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Reliq Health Technologies
Annual Report 2010

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FY2010 Annual Report · Reliq Health Technologies
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1st  Floor, 

216 Stirling Highway

CLAREMONT WA 6010

Telephone: 61 8 9286 5300

Facsimile:   61 8 9286 1179

Postal address

PO Box 1135

NEDLANDS WA 6909 
Australia

Website and e-mail address

www.resonancehealth.com

Email: info@ferriscan.com

ANNUAL REPORT 2010

Resonance Health Limited

C O R P O R A T E   I N F O R M A T I O N
ABN 96 006 762 492

Directors

Dr Stewart Washer 
Non-executive Chairman

Dr Martin Blake 
Non-executive Director

Ms Liza Dunne

Managing Director

Mr Simon Panton

Non-executive Director

Dr Timothy St Pierre

Executive Director

Company secretary

Ms Eva O’Malley

Stock exchange listing

Resonance Health Limited shares 
are listed on the Australian 
Securities Exchange.

ASX Code: RHT

Registered office and 

Auditors

Principal place of business

HLB Mann Judd

1st  Floor, 

216 Stirling Highway

Claremont WA 6010

Australia

Telephone: 61 8 9286 5300

Facsimile:   61 8 9286 1179

Postal address

PO Box 1135

Nedlands WA 6909

Australia

Website and e-mail address

Level 4, 

130 Stirling Street

Perth WA 6000

Australia

Share registry

Advanced Share Registry Ltd

150 Stirling Highway

Nedlands  WA  6009

Australia

Tel: +61 8 9389 8033

Fax: +61 8 9389 7871

www.resonancehealth.com

Bankers

Email: info@ferriscan.com

National Australia Bank Limited

Solicitors

Cole Legal

Unit 9

569 Wellington Street

Perth WA 6000

Australia

 
      
Resonance Health Limited Annual Report 2010

Our Business
Resonance Health Ltd is a publicly listed Australian healthcare company providing medical image analysis 

services specialising in liver diagnostics with magnetic resonance imaging (MRI).

FerriScan® is a medical device with regulatory approval providing the most accurate assessment of iron 

overload on the market. FerriScan® is delivered through the Company’s central image analysis facility which 

also provides a range of value added services for clinical trials using imaging end points.

New products are in development at Resonance Health for the quantitative imaging assessment of liver fat 

and liver fibrosis, which represent large addressable growth markets for routine clinical testing. These imaging 

tests will also be used by pharmaceutical companies wishing to assess the effectiveness of new therapies 

being developed for the treatment of liver disease.

C o n t e n t s

Chairman and Managing Director’s Report 

Year In Review 

Directors’ Report 

Corporate Governance Statement 

Auditor’s Independence Declaration 

Statement of Comprehensive Income 

Statement of Financial Position 

Statement of Cash Flows 

Statement of Changes in Equity 

Notes to the Financial Statements 

Directors’ Declaration 

Independent Auditor’s Report 

Additional ASX Information 

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C H A I R M A n   A n D   M A n A G I n G   D I R e C t o R ’ s   R e P o R t

Resonance Health Limited Annual Report 2010

Resonance Health Limited Annual Report 2010

Y e A R   I n   R e V I e W

The financial year ended 30 June 2010 was a year of continued growth in the number of FerriScans delivered and expansion 
in the research and development of imaging based diagnostic tests aimed at the liver disease market. 

FerriScan® sales volumes increased 29% in the year due to reimbursement for FerriScan® in some markets and an investment 
in sales and marketing expenditure in the US and Europe. This investment is required to gain widespread knowledge and use 
of FerriScan® and to achieve reimbursement.

FerriScan® revenue for the year was $1.9m which was underpinned by a revenue growth of 18% in the routine clinical use 
of FerriScan® for the management of patients with iron overload conditions, as the Company reduces its reliance on income 
gained from the use of FerriScan® in clinical trials. Resonance Health sees the future growth market for FerriScan® in the 
routine clinical use market.

A FerriScan® distributor was appointed in Turkey and the Company hopes to gain funding approval the service there in 
the near term, providing access to FerriScan® for the 5000+ patients with transfusional iron overload. Distributors are being 
sought in South East Asia where thalassaemia and the complications of iron overload are a significant health burden.

Improvements to the FerriScan® offering during the year have been well accepted. These include a 60% reduction in MRI 
scan time and an expanded new service that provides a FerriScan® and a cardiac iron assessment. 

Whilst the FerriScan® business unit was profitable in the 2009/2010 financial year, the Company reported a net loss for the 
year of $102,335. Research and Development expenditure of $564,084 was focused on the development of imaging based 
diagnostics for the liver fibrosis and liver fat markets and further improvements to the FerriScan® product.  Non-invasive 
imaging solutions that assist with the diagnosis and management of liver disease can provide a significant benefit to 
patients, the healthcare community and in the assessment of new therapies.

There is a substantial economic and human burden from liver disease in many countries. 

• Liver disease is the only major cause of death still increasing year-on-year in the UK.
•  Liver cirrhosis is the 7th most common cause of death in the world – caused primarily by viral hepatitis, non-alcoholic fatty 

liver disease (NAFLD) and alcohol use.

•  NAFLD is the most common liver disease in the western world with 20-30% of the population affected. 
• Liver fibrosis, primarily caused by fatty liver and viral hepatitis, is a significant predictor of liver cancer.
• Hepatocellular carcinoma is the 4th leading cause of cancer-related death in the world.

The early diagnosis and effective management of these patients can significantly improve patient outcomes. Resonance 
Health’s strategic association with the medical industry focused on liver disease and its expertise in bringing imaging based 
diagnostic medical devices to the research and clinical communities provides a strong outlook for shareholders.

The results of a clinical study conducted during the year for the liver fibrosis and fat measurements are promising and 
discussions are in progress with potential partners for further development of these diagnostic tests. The Board and 
management of Resonance Health are confident that our significant focus and investment in these areas will deliver success 
to the Company.

Liza Dunne

Managing Director

Stewart Washer 

Chairman

2

Resonance Health Limited Annual Report 2010
Resonance Health Limited Annual Report 2010
Resonance Health Limited Annual Report 2010

Y e A R   I n   R e V I e W

Ferriscan®
FerriScan® uptake in key markets during the 2009/2010 financial year has positioned it as market leader in the 
field of non-invasive assessment of iron overload. Over 3,000 FerriScan® reports were delivered during the year, 
a growth of 29% on the previous year, and Resonance Health is poised to celebrate its 10,000th FerriScan® in  
late 2010.

an accurate quantification of liver iron without the need 
to purchase additional hardware or software or to obtain 
training in its use. Fees are charged on each analysis 
performed. FerriScan® is now a short 10 minute imaging 
procedure, following the launch of FerriScan® Rapide during 
the year. 

FerriScan® continues to have a significant competitive 
advantage, providing highly sensitive and specific 
measurements at both very high and very low liver iron 
concentrations, even in the presence of other complicating 
factors such as inflammation, infection or fibrosis. Blood 
markers can be unreliable and clinicians are turning to MRI-
based methods to non-invasively quantify iron overload. 

Resonance Health continues to work closely with the 
clinical community and government agencies to gain 
reimbursement for FerriScan®.  

europe

The investment in locally based marketing resources in Europe 
demonstrated a strong return with volume growth in the 
UK of 136% on the prior year. The availability of funding by a 
number of National Health Service Trusts has been critical to 
the development of the UK business. Five additional hospitals 
commenced using FerriScan® in the UK during the year. 
Kings College Hospital was the first international hospital 
to use the FerriScan® and cardiac T2* dual analysis service. 
The myelodysplastic syndrome (MDS) market in Ireland is a 
significant target for Resonance Health and the Company hopes 
to establish the first FerriScan® facility in Ireland in early 2011.

A submission for reimbursement has been made in Germany 
which represents a large opportunity for FerriScan® in 
haemochromatosis and tranfusion-dependant iron overload.

FerriScan® is now recognised in many international markets 
as the new ‘gold standard’ in liver iron quantification, largely 
replacing the need for a liver biopsy, which can be a painful 
procedure associated with risks and is subject to sampling 
inaccuracies.  Worldwide, there are over 130 Magnetic 
Resonance Imaging (MRI) facilities providing the FerriScan® 
service, in over 20 countries.

FerriScan® is provided to the market as an image analysis 
service, ensuring the FerriScan® intellectual property is well 
protected and the accuracy of the results is maintained. 
Image analysis is performed at an ISO: 9001 certified facility 
by highly trained technicians. A secure web portal enables 
the electronic transmittal of image data and secure access to 
the results by MRI facilities around the world.

FerriScan® offers the international medical community 

Monitoring and Management of Iron Overload Conditions Regional Conference, London, June 2010.

3

Y e A R   I n   R e V I e W

Resonance Health Limited Annual Report 2010

Resonance Health Limited Annual Report 2010

north America

Resonance Health appointed a Vice President, US Business 
Development in 2010, to drive growth in the US market and 
manage a program for reimbursement of FerriScan® by US 
private and public payers. 

FerriScan® achieved endorsement by key patient groups 
during the year and inclusion in patient management 
guidelines; important steps towards achieving greater 
use and funding for FerriScan®. Reimbursement is key to 
FerriScan® achieving significant growth in this market and 
we are optimistic of progress in this regard during the 2010 / 
2011 financial year. 

Reimbursement for FerriScan® from the Ontario Ministry 
of Health contributed to the volume growth of 77% in the 
Canadian market.

Rest of the World

In Australia, FerriScan® volumes increased by 18%. FerriScan® 
became available in six new MRI facilities during the year 
providing greater access to the service in anticipation of a 
positive decision from the Medical Services Advisory Committee 
(MSAC) for public funding. A decision on the application, 
submitted in mid 2008, has encountered a series of unfortunate 
delays beyond the control of Resonance Health. Progress has, 
however, been made and it is likely that a final determination will 
be made by the Minister for Health in Q4 2010.

Cooley’s Anemia Foundation  
(Us thalassaemia patient society) 

Position statement on MRI-based 
Hepatic Iron Assessment Methods, 
including FerriScan®

 “There is significant clinical and scientific 
evidence available to support this technique as 
a means to monitor liver iron concentrations 
in patients with thalassemia. MRI-based 
iron assessment represents the type of  medical 
breakthrough our members depend on. 
FerriScan® itself  is a high quality (clinical 
grade, FDA approved) method of  accomplishing 
this assessment. Based on our review of  the 
peer-reviewed literature, Cooley’s Anemia 
Foundation recommends that third party 
insurance companies develop positive coverage 
policies so that consumers can access this test, 
providing more accurate and cost-effective results 
than liver biopsy.”

FerriScan® locations worldwide.

Resonance Health appointed its first overseas distributor 
for FerriScan® in Turkey and an application for government 
funding for FerriScan® has been submitted in that country. 
A positive response is anticipated in the 2010/2011 financial 
year. Turkey has over 5,000 thalassaemia and sickle cell 
disease patients and a high prevalence of hereditary 
haemochromatosis.

4

Efforts are being made to identify suitable organisations 
in other markets where a distributor is a requirement for 
product registration and to provide a cost effective marketing 
channel.   

  
Resonance Health Limited Annual Report 2010
Resonance Health Limited Annual Report 2010

Cardiac t2* 

Clinical Activities

At the 3rd Pan European Conference on Haemoglobinopathies 
in Berlin Resonance Health launched a new service to assess 
the risk of cardiac iron overload. Cardiac T2* is the most 
widely accepted MRI based method for assessing cardiac 
iron loading and when combined with a FerriScan® provides 
clinicians with a comprehensive assessment of a patient’s iron 
overload status.

Thalassaemia patients with elevated liver iron concentration are 
at greatest risk of future cardiac complications and premature 
death. While liver iron concentration has been shown to be a 
good predictor of this risk, a cardiac T2* analysis provides clinicians 
with information to assess the shorter term risk of cardiac failure or 
arrhythmia.

Resonance Health’s cardiac T2* image analysis service has 
approval by regulatory authorities in Australia and the 
European Union and is being delivered to these markets as a 
dual service, combining the FerriScan® test with a cardiac T2* 
assessment.

The company plans to submit a 510K application to the FDA 
in Q4 2010 for regulatory approval of the cardiac T2* service 
in the United States.

FerriScan® & Cardiac T2*

Professor Swee Lay Thein,
FRCPath, FRCP, DSc, FMedSci

Swee Lay Thein is Professor of 
Molecular Haematology and 
Consultant Haematologist at King’s 
College Hospital and King’s College 
London (KCL) School of Medicine, 
London, UK. She is head of the 
Division of Gene and Cell Based 
Therapy within KCL School of 
Medicine 

“FerriScan® is our preferred tool for determining Liver 
Iron Concentration as it has greater sensitivity and 
specificity to other MRI methods, providing a quantitative 
value which gives better guidance in monitoring.

FerriScan® has regulatory approval and offers a quality 
assured service. We use FerriScan® to screen patients for 
iron overload  and to optimise any chelation treatment 
required through  accurate monitoring.

We are also now using the dual analysis service 
(FerriScan® + Cardiac T2* ) provided by Resonance 
Health which provides a complete picture of  iron loading 
in the liver and heart where required. Demand for 
FerriScan® and the dual analysis service is increasing as 
this has a valuable role in both primary and secondary 
iron overload conditions.”

FerriScan® continues to provide important liver iron 
concentration (LIC) information for patients involved in clinical 
trials of iron chelating agents. FerriScan® LIC results are being 
used as the primary endpoint in studies to evaluate the efficacy 
of chelators in patients with transfusion-dependent and 
transfusion-independent iron overload disorders. FerriScan® 
often replaces the need to perform a liver biopsy and reduces 
reliance on less accurate serum ferritin measurements. 

A large study has been completed to independently validate 
the FerriScan® technology, involving 233 subjects and 5 MRI 
scanners. The same calibration curve was found to apply in 
the new validation study and confirmed that the FerriScan® 
technology was very robust for all subject types, regardless of 
age, disease, transfusion history and degree of liver fibrosis. 

There is now peer-reviewed published FerriScan® data for over 
2600 subjects, including patients with thalassaemia major, 
myelodysplastic syndrome, thalassaemia intermedia, sickle 
cell disease and hereditary haemochromatosis. This volume of 
published data enhances FerriScan®’s credibility in the clinical 
community and strengthens Resonance Health’s argument for 
reimbursement of its service.

The Company also concluded a multi-centre study of 60 patients 
to validate a 60% reduction in scan time. FerriScan® Rapide is 
now on the market, significantly improving the cost effectiveness 
of the service.

FerriScan® analysis in progress. 

5

Y e A R   I n   R e V I e W

Articles and Presentations

Resonance Health gained increased exposure through the 
publication of positive articles in the media, participation in 
exhibitions and invitations to present at a number of events.

These included:

•  37th Annual Sickle Cell Disease Association America 

Conference, Florida 30 Sept - 3 Oct 2009. Participation in 
the associated trade exhibition marked FerriScan®’s launch 
into the sickle cell market in the US.

•  American Association for the Study of Liver Disease 

(AASLD) 59th Meeting, Boston 30 Oct - 3 Nov 2009. 
Meeting attended by +9,000 delegates and Professor Tim 
St Pierre was invited to speak on non-invasive tissue iron 
measurement.

•  9th Cooley’s Anemia Symposium, New York 21-24 Oct 2009. 

Professor Tim St Pierre was invited to speak on interpreting 
liver iron concentration measurements and imaging.

•  2nd Pan-European Conference on Thalassaemia and other 

Haemoglobinopathies, Berlin 13-14 March 2010. A trade 
exhibition at this event provided a platform to launch 
the cardiac iron assessment service to an audience of key 
opinion leaders in Europe and patient advocacy groups.

•   Global Iron Summit, Prague 10-11 April 2010. Professor Tim 

St Pierre was invited to speak on “MRI technique in clinical 
practice: when, why and how?”

•   Monitoring and Management of Iron Overload Conditions 

Regional Conference, London 3 June 2010. This event 
provided medical education on various aspects of iron 
overload to attending clinicians from South East England.

Research and Development

Resonance Health has completed a clinical study into 
the development of an MRI-based technology for the 
quantification of liver fibrosis and liver fat. This study tested 49 
subjects with hepatitis and non-alcoholic fatty liver disease 
with a range of fibrosis severities.

Resonance Health Limited Annual Report 2010

Resonance Health Limited Annual Report 2010

D I R e C t o R s ’   R e P o R t

The study provided positive results and the Company is 
now planning the next phase of development.  The clinical 
community is strongly in favour of a non-invasive imaging 
test that can reliably assess the presence of liver fibrosis and 
liver fat. Resonance Health is working to develop such a test, 
which would involve only a 15 minute MRI examination and 
would provide significant competitive advantage over other 
tests on the market. 

Liver fibrosis and cirrhosis are major and growing health 
problems worldwide. Primary causes are viral hepatitis, non-
alcoholic fatty liver disease (NAFLD), iron overload and excess 
alcohol consumption. Liver fibrosis is a significant predictor 
of hepatocellular carcinoma, the most common form of liver 
cancer. Liver fibrosis may also lead to cirrhosis and end-stage 
liver disease requiring liver transplant.  

Pharmaceutical companies developing therapies for liver 
disease require accurate non-invasive diagnostic tools to 
quantify liver fibrosis and liver fat to assess the efficacy of new 
therapeutics under development.  Resonance Health sees 
these needs as a significant opportunity for the company.

Patented technology
The patented technology upon which FerriScan® is based 
enables MRI scanners to be used to measure and map the 
concentration of magnetic material within tissues. The special 
features of the technology enable the measurements to 
be made over a very wide range of concentrations with a 
high degree of sensitivity. FerriScan® is used primarily in the 
diagnosis, management, and monitoring of patients with iron 
overload diseases because the iron deposits in the liver are 
in the form of weakly magnetic particles. The technology has 
also been used in the research setting to measure and map 
concentrations of synthetic magnetic materials introduced into 
tissues for the purpose of labeling or magnetically transduced 
therapies.

Movements in mortality 1971 - 2008
Deaths per million of population

300

250

200

150

100

50

0

-50

-100

L
Liver

Diabetes
Diabetes

Cancer
Cancer

Respiratory
Respiratory

Road
Road

Heart 
Heart

Str
Stroke

1971                       1981                           1991                      2001                         2008

YEARS

© British Liver Trust, www.britishlivertrust.org.uk

Relative Growth of Mortality from Liver Disease in the UK.

6

Resonance Health Limited Annual Report 2010
Resonance Health Limited Annual Report 2010

D I R e C t o R s ’   R e P o R t

The Board of Directors has pleasure in presenting the annual financial report of the consolidated entity consisting of 
Resonance Health Limited and the entities it controlled during the period for the financial year ended 30 June 2010. In 
order to comply with the provisions of the Corporations Act, the directors report as follows:

Directors 

The names, qualifications and experience of directors in office during the financial year and until the date of this report are as 
follows.  Directors were in office for this entire period unless otherwise stated.

Ms Liza Dunne

B.Bus, GDipAppFin, GAICD 
Position:  Managing Director 
—Executive (appointed 23 October 
2008)

experience:  Ms Dunne joined 
Resonance Health in October 2003 
and has been actively involved in 
all aspects of the business including 
business development and 
commercialisation of FerriScan®, 

developing alliances with pharmaceutical industry partners 
and obtaining regulatory approval in various countries.

Ms Dunne has extensive experience in senior positions across 
industry.  She worked for IBM for eleven years in financial, 
marketing and management positions and spent five years 
with KPMG Consulting working across a broad spectrum of 
industry and project areas that focused on improved business 
processes and implementation of new technology.

Ms Dunne holds a Business Degree, a Graduate Diploma in 
Applied Finance and is a Graduate of the Australian Institute 
of Company Directors.

other current directorships:  
None

Former directorships in last 3 years:  
None

special responsibilities: 
Member of the Remuneration Committee (resigned 24 March 
2010)

Dr stewart Washer

B.Sc(Hons), PhD 

Position:  Chairman — 
Independent and Non-Executive 
(appointed 16 February 2009)

experience:  Dr Washer has over 
20 years of senior executive and 
Board experience in commercial 
technology companies in the 
medical, food, agricultural and 
industrial sectors. He was a founder 
of Biopacific Ventures, a $120m New Zealand based fund. He 
is currently a Venture Partner with the Swiss Inventages Fund, 
a €1.5 billion life science fund, funded by Nestle.

Dr Washer was the founding CEO of Phylogica Ltd (ASX:
PYC) a company with a peptide drug discovery technology. 
Before this, he was CEO of Celentis and managed the 
commercialisation of intellectual property from AgResearch 
in New Zealand with 650 Scientists and $130m revenues.

Dr Washer is an Investment Director with IB Managers who 
have Australian and European life-science funds. He is a 
Director of Healthlinx (ASX:HTX) who have developed the first 
successful diagnostic for Ovarian Cancer and Genesis R&D 
(ASX:GEN) who have developed new ways to deliver siRNA 
drugs. Dr Washer sits on the Senate at Murdoch University, 
and the Board of AusBiotech Ltd, the industry body for 
biotechnology.

other current directorships: 
Ausbiotech Ltd 
Genesis Research and Development Ltd 
HealthLinx Ltd

Former directorships in last 3 years: 
Biosignal Ltd 
Phylogica Ltd 
Xceed Capital Ltd

special responsibilities: 
Chairman of the Remuneration Committee 
Member of the Audit Committee

© British Liver Trust, www.britishlivertrust.org.uk

7

Resonance Health Limited Annual Report 2010

Resonance Health Limited Annual Report 2010

D I R e C t o R s ’   R e P o R t

Dr Martin Blake

MBBS, FRANZCR, MBA, GAICD 
Position:  Director — Independent 
and Non-Executive (appointed 4 
October 2007)

experience:  Dr Blake is a 
Radiologist and Nuclear Physician 
and brings a wealth of technical 
and industry experience to 
Resonance Health.  He has been a 
Partner of Perth Radiological Clinic 

since 1997 and is currently the Chairman of the Company. 

Dr Blake additionally held the position of Head of Department 
of Nuclear Medicine at Royal Perth Hospital for a number of 
years. He has published more than a dozen peer reviewed 
research papers and has been a contributing author to the 
Royal Australian and New Zealand College of Radiologists 
(RANZCR) Imaging Guidelines. Dr Blake has additionally held 
positions as Secretary and Treasurer of the WA Branch of the 
RANZCR. 

Dr Blake has an MBA from Melbourne University, is a Graduate 
of the Australian Institute of Company Directors and holds 
directorships on a number of private company boards.

other current directorships: None

Former directorships in last 3 years: None

special responsibilities: 
Chairman of the Audit Committee 
Member of the Remuneration Committee

Dr timothy st Pierre

B.Sc(Hons), PhD 

Position:  Director — Executive 
(appointed 21 August 2006)

experience:  Dr St Pierre is widely 
published in the field of iron in 
medicine and biology and has built 
a reputation as a physicist with an 
outstanding understanding of the 
fundamental properties of the iron 

deposits that occur in iron overload diseases. Dr St Pierre, a 
Professor at The University of Western Australia, led the team 
which developed the FerriScan® technology.  Dr St Pierre 
has strong links with international key opinion leaders in the 
field of iron overload diseases and regularly participates in 
international research collaborations.  Dr St Pierre recently 
won a Clunies Ross Award from the Australian Academy of 
Technological Sciences and Engineering for his work on non-
invasive measurement of tissue iron deposits.

other current directorships: 
None

Former directorships in last 3 years: 
None

special responsibilities: 
None

Mr simon Panton

Position:  Director —  
Non-Executive  
(appointed 5 October 2009)

experience:  Mr Panton has been 
a strong supporter of the Company 
and the FerriScan® technology over 
a number of years and is a major 
shareholder of Resonance Health. 
Mr Panton brings skills in business 
and marketing having run his own 
successful business.

Company secretary 

Ms eva o’Malley

B.Com, CA 

Position: Company Secretary 
(appointed 31 August 2007)

experience:  Ms O’Malley has over 
ten years experience in managing 
the financial obligations of ASX 
listed corporations across a diverse 
range of industries.

other current directorships: 
None

Former directorships in last 3 years: 
None

special responsibilities: 
Member of the Audit Committee (appointed 5 October 2009) 
Member of the Remuneration Committee (appointed 5 October 
2009)

8

Interests in the shares of the Company

The following relevant interests in shares and options of 
the company were held by the directors during the period.  
There has been no change in directors’ and executives 
shareholdings to the date of this report.

Balance  
1.7.09 

Received as 
 Remuneration 

Net Change 
Other 

Balance 
30.6.10

Directors 

Dr M Blake 

6,224,677 

- 

Ms L Dunne 

2,227,025 

366,770 

- 

- 

6,224,677

2,593,795

Mr S Panton1 

- 

-  65,960,972 

65,960,972

Dr T St Pierre 

9,078,750 

- 

- 

9,078,750 

451,422 

Dr S Washer 
451,422
________________________________________________________________________________________
Total 
84,309,616
__________________________________________________________________

366,770  65,960,972 

17,981,874 

- 

- 

Executives

- 

Ms E O’Malley 
-
________________________________________________________________________________________
-
Total 

__________________________

- 

- 

- 

- 

- 

1 Mr Panton was appointed as director on 5 October 2009. Net change 
other represents his shareholding on appointment as disclosed in his 
initial director’s interest notice.

Incentive shares and options 

The Class G incentive shares expired on 31 May 2010.  There were 
no incentive shares or unissued ordinary shares of Resonance 
Health Limited under option at the date of this report.

The company does not have an option plan.  Accordingly, no 
options were issued as part of remuneration to directors or 
specified executives during the current or previous financial year.

Dividends Paid or Recommended

No dividend was paid or declared for the financial year.

Principal Activities

The company’s business involves the development and 
commercialisation of technologies and services for the 
quantitative analysis of radiological images in a regulated and 
quality controlled environment. 

The company’s core product is FerriScan®, a non-invasive liver 
diagnostic technology used for the measurement of iron in the liver.

Review of operations

Resonance Health Limited is an Australian healthcare listed 
company located in Perth, Western Australia, specialising in 
the provision of image analysis services and the development 
of quantitative MRI diagnostic technology, with a sub-
specialty in the liver. All services are provided under a 
ISO:9001 certified quality management system.

Resonance Health’s FerriScan® technology for accurately 
measuring liver iron concentration has FDA, CE Mark and TGA 
certification and is being used in over 20 countries. FerriScan® 
is provided to the market through the Company’s central 
image analysis facility which also offers a range of Imaging 
CRO services for clinical trials in the pharmaceutical and 
biotechnology industries.

The Company is also developing imaging tools for the non-
invasive assessment of liver fat and liver fibrosis to address a 

9

Resonance Health Limited Annual Report 2010
Resonance Health Limited Annual Report 2010
Resonance Health Limited Annual Report 2010

large clinical need for patients with fatty liver disease and viral 
hepatitis.

 Financial Summary:

The Company delivered a financial result reflecting 
increased marketing activities for the FerriScan® product and 
investment into the development of pipeline products to 
provide further opportunities for growth.

•  FerriScan® revenue from routine clinical use of the 

FerriScan® service continued to increase during the year 
while revenues from clinical trials decreased due to a 
number of clinical trials involving FerriScan® coming to a 
conclusion. Overall, FerriScan® business segment revenue 
decreased 15% to $1,914,227 from $2,259,191 in the 
previous financial year. Revenue associated with the routine 
clinical use of FerriScan® for the management of patients 
with iron overload grew 18% in the year. The Company sees 
this as the primary growth area for the FerriScan® business.

•  The FerriScan® business segment delivered a profitable 
•  Research and development expenditure during the year 

result in the financial year.

totalled $564,084, an increase of 64% on the prior year.  
Included in this is an amount of $452,724 which has been 
capitalised as an intangible asset.  This comprised clinical 
trials for the development of the liver fibrosis and liver fat 
test and improvements to the FerriScan® technology to 
gain greater efficiencies in delivery of the FerriScan® service.

•  Overall expenditure increased 22% to $2,222,081 from 

$1,822,828 in the previous financial year primarily due 
to expansion into international markets and activities to 
secure reimbursement for FerriScan®.

•  Net loss for the year was $102,335 compared to a net profit 

of $617,051 in the previous financial year due to the above 
activities.

•  Resonance Health continues to have no debt and has 

cash at bank of $2,133,884 at the end of the financial year, 
compared to $2,644,938 in the previous financial year.

Major milestones during the year:

Activities during the year were focused on marketing of the 
FerriScan® service and research and development activities to 
provide pipeline products for future revenue growth.

The FerriScan® business achieved a number of milestones 
during the year:

•  FerriScan® ‘Rapide’ was launched providing a 60% 

reduction in the FerriScan® MRI scan time, improving the 
competitiveness of the FerriScan® test.

•  136% increase in sales volume in the UK market as a result 

of strong key opinion leader support and funding from 
some of the National Health Service Trusts.

•  77% increase in sales volume in Canada compared to the 

prior year as a result of gaining funding approval from the 
Canadian Ministry of Health.

•  Launch of a cardiac iron assessment test called Cardiac 

T2* in the UK and Australia to complement the FerriScan® 
service and provide additional revenue opportunities in 
established markets.

•  Engagement of the first FerriScan® distributor in Turkey, 

providing cost effective access to a large number of 

 
 
  
 
D I R e C t o R s ’   R e P o R t

Resonance Health Limited Annual Report 2010

Resonance Health Limited Annual Report 2010

patients with iron overload in Turkey and a model for 
FerriScan® sales growth throughout the Middle East and Asia.

•  Over 9,000 FerriScan®s have been performed to date.
•  Senior US based VP, Business Development appointed in 

January 2010 to drive growth in the large US market and 
gain reimbursement for FerriScan® in the US.

•  Submission for reimbursement in Germany lodged to drive 

growth in a market with large numbers of patients with iron 
overload conditions.

•  27 peer reviewed publications report the use of FerriScan® 

to diagnose, monitor or measure iron overload. 7 treatment 
guidelines support the use of FerriScan® including: 

o   Guidelines for the Clinical Management of Thalassaemia 

(updated 2nd edition)

o   The Italian Society of Haematology Practice Guidelines (Thal)

o   Standards for the clinical care of children and adults 

with Thalassaemia in the UK 

o   Standards for the clinical care of adults with sickle cell 

disease in the UK 

•  Increased presence at international conferences in the 

Company’s target markets including:

o   37th Annual Sickle Cell Disease Conference, USA

o   American Association for the Study of Liver Disease 

(AASLD), USA

o   2nd Pan-European Conference on Thalassaemia and 

other Haemoglobinopathies, Germany

o   Monitoring and Management of Iron Conditions 

Conference, UK

 •  The Australian Medical Services Advisory Committee 

(MSAC) met to review Resonance Health’s submission 
for funding for FerriScan®. The Company is awaiting the 
outcome of their assessment.

Research and Development Activities:

•  The Company completed a 59 subject clinical study to 

develop an MRI test for the assessment of liver fat and 
liver fibrosis, two areas of significant unmet clinical need. 
Non-alcoholic fatty liver disease (NAFLD) is considered the 
most common liver disease in the western world affecting 
20-30% of the population. Liver fibrosis, primarily caused by 
fatty liver and viral hepatitis, is a significant predictor of liver 
cancer. Results from this study are positive and discussions 
have commenced to scope the next phase of development 
with interested parties. The gold standard for assessing 
liver fibrosis and liver fat is a liver biopsy. An accurate non-
invasive imaging procedure would provide an attractive 
alternative to patients and pharmaceutical companies 
developing therapies to address these conditions. 

operating Results

The net loss of the consolidated entity for the financial year 
after tax was $102,335 (2009: profit of $617,051).

significant Changes in state of Affairs

There were no significant changes in the state of affairs of the 
company during the financial year.

significant events After Balance Date

No other matters or circumstances have arisen since the 
end of the financial year which significantly affected or may 

10

significantly affect the operations of the company and the 
consolidated entity, the results of those operations, or the 
state of affairs in future financial years.

Likely Developments and expected Results of 
operations

Comments on expected results of the operations of the 
consolidated entity are included in this report under the 
review of operations.

Disclosure of information regarding likely developments in 
the operations of the consolidated entity in future financial 
years and the expected results of those operations is likely to 
result in unreasonable prejudice to the company. Accordingly, 
this information has not been disclosed in this report.

environmental Legislation

The consolidated entity’s operations are not subject to any 
significant environmental legislation.

Indemnification and Insurance of Directors and officers

The company has agreed to indemnify all the directors and 
secretaries of the company for any liabilities to another 
person (other than the Company or related body corporate) 
that may arise from their position as directors of the Company 
and its controlled entities, except where the liability arises out 
of conduct involving a lack of good faith.

During the financial year the company paid a premium of 
$14,443 (2009: $14,469) to insure the directors and secretaries 
of the company and its controlled entities against any liability 
incurred in the course of their duties to the extent permitted 
by the Corporations Act 2001. It is not possible to apportion 
the premium between amounts relating to the insurance 
against legal costs and those relating to other liabilities.

ReMUneRAtIon RePoRt
This report outlines the remuneration arrangements in place for 
the key management personnel of Resonance Health Limited for 
the financial year ended 30 June 2010.  The information provided 
in this remuneration report has been audited as required by 
Section 308 (3C) of the Corporations Act 2001.

The remuneration report details the remuneration 
arrangements for key management personnel who are 
defined as those persons having authority and responsibility 
for planning, directing and controlling the major activities of 
the Company and the Group, directly or indirectly, including 
any director (whether executive or otherwise) of the parent 
company and the Company Secretary.

Key Management Personnel

(i)  Directors
Dr Stewart Washer – Chairman
Ms Liza Dunne – Managing Director
Dr Martin Blake
Mr Simon Panton (appointed 5 October 2009)
Dr Timothy St Pierre
(ii)  executives
Ms Eva O’Malley – Company Secretary
Remuneration Policy
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:

 
 
 
 
 
 
 
 
 •  set competitive remuneration packages to attract 

the highest calibre of employees in the context of 
prevailing market conditions, particular experience of 
the individual concerned and the overall performance 
of the company; 

 •  reward employees for performance that results in long-

term growth in shareholder wealth with the objective 
of ensuring maximum stakeholder benefit from the 
retention of a high quality board and executive team.

The Board of Resonance Health Limited 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.

Remuneration Committee

The Remuneration Committee of the Board of Directors of 
the company is responsible for determining and reviewing 
compensation arrangements for directors and the executive 
team.

The remuneration policy, setting the terms and conditions 
for the executive directors and other senior executives, was 
developed by the remuneration committee and approved by 
the Board.

The remuneration committee reviews executive packages 
annually by reference to the consolidated entity’s 
performance, executive performance and comparable 
information from industry sectors and other listed companies 
in similar industries.  The assistance of an external consultant 
or remuneration surveys are used where necessary.

Remuneration structure

In accordance with best practice Corporate Governance, 
the structure of non-executive director and executive 
remuneration is separate and distinct.

non-executive Director Remuneration

The Board seeks to set aggregate remuneration at a level that 
provides the company with the ability to attract and retain 
directors of the highest calibre, whilst incurring a cost that is 
acceptable to shareholders.

Non-executive directors’ fees not exceeding an aggregate of 
$250,000 per annum have been approved by the Company in 
a general meeting.

The amount of aggregate remuneration sought to be 
approved by shareholders and the manner in which it is 
apportioned amongst directors is reviewed annually.  The 
Board considers fees paid to non-executive directors of 
comparable companies when undertaking the annual review 
process.

Each of the non-executive directors receives a fixed fee for 
their services as directors.  There is no direct link between 
remuneration paid to any of the directors and corporate 
performance.

executive Remuneration

Remuneration consists of fixed remuneration and variable 
remuneration.

11

Resonance Health Limited Annual Report 2010
Resonance Health Limited Annual Report 2010
Resonance Health Limited Annual Report 2010

(i)  Fixed Remuneration

Fixed remuneration is reviewed annually.  The process 
consists of a review of relevant comparative remuneration in 
the market and internally and, where appropriate, external 
advice on policies and practices.  The Committee has access 
to external, independent advice where necessary.

All executives (except Dr St Pierre) receive a base salary 
(which is based on factors such as length of service and 
experience), superannuation and fringe benefits. The 
performance of executives is measured against criteria agreed 
annually with each executive.

Executives receive a superannuation guarantee contribution 
required by the government, which is currently 9%, and do 
not receive any other retirement benefits.

(ii)  Variable Remuneration

All bonuses and incentives are linked to predetermined 
performance criteria. The Board may, however, exercise 
its discretion in relation to approving incentives and 
bonuses, and can recommend changes to the committee’s 
recommendations. Any changes must be justified by 
reference to measurable performance criteria.

During the year, the Directors used their discretion to approve 
a bonus to Ms Dunne for her services to the company.

All remuneration paid to directors and executives is valued at 
the cost to the company and expensed.  Securities given to 
directors and executives are valued as the difference between 
the market price of those shares and the amount paid by the 
director or executive.

executive officer’s employment Agreements

Ms Dunne was appointed to the role of Managing Director of 
Resonance Health Ltd on 23 October 2008.  Her employment 
agreement provides for a salary of $220,000 pa inclusive of 
superannuation and the provision of one months notice for 
termination or resignation without cause.

Ms O’Malley was appointed to the role of Company 
Secretary of Resonance Health Ltd on 31 August 2007.  Her 
employment agreement provides for a salary of $75,210 pa 
inclusive of superannuation for 22.5 hours per week and the 
provision of one months notice for termination or resignation 
without cause.

Consultancy services Agreement for executive Director 
Dr tim st Pierre

The company has an agreement with The University of 
Western Australia (UWA) for consulting services provided 
by Dr St Pierre.  Under this agreement consulting services 
provided for duties of Chief Scientific Officer totalling 
$112,767 (2009: $114,872) and a fixed fee for his services as a 
director of $40,000 (2009: $40,000) were incurred during the 
financial year. These amounts are included in Dr Tim St Pierre’s 
remuneration disclosed in the following table.

Details of Remuneration for Year ended 30 June 2010 
(this information has been audited)

The remuneration for each director and for the executive 
officers of the consolidated entity receiving the highest 
remuneration during the year was as follows:

 
 
D I R e C t o R s ’   R e P o R t

Resonance Health Limited Annual Report 2010

Resonance Health Limited Annual Report 2010

Remuneration of directors and executives

Short-term	employee	benefits	
Salary	&	Fees	

Bonus	

Non-Executive Directors’ remuneration

$	

Dr S Washer 

Mr I Anderson1 

Dr M Blake 

Dr A Walker1 

Mr S Panton2 

2010 

2009 

2010 

2009 

2010 

2009 

2010 

2009 

2010 

64,220 

24,082 

- 

25,000 

36,697 

40,520 

- 

16,667 

27,029 

$	

- 

- 

- 

- 

- 

- 

- 

- 

- 

Post	employment	benefits	

Superannuation		
Contributions	
$	

Termination		
Benefits	
$	

5,780 

2,167 

- 

- 

3,303 

3,647 

- 

- 

2,432 

- 

- 

- 

- 

- 

- 

- 

- 

- 

Equity	
Shares	

$	

- 

- 

- 

- 

- 

- 

- 

- 

- 

Total	

	Performance	
Related
%

$	

70,000 

26,249 

- 

25,000 

40,000 

44,167 

- 

16,667 

29,461 

-

-

-

-

-

-

-

-

-

________________________________________________________________________________________________________________________________________________________________________

- 

- 

- 

- 

- 

- 

-

2009 

Total 
________________________________________________________________________________________________________________________________________________________________________

127,946 

139,461 

11,515 

2010 

N/A

- 

- 

- 

Total 
________________________________________________________________________________________________________________________________________________________________________

106,269 

112,083 

5,814 

2009 

N/A 

- 

- 

- 

1 Mr Anderson and Dr Walker resigned as Directors on 26 November 2008.  Dr Walker had 300,000 options that were granted 
on 13 May 2004.  These options had a value per option at grant date of $0.016 and an exercise price of $0.30.  These options 
expired upon Dr Walker’s resignation.
2 Mr Panton was appointed as a Director on 5 October 2009.

Short-term	employee	benefits	
Salary	&	Fees	

Bonus	

Executive Directors’ remuneration

Ms L Dunne3 

Dr T St Pierre4 

2010 

2009 

2010 

2009 

$	

201,834 

193,005 

152,767 

154,872 

$	

- 

10,000 

- 

- 

Post	employment	benefits	

Superannuation		
Contributions	
$	

Termination		
Benefits	
$	

Equity	
Shares	

$	

Total	

	Performance	
Related

$	 %

18,165 

18,270 

- 

- 

- 

- 

- 

- 

10,000 

10,000 

- 

- 

229,999 

231,275 

152,767 

154,872 

4.3

8.6

-

-

________________________________________________________________________________________________________________________________________________________________________

Other Executives’ remuneration

Ms E O’Malley 

2010 

76,458 

- 

6,881 

- 

- 

83,339 

-

________________________________________________________________________________________________________________________________________________________________________

2009 

59,400 

- 

5,346 

- 

- 

64,746 

-

Total 
________________________________________________________________________________________________________________________________________________________________________

431,059 

466,105 

10,000 

25,046 

2010 

N/A

- 

- 

Total 
________________________________________________________________________________________________________________________________________________________________________

407,277 

450,893 

10,000 

23,616 

10,000 

2009 

N/A 

- 

 3 Ms Dunne was given fully vested shares to the value of $10,000 in recognition of her performance to the Company.
4  Dr St Pierre’s remuneration represents directors’ fees earned during the financial year and consulting fees for duties as Chief  
Scientific Officer.

12

	
	
		
	
	
	
	
 
 
 
 
 
 
	
	
		
	
	
	
	
 
 
 
Resonance Health Limited Annual Report 2010
Resonance Health Limited Annual Report 2010
Resonance Health Limited Annual Report 2010

Meetings of Directors

The number of meetings of the company’s Board of directors and each Board committee held during the year ended 30 June 
2010, and the numbers of meetings attended by each director were:

Director	Meetings	

Audit	Committee	Meetings	

Remuneration	Committee	Meetings

Number	eligible	
To	attend	

Number		
attended	

Number	eligible	
To	attend	

	Number	
attended	

Number	eligible	
To	attend	

Number	
attended

Dr M Blake 

Ms L Dunne 

Mr S Panton 

Dr T St Pierre 

Dr S Washer 

8 

8 

7 

8 

8 

Corporate Governance

8 

8 

7 

8 

8 

4 

- 

2 

- 

4 

4 

- 

2 

- 

4 

3 

2 

3 

- 

3 

3

2

3

-

3

In recognising the need for the highest standards of corporate behaviour and accountability, the directors of Resonance Health 
Limited support and adhere to the principles of corporate governance. The company’s corporate governance statement is 
contained in the following section of this annual report.

Proceedings on Behalf of Company

No person has applied for leave of Court to bring proceedings on behalf of the company or intervene in any proceedings to 
which the company is a party for the purpose of taking responsibility on behalf of the company for all or any part of those 
proceedings.  The company was not a party to any such proceedings during the year.

Auditor Independence and non-audit services

Section 307C of the Corporations Act 2001 requires our auditors, HLB Mann Judd, to provide the directors of the Company with 
an Independence Declaration in relation to the audit of the annual report.  This Independence Declaration is set out on page 19 
and forms part of this directors’ report for the year ended 30 June 2010.

non-audit services

Details of amounts paid or payable to the auditor for non-audit services provided during the year by the auditor are outlined in 
Note 22 to the financial statements.  The directors are satisfied that the provision of non-audit services is compatible with the 
general standard of independence for auditors imposed by the Corporations Act 2001.

The directors are of the opinion that the services do not compromise the auditor’s independence as all non-audit services 
have been reviewed to ensure that they do not impact the integrity and objectivity of the auditor and none of the services 
undermine the general principles relating to auditor independence as set out in Code of Conduct APES 110 Code of Ethics for 
Professional Accountants issued by the Accounting Professional & Ethical Standards Board.

This report is made in accordance with a resolution of the Board of Directors.

Dr Stewart Washer

Chairman

Perth, Western Australia

Dated this 29 September 2010

13

 
	
	
CORPORATE GOVERNANCE STATEMENT

Resonance  Health  Limited  is  committed  to  protecting  and  enhancing  shareholder  value  and  adopting  best  practice  governance 
policies and practices. This Corporate Governance Statement outlines the main Corporate Governance practices that were in place 
throughout the financial year, which comply with the Australian Securities Exchange (‘ASX’) Corporate Governance Council published 
guidelines as well as its corporate governance principles and recommendations unless otherwise stated. Where a recommendation 
has not been followed, this is clearly stated along with an explanation for the departure. 

Principle 1

Lay solid foundations for management and oversight

The Board is the governing body of the Company. The Board and the Company act within a statutory framework – principally the 
Corporations Act and also the Constitution of the Company. Subject to this statutory framework, the Board has the authority and the 
responsibility to perform the functions, determine the policies and control the affairs of Resonance Health Limited.  

The  Board  must  ensure  that  Resonance  Health  Limited  acts  in  accordance  with  prudent  commercial  principles,  and  satisfies 
shareholders – consistent with maximising the Company’s long term value.

The Company has established the functions reserved to the Board.  The Board Charter summarises the role, responsibilities, policies 
and processes of the Board of Resonance Health Limited and comments on the Board’s approach to corporate governance.

The primary responsibilities of the Board include:

•   Charting the direction, strategies and financial objectives of the company and ensuring appropriate resources are  

available 

Ensuring the preparation of accurate financial reports and statements

•  Monitoring the implementation of those policies and strategies and the achievement of those financial objectives
•   Monitoring compliance with control and accountability systems, regulatory requirements and ethical standards
• 
• 
•  Appoint and monitor the performance of senior executives
• 

Reporting to shareholders and the investment community on the performance and state of the company

Establish proper succession plans for management of the company

The Company has established the functions delegated to senior executives.  The Board Charter summarises the role and responsibilities 
of the Managing Director and the Company Secretary.

The Board delegates responsibility for day to day management of the Company to the Managing Director.  However, the Managing 
Director must consult the Board on matters that are sensitive, extraordinary or of a strategic nature.  The Company Secretary supports 
the effectiveness of the Board.

Separate functions of the Board and management existed and were practised throughout the year.

ASX Corporate Governance Council Principle 1 recommendation 1.2 requires companies to disclose the process for evaluating the 
performance of senior executives.  

The  performance  of  executives  is  measured  against  criteria  agreed  annually  with  each  executive  and  is  based  predominantly  on 
the achievement of agreed milestones.  Performance evaluations were not completed for senior executives prior to the end of the 
financial year and the Company has implemented procedures to rectify this for future periods.

Details of matters reserved to the Board and delegated to senior executives are outlined in the Board Charter.  A copy of the Board 
Charter is publically available on the Company’s website.

The Board complied with the ASX Corporate Governance Council Principle 1 at all times during the year except as noted above.

Principle 2

Structure the Board to add value

The composition of the Board has been determined on the basis of providing the Company with the benefit of a broad range of 
technical, commercial and financial skills, combined with an appropriate level of experience at a senior corporate level. Details of 
each Director’s skills and experience are set out in the Directors’ report. 

The ASX guidelines recommend that a listed company should have a majority of Directors who are independent. The Board did not 
comply with the ASX Corporate Governance Council Principle 2 Recommendation 2.1 throughout the year.  As a result of director 
resignations the Board did not have a majority of independent Directors at all times during the financial year.

A Director is considered independent when the Director does not have any relationship with the Company that would be considered 
to affect the independent status as outlined in the ASX Corporate Governance Council Principle 2 Recommendation 2.1.

In the context of director independence, ‘materiality’ is considered from both the company and individual director perspective. The 
determination of materiality requires consideration of both quantitative and qualitative elements. An item is presumed to be 

14

 
 
 
 
 
 
 
 
 
 
Resonance Health Limited Annual Report 2010

quantitatively immaterial if it is equal or less than 5% of the appropriate base amount. It is presumed to be material (unless there is 
evidence to the contrary) if it is equal or greater than 10% of the appropriate base amount. Qualitative factors considered include 
whether  a  relationship  is  strategically  important,  the  competitive  landscape,  the  nature  of  the  relationship  and  the  contractual 
or  other  arrangements  governing  it  and  other  factors  which  point  at  the  actual  ability  in  question  to  shape  the  direction  of  the 
company’s loyalty.

Directors during the financial year were:

•  Dr Stewart Washer – Independent – Chairman
•  Dr Martin Blake – Independent
•  Ms Liza Dunne – Executive – Not independent – Managing Director
•  Mr Simon Panton – Not independent – substantial shareholder (appointed 5 October 2009)
•  Dr Tim St Pierre – Executive – Not independent – Chief Scientific Officer

A description of the skills and experience of each director and their period of office is disclosed in the Directors’ Report.  The ASX 
Corporate Governance Council Principle 2 Recommendation 2.2 recommends that the Chairman should be an independent director.  
The role of Chairman was performed by an independent director at all times during the financial year.  The ASX Corporate Governance 
Council Principle 2 Recommendation 2.3 recommends that the roles of Chairman and Managing Director be exercised by different 
individuals.  The company complied with this recommendation at all times during the financial year.

The roles of Chairman and Managing Director are exercised by different individuals, providing for clear division of responsibility at the 
head of the company. Their roles and responsibilities, and the division of responsibilities between them, are clearly understood and 
there is regular communication between them.

Directors are subject to re-election by rotation at annual general meetings as stipulated in the Corporations Act and the Company’s 
Constitution. There is no maximum term for non-executive director appointments. Newly elected Directors must seek re-election at 
the first general meeting of shareholders following their appointment.

The remuneration of the Directors is determined by the Nomination and Remuneration Committee. Further information and the 
components of remuneration for Directors are set out in the Directors’ Report.

ASX  Corporate  Governance  Council  Principle  2.4  recommends  that  the  Nomination  Committee  should  consist  of  a  majority  of 
independent Directors, be chaired by an independent Director and have at least three members.  

The members of the Nomination and Remuneration Committee during the financial year were:

•  Dr Stewart Washer (Chairman) - Independent
•  Dr Martin Blake - Independent
•  Ms Liza Dunne – Not Independent (resigned 24 March 2010)
•  Mr Simon Panton – Not Independent (appointed 5 October 2009)

Ms Dunne resigned from the Nomination and Remuneration Committee during the financial year as best practice recommends the 
Nomination and Remuneration Committee be comprised entirely of non-executive directors.  The number of meetings attended by 
each member of the Nomination and Remuneration Committee are detailed in the Directors’ Report.

ASX Corporate Governance Council Principle 2.5 recommends that the performance of the Board should be reviewed regularly against 
appropriate measures.  The Company does not have a formal process for evaluating the performance of the Board, its Committees 
or individual Directors.  Accordingly, there was no formal evaluation of the Board, its Committees or individuals Directors during the 
reporting period.

The Company has a procedure in place for Directors to take independent professional advice at the expense of the Company.  

Prior to the appointment of a new director the Nomination and Remuneration Committee assesses the skills represented on the 
Board  by  the  non-executive  Directors  and  determines  whether  those  skills  meet  the  skills  identified  as  required. The  Committee 
will  then  implement  a  process  to  identify  suitable  candidates  for  appointment.   The  Committee  makes  recommendations  to  the 
Board on candidates it considers appropriate for appointment.  Induction procedures are in place to ensure new Directors are able 
to participate fully and actively in Board decision-making at the earliest opportunity.  Directors have access to continuing education 
and are encouraged to update and enhance their skills and knowledge.  Directors meet regularly to discuss the performance of the 
company and to attend to regulatory requirements.  The company secretary distributes information before each Board meeting to 
enable Directors to discharge their duties effectively.

The Company’s Constitution requires a director of the Company to not hold office without re-election past the third annual general 
meeting following the director’s appointment or three years, whichever is longer.

The Company discloses its Nomination and Remuneration Committee Charter on the Company’s website.

The Board complied with the ASX Corporate Governance Council Principle 2 at all times during the year except as noted above.

15

 
 
 
 
 
 
 
 
 
CORPORATE GOVERNANCE STATEMENT

Principle 3

Promote ethical and responsible decision-making

The Board places great emphasis on ethics and integrity in all its business dealings. 

In regards to Principle 3.1 the Board considers the business practices and ethics exercised by individual Board members and key 
executives to be of the highest standards. 

The Company has a code of conduct as to the:

•  practices necessary to maintain confidence in the company’s integrity;
•  practices necessary to take into account their legal obligations and the expectations of shareholders; and
• 

responsibility and accountability of individuals for reporting and investigating reports of unethical practices.

These practices are outlined in the Company’s Board Charter, Communication Policy, Continuous Disclosure Charter, Share Trading 
Policy,  Audit  and  Risk  Charter  and  Nomination  and  Remuneration  Charter.    These  documents  are  disclosed  on  the  Company’s 
website.

Trading in the company’s shares

The company’s policy restricts Directors and employees from acting on material information until it has been released to the market 
and adequate time has been given for this to be reflected in the securities’ prices. Statutory provisions of the Corporations Act dealing 
with insider trading have been strictly complied with.

The Board complied with the ASX Corporate Governance Council Principle 3 Recommendations at all times during the year.

The Company’s Share Trading Policy is disclosed on the Company’s website.

Principle 4

Safeguard integrity in financial reporting

The Board has established an Audit and Risk Committee that operates in accordance with the Company’s Audit and Risk Charter. 
It is the Board’s responsibility to ensure that an effective internal control framework exists within the entity. This includes internal 
controls to deal with both the effectiveness and efficiency of significant business processes, including the safeguarding of assets, the 
maintenance of proper accounting records, and the reliability of financial information. The Board has delegated responsibility for the 
establishment and framework of internal controls and ethical standards for the management of the consolidated entity to the Audit 
Committee.

The Committee also provides the Board with additional assurance regarding the reliability of financial information for inclusion in the 
financial reports. All members of the Audit Committee are independent non-executive Directors.

ASX Corporate Governance Council Principle 4.2 recommends that the Audit Committee should consist only of non-executive with 
a majority of independent Directors, be chaired by an independent director who is not chair of the Board and have at least three 
members.  

The members of the Audit and Risk Committee during the financial year were:

•  Dr Martin Blake (Chairman) – Independent
•  Mr Simon Panton – Not Independent (appointed 5 October 2009)
•  Dr Stewart Washer - Independent

The  qualifications  of  each  member  of  the  Audit  and  Risk  Committee  and  the  number  of  meetings  attended  are  detailed  in  the 
Directors’ Report.

The  Audit  and  Risk  Committee  generally  invites  the  Managing  Director,  Company  Secretary,  and  external  auditors  to  attend 
meetings.

The Company discloses its Audit and Risk Committee Charter on the Company’s website.

The Company’s external auditors have a policy for the rotation of audit engagement partners.  A new Audit Partner was assigned to 
the Company with effect for the previous financial year in line with this policy.

The Board complied with the ASX Corporate Governance Council Principle 4 Recommendations at all times during the year.

16

 
 
 
 
 
 
Resonance Health Limited Annual Report 2010

Principle 5

Make timely and balanced disclosure

The Company complies with all disclosure requirements to ensure that Resonance Health manages the disclosure of price sensitive 
information effectively and in accordance with the requirements as set out by regulatory bodies. All market disclosures are approved 
by the Board.  The Managing Director and Company Secretary are authorised to communicate with shareholders and the market in 
relation to Board approved disclosures.

The Company has a written policy designed to ensure compliance with ASX Listing Rule disclosures and accountability at a senior 
executive level for that compliance.  The details of this policy are outlined in the Company’s Continuous Disclosure Charter which is 
displayed on the Company’s website.

All announcements made to the ASX are placed on the Company’s web site immediately after public release.

The Board complied with the ASX Corporate Governance Council Principle 5 Recommendations at all times during the year.

Principle 6

Respect the rights of shareholders

The  Company  has  a  Communications  Policy  that  details  the  Company’s  strategy  to  communicate  with  shareholders  and  actively 
promote  shareholder  involvement  in  the  Company.  It  aims  to  continue  to  increase  and  improve  the  information  available  to 
shareholders on its website. All company announcements, presentations to analysts and other significant briefings are posted on the 
company’s website after release to the Australian Securities Exchange.

The Board complied with the ASX Corporate Governance Council Principle 6 Recommendations at all times during the year.

Principle 7

Recognise and manage risk

The Board oversees the establishment, implementation and ongoing review of the Company’s risk management and internal control 
system.  Recommendation 7.1 requires that the company has a formal risk management policy and internal compliance and control 
system. Resonance Health Limited, through its operating subsidiary Resonance Health Analysis Services Pty Ltd, maintained a Quality 
Management  System  (QMS)  to  international  standards  ISO9001:2008  and  ISO13485:2003  which  encompass  formal  risk  analysis 
processes. 

Recommendation  7.2  requires  implementation  and  review  of  the  company’s  risk  management  and  internal  control  system.   The 
Company did not have a separately established risk committee. However, the duties and responsibilities typically delegated to such 
a committee are expressly included in the role of the Audit and Risk Committee and the main Board. The Board does not believe that 
any marked efficiencies or enhancements would be achieved by the creation of a separate risk committee.

In addition, the QMS requires the appointment of a Management Representative that reports directly to the Board of Directors. The 
company also has in place classes of insurance at levels which, in the reasonable opinion of the Directors, are appropriate for it size 
and operations.  Management has reported the effectiveness of the Company’s management of its material business risks to the 
Board during the reporting period.

In accordance with Recommendation 7.3 the Managing Director and the Chief Financial Officer provide written statements at each 
reporting period regarding the integrity of the financial statements and the company’s risk management and internal compliance 
and control systems. 

The Company’s Audit and Risk Charter is displayed on the Company’s website.

The Board complied with the ASX Corporate Governance Council Principle 7 Recommendations at all times during the year.

The  Company’s  external  auditor  is  invited  to  attend  the  annual  general  meeting  and  questions  from  shareholders  regarding  the 
conduct of the audit and the preparation and content of the auditor’s report are welcomed.

The Company’s Communication Policy is displayed on the Company’s website.

The Board complied with the ASX Corporate Governance Council Principle 7 Recommendations at all times during the year.

17

CORPORATE GOVERNANCE STATEMENT

Principle 8

Remunerate fairly and responsibly

The Board has a Nomination and Remuneration Committee.  Members of the Committee are outlined under Principle 2 above.

ASX  Corporate  Governance  Council  Principles  recommend  that  the  Remuneration  Committee  should  consist  of  a  majority  of 
independent Directors, be chaired by an independent director and have at least three members.  Ms Dunne, an executive director, 
resigned from the Nomination and Remuneration Committee on 24 March 2010.  From this date the Company complied with this 
recommendation.

The Nomination and Remuneration Committee regularly review the level and composition of remuneration of non-executive Directors, 
executive Directors and senior management with regards to industry best practice, company and individual performance.

Each of the non-executive Directors receives a fixed fee for their services as Directors.  Non-executive Directors’ fees not exceeding 
an aggregate of $250,000 per annum have been approved by the Company in a general meeting.  There is no direct link between 
remuneration paid to any of the non-executive Directors and corporate performance.  There are no schemes for retirement benefits 
other than superannuation for non-executive Directors.

The Company pays fees to the University of Western Australia for services provided by Dr St Pierre who is an executive director of the 
Company.  This comprises a fixed fee for his services as a director and a daily fee for his services as Chief Scientific Officer.

All executive employees receive a base salary, superannuation and fringe benefits.  The Company does not have a share or option 
incentive plan.  Accordingly, executive employees do not receive any equity based remuneration unless specifically approved on a 
case by case basis at a general meeting.

The members of the Nomination and Remuneration Committee are outlined in Principle 2.  Their attendance at Nomination and 
Remuneration Committee meetings is detailed in the Directors’ Report.  Director disclosure requirements are detailed in the notes to 
the financial statements. 

The Nomination and Remuneration Committee Charter is displayed on the Company’s website.

The Board complied with the ASX Corporate Governance Council Principle 8 Recommendations at all times during the year except 
as detailed above. 

18

Resonance Health Limited Annual Report 2010

AUDITOR’S INDEPENDENCE DECLARATION

As lead auditor for the audit of the financial report of Resonance Health Limited for the year ended 30 June 2010, 
I declare that to the best of my knowledge and belief, there have been no contraventions of:

a)  the auditor independence requirements of the Corporations Act 2001 in relation to the audit;  and

b)  any applicable code of professional conduct in relation to the audit.

This declaration is in respect of Resonance Health Limited.

Perth, Western Australia 

29 September 2010 

N G NEILL

Partner, HLB Mann Judd

HLB Mann Judd (WA Partnership)  ABN 22 193 232 714
Level 4, 130 Stirling Street Perth WA 6000.  PO Box 8124 Perth BC 6849 Telephone +61 (08) 9227 7500. Fax +61 (08) 9227 7533.
Email: hlb@hlbwa.com.au.  Website: http://www.hlb.com.au

Liability limited by a scheme approved under Professional Standards Legislation

HLB Mann Judd (WA Partnership) is a member of              International, a worldwide organisation of accounting firms and business advisers.

19

STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 30 JUNE 2010

Revenue

Other income

Employee benefits expense

Consulting and professional services

Research and development

Depreciation

Marketing and travel

Statutory and compliance

Foreign exchange loss

Other expenses

(Loss) / profit before income tax benefit

Income tax benefit

Consolidated

2010 
$

2009 
$

2,006,272

2,384,451

-

(1,265,675)

(72,857)

(111,360)

(24,582)

(334,073)

(130,572)

(16,380)

(282,962)

(232,189)

129,854

6,510

(979,928)

(132,855)

(152,894)

(26,033)

(159,764)

(129,340)

-

(242,014)

568,133

48,918

Notes

2(a)

2(b)

2(c)

3

Net (loss) / profit  for the year attributable to owners of the parent

(102,335)

617,051

Other comprehensive income

Exchange differences on translation of foreign operations

Other comprehensive (loss) / income for the year, net of tax

Total comprehensive (loss) / income for the year attributable to owners 
of the parent

(1,419)

(1,419)

79

79

(103,754)

617,130

Basic earnings / (loss) per share (cents per share)

5

(0.0)

0.2

The accompanying notes form part of these financial statements.

20

Resonance Health Limited Annual Report 2010

STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2010

Notes

Consolidated

2010 
$

2009 
$

7

8

9

10

11

12

13

14

2,133,884

2,644,938

789,947

3,004

97,011

712,317

2,651

77,901

3,023,846

3,437,807

62,387

642,766

705,153

61,103

190,042

251,145

3,728,999

3,688,952

494,269

26,225

520,494

361,181

25,512

386,693

520,494

386,693

3,208,505

3,302,259

15(a)

67,524,039

67,514,039

81,989

83,408

16

(64,397,523)

(64,295,188)

3,208,505

3,302,259

Current Assets

Cash and cash equivalents

Trade and other receivables

Available for sale investments

Other

Total Current Assets

Non-Current Assets

Property, plant and equipment

Intangible assets

Total Non-Current Assets

Total Assets

Current Liabilities

Trade and other payables

Other

Total Current Liabilities

Total Liabilities

Net Assets

Equity

Issued capital

Reserves

Accumulated losses

Total Equity

The accompanying notes form part of these financial statements.

21

STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 30 JUNE 2010

Consolidated

Note

2010 
$

2009 
$

Inflows/(Outflows)

1,887,772

2,027,127

(1,951,285)

(1,623,103)

76,432

66,888

79,807

(46,478)

(544,383)

(590,861)

(511,054)

2,644,938

2,133,884

-

130,710

534,734

(32,290)

(239,376)

(271,666)

263,068

2,381,870

2,644,938

Cash flows from operating activities

Receipts from customers

Payments to suppliers and employees

Grants received

Interest received

Net cash provided by / (used in) operating activities

7(i)

Cash flows from investing activities

Payments for plant and equipment

Payments for research and development

Net cash provided by / (used in) investing activities

Net increase / (decrease) in cash and cash equivalents

Cash and cash equivalents at the beginning of period

Cash and cash equivalents at the end of the period

7

The accompanying notes form part of these financial statements.

22

Resonance Health Limited Annual Report 2010

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 JUNE 2010

Consolidated

Issued 
Capital 
$

Accumulated 
Losses  
$

Foreign 
Currency 
Translation 

Reserve              

$

Option Reserve 
$

Total Equity 
$

Balance at 1 July 2008

67,504,039

(64,912,239)

17,045

66,284

2,675,129

Profit for the year

Exchange differences arising on translation of 
foreign operations

Total comprehensive income for the year

-

-

-

617,051

-

617,051

Shares issued during the year

10,000

-

-

79

79

-

-

-

-

-

617,051

79

617,130

10,000

Balance at 30 June 2009

67,514,039 (64,295,188)

17,124

66,284

3,302,259

(Loss) for the year

Exchange differences arising on translation of 
foreign operations

Total comprehensive (loss) for the year

-

-

-

(102,335)

-

-

(1,419)

(102,335)

(1,419)

Shares issued during the year

10,000

-

-

-

-

-

-

(102,335)

(1,419)

(103,754)

10,000

Balance at 30 June 2010

67,524,039 (64,397,523)

15,705

66,284

3,208,505

The accompanying notes form part of these financial statements.

23

notes to the financial statements

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2010

NOTE 1: Statement of significant accounting policies

(a)  Basis of preparation

The financial report is a general purpose financial report which has been prepared in accordance with the requirements of the 
Corporations Act 2001, Accounting Standards and Interpretations and complies with other requirements of the law.

The financial report has been prepared on a historical cost basis, except for available-for-sale investments, which have been   
measured at fair value. Cost is based on the fair values of the consideration given in exchange for assets.

The financial report is presented in Australian dollars.  The company is a listed public company, incorporated and operating in 
Australia and the United States of America.  The entity’s principal activities are the development of magnetic resonance imaging 
related technology, specifically the provision of non-invasive imaging tests for use by health care professions.

The Group has applied the revised AASB 101 Presentation of Financial Statements which became effective on 1 January 2009.  The 
revised standard requires the separate presentation of a statement of comprehensive income and a statement of changes in 
equity.  All non-owner changes in equity must now be presented in the statement of comprehensive income.  As a consequence 
the Group had to change the presentation of its financial statements.  Comparative information has been re-presented so that it 
is also in conformity with the revised standard.

(b)  Adoption of new and revised standards

In the year ended 30 June 2010, the Group has reviewed all of the new and revised Standards and Interpretations issued by the 
AASB that are relevant to its operations and effective for the current annual reporting period.  During the year, certain accounting 
policies  have  changed  as  a  result  of  new  or  revised  accounting  standards  which  became  operative  for  the  annual  reporting 
period commencing on 1 July 2009.

The affected policies and standards are:
•  Segment reporting – new AASB 8 Operating Segments
•  Business combinations – revised AASB 3 Business Combinations
•  Financial instruments – revised AASB 7 Financial Instruments: Disclosures
The Group has also reviewed all new Standards and Interpretations that have been issued but are not yet effective for the year 
ended 30 June 2010. As a result of this review the Directors have determined that there is no impact, material or otherwise, of 
the new and revised Standards and Interpretations on its business and, therefore, no change is necessary to Group accounting 
policies.

(c)   Statement of compliance

The financial report was authorised for issue on 29 September 2010.

The financial report complies with Australian Accounting Standards, which include Australian equivalents to International Financial 
Reporting Standards (AIFRS).  Compliance with AIFRS ensures that the financial report, comprising the financial statements and 
notes thereto, complies with International Financial Reporting Standards (IFRS).

(d)  Basis of consolidation

The consolidated financial statements comprise the separate financial statements of Resonance Health Limited (“company” or 
“parent entity”) and its subsidiaries as at 30 June each year (“the Group”).  Control is achieved where the company has the power 
to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

The financial statements of the subsidiaries are prepared for the same reporting period as the parent company, using consistent 
accounting policies.

In preparing the consolidated financial statements, all intercompany balances and transactions, income and expenses and profit 
and losses resulting from intra-group transactions have been eliminated in full.  Subsidiaries are fully consolidated from the date 
on which control is transferred to the Group and cease to be consolidated from the date on which control is transferred out of 
the Group.  Control exists where the company has the power to govern the financial and operating policies of an entity so as to 
obtain benefits from its activities.

Business combinations have been accounted for using the acquisition method of accounting (refer Note 1(ab)).

Non-controlling  interests  represent  the  portion  of  profit  or  loss  and  net  assets  in  subsidiaries  not  held  by  the  Group  and  are 
presented separately in the statement of comprehensive income and within equity in the consolidated statement of financial 
position.  Losses are attributed to the non-controlling interest even if that results in a deficit balance.

24

 
Resonance Health Limited Annual Report 2010

NOTE 1: Statement of significant accounting policies (cont.)

(e)  Critical accounting judgements and key sources of estimation uncertainty

The application of accounting policies requires the use of judgements, estimates and assumptions about carrying values of assets 
and liabilities that are not readily apparent from other sources.  The estimates and associated assumptions are based on historical 
experience and other factors that are considered to be relevant.  Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions are recognised in the period in which 
the estimate is revised if it affects only that period, or in the period of the revision and future periods if the revision affects both 
current and future periods.

Impairment of intangibles with indefinite useful lives

The  Group  determines  whether  intangibles  with  indefinite  useful  lives  are  impaired  at  least  on  an  annual  basis. This  requires 
an estimation of the recoverable amount of the cash generating units to which the intangibles with indefinite useful lives are 
allocated. The assumptions used in this estimation of recoverable amount and the carrying amount of intangibles with indefinite 
useful lives are discussed in Note 12.

Share-based payment transactions

The Group 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 Group measures the cost of cash-settled share-based payments at fair value at the grant date.

(f)  Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision 
maker.    The  chief  operating  decision  maker,  who  is  responsible  for  allocating  resources  and  assessing  performance  of  the 
operating segments, has been identified as the Board of Directors of Resonance Health Limited.

Change in accounting policy

The Group has adopted AASB 8 Operating Segments from 1 July 2009.  AASB 9 replaces AASB 114 Segment Reporting.  The new 
standard requires a ‘management approach’, under which segment information is presented on the same basis as that used for 
internal reporting purposes.  This has resulted in a change in the number of reportable segments presented by the Group as 
operating segments are reported in a manner that is consistent with internal reporting provided to the chief operating decision 
maker.

(g) Foreign currency translation

Both the functional and presentation currency of Resonance Health Limited and its Australian subsidiaries is Australian dollars. 
Each entity in the Group determines its own functional currency and items included in the financial statements of each entity are 
measured using that functional currency.

Transactions in foreign currencies are initially recorded in the functional currency by applying the exchange rates ruling at the 
date of the transaction.  Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange 
ruling at the statement of financial position date.

All exchange differences in the consolidated financial report are taken to profit or loss.

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rate as 
at the date of the initial transaction.

Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date the fair value 
was determined.

The functional currency of the foreign operation Resonance USA Inc. is United States dollars (US$). As at the reporting date the 
assets and liabilities of this subsidiary are translated into the presentation currency of Resonance Health Limited at the rate of 
exchange  ruling  at  the  statement  of  financial  position  date  and  the  statement  of  comprehensive  income  is  translated  at  the 
average exchange rate for the year. The exchange differences arising on the translation are taken directly to a separate component 
recognised in the foreign currency translation reserve in equity.  On disposal of a foreign entity, the deferred cumulative amount 
recognised in equity relating to that particular foreign operation is recognised in profit or loss.

(h)  Revenue recognition

Revenue is recognised to the extent that it is probable that economic benefits will flow to the Group and the revenue can be 
reliably measured.  The following specific recognition criteria must also be met before revenue is recognised: 

(i) Sale of Goods

Revenue is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer and the costs 
incurred or to be incurred in respect of the transaction can be measured reliably.  Risks and rewards of ownership are considered 
passed to the buyer at the time of delivery of the goods to the customer.

25

 
 
NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2010

NOTE 1: Statement of significant accounting policies (cont.)

(h)  Revenue recognition (cont.)

(ii) Rendering of services

Revenue from the rendering of a service is recognised upon the delivery of the service to the customers.

(iii) Interest income

Interest revenue is recognised on a time proportionate basis that takes into account the effective yield on the financial asset.

(i)  Borrowing costs

Borrowing costs are recognised as an expense when incurred.

(j)  Lease

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards if ownership 
to the lessee.  All other leases are classified as operating leases.

Assets held under finance lease are initially recognised at their fair value or, if lower, the present value of the minimum lease 
payments, each determined at the inception of the lease.  The corresponding liability to the lessor is included in the statement of 
financial position as a finance lease obligation.

Lease payments are apportioned between finance charges and the reduction of the lease obligation so as to achieve a constant 
rate of interest on the remaining balance of the liability.  Finance charges are charged directly against income unless they are 
directly attributable to qualifying assets, in which case they are capitalised in accordance with the general policy on borrowing 
costs.

Finance lease assets are depreciated on a straight line basis over the estimated useful life of the asset.

Operating lease payments, where the lessor effectively retains substantially all of the risks and benefits of ownership of the leased 
items, are recognised as an expense on a straight line basis over the lease term, except where another systematic basis is more 
representative of the time pattern in which economic benefits from the lease asset are consumed.

(k)  Income tax

The income tax expense or benefit for the period is the tax payable on the current period’s taxable income based on the applicable 
income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary difference 
and to unused tax losses.

The  current  income  tax  charge  is  calculated  on  the  basis  of  the  tax  laws  enacted  or  substantively  enacted  at  the  end  of  the 
reporting  period  in  the  countries  where  the  company’s  subsidiaries  and  associates  operate  and  generate  taxable  income.  
Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation 
is subject to interpretation.  It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax 
authorities.

Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from 
or  paid  to  the  taxation  authorities.   The  tax  rates  and  tax  laws  used  to  compute  the  amount  are  those  that  are  enacted  or 
substantially enacted by the balance date.

Deferred income tax is provided on all temporary differences at the balance date between the tax bases of assets and liabilities 
and their carrying amounts for financial reporting purposes.

Deferred income tax liabilities are recognised for all taxable temporary differences except:
•  when the deferred income tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction 
that is not a business combination and that, at the time of the transaction, affects neither the accounting profit nor taxable profit 
or loss; or
•  when the taxable temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, 
and the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will 
not reverse in the foreseeable future.

Deferred  income  tax  assets  are  recognised  for  all  deductible  temporary  differences,  carry-forward  of  unused  tax  assets  and 
unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary 
differences and the carry-forward of unused tax credits and unused tax losses can be utilised, except:
•  when  the  deferred  income  tax  asset  relating  to  the  deductible  temporary  difference  arises  from  the  initial  recognition  of 
an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the 
accounting profit, nor taxable profit or loss; or
•  when  the  deductible  temporary  difference  is  associated  with  investments  in  subsidiaries,  associates  or  interests  in  joint 
ventures, in which case a deferred tax asset is only recognised to the extent that it is probable that the temporary difference will 
reverse in the foreseeable future and taxable profit will be available against with the temporary difference can be utilised.

26

Resonance Health Limited Annual Report 2010

NOTE 1: Statement of significant accounting policies (cont.)

(k)  Income tax (cont.)

The carrying amount of deferred income tax assets is reviewed at each balance date and reduced to the extent that it is no longer 
probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.

Unrecognised deferred income tax assets are reassessed at each balance date and are recognised to the extent that it is has 
become probable that future taxable profit will allow the deferred tax asset to be recovered. 

Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is 
realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance 
date.

Income taxes relating to items recognised directly in equity are recognised in equity and not in profit or loss.

Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets against 
current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same taxation authority.

(l)  Other taxes

Revenues, expenses and assets are recognised net of the amount of Goods and Services Tax (GST) except:
•  when the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the 
GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and
•  receivables and payables, which are stated with the amount of GST included.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the 
statement of financial position.

Cash  flows  are  included  in  the  Statement  of  Cash  Flows  on  a  gross  basis  and  the  GST  component  of  cash  flows  arising  from 
investing and financing activities, which is recoverable from, or payable to, the taxation authority are classified as operating cash 
flows.

Commitments  and  contingencies  are  disclosed  net  of  the  amount  of  GST  recoverable  from,  or  payable  to,  the  taxation 
authority.

(m)   Impairment of assets

The Group assesses at each balance date whether there is an indication that an asset may be impaired.  If any such indication 
exists, or when annual impairment testing for an asset is required, the Group makes an estimate of the asset’s recoverable amount.  
An asset’s recoverable amount is the higher of its fair value less costs to sell and its value in use and is determined for an individual 
asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets 
and the asset’s value in use cannot be estimated to be close to its fair value.  In such cases the asset is tested for impairment as 
part of the cash-generating unit to which it belongs.  When the carrying amount of an asset or cash-generating unit exceeds its 
recoverable amount, the asset or cash-generating unit is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that 
reflects current market assessments of the time value of money and the risks specific to the asset.  Impairment losses relating to 
continuing operations are recognised in those expense categories consistent with the function of the impaired asset unless the 
asset is carried at revalued amount (in which case the impairment loss is treated as a revaluation decrease).

An assessment is also made at each balance date as to whether there is any indication that previously recognised impairment 
losses may no longer exist or may have decreased.  If such indication exists, the recoverable amount is estimated.  A previously 
recognised  impairment  loss  is  reversed  only  if  there  has  been  a  change  in  the  estimates  used  to  determine  the 
asset’srecoverable amount since the last impairment loss was recognised.  If that is the case the carrying amount of the asset 
is  increased  to  its  recoverable  amount.    That  increased  amount  cannot  exceed  the  carrying  amount  that  would  have  been 
determined, net of depreciation, had no impairment loss been recognised for the asset in prior years.  Such reversal is recognised 
in profit or loss unless the asset is carried at revalued amount, in which case the reversal is treated as a revaluation increase.  After 
such  a  reversal  the  depreciation  charge  is  adjusted  in  future  periods  to  allocate  the  asset’s  revised  carrying  amount,  less  any 
residual value, on a systematic basis over its remaining useful life.

27

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2010

NOTE 1: Statement of significant accounting policies (cont.)

(n)  Cash and cash equivalents

Cash comprises cash at bank and in hand.  Cash equivalents are short term, highly liquid investments that are readily convertible 
to known amounts of cash and which are subject to an insignificant risk of changes in value.  Bank overdrafts are shown within 
borrowings in current liabilities in the statement of financial position.

For the purposes of the Statement of Cash Flows, cash and cash equivalents consist of cash and cash equivalents as defined above.

(o)  Trade and other receivables

Trade receivables are measured on initial recognition at fair value and are subsequently measured at amortised cost using the 
effective  interest  rate  method,  less  any  allowance  for  impairment.   Trade  receivables  are  generally  due  for  settlement  within 
periods ranging from 14 days to 90 days.

Impairment  of  trade  receivables  is  continually  reviewed  and  those  that  are  considered  to  be  uncollectible  are  written  off  by 
reducing  the  carrying  amount  directly.    An  allowance  account  is  used  when  there  is  objective  evidence  that  the  Group  will 
not be able to collect all amounts due according to the original contractual terms.  Factors considered by the Group in making 
this determination include known significant financial difficulties of the debtor, review of financial information and significant 
delinquency in making contractual payments to the Group.  The impairment allowance is set equal to the difference between 
the carrying amount of the receivable and the present value of estimated future cash flows, discounted at the original effective 
interest rate.  Where receivables are short-term discounting is not applied in determining the allowance.

The amount of the impairment loss is recognised in the statement of comprehensive income within other expenses.  When a 
trade receivable for which an impairment allowance had been recognised becomes uncollectible in a subsequent period, it is 
written off against the allowance account.  Subsequent recoveries of amounts previously written off are credited against other 
expenses in the statement of comprehensive income.

(p)  Financial assets

Financial  assets  in  the  scope  of  AASB  139  Financial Instruments: Recognition and Measurement  are  classified  as  either  financial 
assets at fair value through profit or loss, loans and receivables, held-to-maturity investments, or available-for-sale investments, 
as appropriate.  Where financial assets are recognised initially, they are measured at fair value, plus, in the case of investments not 
at fair value through profit or loss, directly attributable transaction costs.   The Group determines the classification of its financial 
assets after initial recognition and, when allowed and appropriate, re-evaluates this designation at each financial year-end.

All regular way purchases and sales of financial assets are recognised on the trade date, i.e. the date that the Group commits to 
purchase the asset.  Regular way purchases or sales of financial assets under contracts that require delivery of the assets within 
the period established generally by regulation or convention in the marketplace.

(i) Financial assets at fair value through profit or loss

Financial  assets  classified  as  held  for  trading  are  included  in  the  category ‘financial  assets  at  fair  value  through  profit  or  loss’. 
Financial assets are classified as held for trading if they are acquired for the purpose of selling in the near term.  Gains or losses on 
investments held for trading are recognised in profit or loss.

(ii) Held-to-maturity investments

Non-derivative financial assets with fixed or determinable payments and fixed maturity are classified as held-to-maturity when 
the Group has the positive intention and ability to hold to maturity.  Investments intended to be held for an undefined period 
are not included in this classification.

(iii) Loans and receivables

Loans and receivables are non-derivative financial assets that are not quoted in an active market.  Gains and losses are recognised 
in the profit or loss when the loans and receivables are derecognised or impaired.

(iv) Available-for-sale investments

Available-for-sale  investments  are  those  non-derivative  financial  assets  that  are  designated  as  available-for-sale  or  are  not 
classified as any of the three preceding categories.  After initial recognition available-for-sale investments are measured at fair 
value with gains or losses being recognised as a separate component of equity until the investment is derecognised or until the  
investment is determined to be impaired, at which time the cumulative gain or loss previously reported in equity is recognised 
in profit or loss.

The fair value of investments that are actively traded in organised financial markets is determined by reference to quoted market 
bid prices at the close of business on the balance date.  For investments with no active market, fair value is determined using 
valuation techniques.  Such techniques include using recent arm’s length market transactions; reference to the current market 
value of another instrument that is substantially the same; discounted cash flow analysis and option pricing models.

28

Resonance Health Limited Annual Report 2010

NOTE 1: Statement of significant accounting policies (cont.)

 (q) 

 Derecognition of financial assets and liabilities 

(i) Financial assets

A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is derecognised 
when:
•  the rights to receive cash flows from the asset have expired;
•   the Group retains the right to receive cash flows from the asset, but has assumed an obligation to pay them in full without 

material delay to a third party under a ‘pass-through’ arrangement; or

•  the Group has transferred its rights to receive cash flows from the asset and either:

(a)  has transferred substantially all the risks and rewards of the asset, or

(b)  has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the  

asset.

When the Group has transferred its rights to receive cash flows from an asset and has neither transferred nor retained substantially 
all the risks and rewards of the asset nor transferred control of the asset, the asset is recognised to the extent of the Group’s 
continuing involvement in the asset.

(ii) Financial liabilities

A financial liability is recognised when the obligation under the liability is discharged or cancelled or expires.

When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an 
existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability 
and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in profit or loss.

(r)  Impairment of financial assets 

The Group assess at each balance date whether a financial asset or group of financial assets is impaired.

(i) Financial assets carried at amortised cost

If there is objective evidence that an impairment loss on loans and receivables carried at amortised cost has been incurred, the 
amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future 
cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original effective interest 
rate (i.e. the effective interest rate computed at initial recognition).  The carrying amount of the asset is reduced either directly or 
through use of an allowance account.  The amount of the loss is recognised in profit or loss.

The  group  first  assesses  whether  objective  evidence  of  impairment  exists  individually  for  financial  assets  that  are  individually 
significant,  and  individually  or  collectively  for  financial  assets  that  are  not  individually  significant.    If  it  is  determined  that  no 
objective  evidence  of  impairment  exists  for  an  individually  assessed  financial  asset,  whether  significant  or  not,  the  asset  is  
included  in  a  group  of  financial  assets  with  similar  credit  risk  characteristics  and  that  group  of  financial  asset  is  collectively 
assessed for impairment.  Assets that are individually assessed for impairment and for which an impairment loss is or continues 
to be recognised are not included in a collective assessment of impairment.

If,  in  a  subsequent  period,  the  amount  of  the  impairment  loss  decreases  and  the  decrease  can  be  related  objectively  to  an 
event occurring after the impairment was recognised, the previously recognised impairment loss is reversed.  Any subsequent 
reversal of an impairment loss is recognised in profit or loss, to the extent that the carrying value of the asset does not exceed its 
amortised cost at the reversal date.

(ii) Financial assets carried at cost

If there is objective evidence that an impairment loss has been incurred on an unquoted equity instrument that is not carried at 
fair value (because its fair value cannot be reliably measured), the amount of the loss is measured as the difference between the 
asset’s carrying amount and the present value of estimated future cash flows, discounted at the current market rate of return for 
a similar financial asset.

(iii) Available-for-sale investments

If there is objective evidence that an available-for-sale investment is impaired, an amount comprising the difference between its 
cost (net of any principal repayment and amortisation) and its current fair value, less any impairment loss previously recognised in 
profit or loss, is transferred from equity to the income statement.  Reversals of impairment losses for equity instruments classified 
as available-for-sale are not recognised in profit.  Reversals of impairment losses for debt instruments are reversed through profit 
or loss if the increase in an instrument’s fair value can be objectively related to an event occurring after the impairment loss was 
recognised in profit or loss.

29

 
 
 
  
 
NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2010

NOTE 1: Statement of significant accounting policies (cont.)

(s)  Property, plant and equipment 

Plant and equipment is stated at cost less accumulated depreciation and any accumulated impairment losses. 

Depreciation is calculated on a straight-line basis over the estimated useful life of the assets as follows:

Plant and equipment   

3 – 5 years

The assets’ residual values, useful lives and amortisation methods are reviewed, and adjusted if appropriate, at each financial year 
end.

(i) Impairment

The carrying values of plant and equipment are reviewed for impairment at each balance date, with recoverable amount being 
estimated when events or changes in circumstances indicate that the carrying value may be impaired.

The recoverable amount of plant and equipment is the higher of fair value less costs to sell and value in use. In 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.

For an asset that does not generate largely independent cash inflows, recoverable amount is determined for the cash-generating 
unit to which the asset belongs, unless the asset’s value in use can be estimated to be close to its fair value.

An impairment exists when the carrying value of an asset or cash-generating units exceeds its estimated recoverable amount. 
The asset or cash-generating unit is then written down to its recoverable amount.  Impairment losses for plant and equipment 
are recognised in the income statement.

(ii) Derecognition and disposal

An item of plant and equipment is derecognised upon disposal or when no further future economic benefits are expected from 
its use or disposal.

Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the 
carrying amount of the asset) is included in profit or loss in the year the asset is derecognised.

(t)  Intangible assets

Internally generated intangible assets – research and development expenditure

Expenditure on research activities is recognised as an expense in the period in which it is incurred.  Where no internally-generated 
intangible asset can be recognised, development expenditure is recognised as an expense in the period as incurred.

An intangible asset arising from development expenditure on an internal project is recognised if, and only if, all of the following 
has been demonstrated:
•  The technical feasibility of completing the intangible asset so that it will be available for use or sale;
•  The intention to complete the intangible asset and use or sell it;
•  How the intangible asset will generate probable future economic benefits;
•   The availability of adequate technical, financial and other resources to complete development and to use or sell the intangible 

asset; and

•  The ability to measure reliably the expenditure attributable to the intangible asset during its development.  

30

Resonance Health Limited Annual Report 2010

NOTE 1: Statement of significant accounting policies (cont.)

(t)  Intangible assets (cont.)

The amount initially recognised for internally generated intangible assets is the sum of the expenditure incurred from the date 
when the intangible asset first meets the recognition criteria listed above.

Subsequent to initial recognition, internally generated intangible assets are reported at cost less accumulated amortisation and 
accumulated impairment losses. The amortisation period is the period of expected benefits from the related project.

(u)  Trade and other payables

Trade payables and other payables are carried at amortised costs and represent liabilities for goods and services provided to the 
Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments 
in  respect  of  the  purchase  of  these  goods  and  services.   The  amounts  are  unsecured  and  are  usually  paid  within  30  days  of 
recognition. 

(v) Interest-bearing loans and borrowings

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 borrowings using the effective interest method.

Borrowings are removed from the statement of financial position when the obligation specified in the contract is discharged, 
cancelled or expired.  The difference between the carrying amount of a financial liability that has been extinguished or transferred 
to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in 
profit or loss as other income or finance costs.

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 reporting period.

(w) Provisions

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable 
that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can 
be made of the amount of the obligation.  Provisions are not recognised for future operating losses.

Provisions are measured at the present value or management’s best estimate of the expenditure required to settle the present 
obligation at the end of the reporting period.

(x)  Employee benefits

Wages, salaries, annual leave and sick leave

Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave expected to be 
settled within 12 months of the balance date are recognised in sundry creditors in respect of employees’ services up to the balance 
date.  They are measured at the amounts expected to be paid when the liabilities are settled.  Liabilities for non-accumulating sick 
leave are recognised when the leave is taken and are measured at the rates paid or payable.

(y)   Share-based payment transactions

Equity-settled transactions

The Group has previously had agreements where payment for services rendered are settled by the issuance of fully paid shares 
or options in the company.

The cost of these equity-settled transactions is measured by reference to the fair value of the equity instruments at the date 
they are granted and is recognised, together with a corresponding increase in equity, over the period in which the service is 
provided. 

31

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2010
FOR THE YEAR ENDED 30 JUNE 2010

NOTE 1: Statement of significant accounting policies (cont.)

(z) Issued capital

Ordinary shares are classified as equity.  Incremental costs directly attributable to the issue of new shares or options are shown in 
equity as a deduction, net of tax, from the proceeds.

(aa)Earnings per share (“EPS”)

Basic EPS is calculated as net profit/loss attributable to members of the parent, adjusted to exclude any costs of servicing equity 
(other than dividends) and preference share dividends, divided by the weighted average number of ordinary shares, adjusted for 
any bonus element.

Diluted EPS is calculated as net profit/loss attributable to members of the parent, adjusted for:
•  costs of servicing equity (other than dividends) and preference share dividends;
•  the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as  
  expenses; and
•  other non-discretionary changes in revenues or expenses during the period that would result from the dilution of potential  
  ordinary shares;

divided  by  the  weighted  average  number  of  ordinary  shares  and  dilutive  potential  ordinary  shares,  adjusted  for  any  bonus 
element.

(ab) Business combinations

The  acquisition  method  of  accounting  is  used  to  account  for  all  business  combinations,  including  business  combinations 
involving  entities  or  business  under  common  control,  regardless  of  whether  equity  instruments  or  other  assets  are  acquired.  
The consideration transferred for the acquisition of a subsidiary comprises the fair value of the assets transferred, the liabilities 
incurred and the equity interests issued by the group.  The consideration transferred also includes the fair value of any contingent 
consideration arrangements and the fair value of any pre-existing equity interest in the subsidiary.  Acquisition-related costs are 
expenses as incurred.  Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, 
with limited exceptions, measured initially at their fair values at the acquisition date.  On an acquisition-by-acquisition basis, the 
group recognises any non-controlling interest in the acquiree either at fair value or at the non-controlling interest’s proportionate 
share of the acquiree’s net identifiable assets.

The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition–date 
fair value of any previous equity interest in the acquiree over the fair value of the group’s share of the net identifiable assets 
acquired is recorded as goodwill.  If those amounts are less than the fair value of the net identifiable assets of the subsidiary 
acquired  and  the  measurement  of  all  amounts  has  been  reviewed,  the  difference  is  recognised  directly  in  profit  or  loss  as  a 
bargain purchase.

Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their present 
value as at the date of exchange.  The discount rate used is the entity’s incremental borrowing rate, being the rate at which a 
similar borrowing could be obtained from an independent financier under comparable terms and conditions.

Contingent  consideration  is  classified  as  either  equity  or  a  financial  liability.    Amounts  classified  as  a  financial  liability  are 
subsequently remeasured to fair value with changes in fair value recognised in profit or loss.

Change in accounting policy

A revised AASB 3 Business Combinations became operative on 1 July 2009.  While the revised standard continues to apply the 
acquisition method to business combinations, there have been some significant changes.

All  purchase  consideration  is  now  recorded  at  fair  value  at  the  acquisition  date.    Contingent  payments  classified  as  debt  are 
subsequently remeasured through profit or loss.  Under the group’s previous policy, contingent payments were only recognised 
when the payments were probable and could be measured reliably and were accounted for as an adjustment to the cost of 
acquisition.

Acquisition-related  costs  are  expensed  as  incurred.    Previously,  there  were  recognised  as  part  of  the  cost  of  acquisition  and 
therefore included in goodwill.

Non-controlling interests in an acquiree are now recognised either at fair value or at the non-controlling interest’s proportionate 
share of the aquiree’s net identifiable assets.  This decision is made on an acquisition-by-acquisition basis.  Under the previous 
policy, the non-controlling interest was always recognised at its share of the acquiree’s net identifiable assets.

If the group recognised previous acquired deferred tax assets after the initial acquisition accounting is completed there will no 
longer be any adjustment to goodwill.  As a consequence, the recognition of the deferred tax asset will increase the group’s net 
profit after tax.

32

Note 2: Revenues and expenses

(a)

Revenue

Liver Scan income

Grants received

Interest received 

(b)

Other income

Foreign exchange gain

(c)

Expenses

Depreciation of non-current assets

Impairment of trade receivables

Impairment of property, plant and equipment

Impairment of available-for-sale investments

Rental expense on operating leases

Resonance Health Limited Annual Report 2010

Consolidated

2010 
$

2009 
$

1,837,795

2,259,191

76,432

92,045

2,006,272

-

125,260

2,384,451

-

6,510

24,582

33,556

328

(353)

59,534

26,033

-

351

(884)

56,699

33

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2010

Note 3: Income tax benefit

Income tax recognised in profit or loss

The major components of tax benefit are:

Adjustments recognised in the current year in relation to the current tax of prior 
years – R&D tax offset

The prima facie income tax benefit on pre-tax accounting profit/(loss) from 
operations reconciles to the income tax benefit in the financial statements as 
follows:

Accounting profit/(loss) before income tax

Income tax calculated at 30%

Non deductible expenses

Unused tax losses not recognised as deferred tax assets

Benefit of tax losses recognised for the first time

Non assessable income

Benefit of temporary differences recognised for the first time

Other deferred tax assets and tax liabilities not recognised

R & D tax concessions

Over/(under) provision for income tax in prior year

Tax refund receivable (R&D tax offset)

Income tax benefit reported in the income statement

Unrecognised deferred tax balances

The following deferred tax assets and liabilities have not been brought to account:

Deferred tax assets:

Losses available for offset against future taxable income - revenue

Temporary differences – impairment of investments in subsidiaries

Other temporary differences

Deferred tax liabilities:

Capitalised research and development costs

Temporary differences

Consolidated

2010 
$

2009 
$

129,854

48,918

(232,189)

(69,656)

1,343

381,872

-

(11,178)

1,295

(489,500)

185,824

-

129,854

129,854

2,240,430

1,624

339,694

2,581,748

190,251

9,437

199,688

568,133

170,440

1,238

825,475

(974,129)

-

-

261,174

74,078

(358,276)

48,918

48,918

1,858,558

1,518

733,381

2,593,457

55,717

1,890

57,607

Income tax expense not recognised directly in equity

Share issue costs

152,765

152,765

Note 4: Segment reporting

Segment information

The chief operating decision maker is considered to be the Company’s Board of Directors.  The Group’s operating segments are 
determined by differences in the type of service provided.  The financial results of the Group’s operating segments are reviewed by 
the Board of Directors on a quarterly basis.

34

Resonance Health Limited Annual Report 2010

Note 4: Segment reporting (cont.) 

Business segments

The following table presents revenue and profit/loss information and certain asset and liability information regarding business 
segments for the year ended 30 June 2010.

Segment revenue

Sales to external customers

Grant revenue

Interest revenue

Total segment revenue

FerriScan®

Research and 
Development

Corporate

Total

$

$

$

$

1,837,795

76,432

-

1,914,227

-

-

-

-

-

-

92,045

92,045

1,837,795

76,432

92,045

2,006,272

Segment profit/(loss)

266,800

18,494

(387,629)

(102,335)

Other segment information included in profit/(loss)

Depreciation

Income tax benefit

Segment assets

Segment liabilities

Other segment cash flow information:

24,582

-

-

129,854

-

-

24,582

129,854

896,697

277,617

642,766

172,827

2,189,536

3,728,999

70,050

520,494

Net cash inflow / (outflow) from operating activities

Net cash (outflow) from investing activities

495,849

(46,478)

-

(416,042)

79,807

(544,383)

-

(590,861)

The following table presents revenue and profit/loss information and certain asset and liability information regarding business 
segments for the year ended 30 June 2009.

Segment revenue

Sales to external customers

Interest revenue

Total segment revenue

2,259,191

-

2,259,191

-

-

-

-

2,259,191

125,260

125,260

125,260

2,384,451

Segment profit/(loss)

1,348,588

(103,976)

(627,561)

617,051

Other segment information included in profit/(loss)

Depreciation

Income tax benefit

Segment assets

Segment liabilities

26,033

-

-

48,918

-

-

26,033

48,918

852,482

164,443

190,042

153,126

2,646,428

3,688,952

69,124

386,693

Other segment cash flow information:

Net cash inflow / (outflow) from operating activities

1,045,894

-

(511,160)

534,734

Net cash (outflow) from investing activities

(32,290)

(239,376)

-

(271,666)

The consolidated entity derived 71% (2009: 78%) of its external customer sales revenue from one major customer.

35

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2010

Note 5: Earnings per share

Consolidated

2010 
$

2009 
$

Basic profit / (loss) per share (cents)

(0.0)

0.2

(a) Earnings / (loss) used in the calculation of basic and dilutive earnings per share

(102,335)

617,051

(b) Weighted average number of ordinary shares for the purposes of basic loss per share

360,246,883

359,575,239

2010 
Number

2009 
Number

There are no potential ordinary shares on issue.

Note 6: Dividends

No dividend was paid or declared for the current or previous financial year.

Note 7: Cash and cash equivalents

Deposits at call

Term deposits

Consolidated

2010 
$

2009 
$

633,884

494,938

1,500,000                    2,150,000

2,133,884

2,644,938

Deposits at call earn interest at floating rates based on daily bank deposit rates.

Term deposits are made for varying periods depending on the immediate cash requirements of the Group and earn interest at the 
respective term deposit rates.

36

 
Resonance Health Limited Annual Report 2010

Consolidated

2010 
$

2009 
$

(102,335)

617,051

24,582

10,000

33,556

328

(353)

26,033

10,000

-

351

(884)

544,383

239,376

(106,960)

(19,110)

(452,724)

149,146

713

(1,419)

79,807

(2,178)

-

(2,178)

1,864

18,136

20,000

20,000

38,120

58,120

(301,403)

18,820

(190,042)

89,841

25,512

79

534,734

(8,444)

-

(8,444)

4,719

15,281

20,000

20,000

38,120

58,120

Note 7: Cash and cash equivalents (cont.)

(i) Reconciliation of profit / (loss) for the year to net cash flows from           
operating activities

Profit/(loss) for the year

Non-cash flows in profit / (loss):

Depreciation

Share issue

Impairment of trade receivables

Impairment of property, plant and equipment

Impairment of investments

Reclassification to investing activities:

Research and development

Changes in net assets and liabilities:

(Increase)/decrease in receivables

(Increase)/decrease in other assets

(Increase)/decrease in capitalised development costs

Increase/(decrease) in trade creditors and borrowings

Increase/(decrease) in other liabilities

Increase/(decrease) in translation reserve

Net cash provided by operating activities

(ii) Financing facilities

Unsecured credit card:

Amount used

Amount unused

Secured credit card:

Amount used

Amount unused

(iii) Cash balances not available for use

Security deposits:

Credit card

Lease premises

37

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2010

Consolidated

Note 8: Trade and other receivables

Current

Trade receivables

Allowance for impairment

Other receivables

The average credit period on sales of goods and rendering of services is 14 to 90 days.

Aging of past due but not impaired

Up to 30 days

60-90 days

90-120 days

120+ days

Movement in the allowance for impairment

Balance at the beginning of the year

Impairment losses recognised on receivables

Balance at the end of the year

2010 
$

526,315

(33,556)

492,759

297,188

789,947

6,602

11,768

539

8,096

27,005

-

33,556

33,556

2009 
$

593,379

-

593,379

118,938

712,317

194,831

35,264

1,748

14,565

246,408

-

-

-

In determining the recoverability of a trade receivable, the Group considers any changes in the credit quality of the trade receivable 
from the date credit was granted up to the reporting date.  An allowance has been made for estimated irrecoverable trade receivable 
amounts  arising  from  the  past  rendering  of  services  in  relation  to  a  specific  debtor  amount.   The  concentration  of  credit  risk  is 
significant  with  72%  (2009:  81%)  of  trade  receivables  relating  to  one  major  customer.   The  remaining  trade  receivables  relate  to 
a  large  and  unrelated  customer  base.   The  directors  believe  no  further  credit  provision  is  required  in  excess  of  the  allowance  for 
impairment.

Note 9: Available for sale investments

Current – Carried at fair value

Shares in listed corporations

Less: Impairment

Note 10: Other assets

Current

Prepayments

Security deposits

14,337

(11,333)

3,004

38,891

58,120

97,011

14,337

(11,686)

2,651

19,781

58,120

77,901

38

Resonance Health Limited Annual Report 2010

Consolidated

Note 11: Property, plant and equipment

Fixtures and equipment

At cost

Less: Accumulated depreciation

Total property, plant and equipment

Reconciliation

2010 
$

227,575

(165,188)

62,387

Reconciliation of the carrying amount of each class of property, plant and equipment is set out below:

Fixtures and equipment

Balance at the beginning of the year

Additions

Disposals

Depreciation expense

Carrying amount at the end of the year

NOTE 12: Intangible assets

61,103

26,194

(328)

(24,582)

62,387

2009 
$

242,355

(181,252)

61,103

40,108

47,379

(351)

(26,033)

61,103

Development expenditure

642,766

190,042

Development expenditure relates to costs incurred in developing MRI image analysis tools for the diagnosis and clinical management 
of human disease.

During the current financial year this development has related to a faster version of FerriScan®, a cardiac iron assessment MRI tool and 
the next stage of development of an MRI-based liver fibrosis and liver fat assessment tool.

The recoupment of development expenditure is dependent on the successful development and commercialisation or sale of the 
technology developed.  The directors are required to assess at each reporting date whether there is an indication that an asset may 
be impaired.  If any such indication exists an estimate is made of the asset’s recoverable amount.  Where the asset’s carrying value 
exceeds the estimated recoverable amount a provision for impairment is recognised.

In making this assessment the directors had regard to the size of the liver fibrosis and liver fat markets, competing products, experience 
gained with the FerriScan® technology, the likely period over which these revenues are expected to be generated and the likelihood 
of any technological obsolescence.

39

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2010

Note 13: Trade and other payables

Current

Trade payables (i)

Related party payables (ii)

Sundry creditors and accruals

Consolidated

2010 
$

126,966

132,183

235,120

494,269

2009 
$

70,167

153,476

137,538

361,181

(i)  Trade payables are non-interest bearing and are normally settled on 30 day terms.

(ii) For terms and conditions relating to related party payables refer to Note 19.

Information regarding the effective interest rate and credit risk of current payables is set out in Note 17.

Note 14: Other liabilities

Current

Unearned income

26,225

25,512

Note 15: Issued Capital

2010

2009

Number

$

Number

$

(a) Issued and paid up capital

360,431,775

67,524,039

363,065,005

67,514,039

Movements during the period

Ordinary shares

Number of shares

Issue Price

Balance at the beginning of the financial year

360,065,005

Shares issued to Managing Director

Balance at the end of the financial year

Incentive shares

Balance at the beginning of the financial year

Expiration of Class G incentive shares

Balance at the end of the financial year

Total

(b) Shares issued to Managing Director  

366,770

360,431,775

3,000,000

(3,000,000)

-

360,431,775

$0.02726

$0.000001

$

67,514,023

10,000

67,524,023

16

-

16

67,524,039

The issue price of shares issued to the Managing Director was equal to the volume weighted average price of the Company’s shares 
as traded on ASX over the 20 trading days prior to the date of issue of the shares.

(c) Terms and conditions of incentive shares 

3,000,000 unquoted class G incentive shares - Expired 31 May 2010 

Each  Incentive  Share  entitles  the  Holder  to  convert  the  Incentive  Share  into  an  ordinary  Share  in  accordance  with  the  following 
Milestones. 

Class G Incentive Shares: Convert to 3,000,000 Ordinary Shares upon the Company achieving a minimum volume weighted average share 
price for a period of 60 trading days of not less than $0.60 per share; or in the event that the Company’s shares are listed on a recognised 
international stock exchange other than the ASX and where or when Resonance shareholders have received a minimum value of $0.60 
per share for their Resonance shareholding; or on receipt of an offer by a third party to acquire not less than 20% of the Company’s 
issued shares at a placement or offer price of not less than $0.60 per share.  These Class G Incentive Shares expired on 31 May 2010.  
There are no incentive shares or unissued ordinary shares of Resonance Health Ltd under option remaining at 30 June 2010.

40

 
 
 
Resonance Health Limited Annual Report 2010

Consolidated

2010 
$

(64,295,188)

(102,335)

(64,397,523)

2009 
$

(64,912,239)

617,051

(64,295,188)

Note 16: Accumulated losses

Balance 1 July

Net profit/(loss) for year

Balance 30 June

NOTE 17: Financial instruments 

(a)  Capital risk management   

The  Group  controls  the  capital  of  the  Company  in  order  to  maintain  an  appropriate  debt  to  equity  ratio  and  to  ensure  that  the 
Company can fund its operations and continue as a going concern.  The Group’s overall strategy remains unchanged from the previous 
financial year.  The capital structure of the group consists of cash and cash equivalents and equity attributable to equity holders of 
the parent, comprising issued capital, reserves and retained earnings.  None of the Group’s entities are subject to externally imposed 
capital requirements.  Operating cash flows are used to maintain and expand operations, as well as to make routine expenditures.

(b)  Categories of financial instruments

Financial assets

Cash and cash equivalents

Loans and receivables

Available for sale financial assets

Financial liabilities

Payables

2,192,004

789,947

3,004

2,703,058

712,317

2,651

418,080

319,874

The net fair values of all financial assets and liabilities approximate their carrying value. 

(c)  Financial risk management objectives

The Group is exposed to market risk (including currency risk, fair value interest rate risk and price risk), credit risk, liquidity risk and 
cash flow interest rate risk.  The Group seeks to minimise the effects of these risks.  The Group does not enter into or trade financial 
instruments, including derivative financial instruments, for speculative purposes. 

(d)  Market risk 

The  Group’s  activities  expose  it  primarily  to  the  financial  risk  of  changes  in  foreign  currency  exchange  rates.   There  has  been  no 
change in the Group’s exposure to market risks or the manner in which it manages and measures the risk from the previous period.

(e)  Foreign currency risk management

The  Group  undertakes  certain  transactions  denominated  in  foreign  currencies,  hence  exposures  to  exchange  rate  fluctuations 
arise.  Exchange rate exposures are managed within approved policy parameters.  The Group does not engage in forward exchange 
contracts.

The carrying amount of the Group’s foreign currency denominated monetary assets and monetary liabilities at the reporting date is 
as follows:

Liabilities

Assets

United States Dollars

Great British Pounds

European Euros

2010

$

30,259

995

23,410

2010

$

545,346

69,111

11,799

2009

$

552,051

17,668

15,161

2009

$

-

-

-

41

 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2010

Note 17: Financial instruments (cont.) 

Foreign currency sensitivity analysis

The Group is exposed to United States Dollar (USD), Great British Pound (GBP) and European Euro (EUR) currency fluctuations.

The  following  table  illustrates  the  Group’s  sensitivity  to  a  10%  increase  and  decrease  in  the  Australian  dollar  against  the  relevant 
foreign currency.  The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their 
translation at the period end for a 10% change in foreign currency rates.  A negative number indicates a decrease in profit and other 
equity where the Australian dollar strengthens against the respective currency.  For a weakening of the Australian dollar against the 
respective currency there would be an equal and opposite impact on the profit and other equity and the balances below would be 
positive.

Profit or loss impact:

- USD

- GBP

- EUR

(f )  Interest rate risk management

2010

$

(46,826)

(6,192)

1,056

2009

$

(50,186)

(1,606)

(1,378)

All financial assets and financial liabilities are non-interest bearing except for cash and cash equivalent balances.  The following table 
details the Group’s expected maturities for cash and cash equivalent financial assets.

Cash and cash equivalent financial assets

Less than one month

One to three months

Total

2010

Weighted average effective interest rate

2009

Weighted average effective interest rate

Interest rate sensitivity analysis

$2,133,884

4.22%

$2,494,938

2.99%

$58,120

3.65%

$208,120

3.78%

$2,192,004

$2,703,058

The Group is exposed to fluctuations in interest rates as it has deposited monies at floating and fixed interest rates.

The  following  table  illustrates  the  Group’s  sensitivity  to  a  10%  increase  and  decrease  in  the  interest  rate.   The  sensitivity  analysis 
includes only cash and cash equivalent financial assets as at 30 June and assumes a 10% change in interest rates.  Where the interest 
rate decreases a reduction in profit would be experienced.

Profit or loss impact:

(g)  Credit risk management

2010

$

917

2009

$

1,353

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to 
a financial loss.  The Group is exposed to credit risk from its operating activities (primarily from customer receivables) and from its 
financing activities, including deposits with banks, foreign exchange transactions and other financial instruments. 

Outstanding customer receivables are regularly monitored and any credit concerns highlighted to senior management.  At  30 June 
2010, the Group had one customer that accounted for 72% of all trade receivables (2009: 81%).

The maximum exposure to credit risk, excluding the value of any collateral or other security at balance date in relation to each class 
of recognised financial assets is the carrying amount, net of any allowance for impairment recorded in the financial statements.  The 
Group does not hold any collateral as security for any trade receivable.

(h)  Equity price risk

The Group is exposed to equity price risks arising from available-for-sale financial assets.  The Group’s investments are publicly traded.

Equity price risk sensitivity analysis

The following table illustrates the Group’s sensitivity to a 10% increase and decrease in the equity price.

Profit or loss impact:

42

2010

$

300

2009

$

265

 
 
 
Resonance Health Limited Annual Report 2010

Note 17: Financial instruments (cont.) 

(i)  Liquidity risk management

Ultimate responsibility for liquidity risk management rests with the board of directors, who have built an appropriate liquidity risk 
management  framework  for  the  management  of  the  Group’s  short,  medium  and  long-term  funding  and  liquidity  management 
requirements.  The Group manages liquidity risk by maintaining adequate reserves by continually monitoring forecast and actual 
cash flows and matching the maturity profiles of financial assets and liabilities.  Included in Note 7 is a listing of additional undrawn 
facilities that the Group has at its disposal to further reduce liquidity risk.

The following table details the Group’s expected maturity for its financial liabilities.

Less than one month

One month to three 
months

Three months to 
one year

2010

Non-interest bearing

2009

Non-interest bearing

(j)  Fair value of financial instruments

$

358,580

278,874

$

45,000

26,000

$

Total

$

14,500

418,080

15,000

319,874

The  net  fair  value  of  all  financial  assets  and  liabilities  approximate  their  carrying  values.    No  financial  assets  or  financial  liabilities, 
except for listed shares are readily traded on organised markets in standardised form.

The aggregate net fair values and carrying amounts of all financial assets and liabilities are disclosed in the financial statements.

Note 18: Commitments for expenditure

Operating lease commitments

Commitments for minimum lease payments in relation to non-cancellable 
operating leases for office premises are payable as follows:

Within one year

Later than 1 year but no later than 5 years

Total commitments not recognised in the financial statements

Note 19: Related party disclosure

Consolidated

2010

$

22,108

-

22,108

2009

$

63,374

21,125

84,499

The consolidated financial statements include the financial statements of Resonance Health Limited and the subsidiaries listed in the 
following table.

Name of entity

Country of 

incorporation

Class of 

shares

Equity 

holding

Investment ($)

2010

2009

Resonance  Health  Analysis  Services  Pty  Ltd 
(formerly Inner Vision Biometrics Pty Ltd)

WA Private Health Care Services Pty Ltd

IVB Holdings Pty Ltd

ResonanceUSA Inc

Less: Impairment

Australia

Ordinary

100%

9,415,300

9,415,300

Australia

Australia

USA

Ordinary

Ordinary

Ordinary

100%

100%

100%

224,366

1,300,000

-

224,366

1,300,000

-

(10,072,984)

(10,261,176)

866,682

678,490

Resonance Health Limited is the ultimate Australian entity and parent of the Group.

Transactions with related parties

Transactions with related parties are on normal commercial terms and conditions no more favourable than those available to other 
parties unless otherwise stated.

Transactions with related parties in the wholly owned group

During the year the company provided interest free loans to Resonance Health Analysis Services Pty Ltd totalling $621,555 with no 
fixed repayment date.  During the previous year the company received interest free loans from Resonance Health Analysis Services 
Pty Ltd totalling $468,948.

During the year the company provided interest free loans to Resonance USA Inc totalling $109,820 with no fixed repayment date 
(2009: $nil).

43

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2010

Note 19: Related party disclosure (cont.)

A cumulative impairment of these loans amounting to $4,401,373 was recorded up to balance date (2009: $3,308,220).

During the year expenses were paid by Resonance Health Analysis Services Pty Ltd totalling $140,800 (2009: $64,555) on behalf of 
the company.

During the year expenses were paid by ResonanceUSA Inc totalling $111,846 (2009: $nil) on behalf of the company.

During the year expenses were paid by the company on behalf of Resonance Health Analysis Services Pty Ltd totalling $41,930 
(2009: $10,377).

Note 20: Parent entity disclosures

Financial Position

Assets

Current assets

Non-current assets

Total assets

Liabilities

Current liabilities

Total liabilities

Equity

Issued capital

Option reserve

Accumulated losses

Total equity

Financial Performance

Profit / (loss) for the year

Total comprehensive income / (loss)

2010

$

2009

$

1,741,324

856,682

2,598,006

2,643,776

678,490

3,322,266

70,050

70,050

69,124

69,124

67,524,039

67,514,039

66,284

66,284

(65,062,367)

(64,327,181)

2,527,956

3,253,142

Year ended

30 June 2010

Year ended

30 June 2009

$

(735,186)

(735,186)

$

568,013

568,013

Note 21: Events subsequent to reporting date

No other matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly 
affect the operations of the company and the consolidated entity, the results of those operations, or the state of affairs in future 
financial years.

Note 22: Auditors’ remuneration

During the year the following fees were paid or payable to the auditor:

Remuneration of the auditor of the company for:

-  auditing or reviewing the financial report

-  taxation compliance services

44

Consolidated

2010

$

37,450

28,698

66,148

2009

$

30,000

39,354

69,354

Resonance Health Limited Annual Report 2010

Note 23: Directors and executive disclosures

(a)  Details of key management personnel
(i) Directors

Dr Stewart Washer   

Chairman (non-executive) 

Ms Liza Dunne 

Dr Martin Blake 

Managing Director (executive) 

Director (non-executive) 

Mr Simon Panton 

Director (non-executive) 

Appointed 5 October 2009

Dr Tim St Pierre 

Director (executive) 

(ii) Executives

Ms Eva O’Malley 

Chief Financial Officer and Company Secretary 

Key management personnel remuneration has been included in the Remuneration Report section of the Directors’ Report.

(b) Shareholdings of key management personnel

The numbers of ordinary shares in the company held during the financial year by key management personnel of the consolidated 
Group including their personally related entities are set out below.

Balance 1.7.09

Received as 
Remuneration

Net Change  
Other*

Received during 
the year on 
exercise of options

Balance 30.6.10

Directors

Dr S Washer

Dr M Blake

Ms L Dunne

Dr T St Pierre

Mr S Panton

Total

Executives

Ms E O’Malley

Total

451,422

6,224,677

2,227,025

9,078,750

-

-

-

366,770

-

-

17,981,874

366,770

-

-

-

-

-

-

-

-

65,960,972

65,960,972

-

-

-

-

-

-

-

-

-

451,422

6,224,677

2,593,795

9,078,750

65,960,972

84,309,616

-

-

*  Includes shares held as disclosed in the initial directors interest notice on being appointed director on 5 October 2009.

(c) Transactions and balances with directors and other key management personnel

Non-Executive Director – Dr Martin Blake

Dr Blake is a Director of Perth Radiological Clinic.

During  the  previous  financial  year  the  Group  provided  FerriScan®  services  totalling  $1,617  to  Perth  Radiological  Clinic.    Amounts 
receivable at 30 June 2009 totalled $269.

During  the  previous  financial  year  the  Group  purchased  MRI  patient  scans  for  a  clinical  trial  study  totalling  $1,980  from  Perth 
Radiological Clinic.  Amounts payable at 30 June 2009 totalled $660.

Executive Director – Dr Tim St Pierre

Dr  St  Pierre  is  an  employee  of The  University  of Western  Australia. The  Group  has  an  agreement  with  the  University  of Western 
Australia for the provision of consulting services by Dr St Pierre and others.

Amounts relating to services provided by Dr St Pierre during the year can be found in the Remuneration Report forming part of the 
Directors’ Report.

Amounts relating to consulting services provided by others under the agreement with the University of Western Australia during the 
financial year totalled $39,859 (2009: $31,489).  The amount payable at 30 June 2010 totalled $71,348 (2009: $31,489).

During the year the Group provided FerriScan® services totalling $10,311 (2009: nil) to the University of Western Australia.  Amounts 
receivable at 30 June 2010 totalled $1,817 (2009: $nil).

Non-Executive Director – Dr Stewart Washer

Dr Washer is a Director of Ausbiotech Limited.

During the year the Group purchased an Ausbiotech subscription totalling $1,809.  Amounts payable at 30 June 2010 were nil.

45

 
 
 
 
 
 
DIRECTORS’ DECLARATION

1. 

In the opinion of the directors:

a. the accompanying financial statements, notes and the additional disclosures are in accordance with the Corporations Act 2001 
including:

i. giving a true and fair view of the consolidated entity’s financial position as at 30 June 2010 and of its performance for the 
year then ended;  and

ii. complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations 
Regulations 2001; and

b. there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and 
payable; and

c. the financial statements and notes thereto are in accordance with International Financial Reporting Standards issued by the 
International Accounting Standards Board.

2. 

 This declaration has been made after receiving the declarations required to be made to the directors in accordance with Section 
295A of the Corporations Act 2001 for the financial year ended 30 June 2010.

This declaration is signed in accordance with a resolution of the Board of Directors.

Dr Stewart Washer

Chairman

Place: Perth, Western Australia

Dated: 29 September 2010

46

 
INDEPENDENT AUDITOR’S REPORT 

To the members of

RESONANCE HEALTH LIMITED

Report on the Financial Report

We have audited the accompanying financial report of Resonance Health Limited (“the company”), which comprises the statement 
of financial position as at 30 June 2010, and the statement of comprehensive income, statement of changes in equity and statement 
of cash flows for the year ended on that date, a summary of significant accounting policies, other explanatory notes and the directors’ 
declaration of the consolidated entity comprising the company and the entities it controlled at the year’s end or from time to time 
during the financial year as set out on pages 20 to 46. 

Directors’ Responsibility for the Financial Report 

The  directors  of  the  company  are  responsible  for  the  preparation  and  fair  presentation  of  the  financial  report  in  accordance 
with  Australian  Accounting  Standards  (including  the  Australian  Accounting  Interpretations)  and  the  Corporations  Act  2001. This 
responsibility includes establishing and maintaining internal controls relevant to the preparation and fair presentation of the financial 
report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; 
and making accounting estimates that are reasonable in the circumstances. 

In Note 1(c), the directors also state, in accordance with Accounting Standard AASB 101: Presentation of Financial Statements that the 
consolidated financial statements comply with International Financial Reporting Standards.

Auditor’s Responsibility 

Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with 
Australian Auditing Standards. These Auditing Standards require that we comply with relevant ethical requirements relating to audit 
engagements  and  plan  and  perform  the  audit  to  obtain  reasonable  assurance  whether  the  financial  report  is  free  from  material 
misstatement. 

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The 
procedures  selected  depend  on  the  auditor’s  judgement,  including  the  assessment  of  the  risks  of  material  misstatement  of  the 
financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the 
company’s preparation and fair presentation of the financial report in order to design audit procedures that are appropriate in the 
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control. An audit also 
includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the 
directors, as well as evaluating the overall presentation of the financial report. 

Our audit did not involve an analysis of the prudence of business decisions made by directors or management.  

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions. 

Independence 

In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001.

HLB Mann Judd (WA Partnership)  ABN 22 193 232 714
Level 4, 130 Stirling Street Perth WA 6000.  PO Box 8124 Perth BC 6849 Telephone +61 (08) 9227 7500. Fax +61 (08) 9227 7533.
Email: hlb@hlbwa.com.au.  Website: http://www.hlb.com.au

Liability limited by a scheme approved under Professional Standards Legislation

HLB Mann Judd (WA Partnership) is a member of              International, a worldwide organisation of accounting firms and business advisers.

47

 
 
The following additional information is disclosed in accordance with Section 4.10 of the Australian Securities Exchange Ltd 

Listing rules in respect of listed public companies only.

The following information is supplied as at 30 September 2010.

Auditor’s Opinion 

In our opinion: 

(a)  the financial report of Resonance Health Limited is in accordance with the Corporations Act 2001, including: 

(i)  giving a true and fair view of the consolidated entity’s financial position as at 30 June 2010 and of its performance for the 

year ended on that date; and 

(ii)  complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations 

Regulations 2001; and 

(b)  the consolidated financial statements also comply with International Financial Reporting Standards as disclosed in Note 1(c). 

Report on the Remuneration Report

We have audited the Remuneration Report included in pages 10  to 12 of the directors’ report for the year ended 30 June 2010.  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. 

Auditor’s Opinion 

In our opinion the Remuneration Report of Resonance Health Limited for the year ended 30 June 2010 complies with section 300A 
of the Corporations Act 2001. 

Perth, Western Australia 

29 September 2010 

HLB MANN JUDD

Chartered Accountants

N G NEILL

Partner

48

 
 
 
 
Additional Information For Listed Public Companies

Resonance Health Limited Annual Report 2010

The following additional information is disclosed in accordance with Section 4.10 of the Australian Securities Exchange Ltd 
Listing rules in respect of listed public companies only.

The following information is supplied as at 30 September 2010.

1.  Analysis of Shareholdings

  Distribution of Shareholders (ASX Code: RHT) 

   Ordinary Shares

  Number of Ordinary Shares Held 

Number of holders 

Number of shares

1 – 1,000 

1,001 – 5,000 

5,001 – 10,000 

10,001 – 100,000 

100,001 – and over 

534 

191 

249 

765 

322 

2,061 

121,559

596,599

1,863,003

29,310,220

328,540,394

360,431,775

The number of shareholdings holding less than a marketable parcel of shares are 1,393.

2.  Voting Rights

  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.

3.  Twenty Largest Shareholders of quoted Ordinary Shares 

Name 

Number of Ordinary Shares 

Percentage of Total

Southam Investments 2003 Pty Ltd  

65,414,622 

18.15

BNM Holdings Pty Ltd  

10,500,000 

1. 

2. 

3. 

4. 

The University Of Western Australia 

Timothy Guy St Pierre  

5.  Wanida Chau-Anusorn  

6.  Mr Robert Francis Panton 

7. 

Paul Roderick Clark  

8.  Dr Franklyn Jay Ives 

9. 

Sean Watkins-Saxon  

10.  Mr Helmut Rocker 

11.  Dr Simon Bell 

12.  Mr William Grove 

13.  Five Tigers Investment Corporation Ltd 

14.  Untold Pty Ltd  

15.  Mr Kevin Edward Deeves & Mrs Pauline Mary Deeves  

16.  Dr Martin Peter Blake 

17.  Bellamena Pty Ltd  

18.  Mr Ian Bruce Anderson 

19.  Mr Harry Basle 

20.  Anahein Pty Ltd 

9,078,750 

9,078,750 

8,070,000 

7,840,824 

6,817,388 

6,272,934 

6,250,000 

6,000,000 

5,087,483 

4,838,401 

4,494,844 

4,166,667 

4,000,000 

3,798,590 

3,333,333 

2,522,138 

2,418,735 

2,408,478 

2.91

2.52

2.52

2.24

2.17

1.89

1.74

1.73

1.66

1.41

1.34

1.25

1.16

1.11

1.05

0.93

0.70

0.67

0.67

172,391,937 

47.82

49

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Additional Information For Listed Public Companies

4. Substantial shareholders

The names of substantial shareholders who have notified the Company in accordance with sections 709 and 710 of the 
Corporations Act 2001 are:

Southam Investments 2003 Pty Ltd 

 65,414,622 ordinary shares

50

Resonance Health Limited Annual Report 2010

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51

This page left blank intentionally

52

1st  Floor, 

216 Stirling Highway

CLAREMONT WA 6010

Telephone: 61 8 9286 5300

Facsimile:   61 8 9286 1179

Postal address

PO Box 1135

NEDLANDS WA 6909 
Australia

Website and e-mail address

www.resonancehealth.com

Email: info@ferriscan.com

ANNUAL REPORT 2010

Resonance Health Limited