Rectifier Technologies
Annual Report 2020

Plain-text annual report

RRECTIFIER TECHNOLOGIES LTD ABN: 82 058 010 692 ANNUAL REPORT 2020 For personal use onlyRECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES COMPANY PARTICULARS BOARD OF DIRECTORS Mr. Ying Ming Wang Mr. Yanbin Wang Mr. Valentino Vescovi Mr. Nigel Machin SECRETARY Mr. Justyn Stedwell REGISTERED AND BUSINESS OFFICE Rectifier Technologies Ltd 97 Highbury Road BURWOOD, VIC 3125 Telephone: Facsimile: + 61 3 9896 7550 + 61 3 9896 7566 MANUFACTURING FACILITY- MALAYSIA Rectifier Technologies (M) Sdn Bhd No. 5, 7 & 9, Jalan Laman Setia 7/8 Taman Laman Setia 81550 GELANG PATAH, JOHOR MALAYSIA Telephone: + 60 7 522 6006 Facsimile: + 60 7 522 6060 SHARE REGISTRY Computershare Investor Services Pty Ltd 452 Johnston Street ABBOTSFORD, VIC 3067 Telephone: 1300 137 328 BANKERS ANZ Banking Group Limited 10 Main Street BOX HILL, VIC 3128 FINANCIERS Scottish Pacific Benchmark Group Level 2, 441 St Kilda Rd MELBOURNE, VIC 3004 AUDITORS Grant Thornton Audit Pty Ltd Collins Square, Tower 5 727 Collins Street MELBOURNE, VIC 3008 For personal use onlyRECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES CCONTENTS Chairman’s Report Directors’ Report Auditor’s Independence Declaration Statement of Profit or Loss and Other Comprehensive Income Statement of Financial Position Statement of Cash Flows Statement of Changes in Equity Notes to the Financial Statements Directors’ Declaration Auditor’s Report Additional Information 1 3 13 14 15 16 17 18 57 58 62 For personal use onlyRECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES CHAIRMAN’S REPORT Financial Results The total revenues decreased by approximately 11.33% to $16.7 million from $18.9 million in the previous reporting period. The decrease in total revenues during the year to 30 June 2020 was due to the impact from the COVID-19 pandemic. To protect the safety and health of the public, the Government has imposed restrictions on movement, including in each jurisdiction that the Company has been operating. The Company’s factory in Malaysia was required by local authorities to shut down in the middle of March and was reopened under a limited capacity in April. This factory has resumed full operation since May 2020. The Company reported a profit before tax of $3.1 million compared to a profit of approximate $3.3 million in the previous reporting period, a slight decline in the profit before income tax despite the global economics negatively impacted by COVID-19. However, the Company was still able to report a profit with support from the Governments in each operating jurisdiction, financial institutions, key stakeholders and our own reserves. The effective plan enables us to mitigate risk exposure. The results for the 12 months to June 2020 compared with those of the previous corresponding period are shown in the following table. Revenue from continuing operations (refer to note 3) Gross Profit Gross Margin % Profit from continuing operations before tax Income Tax Expense Profit from continuing operations after tax Net Profit Funding ($'000') 2020 2019 16,735 8,565 54% 3,085 (1,263) 1,822 1,822 18,874 7,962 45% 3,339 (1,212) 2,127 2,127 On 6 February 2017, Rectifier Technologies Malaysia obtained a loan amounting to MYR$5,460,000 from Public Bank Berhad to acquire a new manufacturing facility. After monthly repayments, the carrying amount of the loan was MYR$5,006,564 at the end of reporting period of 2020. On 7 October 2019, Rectifier Technologies Malaysia obtained another loan amounting to MYR$2,730,000 from the same bank to acquire an additional new block factory. After monthly repayments, the carrying amount of the loan was MYR$2,718,938 at end of reporting period of 2020. The total balance of the loans was MYR$7,725,502 at the end of the current reporting period. Options Granted as Employee Benefits As per the ASX announcement made on 9 August 2019, the Company granted 42,000,000 share options of its common stock to employees under its Employee Share Option Plan (ESOP) at an exercise price of $0.07 on 22 July 2019. Options under this plan vest immediately allowing the holder to purchase one ordinary share per option, exercisable in multiples of 100,000. The maximum term of the options granted under the ESOP ends on 13 September 2022. The weighted average fair value of options granted has been calculated as $0.015 per option. All granted employee options were immediately recognised as an expense in the statement of profit or loss with a corresponding credit to share option reserve for the value of $630,000 according to AASB 2. 1 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES Review of Operations During the current reporting period, we moved into a new office premises with upgraded R&D facilities (Melbourne, Australia) and an additional new block factory (Johor Bahru, Malaysia). Our new Melbourne office premises has doubled our total floor space and enables us to continue investing effectively in the development of new products for both traditional industrial power and new energy markets. The additional block factory acquired in Malaysia is expected to increase our total production capacity as needed in the future. The Company has adapted the effective plan like many others during this COVID-19 period and supported by good business fundamentals and a strong reserve built up from profits accumulated over the past several years, impacts to our business were mitigated. There were no retrenchments in any of our 3 main offices during the current reporting period, in fact additional engineers were added to R&D team at our Melbourne office. Our engineering team in Melbourne has continued to work remotely with the exception of a restricted number of technician staff on-site, in compliance with Victorian Government regulations. Outlook Despite the challenges of 2020, the Company has continued to expand its R&D capability to enable the delivery of new products to increase our market share in New Energy applications including E-Mobility. In addition to the major developments of our ‘Highbury DC Bi-Directional Charger’ and ‘RT22 50KW EV Charger Module’, we are also developing a high voltage input rectifier for the defense industry. We are now anticipating these products to be released in 2021. OnOn bbehehaalf ofof tthehe BBoaoardrd On behalf of the Board YiYingng MMiningggg WaWWWangng Ying Ming Wang ChChaia rmmann Chairman Dated this 30th day of September 2020 2 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES Your directors present their report on the company and its controlled entities for the financial year ended 30 June 2020. DIRECTORS’ REPORT Directors The names of directors in office at any time during or since the end of the year are: Mr. Ying Ming Wang Mr. Yanbin Wang Mr. Valentino Vescovi Mr. Nigel Machin Directors have been in office since the start of the financial year to the date of this report unless otherwise stated. Company Secretary Mr. Justyn Stedwell was appointed as Company Secretary on 31 July 2014. He is a professional Company Secretary with over 10 years’ experience as a Company Secretary of ASX listed companies. Mr Stedwell holds Bachelor of Commerce from Monash University and a Graduate Diploma in Accounting from Deakin University. Principal Activities The principal activities of the consolidated entity during the financial year were the design and manufacture of high efficiency power rectifiers, and the production of electronic and specialised magnetic components. Operating Results The consolidated profit of the Group after providing for income tax amounted to a profit of $1,821,638 compared to a profit of $2,127,038 in 2019. Review of Operations, Financial Position and Business Strategies Specific information on the review of operations, financial position and business strategies is stated in the Chairman’s Report. Likely Developments Information on likely developments in the operations of the consolidated entity and the expected results of those operations in future financial years is stated in the Chairman’s Report. Dividends Paid or Recommended No dividend was paid or recommended during the financial year. Significant Changes in State of Affairs There are no other significant changes in the state of affairs of the consolidated Group other than these referred to under the heading “Likely Developments”. Matters subsequent to the end of the financial year Subsequent to 30 June 2020, on 11 August 2020, the company has announced a less than marketable parcel sale facility for holders of less than marketable parcels of the Company’s shares. On 31 August 2020. The company declared to pay a 0.1 cent ($0.001) per share fully franked dividend The key proposed dates in relation to the financial year 2020 dividend are as follows: Ex Date - 29 October 2020 Record Date - 30 October 2020 Payment Date - 8 December 2020 3 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES Environmental Issues DIRECTORS’REPORT The consolidated entity’s operations are not subject to significant environmental regulation under the law of the Commonwealth or of a State. Information on Directors Mr. Ying Ming Wang Qualification Experience Interest in Shares and Options Mr. Yanbin Wang Qualifications Experience Interest in Shares and Options - - - - - - - - Director (Non-executive) Ph. D in Science Board Member since June 2006 224,643,616 Ordinary Shares of Rectifier Technologies Ltd Director and CEO Master of Law, Bachelor of Philosophy Board Member since August 2010 70,000,000 Ordinary Shares of Rectifier Technologies Ltd Mr. Valentino Vescovi - Director (Non-executive) Qualifications Experience Interest in Shares and Options - - - Master of Science, Bachelor of Science Board member 2003-2010 and from 30 October 2012 30,600,000 Ordinary Shares, and 7,040,000 unlisted options exercisable at 2c each Mr. Nigel Machin - Director and Head of Power Engineering Qualification Experience Interest in Shares and Options Audited Remuneration Report - - - Bachelor of Engineering Board member since 3 April 2017 22,010,000 Ordinary Shares, and 1,800,000 unlisted options exercisable at 2c each This report details the nature and amount of remuneration for each director of Rectifier Technologies Ltd and other key management personnel. The Remuneration Report is audited. Remuneration Policy The remuneration policy of Rectifier Technologies Ltd has been designed to align director and executive objectives with shareholder and business objectives by providing a fixed remuneration component and offering specific long-term incentives based on key performance areas affecting the consolidated entity’s financial results. The Board of Rectifier Technologies Ltd believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best executives and directors to run and manage the consolidated entity, as well as create goal congruence between directors, executives and shareholders. The Board’s policy for determining the nature and amount of remuneration for Board members and senior executives of the consolidated entity is as follows: The performance of executives is measured against criteria agreed annually with each executive and is based predominantly on the forecast growth of the consolidated entity’s profits and shareholders’ value. All bonuses and incentives must be linked to predetermined performance criteria. The Board has discretion in relation to approving incentives, bonuses and options. Any changes must be justified by reference to measurable performance criteria. The policy is designed to attract the highest calibre of executives and reward them for performance that results in long-term growth in shareholder wealth. Executives and Key management personnel are also entitled to participate in the share option arrangements. The executive directors and key management personnel receive a superannuation guarantee contribution required by the local Government and do not receive any other retirement benefits. Some individuals, however, have chosen to sacrifice part of their salary to increase payments towards superannuation. 4 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES DIRECTORS’REPORT All remuneration paid to directors and executives is valued at the cost to the company and expensed. Should shares be given to directors or executives, they would be valued as the difference between the market price of those shares and the amount paid by the director or executive. Options are valued using an appropriate methodology. The Board policy is to remunerate non-executive directors at market rates for comparable companies for time, commitment and responsibilities. The Board determines payments to the non-executive directors and reviews their remuneration annually, based on market practice, duties and accountability. Independent external advice is sought when required. The maximum aggregate amount of fees that can be paid to non-executive directors is subject to approval by shareholders at the Annual General Meeting. Fees for non-executive directors are not linked to the performance of the consolidated entity. Performance Based Remuneration As part of each executive director and executive’s remuneration package there may be a performance-based component, consisting of key performance indicators (KPI’s). The intention of this program is to facilitate goal congruence between directors/executives with that of the business and shareholders. Where applicable, the KPI’s are set annually, with a certain level of consultation with directors/executives to ensure buy-in. The measures are specifically tailored to the areas each director/executive is involved in and has a level of control over. The KPI’s target areas the Board believes hold greater potential for Group expansion and profit, covering financial and non-financial as well as short-term and long-term goals. The level set for each KPI is based on budgeted figures for the Group and respective industry standards. Performance in relation to the KPI’s is assessed annually, with bonuses being awarded depending on the number and deemed difficulty of the KPI’s achieved. Following the assessment, the KPI’s are reviewed by the Board in light of the desired and actual outcomes, and their efficiency is assessed in relation to the Group’s goals and shareholder wealth, before the KPI’s are set for the following year. In determining whether or not a KPI has been achieved, Rectifier Technologies Ltd bases the assessment on audited figures, however, where the KPI involves comparison of individual performance within the Group, management reports which form the foundation for the Group audited results are used. Names and positions held of Directors and Key Management Personnel of the Group in office at any time during the financial year are: Directors Mr. Ying Ming Wang Mr. Yanbin Wang Chairman – Non-Executive Director – Executive and Chief Executive Officer Mr. Valentino Vescovi Director – Non-Executive Mr. Nigel Machin Director – Executive and Head of Power Engineering Other Key Management Personnel Mr. Paul Davis Mr. Seong Bow Lee Mr. Nicholas Yeoh Operations Manager – Rectifier Technologies Pacific Pty Ltd General Manager – Rectifier Technologies (M) Sdn Bhd Director of Sales & Marketing – Rectifier Technologies Singapore Pte Ltd Mr. Wang Yanbin and Mr Nigel Machin were executives of the parent entity in 2020. Mr. Nicholas Yeoh has been appointed as the director of Rectifier Technologies Singapore Pte Ltd on 3rd July 2019. 5 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES DIRECTORS’ REPORT Key Management Personnel Compensation Consolidated Entity 2020 Short-term employee benefits Long-term employee benefits Post-employment benefits Share- based payment Cash salary and fees Cash bonus Non- monetary benefits Long Service Leave Super- annuation Retirement benefits Shares Total Name $ $ $ $ $ $ $ $ Parent Entity Directors Mr. Ying Ming Wang 15,750 - - Mr. Yanbin Wang (CEO) 353,160 44,884 21,075 Mr. Valentino Vescovi 10,500 - Mr. Nigel Machin 179,045 22,836 Other Key Management Personnel Subsidiary Entities Mr. Paul Davis Mr. Seong Bow Lee Mr. Nicholas Yeoh 150,546 92,752 296,864 26,022 10,690 35,267 - - - 1,054 1,940 - - - - 6,912 - 6,256 29,691 5,515 - - 25,151 12,715 - Total 1,098,617 139,699 24,069 11,771 74,469 - - - - - - - - - - - - - - - - 15,750 426,031 10,500 237,828 207,234 117,211 334,071 1,348,625 In 2020, 10.54% of Mr. Yanbin Wang’s remuneration, 9.60% of Mr. Nigel Machin’s remuneration, 9.12% of Mr. Seong Bow Lee’s remuneration, 10.56% of Mr. Nicholas Yeoh and 12.56% of Mr. Paul Davis’ remuneration were performance based. The cash bonus were approved upon payment on 31/01/2020. 2019 Short-term employee benefits Long-term employee benefits Post-employment benefits Share- based payment Cash salary and fees Cash bonus Non- monetary benefits Long Service Leave Super- annuation Retirement benefits Shares Total Name $ $ $ $ $ $ $ $ Parent Entity Directors Mr. Ying Ming Wang 8,750 - - Mr. Yanbin Wang (CEO) 304,288 31,465 31,654 Mr. Valentino Vescovi 8,333 - Mr. Nigel Machin 169,685 14,738 Other Key Management Personnel Subsidiary Entities Mr. Paul Davis Mr. Seong Bow Lee Mr. Nicholas Yeoh Total 139,852 81,524 264,283 976,715 19,663 8,238 22,030 96,134 - - - 841 998 - - - - - - 3,135 28,032 2,641 - - 26,654 10,092 - - - - - - - - - - - - - - - - - 8,750 367,407 8,333 215,590 188,810 100,695 287,311 1,176,896 33,493 5,776 64,778 In 2019, 8.56% of Mr. Yanbin Wang’s remuneration, 6.84% of Mr. Nigel Machin’s remuneration, 8.18% of Mr. Seong Bow Lee’s remuneration, 7.67% of Mr. Nicholas Yeoh and 10.41% of Mr. Paul Davis’ remuneration were performance based. The cash bonus were approved upon payment on 28/02/2019. 6 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES Key Management Personnel Compensation Consolidated Entity Options and Rights Holdings DIRECTORS’ REPORT Number of share options of Rectifier Technologies Ltd held by Key Management Personnel in the parent and consolidated entity are as follows: Balance 1.7.19 Options Exercised Net Change Other Balance Total Vested 30.6.20 30.6.20 Total Vested & Exercisable Total Vested & Unexercisable - - - - - - - - - - - - - - - - - - 7,040,000 7,040,000 7,040,000 1,800,000 1,800,000 1,800,000 3,000,000 3,000,000 3,000,000 3,000,000 3,000,000 3,000,000 3,000,000 3,000,000 3,000,000 3,000,000 3,000,000 3,000,000 9,000,000 17,840,000 17,840,000 17,840,000 - - - - - - - - Total 8,840,000 Number of share options of Rectifier Technologies Ltd held by Key Management Personnel in the parent and consolidated entity are as follows: Balance 1.7.18 Options Exercised Net Change Other Balance Total Vested 30.6.19 30.6.19 Total Vested & Exercisable Total Vested & Unexercisable 2020 Parent Entity Directors Mr. Ying Ming Wang Mr. Yanbin Wang Mr. Valentino Vescovi Mr. Nigel Machin Other Key Management Personnel of the Group Subsidiary Entities Mr. Paul Davis Mr. Seong Bow Lee Mr. Nicholas Yeoh 2019 Parent Entity Directors Mr. Ying Ming Wang Mr. Yanbin Wang Mr. Valentino Vescovi Mr. Nigel Machin Other Key Management Personnel of the Group Subsidiary Entities Mr. Paul Davis Mr. Seong Bow Lee Mr. Nicholas Yeoh - - 7,040,000 1,800,000 - - - - - 7,040,000 1,800,000 - - - Total 8,840,000 - - - - - - - - - - - - - - - - - - - - - - 7,040,000 7,040,000 7,040,000 1,800,000 1,800,000 1,800,000 - - - - - - - - - 8,840,000 8,840,000 8,840,000 - - - - - - - - 7 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES Key Management Personnel Compensation Consolidated Entity DIRECTORS’ REPORT Shareholdings 2020 Number of Shares held by Parent Entity Directors and Other Key Management Personnel in Rectifier Technologies Ltd. Balance 1.7.19 Received as Director Loan Repayment Received as Remuneration Employee Share Scheme Net Change Balance Other 30.6.20 224,643,616 70,000,000 37,821,196 22,010,000 5,000,000 2,767,550 20,500,000 382,742,362 - - - - - - - - - - - - - - - - - - 224,643,616 70,000,000 (7,221,196) 30,600,000 - 22,010,000 - - - 5,000,000 2,767,550 20,500,000 (7,221,196) 375,521,166 Parent Entity Directors Mr. Ying Ming Wang Mr. Yanbin Wang Mr. Valentino Vescovi Mr. Nigel Machin Other Key Management Personnel of the Group Subsidiary Entities Mr. Paul Davis Mr. Seong Bow Lee Mr. Nicholas Yeoh Total 2019 Number of Shares held by Parent Entity Directors and Other Key Management Personnel in Rectifier Technologies Ltd. Parent Entity Directors Mr. Ying Ming Wang Mr. Yanbin Wang Mr. Valentino Vescovi Mr. Nigel Machin Other Key Management Personnel of the Group Subsidiary Entities Mr. Paul Davis Mr. Seong Bow Lee Mr. Nicholas Yeoh Total Balance 1.7.18 Received as Director Loan Repayment Received as Remuneration Employee Share Scheme Net Change Balance Other 30.6.19 224,643,616 70,000,000 37,821,196 22,010,000 5,000,000 2,767,550 21,000,000 383,242,362 - - - - - - - - - - - - - - - - - - - - - - 224,643,616 70,000,000 37,821,196 22,010,000 5,000,000 2,767,550 (500,000) 20,500,000 (500,000) 382,742,362 8 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES DIRECTORS’ REPORT Shares granted as remuneration There were no shares granted as remuneration in 2020. Remuneration Practices The company’s policy for determining the nature and amount of emoluments of board members and senior executives of the company is as follows: The remuneration structure for executive officers, including executive directors, is based on a number of factors, including length of service, particular experience of the individual concerned, and overall performance of the company or Group. The contracts for service between the company and specified directors and executives are on a continuing basis, the terms of which are not expected to change in the immediate future. Upon retirement specified directors and executives are paid employee benefit entitlements accrued to date of retirement. Any options issued as remuneration under the Company’s Share Option Plan not exercised before or on the date of termination lapse. The service contracts stipulate a range of one to three months resignation periods. The company may terminate an employment contract without cause by providing up to 3 months’ written notice or making payment in lieu of notice, based on the individual’s annual salary component together with an appropriate redundancy payment, depending on the individual contract terms. Termination payments are generally not payable on resignation or dismissal for serious misconduct. In the instance of serious misconduct, the company can terminate employment at any time. Any options not exercised before or on the date of termination will lapse. The commentary above should be read in conjunction with the information provided in the Directors’ Report under Remuneration Policy. Company Performance, Shareholder Wealth and Directors’ and Executives’ Remuneration The remuneration policy has been tailored to increase goal congruence between shareholders and directors and executives. There have been two methods applied in achieving this aim, the first being a performance-based bonus which is based on key performance indicators, and the second being the issue of options to the majority of directors and executives to encourage the alignment of personal and shareholder interests. The company believes this policy to be the most effective manner to increase shareholder wealth. The following table shows the gross revenue, profits and dividends for the last five years for the listed entity, as well as the share price at the end of the respective financial years. The full year results for 2016 represented a significant improvement of the company’s operational performance and resulted from the increase in sales and product margin compared to previous financial year. The lower overall sales in the year to 30 June 2017 were due to the slowing down in sales of some of our key products used in the industrial market. The increase in revenue during the year to 30 June 2018 was due to the improving sales of some of our key products used in the industrial power supplies, particularly in the electric vehicle (EV) charging market. The significant increase in revenue during the year to June 2019 was due to the significant sales increase in EV charging market. The decline in total revenues during 30 June 2020 was due to the impact from COVID-19 pandemic. We expect the continued improvement of revenue from the EV charging market with new products expected to be released in 2021. 2016 2017 2018 2019 2020 Revenue ($’000) (Including discontinued operation) Net Profit/(Loss) ($’000) Share Price at Year-end (cents) Change in Share Price (cents) Dividends Paid 8,459 1,685 2.9 2.2 - 6,881 (35) 1.7 1.2 - 7,835 62 2.6 0.9 - 18,874 2,127 4.6 2.0 - 16,735 1,822 3.8 0.8 - 9 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES Options Issued as Part of Remuneration DIRECTORS’ REPORT Options may be issued to executives as part of their remuneration. Such options are generally not issued based on performance criteria, but are issued to increase goal congruence between executives, directors and shareholders through the linkage between remuneration and increasing shareholder value. Employment Contracts of Directors and Senior Executives The employment conditions of the CEO and specified executives are formalised in contracts of employment and all contracts require 4 weeks’ notice, with no termination payments specified other than employee entitlements. END OF AUDITED REMUNERATION REPORT 10 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES Meetings of Directors During the financial year, 4 meetings of directors and 2 audit committee meetings were held. Attendances were: DIRECTORS’ REPORT DIRECTORS’ MEETINGS AUDIT COMMITTEE Number eligible to attend Number Attended Number eligible to attend Number Attended Mr. Ying Ming Wang Mr. Yanbin Wang Mr. Valentino Vescovi Mr. Nigel Machin Indemnifying Officers or Auditor 4 4 4 4 2 4 4 4 2 2 2 2 2 2 2 2 During the financial year the Company has paid premiums to insure each of the directors and officers against liabilities for costs and expenses incurred by them in defending any legal proceedings arising out of their conduct while acting in the capacity of director or officer of the Company and of any related body corporate, other than conduct involving a wilful breach of duty in relation to the Company. The amount of the premium was $21,500 for all directors and officers. The company has not otherwise, during or since the end of the financial year, except to the extent permitted by law, indemnified or agreed to indemnify an officer or auditor of the company or of any related body corporate against a liability incurred as such an officer or an auditor. Options At the date of this report, the unissued ordinary shares of Rectifier Technologies Ltd under option are as follows: Grant Date Date of Expiry Exercise Price Number Under Option June 2003 November 2003 No expiry date No expiry date July 2019 13 September 2022 2.0¢ per share 2.0¢ per share 7.0¢ per share 11,520,000 8,360,000 42,000,000 61,880,000 No person entitled to exercise the option had or has any right by virtue of the option to participate in any share issue of another body corporate. Proceedings on Behalf of the Company No person has applied for leave of Court to bring proceedings on behalf of the Company or intervened in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of those proceedings. The Company was not a party to any such proceedings during the year. Non-audit Services The board of directors, in accordance with advice from the audit committee, review the provision of non-audit services during the year to ensure that they are compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The directors satisfy themselves that the services do not compromise the external auditor’s independence for the following reasons: (cid:120) (cid:120) all non-audit services are reviewed and approved by the audit committee prior to commencement to ensure they do not adversely affect the integrity and objectivity of the auditor; and the nature of the services provided do not compromise the general principles relating to auditor independence as set out in the Code of Conduct APES 110 Code of Ethics for Professional Accountants issued by the Accounting Professional & Ethical Standards Board. Details of the amounts paid to the auditors of the Company, Grant Thornton Audit Pty Ltd, and its related practices for audit and non-audit services provided during the year are set out in Note 8 to the financial statements. 11 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES Auditors Independence Declaration DIRECTORS’ REPORT A copy of the auditors’ independence declaration as required under section 307C of the Corporations Act 2001 is set out on the following page. Signed in accordance with a resolution of the Board of Directors. ………………………………….. Mr. Yanbin Wang Director Melbourne Dated this 30th day of September 2020 12 For personal use only Collins Square, Tower 5 727 Collins Street Melbourne VIC 3008 Correspondence to: GPO Box 4736 Melbourne VIC 3001 T +61 3 8320 2222 F +61 3 (cid:27)320 2200 E info.vic@au.gt.com W www.grantthornton.com.au Auditor’s Independence Declaration To the Directors of Rectifier Technologies Limited In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of Rectifier Technologies Limited for the year ended 30 June 2020, I declare that, to the best of my knowledge and belief, there have been: a b no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and no contraventions of any applicable code of professional conduct in relation to the audit. Grant Thornton Audit Pty Ltd Chartered Accountants S C Trivett Partner – Audit & Assurance Melbourne, 30 September 2020 Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389 www.grantthornton.com.au ‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. 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Liability limited by a scheme approved under Professional Standards Legislation. 13 For personal use onlyRECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2020 Revenue Other income Changes in inventories of finished goods and work in progress Raw materials and consumables used Employee benefits expense Share options expense Depreciation expense Finance costs Other expenses Profit before income tax expense Income tax expense Note Consolidated Entity 2020 $ 2019 $ 3 3 4 4 4 5 16,128,925 18,262,098 605,834 (1,089,437) (4,715,006) (5,099,663) (630,000) (502,523) (187,852) (1,424,667) 3,085,611 (1,263,973) 612,395 943,987 (8,836,781) (5,401,786) - (257,361) (151,310) (1,832,403) 3,338,839 (1,211,801) Profit from continuing operations after income tax 1,821,638 2,127,038 Net profit after income tax attributable to owners of Rectifier Technologies Limited 1,821,638 2,127,038 Other comprehensive income Items that may be reclassified subsequently to profit or loss Foreign currency translation differences (135,906) 52,484 Total other comprehensive income for the year Total comprehensive income for the year (135,906) 1,685,732 52,484 2,179,522 Basic earnings per share (cents per share): Diluted earnings per share (cents per share): 9 9 0.13 0.13 0.16 0.15 The accompanying notes form part of these financial statements 14 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2020 Note Consolidated Entity 2020 $ 2019 $ CURRENT ASSETS Cash and cash equivalents Trade and other receivables Inventories Current tax assets TOTAL CURRENT ASSETS NON-CURRENT ASSETS Property, plant and equipment Deferred tax assets TOTAL NON-CURRENT ASSETS TOTAL ASSETS CURRENT LIABILITIES Trade and other payables Interest bearing liabilities Provisions Current tax liabilities TOTAL CURRENT LIABILITIES NON-CURRENT LIABILITIES Interest bearing liabilities Deferred tax liabilities Provisions TOTAL NON-CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Contributed equity Reserves Accumulated losses TOTAL EQUITY The accompanying notes form part of these financial statements 10 11 12 14 5 15 16 18 16 5 18 6,873,680 1,676,228 2,555,080 726,598 2,834,440 1,432,197 5,577,926 493,784 11,831,586 10,338,347 5,651,766 452,501 6,104,267 3,671,240 215,839 3,887,079 17,935,853 14,225,426 2,251,184 461,891 608,773 1,143,210 4,465,058 3,429,810 375,160 69,987 3,874,957 8,340,015 2,570,406 543,286 446,069 1,228,943 4,788,704 2,088,630 42,613 60,573 2,191,816 6,980,520 9,595,838 7,244,906 19 19 39,851,775 671,828 39,816,575 177,734 (30,927,765) (32,749,403) 9,595,838 7,244,906 15 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2020 Note Consolidated Entity 2020 $ 2019 $ CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers Payments to suppliers and employees Interest received Finance costs Income taxes paid Net cash provided by operating activities 23 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property, plant and equipment Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from share issue Proceeds from borrowings Repayment of lease liability Repayment of borrowings Net cash provided by financing activities Net increase in cash held Cash and cash equivalents at beginning of the year Effect of exchange rates on cash holdings in foreign currencies Cash and cash equivalents at end of the year 10 The accompanying notes form part of these financial statements 22,789,570 15,533,821 (15,625,852) (14,562,460) 12,311 (1,113) (995,477) 6,179,439 14,992 (147,033) (187,860) 651,460 (2,001,238) (2,001,238) (459,808) (459,808) 35,200 1,564,321 (374,601) (884,979) 339,941 4,518,142 2,834,440 (478,902) 6,873,680 - 311,869 (110,335) (57,992) 143,542 335,194 2,183,902 315,344 2,834,440 16 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2020 Consolidated Entity $ $ $ $ Share Capital Accumulated Losses Reserve Total Balance at 1.7.2018 39,816,575 (34,876,441) 125,250 5,065,384 Total comprehensive income for the year Transactions with owners in their capacity as owners: Shares issued (Note 19) Balance at 30.06.2019 - - 2,127,038 52,484 2,179,522 - - - 39,816,575 (32,749,403) 177,734 7,244,906 Balance at 1.7.2019 39,816,575 (32,749,403) 177,734 7,244,906 Total comprehensive income for the year - 1,821,638 (135,906) 1,685,732 Transactions with owners in their capacity as owners: Shares issued (Note 19) 35,200 Options reserve – share based payment (Note 19) - - - Balance at 30.06.2020 39,851,775 (30,927,765) - 630,000 671,828 35,200 630,000 9,595,838 The accompanying notes form part of these financial statements. 17 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 1: Corporate information The financial statements of Rectifier Technologies Limited for the year ended 30 June 2020 were authorised for issue in accordance with a resolution of the directors on 30 September 2020 and covers the consolidated entity consisting of Rectifier Technologies Limited and its subsidiaries as required by the Corporations Act 2001. The financial report is presented in Australian dollars, unless otherwise noted. Rectifier Technologies Limited is a company limited by shares and incorporated in Australia; whose shares are publicly traded on the Australian Stock Exchange. The address of the registered office and principal place of business is 97 Highbury Road, Burwood, Vic 3125, Australia. NOTE 2: Summary of significant accounting policies a. Basis of preparation The consolidated financial report is a general purpose financial report which has been prepared in accordance with Australian Accounting Standards, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001. Rectifier Technologies Limited is a for-profit entity for the purpose of preparing the financial statements. Compliance with Australian Accounting Standards ensures that the financial statements and notes of the consolidated entity comply with International Financial Reporting Standards (IFRS). Historical cost convention These financial statements have been prepared under the historical cost basis, except for investments that have been measured at fair value. b. Basis of Consolidation Subsidiaries The Group financial statements consolidate those of the Rectifier Technologies Limited and all of its subsidiaries as of 30 June 2020. Rectifier Technologies Limited 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 30 June. All transactions and balances between Group companies are eliminated on consolidation, including unrealised gains and losses on transactions between Group companies. Where unrealised losses on intra-Group asset sales are reversed on consolidation, the underlying asset is also tested for impairment from a Group perspective. Amounts reported in the financial statements of subsidiaries have been adjusted where necessary to ensure consistency with the accounting policies adopted by the Group. Profit or loss and other comprehensive income of subsidiaries acquired or disposed of during the year are recognised from the effective date of acquisition, or up to the effective date of disposal, as applicable. Subsidiaries are accounted for at cost by the parent entity and are included in the balances disclosed in note 26. c. Income Tax The income tax expense for the period is the tax payable on the current period's taxable income based on the national income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax base of assets and liabilities and their carrying amounts in the financial statements, and to unused tax losses. Deferred tax assets and liabilities are recognised for all temporary differences, between carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases, at the tax rates expected to apply when the assets are recovered or liabilities settled, based on those tax rates which are enacted or substantively enacted for each jurisdiction. Exceptions are made for certain temporary differences arising on initial recognition of an asset or a liability if they arose in a transaction, other than a business combination, that at the time of the transaction did not affect either accounting profit or taxable profit. Deferred tax assets are only recognised for deductible temporary differences and unused tax losses if it is probable that future taxable amounts will be available to utilise those temporary differences and losses. Deferred tax assets and liabilities are not recognised for temporary differences between the carrying amount and tax bases of investments in subsidiaries, associates and interests in joint ventures where the parent entity is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future. 18 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 2: Summary of significant accounting policies (Cont’d) c. Income Tax (Cont’d) Current and deferred tax balances relating to amounts recognised directly in other comprehensive income or directly in equity are also recognised in other comprehensive income or directly in equity, respectively. Tax Consolidation Rectifier Technologies Limited and its Australian wholly owned subsidiaries have implemented the tax consolidation legislation for the whole of the financial year. Rectifier Technologies Limited is the head entity in the tax consolidated Group. The separate taxpayer within a Group approach has been used to allocate current income tax expense and deferred tax expense to wholly owned subsidiaries that form part of the tax consolidated Group. Rectifier Technologies Limited has assumed all the current tax liabilities and the deferred tax assets arising from unused tax losses for the tax consolidated Group via intercompany receivables and payables because a tax funding arrangement has been in place for the whole financial year. The amounts receivable/payable under tax funding arrangements are due upon notification by the head entity, which is issued soon after the end of each financial year. Interim funding notices may also be issued by the head entity to its wholly owned subsidiaries in order for the head entity to be able to pay tax instalments. These amounts are recognised as current intercompany receivables or payables (refer to note 24). d. Inventories Raw materials, Work in Progress and Finished goods Inventories are measured at the lower of cost and net realisable value. The cost of manufactured products includes direct materials, direct labour and an appropriate portion of variable and fixed overheads. Overheads are applied on the basis of normal operating capacity. Costs are assigned on the basis of weighted average costs. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated selling cost of completion and selling expenses. e. Property, Plant and Equipment Each class of property, plant and equipment is carried at cost less, where applicable, any accumulated depreciation and impairment losses. Land and Buildings Freehold land is not depreciated but is subject to impairment testing if there is any indication of impairment. Building are measured on the cost basis less depreciation and impairment losses. Historical costs include costs 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. Plant and equipment Plant and equipment are measured on the cost basis less depreciation and impairment losses. Historical costs include costs 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. Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred. Depreciation The depreciable amount of all fixed assets including capitalised leased assets is depreciated on a straight-line basis over their useful lives to the consolidated entity commencing from the time the asset is held ready for use. Leasehold improvements are depreciated over the shorter of either the unexpired period of the lease or the estimated useful lives of the improvements. 19 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 2: Summary of significant accounting policies (Cont’d) e. Property, Plant and Equipment (Cont’d) The depreciation rates used for each class of depreciable assets are: Class of Fixed Asset Building Leasehold improvements Motor vehicles Plant and equipment Leased plant and equipment Depreciation Rate 2% 10% 20% 20-40% 20-33% The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at the end of the reporting period. An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount. Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are included in profit or loss. f. Lease Right-of-use assets A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site or asset. Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the asset, whichever is the shorter. Where the consolidated entity expects to obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated useful life. Right-of-use assets are subject to impairment or adjusted for any remeasurement of lease liabilities. The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred. Lease liabilities A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the consolidated entity's incremental borrowing rate. Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred. For any new contracts entered into on or after 1 July 2019, the Company considers whether a contract is, or contains a lease. A lease is defined as ‘a contract, or part of a contract, that conveys the right to use an asset (the underlying asset) for a period of time in exchange for consideration’. To apply this definition the Company assesses whether the contract meets three key evaluations which are whether: • the contract contains an identified asset, which is either explicitly identified in the contract or implicitly specified by being identified at the time the asset is made available to the Company; • the Company has the right to obtain substantially all of the economic benefits from use of the identified asset throughout the period of use, considering its rights within the defined scope of the contract; and • the Company has the right to direct the use of the identified asset throughout the period of use. The Company assesses whether it has the right to direct ‘how and for what purpose’ the asset is used throughout the period of use. 20 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 2: Summary of significant accounting policies (Cont’d) f. Lease (Cont’d) At lease commencement date, the Company recognises a right-of-use asset and a lease liability on the balance sheet. The right-of-use asset is measured at cost, which is made up of the initial measurement of the lease liability, any initial direct costs incurred by the Company, an estimate of any costs to dismantle and remove the asset at the end of the lease, and any lease payments made in advance of the lease commencement date (net of any incentives received). The Company depreciates the right-of-use assets on a straight-line basis from the lease commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The Company also assesses the right-of-use asset for impairment when such indicators exist. At the commencement date, the Company measures the lease liability at the present value of the lease payments unpaid at that date, discounted using the interest rate implicit in the lease if that rate is readily available or the Company’s incremental borrowing rate. Lease payments included in the measurement of the lease liability are made up of fixed payments (including in substance fixed), variable payments based on an index or rate, amounts expected to be payable under a residual value guarantee and payments arising from options reasonably certain to be exercised. Subsequent to initial measurement, the liability will be reduced for payments made and increased for interest. It is remeasured to reflect any reassessment or modification, or if there are changes in in-substance fixed payments. When the lease liability is remeasured, the corresponding adjustment is reflected in the right-of-use asset, or profit and loss if the right-of- use asset is already reduced to zero. The Company has elected to account for short-term leases and leases of low-value assets using the practical expedients. Instead of recognising a right-of-use asset and lease liability, the payments in relation to these are recognised as an expense in profit or loss on a straight-line basis over the lease term. Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down Accounting Policy applicable to comparative period (30 June 2019) Leases of property, plant and equipment where the Group has substantially all the risks and rewards of ownership are classified as finance leases and capitalised at inception of the lease at the fair value of the leased property, or if lower, at the present value of the minimum lease payments. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. Capitalised leased assets are depreciated over the shorter of the estimated useful life of the asset or the lease term. Leases where the lessor retains substantially all the risks and rewards of ownership of the net asset are classified as operating leases. Payments made under operating leases (net of incentives received from the lessor) are charged to profit or loss on a straight-line basis over the period of the lease. Capital work-in-progress consists of property, plant and equipment for intended use as production facilities. The amount is stated at cost and includes capitalisation of interest incurred on borrowings related to property, plant and equipment under construction/installation until the property, plant and equipment are ready for their intended use. 21 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 2: Summary of significant accounting policies (Cont’d) g. Impairment of Assets At the end of each reporting period, the Group assesses whether there is any indication that individual assets have been impaired. Where impairment indicators exist, recoverable amount is determined and impairment losses are recognised in profit or loss where the asset's carrying value exceeds its recoverable amount. Recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purpose of assessing value in use, the estimated future cash flows are discounted to their present value using a pre- tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Where it is not possible to estimate recoverable amount for an individual asset, recoverable amount is determined for the cash-generating unit to which the asset belongs. h. Investments and Other Financial Assets Financial Instruments Accounting Policy Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the financial instrument and are measured initially at fair value adjusted by transactions costs, except for those carried at fair value through profit or loss, which are measured initially at fair value. Subsequent measurement of financial assets and financial liabilities are described below. Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and all substantial risks and rewards are transferred. A financial liability is derecognised when it is extinguished, discharged, cancelled or expires. Trade and other receivables Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. After initial recognition, these are measured at amortised cost using the effective interest method, less provision for impairment. Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables fall into this category of financial instruments. Individually significant receivables are considered for impairment when they are past due or when other objective evidence is received that a specific counterparty will default. Receivables that are not considered to be individually impaired are reviewed for impairment in Companies, which are determined by reference to the industry and region of a counterparty and other shared credit risk characteristics. The impairment estimate is then based on the expected credit loss. Classification and measurement of financial liabilities The Company’s financial liabilities include trade and other payables, borrowings and related party loans. Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction costs unless the Company designated a financial liability at fair value through profit or loss. Subsequently, financial liabilities are measured at amortised cost using the effective interest. All interest-related charges and, if applicable, changes in an instrument's fair value that are reported in profit or loss are included within finance costs or finance income. 22 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 2: Summary of significant accounting policies (Cont’d) i. Foreign Currency Transactions and Balances The functional and presentation currency of Rectifier Technologies Limited and its Australian subsidiaries is Australian dollars ($AUD). Foreign currency transactions are translated into the functional currency using the exchange rates ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling at the end of reporting period. Foreign exchange gains and losses resulting from settling foreign currency transactions, as well as from restating foreign currency denominated monetary assets and liabilities, are recognised in profit or loss, except when they are deferred in other comprehensive income as qualifying cash flow hedges or where they relate to differences on foreign currency borrowings that provide a hedge against a net investment in a foreign entity. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when fair value was determined. The functional currency of the overseas subsidiaries is the Malaysian ringgit, the US dollars and Singapore dollars. At the end of the reporting period, the assets and liabilities of these overseas subsidiaries are translated into the presentation currency of Rectifier Technologies Limited at the closing rate at the end of the reporting period and income and expenses are translated at the weighted average exchange rates for the year. All resulting exchange differences are recognised in other comprehensive income as a separate component of equity (foreign currency translation reserve). On disposal of a foreign entity, the cumulative exchange differences recognised in foreign currency translation reserves relating to that particular foreign operation are recognised in profit or loss. j. Employee Benefits Provision is made for the Group’s liability for employee benefits arising from services rendered by employees to the end of the reporting period. Benefits accruing to employees in respect of wages and salaries, annual leave, long service leave and sick leave are recognised when it is probable that settlement will be required, and the liability is capable of being measured reliably. Employee benefits that are expected to be settled within one year have been measured at the amounts expected to be paid when the liability is settled, plus related on-costs. Employee benefits payable later than one year have been measured at the present value of the estimated future cash outflows to be made for those benefits. Long Service Leave Liabilities for long service leave are recognised as part of the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees to the end of reporting period using the projected unit credit method. Consideration is given to expect future salaries and wages levels, experience of employee departures and periods of service. Expected future payments are discounted using high quality corporate bonds rates at the end of the reporting period with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows. k. Provisions Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result, and that outflow can be reliably measured. Where the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. l. Cash and Cash Equivalents For the purposes of the Statement of Cash Flows, cash and cash equivalents includes cash on hand and deposits held at call, net of any bank overdrafts. Cash equivalents are short term, highly liquid investments that are readily convertible to known amounts of cash, which are not subject to insignificant risk of changes in value and have a maturity of three months or less at the date of acquisition. 23 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 2: Summary of significant accounting policies (Cont’d) m. Revenue Recognition To determine whether to recognise revenue, the Group follows a 5-step process: 1. Identifying the contract with a customer 2. Identifying the performance obligations 3. Determining the transaction price 4. Allocating the transaction price to the performance obligations 5. Recognising revenue when/as performance obligation(s) are satisfied. The Group often enters into transactions involving a range of the Group’s products and services, for example for the delivery of rectifiers and related after-sales services. In all cases, the total transaction price for a contract is allocated amongst the various performance obligations based on their relative stand-alone selling prices. The transaction price for a contract excludes any amounts collected on behalf of third parties. Revenue is recognised at a point in time, when the Group satisfies performance obligations by transferring the promised services and the ownership of the products to the customers. The Group recognises contract liabilities for consideration received in respect of unsatisfied performance obligations and reports these amounts as other liabilities in the statement of financial position. Similarly, if the Group satisfies a performance obligation before it receives the consideration, the Group recognises either a contract asset or a receivable in its statement of financial position, depending on whether something other than the passage of time is required before the consideration is due. Interest income is reported on an accrual’s basis. Revenue arises mainly from the sale of rectifiers. This is recognized at a point in time when the performance obligation is satisfied and the ownership of the products have been transferred to the customers. n. Trade and other Payables Trade and other payables represent liabilities for goods and services provided to the Group prior to the year end and which are unpaid. These amounts are unsecured and have 30-60 day payment terms. o. Interest-bearing liabilities All loans and borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in profit or loss over the period of the loans and borrowings using the effective interest method. All borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the end of the reporting period. p. Borrowing Costs Borrowing costs incurred for the construction of a qualifying asset are capitalised during the period of time that it is required to complete and prepare the asset for its intended use or sale. Other borrowing costs are expensed when incurred. q. Goods and Services Tax (GST) Revenues, expenses are recognised net of GST except where GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item. Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the statement of financial position. Cash flows are included in the statement of cash flows on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority is classified as operating cash flows. Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority. 24 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 2: Summary of significant accounting policies (Cont’d) r. New accounting standards and interpretations The following standards and interpretations have been recently issued and have been adopted by the Group for the year ended 30 June 2020. AASB 16 Leases AASB 16 replaces AASB 117 Leases and some lease-related Interpretations. AASB 16 (cid:120) (cid:120) (cid:120) (cid:120) requires all leases to be accounted for ‘on-balance sheet’ by lessees, other than short-term and low value asset leases provides new guidance on the application of the definition of lease and on sale and lease back accounting largely retains the existing lessor accounting requirements in AASB 117 requires new and different disclosures about leases The new Standard has been applied using the modified retrospective approach for the current period. Prior periods have not been restated. On transition, for leases previously accounted for as operating lease with a remaining lease term of less than 12 months or for leases of low-value assets the group has applied the option exemptions to not recognise right-of-use assets but to account for the leases expenses on a straight-line basis over the remaining lease term. On transition to AASB16, the weighted average borrowing rate applied to lease liabilities recognised under AASB 16 was 5.88% for both of Rectifier Technologies Pacific Pty Ltd and Rectifier Technologies Singapore Pte Ltd, 5.19% for Rectifier Technologies Malaysia Sdn Bhd. The total value of the right-of-use asset at 1 July 2019 was $1,479,707 , of which $929,552 [Note 14] was recognised according to AASB 16 and $550,155 was the value of existing finance lease. The total carrying amount of the right-of-use asset was $1,162,921 at 30 June 2020 after amortisation expense of $283,193 and foreign exchange difference/adjustments of $33,593. The following is a reconciliation of total operating lease commitments at 30 June 2019 to the lease liabilities recognised at 1 July 2019: Total operating lease commitments disclosed at 30 June 2019 1,484,806 (187,136) Discounted using the incremental borrowing rate of at the date of the initial application 550,154 Finance Lease Liabilities [Note 20] (30,774) Recognition exemption – short term (2,957) Recognition exemption – low value 40,822 Extension options reasonably certain to be exercised (431,893) Change in variable payments Total lease liabilities recognised under AASB 16 at 1 July 2019 1,423,022 AASB Interpretation 23 Uncertainty over Income Tax Treatments The adoption of this amending Standard has not impacted on the disclosure or the amounts recognised in the Group’s consolidated financial statements at the current reporting period to 30 June 2020. s. New accounting standards that are not yet effective and have not been adopted by the Group There were no new accounting standards that are not yet effective as at 30 June 2020. 25 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 2: Summary of significant accounting policies (Cont’d) t. Share capital Financial instruments issued by the Group are treated as equity only to the extent that they do not meet the definition of a financial liability. The company’s ordinary shares are classified as equity instruments. Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. u. Share-based payments Share-based compensation benefits are provided to employees via the Rectifier Technologies Limited Employee Option Plan and an employee share scheme. The fair value of options granted under the Rectifier Technologies Limited Employee Option Plan is recognised as an employee benefit expense with a corresponding increase in equity. The fair value is measured at grant date and recognised over the period during which the employees become unconditionally entitled to the options. The fair value at grant date is independently determined using the Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option. The fair value of the options granted is adjusted to reflect market vesting conditions, but excludes the impact of any non-market vesting conditions (for example, profitability and sales growth targets). Non-market vesting conditions are included in assumptions about the number of options that are expected to become exercisable. The employee benefit expense recognised each period takes into account the most recent estimate. The impact of the revision to the original estimates, if any, is recognised in profit or loss with a corresponding adjustment to equity. Under the employee share scheme, shares issued to employees for no cash consideration vest immediately on grant date. On this date, the market value of the shares issued is recognised as an employee benefits expense with a corresponding increase in equity. All goods and services received in exchange for the grant of any share-based payment are measure at their fair values. Where employees are rewarded using share-based payments, the fair values of the employees’ services are determined indirectly by reference of 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 (for example profitability and sales growth targets and performance conditions). All share-based remuneration is ultimately recognised as an expense in the statement of profit or loss with a corresponding credit to share option reserve. 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. Upon exercise of share options, the proceeds received net of any directly attributable transaction costs are allocated to share capital up to a nominal (or par) value of the shares issued with any excess being recorded as share premium. v. Critical accounting judgements and key sources of estimation uncertainty The preparation of financial statements in conformity with Australian Accounting Standards requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The consolidated entity makes certain judgements and assumptions concerning the future. These estimates and assumptions have an inherent risk in respect of estimates based on future events which could have a material impact on the assets and liabilities in the next financial year are outlined below: 1. Provision for stock obsolescence The Group calculates the provision for stock obsolescence based on slow-moving inventory on hand for more than 12 months. 2. R & D tax rebate The Group has recognised the R&D rebate relating to the 2020 year on an accrual basis. As the return has not yet been submitted, the Group has made an estimate of the likely refund amount based on the preliminary number provided by external tax consultant. 26 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 2: Summary of significant accounting policies (Cont’d) 3. Taxation The Group has significant transactions between the Australian and Malaysian subsidiary and significant judgment involved in determining the transfer price of goods and services exchanged. Management believe the prices exchange are determined on a fair and reasonable basis and reflect an appropriate basis under the tax legislation of Australia and Malaysia. 4. Share-based payment transactions The consolidated entity measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by using the Black-Scholes model taking into account the terms and conditions upon which the instruments were granted. The accounting estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of assets and liabilities within the next annual reporting period but may impact profit or loss and equity. w. Earnings per Share Basic earnings per share Basic earnings per share is calculated by dividing the profit or loss attributable to members of Rectifier Technologies Limited, adjusted for the after-tax effect of preference dividends on preference shares classified as equity, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares during the year. The weighted average number of issued shares outstanding during the financial year does not include shares issued as part of the Employee Share Loan Plan that are treated as in-substance options. Diluted earnings per share Earnings used to calculate diluted earnings per share are calculated by adjusting the basic earnings by the after-tax effect of dividends and interest associated with dilutive potential ordinary shares. The weighted average number of shares used is adjusted for the weighted average number of ordinary shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares. x. Going Concern The financial report has been prepared on the basis of the Group continuing as a going concern, which assumes continuity of normal business activities and realisation of assets and the settlement of liabilities in the ordinary course of business. 27 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 3: REVENUE AND OTHER INCOME Revenue - - - sale of goods interest received sundry income Other income - R&D tax rebate NOTE 4: PROFIT FROM CONTINUING ACTIVITIES Profit before income tax has been determined after the following expenses: Cost of sales Finance costs Depreciation of non-current assets: - - - - land and building plant and equipment leasehold improvements motor vehicle Total depreciation Consolidated Entity 2020 $ 2019 $ 15,860,046 17,725,540 11,940 256,939 15,002 521,556 16,128,925 18,262,098 605,834 605,834 612,395 612,395 Consolidated Entity 2020 $ 2019 $ 7,294,912 9,763,706 187,852 151,310 148,009 305,545 32,649 16,320 502,523 29,114 207,860 12 20,375 257,361 Rental expense on leases - minimum lease payments - 120,240 Personnel Expenses - defined contributions superannuation 447,689 405,600 Share Option Expenses 630,000 - Research and development costs expensed 1,392,722 1,392,646 Loss on disposal of property, plant and equipment 66,463 11 28 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 5: INCOME TAX EXPENSE Current tax Deferred tax - temporary differences Deferred tax – tax losses Consolidated Entity 2020 $ 1,198,056 65,917 - 2019 $ 1,244,314 (32,513) - 1,263,973 1,211,801 Reconciliation of the effective tax rate The prima facie tax on profit before income tax is reconciled to the income tax expense as follows: Profit before income tax 3,085,611 3,338,839 Prima facie tax payable on profit/ (loss) before income tax at 27.5% (2019: 27.5%) - consolidated entity 848,543 918,181 Add: Tax effect of: - - - - R&D expenditures Controlled foreign company attributed income Other non-allowable items Effect of lower rates of tax on overseas income Less Tax effect of: - - - Other non-assessable items Foreign income tax offset Effect of lower rates of tax on overseas income Tax effect of carry-forward tax losses not previously bought to account 184,233 138,651 173,250 - 382,978 165,888 118,084 91,348 1,344,677 1,676,479 (17,187) 38,289 (101,806) 1,263,973 - (168,409) (296,269) - 1,211,801 - Income tax attributable to entity 1,263,973 1,211,801 Reconciliation to continuing / discontinued operations Consolidated profit before income tax Profit before income tax from continuing operations Consolidated income tax expense Income tax expense from continuing operations 3,085,611 3,085,611 1,263,973 1,263,973 3,338,839 3,338,839 1,211,801 1,211,801 29 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 5: INCOME TAX EXPENSE (Cont’d) Unrecognised deferred tax assets Unused capital losses for which no deferred tax asset recognised relating to the Australian entities in the tax consolidated group Consolidated Entity 2020 $ 2019 $ 18,409,594 18,409,594 18,409,594 18,409,594 Potential tax benefit at applicable tax rates 5,062,638 5,062,638 Deferred tax assets have not been recognised in the statement of financial position for the following items: Unused capital losses Potential tax benefit at applicable tax rates 18,409,594 18,409,594 18,409,594 18,409,594 5,062,638 5,062,638 The capital losses do not expire under current tax legislation. Deferred tax assets have not been recognised in respect of this item because it is not probable that future taxable profits will be available against which the group can utilise the benefits from these capital losses. 30 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 5: INCOME TAX EXPENSE (Cont’d) The following table regarding DTA during the current reporting period: Deferred Tax Assets Provision for stock obsolescence Accrued Unrealised FX Loss Employee entitlements Blackhole expenditure Property, plant and equipment Deferred tax movement 1 July 2019 $ 49,489 86,526 (36,424) 129,100 203 (55,668) 173,226 Recognised in Profit & Loss $ 3,298 (74,164) (4,036) 19,965 (3,373) (37,575) (95,885) 30 Jun 2020 $ 52,787 12,362 (40,460) 149,065 (3,170) (93,243) 77,341 The Group has unused capital losses of $18,409,592. All previously unrecognised tax losses have been brought to account by the Group in prior years. NOTE 6: DIVIDENDS No dividends declared or paid during the year ended 30 June 2020. The amounts of franking credits available for subsequent reporting periods are: Opening balance of franking account Closing balance of franking account Consolidated Entity 2020 $ 308,296 789,296 2019 $ 481,000 308,296 31 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 7: KEY MANAGEMENT PERSONNEL a. Names and positions held of Parent Entity Directors and other Key Management Personnel in office at any time during the financial year are: Parent Entity Directors Mr. Ying Ming Wang Mr. Yanbin Wang Mr. Valentino Vescovi Chairman – Non-Executive Executive Director & Chief Executive Officer Director – Non-Executive Mr. Nigel Machin Executive Director & Head of Power Engineering Other Key Management Personnel Mr. Paul Davis Mr. Seong Bow Lee Mr. Nicholas Yeoh Operations Manager – Rectifier Technologies Pacific Pty Ltd General Manager – Rectifier Technologies (M) Sdn Bhd Director of Sales & Marketing – Rectifier Technologies Singapore Pte Ltd b. Key Management Personnel Compensation Short-term employee benefits Long-term employee benefits Post-employment benefits Consolidated Entity 2020 $ 2019 $ 1,262,385 1,106,342 11,771 74,469 5,776 64,778 1,348,625 1,176,896 Transactions with Parent Entity Directors and other Key Management Personnel: Disclosures relating to other transactions and balances between the consolidated entity and parent entity directors and other key management personnel are set out in Note 24. NOTE 8: AUDITOR’S REMUNERATION Audit and review services Grant Thornton - Audit and review of financial reports Total remuneration for audit services Consolidated Entity 2020 $ 2019 $ 73,992 73,992 68,374 68,374 32 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 9: EARNINGS PER SHARE Consolidated Entity 2020 $ 2019 $ a. Reconciliation of earnings used to calculate earnings per share Profit/(Loss) from continuing operation attributable to the ordinary equity holders used in the calculation of basic and dilutive earnings per share 1,821,638 2,127,038 b. Weighted average number of ordinary shares outstanding during the year used in calculation of basic earnings per share Adjustments for calculations of diluted earnings per share: 1,368,660,602 1,366,900,602 Options 61,880,000 21,640,000 Weighted average number of ordinary shares and potential ordinary shares used as the denominator in calculating diluted earnings per share 1,430,540,602 1,388,540,602 NOTE 10: CASH AND CASH EQUIVALENTS Cash at bank NOTE 11: TRADE AND OTHER RECEIVABLES CURRENT Trade debtors (a) Other debtors R&D tax incentives Prepayments Consolidated Entity 2020 $ 2019 $ 6,873,680 6,873,680 2,834,440 2,834,440 Consolidated Entity 2020 $ 2019 $ 530,576 530,576 401,311 605,834 138,507 430,407 430,407 275,714 605,801 120,275 1,676,228 1,432,197 a. Included in debtors of $530,576 (2019: $430,407) are debts which have been assigned to financing companies in Australia. The company had received advances of $165 (2019: $1,932) against these debts which are included within the debtor financing facility disclosed in note 15 to the financial statements. 33 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 11: TRADE AND OTHER RECEIVABLES (Cont’d) Gross 2020 $ 396,973 4,899 128,704 530,576 Consolidated entity Gross 2019 $ Carrying Amount 2020 $ Carrying Amount 2019 $ 61,817 169,146 199,444 430,407 396,973 4,899 128,704 530,576 61,817 169,146 199,444 430,407 Not past due Past due 0-30 days Past due 31+ days 1. Ageing and impairment losses Payment terms on receivables past due but not considered impaired have not been re-negotiated. The Group has been in direct contact with the relevant customers and are reasonably satisfied that payment will be received in full. The Group estimate of impairment losses is based on the expected credit loss. 2. The maximum exposure to credit risk for trade receivables at the end of reporting period by geographic region is as follows: Australia Asia Europe USA Others Total 2020 $ 2019 $ 247,774 118,388 75,594 81,414 7,406 530,576 24,233 38,785 117,297 150,160 99,932 430,407 3. Past due analysis of trade receivables by geographic region is as follows: Consolidated Entity Not past due 2020 $ 2019 $ Past due 30 days 2019 2020 $ $ Past due 60 days 2019 2020 $ $ Total 2020 $ 2019 $ Australia Asia Europe USA Others Total 241,124 115,996 - 39,481 372 396,973 14,776 36,138 214 6,402 4,287 61,817 4,763 3 131 2 - 4,899 9,436 - 116,585 32,228 10,897 169,146 1,887 2,389 75,463 41,931 7,034 128,704 21 2,647 498 111,530 84,748 199,444 247,774 118,388 75,594 81,414 7,406 530,576 24,233 38,785 117,297 150,160 99,932 430,407 34 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 12: INVENTORIES Raw materials Work in progress Finished goods at cost Consolidated Entity 2020 $ 2019 $ 1,925,260 3,858,668 591,041 38,779 912,229 807,029 2,555,080 5,577,926 Inventories are recognised net of a provision for obsolescence of $620,619 (2019: $568,480). Inventory expense Change in inventories recognised as expense during the year ended 30 June 2020 amounted to $1,089,437 (2019: $968,578). The expense/ income has been included in ‘changes in inventories of finished goods and work in progress’ in the profit and loss. NOTE 13: SUBSIDIARIES The consolidated financial statements incorporate the assets, liabilities and results of the following entities in accordance with the accounting policy described in note 2(b): Name Ultimate Parent Entity: Rectifier Technologies Ltd Subsidiaries of Rectifier Technologies Ltd: Protran Technologies Pty Ltd Rectifier Technologies Pacific Pty Ltd Rectifier Technologies Singapore Pte Ltd. ICERT Inc. Rectifier Technologies (M) Sdn Bhd ICERT (HK) Co. Ltd Country of Incorporation Class of Share Percentage Owned 2020 (%) Australia Ordinary - Australia Australia Ordinary Ordinary Singapore Ordinary USA Malaysia Ordinary Ordinary Hong Kong Ordinary 100 100 100 100 100 100 2019 (%) - 100 100 100 100 100 100 35 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 14: PROPERTY, PLANT AND EQUIPMENT Consolidated Entity Land At cost Building At cost Accumulated depreciation Plant and equipment At cost Accumulated depreciation Leasehold improvements At cost Accumulated depreciation Motor Vehicle At Cost Accumulated depreciation Total Property, Plant and Equipment 2020 $ 2,280,963 2,280,963 1,523,344 (148,009) 1,375,335 2,075,254 (305,545) 1,769,709 216,441 (32,649) 183,792 58,287 (16,320) 41,967 5,651,766 2019 $ 1,549,587 1,549,587 329,637 (29,113) 300,524 1,970,625 (207,860) 1,762,765 120 (12) 108 78,631 (20,375) 58,256 3,671,240 36 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 14: PROPERTY, PLANT AND EQUIPMENT (Cont’d) Movements in Carrying Amounts Movement in the carrying amounts for each class of property, plant and equipment between the beginning and the end of the current financial year. 2020 Land $ Building $ Plant and Equipment $ Leasehold Improvements $ Motor Vehicle $ Total $ Consolidated Entity: Balance at the beginning of year Right-of-use assets Additions Disposals Adjustments Depreciation/amortisation expense Net exchange differences on translation of foreign subsidiaries 1,549,587 - 777,310 - - - 300,524 1,762,765 - 929,552 192,934 332,747 (6,960) - (26,987) - (305,545) (148,009) 108 - 216,333 - - (32,649) 58,256 - - - - (16,320) 3,671,240 929,552 1,519,324 (6,960) (26,987) (502,523) (45,934) (12,492) 126,515 - 31 68,120 Carrying amount at the end of year 2,280,963 1,375,335 1,769,709 183,792 41,967 5,651,766 Included in the above line items are right-of-use asset balances as follows: Right-of-use assets Consolidated Entity: Buildings Plant and Equipment Total Balance at the Beginning of Financial Year $ Assets Recognised on Adoption of AASB 16 $ Additions $ Exchange Difference/ Adjustments Depreciation $ $ Net Carrying Amount $ - 550,155 929,552 - 550,155 929,552 - - - (139,713) (143,480) (28,995) (4,598) 760,844 402,077 (283,193) (33,593) 1,162,921 2019 Land $ Building $ Plant and Equipment $ Leasehold Improvements Motor Vehicle $ $ Total $ Consolidated Entity: Balance at the beginning of year Additions – Motor vehicle Additions - Other plant and equipment Disposals Depreciation/amortisation expense Net exchange differences on translation of foreign subsidiaries 1,500,052 - - - - 296,957 - 75,244 - (29,114) 909,552 - 962,191 (347) (207,860) 49,535 (42,563) 99,229 Carrying amount at the end of year 1,549,587 300,524 1,762,765 120 - - - (12) - 108 38,998 37,762 - - (20,375) 2,745,679 37,762 1,037,435 (347) (257,361) 1,871 108,072 58,256 3,671,240 37 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 15: TRADE AND OTHER PAYABLES CURRENT Unsecured liabilities: Trade creditors Sundry creditors and accrued expenses Secured liabilities: Debtor financing facility NOTE 16: INTEREST-BEARING LIABILITIES CURRENT Lease liability (secured) Borrowings - Rectifier Technologies (M) Sdn Bhd (secured) NON-CURRENT Lease liability (secured) Borrowings - Rectifier Technologies (M) Sdn Bhd (secured) Lease liabilities and borrowings are secured over the assets to which they relate. Lease liabilities as at 30 June 2019 represents finance lease liability under AASB 117. Consolidated Entity 2020 $ 2019 $ 1,393,459 857,560 2,251,019 165 165 1,691,765 876,709 2,568,474 1,932 1,932 2,251,184 2,570,406 Consolidated Entity 2020 $ 2019 $ 328,075 133,816 461,891 862,767 2,567,043 3,429,810 3,891,701 163,690 379,596 543,286 386,464 1,702,166 2,088,630 2,631,916 38 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 16: INTEREST-BEARING LIABILITIES (Cont’d) On 6 Feb 2017, Rectifier Technologies (M) Sdn Bhd obtained a loan of MYR$5,460,000(AUD$1,629,851) from Public Bank Berhad to acquire two blocks of a semi-detached factory. The monthly repayment includes the payment of loan principal and interest. The first monthly instalment commenced on 1 May 2017, subsequent instalments are to be paid on or before the 1st of each calendar month and total repayments are 240 instalments in 240 months. The term of the loan is 20 years and loan interest is calculated using the Base Lending Rate (Variable Rate) less a discount of 2.20% at bank’s discretion from time to time. On 7 Oct 2019, Rectifier Technologies (M) Sdn Bhd obtained another loan of MYR$2,730,000 (AUD$929,393) from Public Bank Berhad to acquire an additional block of a semi-detached factory. The monthly repayment includes the payment of loan principal and interest. The first monthly instalment commenced on 1 Dec 2019, subsequent instalments are to be paid on or before the 1st of each calendar month and total repayments are 240 instalments in 240 months. The term of the loan is 20 years and loan interest is calculated using the Base Lending Rate (Variable Rate) less a discount of 2.20% at bank’s discretion from time to time. The terms and condition of loans are secured against the following: (a) Fixed charge over a freehold land and factory buildings of the company; and (b) Jointly and severally guaranteed by a Director of the Company. On 17 December 2019, Rectifier Technologies (M) Sdn Bhd obtained a trade facility of MYR$20,000(AUD$6,809) from Public Bank Berhad. Subsequently Rectifier Technologies (M) Sdn Bhd has obtained 2 trade facilities of MYR$138,000(AUD$46,980) and MYR$50,000(AUD$17,022)) from the same bank on 12 May 2020 and 18 May 2020, respectively. The total balance of the trade facility was MYR$208,000(AUD$70,811) at the end of the current reporting period. The terms of the facility are 623 days with bank commission 1.75%, 119 days with interest rate 2.85% and 116 days with interest rate 2.93% respectively. 39 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 17: MATURITY ANALYSIS 2020 Financial Liabilities Consolidated Entity: Trade creditors Other creditors Borrowings - Rectifier Technologies (M) Sdn Bhd Debtor financing facility Lease liability Total Contractual Amount < 6 mths 6 – 12 mths 1 – 3 years > 3 years 1,393,459 857,560 1,393,459 857,560 3,874,901 165 1,370,429 7,496,514 106,169 165 202,968 2,560,321 - - 106,074 - 192,343 298,417 - - 424,294 - 523,871 948,165 - - 3,238,364 - 451,247 3,689,611 Rectifier Technologies (M) Sdn Bhd ‘s term loan and lease repayment include principal and interest. 2019 Contractual Amount < 6 mths 6 – 12 mths 1 – 3 years > 3 years Financial Liabilities Consolidated Entity: Trade creditors Other creditors Borrowings - Rectifier Technologies (M) Sdn Bhd Debtor financing facility Lease liability Total NOTE 18: PROVISIONS CURRENT Employee entitlements NON-CURRENT Employee entitlements 1,691,766 876,709 2,882,495 1,932 615,053 6,067,955 1,691,766 876,709 386,598 1,932 98,829 3,055,834 - - 71,526 - 98,829 170,355 - - 286,106 - 366,815 652,921 - - 2,138,265 - 50,580 2,188,845 Consolidated Entity 2020 $ 2019 $ 608,773 446,069 69,987 60,573 40 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 19: CONTRIBUTED EQUITY AND RESERVES a. Ordinary shares At the beginning of the reporting period Options exercised At reporting date At the beginning of reporting period Options exercised At reporting date Consolidated Entity 2020 $ 2019 $ 39,816,575 39,816,575 35,200 - 39,851,775 39,816,575 Number Number 1,366,900,602 1,366,900,602 1,760,000 - 1,368,660,602 1,366,900,602 There were new shares issued upon option exercised during 2020 financial year period. All shares issued at reporting date have been fully paid. Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a meeting or by proxy has one vote on a show of hands. b. Nature and purpose of reserves The foreign currency translation reserve is used to record exchange differences on translation of foreign controlled subsidiaries. The reserve is recognised in profit or loss when the investment is disposed of. The share-based payment options reserve of $630,000 is used to record the fair value of options granted under Employee Share Option Plan (ESOP) on 22 July 2019 (note 19d). Foreign currency transaction reserve At the beginning of the reporting period Transactions during the year At reporting date Share-based payment options reserve At the beginning of the reporting period Transactions during the year At reporting date Total c. Options At 30 June 2020, there were 61,880,000 (2019: 21,640,000) options outstanding. Consolidated Entity 2020 $ 2019 $ 177,734 (135,906) 41,828 - 630,000 630,000 671,828 125,250 52,484 177,734 - - - 177,734 41 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 19: CONTRIBUTED EQUITY AND RESERVES (Cont’d) d. Share-based employee remuneration On 22 July 2019, the Company granted 42,000,000 share options of its common stock to employees under its Employee Share Option Plan (ESOP) at an exercise price of $0.07. Options under this plan vest immediately allowing the holder to purchase one ordinary share per option, exercisable in multiples of 100,000. The maximum term of the option granted under the ESOP ends on 13 September 2022. The weighted average fair value of options granted during the year has been calculated as $0.015 per option. This value was calculated by using the Black-Scholes pricing model applying the following inputs: Weighted average fair value: 0.015 Weighted average life of the options: 1.57 years Expected share price volatility 62% Risk-free interest rate: 0.75% The underlying expected volatility was determined by reference to historical data of the Company’s share over a period of time in conjunction with comparable market data within the industry. Options Outstanding at 1 July 2019 - Granted Forfeited Exercised Expired 42,000,000 - - - Outstanding at 30 June 2020 42,000,000 e. Capital risk management The Group's and the Parent Entity's objectives when managing capital are to safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt. Consistently with others in the industry, the Group and the parent entity monitor capital on the basis of the gearing ratio. This ratio is calculated as net debt divided by total capital. Net debt is calculated as total borrowings less cash and cash equivalents. Total capital is calculated as ‘equity’ as shown in the statement of financial position plus net debt. 42 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 19: CONTRIBUTED EQUITY AND RESERVES (Cont’d) The gearing ratios at 30 June 2020 were as follows: Consolidated Notes 2020 $ 2019 $ Total borrowings Less: cash and cash equivalents 15 & 16 3,891,866 2,633,848 10 (6,873,680) (2,834,440) Net cash Total Equity Total Capital Gearing Ratio (2,981,814) 9,595,838 6,614,024 (200,592) 7,244,906 7,044,314 -45% -3% 43 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 20: CAPITAL AND LEASING COMMITMENTS Lease liabilities are presented in the statement of financial position within interest bearing liabilities are as follows: Lease Liabilities Consolidated Entity: Lease Liabilities (current) Lease Liabilities (non-current) Total 30 June 2020 30 Jun 2019 328,075 862,767 1,190,842 163,690 386,464 550,154 The Group has leases for the offices, staff accommodations, equipments and motor vehicles in Australia, Singapore and Malaysia. Future minimum lease payments at 30 June 2020 were as follows: 30 June 2020 0 – 12 mths 1 – 5 years > 5 years Total Lease Liabilities Consolidated Entity: Lease Payments Finance Charges Net present Value 395,311 (67,236) 328,075 809,404 (106,416) 702,988 165,713 (5,934) 159,779 1,370,429 (179,587) 1,190,842 30 Jun 2019 0 – 12 mths 1 – 5 years > 5 years Total Lease Liabilities Consolidated Entity: Lease Payments Finance Charges 197,658 (33,968) Net present Value 163,690 Capital Commitments 417,394 (30,930) 386,464 - - - 615,052 (64,898) 550,154 Rectifier Technologies Pacific Pty Ltd has signed a contract to purchase CHAdeMO EV Stimulator and Controller at a cost of USD$22,000 (AUD$32,056) payable in the 2020 financial year. Rectifier Technologies (M) Sdn Bhd has signed a contract to purchase the new electronical load at a cost of USD$31,000 (AUD$45,150) payable in the 2020 financial year. NOTE 21: CONTINGENT LIABILITIES There are no contingent liabilities or contingent assets as at 30 June 2020. 44 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 22: SEGMENT INFORMATION Description of segments Operating segments have been determined on the basis of reports reviewed by the executive management committee. The executive management committee ("committee") is considered to be the chief operating decision maker of the Group. The committee considers the business from both a product and geographic perspective and assesses performance and allocates resources on this basis. The reportable segments are as follows: Electronic Components Under this segment, Rectifier Technologies Pacific Pty Ltd and Rectifier Technologies Malaysia Sdn Bhd which is based in Malaysia (operations transferred from Protran Technologies Pty Ltd during the year of 2014/2015) manufacture electronic components for a number of industries. Industrial Power Supplies (Electricity generation/distribution and Defence) Under this segment, Rectifier Technologies Pacific Pty Ltd and Rectifier Technologies Malaysia Sdn Bhd manufacture and distribute rectifiers, controllers, accessories and complete systems for the power generation, distribution industries and defence. Rectifier Technologies Singapore Pte Ltd only focuses on distribution. Industrial Power Supplies (Transport and Telecommunication) Under this segment, Rectifier Technologies Pacific Pty Ltd and Rectifier Technologies Malaysia Sdn Bhd manufacture and distribute power supplies for the transport industries and telecommunications. Rectifier Technologies Singapore Pte Ltd only focuses on distribution. Industrial Power Supplies (Electric vehicles) Under this segment, Rectifier Technologies Pacific Pty Ltd, Rectifier Technologies Singapore Pte Ltd and Rectifier Technologies Malaysia Sdn Bhd manufacture and distribute electric vehicle charges, battery charges and power supplies for a number of industries. Rectifier Technologies Singapore Pte Ltd only focuses on distribution. Information provided to the executive management committee Segment information provided to the executive management committee for the year ended 30 June 2020 is as follows: 45 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 22: SEGMENT INFORMATION (Cont’d) 2020 Electronic Components Industrial Power Supplies (E&D) Industrial Power Supplies (T&T) Industrial Power Supplies (EV) Total $ $ $ $ $ Total segment revenue Inter-segment revenue 328,773 6,212,311 2,288,167 17,373,987 26,203,238 - (1,570,986) (857,693) (7,040,990) (9,469,669) Segment revenue from external customers 328,773 4,641,325 1,430,474 10,332,997 16,733,569 EBITDA 105,200 1,485,122 457,720 3,306,333 5,354,375 Interest revenue Interest expense Depreciation and amortisation Income tax expense Segment Assets and Liabilities Segment assets Segment liabilities 1,115 (90,834) (166,430) (117,723) 4,823 (47,157) (159,869) (253,995) 487 (26,915) (54,018) (87,185) 4,324 10,749 (22,946) (187,852) (122,206) (502,523) (445,222) (904,125) 411,085 5,803,328 1,788,607 12,919,968 20,922,988 232,620 3,283,921 1,012,117 7,311,004 11,839,662 Inter-segment revenue comprises sales between segments which are on arm's length terms. Segment revenues from external customers are measured in accordance with accounting policy 2(m). Management monitors segment performance based on EBITDA. This measure excludes non-recurring expenditure such as restructuring costs, impairments and share-based payments as well as interest revenue and interest expense and other items which are considered part of the corporate treasury function. 46 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 22: SEGMENT INFORMATION (Cont’d) Segment revenue reconciles to total revenue: Revenue from external customers Corporate head office sundry revenue Corporate head office interest received Total revenue from operations Reconciliation of EBITDA to profit before income tax from continuing operations: Total segment EBITDA - interest revenue - interest expense - depreciation and amortisation - corporate head office costs Profit before income tax from continuing operations Segment assets reconcile to total assets as follows: Segment assets Inter-segment eliminations Corporate head office - Cash Corporate head office - PPE Corporate head office - other receivables Corporate head office – deferred tax assets Total assets per statement of financial position Segment liabilities reconcile to total liabilities as follows: Segment liabilities Inter-segment eliminations Corporate head office - trade & other creditors Corporate head office - provisions Corporate head office - borrowings Total liabilities per statement of financial position 2020 $ 16,733,569 - 1,190 16,734,759 5,354,375 11,940 (187,852) (502,523) (1,590,329) 3,085,611 20,922,988 (6,463,488) 2,522,921 - 941,057 12,375 17,935,853 11,839,662 (3,961,113) 114,429 347,037 - 8,340,015 47 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 22: SEGMENT INFORMATION (Cont’d) 2019 Electronic Components Industrial Power Supplies (E&D) Industrial Power Supplies (T&T) Industrial Power Supplies (EV) Total $ $ $ $ $ Total segment revenue Inter-segment revenue 307,537 6,569,227 - (2,112,088) 2,353,172 (678,546) 21,002,303 30,232,239 (8,700,045) (11,490,679) Segment revenue from external customers 307,537 4,457,139 1,674,626 12,302,258 18,741,560 EBITDA 78,530 1,138,139 427,619 3,141,404 4,785,692 Interest revenue Interest expense Depreciation and amortisation 221 (62,670) (103,420) 2,499 (11,270) (25,344) 420 (58,712) (96,719) 9,945 (300) 13,085 (132,952) (31,878) (257,361) Income tax refund (expense) (149,737) (190,701) (157,880) (644,159) (1,142,477) Segment Assets and Liabilities Segment assets Segment liabilities 312,601 4,530,527 1,702,199 12,504,815 19,050,142 197,776 2,866,369 1,076,945 7,911,533 12,052,623 48 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 22: SEGMENT INFORMATION (Cont’d) Segment revenue reconciles to total revenue: Revenue from external customers Corporate head office sundry revenue Corporate head office interest received Total revenue from operations Reconciliation of EBITDA to profit before income tax from continuing operations: Total segment EBITDA - interest revenue - interest expense - depreciation and amortisation - corporate head office costs Profit before income tax from continuing operations Segment assets reconcile to total assets as follows: Segment assets Inter-segment eliminations Corporate head office - Cash Corporate head office - PPE Corporate head office - other receivables Corporate head office – deferred tax assets Total assets per statement of financial position Segment liabilities reconcile to total liabilities as follows: Segment liabilities Inter-segment eliminations Corporate head office - trade & other creditors Corporate head office - provisions Corporate head office - borrowings Total liabilities per statement of financial position 2019 $ 18,741,560 131,017 1,916 18,874,493 4,785,692 15,002 (151,310) (257,361) (1,053,184) 3,338,839 19,050,142 (5,006,893) 148,002 - 34,175 - 14,225,426 12,052,623 (5,177,844) 105,741 - - 6,980,520 49 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 22: SEGMENT INFORMATION (Cont’d) Geographical Information Revenues and non-current assets by geographical location is as follows: Geographic location Australia Asia North America South America Europe Oceania Revenues from external customers of continuing operations 2020 $ 2019 $ Non-current assets* 2020 $ 2019 $ 4,834,309 1,813,185 1,446,203 36,709 7,725,996 3,644 13,339,748 1,591,216 1,636,902 232,432 923,475 1,766 1,123,444 4,528,322 173,057 3,498,184 - - - - - - - - 15,860,046 17,725,539 5,651,766 3,671,241 * Excludes financial instruments, deferred tax assets, post-employment benefit assets and rights arising under insurance contracts. Major customers - Revenue of $9,797,329 (2019: $11,131,096) and $1,846,270 (2019: $1,670,239) were derived from two Australia customers, which are allocated to the Industrial Power Supplies (EV) and Industrial Power Supplies (E&D) respectively. Revenue of $1,323,290 (2019: $1,250,677) was derived from a single customer in Singapore under Industrial Power Supplies (E&D) segment. 50 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 23: CASH FLOW INFORMATION a. Reconciliation of Cash Flow from Operations with Profit after Income Tax Profit after income tax Non-cash flows adjustments: Depreciation Provision for stock obsolescence Options expense Unrealised currency (gain)/loss Net loss/(gain) on sale/acquisition of assets Changes in assets & liabilities: Decrease/(increase) in trade debtors Decrease/(increase) in other debtors & prepayments Decrease/(increase) in inventories Increase/(decrease) in trade creditors/accruals Increase/(decrease) in income taxes payable Deferred tax liability/asset Increase/(decrease) in provisions Cash flows from operations b. Credit Standby Arrangements Consolidated Entity 2020 $ 2019 $ 1,821,638 2,127,038 502,523 52,139 630,000 231,028 66,463 257,361 387,098 - (204,918) (11) (184,714) (1,685,228) 202,959 499,612 3,484,845 (3,304,946) 762,027 406,731 (104,993) 196,980 6,179,439 375,314 165,434 50,577 95,942 651,460 The Group has 2.6 million overdraft facility with ANZ bank, which has not been utilised at the end of 2020 financial year. Other than this is the debtor finance facility. NOTE 24: RELATED PARTY TRANSACTIONS a. Subsidiaries Interests in subsidiaries are set out in Note 13. b. Key management personnel Disclosures relating to key management personnel are set out in Note 7. Transactions between related parties are on normal commercial terms and conditions no more favourable to other parties unless otherwise stated. There is no requirement for transactions and balances between the entities within the consolidated Group to be disclosed. 51 For personal use onlyRECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 25: FINANCIAL INSTRUMENTS RISK EXPOSURE AND MANAGEMENT Categories of Financial Instruments Financial assets Cash and cash equivalents Trade and other receivables Financial liabilities Amortised cost Consolidated Entity 2020 $ 2019 $ 6,873,680 577,261 7,450,941 6,142,885 6,142,885 2,834,440 706,121 3,540,561 5,202,322 5,202,322 In common with all other businesses, the Group and the Parent Entity are exposed to risks that arise from its use of financial instruments. This note describes the Group and the parent entity’s objectives, policies and processes from managing those risks and the methods used to measure them. Further quantitative information in respect of these risks is presented throughout these financial statements. There have been no substantive changes in the Group and the Parent Entity’s exposure to financial instrument risks, its objectives, policies and processes for managing those risks or the methods used to measure them from previous periods unless otherwise stated in this note. a. Principal financial instruments The principal financial instruments used by the Group and the parent entity, from which financial instrument risk arises, are as follows: (cid:120) (cid:120) (cid:120) (cid:120) (cid:120) (cid:120) b. trade and other receivables cash and cash equivalents lease liabilities trade and other payables bank loans loan from related parties General objectives, policies and processes The Board has overall responsibility for the determination of the Group and the parent entity’s risk management objectives and policies and, whilst retaining ultimate responsibility for them, it has delegated the authority for designing and operating processes that ensure the effective implementation of the objectives and policies to the Group and the parent entity’s finance function. The Board receives monthly reports from the Chief Financial Officer through which it reviews the effectiveness of the processes put in place and the appropriateness of the objectives and policies it sets. The overall objective of the Board is to set polices that seek to reduce risk as far as possible without unduly affecting the Group and the parent entity’s competitiveness and flexibility. Further details regarding these policies are set out below: 52 For personal use onlyRECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 25: FINANCIAL INSTRUMENTS RISK EXPOSURE AND MANAGEMENT (Cont’d) i. Credit risk Credit risk arises principally from the Group and the Parent Entity’s trade receivables. It is the risk that the counterparty fails to discharge its obligation in respect of the instrument. Prior to accepting new customers, a credit check is obtained from a reputable external source. Based on this information, credit limits and payment terms are established. Customers who subsequently fail to meet their credit terms are required to make purchases on a prepayments basis until creditworthiness can be re-established. The nature of the Group and the parent entity’s operations means that approximately 90% (2019: 88%) of its sales are made to 5 (2019:5) key customers in Australia, Singapore and America. Whilst credit risk is mainly influenced by factors specific to these individual customers, the concentration of sales geographically is a contributory factor. Refer to note 11 for further information regarding the Group’s credit risk. ii. Liquidity risk Liquidity risk arises from the Group and the Parent Entity’s management of working capital and the finance charges and principal repayments on its debt instruments. It is the risk that the Group and the parent entity will encounter difficulty in meeting its financial obligations as they fall due. The Group and the parent entity aim to have sufficient cash to allow it to meet its liabilities when they become due. The Group and the parent entity do not have any undrawn standby credit arrangements available. Refer to note 23(b). The Board receives cash flow projections monthly as well as information regarding cash balances. Refer to maturity analysis in note 17. iii. Market risk Market risk arises from the Group and the parent entity’s use of interest bearing and foreign currency financial instruments. It is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in interest rates (interest rate risk), foreign exchange rates (currency risk) or other market factors (other price risk). iv. Interest rate risk The consolidated entity's exposure to interest rate risk, which is the risk that a financial instrument's value will fluctuate as a result of changes in market interest rates and the effective weighted average interest rates on classes of financial assets and financial liabilities, is as follows: Fixed Interest Rate Maturing Floating Interest Rate $ Within Year 1 to 5 Years Over 5 Years Non-interest-Bearing $ $ $ $ Total $ 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 Financial Assets: Cash Receivables 6,873,680 2,834,440 - - Total Financial Assets 6,873,680 2,834,440 Financial Liabilities: Trade and sundry creditors - - Borrowings 2,700,859 2,081,762 Debtor Financing Facility 165 1,932 - - - - - - - - - - - - - - - - - - - - - - - - Lease liabilities - - 328,075 163,690 862,767 386,464 Total Financial Liabilities 2,701,024 2,083,694 328,075 163,690 862,767 386,464 - - - - - - - - - - - - - - - - - - 6,873,680 2,834,440 577,261 706,121 577,261 706,121 577,261 706,121 7,450,941 3,540,561 2,251,019 2,568,474 2,251,019 2,568,474 - - - - - - 2,700,859 2,081,762 165 1,932 1,190,842 550,154 2,251,019 2,568,474 6,142,885 5,202,322 53 For personal use onlyRECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 25: FINANCIAL INSTRUMENTS RISK EXPOSURE AND MANAGEMENT (Cont’d) The Group and the parent entity’s exposure to interest rate risk is limited to cash balances and the debtor financing facility, as these are at a floating rate. Interest rates on loan and lease liabilities are fixed. The Group’s profit and loss sensitivity and movement in the interest rates are as follows: Cash Debtor finance Amounts $6,873,680 ($165) v. Foreign currency risk +1% $68,737 ($2) -1% ($68,737) $2 The only currency where receivables are not denominated in their functional currency is US dollars (USD). Cash balances in USD are kept at levels only sufficient to pay the amounts owing. Since the local sales in Malaysia are made by foreign operations in their individual functional currencies, there is no direct foreign currency risk exposure involved. The Group and the parent entity’s exposure to foreign currency risk is primarily its exposure to trade receivables denominated in USD. The total exposure to foreign currency risk at 30 June 2020 was as follows: Receivables in USD totalled USD$189,530 and payables totalled USD$44,263. The Group and the parent entity’s profit and loss sensitivity and movement in the USD: AUD exchange rates are as follows: 2020 2019 USD USD/AUD USD/AUD USD USD/AUD USD/AUD Consolidated +10% -10% +10% -10% Trade Receivables 189,530 25,106 (30,685) Trade Payables 44,263 5,863 (7,166) 220,118 430,623 28,523 55,799 (34,858) (68,194) 54 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 25: FINANCIAL INSTRUMENTS RISK EXPOSURE AND MANAGEMENT (Cont’d) vi. Fair Values An analysis of financial assets and financial liabilities for the consolidated entity is shown below: Financial assets Cash Receivables Financial Liabilities Other loans 2020 2019 Carrying Amount Fair Value $ $ Carrying Amount $ Fair Value $ 6,873,680 6,873,680 2,834,440 2,834,440 577,261 577,261 706,121 706,121 7,450,941 7,450,941 3,540,561 3,540,561 - - - - Trade and sundry creditors 2,251,019 2,251,019 2,568,474 2,568,474 Borrowings - Rectifier Technologies (M) Sdn Bhd 2,700,859 2,700,859 2,081,762 2,081,762 Debtor financing facility Lease liabilities 165 165 1,190,842 1,190,842 1,932 550,154 1,932 550,154 6,142,885 6,142,885 5,202,322 5,202,322 The fair value of the other loans has been calculated by adding the accrued interest to the original principal adjusted for relevant exchange rate movements where applicable. The fair value for the remaining financial liabilities and financial assets approximates their carrying value as they are short-term. NOTE 26: PARENT ENTITY FINANCIAL INFORMATION a. Summary Financial Information The individual financial statements for the parent entity show as follow: Statement of Financial Position Current Assets Total Assets Current Liabilities Total Liabilities Net Assets Shareholders’ Equity Reserve Accumulated Losses Total Equity Profit/(Loss) for the year Total Comprehensive Income/(Loss) 2020 $ 2019 $ 3,401,345 3,466,259 461,467 1,041,909 147,440 1,797,947 82,819 96,163 2,424,350 1,701,784 39,851,775 39,816,575 680,647 50,647 (38,108,072) (38,165,438) 2,424,350 1,701,784 57,366 57,366 102,955 102,955 55 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2020 NOTE 26: PARENT ENTITY FINANCIAL INFORMATION (Cont’d) b. Guarantees entered into by the parent entity The parent entity has not provided any financial guarantees except as disclosed in the notes to the financial statements. c. Contingent liabilities of the parent entity The parent entity did not have any contingent liabilities as at 30 June 2020. d. Contractual commitments There were not contractual commitments for the parent entity as at 30 June 2020. NOTE 27: EVENTS SUBSEQUENT TO REPORTING DATE Subsequent to 30 June 2020, on 11 August 2020, the company has announced a less than marketable parcel sale facility for holders of less than marketable parcels of the Company’s shares. On 31 August 2020. The company declared to pay a 0.1 cent ($0.001) per share fully franked dividend The key proposed dates in relation to the financial year 2020 dividend are as follows: Ex Date - 29 October 2020 Record Date - 30 October 2020 Payment date - 8 December 2020 NOTE 28: COMMITMENTS Rectifier Technologies Malaysia Sdn Bhd has non-cancellable purchase commitments of approx.1.3 million and estimated delivery in the next few month. NOTE 29: COMPANY DETAILS The registered office is: Rectifier Technologies Ltd 97 Highbury Road, Burwood, VIC 3125 The principal places of business are: Rectifier Technologies Ltd 97 Highbury Road, Burwood, VIC 3125 Rectifier Technologies (M) SDN. BHD No. 5, 7 & 9, Jalan Laman Setia 7/8 Taman Laman Setia 81550 GELANG PATAH, JOHOR MALAYSIA Rectifier Technologies Singapore Pte.Ltd 5 Tampines Central 6 TELEPARK #03-38, 529482 SINGAPORE 56 For personal use only RECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES RECTIFIER TECHNOLOGIES LTD Tel: +61 3 9896 7588 (ABN 82 058 010 692) Fax: +61 3 9896 7566 97 Highbury Road, Burwood Email: mail@rtl-corp.com Vic, 3125, AUSTRALIA Web: www.rectifiertechnologies.com DECLARATION OF BY DIRECTORS The directors of the company declare that: 1. The financial statements, comprising the statement of profit or loss and other comprehensive income, statement of financial position, statement of cash flows, statement of changes in equity and accompanying notes, are in accordance with the Corporations Act 2001 and: a) b) Comply with Accounting Standards and the Corporations Regulations 2001; and Give a true and fair view of the financial position as at 30 June 2020 and of the performance for the year ended on that date of the consolidated entity. 2. 3. 4. 5. The company has included in the notes to the financial statements an explicit and unreserved statement of compliance with International Financial Reporting Standards. In the directors’ opinion, there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable. The remuneration disclosures included on pages 4 to 10 of the directors’ report (as part of the audited Remuneration Report) for the year ended 30 June 2020, comply with Section 300 A of the Corporations Act 2001. The directors have been given the declarations by the chief executive officer and chief financial officer required by section 295A of the Corporations Act 2001. This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the directors by: Mr. Yanbin Wang Director Rectifier Technologies Ltd 97 Highbury Road Burwood VIC 3125 Dated the 30th day of September 2020 57 For personal use only Collins Square, Tower 5 727 Collins Street Melbourne VIC 3008 Correspondence to: GPO (cid:37)(cid:82)(cid:91)(cid:3)4736 Melbourne VIC 3001 T +61 3 8320 222(cid:21) F +61 3 (cid:27)320 2200 E info.vic@au.gt.com W www.grantthornton.com.au Independent Auditor’s Report To the Members of Rectifier Technologies Limited Report on the audit of the financial report Opinion We have audited the financial report of Rectifier Technologies Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2020, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies, and the Directors’ declaration. In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including: a giving a true and fair view of the Group’s financial position as at 30 June 2020 and of its performance for the year ended on that date; and b complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Company in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389 www.grantthornton.com.au ‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited. Liability limited by a scheme approved under Professional Standards Legislation. 58 For personal use onlyKey audit matter How our audit addressed the key audit matter Recognition of R&D tax incentive (Note 3 and 11) The Group receives a 43.5% refundable tax offset of eligible expenditure under the research and development (“R&D”) scheme if its turnover is less than $20 million per annum, provided it is not controlled by income tax exempt entities. A registration of R&D activities is filed with AusIndustry in the following financial year, and based on this filing; the group receives the incentive in cash. The Group engaged an R&D expert to perform a detailed review of the Group’s total R&D expenditure to determine the potential claim under the R&D tax incentive legislation. As at 30 June 2020, a receivable totalling to $605,834 has been recorded. This represents the estimated claim for the period 1 July 2019 to 30 June 2020. This is a key audit matter due to the size of the receivable and the degree of judgement and interpretation of the R&D tax legislation required by management to assess the eligibility of the R&D expenditure under the scheme. Our procedures included, amongst others: (cid:120) Obtaining and documenting through discussions with management, an understanding of the process to estimate the claim; (cid:120) Evaluating the competence, capabilities and objectivity of management’s expert; (cid:120) Reviewing and testing the R&D estimate by: - - - reviewing the methodology used by management’s expert for consistency with the R&D tax offset rules: performing testing on a sample of R&D expenses to supporting documents to assess eligibility and accuracy of the amounts recorded in the general ledger; and considering the nature of expenses against the eligibility criteria of the R&D tax incentive scheme to assess whether the expense included in the estimate were likely to meet the eligibility criteria. (cid:120) Comparing the nature of the R&D expenditure included in the current year to the prior year claim; (cid:120) Comparing the eligible expenditure used in the receivable calculation to expenditure recorded in the general ledger; (cid:120) Considering the entity’s history of successful claims; (cid:120) Inspecting copies of relevant correspondence with AusIndustry and the Australian Taxation Office related to the claims; and (cid:120) Assessing the adequacy of the relevant disclosures in the financial statements. Inventory valuation (Note 12) As at 30 June 2020, the Group holds inventory with a carrying amount totalling $2,555,080 and is required to carry its inventory at the lower of cost or net realisable value, in accordance with AASB 102: Inventories. The determination of the valuation of inventory requires significant judgement. The following factors add complexity that could increase the likelihood of errors in the determination of the lower of cost or net realisable value: Our procedures included, amongst others: (cid:120) Understanding and documenting management's process of calculating the inventory provision and evaluating the Group’s compliance with the requirements of AASB 102; (cid:120) Performing testing on a sample of inventory items to assess the cost basis and net realisable value of inventories and: 1) 2) large inventory holdings of electronic components and slow inventory turnover on certain lines indicate that there may be obsolete stock on hand; and the methodology of estimating inventory provisions involve significant management judgment, including predictions about market conditions and future sales of certain lines. - - for inventory sold in the last 12 months or post year end, tracing to sales invoice and agreeing that the selling price exceeded the item’s cost; for items not sold in the last 12 months, considering whether the value of these items were adjusted for in inventory obsolescence provision; 59 For personal use onlyInventory valuation (Note 12) (continued) This is a key audit matter due to the materiality of the inventory balance and the level of management judgement required in determining the value of inventory. (cid:120) Analysing any inventory items with no movement in the last 12 months and considering whether they should be included in the inventory obsolescence provision and assessing their saleability in the future; (cid:120) Considering whether any other factors might indicate the inventory items would require a provision to write down to net realisable value, such as any discontinued lines; and (cid:120) Assessing the adequacy of the related disclosures in the financial statements. Revenue recognition (Note 3) Revenue recorded from sale of products and services to customers amounted to $16,128,925 for the year ended 30 June 2020. The Group enters into transactions that involve a range of products and services. The total transaction price for a contract is allocated amongst the various performance obligations based on their relative stand-alone selling prices. Revenue is recognised either at a point in time or over time, when (or as) the Group satisfies the performance obligations. The allocation of the transaction price and the determination of the timing of revenue recognition requires management judgement. Our procedures included, amongst others: (cid:120) Reviewing revenue recognition policies for appropriateness in accordance with AASB 15 Revenue from Contracts with Customers; (cid:120) Documenting the design and testing the operating effectiveness of the internal controls in respect to revenue from the sales of goods; (cid:120) Performing detailed testing of a sample of revenue transactions during the year and assessing whether revenue has been recognised in accordance with AASB 15, which included; This is a key audit matter given the management judgement applied in determining the appropriate recognition of revenue and material nature of revenue to Group’s overall performance. - Reviewing the relevant contracts with customers; - Assessing management’s determination of performance obligations within contracts and the allocation of the transaction price to those obligations; (cid:120) Evaluating sales transactions around reporting date to assess whether revenue is recognised in the correct periods; (cid:120) Performing analytical procedures to assess revenue recognised against known business factors, and investigating variances to our expectation; and (cid:120) Assessing the adequacy of related disclosures in the financial statements. Information other than the financial report and auditor’s report thereon The Directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 30 June 2020, but does not include the financial report and our auditor’s report thereon. Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. 60 For personal use onlyResponsibilities of the Directors for the financial report The Directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the Directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. In preparing the financial report, the Directors are responsible for assessing the Group’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 to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the financial report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: https://www.auasb.gov.au/auditors_responsibilites/ar1_2020.pdf. This description forms part of our auditor’s report. Report on the remuneration report Opinion on the remuneration report We have audited the Remuneration Report included in pages 4-10 of the Directors’ report for the year ended 30 June 2020. In our opinion, the Remuneration Report of Rectifier Technologies Limited, for the year ended 30 June 2020 complies with section 300A of the Corporations Act 2001. Responsibilities The Directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. Grant Thornton Audit Pty Ltd Chartered Accountants S C Trivett Partner – Audit & Assurance Melbourne, 30 September 2020 61 For personal use onlyRECTIFIER TECHNOLOGIES LTD & CONTROLLED ENTITIES The following additional information is required by the Australian Stock Exchange Ltd in respect of listed public companies only. ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES 1. Shareholding a. Category (size of Holding) Distribution of Shareholders Number 1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 – 9,999,999,999 Ordinary 288 317 215 1,030 460 2,310 The number of shareholdings held in less than marketable parcels is 940. The names of the substantial shareholders listed in the holding company’s register as at 30th of June 2020 are: b. c. Shareholder Number Ordinary 224,643,616 150,000,000 125,068,336 Pudu Investments (Aust) Pty Ltd Yung Shing Winter Storms Ltd Voting Rights d. The voting rights attached to each class of equity security are as follows: Ordinary shares - Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a meeting or by proxy has one vote on a show of hands. e. 20 Largest Shareholders - Ordinary Shares Name 1.PUDU INVESTMENT (AUSTRALIA) PTY LTD 2.YUNG SHING 3.WINTER STORMS LTD 4.MR SONGWU LU 5.YANBIN WANG 6.MR LEI LI 7.MS ZHU FURONG 8.MR WEIGUO XIE 9.MR MAKRAM HANNA + MRS RITA HANNA 10.MR VALENTINO FRANCESCO VESCOVI + MRS GLENDA JILL VESCOVI 11.BOND STREET CUSTODIANS LIMITED 12.JP MORGAN NOMINEES AUSTRALIA PTY LIMITED 13.MR NICHOLAS SENG TET YEOH 14.MR NIGEL MACHIN 15.MR PETER HIONG HUO HII 16.TOPAZ INVESTMENTS PTE LTD 17.GENISTA COURT PTY LTD 18.MR MAKRAM HANNA 19.AUSTRALIAN EXPORTS & INDUSTRIALISATION SUPER PTY LTD 20.MR RAYMOND ROCKMAN + MR ANTHONY ROCKMAN Totals: Top 20 holders of ORDINARY SHARES Number of Ordinary Fully Paid Shares Held % Held of Issued Ordinary Capital 224,643,616 150,000,000 125,068,336 89,508,408 70,000,000 68,460,000 64,000,000 45,314,823 37,797,542 30,600,000 25,999,605 24,430,852 20,500,000 20,000,000 17,383,975 13,837,650 11,848,272 10,934,134 10,000,000 9,677,106 1,070,004,319 16.41 10.96 9.14 6.54 5.11 5.00 4.68 3.31 2.76 2.24 1.90 1.79 1.50 1.46 1.27 1.01 0.87 0.80 0.73 0.71 78.18 The following additional information is required by the Australian Stock Exchange Ltd in respect of listed public companies only. 2. The name of the Company Secretary is Justyn Stedwell. 3. The address of the principal registered office in Australia is 97 Highbury Road, Burwood, Victoria. Telephone 03 9896 7550 Registers of securities are held at the following address: 4. Computershare Investor Services Pty Ltd 452 Johnston Street, Abbotsford, VIC 3067 Stock Exchange Listing 5. Quotation has been granted for all the ordinary shares of the Company on all Member Exchanges of the Australian Stock Exchange Limited and the Home Exchange is Melbourne. Unquoted Securities A total of 61,880,000 (2019: 21,640,000) options over unissued shares are on issue. 7. Nil Restricted Securities 8. On market buy-back There is no current on market buy back. 62 For personal use only

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