2021
Annual Report
Neurotech International Limited
ACN 610 205 402
Natural
Cannabis
Extracts for
Neurological
Disorders
Corporate Directory
Directors
Brian Leedman (Chairman)
Mark Davies (Non-Executive Director)
Winton Willesee (Non-Executive Director)
Krista Bates (Non-Executive Director)
Allan Cripps (Non-Executive Director)
Company Secretary
Erlyn Dale
Registered and Principal Office
Suite 5 CPC, 145 Stirling Highway
NEDLANDS WA 6009
Telephone: (08) 9389 3130
Website: www.neurotechinternational.com
Email: info@neurotechinternational.com
Auditors
BDO Audit (WA) Pty Ltd
38 Station Street
SUBIACO WA 6008
Share Registry
Automic Registry Services
Level 2, 267 St Georges Terrace
PERTH WA 6000
Telephone: (08) 9324 2099
Home Exchange
Australian Securities Exchange Ltd
Exchange Plaza
2 The Esplanade
PERTH WA 6000
ASX Code: NTI
Solicitors
Jackson McDonald
Level 17
225 St Georges Terrace
PERTH WA 6000
Contents
Directors’ Report
Auditor’s Independence Declaration
Corporate Governance
Consolidated Statement of Profit Or Loss and
Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes In Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
Directors’ Declaration
Independent Audit Report
ASX Additional Information
4
40
41
43
44
45
47
48
76
77
80
Directors’ Report
The Directors present their report together with the financial
report of Neurotech International Limited and its controlled entities
(Group) for the financial year ended 30 June 2021 and the Auditor’s
Report thereon.
Dried plant material NTI164. Drying is a process which
takes place under specific guidelines.
Fresh plant material NTI164. Each NTI164 is monitored and
at the appropriate time plants are trimmed and prepared
for the drying process.
4
Neurotech Annual Report 2021
Board of Directors
The names and details of the Directors in
office during the financial period and until the
date of this report are set out below.
| Brian Leedman
Chairman (appointed 19 October 2020)
| Mark Davies
Non-Executive Director
| Winton Willesee
Non-Executive Director
| Krista Bates
Non-Executive Director (appointed
5 April 2021)
| Allan Cripps
Non-Executive Director (appointed
19 May 2021)
| Peter Griffiths
Chief Executive Officer and Managing
Director (resigned 19 October 2020)
| David Cantor
Non-Executive Director (resigned 19
October 2020)
Principal Activities
Neurotech International Limited is a medical
device and solutions company conducting
clinical studies to assess the neuro-protective,
anti-inflammatory and neuro-modulatory
activities of its proprietary cannabis strains.
Neurotech is also commercialising Mente, the
world’s first home therapy that is clinically
proven to increase engagement and improve
relaxation in autistic children with elevated
Delta band brain activity.
Dividends Paid or
Recommended
The Directors of the Company do not
recommend the payment of a dividend in
respect of the current financial year ended 30
June 2021 (2020: Nil).
Operating Results
The consolidated Group’s net loss after
providing for income tax for the year ended
30 June 2021 amounted to $7,430,628 (30
June 2020: $1,713,439). Refer to Note 1(c) on the
preparation of the financial statements on a
going concern basis.
5
Neurotech Annual Report 2021 Review of Operations
During the financial year, to complement
its Mente produce program, Neurotech
focused on researching the use of cannabis
to treat neurological conditions such as
autism, MS, epilepsy and attention deficit
hyperactivity disorder (ADHD), building on
its existing work in the field of autism.
In July 2020, the Group announced
that it had secured an option to acquire
an exclusive worldwide licence to
use proprietary cannabis strains from
Australian cannabis grower Dolce Cann
Global Pty Ltd (“Dolce”) for medicinal use
in treating autism, epilepsy and ADHD.
In August 2020, Neurotech reported
encouraging early results from the first
40 samples tested as part of cannabinoid
genetic profiling and analysis by ACS
Laboratories (“ACS”) as its first step in
Neurotech’s research into the potential of
cannabinoids for medicinal use in treating
neurological disorders.
Dolce has proprietary genetics sourced from
13 rare chemovars, bolstered over 20 years
by selective breeding targeted for distinct
purposes such as cultivation method,
climate, yield, phytochemical content and
harvested products including flower, seed,
fibre or biomass. ACS, a leader in medicinal
cannabis analytical methods, analysed
samples using well-established and published
High Performance Liquid Chromatography
Ultraviolet (HPLC/UV) and Mass Spectrometry
(MS) methods. An analytical screen was
carried out on 10 major cannabinoids. ACS
6
reported the first 40 samples returned a “wide
cannabinoid profile”.
In September 2020, Neurotech reported that
it would proceed to in vitro trials after further
positive results from analysis on the full 80
cannabis samples from Dolce supported
Neurotech’s plans.
ACS found all 80 samples submitted by
Neurotech contained varying amounts of
all major cannabinoids, including CBDV,
CBDA, CBGA, CBG, CBD, THCV, CBN, THC,
d8-THC, CBC and THCA. However, analysis
found Neurotech’s lead samples contained
levels of cannabinoid CBDA of up to approx.
12%, which is promising for the Company’s
planned research. CBDA has been reported
as a powerful active with neuromodulation,
anti-anxiety and anti-inflammatory properties,
showing potential for treating disorders such
as ADD and seizures.
ACS’ analysis allowed Neurotech to identify
the top leads from the 80 samples provided
by Dolce.
Manual trimming of NTI164 (completed under our R&D
scope).
Following this, NTI announced it had
commenced independent in vitro cell studies
using human derived cell lines to assess the
Neurotech Annual Report 2021 neuro-protective, anti-inflammatory and
neuro-modulatory activities of key cannabis
strains. Neurotech is believed to be one of
the first groups in the world to undertake cell
line studies on newly discovered cannabinoid
varieties such as CBDA, CBDP and CBDB.
NTI/Dolce full spectrum plants exhibited
properties that are much more powerful
and novel when compared to CBD alone.
CBD alone products are currently the market
leaders and considered to be the ‘gold
standard’ in the medicinal cannabis field.
The in vitro studies assessed the activities
of the lead Dolce strains, determined by
the earlier genetic profiling, in human
neuroblast cells as well as microglial cells
and assays, with trials completed across
three independent scientific laboratories,
Monash University, University of Wollongong
and RMIT in Melbourne. All three facilities are
internationally recognised for their work in
cannabinoid research and development.
In November and December, Neurotech
announced results from its in vitro human
neuronal cell studies to assess the neuro-
protective, anti-inflammatory and neuro-
modulatory activities of the proprietary NTI/
Dolce cannabis strains.
These studies demonstrated that the NTI/
Dolce full spectrum strains:
| Reduced inflammation within the brain
cells;
| Were able to improve mitochondrial
viability in the presence of an external toxic
insult (glutamate);
| Increased cell health and viability in the
presence of an external insult;
| Were more potent than CBD isolate
alone in all tests – between 30% and 80%
more potent;
| Increased the number of mitochondrial
cells without any toxic insult;
| Did not have any negative effects on cell
health and maintain cell viability;
| Demonstrated neuroprotective activity in
the presence of insult.
1
Researchgate.net database December 2012-2019
When compared to drug market leader,
Aricept, which is currently used in the early
management of Alzheimer’s Disease (“AD”),
the NTI/Dolce strains demonstrated 30% more
potency (and 80% more potency than CBD
alone). Aricept currently has annual sales of
over $1 billion USD and is the leading therapy
in the early treatment of AD1.
Unlike CBD, these novel strains modulate
various pathways which are involved in cell
health, cell survival and cell maintenance.
These are vital processes which are involved in
the development and progression of various
neurological diseases (including autism,
ADHD, multiple sclerosis, Alzheimer’s Disease
and others).
The neuronal cell studies also demonstrated
that Dolce/NTI strains regulate inflammation
via Arginase 1 pathway, B-tubulin pathway
and iNOS pathways. NTI strains were able to
suppress and modulate the activity of iNOS
– which is directly involved in the complex
cytokine pathways relating to immunity
and natural defence mechanisms. iNOS is a
naturally occurring enzyme that is vital in the
regulation of immunity and overall body’s
natural defence.
However, aberrant iNOS induction has
detrimental consequences and is involved in
the pathophysiology of human diseases such
as Asthma, Arthritis, Multiple Sclerosis, Colitis,
Psoriasis, Stroke, Alzheimer’s disease and
others. NTI/Dolce strains have clearly been
shown to modulate iNOS regulation and allow
levels to return to normal “healthy” status.
7
Neurotech Annual Report 2021 Studies were undertaken to formulate
the most appropriate clinical product,
with prototype development at Monash
University, RMIT and Victorian College of
Pharmacy. Formulation studies focused on
the determination of the optimum delivery
system (metered spray system) and the
optimum dosage regime.
In February, Neurotech provided an update on
its clinical study program, having successfully
completed a series of in vitro studies that
demonstrated that the NTI/Dolce strains,
with the newly discovered rarer cannabinoids
CBDP and CBDB, have powerful, unique
properties that extend beyond CBD.
The neuro-modulatory activity of CBD has
been well characterised and documented
over recent years, with studies and discoveries
confirming the rarer cannabinoids (CBDP and
CBDB) have wider novel neuro-modulatory
and neuro-protective modes of action when
compared to CBD alone2 . The discovery
and research into these new cannabinoids
offers an exciting new chapter in the field
of medicinal cannabis, with the potential of
offering a wider range therapeutic options
to patients.
Following its successful in vitro findings, the
Company engaged with clinical experts in
the field of translational medicinal cannabis
to design a Phase I/II study to evaluate the
safety and efficacy of orally administered NTI/
Dolce full spectrum medicinal cannabis plant
extract in children with autism spectrum
disorder (“ASD”), together with the efficacy of
the Mente device.
Neurotech designed the study to assess full
spectrum (multiple cannabinoid) plant with
naturally less than 0.3% THC for children
(aged 5 to 17) with ASD. If successful, this
combination of the cannabis strains and the
Mente device has the potential to be a
“world-first” in the management of
neurological diseases.
The Company completed several
key steps including:
| Completing trial design and
protocols.
| Development of a final
formulation for treatment
delivery to patients.
| Development of several
electronic data collection
systems that will be used
throughout the study to
capture real-time data,
including electronic
psychologist assessments
and electronic auditing and
patient compliance systems to
ensure patient compliance is
achieved and patient feedback
is continuously received.
The Study commenced under the guidance
and supervision of A/Professor Michael
Fahey, Head of Paediatric Neurology Monash
Children’s Hospital assessing the efficacy
of NTI/Dolce lead strain (FEN 164) on key
behaviours primarily relating to irritability and
aggression over a 16-week period (including a
four-week wash out period).
NTI commenced discussions with the TGA
and relevant regulatory agencies for the
therapeutic expansion and registration of
these novel full spectrum plants. Studies were
designed to assess dose escalation,
efficacy and four-week wash out period
(no treatment).
2
Nature.com: A novel phytocannabinoid isolated from Cannabis sativa L. with an in vivo cannabimimetic activity
higher than Δ9- tetrahydrocannabinol: Δ9-Tetrahydrocannabiphorol
8
Neurotech Annual Report 2021 Neurotech commenced a Phase I/II open
label clinical study in 20 children aged
between 5-17 years with autism spectrum
disorder (ASD) in May 2021, marking the first
time that full spectrum natural <0.3% THC
medicinal cannabis strains is being assessed
in people with ASD.
The study involves daily administration of
NTI/Dolce FEN 164 delivered in a neutral
tasting oil system and will measure
standardised outcomes relating to behaviour,
agitation, irritability and quality of life over 16
weeks including a four-week washout period
(no treatment).
In July 2021, the Company announced that
the clinical study was progressing as planned
with extensive medical data being collected
and psychological assessments carried
out throughout the program. The strong
rigour and robustness of the study resulted
in substantial support and interest from
the hospital and clinical community. The
Company is in discussions with various clinical
and development groups to pave the way
forward with respect to Phase III clinical trials
and product registration program.
Given the unique profile of the NTI/Dolce
strains (naturally having less than 0.3% THC)
and subject to successful clinical trials, the
Company is assessing near-term cashflows
opportunities via an over-the-counter (OTC)
neuro anti-inflammatory product (sold via
pharmacy) which will target general health
and well-being categories. Inflammation is
now commonly accepted as the foundation
or cause of many neurological illnesses. NTI/
Dolce strains have demonstrated the ability to
suppress and regulate neuro-inflammation in
a range of pre-clinical studies and have been
shown to be more effective than CBD alone.
Potential benefits for MS disease
management
Multiple Sclerosis (MS) is a progressive
inflammatory disease characterised by the
loss of myelin sheath within the central
nervous system. Typical symptoms include;
fatigue, walking difficulties, impaired speech
and vision. Cyclooxygenase-2 (COX-2) is
considered the main enzyme responsible
for causing inflammation, the common
mechanism of disease involved in MS. COX-
2 is a powerful clinical biomarker in the
assessment of disease progression and overall
therapeutic management.
Therapies that can inhibit COX-2 provide
potential in the overall management of MS.
Studies published by various international
groups confirm that COX-2 plays an important
role in the progression of MS and adjunct
therapies such as Non-Steroidal Anti-
inflammatory Drugs (NSAIDs) can reduce
fatigue and improve cognitive abilities.
Neurotech’s initial in vitro studies conducted
in collaboration with the internationally
recognised Neurodevelopment in Health
& Disease Laboratory at RMIT University
(Melbourne) demonstrated that NTI/Dolce
Strains were significantly more potent than
CBD alone in supressing the production of
two key inflammatory neuro-markers.
These results, summarised in the table
below, reconfirm the powerful neuro-
modulatory, neuro-regulatory and neuro
anti-inflammatory properties of the novel
NTI/Dolce Strains (which comprise rich
extract of CBDA, CBGA, CBDB, CBDP and
<0.3% THC) compared to CBD alone, which is
limited in its cellular activity. These preclinical
studies will pave the way for further
expansion and analysis of other neuro-
markers involved in MS.
9
Neurotech Annual Report 2021 Treatment
Neuro-Markers
GM-CSF
TNF-alpha
NTI/Dolce Strain:
NTI/Dolce Strain:
Mean +/- SEM: 59.2 +/- 7.3 (p<0.001) Mean +/- SEM: 70.1 +/- 1.75 (p<0.001)
NTI/Dolce Strain
Significant suppression on the
activity of neuro-marker: GM-CSF
N=8
Significant suppression on the
activity of neuro-marker: TNF-
alpha N=8
40% reduction
30% reduction
CBD alone
N=8
N=8
No significant effect
No significant effect
| Studies were carried out using Multiplex Quantitation System. The system allows for
the accurate measurement of these neuro-markers levels. Measurements are done via
fluorescence and expressed as F1 values.
| Positive controls: Interleukin and Interferon activity at 100%.
| All results are compared to positive control expressed as 100% activation.
Neurotech had further success on its in-vitro
studies using human brain cells to assess and
validate the anti-inflammatory and neuro-
modulatory properties of its proprietary NTI/
Dolce cannabis leads.
Preclinical studies targeting potential MS
treatments has demonstrated that NTI/Dolce
cannabis strains can suppress and inhibit
the expression of COX-2 in human derived
microglial cells. When compared to CBD
alone, NTI/Dolce strains were up to three
times more powerful in supressing COX- 2
both pre and post inflammatory insult (refer
table below).
Key neuro-markers involved in the onset and
progression of MS include:
| Granulocyte Granulocyte-macrophage
colony-stimulating factor (GM-CSF)
| Tumour Necrosis Factor (TNF-alpha)
| Interferon (IFN)
| Interleukins (IL-2).
NTI is committed to the development of a
solid scientific portfolio for the expansion of
application and use of the NTI/Dolce Strains
beyond autism. Further preclinical studies
will determine mode of action and safety to
design and undertake a Phase I/II clinical
study in MS. There are several very powerful
neuro-markers that are currently being used
to assess disease onset and progression. The
ability to suppress or regulate these markers
may be very beneficial in the overall disease
management.
10
Neurotech Annual Report 2021 N
Control Avg
DOLCE/NTI
CBD Avg
Positive control
vs
Positive
control vs
DOLCE/NTI
treatment
CBD alone
treatment
Pre-Inflammatory Exposure (exposure 1 hour prior to inflammatory insult)
9
94.47 +/- 5.90
(SEM)
53.67 +/- 6.41
(SEM)
84.82 +/- 7.65
(SEM)
P = 0.0003
P = 0.3237
Pre-Inflammatory Exposure (exposure 1 hour after inflammatory insult)
9
104.26 +/- 11.08
(SEM)
21.10 +/- 6.82
(SEM)
76.32 +/- 7.95
(SEM)
P <0.0001
P = 0.0566
| NTI/Dolce is more potent than CBD alone in suppressing COX-2 expression in human
microglial cells.
| DAPI cell viability stain: No cell death was detected and assessed as per the DAPI cell
staining method.
| Cells were viable throughout these in vitro studies.
| Positive control/ Inflammatory activation: Interleukin and Interferon gamma.
Next stage pre-clinical studies will
compare NTI/Dolce strains against current
pharmaceutical treatment options which
have multiple long term use side effect
implications.
Agreement with CannaPacific
In March, Neurotech announced a strategic
cultivation partnership with CannaPacific
Limited (“CannaPacific”) to grow and maintain
genetic stock and assist in the development
of elite varietal strains developed by NTI and
Dolce Cann through their exclusive licencing
agreement. The partnership enables NTI to
prepare for expanded clinical studies in larger
patient groups. Neurotech designed the trial
parameters to form the basis for larger future
studies to assess the efficacy of these strains
in a broader patient population in respect of
autism and related neurological disorders.
CannaPacific will store the genetic stock
and assist in the development of NTI’s
exclusively licensed Dolce varietal strains within
CannaPacific’s Northern NSW cultivation facility.
Live plant status of NTI164 - which is grown and developed
under TGA and ODC guidelines
CannaPacific is licenced and permitted
by the Australian Government (Office of
Drug Control) to cultivate and research
medicinal cannabis which is a requirement
to commence sales under the TGA Special
Access Scheme.
11
Neurotech Annual Report 2021 Mente device
Neurotech has continued the development,
and commercialisation of Mente, pursuing
its business model including engaging with
partners on sales and distribution, whilst also
using Mente as part of its cannabis research
to discover if a complimentary therapeutic
benefit occurs when used in conjunction with
the cannabis strains. It may also be used to
monitor the progress of certain subjects.
Corporate
Board Changes
Brian Leedman
In October 2020, NTI appointed experienced
biotechnology entrepreneur Brian Leedman
as Non-executive Chairman.
Mr Leedman has more than 15 years’
experience in the biotechnology sector and
is the founder and former director of several
ASX-listed biotechnology companies that
have achieved large returns for shareholders.
Neurotech appointed Mr Leedman following
its completion of an acquisition for an
exclusive worldwide licence to use proprietary
cannabis strains for medicinal use in treating
autism, epilepsy and ADHD.
Mr Leedman is the Co-founder of Oncosil
Medical and Biolife Sciences Limited
(acquired by Imugene Limited) and
12
formerly non-executive Director of Alcidion
Corporation, Chairman of NeuroScientific
Biopharmaceuticals and Chairman (WA) of
Ausbiotech. He is currently the Chairman of
Nutritional Growth Solutions and Executive
Director and Co-founder of ResApp Health.
Peter Griffiths
Mr Peter Griffiths transitioned from his role
as a Director and Chief Executive Officer of
the Company to Chief Executive Officer of the
Company’s Maltese subsidiary AAT Research
Ltd, overseeing the Company’s Mente
program, and Dr David Cantor retired from
the Board of the Company.
Krista Bates
Neurotech appointed Krista Bates as a Non-
executive Director, effective 5 April 2021.
Ms Bates is an experienced non-executive
and executive director of listed companies
and various private companies in multiple
jurisdictions. She is commercially experienced,
particularly talented in turnarounds,
structuring, risk mitigation and strategic
rollout of commercial initiatives. She has
an exceptional legal background with over
23 years’ experience in the legal market,
with extensive experience working in
emerging markets in both a commercial and
legal capacity.
Ms Bates is currently a Non-executive Director
of AusCann Holdings (ASX:AC8), Australian
Cannabis Ventures and Australia-Africa
Minerals & Energy Group. She is formerly a
Corporate Partner at Lavan law firm, where
she was Head of the Mining & Resources
Group and the Medical Cannabis Group. She
is the founder of KB Corporate Advisors which
provides legal and corporate advisory services.
Formerly, she has held both Executive and
Non-executive Directorship roles at Credit
Intelligence (ASX:CI1) and Fastjet, London,
Nairobi, Harare and Dar es Salaam (LSE:FJET),
Neurotech Annual Report 2021 and Corporate Partner roles at Anjarwalla
& Khanna (Nairobi, Kenya) and Clyde & Co
(London and Dar es Salaam, Tanzania).
Professor Allan Cripps AO
In May 2021, Neurotech appointed Professor
Allan Cripps AO as a Non-Executive Director.
Professor Cripps is a Professor Emeritus in
the School of Medicine and Dentistry and
the Menzies Health Institute Queensland at
Griffith University, Australia. He is a member
of the Infection and Immunity Research
Team at the Menzies Health Institute
Queensland at Griffith University, Australia.
He is recognised nationally and internationally
as a distinguished academic, clinical scientist
and health services leader and has made
significant contributions in immunology,
vaccine development, diagnostics health
services delivery and professional health
education. The focus of Professor Cripps’
research activities over the last five decades
have been in the field of immunology and
inflammation. In 2015 he was awarded an
Officer of the Order of Australia (AO) in
recognition of his contributions to mucosal
immunization, public health and higher
education.
Professor Cripps has experience in the
development of immunity in children and
mucosal immune mechanisms, in recent
years he has made a significant contribution
to the field of immunology through
translational research and human clinical
studies. Professor Cripps is also a co-inventor
on several patents in the fields of diagnostic
technology and vaccine protein antigens for
respiratory infection. He has published more
than 325 peer reviewed scientific papers and
presented at many national and international
scientific conference.
In 2012, he launched the first international
peer-reviewed journal exclusively focused
on pneumonia as a means for bringing
together knowledge related to pathogenesis,
treatment and prevention of this disease
and remains the Journal’s Founding Editor.
Pneumonia is the single largest cause of
death in children globally.
Professor Cripps is a member of journal
VACCINE Council of 100. This Council is
made up of 100 of the world’s leading vaccine
researchers and clinicians and provides
advice on vaccine development to both the
Journal and other organisations globally.
He is also a member of the Immunisation
Coalition and a member of the Coalition’s
Scientific Advisory Committee and is
currently appointed to industry advisory
boards for advice on strategies related to
the development of vaccines for respiratory
infections in children and adults including
those with chronic lung conditions.
13
Neurotech Annual Report 2021 If at any time after spending the $200,000
and issuing any of the shares as per clause
(d) above, NTI elects not to pursue the project
with continued funding and support, Dolce
will have the right to buy back 100% of the
project and all associated intellectual property
by providing NTI with the royalty set out in
clause (e) above. The royalty will be capped
at $5,000,000 if NTI has not spent more than
$1,000,000 in cash on the project before
Dolce elects to buy back in accordance with
this clause.
On 30 September 2020, Neurotech advised
that it had executed a Biotechnology Licence
Deed for the exclusive worldwide licence to
use proprietary cannabis strains for medicinal
use in treating autism, epilepsy and ADHD.
This represented the last condition precedent
for completion of the acquisition by NTI of
its rights to the cannabis strains, completing
the acquisition.
In March 2021, Neurotech announced an
expansion of its licence with Dolce Cann
Global. The exclusive licence was expanded to
include all neurological disorders, specifically
- autism, epilepsy, ADHD, Alzheimer’s
disease, Huntington’s disease, Multiple
Sclerosis, Transverse Myelitis, inflammatory
brain disease, fibromyalgia, chronic fatigue,
migraine and any other disorder, disease or
affliction affecting the human brain function.
In consideration for the licensors agreeing
to vary the licence deed, the Company as
licensee issued 15,000,000 shares to Dolce
on 15 March 2021. A further 15,000,000
performance rights was issued to the
nominees of Dolce and will vest upon the
Company successfully completing a small-
scale clinical trial based on a neurological
disorder (excluding Autism, Epilepsy or ADHD)
by 1 March 2023.
Biotechnology Licence Deed with Dolce
Cann Global Pty Ltd (“Licence Deed”)
Key terms of Neurotech’s agreement with
Dolce were announced on 3 July 2020. Under
these terms, NTI has the right to acquire
an exclusive worldwide licence to utilise
Dolce’s proprietary cannabis strains (both
existing and new variations as developed) for
medicinal use in treating autism, epilepsy and
ADHD (‘License’) on the following basis:
(a) Consideration of a non-refundable deposit
of $50,000 to Dolce’s nominated bank
account on or before 10 July 2020;
(b) expending $200,000 in accordance with
an agreed budget;
(c) NTI to have standard rights of pre-
emption and first rights of refusal in
respect of Dolce’s Cannabis Strains and
all Intellectual Property Rights associated
with the Cannabis Strains.
(d) In consideration of NTI acquiring the
licence:
a. Dolce or its nominees were issued
the following securities by NTI:
i.
ii.
33,000,000 fully paid ordinary
shares in NTI and 33,000,000
unlisted options (exercisable at
$0.01 each and expiring 31 Jan
2023); and
33,000,000 fully paid ordinary
shares in NTI upon successful
stage 1 in-vitro assay
assessments being completed.
b. Dolce or its nominee will be
issued a further 33,000,000 fully
paid ordinary shares in NTI upon
successful stage 1 clinical trials
being completed.
(e) Dolce (or nominees) will also be entitled
to a 2.5% net sales royalty in respect of all
sales which utilise the cannabis strains for
neuro disorders.
14
Neurotech Annual Report 2021 Commercial agreement with Brain
Therapeutics
In September 2020, Neurotech announced it
had secured Brain Therapeutics as its Mente
autism distributor in Greece.
With many years of experience bringing
premium products, services and support
to the healthcare market in Greece and
12 more countries (66 million population),
Brain Therapeutics is a central nervous
system specialty company focused on three
therapeutic areas: psychiatry, neurology and
pain. Brain Therapeutics is focused on the
high unmet need in the sophisticated area of
CNS and the team has collectively more than
100 years’ experience within brain disorders,
along with commercial capabilities acquired
through years of experience in multinational
pharma. In addition, the team has a strong
network among CNS key opinion leaders.
An autism breakthrough, clinically proven
Mente helps ASD children to learn to engage
positively with their environment. Mente is
the world’s only personalised neurofeedback
therapy clinically proven to help children with
ASD self-regulate attention and mood.
Capital raising and capital structure
In July 2020, the Group received
commitments to raise a total of $500,000
before expenses through the issue of
100,000,000 ordinary shares at an issue price
of $0.005 per share, with 32,250,000 of
these ordinary shares issued on 22 July 2020,
raising $161,250 before expenses and with the
issue of the remaining 67,750,000 ordinary
shares on 7 September 2020, raising $338,750
before expenses.
On 31 August 2020 shareholders approved
a series of resolutions for the issue of equity
in relation to the Dolce transaction, debt to
equity conversions, and a capital raising. The
issues of the securities, being:
| 67,750,000 Shares at an issue price
of $0.005 per share to Placement
Participants, which were issued on 7
September 2020 (as mentioned above);
| 33,000,000 Shares and 33,000,000
Options pursuant to the Licence Deed
between the Company and Dolce (as
mentioned above);
| 5,000,000 ordinary shares and 5,000,000
free options were issued to an unrelated
party for arranging the acquisition of the
Licence between Dolce and its associates,
and the Company; and
| 35,349,127 ordinary shares to Directors in
lieu of outstanding Director fees.
On 6 November 2020, 15,096,786 NTIOPT7
Options ($0.005, 31 Jan 2023) were exercised
into 15,096,786 shares, raising $75,484.
In November, the Company received
commitment for a Placement for a total of
113,636,364 new ordinary fully paid shares at
an issue price of $0.022 per share to raise a
total of $2,500,000 before costs (“November
2020 “Placement”).
15
Neurotech Annual Report 2021 The November 2020 Placement was
undertaken in two tranches. The first
tranche of 97,000,000 shares ($2.13m) was
issued under the Company’s Listing Rule 7.1
and 7.1A capacity and the second tranche
of 16,636,364 shares ($0.37m) was issued
following shareholder approval at a General
Meeting on 22 December 2020. Shareholders
also approved Chairman Brian Leedman
subscribing for $50,000 worth of shares in the
Placement. Neurotech allocated the funds to
its Mente project, the further development of
its proprietary cannabis strains through initial
clinical trials, the costs of the Placement and
working capital purposes.
On 11 December 2020, the Company issued
the following securities:
| 8,987,832 Shares upon the exercise of
5,000,000 NTIOPT8 Options ($0.01, 31 Jan
2023) and 3,987,832 NTIOPT6 Options
($0.0084, 31 Jan 2023), raising a total of
$83,498.
| 1,750,000 Shares issued in lieu of cash fees
payable to a supplier of the Company at a
deemed issue price of $0.05 per share.
On 17 December 2020, the Company issued
4,000,000 NTIOPT9 Options ($0.038, 30 Nov
2023), 10,000,000 NTIOPT10 Options ($0.015,
31 Oct 2023) and 10,000,000 NTIOPT11 Options
($0.02, 31 Oct 2023), pursuant to resolutions
5, 6(a) and 6(b) respectively of the Notice of
Meeting dated 20 October 2020.
On 21 December 2020, the Dolce milestone
1 was successfully met and resulted in the
Company issuing an additional 33,000,000
shares on 22 December 2020. Further on
22 December 2020, the Company issued
10,000,000 options ($0.03, 22 Dec 2022) to
Max Capital Pty Ltd in consideration for
various corporate advisory and other services
to the Company.
On 4 March 2021, 2,500,000 NTIOPT12 Options
($0.03, 22 Dec 2022) were exercised into
2,500,000 shares, raising $75,000. On 15 March
2021, 23,796,786 NTIOPT7 Options ($0.005,
31 Jan 2023) were exercised into 23,796,786
shares, raising $118,983.
In consideration for the licensors agreeing
to vary the licence deed, the Company as
licensee issued 15,000,000 shares to Dolce
on 15 March 2021. A further 15,000,000
performance rights was issued to the
nominees of Dolce and will vest upon the
Company successfully completing a small-
scale clinical trial based on a neurological
disorder (excluding Autism, Epilepsy or ADHD)
by 1 March 2023.
In March 2021, Neurotech announced it had
reached an agreement with the Merchant
Opportunities Fund to underwrite the
shortfall from the exercise of 26,122,966 listed
Options which were due to expire on 31 March
2021. Neurotech received a total of $1.56
million from the exercise of the Options and
the underwritten shortfall at $0.06 (6 cents).
The Company also received binding
commitments for a placement to raise
$2.0 million (before costs) via the issue of
36,363,637 fully paid ordinary shares at $0.055
(5.5 cents) per share to sophisticated and
professional investors. The placement shares
were issued under the Company’s remaining
placement capacity pursuant to ASX Listing
Rule 7.1A. Merchant Group Pty Ltd was Lead
Manager to the placement.
The funds raised by the option exercise and
placement allowed the Company flexibility
to increase patient numbers in its Phase I/
II human clinical trial focussed on paediatric
patients who suffer from autism and related
disorders. Funds were also allocated for
marketing of the Mente device, for working
16
Neurotech Annual Report 2021 capital and pay costs of the offer. Placement
shares were settled and allotted on 15 March
2021 and Shortfall shares were settled
and allotted on 16 April 2021 (“2021 March
Placement”).
The Company issued a further 11,942,048
shares on 16 April 2021, 10,000,000 NTIOPT13
Options and 10,000,000 NTIOPT14 Options
on 12 May 2021 to Merchant Group Pty Ltd as
fees in part for the underwriting of the expired
NTIO Listed Options and for being lead
manager of the 2021 March Placement.
On 16 April 2021, 20,000,000 NTIOPT7 Options
($0.005, 31 Jan 2023) were exercised into
20,000,000 shares, raising $100,000.
On 12 May 2021, 2,000,000 shares were
issued to the nominees of CannaPacific Pty
Ltd as consideration for services provided
under an agreement.
On 19 May 2021, 10,000,000 NTIOPT13 Options
($0.06, 31 Dec 2021) were exercised into
10,000,000 shares, raising $600,000.
Meeting Results
At a General Meeting of
shareholders held on 31 August
2020, all resolutions put to
the meeting passed via a poll.
Resolutions were as follows:
1. Ratification of issue of
Tranche 1 Placement Shares
to Placement Participants
2. Approval to issue Tranche
2 Placement Shares to
Placement Participants
3. Approval to issue Shares and
Options to Dolce Cann Global
Pty Ltd
4. Approval to issue Shares and
Options to Crown Luggers
Pty Ltd
5.
5.
5.
5.
(a) Approval to issue Shares to
Directors to pay outstanding
Directors fees – Mr Mark Davies
(b) Approval to issue Shares to
Directors to pay outstanding
Directors fees – Mr Winton
Willesee
(c) Approval to issue Shares to
Directors to pay outstanding
Directors fees – Mr Peter
Griffiths
(d) Approval to issue Shares to
Directors to pay outstanding
Directors fees – Dr David Cantor
17
Neurotech Annual Report 2021 At its Annual General Meeting on 30
November 2020, all resolutions put to the
meeting passed via a poll. Resolutions were
as follows:
On 7 May 2021, Neurotech held a General
Meeting of Members in Perth. All resolutions
passed via a poll. Resolutions were as follows:
1. Ratification of issue of Placement Shares
1. Adoption of the Remuneration Report
to Placement Participants
2. Re-election of Mr Winton Willesee as a
2. Approval to issue Underwriting Options to
Director
Merchant Group Pty Ltd
3. Re-election of Mr Brian Leedman as a
3. Approval to issue Fee Options to Merchant
Director
Group Pty Ltd
4. Approval to issue Shares to Dolce Cann
4. Ratification of issue of Licensee Shares to
Global Pty Ltd
Dolce Cann Pty Ltd
5.
6.
(a) Approval to issue Options to Directors –
Mr Winton Willesee
(b) Approval to issue Options to Directors –
Mr Mark Davies
(a) Approval to Issue Options to Director –
Brian Leedman
(b) Approval to Issue Options to Director –
Brian Leedman
7. Approval of Additional 10% Placement
Facility
On 22 December 2020, Neurotech held a
General Meeting of Members in Perth. All
resolutions passed via a poll. Resolutions were
as follows:
1. Ratification of issue of Tranche 1
Placement Shares to Placement
Participants
2. Approval to issue Tranche 2 Placement
Shares to Placement Participants
3. Approval for Director to participate in
the Placement
4. Approval to issue Options to Max Capital
Pty Ltd
5. Approval to issue Performance Rights
to Dolce Cann Pty Ltd for the Expanded
Licence
6. Approval to issue Shares to CannaPacific
Pty Ltd
Significant Changes in
State of Affairs
Other than detailed in the Review of
Operations, there were no significant changes
in the state of affairs of the Group during the
financial year.
Matters Subsequent to the
End of the Financial Year
No matters or circumstances have arisen
since 30 June 2021 that has significantly
affected, or may significantly affect the
Group’s operations, the results of those
operations, or the Group’s state of affairs in
future financial years.
18
Neurotech Annual Report 2021 AGM
The Company anticipates that it will hold
its next Annual General Meeting (‘AGM’) on
18 November 2021.
In accordance with ASX Listing Rule 3.13.1,
the closing date for the receipt of nominations
from persons wishing to be considered for
election as a director of the Company is 7
October 2021.
Any nominations must be received in writing
no later than 5.00pm (WST) on 7 October 2021
at the Company’s registered office.
Environmental Regulation
National Greenhouse and Energy Reporting
Act 2007
This is an Act to provide for the reporting
and dissemination of information related
to greenhouse gas emissions, greenhouse
gas projects, energy production and energy
consumption, and for other purposes.
The Entity is not subject to the National
Greenhouse and Energy Reporting Act 2007.
Impact of Covid-19 Global
Pandemic
The impact of the Coronavirus (COVID-19)
pandemic is ongoing and is causing delay
to business development activities and
meetings. Whilst it has had limited financial
impact for the consolidated entity up to 30
June 2021, it is not practicable to estimate the
potential impact, positive or negative, after
the reporting date.
The situation is rapidly developing and is
dependent on measures imposed by the
Australian Government and other countries,
such as maintaining social distancing
requirements, quarantine, travel restrictions
and any economic stimulus that may be
provided.
Outlook
In addition to the Dolce Cann licence
agreement detailed above, the Group remains
committed to the development of Mente.
The Board is reviewing the options for it to
continue the development of Mente which
includes accessing sufficient funding in a
suitably attractive form to shareholders to
fund the continued development.
The overarching consideration of the Board
is to maximise the value of its assets for the
benefit of its shareholders.
19
Neurotech Annual Report 2021 Board of Directors
Brian Leedman – Chairman
Experience and
Expertise
Mr Leedman is formerly the Chairman (WA) of Ausbiotech, Founder
and Executive Director of ResApp Health, Founder of Oncosil Medical
and Biolife Sciences Limited (acquired by Imugene Limited) and Non-
executive Director of Alcidion Corporation and former Chairman of
NeuroScientific Biopharmaceuticals.
He is presently the Chairman of NeuroScientific Biopharmaceuticals and
Chairman of Nutritional Growth Solutions. He holds a BEc and an MBA
from the University of Western Australia and has over 15 years’ experience
in the biotechnology sector.
Other Current
Directorships
Former
Directorships in
last 3 years
Special
Responsibilities
Interests in
Shares and
Options
None
None
Chairman of the Board
3,206,316 ordinary shares
10,000,000 unlisted $0.015 options expiring 31 October 2023
10,000,000 unlisted $0.02 options expiring 31 October 2023
20
Neurotech Annual Report 2021 Mark Davies – Non-Executive Director
Experience and
Expertise
Other Current
Directorships
Former
Directorships in
last 3 years
Interests in
Shares and
Options
Mark Davies graduated from the University of Western Australia with
a Bachelor of Commerce. He has over 20 years’ experience in trading,
investment banking and providing corporate advice. He worked at
Montagu Stockbrokers before co-founding investment banking firm
Cygnet Capital and more recently 1861 Capital. Mark specialises in
providing corporate advice and capital raising services to emerging
companies seeking business development opportunities and funding
from the Australian market.
None
None
7,793,017 ordinary shares
2,000,000 unlisted $0.0189 options expiring 18 November 2022
2,000,000 unlisted $0.038 options expiring 30 November 2023
21
Neurotech Annual Report 2021 Board of Directors (continued)
Winton Willesee – Non-Executive Director
Experience and
Expertise
Mr Willesee is an experienced company director and secretary with over
20 years’ experience in various roles within the Australian capital markets.
Mr Willesee has considerable experience with ASX listed and other
companies over a broad range of industries having been involved with
many successful ventures from early stage through to large capital
development projects.
He has a core expertise in strategy, company development, corporate
governance, company public listings, merger and acquisition transactions
and corporate finance.
Mr Willesee holds a Master of Commerce, a Post-Graduate Diploma
in Business (Economics and Finance), a Graduate Diploma in Applied
Finance and Investment, a Graduate Diploma in Applied Corporate
Governance, a Graduate Diploma in Education and a Bachelor of
Business. He is a Fellow of the Financial Services Institute of Australasia,
a Graduate of the Australian Institute of Company Directors, a
Member of CPA Australia and a Fellow of the Governance Institute of
Australia and the Institute of Chartered Secretaries and Administrators/
Chartered Secretary.
Other Current
Directorships
Non-Executive Chairman of New Zealand Coastal Seafoods Limited
(ASX:NZS)
Chairman of UUV Aquabotix Ltd (ASX:UUV)
Non-Executive Director of MMJ Group Holdings Limited (ASX:MMJ)
Non-Executive Director of Nanollose Limited (ASX:NC6)
Non-Executive Director of eSense Lab Ltd (ASX:ESE) (Delisted from ASX
on 10 August 2021)
5,132,436 ordinary shares
2,000,000 unlisted $0.0189 options expiring 18 November 2022
2,000,000 unlisted $0.038 options expiring 30 November 2023
Former
Directorships in
last 3 years
Interests in
Shares and
Options
22
Neurotech Annual Report 2021 Krista Bates – Non-Executive Director (appointed 5 April 2021)
Experience and
Expertise
Other Current
Directorships
Former
Directorships in
last 3 years
Interests in
Shares and
Options
Ms Bates is an experienced non-executive and executive director of listed
companies (Australian Stock Exchange and London Stock Exchange) and
various private companies in multiple jurisdictions. She is commercially
experienced, particularly talented in turnarounds, structuring, risk
mitigation and strategic roll-out of commercial initiatives. She has an
exceptional legal background with over 23 years’ experience in the legal
market, with extensive experience working in emerging markets in both a
commercial and legal capacity.
Ms Bates is currently a Non-executive Director of AusCann Holdings
(ASX:AC8), Australian Cannabis Ventures and Australia-Africa Minerals &
Energy Group. She was also a Corporate Partner at Lavan law firm, where
she is Head of Mining & Resources Group and Head of Medical Cannabis
Group. She is the founder of KB Corporate Advisors which provides legal
and corporate advisory services.
Non-executive Director of AusCann Holdings (ASX:AC8)
None
450,000 ordinary shares
500,000 unlisted $0.09 options expiring 30 April 2023 (to be approved at
the Annual General Meeting)
23
Neurotech Annual Report 2021 Board of Directors (continued)
Allan Cripps – Non-Executive Director (Appointed 19 May 2021)
Professor Cripps is currently a Professor Emeritus in the School of
Medicine and Dentistry and the Menzies Health Institute Queensland
at Griffith University, Australia. He is a member of the Infection and
Immunity Research Team at the Menzies Health Institute Queensland at
Griffith University, Australia.
He is recognised nationally and internationally as a distinguished
academic, clinical scientist and health services leader and has made
significant contributions in immunology, vaccine development,
diagnostics health services delivery and professional health education.
The focus of Professor Cripps’ research activities over the last 5
decades have been in the field of immunology and inflammation.
In 2015 he was awarded an Officer of the Order of Australia (AO) in
recognition of his contributions to mucosal immunization, public health
and higher education.
Professor Cripps has experience in the development of immunity in
children and mucosal immune mechanisms, in recent years he has
made a significant contribution to the field of immunology through
translational research and human clinical studies. Professor Cripps is also
a co-inventor on several patents in the fields of diagnostic technology and
vaccine protein antigens for respiratory infection. He has published over
325 peer reviewed scientific papers and presented at many national and
international scientific conferences.
Non-executive Director of BARD1 Life Sciences Limited
None
180,000 ordinary shares
500,000 unlisted $0.09 options expiring 30 April 2023 (to be approved at
the Annual General Meeting)
Experience and
Expertise
Other Current
Directorships
Former
Directorships in
last 3 years
Interests in
Shares and
Options
24
Neurotech Annual Report 2021 Peter Griffiths – CEO and Managing Director (resigned 19 October 2020)
Experience and
Expertise
Peter J.L. Griffiths, B.Sc. (Hons), draws on his more than 20 years of
leadership experience in the software industry. As EVP and Group
Executive at CA Technologies, he was responsible for investment
and strategy across the five business units that drove the company’s
leadership in IT Management Cloud, Application Development,
Operations, DevOps and Security for enterprise and growth markets. As
a member of the company’s Executive Management Team; Mr. Griffiths
also oversaw all aspects of Operations, M&A activity, Industry Solutions,
and the CA Technologies Innovation Center, driving mobile-first software
products and the transition to SaaS offerings and business models.
David Cantor – Non-Executive Director (resigned 19 October 2020)
Experience and
Expertise
A highly distinguished clinician, neuroscientist, program developer and a
member of the Group’s Scientific Advisory Board, Dr Cantor’s career spans
more than 40 years in the academic and clinical neuroscience sector.
He is currently the CEO and Clinical Director of Mind and Motion
Developmental Centers of Georgia, a multidisciplinary treatment facility
providing a range of diagnostic and treatment services to children and
adults seeking help with neurological disorders such as autism, ADHD,
traumatic brain injury and sensory processing disorders. He is also the
CEO and Managing Partner of BrainDx, an international software Group
that produces functional brain analytic software through computer
assisted quantitative EEG (QEEG) reports and big database measures of
brain development.
25
Neurotech Annual Report 2021 Company Secretary
Erlyn Dale – Company Secretary
Experience and
Expertise
Miss Dale is an experienced corporate professional with a broad range
of corporate governance and capital markets experience, having been
involved with several public company listings, merger and acquisition
transactions and capital raisings for ASX-listed companies across a diverse
range of industries.
Miss Dale began her career in corporate recovery and restructuring at
Ferrier Hodgson and is now the Managing Director of corporate
services firm, Azalea Consulting, which provides outsourced company
secretarial, accounting and administration services to a portfolio of ASX-
listed companies.
Miss Dale holds a Bachelor of Commerce (Accounting and Finance) and a
Graduate Diploma in Applied Corporate Governance. She is a member of
the Governance Institute of Australia/Chartered Secretary.
Directors’ Meetings
Attendances by each Director during the year were as follows:
Number Eligible
to Attend
Number
Attended
8
9
9
3
2
1
1
8
9
9
2
2
1
1
Director
Brian Leedman
Mark Davies
Winton Willesee
Krista Bates
Allan Cripps
Peter Griffiths
David Cantor
26
Neurotech Annual Report 2021 Remuneration Report (Audited)
This Remuneration Report outlines the Director and Executive remuneration arrangements of
the Group and the Group and has been audited in accordance with the requirements by section
308(3C) of the Corporations Act 2001 and the Corporations Regulations 2001.
For the purposes of this report, Key Management Personnel of the Group are defined as those
persons having authority and responsibility for planning, directing and controlling the major
activities of the Group and the Consolidated Entity, directly or indirectly, including any Director
(whether Executive or otherwise) of the Group.
Key Management Personnel disclosed in the Report
Names and positions held of Parent Entity Directors and Key Management Personnel in office
at any time during the financial year are:
Directors
Brian Leedman
Chairman (appointed 19 October 2020)
Mark Davies
Non-Executive Director
Winton Willesee
Non-Executive Director
Krista Bates
Allan Cripps
Peter Griffiths
Non-Executive Director (appointed 5 April 2021)
Non-Executive Director (appointed 19 May 2021)
Chief Executive Officer and Managing Director (resigned 19
October 2020)
David Cantor
Non-Executive Director (resigned 19 October 2020)
Remuneration Governance
The full Board filling the role of the Nomination and Remuneration Committee is responsible
with respect to the following:
(a) remuneration policies and practices;
(b) remuneration of the Executive Officer and Executive Directors;
(c) composition of the Board; and
(d) performance Management of the Board and of the Executive Officer.
Use of Remuneration Consultants
During the year, the Group has not required or used any remuneration consultants.
27
Neurotech Annual Report 2021 Executive Remuneration Policy and
Framework
Key Management Personnel Remuneration
Policy
The full Board reviews and make
recommendations regarding the following:
(a) strategies in relation to Executive
remuneration policies;
(b) compensation arrangements for the
Chairman, Non-Executive Directors,
CEO, and other Senior Executives as
appropriate;
(c) performance related incentive policies;
(d) the Group’s recruitment, retention and
termination policies;
(e) the composition of the Board having
regard to the skills/experience desired and
skills/experience represented;
(f) the appointment of Board members;
(g) the evaluation of the performance of the
CEO;
(h) consideration of potential candidates to
act as Directors; and
(i) succession planning for Board members.
The Board’s policy for determining the
nature and amount of remuneration of Key
Management Personnel for the economic
entity is as follows:
The remuneration structure for Key
Management Personnel is based on a number
of factors including particularly the skills
and experience of the individual concerned.
The contracts for service between the Group
and Key Management Personnel are on a
continuing basis, subject to review with the
Board proposing a review in the immediate
future. There is no scheme to provide
retirement benefits, other than statutory
superannuation.
On appointment to the Board, all Executive
and Non-Executive Directors enter into an
agreement with the Group.
The structure of the performance-based
elements of an Executive’s remuneration
are designed to encourage retention of the
Executives while also rewarding short term
performance of the individual and long-term
performance of the Group, and therefore
contributing to the wealth of the Group’s
shareholders. Executives are subject to an
annual performance review against objectives
relevant to their role, and the performance
against these objectives is used to determine
the amount of their annual short-term
incentive bonus received.
28
Neurotech Annual Report 2021 -
r
o
f
r
e
P
e
c
n
a
m
d
e
t
a
e
r
l
)
$
(
l
a
t
o
T
l
a
t
o
T
e
r
a
h
S
d
e
s
a
B
)
$
(
s
t
n
e
m
y
a
P
s
n
o
i
t
p
O
s
e
r
a
h
S
n
o
i
t
)
$
(
)
$
(
)
$
(
s
t
fi
e
n
e
B
s
t
fi
e
n
e
B
i
-
a
n
m
r
e
T
s
t
fi
e
n
e
b
t
n
e
m
r
e
h
t
O
-
e
r
i
t
e
R
)
$
(
s
t
fi
e
n
e
b
t
s
o
P
)
$
(
)
$
(
)
$
(
s
u
n
o
B
y
r
a
a
S
l
i
-
a
n
m
r
e
T
t
n
e
m
y
a
p
d
e
s
a
b
-
e
r
a
h
S
n
o
i
t
s
t
fi
e
n
e
B
m
r
e
t
-
t
r
o
h
S
-
-
-
-
-
7
1
6
6
1
5
,
7
1
6
,
1
3
4
7
1
6
,
1
3
4
-
3
1
6
8
1
1
,
3
1
0
5
7
,
4
0
2
6
3
,
9
0
8
8
3
,
4
7
2
6
0
1
,
0
2
3
6
6
,
4
0
2
6
3
,
6
1
1
,
0
3
6
4
8
7
1
,
1
9
2
8
,
1
9
2
8
,
9
0
8
7
,
1
5
0
3
,
1
5
0
3
,
-
-
%
7
2
9
0
8
9
8
,
,
1
3
0
9
0
1
3
8
5
4
2
,
8
4
4
4
8
,
-
8
0
7
4
3
,
5
6
6
2
2
,
-
5
6
6
2
2
,
6
7
6
,
1
9
8
8
8
9
5
1
7
,
0
5
9
9
3
5
,
8
3
0
6
7
1
,
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
0
0
0
5
8
,
0
0
6
3
4
,
4
5
9
9
3
,
5
5
5
9
,
8
5
7
4
,
)
2
2
2
9
1
(
,
3
4
0
2
1
,
8
8
6
5
7
1
,
t
n
e
m
e
g
a
n
a
M
y
e
K
1
2
0
2
n
o
s
r
e
P
¹
n
a
m
d
e
e
L
n
a
i
r
B
s
r
o
t
c
e
r
i
D
³
²
i
s
e
v
a
D
k
r
a
M
n
o
t
n
W
i
³
²
e
e
s
e
l
l
i
W
*
s
e
t
a
B
a
t
s
i
r
K
*
s
p
p
i
r
C
n
a
l
l
A
²
s
h
t
fi
f
i
r
G
r
e
t
e
P
²
r
o
t
n
a
C
i
d
v
a
D
l
a
t
o
T
29
:
l
w
o
e
b
d
e
s
o
c
s
i
d
s
i
l
l
e
n
n
o
s
r
e
P
t
n
e
m
e
g
a
n
a
M
y
e
K
s
p
u
o
r
G
e
h
t
’
f
o
n
o
i
t
a
s
n
e
p
m
o
c
e
h
T
n
o
i
t
a
s
n
e
p
m
o
C
l
e
n
n
o
s
r
e
P
t
n
e
m
e
g
a
n
a
M
y
e
K
Neurotech Annual Report 2021
¹ On 17 December 2020, pursuant to shareholder approval Mr Leedman was issued with 10,000,000 unlisted $0.015
options expiring 31 October 2023 and 10,000,000 unlisted $0.02 options expiring 31 October 2023. These were valued at
$431,617 using the Black-Scholes option valuation model with the following inputs:
Number of options in series
10,000,000
10,000,000
Grant date share price
Exercise price
Expected volatility
Option life
Dividend yield
Interest rate
$0.029
$0.015
112%
$0.029
$0.02
112%
34 months
34 months
nil
0.11%
nil
0.11%
² On 30 September 2020, ordinary shares were issued to directors in lieu of outstanding director’s fees following
shareholder approval. The remuneration expense was recorded at fair value of $0.013 per share, and the expense
recognised in the year ended 30 June 2020 was $283,500. The expense recognised in the financial year ended 30 June
2021 in order to reflect the fair value of the shares issued was $176,039.
³ On 17 December 2020, pursuant to shareholder approval Mr Davies and Mr Willesee were each issued with 2,000,000
unlisted $0.0038 options expiring 30 November 2023. These were valued at $36,204 for each director using the Black-
Scholes option valuation model with the following inputs:
4,000,000
$0.029
$0.038
112%
35 months
nil
0.11%
Number of options in series
Grant date share price
Exercise price
Expected volatility
Option life
Dividend yield
Interest rate
30
Neurotech Annual Report 2021 * On appointment as a director, the Company agreed to seek shareholder approval for the issue of 500,000 unlisted
options to Ms Bates and Professor Cripps, exercisable at $0.09 and expiring on 12 April 2023, and conditional on
remaining a director until the 2021 Annual General Meeting. Shareholder approval for the issue of these options is
to be sought at the 2021 Annual General Meeting. The options were valued using the using the Black-Scholes option
valuation model with the following inputs:
Number of options in series
Grant date share price
Exercise price
Expected volatility
Option life
Dividend yield
Interest rate
Valuation
Ms Bates
500,000
$0.076
$0.09
120%
Prof Cripps
500,000
$0.055
$0.09
120%
25 months
23 months
nil
0.1%
$22,078
nil
0.1%
$13,662
31
Neurotech Annual Report 2021
-
r
o
f
r
e
P
e
c
n
a
m
d
e
t
a
e
r
l
)
$
(
l
a
t
o
T
l
a
t
o
T
e
r
a
h
S
d
e
s
a
B
)
$
(
s
t
n
e
m
y
a
P
)
$
(
s
n
o
i
t
p
O
)
$
(
s
e
r
a
h
S
d
n
a
e
r
a
h
S
s
t
h
g
R
i
s
t
fi
e
n
e
B
)
$
(
i
-
a
n
m
r
e
T
n
o
i
t
s
t
fi
e
n
e
B
s
t
fi
e
n
e
b
t
n
e
m
r
e
h
t
O
-
e
r
i
t
e
R
)
$
(
s
t
fi
e
n
e
b
t
s
o
P
)
$
(
)
$
(
)
$
(
s
u
n
o
B
y
r
a
a
S
l
i
-
a
n
m
r
e
T
t
n
e
m
y
a
p
d
e
s
a
b
-
e
r
a
h
S
n
o
i
t
s
t
fi
e
n
e
B
m
r
e
t
-
t
r
o
h
S
-
-
0
0
8
8
6
,
0
0
8
6
1
,
0
0
8
6
1
,
8
0
8
6
5
,
0
0
8
6
1
,
0
0
8
6
1
,
%
4
1
7
6
4
7
2
3
,
8
9
2
5
4
,
8
9
2
5
4
,
-
0
0
8
6
5
,
0
0
8
6
1
,
0
0
8
6
1
,
,
5
7
8
9
0
5
8
9
6
5
9
,
8
9
6
5
9
,
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
0
0
0
2
5
,
8
0
0
0
4
,
9
6
1
,
2
8
2
0
0
0
0
4
,
7
7
1
,
4
1
4
t
n
e
m
e
g
a
n
a
M
y
e
K
0
2
0
2
n
o
s
r
e
P
s
r
o
t
c
e
r
i
D
¹
i
s
e
v
a
D
k
r
a
M
n
o
t
n
W
i
32
¹
e
e
s
e
l
l
i
W
¹
s
h
t
fi
f
i
r
G
r
e
t
e
P
¹
r
o
t
n
a
C
i
d
v
a
D
l
a
t
o
T
Neurotech Annual Report 2021
On 19 November 2019 6,000,000 options were issued to Directors Mr Davies, Mr Willesee and Mr Cantor following
approval by shareholders at the 2019 Annual General Meeting. A remuneration expense of $50,400 has been
recognised during the year in relation to these options which were valued using the Black Scholes model with the
following inputs:
Number of options in series
Grant date share price
Exercise price
Expected volatility
Option life
Dividend yield
Interest rate
6,000,000
$0.014
$0.0189
100%
3 years
0.00%
1.00%
¹ Directors’ fees for Mr Mark Davies and Mr Winton Willesee had not been paid since they were appointed on 16th April
2019. Mr David Cantor’s director fees had not been paid since August 2018 and Mr Peter Griffiths consultancy fees had
not been paid since November 2018.
The amount payable at 30 June 2020 to Mr Davies was $62,833 to Mr Willesee was $48,454, Mr Griffiths was $240,288
and Mr Cantor was $36,667. On 30 November 2020 the Company’s shareholders approved the conversion of the
$283,500 of debt owed to the directors to equity.
33
Neurotech Annual Report 2021 Equity Instruments Disclosure Relating to Key Management Personnel
Shares:
Number of shares held by Parent Entity Directors and other Key Management Personnel of the
Group, including their personally related parties, are set out below.
Acquired as
part of
remuneration
Acquired
on
market
Disposed
Held at
resignation
Balance
at the
start of
the year
-
-
Name
Directors
Brian
Leedman
Mark
Davies
Winton
Willesee
Krista
Bates
Allan
Cripps
Peter
Griffiths
David
Cantor
-
3,206,316
7,793,017
-
-
(1,252,852)
-
-
-
-
-
-
-
-
-
(24,249,984)
(4,693,979)
-
-
270,000
-
-
-
337,906
6,047,382
-
-
-
-
7,292,378
16,957,606
142,857
4,551,122
Balance
at the
end of
the year
3,206,316
7,793,017
5,132,436
270,000
-
-
-
Total
7,773,141
35,349,127
3,476,316
(1,252,852)
(28,943,963)
16,401,769
34
Neurotech Annual Report 2021 Options:
Number of options held by Parent Entity Directors and other Key Management Personnel of the
Group, including their personally related parties, are set out below.
Name
Brian
Leedman
Mark
Davies
Winton
Willesee
Krista
Bates
Allan
Cripps
Peter
Griffiths
David
Cantor
Total
Balance at
the start of
the year
Acquired as
part of
remuneration
Disposed
Held at
resignation
Balance at
the end of
the year
-
20,000,000
2,000,000
2,000,000
2,000,000
2,000,000
-
-
500,000
500,000
16,624,878
2,000,000
-
-
22,624,878
25,000,000
-
-
-
-
-
-
-
-
-
20,000,000
-
4,000,000
-
4,000,000
-
500,000
-
500,000
(16,624,878)
(2,000,000)
-
-
(18,624,878)
29,000,000
Voting and comments made at the Group’s 2020 Annual General Meeting
The Group received a 99.37% “yes” votes on its remuneration report for the 2020 financial year
(2019: 96.4% yes). The Group did not receive any specific feedback at the AGM or throughout the
year on its remuneration practices.
35
Neurotech Annual Report 2021
Transactions with Related Parties
Transactions between related parties are on normal commercial terms and conditions no more
favourable than those available to other parties unless otherwise stated.
For the year ended 30 June 2021 the aggregate amount recognised during the year relating to
Directors, Key Management Personnel and their related parties were as follows.
Director
Transaction
Winton Willesee (Director and
Shareholder (via an associated
entity) of Azalea Consulting
Pty Ltd)
Corporate
administration
services
Winton Willesee (Director and
Shareholder (via an associated
entity) of Valle Corporate Pty
Ltd)
Bookkeeping
and accounting
services
Transactions
value for the year
ended 30 June
Balance
outstanding as
at 30 June
2021 ($)
2020 ($)
2021 ($)
2020 ($)
124,120
40,950
-
40,950
21,409
18,625
918
18,625
Total
145,529
59,575
918
59,575
Payments to Azalea Consulting Pty Ltd (director related entity of Winton Willesee) for corporate
administration services including company secretarial and accounting services and front and
registered office services. Payments to Valle Corporate Pty Ltd (director related entity of Winton
Willesee) for bookkeeping and financial reporting services fees.
This is the end of the Audited Remuneration Report.
36
Neurotech Annual Report 2021 Indemnification of
Directors and Officers
a. Indemnification
The Group has agreed to indemnify the
current Directors and Group Secretary of the
Group against all liabilities to another person
(other than the Group or a related body
corporate) that may arise from their position
as Directors and Group Secretary of the Group,
except where the liability arises out of conduct
involving a lack of good faith.
The Agreement stipulates that the Group
will meet to the maximum extent permitted
by law, the full amount of any such liabilities,
including costs and expenses.
b. Insurance Premiums
During the year ended 30 June 2021, the
Company paid insurance premiums in respect
of Directors and Officers Liability Insurance
for Directors and Officers of the Company.
The liabilities insured are for damages and
legal costs that may be incurred in defending
civil or criminal proceedings that may be
brought against the Directors and Officers
in their capacity as Directors and Officers
of the Company to the extent permitted by
the Corporations Act 2001. The contract of
insurance prohibits disclosure of the nature of
the liability and the amount of the premium.
Non-Audit Services
The Board of Directors is satisfied that the
provision of non-audit services during the
year is compatible with the general standard
of independence for Auditors imposed by the
Corporations Act 2001.
The Board in the absence of an Audit and
Risk Committee have considered the non-
audit services provided during the financial
year by the Auditor and are satisfied that
the provision of those non-audit services
during the financial year by the Auditor is
compatible with, and did not compromise,
the Auditor’s independence requirements of
the Corporations Act 2001 for the following
reasons:
(a) all non-audit services were subject to
the Corporate Governance procedures
adopted by the Group; and
(b) the non-audit services provided do not
undermine the general principals relating
to Auditor independence as set out in
APES 110 Code of Ethics for Professional
Accountants, as they did not involve
reviewing or auditing the Auditor’s
own work, acting in a management or
decision-making capacity for the Group,
acting as an advocate for the Group or
jointly sharing risks and rewards.
37
Neurotech Annual Report 2021 During the year the following fees were paid or payable for non-audit services provided by the
auditor of the parent entity, its related practices and non-related audit firms:
Other Services
BDO Corporate Finance
Total remuneration for other services
30 June 2021 ($)
30 June 2020 ($)
-
-
1,168
1,168
Shares
As at the date of this report there are 696,819,126 (2020: 215,215,629) ordinary shares on issue.
Options
All options granted confer a right of one ordinary share for every option held.
The Group has the following unlisted options on issue as at 30 June 2021:
Grant Date
Expiry Date
Exercise Price
Balance at end of
the year
Vested and
exercisable
18/11/2019
18/11/2024
18/11/2019
18/11/2024
18/11/2019
18/11/2022
06/04/2020
31/01/2023
30/09/2020
31/01/2023
17/12/2020
31/10/2023
17/12/2020
31/10/2023
17/12/2020
30/11/2023
22/12/2020
22/12/2022
12/05/2021
12/05/2023
($)
$0.0589
$0.0199
$0.0189
$0.005
$0.010
$0.015
$0.020
$0.038
$0.030
$0.090
Number
6,500,000
5,429,754
Number
6,500,000
5,429,754
10,000,000
10,000,000
16,590,356
16,590,356
33,000,000
33,000,000
10,000,000
10,000,000
10,000,000
10,000,000
4,000,000
4,000,000
7,500,000
7,500,000
10,000,000
10,000,000
113,020,110
113,020,110
The options issues on 3 March 2020 (all exercised during the year) and 6 April 2020 were issued
pursuant to the conversion of $300,000 of Convertible Notes.
38
Neurotech Annual Report 2021 Diversity
Female employees in the whole organisation
Females in Senior Executive Positions
Females on the Board
Number of
Females
3
0
1
The Group does not have documented diversity targets, the Group makes employment
decisions based on requirements of the role to be filled and does not make employment
decisions based on the gender of potential candidates. The establishment of diversity
targets has the potential to result in the Group making employment decisions giving undue
consideration to gender.
39
Neurotech Annual Report 2021 Auditor’s Independence Declaration
The Auditor’s Independence Declaration as required under section 307C of the Corporations Act
2001 for the year ended 30 June 2021 has been received and can be found on page 31.
This report is made in accordance with a resolution of Directors, pursuant to section 298(2)(a) of
the Corporations Act 2001.
Signed on behalf of the Board of Directors.
Winton Willesee
Non-Executive Director
Dated at Perth, Western Australia, 27 August 2021
40
Neurotech Annual Report 2021
Corporate Governance
The Board is responsible for the overall corporate governance of the Group, and it recognises
the need for the highest standards of ethical behaviour and accountability. It is committed
to administrating its corporate governance structures to promote integrity and responsible
decision making.
The Group’s corporate governance structures, policies and procedures are described in its
Corporate Governance Statement which is available at the Group’s website at:
http://neurotechinternational.com/investor-centre/corporate-governance
41
Neurotech Annual Report 2021 Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
DECLARATION OF INDEPENDENCE BY GLYN O'BRIEN TO THE DIRECTORS OF NEUROTECH
INTERNATIONAL LIMITED
DECLARATION OF INDEPENDENCE BY GLYN O'BRIEN TO THE DIRECTORS OF NEUROTECH
As lead auditor of Neurotech International Limited for the year ended 30 June 2021, I declare that, to
INTERNATIONAL LIMITED
the best of my knowledge and belief, there have been:
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
As lead auditor of Neurotech International Limited for the year ended 30 June 2021, I declare that, to
the best of my knowledge and belief, there have been:
2. No contraventions of any applicable code of professional conduct in relation to the audit.
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
This declaration is in respect of Neurotech International Limited and the entities it controlled during
2. No contraventions of any applicable code of professional conduct in relation to the audit.
the period.
This declaration is in respect of Neurotech International Limited and the entities it controlled during
the period.
Glyn O’Brien
Director
Glyn O’Brien
BDO Audit (WA) Pty Ltd
Director
Perth, 27 August 2021
BDO Audit (WA) Pty Ltd
Perth, 27 August 2021
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275,
an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and
form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275,
an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and
form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.
42
Neurotech Annual Report 2021
Consolidated Statement of Profit or Loss and Other
Comprehensive Income
For The Year Ended 30 June 2021
Consolidated
Notes
30 June 2021 ($)
30 June 2020 ($)
Continuing Operations
Revenue
Other income
Cost of sales
Reversal of obsolete stock provision
Professional consultant and advisory
expenses
Professional legal expenses
Corporate and administration expenses
Depreciation and amortisation expenses
Finance expenses
Advertising and marketing expenses
Employee benefits expense
Share based payments expense
Research expense
Equipment and materials direct cost
Other expenses
Loss Before Income Tax
Income tax benefit
Loss After Income Tax
3
4
5
5
5
6
7
8
206,144
19,527
(16,233)
50,565
77,366
4,730
(31,483)
28,482
(381,518)
(115,459)
(19,183)
(269,308)
-
(1,709)
(12,510)
(414,639)
(1,216,843)
(5,357,814)
(13,992)
(3,115)
(34,537)
(509,798)
(81,082)
(423,674)
(18,427)
(487,794)
(45,298)
-
(51,893)
(24,572)
(7,430,628)
(1,713,439)
-
-
(7,430,628)
(1,713,439)
Other comprehensive income/(loss)
-
-
Items that may be reclassified
subsequently to profit or loss:
Exchange difference on translation of
foreign operations
(26,702)
(10,067)
Total comprehensive loss for the period
(7,457,330)
(1,723,506)
Basic loss per share (cents per share)
23
(1.51)
(1.11)
The Consolidated Statement of Profit or Loss and Other Comprehensive Income are to be read in
conjunction with the accompanying notes.
43
Neurotech Annual Report 2021 12,358
61,691
6,756
80,805
80,805
672,897
46,582
7,619
Consolidated Statement of Financial Position
As At 30 June 2021
Consolidated
Notes
30 June 2021 ($)
30 June 2020 ($)
Current Assets
Cash and cash equivalents
Trade and other receivables
Right of use asset
Total Current Assets
Total Assets
Current Liabilities
11
12
4,827,370
178,514
-
5,005,884
5,005,884
Trade and other payables
13
349,418
Short-term borrowings
Lease liability
Total Current Liabilities
Non-Current Liabilities
Contingent consideration
Total Non-Current Liabilities
Total Liabilities
Net Assets/(Net Asset Deficiency)
Equity
Contributed Equity
Reserves
Accumulated Losses
-
-
349,418
727,098
795,000
795,000
-
-
1,144,418
727,098
3,861,466
(646,293)
25,750,378
3,444,952
15,498,123
1,758,820
(25,333,864)
(17,903,236)
14
15
16
17
Total Equity/(Deficency In Equity)
3,861,466
(646,293)
The Consolidated Statement of Financial Position is to be read in conjunction with the
accompanying notes.
44
Neurotech Annual Report 2021
)
$
(
l
a
t
o
T
i
n
g
e
r
o
F
y
c
n
e
r
r
u
C
n
o
i
t
a
l
s
n
a
r
T
)
$
(
e
v
r
e
s
e
R
t
n
e
m
y
a
P
)
$
(
e
v
r
e
s
e
R
d
e
s
a
b
-
e
r
a
h
S
)
$
(
e
v
r
e
s
e
R
)
$
(
s
e
s
s
o
L
)
$
(
y
t
i
u
q
E
l
a
t
i
p
a
C
l
d
e
t
a
u
m
u
c
c
A
d
e
t
u
b
i
r
t
n
o
C
1
2
0
2
e
n
u
J
0
3
d
e
d
n
E
r
a
e
Y
e
h
t
r
o
f
y
t
i
u
q
E
n
i
s
e
g
n
a
h
C
f
o
t
n
e
m
e
t
a
t
S
d
e
t
a
d
i
l
o
s
n
o
C
,
)
3
9
2
6
4
6
(
1
5
5
7
7
,
9
6
2
,
1
8
6
,
1
,
)
8
2
6
0
3
4
7
(
,
-
)
2
0
7
6
2
(
,
)
2
0
7
6
2
(
,
,
)
0
3
3
7
5
4
7
(
,
,
9
3
5
9
5
4
,
4
0
9
0
4
0
,
1
6
9
8
,
1
4
4
,
5
3
5
7
0
2
9
9
4
2
2
,
)
8
2
1
,
3
7
6
(
,
4
4
8
5
6
4
0
1
,
-
-
-
-
-
-
-
)
2
0
7
6
2
(
,
-
-
-
-
-
,
4
0
9
0
4
0
,
1
-
6
9
8
,
1
4
4
,
5
3
5
7
0
2
9
9
4
2
2
,
6
6
4
,
1
6
8
3
,
9
4
8
0
5
,
3
0
1
,
4
9
3
3
,
-
-
-
-
-
-
-
-
-
-
-
-
,
)
6
3
2
3
0
9
7
1
(
,
3
2
1
,
8
9
4
5
1
,
0
2
0
2
y
l
u
J
1
t
a
e
c
n
a
a
B
l
1
2
0
2
e
n
u
J
0
3
d
e
d
n
E
r
a
e
Y
l
a
i
c
n
a
n
F
i
,
)
8
2
6
0
3
4
7
(
,
-
-
-
-
-
-
-
-
,
)
8
2
6
0
3
4
7
(
,
,
)
4
6
8
3
3
3
5
2
(
,
-
-
-
,
4
4
8
5
6
4
0
1
,
n
i
l
s
r
e
d
o
h
y
t
i
u
q
e
h
t
i
w
s
n
o
i
t
c
a
s
n
a
r
T
l
s
r
e
d
o
h
y
t
i
u
q
e
s
a
y
t
i
c
a
p
a
c
r
i
e
h
t
)
s
s
o
l
(
e
v
i
s
n
e
h
e
r
p
m
o
c
l
a
t
o
T
s
e
u
s
s
i
e
r
a
h
S
e
c
n
e
r
e
f
f
i
D
e
g
n
a
h
c
x
E
r
a
e
y
e
h
t
r
o
f
)
s
s
o
L
(
,
9
3
5
9
5
4
s
r
o
t
c
e
r
i
D
o
t
d
e
u
s
s
I
s
e
r
a
h
S
-
-
-
-
6
e
t
o
N
–
s
t
n
e
m
y
a
p
d
e
s
a
b
e
r
a
h
S
f
o
n
o
i
t
i
s
i
u
q
c
a
r
o
f
d
e
u
s
s
i
s
n
o
i
t
p
O
e
c
n
e
c
i
l
n
n
a
C
e
c
o
D
l
l
a
t
i
p
a
C
t
n
a
h
c
r
e
M
o
t
d
e
u
s
s
i
s
n
o
i
t
p
O
l
a
t
i
p
a
C
x
a
M
o
t
d
e
u
s
s
i
s
n
o
i
t
p
O
)
8
2
1
,
3
7
6
(
s
t
s
o
c
e
u
s
s
i
e
r
a
h
S
,
8
7
3
0
5
7
5
2
,
1
2
0
2
e
n
u
J
0
3
t
a
e
c
n
a
a
B
l
.
i
s
e
t
o
n
g
n
y
n
a
p
m
o
c
c
a
e
h
t
h
t
i
w
n
o
i
t
c
n
u
n
o
c
n
j
i
d
a
e
r
e
b
o
t
s
i
y
t
i
u
q
E
n
i
s
e
g
n
a
h
C
f
o
t
n
e
m
e
t
a
t
S
d
e
t
a
d
i
l
o
s
n
o
C
e
h
T
45
Neurotech Annual Report 2021
)
8
7
7
8
(
,
,
)
9
3
4
3
1
7
,
1
(
-
-
)
7
6
0
0
1
(
,
)
7
6
0
0
1
(
,
,
)
6
0
5
3
2
7
,
1
(
)
7
6
0
0
1
(
,
-
-
-
-
,
3
1
4
7
9
2
8
1
6
7
8
,
,
9
8
8
0
9
2
,
1
,
8
1
4
6
6
6
-
)
7
3
1
,
7
(
7
9
2
9
2
1
,
-
-
-
-
3
8
0
,
1
6
2
-
-
7
9
2
9
2
1
,
,
)
3
9
2
6
4
6
(
1
5
5
7
7
,
9
6
2
,
1
8
6
,
1
-
-
-
-
-
-
-
-
-
-
)
9
1
0
,
1
8
1
,
6
1
(
)
8
7
7
8
(
,
-
,
)
9
3
4
3
1
7
,
1
(
,
)
9
3
4
3
1
7
,
1
(
-
-
-
-
,
)
6
3
2
3
0
9
7
1
(
,
,
5
2
9
9
9
0
5
1
,
-
-
-
-
-
-
,
5
3
3
5
0
4
)
7
3
1
,
7
(
3
2
1
,
8
9
4
5
1
,
0
2
0
2
e
n
u
J
0
3
d
e
d
n
E
r
a
e
Y
l
a
i
c
n
a
n
F
i
–
s
e
s
a
e
L
-
6
1
B
S
A
A
f
o
n
o
i
t
p
o
d
A
9
1
0
2
y
l
u
J
1
t
a
e
c
n
a
a
B
l
e
c
n
e
r
e
f
f
i
D
e
g
n
a
h
c
x
E
r
a
e
y
e
h
t
r
o
f
)
s
s
o
L
(
)
d
(
1
e
t
o
N
n
i
l
s
r
e
d
o
h
y
t
i
u
q
e
h
t
i
w
s
n
o
i
t
c
a
s
n
a
r
T
l
s
r
e
d
o
h
y
t
i
u
q
e
s
a
y
t
i
c
a
p
a
c
r
i
e
h
t
–
l
s
e
t
o
n
e
b
i
t
r
e
v
n
o
c
f
o
n
o
i
s
r
e
v
n
o
C
5
e
t
o
N
)
s
s
o
l
(
e
v
i
s
n
e
h
e
r
p
m
o
c
l
a
t
o
T
6
e
t
o
N
–
s
t
n
e
m
y
a
p
d
e
s
a
b
e
r
a
h
S
s
r
o
t
c
e
r
i
D
o
t
d
e
u
s
s
I
s
e
r
a
h
S
0
2
0
2
e
n
u
J
0
3
t
a
e
c
n
a
a
B
l
s
t
s
o
c
e
u
s
s
i
e
r
a
h
S
.
i
s
e
t
o
n
g
n
y
n
a
p
m
o
c
c
a
e
h
t
h
t
i
w
n
o
i
t
c
n
u
n
o
c
n
j
i
d
a
e
r
e
b
o
t
s
i
y
t
i
u
q
E
n
i
s
e
g
n
a
h
C
f
o
t
n
e
m
e
t
a
t
S
d
e
t
a
d
i
l
o
s
n
o
C
e
h
T
)
$
(
l
a
t
o
T
i
n
g
e
r
o
F
y
c
n
e
r
r
u
C
n
o
i
t
a
l
s
n
a
r
T
)
$
(
e
v
r
e
s
e
R
t
n
e
m
y
a
P
)
$
(
e
v
r
e
s
e
R
d
e
s
a
b
-
e
r
a
h
S
)
$
(
e
v
r
e
s
e
R
)
$
(
s
e
s
s
o
L
)
$
(
y
t
i
u
q
E
l
a
t
i
p
a
C
l
d
e
t
a
u
m
u
c
c
A
d
e
t
u
b
i
r
t
n
o
C
1
2
0
2
e
n
u
J
0
3
d
e
d
n
E
r
a
e
Y
e
h
t
r
o
f
y
t
i
u
q
E
n
i
s
e
g
n
a
h
C
f
o
t
n
e
m
e
t
a
t
S
d
e
t
a
d
i
l
o
s
n
o
C
46
Neurotech Annual Report 2021
Consolidated Statement of Cash Flows for the Year
Ended 30 June 2021
Consolidated
Notes
30 June 2021 ($)
30 June 2020 ($)
Cash flows from operating activities
Receipts from customers
Other receipts
71,953
19,527
68,700
2,975
Payments to suppliers and employees
(2,406,433)
(753,832)
Interest paid
Interest received
(1,709)
134
(2,429)
1,755
Net Cash Used In Operating Activities
18
(2,316,528)
(682,831)
Cash Flows From Financing Activities
Proceeds from issue of shares
Proceeds from issue of options
Proceeds from issue of convertible notes
Payment of share issue costs
Repayment of borrowings
Proceeds from borrowings
7,620,629
200
-
(443,479)
(46,582)
-
-
-
300,000
-
(79,493)
-
Net Cash Provided By Financing Activities
7,130,768
220,507
Net Increase/(Decrease) In Cash Held
4,814,240
(462,324)
Effect of foreign exchange on cash balances
772
-
Cash and cash equivalents at beginning of
financial year
Cash and cash equivalents at end of
financial year
12,358
474,682
11
4,827,370
12,358
The Consolidated Statement of Cash Flows is to be read in conjunction with the
accompanying notes.
47
Neurotech Annual Report 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
The primary accounting policies adopted in the preparation of the Financial Statements are set out below. These
policies have been consistently applied to all years presented, unless otherwise stated.
(a) General Information
Neurotech International Limited (Company) or (Entity) is a public Company limited by shares, incorporated in
Australia with operations in Malta. The Consolidated Financial Report of the Company as at and for the year ended
30 June 2021 comprises the Company and its subsidiaries (together referred to as the ‘Consolidated Entity’ or
‘Group’).
Neurotech International Limited is a medical device and solutions company conducting clinical studies to assess
the neuro-protective, anti-inflammatory and neuro-modulatory activities of its proprietary cannabis strains.
Neurotech is also commercialising Mente, the world’s first home therapy that is clinically proven to increase
engagement and improve relaxation in autistic children with elevated Delta band brain activity.
The nature of the operations and principal activities of the Consolidated Entity are described in the Directors’
Report.
(b) Basis of Preparation
The financial report is a general-purpose financial report which has been prepared in accordance with Australian
Accounting Standards and Interpretations issued by the Australian Accounting Standards Board and the
Corporations Act 2001. Neurotech International Limited is a for profit entity for the purpose of preparing the
Financial Statements.
Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a financial
report containing relevant and reliable information about transactions, events and conditions. Compliance with
Australian Accounting Standards ensures that the financial statements and notes also comply with International
Financial Reporting Standards as issued by the IASB. Material accounting policies adopted in the preparation of
this financial report are presented below and have been consistently applied.
In addition to the above, the World Health Organisation announced that the Coronavirus (COVID-19) had become
a pandemic on 11 March 2020. The timing of full recovery from COVID-19 on the part of our employees, customers
and suppliers and the economy is uncertain at this stage. The full impact of COVID-19 and timing of easing of
restrictions continues to evolve as at the date of this report.
(i)
Compliance with IFRS
The Financial Statements of the Group also comply with International Financial Reporting Standards (IFRSs) and
interpretations adopted by the International Accounting Standard Board (IASB).
The Financial Statements were approved by the Board of Directors on 27th August 2021.
(ii)
Historical cost convention
The financial report has been prepared on an accrual basis and is based on historical costs modified by the
revaluation of selected non-current assets, financial assets and financial liabilities for which the fair value basis of
accounting has been applied. All amounts are presented in Australian dollars, unless otherwise noted.
(iii)
Comparatives
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in
presentation for the current financial year.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
48
PAGE 37
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
(c) Going Concern
The primary accounting policies adopted in the preparation of the Financial Statements are set out below. These
policies have been consistently applied to all years presented, unless otherwise stated.
(a) General Information
Neurotech International Limited (Company) or (Entity) is a public Company limited by shares, incorporated in
Australia with operations in Malta. The Consolidated Financial Report of the Company as at and for the year ended
30 June 2021 comprises the Company and its subsidiaries (together referred to as the ‘Consolidated Entity’ or
‘Group’).
Neurotech International Limited is a medical device and solutions company conducting clinical studies to assess
the neuro-protective, anti-inflammatory and neuro-modulatory activities of its proprietary cannabis strains.
Neurotech is also commercialising Mente, the world’s first home therapy that is clinically proven to increase
engagement and improve relaxation in autistic children with elevated Delta band brain activity.
The nature of the operations and principal activities of the Consolidated Entity are described in the Directors’
Report.
(b) Basis of Preparation
The financial report is a general-purpose financial report which has been prepared in accordance with Australian
Accounting Standards and Interpretations issued by the Australian Accounting Standards Board and the
Corporations Act 2001. Neurotech International Limited is a for profit entity for the purpose of preparing the
Financial Statements.
Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a financial
report containing relevant and reliable information about transactions, events and conditions. Compliance with
Australian Accounting Standards ensures that the financial statements and notes also comply with International
Financial Reporting Standards as issued by the IASB. Material accounting policies adopted in the preparation of
this financial report are presented below and have been consistently applied.
In addition to the above, the World Health Organisation announced that the Coronavirus (COVID-19) had become
a pandemic on 11 March 2020. The timing of full recovery from COVID-19 on the part of our employees, customers
and suppliers and the economy is uncertain at this stage. The full impact of COVID-19 and timing of easing of
restrictions continues to evolve as at the date of this report.
(i)
Compliance with IFRS
The Financial Statements of the Group also comply with International Financial Reporting Standards (IFRSs) and
interpretations adopted by the International Accounting Standard Board (IASB).
(ii)
Historical cost convention
The financial report has been prepared on an accrual basis and is based on historical costs modified by the
revaluation of selected non-current assets, financial assets and financial liabilities for which the fair value basis of
accounting has been applied. All amounts are presented in Australian dollars, unless otherwise noted.
(iii)
Comparatives
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in
presentation for the current financial year.
The Directors are satisfied that the going concern assumption has been appropriately applied in preparing the
financial statements and the historical financial information has been prepared on a going concern basis, which
contemplates the continuity of normal business activity and the realisation of assets and the settlement of
liabilities in the normal course of business.
For the year ended 30 June 2021 the Group made an operating loss of $7,430,628 (2020: loss of $1,713,439), had
cash outflows from operating activities of $2,316,528 (2020: $682,831).
The Company had cash on hand as at 30 June 2021 of $4,827,370 (2020: $12,358) and net assets of $3,861,466
(2020: net asset deficiency of $646,293). Accordingly, the Directors believe that there are reasonable grounds to
believe that the Company and consolidated entity will continue as a going concern.
Should the consolidated entity not be able to continue as a going concern, it may be required to realise its assets
and discharge its liabilities other than in the ordinary course of business, and at amounts that differ from those
stated in the financial statements. The financial report does not include any adjustment relating to the
recoverability and classification of the asset carrying amounts or the classification of liabilities that might be
necessary should the consolidated entity not be able to continue as a going concern.
(d)
Impact of the adoption of new Accounting Standards
There were no new accounting Standards adopted by the Group during the financial year.
Significant Accounting Judgments, Estimates and Assumptions
The preparation of the Financial Statements requires Management to make judgments, estimates and
assumptions that affect the reported amounts in the Financial Statements. Management continually evaluates its
judgments and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses.
Management bases its judgments and estimates on historical experience and on other various factors it believes
to be reasonable under the circumstances, the result of which form the basis of the carrying values of assets and
liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.
Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future
periods affected.
Information about significant areas of estimation uncertainty and critical judgments in applying accounting policies
that have the most significant effect on the amount recognised in the Financial Statements are outlined below:
(i)
Share based payments
The Group measures the cost of equity settled transactions with employees by reference to the fair value of equity
instruments at the date at which they are granted. The fair value is determined using a Black-Scholes option pricing
model, inputs used in valuing share-based payments, including options, are estimates.
The Financial Statements were approved by the Board of Directors on 27th August 2021.
(ii)
Treatment of costs incurred for Research and Development
The Group’s consideration of whether its internal projects to develop medical devices are in a research phase or
development phase involves significant judgement.
The Group considers a project to be in a development phase when the following can be demonstrated:
•
•
•
•
•
the technical feasibility of completing the intangible asset so that it will be available for use or sale;
there is intention to complete the project;
the existence of a market to be able to sell output resulting from the completion of the project;
how the intangible asset will generate probable future economic benefits;
there is adequate technical, financial and other resources available to complete the development and to
use or sell the intangible asset; and
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 37
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 38
49
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
•
expenditure attributable to the project can be reliably measured.
When the above 6 criteria are met, the Group will recognise an intangible asset in relation to the project, otherwise
costs incurred to date on the project are expensed as incurred.
(e)
Principles of Consolidation
The Consolidated Financial Statements incorporate the assets and liabilities of all the subsidiaries that Neurotech
International Limited (‘the Parent Entity’) has the power to control the Consolidated Entity when the Group is
exposed to, or has rights to, variable returns from its involvement with the Consolidated Entity and has the ability
to affect those returns through its power to direct the activities of the Consolidated Entity, the financial and
operating policies as at 30 June 2021 and the results of all subsidiaries for the year ended 30 June 2021. All
intercompany balances and transactions between the Group and the Consolidated Entity, including any unrealised
profits or losses, have been eliminated on consolidation. Accounting policies of subsidiaries have been changed
where necessary to ensure consistencies with those policies applied by the Group.
Subsidiaries
Subsidiaries are all entities controlled by the Consolidated Entity. The Financial Statements of subsidiaries are
included in the Consolidated Financial Statements from the date that control commences until the date that
control ceases. The accounting policies of subsidiaries have been changed when necessary to align them with the
policies adopted by the Group.
In the Company’s Financial Statements, investments in subsidiaries are carried at cost. The Financial Statements
of the subsidiary are prepared for the same reporting period as the Group, using consistent accounting policies.
Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-
consolidated from the date that control ceases.
In preparing the Consolidated Financial Statements, all intercompany balances and transactions, income and
expenses and profit or losses resulting from inter-entity transactions have been eliminated in full. Unrealised
losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies
adopted by the Group.
The investments in subsidiaries held by Neurotech International Limited are accounted for at cost in the separate
Financial Statements of the Group less any impairment charges. The acquisition of subsidiaries is accounted for
using the acquisition method of accounting. The acquisition method of accounting involves allocating the cost of
the business combination to the fair value of the assets acquired and the liabilities and contingent liabilities
assumed at the date of acquisition.
(f)
Foreign Currency translation
Functional and presentation currency
Items included in the Financial Statements of each of the Group entities are measured using the currency of the
primary economic environment in which the Entity operates (‘the functional currency’). The Consolidated Financial
Statements are presented in Australian dollars (A$), which is Neurotech International Limited’s functional and
presentation currency. The functional currency of the subsidiaries of Neurotech International Limited
incorporated in Malta is the Euro (EUR€).
Foreign currency transactions and balances
Transactions in foreign currencies are initially recorded in the functional currency by applying the exchange rates
ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are
retranslated at the rate of exchange ruling at the reporting date.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
50
PAGE 39
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
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. Non-monetary items measured at fair value in a foreign
currency are translated using the exchange rates at the date when the fair value was determined.
Translation of Foreign Operations
The Statement of Profit or Loss and Other Comprehensive Income is translated at the average exchange rates for
the year.
The exchange differences arising on the translation are taken directly to a separate component of equity. On
disposal of the foreign entity, the deferred cumulative amount recognised in equity relating to that foreign
operation will be recognised in the Statement of Profit or Loss and Other Comprehensive Income.
(g) Revenue recognition
The Group’s revenue is substantially from the sale of Mente devices, which to date are principally sold through
Distributors which Neurotech has Distribution Agreements with Sales are recognised when control of the products
has transferred, being when the products are delivered to the distributor, the distributor has full discretion over
the channel and price to sell the products, and there is no unfulfilled obligation that could affect the distributor’s
acceptance of the products. Delivery occurs when the products have been shipped to the specific location, the
risks of obsolescence and loss have been transferred to the distributor, and either the distributor has accepted the
products in accordance with the distribution agreement, the acceptance provisions have lapsed, or the group has
objective evidence that all criteria for acceptance have been satisfied.
With the exception of devices which are defective, Distributors are not able to return devices to Neurotech, that
is, there is no “Right of Return”, consequentially it is not necessary for the Group to consider the probability of
units being returned which would lead to the recognition of a refund liability, and a right of return asset.
(h) Other income
Interest Income
Interest income is recognised using the effective interest method. The effective interest method uses the effective
interest rate which is the rate that exactly discounts the estimated future cash receipts over the expected life of
the financial asset.
Government Grants
Grants from the government are recognised at their fair value where there is a reasonable assurance that the
grant will be received, and the group will comply with all attached conditions. Government grants relating to the
purchase of property, plant and equipment are included in non-current liabilities as deferred income and are
credited to profit or loss on a straight-line basis over the expected lives of the related assets.
Government grants relating to costs are deferred and recognised in the profit or loss over the period necessary
to match them with the costs that they are intended to compensate.
(i)
Research and development
Research expenditure is recognised as an expense as incurred.
Costs incurred on development projects (relating to the design and testing of new or improved products) are
recognised as intangible assets when it is probable that the project will, after considering its commercial and
technical feasibility, be completed and generate future economic benefits and its costs can be measured reliably.
The expenditure capitalised comprises all directly attributable costs, including costs of materials, services, direct
labour and an appropriate proportion of overheads. Other development expenditures that do not meet these
criteria are recognised as an expense as incurred. Development costs previously recognised as an expense are not
recognised as an asset in a subsequent period. Capitalised development costs are recorded as intangible assets
and amortised from the point at which the asset is ready for use.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 40
51
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(j)
Income Tax Expenses or Benefit
The income tax expense or benefit (revenue) for the period is the tax payable on the current period's taxable
income based on the national income tax rate for each jurisdiction adjusted by changes in deferred tax assets and
liabilities attributable to temporary differences between the tax base of assets and liabilities and their carrying
amounts in the Financial Statements, and to unused tax losses.
Deferred tax assets and liabilities are recognised for all temporary differences, between carrying amounts of assets
and liabilities for financial reporting purposes and their respective tax bases, at the tax rates expected to apply
when the assets are recovered or liabilities settled, based on those tax rates which are enacted or substantively
enacted for each jurisdiction. Exceptions are made for certain temporary differences arising on initial recognition
of an asset or a liability if they arose in a transaction, other than a business combination, that at the time of the
transaction did not affect either accounting profit or taxable profit. Deferred tax assets are only recognised for
deductible temporary differences and unused tax losses if it is probable that future taxable amounts will be
available to utilise those temporary differences and losses.
Deferred tax assets and liabilities are not recognised for temporary differences between the carrying amount and
tax bases of investments in controlled entities, associates and interests in joint ventures where the Parent Entity
is able to control the timing of the reversal of the temporary differences and it is probable that the differences will
not be reversed in the foreseeable future. Current and deferred tax balances relating to amounts are recognised
directly in equity.
Neurotech International Limited and its resident subsidiaries have unused tax losses. However, no deferred tax
balances have been recognised, as it is considered that asset recognition criteria have not been met at this time.
(k)
Cash and cash equivalents
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand,
deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities
of three months or less that are readily convertible to known amounts of cash and which are subject to an
insignificant risk of changes in value. Bank overdrafts are shown within borrowings in current liabilities in the
Statement of Financial Position.
(l)
Inventories
Inventories consist of autism related neurofeedback medical equipment being held for resale and are valued at
the lower of cost and net realisable value. Cost is determined on the first-in first-out basis. Net realisable value
is the estimate of the selling price in the ordinary course of business, less the expected selling expenses.
(m) Trade and Other Receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the
effective interest method, less any provision for impairment. Trade receivables are generally due for settlement
within 30 days. Collectability of trade receivables is reviewed on an ongoing basis. The Group applies the AASB 9
simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade
receivables. Customers with heightened credit risk are provided for specifically based on historical default rates
and forward-looking information. Trade receivables are written off when there is no reasonable expectation of
recovery. Indicators that there is no reasonable expectation of recovery include, amongst others, the failure of a
debtor to engage in a repayment plan with the Group. Other receivables are recognised at amortised cost, less
any provision for impairment.
(n)
Right-of-use assets
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost,
which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at
or before the commencement date net of any lease incentives received, any initial direct costs incurred, and,
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
52
PAGE 41
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(j)
Income Tax Expenses or Benefit
The income tax expense or benefit (revenue) for the period is the tax payable on the current period's taxable
income based on the national income tax rate for each jurisdiction adjusted by changes in deferred tax assets and
liabilities attributable to temporary differences between the tax base of assets and liabilities and their carrying
amounts in the Financial Statements, and to unused tax losses.
Deferred tax assets and liabilities are recognised for all temporary differences, between carrying amounts of assets
and liabilities for financial reporting purposes and their respective tax bases, at the tax rates expected to apply
when the assets are recovered or liabilities settled, based on those tax rates which are enacted or substantively
enacted for each jurisdiction. Exceptions are made for certain temporary differences arising on initial recognition
of an asset or a liability if they arose in a transaction, other than a business combination, that at the time of the
transaction did not affect either accounting profit or taxable profit. Deferred tax assets are only recognised for
deductible temporary differences and unused tax losses if it is probable that future taxable amounts will be
available to utilise those temporary differences and losses.
Deferred tax assets and liabilities are not recognised for temporary differences between the carrying amount and
tax bases of investments in controlled entities, associates and interests in joint ventures where the Parent Entity
is able to control the timing of the reversal of the temporary differences and it is probable that the differences will
not be reversed in the foreseeable future. Current and deferred tax balances relating to amounts are recognised
directly in equity.
Neurotech International Limited and its resident subsidiaries have unused tax losses. However, no deferred tax
balances have been recognised, as it is considered that asset recognition criteria have not been met at this time.
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand,
deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities
of three months or less that are readily convertible to known amounts of cash and which are subject to an
insignificant risk of changes in value. Bank overdrafts are shown within borrowings in current liabilities in the
(k)
Cash and cash equivalents
Statement of Financial Position.
(l)
Inventories
Inventories consist of autism related neurofeedback medical equipment being held for resale and are valued at
the lower of cost and net realisable value. Cost is determined on the first-in first-out basis. Net realisable value
is the estimate of the selling price in the ordinary course of business, less the expected selling expenses.
(m) Trade and Other Receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the
effective interest method, less any provision for impairment. Trade receivables are generally due for settlement
within 30 days. Collectability of trade receivables is reviewed on an ongoing basis. The Group applies the AASB 9
simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade
receivables. Customers with heightened credit risk are provided for specifically based on historical default rates
and forward-looking information. Trade receivables are written off when there is no reasonable expectation of
recovery. Indicators that there is no reasonable expectation of recovery include, amongst others, the failure of a
debtor to engage in a repayment plan with the Group. Other receivables are recognised at amortised cost, less
any provision for impairment.
(n)
Right-of-use assets
except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and
removing the underlying asset, and restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated
useful life of the asset, whichever is the shorter. Where the Group expects to obtain ownership of the leased asset
at the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to
impairment or adjusted for any re-measurement of lease liabilities.
The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases
with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to
profit or loss as incurred.
(o)
Lease Liabilities
A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the
present value of the lease payments to be made over the term of the lease, discounted using the interest rate
implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate.
Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that
depend on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a
purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination
penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in
which they are incurred.
Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are
remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate
used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease
liability is remeasured, an adjustment is made to the corresponding right-of use asset or to profit or loss if the
carrying amount of the right-of-use asset is fully written down.
(p)
Financial Assets
Classification
All the Group’s financial assets are classified in the category of “financial assets at amortised cost”. Management
determines the classification of financial assets at initial recognition.
Measurement
Loans and receivables are non‑derivative financial assets with fixed or determinable payments that are not quoted
in an active market. They are included in current assets, except for those with maturities greater than 12 months
after the reporting period which are classified as non‑current assets.
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the
effective interest rate method, less provision for impairment. The fair value of trade receivables and payables is
their nominal value less estimated credit adjustments.
(q) Property, Plant and Equipment
Items of property, plant and equipment are initially recorded at historical cost less accumulated depreciation.
Depreciation is calculated on the straight-line method to write off the cost of the assets to their residual values
over their estimated useful life.
The annual rates used for this purpose, which are consistent with those used in previous years, are as follows:
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost,
which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at
or before the commencement date net of any lease incentives received, any initial direct costs incurred, and,
Furniture and fittings
20%
Computer equipment and software
20-25%
Medical and other equipment
25%
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 41
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 42
53
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate,
only when it is probable that the future economic benefits associated with the item will flow to the Group and the
cost can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and
maintenance are charged to the Statement of Profit or Loss and Other Comprehensive Income during the financial
year in which they are incurred.
The asset’s residual values and useful lives are reviewed, and adjusted if appropriate, at each statement of financial
position date. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s
carrying amount is greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in
the income statement. When revalued assets are sold, the amounts included in other reserves are transferred to
retained earnings.
(r)
Intangible assets
Project Development Costs
Development costs that are directly attributable to the design and testing of identifiable and unique medical
equipment products controlled by the Group are recognised as intangible assets when the following criteria are
met:
it is technically feasible to complete the product so that it will be available for use;
•
• management intends to complete the product and use or sell it;
•
•
•
there is an ability to use or sell the product;
it can be demonstrated how the product will generate probable future economic benefits;
adequate technical, financial and other resources to complete the development and to use or sell the
product are available; and
the expenditure attributable to the product during its development can be reliably measured.
•
Directly attributable costs that are capitalised as part of the medical equipment product include the development
employee costs and an appropriate portion of relevant overheads. Other development expenditures that do not
meet these criteria are recognised as an expense as incurred. Development costs previously recognised as an
expense are not recognised as an asset in a subsequent period. Medical equipment product development costs
recognised as assets are amortised over their estimated useful lives, which does not exceed five years.
Patents and trademarks
Patents and trademarks are capitalised on the basis of the costs incurred to acquire and bring to use the respective
medical equipment. These costs are amortised over their estimated useful lives of 5 to 15 years. Significant costs
associated with patents and trademarks are deferred and amortised on a straight-line basis over the period of
their expected benefit, being their finite useful life of up to 15 years and are carried at cost less accumulated
amortisation and impairment losses.
(s)
Trade and Other Payables
Liabilities are recognised for amounts to be paid in the future for goods or services received prior to the end of the
period, whether or not billed to the Group before reporting date. Trade accounts payable are normally settled
within 60 days.
Financial liabilities are initially measured at their fair value and subsequently measured at amortised cost using
the effective interest rate method and are derecognised if the Group’s obligations specified in the contract expire
or are discharged or cancelled.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
54
PAGE 43
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate,
only when it is probable that the future economic benefits associated with the item will flow to the Group and the
cost can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and
maintenance are charged to the Statement of Profit or Loss and Other Comprehensive Income during the financial
year in which they are incurred.
The asset’s residual values and useful lives are reviewed, and adjusted if appropriate, at each statement of financial
position date. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s
carrying amount is greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in
the income statement. When revalued assets are sold, the amounts included in other reserves are transferred to
retained earnings.
(r)
Intangible assets
Project Development Costs
Development costs that are directly attributable to the design and testing of identifiable and unique medical
equipment products controlled by the Group are recognised as intangible assets when the following criteria are
met:
•
•
•
•
•
it is technically feasible to complete the product so that it will be available for use;
• management intends to complete the product and use or sell it;
there is an ability to use or sell the product;
it can be demonstrated how the product will generate probable future economic benefits;
adequate technical, financial and other resources to complete the development and to use or sell the
product are available; and
Directly attributable costs that are capitalised as part of the medical equipment product include the development
employee costs and an appropriate portion of relevant overheads. Other development expenditures that do not
meet these criteria are recognised as an expense as incurred. Development costs previously recognised as an
expense are not recognised as an asset in a subsequent period. Medical equipment product development costs
recognised as assets are amortised over their estimated useful lives, which does not exceed five years.
Patents and trademarks
Patents and trademarks are capitalised on the basis of the costs incurred to acquire and bring to use the respective
medical equipment. These costs are amortised over their estimated useful lives of 5 to 15 years. Significant costs
associated with patents and trademarks are deferred and amortised on a straight-line basis over the period of
their expected benefit, being their finite useful life of up to 15 years and are carried at cost less accumulated
amortisation and impairment losses.
(s)
Trade and Other Payables
Liabilities are recognised for amounts to be paid in the future for goods or services received prior to the end of the
period, whether or not billed to the Group before reporting date. Trade accounts payable are normally settled
within 60 days.
Financial liabilities are initially measured at their fair value and subsequently measured at amortised cost using
the effective interest rate method and are derecognised if the Group’s obligations specified in the contract expire
or are discharged or cancelled.
(t)
Borrowings
Borrowings are recognised initially at the proceeds received and net of issue costs incurred. In subsequent periods,
borrowings are stated at amortised cost using the effective yield method. Any difference between proceeds (net
of issue costs) and the redemption value is recognised in the Statement of Profit or Loss and Other Comprehensive
Income over the period of the borrowings using the effective yield method.
(u)
Employee Benefits
Short term Employee Benefit Obligations
Liabilities for wages and salaries, including non-monetary benefits and accumulating annual leave that are
expected to be settled wholly within 12 months after the end of the period in which the employees render the
related service are recognised in respect of employees’ service up to the end of the reporting period and are
measured at the amounts expected to be paid when the liabilities are settled. All other short-term employee
benefit obligations are presented as payables.
Other long-term Employee Benefit Obligations
The Group does not recognise a liability for annual leave at reporting date, annual leave taken during the course
of employment and annual leave paid to employees upon termination of employment is recognised in the financial
statements of the Group when the employee is paid for their leave.
Termination Benefits
Termination benefits are payable when employment is terminated by the Group before the normal retirement
date, or when an employee accepts voluntary redundancy in exchange for these benefits. The Group recognised
termination benefits at the earlier of the following dates:
(a) when the Group can no longer withdraw the offer of those benefits; and
the expenditure attributable to the product during its development can be reliably measured.
(b) when the Entity recognised costs for a restructuring that is within the scope of AASB 137 and involves the
payment of terminations benefits.
In the case of an offer made to encourage voluntary redundancy, the termination benefits are measured based on
the number of employees expected to accept the offer. Benefits falling due more than 12 months after the end of
the reporting period are discounted to present value.
(v)
Share-based payments
Share-based payments which have been granted to employees comprise of shares, share rights and share options.
Shares
The value of shares granted and issued to key management personnel in a year is recognised as an employee
benefit expense with a corresponding increase in equity (share capital). The value of shares granted and vested to
key management personnel in one year, which will be issued in a future year are recognised as an employee
benefit expense with a corresponding increase in equity (share capital reserve). Upon issuing of the shares, the
value in the share capital reserve will be transferred to share capital.
The value of shares granted and in the process of vesting to key management personnel are recognised as an
employee benefit expense with a corresponding increase in equity (share-based payments reserve). Upon vesting
and subsequent issue of the shares, the value in the share-based payments reserve will be transferred to share
capital.
The basis for the value recognised for each share is the price at the time when the terms of the grant are agreed
between the Group and the counter party.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 43
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 44
55
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Share rights
The value of share rights granted to key management personnel in a year is recognised as an employee benefit
expense with a corresponding increase in equity (share-based payments reserve). In the year in which the share
rights become vested, the value of share rights which have vested will be recognised in share capital reserve.
Upon issue of the related shares, the value in the share capital reserve is transferred to share capital. The basis
for the value recognised for each share right is the price at the time when the terms of the grant are agreed
between the Group and the counter party.
Share options
The fair value of options granted to employees (including Key Management Personnel) is recognised as an
employee benefit expense with a corresponding increase in equity (share-based payments reserve). The fair value
is measured at grant date and recognised over the period during which the employees become unconditionally
entitled to the options. The fair value at grant date is determined using a Black-Scholes option pricing model that
takes into account the exercise price, the term of the option, the vesting and performance criteria, the impact of
dilution, the non-tradable nature of the option, the share price at grant date and expected price volatility of the
underlying share, the expected dividend yield and the risk-free interest rate for the term of the option.
The fair value of the options granted excludes the impact of any non-market vesting conditions (for example,
profitability and sales growth targets). Non-market vesting conditions are included in assumptions about the
number of options that are expected to become exercisable. At each reporting date, the Entity revises its estimate
of the number of options that are expected to become exercisable. The employee benefit expense recognised in
each period takes into account the most recent estimate.
This estimate also requires determination of the most appropriate inputs to the valuation model including the
expected life of the share option, volatility and dividend yield and making assumptions about them.
(w) Share-based Payment Transactions for the acquisition of goods and services
Share-based payment arrangements in which the Group receives goods or services as consideration for its own
equity instruments are accounted for as equity-settled share-based payment transactions. The Group measures
the value of equity instruments granted at the fair value of the goods and services received, unless that fair value
cannot be measured reliably.
If the fair value of the goods or services received cannot be reliably measured, the transaction is measured by the
by reference to the fair value of the instruments granted.
(x)
Contributed Equity
Ordinary shares are classified as equity.
Costs directly attributable to the issue of new shares or options are shown as a deduction from the equity
proceeds, net of any income tax benefit. Costs directly attributable to the issue of new shares or options associated
with the acquisition of a business are included as part of the purchase consideration.
(y)
Earnings or Loss per share
Basic earnings or loss per share are calculated by dividing the net profit or loss attributable to members of the
Parent Entity for the reporting period by the weighted average number of ordinary shares of the Group.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
56
PAGE 45
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Share rights
(z)
Fair Value
The fair values of financial assets and liabilities are determined in accordance with generally accepted pricing
models based on estimated future cash flow. There are currently no assets and liabilities which require fair valuing
under the measurement hierarchy. Due to their short-term nature, the carrying amounts of the current
receivables, current payables and current borrowings are assumed to approximate their fair value.
(aa) Goods and Services Tax
Revenues, expenses and assets are recognised net of GST except where 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.
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 Flow 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 authorities
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.
The value of share rights granted to key management personnel in a year is recognised as an employee benefit
expense with a corresponding increase in equity (share-based payments reserve). In the year in which the share
rights become vested, the value of share rights which have vested will be recognised in share capital reserve.
Upon issue of the related shares, the value in the share capital reserve is transferred to share capital. The basis
for the value recognised for each share right is the price at the time when the terms of the grant are agreed
between the Group and the counter party.
Share options
The fair value of options granted to employees (including Key Management Personnel) is recognised as an
employee benefit expense with a corresponding increase in equity (share-based payments reserve). The fair value
is measured at grant date and recognised over the period during which the employees become unconditionally
entitled to the options. The fair value at grant date is determined using a Black-Scholes option pricing model that
takes into account the exercise price, the term of the option, the vesting and performance criteria, the impact of
dilution, the non-tradable nature of the option, the share price at grant date and expected price volatility of the
underlying share, the expected dividend yield and the risk-free interest rate for the term of the option.
The fair value of the options granted excludes the impact of any non-market vesting conditions (for example,
profitability and sales growth targets). Non-market vesting conditions are included in assumptions about the
number of options that are expected to become exercisable. At each reporting date, the Entity revises its estimate
of the number of options that are expected to become exercisable. The employee benefit expense recognised in
each period takes into account the most recent estimate.
This estimate also requires determination of the most appropriate inputs to the valuation model including the
expected life of the share option, volatility and dividend yield and making assumptions about them.
(w) Share-based Payment Transactions for the acquisition of goods and services
Share-based payment arrangements in which the Group receives goods or services as consideration for its own
equity instruments are accounted for as equity-settled share-based payment transactions. The Group measures
the value of equity instruments granted at the fair value of the goods and services received, unless that fair value
cannot be measured reliably.
If the fair value of the goods or services received cannot be reliably measured, the transaction is measured by the
by reference to the fair value of the instruments granted.
(x)
Contributed Equity
Ordinary shares are classified as equity.
Costs directly attributable to the issue of new shares or options are shown as a deduction from the equity
proceeds, net of any income tax benefit. Costs directly attributable to the issue of new shares or options associated
with the acquisition of a business are included as part of the purchase consideration.
(y)
Earnings or Loss per share
Basic earnings or loss per share are calculated by dividing the net profit or loss attributable to members of the
Parent Entity for the reporting period by the weighted average number of ordinary shares of the Group.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 45
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 46
57
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
2.
Segment Information
The Directors have considered the requirements of AASB 8 – Operating segments. Operating segments are
identified, and segment information disclosed on the basis of internal reports that are regularly provided to, or
reviewed by, the Group’s chief operating decision maker, which is the Board of Directors. In this regard, such
information is provided using similar measures to those used in preparing the consolidated statement of profit or
loss and other comprehensive income, consolidated statement of financial position and consolidated statement
of cash flows.
One segment is identified, being Medical Device Development and Distribution. The Group’s business includes
the commercialisation of Mente, the world’s first home therapy that is clinically proven to increase engagement
and improve relaxation in autistic children with elevated Delta band brain activity. Concurrently the Group is
conducting clinical studies to assess the neuro-protective, anti-inflammatory and neuro-modulatory activities of
its proprietary NTI/Dolce cannabis strains.
3.
REVENUE FROM CONTRACTS WITH CUSTOMERS
Revenue represents the value of medical equipment and services sold by the Group.
Sales Mente Products
4.
OTHER INCOME
Shipping of Sales Products
Interest Income
Proceeds on sale of plant and equipment
5.
EXPENSES
Cost of sales expenses
Cost of units sold (Mente Products)
Reversal of obsolete stock provision
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
206,144
206,144
77,366
77,366
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
223
135
19,170
19,527
2,975
1,755
-
4,730
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
16,233
(50,565)
(34,332)
31,483
(28,482)
3,001
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
58
PAGE 47
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
2.
Segment Information
Finance expenses
The Directors have considered the requirements of AASB 8 – Operating segments. Operating segments are
identified, and segment information disclosed on the basis of internal reports that are regularly provided to, or
reviewed by, the Group’s chief operating decision maker, which is the Board of Directors. In this regard, such
information is provided using similar measures to those used in preparing the consolidated statement of profit or
loss and other comprehensive income, consolidated statement of financial position and consolidated statement
of cash flows.
One segment is identified, being Medical Device Development and Distribution. The Group’s business includes
the commercialisation of Mente, the world’s first home therapy that is clinically proven to increase engagement
and improve relaxation in autistic children with elevated Delta band brain activity. Concurrently the Group is
conducting clinical studies to assess the neuro-protective, anti-inflammatory and neuro-modulatory activities of
its proprietary NTI/Dolce cannabis strains.
3.
REVENUE FROM CONTRACTS WITH CUSTOMERS
Revenue represents the value of medical equipment and services sold by the Group.
Sales Mente Products
4.
OTHER INCOME
Shipping of Sales Products
Interest Income
Proceeds on sale of plant and equipment
5.
EXPENSES
Cost of sales expenses
Cost of units sold (Mente Products)
Reversal of obsolete stock provision
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
206,144
206,144
77,366
77,366
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
223
135
19,170
19,527
2,975
1,755
-
4,730
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
16,233
(50,565)
(34,332)
31,483
(28,482)
3,001
Interest – bank overdraft
Finance expense - leases
Finance expense - Convertible Notes
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
1,709
-
-
1,709
2,809
2,429
418,436
423,674
During the year ended 30 June 2020 the Group issued convertible notes with a face value of $300,000 that were
subsequently converted to shares and options and a finance expense was recognised based on the fair value of
equity instruments issued in excess of the face value of the convertible notes as noted below.
6.
SHARE BASED PAYMENTS EXPENSE
The primary purpose of share-based payments is to remunerate Directors, other Key Management Personnel and
Service providers for the services rendered to the Group.
Expense recognised for the year for options previously issued to Peter
Griffiths
Options issued to directors
Adjustment to valuation of shares issued to directors for director’s fees
Options issued to Max Capital
Options issued to Merchant Capital
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
24,583
45,298
515,367
176,040
202,487
298,366
-
-
-
-
1,216,843
45,298
Options issued to Peter Griffiths
The share-based payments expense for the year ended 30 June 2021, included an amount of $45,298 representing
the continued vesting of the options issued to the Group’s CEO Peter Griffiths on 1 December 2018. The issue of
options was approved by shareholders at the November 2019 Annual General Meeting.
The assessed fair value of these options was determined using a Black-Scholes option pricing model with the
following inputs:
Input
Tranche 1
Tranche 2
Total
Number of options
Underlying share price
Exercise price
Expected volatility
Expiry date (years)
6,500,000
5,429,754
11,929,754
$0.0190
$0.0589
100%
5.0
$0.0190
$0.0199
100%
5.0
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 47
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 48
59
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Input
Tranche 1
Tranche 2
Total
Expected dividends
Risk free rate
Value
-
1.03%
$71,221
-
1.03%
$76,074
$147,295
The options vest over the period of service up to 1 December 2020 and accordingly the options have been
expensed over the vesting period. The amounts expensed during the year ended 30 June 2021 are shown below:
Name
No. of options
2021 Expense $
2020 Expense $
Peter Griffiths (Tranche 1)
Peter Griffiths (Tranche 2)
Total
Options issued to Directors
6,500,000
5,429,754
11,929,754
16,888
21,903
18,039
34,927
23,395
45,298
On 30 November 2020 20,000,000 options with an expiry date of 31 October 2023 and 4,000,000 options with an
expiry date of 30 November 2023 were issued to Directors following approval by shareholders at General Meeting
on the same date. A remuneration expense of $504,025 has been recognised during the year in relation to these
options which were valued using the Black Scholes option valuation model with the following inputs:
Number of options in series
Grant date share price
Exercise price
Expected volatility
Option life
Dividend yield
Interest rate
Unlisted options
NTIOPT10
10,000,000
$0.029
$0.015
112%
34 months
0.00%
0.11%
Unlisted options
NTIOPT11
10,000,000
$0.029
$0.020
112%
34 months
0.00%
0.11%
Unlisted options
NTIOPT9
4,000,000
$0.029
$0.038
112%
35 months
0.00%
0.11%
Detailed remuneration disclosures for Directors and Executives for the year to 30 June 2021 are provided in the
Remuneration Report on pages 19 to 26.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
60
PAGE 49
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Input
Tranche 1
Tranche 2
Total
Options issued to Max Capital
Expected dividends
Risk free rate
Value
-
1.03%
$71,221
-
1.03%
$76,074
$147,295
The options vest over the period of service up to 1 December 2020 and accordingly the options have been
expensed over the vesting period. The amounts expensed during the year ended 30 June 2021 are shown below:
Name
No. of options
2021 Expense $
2020 Expense $
Peter Griffiths (Tranche 1)
Peter Griffiths (Tranche 2)
Total
Options issued to Directors
6,500,000
5,429,754
11,929,754
16,888
21,903
18,039
34,927
23,395
45,298
On 30 November 2020 20,000,000 options with an expiry date of 31 October 2023 and 4,000,000 options with an
expiry date of 30 November 2023 were issued to Directors following approval by shareholders at General Meeting
on the same date. A remuneration expense of $504,025 has been recognised during the year in relation to these
options which were valued using the Black Scholes option valuation model with the following inputs:
Number of options in series
Grant date share price
Exercise price
Expected volatility
Option life
Dividend yield
Interest rate
Unlisted options
Unlisted options
Unlisted options
NTIOPT10
10,000,000
NTIOPT11
10,000,000
NTIOPT9
4,000,000
$0.029
$0.015
112%
0.00%
0.11%
$0.029
$0.020
112%
0.00%
0.11%
$0.029
$0.038
112%
0.00%
0.11%
34 months
34 months
35 months
Detailed remuneration disclosures for Directors and Executives for the year to 30 June 2021 are provided in the
Remuneration Report on pages 19 to 26.
On 22 December 2020 the Company issued 9,000,000 options with an exercise price of $0.03 and an expiry date of
22 December 2022 to Max Capital Pty Ltd for professional services. The expense of $202,487 was calculated using
the Black Scholes option valuation model using the following inputs:
Number of options in series
Grant date share price
Exercise price
Expected volatility
Option life
Dividend yield
Interest rate
Unlisted options
NTIOPT12
9,000,000
$0.036
$0.03
116%
2 years
0.00%
0.09%
A further 1,000,000 options with the same terms were issued to Max Capital for services relating to the capital raising
and have been treated as capital raising costs.
Options issued to Merchant Capital
On 12 May 2021 the Company issued 10,000,000 options with an exercise price of $0.09 and an expiry date of 12
May 2023 to Merchant Capital Pty Ltd for professional services. The expense of $298,366 was calculated using the
Black Scholes option valuation model using the following inputs:
Number of options in series
Grant date share price
Exercise price
Expected volatility
Option life
Dividend yield
Interest rate
Unlisted options
NTIOPT14
10,000,000
$0.058
$0.09
120%
2 years
0.00%
0.08%
Performance rights issued to Dolce Cann
On 30 June 2021 the Company issued 15,000,000 performance rights to Dolce Cann Global Pty Ltd following approval
by shareholders at General Meeting 7 May 2021. The Performance Rights automatically vest and convert into shares
upon satisfaction of the vesting condition being the successful completion by or on behalf the Company of a small-
scale clinical trial based on a Neuro Disorder (excluding autism, epilepsy or ADHD) by 1 March 2023.
The expense, which has been recognised a non-current liability as deferred consideration of $795,000 was calculated
by reference to the following inputs:
Number issued
Issue date share price
Face value at issue date
Probability of vesting
Expense recognised for the
year ended 30 June 2021
Performance Rights
15,000,000
$0.053
$795,000
100%
$795,000
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 49
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 50
61
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
7.
RESEARCH EXPENSES
Cash consideration for acquisition of Dolce Cann Licence
Shares issued pursuant to the prospectus dated 26 August 2020
Shares issued upon achievement of Stage 1 milestones
Shares issued upon extension to the Biotechnology licence
Shares issued to Canna Pacific
Options issued pursuant to the prospectus dated 26 August 2020
Contingent consideration – Performance Rights
Other project expenses
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
50,000
494,000
1,188,000
960,000
116,000
441,896
795,000
1,312,918
5,357,814
-
-
-
-
-
-
-
-
-
During the period the Company acquired an exclusive worldwide licence to utilise proprietary cannabis strains from
Dolce Cann Global Pty Ltd (‘Dolce) for medicinal use in treating neurological disorders including autism, epilepsy and
ADHD. As part of this acquisition and pursuant to the prospectus dated 26 August 2020, the Company issued
38,000,000 ordinary shares and 38,000,000 options with an exercise price of $0.01 and an expiry date of 31 January
2023.
On 22 December 2020 a further 33,000,000 ordinary shares were issued to Dolce, or its nominees, upon successful
completion of the Stage 1 milestone in vitro assay assessments being completed.
On 15 March 2021 a further 15,000,000 ordinary shares were issued to Dolce, or its nominees, for the extension
of the biotechnology licence.
On 12 May 2021 2,000,000 ordinary shares were issued to Canna Pacific Limited for contracted services provided.
The Stage 2 milestone is the completion of successful stage 1 clinical trials. Upon completion of this milestone,
Dolce, or its nominees, will be issued 33,000,000 fully paid ordinary shares in the Company. As at the date of this
report, due to the early stage of clinical trials it is not practical for the Directors to determine the value of any
future share payment in respect to the Stage 2 milestone.
All share issue expenses were calculated using the closing share price applicable on the date the shares were
issued. The option expense was calculated under the Black-Scholes option valuation model.
Options issued on acquisition of Dolce Cann licence
The expense of $441,896 was calculated using the Black Scholes option valuation model using the following inputs:
Number of options in series
Grant date share price
Exercise price
Expected volatility
Option life
Dividend yield
Interest rate
Unlisted options
NTIOPT8
38,000,000
$0.015
$0.01
139%
34 months
0.00%
0.28%
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
62
PAGE 51
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
7.
RESEARCH EXPENSES
8.
INCOME TAX
Cash consideration for acquisition of Dolce Cann Licence
Shares issued pursuant to the prospectus dated 26 August 2020
Shares issued upon achievement of Stage 1 milestones
Shares issued upon extension to the Biotechnology licence
Shares issued to Canna Pacific
Options issued pursuant to the prospectus dated 26 August 2020
Contingent consideration – Performance Rights
Other project expenses
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
50,000
494,000
1,188,000
960,000
116,000
441,896
795,000
1,312,918
5,357,814
-
-
-
-
-
-
-
-
-
During the period the Company acquired an exclusive worldwide licence to utilise proprietary cannabis strains from
Dolce Cann Global Pty Ltd (‘Dolce) for medicinal use in treating neurological disorders including autism, epilepsy and
ADHD. As part of this acquisition and pursuant to the prospectus dated 26 August 2020, the Company issued
38,000,000 ordinary shares and 38,000,000 options with an exercise price of $0.01 and an expiry date of 31 January
2023.
On 22 December 2020 a further 33,000,000 ordinary shares were issued to Dolce, or its nominees, upon successful
completion of the Stage 1 milestone in vitro assay assessments being completed.
The Stage 2 milestone is the completion of successful stage 1 clinical trials. Upon completion of this milestone,
Dolce, or its nominees, will be issued 33,000,000 fully paid ordinary shares in the Company. As at the date of this
report, due to the early stage of clinical trials it is not practical for the Directors to determine the value of any
future share payment in respect to the Stage 2 milestone.
All share issue expenses were calculated using the closing share price applicable on the date the shares were
issued. The option expense was calculated under the Black-Scholes option valuation model.
Options issued on acquisition of Dolce Cann licence
The expense of $441,896 was calculated using the Black Scholes option valuation model using the following inputs:
Number of options in series
Grant date share price
Exercise price
Expected volatility
Option life
Dividend yield
Interest rate
Unlisted options
NTIOPT8
38,000,000
$0.015
$0.01
139%
0.00%
0.28%
34 months
The current taxation charge comprises taxation at 27.5% on the profit generated by one of the Group’s entities as
adjusted for tax purposes.
A deferred taxation asset arising on temporary differences and unused tax losses has not been recognised in these
financial statements.
The numerical reconciliation between tax expense and the accounting
loss before income tax multiplied by the Group's applicable income tax
rate is as follows:
Accounting (loss) before income tax
Income tax benefit calculated at the Group's statutory income tax rate of
27.5% (2020: 27.5%)
Tax effect of non-deductible expenses
Tax losses not brought to account
Income tax benefit
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
(6,636,100)
(1,713,439)
(1,824,928)
(471,196)
1,058,848
766,080
-
126,726
344,470
-
Deferred tax assets relating to historical tax losses not brought to account are at estimated at $3,088,523 (2020:
$2,322,443).
The benefit for tax losses will only be obtained if:
(a) the Group derives future assessable income of a nature and an amount sufficient to enable the benefit from
On 15 March 2021 a further 15,000,000 ordinary shares were issued to Dolce, or its nominees, for the extension
the deductions for the losses to be realised;
of the biotechnology licence.
(b) the Group continues to comply with the conditions for deductibility imposed by Law; and
On 12 May 2021 2,000,000 ordinary shares were issued to Canna Pacific Limited for contracted services provided.
(c) no changes in tax legislation adversely affect the ability of the Group to realise these benefits.
9.
FINANCIAL RISK MANAGEMENT
i. Overview
The financial risks arising from the Group’s operations comprise market, liquidity and credit risk. These risks arise
in the normal course of business, and the Group manages its exposure to them in accordance with the Group’s
portfolio risk management strategy.
The objective of the strategy is to support the delivery of the Group’s financial targets while protecting its future
financial security and flexibility by taking advantage of the natural diversification provided by the scale, diversity
and flexibility of the Group’s operations and activities.
This note presents information about the Group's exposure to each of the above risks, their objectives, policies
and processes for measuring risk and the management of capital.
The Group's Risk Management Framework is supported by the Board. The whole Board is responsible for approving
and reviewing the Group's Risk Management Strategy and Policy. Management is responsible for monitoring
appropriate processes for identifying, monitoring and managing significant business risks faced by the Group and
considering the effectiveness of its internal control system.
The Board has established an overall Risk Management Policy which sets out the Group’s system of risk oversight,
management of material business risks and internal control.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 51
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 52
63
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
The Group holds the following financial instruments:
Financial assets
Cash and cash equivalents
Trade and other receivables
Financial Liabilities
Trade and other payables
Borrowings
Lease liability
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
4,827,370
142,857
4,970,227
349,418
-
-
349,418
12,358
59,511
71,869
672,897
46,582
7,619
727,098
ii. Financial Risk Management Objectives
The overall financial Risk Management Strategy focuses on the unpredictability of the finance markets and seeks
to minimise the potential adverse effects on financial performance and protect future financial security.
iii. Credit Risk
Credit risk is the risk of the financial loss to the Group if counterparty to a financial instrument fails to meet its
contractual obligations and the risk arises principally from the Group's cash and cash equivalents, deposits with
banks and financial institutions, and receivables.
Cash at bank is placed with reliable financial institutions. For banks and financial institutions, the Group banks only
with financial institution with high quality standing or rating.
The Group applies the AASB 9 simplified approach to measuring expected credit losses which uses a lifetime
expected loss allowance for all trade receivables. To measure the expected credit losses, trade receivables have
been grouped based on shared risk characteristics and the days past due. Trade receivables are written off when
there is no reasonable expectation of recovery. Impairment losses on trade receivables are presented as net
impairment losses within operating profit. Subsequent recoveries of amounts previously written off are credited
against the same line item.
The carrying amount of the Group’s financial assets represents the maximum credit exposure. The Group’s
maximum exposure to credit risk at the reporting date was:
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
64
PAGE 53
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
The Group holds the following financial instruments:
Financial assets
Cash and cash equivalents
Trade and other receivables
Financial Liabilities
Trade and other payables
Borrowings
Lease liability
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
4,827,370
142,857
4,970,227
349,418
-
-
349,418
12,358
59,511
71,869
672,897
46,582
7,619
727,098
ii. Financial Risk Management Objectives
The overall financial Risk Management Strategy focuses on the unpredictability of the finance markets and seeks
to minimise the potential adverse effects on financial performance and protect future financial security.
Credit risk is the risk of the financial loss to the Group if counterparty to a financial instrument fails to meet its
contractual obligations and the risk arises principally from the Group's cash and cash equivalents, deposits with
banks and financial institutions, and receivables.
Cash at bank is placed with reliable financial institutions. For banks and financial institutions, the Group banks only
with financial institution with high quality standing or rating.
The Group applies the AASB 9 simplified approach to measuring expected credit losses which uses a lifetime
expected loss allowance for all trade receivables. To measure the expected credit losses, trade receivables have
been grouped based on shared risk characteristics and the days past due. Trade receivables are written off when
there is no reasonable expectation of recovery. Impairment losses on trade receivables are presented as net
impairment losses within operating profit. Subsequent recoveries of amounts previously written off are credited
against the same line item.
The carrying amount of the Group’s financial assets represents the maximum credit exposure. The Group’s
maximum exposure to credit risk at the reporting date was:
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
Trade receivables
Counterparties without external credit rating, past due but not impaired
Existing customers (more than 6 months) with no defaults in the past
142,857
-
Counterparties without external credit rating, past due and impaired
Gross Value
Doubtful Debt Provision
Net Value
Other receivables
Security Deposit *
Other receivables
63,157
(63,157)
-
142,857
-
-
-
73,893
(65,317)
8,666
8,576
26,685
24,160
50,845
iii. Credit Risk
Total trade and other receivables
142,857
59,421
* Security deposits related to manufacturing of Mente Autism units and a security deposit for the Group’s premises in Malta.
Cash at bank and Commercial Bills
Cash at bank – National Australia Bank
Cash at bank – St George Bank and Bank of Valletta Plc. **
Petty cash account
4,716,751
110,032
587
4,827,370
-
11,924
434
12,358
**Bank of Valletta is currently rated ‘BBB’ by an international rating agency and St George Bank has an “AA” credit rating, HiFX is a 100% owned
subsidiary of Euronet Worldwide Inc (NASDAQ: EEFT) which has a market capitalization of USD$4.96 billion as of 28 August 2018. Neither HiFX
nor Euronet have a published credit rating.
iv. Liquidity Risk
Liquidity risk arises from the financial liabilities of the Group and the Group’s subsequent ability to meet their
obligations to repay their financial liabilities as and when they fall due.
Ultimate responsibility for Liquidity Risk Management rests with the Board of Directors. The Board has determined
an appropriate Liquidity Risk Management Framework for the management of the Group’s short, medium and
long-term funding and liquidity management requirements. The Group manages liquidity risk by maintaining
adequate reserves and continuously monitoring budgeted and actual cash flows and matching the maturity
profiles of financial assets, expenditure commitments and liabilities.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 53
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 54
65
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months
equal their carrying amounts as the impact of the discounting is not significant.
Contractual maturities of
financial liabilities
Less than
6 months ($)
6 – 12
months ($)
More than 12
months ($)
Total ($)
Carrying
Amount ($)
Group - at 30 June 2021
Trade payables
Borrowings
Total
Group - at 30 June 2020
Trade payables
Borrowings
Total
349,418
-
349,418
664,534
46,583
711,117
-
-
-
-
-
-
-
-
-
-
-
-
349,418
349,418
-
-
349,418
349,418
664,534
46,583
711,117
664,534
46,583
711,117
The Group has an unsecured General Banking Facility of €60,000 ($94,937) by Bank of Valletta P.L.C., which was
undrawn at 30 June 2021.
v. Market Risk
Market risk is the risk that changes in market prices, such as foreign exchange rates may affect the Group’s income
or the value of its holdings of financial instruments. The objective of Market Risk Management is to manage and
control market risk exposures within acceptable parameters, while optimising return.
vi. Foreign Exchange Risk
The Group is exposed to currency risk on financial assets or liabilities that are denominated in a currency other than
the respective functional currencies of the Group's, the Australian Dollar (AUD) for Parent Entity and Euro (EUR) for
the subsidiaries of Consolidated Entity.
The Parent Entity which has a functional currency of Australian Dollars has no exposure to foreign exchange risk as
there are no financial assets or liabilities denominated in a foreign currency (30 June 2020 nil). The subsidiaries of
the of the Parent Entity, which have a functional currency of the Euro (EUR) have no exposure to foreign exchange
risk as there are no financial assets or liabilities denominated in a foreign currency (30 June 2020: nil).
vii. Interest Rate Risk
The Group’s exposure to interest rates primarily relates to the Group’s cash and cash equivalents.
As the Group has no significant interest-bearing assets, its income and operating cash flows are substantially
independent of changes in market interest rates. The Group has a low level of interest-bearing liabilities and as such
does not actively manage exposure to interest rate risk
Profile
At the reporting date, the interest rate profile of the Group’s and the Entity’s interest-bearing financial instruments
are:
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
66
PAGE 55
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months
Variable Rate Instruments
equal their carrying amounts as the impact of the discounting is not significant.
Contractual maturities of
financial liabilities
Less than
6 months ($)
6 – 12
More than 12
Total ($)
months ($)
months ($)
Carrying
Amount ($)
Financial Assets
Financial Liabilities
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
4,827,370
-
4,827,370
12,358
(46,583)
(34,225)
As at 30 June 2021 the Group had no interest bearing borrowings or other liabilities. As at 30 June 2020, the Group
had negative net cash of A$34,225 comprising borrowings of $46,583 (€28,467), and cash reserves of A$12,358
(€5,019 and A$4,144). The Group’s borrowings are represented by an overdraft which is repayable on demand.
The average interest rates on the Group’s borrowings were as follows:
Bank overdrafts
Bank loans
Maturity of interest-bearing loans and borrowings:
Repayable on demand
*AUD equivalent values of borrowings denominated in Euros.
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
-
-
-
5.65%
-
46,583*
The Group’s exposure to interest rate risk and effective weighted average interest rate by maturing periods is set
out in tables below. All cash balances and borrowings are subject to a floating interest rate. The Group does not
earn interest on cash held in the EUR currency, and the below stated weighted average interest rate reflects this.
Group - at 30 June 2021
Trade payables
Borrowings
Total
Trade payables
Borrowings
Total
Group - at 30 June 2020
undrawn at 30 June 2021.
v. Market Risk
vi. Foreign Exchange Risk
349,418
-
349,418
664,534
46,583
711,117
-
-
-
-
-
-
-
-
-
-
-
-
349,418
349,418
-
-
349,418
349,418
664,534
46,583
711,117
664,534
46,583
711,117
The Group has an unsecured General Banking Facility of €60,000 ($94,937) by Bank of Valletta P.L.C., which was
Market risk is the risk that changes in market prices, such as foreign exchange rates may affect the Group’s income
or the value of its holdings of financial instruments. The objective of Market Risk Management is to manage and
control market risk exposures within acceptable parameters, while optimising return.
The Group is exposed to currency risk on financial assets or liabilities that are denominated in a currency other than
the respective functional currencies of the Group's, the Australian Dollar (AUD) for Parent Entity and Euro (EUR) for
the subsidiaries of Consolidated Entity.
The Parent Entity which has a functional currency of Australian Dollars has no exposure to foreign exchange risk as
there are no financial assets or liabilities denominated in a foreign currency (30 June 2020 nil). The subsidiaries of
the of the Parent Entity, which have a functional currency of the Euro (EUR) have no exposure to foreign exchange
risk as there are no financial assets or liabilities denominated in a foreign currency (30 June 2020: nil).
vii. Interest Rate Risk
The Group’s exposure to interest rates primarily relates to the Group’s cash and cash equivalents.
As the Group has no significant interest-bearing assets, its income and operating cash flows are substantially
independent of changes in market interest rates. The Group has a low level of interest-bearing liabilities and as such
does not actively manage exposure to interest rate risk
Profile
are:
At the reporting date, the interest rate profile of the Group’s and the Entity’s interest-bearing financial instruments
30 June 2021
Cash and cash equivalents
Borrowings
30 June 2020
Cash and cash equivalents
Borrowings
Weighted Average
Effective Interest
Rate
0.57%
5.65%
Weighted Average
Effective Interest
Rate
Cash Available for use
Borrowings Payable
on Demand
Total
Cash Available for use
Borrowings Payable
on Demand
12,358
4,827,370
-
Total
12,358
46,583
0.01%
0.00%
4,827,370
-
-
46,583
-
-
-
Up to the end of the reporting period, the Group did not have any hedging policy with respect to interest rate risk
as exposure to such risk was not deemed to be significant by the directors since these assets are of a short- term
nature. Management considers the potential impact on profit or loss of a defined interest rate shift that is
reasonably probable at the end of the reporting period to be immaterial.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 55
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 56
67
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Cash Flow Sensitivity Analysis for Variable Rate Instruments
The Board’s assessment of a reasonably possible change in interest rates relating to the Company’s Cash and Cash
equivalents and borrowings is disclosed in the table below:
Cash and cash equivalents
Borrowings
Number of basis points
25
100
Management considers the potential impact on profit or loss of a reasonably possible change in interest rates at
the end of the reporting period to be immaterial based on the prevailing interest rates.
10.
CAPITAL MANAGEMENT
When managing capital, the Board’s objective is to maintain optimal returns to Shareholders and benefits for other
Stakeholders. The Board also aims to maintain a capital structure that ensures the lowest cost of capital available
to the Group.
The Group has no formal financing and gearing policy or criteria during the year having regard to the early status
of its development and low level of activity. This position has not changed from the previous year.
11.
CASH AND CASH EQUIVALENTS
Cash and cash equivalents included in the Consolidated Statement of Cash Flows comprise the following
Consolidated Statement of Financial Position amounts:
Cash at Bank and on hand
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
4,827,370
4,827,370
12,358
12,358
No amount of the Group’s Cash at bank and on hand is restricted (30 June 2020: Nil). Refer to Note 9 Financial Risk
Management for risk exposure analysis for Cash and cash equivalents.
12.
TRADE AND OTHER RECEIVABLES
Trade receivables
Provision for non-recovery
Net Trade receivables
Security Deposits
GST/VAT/Sales Tax Receivable
Prepayments
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
206,014
(63,157)
142,857
-
3
35,654
178,514
73,983
(65,317)
8,666
26,485
24,160
2,380
61,691
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
68
PAGE 57
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Cash Flow Sensitivity Analysis for Variable Rate Instruments
13.
PAYABLES
The Board’s assessment of a reasonably possible change in interest rates relating to the Company’s Cash and Cash
equivalents and borrowings is disclosed in the table below:
Current
Trade payables
Accrued expenses
14.
CONTINGENT CONSIDERATION
Non-current
Contingent consideration
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
323,977
25,441
349,418
664,534
8,363
672,897
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
795,000
795,000
-
-
The 15,000,000 Performance Rights with a vesting deadline of 1 March 2023 issued to Dolce Cann for the extension
to the Biotechnology have been treated as deferred consideration and classified as a non-current liability. The
Performance Rights were valued at $0.053 each, being the Company’s share price on the issue date of 30 June
2021 with the vesting considered to have a probability of 100%.
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
4,827,370
4,827,370
12,358
12,358
15.
CONTRIBUTED EQUITY
Ordinary Shares
Total Share Capital
CONSOLIDATED
2021 (Shares)
2020 (Shares)
2021 ($)
2020 ($)
696,819,126
215,215,629
25,750,378
15,498,123
696,819,126
215,215,629
25,750,378
15,498,123
No amount of the Group’s Cash at bank and on hand is restricted (30 June 2020: Nil). Refer to Note 9 Financial Risk
Management for risk exposure analysis for Cash and cash equivalents.
Movements of share capital during the year
12.
TRADE AND OTHER RECEIVABLES
Date
Details
No of shares
Issue price ($)
$
Opening Balance at 1 July 2019
135,743,869
15,099,925
Cash and cash equivalents
Borrowings
Number of basis points
25
100
Management considers the potential impact on profit or loss of a reasonably possible change in interest rates at
the end of the reporting period to be immaterial based on the prevailing interest rates.
10.
CAPITAL MANAGEMENT
When managing capital, the Board’s objective is to maintain optimal returns to Shareholders and benefits for other
Stakeholders. The Board also aims to maintain a capital structure that ensures the lowest cost of capital available
to the Group.
The Group has no formal financing and gearing policy or criteria during the year having regard to the early status
of its development and low level of activity. This position has not changed from the previous year.
11.
CASH AND CASH EQUIVALENTS
Cash and cash equivalents included in the Consolidated Statement of Cash Flows comprise the following
Consolidated Statement of Financial Position amounts:
Cash at Bank and on hand
Trade receivables
Provision for non-recovery
Net Trade receivables
Security Deposits
GST/VAT/Sales Tax Receivable
Prepayments
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
206,014
(63,157)
142,857
-
3
35,654
178,514
73,983
(65,317)
8,666
26,485
24,160
2,380
61,691
03.03.2020
Issue of shares pursuant to conversion of
Convertible Note
06.04.2020
Issue of shares pursuant to conversion of
Convertible Note
06.04.2020
Cost of Share Issue
3,987,832
0.007
27,915
75,483,928
0.005
377,420
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 57
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 58
69
27.07.2020
Placement Tranche 1
32,250,000
$0.005
161,250
Closing Balance at 30 June 2020
215,215,629
(7,137)
15,498,123
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Date
Details
No of shares
Issue price ($)
$
02.09.2020
Placement Tranche 2
30.09.2020
Shares issued in lieu of director’s fees
30.09.2020
Shares issued pursuant to prospectus dated 26
August 2020
67,750,000
35,349,127
38,000,000
$0.005
$0.013
$0.013
338,750
459,539
494,000
06.11.2020
Exercise of NTIOPT7 options
15,096,786
$0.005
75,484
12.11.2020
Placement Tranche 1
97,000,000
$0.022
2,134,000
11.12.2020
Exercise of 3,987,832 NTIOPT6 unlisted options at
$0.0084
3,987,832
$0.0084
33,498
11.12.2020
Exercise of 5,000,000 NTIOPT8 unlisted options at
$0.01
5,000,000
$0.010
50,000
11.12.2020
Issue of shares in lieu of fees for services (share
based payment)
1,750,000
$0.005
87,500
22.12.2020
Placement Tranche 2
16,636,363
$0.022
366,000
22.12.2020
Shares Issued to Dolce Cann for Stage 1 Milestones
achieved
33,000,000
$0.036
1,188,000
04.03.2021
Exercise of NTIOPT12 options
2,500,000
$0.0300
75,000
15.03.2021
Placement
36,363,637
$0.0555
2,000,000
15.03.2021
Issue of Dolce Shares (First Tranche) - Extension to
the Biotechnology Licence
15,000,000
$0.0640
960,000
15.03.2021
Exercise of NTIOOPT7 Options
23,796,786
$0.0050
118,984
15.03.2021
Exercise of NTIO Options
4,034
$0.0600
19.03.2021
Exercise of NTIO Options
420,791
$0.0600
26.03.2021
Exercise of NTIO Options
1,173,099
$0.0600
242
25,247
70,386
01.04.2021
`Exercise of NTIO Options
12,082,994
$0.0600
724,980
16.04.2021
Exercise of NTIO Options
500,000
$0.0600
30,000
16.04.2021
Exercise of NTIO Options
11,942,048
$0.0600
716,523
19.04.2021
Exercise of NTIOPT7 Options
20,000,000
$0.0050
100,000
12.05.2021
Issue of Canna Pacific Shares
2,000,000
$0.0580
116,000
19.05.2021
Exercise of NTIOPT13 options
10,000,000
$0.0600
600,000
Capital raising costs
Closing Balance at 30 June 2021
696,819,126
(673,128)
25,750,378
The holder of Ordinary Shares is entitled to participate in dividends and the proceeds on winding up of the Group
in proportion to the number of and amounts paid on the shares held. On a show of hands every holder of ordinary
shares present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is entitled to
one vote. Ordinary Shares have no par value and the Group does not have a limited amount of authorised capital.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
70
PAGE 59
Neurotech Annual Report 2021
02.09.2020
Placement Tranche 2
30.09.2020
Shares issued in lieu of director’s fees
67,750,000
35,349,127
30.09.2020
Shares issued pursuant to prospectus dated 26
38,000,000
August 2020
$0.005
$0.013
$0.013
338,750
459,539
494,000
06.11.2020
Exercise of NTIOPT7 options
15,096,786
$0.005
75,484
12.11.2020
Placement Tranche 1
97,000,000
$0.022
2,134,000
11.12.2020
Exercise of 3,987,832 NTIOPT6 unlisted options at
3,987,832
$0.0084
33,498
11.12.2020
Exercise of 5,000,000 NTIOPT8 unlisted options at
5,000,000
$0.010
50,000
11.12.2020
Issue of shares in lieu of fees for services (share
1,750,000
$0.005
87,500
$0.0084
$0.01
based payment)
achieved
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Date
Details
No of shares
Issue price ($)
$
16.
OTHER RESERVES
Balance at 30 June 2019
Foreign exchange movement
Share based payments
Balance as at 30 June 2020
Foreign exchange movement
Share based payments
Balance at 30 June 2021
CONSOLIDATED
Foreign
Currency
Translation
Reserve ($)
Share Based
Payments
Reserve ($)
Total Reserves
($)
1,290,889
87,618
1,378,507
-
(10,067)
390,380
-
(10,067)
390,380
1,681,269
77,551
1,758,820
-
(26,702)
(26,702)
1,712,834
-
1,712,834
3,394,103
50,849
3,444,952
22.12.2020
Placement Tranche 2
16,636,363
$0.022
366,000
22.12.2020
Shares Issued to Dolce Cann for Stage 1 Milestones
33,000,000
$0.036
1,188,000
(a)
Share-based payments Reserve
04.03.2021
Exercise of NTIOPT12 options
2,500,000
$0.0300
75,000
15.03.2021
Placement
36,363,637
$0.0555
2,000,000
The share-based payments reserve represents the value of options and share rights issued to key management
personnel, vendors and for services in relation to capital raisings. The share-based payments reserve is used to
record the value of the share-based payments provided to employees, consultants and for options issued pursuant
to any acquisition or in exchange for services.
15.03.2021
Issue of Dolce Shares (First Tranche) - Extension to
15,000,000
$0.0640
960,000
(b)
Foreign Currency Reserve
the Biotechnology Licence
The foreign currency reserve records foreign currency differences arising from the translation of financial
information of the Group’s Maltese subsidiaries which have a functional currency of the Euro.
19.03.2021
Exercise of NTIO Options
420,791
$0.0600
17.
ACCUMULATED PROFIT/(LOSS)
16.04.2021
Exercise of NTIO Options
500,000
$0.0600
30,000
Accumulated (loss) at the beginning of the year
(17,903,236)
(16,181,019)
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
Adjustment for the adoption of AASB16 Leases
Loss attributable to shareholders
Accumulated (loss) at the end of the year
-
(8,778)
(7,430,628)
(1,713,439)
(25,333,864)
(17,903,236)
15.03.2021
Exercise of NTIOOPT7 Options
23,796,786
$0.0050
118,984
15.03.2021
Exercise of NTIO Options
4,034
$0.0600
26.03.2021
Exercise of NTIO Options
1,173,099
$0.0600
01.04.2021
`Exercise of NTIO Options
12,082,994
$0.0600
724,980
242
25,247
70,386
16.04.2021
Exercise of NTIO Options
11,942,048
$0.0600
716,523
19.04.2021
Exercise of NTIOPT7 Options
20,000,000
$0.0050
100,000
12.05.2021
Issue of Canna Pacific Shares
2,000,000
$0.0580
116,000
19.05.2021
Exercise of NTIOPT13 options
10,000,000
$0.0600
600,000
Capital raising costs
Closing Balance at 30 June 2021
696,819,126
(673,128)
25,750,378
The holder of Ordinary Shares is entitled to participate in dividends and the proceeds on winding up of the Group
in proportion to the number of and amounts paid on the shares held. On a show of hands every holder of ordinary
shares present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is entitled to
one vote. Ordinary Shares have no par value and the Group does not have a limited amount of authorised capital.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 59
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 60
71
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
18.
CASH FLOW INFORMATION
Reconciliation of cash flow from operating activities with the
loss from continuing operations after income tax:
Non-cash flows in profit from ordinary activities
Net (Loss) after Income Tax
Depreciation & amortisation
Share based payments
Finance charges – Convertible Note
Lease payments
Share issue costs
Changes in assets & liabilities
(Increase)/Decrease in trade and other receivables
Increase/(Decrease) in trade and other payables
(Decrease) arising from exchange rate movements
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
(7,430,628)
(1,713,439)
-
4,990,971
-
(864)
(229,934)
(116,823)
471,522
(772)
81,082
129,297
366,418
(91,426)
-
116,375
438,929
(10,067)
Cash flow used in Operating Activities
(2,316,528)
(682,831)
19.
INTERESTS IN OTHER ENTITIES
Name of Entity
Place of business/country
of incorporation
AAT Research Ltd
AAT Medical Ltd
Malta
Malta
Ownership Interest
held by the Group
2021
100%
100%
2020
Principal Activities
100%
Parent Group of AAT Medical Ltd
100%
Executing medical research projects and
Developing novel technological devices
that are marketable
20.
MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR
No matters or circumstances have arisen since 30 June 2021 that has significantly affected, or may significantly
affect the Group's operations, the results of those operations, or the Group's state of affairs in future financial
years.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
72
PAGE 61
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
18.
CASH FLOW INFORMATION
21.
REMUNERATION OF AUDITOR
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
During the year the following fees were paid or payable for services provided by the Auditor of the Entity and its
related parties.
Reconciliation of cash flow from operating activities with the
loss from continuing operations after income tax:
Non-cash flows in profit from ordinary activities
Net (Loss) after Income Tax
Depreciation & amortisation
Share based payments
Finance charges – Convertible Note
Lease payments
Share issue costs
Changes in assets & liabilities
(Increase)/Decrease in trade and other receivables
Increase/(Decrease) in trade and other payables
(Decrease) arising from exchange rate movements
(7,430,628)
(1,713,439)
4,990,971
-
-
(864)
(229,934)
(116,823)
471,522
(772)
81,082
129,297
366,418
(91,426)
-
116,375
438,929
(10,067)
Cash flow used in Operating Activities
(2,316,528)
(682,831)
19.
INTERESTS IN OTHER ENTITIES
Name of Entity
Place of business/country
of incorporation
AAT Research Ltd
AAT Medical Ltd
Malta
Malta
Ownership Interest
held by the Group
2021
100%
100%
2020
Principal Activities
100%
Parent Group of AAT Medical Ltd
100%
Executing medical research projects and
Developing novel technological devices
that are marketable
20.
MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR
No matters or circumstances have arisen since 30 June 2021 that has significantly affected, or may significantly
affect the Group's operations, the results of those operations, or the Group's state of affairs in future financial
years.
Audit and Other Assurance Services
BDO Audit (WA) Pty Ltd
Total remuneration for Audit and Other Assurance Services
Other Service
Non auditing service - BDO Corporate Finance (WA) Pty Ltd
Total remuneration for Other Service
22.
COMMITMENTS
Not later than one year
Later than one year but not later than five years
Later than five years
TOTAL
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
50,040
50,040
-
-
33,182
33,182
1,168
1,168
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
-
-
-
-
7,706
-
-
7,706
The Group had an Office Lease Agreement in respect of a premise within the Malta Life Sciences Park in San
Gwann, Malta (Office Lease) that expired on 29 July 2020. The Group has an option to extend the term for a further
5 years, but this was not been exercised and the lease terminated on 29 July 2020.
23.
LOSS PER SHARE
Basic loss per share (cents per share)
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
(1.51)
(1.11)
(Loss) used in the calculation of Earnings (Loss) Per Share
(7,430,628)
(1,713,439)
Weighted average number of ordinary shares
492,617,808
154,570,880
Effect of dilutive securities: Share options are not considered dilutive as the conversion of options to ordinary
shares will result in a decrease in the net loss per share.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 61
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 62
73
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
24.
CONTINGENT LIABILITIES
As detailed in Note 7, the Stage 2 Dolce milestone is the completion of successful stage 1 clinical trials. Upon
completion of this milestone, Dolce, or its nominees, will be issued 33,000,000 fully paid ordinary shares in the
Company. As at the date of this report, due to the early stage of clinical trials it is not practical for the Directors
to determine the value of any future share payment in respect to the Stage 2 milestone.
The Board is not aware of any circumstances or information, which leads them to believe there are any other
material contingent liabilities outstanding as at 30 June 2021.
25.
FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES
At 30 June 2021 and 30 June 2020, the carrying amounts of financial assets and financial liabilities classified with
current assets and current liabilities respectively approximated their fair values due to the short-term maturities
of these assets and liabilities.
The fair values of non-current financial assets and non-current financial liabilities are not materially different from
their carrying amounts.
26.
RELATED PARTY DISCLOSURES
Parent Entity
The legal Parent Entity of the Group is Neurotech International Limited (NTI). NTI owns 100% of the issued ordinary
shares of AAT Research Limited (directly), AAT Medical Limited, and AAT Intellectual Property Limited (indirectly)
which are the subsidiaries of AAT Research Limited. All subsidiaries are incorporated in Malta.
Wholly owned Group transactions
Loans made by Neurotech International Limited (NTI) to wholly owned subsidiary companies are contributed to
meet required expenditure payable on demand and are not interest bearing.
Key Management Personnel
Short-term employee benefits
Share-based payment
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
175,688
715,998
891,676
414,177
95,698
509,875
Detailed remuneration disclosures for Directors and Executives for the year to 30 June 2021 are provided in the
Remuneration Report on pages 19 to 26.
Transactions with other related parties
Transactions between related parties are on normal commercial terms and conditions no more favourable than
those available to other parties unless otherwise stated.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
74
PAGE 63
Neurotech Annual Report 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
24.
CONTINGENT LIABILITIES
The following transaction occurred with related parties for the year ended 30 June 2021:
As detailed in Note 7, the Stage 2 Dolce milestone is the completion of successful stage 1 clinical trials. Upon
completion of this milestone, Dolce, or its nominees, will be issued 33,000,000 fully paid ordinary shares in the
Company. As at the date of this report, due to the early stage of clinical trials it is not practical for the Directors
to determine the value of any future share payment in respect to the Stage 2 milestone.
The Board is not aware of any circumstances or information, which leads them to believe there are any other
material contingent liabilities outstanding as at 30 June 2021.
25.
FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES
Administration fee to Azalea Consulting Pty Ltd
Bookkeeping and accounting services to Valle Corporate Pty Ltd
End of period
Notes in relation to the table of related party transactions.
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
124,120
21,409
145,529
40,950
18,625
59,575
At 30 June 2021 and 30 June 2020, the carrying amounts of financial assets and financial liabilities classified with
current assets and current liabilities respectively approximated their fair values due to the short-term maturities
Payments to Azalea Consulting Pty Ltd (director related entity of Winton Willesee) for corporate administration
services including company secretarial and accounting services and front and registered office services.
The fair values of non-current financial assets and non-current financial liabilities are not materially different from
Payments to Valle Corporate Pty Ltd (director related entity of Winton Willesee) for bookkeeping and financial
reporting services fees.
27.
PARENT ENTITY INFORMATION
The following information related to the Parent Entity, Neurotech International Limited, as at 30 June 2021.
The information presented here has been prepared using accounting policies as presented in Note 1.
Current assets
Non-current assets
Total Assets
Current liabilities
Non-current liabilities
Total Liabilities
Net Assets /(Net Asset Deficiency)
Loss for the year
Other comprehensive profit/(loss) for the year
Total Comprehensive Loss for the Year
30 June 2021 ($)
30 June 2020 ($)
4,894,257
-
4,894,257
237,791
795,000
1,032,791
3,861,466
15,189
-
15,189
480,461
-
480,461
(465,272)
(7,350,245)
(1,161,729)
-
-
(7,350,245)
(1,161,729)
There are no other separate commitments and contingencies for the parent entity other than the contingent
liability stated in Note 24 for the Group as at 30 June 2021.
of these assets and liabilities.
their carrying amounts.
26.
RELATED PARTY DISCLOSURES
Parent Entity
Wholly owned Group transactions
Key Management Personnel
Short-term employee benefits
Share-based payment
The legal Parent Entity of the Group is Neurotech International Limited (NTI). NTI owns 100% of the issued ordinary
shares of AAT Research Limited (directly), AAT Medical Limited, and AAT Intellectual Property Limited (indirectly)
which are the subsidiaries of AAT Research Limited. All subsidiaries are incorporated in Malta.
Loans made by Neurotech International Limited (NTI) to wholly owned subsidiary companies are contributed to
meet required expenditure payable on demand and are not interest bearing.
CONSOLIDATED
30 June 2021 ($)
30 June 2020 ($)
175,688
715,998
891,676
414,177
95,698
509,875
Detailed remuneration disclosures for Directors and Executives for the year to 30 June 2021 are provided in the
Remuneration Report on pages 19 to 26.
Transactions with other related parties
Transactions between related parties are on normal commercial terms and conditions no more favourable than
those available to other parties unless otherwise stated.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 63
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 64
75
Neurotech Annual Report 2021
DIRECTORS’ DECLARATION
In the opinion of the Directors of Neurotech International Limited (Group):
INDEPENDENT AUDITOR'S REPORT
(a)
the Financial Statements, comprising the consolidated statement of profit or loss and other
comprehensive income, consolidated statement of financial position, consolidated statement of cash
flows, consolidated statement of changes in equity, and Notes set out on pages 37 to 64, are in
accordance with the Corporations Act 2001, including:
(i)
(ii)
giving a true and fair view of the Group’s financial position as at 30 June 2021 and of their
performance, for the financial period ended on that date; and
complying with Australian Accounting Standards (including the Australian Accounting
Interpretations) and Corporations Regulations 2001; and other mandatory professional
reporting requirements.
(b)
(c)
the Financial Report also complies with International Financial Reporting Standards as disclosed in Note
1; and
there are reasonable grounds to believe that the Group will be able to pay its debts as and when they
become due and payable.
The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 by the
Financial Officer for the financial period ended 30 June 2021.
Signed in accordance with a resolution of the Directors.
Winton Willesee
Non-Executive Director
Dated at Perth, Western Australia, 27 August 2021
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
To the members of Neurotech International Limited
INDEPENDENT AUDITOR'S REPORT
Report on the Audit of the Financial Report
To the members of Neurotech International Limited
Opinion
We have audited the financial report of Neurotech International Limited (the Company) and its
subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30
Report on the Audit of the Financial Report
June 2021, the consolidated statement of profit or loss and other comprehensive income, the
Opinion
consolidated statement of changes in equity and the consolidated statement of cash flows for the year
then ended, and notes to the financial report, including a summary of significant accounting policies
We have audited the financial report of Neurotech International Limited (the Company) and its
and the directors’ declaration.
subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30
June 2021, the consolidated statement of profit or loss and other comprehensive income, the
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
consolidated statement of changes in equity and the consolidated statement of cash flows for the year
Act 2001, including:
then ended, and notes to the financial report, including a summary of significant accounting policies
Giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its
(i)
and the directors’ declaration.
financial performance for the year ended on that date; and
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
(ii)
Act 2001, including:
Basis for opinion
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
financial performance for the year ended on that date; and
(ii)
those standards are further described in the Auditor’s responsibilities for the audit of the Financial
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Report section of our report. We are independent of the Group in accordance with the Corporations
Basis for opinion
Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code)
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
that are relevant to our audit of the financial report in Australia. We have also fulfilled our other
those standards are further described in the Auditor’s responsibilities for the audit of the Financial
ethical responsibilities in accordance with the Code.
Report section of our report. We are independent of the Group in accordance with the Corporations
Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
We confirm that the independence declaration required by the Corporations Act 2001, which has been
APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code)
given to the directors of the Company, would be in the same terms if given to the directors as at the
that are relevant to our audit of the financial report in Australia. We have also fulfilled our other
time of this auditor’s report.
ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
We confirm that the independence declaration required by the Corporations Act 2001, which has been
for our opinion.
given to the directors of the Company, would be in the same terms if given to the directors as at the
Key audit matters
time of this auditor’s report.
Key audit matters are those matters that, in our professional judgement, were of most significance in
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
our audit of the financial report of the current period. These matters were addressed in the context of
for our opinion.
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
Key audit matters
a separate opinion on these matters.
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters.
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275,
an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and
form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
76
PAGE 65
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275,
an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and
form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.
Neurotech Annual Report 2021
DIRECTORS’ DECLARATION
(a)
the Financial Statements, comprising the consolidated statement of profit or loss and other
comprehensive income, consolidated statement of financial position, consolidated statement of cash
flows, consolidated statement of changes in equity, and Notes set out on pages 37 to 64, are in
accordance with the Corporations Act 2001, including:
(i)
giving a true and fair view of the Group’s financial position as at 30 June 2021 and of their
performance, for the financial period ended on that date; and
(ii)
complying with Australian Accounting Standards (including the Australian Accounting
Interpretations) and Corporations Regulations 2001; and other mandatory professional
reporting requirements.
(b)
the Financial Report also complies with International Financial Reporting Standards as disclosed in Note
(c)
there are reasonable grounds to believe that the Group will be able to pay its debts as and when they
1; and
become due and payable.
The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 by the
Financial Officer for the financial period ended 30 June 2021.
Signed in accordance with a resolution of the Directors.
Winton Willesee
Non-Executive Director
Dated at Perth, Western Australia, 27 August 2021
In the opinion of the Directors of Neurotech International Limited (Group):
INDEPENDENT AUDITOR'S REPORT
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
To the members of Neurotech International Limited
INDEPENDENT AUDITOR'S REPORT
Report on the Audit of the Financial Report
To the members of Neurotech International Limited
Opinion
We have audited the financial report of Neurotech International Limited (the Company) and its
subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30
Report on the Audit of the Financial Report
June 2021, the consolidated statement of profit or loss and other comprehensive income, the
Opinion
consolidated statement of changes in equity and the consolidated statement of cash flows for the year
then ended, and notes to the financial report, including a summary of significant accounting policies
We have audited the financial report of Neurotech International Limited (the Company) and its
and the directors’ declaration.
subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30
June 2021, the consolidated statement of profit or loss and other comprehensive income, the
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
consolidated statement of changes in equity and the consolidated statement of cash flows for the year
Act 2001, including:
then ended, and notes to the financial report, including a summary of significant accounting policies
Giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its
(i)
and the directors’ declaration.
financial performance for the year ended on that date; and
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
(ii)
Act 2001, including:
Giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its
financial performance for the year ended on that date; and
Basis for opinion
(i)
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the Financial
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
(ii)
Report section of our report. We are independent of the Group in accordance with the Corporations
Basis for opinion
Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code)
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
that are relevant to our audit of the financial report in Australia. We have also fulfilled our other
those standards are further described in the Auditor’s responsibilities for the audit of the Financial
ethical responsibilities in accordance with the Code.
Report section of our report. We are independent of the Group in accordance with the Corporations
Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
We confirm that the independence declaration required by the Corporations Act 2001, which has been
APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code)
given to the directors of the Company, would be in the same terms if given to the directors as at the
that are relevant to our audit of the financial report in Australia. We have also fulfilled our other
time of this auditor’s report.
ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
We confirm that the independence declaration required by the Corporations Act 2001, which has been
for our opinion.
given to the directors of the Company, would be in the same terms if given to the directors as at the
Key audit matters
time of this auditor’s report.
Key audit matters are those matters that, in our professional judgement, were of most significance in
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
our audit of the financial report of the current period. These matters were addressed in the context of
for our opinion.
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
Key audit matters
a separate opinion on these matters.
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters.
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275,
an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and
form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 65
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275,
an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and
form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.
77
Neurotech Annual Report 2021
Accounting for share based payments
Key audit matter
How the matter was addressed in our audit
During the year, the group awarded share based
Our procedures included, but were not limited to the
payments in the form of share options, performance
following:
rights and shares issued in lue of fees.
Due to the complex and judgemental estimates used
in determining the valuation of the share based
payments in accordance with AASB 2 Share Based
Payments, we consider the Group’s calculation of the
share based payment expense, and associated
disclosure to be a key audit matter.
•
•
•
•
•
Reviewing relevant supporting documentation to
obtain an understanding of the contractual
nature, terms and conditions of the share based
payment arrangements;
Considering the appropriateness of the valuation
methodology used by management to measure
and value the share-based payments;
Involving our internal valuation specialists to
assess the reasonableness of volatility rate used
in the valuation;
Assessing the allocation of the share-based
payment expense over managements expected
vesting period; and
Assessing the adequacy of the related disclosures
in the financial report.
Other information
The directors are responsible for the other information. The other information comprises the
information in the Group’s annual report for the year ended 30 June 2021, but does not include the
financial report and the auditor’s report thereon.
Our opinion on the financial report does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
78
In preparing the financial report, the directors are responsible for assessing the ability of the group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the
Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf
This description forms part of our auditor’s report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 19 to 26 of the directors’ report for the
year ended 30 June 2021.
In our opinion, the Remuneration Report of Neurotech International Limited, for the year ended 30
June 2021, complies with section 300A of the Corporations Act 2001.
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with
Responsibilities
Australian Auditing Standards.
BDO Audit (WA) Pty Ltd
Glyn O'Brien
Director
Perth, 27 August 2021
Neurotech Annual Report 2021
In preparing the financial report, the directors are responsible for assessing the ability of the group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the
Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf
This description forms part of our auditor’s report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 19 to 26 of the directors’ report for the
year ended 30 June 2021.
In our opinion, the Remuneration Report of Neurotech International Limited, for the year ended 30
June 2021, complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with
Australian Auditing Standards.
BDO Audit (WA) Pty Ltd
Glyn O'Brien
Director
Perth, 27 August 2021
79
Neurotech Annual Report 2021
ASX ADDITIONAL INFORMATION
ii)
Unlisted Options exercisable at $0.0189 on or before 18 November 2022
The shareholder information set out below was applicable as at 1 August 2021.
Shares Range
Holders
Units
1. Quotation
Listed securities in Neurotech International Limited are quoted on the Australian Securities Exchange under ASX
code NTI (Fully Paid Ordinary Shares).
2. Voting Rights
The voting rights attached to the Fully Paid Ordinary shares of the Company are:
(a)
(b)
at a meeting of members or classes of members each member entitled to vote may vote in person
or by proxy or by attorney; and
on a show of hands, every person present who is a member has one vote, and on a poll every
person present in person or by proxy or attorney has one vote for each ordinary share held.
There are no voting rights attached to any Options on issue.
3. Distribution of Shareholders
i)
Fully Paid Ordinary Shares
Shares Range
Holders
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and above
45
113
239
806
431
Units
8,400
362,977
2,062,880
33,748,886
660,635,983
%
-
0.05
0.30
4.84
94.81
Total
1,634
696,819,126
100.00%
Shares Range
Holders
Units
On 1 August 2021, there were 418 holders of unmarketable parcels of less than 2,658,423 ordinary shares
(based on the closing share price of $0.044).
10,000,0001
10,000,000
100.00
100.00%
1Holders who hold more than 20% of securities are:
Jameker Pty Ltd – 4,000,000 options
Seivad Investments Pty Ltd - 2,000,000 options
Chincherinchee Nominees Pty Ltd – 2,000,000 options
Mr David Steven Cantor - 2,000,000 options
iii)
Unlisted Options exercisable at $0.0589 on or before 18 November 2024
Shares Range
Holders
Units
6,500,0001
6,500,000
100.00
100.00%
1 All the securities in this class are held by:
Shimano Ventures Ltd – 6,500,000 options
iv)
Unlisted Options exercisable at $0.0199 on or before 18 November 2024
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and above
Total
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and above
Total
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and above
Total
1 All the securities in this class are held by:
Shimano Ventures Ltd – 5,429,754 options
5,429,7541
5,429,754
100.00
100.00%
-
-
-
-
4
4
-
-
-
-
1
1
-
-
-
-
1
1
-
-
-
-
-
-
-
-
-
-
-
-
%
-
-
-
-
%
-
-
-
-
%
-
-
-
-
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
80
PAGE 69
PAGE 68
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 70
Neurotech Annual Report 2021
ii)
Unlisted Options exercisable at $0.0189 on or before 18 November 2022
Shares Range
Holders
Units
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and above
Total
-
-
-
-
4
4
10,000,0001
10,000,000
100.00
100.00%
1Holders who hold more than 20% of securities are:
Jameker Pty Ltd – 4,000,000 options
Seivad Investments Pty Ltd - 2,000,000 options
Chincherinchee Nominees Pty Ltd – 2,000,000 options
Mr David Steven Cantor - 2,000,000 options
iii)
Unlisted Options exercisable at $0.0589 on or before 18 November 2024
Shares Range
Holders
Units
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and above
Total
-
-
-
-
1
1
1 All the securities in this class are held by:
Shimano Ventures Ltd – 6,500,000 options
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and above
Total
-
-
-
-
1
1
1 All the securities in this class are held by:
Shimano Ventures Ltd – 5,429,754 options
6,500,0001
6,500,000
100.00
100.00%
5,429,7541
5,429,754
100.00
100.00%
iv)
Unlisted Options exercisable at $0.0199 on or before 18 November 2024
Shares Range
Holders
Units
%
-
-
-
-
%
-
-
-
-
%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 70
81
Neurotech Annual Report 2021
v)
Unlisted Options exercisable at $0.005 on or before 31 January 2023
Shares Range
Holders
Units
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and above
Total
-
-
-
-
3
3
16,590,3561
16,590,356
100.00
100.00%
1Holders who hold more than 20% of securities are:
Javaler Pty Ltd - 5,945,178 options
J & J Bandy Nominees Pty Ltd - 5,645,178 options
Chincherinchee Nominees Pty Ltd – 5,000,000 options
vi)
Unlisted Options exercisable at $0.010 on or before 31 January 2023
Shares Range
Holders
Units
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and above
Total
-
-
-
-
3
3
1Holders who hold more than 20% of securities are:
Dutch Ink (2010) Pty Ltd – 22,000,000 options
Dolce Cann Global Pty Ltd – 11,000,000 option
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and above
Total
-
-
-
-
2
2
1Holders who hold more than 20% of securities are:
Chincherinchee Nominees Pty Ltd – 2,000,000 options
Seivad Investments Pty Ltd – 2,000,000 options
33,000,0001
33,000,000
100.00
100.00%
4,000,0001
4,000,000
100.00
100.00%
vii)
Unlisted Options exercisable at $0.038 on or before 30 November 2023
Shares Range
Holders
Units
%
-
-
-
-
%
-
-
-
-
%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
82
PAGE 71
Neurotech Annual Report 2021
viii)
Unlisted Options exercisable at $0.015 on or before 31 October 2023
Shares Range
Holders
Units
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and above
Total
-
-
-
-
1
1
10,000,0001
10,000,000
100.00
100.00%
1 All the securities in this class are held by:
Mr Brian Leedman & Mrs Natasha Leedman – 10,000,000 options
ix)
Unlisted Options exercisable at $0.020 on or before 31 October 2023
Shares Range
Holders
Units
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and above
Total
-
-
-
-
1
1
10,000,0001
10,000,000
100.00
100.00%
1 All the securities in this class are held by:
Mr Brian Leedman & Mrs Natasha Leedman – 10,000,000 options
x)
Unlisted Options exercisable at $0.030 on or before 22 December 2022
Shares Range
Holders
Units
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and above
Total
-
-
-
-
8
8
1The following holder holds more than 20% of securities:
Max Capital Pty Ltd – 3,630,000 options
7,500,0001
7,500,000
100.00
100.00%
%
-
-
-
-
%
-
-
-
-
%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 72
83
Neurotech Annual Report 2021
xi)
Unlisted Options exercisable at $0.09 on or before 12 May 2023
Shares Range
Holders
Units
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and above
Total
-
-
-
-
2
2
1Holders who hold more than 20% of securities are:
Macaronis Pty Ltd – 8,000,000 options
Merchant Group Australia Pty Ltd – 2,000,000 options
xii)
Performance Rights expiring on 1 March 2023
Shares Range
Holders
Units
10,000,0001
10,000,000
100.00
100.00%
%
-
-
-
-
%
-
-
-
-
-
-
-
-
-
-
-
-
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and above
Total
-
-
-
-
7
7
15,000,0001
15,000,000
100.00
100.00%
1Holders who hold more than 20% of securities are:
Martha Jane Medical Limited – 5,000,000 Performance Rights
Dolce Cann Global Pty Ltd – 5,000,000 Performance Rights
4. Substantial Shareholders
The Company has not received any notices of substantial shareholdings.
5. Restricted Securities
There are no restricted securities listed on the Company’s register as at 1 August 2021.
6. On market buy-back
There is currently no on market buy back in place.
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
84
PAGE 73
Neurotech Annual Report 2021
7. Twenty Largest Shareholders
The twenty largest shareholders of the Company’s quoted securities as at 1 August 2021 are as follows:
Name
Quadrangle Capital Pty Ltd
Citicorp Nominees Pty Limited
No. of Shares
%
44,000,000
34,487,677
6.31%
4.95%
Jalaver Pty Ltd
33,900,000
4.87%
J & J Bandy Nominees Pty Ltd
33,500,000
4.81%
Gleneagle Securities Nominees Pty Limited
32,860,371
The Trust Company (Australia) Limited
25,250,245
Greywood Holdings Pty Ltd
Dolce Cann Global Pty Ltd
22,800,000
22,000,000
4.72%
3.62%
3.27%
3.16%
Spinite Pty Ltd
17,954,426
2.58%
1
2
3
4
5
6
7
8
9
10 Mrs Melanie Therese Verheggen
11
Chincherinchee Nominees Pty Ltd
12 Mr Stephen John Dobson
13
14
15
16
Chincherinchee Nominees Pty Ltd
Tiga Trading Pty Ltd
Haslingden Pty Ltd
Seivad Investments Pty Ltd
17 Ms Chunyan Niu
15,818,956
12,596,786
11,096,786
10,096,786
7,812,500
7,800,000
7,793,017
7,330,000
7,244,292
7,050,000
2.27%
1.81%
1.59%
1.45%
1.12%
1.12%
1.12%
1.05%
1.04%
1.01%
0.97%
Dynamic Supplies Investments Pty Ltd
Br Corporation Pty Ltd
18
19
20
The Sun W Investment Pty Ltd
6,727,272
Total
368,119,114
52.83%
NEUROTECH INTERNATIONAL LIMITED ANNUAL REPORT 2021
PAGE 74
85
Neurotech Annual Report 2021
This page is intentionally left blank
86
Neurotech Annual Report 2021 Neurotech International Ltd
Suite 5 CPC, 145 Stirling Highway
Nedlands, Western Australia 6009
neurotechinternational.com
88
Neurotech Annual Report 2021