Annual Report 2021
Doctor Care Anywhere Group PLC
(Company Number 08915336)
(ARBN 645 163 873)
doctor care anywhere annual report 2021
Contents
STRATEGIC REPORT
Chairman’s Letter
CEO’s Letter
Operating and Financial Review
REPORT OF THE DIRECTORS
Directors’ Report
Corporate Governance Statement
Appendix A
Remuneration Chairman’s Letter
Remuneration Report
Directors’ Declaration
Directors’ Responsibility Statement
FINANCIAL STATEMENTS
Financial Statements
Notes to the Financial Statements
Independent Auditor’s Report
Shareholder Information
Corporate Directory
2
4
8
13
19
31
32
33
41
42
43
50
79
91
93
doctor care anywhere annual report 2021 1
2 doctor care anywhere annual report 2021
Chairman’s Letter
“ Throughout 2021 Doctor Care Anywhere
demonstrated its capacity for growth.
The Company continues to perform well
and has built robust foundations on which
to strengthen its market position in 2022.”
Reflections on 2021
In many ways 2021 proved to be more demanding for people, organisations and indeed health systems than 2020.
Each new variant of COVID-19 created further uncertainty and dislocation with more social and economic upheaval.
It is against this background of challenge that I am pleased to report the Company has developed well. We have
consolidated long-term customer partnerships, expanded into new geographies and, most importantly, have grown
significantly the number of patients using our service. None of this could have been achieved without the commitment
of colleagues from across the organisation who have continued to work tirelessly to support ever more patients with their
health needs.
I have felt very privileged to chair an organisation with the potential of Doctor Care Anywhere. The leadership given by
Dr Bayju Thakar and his team and the efforts of everyone in the Company have placed it at the forefront of change to deliver
tangible benefits to health systems which have been so under siege during the pandemic.
Meeting the challenges
The growth potential of our sector has never been in doubt but the complexities of scaling a business from delivering
20,000 consultations a month to nearly 50,000 consultations a month in just 12 months are considerable.
And yet the platform and the teams who have delivered this outcome have more than risen to this challenge. During a year
in which many colleagues have been forced to work remotely for long periods of time it has been satisfying to see how well
teams have pulled together to deliver for patients.
This sense of team and togetherness has never been more important in the context of delivering not just the provision
of healthcare but a genuine health service. Patients have faced considerable challenges in their everyday lives and
the Company’s front line service teams have demonstrated a capacity for care which has gone beyond simple clinical
requirements.
This commitment to our patients marks, in my view, the key point of difference for this organisation. Doctor Care Anywhere
uniquely supports a patient’s health journey through both primary and secondary healthcare. The private insurance market
has never been more competitive and this approach is consolidating the Company’s position as a reliable and forward
thinking partner for some of the largest insurers in the world. At the same time, our emphasis on the patient experience
means the Company is cementing these long-term relationships and building strong foundations for an exciting future.
Non-Executive Directors
We are fortunate to have enjoyed support throughout 2021 from an experienced and knowledgeable Board of Non-
executive Directors from diverse backgrounds and geographies.
Romana Abdin, Simon Calver, Richard Dammery, David Ravech, Dr Leanne Rowe and Vanessa Wallace have each made
substantial contributions to the successful execution of our strategy as we have progressed through the year.
Earlier this year, Dr Leanne Rowe stepped down from the Board for personal reasons. She remains a valued and trusted
friend of the Company and we thank her for her support and expertise throughout our listing, and first few months as a
listed organisation.
doctor care anywhere annual report 2021 3
Summary
Your company delivered a strong performance in 2021, exceeding revenue guidance, consolidating relationships with key
customers and expanding its international footprint through the acquisition of GP2U.
We have grown rapidly against the backdrop of the pandemic which has so challenged people around the world and most
importantly, have supported in excess of 212,800 patients with their health needs.
My thanks go to all of our colleagues, customers, partners and patients who have made this possible. I am confident that we
have built strong foundations and the momentum for future growth through 2022.
Jonathan Baines
Chairman
4 doctor care anywhere annual report 2021
CEO’s Letter
“ During 2021, we supported more patients than
ever before with their health needs. We have
built a service our patients and customers love,
delivering integrated, joined-up care which
drives better outcomes for patients and greater
savings for customers.”
Overview
2021 has been a year of strong growth for our business across our key metrics of activated patient lives, consultations
and revenue. We have exceeded our guidance of at least 100% revenue growth and delivered 440,000 consultations for
our patients.
It has also been a year in which we have proven the sustainability and effectiveness of our model. As hospital capacity
unlocked throughout the year and private hospitals were stood down from their emergency pandemic footing we have seen
a considerable increase in diagnostic referrals into secondary care. Diagnostic referrals totalled 17,100 by year end, a more
than ten-fold increase on 2020 and are proving genuine cost savings for our main channel partner. Joining up primary care
with diagnostics and secondary care has significant benefits for both patients and our customers, delivering smoother care
and reducing costs.
Digital healthcare holds considerable advantage and potential for our health systems as we emerge from the pandemic.
The structural pressures of an ageing population, increased chronicity of disease and a lack of standardised care
have been exacerbated by Covid-19. The impetus for the integration and efficiencies offered by a digital approach has
never been greater.
However, the improvements offered by digital health must never detract from our core purpose, transforming lives through
better healthcare. Throughout 2021, I have been particularly proud of the way in which teams across the business have put
the patient at the core of everything we do. Consistently looking for ways to support our patients wherever and whenever
they need us.
Alongside our patients and our customers, we have built strong foundations for a successful future, delivering a long-term
sustainable business and enhancing our progress towards profitability.
Our strategy
Our strategy to drive growth in activated patients and consultations remains unchanged. We have made great strides,
more than doubling consultation volumes during 2021 and will continue to build on this momentum during 2022.
The operational changes we have announced to enhance our approach to delivering care mean we can continue to scale
our model to provide a broader range of health services to more patients throughout the course of 2022. This underpins our
ability to grow, further develops our proprietary technology platform and improves our operational efficiency; all allowing
us to improve profitability.
We also demonstrated our capacity for innovation. Enhancing our partnership with Nuffield Health to develop a unique,
integrated virtual GP and in-person health service accessed via a single digital platform.
In the meantime, the acquisition of Australian based GP2U has expanded our footprint internationally and is an important
first step on our commitment to deliver vitally needed mental health services. We have secured an outstanding and highly
regarded platform from which to grow and we look forward to giving that business all the support it needs.
doctor care anywhere annual report 2021 5
Operational Performance
2021 has been a year of pleasing performance and growth across our key metrics. Execution on our key strategic objectives
to drive growth in activated lives and consultations has delivered a strong performance for the Company.
We have expanded our pool of activated lives to 675,000, delivering 440,000 consultations and £25 million revenue,
exceeding our revenue guidance of at least 100% growth over 2020.
The referral rate for our high margin diagnostics pathways has continued to increase throughout the year and remains a
key differentiator for us in the market. Delivering seamless, joined up, online to offline care to patients is a key focus for our
teams as they look to enhance the patient experience and demonstrate the benefits brought by the digital health experience.
As well as the core business delivering a pleasing performance in 2021, we have continued to execute our strategy and
expand our international footprint. In September, we welcomed the GP2U team to the Doctor Care Anywhere family.
Trading in Australia under the Psych2U brand, the business delivers tele-mental health services to patients across Australian
and enjoys a long-term relationship with health insurance partner HCF.
Building long-term relationships with our channel partners
In delivering strong growth in our key metrics through 2021 we have delivered for our channel partners. Building on existing
relationships and welcoming new partners to our service.
In May, we announced the signing of a Heads of Terms agreement and the expansion of an existing partnership with
Nuffield Health, one of the UK’s largest health charities. This unique service will bring together our virtual GP service with
Nuffield Health’s national network of in-person GPs, integrated via our digital platform. It represents a step forward both
for our Company and for the digital health sector overall. It will enable us to support our patients throughout their health
journey, giving them a broader scope of services to choose from and access to care via a choice of locations across the UK.
This year also saw us announce a revision to our contract with our long-term channel partner, AXA Health. The variation
of our Master Services Agreement will contribute to our improved margins and profitability, and we have already realised
some of the benefits of these changes.
6 doctor care anywhere annual report 2021
CEO’s Letter cont.
Driving competitiveness and efficiency
The health sector and particularly the digital health sector is undergoing considerable transformation. Delivering cost
effective services for our partners is a key differentiator for Doctor Care Anywhere. We are already making strides,
contributing to claims savings through the provision of joined up primary and secondary care. In December, we announced
further enhancements to our Operating Model which will allow us to deliver better care and more choice to more patients.
In addition to 15 or 20 minute virtual GP consultations, we will match service choice to patients’ clinical needs.
Patients will now have access to appointments with Advanced Nurse Practitioners and for the even more rapid treatment
of simple health conditions, we have developed QuickConsult, a clinical questionnaire based pathway without the need
for a real time consultation.
Our new Health Navigator will provide the mechanism by which patients are allocated their care pathway, matching clinical
need to the health resource which is not only the most suitable for their requirements but which also manages clinician
resource. It means we can continue to deliver high quality healthcare at significantly greater scale, remain cost-effective
and most importantly ensure optimal health outcomes for patients. This approach will enable greater margin control and
improve our path to profitability.
doctor care anywhere annual report 2021 7
Environmental, Social and Governance
We recognise the importance of sustainability both for our business and for our stakeholders. The actions and behaviours
we demonstrate are important for our future and are no-longer a “nice to have” but an imperative to future success.
We are committed to enhancing our approach to ESG, developing our people and making a positive contribution to the
communities and stakeholders we interact with.
The delivery of digital healthcare is already proving beneficial to this approach. In the run up to COP26, research
commissioned by the NHS for the 12 months to June 2021 estimated that virtual appointments in the UK were estimated to
have saved the carbon equivalent to taking 40,000 cars off the road for a year.
We have also demonstrated our commitment to supporting stakeholders throughout our sphere of influence. In 2021, we
were the main shirt sponsor for the London Ambulance Service football team. This team represents the people at the sharp
end of the pandemic and our sponsorship is a small measure of thanks, recognition and appreciation for the fantastic work
they all do.
Demand Outlook
Through our channel partnerships we have access to over 2.4 million lives. 675,000 of these have activated their accounts to
use our service and we expect this number to continue to increase throughout 2022.
The drivers of demand in the UK health system remain strong. Waiting lists for NHS secondary care are increasing and this is
putting pressure on an NHS primary care system which was already stretched well before the pandemic hit.
The need for quality, responsive healthcare is increasing and as the UK population begins to return to an office environment
the requirement for fast, effective health access can only increase. For our channel partners too, the need to manage health
insurance claims more efficiently is ever more apparent.
Summary
We have had a successful first year as a listed Company, meeting our IPO commitments, scaling the business significantly
and delivering more than 440,000 consultations to our patients, supporting their health needs wherever and whenever
they need us.
I’m particularly proud of the immense amount of skill, time and sheer effort that colleagues from across our business
have contributed to our core purpose, to transform lives through better healthcare. We are very fortunate to have been
supported by some fantastic clinicians who have provided high quality, professional care to our patients at the same time
as many of them were heavily involved in the successful rollout of the UK’s vaccination programme. Their dedication and
professionalism have been inspiring and I’d like to thank each and every one of them for the role they have played in the
UK’s pandemic response.
2021 remained a year packed with COVID challenges which our colleagues have risen to so successfully. Despite working
from home, balancing home lives with work commitments and the continued uncertainty of new variants, our colleagues
delivered a phenomenal patient experience, born out by the number of repeat users we have consistently seen throughout
the year. Thanks to all of you for your energy and enthusiasm to deliver great patient care and experience throughout
the year.
2021 has been a year in which we have broken Company records, welcomed new teams in new geographies, treated more
patients and set the foundations in place for a successful high growth and profitable future. I am immensely proud to lead
this Company and look forward to continuing our progress throughout 2022 and beyond.
Dr Bayju Thakar
Chief Executive Officer and Managing Director
8 doctor care anywhere annual report 2021
Operating and Financial Review
Operational Performance
Activated Lives reached 675,000 at 31 December 2021, representing a net increase of 242,500 (56.1%) above 31 December
2020. There is further growth potential across the Company’s existing base of 2.4 million Eligible Lives, a figure that is
expected to increase across FY 2022 through the launch of new partnerships, such as the recently announced agreement
with Nuffield Health.
Consultation volumes grew significantly across FY 2021, totalling 440,000 for the period, an increase of 225,300 (104.9%)
above FY 2020. The key drivers of this consultation growth were:
• The acquisition of new patients, with 163,700 patients having their first consultation during the period; and
• Increased uptake of the Company’s secondary care pathway (referral for diagnostic tests and specialist review of results)
with 17,100 patients completing the pathway during FY 2021, up from 1,400 (1,121.4%) in FY 2020.
Consultation growth was also supported by the Company’s strong repeat user rate, with 276,300 consultations delivered
to returning patients across FY 2021, representing 63% of total consultations. Growth in the Company’s repeat user rate
validates the £3.4m investment made in activating new patients during the year, with these new patients expected to
continue to utilise the Company’s services across FY 2022 and beyond, building the operational scale which will underpin a
profitable future.
doctor care anywhere annual report 2021 9
Financial Performance
Summary of FY 2021 Consolidated Statement of Comprehensive Income
£ in millions
FY21
FY20
Variance
%
1H 21
2H 21
Variance
%
Utilisation revenue
Subscription revenue
Other revenue
Revenue
Cost of sales
Gross profit
21.0
1.9
2.0
25.0
(14.6)
10.4
9.0
1.8
0.8
12.0
133.3%
0.1
1.2
5.6%
150.0%
11.6
13.3
114.7%
(5.9)
5.7
(8.7)
4.6
(147.5%)
80.7%
8.3
0.9
2.0
11.2
(5.4)
5.8
12.7
1.0
–
13.7
(9.1)
4.6
4.4
0.1
53.0%
11.1%
(2.0)
(100.0%)
2.5
22.3%
(3.7)
(1.2)
(68.5%)
(20.7%)
Gross profit margin
41.6%
49.1%
(7.5%)
51.8%
33.6%
(18.2%)
Underlying gross profit
margin
36.7%
45.4%
(8.7%)
41.3%
33.6%
(7.7%)
Operating costs
Contribution
(5.4)
5.0
(3.1)
2.6
(2.3)
2.3
(74.2%)
88.5%
(2.4)
3.4
(3.0)
1.6
(0.6)
(1.8)
(25.0%)
(52.9%)
Contribution margin
20.0%
22.4%
(2.4%)
30.4%
11.7%
(18.7%)
13.1%
16.7%
(3.6%)
15.2%
11.7%
(3.5%)
(3.4)
(4.8)
(1.6)
(2.2)
(1.8)
(112.5%)
(2.6)
(118.2%)
(1.6)
(2.2)
(1.8)
(2.7)
(0.2)
(12.5%)
(0.5)
(22.7%)
(15.4)
(10.4)
(5.0)
(48.1%)
(6.7)
(8.7)
(2.0)
(29.9%)
0.6
(1.0)
6.0
(2.2)
(5.4)
(90.0%)
1.2
54.5%
0.3
(0.6)
Non-operating costs
(24.0)
(10.4)
(13.6)
(130.8%)
(10.8)
Share of JV net loss
EBITDA
(0.1)
(19.1)
(0.8)
(8.6)
0.7
87.5%
(10.6)
(123.3%)
(0.1)
(7.5)
0.3
(0.4)
(13.3)
0.1
(11.6)
–
0.2
(2.5)
–
33.3%
(23.1%)
0.2
200.0%
(4.1)
(54.7%)
Depreciation and
amortisation
(1.3)
(0.9)
(0.4)
(44.4%)
(0.5)
(0.8)
(0.3)
(60.0%)
EBIT
(20.4)
(9.5)
(11.0)
(115.8%)
(8.0)
(12.4)
(4.4)
(55.0%)
Finance income/
(expense)
(0.1)
(21.9)
21.8
99.5%
Loss before tax
(20.5)
(31.4)
10.8
34.4%
Tax
0.3
0.1
0.2
200.0%
Loss after tax
(20.2)
(31.3)
11.0
35.1%
(0.1)
(8.1)
0.1
(8.0)
(0.1)
–
–
(12.5)
(4.4)
(54.3%)
0.2
(12.3)
0.1
100.0%
(4.3)
(53.8%)
Underlying contribution
margin
Sales and marketing
Research and
development
General and
administration
Other operating
income
Share based payment
10 doctor care anywhere annual report 2021
Operating and Financial Review cont.
Revenue for FY 2021 was £25.0 million, up 114.7% on FY 2020, exceeding guidance of at least 100% revenue growth.
The main driver of revenue growth was increased GP consultations and a higher average revenue per consultation,
which grew from £51.30 in 4Q20 to £55.20 in 4Q21 (7.6%).
Gross profit for FY 2021 was £10.4 million, up 80.7% on FY 2020. Underlying gross profit margin for FY 2021 was 36.7%, down
8.7% on FY 2020. The Company experienced a deterioration in gross profit margin across 2Q21 and 3Q21, attributable to
financial incentives paid to doctors due to workforce pressures in relation to the UK’s COVID-19 vaccine rollout. Gross profit
margin began to recover in 4Q21, increasing to 35.7%, a 5.4ppt increase on 3Q21. This improvement in gross profit margin is
expected to continue across FY 2022, with margins on track to increase above the level seen in FY 2020 by the end of the
year, following further normalisation in the cost of doctors and the roll-out of the Company’s new operating model.
Contribution for FY 2021 was £5.0 million, up 88.5% on FY 2020. Underlying contribution margin for FY 2021 was 13.1%,
down 3.6% on FY 2020. This decrease in underlying contribution margin was attributable to the reduction in gross profit
margin. Operating costs per consultation decreased by 15.0% in FY 2021, partially offsetting the impact of the reduction in
gross profit margin.
Normalising for the one-off £5.0 million profit on disposal of a group company in FY 2020 and £1.1 million of expensed costs
in respect of the Company’s IPO, non-operating costs in FY 2021 increased 67.8% on FY 2020, to £24.0 million. The primary
drivers of this increase in non-operating costs were:
1. Sales and marketing: investment in driving growth in Activated Lives and consultations;
2. Research and development: investment in the Company’s technology platform and process automation; and
3. General and administration: growth in the operational teams involved in supporting the delivery of the Company’s services.
FY 2021 was a period of significant investment for the Company as it deployed the funds raised in its December 2020
IPO to drive growth and invest in its technology platform. As the benefits of these investments in scale and efficiency are
realised across FY 2022 through improvements in gross margin and enhanced operational leverage, non-operating costs are
expected to decrease both in absolute terms and, with scale, even faster on a per consultation basis.
Normalising for the £6.1 million of one-off items in FY 2020, EBITDA loss increased 53.6% in FY 2021, to £19.1 million. EBITDA
loss is expected to reduce significantly and rapidly across FY 2022 as revenue growth continues, margins improve and
investment is reduced.
Outlook
The Company is focused on balancing growth and profitability across the coming years. The Company’s plans will see
it reach run-rate EBITDA profitability by the end of 1H 2023 (based on the key assumptions set out below). The key
developments that will support this are:
• Continued organic revenue and consultation growth;
• Renegotiated key customer contracts (as previously announced), enhancing revenue and margins; and
• Launching of the Company’s new operating model (as previously announced), enhancing productivity and margins.
With the recently closed placement of A$11.2m to existing shareholders, the Company has sufficient funds to achieve its
guidance of EBITDA profitability by the end of 1H 2023.
Revenue in FY 2022 is expected to be at least £35-38 million (A$66-71 million), representing 40-50% growth above FY 2021.
The key financial metrics that support the Company achieving run-rate EBITDA profitability by the end of 1H 2023 are:
• Revenue: annualised run-rate of between £45-55 million (A$85-104 million);
• Gross margin: between 50-60%; and
• Contribution margin: between 35-40%.
doctor care anywhere annual report 2021 11
Key Risks
TOPIC
SUMMARY
Concentration of
revenue
The relationship with AXA PPP healthcare Group Limited (AXA) accounted for approximately 85%
of the Company’s total revenue in FY2021. A decrease in revenue received from AXA for any reason
could have a material adverse effect on the Company’s revenue and profitability.
Early-stage
business risk
The Company is an early-stage business which does not generate profits, and is currently in
the process of launching a new Operating Model which is intended to improve margins and
profitability. The Company’s ability to achieve its financial objectives is dependent on the successful
implementation of its strategy, including the launch of its new Operating Model, the ability to expand
into new markets and increase revenue under channel relationships.
Requirements
for additional
funding
Additional funding may be required to meet objectives in the event that costs exceed the expectations
of the Company or further opportunities arise for capital expenditure, acquisitions or joint ventures.
Should such events occur, the Company could look to raise additional funds via equity financing or
debt financing. There can be no assurance that additional financing will be available when needed, on
terms appropriate to the Company or that do not involve substantial dilution to securityholders.
Activation of
existing eligible
lives and
utilisation of the
service
Inability to
attract new
customers
Whilst the Company understands that there is a large market for its service and it already has over 2.4
million people who have an entitlement to use its services (Eligible Lives), there is no guarantee that
the Company will be successful in converting the market for its services into Eligible Lives or that the
Company’s existing Eligible Lives will subscribe and utilise the service.
The Company distributes services to patients through various sales channels, including through
relationships with insurers, employers, healthcare providers, retailers and direct sales to the public.
The Company’s channel relationship strategy represents a material proportion of its revenue.
However, there is no guarantee that demand from channel relationships will continue to be strong.
Potential
litigation and
claims specific
to the healthcare
industry laws
and regulations
The Company’s operations are governed by laws and regulations which must be adhered to, including
laws governing remote healthcare, the practice of medicine and healthcare delivery in general which
are subject to change and interpretation. There is a risk that the Company fails to comply with such
requirements, and as a result, the Company may be subject to statutory action, loss of registration
by regulators, fines, litigation and compensation claims from patients as well as customers. The cost
of settling claims or paying any fines, diversion of resources, operational impacts and reputational
damage, could materially affect the Company’s operating and financial performance.
Risk of clinical
malpractice
Competitor risk
There is the potential for a failure of clinical governance and oversight leading to a deterioration in
the delivery of high quality and safe patient services. The risk of breach of clinical requirements could
impact the Company’s CQC registration and increase patient’s dissatisfaction with the Company’s
products and services resulting in a loss of users. In addition, a material breach by the Company
(directly or through its wholly owned subsidiaries) of its regulatory obligations would constitute an
event of default under the AXA agreements, which would give rise to an immediate termination right
by AXA of all of its agreements.
The industry in which the Company operates is subject to domestic and global competition.
The Company has no influence or control over the activities or actions of its competitors, including
existing virtual GP providers and new entrants, whose activities or actions may impact the Company’s
operations and financial performance. The Company may fail to anticipate and adapt to technology
changes or client expectations at the same rate as its competitors, and the Company’s competitors
may have substantially greater resources and be able to expand faster. Competitors may succeed in
developing alternative products which are more innovative or more cost effective than those products
that are developed by the Company. This may create downward pricing pressures as competitors
develop and expand their offerings in the market adversely impact on the Company’s ability to retain
existing customers/partners as well as attract new customers or partners.
12 doctor care anywhere annual report 2021
Operating and Financial Review cont.
TOPIC
SUMMARY
Dependence on
IT infrastructure,
data protection
and increasing
cyber security
risks
As a technology-enabled company, the Company relies heavily on uninterrupted running of its
information technology systems for smooth operation of its business and maintaining high levels of
trust with customers. The Company’s information technology systems, including online platforms,
payment systems and certain third-party systems it uses, store, analyse, process, handle and transmit
confidential, proprietary and commercially sensitive information as well as personally identifiable
information and confidential medical information, entrusted to the Company by patients. There is
a risk that the measures the Company takes to protect such information and data are insufficient to
prevent security breaches, increasing cyber threats (including malware, ransomware, phishing and
denial of service (DDoS) attacks and many others) resulting in damage to infrastructure, data loss,
unauthorised access or disclosure of the information and data as well as an inability for the Company
to delivery contractual service levels and obligations.
Key personnel
and skills
dependencies
The Company’s business depends on successfully hiring and retaining employees in key management,
telehealth, sales and marketing, operations and information technology. Competition for qualified
employees in the industry could become more intense. If the Company is unable to retain or attract
high quality employees, or replace the loss of any key personnel, or is required to materially increase
the amount the Company offers in remuneration to secure the employment of key personnel, its
operating and financial performance could be adversely affected.
Investment in
CDIs and Foreign
Exchange (FX)
risk
There are general risks associated with investments in equity capital such as CDIs. The Company CDIs
are listed on the ASX and priced in Australian Dollars; however, the Company’s reporting currency is
Pound Sterling. As a result, movements in foreign exchange rates may cause the price of the CDIs to
fluctuate for reasons unrelated to the Company’s financial condition or performance and may result
in a discrepancy between actual results of operations occurring in other currencies and investors’
expectations of returns on securities expressed in Australian Dollars.
Changes in
taxation laws,
accounting
standards
and their
interpretation
Force majeure
events
Changes in tax law, accounting or financial reporting standards or the way these laws are interpreted
may impact the level of tax that the Company is required to pay or collect, securityholder returns,
the level of dividend imputation or franking or the tax treatment of a securityholder’s investment. In
particular, both the level and basis of taxation may change. Tax law is frequently being changed, both
prospectively and retrospectively. Further, the status of some key tax reforms remains unclear at this
stage. Additionally, tax authorities may review the tax treatment of transactions entered into by the
Company. Any actual or alleged failure to comply with, or change in the application or interpretation
of, tax rules applied in respect of such transactions, may increase the Company’s tax liabilities or
expose it to legal, regulatory or other actions.
Events may occur within or outside the UK or Australia that could impact upon the UK, Australian or
global economies, the operations of the Company and the price of the Company’s CDIs. These events
can have an adverse impact on the demand for the Company’s services and its ability to conduct
its business. The Company has only a limited ability to insure against some of these risks. If any of
these events occur, there may be a material adverse impact on the Company’s operations, financial
performance and viability.
This Strategic Report has been approved by the Board.
Jonathan Baines
Chairman
Date: 30 March 2022
REPORT OF THE DIRECTORS
Report of the Directors
doctor care anywhere annual report 2021 13
Directors’ Report
Current Directors and Board Officers
The qualifications and experience of our current Directors and Officers are as follows:
Jonathan Baines
Chairman and
Executive Director
Dr Bayju Thakar
Chief Executive Officer and
Managing Director
Romana Abdin
Independent Non-
Executive Director
Simon Calver
Non-Executive Director
Richard Dammery
Independent Non-
Executive Director
David Ravech
Non-Executive Director
Vanessa Wallace
Independent Non-
Executive Director
Dan Curran
Chief Financial Officer and
Company Secretary
14 doctor care anywhere annual report 2021
Report of the Directors cont.
Jonathan Baines
Chairman and
Executive Director
Jonathan has been Chairman of Doctor Care Anywhere since November 2018. He has
extensive board and governance experience in the UK, having previously served on and
advised both public and private company boards. Jonathan has also previously advised
the UK Financial Services Authority (forerunner to the Prudential Regulatory Authority) on
matters related to governance and succession planning.
Prior to this, Jonathan spent 12 years in the British Army before joining and subsequently
managing the UK Treasury division of Brown Shipley PLC. He spent 26 years in the
executive search industry, starting his own company in 1986 which he sold to Whitehead
Mann PLC, where he led the financial services practice before becoming Chairman in
2005. From 2005 to 2014, he served as Chairman of Korn Ferry Inc in Europe, the Middle
East and Africa (EMEA) where he was deeply involved in Chair and CEO succession
planning at several of the largest global financial services companies, including one of the
leading banks in Australia.
Since leaving the search industry in 2014, Jonathan has continued to advise and work
closely with Citigroup in EMEA on client activities, as a Senior Adviser at Tulchan
Communications, and as Chairman of Candy Kittens, a private and rapidly growing
confectionary business.
Jonathan holds a degree in Economics from University College London.
Dr Bayju Thakar
Chief Executive Officer
Bayju is a co-founder of Doctor Care Anywhere and became Chief Executive Officer in 2020. He
is a qualified medical doctor and McKinsey alumnus.
Bayju has been responsible for leading the Company’s growth from inception through to a
vertically integrated digital health provider, serving some of the largest blue-chip health insurers
and hospital groups in the world.
Bayju is a graduate from Guy’s, King’s and St Thomas’ Medical School and holds a BSc in
Philosophy from Kings College, London.
Romana Abdin
Independent
Non-Executive Director
Romana was appointed as a Non-Executive Director of Doctor Care Anywhere in September
2020. Romana was CEO of Simplyhealth Group, from 2013 to 2021 and transformed the business
from a sole focus on healthcare funding towards a diversified health and wellbeing business.
During her time as CEO, Romana has led the restructuring and investment in digital capability
to meet the demands of today’s customers, employers and healthcare practitioners, developing
new propositions, establishing new relationships, developing people capabilities and a leadership
team which has shifted the culture from risk averse and analogue to more customer-centric, agile
and highly engaged.
Romana has a strong industry profile in the UK and has gained extensive commercial, board,
governance and regulatory experience in previous roles at Simplyhealth, Lloyds Banking Group
and Bradford & Bingley Building Society.
Romana started her career as a Barrister in London specialising in corporate and commercial law
and went on to hold several corporate affairs and legal roles, principally in the financial services
and entertainment sectors.
Romana was appointed Chairman of Healthcode on 9 February 2022.
Romana holds degrees in Law and is a Barrister at Law.
doctor care anywhere annual report 2021 15
Simon Calver
Non-Executive Director
Between January 2019 and June 2020, Simon was nominee director on the Board for BGF
Nominees Ltd, a shareholder in Doctor Care Anywhere. Following his resignation from BGF
Nominees Limited he has been retained as a Non-Executive Director of the Board owing to his
significant experience leading fast-growing technology businesses.
Simon is an experienced non-executive board director, investor in technology, chief
executive and entrepreneur. He is a Fellow of the Institute of Directors (UK). Simon has won
recognition for his work at LOVEFiLM and with Entrepreneurs through the UK. As well as E&Y’s
Entrepreneur of the Year, he won the Sunday Times Buyout Track for PE backed businesses and
the Confederation British Industries (CBI) Growth Company of the Year. Simon was appointed
non-executive chairman of Fenwick group in April 2021.
Previous roles include being Chair of technology start-up companies Moo Print Ltd and Chemist
Direct Limited, recipe box subscription company Gousto Ltd, Firefly Learning Ltd and UK
Business Angels Association, Non-Executive Director of Global App Testing and Datalex PLC and
CEO of Mothercare PLC and LOVEFILM International until its sale to Amazon in 2011. In 2015,
Simon set up BGF Ventures, a £200 million venture fund and substantial shareholder of Doctor
Care Anywhere.
Prior to this, Simon worked for large blue-chip companies such as Unilever, Pepsi and Dell.
Simon speaks regularly on corporate change, leadership and disruptive business models.
Simon holds a Bachelor of Science Computational Science from the University of Hull.
Richard Dammery
Independent
Non-Executive Director
Richard was appointed as a Non-Executive Director of Doctor Care Anywhere in September
2020. He has extensive board and governance experience, having served on and advised a range
of boards over the past 25 years.
Before commencing his non-executive career, Richard held senior leadership roles in a range of
major Australian and New Zealand companies.
He has also been a partner of leading law firm, Minter Ellison, specialising in corporate advice
and mergers and acquisitions.
Richard currently serves on the boards of Aussie Broadband Limited, Australia Post, Creative
Partnerships Australia, Nexus Hospitals Group and Wisetech Global . He is an Adjunct Professor
(Practice) and Industry Fellow at Monash Business School.
Richard holds Bachelor of Arts and Bachelor of Laws degrees from Monash University, an MBA
from the University of Melbourne, a PhD from the University of Cambridge (where he was a
Senior Rouse Ball Scholar at Trinity College), and he is a Fellow of the Australian Institute of
Company Directors.
David Ravech
Non-Executive Director
David is a co-founder of Doctor Care Anywhere Group, he served as Chairman of Doctor Care
Anywhere until November 2018.
For more than 20 years, David has led and invested in disruptive technology companies. Prior
to his involvement with Doctor Care Anywhere, David was the founder and CEO of Overland
Health (now part of Slater and Gordon Solutions), a technology-driven provider of rehabilitation
services. He also founded and was later Co-CEO of Global Freight Exchange which provided
the world’s leading airlines and freight forwarders with the first online price and availability
comparison engine and transaction system for airfreight (with the company being sold in
2007 to Descartes (Nasdaq: DSGX), a provider of cloud-based logistics and supply chain
management solutions).
David initially qualified as a barrister and solicitor with Arthur Robinson & Hedderwicks (now
Allens) working in the Securities, Mergers and Acquisitions group. He then spent six years as
a strategy management consultant at McKinsey, based in the Melbourne and London offices.
He has worked in Australia, the UK, Japan, Israel and several European countries, primarily
serving clients in the retail, brewing, telecoms and banking sectors with a focus on mergers and
acquisitions, competition law approvals and pricing strategy.
David holds an LL.M from Harvard Law School and an LLB (First Class Honours) and B.A.
(Economics) from the University of Melbourne.
16 doctor care anywhere annual report 2021
Report of the Directors cont.
Vanessa Wallace
Independent
Non-Executive Director
Vanessa was appointed as a Non-Executive Director of Doctor Care Anywhere on 16 September
2020. She is an experienced board director, strategy management consultant, investor and
founder in innovative, early-stage and digital companies. This includes being Chair of AMP
Capital Ltd (from 2016 to 2018), Drop Bio Pty Ltd (from 2018 to present) and Ecofibre Limited (July
2021 to present) and Managing Director of Miscamble Forrest Pty Ltd as well as holding various
senior positions at Global Board of Booz & Company (described below), Wesfarmers Ltd and
SEEK Ltd.
Vanessa spent more than 25 years at Booz & Company as a Senior Partner and Executive
Chairman in Japan, and a Director of several Asian entities of the business. She led the Financial
Services Practice in global markets and the strategy practice in Australia. She has extensive
experience in post-merger integration, risk management and supporting leadership teams with
their strategies and operational delivery.
In the health care sector, Vanessa spent years as a consultant supporting providers across
Australia and has been an investor in disruptive, innovative health care business for the last
15 years. More recently, Vanessa has worked with global life and health insurers and early stage
ventures building data analytic capabilities and integrating biotechnology and data to define
new health care solutions.
Vanessa holds the following qualifications: Bachelor of Commerce (UNSW), MBA (IMD
Switzerland), MIT Sloan School of Management and Executive Certificate in Strategy &
Innovation. She is also currently undertaking the MIT Engineering School’s Professional
Certificate Program in Machine Learning & Artificial Intelligence. Vanessa is a Member of the
UNSW Business School Advisory Council and a Member of the Australian Chamber Orchestra
Chairman’s Council.
Dan joined Doctor Care Anywhere’s management team over five years ago and leads the
Finance, Procurement and Company Secretarial teams.
Over the past five years Dan has played a significant role in all material corporate and
commercial transactions undertaken by the Company, including its IPO, multiple fundraises and
the joint venture agreement with AXA PPP Healthcare Group Limited.
Dan has over 10 years’ experience in finance, having started his career in public practice before
moving into industry. Since moving into industry, he has worked in sectors including software
development, customer engagement and healthcare. Dan was appointed Chief Financial Officer
of the Company on the 25 January 2021.
Dan is an Associate of the Chartered Institute of Management Accountants.
Dan Curran
Chief Financial Officer
and Company Secretary
doctor care anywhere annual report 2021 17
Directors
The Board of Directors of Doctor Care Anywhere Group PLC in office during the financial year and until the date of this
report are as follows:
• Jonathan Baines – Chairman
• Dr Bayju Thakar – Chief Executive Officer
• Romana Abdin – Independent Non-Executive Director
• Simon Calver – Non-Executive Director
• Richard Dammery – Independent Non-Executive Director
• David Ravech – Non-Executive Director
• Leanne Rowe (Resigned 23 November 2021) – Independent Non-Executive Director
• Vanessa Wallace – Independent Non-Executive Director
Directors’ Interests (Current Board) – 31 December 2021
Director
Jonathan Baines
Dr Bayju Thakar
Romana Abdin
Simon Calver
Richard Dammery C/O Aestel Ptu Ltd
Fully paid CDIs
100,000
12,668,970 (escrowed until 04/12/2022)
25,000 (escrowed until 04/12/2022)
82,188 (25,000 escrowed until 04/12/2022)
50,000 (25,000 escrowed until 04/12/2022)
Options granted
4,470,970
13,325,818
David Ravech C/O Carani Holdings Limited
44,264,604 (escrowed until 04/12/2022)
Vanessa Wallace
212,500 (25,000 escrowed until 04/12/2022)
Directors’ Interests (Retired Board) – 31 December 2021
Director
Fully paid CDIs
Options granted
Leanne Rowe C/O Lanpet Super PTY Ltd
137,500 (25,000 escrowed until 04/12/2022)
Directorships of Other Listed Companies
Director
Richard Dammery
Vanessa Wallace
Company
Term
Aussie Broadband Limited
Wisetech Global
July 2020 – Present
December 2021 – Present
Wesfarmers Limited
Seek Limited
Ecofibre Limited
July 2010 – Present
March 2017 – Present
July 2021 – Present
18 doctor care anywhere annual report 2021
Report of the Directors cont.
Meeting Attendance
Meeting attendance has been recorded since the adoption of all Board and Committee charters on 16 October 2020 to
financial year ended 31 December 2021. An open invitation policy exists for all directors to attend meetings even if not a
member of that Committee. The below table outlines the total number of meetings and attendees for the board and the
committees of the company for the financial year ended 31 December 2021.
Total
Number
of meetings
Romana
Abdin
Jonathan
Baines
Simon
Calver
Richard
Dammery
David
Ravech
Leanne
Rowe
(resigned 23
Nov 2021)
Bayju
Thakar
Vanessa
Wallace
17
6
5
17
6
5
17
6
4
15
–
–
17
6
5
17
1
1
15
4
–
17
6
4
17
6
5
Committee
Board
Audit and Risk and
Management Committee
Remuneration and
Nominations Committee
Dividends
No cash dividends were paid, recommended or declared during or since the end of the financial year by the Company.
Political Donations and Expenditure
Doctor Care Anywhere works constructively with all levels of government across its network, regardless of affiliation.
Doctor Care Anywhere believes in the rights of individuals to engage in the democratic process. Doctor Care Anywhere
contributed £37,517 to Conservative Party UK during 2021.
Corporate Governance Statement
doctor care anywhere annual report 2021 19
This Corporate Governance Statement is current as at 31 December 2021.
The recommendations outlined within this statement are set by the ASX Corporate Governance Council in the
fourth edition of its Corporate Governance Principles and Recommendations (ASX Recommendations). The ASX
Recommendations are not mandatory, however the ASX Recommendations that will not be followed have been identified
and reasons provided for not following them along with what (if any) alternative governance practices the Company intends
to adopt instead of the relevant ASX Recommendation.
The Company’s corporate governance policies were adopted on 18 October 2020 and, from Listing, have been available in
the “Investor” section of the Company’s website www.doctorcareanywhere.com.
Capitalised terms not defined in this Corporate Governance Statement have the same meaning as given to them in the
prospectus dated 30 October 2020 issued by the Company (Prospectus).
Principles and Recommendations
Compliance by the Company
Principle 1 – Lay solid foundations for management and oversight
A listed entity should establish and disclose the respective roles and responsibilities of its board and management and how
their performance is monitored and evaluated.
Recommendation 1.1
The Company complies with this ASX Recommendation.
A listed entity should review and disclose a board
charter setting out:
a. the respective roles and responsibilities of its board
and management; and
b. those matters expressly reserved to the board and
those delegated to management.
Recommendation 1.2
A listed entity should:
c. undertake appropriate checks before appointing a
director or senior executive, or putting someone
forward for election as a director; and
d. provide security holders with all material
information in its possession relevant to a decision
on whether or not to elect or re-elect a director.
The Board Charter sets out the principles for the operation
of the Board and describes the functions of the Board and
the functions delegated to management of the Company.
Clause 2 of the Board Charter sets out the responsibilities and
functions of the Board. The Board may delegate consideration
to a committee of the Board specifically constituted for the
relevant purpose.
Clauses 3, 8 and 9 of the Board Charter set out the
responsibilities delegated to the Chairman, CEO, management
and the Company Secretary.
The Board Charter is disclosed on the Company’s website.
The Company complies with this ASX Recommendation.
The Board undertakes appropriate checks (including checks
in respect of character (criminal record and bankruptcy
history), experience, education, directorships or executive
commitments and any conflicts of interest) before appointing
a person or putting forward for election.
Clause 4.1(d) states that the Remuneration and Nomination
Committee is responsible for providing to shareholders, at
the shareholder meeting, with all material information in its
possession relevant to a decision on whether to elect or re-
elect a Director.
Recommendation 1.3
The Company complies with this ASX Recommendation.
A listed entity should have a written agreement with
each director and senior executive setting out the terms
of their appointment.
The Company has a written agreement with each director and
senior executive setting out the terms of their appointment.
20 doctor care anywhere annual report 2021
Corporate Governance Statement cont.
Principles and Recommendations
Compliance by the Company
Recommendation 1.4
The Company complies with this ASX Recommendation.
The Company Secretary of a listed entity should be
accountable directly to the board, through the chair,
on all matters to do with the proper functioning of the
board.
Clause 9 of the Board Charter provides that the Company
Secretary is accountable directly to the Board, through the
chair, on all matters to do with the proper functioning of the
Board.
Recommendation 1.5
A listed entity should:
a. have and disclose a diversity policy;
b. through its board or a committee of the board to set
measurable objectives for achieving gender diversity
in the composition of its board, senior executives
and workforce generally; and
c. disclose in relation to each reporting period:
i. the measurable objectives set for that period to
achieve gender diversity;
ii. the entity’s progress towards achieving those
objectives; and
iii. either:
A. the respective proportions of men and women
on the board, in senior executive positions and
across the whole workforce (including how the
entity has defined “senior executive” for these
purposes); or
B. if the entity is a “relevant employer” under the
Workplace Gender Equality Act, the entity’s
most recent “Gender Equality Indicators”, as
defined in and published under the Act.
Recommendation 1.6
A listed entity should:
a. have and disclose a process for periodically
evaluating the performance of the board, its
committees and individual directors; and
b. disclose for each reporting period whether a
performance evaluation has been undertaken in
accordance with that process during or in respect
of that period.
The Company complies with this ASX Recommendation.
The Company has a Diversity Policy which is disclosed on the
Company’s website.
Under Clauses 2(j) and 3 of the Diversity Policy, the Board
is responsible for, among other things, annually setting
measurable objectives to promote gender diversity including
in respect of women in leadership, age diversity and cultural
diversity in the composition of its Board, senior management
and workforce and assessing annually the Company’s progress
in achieving them.
The Board will disclose, in relation to each reporting period,
the respective proportions of men and women on the
Board, in senior executive positions and across the whole
organisation.
The Company complies with this ASX Recommendation.
Clause 7(a) of the Board Charter (available on the Company’s
website) contains the process for regular review of the
performance of the Board, its committees and each director.
The Company will disclose for each reporting period whether
a performance evaluation was undertaken in accordance with
that process.
The Company undertook Board and Chairman Performance
evaluations at the end of 2021 and the reports were
considered in February 2022.
doctor care anywhere annual report 2021 21
Principles and Recommendations
Compliance by the Company
Recommendation 1.7
A listed entity should:
a. have and disclose a process for evaluating the
performance of its senior executives at least once
every reporting period; and
b. disclose for each reporting period whether a
performance evaluation has been undertaken in
accordance with that process during or in respect of
that period.
Principle 2 – Structure the board to add value
The Company complies with this ASX Recommendation.
Clause 7(b) of the Board Charter requires the Board (with
guidance from the Remuneration and Nomination Committee)
to review annually the performance of the CEO and other
senior executives against guidelines approved by the Board.
The Company discloses performance evaluations undertaken
in its Remuneration Report.
A listed entity should have a board of an appropriate size, composition, skills and commitment to enable it to discharge its
duties effectively.
Recommendation 2.1
The Company complies with this ASX Recommendation.
The board of a listed entity should:
a. have a nomination committee which:
i. has at least three members, a majority of whom
are independent directors; and
ii. is chaired by an independent director;
and disclose:
iii. the charter of the committee;
iv. the members of the committee;
The Company has a Remuneration and Nomination
Committee. The Remuneration and Nomination Committee
Charter (RNC Charter) sets out the roles and responsibilities of
the Remuneration and Nomination Committee.
Clause 2(a) of the RNC Charter requires that, to the extent
practicable given the size and composition of the Board from
time to time, the Remuneration and Nomination Committee
should comprise a minimum of three members, all of whom
are independent directors and be chaired by an independent
director.
v. as at the end of each reporting period, the number
of times the committee met throughout the
period and the individual attendances of the
members at those meetings; or
The members of the Remuneration and Nomination
Committee are Vanessa Wallace (Independent Chair), Romana
Abdin (Independent Non-Executive Director) and Richard
Dammery (Independent Non-Executive Director).
b. if it does not have a nomination committee, disclose
that fact and the processes it employs to address
board succession issues and to ensure that the board
has the appropriate balance of skills, knowledge,
experience, independence and diversity to enable it
to discharge its duties and responsibilities effectively.
The RNC Charter is disclosed on the Company’s website.
The Company has disclosed, as at the end of each reporting
period, the number of times the Remuneration and
Nomination Committee met throughout the period and the
individual attendances of the members at those meetings.
Recommendation 2.2
The Company complies with this ASX Recommendation.
A listed entity should have and disclose a board skills
matrix setting out the mix of skills that the board
currently has or is looking to achieve in its membership.
Under Clause 4 of the RNC Charter, the Remuneration and
Nomination Committee is responsible for managing and
considering the board skills matrix setting out the mix of skills
and experience that the Board currently has or is looking
to achieve in its membership. The Board skills matrix as at
31 December 2021, is set out in Appendix A.
22 doctor care anywhere annual report 2021
Corporate Governance Statement cont.
Principles and Recommendations
Compliance by the Company
Recommendation 2.3
A listed entity should disclose:
a. the names of the directors considered by the board
to be independent directors;
b. if a director has an interest, position or relationship
of the type described in Box 2.3 but the board is
of the opinion that it does not compromise the
independence of the director, the nature of the
interest, position or relationship in question and an
explanation of why the board is of that opinion; and
c. the length of service of each director.
Recommendation 2.4
A majority of the board of a listed entity should be
independent directors.
The Company complies with this ASX Recommendation.
The Company discloses those Directors it considers to
be independent in its annual report and on its website.
Richard Dammery, Vanessa Wallace and Romana Abdin
are the independent Directors of the Company.
In accordance with the Company’s Board Charter, directors
must disclose their interests, positions, associations or
relationships and the independence of the directors is
regularly assessed by the Board in light of such disclosures.
Details of the Directors’ interests, positions, associations and
relationships are provided in the Report of the Directors.
The Directors in office as at the date of this Corporate
Governance Statement have served continuously since their
respective dates of appointment which are as follows:
• Jonathan Baines – appointed as a Director effective
14 November 2018
• Dr Bayju Thakar – appointed as a Director effective
28 February 2014
• Romana Abdin – appointed as a Director effective
16 September 2020
• David Ravech – appointed as a Director effective 10 April
2015
• Simon Calver – appointed as a Director effective 2 October
2020
• Richard Dammery – appointed as a Director effective
16 September 2020
• Vanessa Wallace – appointed as a Director effective
16 September 2020
The Company does not currently comply with this
recommendation.
Clause 5 of the Board Charter provides that the majority of
the Board should, to the extent practicable given the size and
composition of the Board from time to time, be comprised of
independent directors. However, at the time of this statement,
the Board will be comprised of three independent directors
and four non-independent directors (with two of the non-
independent directors also being an executive of the Company).
It is the intention of the Board to transition to an independent
Board during 2022.
Recommendation 2.5
The chair of the board of a listed entity should be an
independent director and, in particular, should not be
the same person as the CEO of the entity.
The Company partially complies with this ASX
Recommendation.
The Chair of the Board, while not the CEO, is an executive
director.
doctor care anywhere annual report 2021 23
Principles and Recommendations
Compliance by the Company
Recommendation 2.6
The Company complies with this ASX Recommendation.
A listed entity should have a program for inducting
new directors and for periodically reviewing whether
there is a need for existing directors to undertake
professional development opportunities to maintain
the skills and knowledge needed to perform their role
as directors effectively.
Under Clause 2(b)(vii) of the Board Charter, the Board is
responsible for the Company’s induction program for new
directors and periodic review and facilitation of ongoing
professional development for directors.
Clause 9(f) of the Board Charter requires the Company
Secretary, together with the guidance of the Board’s
Remuneration and Nomination Committee and assistance
of the Board, to organise all such training and professional
development.
The Remuneration and Nomination Committee is responsible
for reviewing the Company’s induction program and
ensuring continuing directors are provided with appropriate
opportunities to develop and maintain the skills and
knowledge needed to perform their role.
Clause 10 of the Board Charter provides that new directors
will be briefed on their roles and responsibilities and time will
be allocated at Board and committee meetings for continuing
education on significant issues facing the Company and
changes to the regulatory environment.
Principle 3 – Instil a culture of acting lawfully, ethically and responsibly
A listed entity should instil and continually reinforce a culture across the organisation of acting lawfully, ethically
and responsibly.
Recommendation 3.1
The Company complies with this ASX Recommendation.
A listed entity should articulate and disclose its values
The Company’s website includes a section dedicated to its
culture, including its values. The Company’s values are:
• patient oriented – the patient is always at the heart of our
thinking, and we fully are committed to delivering the best
possible outcomes for all;
• innovation – every day, we are looking for new ways to
make a difference and continuously push the boundaries
of what is possible;
• unity – we know that we are at our best when we work
together. Whether that be with our internal colleagues or
external partners, we have the biggest impact when we
team up to win;
• excellence – we maintain the highest standards when
it comes to the quality of our work, and this attracts the
brightest and best minds to join our team; and
• integrity – our people do the right thing regardless of
who is watching. We do not take shortcuts that will
compromise our commitments to clients or patients.
24 doctor care anywhere annual report 2021
Corporate Governance Statement cont.
Principles and Recommendations
Compliance by the Company
Recommendation 3.2
A listed entity should:
a. have a code of conduct for its directors, senior
executives and employees; and
b. ensure that the board or a committee of the board is
informed of any material breach of that code.
Recommendation 3.3
A listed entity should:
a. have and disclose a whistleblower policy; and
b. ensure that the board or a committee of the board is
informed of any material incidents reported under
that policy.
Recommendation 3.4
A listed entity should:
a. have and disclose an anti-bribery and corruption
policy; and
b. ensure the board or a committee of the board is
informed of any material breaches of that policy.
The Company complies with this ASX Recommendation.
The Company has a Code of Conduct which applies to, among
others, its directors, senior executives and employees.
Clause 18(d) requires that, where appropriate, the Board will be
informed of material breaches of the Code of Conduct.
The Code of Conduct is available on the Company’s website.
The Company complies with this ASX Recommendation.
The Company has a Whistleblower Protection Policy which
is disclosed on the Company’s website.
Clause 11 of the Whistleblower Protection Policy provides for
at least quarterly reports to the Board, where appropriate and
whilst maintaining confidentiality, on all active Whistleblower
matters. The Board must also be kept informed of material
incidents reported under the Whistleblower Protection Policy.
The Company complies with this ASX Recommendation.
The Company has an anti-bribery and corruption policy
(ABC Policy) which is disclosed on the Company’s website.
Under Clause 4 of the ABC Policy, all material breaches of the
ABC Policy must be reported immediately to the Board.
doctor care anywhere annual report 2021 25
Principles and Recommendations
Compliance by the Company
Principle 4 – Safeguard integrity in corporate reporting
A listed entity should have appropriate processes to verify the integrity of its corporate reports
Recommendation 4.1
The Company complies with this ASX Recommendation.
The board of a listed entity should:
a. have an audit committee which:
i. has at least three members, all of whom are non-
executive directors and a majority of whom are
independent directors; and
ii. is chaired by an independent director, who is not
the chair of the board,
and disclose:
iii. the charter of the committee;
iv. the relevant qualifications and experience of the
members of the committee; and
v. in relation to each reporting period, the number of
times the committee met throughout the period
and the individual attendances of the members at
those meetings; or
b. if it does not have an audit committee, disclose
that fact and the processes it employs that
independently verify and safeguard the integrity of
its corporate reporting, including the processes for
the appointment and removal of the external auditor
and the rotation of the audit engagement partner.
The Company has an Audit and Risk Management Committee.
The Audit and Risk Management Committee Charter (ARC
Charter) sets out the Audit and Risk Management Committee’s
roles and responsibilities.
Clauses 2(a) and 2(d) of the ARC Charter provides that the
Committee should to the extent practicable, given the size
and composition of the Board from time to time, have at least
three members, all of whom are non-executive directors
and a majority of whom are independent directors, and the
Committee should be chaired by an independent director who
is not the chair of the Board.
The members of the Audit and Risk Management Committee
are Richard Dammery (Independent Chair), Vanessa Wallace
(Independent Non-Executive Director) and Romana Abdin
(Independent Non-Executive Director) and David Ravech
(Non-Executive Director).
The ARC Charter is disclosed on the Company’s website.
The relevant qualifications and experience of the Risk and Audit
Committee members are set out in the Report of the Directors.
The Company discloses, in relation to each reporting period,
the number of times the Committee met throughout the
period and the individual attendances of the members at
those meetings.
Recommendation 4.2
The Company complies with this ASX Recommendation.
The board of a listed entity should, before it approves
the entity’s financial statements for a financial period,
receive from its CEO and CFO a declaration that, in their
opinion, the financial records of the entity have been
properly maintained and that the financial statements
comply with the appropriate accounting standards
and give a true and fair view of the financial position
and performance of the entity and that the opinion
has been formed on the basis of a sound system of risk
management and internal control which is operating
effectively.
Clause 4.3(e) of the ARC Charter provides that the Audit and
Risk Management Committee will recommend to the Board
the financial statements after review with management and its
external auditor.
Clause 4.3(i) of the ARC Charter requires the CEO and the CFO
to provide a sign off on these terms. The Company obtains
sign off on these terms for each of its financial statements in
each financial year.
The Audit and Risk Management Committee is also
responsible for ensuring that appropriate processes are in
place to form the basis upon which the CEO and CFO provide
the recommended declarations in relation to the Company’s
financial statements.
Recommendation 4.3
The Company complies with this ASX Recommendation.
A listed entity should disclose its process to verify the
integrity of any periodic corporate report it releases
to the market that is not audited or reviewed by an
external auditor.
Clause 4.3(d) of the ARC Charter requires the Audit and Risk
Management Committee to ensure that any periodic corporate
report the Company releases to the market that has not been
subject to audit or review by an external auditor discloses the
process taken to verify the integrity of its content.
26 doctor care anywhere annual report 2021
Corporate Governance Statement cont.
Principles and Recommendations
Compliance by the Company
Principle 5 – Make timely and balanced disclosure
A listed entity should make timely and balanced disclosure of all matters concerning it that a reasonable person would
expect to have a material effect on the price or value of its securities.
Recommendation 5.1
The Company complies with this ASX Recommendation.
A listed entity should have and disclose a written
policy for complying with its continuous disclosure
obligations under listing rule 3.1.
The Company has a Disclosure Policy for complying with its
continuous disclosure obligations under ASX Listing Rule 3.1
which is disclosed on the Company’s website.
Recommendation 5.2
The Company complies with this ASX Recommendation.
A listed entity should ensure that its board receives
copies of all material market announcements promptly
after they have been made.
Under Clause 4(b)(vi) of the Company’s Disclosure Policy, the
Disclosure Committee is required to provide the Board with
copies of all material market announcements promptly after
they have been made.
Recommendation 5.3
The Company complies with this ASX Recommendation.
A listed entity that gives a new and substantive
investor or analyst presentation should release a
copy of the presentation material on the ASX Market
Announcements Platform ahead of the presentation.
Clause 9(b) of the Disclosure Policy requires that ahead of any
new and substantive investor or analyst presentation, a copy
of the presentation materials must be released to ASX (even
if the information in the presentation would not otherwise
require market disclosure).
Principle 6 – Respect the rights of security holders
A listed entity should provide its security holders with appropriate information and facilities to allow them to exercise their
rights as security holders effectively.
Recommendation 6.1
The Company complies with this ASX Recommendation.
A listed entity should provide information about itself
and its governance to investors via its website.
Information about the Company and its governance can be found
on the Company’s website www.doctorcareanywhere.com.
Recommendation 6.2
The Company complies with this ASX Recommendation.
A listed entity should have an investor relations
program that facilitates effective two-way
communication with investors
The Company’s Shareholder Communication Policy provides
for an investor relations program which actively encourages
two-way communication with investors:
a. through the Company’s AGM, where shareholder
participation is actively encouraged and facilitated; and
b. by providing security holders with information via the
“Investors” section of the Company’s website and the option
to receive company information electronically by registering
their email address with the Company’s share registry.
Recommendation 6.3
The Company complies with this ASX Recommendation.
A listed entity should disclose how it facilitates and
encourages participation at meetings of security
holders.
Security holders are encouraged to participate at all general
meetings and AGMs of the Company. Where practicable, the
Company will consider the use of technological solutions for
encouraging participation.
The Company’s Securityholder Communication Policy is
disclosed on its website.
doctor care anywhere annual report 2021 27
Principles and Recommendations
Compliance by the Company
Recommendation 6.4
The Company complies with this ASX Recommendation.
A listed entity should ensure that all substantive
resolutions at a meeting of security holders are decided
by a poll rather than by a show of hands.
Clause 6(g) of the Company’s Shareholder Communication
Policy provides that all substantive resolutions at a meeting
of security holders will be decided by a poll rather than a show
of hands.
Recommendation 6.5
The Company complies with this ASX Recommendation.
A listed entity should give security holders the
option to receive communications from, and send
communications to, the entity and its security registry
electronically.
Under Clause 2 of the Company’s Shareholder Communication
Policy, security holders are encouraged to register with the
Company’s share registry to receive company information
electronically.
Principle 7 – Recognise and manage risk
A listed entity should establish a sound risk management framework and periodically review the effectiveness of that
framework
Recommendation 7.1
The Company complies with this ASX Recommendation.
The board of a listed entity should:
a. have a committee or committees to oversee risk,
each of which:
i. has at least three members, a majority of whom
are independent directors; and
ii. is chaired by an independent director,
and disclose:
iii. the charter of the committee;
iv. the members of the committee; and
v. as at the end of each reporting period, the number
of times the committee met throughout the
period and the individual attendances of the
members at those meetings; or
b. if it does not have a risk committee or committees
that satisfy (a) above, disclose that fact and the
processes it employs for overseeing the entity’s risk
management framework.
The Company has an Audit and Risk Management Committee.
The ARC Charter sets out the Committee’s roles and
responsibilities.
Clauses 2(a) and 2(d) of the ARC Charter provides that the
Committee should to the extent practicable, given the size
and composition of the Board from time to time, have at least
three members, all of whom are non-executive directors
and a majority of whom are independent directors, and the
Committee should be chaired by an independent director who
is not the chair of the Board.
The members of the Audit and Risk Management Committee
are Richard Dammery (Independent Chair), Vanessa Wallace
(Independent Non-Executive Director) Romana Abdin
(Independent Non-Executive Director), and David Ravech
(Non-Executive Director).
The ARC Charter is disclosed on the Company’s website.
The Company will disclose, as at the end of each reporting
period, the number of times the Audit and Risk Management
Committee met throughout the period and the individual
attendances of the members at those meetings.
Recommendation 7.2
The Company complies with this ASX Recommendation.
The board or a committee of the board should:
a. review the entity’s risk management framework at
least annually to satisfy itself that it continues to
be sound and that the entity is operating with due
regard to the risk appetite set by the board; and
Clause 4.2(j) of the ARC Charter require the Audit and Risk
Management Committee to review at least annually the
Company’s risk management framework to satisfy itself that it
continues to be sound and that the Company is operating with
due regard to the risk appetite set by the Board.
b. disclose, in relation to each reporting period,
whether such a review has taken place.
The Company will disclose, in relation to each reporting
period, whether such a review has taken place.
28 doctor care anywhere annual report 2021
Corporate Governance Statement cont.
Principles and Recommendations
Compliance by the Company
Recommendation 7.3
A listed entity should disclose:
a. if it has an internal audit function, how the function
is structured and what role it performs; or
b. if it does not have an internal audit function, that
fact and the processes it employs for evaluating
and continually improving the effectiveness of its
governance, risk management and internal control
processes.
The Company complies with this ASX Recommendation.
The Board does not currently consider the Company
would benefit from having an internal audit function. The
ARC Charter provides for the Risk and Audit Committee
Management Committee to manage audit arrangements and
auditor independence, including considering whether an
internal audit function is required and, if not, ensuring that the
Company discloses the processes it employs to evaluate and
improve its risk management and internal control processes.
However, the Board will continue to assess this approach,
including considering whether it would be appropriate to
implement an outsourced internal audit function.
The Company employs the following processes for evaluating
and continually improving the effectiveness of its risk
management and internal control processes:
• the Board is responsible for:
– overseeing the establishment of and approving the
Company’s risk management framework (for both
financial and non-financial risks), including developing
the strategies, policies, procedures and systems;
– disclosing any material exposure that the Company has
to environmental or social risks and how the Company
intends to manage those risks; and
– ensuring that risk considerations are incorporated into
strategic and business planning; and
• the Risk and Audit Management Committee is responsible
for:
– reviewing at least annually the Company’s internal
control and risk management systems, which includes
considering and overseeing implementation (to the
extent adopted by the Company) of recommendations
made by external auditors;
– reporting to the Board in a timely manner on internal
control, risk management and compliance matters
which significantly impact upon the Company;
– conducting an annual review of the Risk and Audit
Management Committee’s work and reporting on
outcomes to the Board.
Recommendation 7.4
The Company complies with this ASX Recommendation.
A listed entity should disclose whether it has any
material exposure to environmental or social risks and,
if it does, how it manages or intends to manage those
risks.
Clause 1(d)(i)(B) of the ARC Charter requires the Company
management to disclose any material exposure to
environmental or social risks and how the Company intends
to manage those risks. The Company will disclose whether it
has any material exposure to such risks and, if it does, how it
manages or intends to manage them.
doctor care anywhere annual report 2021 29
Principles and Recommendations
Compliance by the Company
Principle 8 – Remunerate fairly and responsibly
A listed entity should pay director remuneration sufficient to attract and retain high quality directors and design its
executive remuneration to attract, retrain and motivate high quality senior executives and to align their interests with the
creation of value for security holders and with the entity’s values and risk appetite.
Recommendation 8.1
The Company complies with this ASX Recommendation.
The board of a listed entity should:
a. have a remuneration committee which:
i. has at least three members, a majority of whom
are independent directors; and
ii. is chaired by an independent director,
and disclose:
iii. the charter of the committee;
iv. the members of the committee; and
v. as at the end of each reporting period, the number
of times the committee met throughout the
period and the individual attendances of the
members at those meetings; or
b. if it does not have a remuneration committee,
disclose that fact and the processes it employs for
setting the level and composition of remuneration
for directors and senior executives and ensuring that
such remuneration is appropriate and not excessive.
The Company has a Remuneration and Nomination
Committee. The charter of the Remuneration and
Nomination Committee (RNC Charter) sets out the roles
and responsibilities of the Remuneration and Nomination
Committee.
Clause 2 of the RNC Charter requires that, to the extent
practicable given the size and composition of the Board from
time to time, the Nomination and Remuneration Committee
should comprise a minimum of three members, all of whom
are independent directors and be chaired by an independent
director.
The members of the Remuneration and Nomination
Committee are Vanessa Wallace (Independent Chair), Romana
Abdin (Independent Non-Executive Director) and Richard
Dammery (Independent Non-Executive Director).
The RNC Charter is disclosed on the Company’s website.
The Company will disclose, as at the end of each reporting
period, the number of times the Remuneration and
Nomination Committee met throughout the period and the
individual attendances of the members at those meetings.
Recommendation 8.2
The Company complies with this ASX Recommendation.
A listed entity should separately disclose its policies
and practices regarding the remuneration of non-
executive directors and the remuneration of executive
directors and other senior executives.
Details of the Company’s remuneration policies and practices
for non-executive directors, executive directors and senior
management is disclosed in the Remuneration Report.
Recommendation 8.3
The Company complies with this ASX Recommendation.
A listed entity which has an equity-based remuneration
scheme should:
a. have a policy on whether participants are permitted
to enter into transactions (whether through the
use of derivatives or otherwise) which limit the
economic risk of participating in the scheme; and
b. disclose that policy or a summary of it.
Clauses 5 and 6 of the Securities Trading Policy prohibit
directors and senior management (and their associated
investment vehicles) from trading securities that limit the
economic risk of security holdings that are unvested or which
are subject to disposal restrictions.
There is no prohibition on any other securities.
30 doctor care anywhere annual report 2021
Corporate Governance Statement cont.
Principles and Recommendations
Compliance by the Company
Principle 9 – Additional recommendations that apply only in certain cases
Recommendation 9.1
This is not applicable.
A listed entity with a director who does not speak the
language in which board or security holder meetings
are held or key corporate documents are written
should be disclosed the processes it had in place to
ensure the director understands and can contribute
to the discussion at those meetings and understands
and can discharge their obligations in relation to those
documents.
Recommendation 9.2
The Company complies with this ASX Recommendation.
A listed entity established outside Australia should
ensure that meetings of security holders are held at a
reasonable place and time.
Article 50 of the Company’s Articles of Association requires
notice of annual general meetings and other general meetings
to be given to security holders 21 days and 14 days in advance
respectively (being the minimum notice required under the
Companies Act 2006 (UK), and to specify the date, time and
place of the general meeting. Under Article 61 of the Articles
of Association, the Company may hold a general meeting
physically (including overflow meeting rooms) or by electronic
means using any technology that gives security holders as a
whole a reasonable opportunity to participate.
Recommendation 9.3
The Company complies with this ASX Recommendation.
A listed entity established outside Australia, and an
externally managed listed entity that has a AGM, should
ensure that its external auditor attends its AGM and
is available to answer questions from security holders
relevant to the audit.
The Company’s Articles of Association requires notices of
meeting to be given to the Company’s auditors. The Company
ensures its external auditor attends its AGM and is available to
answer questions from security holders relevant to the audit.
Appendix A
doctor care anywhere annual report 2021 31
Skill / experience area
Description
Board (Total directors: 7)
Leadership
Senior executive role or substantial Board experience in a publicly
listed company in Australia or overseas, with proven track record
of leadership and governance skills, including consideration of
emerging new expectations in governance.
Extensive: 7
Moderate:
Low:
Healthcare Experience
Financial/Accounting
Senior role or substantial Board experience within the healthcare
industry in Australia or overseas, with an understanding of
both public and privately funded healthcare markets and their
interactions.
Relevant experience and capability to evaluate financial
statements and understand key financial drivers of the business,
bringing understanding of corporate finance and experience to
evaluate the adequacy of financial risk and controls.
Risk Management
Senior executive role or substantial Board experience with
robust risk management frameworks in a large or medium-sized
organisation, preferably with global operations.
Regulatory and
Legal Compliance
Executive or Board position experience in relevant legislation
including deep knowledge of the relevant company laws and
industry regulatory bodies.
Corporate
Development
Experience in business development, equity and debt funding
strategies, capital and debt raising.
Mergers and
Acquisitions
Experience in delivering merger and acquisition projects in both a
domestic and global context.
Global Business
Experience
Experience working as an executive in multiple geographies,
including a strong understanding of global markets, and the
macro-political and economic environment.
People and
Remuneration
Senior executive role or substantial Board experience with
remuneration frameworks that attract and retain a high calibre
of executives and other employees, and promote inclusion and
diversity.
Extensive: 3
Moderate: 3
Low: 1
Extensive: 3
Moderate: 4
Low:
Extensive: 4
Moderate: 3
Low:
Extensive: 5
Moderate: 2
Low:
Extensive: 7
Moderate:
Low:
Extensive: 6
Moderate: 1
Low:
Extensive: 3
Moderate: 4
Low:
Extensive: 4
Moderate: 2
Low: 1
32 doctor care anywhere annual report 2021
Remuneration Chairman’s Letter
Dear Shareholders,
On behalf of the Board, I am pleased to present Doctor Care Anywhere’s Remuneration
Report for the financial year ending 31 December 2021. This report covers our first year
as a listed entity and sets out the Company’s approach to Key Management Personnel
(KMP) remuneration, remuneration outcomes in 2021 and changes underway in 2022
as we continue to mature and scale the business.
2021 KMP Remuneration Outcomes
2021 was a successful year for Doctor Care Anywhere operationally and strategically. The team extended its reach in terms
of people cared for and geographies in which it operates. The Leadership Team led the business to operationally deliver
440,000 consultations over the year, consistently growing to deliver over 47,000 quality consultations in November.
Strategically, the team expanded our business partners to include Boots in Ireland and Nuffield in the UK, and saw the
business enter Australia with the acquisition of GP2U. All this has been achieved in a very challenging market and the team
was proven resilient and hugely committed. We thank the Leadership Team and all team members.
The principles that underpin our Leadership Team Remuneration framework are unchanged.
1. Support the alignment between Executive award and shareholder returns over the long term
2. Be fair and competitive in its local market to effectively support the attraction and retention of world class talent
3. Support the unwavering commitment to deliver exceptional patient care
4. Inspire the necessary individual and team performances, with sufficient flexibility to drive stretch business results.
The business has a strong culture of setting stretch targets and striving for them. This year, the CEO and CFO achieved a
variable bonus equivalent to 14.25% of base salary out of a maximum potential of 30%. 66% of this bonus was paid in cash
in March 2022 and the remainder in options over shares. Base salaries remained constant over the period.
Core Board fees remained unchanged during the year, however, select Directors were asked to support several M&A
processes and the development of an Australian Strategy. These activities led to one-off specific project fees largely paid
in 2021 and a few in 2022.
2022 Leadership Team and Board Remuneration Framework
As we enter 2022, our presence, reach and depth of capabilities in the UK is significant and in Australia, very promising.
The business continues its growth trajectory with a dual focus on achieving a sustainable economic model. As the business
scales profitably, we are transforming our operating model and the Leadership Team is realigning.
At this time, it appears that our Remuneration approach is fit for purpose. However, we continue to review our people
policies and practices and will adjust as necessary. One change that we have embarked upon, with over a year since listing
in the public markets, is to evolve our governance model. In 2022, we will move to an independent board and transition the
committee chairs to Directors who are based in the UK. We believe that these changes align with the company’s needs for
the next phase of its development.
On behalf of the Committee, I would like to thank our colleagues for all their hard work and commitment to our purpose
of improving lives through better healthcare, in what has been a challenging year with the continued presence of Covid.
I look forward to engaging with you in 2022 and thank you for your ongoing support of Doctor Care Anywhere.
Vanessa Wallace
Chairman, Remuneration and Nominations Committee
Remuneration Report
doctor care anywhere annual report 2021 33
This Remuneration Report (“the Report”) sets out Doctor Care Anywhere’s Executive remuneration framework and
outcomes for Key Management Personnel (“KMP”) of the Company for the year ended 31st December 2021. References to
Leadership Team in this Report are to both Leadership Team KMP and other non-KMP Leaders who report to the CEO.
Sections:
1.
Our Leadership Team Remuneration Principles and Model
2.
Key Management Personnel (KMP)
3.
2021 Remuneration Outcomes for Leadership KMP
4.
2021 Board Director fees
5.
Remuneration Governance framework and related policies
6. Other KMP Disclosures
1. Our Leadership Team Remuneration Principles and Model
Our remuneration framework is designed to support the Company’s mission and growth plans of delivering the best
possible patient experience and clinical care through digitally enabled, joined up, evidence-based pathways via Doctor Care
Anywhere’s telehealth platform.
The remuneration framework forms one part of our talent attraction, development and reward program and is underpinned
by four principles, that in turn inform the Leadership Team remuneration model.
Remuneration Principles
Leadership Team Remuneration Model
1. Alignment between Leadership Team
reward and shareholder returns over the
long-term
2. Fair and competitive in the markets in which
the company operates to effectively support
the attraction and retention of talent
• Options on shares issued to Leadership Team members upon
appointment
• 1/3 of any annual bonus award is paid via options on shares
• Base salaries to sit between the 50th and 75th percentile within
the relevant market
3. Incentivise the delivery of exceptional
• A modest annual bonus of up to 30% of base salary is available
patient care
based on performance
4. Inspire individual and team performances,
and flexible enough to drive stretch business
results
• Shared group performance metrics account for 50% of the
potential award
• Individual performance objectives account for the other 50% of
the potential award
Maximum Potential
Remuneration
Bonus Award
Conditions
50% 50%
Payment
Structute
33%
67%
Shared Group Metrics
Individual Objectives
Cash
Options
100%
90%
80%
70%
60%
50%
40%
30%
20%
10%
0%
Remuneration
Fixed Salary
Bonus Range
34 doctor care anywhere annual report 2021
Remuneration Report cont.
Base fixed salaries are tested against the local market in which we operate, either UK, Ireland or Australia. The level has been
set to appropriately reflect the Board’s expectation of full commitment and high performance at all times. The aim is for
base salaries to sit between the 50th and 75th percentile within the relevant market.
Upon appointment, Leadership Team members receive a one-off issue of options that forms a long-term wealth
sharing plan and promotes a longer term shareholder value mindset. The award of options is issued 6-months after
commencement of employment and vests progressively over four years assuming continued employment. These options
are issued at the VWAP based on the 15-day period preceding completion of 6 months of employment.
An annual bonus of up to 30% is paid upon achievement of specific group metrics and Individual performance objectives.
Half of the potential bonus is based on achievement of a small set of stretch group performance metrics, that include
select financial and operational goals. The other half of the potential bonus is based on the achievement of individual
performance objectives that cover areas such as delivery of strategic capability on time and budget, special projects, and
patient and team safety.
Two thirds of any annual bonus award is paid in cash, the remaining one third in share options.
Retirement benefits are paid according to the employment jurisdictions laws. In the UK, retirement benefits are currently
paid at the UK statutory minimum which is at 3% of banded earnings, which must be matched by a 5% contribution from
the Leadership Team member. In Australia, superannuation is paid in accordance with Australian law at the superannuation
guarantee levels.
These principles and the overall remuneration plans are reviewed annually and assessed for alignment to market
expectations and business objectives.
2. Key Management Personnel
The KMP roles covered in this report include Leadership Team members including the CEO and Managing Director, and
members of the Board including the Chairman.
Leadership Team KMP
Role
Bayju Thakar
Chief Executive Officer and Managing Director
Dan Curran
Chief Financial Officer and Company Secretary(i)
Period as KMP
Full Year
Full Year
Ben Kent
Chief Operating and Financial Officer(ii)
Until January 2021
Kate Bunyan
Chief Medical Officer(iii)
The Board
Role
Jonathan Baines
Chairman
Romana Abdin
Independent Non-Executive Director
Simon Calver
Non-Executive Director
Richard Dammery
Independent Non-Executive Director
David Ravech
Non-Executive Director
Prior year
Period as KMP
Full Year
Full Year
Full Year
Full Year
Full Year
Leanne Rowe
Independent Non-Executive Director4
Until November 2021
Vanessa Wallace
Independent Non-Executive Director
Full Year
doctor care anywhere annual report 2021 35
There were a number of KMP changes during the year.
i. Dan Curran was promoted from the role of Finance Director and Company Secretary to the role of Chief Financial Officer
and Company Secretary with effect from 25th January 2021.
ii. Ben Kent held the position of Chief Operating and Financial Officer in 2020. Ben left the company in January 2021 and
Dan Curran was promoted into the role of Chief Financial Officer.
iii. Kate Bunyan transitioned to the role of Chief Clinical Innovation Officer with effect in January 2021 having previously
held the role of KMP role of Chief Medical Officer. As Chief Clinical Innovation officer Kate did not fulfil the criteria of
KMP in 2021.
iv. Leanne Rowe resigned as an Independent Non-Executive Director effective on 23rd November 2021.
3. 2021 Remuneration Outcomes – Leadership KMP
Summary of Management Team KMP 2021 Remuneration Outcomes :
Annual Bonus Award
Company Stretch Targets
Individual
Objectives
Executive
Bayju Thakar
(CEO & Managing Director)
Dan Curran
(CFO & Company Secretary)
240,000
160,000
Revenue
(Max: 5%)
EBITDA
(Max: 5%)
0%
0%
0%
0%
Reach 50,000
Consultations
in a month
(Max: 5%)
(Max: 15%)
Total
(% salary)
3.75%
10.5%
3.75%
10.5%
14.25% out of a
maximum of 30%
14.25% out of a
maximum of 30%
Annual base salary for both the CEO and CFO were unchanged during the year.
The bonus scheme for Leadership Team KMP provides for awards of up to 30% of actual 2021 salary.
In 2021, 50% of the total award was based on achievement of shared group performance metrics, equally weighted across
three targets:
a. Achievement of budgeted revenue
b. Achievement of budgeted EBITDA
c. 50,000 consultations in a single month by year end.
The Board reviewed actual performance against each of the three targets and agreed that no payment would be made in
respect of both the ‘Revenue’ or ‘EBITDA’ targets. During November, the Company achieved a total of 47,204 completed
consultations against its target of 50,000, before accounting for any additional consultations via the acquired business of
GP2U in Australia. Whilst the stretch target was not achieved, 47,204 consultations was a significant achievement against
a backdrop of the continuing pandemic and associated GP pay inflation and national clinician supply shortages. In fact,
December 2021 consultations were 70% higher than December 2020 consultations. The Board used its discretion and agreed
to pay 75% of the available bonus in respect of this third target, as a fair reflection of what had been achieved by the team.
The remaining 50% of the total award was based on the achievement of individual performance objectives.
Individual performance objectives set for each of the Leadership team, including the CFO, were reviewed by the CEO and
discussed with the Remunerations and Nominations Committee mid-way through the year and at the end of the financial
year. The performance of the Chief Executive Officer was reviewed by the Executive Chairman and reported and discussed
with the Remunerations and Nominations Committee, mid-year and at the end of the year. The Committee then submitted
its recommended remuneration outcomes to the Board for approval. The approved award and related achievements are
noted in the table below.
36 doctor care anywhere annual report 2021
Remuneration Report cont.
Individual Objective achievements in FY21
Bayju Thakar
(CEO & Managing
Director)
• Navigated the organisation through COVID and the significant GP inflation and
supply issues
• Securing new strategic partner to grow future revenue
• Identification and closure of a strategically important M&A target
Award
10.5% out of
a maximum
of 15%
Dan Curran
(CFO & Company
Secretary)
• Successful renegotiation of key client terms to secure improved gross margins
• Established a new procurement capability achieving meaningful cost reduction
• Enhanced the depth of finance talent and systems
10.5% out of
a maximum
of 15%
In total, for the 2021 year, both the CEO and CFO earned an Annual Bonus of 14.25%, of their base salary . 67% was paid
in cash and 33% in options over shares, being tenure based options with an exercise price of $0.54. The CEO options are
pending Shareholder approval at the AGM. The annual cash bonus was accrued in 2021 and paid in 2022. The options
awarded will be issued in 2022 and expensed at fair value over the life of the options.
The 2021 P&L reflects remuneration related expenses from remuneration outcomes made in prior years and some of the
outcomes made in 2021.
Executive
Base Salary
(£’s)
Pension
(£’s)
2021
Annual
Cash Bonus
(£’s)1
Other
(£’s)4
Annual fair value of
Options issued to date (£s)
Total
LTIP12
LTIP23
Bayju Thakar
(CEO & Managing Director)
Dan Curran
(CFO & Company Secretary)
240,000
1,319
22,800
8,402
272,521
189,510
307,766
160,000
1,319
15,200
4,129
180,648
59,941
–
1.
‘Annual Cash Bonus’ was accrued in 2021 but paid in March 2022. The CEO and CFO were paid cash of £33,025 and
£18,688 respectively in February 2021 related to their 2020 performance.
2.
‘LTIP1’ reflects the recognition of one year’s expense of service-based options with three-year vesting period.
3.
4.
5.
‘LTIP2’ reflects the recognition of one year’s expense of the first two tranches of stretch performance options with
three and four year vesting periods. Expense in respect of the third and final tranche will be recognised when the
scheme is updated to accommodate practical five-year expiry terms.
‘Other’ comprises the cost of private medical insurance, benefit travel and accommodation expenses and gym
membership.
Ben Kent was a KMP until 25 January 2021 when he was replaced as CFO by Dan Curran. Due to his short tenure
as KMP in 2021, his remuneration details are not included.
doctor care anywhere annual report 2021 37
2021 Remuneration Outcomes – Board
Doctor Care Anywhere’s Director Fees aim to appropriately recognise the time, contribution and expertise of each Director.
Summary of Board 2021 Remuneration Outcomes:
Name
Dates
Base
Salary
(£’s)
Director
Fees
(£’s)1
Additional
Fees
(£’s)
Other
(£’s)2
Annual fair value of
Options issued to date
Total
LTIP17
LTIP28
Jonathan Baines
Full Period
180,000
–
Romana Abdin
Full Period
Simon Calver
Full period
Richard Dammery
Full Period
David Ravech
Full Period
Leanne Rowe
Until 23/11/21
Vanessa Wallace
Full Period
Notes:
–
–
–
–
–
–
–
–
50,000
50,000
6,0003
60,000
55,0274
50,000
45,833
60,000
–
–5
–6
4,398
184,398
107,397
51,294
–
–
–
–
–
–
50,000
56,000
115,027
50,000
45,833
60,000
–
–
–
–
–
–
–
–
–
–
–
–
1. Director Fees’ are inclusive of any retirement or superannuation entitlements.
2.
‘Other’ comprises the cost of private medical insurance and benefit travel and accommodation expenses.
3.
Simon Calver received additional special fees during the period for his mergers and acquisition evaluation support.
4.
5.
6.
Richard Dammery received additional fees in relation to advisory services he provided in relation to the evaluation
and execution of various Australian M&A and growth opportunities, including leading the acquisition of GP2U during
COVID-19 lockdowns when it was impossible for the UK team to travel to Australia.
Leanne Rowe received additional fees of £6,000 for her participation in the Australian Strategy Committee, these were
paid in the FY22 financial year.
Vanessa Wallace received additional fees of £6,000 for her participation in the Australian Strategy Committee, these
were paid in the FY22 financial year.
7.
‘LTIP1’ reflects the recognition of one year’s expense of service-based options with three-year vesting period.
8.
‘LTIP2’ reflects the recognition of one year’s expense of the first two tranches of stretch performance options with three
and four year vesting periods. Expense in respect of the third and final tranche will be recognised when the scheme is
updated to accommodate practical five-year expiry terms
The Chairman of the Board is an Executive Director and is engaged via an employment contract. Upon his appointment
in 2018, after receiving external advisor input and market benchmarking, the Chairman’s salary was set at £180,000 per
annum and has not changed since. There is no annual bonus or other cash award. There was no change to his contract in
this year past year. The Chairman was awarded performance options at the IPO, that only vest if stretch, relative share price
performance hurdles are met. The fair value of these options is expensed progressively over the tenure of the options.
The Non-Executive Directors are not employed and are contracted via a Letter of Appointment detailing the terms of
their engagement. They are paid a base fee of £50,000 per annum and are entitled to claim all reasonable and properly
documented expenses incurred in the performing of their duties.
The Chairman of the Audit and Risk Management Committee (Richard Dammery) and the Chairman of the Remuneration
and Nominations Committee (Vanessa Wallace), each receive an additional £10,000 per annum. Directors do not receive an
additional fee for Committee membership.
During the year, Doctor Care Anywhere evaluated a number of M&A opportunities in Australia and acquired GP2U in
September. Select Directors were asked to undertake significant extra work to support these M&A processes and the
development of an Australian Strategy. One-off, additional fees were paid to compensate these Directors for their
contributions beyond the normal Board responsibilities.
38 doctor care anywhere annual report 2021
Remuneration Report cont.
The total pool for Board remuneration is set at £500,000. This amount excludes any salary, remuneration or other amounts
payable to the Executive Chairman under his employment contract.
Looking forward, as the Board moves to a more independent and smaller Board, all Directors will earn director fees only and
the existing Board remuneration pool will also include the Chairman’s fees.
4. Remuneration Governance
The remuneration governance framework and related policies ensure that the integrity of the Company’s remuneration
strategy is maintained, and appropriate outcomes are delivered.
Board
Reviews, challenges and as appropriate, approves the Committee’s
recommendations.
Assesses the performance of the CEO and approves CEO remuneration.
Leadership Team
Regularly reports to
the Committee and
provides information
that may affect their
decision making.
Attends meetings by
invitation but do not
participate in decisions
regarding their own
remuneration.
Remuneration and Nominations Committee
Comprised and Chaired by entirely independent
Non-Executive Directors
Vanessa Wallace (Chair), Richard Drammery and Romana Abdin.
Non-Executive Directors who are not Committee members
may attend on request or by invitation.
Reviews and
makes
recommendations
to the Board on
remuneration structure
and quantum for the
CEO, Leadership Team
and Non-Executive
Director Fees.
Ensure the DCA
remuneration
approach aligns
with and supports
DCA’s purpose,
values, strategic
objectives and
risk appetite
Ensures
remuneration is
sufficiently competitive
and flexible to attract
and retain appropriately
qualified and
experienced
Executives
Advisors
Independent
remuneration advisors
are engaged from time
to time to provide
relevant information or
an external perspective
to support decision
making.
No external advisors
were engaged during
2021.
The Remuneration and Nominations Committee (‘Committee’) is accountable to the Board for setting principles and policies
to attract, develop and retain a highly effective Board, and a talented and high performing Chief Executive Officer and
Leadership Team; and for performance management and succession planning to ensure Doctor Care Anywhere has the
right people in place to deliver its strategy. The Committee is authorised to seek external advice as required to support the
carrying out of its duties.
Executive KMP remuneration and other key employment terms are formalised in individual employment agreements.
Name
Contractual term
Mutual Notice Period
Post Termination Restrictions
Jonathan Baines
Bayju Thakar
Dan Curran
Ongoing
Ongoing
Ongoing
6 months
9 months
6 months
12 months
12 months
12 months
Prior to the appointment of KMP and other Leadership Team members, the Company undertakes detailed checks into an
Executive’s background and experience. The Company has the option to terminate employment with a payment in lieu of
notice. The Company may terminate employment immediately in certain circumstances where cause exists, in which case
the Executive is not entitled to any payment in lieu of notice.
doctor care anywhere annual report 2021 39
5. Other KMP Disclosures
5.1. KMP Share Holdings
Summary of KMP Equity Holdings as at 31st December 2021.
The number of ordinary shares in Doctor Care Anywhere held during 2021 by each KMP; including their personally related
parties, is set out below.
The Board
Jonathan Baines
Romana Abdin
Simon Calver
Richard Dammery1
David Ravech2
Leanne Rowe3
Vanessa Wallace
Leadership KMP
Bayju Thakar
Dan Curran
Shares at
end 2020
Shares received
during 2021 due to
exercise of options
Purchase
of Shares
Sale of Shares
Shares at
end 2021
100,000
25,000
82,188
50,000
44,264,604
137,500
162,500
12,668,969
223,039
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
50,000
–
–
–
–
–
–
–
–
–
–
–
100,000
25,000
82,188
50,000
44,264,604
137,500
212,500
12,668,969
223,039
Notes:
1. Share held through Aestel PTY LTD
2. Shares held through Carani Holdings Limited
3. Shares held through Lanpet Super PTY LTD
5.2 KMP Holdings of Options Over Shares
Options Held at
31 December 2020
Change in 2021
Options Held at
31 December 2021
CSOP1
# of
Unexercised
Options
Exercise
price
Expiry
date
# Options
issued/
forfeited
# Options
exercised
Total
Vested
Total
Unvested
Total
Unexercised
Options
Dan Curran
600,000
£0.08
10/08/30
LTIP12
Jonathan Baines
845,400
£0.33
14/08/30
Jonathan Baines
600,000
£0.35
01/10/30
Bayju Thakar
2,700,000
£0.33
13/08/30
Dan Curran
801,960
£0.33
13/08/30
–
–
–
–
–
–
600,000
–
600,000
–
–
–
–
475,536
378,864
2,700,000
300,000
300,000
2,700,000
1,518,750
1,181,250
2,700,000
451,104
350,856
801,960
40 doctor care anywhere annual report 2021
Remuneration Report cont.
Options Held at
31 December 2020
Change in 2021
Options Held at
31 December 2021
LTIP23
# of
Unexercised
Options
Exercise
price
Expiry
date
# Options
issued/
forfeited
# Options
exercised
Total
Vested
Total
Unvested
Total
Unexercised
Options
Jonathan Baines
590,323
AU$0.80
02/12/25
Jonathan Baines
590,323
AU$0.80
02/12/25
Jonathan Baines
590,323
AU$0.80
TBC4
Bayju Thakar
3,541,939
AU$0.80
02/12/25
Bayju Thakar
3,541,939
AU$0.80
02/12/25
Bayju Thakar
3,541,939
AU$0.80
TBC4
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
590,323
590,323
590,323
590,323
590,323
590,323
3,541,939
3,541,939
3,541,939
3,541,939
3,541,939
3,541,939
1: CSOP: Tenure-based options with an exercise price of £0.08.
2: LTIP 1: Tenure-based options with an exercise price of £0.33. One quarter of the options vest on the grant date or first
anniversary of the employee’s commencement of employment, whichever is sooner. The remainder will vest in 6.25%
portions each three months over a three-year period.
3: LTIP 2: IPO, long dated, stretch performance-based options with an exercise price of $0.80. These options vest in three
tranches over five years and are linked to stretch outperformance, of 50% or more, than the total shareholder return of
the S&P/ASX 200 Healthcare Index.
4: The third and final tranche of the LTIP 2 options have yet to be approved and therefore no expiry date has been set. Any
expense in relation to this tranche will be recognised when the scheme is updated to accommodate practical five-year
expiry terms.
On 14 February 2022, Dan Curran was awarded 26,781 options over shares as part of his 2021 bonus award. These options
have an exercise price of $0.54, with 25% vesting on issue date and the remaining 75% vesting quarterly over three years.
Bayju Thakar’s was awarded 40,171 options over shares as part of his 2021 bonus award. These options have an exercise
price of $0.54, with 25% vesting on issue date and the remaining 75% vesting quarterly over three years. The CEO’s bonus
option issue is pending shareholder approval at the forthcoming AGM.
5.3 Share Trading Policy
Doctor Care Anywhere has adopted a Securities Trading Policy for regulating the trading of its securities. All employees
and other related parties are only permitted to trade DOC securities during specified trading windows and are subject to
minimum holding period requirements (as per CGPR 8.3).
5.4 KMP Loans
Loans of £6,250 were made to each of Jonathan Baines and Bayju Thakar in advance of the ASX listing in December 2020 to
enable them to incorporate DCA SaleCo PLC, which was required to facilitate the listing. These loans remain outstanding; in
due course, this company will be dissolved, and the loans repaid.
5.5 Other Transactions with KMP
Some of the Non-Executive Directors hold directorships or positions in other companies or organisations. From time to
time, Doctor Care Anywhere may provide or receive services from these companies or organisations on arm’s length terms.
None of the Non-Executive Directors were, or are, involved in any procurement or Board decision-making regarding the
companies or organisations with which they have an association.
This Remuneration’ Report is made in accordance with a resolution of the directors.
Vanessa Wallace
Chairman, Remuneration and Nominations Committee
Date: 30 March 2022
Directors’ Declaration
doctor care anywhere annual report 2021 41
In accordance with a resolution passed by the Board of Directors of Doctor Care Anywhere Group PLC, we hereby confirm
the following:
1.
In the opinion of the Board of Directors:
(a) the financial report and the notes thereto are in accordance with the Companies Act 2006, which includes:
(i) giving a true and fair view of the Group’s financial position at 31 December 2021 and of its performance for the
year to that date; and
(ii) complying with International Financial Reporting Standards as adopted by the International Accounting
Standards Board, Corporations Act 2001 and Companies Act 2006 as disclosed in Note 2.1 of the Financial
Statements; and
(b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due
and payable.
2. This declaration has been made after receiving the declarations required to be made to the directors in accordance with
part 15 of the Companies Act 2006 for the financial year ended 31 December 2021.
Signed in accordance with a resolution of the Directors made pursuant to Part 15 of the Companies Act 2006. On behalf of
the Directors:
Jonathan Baines
Chairman and Executive Director
Dr Bayju Thakar
Chief Executive Officer and Managing Director
Date: 30 March 2022
42 doctor care anywhere annual report 2021
Directors’ Responsibility Statement
for the Year Ended 31 December 2021
The Directors are responsible for preparing the financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors
have to prepare the financial statements in accordance with international accounting standards in conformity with the
requirements of UK-adopted international accounting standards. Under company law the Directors must not approve the
financial statements unless they are satisfied that they give a true and fair view of the state of affairs and profit or loss of the
Company and group for that period. In preparing these financial statements, the directors are required to:
• Select suitable accounting policies and then apply them consistently;
• Make judgements and accounting estimates that are reasonable and prudent;
• State whether applicable international accounting standards in conformity with the requirements of UK-adopted
international accounting standards have been followed, subject to any material departures disclosed and explained in
the financial statements; and
• Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will
continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the
Company’s transactions and disclose with reasonable accuracy at any time the financial position of the Company and
enable them to ensure that the financial statements comply with the Companies Act 2006 and Article 4 of the IAS
Regulation. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for
the prevention and detection of fraud and other irregularities.
The Directors confirm that:
• So far as each director is aware, there is no relevant audit information of which the Company’s Auditor is unaware; and
• The Directors have taken all the steps that they ought to have taken as Directors in order to make themselves aware of
any relevant audit information and to establish that the Company’s Auditor is aware of that information.
To the best of our knowledge:
• The Group financial statements, prepared in accordance with international accounting standards in conformity with
the requirements of UK-adopted international accounting standards, give a true and fair view of the assets, liabilities,
financial position and loss of the Company and the undertakings included in the consolidation taken as a whole; and
• The Strategic Report and Directors’ Report include a fair review of the development and performance of the business
and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a
description of the principal risks and uncertainties that they face.
Dr Bayju Thakar
Director
Date: 30 March 2022
FINANCIAL STATEMENTS
Financial Statements and Notes
Financial Statements
for the Year Ended 31 December 2021
doctor care anywhere annual report 2021 43
Consolidated Income Statement and Statement of Other Comprehensive Income
for the year ended 31 December 2021
Revenue
Cost of sales
Gross profit
Administrative expenses
Other operating income
Operating loss
Share of loss of joint venture
Finance income
Finance expense
Loss before taxation
Tax credit
Loss for the financial year
Other comprehensive income
Total comprehensive loss for the year
Loss per share
Note
4
6
7
9
17
11
12
Basic and diluted loss per share attributable to ordinary equity shareholders
13
Year ended
31 December
2021
£’000
Year ended
31 December
2020
£’000
24,965
(14,569)
10,396
(31,331)
622
(20,313)
(75)
2
(143)
(20,529)
313
(20,216)
3
(20,213)
£
(0.06)
11,573
(5,879)
5,694
(20,422)
6,038
(8,690)
(813)
–
(21,864)
(31,367)
90
(31,277)
–
(31,277)
£
(0.18)
There were no recognised gains and losses during the year ended 31 December 2021 or the year ended 31 December 2020
other than those included in the Consolidated Income Statement and Statement of Comprehensive Income.
Total comprehensive loss for the year has been derived from continuing operations.
The notes on pages 51 to 79 form an integral part of these consolidated financial statements.
44 doctor care anywhere annual report 2021
Financial Statements cont.
Consolidated Statement of Financial Position
as at 31 December 2021
Non-current assets
Property, plant and equipment
Intangible assets
Interest in joint venture
Total non-current assets
Current assets
Trade and other receivables: due within one year
Corporation tax receivable
Cash and cash equivalents
Total current assets
Current liabilities
Trade and other payables: due within one year
Total current liabilities
Non-current liabilities
Trade and other payables: due after one year
Deferred tax liabilities
Total non-current liabilities
Net assets
Capital and reserves
Called up share capital
Share premium account
Other reserves
Retained losses
Total equity
Registered number: 08915336
Note
31 December 2021
£’000
31 December 2020
£’000
14
15
17
18
20
21
22
24
25
25
25
1,894
10,985
2,112
14,991
4,139
460
17,066
21,665
(5,903)
(5,903)
(1,027)
(266)
(1,293)
29,460
72
50,148
3,287
(24,047)
29,460
1,697
3,580
2,187
7,464
3,451
164
38,362
41,977
(3,776)
(3,776)
(1,205)
–
(1,205)
44,460
70
45,945
2,276
(3,831)
44,460
The notes on pages 51 to 79 form an integral part of these consolidated financial statements.
The consolidated financial statements were approved and authorised for issue by the Board of Directors and were signed
on its behalf by:
Dr Bayju Thakar
CEO and Managing Director
Date: 30 March 2022
doctor care anywhere annual report 2021 45
Company Statement of Financial Position
as at 31 December 2021
Note
31 December 2021
£’000
31 December 2020
£’000
Non-current assets
Property, plant and equipment
Intangible assets
Investments
Trade and other receivables: due after one year
Total non-current assets
Current assets
Trade and other receivables: due within one year
Cash and cash equivalents
Total current assets
Current liabilities
Trade and other payables: due within one year
Total current liabilities
Non-current liabilities
Trade and other payables: due after one year
Total non-current liabilities
Net assets
Capital and reserves
Called up share capital
Share premium account
Other reserves
Retained losses
Total equity
Registered number: 08915336
14
15
16
19
18
20
21
24
25
25
25
1,866
87
38,197
50
40,200
1,374
14,901
16,275
(1,838)
(1,838)
(1,017)
(1,017)
53,620
72
50,148
3,284
116
53,620
1,689
–
20,234
–
21,923
1,633
37,629
39,262
(1,905)
(1,905)
(1,205)
(1,205)
58,075
70
45,945
2,276
9,784
58,075
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not
presented its own Consolidated Income Statement and Statement of Comprehensive Income in these financial statements.
The loss for the year was £9,669,372.
The notes on pages 51 to 79 form part of these consolidated financial statements.
The consolidated financial statements were approved and authorised for issue by the Board and were signed on its behalf by:
Dr Bayju Thakar
CEO and Managing Director
Date: 30 March 2022
46 doctor care anywhere annual report 2021
Financial Statements cont.
Consolidated Statement of Changes in Equity
for the year ended 31 December 2020
Called up
share capital
£’000
Note
Share
premium
account
£’000
Capital
redemption
reserve
£’000
At 1 January 2020
Comprehensive loss
for the year
Total comprehensive
loss for the year
Shares issued on
conversion of
Convertible Loan Notes
Bonus issue of shares
Other shares issued
Total shares issued
during the year
Capitalisation of
fundraising costs
24
Share based payments
26
Capital reduction
20
14,705
–
–
19
17
14
50
–
–
–
–
–
22,685
(17)
35,816
58,484
(2,637)
–
(24,607)
At 31 December 2020
70
45,945
Consolidated Statement of Changes in Equity
for the year ended 31 December 2021
2
–
–
–
–
–
–
–
–
(2)
–
Other
reserves
£’000
Accumulated
losses
£’000
Total
equity
£’000
99
(20,180)
(5,354)
–
–
–
–
–
–
2,177
–
2,276
(31,277)
(31,277)
(31,277)
(31,277)
–
23,017
45,721
–
–
–
35,830
23,017
81,551
–
–
24,609
(2,637)
2,177
–
(3,831)
44,460
Called up
share capital
£’000
Note
Share
premium
account
£’000
Other reserves
£’000
Accumulated
losses
£’000
Total equity
£’000
70
45,945
2,276
(3,831)
44,460
–
–
2
2
–
–
–
4,203
4,203
–
72
50,148
3
3
–
–
1,008
3,287
(20,216)
(20,213)
(20,216)
(20,213)
–
–
–
(24,047)
4,205
4,205
1,008
29,460
24
26
At 1 January 2021
Comprehensive loss
for the year
Total comprehensive
loss for the year
Shares Issued
Total shares issued
during the year
Share based payments
At 31 December 2021
The notes on pages 51 to 79 form part of these consolidated financial statements.
doctor care anywhere annual report 2021 47
Company Statement of Changes in Equity
for the year ended 31 December 2020
Called up
share capital
£’000
Note
Share
premium
account
£’000
Capital
redemption
reserve
£’000
24
At 1 January 2020
Comprehensive loss
for the year
Total comprehensive
loss for the year
Shares issued on
conversion of
Convertible Loan Notes
Bonus issue of shares
Other shares issued
Total shares issued
during the year
Capitalisation of
fundraising costs
Share based payments
Capital reduction
20
14,705
–
–
19
17
14
50
–
–
–
–
–
22,685
(17)
35,816
58,484
(2,637)
–
(24,607)
At 31 December 2020
70
45,945
Company Statement of Changes in Equity
for the year ended 31 December 2021
2
–
–
–
–
–
–
–
–
(2)
–
Other
reserves
£’000
Accumulated
losses
£’000
Total
equity
£’000
99
(11,266)
3,560
–
–
–
–
–
–
–
2,177
–
2,276
(26,576)
(26,576)
(26,576)
(26,576)
23,017
45,721
–
–
–
35,830
23,017
81,551
–
–
24,609
(2,637)
2,177
–
9,784
58,075
Called up
share capital
£’000
Note
Share
premium
account
£’000
Other reserves
£’000
Accumulated
losses
£’000
Total equity
£’000
70
45,945
2,276
9,784
58,075
–
–
2
2
–
–
–
4,203
4,203
–
72
50,148
–
–
–
–
1,008
3,284
(9,668)
(9,668)
(9,668)
(9,668)
–
–
–
116
4,205
4,205
1,008
53,620
24
24
26
At 1 January 2021
Comprehensive loss
for the year
Total comprehensive
loss for the year
Shares issued
Total shares issued
during the year
Share based payments
At 31 December 2021
The notes on pages 51 to 79 form part of these consolidated financial statements.
48 doctor care anywhere annual report 2021
Financial Statements cont.
Consolidated Statement of Cash Flows
for the year ended 31 December 2021
Cash flows from Operating Activities
Receipts from customers
Payments to suppliers and employees
Finance cost paid
Finance cost received
Government grants and tax incentives
Year ended
31 December
2021
£’000
Year ended
31 December
2020
£’000
Note
25,899
(42,012)
(3)
3
–
9,657
(20,386)
(2)
–
78
Total Cash outflows from Operating Activities
(16,113)
(10,653)
Cash flows from Investing Activities
Payment for property, plant and equipment
Purchase of intangible fixed assets
Proceeds from the disposals of entities
Payments to acquire entities
Repayment of third party loans
Loans to directors
8
(650)
(2,035)
–
(1,820)
–
–
(363)
(1,457)
2,992
–
82
(13)
Total Cash (outflows)/inflows from Investing Activities
(4,505)
1,241
Cash flows from Financing Activities
Payments to suppliers in relation to equity issue
Proceeds from equity issue
Proceeds from issues of convertible loan notes
Repayment of loans
Total Cash (outflows)/inflows from Financing Activities
Net Cash (outflows)/inflows
Cash and cash equivalents at beginning of year
Effect of movement in exchange rates on cash held
Cash and cash equivalents at the end of year
(111)
41
–
(541)
(611)
(21,229)
38,362
(67)
17,066
(4,360)
35,599
15,893
(338)
46,794
37,382
592
388
38,362
Company Statement of Cash Flows
for the year ended 31 December 2021
Cash flows from Operating Activities
Receipts from customers
Payments to suppliers and employees
Finance cost paid
Finance cost received
doctor care anywhere annual report 2021 49
Year ended
31 December
2021
£’000
Year ended
31 December
2020
£’000
1,383
(12,238)
(3)
3
1,950
(6,520)
(2)
–
Total Cash flows from Operating Activities
(10,855)
(4,572)
Cash flows from Investing Activities
Payment for property, plant and equipment
Proceeds from the disposals of entities
Repayment of third party loans
Loans to Directors
(654)
–
–
–
(363)
3,000
76
(13)
Total Cash flows from Investing Activities
(654)
2,700
Cash flows from Financing Activities
Payments to suppliers in relation to equity issue
Proceeds from equity issue
Proceeds from issues of convertible loan notes
Loans to subsidiaries
Repayment of loans
Total Cash (outflows)/inflows from Financing Activities
Net Cash (outflows)/inflows
Cash and cash equivalents at beginning of year
Effect of movement in exchange rates on cash held
Cash and cash equivalents at the end of year
(111)
41
–
(10,541)
(541)
(11,152)
(22,661)
37,629
(67)
14,901
(4,360)
35,599
15,893
(7,926)
(338)
38,868
36,996
247
386
37,629
50 doctor care anywhere annual report 2021
Notes to the Financial Statements
for the Year Ended 31 December 2021
1. Corporate information
Doctor Care Anywhere Group PLC (‘the Company’) and its subsidiaries (together referred to as the ‘Group’) are engaged in
digital healthcare service and development.
Doctor Care Anywhere Group PLC is a public limited company registered in England and Wales, registered number
08915336. Its registered office is located at 13-15 Bouverie Street, 2nd Floor, London, England, EC4Y 8DP.
2. Significant accounting policies
2.1 Basis of preparation
The consolidated financial statements of the Group have been prepared in accordance with International Financial
Reporting Standards (IFRS) in conformity with the requirements of UK-adopted international accounting standards.
The consolidated financial statements have been prepared on a historical cost basis.
The consolidated financial statements are prepared in Sterling (£), which is the functional and presentational currency of all
companies within the Group.
New or amended accounting standards
The accounting policies adopted are consistent with those of the annual financial statements for the year ended
31 December 2020 as described in the annual financial statements, with the exception of those listed below.
a. New standards, interpretations and amendments effective from 1 January 2021
The following new standards, interpretations and amendments have been adopted by the Group with no material impact in
the current or future reporting periods:
• Amendments to References to Conceptual Framework in IFRS Standards.
• Definition of a business (amendments to IFRS 3).
• Definition of material (amendments to IAS 1 and IAS 8).
• IFRS 17 insurance contracts.
b. New standards, interpretations and amendments not yet effective
The following new accounting standards, interpretations and amendments have been published but are not mandatory for
31 December 2021 reporting periods and have not been early adopted by the Group. These standards are not expected to
have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions:
• Onerous contracts Cost of Fulfilling a Contract (Amendments to IAS 37).
• Interest Rate Benchmark Reform Phase 2 (Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16).
• COVID-19-Related Rent Concessions (Amendment to IFRS 16).
• Property, Plant and Equipment: Proceeds before Intended Use (Amendments to IAS 16).
• Reference to Conceptual Framework (Amendments to IFRS 3).
• Classification of Liabilities as Current or Non-current (Amendments to IAS 1).
• IFRS 17 Insurance Contracts and Amendments to IFRS 17 Insurance Contracts.
• Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12).
• Definition of Accounting Estimates (Amendments to IAS 8).
• Disclosure of Accounting policies (Amendments to IAS 1 and IFRS Practice Statement 2).
• Annual Improvements to IFRS 2018-2020.
2.2 Basis of consolidation
The financial statements of the Group consolidate the results of the Company and its subsidiary entities, and include
its share of its joint ventures’ results accounted for under the equity method. Intercompany transactions and balances
between group companies are therefore eliminated in full.
The parent controls a subsidiary if it is exposed, or has rights, to variable returns from its involvement with the subsidiary
and has the ability to affect those returns through its power over the subsidiary. All subsidiaries have a reporting date of
31 December except for GP2U Telehealth Pty Ltd (“GP2U”) whose reporting date is 30 June and DCA Ireland whose reporting
date is 30 September.
doctor care anywhere annual report 2021 51
The consolidated financial statements incorporate the results of business combinations using the acquisition method.
In the Consolidated Statement of Financial Position, the acquiree’s identifiable assets, liabilities and contingent liabilities
are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the
Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated
from the date control ceases.
The consolidated financial statements incorporate the results of the Company’s associates under the equity method. An
associate is an entity over which an investor has significant influence, being the power to participate in the financial and
operating policy decisions of the investee (but not control or joint control).
The Group has applied International Financial Reporting Standards in conformity with the Companies Act 2006. Certain
amounts in the Consolidated Statement of Profit or Loss and the Consolidated Statement of Financial Position have been
grouped together for clarity, with their breakdown being shown in the notes to the consolidated financial statements.
2.3 Going concern
These financial statements have been prepared on a going concern basis, which assumes the Group and the Company will
continue to be able to meet their liabilities as they fall due for the foreseeable future, which has been taken as 12 months
from the date of approval of the consolidated financial statements (“Forecast Period”) accounts.
The Directors have considered detailed cash flow forecasts to determine the appropriateness of preparing these financial
statements on a going concern basis.
On 28 February 2022, the Company completed a Placement to institutional, sophisticated and professional investors, raising
A$11.2 million. The proceeds of this Placement have been included in the cash flow forecasts considered by the Directors.
On 24 March 2022, the Company closed a Security Purchase Plan to existing security holders at a offer price of A$0.31,
raising A$0.3 million and resulting in the issue of approximately 0.8 million new CDIs. No proceeds from this SPP have been
included in the cash flow forecasts considered by Directors.
Based on the forecasts considered and discussions with management, the Directors have concluded that the Company is
sufficiently funded through to profitability, which is expected in mid-2023.
Four scenarios were considered for the Group in preparing its going concern assessment, being a management case and
three other scenarios using a set of plausible downside assumptions to that management case. The management case is
built up from detailed projections and includes the key assumption that consultation volumes will continue to grow during
the Forecast Period. The downside scenarios considered were as follows:
• Consultation volumes being 10% below the management case;
• Service delivery costs being 10% above the management case; and
• Non-operating expenditure being 10% above the management case.
In all three downside scenarios the Group had adequate resources to continue in operational existence for the going
concern period.
Overall the Group has traded largely in line with the management case for the first two months of the 2022 financial year.
The Directors are confident that the Group is well positioned to manage its business risks and have considered a number of
factors including current trading performance, the outcomes of comprehensive forecasting, and a range of possible future
trading impacts. The Directors are of the view that there is a reasonable expectation that the Group has adequate resources
to continue in operational existence for the next 12 months following the date of approval of the financial statements. For
this reason, they continue to adopt the going concern basis in the preparation of these financial statements.
2.4 Revenue
The Group provides virtual healthcare services, technology platform licensing and digital design services. Revenue from
contracts with customers is recognised when its performance obligations are satisfied, i.e., when control of an asset (i.e., the
goods or services) is transferred to the customer at an amount that reflects the consideration to which the Group expects
to be entitled in exchange for those services. An asset is transferred when (or as) the customer obtains control of that asset.
Depending on the nature of the performance obligations, revenue is recognised either over time or at a point in time.
Revenue is measured as the amount of the transaction price that is allocated to that performance obligation.
The transaction price is the amount of consideration to which the Group expects to be entitled in exchange for transferring
the promised goods or services to a customer, excluding amounts collected on behalf of third parties (for example,
Value Added Tax).
52 doctor care anywhere annual report 2021
Notes to the Financial Statements cont.
Revenue arose within the United Kingdom, Ireland and Australia.
The Group applies the five-step process set out in IFRS 15, Revenue from contracts with customers, to ensure an appropriate
revenue recognition policy is in place, as follows:
1.
Identify the contract with a customer;
2. Identify the separate performance obligations in the contract;
3. Determine the transaction price;
4. Allocate the transaction price to the separate performance obligations; and
5. Recognise revenue when/as each performance obligation is satisfied.
The nature of the services the Group provides, and of the amounts which the customer is charged, is such that the result
of this process is generally clear, since the services provided are separately identifiable and priced, and the customer is
generally invoiced either upfront or on completion of the service. The recognition of the revenue reflects the completion of
the performance obligations, which results in the revenue recognition profile detailed below.
Revenue streams are analysed between Utilisation, Subscription and Other services as follows:
Utilisation revenue
• UK: Individually purchased consultations: revenue is recognised at a point in time, when the one distinct performance
obligation, the consultation, is complete.
• Australia: This is a new revenue stream in 2021 following the acquisition of GP2U, reflecting individually purchased
consultations: revenue is recognised at a point in time, when the one distinct performance obligation, the consultation,
is complete. This revenue is recognised net of clinician costs.
Subscription revenue
• Monthly or Annual service subscription: there is one distinct performance obligation, being the provision of virtual
healthcare services. Revenue from virtual healthcare services is recognised in the accounting period in which the
services are rendered. The contracts are satisfied monthly over the contract term. Revenue is recognised over-time, on a
systematic basis over the period of the contract, as this represents the pattern of delivery of the performance obligation
to customers .
Other revenue
• Minimum number of purchased consultations: some customers purchase consultations as a bundle for a fixed amount
which entitles them to a minimum number of consultations per period. At the end of the period and if the actual
number of consultations is less than the minimum number in the bundle, the customer is left with an unexercised right
to receive the remaining consultations. To measure revenue, management estimates the amount of consideration based
on the most likely amount for both the exercised and unexercised customer rights. Management has assessed, based
on past practice, that the amount of revenue should not be constrained once the rights have expired, it is clear that the
customer will not use their unexercised rights. Revenue continues to be recognised at a point in time.
• Technology platform licensing: revenue is deferred and recognised evenly over the time, over the period of which the
licence is granted.
• Digital design services: revenue is recognised at a point in time, when the performance obligation, the delivery of
customised software applications to the customer, is complete.
A contract asset is recognised for revenue where the performance obligation (being the provision of utilisation and
subscription services) has been completed, but payment remains conditional on acceptance by the customer. Once
invoiced, the amount recognised as contract assets is reclassified to trade receivables.
A contract liability is recognised if a payment is received or a payment is due (whichever is earlier) from a customer before
the Group transfers the related goods or services or for instances where the customer is invoiced in advance. Contract
liabilities are recognised as revenue when the Group performs under the contract (i.e., transfers control of the related goods
or services to the customer). Contract liabilities arise from annual service subscriptions and technology platform licencing.
doctor care anywhere annual report 2021 53
2.5 Intangible assets
Intangible assets acquired as part of a business combination
Intangible assets acquired in a business combination are identified and recognised separately from goodwill where
they satisfy the definition of an asset and are identifiable. The cost of such intangible assets is their fair value at the
acquisition date.
Subsequent to initial recognition, intangible assets acquired in a business combination are reported at cost less accumulated
amortisation and accumulated impairment losses. Where intangible assets have been separately identified and valued as
part of an acquisition, these have been recognised on the statement of financial position and amortised over their estimated
useful life. Intangible assets are amortised over their useful economic life as follows:
Trade names
– 5 years
Customer relationships – 5 years
Patents
Tech know-how
– 5 years
– 5 years
Goodwill
The acquisition method of accounting is used to account for the acquisitions of subsidiaries by the Group. The cost of an
acquisition is measured as the fair value of the assets given, equity instruments used and liabilities incurred or assumed at
the date of exchange. Acquisition related costs are not included in the cost of acquisition but charged to operating expenses
as they are incurred. Identifiable assets and liabilities assumed in a business combination are measured initially at the fair
values at acquisition date. The excess of cost of acquisition over the fair value of the Group’s share of the identifiable net
assets is recorded as goodwill. Goodwill is capitalised on the balance sheet and allocated to cash generating units for the
purpose of impairment testing. The allocation is made to those cash-generating units or groups of cash-generating units
that are expected to benefit from the business combination in which the goodwill arose. The carrying value of goodwill is
cost less accumulated impairment losses. Impairment testing occurs at least annually. The asset’s recoverable amount is
estimated at each year end date and whenever there is an indication of impairment.
Software development costs
Software development costs are recognised as an intangible asset when all the following criteria are demonstrated:
• It is technically feasible to complete the software;
• Management intends to complete the software;
• There is an ability to use or sell the software;
• It can be demonstrated that the software will generate probable future economic benefits;
• Adequate technical, financial and other resources to complete the development are available;
• The expenditure attributable to the software during development can be reliably measured.
Subsequent to initial recognition, software development costs are reported at cost less accumulated amortisation and
accumulated impairment losses. Total software development costs less their estimated residual value are amortised over
their useful economic life on a straight-line basis over a period of between three and ten years. Amortisation starts when
the asset is available-for-use. Costs associated with maintaining computer software are recognised as an expense.
Research and other development expenditure that does not meet the criteria for capitalisation as a software development
cost is recognised as an expense.
Software onboarding costs
Onboarding costs for third party software is stated at historical cost less accumulated amortisation and any accumulated
impairment losses. Historical cost includes expenditure that is directly attributable to onboarding the software to ensure it
is capable of operating in the manner intended by management.
Amortisation is charged to write down the cost of assets less their residual value over their estimated useful lives, using the
straight-line method. For software onboarding costs, amortisation is provided over the life of the contract.
54 doctor care anywhere annual report 2021
Notes to the Financial Statements cont.
2.6 Property, plant and equipment
Property, plant and equipment is stated at historical cost less accumulated depreciation and any accumulated impairment
losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition
necessary for it to be capable of operating in the manner intended by management.
Depreciation is charged to write down the cost of assets less their residual value over their estimated useful lives, using the
straight-line method.
Depreciation is provided on the following basis:
Right of use assets
– Over life of lease
Office equipment
– 4 years
Computer equipment – 3 years
2.7 Impairment of non-financial assets
Non-financial assets that are subject to depreciation or amortisation are assessed at each reporting date to determine
whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired,
the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment.
An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount.
The recoverable amount is the higher of an asset’s (or CGU’s) fair value less costs to sell and value in use. For the purposes
of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows
(CGUs). Non-financial assets that have been previously impaired are reviewed at each reporting date to assess whether there
is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.
In accordance with IAS 38, Intangible Assets, goodwill is not amortised, but is reviewed for impairment on an annual basis.
2.8 Investments in subsidiary undertakings and associates
A subsidiary is an entity controlled by the Company. Control is achieved when the Group is exposed, or has rights, to
variable returns from its involvement with the investee and has the ability to affect those returns through its power over the
investee. Specifically, the Group controls an investee if, and only if, the Group has:
• Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee);
• Exposure, or rights, to variable returns from its involvement with the investee; and
• The ability to use its power over the investee to affect its return.
An associate is an entity over which an investor has significant influence, being the power to participate in the financial
and operating policy decisions of the investee (but not control or joint control). A holding of 20% or more of the voting
power (directly or through subsidiaries) will indicate significant influence unless it can be clearly demonstrated otherwise.
If the holding is less than 20%, the investor will be presumed not to have significant influence unless such influence can
be clearly demonstrated. The existence of significant influence by an investor is usually evidenced in one or more of the
following ways:
• Representation on the board of directors or equivalent governing body of the investee;
• Participation in the policy-making process;
• Material transactions between the investor and the investee;
• Interchange of managerial personnel; and
• Provision of essential technical information.
2.9 Joint ventures
A joint venture is an arrangement in which the Group has joint control, whereby the Group has rights to the net assets
of the arrangement, rather than rights to its assets and obligations for its liabilities. Interests in the joint venture are
accounted for using the equity method. They are initially recognised at cost, which includes transaction costs. Subsequent
to initial recognition, the consolidated financial statements include the Group’s share of the profit or loss and OCI of equity
accounted investees, until the date on which significant influence or joint control ceases.
doctor care anywhere annual report 2021 55
2.10 Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not
more than 24 hours . Cash equivalents are highly liquid investments that mature in no more than three months from the
date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
2.11 Financial instruments
A financial asset or a financial liability is recognised only when the Group becomes a party to the contractual provisions
of the instrument. Financial assets and liabilities are offset and the net amount reported in the Consolidated Statement of
Financial Position when there is an enforceable right to set off the recognised amounts and there is an intention to settle
on a net basis or to realise the asset and settle the liability simultaneously.
A financial asset is derecognised when:
• The rights to receive cash flows from the asset have expired; or,
• The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the
received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either
(a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred
nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires.
Financial assets
The Group’s financial assets comprise cash and cash equivalents (see Note 2.10 above), trade receivables and other
receivables. Trade receivables are initially measured at their transaction price. Other financial assets are measured at their
fair value on initial recognition. Financial assets are accounted for on an amortised cost basis, using the effective interest
(EIR) method and are subject to impairment. Gains and losses are recognised in profit or loss when the asset is derecognised,
modified or impaired.
The Group recognises a loss allowance, for expected credit losses on its financial assets which are held at amortised
cost. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial
recognition of the financial asset. When the expected credit loss for trade receivables is determined, the Group makes use of
the simplified approach, whereby the loss recognised is equal to the lifetime expected credit losses. Lifetime expected credit
losses represent the expected losses that may result from possible default events, and the probability of such an event
occurring, over the lifetime of the financial asset. The expected lifetime credit losses of the trade receivables are estimated
using a provision matrix. The matrix is based on the Group’s historical credit loss experience, adjusted for forward-looking
factors, that are specific to the trade receivables.
At 31 December 2021 an expected credit loss of 2% (31 December 2020: 0%) has been used within the provision matrix.
Financial liabilities
The Group’s financial liabilities comprise trade payables, accruals and other payables, lease liabilities and convertible
loan notes.
Convertible loan notes issued by the Company in 2018, 2019 and 2020 converted into shares in 2020 and were designated as
being held at fair value through profit or loss (‘FVTPL’), on the grounds that they are managed and evaluated on a fair value
basis. The embedded derivative was not separated as management deemed the criteria had been met to classify the entire
instrument at fair value through profit and loss. Management assessed the fair value of these loan notes at each reporting
date, with movements in fair value recognised as finance costs in the Consolidated Statement of Comprehensive Income.
Lease liabilities are measured in accordance with IFRS 16 (see 2.13 below).
All other financial liabilities are classified as held at amortised cost. These liabilities are initially measured at fair value less
transaction costs and subsequently measured using the effective interest method.
56 doctor care anywhere annual report 2021
Notes to the Financial Statements cont.
2.12 Foreign Currency transactions and balances
The functional currency of the Parent Company is Sterling and this is also the presentational currency of the Group.
Transactions entered into by Group entities in a currency other than their functional currency are recorded at the rates
ruling when the transactions occur. Foreign currency monetary assets and liabilities are retranslated at the rates ruling
at the reporting date. Exchange differences arising on the retranslation of unsettled monetary assets and liabilities are
recognised immediately in profit or loss in operating expenses.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured
at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at
fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end
exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Consolidated
Statement of Comprehensive Income.
2.13 Leases
As a lessee, the Group applies a single recognition and measurement approach for all leases, except for short-term leases
and leases of low-value assets. The Group recognises right-of-use assets representing the right to use the underlying assets,
and lease liabilities representing obligations to make lease payments.
The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is
available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and
adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities
recognised, initial direct costs incurred and lease payments made at or before the commencement date less any lease
incentives received. Right-of-use assets are depreciated on a straight-line basis over the lease term.
At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease
payments to be made over the lease term. The lease payments include fixed payments (including in-substance fixed
payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts
expected to be paid under residual value guarantees. In calculating the present value of lease payments, the Group uses its
incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily
determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest
and reduced for the lease payments made.
The Group also has certain leases of computer equipment with lease terms of 12 months or less, and leases of office
equipment with low value. The Group applies the ‘short-term lease’ and ‘lease of low-value assets’ recognition exemptions
for these leases.
2.14 Finance income
Interest income is recognised in the Consolidated income statement and statement of other comprehensive income using
the effective interest method.
2.15 Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are capitalised
during the period of time that is necessary to complete and prepare the asset for its intended use or sale. Other borrowing
costs are expensed in the period in which they are incurred and reported in finance expense (see Note 11). In the years
ended 31 December 2021 and 2020 no borrowing costs were capitalised.
2.16 Taxation
Tax is recognised in the Consolidated Income Statement and Statement of Comprehensive Income, except that a charge
attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly
in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively
enacted by the reporting date in the countries where the Company and the Group operate and generate income.
Deferred tax assets and liabilities are calculated, without discounting, at tax rates that are expected to apply to their
respective period of realisation, provided they are enacted or substantively enacted by the end of the reporting period.
doctor care anywhere annual report 2021 57
Deferred tax assets are recognised to the extent that it is probable that they will be able to be utilised against future taxable
income, based on the Group’s forecast of future operating results which is adjusted for significant non-taxable income and
expenses and specific limits to the use of any unused tax loss or credit. Deferred tax liabilities are always provided for in full.
Deferred tax assets and liabilities are offset only when the Group has a right and intention to set off current tax assets and
liabilities from the same taxation authority. Deferred tax balances are not recognised in respect of temporary differences
arising on initial recognition (other than on a business combination) that do not affect profit or loss. In respect of business
combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future
tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will
be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by
the reporting date.
2.17 Share-based payment transactions with employees
The Group operates equity-settled, share-based remuneration plans for its employees. None of the Group’s plans feature
any options for a cash settlement. All goods and services received in exchange for the grant of any share-based payment are
measured at their fair values.
Where employees are rewarded using share-based payments, the fair values of employees’ services are determined
indirectly by reference to the fair value of the equity instruments granted. The Group operates share-based remuneration
plans both with and without market-based vesting conditions. For both types of plan, this fair value is appraised at the grant
date and excludes the impact of non-market vesting conditions (e.g., profitability and sales growth targets and performance
conditions), however for plans with market-based vesting conditions this fair value includes the impact of these vesting
conditions.
All share-based remuneration is ultimately recognised as an expense in profit or loss with a corresponding credit to retained
earnings. If vesting periods or other vesting conditions apply, the expense is allocated over the vesting period based on the
best available estimate of the number of share options expected to vest.
Non-market vesting conditions are included in assumptions about the number of options that are expected to become
exercisable. Estimates are subsequently revised if there is any indication that the number of share options expected to
vest differs from previous estimates. Any adjustment to cumulative share-based payment compensation resulting from a
revision is recognised in the current period. The number of vested options ultimately exercised by holders does not impact
the expense recorded in any period.
Upon exercise of share options, the proceeds received net of any directly attributable transaction costs are allocated to
share capital.
2.18 Share-based payment transactions with non-employees
The Group enters into equity-settled, share-based payment transactions with some of its suppliers. None of these
transactions feature any options for a cash settlement.
Where suppliers are remunerated using share-based payments, the fair values of the services rendered are determined
indirectly by reference to the fair value of the equity instruments granted. This fair value is appraised at the grant date
and excludes the impact of non-market vesting conditions (e.g., profitability and sales growth targets and performance
conditions).
All share-based remuneration is ultimately recognised as an expense in profit or loss with a corresponding credit to retained
earnings. If vesting periods or other vesting conditions apply, the expense is allocated over the vesting period based on the
best available estimate of the number of share options expected to vest.
Non-market vesting conditions are included in assumptions about the number of options that are expected to become
exercisable. Estimates are subsequently revised if there is any indication that the number of share options expected to
vest differs from previous estimates. Any adjustment to cumulative share-based payment compensation resulting from a
revision is recognised in the current period. The number of vested options ultimately exercised by holders does not impact
the expense recorded in any period.
Upon exercise of share options, the proceeds received net of any directly attributable transaction costs are allocated to
share capital.
58 doctor care anywhere annual report 2021
Notes to the Financial Statements cont.
3. Judgements in applying accounting policies and key sources of estimation uncertainty
In conforming with International Financial Reporting Standards as adopted by the International Accounting Standards Board,
the preparation of the Group’s consolidated financial statements for 31 December 2021 and 2020 requires management to
make judgements, estimates and assumptions that affect the application of policies and reported amounts in the historical
financial information. These judgements and estimates are based on management’s best knowledge of the relevant facts
and circumstances. However, the nature of estimation means that actual outcomes could differ from those estimates.
Estimates and judgements are continually evaluated. Information about such judgements and estimation is contained in the
accounting policies and/or notes to the consolidated financial statements and the key areas are summarised below:
Capitalisation and useful economic life of internally developed software
Distinguishing the research and development phases of a new customised software project and determining whether the
recognition requirements for the capitalisation of development costs are met requires judgement. After capitalisation,
management monitors whether the recognition requirements continue to be met and whether there are any indicators that
capitalised costs may be impaired.
Management have estimated that the useful economic life of internally developed software is between three and ten years.
The basis of this estimation being that the focus of development activities in the period were predominantly on the core
systems that underpin and will continue to underpin the core internally developed software assets of the business.
Key sources of estimation include:
Cash generating units and impairment on non-financial assets
The Group assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication
exists, or when annual impairment testing for assets with indefinite lives is required, the Group estimates the asset’s
recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash generating unit’s (CGUs) fair value less
costs of disposal and its value in use. The recoverable amount is determined for an individual asset, unless the asset does
not generate cash inflows that are largely independent of those from other assets or groups of assets. When the carrying
amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its
recoverable amount. Judgement is applied in arriving at the determination of the smallest identifiable group of assets that
generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets. Further detail
is provided in Note 15.
Fair value of share options
Two models have been utilised for determining the fair value of share option awards. Share options with service-based
vesting conditions have been valued using the Black-Scholes option pricing model, share options with market performance-
based vesting conditions have been valued using the Monte Carlo Simulation Model.
The key assumptions utilised in Black-Scholes option pricing model and justification for such assumptions are detailed below:
Share price
GBP 0.23 – 0.44
AUD 0.43 – 0.70
Volatility
55-57%
Determined with reference to recent arm’s length transaction in
the Company’s shares
Based on the observed volatility in the equity value of comparable
quoted companies
Risk-free interest rate
GBP denominated: 0.38%
UK government 10-year bond rate at the date of grant
AUD denominated: 0.89%-1.93%
Australian government 10-year bond rate at the date of grant
The key assumptions utilised in the Monte Carlo Simulation Model and justification for such assumptions are detailed below:
Share price
AUD 0.80
Determined with reference to recent arm’s length transaction in the Company’s shares
Company: 57%
Based on the observed volatility in the equity value of comparable quoted companies
Volatility
Index: 18%
Estimated with reference to the historical volatility of the S&P ASX 200
Healthcare Index
Risk-free interest rate
0.33%
Australian government 5-year bond rate at the date of grant
doctor care anywhere annual report 2021 59
4. Revenue
The services generating Utilisation, Subscription and Other revenue are set out in the Revenue accounting policy note above
(Note 2.4).
Utilisation
Subscription
Other
5. Segmental reporting
Year ended
31 December
2021
£’000
Year ended
31 December
2020
£’000
21,017
1,931
2,017
24,965
8,978
1,790
805
11,573
The Group provides virtual healthcare services, technology platform licencing and digital design services, within the United
Kingdom, Australia and the Republic of Ireland. While revenue streams have historically been analysed by the nature of
the service provided (see Note 2.4 and 4 above), the historic centralised common infrastructure meant that operating costs
could not meaningfully be allocated to the separate revenue streams. However following the acquisition of GP2U in the
year, it is now possible to provide segmental analysis on a geographic basis, as GP2U has a separate cost base to the wider
Doctor Care Anywhere Group. The following table represents this Geographic split for the year ended 31 December 2021:
Year ended 31 December 2021
Revenue
Cost of Sales
Administrative expenses
Other operating income
Share of loss of joint venture
Finance income
Finance expense
Tax
Loss for the financial year
Total assets
Total liabilities
Net assets
UK and Ireland
£’000
Australia
£’000
24,849
(14,569)
(31,044)
621
(76)
2
(140)
295
(20,061)
30,612
(6,607)
24,005
6
–
(287)
1
–
–
(2)
18
(155)
6,044
(589)
5,455
Total
£’000
24,965
(14,569)
(31,331)
622
(76)
2
(142)
313
(20,213)
36,656
(7,196)
29,460
Revenue from one customer amounted to £21,891,499 in the year ended 31 December 2021 (year ended 31 December 2020:
£9,629,802), arising from the provision of virtual healthcare services.
60 doctor care anywhere annual report 2021
Notes to the Financial Statements cont.
6. Administrative expenses
Operating Costs
Research and Development
Sales and Marketing
General and Administration
Year ended
31 December
2021
£
Year ended
31 December
2020
£
5,409
4,834
3,388
17,700
31,331
3,079
2,181
1,606
13,556
20,422
Operating Costs include the expenses attributable to the delivery of the Group’s core services.
Research and Development include the expenses attributable to the development and maintenance of the Group’s
intellectual property.
Sales and Marketing include the expenses attributable to the selling and marketing of the Group’s services.
General and Administration include the expenses attributable to supporting the Group’s operating functions, depreciation,
amortisation and share-based payments.
7. Other operating income
Profit of partial disposal of subsidiary
Recharges to joint venture
Foreign exchange gains
Miscellaneous Income
Year ended
31 December
2021
£
Year ended
31 December
2020
£
–
610
–
12
622
4,964
695
379
–
6,038
In January 2020, the Company partially disposed of a subsidiary, Doctor at Hand Diagnostics Limited (formerly Internet
Hospital Limited), through a sale of 50% of the issued share capital to AXA Health for total consideration of £3 million.
In advance of this partial disposal certain intangible assets created within the group were transferred to Doctor at Hand
Diagnostics Limited. The remaining investment of 50% is now accounted for as an investment in joint venture.
doctor care anywhere annual report 2021 61
The fair value of assets disposed of, and the consideration received, were as follows:
Intangible assets
Debtors and other assets
Bank balances and cash
Current liabilities
Non-current liabilities
Net assets disposed
Recognised as investment in joint venture
Profit on disposal
Total consideration
Bank balances and cash
Net cash inflow in prior year
£’000
1,057
4
8
(1)
(32)
1,036
(3,000)
(1,964)
4,964
3,000
(8)
2,992
The fair value of the remaining investment of 50% was determined with reference the amount that a third party,
AXA Health, paid for a 50% interest in the Company in an arm’s length transaction.
Total consideration constituted £1 received at the date of disposal in January 2020. Deferred consideration of £2,999,999
was received in March 2020.
8. Acquisition of a Group Company
On 8 September 2021 the Company acquired 100% of the issued share capital of GP2U Telehealth Pty Ltd, a digital healthcare
service company registered in Australia. Details of the purchase consideration are as follows:
Cash paid
Ordinary Shares issued
Total purchase consideration
£’000
1,773
4,119
5,892
The fair value of the 10,555,173 consideration shares issued was priced at AU$0.73 per share, based on the 20-trading day
VWAP pre-completion.
62 doctor care anywhere annual report 2021
Notes to the Financial Statements cont.
The assets and liabilities recognised as a result of the acquisition are as follows:
Cash
Trade and other receivables
Plant and equipment
Trade and other payables
Trade names
Software development costs
Deferred tax liabilities
Net identifiable assets acquired
Add: Goodwill
Net assets acquired
The cash outflows recognised as a result of the acquisition are as follows:
Outflow of cash to acquire subsidiary, net of cash acquired
Cash consideration
Less: Cash acquired
Net outflow of cash – investing activities
£’000
171
116
38
(275)
437
509
(284)
711
5,181
5,892
£’000
1,773
(173)
1,600
Acquisition related costs of £220,000 that were not directly attributable to the issue of shares are included in administrative
expenses in the statement of profit or loss and in investing cash flows in the statement of cash flows. Total cashflow value
of £1,820,000 has therefore been recognised in the statement of cash flows.
In respect of the acquisition, revenue of £116,000 and loss before tax of £173,000, have been recognised, this has been
included in the financial statements since the date of acquisition. The estimated annual impact of this acquisition had it
been made at the start of the financial year would have been revenue of £683,000 and loss before tax of £258,000.
9. Operating loss
The operating loss is stated after charging:
Employee costs
Depreciation (Note 14)
Amortisation of intangible assets (Note 15)
Exchange Loss/(Gain)
Year ended
31 December
2021
£’000
30,461
572
818
62
Year ended
31 December
2020
£’000
16,111
355
547
(378)
Employee costs consist of:
Wages and salaries
Social security costs
Costs of defined contribution scheme
Share-based payment charge (see Note 26)
doctor care anywhere annual report 2021 63
Year ended
31 December
2021
£’000
Year ended
31 December
2020
£’000
26,183
2,906
364
1,008
30,461
12,692
1,400
156
1,863
16,111
The average monthly number of employees, including directors, during 2021 was 547 (year ended 31 December 2020: 277).
Statutory Audit fees
Total statutory Audit fees
Interim review audit fee
PLC re-registration audit
Total assurance services
Tax compliance services
Tax advisory
Total tax services
Total non-Audit services
10. Key management personnel compensation
Short-term employee benefits
Company contributions to defined contribution pension schemes
Share-based payment charge (see Note 26)
Year ended
31 December
2021
£’000
Year ended
31 December
2020
£’000
87
87
16
–
16
12
17
29
45
49
49
15
10
25
14
17
31
56
Year ended
31 December
2021
£’000
Year ended
31 December
2020
£’000
1,306
4
674
1,984
1,050
4
1,327
2,381
The Directors, Chief Medical Officer and Chief Financial Officer were considered to be the key management personnel of the
Group (see Note 29).
64 doctor care anywhere annual report 2021
Notes to the Financial Statements cont.
11. Finance expense
Interest expense on financial liabilities held at amortised cost
Fair value measurement on financial liabilities designated at Fair Value
through Profit or Loss
FX Loss on financial liabilities designated at Fair Value through Profit or Loss
Year ended
31 December
2021
£’000
Year ended
31 December
2020
£’000
143
–
–
143
65
21,728
71
21,864
The credit risk component in the fair value adjustment is deemed to be immaterial by the Directors of the Group. Therefore,
this component has not been separately disclosed within Other Comprehensive Income.
The prior year fair value measurement on financial liabilities designated at Fair Value through Profit or Loss charge of
£21,728,000 related to the conversion of a convertible loan note into equity in the year. Following this conversion, no further
convertible loan notes have been issued.
12. Income tax
The major components of the income tax credit for the year ended 31 December 2021 and year ended 31 December 2020 are
as follows:
Current taxation
Adjustments in respect of current income tax of previous year
Deferred tax credit on acquisition of GP2U
Income tax credit recognised in Consolidated Income Statement
31 December
2021
£’000
31 December
2020
£’000
295
18
313
90
–
90
Reconciliation of tax expense and the accounting profit multiplied by UK tax rate for the year ended 31 December 2021 and
year ended 31 December 2020:
Loss before taxation
Current income tax:
Tax credit calculated at UK statutory corporation tax rate of 19% (2020: 19%)
Adjustments in respect of prior years
Deferred tax relating to intangibles
Deferred tax unrecognised this period
Income tax credit
31 December
2021
31 December
2020
(20,529)
(31,366)
3,901
295
18
(3,901)
313
5,960
90
–
(5,960)
90
As at 31 December 2021 there were unutilised tax losses of £42,322,813 (2020 £15,510,895) in respect of which no deferred tax
asset had been raised (tax impact at 19%: £8,041,334, 2020: £2,947,070).
doctor care anywhere annual report 2021 65
13. Earnings per share (EPS)
Basic EPS is calculated by dividing the profit for the year attributable to ordinary equity holders of the parent by the
weighted average number of ordinary shares outstanding during the year.
Diluted EPS is calculated by dividing the profit attributable to ordinary equity holders of the parent (after adjusting for
interest on the convertible loan notes) by the weighted average number of ordinary shares outstanding during the year plus
the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary
shares into ordinary shares.
There is no difference in the total comprehensive loss for the year or the weighted average number of equity shares used for
the calculation of basic and diluted loss per share, as the effect of all potentially dilutive shares outstanding was anti-dilutive.
As the inclusion of potential ordinary shares would be anti-dilutive and decrease the loss per share, they are not included in
the calculation of diluted loss per share.
In November 2020, the Group undertook a sub-division of its shares on a 6:1 basis, the following table reflects the income
and share data used in the basic and diluted EPS calculations and is adjusted to reflect the position if the sub-division had
taken place on 1 January 2020:
Total comprehensive loss for the year
Weighted number of ordinary shares:
Ordinary shares
A1 preferred shares
A2 preferred shares
31 December
2021
£’000
31 December
2020
£’000
(20,213)
(31,277)
322,362,947
82,001,601
–
–
50,782,885
39,079,046
Weighted number of ordinary shares: for calculation of Basic and Diluted EPS
322,362,947
171,863,532
Loss per share
Basic and diluted
£
(0.06)
£
(0.18)
66 doctor care anywhere annual report 2021
Notes to the Financial Statements cont.
14. Property, plant and equipment (Group)
Cost
At 31 December 2020
Additions
Disposals
At 31 December 2021
Depreciation
At 31 December 2020
Charge for the year
Disposals
At 31 December 2021
Net book value
At 31 December 2021
At 31 December 2020
Right of
use asset
£’000
Office
equipment
£’000
Computer
equipment
£’000
1,667
341
(330)
1,678
417
352
(329)
440
1,238
1,250
163
40
–
203
10
45
–
55
148
153
448
528
(174)
802
154
175
(35)
294
508
294
The right of use assets relate to the leases in respect of business premises and computer equipment described in
Note 27 below.
14. Property, plant and equipment (Company)
Cost
At 31 December 2020
Additions
Disposals
At 31 December 2021
Depreciation
At 31 December 2020
Charge for the year
Disposals
At 31 December 2021
Net book value
At 31 December 2021
At 31 December 2020
Right of
use asset
£’000
Office
equipment
£’000
Computer
equipment
£’000
1,667
243
(329)
1,581
417
279
(329)
367
1,214
1,250
162
41
–
203
10
45
–
55
148
152
421
522
(161)
782
134
173
(29)
278
504
287
The right of use assets relate to the leases in respect of business premises and computer equipment described in
Note 27 below.
Total
£’000
2,278
909
(504)
2,683
581
572
(364)
789
1,894
1,697
Total
£’000
2,250
806
(490)
2,566
561
499
(358)
700
1,866
1,689
doctor care anywhere annual report 2021 67
15. Intangible assets
Trade
name
£’000
Customer
relationships
£’000
Patents
£’000
Technical
know-how
£’000
Goodwill
£’000
Software
onboarding
costs
£’000
Software
development
costs
£’000
Total
£’000
Cost
At 31 December 2020
Acquisitions
Additions
75
437
–
1,424
50
500
–
–
–
–
–
–
–
5,181
–
At 31 December 2021
512
1,424
50
500
5,181
Amortisation
At 31 December 2020
Charge for the year
At 31 December 2021
75
11
86
Net book value
At 31 December 2021
426
At 31 December 2020
–
1,424
–
1,424
–
–
50
–
50
–
–
500
–
500
–
–
–
–
–
5,181
–
–
–
205
205
–
85
85
120
–
4,568
6,617
509
6,127
1,891
2,096
6,968
14,840
988
722
3,037
818
1,710
3,855
5,258
10,985
3,580
3,580
The intangible assets held in the Company Statement of Financial Position relate solely to the computer software in the
table above with a net book value of £87,251 (2020: £Nil).
No intangible assets have been pledged as security for liabilities.
Internally developed Software development costs
Software development cost represents the technology that enables the Group to provide its suite of integrated virtual and in-
person healthcare services. All software development cost assets included above were in use at the reporting year-ends.
These costs are monitored by management at the Group level. The Company performed its annual test for impairment as
at 31 December 2021 in respect of these assets. It is considered that the cash inflows related to these assets are intrinsically
linked to the broader operations of the Group excluding GP2U. As such, for the purposes of impairment testing, these assets
have been allocated to the total Group cash generating unit (CGU) excluding GP2U.
The impairment test was conducted based on reviewing if there were indicators of impairment for the Group excluding
GP2U. These indicators used were an assessment whether the market value of the asset had declined, negative changes in
technology, markets, economy or laws, obsolescence or worse economic performance than expected. Individual categories
of software development were all reviewed for these indicators with none observed, so therefore no impairment was
recognised in the year.
Goodwill impairment tests
Under IFRS goodwill is not amortised but is subject to an annual impairment. Goodwill acquired through the acquisition
of Gp2U has been allocated to its own CGU for the purpose of impairment testing. Impairment of goodwill occurs when
the carrying value of a CGU is greater than the present value of the cash that it is expected to generate (i.e. the recoverable
amount). The Group reviews the carrying value of each CGU at least annually or more frequently if there is an indication that
the CGU may be impaired.
The recoverable amount of the GP2U CGU is based on a value in use computation, which has been calculated over a ten-
year period. The cash flow forecasts employed for this computation are extracted from budgets and specifically excludes
future acquisition activity. Cash flows for a further period are based on the assumptions underlying the budgets.
68 doctor care anywhere annual report 2021
Notes to the Financial Statements cont.
A present value of the future cash flows is calculated using a post-tax discount rate representing the Group’s estimated
before tax weighted average cost of capital.
Key assumptions include management’s estimates on sales growth and discount rates. The sales growth rate and discount
rate used for the purposes of the impairment review were an average of 38% per annum and 10% respectively. Cash flow
forecasts and key assumptions are generally determined based on historical performance together with management’s
expectation of future trends affecting the industry and other developments and initiatives in the business.
Applying these techniques, no impairment charge arose in 2021. Trading post year end has also provided no indicators of
impairment.
In order for the calculations to give rise to an impairment loss, either the sales growth rate would need to be decreased to
31% or the discount rate would need to be increased to 19%.
Trade names and software acquired with GP2U
Trade names and software development costs were acquired as part of the purchase of GP2U. Given the acquisition date
of GP2U was less than 12 months from year-end, management is satisfied that there are no impairment indicators on these
intangible assets at the date of signing these accounts and have not yet considered sensitivity analysis.
16. Investments (Company)
Investments in subsidiaries
Cost or valuation
At 31 December 2020
Acquisition of GP2U
Capitalisation of subsidiary loans
At 31 December 2021
Net book value
At 31 December 2021
At 31 December 2020
17. Interest in Joint Venture
£’000
20,234
5,893
12,070
38,197
38,197
20,234
As discussed in Note 7 above, following the partial disposal of 50% of the Group’s investment in Doctor at Hand Diagnostics
Limited in 2020, the remaining investment of 50% is now accounted for as an investment in joint venture. Movement in the
Group’s investment in joint venture during the year was as follows:
Balance at 1 January 2021
Current year share of loss of joint venture
Balance at 31 December 2021
Interest in JV
£’000
2,187
(75)
2,112
doctor care anywhere annual report 2021 69
18. Trade and other receivables (Group): Amounts falling due within one year
The following balances are all due to be realised within one year of the reporting date:
Assets held at amortised cost
Trade receivables
Loss allowance
Other receivables
Prepayments
Contract assets
As at
31 December
2021
£’000
As at
31 December
2020
£’000
1,649
(34)
366
1,171
987
4,139
1,646
–
160
1,614
31
3,451
The Group has no balances due after one year.
The Group applies the IFRS 9 simplified approach to measuring expected credit losses (‘ECLs’) using a lifetime ECL provision
for trade receivables. To measure ECLs on a collective basis, trade receivables are grouped based on similar credit risk and
aging. Due to the nature of the majority of the Group’s customer base, the Group considers the bulk of its trade receivables
to have low credit risk upon initial recognition. The Group determines whether the credit of financial instruments has
increased significantly since initial recognition by reviewing aged receivables exceeding 90 days and contracts where
customers are known to be in financial difficulty. The Group writes off the trade receivable when in its view there is no
reasonable expectation of recovery. The Group applies the general impairment model within IFRS 9 to other receivables.
2% ECL has been recognised in the year in relation to trade receivables. The expected loss rates applied to trade receivables
are based on the Group’s historical credit losses experienced over the last financial year prior to the year end.
Further disclosures relating to trade and other receivables are set out in Note 23 below.
18. Trade and other receivables (Company): Amounts falling due within one year
Assets held at amortised cost
Trade receivables
Other receivables
Prepayments
Further disclosures relating to trade and other receivables are set out in Note 23 below.
As at
31 December
2021
£’000
As at
31 December
2020
£’000
183
342
849
1,374
-–
152
1,481
1,633
70 doctor care anywhere annual report 2021
Notes to the Financial Statements cont.
19. Trade and other receivables (Company): Amounts falling due after one year
Assets held at amortised cost
Amounts owed by group undertakings
As at
31 December
2021
£’000
As at
31 December
2020
£’000
50
–
Amounts owed by group undertakings includes both an unsecured revolving credit facility and intercompany recharges for
trading activities.
Interest is charged on the intercompany loans at a rate of LIBOR +4%. The Directors consider that the rate of interest
represents a market value and as a result no residual equity component has been recognised in relation to the loan.
20. Trade and other payables (Group): Amounts falling due within one year
Liabilities held at amortised cost
IFRS 16 lease liability <1 year (see Note 27)
Trade payables
Other taxation and social security
Other payables
Accruals
Contract liabilities
As at
31 December
2021
£’000
As at
31 December
2020
£’000
337
820
1,140
74
3,269
263
5,903
286
688
1,038
48
1,405
311
3,776
Further disclosures relating to trade and other payables are set out in Note 23 below.
20. Trade and other payables (Company): Amounts falling due within one year
Liabilities held at amortised cost
IFRS 16 lease liability <1 year (see Note 27)
Trade payables
Other taxation and social security
Other payables
Accruals
Further disclosures relating to trade and other payables are set out in Note 23 below.
As at
31 December
2021
£’000
As at
31 December
2020
£’000
309
428
150
26
881
286
383
350
55
831
1,838
1,905
doctor care anywhere annual report 2021 71
21. Trade and other payables (Group): Amounts falling due after more than one year
Liabilities held at amortised cost
IFRS 16 lease liability >1 year (see Note 27)
Other Payables
As at
31 December
2021
£’000
As at
31 December
2020
£’000
1,017
10
1,027
1,205
–
1,205
Further disclosures relating to trade and other payables are set out in Note 23 below.
21. Trade and other payables: Amounts falling due after more than one year (Company)
Liabilities held at amortised cost
IFRS 16 lease liability >1 year (see Note 27)
Further disclosures relating to trade and other payables are set out in Note 23 below.
22. Deferred tax balances
The balance comprises temporary differences attributable to:
Intangible assets (see Note 15)
Deferred tax liabilities
Movements
At 31 December 2020
Acquisition of subsidiary (see Note 15)
To profit or loss
At 31 December 2021
As at
31 December
2021
£’000
As at
31 December
2020
£’000
1,017
1,017
1,205
1,205
As at
31 December
2021
£’000
As at
31 December
2020
£’000
266
266
–
–
Intangible assets
£’000
–
284
(18)
266
72 doctor care anywhere annual report 2021
Notes to the Financial Statements cont.
23. Financial Instruments
The Group has the following financial assets and financial liabilities at the reporting dates:
Financial assets
Current assets
Held at amortised cost:
Cash and cash equivalents
Other financial assets
Total assets held at amortised cost
Financial liabilities
Current liabilities
Held at amortised cost:
Financial liabilities
Non-current liabilities
Held at amortised cost:
Financial liabilities
31 December
2021
£’000
31 December
2020
£’000
17,066
1,981
19,047
4,500
4,500
1,027
1,027
38,360
1,806
40,166
2,427
2,427
1,205
1,205
Prepayments, contract assets and liabilities under the scope of IFRS 15, and tax and social security balances, are not
considered financial instruments and are excluded from the table above.
Interest received on financial assets held at amortised cost in 2021 was £1,953 (2020: £227).
The Group’s financial risk management framework addresses the main risks arising from the Group’s financial instruments,
which are liquidity risk, credit risk and market risk. The Directors review and agree policies for managing these risks, which
are summarised below:
Credit risk: credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer
contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade
receivables). The Group’s exposure to credit risk is mitigated by the nature of its customer base and payment profiles.
However, cash collections and aged debtor profiles payments are reviewed on an ongoing basis, to ensure any issues are
escalated and reviewed.
Market risk: market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because
of changes in market prices. Market risk mainly affects the Group’s convertible loan notes, which are repriced on a regular
basis using the fair value techniques discussed in Note 3.
Liquidity risk: the Group seeks to manage financial risk to ensure sufficient liquidity is available to meet foreseeable needs,
through ongoing forecasting of cashflows, and cash management.
doctor care anywhere annual report 2021 73
The table below summarises the maturity profile of the Group’s financial liabilities with liquidity risk exposure, based on
contractual undiscounted payments:
As at 31 December 2021
IFRS 16 lease liability
Other payables
As at 31 December 2020
IFRS 16 lease liability
Other payables
Credit risk
On demand
£’000
Less than
3 months
£’000
3 to 12
months
£’000
26
–
26
99
5,303
5,402
363
–
363
1 to 5
years
£’000
1,167
–
1,167
> 5 years
£’000
–
–
–
On demand
£’000
Less than
3 months
£’000
3 to 12
months
£’000
1 to 5 years
£’000
> 5 years
£’000
–
–
–
79
2,141
2,220
275
–
275
1,319
–
1,319
–
–
–
Total
£’000
1,655
5,303
6,958
Total
£’000
1,673
2,141
3,814
Overdue trade receivables were reviewed for indication of any credit loss issues to assess the likelihood of expected credit
losses. The Group applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which
permits the use of the lifetime expected loss provision for all trade receivables. To measure the expected credit losses, trade
receivables have been grouped based on shared credit risk characteristics, such as, current relationship with the customer,
geographical location of customers, historical information on payment patterns, and the days past due.
The expected loss rates are based on the historical payment profiles of sales and the corresponding historical credit
losses experienced. The rates are monitored to ensure they reflect current and forward-looking information on
macroeconomic factors.
Overdue trade receivables were reviewed for indication of any credit loss issues to assess the likelihood of expected credit
losses. A doubtful receivable provision of £34,000 is in place in respect of trade receivables of £1,649,000. Outstanding
customer balances are regularly monitored and reviewed for indicators of impairment to determine where there is a need
for a provision (evidence of financial difficulty of the customer or payment default).
Bad debts are written off as uncollectible when there is strong objective evidence that there will be no recoverable element
of the debt and all methods of recovery have been exhausted.
The movement in the Expected Credit Loss (‘ECL’) impairment allowance can be reconciled as follows:
Balance at beginning of year
Impairment provisions
Balance at end of year
31 December
2021
£’000
31 December
2020
£’000
–
34
34
–
–
–
74 doctor care anywhere annual report 2021
Notes to the Financial Statements cont.
As explained in Note 2.11, at 31 December 2021 an expected credit loss of 2% (2020: 0%) was used within the ECL assessment
matrix, since the Group had no history of credit default losses given the profile of its customer base and revenue-generating
activities. Following the acquisition of GP2U, this customer base has changed and consequently and impairment allowance
has been recognised. An ECL provision of 100% has been recognised in respect of all receivables >1 year old, and a provision
of 25% for all receivables between 6 months and 1 year old in GP2U.
At a Company level, management assesses the recoverability of intercompany debt from subsidiaries. These balances are
monitored and reviewed for indicators of impairment to determine where there is a need for a provision, with the key
indicator being future cash flows of subsidiaries being unable to support repayment of these balances. The Company has
not recognised any ECL provision in this regard.
Group capital
The Group’s capital includes issued capital, share premium, convertible loan notes, preference shares, and all other equity
reserves attributable to the equity holders of the parent. The primary objective of the Group’s capital management is to
maximise the shareholder value, whist at the same time operating within a capital framework that interacts efficiently with
liquidity risk, credit risk and market risk frameworks discussed above.
Movements in the Group’s issued capital, share premium, preference shares, and all other equity reserves attributable to the
equity holders of the parent are as set out in the Consolidated Statement of Changes in Equity.
24. Share capital
Shares in issue
Ordinary
Deferred Ordinary
Total shares in issue
Nominal value
Ordinary
Deferred Ordinary
Share capital
Ordinary
Deferred Ordinary
Total share capital
As at
31 December
2021
As at
31 December
2020
329,658,573
318,620,249
99,600
99,600
329,758,173
318,719,849
£0.000167
£0.000167
£0.167
£0.167
£000’s
£000’s
55
17
72
53
17
70
All shares in issue are authorised and fully-paid.
On 30 November 2020, the Company redesignated all Series A1 Preferred Ordinary Shares and Series A2 Preferred Ordinary
Shares as Ordinary Shares and undertook a sub-division of its shares on a 6:1 basis.
Deferred shares carry no voting or economic rights other than the return of the issue price. All other classes of shares entitle
the holder to receive notice of and to attend, speak and to vote at any general meeting. No classes of shares confer rights
of redemption.
doctor care anywhere annual report 2021 75
During 2021, the parent company issued:
• Nil (2020: 6,094,919) Ordinary Shares with a nominal value of £0.001 (2020 total consideration: £16,012,319);
• 11,038,324 (2020: 81,623,346) Ordinary Shares with a nominal value of £0.000167 for a total consideration of £4,206,486
(2020: £35,795,621);
• Nil (2020: 16,600) Deferred Ordinary Shares with a nominal value of £1 as a bonus issue from the share premium account;
and
• Nil (2020: 13,833,903) Series A2 Preferred Ordinary Shares with a nominal value of £0.001 (2020 total consideration:
£29,742,940).
Ordinary Shares with a nominal value of £0.000167 issued during the year included:
• 10,668,264 shares in relation to the acquisition of GP2U.
• 370,060 shares in relation to the exercise of share option by the Group’s employees.
Securities in the Company traded on the ASX are in the form of Chess Depository Interests (CDIs). CDIs are a type of
depositary receipt that allows investors to obtain all the economic benefits of share ownership without holding legal title
to the shares themselves. A CDI represents the beneficial interest in underlying shares in a Company. Shares underlying the
CDIs are held by an Australian depositary nominee as the legal owner on behalf and for the benefit of the CDI holder. The
holders of CDIs receive all the economic benefit of actual ownership of the underlying shares.
25. Reserves
Share premium account
Includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are
deducted from share premium.
Capital redemption reserve
Nominal value arising on the purchase of own share capital.
Other reserves
Comprises the fair value of share options recognised as an expense.
Accumulated losses
Includes all current and prior periods retained accumulated losses.
26. Share based payments
The Group grants share options to certain of the Group’s employees and suppliers. The options have a range of vesting
periods and exercise conditions.
The schemes under which the Group has granted share options to its employees are as follows:
Scheme
Vesting condition
Vesting period
Enterprise Management Incentive (EMI)
Service-based
3 – 4 years
Company Share Option Plan (CSOP)
Service-based
On issue – 5 years
Long Term Incentive Plan (LTIP1)
Service-based
3 – 4 years
Long Term Incentive Plan (LTIP2)
Market-based performance
5 years
76 doctor care anywhere annual report 2021
Notes to the Financial Statements cont.
The fair value of share option awards with service-based vesting conditions has been determined using the Black-Scholes
option-pricing model. The key assumptions utilised in the valuation of these options are detailed below:
Share price
Volatility
GBP 0.23 – 0.44
AUD 0.43 – 0.70
55%-57%
Risk-free interest rate
GBP denominated: 0.38%
AUD denominated: 0.89%-1.93%
Expected term
10 years
The fair value of share option awards with market-based performance vesting conditions has been determined using the
Monte Carlo Simulation Model. The key assumptions utilised in the valuation of these options are detailed below:
Share price
Volatility
Risk-free interest rate
Expected term
AUD 0.80
Company: 57%
Index: 18%
0.33%
5 years
The share-based payment charge included in profit or loss for the year ended 31 December 2021 was £1,008,090
(31 December 2020: £2,244,452).
The following table reflects the number of share options and the weighted average exercise price outstanding during
the year:
Outstanding at beginning of year
Granted during the year
Exercised during the year
Lapsed during the year
Outstanding at the end of the year
Exercisable at year-end
Weighted average
exercise price (£)
31 December 2021
Number
31 December 2021
Weighted average
exercise price (£)
31 December 2020
Number
31 December 2020
0.35
0.34
0.11
0.33
0.36
0.23
31,252,374
1,725,000
370,060
3,625,994
28,981,320
9,212,703
0.11
0.38
0.12
–
0.35
0.18
2,905,403
28,928,298
581,327
–
31,252,374
6,774,954
The range of exercise prices in respect of options outstanding at 31 December 2021 is £0.05 to £0.59 (2020: £0.05 to £0.59).
The weighted average remaining contractual life of outstanding options at 31 December 2021 is 6.3 years (2020: 7.3 years).
doctor care anywhere annual report 2021 77
27. Leases
The Group adopted IFRS 16 at the year ended 31 December 2020. The Group has leases over office space in the territories
in which it operates as well as computer equipment. Those leases exceeding 12 months at the date of transition to IFRS 16
were been recognised as a right of use asset and a lease liability on the statement of financial position. Details of the right
of use assets are included in Note 14.
The Group entered into a lease for property in London in September 2020 for a period of 5 years expiring in
September 2025. It also acquired a lease for property in Australia as part of the acquisition of GP2U Telehealth Pty Ltd.
At 31 December 2021, the lease has a remaining period of 9 months expiring in September 2022.
The Group also entered into a lease for the use of laptops in December 2021 for a period of 3 years expiring in
December 2024.
The right of use assets and lease liabilities shown in the Consolidated Statement of Financial Position are in respect of
these leases.
The carrying amounts of right of use assets, and the movements during the year, are shown in Note 14 above. All payments
due on these leases are fixed under the terms of the relevant lease agreements.
Set out below are the carrying amounts of lease liabilities and the movements during the year:
At beginning of year
Additions
Accretions of interest
Payments
At end of year
Current (Note 20)
Non-current (Note 21)
31 December
2021
£’000
31 December
2020
£’000
1,490
341
150
(627)
1,354
337
1,017
167
1,678
49
(404)
1,490
286
1,205
The following amounts are recognised in the Consolidated income statement and statement of other comprehensive income:
Depreciation of right of use assets
Accretions of interest on lease liabilities
2021
£’000
352
150
2020
£’000
252
51
The Group also has certain leases of computer equipment with lease terms of 12 months or less, and leases of office
equipment with low value. The Group applies the ‘short-term lease’ and ‘lease of low-value assets’ recognition exemptions
for these leases. Minimum leases payments under non-cancellable operating leases in respect of these items are as follows:
Leases maturing
No later than one year
Later than one year and not later than five years
Total
2021
£’000
1
–
1
2020
£’000
8
1
9
The charge taken through the Consolidated income statement and statement of other comprehensive income in respect of
these leases in 2021 totals £8,779 (2020: £7,131).
78 doctor care anywhere annual report 2021
Notes to the Financial Statements cont.
28. Bonus issue and capital reduction
The Company undertook certain transactions during the prior year in preparation for its re-registration as a Public
Limited Company.
On 14 September 2020, the Company utilised its available share premium reserve to allot 16,600 deferred shares.
On 15 September 2020, the Company undertook a capital reduction by way of a directors’ solvency statement, cancelling
the share premium account and capital redemption reserves in their entirety and crediting profit and loss reserves.
29. Related party transactions
The directors consider the Directors, Chief Financial Officer and Chief Medical Officer as key management personnel.
Key management remuneration is disclosed in Note 10. Amounts owed to the group from Key management personnel
on 31 December 2021 was £12,708 (31 December 2020: £12,708).
During the year-ended 31 December 2021 the Company paid fees of £nil (for the year ended 31 December 2020:
£86,576) to Talbot Baines Limited a company with a common director. At 31 December 2021, the Company owed £nil
(31 December 2020: £nil) to Talbot Baines Limited.
During the year ended 31 December 2021, the Company paid fees of £6,000 (for the year ended 31 December 2020: £nil)
to Calforce Limited, a Company with a common Director. At 31 December 2021, the Company owed £nil
(31 December 2020: £Nil) to Calforce Limited.
During the year-ended 31 December 2021 the Company paid fees of £55,027 (for the year ended 31 December 2020: £nil)
to Emerald Hill Associates Pty Ltd, a company with a common director. At 31 December 2021, the Company owed £nil
(31 December 2020: £nil) to Emerald Hill Associates Pty Ltd.
All transactions with related parties were conducted on an arms’ length basis.
30. Events after the reporting date
On 28 February 2022, the Company closed a placement of A$11.2 million to institutional, sophisticated and professional
investors for the issue of approximately 36.1 million new CDIs at an offer price of $A0.31.
On 24 March 2022, the Company closed a Security Purchase Plan to existing security holders at a offer price of A$0.31,
raising A$0.3 million and resulting in the issue of approximately 0.8 million new CDIs.
31. Controlling party
In the opinion of the directors there is no ultimate controlling party.
32. Subsidiaries
From 1 January 2020 to 31 December 2021, Doctor Care Anywhere Group PLC owned 100% of the ordinary share capital of
the following subsidiary undertakings:
DCA Innovation Limited, a Technological design services company registered in England and Wales.
Doctor Care Anywhere Limited, a digital healthcare service company registered in England and Wales.
Synergix Medical Staffing Limited, Synergix Health Retail Services Limited and Synergix Health (Services) Limited, dormant
companies registered in England and Wales.
Doctor Care Anywhere International Limited, a dormant company registered in the British Virgin Islands, which was
dissolved on 26 October 2020.
It also 100% owned Doctor at Hand Diagnostics Limited (formerly Internet Hospital Limited) up to the date of 31 January
2020 when it sold a 50% shareholding. Doctor at Hand Diagnostics Limited is a digital healthcare service company registered
in England and Wales.
On 5 March 2021, Doctor Care Anywhere Ireland Limited, a digital healthcare service company 100% owned by Doctor Care
Anywhere Group PLC was incorporated in the Republic of Ireland.
On 8 September 2021, Doctor Care Anywhere Group PLC acquired 100% of the share capital of GP2U Telehealth Pty Ltd,
a digital healthcare service company registered in Australia.
Auditors Report and Independence Declaration
doctor care anywhere annual report 2021 79
Independent Auditor’s Report
to the Members of Doctor Care Anywhere Group Plc
Independent auditor’s report to the members of Doctor Care Anywhere
Group Plc
Opinion
Our opinion on the financial statements is unmodified
We have audited the financial statements of Doctor Care Anywhere Group Plc (the ‘Parent
Company’) and its subsidiaries (the ‘Group’) for the year ended 31 December 2021, which comprise
the consolidated income statement and statement of other comprehensive income, the consolidated
and company statements of financial position, the consolidated and company statements of changes
in equity, the consolidated and company statements of cash flows and notes to the financial
statements, including a summary of significant accounting policies. The financial reporting framework
that has been applied in their preparation is applicable law and UK-adopted international accounting
standards and, as regards the Parent Company financial statements, as applied in accordance with
the provisions of the Companies Act 2006.
In our opinion:
•
•
•
•
the financial statements give a true and fair view of the state of the Group’s and of the Parent
Company’s affairs as at 31 December 2021 and of the Group’s loss for the year then ended;
the Group financial statements have been properly prepared in accordance with UK-adopted
international accounting standards;
the Parent Company financial statements have been properly prepared in accordance with UK-
adopted international accounting standards and as applied in accordance with the provisions of
the Companies Act 2006; and
the financial statements have been prepared in accordance with the requirements of the
Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and
applicable law. Our responsibilities under those standards are further described in the ‘Auditor’s
responsibilities for the audit of the financial statements’ section of our report. We are independent of the
group and the parent company in accordance with the ethical requirements that are relevant to our audit
of the financial statements in the UK, including the FRC’s Ethical Standard as applied to listed entities,
and we have fulfilled our other ethical responsibilities in accordance with these requirements. We
believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion
Conclusions relating to going concern
We are responsible for concluding on the appropriateness of the directors’ use of the going concern
basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the group’s and the parent company’s
ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required
to draw attention in our report to the related disclosures in the financial statements or, if such
disclosures are inadequate, to modify the auditor’s opinion. Our conclusions are based on the audit
evidence obtained up to the date of our report. However, future events or conditions may cause the
parent company to cease to continue as a going concern.
A description of our evaluation of management’s assessment of the ability to continue to adopt the going
concern basis of accounting, and the key observations arising with respect to that evaluation is included
in the Key Audit Matters section of our report.
Based on the work we have performed, we have not identified any material uncertainties relating to
events or conditions that, individually or collectively, may cast significant doubt on the group’s and the
80 doctor care anywhere annual report 2021
Independent Auditor’s Report cont.
parent company’s ability to continue as a going concern for a period of at least twelve months from
when the financial statements are authorised for issue.
In auditing the financial statements, we have concluded that the directors’ use of the going concern
basis of accounting in the preparation of the financial statements is appropriate.
The responsibilities of the directors with respect to going concern are described in the ‘Responsibilities
of directors for the financial statements’ section of this report
Our approach to the audit
Overview of our audit approach
Overall materiality:
Group: £503,000, which represents 2% of the group’s revenue.
Parent Company: Materiality was determined as 1% of total
assets and capped at component materiality of £377,000.
Key audit matters were identified as:
Materiality
Key audit
matters
• Capitalisation of intangible assets relating to internally
generated software - same as previous year
• Going concern - new
Scoping
The Group engagement team performed full-scope audit
procedures in respect of the financial statements of the Parent
Company and the financial information of three other
significant components in the Group, namely Doctor Care
Anywhere Limited, DCA Innovation Limited and GP2U
Telehealth Pty Ltd.
Key audit matters
Key audit matters are those matters that, in
our professional judgement, were of most
significance in our audit of the financial
statements of the current period and include
the most significant assessed risks of material
misstatement (whether or not due to fraud)
that we identified. These matters included
those that had the greatest effect on: the
overall audit strategy; the allocation of
resources in the audit; and directing the
efforts of the engagement team. These
matters were addressed in the context of our
audit of the financial statements as a whole,
and in forming our opinion thereon, and we
do not provide a separate opinion on these matters.
Description
Audit
reponse
KAM
Disclosures Our results
In the graph below, we have presented the key audit matters, significant risks and other risks relevant to
the audit.
doctor care anywhere annual report 2021 81
High
Potential
financial
statement
impact
Low
Low
Going Concern
Capitalisation of intangible
assets relating to internally
generated software
Improper revenue
recognition
Acquisition
accounting
Share
based
payments
Management
override of controls
Extent of management judgement
High
Key audit matter
Significant risk
Other risk
Key Audit Matter – Group
Capitalisation of intangible assets relating
to internally generated software.
We identified capitalisation of intangible assets
relating to internally generated software as one
of the most significant assessed risks of
material misstatement due to error and fraud.
At the year end the Group recorded in the
financial statements £4.8m (31 December
2020: £3.6m) of intangible assets relating to
internally generated software.
There is a high risk of material misstatement
relating to the valuation, allocation, existence
and accuracy of intangible assets due to the
significant judgements made by management.
Management make judgements in relation to
the recognition criteria set out in International
Accounting Standard (‘IAS’) 38 ‘Intangible
Assets’. Significant judgements impacting
these assertions include: the allocation of
employee time to each project, that the
projects capitalised meet the relevant
capitlalisation criteria under IAS 38, whether or
not the projects require impairment in the year,
and the useful economic life of the projects for
amortisation purposes. Management consider
that there is one cash generating unit (CGU)
How our scope addressed the matter –
Group
In responding to the key audit matter, we
performed the following audit procedures:
Procedures to address the risks of existence
and accuracy:
• We obtained an understanding of the
internal controls relevant to the
capitalisation of development costs and
evaluated the design effectiveness of
those controls.
• We challenged the finance and
development team to understand the
internal processes and considerations
made by management in assessing which
projects to capitalise and how only costs
relating to development are capitalised.
• We tested a sample of additions in the
year to assess the accuracy of the
underlying calculation and
appropriateness of the capitalisation.
• We obtained a sample of confirmations
directly from internal and external
developers to confirm the time they had
spent on development activities during the
year. For all external developers we
agreed amounts to invoices.
For each sample item selected we agreed
salary per the entity’s breakdown to payroll
reports where we recalculated the
•
82 doctor care anywhere annual report 2021
Independent Auditor’s Report cont.
Key Audit Matter – Group
and so all intangible assets are allocated to
this CGU.
How our scope addressed the matter –
Group
capitalised amount to be recognised for
each item, and evaluated whether the
employee and project were appropriate to
have time capitalised for.
• We assessed the ten largest projects
capitalised in the year against the six
recognition criteria of IAS 38. This has
provided comfort to the audit team that
management have a strong understanding
of what projects meet the IAS 38 criteria
and have correctly capitalised each
project.
• We assessed the amortisation policy used
by management and performed an
amortisation recalculation based on
management's accounting policy. We
compared the amortisation policy to
comparable companies and assessed
their capitalisation criteria against the
standard.
Procedures to address the risk of valuation and
allocation:
• We assessed the appropriateness of the
assumptions and judgements made by
management in their valuation, including
the following:
We tested the recoverability of the
capitalised development costs by
obtaining and challenging
management’s impairment
assessment. We challenged
management on how they are
satisfied that future economic benefits
will flow to the entity in regards to
these previously capitalised
developments and determined
whether newly capitalised
development activity indicated
impairment of development costs
capitalised in previous years.
We considered any indicators of
impairment which might lead to the
requirement of a full impairment
assessment, in line with IAS 36 and
assessed all assumptions and
judgements against this. This included
inquiring with management about any
projects which have been cancelled or
disposed of in the year, which could
indicate the existence of an
impairment.
Relevant disclosures in the Annual Report
Our results
2021
The Group’s accounting policy on intangible
assets is shown in Note 2.5 to the financial
Our testing did not identify any material
misstatements in the recognition amount of the
capitalised development costs in accordance
with IAS 38 or the Group’s accounting policy.
doctor care anywhere annual report 2021 83
Key Audit Matter – Group
Group
statements and related disclosures are
included in Note 15.
How our scope addressed the matter –
Going Concern
We identified Going Concern as a Key Audit
Matter for the year ended 31 December 2021
due to the significant judgements made by
management in assessing the Group’s ability
to continue as a Going Concern. There is a risk
that future performance does not accurately
reflect management’s forecasts and model. In
FY 21 the Group is loss making and we have
had to gain assurance over management’s
forecasts and models that there will be
sufficient cash and financing to continue
operating and trading for the Going Concern
period.
We therefore identified Going Concern as one
of the most significant assessed risks of
material misstatement due to fraud and error.
In responding to the key audit matter, we
performed the following audit procedures:
• We evaluated management's budget
forecast to ensure that the model is
operating effectively without any numerical
or formulaic errors.
• We considered the historic accuracy of
forecasts, concluding that management
have historically produced
reasonable forecasts.
• We considered the inherent risks
associated with the group’s and the parent
company’s business model including
effects arising from macro-economic
uncertainties.
• We have assessed the four key
assumptions used to generate the
forecast and concluded that these
assumptions are reasonable. These
assumptions include volume of
consultations, split of future pathway
option and working capital movements
• We assessed management's sensitivity
analyses concerning the key assumptions,
to determine if these situations
constitute reasonable
downside scenarios.
• We performed one further sensitivity
analysis, focussing on development
contractor expenditure to cover potential
shortfalls in the department in H2.
• We analysed the results of management's
reverse stress test and determined that
the probability that the events required for
the Group to run out of cash is remote.
• We also assessed an updated forecast
which shows the business is forecast to
have a minimum of £4.0m headroom in
the going concern period to the end of
March 2023.
Our results
We have not identified any matters to disclose
in addition to those stated in the conclusions
relating to going concern section above.
84 doctor care anywhere annual report 2021
Independent Auditor’s Report cont.
How our scope addressed the matter –
Key Audit Matter – Group
Group
Relevant disclosures in the Annual Report
2021
The Group’s Going Concern Note 2.
Our application of materiality
We apply the concept of materiality both in planning and performing the audit, and in evaluating the
effect of identified misstatements on the audit and of uncorrected misstatements, if any, on the financial
statements and in forming the opinion in the auditor’s report.
Materiality was determined as follows:
Materiality
Group
Parent Company
measure
Materiality for
financial
statements as a
whole
Materiality
threshold
We define materiality as the magnitude of misstatement in the financial
statements that, individually or in the aggregate, could reasonably be expected
to influence the economic decisions of the users of these financial statements.
We use materiality in determining the nature, timing and extent of our audit
work.
£503,000
£377,000
Our determination of materiality was
based on consideration of a number of
benchmarks which we believe to be of
importance to the users of the financial
statements, most notably the Group’s
revenue.
Our determination of materiality was
based on consideration of a number
of benchmarks which we believe to
be of importance to the users of the
financial statements, most notably
the Parent Company’s total assets.
Parent Company materiality was
capped at component performance
materiality for Group purposes.
doctor care anywhere annual report 2021 85
Materiality
Group
Parent Company
measure
Significant
judgements made
by auditor in
determining the
materiality
In determining materiality, we
considered a range of benchmarks
including the Group’s revenue, loss
before taxation and total assets.
Revenue is considered particularly
important due to the significant level of
user focus on this figure in assessing the
Group’s future prospects and in
assessing the controllable aspects of the
Group’s performance during the year.
The level of materiality was not
determined by the application of a
specific measurement percentage to any
single benchmark; rather the appropriate
amount of materiality was determined
with reference to a range of key
benchmarks.
Materiality for the current year is higher
than the level that we determined for the
period ended 31 December 2020 to
reflect the increase in the Group’s
revenue during the year.
In determining materiality, we
considered a range of benchmarks
including the Parent Company’s total
assets and loss before taxation.
Total assets is considered
particularly important as the Parent
Company is a holding company.
The level of materiality was not
determined by the application of a
specific measurement percentage to
any single benchmark; rather the
appropriate amount of materiality
was with reference to a range of key
benchmarks.
Materiality for the current year is
higher than the level that we
determined for the period ended 31
December 2020 to reflect the
increase in the Group’s revenue
during the year.
Performance
materiality used
We set performance materiality at an amount less than materiality for the
financial statements as a whole to reduce to an appropriately low level the
probability that the aggregate of uncorrected and undetected misstatements
exceeds materiality for the financial statements as a whole.
to drive the
extent of our
testing
Performance
materiality
threshold
£377,000, which is 75% of financial
statement materiality.
£283,000, which is 75% of financial
statement materiality.
Significant
judgements made
by auditor in
determining the
performance
materiality
In determining performance materiality,
we noted from our risk assessment
procedures that we had identified limited
control deficiencies and misstatements
in prior periods. As such we judged that
performance materiality should be
maintained at 75%.
In determining performance
materiality, we noted from our risk
assessment procedures that we had
identified limited control findings and
misstatements in prior periods. As
such we judged that performance
materiality should be maintained at
75%.
Specific
materiality
We determine specific materiality for one or more particular classes of
transactions, account balances or disclosures for which misstatements of lesser
amounts than materiality for the financial statements as a whole could
reasonably be expected to influence the economic decisions of users taken on
the basis of the financial statements.
Specific materiality We determined a lower level of specific materiality for the following areas:
86 doctor care anywhere annual report 2021
Independent Auditor’s Report cont.
Materiality
Group
Parent Company
Related party transactions, including key management and directors’
remuneration
We determine a threshold for reporting unadjusted differences to the audit
committee.
measure
Communication
of misstatements
to the audit
committee
Threshold for
communication
£25,200 and misstatements below that
threshold that, in our view, warrant
reporting on qualitative grounds.
£18,885 and misstatements below
that threshold that, in our view,
warrant reporting on qualitative
grounds.
The graph below illustrates how performance materiality interacts with our overall materiality and the
tolerance for potential uncorrected misstatements.
Overall materiality – Group
Overall materiality – Parent Company
Revenue
£25,190k
PM
£377k, 75%
FSM
£503k,2%
Total Assets
£56,475k
PM
£283k, 75%
FSM
£377k, 1%
(capped)
TFPUM
£125,750, 25%
TFPUM
£94,250k, 25%
FSM: Financial statements materiality, PM: Performance materiality, TFPUM: Tolerance for potential uncorrected
misstatements
An overview of the scope of our audit
We performed a risk-based audit that requires an understanding of the Group’s and the Parent
Company’s business and in particular matters related to:
Understanding the Group, its components, and their environments, including Group-wide controls
•
•
the Group engagement team obtained an understanding of the Group and its environment, including
Group-wide controls, and assessed the risks of material misstatement at the Group level;
the Group has centralised processes and controls across all of its components. Group management
is responsible for all judgemental processes and significant risk areas. All accounting is centralised
and we tailored our audit response accordingly, with all audit work being undertaken by the Group
doctor care anywhere annual report 2021 87
engagement team.GP2U is the exception, the finance team are located in Australia, there is
oversight of controls provided by the UK finance team. In assessing the risk of material misstatement
to the Group financial statements, we considered the transactions undertaken by each component
and therefore where the focus of our work was required.
Identifying significant components
•
•
the Group engagement team evaluated the identified components to assess their significance and
determined the planned audit response based on a measure of materiality. The significance was
determined as a percentage of the Group’s total assets, revenues and profit or loss before taxation,
or based on qualitative factors, such as the component’s specific nature or circumstances;
The Parent Company, Doctor Care Anywhere Limited, DCA Innovation Limited, GP2U Telehealth
Pty Ltd were identified as significant components in the Group, and Synergix Health (Services)
Limited, DCA Ireland and Doctor at Hand Diagnostics Limited (a Joint Venture) were identified as
non-significant components.
Type of work to be performed on financial information of Parent and other components (including how it
addressed the key audit matters)
•
•
the audit approach for components determined to be significant and components determined not to
be significant was determined based on their relative materiality to the Group and our assessment
of audit risk. The audit approaches were as follows:
-
-
for the significant components: an audit of the financial information of the component using
component materiality (full-scope audit); and
for non-significant components: analytical procedures at Group level (analytical procedures).
the key audit matter for the Group was identified in DCA Innovation Limited and was considered in
setting the scope of the audit, being capitalisation of intangible assets relating to internally
generated software.
Performance of our audit
•
•
full scope audits were performed in respect of the financial statements of the Parent Company and
of the financial information of the three other significant components, covering 96% of the Group’s
revenue and 94% of the Group’s net assets. Analytical procedures were performed on the
remaining components in the Group;
all audit procedures were conducted by the Group engagement team.
Changes in approach from previous period
There are no changes in our approach from the previous period.
Other information
The directors are responsible for the other information. The other information comprises the information
included in the annual report, other than the financial statements and our auditor’s report thereon. Our
opinion on the financial statements does not cover the other information and, except to the extent
otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we
identify such material inconsistencies or apparent material misstatements, we are required to determine
whether there is a material misstatement in the financial statements or a material misstatement of the
other information. 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.
Our opinions on other matters prescribed by the Companies Act 2006 are unmodified
88 doctor care anywhere annual report 2021
Independent Auditor’s Report cont.
In our opinion, the part of the directors’ remuneration report to be audited has been properly prepared
in accordance with the Companies Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
•
•
the information given in the strategic report and the directors’ report for the financial year for
which the parent company financial statements are prepared is consistent with the parent
company financial statements; and
the strategic report and the directors’ report have been prepared in accordance with applicable
legal requirements.
Matter on which we are required to report under the Companies Act 2006
In the light of the knowledge and understanding of the Group and the Parent Company and their
environment obtained in the course of the audit, we have not identified material misstatements in the
strategic report or the directors’ report.
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters in relation to which the Companies Act
2006 requires us to report to you if, in our opinion:
•
•
•
adequate accounting records have not been kept by the parent company, or returns adequate for
our audit have not been received from branches not visited by us; or
the parent company financial statements and the part of the directors’ remuneration report to be
audited are not in agreement with the accounting records and returns; or
certain disclosures of directors’ remuneration specified by law are not made; or
• we have not received all the information and explanations we require for our audit.
Responsibilities of directors for the financial statements
As explained more fully in the directors’ responsibility statement, the directors are responsible for the
preparation of the financial statements and for being satisfied that they give a true and fair view, and for
such internal control as the directors determine is necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Group’s and the
Parent Company’s ability to continue as a going concern, disclosing, as applicable, matters related to
going concern and using the going concern basis of accounting unless the directors either intend to
liquidate the Group or the Parent Company or to cease operations, or have no realistic alternative but to
do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are 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 ISAs (UK) 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 these financial statements.
A further description of our responsibilities for the audit of the financial statements is located on the
Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms
part of our auditor’s report.
doctor care anywhere annual report 2021 89
Explanation as to what extent the audit was considered capable of detecting irregularities, including
fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design
procedures in line with our responsibilities, outlined above, to detect material misstatements in respect
of irregularities, including fraud. Owing to the inherent limitations of an audit, there is an unavoidable risk
that material misstatements in the financial statements may not be detected, even though the audit is
properly planned and performed in accordance with the ISAs (UK).
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed
below:
• We enquired of management about all the laws and regulations which are significant to the Group
and based on our enquiry they are required to comply with the following laws and regulations:
- Doctor Care Anywhere Group Plc is incorporated in the UK and has applied UK-adopted
international accounting standards in the preparation of the financial statements for the Group
and the Parent Company;
- Doctor Care Anywhere Group Plc is listed on the Australian Securities Exchange (ASX) and is
required to comply with the ASX Listing Rules;
- Doctor Care Anywhere Group Plc is also required to comply with other laws and regulations in
the UK and Australia including those relating to employment, corporation tax, health and safety,
data protection and modern slavery, and equivalent laws in all respective countries of operation.
• We enquired of management regarding any instances of non-compliance, notifications from HMRC
(and its equivalent authority in Australia), and legal notices received during the year. We reviewed
the legal and professional expenses ledger to identify any lawyer’s fees or other professional fees
specifically for any matters relating to non-compliance.
• We assessed the susceptibility of the Group's financial statements to material misstatement,
including how fraud might occur, by meeting with management from different parts of the business
to understand where they considered there was a susceptibility of fraud. We also considered
performance targets and their propensity to influence efforts made by management to manage
earnings. We considered the controls that the Group has established to address risks identified, or
that otherwise prevent and detect fraud, and how senior management monitors those controls.
Where the risk was considered to be higher, we performed audit procedures to address each
identified fraud risk.
Audit procedures performed by the engagement team included:
-
Enquiring of management, the finance team and the board of directors about the risks of fraud
at the group and the parent company and the controls implemented to address those risks. In
addition, assessing the design and implementation effectiveness of controls relevant to the audit
that management has in place to prevent and detect fraud, including updating our
understanding of the internal controls over journal entries, especially those related to the posting
of entries used to record non-recurring, unusual transactions or other non-routine adjustments;
- Making specific inquiries of each member of the finance team to ascertain whether they had
been subject to undue pressure or had been asked to make any unusual postings or
modifications to reports used in financial reporting;
-
Journal entry testing, with a focus on manual consolidation journals and journals indicating large
or unusual transactions based on our understanding of the business;
- Running specific keyword searches (including to related parties) over the journal entry
population to identify descriptions that could indicate fraudulent activity or management override
of control;
-
Assessing the disclosures within the annual report, including principal risks and uncertainties;
and
90 doctor care anywhere annual report 2021
Independent Auditor’s Report cont.
-
Challenging assumptions and judgements made by management in its significant accounting
estimates.
•
•
These audit procedures were designed to provide reasonable assurance that the financial statements
were free from fraud or error. The risk of not detecting a material misstatement due to fraud is higher
than the risk of not detecting one resulting from error and detecting irregularities that result from fraud
is inherently more difficult than detecting those that result from error, as fraud may involve collusion,
deliberate concealment, forgery or intentional misrepresentations. Also, the further removed non-
compliance with laws and regulations is from events and transactions reflected in the financial
statements, the less likely we would become aware of it.
The engagement partner assessed the appropriateness of the collective competence and capabilities
of the engagement team, by considering the engagement team’s understanding of, and practical
experience with, audit engagements of a similar nature and complexity;
• We enquired of management, the finance team and those charged with governance about the
company’s policies and procedures relating to the identification, evaluation and compliance with
laws and regulations and the detection and response to the risks of fraud, as well as the
establishment of internal controls to mitigate risks related to fraud or non-compliance with laws and
regulations and the results of these enquiries were communicated to the audit team.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part
16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the
company’s members those matters we are required to state to them in an auditor’s report and for no
other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to
anyone other than the company and the company’s members as a body, for our audit work, for this
report, or for the opinions we have formed.
[**Signature**]
Anthony Thomas FCA
Senior Statutory Auditor
for and on behalf of Grant Thornton UK LLP
Statutory Auditor, Chartered Accountants
London
30 March 2022
doctor care anywhere annual report 2021 91
Shareholder Information
The information set out below was applicable as at 31 December 2021.
Distribution of Shareholders
Analysis of numbers of shareholders by size of holding:
Total Holders
Shares
% of Issued
Capital
Range
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,0001+
Total
2,780
3,053
824
797
96
1,857,932
7,995,329
6,506,504
21,377,840
291,843,356
7,550
329,580,961
Twenty largest quoted equity security holders
Rank Name
1
2
3
4
5
6
7
8
9
Carani Holdings Limited
National Nominees Limited
Citicorp Nominees Pty Limited
Vijay Patel
HSBC Custody Nominees (Australia) Limited
BGF Nominees Limited
UBS Nominees Pty Ltd
Bayju Ashvin Thakar
Patagorang Pty Limited
10
Bhikhu Patel
11
12
13
14
15
16
17
18
19
20
20
20
Hadston 1 LLP\C
CS Third Nominees Pty Limited
BNP Paribas Noms Pty Ltd
HSBC Custody Nominees (Australia) Limited-GSCO ECA
Xilan Capital Limited
J P Morgan Nominees Australia Pty Limited
BGF Nominees Limited
James Freeman
BNP Paribas Nominees Pty Ltd
Barnett Waddingham Trustees (1996) Limited
Barnett Waddingham Trustees (1996) Limited
Barnett Waddingham Trustees (1996) Limited
Units
44,264,604
29,592,986
26,150,607
26,094,880
19,256,071
18,042,248
15,080,224
12,668,969
11,245,121
8,698,178
8,587,773
4,656,051
4,580,967
4,140,940
3,949,773
3,746,996
3,742,855
3,028,719
2,796,781
2,406,855
2,406,855
2,406,855
264,866,380
78.15
0.56
2.43
1.97
6.49
88.55
100.00
% of Issued
Capital
13.43
8.98
7.93
7.92
5.84
5.47
4.58
3.84
3.41
2.64
2.61
1.41
1.39
1.26
1.20
1.14
1.14
0.92
0.85
0.73
0.73
0.73
92 doctor care anywhere annual report 2021
Shareholder Information cont.
Substantial holders
Doctor Care Anywhere Group PLC received the following substantial shareholder notifications.
Rank Name
Units
% of Units
1
2
3
4
5
6
Carani Holdings Limited
National Nominees Limited
Citicorp Nominees Pty Limited
Vijay Patel
HSBC Custody Nominees (Australia) Limited
BGF Nominees Limited
44,264,604
29,592,986
26,150,607
26,094,880
19,256,071
18,042,248
13.43
8.98
7.93
7.92
5.84
5.47
doctor care anywhere annual report 2021 93
Corporate Directory
Directors
Jonathan Baines
Chairman and Executive Director
Dr Bayju Thakar
Chief Executive Officer and Managing Director
Romana Abdin
Independent Non-Executive Director
Simon Calver
Non-Executive Director
Richard Dammery
Independent Non-Executive Director
David Ravech
Non-Executive Director
Vanessa Wallace
Independent Non-Executive Director
Dan Curran
Chief Financial Officer and Company Secretary
Principal Registered Office in the United Kingdom
13 - 15 Bouverie Street
2nd Floor
London, England, EC4Y 8DP
Share Register
Computershare Investor Services Pty Ltd
452 Johnston Street
Abbotsford VIC 3067
Ph: +61 3 9415 4000
Auditor
Grant Thornton UK LLP
30 Finsbury Square
London
EC2A 1AG
Stock Exchange Listing
Doctor Care Anywhere Group PLC is listed on the Australian Securities Exchange
(Listing code: DOC)
Website
www.doctorcareanywhere.com
Company Number: 08915336
ARBN: 645 163 873
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