects. Monadelphous’ heavy lift services business continued to expand its fleet, capability and customer-base and was awarded a contract on the West Gate Tunnel Project in Melbourne, Victoria. Alevro, its heavy lifting services joint venture with Fagioli, secured a contract with Bechtel to provide haulage and lifting services at Woodside’s Pluto Train 2 Project in Karratha, WA. Maintenance and Industrial Services The Maintenance and Industrial Services division achieved a record full year revenue of $1.3 billion, up 11.4 per cent on the prior year. The division secured approximately $1.34 billion in new work since the beginning of the 2023 financial year. In the lithium sector, on the back of the successful delivery of construction packages and the strong relationship developed, Monadelphous was awarded two five-year contracts for the provision of maintenance services and sustaining capital projects at Albemarle’s operations in Kemerton, WA, both with two-year extension options. 1. Includes Monadelphous’ share of joint venture revenue. In the Pilbara region of WA, the Company continued to perform a significant volume of maintenance, shutdown and project works in the iron ore sector. This included securing a 12-month extension to its general maintenance and shutdown services contract with BHP, completing work under its long- term maintenance and non-process infrastructure contracts with Fortescue and executing several contracts under its Sustaining Capital Projects Panel Agreement with Rio Tinto. In the energy sector, Monadelphous was awarded both available two-year extensions to its long-term offshore maintenance services contract with INPEX Operations Australia supporting the Ichthys LNG Project. It also secured an operations, maintenance and industrial services contract supporting Petrofac in the decommissioning of the Northern Endeavour floating production, storage and offtake facility in the Timor Sea, the Company’s first offshore decommissioning contract. Outlook Longer-term demand trends are forecast to remain strong across most commodity markets, despite some short to medium-term uncertainty relating to Chinese domestic consumption and a possible US recession. The resources and energy sectors are expected to provide a significant pipeline of prospects across a broad range of commodities, with expenditure related to energy transition representing an increasingly larger proportion of investment activity over coming years. High levels of mining and mineral processing development activity are anticipated in lithium, nickel, copper, mineral sands and rare earths, as well as continued investment to sustain iron ore production levels. In the energy sector, there are several new gas construction projects currently in the development pipeline and heightened demand for maintenance and decommissioning services is expected over coming years. The development of the hydrogen market will likewise provide opportunities in the future. Maintenance activity levels in the resources sector are forecast to grow on the back of an increasingly larger asset base from recently completed capital projects, as well as from new mining developments and expansions moving into the operating phase. Accelerating decarbonisation efforts in Australia’s power sector are driving an expanding pipeline of renewable energy opportunities, including a large number of new wind farms and battery storage projects. Zenviron is well placed to capitalise on the significant market growth expected in this sector over coming years, having developed an enviable track record since its inception. Following the substantial completion of the Rye Park Wind Farm project this financial year, Zenviron has been engaged by customers on early works packages for several new wind and battery storage projects. OPERATING AND FINANCIAL REVIEW 20 A Monadelphous rope access technician working A Monadelphous rope access technician working at the Woodside-operated Karratha Gas Plant, at the Woodside-operated Karratha Gas Plant, Karratha, Western Australia. Karratha, Western Australia. The Company will also continue to assess potential acquisition opportunities to facilitate ongoing service expansion and market diversification and support long-term sustainable growth. In conclusion, I would like to thank our fantastic employees for another strong year – we have a very loyal and talented team at Monadelphous who are committed to helping the Company continue to grow and prosper. I would also like to extend my appreciation to our shareholders, customers and other stakeholders for their ongoing support. Zoran Bebic Managing Director The shortage of skilled labour in Australia, with high levels of activity across multiple industries, continues to be a challenge, and the Company remains focused on improving the effectiveness of its employee attraction, training and development initiatives, as well as ensuring Monadelphous remains a great place to work. An escalating cost environment and the potential for ongoing supply chain risks are also expected to continue. With capacity constrained, the Company will leverage its strong position and take a strategic and targeted approach to new work; engaging and collaborating early with customers, maintaining an appropriate approach to the allocation of risk and focusing on earnings quality. With Monadelphous securing a number of new construction contracts post 30 June 2023, and further awards expected over coming months, the Company anticipates construction revenue will progressively ramp up over the 2024 financial year, with overall Group revenue weighted to the second half. 21 ANNUAL REPORT 2023 COMPANY PERFORMANCE A review of the Company’s performance over the last five years is as follows: Revenue Total revenue from contracts with customers including joint ventures EBITDA Profit before income tax expense Income tax expense Profit after income tax expense attributable to equity holders of the parent Basic earnings per share Interim dividends per share (fully franked) Final dividends per share (fully franked) Net tangible asset backing per share Total equity and reserves attributable to equity holders of the parent Depreciation Debt to equity ratio Return on equity EBITDA margin 2023 $’000 1,725,691 2022 $’000 1,810,390 2021 $’000 1,754,242 2020 $’000 1,488,749 2019 $’000 1,479,737 1,828,755 1,930,040 1,953,180 1,650,768 1,608,277 109,083 111,201 108,696 73,446 21,520 53,543 55.85c 24.00c 25.00c 73,511 21,227 52,219 54.90c 24.00c 25.00c 70,372 21,906 47,060 49.70c 24.00c 21.00c 92,077 55,086 17,860 36,483 38.65c 22.00c 13.00c 106,791 83,426 31,313 50,565 53.72c 25.00c 23.00c 437.29c 427.54c 413.31c 402.43c 413.93c 437,978 412,184 395,572 384,433 393,436 33,157 8.7% 12.2% 6.0% 33,097 32,476 14.3% 12.7% 5.8% 10.1% 11.9% 5.6% 30,570 11.9% 9.5% 5.6% 19,490 9.7% 12.9% 6.6% Revenue including joint ventures is a non-IFRS measure which does not have any standardised meaning prescribed by IFRS and therefore may not be comparable to revenue presented by other companies. This measure, which is unaudited, is important to management when used as an additional means to evaluate the Company’s performance. Reconciliation of Total Revenue from Contracts with Customers including Joint Ventures to Statutory Revenue from Contracts with Customers (unaudited) Total revenue from contracts with customers including joint ventures Share of revenue from joint ventures1 Statutory revenue from contracts with customers 2023 $’000 2022 $’000 1,828,755 1,930,040 (107,799) (120,589) 1,720,956 1,809,451 1. Represents Monadelphous’ proportionate share of the revenue from joint ventures accounted for using the equity method. 2. Represents Monadelphous’ proportionate share of the interest, depreciation, amortisation and tax of joint ventures accounted for using the equity method. Abbreviation: EBITDA - earnings before interest, tax, depreciation and amortisation. EBITDA is a non-IFRS earnings measure which does not have any standardised meaning prescribed by IFRS and therefore may not be comparable to EBITDA presented by other companies. This measure, which is unaudited, is important to management as an additional way to evaluate the Company’s performance. OPERATING AND FINANCIAL REVIEW 22 Reconciliation of Profit Before Income Tax to EBITDA (unaudited) Profit before income tax Interest expense on loans and hire purchase finance charges Interest expense on other lease liabilities Interest revenue Depreciation of owned and hire purchase assets Depreciation of right of use assets Share of interest, depreciation, amortisation and tax of joint ventures2 EBITDA 2023 $’000 73,446 1,986 1,509 (4,300) 25,128 8,029 3,285 2022 $’000 73,511 1,841 1,511 (740) 24,523 8,574 1,981 109,083 111,201 Monadelphous employees at Rio Tinto’s Yarwun Alumina Refinery, Gladstone, Queensland. 23 ANNUAL REPORT 2023 BOARD OF DIRECTORS Left to right: Sue Murphy AO, Ric Buratto, Helen Gillies, Rob Velletri, Zoran Bebic and Dietmar Voss. Rob Velletri Chair Rob was appointed to the Board on 26 August 1992 and commenced as Chair on 22 November 2022 after serving 19 years as Managing Director. He joined Monadelphous in 1989 as General Manager after a 10-year career in engineering and management roles at Alcoa. Rob is a mechanical engineer with 44 years of experience in the construction and engineering services industry and is a Member of the Institution of Engineers Australia. Rob is Chair of the Company’s Nomination Committee. Zoran Bebic Managing Director Zoran was appointed to the Board and commenced as Managing Director on 22 November 2022. He has 30 years of experience in the engineering construction and maintenance services industry and has held a broad range of operational, financial and senior management positions at Monadelphous, including Executive General Manager of Maintenance and Industrial Services, Chief Financial Officer and Company Secretary. Zoran is a Fellow of CPA Australia. OPERATING AND FINANCIAL REVIEW 24 Sue Murphy AO Deputy Chair and Lead Independent Non-Executive Director Sue was appointed to the Board on 11 June 2019 and as Deputy Chair / Lead Independent Non-Executive Director on 11 October 2021. During her 25-year engineering career at Clough, Sue held a wide range of operational and leadership roles before being appointed to the Board as a Director in 1998. Sue joined the Water Corporation of Western Australia in 2004 as General Manager of Planning and Infrastructure, before being appointed as Chief Executive Officer, a role she held for over a decade. She has 44 years of experience in the resources and infrastructure industries. She holds a Bachelor of Civil Engineering and is an Honorary Fellow of the Institution of Engineers Australia. She is Chair of the Company’s Remuneration Committee and a member of its Audit and Nomination committees. Sue is also currently a Director of MMA Offshore Limited (ASX: MRM) and RemSense Technologies Limited (ASX: REM). Helen Gillies Independent Non-Executive Director Helen was appointed to the Board on 5 September 2016 and has previously served as a Director of global engineering company Sinclair Knight Merz and the Australian Civil Aviation Safety Authority. She has a strong background in risk, law, governance and finance, as well as extensive experience in mergers and acquisitions, and has 27 years of experience in the construction and engineering services industry. Helen holds a Master of Business Administration and a Master of Construction Law, as well as degrees in commerce and law. She is a Fellow of the Australian Institute of Company Directors. Helen is Chair of the Company’s Audit Committee, and a member of its Remuneration and Nomination committees. Helen is also currently a Director of Yancoal Australia Limited (ASX: YAL) and Aurelia Metals Limited (ASX: AMI). Dietmar Voss Independent Non-Executive Director Dietmar was appointed to the Board on 10 March 2014. During his career, Dietmar worked for a number of global mining and engineering businesses, including BHP, Bechtel and Hatch throughout Australia, the United States, Europe, the Middle East and Africa. He is a chemical engineer with 49 years of experience in the energy, and mining and minerals industries. Dietmar holds a Master of Business Administration, in addition to chemical engineering and law degrees, and is a member of the Australian Institute of Company Directors. Dietmar is a member of the Company’s Audit, Remuneration and Nomination committees. Ric Buratto Independent Non-Executive Director Ric was appointed to the Board on 11 October 2021. He is a civil engineer with 48 years of contracting experience in the resources and infrastructure sectors. He has held senior executive positions at various ASX listed entities, including Cimic, Decmil and NRW and has extensive leadership and management experience in engineering, mining and construction across a wide range of disciplines, as well as maintenance and shutdown execution. He holds a Bachelor of Engineering (Honours) and is a Fellow of the Institution of Engineers Australia. Ric is a member of the Company’s Audit, Remuneration and Nomination committees. 25 ANNUAL REPORT 2023 Aerial view of the Albemarle Kemerton Lithium Hydroxide Plant, south west region, Western Australia. Monadelphous undertaking construction work at Rio Tinto’s West Angelas Deposits C & D Project, Newman, Western Australia. CONTENTS 26 ENGINEERING CONSTRUCTION Our Progress » Annual revenue of $541.9 million. » Secured approximately $640 million of new work, including a number of major construction contracts in the iron ore and lithium sectors. » A number of early contractor involvement assignments. » Successfully completed packages at the Gudai-Darri and Iron Bridge Magnetite projects. » Secured strategically important work at Oyu Tolgoi Underground Project in Mongolia. » Strategic review of China-based fabrication business and rebranded SinoStruct as Inteforge. » Zenviron engaged on early works packages for a number of wind farm and battery storage projects. 27 ANNUAL REPORT 2023 The Engineering Construction division provides large-scale multidisciplinary project management and construction services. The division reported revenue of $541.9 million1 for the year, down 30 per cent on the previous corresponding period. Following the completion of a number of significant projects in the previous financial year and a temporary slowing in construction activity as a result of industry delays, the Company’s focus shifted to the strong pipeline of new resource development projects coming to market. The division experienced high levels of tendering activity and engagement on a number of early contractor involvement assignments. Since the beginning of the financial year, the division secured approximately $640 million in new contracts, including a number of major construction contracts awarded subsequent to year end. Resources Monadelphous continued to provide construction services under its Western Australian Iron Ore (WAIO) Asset Projects Framework Agreement with BHP throughout the year and was reappointed to the Framework Agreement for a further three years. The Company was awarded a contract for the Car Dumper 3 Renewal Project at Nelson Point, Western Australia (WA), valued at over $115 million. The first portion of the contract is for early works and planning, including an early works shutdown which was completed in May 2023. The second portion includes structural, mechanical and piping works associated with the Car Dumper 3 replacement, with work expected to be completed in the first half of 2025. Subsequent to year end, the Company has also been awarded the electrical and instrumentation package of works associated with this project. These awards come on the back of the successful completion of numerous car dumper refurbishment projects by Monadelphous in previous years. 1. Includes Monadelphous’ share of joint venture revenue. A Monadelphous employee completing training on the Company’s newest 400 tonne capacity crawler crane in Perth, Western Australia. OPERATING AND FINANCIAL REVIEW 28 A Monadelphous 600 tonne crawler crane undertaking work at the Iron Bridge Magnetite Project, Pilbara region, Western Australia. CASE STUDY IRON BRIDGE MAGNETITE PROJECT Located 145 kilometres south of Port Hedland, WA, the Iron Bridge Magnetite Project is an unincorporated joint venture between FMG Magnetite Pty Ltd and Formosa Steel IB Pty Ltd. It incorporates the world leading North Star and Glacier Valley magnetite ore bodies and will deliver 22 million tonnes per annum of high grade 67 per cent Fe magnetite concentrate. Monadelphous was engaged in the first half of the 2023 financial year to provide multidisciplinary construction services including structural, mechanical and electrical and instrumentation services at the wet process plant. The Company’s scope was later expanded to support the construction of a 135-kilometre pipeline connecting the plant to the Port of Port Hedland. The first wet concentrate was produced from the ore processing facility at the Iron Bridge Magnetite Project in April 2023, before being pumped to Port Hedland. The Company was engaged to provide construction services at the Iron Bridge Magnetite Project, an unincorporated joint venture between FMG Magnetite Pty Ltd and Formosa Steel IB Pty Ltd. The scope included structural, mechanical and electrical and instrumentation services for the wet process plant and a 135-kilometre pipeline connecting the plant to the Concentrate Handling Facility at Port Hedland, WA. On the back of its strong performance on this project, the Company was also awarded a multidisciplinary contract for the supply and construction of an overland conveyor and transfer station at Fortescue’s Christmas Creek mine site, WA, post year end. Also in the Pilbara region of WA, Monadelphous provided multidisciplinary construction services for Rio Tinto at the Gudai-Darri iron ore project, as well as completing a series of shutdowns at Rio Tinto’s Western Turner Syncline Phase 2 Project. Following the delivery of a number of packages of work associated with BHP’s South Flank Project’s inflow and outflow infrastructure last financial year, the Company was also engaged by BHP to assist with the commissioning process of the project. After the successful completion last financial year of the structural, mechanical and piping work associated with trains 1 and 2 of the pyromet plant at the Kemerton lithium hydroxide plant in the south west of WA, then part of the MARBL Lithium Joint Venture, Monadelphous completed its electrical and instrumentation scope, and demobilised from site in September 2022 with an enviable safety record. Post year end, the Company was also awarded a new major construction contract by Albemarle, valued at approximately $200 million, for work associated with the expansion of the Kemerton facility. The contract includes front-end pyromet structural, mechanical, piping, electrical and instrumentation works associated with two new lithium processing trains (trains 3 and 4). 29 ANNUAL REPORT 2023 Also in the lithium sector, the Company completed its construction scope of work at Talison Lithium’s Greenbushes mine site in the south west region of WA which included a range of facilities forming the mine services area. In Mongolia, the Company was awarded a contract for the construction of surface infrastructure for the Oyu Tolgoi Underground Project. The work includes the construction of two conveyors and an electrical substation, and associated integration to existing facilities. In New South Wales (NSW), Monadelphous completed multidisciplinary construction services for Tronox Mining Australia in Broken Hill. Fabrication Services During the year, Monadelphous undertook a strategic review of SinoStruct, its China-based fabrication business, to ensure the business remains aligned to customer expectations and is appropriately structured to grow in its core markets, geographically diversify its supply chain into South East Asia and deliver in new and related sectors. The review outcomes included a recommendation to rebrand the business as Inteforge, to better align with its revised strategic direction and the expectations of its customers. On the back of the review, Inteforge secured a number of fabrication contracts, including for Liontown Resources’ Kathleen Valley Lithium Project in the Goldfields, WA, New Inteforge logo on the Lingang Facility, Tianjin, China. as well as for the fabrication of structural steel for a project in Ashburton in the Pilbara, WA. Inteforge also secured a contract with HydrogenPro to fabricate and assemble hydrogen gas separator modules for a renewable energy project in the United States of America, as well as a contract to fabricate mechanical platework and piping for the Oyu Tolgoi Underground Project in Mongolia. An overland conveyor at Oyu Tolgoi Underground Project, Mongolia. OPERATING AND FINANCIAL REVIEW 30 Infrastructure The Company’s renewable energy joint venture, Zenviron, continued to enhance its reputation as a market leader in the delivery of balance-of-plant works for wind farms. During the year, Zenviron achieved substantial completion on its scope of work at the Rye Park Wind Farm, the largest wind farm to ever be constructed in NSW, valued at approximately $250 million. Additionally, it was engaged on early works packages for a number of other wind farm and battery storage projects on the east coast of Australia. In total, since its establishment in 2016, Zenviron has supported the construction of 464 wind turbines, with an additional 27 in the commissioning phase. Heavy Lift Monadelphous continued to expand its heavy lift and shift capability and customer-base, and was awarded a contract with the CPB Contractors and John Holland Joint Venture on the West Gate Tunnel Project in Melbourne, Victoria. As part of its long-term services contract with Fortescue at the Solomon and Eliwana mine sites in WA, Monadelphous provided heavy lift services to support a campaign of shutdowns at Fortescue’s Kings Valley, Eliwana and Firetail operations during the period. The Company also provided specialist heavy lift services to Woodside, BHP and Rio Tinto under existing construction and maintenance contracts. In partnership with Fagioli, Monadelphous continued to deliver heavy haul services at the Iron Bridge Magnetite Project under a contract with NMT Logistics. Finally, Alevro, Monadelphous’ heavy lifting services joint venture with Fagioli, secured a contract with Bechtel to provide haulage and lifting services at Woodside’s Pluto Train 2 Project in Karratha, WA. Outlook The resources and energy sectors are expected to provide a significant pipeline of construction prospects across a broad range of commodities, with expenditure related to energy transition representing an increasingly larger proportion over coming years. High levels of mining and mineral processing development activity are anticipated in lithium, nickel, copper, mineral sands and rare earths, as well as continued investment to sustain iron ore production levels. In the energy sector, there are a number of new gas construction projects currently in the pipeline. Australia’s transition towards clean energy is strengthening and an increasing pipeline of new wind farms and battery storage projects will provide opportunities for Zenviron. The development of the hydrogen market will also provide prospects in coming years. Rye Park Wind Farm, comprising 66 wind turbines, located in New South Wales. 31 ANNUAL REPORT 2023 Monadelphous undertaking construction work at Rio Tinto’s West Angelas Deposits C & D Project, Newman, Western Australia. Monadelphous employees at the Woodside-operated Karratha Gas Plant, Karratha, Western Australia. CONTENTS 32 MAINTENANCE AND INDUSTRIAL SERVICES Our Progress » Record annual revenue of $1.3 billion. » Significant volume of maintenance, shutdown and project work in the energy and iron ore sectors. » Awarded approximately $1.34 billion in new contracts and extensions. » Awarded strategic long-term maintenance contracts in the lithium sector. » Acquired BMC to establish presence in east coast energy market. 33 ANNUAL REPORT 2023 The Maintenance and Industrial Services division specialises in the planning, management and execution of multidisciplinary maintenance services and sustaining capital works. The division reported full year revenue of $1.3 billion, up 11.4 per cent on the prior corresponding period. The result reflects sustained buoyant conditions across the resources and energy sectors, with the division being awarded approximately $1.34 billion in new work since the beginning of the 2023 financial year. In June 2023, Monadelphous acquired Victorian-based specialist high voltage and instrumentation installation, calibration and maintenance service provider BMC. BMC provides services to major industry and key utilities throughout Australia, employs around 180 personnel and generates approximately $60 million of revenue per annum. The strategic acquisition enables Monadelphous to develop a presence in the east coast-based energy generation, transmission and storage market and expand its geographical footprint in the growing offshore oil and gas decommissioning sector. Monadelphous continued to cement its commitment to its customers in the Pilbara region of Western Australia (WA), commencing the construction of its new, larger facility in Karratha, which includes provisions for vehicle and crane servicing, a fabrication workshop, warehousing facilities and office space. The investment follows the opening of expanded facilities in Tom Price and Port Hedland over the last two years. Monadelphous employees Monadelphous employees working on a rope shovel hoist working on a rope shovel hoist gearbox at the Company’s gearbox at the Company’s workshop in Mount Thorley, workshop in Mount Thorley, New South Wales. New South Wales. OPERATING AND FINANCIAL REVIEW 34 CASE STUDY Rio Tinto Over the last five years, Monadelphous has been awarded more than 80 conveyor gravity take-up upgrades across Rio Tinto’s Pilbara operations under its Rio Tinto iron ore fixed plant maintenance services and construction contracts. A typical gravity take-up tower upgrade consists of retrofitting an electric winch and associated cable and sheaves, replacing the mass, installing a pulley removal platform and trolley, electrical controls and limits, and guarding and structural bracing upgrades. The Company’s scope of work can include design and detailing, civil, structural, mechanical, piping, electrical, instrumentation and software controls. Monadelphous has held a number of maintenance, shutdown and sustaining capital contracts with Rio Tinto which date back to 1999 (initially with Hamersley Iron). Monadelphous completing conveyor gravity take-up upgrades across Rio Tinto’s operations in the Pilbara, Western Australia. Resources Monadelphous performed a significant volume of maintenance, shutdown and project works in the WA iron ore sector throughout the year. The Company extended its relationship with Fortescue and was also awarded a number of significant new contracts, including a five-year contract to provide maintenance, general shutdown services and minor projects across Fortescue’s Pilbara operations, as well as being appointed to a panel for the provision of non-process infrastructure services for a term of three years. Several contracts were executed under its Sustaining Capital Projects Panel Agreement with Rio Tinto, including upgrades to the conveyor gravity take-up systems at the Brockman 2 mine, Tom Price mine and Cape Lambert Port A, an upgrade to the wet plant dilution water system at the Nammuldi mine, and the supply, installation and commissioning of a potable water distribution system at the Hope Downs 1 mine. The Company also secured contracts for the replacement of an overland conveyor belt at Rio Tinto’s Western Turner Syncline mine and a two-year extension to an existing contract with Rio Tinto for the provision of marine infrastructure maintenance services and minor projects at the Cape Lambert and Dampier ports. Monadelphous was reappointed for a further three years to BHP’s Western Australian Iron Ore Site Engineering Panel and secured a number of packages under the agreement. It also secured a 12-month extension to its general maintenance and shutdown services contract for BHP’s iron ore operations. In the lithium sector, the Company was awarded two five- year contracts for the provision of maintenance services and sustaining capital projects at Albemarle’s operations in Kemerton, WA, both with two-year extension options. The award builds on the strong relationship Monadelphous developed with Albemarle through the initial construction phase of the project. Monadelphous was awarded a 12-month contract extension for the supply of major shutdown and mechanical services at South32’s Worsley Alumina operations in WA and a 12-month extension to its existing maintenance, shutdown and project services contract across BHP’s Nickel West operations in WA. The Company also secured a two-year extension to its contract for fixed plant maintenance services at Rio Tinto’s Gove operations in the Northern Territory, as well as a two- year contract to provide construction services and a two-year extension to continue providing maintenance services at BHP’s Olympic Dam in South Australia. 35 ANNUAL REPORT 2023 On the east coast of Australia, Monadelphous was appointed to a panel for the provision of construction services across Rio Tinto’s Queensland aluminium operations for a term of three years, with extension options. The Company also secured a three-year contract with BHP Mitsubishi Alliance (BMA), with two one-year extension options, to continue providing shutdown and maintenance services and minor capital projects on BMA’s draglines and coal preparation plant operations in Mackay and the Bowen Basin. Furthermore, it was awarded a contract with Yancoal for the provision of major overhaul and heavy shutdown services at the Mount Thorley Warkworth Mine. Energy In the energy sector, Monadelphous was awarded both available two-year extensions to its long-term offshore maintenance services contract with INPEX Operations Australia supporting the Ichthys LNG Project, valued at approximately $350 million in total. The scope of work includes operational, campaign and shutdown maintenance services and brownfield projects implementation. Monadelphous commenced work on its first oil and gas decommissioning project with Petrofac on the Northern Endeavour floating production, storage and offtake facility, positioning itself for the growing number of similar opportunities expected to come to market over coming years. The Company continued to provide services and plan for a number of major turnarounds under its existing major onshore and offshore contract at the Woodside-operated gas production facilities, and provided services to Shell in both Queensland and WA, as well as Origin in Queensland. The Company was also awarded a five-year contract for the provision of pipeline maintenance services in the Queensland coal seam gas market. Overseas In Papua New Guinea, the Company continued to deliver project services for Newcrest at Lihir Island and engineering, procurement and construction services, in joint venture with Worley, to Santos at its production and support facilities in the Highlands region. During the period, the Company was awarded a 12-month extension to its contract with Santos. The Company has cemented its position as a leading maintenance and brownfield project service provider in Papua New Guinea, with a strong safety record and local content strategy, and has provided services in the region since 2007. During the year, the Company announced that Chile- based construction and maintenance services business, Buildtek, would cease operations, due to the challenges of the COVID-19 pandemic on the Chilean resources sector and the impacts on Buildtek’s financial performance during that period. Disappointingly, despite considerable effort, Buildtek’s financial position and working capital continued to be impacted and the business was not able to source the necessary level of funding required to continue. Rail Monadelphous continued to offer rail maintenance services across Australia, including the provision of rail track, rail infrastructure and facility maintenance support services to customers, including Pacific National, Aurizon and ARTC, across a number of states. In addition, the Company provided rail services in the Pilbara, WA, under its rail services contract with Rio Tinto. Outlook Maintenance levels in the resources sector are forecast to grow on the back of an increasingly larger asset base from recently completed capital projects, as well as from new mining developments and expansions moving into operating phase. In the energy sector, heightened demand for maintenance and decommissioning services is expected over coming years. Favourable conditions and ageing assets across all resources and energy sectors are driving strong demand for maintenance services. OPERATING AND FINANCIAL REVIEW 36 A Monadelphous employee working at A Monadelphous employee working at the Woodside-operated Karratha Gas the Woodside-operated Karratha Gas Plant, Karratha, Western Australia. Plant, Karratha, Western Australia. 37 ANNUAL REPORT 2023 The Bindjareb Middars, a traditional Aboriginal dance group, performing for NAIDOC Week 2023 at the Company’s head office in Perth, Western Australia. Monadelphous undertaking construction work at Rio Tinto’s West Angelas Deposits C & D Project, Newman, Western Australia. CONTENTS 38 SUSTAINABILITY Our Progress » Revised Sustainability Policy and developed new Sustainability Framework. » Serious incident frequency rate remained at a historically low level. » Launched Respect@Monadelphous behavioural framework. » Undertook people engagement survey to identify key employee motivations. » Formalised Emissions and Energy Reduction Roadmap. » Launched second Stretch Reconciliation Action Plan. » Progressed commitments under Gender Diversity and Inclusion Plan. » Developed a Local Community Engagement Plan for key regional locations. 39 ANNUAL REPORT 2023 SUSTAINABILITY S U O H P L E D A N O M T A Y T I L I B A N I A T S U S People Our people are the key to our success. We are committed to retaining, attracting and developing people who are highly competent, live the Monadelphous values and actively contribute to the long-term success of the business. We foster a safe, inclusive and respectful workplace where people of all backgrounds, skills and cultures can work together collaboratively, and reach their full potential. Our actions reflect high standards of conduct. Safety & wellbeing We are committed to the safety and wellbeing of everyone working in connection with our activities. We believe that all injuries are preventable, and our goal is zero harm. The Safe Way is the Only Way. Responsible business delivery We build, maintain and improve our customers’ operations through the reliable delivery of safe, innovative, cost-effective and customer-focused solutions. We take a long-term approach to our relationships and maintain high levels of governance and ethics in everything we do. We deliver strong financial performance, generating long- term sustainable value for our shareholders. We Deliver What We Promise. Environment We care for the environment and commit to minimising the environmental impact of our operations and working towards net zero emissions by 2050. We pursue opportunities to leave a lasting positive legacy. Communities We actively engage with our local communities, providing opportunities for local people and businesses and are committed to leaving a positive legacy within the communities where we work. OPERATING AND FINANCIAL REVIEW 40 Monadelphous’ vision is to achieve long-term, sustainable growth by being recognised as a leader in its chosen markets and a truly great company to work for, to work with and invest in. The Company prioritises the support of its local workforce and community interests, ensuring it leaves a positive legacy, and that its employees can take pride in working for Monadelphous. The Company believes the key to achieving sustainable growth is by ensuring the safety, wellbeing and development of its people, the delivery of outstanding service to customers, caring for the environment and communities where it works and providing superior returns to shareholders. By focusing on these areas, Monadelphous will ensure the business delivers on its strategy and achieves long-term sustainable growth and value for all stakeholders. The Company continues to develop its approach to sustainability and during the year it revised its Sustainability Policy and developed a new Sustainability Framework. These documents highlight the Company’s commitment to its five key sustainability pillars of people, safety and wellbeing, responsible business delivery, communities and environment. People The Company ended the year with a total workforce (including subcontractors) of 5,674 people, which was markedly lower than the prior corresponding period, primarily as a result of Buildtek ceasing operations in Chile. Employee engagement survey During the year, the Company undertook an employee engagement survey to better understand employee perceptions and identify key motivations for attracting and retaining talent, including targeted questioning in relation to unacceptable workplace behaviour. The feedback obtained has been a key input into the design and enhancement of Monadelphous’ People and Culture Strategy, which is designed to support the retention, development and attraction of high calibre employees who actively contribute to the success of the Company. Monadelphous employees at pre-start at Talison Lithium’s Greenbushes mine site, south west region, Western Australia. 41 ANNUAL REPORT 2023 Acceptable workplace behaviour The Company’s commitment to ensuring its workplaces remain safe, respectful and inclusive saw the launch of its Respect@Monadelphous behavioural framework which aims to further embed respectful behaviours. The program includes Acceptable Workplace Behaviour and Code of Conduct training and is rolled out to all employees. It’s launch follows a substantial program of work to review the Company’s processes and practices, completed last financial year, and reinforces its expectations of its workforce in relation to the prevention of sexual harassment and sexual assault. This culminated in the implementation of the Company’s It’s Up to Us campaign. Training and talent development Aligned to Monadelphous’ philosophy of fostering a culture of leadership and talent development, the Company’s in-house development programs, Leading@Monadelphous, Emerging Leaders, Group Mentoring and Leading the Safe Way, continue to shape Monadelphous’ current and future leaders and the role they play in delivering services to customers. The Company’s registered training organisation delivered more than 4,000 training interactions for trades personnel throughout the year, including high risk work license training accreditation and verification of competency. Strategic sourcing To ensure Monadelphous is best placed to meet its future resourcing requirements, the Company enhanced its understanding of talent availability in key geographical locations across Australia and internationally. It also continued to strengthen its approach to people data, leveraging its talent acquisition and performance management system to provide deeper insights into recruitment activity. The system enables the Company to better analyse its labour demand profile and recruitment completion rates, employee training compliance and performance management, and turnover trends. Attraction of future talent Monadelphous’ Graduate, Vacation, Apprenticeship and Traineeship programs continue to attract and nurture a diverse group of new talent. During the year, more than 200 people participated in these programs, exploring a range of career pathways through learning and development opportunities. The Company was honoured to have been recognised as Australia’s top Construction and Property Services Graduate Employer for 2023 by Prosple (formerly Grad Australia). Celebrating Monadelphous’ success 2022 marked a particularly special year for Monadelphous as the Company celebrated 50 years in operation. To commemorate this magnificent milestone, the Company hosted events across its key locations throughout 2022 to recognise the contributions of its people, as well as publishing a Monadelphous history book to showcase the individuals, teams, projects and events that have made Monadelphous into the Company it is today. Safety and wellbeing Monadelphous continued its unrelenting focus on improving the safety and wellbeing of its workforce through the identification, elimination and mitigation of fatal risks within its operations and the delivery of sustained improvement in health and safety outcomes. The Company’s efforts in the area of fatality prevention centred on the continued improvement of relevant infield risk management tools and a series of fatal risk awareness initiatives. Activities undertaken included a refreshed The Safe Way is the Only Way campaign and updated Life Saving Rules communications and fatal risk control modules. A number of innovative, technology-based safety improvement trials were undertaken relating to the use of mobile fleet, including the implementation of software aimed at aiding pedestrian avoidance, as well as distraction and fatigue monitoring. The Company also conducted Franna crane awareness training to help prevent equipment roll overs. Monadelphous delivered a range of programs throughout the year to support the physical and mental health and wellbeing of its people. The Company launched its annual Summer of Safety and Finishing Strong, Starting Stronger health and safety campaigns, aimed at refocusing on common safety risks which prevail over the summer months. Additional initiatives included a range of general health checks for employees, conducting Healthy Heart Week education sessions, as well as partnering with the Resilience Project and offering Lived Experience talks, which focus on sharing stories related to mental illness. Pleasingly, the Company was recognised for its efforts and contribution in safety innovation, being named an award winner at the WA Department of Mines, Industry Regulation and Safety’s Work Health and Safety Excellence Awards, as well as at the NSCA Foundation’s National Safety Awards of Excellence. Monadelphous remains committed to its goal of zero harm, executing work in line with its safety philosophy of The Safe Way is the Only Way. The Company’s serious incident frequency rate pleasingly remained at a historically low level, and the total recordable injury frequency rate at year end was 3.45 incidents per million hours worked. Monadelphous employees at pre-start at the Iron Bridge Monadelphous employees at pre-start at the Iron Bridge Magnetite Project, Pilbara region, Western Australia. Magnetite Project, Pilbara region, Western Australia. OPERATING AND FINANCIAL REVIEW 42 Diversity and inclusion Monadelphous remains committed to retaining and attracting a workforce where people of all backgrounds, skills and cultures are able to work together collaboratively, inspiring them to reach their full potential and contribute to the long- term success of the business. Indigenous engagement During the period, Monadelphous launched the latest version of the Company’s Stretch Reconciliation Action Plan (RAP) (2022 – 2025) following endorsement by Reconciliation Australia. The Company’s fourth RAP, and second Stretch RAP, articulates Monadelphous’ pledge to take meaningful action to advance reconciliation, ensuring Aboriginal and Torres Strait Islander peoples have equal access to meaningful employment and development opportunities. Commitments contained in the RAP include the provision of long-term Indigenous employment opportunities and training and development programs, as well as supporting First Nations businesses through the establishment of meaningful and mutually beneficial commercial partnerships. The Company has committed to continuing to maintain in excess of three per cent Indigenous employment across its Australian workforce and growing spend with Indigenous-owned businesses. During the period, the Company welcomed a new trainee cohort to its Indigenous Pathways Program. The Program, which is run in partnership with Rio Tinto, provides current and future employees with traineeships, apprenticeships and tertiary study support. In the second half of the financial year, the Program collaborated with Madalah to support Indigenous students from regional communities with their tertiary studies. This collaboration is currently supporting students who are studying business and engineering. Monadelphous renewed its partnership with the Polly Farmer Foundation (PFF), which aims to empower Indigenous students to complete school and progress into early career pathways. During the year, a number of PFF students and alumni attended the Company’s Employee Development Centre in Bibra Lake, WA, and head office in Perth, WA, to gain an understanding of potential career pathways, as well as to participate in pro-bono training offerings. Also at the Employee Development Centre, the Company proudly launched the Nintirri Room, a new training facility designed to support the training of the Company’s Aboriginal and Torres Strait Islander employees, as well as for the provision of Indigenous cultural awareness training for its broader workforce. An Indigenous Pathways Program mentor An Indigenous Pathways Program mentor and participant at an Indigenous Pathways and participant at an Indigenous Pathways Program networking event at the Company’s Program networking event at the Company’s head office in Perth, Western Australia. head office in Perth, Western Australia. 43 ANNUAL REPORT 2023 Monadelphous employees working at Monadelphous employees working at BHP’s Mt Arthur mine, Muswellbrook, BHP’s Mt Arthur mine, Muswellbrook, New South Wales. New South Wales. Gender diversity and inclusion As part of its ongoing commitment to gender diversity and inclusion, Monadelphous progressed the actions outlined in its second Gender Diversity and Inclusion Plan (2021 – 2024), which focuses on ensuring a safe, respectful and inclusive workplace for all, increasing female participation through early career pathways, nurturing key female talent, removing gender-based barriers to entering trade roles and connecting women through networking and mentoring. The Plan contains measurable targets, including achieving a minimum of 20 per cent female intake in the Company’s Graduate and Vacation programs, 30 per cent female composition of the Monadelphous Board, 90 per cent retention of key female talent and a minimum of 12 per cent female representation in the Company’s key talent program. Monadelphous is pleased to confirm all targets were reached or exceeded during the period. To support its objective of inspiring young women to take up careers in science, technology, engineering and mathematics, and as part of its membership with the National Association of Women in Operations (NAWO), the Company hosted an event for school students and their parents, called ‘When I grow up’. The event aimed to inform participants about potential career pathways in operations through sharing the experiences of women in trades and professional roles, and breaking down preconceived, gender-based barriers and biases. In addition, the Company continued to foster networking and mentoring opportunities for women through NAWO, participating in several panel discussions and in-school engagements, as well as celebrating International Women’s Day through a range of activities across the business, including a live panel discussion facilitated by NAWO. The Company’s partnership with the University of Western Australia’s Girls in Engineering Program saw Monadelphous participate in the Girls in Engineering Discovery Day, which was attended by more than 100 female school students. Monadelphous also hosted in-school engineering workshops in Perth and facilitated regional tours for female engineering students to Port Hedland, Karratha and the south west region of WA. Productivity and innovation Monadelphous continues to seek opportunities to innovate and improve the safe and efficient delivery of its service offering. To support this, the Company monitors its core markets, and adjacent industries, for relevant emerging trends, ideas and converging technologies that may offer new solutions. During the year, Monadelphous achieved efficiency gains through the development of a digital solution for real-time capture and dissemination of operational information in-field. The solution reduces reliance on in-field paperwork, enables instant creation of manufacturer’s data reports, provides immediate access to the latest drawings, simplifies the sharing of changes and job progress and supports effective decision- making at all levels. Leveraging machine learning technology for image and video processing, the Company continues to investigate and trial opportunities to extract further value from drone-captured imagery to streamline site surveys, maintenance assessments and identify potential safety hazards. The Company’s safety culture continues to drive product trials of new technological solutions, which leverage computer vision and artificial intelligence. Monadelphous also continues to identify and assess new opportunities and evolving technologies that support the reduction of greenhouse gas emissions and the electrification of fleet assets, advancing both the Company’s and its customers’ decarbonisation goals. OPERATING AND FINANCIAL REVIEW 44 Environment Monadelphous is committed to minimising the impact of its operations on the environment. In June 2022, the Company formalised its commitment to net zero emissions by 2050 and has since progressed a number of initiatives which aim to address its environmental impact and protect the natural environment for current and future generations. The Company formalised its Emissions and Energy Reduction Roadmap, which outlines a series of interim targets towards achieving this goal. This included establishing working groups focused on its transition to renewable power, ‘greening’ its fleet and optimising operational activities. As part of the Roadmap, the Company commenced a small- scale trial of B5 biodiesel fuel blend; registered an expression of interest to convert diesel vehicles into electric engine vehicles and identified opportunities to rent converted vehicles to supplement trialling electric vehicle performance in a variety of operating environments; conducted energy audits at workshop facilities to identify opportunities to reduce power consumption; and increased collaboration with industry peers regarding their decarbonisation journeys. The Company also progressed a comprehensive greenhouse gas (GHG) data review to assist with the identification of further improvements and confirmed the Company’s Scope 1 and 2 GHG footprint for its base reporting year. Monadelphous employees at the solar powered radio tower at BHP’s Jimblebar mine, Newman, Western Australia. 45 ANNUAL REPORT 2023 Monadelphous continued to monitor advances in technology that may provide opportunities to reduce emissions across its business, and maintained its focus on minimising potential environmental impact areas, including waste, natural environment clearing activities and the prevention of pollution. The Company’s history of zero serious environmental incidents continued this year in line with its commitment to zero harm. Monadelphous remains committed to the ongoing monitoring of its environmental risk profile, taking into consideration the impacts of climate change on its business and strategy, and maintaining an ability to adapt to customer and market shifts. The Company continued to monitor its exposure to climate change risks and opportunities with reference to the recommendations of the Financial Stability Board’s Task Force on Climate-related Financial Disclosures. The Company reports its climate change risks and opportunities and the management thereof in its Corporate Governance Statement. Australia’s transition towards clean energy continues to provide opportunities for Monadelphous. Expenditure related to energy transition in the resources and energy sectors is expected to increase over coming years with high levels of investment anticipated in lithium, nickel, copper, mineral sands and rare earths. In addition, accelerating decarbonisation efforts in the power sector continue to provide an expanding pipeline of prospects, including a large number of new wind farms and battery storage projects, with Zenviron well placed to capitalise on these. Greenhouse gas reporting The Company’s overall carbon footprint is deemed small, however it continues to look for ways to reduce its emissions, which have been relatively stable for the last few years, particularly in light of its net zero commitment. Greenhouse gas emissions data is monitored for environmental planning, legislative requirements, tracking progress towards net zero emissions and sustainability reporting purposes. This involves the collection of data relating to fuel use, energy consumption and indirect emissions. The Company continues to undertake greenhouse gas reporting to monitor its emissions and reduce its overall footprint. Energy usage is predominantly in the areas of gases utilised in welding processes, fuel used in vehicles and plant and equipment required for execution of services. Monadelphous undertakes greenhouse and energy reporting under the National Greenhouse and Energy Reporting (NGER) Act. During the year, reportable Scope 1 and 2 carbon dioxide equivalent (CO2-e) emissions were 16,440 tonnes CO2-e, significantly below the legislative reporting threshold of 50,000 tonnes CO2-e. The Company triggers the energy consumption threshold of 200 Terajoules (TJ) under the NGER Act and annually reports this information to the Clean Energy Regulator. The total energy consumption for the 2022/23 period was 240 TJ. Community The Company’s approach to community engagement continued to focus on delivering meaningful value through a combination of partnerships and initiatives in key operational areas, as well as employee-led community projects. During the year, the Company participated in more than 120 community initiatives across 20 locations, contributing over $300,000 in funds to local communities, as well as supporting its employees in the provision of more than 600 hours of voluntary work. Initiatives included a major sponsorship of the FeNaClNG Festival and Youth Week in Karratha, WA; the Hedland Reds Football Club in Port Hedland, WA; the Yallarm STEM Camp in Gladstone, Queensland; providing funding to the Digital Technologies Program in the south west region of WA; donating school supplies in Lihir Island, Papua New Guinea; making a financial contribution to the Wickham Wolves in Wickham, WA; and donating to the Starick Foundation. Additionally, a quarterly volunteering opportunity with Perth Homeless Support Group was established for Perth-based employees, and more than 70 Papua New Guinea-based employees participated in the Lihir Island Cleanathon. Governance The Board of Directors of Monadelphous Group Limited is responsible for establishing the Company’s corporate governance framework with regard to the ASX Corporate Governance Council Principles and Recommendations. The Board guides and monitors the business and affairs of Monadelphous on behalf of its shareholders, by whom they are elected and to whom they are accountable. The Company has in place charters, policies and procedures which support the framework and ensure a high standard of governance is maintained. Monadelphous’ full Corporate Governance Statement, Board and Committee charters, and the Company’s governance policies, are published on its website. Monadelphous has exposure to a number of material risks which are identified and managed within the Company’s Risk Management Framework. These risks, and the Company’s approach to their management, are disclosed in the Company’s Corporate Governance Statement. OPERATING AND FINANCIAL REVIEW 46 During the year, the Company further enhanced its risk assessment and reporting processes, implementing improved risk reporting tools for the reporting of risks to Executive Management and the Board. The Company also undertook a number of updates to its anti-bribery, corruption and modern slavery processes, to ensure continuous improvement in the identification, mitigation and management of these types of risks. Key improvements during the period included updates to its supplier assessment questionnaire and third-party due diligence process, along with welfare checks for new employees sourced internationally. Monadelphous operates management systems certified to ISO 9001 quality management systems, ISO 45001 for occupational health and safety management systems and ISO 14001 for environmental management systems. A Monadelphous employee donating sporting equipment on behalf of Monadelphous to a local school in Lihir Island, Papua New Guinea. 47 ANNUAL REPORT 2023 Work completed on Rio Tinto’s 11CM conveyor, Tom Price, Western Australia. Monadelphous undertaking construction work at Rio Tinto’s West Angelas Deposits C & D Project, Newman, Western Australia. CONTENTS 48 FINANCIAL REPORT Directors’ Report Independent Audit Report Directors’ Declaration Consolidated Income Statement Consolidated Statement of Comprehensive Income Consolidated Statement of Financial Position Consolidated Statement of Changes in Equity Consolidated Statement of Cash Flows Notes to the Consolidated Financial Statements 49 70 75 76 77 78 79 80 81 FINANCIAL REPORT 49 ANNUAL REPORT 2023 DIRECTORS’ REPORT Your directors submit their report for the year ended 30 June 2023. DIRECTORS The names and details of the directors of the Company in office during the financial year and until the date of this report are as follows. Directors were in office for this entire period unless otherwise stated. Names, qualifications, experience and special responsibilities Calogero Giovanni Battista Rubino Chair Robert Velletri Chair Zoran Bebic Managing Director Susan Lee Murphy AO Lead Independent Non-Executive Director Dietmar Robert Voss Independent Non-Executive Director Helen Jane Gillies Independent Non-Executive Director Appointed 18 January 1991, retired 22 November 2022 Resigned as Managing Director on 30 May 2003 and continued as Chair until retirement on 22 November 2022 56 years experience in the construction and engineering services industry Appointed as Director 26 August 1992 Appointed as Managing Director on 30 May 2003 and ceased as Managing Director following his appointment as Chair on 22 November 2022 Mechanical Engineer, Member of Engineers Australia 44 years experience in the construction and engineering services industry Appointed as Managing Director 22 November 2022 Certified Practising Accountant, Fellow Member of CPA Australia 30 years experience in the construction and engineering services industry Appointed 11 June 2019 Civil Engineer, Honorary Fellow of Engineers Australia 44 years experience in the resources and infrastructure industries Also a non-executive director of the following other publicly listed entities: MMA Offshore Limited (ASX: MRM) – appointed 30 April 2021 RemSense Technologies Limited (ASX: REM) – appointed 17 May 2023 Appointed 10 March 2014 Chemical Engineer, Member of the Australian Institute of Company Directors 49 years experience in the energy, and mining and minerals industries Appointed 5 September 2016 Solicitor, Master of Business Administration and Construction Law, Fellow of the Australian Institute of Company Directors 27 years experience in the construction and engineering services industry Also a non-executive director of the following other publicly listed entities: Yancoal Australia Limited (ASX: YAL) – appointed 30 January 2018 Aurelia Metals Limited (ASX: AMI) – appointed 21 January 2021 Enrico Buratto Independent Non-Executive Director Appointed 11 October 2021 Civil Engineer, Fellow of Engineers Australia 48 years experience in the construction and engineering services industry Peter John Dempsey Independent Non-Executive Director Appointed 30 May 2003, retired 22 November 2022 FINANCIAL REPORT 50 DIRECTORS’ REPORT COMPANY SECRETARIES Philip Trueman Company Secretary and Chief Financial Officer Kristy Glasgow Company Secretary Appointed 21 December 2007 Chartered Accountant, Member of Chartered Accountants Australia and New Zealand 23 years experience in the construction and engineering services industry Appointed 8 December 2014 Chartered Accountant, Member of Chartered Accountants Australia and New Zealand 18 years experience in the construction and engineering services industry INTERESTS IN THE SHARES AND OPTIONS OF THE COMPANY AND RELATED BODIES CORPORATE As at the date of this report, the interests of the directors in the shares and options of Monadelphous Group Limited were: R. Velletri Z. Bebic D. R. Voss H. J. Gillies S. L. Murphy E. P. Buratto EARNINGS PER SHARE Basic Earnings Per Share Diluted Earnings Per Share DIVIDENDS Final dividends declared • on ordinary shares Dividends paid during the year: Current year interim • on ordinary shares Final for 2022 • on ordinary shares Ordinary Shares 2,183,992 50,885 72,630 9,633 13,000 2,400 Performance Rights over Ordinary Shares Retention Rights over Ordinary Shares Options over Ordinary Shares 19,347 9,522 Nil Nil Nil Nil 29,067 21,800 Nil Nil Nil Nil Cents 55.85 55.02 Cents 25.00 24.00 25.00 525,000 350,000 Nil Nil Nil Nil $’000 24,126 23,028 23,891 51 ANNUAL REPORT 2023 DIRECTORS’ REPORT CORPORATE INFORMATION Corporate structure Monadelphous Group Limited is a company limited by shares that is incorporated and domiciled in Australia. Monadelphous Group Limited has prepared a consolidated financial report incorporating the entities that it controlled during the financial year (refer note 22 in the financial report). The registered office of Monadelphous Group Limited is located at: 59 Albany Highway Victoria Park Western Australia 6100 Nature of operations and principal activities Engineering Services Monadelphous is a diversified services company operating in the resources, energy and infrastructure industry sector. Services provided include: • Fabrication, modularisation, offsite pre-assembly, procurement and installation of structural steel, tankage, mechanical and process equipment, piping, demolition and remediation works • Multi-disciplined construction services • Plant commissioning • Electrical and instrumentation services • Engineering, procurement and construction services • Process and non-process maintenance services • Front-end scoping, shutdown planning, management and execution • Water and waste water asset construction • Construction of transmission pipelines and facilities • Operation and maintenance of power and water assets • Heavy lift and specialist transport • Access solutions • Dewatering services • Corrosion management services • Specialist coatings • Rail maintenance services General Monadelphous operates from major offices in Perth and Brisbane, with regional offices in Newcastle, Beijing (China), Ulaanbaatar (Mongolia) and Manila (Philippines), and a network of workshop facilities in Kalgoorlie, Karratha, Port Hedland, Newman, Tom Price, Darwin, Roxby Downs, Gladstone, Hunter Valley, Mackay, Bibra Lake, Bunbury, Capel, Chinchilla, Rutherford, Whyalla, Morwell and Tianjin (China). The consolidated entity’s revenue is earned predominantly from the resources, energy and infrastructure industry sector. There have been no significant changes in the nature of those activities during the year. Employees The consolidated entity employed 5,317 employees as of 30 June 2023 (2022: 7,541 employees). OPERATING AND FINANCIAL REVIEW Review A review of operations of the consolidated entity during the financial year, the results of those operations, the changes in the state of affairs and the likely developments in the operations of the consolidated entity are set out in the Operating and Financial Review section. Operating results for the year Revenue from contracts with customers Profit after income tax expense attributable to equity holders of the parent 2023 $’000 1,720,956 53,543 2022 $’000 1,809,451 52,219 DIRECTORS’ REPORT FINANCIAL REPORT 52 SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS There have been no significant changes in the state of affairs of the parent entity or the consolidated entity during the financial year. SIGNIFICANT EVENTS AFTER REPORTING PERIOD Notification of claim and statement of claim On 26 July 2023, Monadelphous was notified that Northern SEQ Distributor – Retailer Authority, trading as UnityWater, has served a Claim and Statement of Claim in the Supreme Court of Queensland against one of Monadelphous’ wholly owned subsidiaries, Monadelphous Engineering Pty Ltd. Refer to note 26 for further details. Dividends declared On 21 August 2023, the directors of Monadelphous Group Limited declared a final dividend on ordinary shares in respect of the 2023 financial year. The total amount of the dividend is $24,126,200 which represents a fully franked final dividend of 25 cents per share. This dividend has not been provided for in the 30 June 2023 financial statements. The Monadelphous Group Limited Dividend Reinvestment Plan will apply to the dividend. LIKELY DEVELOPMENTS AND EXPECTED RESULTS Refer to the Operating and Financial Review section for information regarding the likely developments and future results. ENVIRONMENTAL REGULATION AND PERFORMANCE Monadelphous Group Limited is subject to a range of environmental regulations. During the financial year, Monadelphous Group Limited met all reporting requirements under any relevant legislation. There were no incidents which required reporting. The Company strives to continually improve its environmental performance. SHARE OPTIONS Unissued shares As at the date of this report, there were 696,996 retention rights, 324,930 performance rights and 4,652,500 options on issue as follows: • 348,404 retention rights to take up one ordinary share in Monadelphous Group Limited. The retention rights have a vesting date 20 December 2023 • 348,592 retention rights to take up one ordinary share in Monadelphous Group Limited. The retention rights have a vesting date 20 December 2024 • 162,416 performance rights to take up one ordinary share in Monadelphous Group Limited. The performance rights have a vesting date 1 July 2024 • 162,514 performance rights to take up one ordinary share in Monadelphous Group Limited. The performance rights have a vesting date 1 July 2025 • 3,117,500 options to take up one ordinary share in Monadelphous Group Limited. The options have a vesting date 1 September 2023. Of these, 2,350,000 options in respect of the 2019 award will lapse in September 2023 as a consequence of the performance hurdle not having been achieved. • 1,535,000 options to take up one ordinary share in Monadelphous Group Limited. The options have a vesting date 1 September 2024 Performance right, retention right and option holders do not have any right, by virtue of the performance right, retention right or option, to participate in any share issue of the Company or any related body corporate or in the interest of any other registered Scheme. Shares issued as a result of the exercise of performance rights, retention rights and options On 1 July 2023, 163,080 performance rights vested and were exercised. On 20 December 2022, 370,402 retention rights vested and were exercised. On 7 September 2022, 772,500 options vested and were exercised. On 1 July 2022, 75,224 performance rights vested and were exercised. INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS During the financial year, the Company has paid premiums in respect of a contract insuring all the directors and officers of Monadelphous Group Limited against a liability incurred in their role as directors of the Company, except where: (a) the liability arises out of conduct involving a wilful breach of duty; or (b) there has been a contravention of Sections 182 or 183 of the Corporations Act 2001. 53 ANNUAL REPORT 2023 DIRECTORS’ REPORT INDEMNIFICATION OF AUDITORS The Company has agreed to indemnify its auditors, Ernst & Young, as part of the terms of its audit engagement agreement against certain liabilities to third parties arising from the audit to the extent permitted by law. The indemnity does not extend to any liability resulting from a negligent, wrongful or wilful act or omission by Ernst & Young. No payment has been made to indemnify Ernst & Young during or since the audit. INTERESTS IN CONTRACTS OR PROPOSED CONTRACTS WITH THE COMPANY During or since the end of the financial year, no director has had any interest in a contract or proposed contract with the Company being an interest the nature of which has been declared by the director in accordance with Section 300(11)(d) of the Corporations Act 2001. REMUNERATION REPORT (AUDITED) The Remuneration Report for the year ended 30 June 2023 outlines the Key Management Personnel (KMP) remuneration arrangements of the Group in accordance with the requirements of the Corporations Act 2001. For the purposes of this report Key Management Personnel of the Group are defined as those persons having the authority and responsibility for planning, directing and controlling the major activities of the Company and the Group, directly or indirectly, including any director (whether executive or otherwise) of the parent Company. For the purposes of this report, the term ‘executive’ encompasses the Managing Director (MD), Chief Financial Officer (CFO) and Executive General Managers (EGM) of the Group. Details of Key Management Personnel (i) Directors C. G. B. Rubino R. Velletri Z. Bebic S. L. Murphy P. J. Dempsey D. R. Voss H. J. Gillies E. P. Buratto (ii) Senior executives A. Reid A. Cook P. Trueman D. Foti Remuneration Philosophy Chair – Retired 22 November 2022 Chair – Appointed 22 November 2022 (previously Managing Director) Managing Director – Appointed 22 November 2022 (previously Executive General Manager, Maintenance & Industrial Services) Deputy Chair and Lead Independent Non-Executive Director Independent Non-Executive Director – Retired 22 November 2022 Independent Non-Executive Director Independent Non-Executive Director Independent Non-Executive Director Executive General Manager, Maintenance & Industrial Services – Appointed 23 November 2022 Executive General Manager, Engineering Construction – Appointed 21 December 2022 Chief Financial Officer and Company Secretary Executive General Manager, Engineering Construction – Ceased to be KMP on 21 December 2022 The performance of the Company depends predominantly and primarily upon the quality of its employees. To prosper, the Company must attract, motivate and retain highly skilled employees, which includes the directors and executives of the Company. To this end, the Company embodies the principles of providing competitive rewards to attract and retain high calibre executives, and the linking of executive rewards to the creation of shareholder value. Remuneration Committee The Remuneration Committee of the Board of Directors of the Company is responsible for reviewing and recommending compensation arrangements for the directors and the executive management team. The Remuneration Committee utilises remuneration survey data compiled by recognised remuneration research organisations across a range of industries and geographic regions. The remuneration survey data is updated every 6 months and is used to assess the appropriateness of the nature and amount of remuneration of directors and the executive management team. This assessment is made with reference to relevant employment market conditions, with the overall objective of ensuring maximum stakeholder benefit from the retention of a high quality Board and executive team. In recommending the remuneration levels of directors and executives, the Remuneration Committee takes into consideration the performance of the Group, divisions and business units as well as that of the individual. DIRECTORS’ REPORT FINANCIAL REPORT 54 REMUNERATION REPORT (AUDITED) (CONTINUED) Remuneration Structure In accordance with best practice corporate governance, the structure of non-executive director and executive remuneration is separate and distinct. Executive Remuneration Objective The Company aims to reward executives with a level and mix of remuneration commensurate with their position and responsibilities within the Company so as to: • Reward executives for Group, divisional, business unit, and individual performance; • Align the interests of executives with those of shareholders; and • Ensure total remuneration is competitive by market standards. All executives have non-fixed term employment contracts. The Company or executive may terminate the employment contract by providing 3 to 6 months written notice. The Company may terminate the contract at any time without notice if serious misconduct has occurred. Structure In determining the level and make-up of executive remuneration, the Remuneration Committee receives external survey data from recognised remuneration research organisations and considers market levels for comparable executive roles when making its recommendations to the Board. Executive remuneration consists of a fixed remuneration element and a variable remuneration element. The variable remuneration element can be provided under the Combined Reward Plan, Employee Retention Plan and/or the Employee Option Plan. From time to time, the Company reviews the structure and composition of variable remuneration to ensure it remains relevant and market competitive. Remuneration Element Individual Components Purpose Link to Performance Fixed Remuneration Comprises base salary, superannuation and other benefits. Variable Remuneration – Combined Reward Plan Comprises cash payment, and/or performance rights issued under the Monadelphous Group Limited Performance Rights Plan. To provide market competitive fixed remuneration appropriate to the position and competitive in the market, taking into account the individual’s skills, experience and qualifications. Assessed at an individual level based on performance of responsibilities and cultural alignment with the Company’s values. To recognise and reward the senior leaders of the business who contribute to the Group’s success, to align these rewards to the creation of shareholder wealth over time and ensure the long term retention of employees. Performance assessed against financial, safety, people, customer satisfaction and strategic progress targets set by the Board on an annual basis. Vesting of awards is dependent on continuity of employment. Variable Remuneration – Employee Option Plan Comprises options issued under the Monadelphous Group Limited Employee Option Plan. To retain and reward key employees in a manner aligned to the creation of shareholder wealth. Vesting of awards is dependent on exceeding EPS growth targets and continuity of employment. Variable Remuneration – 2021 Employee Retention Plan Comprises a one-off issue of Retention Rights granted in the form of Performance Rights subject to the Monadelphous Group Limited Performance Rights Plan rules. Vesting of awards is dependent on continuity of employment. Specifically developed to mitigate the effects of the extremely tight labour market. To retain and recognise key employees whose contribution is of critical strategic and operational importance to Monadelphous, enabling them to share in the long term performance of the Company in a manner which is aligned to the creation of shareholder wealth. The proportion of fixed remuneration and variable remuneration is established for each member of the executive management team by the Remuneration Committee. Tables 1 and 2 on pages 60 and 61 of this report detail the proportion of fixed and variable remuneration for each of the executive directors and the senior executives of the Company. 55 ANNUAL REPORT 2023 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) (CONTINUED) Fixed Remuneration Objective Monadelphous has a structured approach aimed at delivering fixed remuneration which is market competitive and rewards performance. The Company participates in a number of respected remuneration surveys from which it receives quarterly or six-monthly market and forecast data, and its remuneration system is designed to analyse detailed market and sector information at various levels. The level of fixed remuneration is set to provide a base level of remuneration which is both appropriate to the position and competitive in the market, taking into account the individual’s skills, experience and qualifications. Fixed remuneration levels are considered annually by the Remuneration Committee having reviewed an individual’s performance, alignment with the Company’s values and comparative remuneration levels in the market. Structure Executive team members are given the opportunity to receive their fixed remuneration in a variety of forms including base salary, superannuation and other benefits. It is intended that the manner of payment chosen will be optimal for the recipient without creating undue cost for the Company. The fixed remuneration component of the executives of the Company is detailed in Tables 1 and 2 on pages 60 and 61 of this report. Variable Remuneration – Combined Reward Plan Objective The objective of the Combined Reward Plan (the CR Plan) is to recognise and reward the senior leaders of the business who positively contribute to the Company’s success, to align these rewards to the creation of shareholder wealth over time and to ensure the long term retention of the Company’s key talent. The CR Plan combines short and long term incentive elements and rewards performance of both the Company and the employee. The equity component of the award is subject to service vesting conditions and disposal restrictions, encouraging employee retention and linking rewards to the creation of shareholder value through long term share ownership, with employee and shareholder alike benefitting from the long term growth in the share price. Structure Under the CR Plan, the Board has the discretion to make awards on an annual basis subject to Company and individual performance. Awards may be delivered in the form of a combination of cash and/or Performance Rights. For the year ended 30 June 2023, awards comprised of a 25 per cent cash payment, which was paid in July 2023, with 75 per cent of the award to be offered in the form of performance rights in or around October 2023. The number of Performance Rights to be offered will be calculated using the arithmetic average of the ten-day daily volume weighted average market price of the Company’s ordinary shares commencing on the second trading day after the record date in respect of the FY23 final dividend. This calculation is the same as that used to determine the undiscounted share price for the Dividend Reinvestment Plan. It is intended that the Performance Rights component will vest into shares in equal instalments, on 1 July 2024, 1 July 2025 and 1 July 2026, subject to the employee remaining in the employ of the Company at those particular dates. It is intended that one share be issued for each vested Performance Right, with the resulting shares being restricted from disposal until the opening of the Monadelphous share trading window following the release of the 30 June 2026 financial results, in or around August 2026. For the year ended 30 June 2022, 25 per cent of the award was paid in cash shortly after year end, with 75 per cent of the award issued in the form of Performance Rights granted in November 2022 (including Performance Rights issued to the Company’s Managing Director following shareholder approval at the Company’s Annual General Meeting). The number of performance rights issued were calculated using the arithmetic average of the ten-day daily volume weighted average market price of the Company’s ordinary shares commencing on the second trading day after the record date in respect of the FY22 final dividend, in other words the dividend reinvestment plan price which was $13.17. The Performance Rights component for the 2022 award vests into shares in equal instalments, on 1 July 2023, 1 July 2024 and 1 July 2025, subject to the employee remaining in the employ of the Company at those particular dates. One share will be issued for each vested Performance Right, with the resulting shares being restricted from disposal until the opening of the Monadelphous share trading window following the release of the 30 June 2025 financial results, in or around August 2025. Unvested Performance Rights remain subject to Monadelphous’ clawback policy. The Board has the discretion as to the circumstances that would result in a clawback of unvested Performance Rights, and may give consideration to factors resulting in material financial misstatement, significant Company financial underperformance, negligence, lack of compliance, significant personal underperformance or behaviour that is likely to damage the Company’s reputation. FINANCIAL REPORT 56 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) (CONTINUED) Variable Remuneration – Combined Reward Plan (continued) Performance Requirements At the beginning of each financial year, the Board sets quantified, challenging, performance targets for the key performance areas of the business, taking into account the prevailing economic conditions for the year ahead, the Company’s strategic objectives and the key risk factors facing the business at that time. The targets are designed to focus the activities of the business on the key areas of performance that deliver long term sustainable growth for shareholders. For the year ended 30 June 2023, the Managing Director had a target opportunity of 40% of fixed remuneration, and a maximum opportunity of 60%. Executives had a target opportunity of 30% of fixed remuneration, and a maximum opportunity of 45%. The target opportunity is awarded for achieving the objectives set by the Board at the beginning of each financial year. In order for the maximum opportunity to be awarded, performance must be a clear margin above the planned targets that were set. At the end of each financial year, the Board assesses the Group’s net profit before tax performance against the budgeted target prior to any awards being considered under the CR Plan. Once the Board has approved that an award can be made under the CR Plan, executive performance is assessed against the relevant targets set at the beginning of the financial year at a Group, division, business unit and individual level. This assessment is taken into account when determining the amount, if any, of the award to be made to each individual under the CR Plan, with annual awards being subject to approval by the Remuneration Committee and Board. The following key performance areas (KPAs) are considered in the assessment process, covering a number of financial and non-financial, Group and divisional measures of performance. The table below provides an overview of these KPAs and the weighting applied when assessing performance. MD CFO EGM Earnings Performance Other Earnings Per Share Divisional Contribution Group KPAs Divisional KPAs 60% 60% 30% - - 30% 40% - - - 40% 40% Other Group or divisional KPAs relate to: • Working capital management • Safety performance • People performance • Customer satisfaction • Strategic progress The Company regards the performance targets and the actual result as confidential and commercially sensitive in nature and if disclosed, would provide an unfair advantage to competitors. Subsequent to year end, based on the financial performance of the Company for the year ended 30 June 2023, the Board determined that an award would be made under the CR Plan with approximately 180 employees eligible for an award of Performance Rights. Group and Divisional performance for the year ended 30 June 2023 was as follows: Earnings Performance Other EPS Divisional Contribution Working Capital Management Safety People Customer Satisfaction Strategic Progress Group Engineering Construction Maintenance & Industrial Services Legend: Between target and maximum On target Between threshold and target 57 ANNUAL REPORT 2023 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) (CONTINUED) Variable Remuneration – Combined Reward Plan (continued) Performance Requirements (continued) The following table sets out the awards under the CR Plan for each executive for the financial years ended 30 June 2023 and 30 June 2022: Executive Z. Bebic A. Cook A. Reid P. Trueman D. Foti 2023 Total Award $ 340,300 178,500 166,000 200,700 - 2022 Total Award $ 250,800 NA NA 207,700 291,100 2023 % of Maximum Opportunity Earned 2022 % of Maximum Opportunity Earned 73% 71% 65% 74% - 74% NA NA 81% 77% The total award under the CR Plan for the financial year ended 30 June 2023 for the Managing Director and the Executive General Managers recognises that the incumbents have only been in these roles for approximately 6 months. The 2023 total award under the CR Plan for the Managing Director and the Executive General Managers is an aggregation of a CR Plan outcome from their previous role (at the previous remuneration for the first half of the 2023 financial year) and the value determined by the CR Plan KMP model (for the second half of the 2023 financial year). Tables 1 and 2 on pages 60 and 61 of this report detail the proportion of fixed and variable remuneration for each of the executive directors and the senior executives of the Company for the financial years ended 30 June 2023 and 30 June 2022. The Performance Right component of the award relating to the year ended 30 June 2023, which is to be offered in or around October 2023, will be amortised over four years. It is estimated, based on the share price at 30 June 2023, that approximately 57,000 Performance Rights will be offered to Key Management Personnel under the terms of the CR Plan for the year ended 30 June 2023 (2022: 71,707 Performance Rights). On 1 July 2023, 163,080 Performance Rights representing the first tranche of the award under the terms of the CR Plan for the year ended 30 June 2022 vested and were exercised into Monadelphous Group Limited ordinary shares. Variable Remuneration – Employee Option Plan Objective The objective of the Employee Option Plan is to retain and reward key employees in a manner which aligns this element of remuneration with the creation of shareholder wealth. Structure Monadelphous Group Limited Employee Option Plan Equity-based grants to executives are at the discretion of the Remuneration Committee and Board, and may be delivered in the form of options. Should any issue of options be considered, the individual performance rating of each executive and the annual cost to the Company, on an individual basis, is taken into account when determining the amount, if any, of options granted. In accordance with the terms of the offer and the rules of the Monadelphous Group Limited Employee Option Plan, the options can only be exercised in specified window periods (or at the discretion of the Board in particular circumstances) and are subject to the financial performance of the Company during the option vesting period (measurement period). Earnings Per Share (EPS) growth is the means for measuring the performance of the Company over the measurement period. In respect of the 2019 award of options, in order for 100 per cent of the options to be exercisable EPS growth of 10 per cent per annum (compounded over the measurement period) is required. If EPS growth of 5 per cent per annum (compounded) is achieved, 50 per cent of the options will be exercisable and if EPS growth of between 5 per cent and 10 per cent per annum (compounded) is achieved, a pro-rata number of options will be exercisable. In respect of the 2020 award of options, in order for 100 per cent of the options to be exercisable EPS growth of 8 per cent per annum (compounded over the measurement period) is required. If EPS growth of 4 per cent per annum (compounded) is achieved, 50 per cent of the options will be exercisable and if EPS growth of between 4 per cent and 8 per cent per annum (compounded) is achieved, a pro-rata number of options will be exercisable. In subsequent window periods, performance will be re-tested and any options that were incapable of exercise in earlier window periods will become available for exercise to the extent that EPS performance has ‘caught up’ and the EPS growth hurdle is met over the longer measurement period. At the end of the final window period, any options remaining that are not capable of exercise, as a result of the performance hurdle not being achieved, will lapse. No options will be exercisable if an EPS growth rate is achieved that is less than 5 per cent per annum (compounded) for the 2019 award of options and 4 per cent per annum (compounded) for the 2020 award of options. Subject to the satisfaction of the EPS performance hurdle, the 2019 award of options may be exercised in the following window periods: • Up to a maximum of 25% during the window period commencing 1 September 2021; • Up to a maximum of 25%, plus any options rolled over from the previous window period, during the window period commencing 1 September 2022; and • Up to a maximum of 50%, plus any options rolled over from the previous window period, during the window commencing 1 September 2023. DIRECTORS’ REPORT FINANCIAL REPORT 58 REMUNERATION REPORT (AUDITED) (CONTINUED) Variable Remuneration – Employee Option Plan (continued) In respect of the 2019 award of options, the EPS performance hurdle was not met for any of the options to be exercised during the window periods commencing either 1 September 2021, 1 September 2022 or 1 September 2023. In accordance with the terms of the offer, these options will lapse at the end of the window period commencing 1 September 2023. Subject to the satisfaction of the EPS performance hurdle, the 2020 award of options may be exercised in the following window periods: • Up to a maximum of 25% during the window period commencing 1 September 2022; • Up to a maximum of 25%, plus any options rolled over from the previous window period, during the window period commencing 1 September 2023; and • Up to a maximum of 50%, plus any options rolled over from the previous window period, during the window commencing 1 September 2024. In respect of the 2020 award of options, the EPS performance hurdle was achieved for the first 25 per cent of options to be exercised during the window period commencing 1 September 2022, resulting in 225,309 shares being issued on 7 September 2022 (20,000 options exercised at an exercise price of $9.30, resulting in 20,000 shares, and 752,500 options exercised at $nil (pursuant to cashless exercise), resulting in 205,309 shares). Variable Remuneration – 2021 Employee Retention Plan Objective The Company has experienced significantly high industry activity levels over recent years, extensively impacting the Company’s ability to source and retain talent. This extremely competitive labour market is predicted to continue in the foreseeable future, with labour demands expected to increase further as a result of the large number of construction opportunities forecast for coming years, and the continued strong demand for maintenance services. The predicted shortfall of skilled labour will be a major capacity constraint for the industry and for Monadelphous, and will significantly challenge the Company’s ability to retain people, as well as to attract new employees. In response, the Company implemented the Monadelphous 2021 Employee Retention Plan (ER Plan) in December 2021. The ER Plan acts as a retention incentive for those employees whose sustained contribution is of critical strategic and operational importance to the success of the business, in a manner aligned to the creation of shareholder wealth. Structure The ER Plan provides a one-off issue of Retention Rights to key employees and is subject to continued service vesting conditions and disposal restrictions. It enables employees critical to the achievement of the Company’s strategic objectives to share in the long-term performance of the Company. The Retention Rights were allocated under the terms of the Monadelphous Group Limited Employee Retention Plan and were granted in the form of Performance Rights subject the Monadelphous Group Limited Performance Rights Plan rules. On 20 December 2021, 1,115,200 Retention Rights were issued under the terms of the ER Plan. 92,600 Retention Rights were issued to Key Management Personnel. A further 43,600 Retention Rights were offered to the Company’s Managing Director at the time, Rob Velletri, subject to shareholder approval. The timing of the grant did not allow for a resolution to be tabled at the 2021 Annual General Meeting. As a result, shareholder approval was sought and obtained at the Company’s 2022 Annual General Meeting in November 2022. The Retention Rights vest into shares in equal instalments one, two and three years subsequent to the date of issue (i.e. 20 December 2022, 20 December 2023 and 20 December 2024) subject to the employee remaining in the employ of the Company at those particular dates, with one share issued for each Retention Right that vests. Any shares acquired upon vest of Retention Rights are restricted from disposal until the earlier of: three years from the date of grant (i.e. 20 December 2024), subject to that date being within a Monadelphous share trading window, and if not, when the next share trading window opens (which is expected to be in February 2025); and the date on which the employee ceases to be employed by the Company. Unvested Retention Rights remain subject to Monadelphous’ clawback policy. The Board has the discretion as to the circumstances that would result in a clawback of unvested Retention Rights, and may give consideration to factors resulting in material financial misstatement, significant Company financial underperformance, negligence, lack of compliance, significant personal underperformance or behaviour that is likely to damage the Company’s reputation. The 2021 ER Plan Retention Right award is being amortised over three years. On 20 December 2022, 370,402 Retention Rights representing the first tranche of the award under the terms of the 2021 ER Plan vested and were exercised into Monadelphous Group Limited ordinary shares. Tables 1 and 2 on pages 60 and 61 of this report detail the proportion of fixed and variable remuneration for each of the executive directors and the senior executives of the Company for the financial years ended 30 June 2023 and 30 June 2022. Hedging of Equity Awards The Company prohibits executives from entering into arrangements to protect the value of unvested equity-based awards. The prohibition includes entering into contracts to hedge their exposure to options awarded as part of their remuneration package. 59 ANNUAL REPORT 2023 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) (CONTINUED) Non-executive Director Remuneration Objective The Board seeks to set aggregate remuneration at a level which provides the Company with the ability to attract and retain directors of the highest calibre, whilst incurring a cost which is acceptable to shareholders. Structure The Constitution and the ASX Listing Rules specify that the aggregate remuneration of non-executive directors shall be determined from time to time by a general meeting. The most recent determination was at the Annual General Meeting held on 19 November 2019 when shareholders approved an aggregate remuneration of $850,000 in the ‘not to exceed sum’ paid to non-executive directors. The amount of aggregate remuneration sought to be approved by shareholders and the manner in which it is apportioned amongst directors is reviewed annually. The Board considers the fees paid to non-executive directors of comparable companies when undertaking the annual review process. Non-executive director fees consist of base fees and committee chair fees. The Deputy Chair/Lead Independent Non-executive Director also receives an additional fee. The payment of committee chair fees recognises the additional time commitment required by non-executive directors to chair the Board committees. Committee members do not receive a separate fee for sitting on a committee. The table below summarises Board and Committee fees payable to non-executive directors for the financial year ended 30 June 2023 (inclusive of superannuation): Board / Committee Chair Fees Non-executive Director fee Board Deputy Chair, Lead Independent Non-executive Director & Chair of Remuneration Committee additional fee Chair of Audit Committee additional fee $ 128,000 20,000 15,000 Note, the Nomination Committee is chaired by the Executive Chair and there is no additional fee. Non-executive directors have long been encouraged by the Board to hold shares in the Company (purchased by the director on-market). It is considered good governance for directors to have a stake in the Company. Fees for non-executive directors are not linked to the performance of the Company. The non-executive directors do not receive retirement benefits, nor do they participate in any incentive programs. The remuneration of non-executive directors for the year ended 30 June 2023 is detailed in Table 1 on page 60 of this report. Employment Contracts All executives have non-fixed term employment contracts. On appointment during the year, the new Managing Director and Executive General Managers have an employment contract providing for a 6 month written notice, and the Chief Financial Officer a 3 month written notice, of termination of contract by the Company or the executive. The Company may terminate the contract at any time without notice if serious misconduct has occurred. Company Performance The profit after income tax expense and basic earnings per share for the Group for the last five years is as follows: 2023 $’000 2022 $’000 2021 $’000 2020 $’000 2019 $’000 Profit after income tax expense attributable to equity holders of the parent Basic earnings per share Share price as at 30 June 53,543 55.85c $11.72 52,219 54.90c $9.95 47,060 49.70c $10.45 36,483 38.65c $10.82 50,565 53.72c $18.81 A review of the Company’s performance and returns to shareholders over the last five years has been provided on page 21 of this report. FINANCIAL REPORT 60 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) (CONTINUED) Remuneration of Key Management Personnel Table 1: Remuneration for the year ended 30 June 2023 Short Term Benefits Post Employment Long Term Benefits Share-Based Payments3 Total Performance Related Total Rights and Options Related Total Non- Monetary2 Cash Award Superannuation Leave1 Rights and Options $ $ $ $ $ $ % % Salary & Fees $ Leave1 $ Non-Executive Directors S. L. Murphy 133,937 P. J. Dempsey4 46,017 D. R. Voss H. J. Gillies E. P. Buratto Subtotal Non-Executive Directors 115,837 129,412 115,837 541,040 - - - - - - Executive Directors C. G. B. Rubino4 163,671 18,112 R. Velletri5 Z. Bebic5 Subtotal Executive Directors - - - - - - - - - - - - - - - 14,063 4,832 12,163 13,588 12,163 56,809 - - - - - - 10,048 4,490 - - - - - - - 148,000 50,849 128,000 143,000 128,000 597,849 196,321 25,292 (70,933) 605,579 1,380,389 - - - - - - - - - - - - - - 43.87 27.89 43.87 22.95 823,682 (11,591) 8,360 850,967 217,210 16,319 85,075 25,292 132,204 395,191 1,722,258 1,838,320 223,731 24,679 85,075 60,632 65,761 1,000,770 3,298,968 32.91 30.34 Other Key Management Personnel D. Foti6 A. Cook7 A. Reid7 402,390 8,449 7,331 - 12,057 31,405 179,913 641,545 335,424 12,342 6,340 23,474 384,340 2,770 7,265 25,014 13,304 15,244 6,095 7,472 24,512 421,491 107,289 549,394 P. Trueman 569,000 (36,442) 10,680 50,175 25,292 18,878 303,648 941,231 28.04 11.38 24.08 37.59 28.04 5.82 19.53 32.26 Subtotal Other Key Management Personnel 1,691,154 (12,881) 31,616 98,663 65,897 63,850 615,362 2,553,661 Total 4,070,514 210,850 56,295 183,738 183,338 129,611 1,616,132 6,450,478 27.96 27.90 24.10 25.05 1. Leave reflects annual and long service leave accrual less annual and long service leave taken. 2. Non-monetary benefits consist of Life and Salary Continuance insurance premiums. 3. Relates to the 2022 and 2023 awards under the CR Plan, 2019 and 2020 awards under the Options Plan and 2021 awards under the ER Plan. 4. C.G.B. Rubino retired as Chair and P.J. Dempsey retired as Non-Executive Director on 22 November 2022. 5. R. Velletri appointed as Chair (previously Managing Director) and Z. Bebic appointed as Managing Director (previously Executive General Manager, Maintenance & Industrial Services) on 22 November 2022. 6. D. Foti ceased to be KMP on 21 December 2022. 7. A. Cook and A. Reid were appointed as Executive General Managers on 21 December 2022 and 23 November 2022 respectively. 61 ANNUAL REPORT 2023 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) (CONTINUED) Remuneration of Key Management Personnel (continued) Table 2: Remuneration for the year ended 30 June 2022 Short Term Benefits Post Employment Long Term Benefits Share-Based Payments3 Total Performance Related Total Rights and Options Related Total Salary & Fees $ Leave1 $ Non- Monetary2 Cash Award Superannuation Leave Rights and Options $ $ $ $ $ $ % % Non-Executive Directors S. L. Murphy 125,629 P. J. Dempsey 116,713 C. P. Michelmore 49,651 D. R. Voss H. J. Gillies 111,818 128,832 E. P. Buratto4 79,563 Subtotal Non-Executive Directors 612,206 Executive Directors - - - - - - - C. G. B. Rubino 412,000 2,279 - - - - - - - - - - - - - - - - 12,563 11,671 4,965 11,182 9,168 7,956 57,505 - - - - - - - 23,568 8,768 - - - - - - - - 138,192 128,384 54,616 123,000 138,000 87,519 669,711 446,615 - - - - - - - - - - - - - - - - R. Velletri 1,038,576 (18,926) 12,592 127,400 23,568 43,353 311,066 1,537,629 28.52 20.23 Subtotal Executive Directors 1,450,576 (16,647) 12,592 127,400 47,136 52,121 311,066 1,984,244 22.10 15.68 Other Key Management Personnel D. Foti Z. Bebic 803,918 (21,980) 6,060 72,775 23,568 28,364 241,528 1,154,233 716,738 82,001 11,302 62,700 23,568 37,213 241,678 1,175,200 P. Trueman 538,743 7,349 10,012 51,925 23,568 17,272 195,603 844,472 Subtotal Other Key Management Personnel 2,059,399 67,370 27,374 187,400 70,704 82,849 678,809 3,173,905 Total 4,122,181 50,723 39,966 314,800 175,345 134,970 989,875 5,827,860 1. Leave reflects annual leave accrual less annual leave taken. 2. Non-monetary benefits consist of Life and Salary Continuance insurance premiums. 3. Relates to the 2019 award under the CR Plan, 2019 and 2020 awards under the Options Plan and 2021 awards under the ER Plan. 4. E. P. Buratto was appointed as Non-Executive Director on 11 October 2021. 27.23 25.90 29.31 20.92 20.56 23.16 27.29 22.39 21.39 16.99 DIRECTORS’ REPORT FINANCIAL REPORT 62 REMUNERATION REPORT (AUDITED) (CONTINUED) Remuneration of Key Management Personnel (continued) Table 3: Performance Rights: Granted during the year ended 30 June 2023 Executive Directors R. Velletri1 Z. Bebic1 Other Key Management Personnel D. Foti2 P. Trueman Total Granted Number Grant Date 29,020 22/11/2022 14,282 3/8/2022 16,577 11,828 71,707 3/8/2022 3/8/2022 Terms and Conditions for Each Grant Fair Value per Right at Grant Date $ Exercise Price per Right $ Expiry Date First Exercise Date Last Exercise Date 12.70 9.79 9.79 9.79 Nil Nil Nil Nil 1/7/2025 1/7/2023 1/7/2025 1/7/2025 1/7/2023 1/7/2025 1/7/2025 1/7/2023 1/7/2025 1/7/2025 1/7/2023 1/7/2025 1. Granted to R. Velletri and Z. Bebic in their previous roles as Managing Director and Executive General Manager, Maintenance & Industrial Services, respectively. 2. Ceased to be a KMP on 21 December 2022. No performance rights were issued to A. Reid or A. Cook, who were appointed as Executive General Managers during the year, during the period they were classified as KMP. Table 4: Options: Granted during the year ended 30 June 2023 No options were granted during the year ended 30 June 2023. Table 5: Retention Rights: Granted during the year ended 30 June 2023 Terms and Conditions for Each Grant Granted Number Grant Date Fair Value per Right at Grant Date $ Exercise Price per Right $ Expiry Date First Exercise Date Last Exercise Date 43,600 22/11/2022 12.96 Nil 20/12/2024 20/12/2022 20/12/2024 43,600 Executive Directors R. Velletri1 Total 1. 43,600 Retention Rights were offered to R. Velletri on 20 December 2021, the Company’s Managing Director at the time, under the terms of the ER Plan, with the issue being subject to shareholder approval. The timing of the grant did not allow for a resolution to be tabled at the 2021 Annual General Meeting. As a result, shareholder approval was sought and obtained at the Company’s 2022 Annual General Meeting in November 2022. 63 ANNUAL REPORT 2023 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) (CONTINUED) Remuneration of Key Management Personnel (continued) Table 6: Shares issued on exercise of performance rights during the year ended 30 June 2023 Directors R. Velletri^ Z. Bebic^ Executives D. Foti^1 P. Trueman^ Total Performance Rights Vested Performance Rights Exercised Shares Issued Paid per Share $ 6,437 3,401 3,357 2,568 15,763 6,437 3,401 3,357 2,568 15,763 6,437 3,401 3,357 2,568 15,763 Nil Nil Nil Nil ^ On 1 July 2022, the date of exercise of the above performance rights, the closing share price was $9.95. 1. Ceased to be KMP on 21 December 2022. No shares were issued on exercise of performance rights to A. Reid or A. Cook, who were appointed as Executive General Managers during the year, during the period they were classified as KMP. Table 7: Shares issued on exercise of options during the year ended 30 June 2023 Directors R. Velletri^ Z. Bebic^ Executives D. Foti^1 P. Trueman^ Total Options Vested Options Exercised Shares Issued 75,000 50,000 50,000 40,000 215,000 75,000 50,000 50,000 40,000 215,000 20,465 13,643 13,643 10,914 58,665 Exercise Price $ 9.30 9.30 9.30 9.30 ^ On 7 September 2022, the date of exercise of the above options, the closing share price was $12.95. 1. Ceased to be KMP on 21 December 2022. No shares were issued on exercise of options to A. Reid or A. Cook, who were appointed as Executive General Managers during the year, during the period they were classified as KMP. Table 8: Shares issued on exercise of retention rights during the year ended 30 June 2023 Directors R. Velletri^ Z. Bebic^ Executives D. Foti^1 A. Reid^ P. Trueman^ Total Retention Rights Vested Retention Rights Exercised Shares Issued Paid per Share $ 14,533 10,900 10,900 5,433 9,066 50,832 14,533 10,900 10,900 5,433 9,066 50,832 14,533 10,900 10,900 5,433 9,066 50,832 Nil Nil Nil Nil Nil ^ On 20 December 2022, the date of exercise of the above retention rights, the closing share price was $13.03. 1. Ceased to be KMP on 21 December 2022. No shares were issued on exercise of retention rights to A. Cook, who was appointed as an Executive General Manager during the year, during the period he was classified as a KMP. DIRECTORS’ REPORT FINANCIAL REPORT 64 REMUNERATION REPORT (AUDITED) (CONTINUED) Additional disclosures relating to rights, options and shares Table 9: Performance rights holdings of Key Management Personnel Performance Rights held in Monadelphous Group Limited Balance at Beginning of Period 1 July 2022 Granted as Remuneration Rights Exercised and Lapsed Net Change Other Directors C. G. B. Rubino1 R. Velletri Z. Bebic S. L. Murphy P. J. Dempsey1 D. R. Voss H. J. Gillies E. P. Buratto Executives D. Foti2 A. Cook3 A. Reid4 P. Trueman Total - 6,437 3,401 - - - - - - 29,020 14,282 - - - - - - (6,437) (3,401) - - - - - - - - - - - - - 3,357 16,577 (3,357) (16,577) - - 2,568 15,763 - - 11,828 71,707 - - (2,568) (15,763) - 7,972 - (8,605) 1. C.G.B. Rubino retired as Chair and P.J. Dempsey retired as Non-Executive Director on 22 November 2022. 2. Ceased to be KMP on 21 December 2022. 3. Appointed as Executive General Manager, Engineering Construction on 21 December 2022. 4. Appointed as Executive General Manager, Maintenance & Industrial Services on 23 November 2022. Table 10: Options holdings of Key Management Personnel Options held in Monadelphous Group Limited Balance at Beginning of Period 1 July 2022 Granted as Remuneration Options Exercised and Lapsed Net Change Other Directors C. G. B. Rubino1 R. Velletri Z. Bebic S. L. Murphy P. J. Dempsey1 D. R. Voss H. J. Gillies E. P. Buratto Executives D. Foti2 A. Cook3 A. Reid4 P. Trueman Total - 600,000 400,000 - - - - - 400,000 - - 320,000 1,720,000 - - - - - - - - - - - - - - (75,000) (50,000) - - - - - - - - - - - - - (50,000) (350,000) - - (40,000) (215,000) - 175,000 - Balance at End of Period 30 June 2023 - 29,020 14,282 - - - - - - - 7,972 11,828 63,102 Balance at End of Period 30 June 2023 - 525,000 350,000 - - - - - - - 175,000 280,000 The EPS performance hurdle was not met for the 2019 options, and these will lapse at the end of the window period commencing 1 September 2023. 1. C.G.B. Rubino retired as Chair and P.J. Dempsey retired as Non-Executive Director on 22 November 2022. 2. Ceased to be KMP on 21 December 2022. 3. Appointed as Executive General Manager, Engineering Construction on 21 December 2022. 4. Appointed as Executive General Manager, Maintenance & Industrial Services on 23 November 2022. (175,000) 1,330,000 65 ANNUAL REPORT 2023 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) (CONTINUED) Additional disclosures relating to rights, options and shares (continued) Table 11: Retention rights holdings of Key Management Personnel Retention Rights held in Monadelphous Group Limited Balance at Beginning of Period 1 July 2022 Granted as Remuneration Rights Exercised and Lapsed Net Change Other Directors C. G. B. Rubino1 R. Velletri2 Z. Bebic S. L. Murphy P. J. Dempsey1 D. R. Voss H. J. Gillies E. P. Buratto Executives D. Foti3 A. Cook4 A. Reid5 P. Trueman Total - - 32,700 - - - - - 32,700 - - 27,200 92,600 - 43,600 - - - - - - - - - - 43,600 - (14,533) (10,900) - - - - - (10,900) - (5,433) (9,066) (50,832) - - - - - - - - (21,800) - 16,300 - (5,500) Balance at End of Period 30 June 2023 - 29,067 21,800 - - - - - - - 10,867 18,134 79,868 1. C.G.B. Rubino retired as Chair and P.J. Dempsey retired as Non-Executive Director on 22 November 2022. 2. 43,600 Retention Rights were offered to R. Velletri on 20 December 2021, the Company’s Managing Director at that time, under the terms of the ER Plan, with the issue being subject to shareholder approval. The timing of the proposed grant did not allow for a resolution to be tabled at the 2021 Annual General Meeting. As a result, shareholder approval was sought and obtained at the Company’s 2022 Annual General Meeting in November 2022. 3. Ceased to be KMP on 21 December 2022. 4. Appointed as Executive General Manager, Engineering Construction on 21 December 2022. 5. Appointed as Executive General Manager, Maintenance & Industrial Services on 23 November 2022. FINANCIAL REPORT 66 Balance at End of Period 30 June 2023 - 2,174,319 46,125 13,000 - 72,630 9,633 2,400 - - 23,037 27,683 (1,176,206) 2,368,827 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) (CONTINUED) Additional disclosures relating to rights, options and shares (continued) Table 12: Shareholdings of Key Management Personnel Shares held in Monadelphous Group Limited Balance at Beginning of Period 1 July 2022 On Exercise of Performance Rights, Options and Retention Rights Granted as Remuneration Net Change Other Directors C. G. B. Rubino1 R. Velletri Z. Bebic S. L. Murphy P. J. Dempsey1 D. R. Voss H. J. Gillies E. P. Buratto Executives D. Foti2 A. Cook3 A. Reid4 P. Trueman Total 1,022,653 2,132,884 18,181 8,000 78,000 72,630 9,260 - 73,030 - - 5,135 3,419,773 - - - - - - - - - - - - - - (1,022,653) - - 5,000 (78,000) - 373 2,400 (100,930) - 17,604 - 41,435 27,944 - - - - - 27,900 - 5,433 22,548 125,260 1. C.G.B. Rubino retired as Chair and P.J. Dempsey retired as Non-Executive Director on 22 November 2022. 2. Ceased to be KMP on 21 December 2022. 3. Appointed as Executive General Manager, Engineering Construction on 21 December 2022. 4. Appointed as Executive General Manager, Maintenance & Industrial Services on 23 November 2022. Loans to Key Management Personnel and their related parties No directors or executives, or their related parties, had any loans during the reporting period. Other transactions and balances with Key Management Personnel and their related parties There were no other transactions and balances with Key Management Personnel or their related parties. END OF REMUNERATION REPORT 67 ANNUAL REPORT 2023 DIRECTORS’ REPORT DIRECTORS’ MEETINGS The number of meetings of directors (including meetings of committees of directors) held during the year and the number of meetings attended by each director are shown in the table below. Number of meetings held Number of meetings attended: C. G. B. Rubino1 R. Velletri Z. Bebic2 P. J. Dempsey3 D. R. Voss H. J. Gillies S. L. Murphy E. Buratto Directors’ Meetings Audit Remuneration Nomination Meetings of Committees 15 4 15 7 8 15 15 15 15 6 - - - 3 6 6 6 6 2 - - - - 2 2 2 2 1 - 1 - - 1 1 1 1 1. Retired as Chair on 22 November 2022. 2. Appointed as Managing Director on 22 November 2022 and attended all meetings he was eligible to attend. 3. Retired as a Non-Executive Director on 22 November 2022 and attended all meetings he was eligible to attend. COMMITTEE MEMBERSHIP As at the date of this report, the Company had an audit committee, a remuneration committee and a nomination committee. Members acting on the committees of the Board during the year were: Audit H. J. Gillies (c) Remuneration S. L. Murphy (c) P. J. Dempsey – retired on 22 November 2022 D. R. Voss D. R. Voss S. L. Murphy E. P. Buratto H. J. Gillies E. P. Buratto Note: (c) Designates the chair of the committee. Nomination R. Velletri (c) – appointed on 22 November 2022 C. G. B. Rubino (c) – retired on 22 November 2022 P. J. Dempsey – retired on 22 November 2022 H. J. Gillies D. R. Voss S. L. Murphy E. P. Buratto ROUNDING The amounts contained in this report and in the financial report have been rounded to the nearest thousand dollars ($’000) (where rounding is applicable) under the option available to the Company under ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191. The Company is an entity to which the legislative instrument applies. DIRECTORS’ REPORT FINANCIAL REPORT 68 CORPORATE GOVERNANCE In recognising the need for the highest standards of corporate behaviour and accountability, the directors of Monadelphous Group Limited support and have adhered to the principles of Corporate Governance. The Company’s Corporate Governance Statement is detailed on the Company’s website. AUDITOR INDEPENDENCE AND NON-AUDIT SERVICES The directors have received an independence declaration from the auditor of Monadelphous Group Limited, as shown on page 69. The following non-audit services were provided by the entity’s auditor, Ernst & Young. The directors are satisfied that the provision of non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The nature and scope of each type of non-audit service provided means that auditor independence was not compromised. Ernst & Young received or are due to receive the following amounts for the provision of non-audit services: Tax compliance services Agreed upon procedures Signed in accordance with a resolution of the directors. $ 38,095 5,200 43,295 R. Velletri Chair Perth, 21 August 2023 69 ANNUAL REPORT 2023 AUDITOR’S INDEPENDENCE DECLARATION INDEPENDENT AUDIT REPORT FINANCIAL REPORT 70 71 ANNUAL REPORT 2023 INDEPENDENT AUDIT REPORT INDEPENDENT AUDIT REPORT FINANCIAL REPORT 72 73 ANNUAL REPORT 2023 INDEPENDENT AUDIT REPORT INDEPENDENT AUDIT REPORT FINANCIAL REPORT 74 75 ANNUAL REPORT 2023 DIRECTORS’ DECLARATION In accordance with a resolution of the Directors of Monadelphous Group Limited, I state that: 1) In the opinion of the directors: a) the financial statements, notes and the additional disclosures included in the Directors’ Report designated as audited, of the consolidated entity are 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 2023 and of its performance for the year ended on that date; and ii) complying with Accounting Standards and Corporations Regulations 2001; b) there are reasonable grounds to believe that the consolidated entity will be able to pay its debts as and when they become due and payable; and c) the financial statements and notes also comply with International Financial Reporting Standards as disclosed on page 81. 2) This declaration has been made after receiving the declarations required to be made to the directors in accordance with section 295A of the Corporations Act 2001 for the year ended 30 June 2023. 3) In the opinion of the directors, as at the date of this declaration, there are reasonable grounds to believe that the members of the closed group identified in note 22 will be able to meet any obligations or liabilities to which they are or may become subject to, by virtue of the Deed of Cross Guarantee. On behalf of the Board. R. Velletri Chair Perth, 21 August 2023 CONSOLIDATED INCOME STATEMENT FOR THE YEAR ENDED 30 JUNE 2023 Continuing Operations REVENUE Cost of services rendered GROSS PROFIT Other income Business development and tender expenses Occupancy expenses Administrative expenses Finance costs Share of profit from joint ventures PROFIT BEFORE INCOME TAX Income tax expense PROFIT AFTER INCOME TAX ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT NON-CONTROLLING INTERESTS Basic earnings per share (cents per share) Diluted earnings per share (cents per share) FINANCIAL REPORT 76 Notes 2023 $’000 2022 $’000 1 1 2 11 3 4 4 1,725,691 1,810,390 (1,602,298) (1,686,937) 123,393 123,453 5,306 (20,292) (3,544) (35,637) (3,495) 7,715 8,496 (16,959) (3,640) (35,139) (3,352) 652 73,446 73,511 (21,520) (21,227) 51,926 52,284 53,543 (1,617) 51,926 55.85 55.02 52,219 65 52,284 54.90 54.54 77 ANNUAL REPORT 2023 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2023 NET PROFIT FOR THE YEAR OTHER COMPREHENSIVE INCOME Items that may be reclassified subsequently to profit or loss: Foreign currency translation Items that will not be reclassified subsequently to profit or loss: Net gain on equity instruments designated at fair value through other comprehensive income Income tax effect Items that have been reclassified to profit or loss: Foreign currency translation OTHER COMPREHENSIVE INCOME / (LOSS) FOR THE YEAR, NET OF TAX 2023 $’000 2022 $’000 51,926 52,284 (3,275) (1,181) 2,274 (682) 1,592 1,940 257 181 (54) 127 - (1,054) TOTAL COMPREHENSIVE INCOME FOR THE YEAR, NET OF TAX 52,183 51,230 ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT NON-CONTROLLING INTERESTS 53,800 (1,617) 52,183 51,165 65 51,230 FINANCIAL REPORT 78 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2023 Notes 2023 $’000 2022 $’000 ASSETS Current assets Cash and cash equivalents Trade and other receivables Contract assets Inventories Total current assets Non-current assets Contract assets Property, plant and equipment Intangible assets and goodwill Investment in joint ventures Deferred tax assets Other non-current assets Total non-current assets TOTAL ASSETS LIABILITIES Current liabilities Trade and other payables Interest bearing loans and borrowings Lease liabilities Income tax payable Provisions Total current liabilities Non-current liabilities Interest bearing loans and borrowings Lease liabilities Provisions Other financial liability Total non-current liabilities TOTAL LIABILITIES NET ASSETS EQUITY Contributed equity Reserves Retained earnings EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT Non-controlling interests TOTAL EQUITY 5 6 7 8 7 9 10 11 3 12 13 14 15 3 16 14 15 16 17 20 21 21 178,323 333,745 5,770 1,463 183,329 371,987 7,994 3,220 519,301 566,530 23,832 172,133 16,683 14,770 21,455 - 15,779 161,904 4,902 11,181 27,625 3,440 248,873 224,831 768,174 791,361 158,087 168,686 342 24,130 11,623 64,562 10,901 25,967 14,753 77,220 258,744 297,527 428 63,828 6,361 835 71,452 771 71,841 5,832 3,206 81,650 330,196 379,177 437,978 412,184 141,115 48,685 248,178 136,096 34,534 241,554 437,978 412,184 - - 437,978 412,184 79 ANNUAL REPORT 2023 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2023 Attributable to Equity Holders At 1 July 2022 136,096 42,766 (3,137) 241,554 Share- Based Payment Reserve $’000 Foreign Currency Translation Reserve $’000 Issued Capital $’000 Retained Earnings $’000 Non- Controlling Interests $’000 Fair Value Reserve for Financial Assets $’000 1,264 1,592 - - - Equity Reserve $’000 Total $’000 (6,359) 412,184 - - - 257 51,926 52,183 (1,335) - - 53,543 (1,617) (1,335) 53,543 (1,617) 1,592 Other comprehensive income Profit for the period Total comprehensive income for the period Transactions with owners in their capacity as owners Reclassification of non controlling interest to liabilities (Note 17) Remeasurement of financial liability Exercise of employee options Share-based payments Adjustment to deferred tax asset recognised on employee share trust Dividend reinvestment plan Dividends paid At 30 June 2023 - - - - - 186 - - 4,833 - - - - - - - 10,725 1,520 - - - - - - - - - - - - - - - (46,919) 1,617 - - - - - - - - - - - - - - (1,617) - 3,266 3,266 - - - - - 186 10,725 1,520 4,833 (46,919) 2,856 (4,710) 437,978 141,115 55,011 (4,472) 248,178 Attributable to Equity Holders Share- Based Payment Reserve $’000 Foreign Currency Translation Reserve $’000 Issued Capital $’000 Retained Earnings $’000 Non- Controlling Interests $’000 Fair Value Reserve for Financial Assets $’000 Equity Reserve $’000 Total $’000 At 1 July 2021 132,608 37,337 (1,956) 232,097 Other comprehensive income Profit for the period Total comprehensive income for the period Transactions with owners in their capacity as owners Reclassification of non controlling interest to liabilities (Note 17) Remeasurement of financial liability Share-based payments Adjustment to deferred tax asset recognised on employee share trust Dividend reinvestment plan Dividends paid At 30 June 2022 - - - - - - - 3,488 - - - - - - 5,234 195 - - (1,181) - - 52,219 (1,181) 52,219 9 - 65 65 82 - - - - 1,137 (5,651) 395,581 127 - 127 - - - - - - - - - (1,054) 52,284 51,230 (82) (626) - - - - - (626) 5,234 195 3,488 (42,918) - - - - - - - - - - - (42,762) (156) 136,096 42,766 (3,137) 241,554 - 1,264 (6,359) 412,184 CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2023 CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers (inclusive of GST) Payments to suppliers and employees (inclusive of GST) Interest received Finance costs paid Other income Income tax paid Dividends received FINANCIAL REPORT 80 Notes 2023 $’000 2022 $’000 1,881,560 1,957,889 (1,773,958) (1,872,101) 4,300 (3,495) 1,992 (21,669) 4,560 740 (3,352) 4,162 (24,040) 1,573 NET CASH FLOWS FROM OPERATING ACTIVITIES 5 93,290 64,871 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from sale of property, plant and equipment Purchase of property, plant and equipment Repayment of loan from joint venture Payment of financial liability Acquisition of intangible assets Proceeds from sale of financial assets Acquisition of controlled entities (note 23) 4,570 (19,042) - - - 5,714 (23,498) 8,246 (9,118) 6,000 (7,571) (738) - - NET CASH FLOWS USED IN INVESTING ACTIVITIES (32,256) (3,181) CASH FLOWS FROM FINANCING ACTIVITIES Dividends paid Proceeds from issue of shares on exercise of options Proceeds of borrowings Payment of principal portion of hire purchase liabilities Payment of principal portion of other lease liabilities NET CASH FLOWS USED IN FINANCING ACTIVITIES NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS Net foreign exchange differences Cash and cash equivalents at beginning of period (42,086) (39,430) 186 3,090 (19,410) (8,460) - 10,771 (18,038) (7,892) (66,680) (54,589) (5,646) 640 7,101 520 183,329 175,708 CASH AND CASH EQUIVALENTS AT END OF PERIOD 5 178,323 183,329 81 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: GENERAL INFORMATION FOR THE YEAR ENDED 30 JUNE 2023 GENERAL INFORMATION The consolidated financial report of Monadelphous Group Limited (the Group) and its subsidiaries for the year ended 30 June 2023 was authorised for issue in accordance with a resolution of directors on 21 August 2023. Monadelphous Group Limited is a for profit company limited by shares incorporated and domiciled in Australia whose shares are publicly traded on the Australian Securities Exchange. The Group’s registered office is 59 Albany Highway, Victoria Park, Western Australia. The nature of the operations and principal activities of the Group are described in the Directors’ Report. Basis of preparation The financial report is a general purpose financial report, which: • has been prepared in accordance with the requirements of the Corporations Act 2001, Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting Standards Board (“AASB”) and International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board as applicable to a for-profit entity. • has also been prepared on a historical cost basis except for certain financial assets that have been measured at fair value. • is presented in Australian dollars and all values are rounded to the nearest thousand dollars ($’000) unless otherwise stated under the option available to the Company under ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191. The Company is an entity to which the legislative instrument applies. • adopts all new and amended Accounting Standards and Interpretations issued by the AASB that are relevant to the operations of the Group and effective for reporting periods beginning on or before 1 July 2022 (Refer to note 34). • does not early adopt any Accounting Standards and Interpretations that have been issued or amended but are not yet effective. Basis of consolidation The consolidated financial statements comprise the financial statements of the Group and its subsidiaries as at 30 June 2023. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Generally, there is a presumption that a majority of voting rights results in control. A list of controlled entities (subsidiaries) at year end is contained in note 22. Consolidation of the subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control over the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed during the year are included in the consolidated financial statements from the date the Group gains control until the date the Group ceases to control the subsidiary. The financial statements of subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies. Adjustments are made to bring into line any dissimilar accounting policies that may exist. In preparing the consolidated financial statements, all intercompany balances and transactions, income and expenses and profit and losses resulting from intra-group transactions have been eliminated. Profit or loss and each component of other comprehensive income are attributed to the equity holders of the parent of the Group and to the non- controlling interests, even if this results in the non-controlling interests having a debit balance. Business combinations Business combinations are accounted for using the acquisition method. The consideration transferred in a business combination shall be measured at fair value, which shall be calculated as the sum of the acquisition date fair values of the assets transferred by the acquirer, the liabilities incurred by the acquirer to former owners of the acquiree and the equity issued by the acquirer. Acquisition-related costs are expensed as incurred. Foreign currency translation Functional and presentation currency Each entity in the Group determines its own functional currency. Both the functional and presentation currencies of Monadelphous Group Limited, are Australian dollars (A$). For each entity, the Group determines the functional currency and items included are measured using the functional currency. Transactions and balances Transactions in foreign currencies are initially recorded in the functional currency by applying the exchange rate ruling at the date of transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling at the reporting date. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rate as at the date of the initial transaction. Translation of Group companies’ functional currency to presentation currency As at the reporting date the assets and liabilities of the foreign operations are translated into the presentation currency of Monadelphous Group Limited at the rate of exchange ruling at the reporting date and the income statements are translated at the weighted average exchange rates for the year. Exchange variations arising from the translation are recognised in the foreign currency translation reserve in equity. FINANCIAL REPORT 82 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: GENERAL INFORMATION FOR THE YEAR ENDED 30 JUNE 2023 GENERAL INFORMATION (CONTINUED) Other accounting policies Significant and other accounting policies that summarise the measurement basis used and are relevant to an understanding of the financial statements are provided throughout the notes to the financial statements or at note 34. Key judgements and estimates The preparation of financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Actual results may differ from these estimates under different assumptions and conditions and may materially affect financial results or the financial position reported in future periods. Management have identified the following critical accounting policies for which significant judgements, estimates and assumptions are made: Accounting for contracts with customers The Group accounts for construction contracts in accordance with AASB 15 Revenue from Contracts with Customers. Accounting for construction contracts involves the continuous use of estimates based on a number of detailed assumptions. Construction contracts can span accounting periods, requiring estimates and assumptions to be updated on a regular basis. Accounting estimates resulting from judgements in relation to individual projects may be materially different to actual results due to the size, scale and complexity of projects. Revenue Where performance obligations are satisfied over time, revenue is recognised in the consolidated income statement by reference to the progress towards complete satisfaction of each performance obligation. For construction contracts, revenue is recognised using an output method based on work certified to date which the Group believes depicts the transfer of goods and services as it is based on completed work as agreed by our customers. Fundamental to this calculation is a reliable estimate of the transaction price (total contract revenue). In determining the transaction price, variable consideration including claims and certain contract variations are only included to the extent it is highly probable that a significant reversal in revenue will not occur in the future. Where a variation in scope has been agreed with the customer but the corresponding change in the transaction price has not been agreed the variation is accounted for as variable consideration. The estimate of variable consideration is determined using the expected value approach taking into account the facts and circumstances of each individual contract and the historical experience of the Group and is reassessed throughout the life of the contract. There are a number of factors considered in assessing variable consideration including status of negotiations with the customer, outcomes of previous negotiations and legal evidence that provides a basis for entitlement. Forecast costs Forecast costs to complete construction contracts are regularly updated and are based on costs expected to be incurred when the related activity is undertaken. Key assumptions regarding costs to complete contracts include estimation of labour costs, technical costs, impact of delays and productivity. Construction contracts may incur additional costs in excess of original cost estimates. Liability for such costs may rest with the customer if considered to be a change to the original scope of works. Any additional contractual obligations, including liquidated damages, are also assessed to the extent these are due and payable under the contract. When it is considered probable that total contract costs will exceed total contract revenue, the contract is considered onerous and the present obligation under the contract is recognised immediately as a provision. Contract claims and disputes Claims arising out of construction contracts may be made by or against the Group in the ordinary course of business, some of which may involve litigation or arbitration. Estimates and assumptions regarding the likely outcome of these claims are made and recognised in the carrying value of contract assets and liabilities. In making these estimates and assumptions, legal opinions are obtained as appropriate. The Directors do not consider the outcome of these claims to have a material adverse effect on the financial position of the Group, however uncertainty remains until the final outcome is determined. 83 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: GENERAL INFORMATION FOR THE YEAR ENDED 30 JUNE 2023 GENERAL INFORMATION (CONTINUED) Key judgements and estimates (continued) Taxation Judgement is required in assessing whether deferred tax assets and certain deferred tax liabilities are recognised in the consolidated statement of financial position. Deferred tax assets, including those arising from unrecouped tax losses, capital losses and temporary differences, are recognised only where it is considered more likely than not that they will be recovered, which is dependent on the generation of sufficient future taxable profits. Assumptions about the generation of future taxable profits depend on management’s estimates of future cash flows. Judgements are also required about the application of income tax legislation. These judgements and assumptions are subject to risk and uncertainty, hence there is a possibility that changes in circumstances will alter expectations, which may impact the amount of deferred tax assets and deferred tax liabilities recognised in the statement of financial position and the amount of other tax losses and temporary differences not yet recognised. In such circumstances, some or all of the carrying amounts of recognised deferred tax assets and liabilities may require adjustments, resulting in a corresponding credit or charge to the income statement. Impairment Refer to notes 9 and 10 for details. Workers compensation Refer note 16 for details. Determination of the lease term of contracts with renewal options Refer to note 15 for details. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: PERFORMANCE FOR THE YEAR ENDED 30 JUNE 2023 FINANCIAL REPORT 84 1. REVENUE AND OTHER INCOME Revenue from contracts with customers Services revenue Construction revenue Finance revenue Dividends received Net gains on disposal of property, plant and equipment Other income Disaggregation of revenue from contracts with customers by end customer industry: Iron ore Energy transition metals and other minerals Oil and gas Infrastructure Less share of revenue from joint ventures accounted for using the equity method 2023 $’000 2022 $’000 1,298,403 422,553 1,720,956 4,300 435 1,166,004 643,447 1,809,451 740 199 1,725,691 1,810,390 2,928 2,378 5,306 576,164 562,842 545,521 144,228 1,828,755 (107,799) 1,720,956 4,334 4,162 8,496 789,344 632,068 425,353 83,275 1,930,040 (120,589) 1,809,451 The following amounts are included in revenue from contracts with customers: Revenue recognised as a contract liability in the prior period Revenue from performance obligations satisfied in prior periods 12,280 2,389 22,617 3,457 Unsatisfied performance obligations Transaction price expected to be recognised in future years for unsatisfied performance obligations at 30 June 2023: Services revenue Construction revenue Total 1,389,560 229,254 1,618,814 1,075,326 62,912 1,138,238 In line with the Group’s accounting policy described following, the transaction price expected to be recognised in future years excludes variable consideration that is constrained. The average duration of contracts is given below, however some contracts will vary from these typical lengths. Revenue is typically earned over these varying timeframes. Services Construction 1 to 5 years 1 to 2 years 85 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: PERFORMANCE FOR THE YEAR ENDED 30 JUNE 2023 1. REVENUE AND OTHER INCOME (CONTINUED) Recognition and measurement Revenue from contracts with customers The Group is in the business of providing construction and maintenance services. Revenue from contracts with customers is recognised when control of the goods or services are transferred to the customer at an amount that reflects the consideration to which the Group is expected to be entitled in exchange for those goods or services. The Group has generally concluded that it is the principal in its revenue arrangements because it typically controls the goods and services before transferring them to the customer. Construction services Construction contracts are assessed to identify the performance obligations contained in the contract. The total transaction price is allocated to each individual performance obligation. Typically, the Group’s construction contracts contain a single performance obligation. Work is performed on assets that are controlled by the customer or on assets that have no alternative use to the Group, with the Group having right to payment for performance to date. As performance obligations are satisfied over time, revenue is recognised over time using an output method based on work certified to date. Customers are typically invoiced on a monthly basis and invoices are paid on normal commercial terms. Services contracts Contracts for performance of maintenance activities cover servicing of assets and involve various activities. These activities tend to be substantially the same with the same pattern of consumption by the customer. Where this is the case, which is the majority of the services contracts, these services are taken to be one performance obligation and the total transaction price is allocated to the performance obligation identified. Performance obligations are fulfilled over time as the Group largely performs maintenance over the assets which the customer controls. Customers are typically invoiced monthly for an amount that is calculated on either a schedule of rates or a cost plus basis. For these contracts, the transaction price is determined as an estimate of this variable consideration. Variable consideration If the consideration in the contract includes a variable amount, the Group estimates the amount of the consideration to which it is entitled in exchange for transferring the goods and services to the customer. The Group includes some or all of this variable consideration in the transaction price only to the extent it is highly probable that a significant reversal of the cumulative revenue recognised will not occur when the associated uncertainty with the variable consideration is subsequently resolved. Certain contracts are subject to claims which are enforceable under the contract. If the claim does not result in any additional goods or services, the transaction price is updated and the claim accounted for as variable consideration. Significant financing component Using the practical expedient in AASB 15, the Group does not adjust the promised amount of consideration for the effects of a significant financing component if it expects, at contract inception, that the period between the transfer or the promised good or service to the customer and when the customer pays for that good or service will be one year or less. Interest income Revenue is recognised as interest accrues using the effective interest method. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: PERFORMANCE FOR THE YEAR ENDED 30 JUNE 2023 FINANCIAL REPORT 86 2. EXPENSES Finance costs Finance charges Interest on other lease liabilities Depreciation and amortisation Depreciation expense of owned property, plant and equipment Depreciation expense of right of use hire purchase assets Depreciation expense of right of use assets Employee benefits expense Employee benefits expense Defined contribution superannuation expense Lease payments and other expenses 2023 $’000 2022 $’000 1,986 1,509 3,495 13,948 11,180 8,029 33,157 895,702 69,552 965,254 1,841 1,511 3,352 13,158 11,365 8,574 33,097 954,265 67,561 1,021,826 Expense relating to short-term leases and low value leases (included in cost of sales) 2,638 1,749 Recognition and measurement Finance costs The Group does not currently hold qualifying assets but, if it did, the borrowing costs directly associated with the qualifying assets would be capitalised. All other finance costs are expensed as incurred. Depreciation and amortisation Refer to notes 9 and 10 for details on depreciation and amortisation. Employee benefits expense Refer to note 16 for employee benefits expense and note 29 for share-based payments expense. Contributions to defined contribution superannuation plans are recognised as an expense as they become payable. Lease payments Refer to note 15 for details on lease payments. Government grants Government grants are recognised where there is reasonable assurance that the grant will be received and all attached conditions will be complied with. When the grant relates to an expense item, it is recognised as income on a systematic basis over the periods that the related costs, for which it is intended to compensate, are expensed. When the grant relates to an asset, it is recognised as income in equal amounts over the expected useful life of the related asset. 87 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: PERFORMANCE FOR THE YEAR ENDED 30 JUNE 2023 3. INCOME TAX The major components of income tax expense are: Income Statement Current income tax Current income tax charge Adjustments in respect of previous years Deferred income tax Temporary differences Adjustments in respect of previous years Income tax expense reported in the income statement Statement of Comprehensive Income Deferred tax related to items recognised in Statement of Comprehensive Income during the year: Unrealised gain on equity instrument designated at fair value through other comprehensive income Amounts credited directly to equity Share-based payment Income tax expense reported in equity Tax reconciliation A reconciliation between tax expense and the product of accounting profit before income tax multiplied by the Group’s applicable income tax rate is as follows: Accounting profit before income tax Income tax rate of 30% (2022: 30%) - Share-based payment expense - Other Aggregate income tax expense 2023 $’000 2022 $’000 18,197 (494) 3,858 (41) 21,520 682 682 (1,520) (1,520) 73,446 22,034 (579) 65 21,520 16,580 173 4,446 28 21,227 54 54 (195) (195) 73,511 22,053 413 (1,239) 21,227 FINANCIAL REPORT 88 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: PERFORMANCE FOR THE YEAR ENDED 30 JUNE 2023 2023 $’000 Current Income Tax 2023 $’000 Deferred Income Tax 2022 $’000 Current Income Tax 2022 $’000 Deferred Income Tax 3. INCOME TAX (CONTINUED) Recognised deferred tax assets and liabilities Opening balance Charged to income Charged to equity Acquisition / loss of control of subsidiary Other / payments Closing balance Amounts recognised on the consolidated statement of financial position: Deferred tax assets (14,753) (17,703) - (1,420) 22,253 (11,623) 27,625 (3,817) 838 (3,933) 742 21,455 21,455 21,455 Deferred income tax at 30 June relates to the following: Deferred tax assets Employee provisions Provisions for doubtful debts Other provisions Lease liabilities Tax losses Other Gross deferred tax assets Set-off of deferred tax liabilities Net deferred tax assets Deferred tax liabilities Accelerated depreciation Right of use assets Other Gross deferred tax liabilities Set-off against deferred tax assets Net deferred tax liabilities (22,093) (16,753) - - 24,093 (14,753) 2023 $’000 26,021 831 3,802 14,091 1,725 144 46,614 (25,159) 21,455 (13,841) (11,318) - (25,159) 25,159 - 31,455 (4,474) 141 - 503 27,625 27,625 27,625 2022 $’000 26,087 659 882 13,877 2,979 3,148 47,632 (20,007) 27,625 (7,723) (10,853) (1,431) (20,007) 20,007 - 89 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: PERFORMANCE FOR THE YEAR ENDED 30 JUNE 2023 3. INCOME TAX (CONTINUED) Unrecognised temporary differences At 30 June 2023, there are no unrecognised temporary differences associated with the Group’s investments in subsidiaries (2022: no unrecognised temporary differences). Tax consolidation Monadelphous Group Limited and its 100% owned Australian resident subsidiaries formed a tax consolidated group with effect from 1 July 2003. Members of the tax consolidated group have entered into a tax funding agreement. The head entity, Monadelphous Group Limited and the controlled entities in the tax consolidated group continue to account for their own current and deferred tax amounts. The Group has applied the Group allocation approach in determining the appropriate amount of current taxes and deferred taxes to allocate to members of the tax consolidated group. In addition to its own current and deferred tax amounts, Monadelphous Group Limited also recognises the current tax liabilities (or assets) and the deferred tax assets arising from unused tax losses and unused tax credits assumed from controlled entities in the tax consolidated group. Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as amounts receivable from or payable to other entities in the Group. Any difference between the amounts assumed and amounts receivable or payable under the tax funding agreement are recognised as a contribution to (or distribution from) wholly-owned tax consolidated entities. Recognition and measurement Current taxes Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities based on the current period’s taxable income. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the reporting date. Deferred taxes Deferred income tax is provided for using the full liability balance sheet approach. The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. Unrecognised deferred tax assets are reassessed at each reporting date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date. Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists and they relate to the same taxable entity and the same taxation authority. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: PERFORMANCE FOR THE YEAR ENDED 30 JUNE 2023 FINANCIAL REPORT 90 4. EARNINGS PER SHARE The following reflects the income and share data used in the calculation of basic and diluted earnings per share: Net profit attributable to ordinary equity holders of the parent Earnings used in calculation of basic and diluted earnings per share 2023 $’000 2022 $’000 53,543 53,543 52,219 52,219 Number Number Number of shares Weighted average number of ordinary shares on issue used in the calculation of basic earnings per share 95,870,712 95,107,986 Effect of dilutive securities Rights and options Adjusted weighted average number of ordinary shares used in calculating diluted earnings per share Conversions, calls, subscriptions or issues after 30 June 2023: On 1 July 2023, 163,080 performance rights vested and were exercised. Calculation of earnings per share 1,446,468 637,870 97,317,180 95,745,856 Basic earnings per share is calculated as net profit attributable to members of the parent, adjusted to exclude any costs of servicing equity (other than dividends), divided by the weighted average number of ordinary shares, adjusted for any bonus element. Diluted EPS is calculated as net profit attributable to members of the parent, adjusted for: • costs of servicing equity (other than dividends); • the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as expenses; and • other non-discretionary changes in revenues or expenses during the period that would result from the dilution of potential ordinary shares; divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element. 91 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OPERATING ASSETS AND LIABILITIES FOR THE YEAR ENDED 30 JUNE 2023 5. CASH AND CASH EQUIVALENTS For the purposes of the statement of cash flows, cash and cash equivalents comprise the following at 30 June: Cash balances comprise: Cash at bank Short term deposits Reconciliation of net profit after tax to the net cash flows from operating activities Net profit Adjustments for Depreciation of non-current assets Net profit on sale of property, plant and equipment Share-based payment expense Share of profits from joint ventures Dividends from joint ventures Other Changes in assets and liabilities Decrease/(increase) in receivables Decrease/(increase) in inventories (Increase)/decrease in contract assets Decrease in deferred tax assets Increase in payables Decrease in provisions Decrease in income tax payable Net cash flows from operating activities Non-cash financing and investing activities Hire purchase transactions: 2023 $’000 2022 $’000 167,180 11,143 178,323 183,329 - 183,329 51,926 52,284 33,157 (2,928) 10,725 (7,715) 4,125 455 7,798 1,127 (5,829) 4,444 11,128 (12,410) (2,713) 93,290 33,097 (4,334) 5,234 (652) 1,375 (1,454) (53,339) 380 35,912 4,098 569 (959) (7,340) 64,871 During the year, the consolidated entity acquired right of use plant and equipment assets by means of hire purchase agreements with an aggregate fair market value of $12,234,905 (2022: $26,128,243). Dividend reinvestment plan During the year, the participation in the dividend reinvestment plan totalled $4,833,202 (2022: $3,488,000) FINANCIAL REPORT 92 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OPERATING ASSETS AND LIABILITIES FOR THE YEAR ENDED 30 JUNE 2023 5. CASH AND CASH EQUIVALENTS (CONTINUED) Reconciliation of liabilities arising from financing activities 2022 $’000 Cash Flows $’000 Non-Cash Changes New Leases/ Terminations $’000 47,102 50,706 11,672 109,480 2021 $’000 39,027 57,661 900 97,588 (19,410) (8,460) 3,090 (24,780) 12,235 8,552 - 20,787 Non-Cash Changes New Leases/ Terminations $’000 26,128 937 - 27,065 Cash Flows $’000 (18,038) (7,892) 10,771 (15,159) Other $’000 (2,770) 3 (13,992) (16,759) Other $’000 (15) - 1 (14) 2023 $’000 37,157 50,801 770 88,728 2022 $’000 47,102 50,706 11,672 109,480 Hire purchase liabilities Other lease liabilities Loan Hire purchase liabilities Other lease liabilities Loan Recognition and measurement Cash and cash equivalents in the Consolidated Statement of Financial Position comprise cash at bank and on hand and short term deposits with an original maturity of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, net of outstanding bank overdrafts. 93 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OPERATING ASSETS AND LIABILITIES FOR THE YEAR ENDED 30 JUNE 2023 6. TRADE AND OTHER RECEIVABLES CURRENT Trade receivables Less allowance account for expected credit losses Other debtors Less allowance account for expected credit losses Trade receivables generally have 30 to 60 days terms. Allowance account for trade receivables impairment losses Movements in loss allowance based on lifetime ECL: Balance at the beginning of the year Increase/(decrease) in loss allowance Balance at the end of the year Recognition and measurement Trade receivables Refer to accounting policies of financial assets in note 34. Other debtors 2023 $’000 2022 $’000 257,161 (2,884) 254,277 79,997 (529) 79,468 333,745 284,776 (2,226) 282,550 90,007 (570) 89,437 371,987 2,226 658 2,884 2,504 (278) 2,226 Other debtors include contract assets that are unconditional (see note 7). These assets are reclassified to trade receivables when invoiced. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OPERATING ASSETS AND LIABILITIES FOR THE YEAR ENDED 30 JUNE 2023 7. CONTRACT ASSETS CURRENT Contract assets NON CURRENT Contract assets FINANCIAL REPORT 94 2023 $’000 2022 $’000 5,770 7,994 23,832 15,779 Contract assets are net of expected credit losses of $275,803 (2022: $154,818). Recognition and measurement Contract assets A contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Group transfers goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recognised for the earned consideration. If the Group’s right to an amount of consideration is unconditional (other than the passage of time), the contract asset is classified as a receivable. Refer to accounting policies of revenue from contracts with customers in note 1. 8. INVENTORIES Raw materials and consumables Recognition and measurement Raw materials and consumables Raw materials and consumables are stated at the lower of cost and net realisable value. 2023 $’000 2022 $’000 1,463 3,220 95 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OPERATING ASSETS AND LIABILITIES FOR THE YEAR ENDED 30 JUNE 2023 9. PROPERTY, PLANT AND EQUIPMENT Reconciliation of carrying amounts at the beginning and end of the period Freehold Land and Buildings $’000 Assets Under Construction $’000 Plant and Equipment $’000 Right of Use Assets Plant and Equipment Under Hire Purchase $’000 Land and Buildings $’000 Plant and Equipment $’000 Total $’000 Year ended 30 June 2023 Net carrying amount at 1 July 2022 Additions Additions from business combination Assets transferred Disposals Assets derecognised from loss of control of subsidiary Depreciation charge Exchange differences Net carrying amount at 30 June 2023 At 30 June 2023 30,917 120 321 - - - (873) 68 - 6,809 - - - - - - 34,553 14,669 7,335 3,620 (1,381) 57,279 12,235 39,080 6,192 - 2,360 (3,620) (261) - - - (1,060) (5,471) (13,075) (11,180) (7,984) 250 1,251 (50) (45) (1) 75 161,904 - - - - - 40,025 10,016 - (1,642) (6,531) (33,157) 1,518 30,553 6,809 44,911 50,233 39,598 29 172,133 Gross carrying amount – at cost Accumulated depreciation Net carrying amount 43,475 (12,922) 30,553 6,809 169,769 76,173 67,233 1,400 364,859 - (124,858) (25,940) (27,635) (1,371) (192,726) 6,809 44,911 50,233 39,598 29 172,133 Freehold Land and Buildings $’000 Assets Under Construction $’000 Plant and Equipment $’000 Right of Use Assets Plant and Equipment Under Hire Purchase $’000 Land and Buildings $’000 Plant and Equipment $’000 Total $’000 Year ended 30 June 2022 Net carrying amount at 1 July 2021 Additions Additions from business combination Assets transferred Disposals Depreciation charge Exchange differences Net carrying amount at 30 June 2022 At 30 June 2022 30,206 154 1,370 - - (847) 34 30,917 Gross carrying amount – at cost Accumulated depreciation Net carrying amount 44,148 (13,231) 30,917 - - - - - - - - - - - 37,456 6,752 842 5,981 (3,804) 48,674 26,128 - (5,981) (108) 46,173 937 - - (54) (12,311) (11,365) (8,270) (363) (69) 294 382 162,891 - - - (12) (304) 9 33,971 2,212 - (3,978) (33,097) (95) 34,553 57,279 39,080 75 161,904 149,918 79,628 59,305 1,399 334,398 (115,365) (22,349) (20,225) (1,324) (172,494) 34,553 57,279 39,080 75 161,904 FINANCIAL REPORT 96 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OPERATING ASSETS AND LIABILITIES FOR THE YEAR ENDED 30 JUNE 2023 9. PROPERTY, PLANT AND EQUIPMENT (CONTINUED) Recognition and measurement Property, plant and equipment All classes of property, plant and equipment are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Such cost includes the cost of replacing parts that are eligible for capitalisation when the cost of replacing the parts is incurred. Similarly, when each major inspection is performed, its cost is recognised in the carrying amount of the plant and equipment as a replacement only if it is eligible for capitalisation. All other repairs and maintenance are recognised in the income statement as incurred. Assets under construction is stated at cost, net of accumulated impairment losses, if any. Depreciation is calculated on a straight line basis on all classes of property, plant and equipment other than freehold land. The estimated useful life of buildings is 40 years; plant and equipment is between 3 and 20 years. The assets’ residual values, useful lives and amortisation methods are reviewed, and adjusted if appropriate, at each financial year end. An item of property, plant and equipment is de-recognised upon disposal or when no further future economic benefits are expected from its use or disposal. Right of use assets The Group recognises lease assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Lease assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of lease assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Impairment of non-financial assets other than goodwill We have performed an impairment assessment based on the policy below. No impairment was noted. At each reporting date, the Group assesses whether there is any indication that an asset may be impaired. Where an indicator of impairment exists or when annual impairment testing for an asset is required, the Group makes a formal estimate of the recoverable amount. An asset’s recoverable amount is the higher of its fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets and the asset’s value in use cannot be estimated to be close to its fair value. In such cases the asset is tested for impairment as part of the cash- generating unit to which it belongs. When the carrying amount of an asset or cash-generating unit exceeds its recoverable amount the asset or cash-generating unit is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value. An assessment is also made at each reporting date as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognised. If that is the case the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in the income statement. 97 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OPERATING ASSETS AND LIABILITIES FOR THE YEAR ENDED 30 JUNE 2023 10. INTANGIBLE ASSETS AND GOODWILL Year ended 30 June 2023 At 1 July 2022 On business combination (Note 23) Other At 30 June 2023 Year ended 30 June 2022 At 1 July 2021 On business combination Exchange differences At 30 June 2022 Goodwill $’000 Total $’000 4,902 12,478 (697) 16,683 3,917 1,085 (100) 4,902 4,902 12,478 (697) 16,683 3,917 1,085 (100) 4,902 Impairment testing of the Group’s intangible assets and goodwill Goodwill acquired through business combinations has been allocated to cash generating units (“CGU”) for impairment testing purposes. The CGUs are the entity Monadelphous Electrical & Instrumentation Pty Ltd, the Hunter Valley business unit, the RTW business unit, the entity Monadelphous Energy Services Pty Ltd, the entity Arc West Group Pty Ltd, the entity R.I.G. Installations (Newcastle) Pty Ltd and the entity BMC Holdings (Vic) Pty Ltd. The recoverable amount of each CGU has been determined based on a value in use calculation using cash flow projections based on financial budgets approved by management covering a five year period and applying a pre-tax discount rate to the cash flow projections in the range of 12% to 15%. No reasonably possible changes in key assumptions would result in the carrying amount of the individual CGUs exceeding their recoverable amount. Recognition and measurement Goodwill Goodwill acquired in a business combination is initially measured at cost being the excess of the consideration over the fair value of the Group’s identifiable assets acquired and liabilities assumed. Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. On 9 June 2023, the Group acquired BMC Holdings (Vic) Pty Ltd which resulted in a provisional goodwill of $12,478,000. Refer to note 23. (2022: the Group acquired RTW business for a purchase price consideration of $2,950,000 which resulted in goodwill of $1,085,057). Goodwill is reviewed for impairment annually or more frequently if events or changes in circumstances indicate that the carrying value may be impaired. For the purpose of impairment testing, goodwill acquired in a business combination, is, from the acquisition date, allocated to each of the Group’s CGUs or groups of CGUs that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the Group are assigned to those units or groups of units. Impairment is determined by assessing the recoverable amount of the CGU (group of CGUs) to which the goodwill relates. If the recoverable amount of the CGU (group of CGUs) is less than the carrying amount, an impairment loss is recognised. Impairment losses recognised for goodwill are not subsequently reversed. FINANCIAL REPORT 98 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OPERATING ASSETS AND LIABILITIES FOR THE YEAR ENDED 30 JUNE 2023 11. INVESTMENT IN JOINT VENTURES Mondium Pty Ltd On 21 October 2016, an Australian joint venture company, Mondium Pty Ltd was formed between Monadelphous and Lycopodium Ltd. The Group has a 60% interest in the joint venture. The principal activity of Mondium is to deliver engineering, procurement and construction services in the minerals processing sector. The Group considers that it has joint control with its respective joint venture partner over Mondium Pty Ltd as relevant decisions at a Board and Shareholder level require unanimous agreement. Zenviron Pty Ltd On 26 July 2016, a joint venture company, Zenviron Pty Ltd was formed between Monadelphous and ZEM Energy Investments Pty Ltd. The Group has a 55% ownership interest in the joint venture and a 50% interest in the voting rights. The principal activity of Zenviron is to deliver multi-disciplinary construction services in the renewable energy market in Australia and New Zealand. The Group considers that it has joint control with its respective joint venture partner over Zenviron Pty Ltd as relevant decisions at a Board and Shareholder level require unanimous agreement. The aggregate results, assets and liabilities of Zenviron Pty Ltd and Mondium Pty Ltd are as follows: Group’s share of net assets of joint ventures Group’s share of profit after tax from continuing operations Group’s share of profit and total comprehensive income 2023 $’000 14,770 7,715 7,715 2022 $’000 11,181 652 652 Commitments and contingent liabilities relating to Joint Ventures The Group’s share of insurance bond guarantees issued by Joint Ventures at 30 June 2023 was $14,840,863 (2022: $45,604,100). Joint ventures had $nil capital commitments at 30 June 2023 (2022: nil). Recognition and measurement A joint venture is a type of arrangement whereby the parties that have joint control of the arrangement have the rights to the net assets of the joint venture. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control. The considerations made in determining significant influence or joint control are similar to those necessary to determine control over subsidiaries. The Group’s investments in its joint ventures are accounted for using the equity method. Under the equity method, the investment is initially recognised at cost. The carrying value of the investment is adjusted to recognise changes in the Group’s share of net assets of the joint venture since the acquisition date. The income statement reflects the Group’s share of the results of the joint venture. 12. OTHER NON-CURRENT ASSETS Other non-current assets 2023 $’000 2022 $’000 - 3,440 99 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OPERATING ASSETS AND LIABILITIES FOR THE YEAR ENDED 30 JUNE 2023 13. TRADE AND OTHER PAYABLES CURRENT Trade payables Contract liabilities Sundry creditors and accruals Recognition and measurement Trade and other payables 2023 $’000 2022 $’000 91,089 15,919 51,079 158,087 123,451 12,539 32,696 168,686 Trade and other payables are carried at amortised cost and are not discounted due to their short-term nature. They represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase of these goods and services. The amounts are unsecured, non-interest bearing and are usually paid within 30 to 45 days of recognition. Sundry creditors and accruals are non-interest bearing and generally have terms of 7 to 30 days. Contract liability A contract liability is the obligation to transfer goods or services to a customer for which the Group has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Group transfers goods or services to the customer, a contract liability is recognised when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the Group performs under the contract. 14. INTEREST BEARING LOANS AND BORROWINGS CURRENT Loan – secured NON-CURRENT Loan – secured Terms and conditions 2023 $’000 2022 $’000 342 428 10,901 771 Interest bearing loans and borrowings for the year ended 30 June 2023 relates to property loans. (2022: property loans and a $8.9 million working capital facility secured against trade receivables) Defaults and breaches During the current and prior year, there were no defaults and breaches on any of the loans. Recognition and measurement Interest bearing loans and borrowings Interest bearing loans and borrowings are initially recognised at fair value of the consideration received less directly attributable transaction costs. After initial recognition, interest bearing loans and borrowings are subsequently measured at amortised cost using the effective interest method. Borrowings are classified as current liabilities unless the Group has a right to defer settlement of the liability for at least twelve months after the reporting date. Gains or losses are recognised in the income statement when the liabilities are derecognised. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OPERATING ASSETS AND LIABILITIES FOR THE YEAR ENDED 30 JUNE 2023 15. LEASE LIABILITIES CURRENT Hire purchase lease liabilities Other lease liabilities NON-CURRENT Hire purchase lease liabilities Other lease liabilities Carrying amount at the beginning of the financial year Additions Accretion of interest Payments Acquisition/loss of control of subsidiary Other Carrying amount at the end of the financial year Terms and conditions FINANCIAL REPORT 100 2023 $’000 2022 $’000 14,812 9,318 24,130 22,345 41,483 63,828 97,808 18,427 2,941 (30,811) (2,315) 1,908 87,958 17,922 8,045 25,967 29,180 42,661 71,841 96,688 27,065 3,288 (29,218) - (15) 97,808 Hire purchase agreements have an average term of three years. The average discount rate implicit in the hire purchase liability is 4.2% (2022: 2.8%). Other lease liabilities have an average term of 1.3 years. The average discount rate implicit in the other lease liability is 4.9% (2022: 4.6%). The Group has total cash outflows for other lease liabilities (including short term leases) during 30 June 2023 of $12,607,000 (2022: $11,152,000). The maturity analysis of lease liabilities is set out in note 25. Recognition and measurement The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Group as a lessee The Group applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Group recognises lease liabilities to make lease payments and lease assets representing the right to use the underlying assets. Unless the Group is reasonably certain to obtain ownership of the leased asset at the end of the lease term, the recognised lease assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets as follows: • Property • Plant and equipment 1 to 8 years 1 to 10 years If ownership of lease assets transfers to the Group at the end of the lease term or the cost reflects the exercise of a purchase option, depreciation is calculated using the estimated useful life of the asset. Lease assets are subject to impairment. 101 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OPERATING ASSETS AND LIABILITIES FOR THE YEAR ENDED 30 JUNE 2023 15. LEASE LIABILITIES (CONTINUED) Recognition and measurement (continued) Lease liabilities At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties for terminating a lease, if the lease term reflects the Group exercising the option to terminate. In calculating the present value of lease payments, the Group uses the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the in-substance fixed lease payments or a change in the assessment to purchase the underlying asset. Short-term leases and leases of low-value assets The Group applies the short-term lease recognition exemption for those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option. It also applies the lease of low-value assets recognition exemption to leases of plant and equipment that are considered of low value. Lease payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term. Significant judgement in determining the lease term of contracts with renewal options The Group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The Group has the option, under some of its leases to lease the assets for additional terms of one to five years. The Group applies judgement in evaluating whether it is reasonably certain to exercise the option to renew and considers all relevant factors that create an economic incentive for it to exercise the renewal. After the commencement date, the Group reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise (or not to exercise) the option to renew. 16. PROVISIONS CURRENT Employee benefits Workers’ compensation Other NON-CURRENT Employee benefits – long service leave Movements in provisions Workers compensation Carrying amount at the beginning of the year Additional provision Amounts utilised during the year Carrying amount at the end of the financial year 2023 $’000 2022 $’000 55,807 8,387 368 64,562 6,361 6,361 13,036 16,044 (20,693) 8,387 60,952 13,036 3,232 77,220 5,832 5,832 11,938 11,951 (10,853) 13,036 FINANCIAL REPORT 102 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OPERATING ASSETS AND LIABILITIES FOR THE YEAR ENDED 30 JUNE 2023 16. PROVISIONS (CONTINUED) Recognition and measurement Provisions Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligations. When the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the income statement net of any reimbursement. Provisions are measured at the present value of management’s best estimate of the expenditure to settle the present obligation at the reporting date using a discounted cash flow methodology. The risks specific to the provision are factored into the cash flows and as such a risk-free government bond rate relevant to the expected life of the provision is used as a discount rate. The increase in the provision resulting from the passage of time is recognised as a finance cost. Employee benefits Employee benefits includes liabilities for wages and salaries, rostered days off, vesting sick leave, project incentives and project redundancies. It is customary within the engineering and construction industry for incentive payments and redundancies to be paid to employees at the completion of a project. The provision has been created to cover the expected costs associated with these statutory and project employee benefits. Liabilities for short term benefits expected to be wholly settled within twelve months of the reporting date are recognised in respect of employees’ services up to the reporting date. They are measured at the amounts expected to be paid when the liability is settled. Expenses for non-vesting sick leave are recognised when the leave is taken and are measured at the rates paid or payable. The liability for long term benefits is recognised and measured as the present value of the expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at the reporting date on high quality corporate bonds, which have terms to maturity approximating the estimated future cash outflows. Workers’ compensation It is customary for all entities within the engineering and construction industry to be covered by workers’ compensation insurance. Payments under these policies are calculated differently depending on which state of Australia the entity is operating in. Premiums are generally calculated based on actual wages paid and claims experience. Wages are estimated at the beginning of each reporting period. Final payments are made when each policy is closed out based on the difference between actual wages and the original estimated amount. The amount of each payment varies depending on the number of incidents recorded during each period and the severity thereof. The policies are closed out within a five year period through negotiation with the relevant insurance company. The provision has been created to cover the expected costs associated with closing out each insurance policy and is adjusted accordingly based on the actual payroll incurred and the severity of incidents that have occurred during each period. 17. OTHER FINANCIAL LIABILITY The Group has an option (put and call) to acquire 10% of the share capital of MAQ Rent from the Minority Interest owner. Similarly, the existing holders of the remaining 10% have the option to require the Group to purchase the remaining shares on the same terms and conditions as the option held by the Group. In relation to the option held by the minority shareholders, the Group has made an accounting policy choice to reclassify the non-controlling interest in this controlled entity as a liability at each reporting date until such time as the option is exercised or expires. The financial liability, representing the minority put and call option, has been recognised on the balance sheet with a corresponding adjustment to equity. Subsequent to initial recognition, changes to the carrying amount of the financial liability are also recognised directly in equity. The financial liability was initially measured at fair value, being the present value of the estimated amount payable at the end of the option period. The amount payable will be determined based on a multiple of the average annual earnings for the three years ending 31 December 2025. At 30 June 2023, the financial liability associated with the option held by the minority shareholders was $835,179 (2022: $3,206,357). 103 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: CAPITAL STRUCTURE FOR THE YEAR ENDED 30 JUNE 2023 18. CAPITAL MANAGEMENT Capital is managed by the Group’s Chief Financial Officer in conjunction with the Group’s Finance and Accounting department. Management continually monitor the Group’s net cash/debt position and the gearing levels to ensure efficiency and compliance with the Group’s banking facility covenants, including the gearing ratio, operating leverage ratio and fixed charge coverage ratio. At 30 June 2023, the Group is in a net cash position of $140,396,000 (2022: $124,555,000) and has a debt to equity ratio of 8.7% (2022: 14.3%) which is within the Group’s net cash and debt to equity target levels. During the year ended 30 June 2023, management paid dividends of $46,919,000 (2022: $42,762,000). The policy is to payout dividends of 80% to 100% of annual net profit after tax, subject to the working capital requirements of the business, potential investment opportunities and business and economic conditions generally. The capital of the Company is considered to be contributed equity. 2023 $’000 2022 $’000 19. DIVIDENDS PAID AND PROPOSED Declared and paid during the year Current year interim Interim franked dividend for 2023 (24 cents per share) (2022: 24 cents per share) 23,028 22,829 Previous year final Final franked dividend for 2022 (25 cents per share) (2021: 21 cents per share) 23,891 19,933 Unrecognised amounts Current year final Final franked dividend for 2023 (25 cents per share) (2022: 25 cents per share) 24,126 23,834 Franking credit balance Franking credits available for future reporting years at 30% adjusted for franking credits that will arise from the payment of income tax payable as at the end of the financial year Impact on the franking account of dividends proposed or declared before the financial report was authorised for issue but not recognised as a distribution to equity holders during the period 35,933 39,101 (10,340) 25,593 (10,215) 28,886 Tax rates The tax rate at which paid dividends have been franked is 30% (2022: 30%). Dividends payable will be franked at the rate of 30% (2022: 30%). Recognition and measurement A provision for dividends is not recognised as a liability unless the dividends are declared on or before the reporting date. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: CAPITAL STRUCTURE FOR THE YEAR ENDED 30 JUNE 2023 FINANCIAL REPORT 104 20. CONTRIBUTED EQUITY Ordinary shares – Issued and fully paid Ordinary shares 2023 $’000 2022 $’000 141,115 136,096 Ordinary shares have the right to receive dividends as declared and, in the event of the winding up of the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company. 2023 Number of Shares $’000 2022 Number of Shares 95,262,705 136,096 94,761,152 408,080 445,626 225,309 4,833 345,997 - 186 - 155,556 $’000 132,608 3,488 - - 96,341,720 141,115 95,262,705 136,096 Beginning of the financial year Dividend reinvestment plan Exercise of performance rights and retention rights Exercise of options End of the financial year Recognition and measurement Contributed equity Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are recognised directly in equity as a deduction, net of tax, from the proceeds. 21. RESERVES AND RETAINED EARNINGS Foreign currency translation reserve Share-based payment reserve Fair value reserve for financial asset at FVOCI Equity reserve Retained earnings Nature and purpose of reserves Foreign currency translation reserve 2023 $’000 2022 $’000 (4,472) 55,011 2,856 (4,710) 48,685 (3,137) 42,766 1,264 (6,359) 34,534 248,178 241,554 The foreign currency translation reserve is used to record exchange differences arising from translation of the financial statements of foreign subsidiaries. Share-based payment reserve The share-based payment reserve is used to record the value of equity benefits provided to employees and directors as part of their remuneration. Refer to note 29 for further details of these plans. Fair value reserve financial assets The fair value reserve for financial assets is used to record the movement in fair value of financial assets. Equity reserve The equity reserve is used to record the changes in the carrying amount of the financial liability representing the minority put and call option over the remaining 10% (2022: 10%) of the shares on issue of MAQ Rent SpA. 105 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: GROUP STRUCTURE FOR THE YEAR ENDED 30 JUNE 2023 22. SUBSIDIARIES The consolidated financial statements include the financial statements of Monadelphous Group Limited and subsidiaries: Name Parent: Monadelphous Group Limited Controlled entities of Monadelphous Group Limited: #Monadelphous Engineering Associates Pty Ltd #Monadelphous Properties Pty Ltd #Monadelphous Engineering Pty Ltd #Genco Pty Ltd #Monadelphous Workforce Pty Ltd #Monadelphous Electrical & Instrumentation Pty Ltd #Monadelphous KT Pty Ltd #Monadelphous Energy Services Pty Ltd #M Workforce Pty Ltd #M Maintenance Services Pty Ltd M&ISS Pty Ltd Inteforge Pty Ltd (formerly SinoStruct Pty Ltd) Monadelphous Group Limited Employee Share Trust Monadelphous Holdings Pty Ltd MGJV Pty Ltd Evo Access Pty Ltd Monadelphous Investments Pty Ltd MWOG Pty Ltd MOAG Pty Ltd Monadelphous International Holdings Pty Ltd Arc West Group Pty Ltd R.I.G. Installations (Newcastle) Pty Ltd RE&M Services Pty Ltd Pilbara Rail Services Pty Ltd EC Projects Pty Ltd Monadelphous RTW Pty Ltd MMW Projects Pty Ltd Monadelphous PNG Ltd Moway International Limited Moway AustAsia Steel Structures Trading (Beijing) Company Limited Inteforge Engineering & Fabrication (Tianjin) Co. Ltd (formerly SinoStruct Engineering & Fabrication (Tianjin) Co. Ltd) Monadelphous Singapore Pte Ltd2 Monadelphous Mongolia LLC Monadelphous Inc. Monadelphous Engineering NZ Pty Ltd Monadelphous Chile SpA MAQ Rent SpA (Note 17) Buildtek SpA1 BMC Holdings (Vic) Pty Ltd BMC Welding & Construction Pty Ltd BMC HV Electrical & Instrumentation Pty Ltd BMC Civil Pty Ltd Country of Incorporation 2023 2022 Percentage Held by Consolidated Entity Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Papua New Guinea Hong Kong China China Singapore Mongolia USA New Zealand Chile Chile Chile Australia Australia Australia Australia 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 - 100 100 100 100 90 - 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 90 90 - - - - # Controlled entities subject to the Class Order (refer to note 33) 1. Control ceased March 2023. Gain associated with loss of control of $389,870 was recognised in the Income Statement. 2. Deregistered during 2022 FINANCIAL REPORT 106 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: GROUP STRUCTURE FOR THE YEAR ENDED 30 JUNE 2023 22. SUBSIDIARIES (CONTINUED) Ultimate parent Monadelphous Group Limited is the ultimate holding company. Material partly-owned subsidiaries There were no subsidiaries that have a material non-controlling interest during the year (2022: none). 23. BUSINESS COMBINATION Acquisition of BMC On 9 June 2023, Monadelphous Group Limited acquired 100% of the share capital of a Victorian-based mechanical and electrical services business, BMC Holdings (Vic) Pty Ltd (‘BMC’). The acquisition of BMC is a key enabler to Monadelphous’ strategic efforts in developing its presence in the east coast-based energy generation, transmission and storage market, supporting Australia’s transition to clean energy. The provisional fair values of the identifiable assets and liabilities acquired from BMC as of date of acquisition were: Cash Trade and other receivables Property, plant and equipment Right of use assets Other Total assets Trade and other payables Lease liabilities Provisions Total liabilities Fair value of identifiable net assets Goodwill arising on acquisition (Note 10) Purchase consideration Acquisition-date fair-value of consideration transferred: Cash paid Total consideration The cash outflow on acquisition is as follows: Net cash acquired with the business Cash paid Net consolidated cash outflow Provisional Fair Value at Acquisition Date $’000 2 14,273 7,656 2,360 1,386 25,677 7,409 2,360 4,886 14,655 11,022 12,478 23,500 23,500 23,500 (2) 23,500 23,498 The net assets recognised in the 30 June 2023 financial statements were based on a provisional assessment due to the timing of the finalisation of the completion statements. Sales revenue and net profit from BMC for the period were not material. 107 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: GROUP STRUCTURE FOR THE YEAR ENDED 30 JUNE 2023 24. INTEREST IN JOINT OPERATIONS Joint operations interests The Group’s interests in joint operations are as follows: Joint Arrangement Principal Activity Principal Place of Business Monadelphous Worley JV PNG Monadelphous Worley JV Engineering, Procurement and Construction & Maintenance Support Work in PNG PNG Engineering, Procurement and Construction & Maintenance Support Work Brisbane, QLD Group Interest 2023 % 2022 % 65 65 65 65 During 2022, Monadelphous established an unincorporated joint venture, Alevro JV, to provide turnkey heavy lift solutions. The Group’s interest in the JV is dependent on each party’s contribution on a contract by contract basis. Commitments and contingent liabilities relating to joint operations There were no capital commitments or contingent liabilities relating to the joint operations at 30 June 2023 (2022: $nil). Impairment There were no assets employed in the joint operations during the year ended 30 June 2023 (2022: $nil). Recognition and measurement Joint arrangements are arrangements of which two or more parties have joint control. Joint control is the contractual agreed sharing of control of the arrangement which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control. Joint arrangements are classified as either a joint operation or joint venture, based on the rights and obligations arising from the contractual obligations between the parties to the arrangement. To the extent the joint arrangement provides the Group with rights to the individual assets and obligations arising from the joint arrangement, the arrangement is classified as a joint operation and as such, the Group recognises its: • Assets, including its share of any assets held jointly; • Liabilities, including its share of any liabilities incurred jointly; • Revenue from the sale of its share of the output arising from the joint operation; and • Expenses, including its share of any expenses incurred jointly. To the extent the joint arrangement provides the Group with rights to the net assets of the arrangement, the investment is classified as a joint venture and accounted for using the equity method. Under the equity method, the cost of the investment is adjusted by the post-acquisition changes in the Group’s share of the net assets of the venture. FINANCIAL REPORT 108 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: FINANCIAL RISK MANAGEMENT FOR THE YEAR ENDED 30 JUNE 2023 25. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES The Group’s principal financial instruments comprise receivables, payables, loans, leases and hire purchase contracts, cash and short-term deposits. The Group is exposed to financial risks which arise directly from its operations. The Group has policies and measures in place to manage financial risks encountered by the business. Primary responsibility for the identification of financial risks rests with the Board. The Board determines policies for the management of financial risks. It is the responsibility of the Chief Financial Officer and senior management to implement the policies set by the Board and for the constant day to day management of the Group’s financial risks. The Board reviews these policies on a regular basis to ensure that they continue to address the risks faced by the Group. The main risks arising from the Group’s financial instruments are interest rate risk, foreign currency risk, credit risk and liquidity risk. The Group’s policy to minimise risk from fluctuations in interest rates is to utilise fixed interest rates in its loans, leases and hire purchase contracts where appropriate. Cash and short term deposits are exposed to floating interest rate risks. The Group manages its foreign currency risk arising from significant supplier contracts in foreign currencies by holding foreign currency or taking out forward exchange contracts. Analysis is performed on a customer’s credit rating prior to signing contracts and analysis is performed regularly of credit exposures and aged debt to manage credit and liquidity risk. The policies in place for managing the financial risks encountered by the Group are summarised below. Risk exposures and responses Interest rate risk The Group’s exposure to variable interest rates is as follows: Financial assets/liabilities Cash and cash equivalents Loan – secured Net exposure Notes 5 14 2023 $’000 178,323 (770) 177,553 2022 $’000 183,329 (10,013) 173,316 The Group utilises a number of financial institutions to obtain the best interest rate possible and to manage its risk. The Group does not enter into interest rate hedges. At 30 June 2023, reasonably possible movements in variable interest rates, based on a review of historical movements and forward rate curves for forward rates would not have had a material impact on the Group. Foreign currency risk As a result of operations in Papua New Guinea, China, Mongolia, New Zealand and Chile the Group’s Statement of Financial Position can be affected by movements in the US$/A$, PGK/A$, RMB/A$, MNT/A$, NZ$/A$ and CLP/A$ exchange rates. The Group also has transactional currency exposures. Such exposure arises from sales or purchases by an operating entity in currencies other than the functional currency. Where possible, Monadelphous does not take on foreign exchange risk. At 30 June 2023, the Group has foreign exchange forward contracts in place for Euro 8,900,000 for future capital commitments (2022: nil). The Group also mitigates its exposure to foreign currency risk by minimising excess foreign currency balances in overseas jurisdictions not required for working capital. At 30 June 2023, the Group had the following exposure to foreign currency: Year ended 30 June 2023 Financial assets Cash and cash equivalents Trade and other receivables Financial liabilities Trade and other payables Net exposure PGK AUD $’000 USD AUD $’000 38,588 9,516 (1,346) 46,758 5,594 8,961 (2,711) 11,844 109 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: FINANCIAL RISK MANAGEMENT FOR THE YEAR ENDED 30 JUNE 2023 25. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONTINUED) Risk exposures and responses (continued) Foreign currency risk (continued) Year ended 30 June 2022 Financial assets Cash and cash equivalents Trade and other receivables Financial liabilities Trade and other payables Net exposure PGK AUD $’000 USD AUD $’000 28,666 18,404 (3,189) 43,881 5,844 7,512 (623) 12,733 At 30 June 2023, reasonably possible movements in USD foreign exchange rates, based on a review of historical movements, would not have had a material impact on the Group (2022: no material impact). At 30 June 2023, if the PGK foreign exchange rates had moved, as illustrated in the table below, with all other variables held constant, post tax profit and equity would have been affected as follows: Judgements of reasonably possible movements relating to financial assets and liabilities denominated in PGK: +5% (2022: +5%) -5% (2022: -5%) Post Tax Profit Higher/(Lower) Other Comprehensive Income Higher/(Lower) 2023 $’000 (1,637) 1,637 2022 $’000 (1,535) 1,535 2023 $’000 - - 2022 $’000 - - The reasonably possible movements have been based on review of historical movements. Credit risk Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments. The Group’s maximum exposure to credit risk is its cash, trade and other receivables and contract assets representing $541,670,000 at 30 June 2023 (2022: $579,089,000). The Group considers the probability of default upon initial recognition of a financial asset and whether there has been a significant increase in credit risk on an ongoing basis throughout the reporting period. Except for trade receivables, contract assets and other short-term receivables (see below), expected credit losses (ECL’s) are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12 months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL). To assess whether there is a significant increase in credit risk the Group compares the risk of a default occurring on the asset as at the reporting date with the risk of default as at the date of initial recognition. In making this assessment, the Group considers information that is reasonable and supportable, including historical experience and forward-looking information. Forward-looking information considered includes consideration of external sources of economic information. In particular, the Group takes into account the counterparties external credit rating (as far as available), actual or expected significant changes in the operating results of the counterparty and macroeconomic indicators when assessing significant movements in credit risk. FINANCIAL REPORT 110 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: FINANCIAL RISK MANAGEMENT FOR THE YEAR ENDED 30 JUNE 2023 25. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONTINUED) Risk exposures and responses (continued) Credit risk (continued) Trade receivables and contract assets The Group trades with recognised, creditworthy third parties. It is the Group’s policy that all customers who wish to trade on credit terms are subject to credit verification procedures. Publicly available credit information from recognised providers is utilised for this purpose where available. In addition, receivable balances are monitored on an ongoing basis with the result that the Group’s exposure to bad debts has not been significant. The Group minimises concentrations of credit risk in relation to accounts receivable and contract assets by undertaking transactions with a number of customers within the resources, energy and infrastructure industry sector. There are multiple contracts with our significant customers, across a number of their subsidiaries, divisions within those subsidiaries and locations. For transactions that are not denominated in the functional currency of the relevant operating unit, the Group does not offer credit terms without the specific approval of the Chair, Managing Director or Chief Financial Officer. Since the Group trades with recognised third parties, there is no requirement for collateral. The Group applies a simplified approach in calculating ECLs for trade receivables and contract assets. Therefore, the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. An impairment analysis is performed at each reporting date using a provision matrix to measure expected credit losses. The provision rates are based on days past due ageing for groupings of various customer segments with similar loss patterns. The calculation reflects the probability-weighted outcome, the time value of money and reasonable and supportable information that is available at the reporting date about past events, current conditions and forecasts of future economic conditions. A receivable is considered to be credit-impaired when one or more events that have a detrimental impact on the estimated future cash flows have occurred. Evidence that a receivable is credit-impaired includes observable data about significant financial difficulty of the debtor or a breach of contract, such as a default or past due event. Set out below is the information about the credit risk exposure on the Group’s trade receivables and contract assets, for which lifetime expected credit losses are recognised, using a provision matrix: Trade Receivables Days Past Due Contract Assets $’000 Current $’000 <31 Days $’000 31-60 Days $’000 61-90 Days $’000 >91 Days $’000 Total $’000 0.9% 0.7% 0.6% 0.6% 0.6% 30.5% 30 June 2023 Expected credit loss rate Total estimated gross carrying amount at default 29,878 199,673 42,261 8,377 3,142 Expected credit loss 276 1,403 276 54 19 3,708 1,132 257,161 2,884 30 June 2022 Expected credit loss rate Total estimated gross 0.6% 0.6% 0.6% 0.6% 0.6% 17.0% carrying amount at default 23,928 236,840 36,095 4,927 3,335 3,579 284,776 Expected credit loss 155 1,349 218 30 21 608 2,226 Other balances within trade and other receivables did not contain impaired assets and were not past due. It was expected that these other balances would be received when due. Financial instruments and cash deposits With respect to credit risk arising from the other financial assets of the Group, which comprises cash and cash equivalents, the Group’s exposure to credit risk arises from default of the counter party, with a maximum exposure equal to the carrying amount of these instruments. The Group minimises its exposure to credit risk for cash and cash equivalents, by investing funds with counter parties rated A+ or higher by Standard & Poor’s where possible. Term deposits typically have an original maturity of three months or less and other bank deposits are on call. These financial assets are considered to have low credit risk. 111 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: FINANCIAL RISK MANAGEMENT FOR THE YEAR ENDED 30 JUNE 2023 25. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONTINUED) Risk exposures and responses (continued) Credit risk (continued) Write off policy The Group writes off a financial asset when there is information indicating that the counterparty is in severe financial difficulty and there is no realistic prospect of recovery, e.g. when the counterparty has been placed under liquidation or entered into bankruptcy proceedings. Financial assets written off may still be subject to enforcement activities under the Group’s recovery procedures, taking into account legal advice where appropriate. Any recoveries made are recognised in profit or loss. Liquidity risk Financing facilities available At balance date the following financing facilities had been negotiated and were available Total facilities: Bank guarantee and performance bonds Revolving credit Facilities used at balance date: Bank guarantee and performance bonds Revolving credit Facilities unused at balance date: Bank guarantee and performance bonds Revolving credit 2023 $’000 2022 $’000 390,000 126,303 516,303 146,557 37,927 184,484 243,443 88,376 331,819 390,000 121,230 511,230 140,370 58,774 199,144 249,630 62,456 312,086 Nature of bank guarantees and performance bonds The contractual term of the bank guarantees and performance bonds match the underlying obligation to which it relates. Nature of revolving credit The revolving credit includes hire purchase/leasing facilities. Refer to note 15 for terms and conditions. FINANCIAL REPORT 112 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: FINANCIAL RISK MANAGEMENT FOR THE YEAR ENDED 30 JUNE 2023 25. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONTINUED) Risk exposures and responses (continued) Liquidity risk (continued) The Group’s objective is to manage the liquidity of the business by monitoring project cash flows and through the use of financing facilities. The Group currently has financing facilities in the form of hire purchase liabilities, secured loans and a receivable facility. The liquidity of the Group is managed by the Group’s Finance and Accounting department. The table below reflects all contractually fixed pay-offs, repayments and interest resulting from financial liabilities as of 30 June 2023. Maturity analysis of financial liabilities: 6 Months or Less $’000 6 Months to 1 Year $’000 1 Year to 5 Years $’000 5 Years or More $’000 Total Contractual Cash Flows $’000 Total Carrying Amount $’000 Year ended 30 June 2023 Financial liabilities Trade and other payables 158,087 Hire purchase liability Other lease liabilities Bank loans Other financial liability Net maturity Hire purchase liability Other lease liabilities Bank loans Other financial liability Net maturity Year ended 30 June 2022 Financial liabilities Trade and other payables 168,686 7,794 5,438 180 - 9,019 4,898 184 - - 8,400 5,263 178 - - 22,772 33,406 436 903 - - 11,410 - - 158,087 158,087 38,966 55,517 794 903 37,157 50,801 770 835 171,499 13,841 57,517 11,410 254,267 247,650 - 10,256 4,434 10,801 - - 30,202 30,576 794 3,577 65,149 - - 15,546 - - 168,686 168,686 49,477 55,454 11,779 3,577 47,102 50,706 11,672 3,206 15,546 288,973 281,372 182,787 25,491 Net fair values of financial assets and liabilities The carrying amounts and estimated fair values of financial assets and financial liabilities at balance date are materially the same. Interest bearing liabilities with fixed interest rates: The fair value includes the value of contracted cash flows, discounted at market rates. Cash and cash equivalent: The carrying amount approximates fair value because of their short-term maturity. Receivables and payables: The carrying amount approximates fair value due to short term maturity. Listed equity investments measured at fair value through other comprehensive income. The carrying amount is equal to the fair value calculated using quoted prices in active markets (level 1 – see below). The Group uses various methods in estimating the fair value of a financial instrument. The methods comprise: Level 1: The fair value is calculated using quoted prices in active markets. Level 2: The fair value is estimated using inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices). Level 3: The fair value is estimated using inputs for the asset or liability that are not based on observable market data. There were no material financial assets or liabilities measured at fair value at 30 June 2023 or 30 June 2022. 113 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OTHER FOR THE YEAR ENDED 30 JUNE 2023 26. COMMITMENTS AND CONTINGENCIES Capital commitments The consolidated group has capital commitments of $72,826,123 at 30 June 2023 (2022: $5,066,769), of which $15,120,000 relates to the construction of a facility in Gap Ridge, Karratha. 2023 $’000 2022 $’000 Guarantees Guarantees given to various clients for satisfactory contract performance 146,557 140,370 Monadelphous Group Limited and all controlled entities marked # in note 22 have entered into a deed of cross guarantee. Refer to note 33 for details. Contingent liabilities On 26 July 2023, Monadelphous was notified that Northern SEQ Distributor – Retailer Authority, trading as UnityWater (“UnityWater”), has served a Claim and Statement of Claim (“the Claim”) in the Supreme Court of Queensland against one of Monadelphous’ wholly owned subsidiaries, Monadelphous Engineering Pty Ltd (“ME”). The Claim is in an amount of approximately $80 million and relates to a contract entered into between UnityWater and ME in 2016 for the design and construction of an upgrade to the Kawana Sewerage Treatment Plant on the Sunshine Coast in Queensland. ME denies the claimed losses contained in the Claim and will vigorously defend those claims, as well as pursuing available counterclaims. The Group is subject to various other actual and pending claims arising in the normal course of business. The Group has regular claims reviews to assess the need for accounting recognition or disclosure. The Directors are of the opinion that based on information currently available there is no material exposure to the Group arising from these other actual and pending claims at balance date. 27. SUBSEQUENT EVENTS Notification of claim and statement of claim On 26 July 2023, Monadelphous was notified that Northern SEQ Distributor – Retailer Authority, trading as UnityWater, has served a Claim and Statement of Claim in the Supreme Court of Queensland against one of Monadelphous’ wholly owned subsidiaries, Monadelphous Engineering Pty Ltd (“ME”). Refer to note 26 for further details. Dividends declared On 21 August 2023, the directors of Monadelphous Group Limited declared a final dividend on ordinary shares in respect of the 2023 financial year. The total amount of the dividend is $24,126,200 which represents a fully franked final dividend of 25 cents per share. This dividend has not been provided for in the 30 June 2023 financial statements. The Monadelphous Group Limited Dividend Reinvestment Plan will apply to the dividend. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OTHER FOR THE YEAR ENDED 30 JUNE 2023 FINANCIAL REPORT 114 28. PARENT ENTITY INFORMATION Information relating to Monadelphous Group Limited parent entity Current assets Total assets Current liabilities Total liabilities Net assets Contributed equity Share-based payment reserve Fair value reserve for financial asset at FVOCI Retained earnings Total equity Profit after tax Total comprehensive income of the parent entity Contingent liabilities Guarantees Notes 2023 $’000 2022 $’000 118,399 254,506 - (28,290) 226,216 141,115 54,585 2,856 27,660 226,216 30,063 31,656 121,851 253,369 - (30,293) 223,076 136,096 41,578 1,264 44,138 223,076 49,714 50,218 26 146,557 140,370 Guarantees entered into by the Group are via the parent entity. Details are contained in note 26. Capital commitments The parent entity has capital commitments of $nil at 30 June 2023 (2022: $nil). 115 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OTHER FOR THE YEAR ENDED 30 JUNE 2023 29. SHARE BASED PAYMENT EXPENSE The share-based payment expense for the year ended 30 June 2023 was $10,724,607 (2022: $5,234,640) for the consolidated entity. Performance Rights During the year 501,295 performance rights were granted by Monadelphous Group Limited under the Combined Reward Plan (“CR Plan”) in respect of the 2022 award. The performance rights vest into shares in equal instalments, one, two and three years subsequent to award, subject to the employee remaining in the employ of the Company at those particular dates. The fair value of each performance right issued during the period was estimated on the date of grant using a discounted cash flow calculation. Specifically, the Monadelphous Group Limited share price has been discounted at the dividend yield in order to account for the dividends that the rights holder forgoes over the life of the rights. The weighted average fair value of performance rights granted in the period was $9.96. The following table illustrates the number and weighted average exercise prices of and movements in performance rights granted, exercised and forfeited during the year. Balance at the beginning of the year Issued during the year Exercised during the year Forfeited during the year Balance at the end of the year Exercisable during the next year Retention Rights 2023 2022 Number of Performance Rights Weighted Average Exercise Price $ Number of Performance Rights Weighted Average Exercise Price $ 75,224 501,295 (75,224) (11,956) 489,339 163,080 nil nil nil nil nil nil 236,193 - (155,556) (5,413) 75,224 75,224 nil nil nil nil nil nil In November 2022, 43,600 retention rights which had been offered in December 2021 to the Company’s Managing Director at the time, R. Velletri, were approved to be granted at the Company’s Annual General Meeting. The retention rights were issued in the form of performance rights and vest into shares in equal instalments, one, two and three years subsequent to award, subject to the employee remaining in the employment of the Company at those particular dates. The fair value of each retention right issued during the period was estimated on the date of grant using a discounted cash flow calculation. The weighted average fair value of retention rights granted in the period was $12.96. The following table illustrates the number and weighted average exercise prices of and movements in retention rights granted, exercised and forfeited during the year. Balance at the beginning of the year Issued during the year Exercised during the year Forfeited during the year Balance at the end of the year Exercisable during the next year 2023 2022 Number of Retention Rights Weighted Average Exercise Price $ Number of Retention Rights Weighted Average Exercise Price $ 1,086,800 43,600 (370,402) (39,002) 720,996 349,503 nil nil nil nil nil nil - 1,115,200 - (28,400) 1,086,800 362,202 nil nil nil nil nil nil FINANCIAL REPORT 116 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OTHER FOR THE YEAR ENDED 30 JUNE 2023 29. SHARE BASED PAYMENT EXPENSE (CONTINUED) Options The exercise price of the options granted under the Employee Option Plan was calculated as the average closing market price of the shares for the five trading days prior to the invitation date to apply for the options of 5 November 2020. The fair value of each option issued during the year was estimated on the date of grant using a Binomial option-pricing model. The following weighted average assumptions were used for grants during the year: Dividend yield Volatility Risk-free interest rate Expected life of option 5.44% 44.0% 0.21% - 0.95% 25% - 1 years 25% - 2 years 50% - 3 years The dividend yield reflects an analysis of past dividends and future dividend expectations. The expected life of the options is based on historical data and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which also may not necessarily be the actual outcome. No other features of options granted were incorporated into the measurement of fair value. The resulting weighted average fair values for options outstanding at 30 June 2023 are: Number 562,500 562,500 1,125,000 75,000 75,000 150,000 692,500 1,385,000 75,000 150,000 Grant Date 14/10/2019 14/10/2019 14/10/2019 24/11/2020 24/11/2020 24/11/2020 05/11/2020 05/11/2020 23/11/2021 23/11/2021 Final Vesting Date Fair Value Per Option at Grant Date 14/09/2023 14/09/2023 14/09/2023 14/09/2023 14/09/2023 14/09/2023 14/09/2024 14/09/2024 14/09/2024 14/09/2024 $1.84 $2.10 $2.27 $1.84 $2.10 $2.27 $2.04 $2.23 $1.69 $1.96 The following table illustrates the number and weighted average exercise prices of and movements in options granted, exercised and forfeited during the year. 2023 2022 Number of Options Weighted Average Exercise Price $ Number of Options Weighted Average Exercise Price $ Balance at the beginning of the year 5,640,000 11.80 5,590,000 Granted during the year Exercised during the year Forfeited during the year Balance at the end of the year - (772,500) (15,000) - 9.30 9.30 300,000 - (250,000) 4,852,500 12.21 5,640,000 Exercisable during the next year 3,317,500 13.55 2,047,500 2,550,000 options in respect of the 2019 award will lapse in September 2023 as a consequence of the performance hurdle not having been achieved. 11.92 9.30 - 11.29 11.80 11.43 117 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OTHER FOR THE YEAR ENDED 30 JUNE 2023 29. SHARE BASED PAYMENT EXPENSE (CONTINUED) Recognition and measurement The Group provides benefits to employees (including Key Management Personnel) of the Group in the form of share-based payments, whereby employees render services in exchange for shares or rights over shares (equity-settled transactions). These benefits are provided through the Monadelphous Group Limited Combined Reward Plan, the 2021 Monadelphous Group Limited Employee Retention Plan and the Monadelphous Group Limited Employee Option Plan. The cost of these equity-settled transactions with employees is measured by reference to the fair value of the equity instruments at the date on which they are granted. The fair value is determined by an external valuer. In valuing equity-settled transactions, no account is taken of any performance conditions, other than conditions linked to the price of the shares of Monadelphous Group Limited (market conditions), if applicable. The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in which the performance and/or service conditions are fulfilled (the vesting period), ending on the date on which the relevant employees become fully entitled to the award (the vesting date). The cumulative expense recognised for equity settled transactions at each reporting date until vesting date reflects (i) the extent to which the vesting period has expired and (ii) the number of awards that, in the opinion of the directors of the Group, will ultimately vest. This opinion is formed based on the best available information at balance date. No adjustment is made for the likelihood of market performance conditions being met as the effect of these conditions is included in the determination of fair value at grant date. The income statement charge or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period. Until an award has vested, any amounts recorded are contingent and will be adjusted if more or fewer awards vest than were originally anticipated to do so. Any award subject to market condition is considered to vest irrespective of whether or not that market condition is fulfilled, provided that all other conditions are satisfied. The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OTHER FOR THE YEAR ENDED 30 JUNE 2023 FINANCIAL REPORT 118 30. AUDITOR’S REMUNERATION The auditor of Monadelphous Group Limited is Ernst & Young. Amounts received or due and receivable by Ernst & Young Australia for: - An audit or review of the financial report of the entity and any other entity in the consolidated entity - Other services in relation to the entity and any other entity in the consolidated entity - tax compliance - other agreed upon procedure services where there is discretion as to whether the service is provided by the auditor of another firm Total fees to Ernst & Young (Australia) Amounts received or due and receivable by overseas member firms of Ernst & Young for: - An audit or review of the financial report of the entity and any other entity in the consolidated entity - Other services in relation to the entity and any other entity in the consolidated entity - tax compliance Total fees to overseas member firms of Ernst & Young Total auditor’s remuneration 2023 $ 2022 $ 336,546 375,282 38,095 28,200 5,200 379,841 - 403,482 8,382 9,174 9,022 17,404 9,510 18,684 397,245 422,166 Ernst & Young has provided an auditor’s independence declaration to the Directors of Monadelphous Group Limited confirming that the provision of the other services has not impaired their independence as auditors. 31. RELATED PARTY DISCLOSURES Compensation of Key Management Personnel Short term benefits Post-employment Long term benefits Share-based payments Total compensation Zenviron The Group had sales to the joint venture during the year totalling $1,768,321 (2022: $3,413,805). Mondium The Group had sales to the joint venture during the year totalling $2,828,390 (2022: $94,357,476). 2023 $ 2022 $ 4,521,397 4,527,670 183,338 129,611 1,616,132 6,450,478 175,345 134,970 989,875 5,827,860 119 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OTHER FOR THE YEAR ENDED 30 JUNE 2023 32. OPERATING SEGMENTS Revenue is derived by the consolidated entity from the provision of engineering services to the resources, energy and infrastructure industry sector. For the year ended 30 June 2023, the Engineering Construction division contributed revenue of $541.9 million (2022: $774.4 million) and the Maintenance and Industrial Services division contributed revenue of $1,298.4 million (2022: $1,166.0 million). Included in these amounts is $11.5 million (2022: $10.3 million) of inter-entity revenue and $107.8 million (2022: $120.6 million) of revenue of joint ventures, which is eliminated on consolidation. The operating divisions are exposed to similar risks and rewards from operations and are only segmented to facilitate appropriate management structures. The Executive Management Committee is the Chief Operating Decision Maker (CODM) and monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. The CODM believe that the aggregation of the operating divisions is appropriate for segment reporting purposes as they: • have similar economic characteristics in that they have similar gross margins; • perform similar services for the same industry sector; • have similar operational business processes; • provide a diversified range of similar engineering services to a large number of common clients; • utilise a centralised pool of engineering assets and shared services in their service delivery models, and the services provided to customers allow for the effective migration of employees between divisions; and • operate predominately in one geographical area, namely Australia. Accordingly, all services divisions have been aggregated to form one segment. The Group has a number of customers to which it provides services. The largest customer represented 17% (2022: 26%) of the Group’s revenue. Two other customers individually contributed 12% of the Group’s revenue. There are multiple contracts with these customers, across a number of their subsidiaries and divisions within those subsidiaries and locations. Geographical Information Revenue from external customers Australia Chile Papua New Guinea Mongolia Other overseas locations Total non-current assets Australia Chile Papua New Guinea Mongolia Other overseas locations 2023 $’000 2022 $’000 1,548,379 1,624,561 84,233 57,436 23,651 7,257 97,727 83,289 153 3,721 1,720,956 1,809,451 212,788 6,111 4,979 443 720 202,538 14,854 6,647 48 744 225,041 224,831 33. DEED OF CROSS GUARANTEE Pursuant to ASIC Corporations (Wholly-owned Companies) Instrument 2016/785, relief has been granted to these controlled entities of Monadelphous Group Limited from the Corporations Act 2001 requirements for preparation, audit and publication of accounts. As a condition of the Class Order, Monadelphous Group Limited and the controlled entities subject to the Class Order, entered into a deed of indemnity on 9 June 2011, 1 June 2012, 9 June 2014 and 8 June 2016. The effect of the deed is that Monadelphous Group Limited has guaranteed to pay any deficiency in the event of winding up of these controlled entities. The controlled entities have also given a similar guarantee in the event that Monadelphous Group Limited is wound up. FINANCIAL REPORT 120 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OTHER FOR THE YEAR ENDED 30 JUNE 2023 DEED OF CROSS GUARANTEE (CONTINUED) 33. The consolidated income statement and statement of financial position of the entities that are members of the ‘Deed’ are as follows: Consolidated Income Statement and Comprehensive Income Profit before income tax Income tax expense Net profit after tax for the period Reconciliation of Retained Earnings Retained earnings at the beginning of the period Dividends paid Net profit after tax for the period Retained earnings at the end of the period Consolidated Statement of Financial Position ASSETS Current assets Cash and cash equivalents Trade and other receivables Contract assets Total current assets Non-current assets Contract assets Investments in subsidiaries Property, plant and equipment Deferred tax assets Intangible assets and goodwill Other non-current assets Total non-current assets TOTAL ASSETS LIABILITIES Current liabilities Trade and other payables Interest bearing loans and borrowings Lease liabilities Income tax payable Provisions Total current liabilities Non-current liabilities Interest bearing loans and borrowings Lease liabilities Provisions Total non-current liabilities TOTAL LIABILITIES NET ASSETS EQUITY Contributed equity Reserves Retained earnings TOTAL EQUITY 2023 $’000 50,460 (15,702) 34,758 207,294 (46,919) 34,758 195,133 102,900 295,597 6,533 405,030 23,832 32,348 140,174 12,339 4,203 - 212,896 617,926 96,514 343 21,140 9,895 32,647 160,539 428 57,617 5,654 63,699 224,238 393,688 141,115 57,440 195,133 393,688 2022 $’000 72,234 (20,546) 51,688 198,368 (42,762) 51,688 207,294 118,863 278,894 9,869 407,626 15,779 18,948 140,191 15,629 4,203 3,440 198,190 605,816 67,593 - 21,708 15,154 46,311 150,766 771 64,530 5,056 70,357 221,123 384,693 136,096 41,303 207,294 384,693 121 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OTHER FOR THE YEAR ENDED 30 JUNE 2023 34. OTHER ACCOUNTING STANDARDS Other accounting policies Financial assets Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value through OCI, and fair value through profit or loss. With the exception of trade receivables, that do not have a significant financing component, the Group initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs. Trade receivables that do not contain a significant financing component are measured at the transaction price determined under AASB 15. Financial assets at amortised cost The Group measures financial assets at amortised cost where the objective is to hold financial assets in order to collect contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. Financial assets at amortised cost are subsequently measured using the effective interest rate (EIR) method and are subject to impairment. Gains and losses are recognised in profit or loss when the asset is derecognised, modified or impaired. The Group’s financial assets at amortised cost includes trade receivables. Financial assets at fair value For financial assets at fair value, gains and losses will either be reported in profit or loss or other comprehensive income. For investments in equity instruments that are not held for trading, this will depend on whether the Group has made an irrevocable election at the time of initial recognition to account for the equity instruments at fair value through OCI. Gains and losses on financial assets designated at fair value through OCI are not recycled to profit or loss. Dividends are recognised as other income in the statement of profit or loss when the right of payment has been established. Equity instruments designated at fair value through OCI are not subject to impairment assessment. Impairment of financial assets The Group recognises an allowance for ECLs for trade receivables, contract assets and other debt financial assets not held at fair value through profit or loss. ECLs are based on the difference between the contracted cash flows due in accordance with the contract and all the cash flows the Group expects to receive, discounted at an approximation of the original effective interest rate. For trade receivables and contract assets, the Group applies a simplified approach in calculating expected credit losses and recognises a loss allowance based on lifetime expected credit losses at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment. Definition of default The Group considers a financial asset to be in default when contractual payments are 90 days past due or when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full. Write off policy A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows. Goods and services tax (GST) Revenues, expenses and assets are recognised net of the amount of GST except: • when the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and • receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the statement of financial position. Cash flows are included in the statement of cash flows on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority are classified as operating cash flows. Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority. New and amended Accounting Standards and Interpretations Monadelphous Group Limited and its subsidiaries has adopted all new and amended Australian Standards and Interpretations mandatory for reporting periods beginning on or before 1 July 2022. Revised Standards and Interpretations which apply from 1 July 2022 did not have any material effect on the financial position or performance of the Group. FINANCIAL REPORT 122 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OTHER FOR THE YEAR ENDED 30 JUNE 2023 34. OTHER ACCOUNTING STANDARDS (CONTINUED) New Accounting Standards and Interpretations issued but not yet effective Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet effective (including those below) have not been adopted by the Group for the annual reporting period ended 30 June 2023. Reference Summary Amendments to AASB 112 - Deferred Tax related to Assets and Liabilities arising from a Single Transaction AASB 112 Income Taxes requires entities to account for income tax consequences when economic transactions take place, and not at the time when income tax payments or recoveries are made. Accounting for such tax consequences, means entities need to consider the differences between tax rules and accounting standards. These differences could either be: • Permanent – e.g., when tax rules do not allow a certain expense to ever Application Date of Standard Application Date for Group 1 January 2023 1 July 2023 be deducted Or • Temporary – e.g., when tax rules treat an item of income as taxable in a period later than when included in the accounting profit. Deferred taxes representing amounts of income tax payable or recoverable in the future must be recognised on temporary differences unless prohibited by AASB 112 in certain circumstances. One of these circumstances, known as the initial recognition exception, applies when a transaction affects neither accounting profit nor taxable profit, and is not a business combination. Views differ about applying this exception to transactions that, on initial recognition, create both an asset and liability (and could give rise to equal amounts of taxable and deductible temporary differences) such as: • Recognising a right-of-use asset and a lease liability when commencing a lease • Recognising decommissioning, restoration and similar liabilities with corresponding amounts included in the cost of the related asset. Some entities have previously recognised deferred tax consequences for these types of transactions, having concluded that they did not qualify for the initial recognition exception. The amendments to AASB 112 clarify that the exception would not normally apply. That is, the scope of this exception has been narrowed such that it no longer applies to transactions that, on initial recognition, give rise to equal amounts of taxable and deductible temporary differences. The amendments apply from the beginning of the earliest comparative period presented to: • All transactions occurring on or after that date • Deferred tax balances, arising from leases and decommissioning, restoration and similar liabilities, existing at that date. The cumulative effect of initial application is recognised as an adjustment to the opening balance of retained earnings or other component of equity, as appropriate. Amendments to AASB 101 - Disclosure of Accounting Policies The amendments aim to help entities provide accounting policy disclosures that are more useful by: • Replacing the requirement for entities to disclose their ‘significant 1 January 2023 1 July 2023 accounting policies’ with a requirement to disclose ‘material accounting policy information’ • Adding guidance on how entities apply the concept of materiality in making decisions about accounting policy disclosures. Replacement of the term ‘significant’ with ‘material’. In assessing the materiality of accounting policy information, entities need to consider both the size of the transactions, other events or conditions and their nature. 123 ANNUAL REPORT 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: OTHER FOR THE YEAR ENDED 30 JUNE 2023 34. OTHER ACCOUNTING STANDARDS (CONTINUED) New accounting standards and interpretations issued but not yet effective (continued) Reference Summary Amendments to AASB 8 - Definition of Accounting Estimates The amended standard clarifies that the effects on an accounting estimate of a change in an input or a change in a measurement technique are changes in accounting estimates if they do not result from the correction of prior period errors. The amendments clarify: • What is meant by a right to defer settlement • That a right to defer settlement must exist at the end of the reporting period • That classification is unaffected by the likelihood that an entity will exercise its deferral right • That only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification • Disclosures. If an entity’s right to defer settlement of a liability is subject to the entity complying with the required covenants only at a date subsequent to the reporting period (“future covenants”), the entity has a right to defer settlement of the liability even if it does not comply with those covenants at the end of the reporting period. Existence at the end of the reporting period - The amendments also clarify that the requirement for the right to exist at the end of the reporting period applies to covenants which the entity is required to comply with on or before the reporting date regardless of whether the lender tests for compliance at that date or at a later date. Management expectations – paragraph has been added to clarify that the ‘classification of a liability is unaffected by the likelihood that the entity will exercise its right to defer settlement of the liability for at least twelve months after the reporting period’. That is, management’s intention to settle in the short run does not impact the classification. This applies even if settlement has occurred when the financial statements are authorised for issuance. However, in these circumstances an entity may need to disclose information about the timing of settlement to enable users to understand the impact on its financial position. The amendments clarify that a full gain or loss is recognised when a transfer to an associate or joint venture involves a business as defined in AASB 3 Business Combinations. Any gain or loss resulting from the sale or contribution of assets that does not constitute a business, however, is recognised only to the extent of unrelated investors’ interests in the associate or joint venture. Amendments to AASB 101 – Classification of Liabilities as Current or Non-Current and Non-Current Liabilities with Covenants Amendments to AASB 10 and AASB 128 - Amendments to Australian Accounting Standards – Sale or Contribution of Assets between an Investor and its Associate or Joint Venture Application Date of Standard Application Date for Group 1 January 2023 1 July 2023 1 January 2024 1 July 2024 1 January 2025 1 July 2025 FINANCIAL REPORT 124 INVESTOR INFORMATION FOR THE YEAR ENDED 30 JUNE 2023 Additional information required by the Australian Securities Exchange Limited and not shown elsewhere in this report is as follows. The information is current at 11 September 2023. a) Distribution of equity securities The number of shareholders, by size of holding, in each class of share is: Range 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 Over Total Total Holders 5,479 3,406 661 522 35 10,103 Number of Ordinary Shares % of Issued Capital 2,396,533 8,086,573 4,925,688 13,131,700 68,260,676 96,801,170 2.48 8.35 5.09 13.57 70.52 100.00 The number of shareholders holding less than marketable parcels is 386. b) Twenty largest shareholders The names of the twenty largest holders of quoted shares are: Rank Name Number of Ordinary Shares % of Issued Capital 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. 20. Total HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED CITICORP NOMINEES PTY LIMITED J P MORGAN NOMINEES AUSTRALIA PTY LIMITED NATIONAL NOMINEES LIMITED BNP PARIBAS NOMS PTY LTDVELHAM NOMINEES PTY LTD 22,289,908 13,709,402 10,446,114 7,439,664 2,788,225 2,100,000 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 1,350,662 WILMAR ENTERPRISES PTY LTD RUBI HOLDINGS PTY LTD BNP PARIBAS NOMINEES PTY LTD CITICORP NOMINEES PTY LIMITED MR ARIF ERDASH HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED-GSCO ECA HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED WARBONT NOMINEES PTY LTD BORROMINI PTY LTD MARSDEN HOLDINGS (CANBERRA) PTY LTD BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD NETWEALTH INVESTMENTS LIMITED TWIN PINES PTY LTD 1,320,000 1,022,653 980,867 552,657 480,000 291,212 245,370 233,225 224,000 219,423 209,508 203,355 184,600 23.03 14.16 10.79 7.69 2.88 2.17 1.40 1.36 1.06 1.01 0.57 0.50 0.30 0.25 0.24 0.23 0.23 0.22 0.21 0.19 66,290,845 68.48 125 ANNUAL REPORT 2023 INVESTOR INFORMATION FOR THE YEAR ENDED 30 JUNE 2023 ANNUAL GENERAL MEETING The Annual General Meeting will be held in person at The University Club, University of Western Australia, Crawley, WA, and online, on Tuesday 21 November 2023 at 10.00am (AWST). Full details of the meeting are contained in the Notice of Annual General Meeting available on the Company’s website at www.monadelphous.com.au. DIVIDENDS The following options are available regarding payment of dividends. (i) By cheque payable to the shareholder; or (ii) By direct deposit to a bank, building society or credit union account. Lost or stolen cheques should be reported immediately to the Share Registry, in writing. Electronic payments are credited on the dividend payment date and confirmed by a payment advice sent to the shareholder. Request forms for this service are available from the Company’s Share Registry at the address shown below. In addition, updates can be arranged online at www.computershare.com.au/ easyupdate/MND. SHAREHOLDER ENQUIRIES All enquires should be directed to the Company’s Share Registry at: Computershare Investor Services Pty Limited Level 17, 221 St George’s Terrace Perth Western Australia 6000 GPO Box 2975 Melbourne Victoria 3001 Telephone: 1300 364 961 (Australia) +61 3 9946 4415 (Overseas) Email: Website: web.queries@computershare.com.au www.computershare.com.au All written enquires should include your Security Holder Reference Number or Holder Identification Number as it appears on your Holding Statement along with your current address. CHANGE OF ADDRESS It is very important that shareholders notify the Share Registry immediately, in writing, if there is any change to their registered address. If your holding is managed and registered by a Broker, then immediate notification must be made to your Broker. LOST HOLDING STATEMENTS Shareholders should inform the Share Registry immediately, in writing, so that a replacement statement can be arranged. If your holding is managed and registered by a Broker, then any replacement request must be made to your Broker. CHANGE OF NAME Shareholders who change their name should notify the Share Registry, in writing, and attach a copy of a relevant marriage certificate or deed poll. If your holding is managed and registered by a Broker, then immediate notification must be made to your Broker. TAX FILE NUMBER (TFN) Although it is not compulsory for each shareholder to provide a TFN or exemption details, for those shareholders who do not provide the necessary details, the Company will be obliged to deduct tax from any unfranked portion of their dividends at the top marginal rate. TFN application forms can be obtained from the Share Registry, any Australian Post Office or the Australian Taxation Office. MONADELPHOUS PUBLICATIONS In an effort to reduce its impact on the environment Monadelphous will only post printed copies of this Annual Report to those shareholders who elect to receive one through the Share Registry. Shareholders may alternatively elect to receive an electronic copy of the Annual Report. This can be arranged online at www.computershare.com.au/easyupdate/MND. Monadelphous Group Limited financial reports are also available on its website. INFORMATION ABOUT MONADELPHOUS Requests for specific information on the Company can be directed to the Company Secretary at the following address: Monadelphous Group Limited PO Box 600 Victoria Park, WA 6979 Telephone: +61 8 9316 1255 Facsimile: +61 8 9316 1950 MONADELPHOUS WEBSITE Further information about Monadelphous Group Limited is available on the Company’s website at www.monadelphous.com.au CORPORATE DIRECTORY DIRECTORS Robert Velletri Chair Zoran Bebic Managing Director Susan Lee Murphy AO Lead Independent Non-Executive Director Dietmar Robert Voss Independent Non-Executive Director Helen Jane Gillies Independent Non-Executive Director Enrico Buratto Independent Non-Executive Director Company Secretaries Kristy Glasgow Philip Trueman PRINCIPAL REGISTERED OFFICE IN AUSTRALIA 59 Albany Highway Victoria Park Western Australia 6100 Telephone: +61 8 9316 1255 Facsimile: +61 8 9316 1950 Website: www.monadelphous.com.au POSTAL ADDRESS PO Box 600 Victoria Park Western Australia 6979 SHARE REGISTRY Computershare Investor Services Pty Limited Level 17, 221 St George’s Terrace Perth Western Australia 6000 Telephone: 1300 364 961 Facsimile: +61 3 9473 2500 ASX CODE MND – Fully Paid Ordinary Shares BANKERS National Australia Bank Limited 100 St George’s Terrace Perth Western Australia 6000 HSBC 188-190 St George’s Terrace Perth Western Australia 6000 Westpac Banking Corporation 109 St George’s Terrace Perth Western Australia 6000 FINANCIAL REPORT 126 AUDITORS Ernst & Young 11 Mounts Bay Road Perth Western Australia 6000 SOLICITORS Johnson, Winter & Slattery Level 49, 152-158 St George’s Terrace Perth Western Australia 6000 CONTROLLED ENTITIES Monadelphous Engineering Associates Pty Ltd Monadelphous Engineering Pty Ltd Monadelphous Properties Pty Ltd Monadelphous Workforce Pty Ltd Genco Pty Ltd Monadelphous Electrical & Instrumentation Pty Ltd Monadelphous PNG Ltd Monadelphous Holdings Pty Ltd Moway International Limited Inteforge Pty Ltd (formerly SinoStruct Pty Ltd) Moway AustAsia Steel Structures Trading (Beijing) Company Limited Monadelphous Group Limited Employee Share Trust Monadelphous KT Pty Ltd Monadelphous Energy Services Pty Ltd Monadelphous Mongolia LLC M&ISS Pty Ltd M Maintenance Services Pty Ltd Monadelphous Engineering NZ Pty Ltd Evo Access Pty Ltd Monadelphous Inc. MGJV Pty Ltd M Workforce Pty Ltd Monadelphous Investments Pty Ltd MWOG Pty Ltd Arc West Group Pty Ltd MOAG Pty Ltd Monadelphous International Holdings Pty Ltd R.I.G. Installations (Newcastle) Pty Ltd R E & M Services Pty Ltd Pilbara Rail Services Pty Ltd EC Projects Pty Ltd Monadelphous Chile SpA MAQ Rent SpA Inteforge Engineering & Fabrication (Tianjin) Co. Ltd Monadelphous RTW Pty Ltd MMW Projects Pty Ltd BMC Holdings (Vic) Pty Ltd BMC Welding & Construction Pty Ltd BMC HV Electrical & Instrumentation Pty Ltd BMC Civil Pty Ltd PERTH HEAD OFFICE BRISBANE OFFICE MONADELPHOUS.COM.AU 59 Albany Highway Victoria Park Western Australia 6100 Level 6, 19 Lang Parade Milton Queensland 4064 Monadelphous Group Limited ABN 28 008 988 547 PO Box 600 Victoria Park Western Australia 6979 PO Box 1872 Milton Queensland 4064 T +61 8 9316 1255 F +61 8 9316 1950 T +61 7 3368 6700 F +61 7 3368 6777