2019 Annual Report
ABN: 55 095 006 090
ReNu Energy Limited, Corporate House, Kings Row 1, Level 2, 52 McDougall Street, Milton 4064
Phone: +61 7 3721 7500 | Fax: +61 7 3721 7599 | Email: info@renuenergy.com.au
ABN: 55 095 006 090
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2019 Annual Report
Contents
Chairman’s & CEO’s Letter
Directors' Report
Auditor’s Independence Declaration to the Directors of ReNu Energy Limited
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Cash Flows
Consolidated Statement of Changes in Equity
Notes to the Financial Statements
Directors' Declaration
Independent Auditors Report
Corporate Governance & Shareholder Information
Corporate Directory
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2019 Annual Report
Chairman’s & CEO’s Letter
Dear Shareholders
The 2019 financial year under review was a period of active project initiation to grow ReNu Energy’s
renewable portfolio consistent with the strategy presented at last year’s AGM. Board and Management
undertook extensive market investigations examining potential debt and equity funding options available to
ReNu Energy to fund new renewable energy projects in the development pipeline and support operating
activities. These activities were not successful in securing the necessary funding required by the Company
to continue the planned developments within all areas of the portfolio.
Divestment of solar assets & retail license
A significant development post the 30 June balance date was the completion in September of the sale of the
Group’s existing Embedded Network Operations, including the energy retail authorisation, and the Amaroo
Solar PV facility to CleanPeak Energy for a total consideration of $5,775,000.
The sale of the solar PV operations provided ReNu Energy with the capital to repay all debt, continue
operations and undertake a considered assessment of the existing bioenergy asset base as well as the
geothermal exploration program remediation obligations in the Cooper Basin.
A material and corresponding change in the Company’s resources and staffing requirements has been
undertaken, including an office relocation to a more appropriate space. The Board is continuing with a
strategic review of operations.
Board and Management Changes
The strategic review undertaken by the Board and executive team to date, has critically assessed the
Company’s current cost structure with tangible changes implemented to ensure that overhead costs are
significantly reduced during the current transition period.
The changes include the appointment of Board member Mr Tony Louka as interim CEO and Managing
Director following the resignation of Craig Ricato (on 30 September), the transition from a full-time to part-
time CFO and Company Secretary, and the resignation of our Chief Operating Officer, Warren Leitao. These
changes are in line with our stated intention of immediately reducing overhead costs following the CleanPeak
Energy transaction, while the company reviews future opportunities and focusses on geothermal remediation
activities.
Operations
During the 2018/19 financial year the operational focus of the business has been the supply of electricity from
its portfolio of renewable generation assets. Key activities during the year included:
• Supply and sale of 9.9GWh of electricity from our portfolio of solar PV and bioenergy projects, an
increase of 4.0GWh from the previous year.
• Commissioning and operation of the Solar PV embedded network sites with Shopping Centres
Australia at Mount Gambier Marketplace, Murray Bridge Market Place and Lismore Plaza.
• Upgrade of a new Caterpillar generator replacement engine at our AJ Bush bioenergy facility, now
awaiting safety requirement confirmation from Energy Queensland to begin use.
2019 Annual Report
Page 1
Financial Results
The Group’s EBITDA loss of $2,781,000 for the 2019 financial year (2018: $4,725,000) was a significant
improvement on the previous year, largely attributable to increased income from the solar operations. The
Group’s Bioenergy assets returned a positive EBITDA on an operational basis, though the overall Bioenergy
business unit returned a loss, predominantly resulting from increased business development expenditure.
The Group continued to benefit from the cost cutting initiatives implemented in 2018.
On completion of the sale of the Solar PV embedded network operations and retail licence in September
2019 and the repayment of all debt, cash holdings increased by $4.25 million.
The Group’s financial results for the 2020 financial year will be influenced by the sale of the solar operations,
the strategic review being undertaken and the focus on minimising costs.
Year ahead – priorities
As we look to 2020 we believe the prudent approach now is to narrow the focus by completing the
restructuring of the business and prioritising the close out of the Cooper Basin remediation obligation for
Habanero wells 3 & 4. We are currently exploring options for engaging contractors to manage the final
engineering and completion of remediation of the wells, with the aim of commencing a remediation program
in early 2020. The finalising of the remediation obligations should assist in progressing corporate combination
consideration and future renewable development opportunities with capital market support.
Thank you
We would also like to take this opportunity to thank the following people: Craig Ricato who resigned as CEO
& Managing Director in September, Anton Rohner who resigned as Non Executive Director, Damian Galvin
and Matthew Scott as CFO/Company Secretary, Warren Leitao our COO along with all the departing
corporate and operational team members for their tenure, dedication and hard work for ReNu Energy. We
wish them all the best in their future endeavours.
On behalf of the Board, we also acknowledge and thank you, our shareholders, who continue to support the
business as we transition through this period of adjustment as we endeavour to reposition ourselves again
to become a stronger renewable company in the future.
Steve McLean
Chairman
Tony Louka
Interim Managing Director
2019 Annual Report
Page 2
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report
Director Profiles
Your Directors submit their report for the period ended 30 June 2019. The names and details of the Directors
of ReNu Energy Limited 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.
Name & Qualifications
Experience
Steve McLean
B.Economics
Non-executive Chairman
Craig Ricato
LLB (First Class Honours), BCom, GDipLP
CEO and Managing Director
(Appointed 6 July 2018)
twenty years’ experience
Steve McLean has over
in
investment banking and equity capital markets. He
commenced his career with Ernst & Young Corporate
Finance, before working with J.P. Morgan in Australia and
Europe. He has led equity transactions which have raised
over $50 billion. Mr McLean is also a Non-Executive Director
of AIM Listed Litigation Capital Management Ltd.
Mr McLean had no other listed company directorships in the
past three years.
Mr McLean is the Chair of the Company's Remuneration and
Nominations Committee and has been a Director of the
Company since March 2017.
Mr Craig Ricato was appointed Acting CEO in April 2018 and
was formally appointed as CEO & Managing Director of ReNu
Energy Limited in July 2018. Craig has over seventeen years’
international experience with listed (ASX and SGX) and
private companies in senior executive and director roles
across the energy, construction, resource and professional
services industries.
Craig is a long-time member of the Australian Institute of
Company Directors and holds a Bachelor of Laws (1st class
honours) from the Queensland University of Technology and
a Bachelor of Commerce from the University of Queensland.
Craig is currently the non-executive Chairman and a member
of the Audit Committee of private Australian construction
services company, DB Group Global Pty Ltd, and a non-
executive director of Yurra Engineering, Scaffolding & Marine
Pty Ltd, a majority indigenous owned company servicing the
large industrial industry in Australia. He has previously held
CEO, executive director and non-executive director roles in a
number of listed companies, where he also gained experience
as a member on Audit & Risk Committees. Mr Ricato had no
other listed company directorships in the past three years.
Prior to his career in corporate roles, Craig was in private
practice as a solicitor specialising in construction law and
litigation law, following an early career in law enforcement.
2019 Annual Report
Page 3
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Name & Qualifications
Experience
Anton Rohner
B.Bus, CPA
Non-executive Director
(Retired 2 August 2019)
Mr Rohner currently holds the position of Chief Executive
Officer for UPC Renewables Australia, and has over twenty
years’ experience in management, development and finance
in the renewable energy and resources sectors. For over five
years, he held CFO roles for ASX200 listed companies.
Mr Rohner was Managing Director for Renewable Energy and
Utilities at Macquarie Bank in Hong Kong where he was
responsible for advising and securing developments in
renewable energy and utilities across Asia and Africa. He was
also Managing Director, Asia, for Roaring 40s, a partnership
between China Light & Power and Hydro Tasmania, to
develop and operate sources of renewable energy throughout
Asia and Australia. This partnership developed and financially
closed over 2000MW of wind projects in Asia and Australia.
Mr Rohner had no other listed company directorships in the
past three years.
Mr Rohner was a non-executive Director of the Company from
March 2017 to August 2019.
2019 Annual Report
Page 4
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Richard Brimblecombe
MBA & MAICD
Non-executive Director
Mr Brimblecombe is an experienced executive in the agri-
business and finance sectors, with a deep industry knowledge
of agribusiness, renewable energy and financial services. Mr
Brimblecombe has experience in operation of agri-business
gained through senior leadership roles at Namoi Cotton,
Australia’s
leading cotton processing and marketing
organisation, and as General Manager for Qld / NT for
Landmark Services, a leading rural services business.
Mr Brimblecombe has also served in senior executive roles in
the finance industry, specialising in lending to the rural sector,
including as Head of Specialised Agribusiness Solutions
(Qld/NT) for Commonwealth Bank of Australia and currently
as Chief Executive Officer of StockCo (Australia) Pty Ltd,
Australia’s and New Zealand’s largest specialist livestock
financier.
Mr Brimblecombe’s experience in the renewable energy
sectors has been developed through roles as Managing
Director and subsequently Executive Chairman of Quantum
Power Limited. Mr Brimblecombe holds an Executive MBA
from Bond University and is a Member of the Australian
Institute of Company Directors. Mr Brimblecombe has had no
other listed company directorships in the past three years.
is a member of
the Company's
Mr Brimblecombe
Remuneration and Nominations Committee and Chair of the
Audit and Risk Management Committee and has been a
director of the Company since September 2015.
The Company notes that, due to his previous role as
Managing Director of Quantum Power, Mr Brimblecombe is
not considered by the ASX Corporate Governance Principles
to be independent.
2019 Annual Report
Page 5
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Name & Qualifications
Experience
Tony Louka
MBA & MAICD
Non-executive Director
(Appointed 5 October 2018)
Company Secretary
Damian Galvin
B.Bus (Acc), CA
Mr Louka has more than 20 years of industry experience in
Board, executive and management roles in the energy and
retail sectors. Mr Louka was Head of Energy and Services
at Woolworths Group Limited for 10 years and has previous
held management roles at Ergon Energy and Emerson
Network Power. He has also recently served as a Board
Member of the Energy Users Association of Australia and
the Transgrid Advisory Council.
Mr Louka has had no other listed company directorships in
the past three years.
Mr Louka is a member of the Audit and Risk Management
Committee.
Damian joined ReNu Energy as Chief Financial Officer and Company Secretary in August 2017. Damian is
a Chartered Accountant with over 25 years of experience in the energy and resources sector.
A former Chief Financial Officer and Company Secretary of coal seam gas pioneer, Queensland Gas
Company Limited, Damian headed QGC’s corporate function for five years from 2001, as the company grew
from a junior CSG explorer to a significant gas producer.
Damian subsequently guided WestSide Corporation Ltd through an IPO in 2006 as Chief Financial Officer
and continued to lead the finance and corporate functions through the acquisition of a controlling interest in
the Dawson CSG fields in 2010 through until after its takeover and subsequent de-listing in 2014.
He gained his initial financial and commercial experience with Price Waterhouse and Premier Oil Plc and
more recently was Chief Financial Officer of White Energy.
The company announced in May 2019 that Mr Galvin tendered his resignation as Chief Financial Officer and
Company Secretary. Mr Galvin resigned as Company Secretary effective 5 July 2019 and ceased
employment with the company on 26 July 2019.
Matthew Scott
BCom, CA
Mr Scott commenced as Acting Chief Financial Officer and Company Secretary on 1 July 2019.
Mr Scott is a Chartered Accountant with more than 25 years’ accounting and commercial experience in the
resource, energy, health technology and professional services sectors. Matthew initially worked with
PricewaterhouseCoopers in Brisbane and London before moving to the commercial sector. Matthew has
held senior finance executive roles with listed and private companies where he has gained experience as an
alternate Director and member of Audit and Risk Committees.
2019 Annual Report
Page 6
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Corporate structure
ReNu Energy Limited is a company limited by shares, incorporated and domiciled in Australia.
Its registered office and principal place of business is Level 1, 9 Gardner Close, Milton QLD 4064.
The Directors present this financial report on ReNu Energy Limited (the Company) and its subsidiaries
(collectively the Group) for the financial year ended 30 June 2019.
Principal activities
ReNu Energy Limited is an independent power producer which delivers clean energy products and services
using a build, own, operate and maintain model. The Company provides its customers with renewable energy,
at a lower price, with no upfront cost.
The Company is building a portfolio of projects which utilise proven technologies such as solar PV, typically
operating under long term contracts generating sustainable cash flows and creating shareholder value. The
projects either generate electricity at our customer’s premises and deliver directly to the customer behind the
meter, or export electricity under long term power purchase agreements or feed in tariffs. ReNu Energy also
provides solar PV and embedded networks to multi tenanted properties such as shopping centres, allowing
property owners and tenants to receive the benefits of lower cost renewable energy.
ReNu Energy’s portfolio includes a 600kW (DC) solar PV project in the ACT; a 1.6MW bioenergy project at
Goulburn, NSW; a 1.1MW bioenergy project in Queensland; 185kW solar PV system at Lismore Central; and
a 360kW (DC) solar PV embedded network at a shopping centre in Griffith, NSW. The two other shopping
centre embedded networks at Mount Gambier and Murray Bridge Marketplaces, 630kW and 980KW (DC)
respectively, have had their common areas energised since August 2018 and the embedded network rollout
is still subject to SA Power Networks final connection processes.
The Company has continued to progress activities required for the remediation of its geothermal tenements
in the Cooper Basin in accordance with the relevant state regulations and environmental requirements.
Significant changes in the state of affairs
Significant changes in the state of affairs of the Company during the financial period were as follows:
•
The sale of 70% of the existing Goulburn Bioenergy and AJ Bush bioenergy operation to Resonance
Industrial Water Infrastructure Fund for a combined consideration of $3.5 million.
There were no other significant changes in the state of affairs of the Company during the financial period.
2019 Annual Report
Page 7
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Review and results of operations
The Company realised a loss before tax for the financial period as set out below:
EBITDA – by business segment
Bioenergy
Solar, including start-up and business development costs
Geothermal
Corporate overheads
Total Group EBITDA
Gain on sell down on interest in bioenergy business
Share of loss from associate
Depreciation and impairment
Impairment
Borrowing transaction costs
Interest expense
Income tax expense
Loss after tax
Results
2019
$000
(413)
(79)
118
(2,407)
(2,781)
318
(81)
(315)
(508)
(39)
(84)
-
2018
$000
(121)
(1,437)
(125)
(3,042)
(4,725)
-
(328)
-
(95)
(38)
(37)
(3,490)
(5,223)
The Group’s EBITDA loss of $2,781,000 (2018: $4,725,000) for the financial year was a significant
improvement on the previous year, largely attributable to increase income from the solar operations, having
incurred one-off start-up and business development costs in 2018. The Group also continued to benefit from
the cost cutting initiatives implemented in 2018.
The Group’s Bioenergy assets returned a positive EBITDA on an Operational basis. Revenue through
electricity sales was lower than anticipated, as a result of extended shutdown periods at Goulburn over
Christmas and Easter due to ongoing low livestock numbers as the drought worsens. The overall Bioenergy
business unit returned a loss, predominantly resulting from increased business development expenditure
over the period.
The solar PV assets at Amaroo and Griffith were operational for the full reporting period. The Lismore asset
commenced operations in August 2018, and common areas at Mount Gambier and Murray Bridge
Marketplaces were also energised in August. The ongoing regulatory and network delays to commencing
retailing in the embedded networks has resulted in lower than anticipated EBITDA for the solar PV operations.
The Group continued to invest considerable resources during the year in pursuing new solar opportunities
and establishing its solar PV embedded network business.
2019 Annual Report
Page 8
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Operational review
During the year ended 30 June 2019, the focus of the business has been on the supply of electricity from
the portfolio of renewable generation assets, and the continued growth of the business development
pipeline in solar PV and bioenergy.
Key activities during the year included:
• Entry into an alliance agreement with Resonance Industrial Water Infrastructure Fund Limited
(RIWIF) with the intention to jointly develop a $100m bioenergy portfolio.
• Sale of 70% interest in the group’s bioenergy assets to RIWIF, with the first transaction, the
acquisition of interest in the Goulburn Bioenergy Project for consideration of $2.8 million completing
in July 2018, followed by acquisition of AJ Bush bioenergy operations for a consideration if $700,000
in November 2018.
• The development of a pipeline of new bioenergy and solar project opportunities including:
o Signed term sheet with WAMMCO for the development of an integrated solar & bioenergy
project totalling 3.1MW in Western Australia.
o Execution of a Heads of Agreement with GrainCorp for the evaluation and development of
three solar pilot projects.
o Co-operation agreement with AGO Bioenergy GmbH to unlock further waste-to-energy
opportunities across the Australian and New Zealand markets.
o Signed Term Sheets for the acquisition of 2 x 5.8MW DC solar farm developments in South
Australia.
o Heads of Agreement with the SCA Property Group to develop solar PV and embedded
network systems on an additional four shopping centres.
• Supply and sale of 9.9GWh of electricity from our portfolio of solar PV and bioenergy projects an
increase of 4.0GWh from the previous year.
• The raising of $1.27 million from shareholders through an Entitlement Issue in July 2018 and $0.73
million through Entitlement Issue in June 2019
Likely developments and expected results
A major focus of the Board and management is the ongoing cash flow management so as to ensure that the
Group always has sufficient funds to cover its planned activities and any ongoing obligations.
At 30 June 2019, ReNu Energy had available cash of $1,425,000 and revenues from its existing portfolio of
operating assets which will also contribute to the cash resources available to the Group in the future.
During the last twelve months, extensive investigations were undertaken of the potential debt and equity
funding options available to the Group to fund new projects and operating activities, including offering a
significantly discounted Rights Issue to existing shareholders in May 2019. These activities were not
successful in securing the necessary funding required by the Company to continue the planned development
within all areas of the existing portfolio.
On 2 August 2019, the Company announced that it had accepted an offer from CleanPeak Energy Pty Ltd to
acquire the Group’s existing Embedded Network Operations, including the energy retail authorisation, and
the Amaroo Solar PV facility for a consideration of $5,775,000 less debt.
2019 Annual Report
Page 9
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Following the completion of the transaction, the Group will continue to own and operate its bioenergy projects,
undertake its Cooper Basin geothermal remediation program and review its strategic plan. The Group will
only commit to new projects if it believes that it can fund them from existing cash resources or access the
necessary funding.
Dividend
No dividends were declared or paid during the year ending 30 June 2019.
The Directors do not propose to recommend the payment of a dividend in respect of the period ended
30 June 2019.
Directors' interests in the Shares and Options of the Company
As at the date of this report, the interests of the Directors in the shares of ReNu Energy Limited were:
Director
S. McLean
C. Ricato
R. Brimblecombe
T. Louka
Fully paid Ordinary Shares
-
8,806,515
3,281,420
-
Significant events after the balance date
Sale of subsidiaries
On 2 August 2019, the Group announced that it had entered into a Securities Purchase Agreement with
CleanPeak Energy Pty Ltd (CleanPeak), under which CleanPeak would acquire the subsidiaries of the Group
which hold its existing Embedded Network Operations, including the energy retail authorisation, and the
Amaroo Solar PV facility for a consideration of $5,775,000 less debt. As a result of this transaction, The
Group has recognised an impairment of $508,000 against the value of these Solar assets.
There has not arisen between 30 June 2019 and the date of this report any other item, transaction or event
of a relevant and unusual nature likely, in the opinion of the Directors of the Company, to affect significantly
the operations.
Environmental regulations and performance
As a renewable energy generator, environmental sustainability is at the heart of every activity ReNu Energy
undertakes.
The Group is required to carry out its activities in accordance with the relevant laws and regulations. The
Group will continue to meet its obligations for the final remediation of the Cooper Basin wells and is committed
to minimising the impact of its activities on the natural landscape, waterways, flora and fauna in a manner
consistent with environmental best practice standards.
Indemnification and insurance of Directors and officers
During the financial year, the Company paid premiums in respect of contracts insuring Directors, Secretaries,
and executive officers of the Group and related entities against liabilities incurred as Director, Secretary or
executive officer to the extent permitted by the Corporations Act 2001, subject to the terms, conditions,
2019 Annual Report
Page 10
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
limitations and exclusions of the policy. Under the terms of the policy, the Group is precluded from disclosing
details of premiums paid.
The Company has entered into deeds of indemnity, insurance and access with each person who is, or has
been, a Director of the Company. To the extent permitted by law and subject to the restrictions in s199A of
the Corporations Act 2001, the Company must continually indemnify each Director against liability (including
liability for costs and expenses) for an act or omission in the capacity as Director, subject to certain exclusions.
No payment has been made to indemnify a Director during or since the end of the financial year.
Indemnification of auditors
The Company has not otherwise, during or since the end of the financial year, except to the extent permitted
by law, indemnified or agreed to indemnify an auditor of the Company or of any related body corporate against
a liability incurred as such an auditor
Rounding
The amounts contained in this report and in the financial report have been rounded to the nearest $1,000
(unless otherwise stated) under the option available to the Company under ASIC Corporations (Rounding in
Financial/Directors’ Reports) Instrument 2016/191. The Company is an entity to which the ASIC Corporations
Instrument applies.
Share Options
Share appreciation rights
As at 30 June 2019 and as at the date of signing this report, there are no share appreciation rights on issue.
No ordinary shares of the Company have been issued during or since the end of the financial year ended 30
June 2019 on the exercise of share appreciation rights.
There are no options granted over unissued shares.
Directors' meetings
During the period, there were six directors’ meetings held. The number of directors' meetings and the number
of meetings attended by each of the Directors of the Company during the financial period are as follows:
Directors’ meetings
Audit & Risk Management
Committee meetings
Remuneration & Nominations
Committee meetings
S. McLean
C. Ricato
R. Brimblecombe
A. Rohner
T Louka
A
5
6
5
4
5
H
6
6
6
6
5
A - Number of meetings attended
H - Number of meetings held whilst in office
A
-
3
3
3
2
H
-
3
3
3
3
A
0
1
1
-
-
H
1
1
1
-
-
Committee memberships as at 30 June 2019 and as at the date of this report are:
Audit & Risk Management Committee – Membership comprises two Non-executive Directors being Messrs
Brimblecombe (Chair) and Louka.
2019 Annual Report
Page 11
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Remuneration & Nominations Committee – Membership comprises two Non-executive Directors being
Messrs Brimblecombe (Chair) and McLean.
Auditor independence
In accordance with section 307C of the Corporations Act 2001, the Directors received a declaration of
independence from the auditor of ReNu Energy Limited which is listed immediately after this report and forms
part of this Directors’ Report and can be found on page 24.
Non-audit services
The Company may decide to employ the auditor on assignments in addition to their statutory audit duties,
where the auditor’s expertise and experience with the Company and/or the Group are important.
Details of amounts paid or payable to the auditor (BDO Audit Pty Ltd) for audit and non-audit services
provided during the year are set out in note 18 to the Financial Statements.
The Board of Directors has considered the position and is satisfied that the provision of the non-audit services
is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001.
The Directors are satisfied that the provision of non-audit services by the auditor, as set out in note 18 to the
Financial Statements, did not compromise the auditor independence requirements of the Corporations Act
2001 for the following reasons:
•
•
all non-audit services have been reviewed by the Board to ensure they do not impact the impartiality
and objectivity of the auditor; and
none of the services undermine the general principles relating to auditor independence as set out in
APES 110 Code of Ethics for Professional Accountants.
During the year the following fees were paid or payable for non-audit services provided by the auditor of the
parent entity, its related practices and non-related audit firms:
Other assurance services
Amounts received or due and receivable by BDO Audit Pty Ltd for:
Review of regulatory submissions
2019
$
-
-
2018
$
4,500
4,500
Proceedings on behalf of the Company
As far as the Directors are aware, no proceedings have been brought or intervened in on behalf of the
Company with the leave of the Court, nor has any application for leave been made in respect of the Company,
under section 237 of the Corporations Act 2001.
Corporate governance
The Directors recognise the need for the highest standards of corporate behaviour and accountability and
therefore support and have adhered to the principles of Corporate Governance. The Company’s Corporate
Governance Statement
the Company’s website: http://renuenergy.com.au/about-
us/governance/.
is available on
2019 Annual Report
Page 12
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Remuneration Report (Audited)
This Remuneration Report for the year ended 30 June 2019 outlines the remuneration arrangements in place
for Directors and Executives of ReNu Energy Limited in accordance with the requirements of the Corporations
Act 2001 and its Regulations. This information has been audited as required by section 308(3C) of the Act.
The Remuneration Report is presented under the following sections:
1.
Introduction
2. Remuneration governance
3. Executive remuneration arrangements
A. Remuneration principles and strategy
B. Approach to setting remuneration
C. Detail of Incentive Plans
4. Executive remuneration outcomes for FY19 (including link to performance)
5. Summary of executive contractual arrangements
6. Non-executive Director remuneration
7. Share based compensation
8. Other statutory disclosures
2019 Annual Report
Page 13
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Remuneration Report (Audited) (continued)
1
Introduction
The Remuneration Report details the remuneration arrangements for Key Management Personnel (KMP)
who are defined as those persons having authority and responsibility for planning, directing and controlling
the major activities of the Company directly or indirectly including any Director.
For the purposes of this report, the term ‘executive’ encompasses the Managing Director and the executive
management team of the Company. The KMP covered in this report are set out in the table below.
Non-executive Directors (NEDs)
S. McLean
R. Brimblecombe
A. Rohner (ceased 2 August 2019)
T. Louka (commenced 5 October 2018)
Executive Directors
Chairman
Director
Director
Director
C. Ricato (commenced 5 April 2018, appointed 6 July 2018)
Managing Director and CEO
Other key management personnel
W. Leitao (commenced 5 April 2018)
Chief Operating Officer
D. Galvin (commenced 28 August 2017, ceased 26 July 2019) Chief Financial Officer & Company Secretary
Key management personnel who ceased in prior year
T. Pritchard (ceased 15 September 2017)
Former Chief Financial Officer & Company
Secretary
Changes since the end of the reporting period
D. Galvin ceased as Chief Financial Officer on 26 July 2019 and Company Secretary on 5 July 2019 and M
Scott commenced as Chief Financial Officer on 1 July 2019 and appointed Company Secretary on 5 July
2019.
2
Remuneration governance
Remuneration Committee
The Remuneration and Nominations Committee has the primary objective of assisting the Board in
developing and assessing the remuneration policy and practices of the Directors, Chief Executive Officer
(CEO) and senior executives.
Specifically, the Board approves the remuneration arrangements of the CEO, the aggregate annual fixed
remuneration salary review, short-term incentives and the methodology for awards made under long-term
incentive plans following recommendations from the Remuneration & Nominations Committee. The Board
also sets the aggregate remuneration of Non-executive Directors, which is then subject to shareholder
approval, and individual Directors’ fees.
Committee assessments incorporate the development of remuneration policies and practices which will
enable the Group to attract and retain executives who will create value for shareholders. Executives will be
fairly and responsibly rewarded having regard to the performance of the Group, the performance of the
executive and the general market environment. The Committee also assists the Board in its own self-
evaluation by annually reviewing the process for self-evaluation.
2019 Annual Report
Page 14
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Remuneration Report (Audited) (continued)
The Remuneration & Nominations Committee meets regularly through the year. The CEO attends
remuneration committee meetings by invitation, where management input is required. The CEO is not present
during any discussions related to his own remuneration arrangements.
Further information on the Remuneration & Nomination Committee’s role, responsibilities and membership
can be found on the Company’s web site at www.renuenergy.com.au.
Use of remuneration consultants
The Company did not appoint remuneration consultants for remuneration recommendations during the
financial year.
Remuneration Report approval at 2018 AGM
The 2018 Remuneration Report 2018 AGM was not passed as it did not attract the requisite majority of 75%,
receiving 67.13% in favour. The Board’s proposed action in response to the remuneration report vote is to
progress the successful commercialisation and/or divestment of its bioenergy and solar businesses, raise
additional capital or other forms of funding to meet the Group’s business objectives and effective cashflow
management including the reduction in Board and Executive costs.
3
Executive remuneration arrangements
3A. Remuneration principles and strategy
ReNu Energy's executive remuneration strategy is designed to attract, motivate and retain highly skilled
executives and align the interests of executives and shareholders.
To this end, the company embodies the following principles in its remuneration framework:
• Provide competitive salaries to attract high calibre executives;
• Link executive performance rewards to medium and longer-term shareholder value creation through KPI-
linked short term incentives, and;
• Establish appropriate share price performance hurdles under long-term incentive plans to align executive
reward with shareholder value creation, the achievement of which will depend on the Group achieving key
corporate milestones that are integral to the Group’s successful completion of its business plan.
The Group aims to reward its executives with a level and mix of remuneration commensurate with their
position and responsibilities within the Group so as to:
• Reward executives for Group, business division and individual performance against targets set by
reference to appropriate benchmarks;
• Link reward with the strategic goals and performance of the Group; and
• Ensure total remuneration is competitive by market standards.
3B. Approach to setting remuneration
The Managing Director’s and key executives’ emoluments are structured to retain and motivate executives
by offering a competitive base salary, a short term annual cash-based performance-related component
together with longer term performance incentives through the ReNu Energy Limited Share Appreciation
Rights Plan and Loan Share Plan which aligns executives’ interests with those of shareholders.
For the year ended 30 June 2019, remuneration consisted of the following key elements:
• Fixed remuneration – base salary and superannuation;
• Variable remuneration in the form of cash-based incentives;
2019 Annual Report
Page 15
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Remuneration Report (Audited) (continued)
• Variable remuneration under the ReNu Energy Limited Share Appreciation Rights Plan payable in Shares
or equivalent cash payment subject to satisfaction of performance conditions in accordance with the Plan;
and
• Variable remuneration under the Company’s Loan Share Plan, payable in Shares subject to the
Company’s share price achieving specified hurdles.
The level of fixed remuneration is set so as to provide a base level of remuneration which is both appropriate
to the position and is competitive in the market. Fixed remuneration of the Managing Director is reviewed
annually by the Remuneration and Nominations Committee and approved by the Board. Factors considered
include the Group and individual performance, relevant comparative remuneration in the market and internal
and, where appropriate, external advice. The Remuneration and Nominations Committee has access to
external advice independent of management.
Senior executives receive their fixed (primary) remuneration in cash. The fixed remuneration component of
senior executives who are key management personnel is detailed in Table 1 of this report.
3C. Details of Incentive Plans
Short term incentives
The Company uses short term incentives to:
• Reward employees for their contribution in ensuring that ReNu Energy achieves the corporate key
deliverables;
• Encourage team work;
• Enhance ReNu Energy attracting and retaining high calibre and high performing employees; and
• Link remuneration directly to the achievement of key annual organisational objectives.
In the FY19 reporting period, share based payments were awarded to staff and executives based on an
assessment of their contributions to the Group’s achievements during the year. No Key Management
Personnel were awarded any cash incentives for the financial year.
It is intended that for future periods, specific personal and corporate KPIs will be set annually and the award
of short term incentives will be determined in relation to achievement of the relevant KPIs.
Loan Share Plan
At the 2017 AGM, shareholders approved a Loan Share Plan (LSP) to retain, motivate and attract executives
and to better align the interests of employees with those of the Group and its shareholders by providing an
opportunity for employees to acquire shares subject to the terms and conditions of the LSP (Plan Shares).
The Plan Shares are issued or transferred to the participants in the LSP, determined by the Board in its
absolute discretion, at market value. The Group may provide a limited recourse loan to eligible employees
who are invited to participate in the LSP to assist them to purchase Plan Shares (Loan).
The Plan Shares will vest on the satisfaction of any applicable performance condition, service requirement or
other conditions specified at the time of issue.
During the 2019 financial year, Plan Shares were issued to executives with vesting conditions which require
completion of a 12 month service period and the Company’s share price achieving a price which represents
a significant increase in shareholder value in relation to the share price at the time that the Plan Shares were
granted.
2019 Annual Report
Page 16
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Remuneration Report (Audited) (continued)
ReNu Energy Share Appreciation Rights Plan
The ReNu Energy Share Appreciation Rights (SARs) Plan was approved by shareholders in 2013.
A Share Appreciation Right is a right to receive shares in the Company or an equivalent cash payment based
on the increase in the ReNu Energy Limited share price over a specified period, subject to satisfying certain
conditions (including a performance condition).
The objective of the ReNu Energy SARs Plan is to:
• Align the interests of eligible employees with those of shareholders;
• Provide incentives to attract, retain and/or motivate eligible employees in the interests of the company;
and
• Provide eligible employees with the opportunity to acquire Share Appreciation Rights, and ultimately
Shares, in accordance with the plan rules.
The Board may, at its discretion, grant to an eligible employee or may invite an eligible employee to apply for
a grant of SARs. The vesting of SARs is subject to conditions determined at the time of each issue.
At the reporting date there are no SARs on issue and it is intended that the Loan Share Plan will replace the
SARs Plan as the preferred long term incentive plan for the Company.
Hedging of shares and options risk
Currently no Director or officer uses hedging instruments to limit their exposure to risk on either shares or
options in the Company. The Company’s policy is that the use of such hedging instruments is prohibited.
4
Executive remuneration outcomes for FY19
Company performance and its link to the Company's remuneration principles and strategy
The 2019 financial year was one which saw the Group commissioning and operating its Solar and Bioenergy
projects and positioning itself to secure new growth opportunities in a dynamic energy market in Australia.
To allow the Group full flexibility in adapting to the changing energy landscape, specific measurable short-
term targets were not set for all executives. A number of executives were awarded share-based payments
based on an assessment of their performance during the year. No Key Management Personnel were awarded
any cash incentives for the financial year.
It is intended that corporate and individual KPIs will be set for FY20, such that executives are rewarded for
the achievement of milestones that are both measurable and outcomes based. These milestones will be set
by the Board as they represent key drivers for creating short term shareholder value.
The Company's Loan Share Plan has vesting conditions that are designed to align the interests of the
executives and shareholders through the delivery of substantial increased shareholder value, through the
Company's share price.
During FY19, the Group continued to operate a number of new solar and bioenergy projects which will
contribute to future income and entered into an arrangement to introduce a new majority owner into its
bioenergy business to provide capital support for future growth. With the Group in this transitional phase in
FY19 and investing heavily in securing a pipeline of new opportunities for growth, the Group has not achieved
a profitable result for the year.
The loss per share from continuing operations for the last five years was as follows: 2014/15 - $0.30; 2015/16
- $0.20; 2016/17 - $0.11; 2017/18 - $0.07 and 2018/19 - $0.03. The prior years’ loss per share have been
adjusted for the 10:1 share consolidation during the year.
2019 Annual Report
Page 17
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Remuneration Report (Audited) (continued)
The closing share price for the last five years was as follows: 2014/15 - $0.036; 2015/16 - $0.023; 2016/17 -
$0.016; 2017/18 - $0.012 and 2018/19 - $0.059.
With the focus currently on growth, the Group considers that financial metrics are not an appropriate measure
of success. Instead, the Directors consider the Group's performance should be measured on the achievement
of strategic objectives during the year.
Generation capacity has increased from 4.1MW at 30 June 2018 to 5.45MW at 30 June 2019.
The remuneration of senior executives who were Key Management Personnel during the year ended 30 June
2019 is set out below:
Table 1 – Remuneration of senior executives of the Group for the year ended 30 June 2019
Short-
term*
Post-employment*
Share based**
Name
Salary
$
Superannuation
$
C. Ricato
375,000
W. Leitao
242,917
D. Galvin1
219,178
Totals
837,095
20,531
18,820
20,822
60,173
Termination
benefits
$
-
-
-
-
Shares
(amortised
cost)
$
SARs
(amortised
cost)
$
Performance
related
%
Total
$
45,338
30,147
18,927
94,412
-
-
-
-
440,869
291,884
258,927
991,680
10%
10%
7%
* Fixed remuneration
** Variable remuneration
1 D. Galvin ceased employment as Chief Financial Officer on 26 July 2019
2019 Annual Report
Page 18
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Remuneration Report (Audited) (continued)
Table 2 – Remuneration of senior executives of the Group for the year ended 30 June 2018
Short-
term*
Post-employment*
Share based**
Name
Salary
$
Superannuation
$
C. Ricato1
114,325
-
Termination
benefits
$
-
C. Murray2
242,278
25,000
167,500
W. Leitao3
63,094
-
D. Galvin4
185,824
17,653
-
-
-
-
-
10,472
T. Pritchard5
99,259
13,158
95,837
-
Shares
(amortised
cost)
$
SARs
(amortised
cost)
$
Performance
related
%
Total
$
-
114,325
466
435,244
-
-
-
63,094
213,949
208,254
-
-
-
5%
-
Totals
704,780
55,811
263,337
10,472
466
1,034,866
* Fixed remuneration
** Variable remuneration
1 C. Ricato has performed the duties of Acting Chief Executive Officer since 5 April 2018 in accordance with the terms of an
agreement between the Company and a company associated with Mr Ricato
2 C. Murray ceased employment on 28 March 2018 and his remuneration includes a payment in lieu of his notice period of
$167,500
3 W. Leitao has performed the duties of Chief Operating Officer since 5 April 2018 in accordance with the terms of an agreement
between the Company and a company associated with Mr Leitao
4 D. Galvin commenced employment as Chief Financial Officer on 28 August 2017
5
T. Pritchard ceased employment on 15 September 2017 and his remuneration includes termination benefits of $95,837
5
Summary of executive contractual arrangements
Remuneration arrangements for KMP are formalised in employment agreements. Details of these contracts
agreements are provided below.
Managing Director and Chief Executive Officer – C Ricato
Mr Ricato held the position of Acting Chief Executive Officer from 5 April 2018 in accordance with a
consultancy services agreement between the Company and a company associated with Mr Ricato.
Remuneration was $1,700 per day.
Mr Ricato was appointed as Managing Director and CEO on 6 July 2018 and entered into a new Executive
Services Agreement with the Company, the key terms of which are as follows:
•
•
•
Base remuneration of $375,000 per annum plus superannuation;
Discretionary short term incentive up to a maximum of 50% of the base remuneration, to be awarded
based on achievement of KPIs to be specified by the Board;
Long term incentive (Loan Share Plan Shares) –Mr Ricato was granted 8,655,000 shares pursuant to
the Loan Share Plan (Plan Shares), following approval by shareholders at the 2018 AGM. Details of the
Plan Shares granted are set out in section 7 of this report; and
•
Termination provisions as set out below:
2019 Annual Report
Page 19
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Remuneration Report (Audited) (continued)
Notice period Payment in lieu
of notice
Treatment of STI
on termination
Treatment of LTI
on termination
Resignation
3 months
3 months
None
None
1 month
12 months
Failure by Company to
pay remuneration or
benefits
Change of strategic
direction, material
diminution of the
officer’s duties or
substantial change in
location
Termination for cause 14 days
None
Termination without
cause
6 months
6 months
Chief Operating Officer – W Leitao
Unvested awards
forfeited
Unvested awards
forfeited
Unvested awards
forfeited
Unvested awards
forfeited
Unvested awards
forfeited
Unvested awards forfeited
Unvested awards forfeited
Pay cash or vest equity to the
value of unvested LTIs (provided
that the total of the amounts
payable must not exceed the
amount that the Company may pay
without shareholder approval)
Unvested awards forfeited
Unvested awards forfeited
Mr Leitao held the position of Chief Operating Officer from 5 April 2018 in accordance with a consultancy
services agreement between the Company and a company associated with Mr Leitao. Remuneration was
$265,000 pa.
Mr Leitao entered into a new Executive Services Agreement with the Company on 31 July 2018, the key
terms of which are as follows:
•
•
•
Base remuneration of $265,000 per annum plus superannuation;
Short term incentive of a maximum of 50% of the base remuneration, to be awarded based on
achievement of specified KPIs. No KPIs had been set for FY19;
Long term incentive (Loan Share Plan Shares) –Mr Leitao was granted 5,769,000 shares pursuant to
the Loan Share Plan (Plan Shares), following approval by shareholders at the 2018 AGM. Details of the
Plan Shares granted are set out in section 7 of this report; and
•
Termination provisions are the same as set out above for the CEO.
Chief Financial Officer and Company Secretary – D Galvin
Mr Galvin held the position of Chief Financial Officer from 28 August 2017 and Company Secretary from 1
September 2017.
Mr Galvin’s remuneration package was formalised in an open ended employment agreement, the key terms
of which are as follows:
•
•
Base remuneration including superannuation of $240,000 per annum;
Short term incentive of a maximum of 20% of the base remuneration, to be awarded based on
achievement of specified KPIs. No KPIs were set in respect of the year ended 30 June 2019 and no
short term incentive in respect of the FY19 year.
2019 Annual Report
Page 20
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Remuneration Report (Audited) (continued)
•
•
6
Long term incentive (Loan Share Plan Shares) – Mr Galvin was granted 14,341,500 shares pursuant to
the Loan Share Plan following approval of the LSP by shareholders at the 2017 AGM. The terms of the
Plan Shares issued in 2017 were amended as a result of the consolidation of the Company’s share
capital during the year as set out in section 7 of this report; and
Termination of employment requires three month’s notice by either party, or no notice if terminated for
cause.
Non-executive Director remuneration arrangements
Remuneration Policy
The Board seeks to set aggregate remuneration at a level which provides the Group with the ability to attract
and retain Directors of the highest calibre, whilst incurring a cost which is acceptable to shareholders.
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 may consider advice from external
consultants as well as the fees paid to Non-executive Directors of comparable companies when undertaking
the annual review process. The amounts are set at a level that compensates the Directors for their significant
time commitment in overseeing the progression of the Company’s business plan.
The Constitution of ReNu Energy and the ASX Listing Rules specify that the aggregate remuneration of Non-
executive Directors shall be determined from time to time by a general meeting. An amount not exceeding
the amount determined is then divided between the directors as agreed. The latest determination was at the
Annual General Meeting held on 28 November 2007 when shareholders approved a maximum aggregate
remuneration of $700,000 per year.
Structure
Each Non-executive Director receives a fee for being a Director of the Company. The current fee structure is
to pay Non-executive Directors a gross annual remuneration of $50,000 p.a. with the Chairman paid $65,000
p.a including superannuation. There are no additional fees paid for committee memberships. There are no
retirement benefits offered to Non-executive Directors. In accordance with good corporate governance
practice, the Non-executive Directors do not participate in equity based remuneration plans of the Company.
The remuneration of Non-executive Directors for the year ending 30 June 2019 is detailed in Table 3 of this
report and the remuneration for the comparative year ending 30 June 2018 is detailed in Table 4.
Table 3 – Non-executive Directors’ Remuneration for the year ended 30 June 2019
Directors
fees
$
Consulting
fees1
$
Director
S. McLean
R. Brimblecombe
A. Rohner
T. Louka1
59,361
50,000
50,000
37,503
Totals
196,864
Superannuation
$
Total
$
5,639
65,000
-
-
-
50,000
50,000
46,503
5,639
211,503
-
-
-
9,000
9,000
1. Mr T Louka is engaged through an associated company, Maxify Pty Ltd, to provide consulting services to the Company from 1
October 2018 at $1,000 per month.
2019 Annual Report
Page 21
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Remuneration Report (Audited) (continued)
Table 4 – Non-Executive Directors’ Remuneration for the year ended 30 June 2018
Director
S. McLean1
R. Brimblecombe
A. Rohner
Directors
fees
$
Consulting
fees1
$
Superannuation
$
Total
$
59,361
50,000
50,000
89,800
5,639
154,800
-
-
-
-
50,000
50,000
Totals
159,361
89,800
5,639
254,800
1.
Mr S. McLean was engaged through an associated company, 145 Fleet Pty Ltd, to provide corporate advisory services from 1
October 2017 to 28 February 2018 and to assist with the transition following the resignation of Managing Director and CEO in
March / April 2018.
7
Share based compensation
Loan Share Plan Shares
On 14 December 2018, the Company issued 14,424,000 ordinary shares (Plan Shares) to executives of the
Company pursuant to the Loan Share Plan approved by shareholders at the Annual General Meeting.
The Plan Shares are subject to certain vesting conditions, comprising: the maintenance of continuous
employment with the Company until a specified date (Earliest Vesting Date); and the achievement of certain
share price targets for ReNu Energy’s shares (Target Price) as follows:
Vesting condition
Managing Director
Other executives
Earliest Vesting Date
6 July 2019
31 July 2019
Share Target Price*
Number of Plan Shares
Number of Plan Shares
Total Plan Shares
$0.20
$0.40
$0.50
Total Plan Shares
2,885,000
2,885,000
2,885,000
8,655,000
1,923,000
1,923,000
1,923,000
5,769,000
4,808,000
4,808,000
4,808,000
14,424,000
* The Target Price vesting condition will be satisfied where the Volume Weighted Average Price of the Company’s shares
over any 20 day trading period is at least the Target Price.
Plan Shares will also vest if there is a change of control event.
Each recipient has been provided with a 10 year, limited recourse, interest-free loan to fund the acquisition
of the Plan Shares. The loan amount is calculated as $0.104 per Plan Share multiplied by the number of Plan
Shares and is repayable in certain circumstances, including when employment with the Company ceases.
The Company’s recourse against the employee is limited to the loan amount if the Plan Shares have vested,
or otherwise the transfer back to the Company of the Plan Shares to which the loan relates.
2019 Annual Report
Page 22
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Remuneration Report (Audited) (continued)
As the Company has no right to receive cash settlement for the loan (the executive can elect to forfeit the
shares), no loan receivable has been recognised by the Company. The effect of the contractual arrangements
is equivalent to an option exercisable at the time of loan repayment at an exercise price of $0.104 per share.
As a result, the grant of Plan Shares has been valued using an option pricing model and the fair value
recognised in profit and loss over the expected vesting period.
Amendment of Loan Share Plan Shares previously issued
The terms of Plan Shares issued in 2017 were amended as a result of the consolidation of the Company’s
share capital, and to align the terms with the Plan Shares issued in December 2018:
Amended
Previous
Plan Shares (number)
1,434,150
14,341,500
Target Price vesting condition ($ per share)
$0.20
$0.04
Loan amount
$189,623
$246,674
The movements of Plan Shares, held directly, indirectly or beneficially by each key management personnel
member, including their related parties during the financial year ended 30 June 2019 is set out in Table 5
below.
Table 5 - Shares granted to Key Management Personnel as part of remuneration for the year ended
30 June 2019
Balance at
beginning of
period
Share
Consolidation
during the
reporting
period
(shares)
(shares)
Shares
granted
during the
reporting
period(2)
(shares)
Fair value
of shares
granted
during
the year
($)
Grant date
Expiry date
Balance as at
the end of the
reporting
period1
(shares)
-
-
-
-
8,655,000
$0.068
28/11/18
28/11/28
8,655,000
5,769,000
$0.068
29/11/18
29/11/28
5,769,000
Executive
C Ricato
W. Leitao
D. Galvin1
14,341,500
(12,907,350)
-
$0.0088
9/11/2017
9/11/2027
1,434,150
Total
14,341,500
(12,907,350)
14,424,000
15,858,150
1. Plan Shares for D Galvin were amended as a result of the consolidation of the Company’s share capital.
2. Shares granted as part of remuneration have been accounted for as share-based payments.
Table 6 - Shares granted to Key Management Personnel as part of remuneration for the year ended
30 June 2018
Balance at
beginning
of period
(shares)
Shares
granted
during the
reporting
period
(shares)
Fair value of
shares
granted
during the
year
($)
Grant date
Expiry date
Shares lapsed
during the
reporting
period
(shares)
Balance as
at the end of
the
reporting
period1
(shares)
-
-
-
28,683,000
$0.0088
9/11/2017
9/11/2027
(28,683,000)
-
14,341,500
$0.0088
9/11/2017
9/11/2027
-
14,341,500
43,024,500
$0.0088
(28,683,000)
14,341,500
Executive
C. Murray
D. Galvin
Total
No Plan Shares have vested at the end of the reporting period
2019 Annual Report
Page 23
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Report (Continued)
Remuneration Report (Audited) (continued)
8
Other statutory disclosures
Related party transactions with Directors
The Group engaged Maxify Pty Ltd to provide consulting services. The key resource from Maxify is T. Louka
(Non-executive Director). Fees of $9,000 (2018: nil) were paid during the year.
Shareholdings of Key Management Personnel
The movements of the Company's ordinary shares, held directly, indirectly or beneficially by each Key
Management Personnel member, including their related parties during the financial year ended 30 June 2019
are set out in Table 7 below.
Table 7 - Shareholdings of Key Management Personnel
Balance at
Beginning of
Period
01/07/18
Share
consolidation
1:10
Issued under
loan share
plan
Acquired
Under
Entitlement
Offer1
Other
Movements2
Balance at
End of Period
30/06/19
Directors
R. Brimblecombe
29,026,313
(26,123,681)
-
378,788
C. Ricato
- Unrestricted
- Unvested3
Executives
W. Leitao
- Unvested3
D. Galvin
-
-
-
-
-
-
-
8,655,000
151,515
-
5,769,000
-
-
-
- Unrestricted
- Unvested3
1,135,556
14,341,500
(1,022,000)
(12,907,350)
-
-
Total
44,503,369
(40,053,031)
14,424,000
530,303
-
-
-
-
-
-
-
3,281,420
151,515
8,655,000
5,769,000
113,556
1,434,150
19,404,461
1.
2.
Shares taken up under the Entitlement Offer on 7 June 2019 open to all existing shareholders
Ceased, or commenced being Key Management Personnel during the year
3. Ordinary Shares issued under the Loan Share Plan are subject to vesting conditions – refer to section 7 of the Remuneration
Report for further details
End of Remuneration Report (Audited)
Signed in accordance with a resolution of the Directors.
Steve McLean
Chairman
Brisbane,
30 August 2019
2019 Annual Report
Craig Ricato
Managing Director
Brisbane,
30 August 2019
Page 24
2019 Financial Report
Tel: +61 7 3237 5999
Fax: +61 7 3221 9227
www.bdo.com.au
Level 10, 12 Creek St
Brisbane QLD 4000
GPO Box 457 Brisbane QLD 4001
Australia
DECLARATION OF INDEPENDENCE BY R M SWABY TO DIRECTORS OF RENU ENERGY LIMITED
As lead auditor of ReNu Energy Limited for the year ended 30 June 2019, I declare that, to the best of
my knowledge and belief, there have been:
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of ReNu Energy Limited and the entities it controlled during the year.
R M Swaby
Director
BDO Audit Pty Ltd
Brisbane, 30 August 2019
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050
110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited
by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional
Standards Legislation, other than for the acts or omissions of financial services licensees.
2019 Financial Report
Page 25
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Consolidated Statement of Profit or Loss and Other
Comprehensive Income
FINANCIAL YEAR ENDED 30 JUNE 2019
Continuing operations
Revenue from contracts with customers
Total operating income
Interest income
Other income
Total income
Personnel expenses
Other operating expenses
General & administrative expenses
Finance costs
Total expenses
Share of profit/(loss) of associates
Loss before income tax expense
Income tax expense
Loss after income tax expense from continuing operations
Profit from discontinued operations after tax
Net loss for the year after income tax attributable to the
owners of the parent
Other comprehensive income
Note
3A(i)
3A(ii)
3B
3C
3D
3E
3F
4
17
Items that may be reclassified subsequently to profit or loss after tax
Exchange differences on translation of foreign operations
13
Other comprehensive income for the period
Total comprehensive loss for the period attributable to the
owners of the parent
Earnings Per Share attributable to the owners of the parent
Basic and Diluted Loss per share from continuing operations
(cents per share)
Basic and Diluted Loss per share (cents per share)
2019
$’000
1,218
1,218
80
139
1,437
(2,175)
(1,738)
(1,248)
(123)
(5,284)
(81)
(3,928)
-
(3,928)
438
2018
$’000
236
236
107
206
549
(2,227)
(1,475)
(2,187)
(133)
(6,022)
-
(5,473)
(37)
(5,510)
287
(3,490)
(5,223)
4
4
-
-
(3,486)
(5,223)
15
15
(3.77)
(3.35)
(6.84)
(6.48)
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with
the accompanying notes.
2019 Annual Report
Page 26
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Consolidated Statement of Financial Position
AS AT 30 JUNE 2019
Current Assets
Cash and cash equivalents
Trade and other receivables
Inventories
Assets held for sale
Total current assets
Non-Current Assets
Other receivables
Property, plant and equipment
Investment in associates
Total non-current assets
Total assets
Current Liabilities
Trade and Other Payables
Borrowings
Provisions
Liabilities directly associated with assets held for sale
Total current liabilities
Non-Current Liabilities
Borrowings
Provisions
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Other reserves
Accumulated losses
Total equity
Note
22(A)
5
6
17(b)
5
7
8
9
10
11
17(c)
10
11
12
13
2019
$’000
1,425
1,139
59
2,623
-
2,623
1,636
6,098
530
8,264
10,887
837
302
1,457
-
2,595
1,131
115
1,246
3,841
7,046
2018
$’000
1,453
1,180
20
2,653
5,489
8,142
545
5,968
-
6,513
14,655
2,630
1,431
806
34
4,901
-
1,104
1,104
6,005
8,650
357,075
355,287
169
71
(350,198)
(346,708)
7,046
8,650
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.
2019 Annual Report
Page 27
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Consolidated Statement of Cash Flows
FINANCIAL YEAR ENDED 30 JUNE 2019
Note
Operating Activities
Receipts from customers
Payments to suppliers and employees
Net Goods and Services Tax received
Interest received
Interest paid
Tax paid
2019
$’000
1,935
(5,252)
3
86
(84)
-
2018
$’000
956
(6,118)
79
154
(37)
(37)
Net cash flows used in operating activities
22(B)
(3,312)
(5,003)
Investing Activities
Proceeds from sale of assets held for sale
Purchase of property, plant & equipment
Investment in associate
Loans advanced to associate
Distributions received from associates
Proceeds from Government grants
Proceeds from R&D tax incentive
Payments for rehabilitation expenditure
Payments for rectification obligations
Proceeds from joint venture recoveries
Net payments of cash held as security
3,800
(1,658)
(291)
(346)
100
-
199
(184)
(13)
-
(87)
-
(9,917)
-
-
-
2,080
458
(580)
(112)
115
(18)
Net cash from / (used in) investing activities
1,520
(7,974)
Financing Activities
Proceeds from issue of shares
Proceeds from borrowings
Repayment of borrowings
Transaction costs of share issues
Transaction costs of loans and borrowings
Net cash flow provided by financing activities
Net decrease in cash and cash equivalents
Less : cash reclassified to assets held for sale
Add: Opening cash and cash equivalents at 1 July
12
10
10
Cash and cash equivalents at 30 June
22(A)
2,007
329
(351)
(195)
(26)
1,764
(28)
-
1,453
1,425
The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.
2019 Annual Report
2,299
1,640
(99)
(123)
(162)
3,555
(9,422)
(15)
10,890
1,453
Page 28
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Consolidated Statement of Changes in Equity
FINANCIAL YEAR ENDED
30 JUNE 2019
At 1 July 2018
Loss for the period
Other comprehensive income
Total loss for the year
Transactions with owners in
their capacity as owners:
Shares issued
Share issue costs
Share Based Payment
At 30 June 2019
Issued
Capital
$’000
355,287
-
-
-
2,007
(219)
-
357,075
Share Based
Payment
Reserve
(Note 13)
$’000
59
Foreign
Currency
Translation
Reserve
(Note 13)
$’000
12
Accumulated
Losses
Total
Equity
$’000
(346,708)
$’000
8,650
(3,490)
(3,490)
-
4
(3,490)
(3,486)
-
-
-
2,007
(219)
94
-
4
4
-
-
-
16
(350,198)
7,046
-
-
-
-
-
94
153
FINANCIAL YEAR ENDED
30 JUNE 2018
At 1 July 2017
Loss for the period
Other comprehensive income
Total loss for the year
Transactions with owners in their
capacity as owners:
Shares issued
Share issue costs
Share based payment
At 30 June 2018
353,129
48
12
(341,485)
11,704
-
-
-
2,299
(141)
-
355,287
-
-
-
-
-
11
59
-
-
-
-
-
-
(5,223)
(5,223)
-
-
(5,223)
(5,223)
-
-
-
2,299
(141)
11
12
(346,708)
8,650
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
2019 Annual Report
Page 29
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements
Note 1 – Corporate information
The financial report of ReNu Energy Limited (the Company) and its subsidiaries (collectively the Group) for
the year ended 30 June 2019 was authorised in accordance with a resolution of the Directors on 30 August
2019.
ReNu Energy Limited is a for profit Company limited by shares, incorporated and domiciled in Australia whose
shares are publicly traded on the Australian Securities Exchange. The nature of the operations and principal
activities of the Group are described in the Directors’ Report.
Note 2 – Summary 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, Australian Accounting Standards and other authoritative
pronouncements of the Australian Accounting Standards Board. The financial report has also been prepared
on a historical cost basis.
B.
Compliance with IFRS
The financial report complies with Australian Accounting Standards and International Financial Reporting
Standards (IFRS) as issued by the International Accounting Standards Board.
C.
New Accounting Standards and interpretations
The Group has adopted all of the new and revised Australian Accounting Standards that are relevant to its
operations and effective for the current financial year. The following amendments to standards are mandatory
for the first time for the financial year beginning 1 July 2018:
• AASB 9 Financial Instruments (effective 1 July 2018);
• AASB 15 Revenue from contracts with Customers (effective 1 July 2018);
• AASB 2016-5 Amendments to Australian Accounting Standards – Classification and
Measurement of Share-based Payment Transactions (effective 1 July 2018).
The adoption of these amendments to standards has not affected any of the amounts recognised in the
current period or any prior period and are not likely to materially affect future periods.
• AASB 15 Revenue from Contracts with Customers (effective 1 July 2018):
AASB 15 provides a single, principles-based model to be applied to all contracts with customers. Generally,
revenue will be recognised when control of a good or service transfers to a customer. Guidance is provided
on topics such as the point at which revenue is recognised, accounting for variable consideration, costs of
fulfilling and obtaining a contract and various related matters. New disclosures regarding revenue are also
introduced.
In accordance with the transition provision in AASB15, the Group has adopted the new rules however there
was no material impact on the Group’s financial statements using the modified retrospective approach. There
has been no cumulative impact from the initial implementation of AASB 15, as the revenue recognised under
AASB 15 is not materially different from that recognised under the Group’s previous method of accounting
for customer contracts. Refer to note 3A for the Group’s revenue recognition policies.
• AASB 9 Financial Instruments (effective 1 July 2018):
AASB 9 replaces AASB 139 and addresses the classification, measurement and derecognition of financial
assets and liabilities, introduces a single, forward-looking “expected loss” impairment model and a
substantially reformed approach to hedge accounting.
2019 Annual Report
Page 30
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
The implementation of AASB 9 has not had a material impact on the Group’s financial statements as the
Group, except for the reclassifications of financial assets previously classified as “Loans and Receivables”
under AASB139 to "Financial Assets at Amortised Cost” under AASB9. Impairment provisions are now based
on expected credit losses rather than only incurred credit losses, but this has not resulted in any material
impact on provisions for impairment losses.
The following new accounting standards and interpretations have been issued that are not mandatory for the
financial year beginning 1 July 2018 and have not been early adopted by the Group:
• AASB 16 Leases (effective 1 July 2019):
AASB 16 provides a new lessee accounting model and replaces AASB 17 Leases, requiring a lessee to
recognise assets and liabilities for all leases with a term of more than 12 months, unless the underlying asset
is of low value.
A lessee measures right-of-use assets similarly to other non-financial assets and lease liabilities similarly to
other financial liabilities. Assets and liabilities arising from a lease are initially measured on a present value
basis. The measurement includes non-cancellable future lease payments, and also includes payments to be
made in optional periods if the lessee is reasonably certain to exercise an option to extend the lease, or not
to exercise an option to terminate the lease. AASB 16 also contains additional disclosure requirements for
lessees.
The Group has a number of operating lease commitments (further details of which are disclosed in note 15)
which are all expected to fall within the scope of AASB 16. Management has made a preliminary assessment
of the effects of applying AASB 16 on the Group’s financial statements and has determined that it is likely to
have a material impact, with the most significant resulting from the rooftop licences for the Group’s solar PV
projects.
The Group expects to apply the standard from 1 July 2019, using the modified retrospective approach
recognising the cumulative effect of initially applying the standard as an adjustment to the opening balance
of retained earnings.
The Group’s preliminary projection is that upon implementation of AASB 16 on 1 July 2019 (applied to existing
operating lease commitments, and not including any new commitments that might be entered into in the
intervening period):
•
•
•
Lease liabilities brought onto the Statement of Financial Position are likely to amount to between
$700,000 and $800,000;
The right-of-use assets is expected to be $50,000 to $60,000 less than the lease liabilities (reflecting
their partially depreciated status from applying the standard on a retrospective basis); and
The opening balance of accumulated losses is likely to be increased by $50,000 to $60,000.
Following the implementation of AASB 16 on 1 July 2019, lease payments which are currently classified as
operating expenses will be classified as depreciation and interest. As a result:
•
EBITDA is expected to increase as the operating lease cost is no longer charged against EBITDA and
instead classified as depreciation and interest which are excluded from EBITDA (although still charged
against earnings); and
• Operating cash flows will increase as the element of cash paid attributable to the repayment of
“principal” will be included as a financing cash flow. The net movement in cash and cash equivalents
will remain the same.
2019 Annual Report
Page 31
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
D.
Going Concern
The financial statements have been prepared on the going concern basis, which contemplates continuity of
normal business activities and the realisation of assets and settlement of liabilities in the normal course of
business.
As disclosed in the financial statements, the Group has net operating cash outflows for the year of $3,312,000
(2018: $5,003,000) and as at 30 June 2019 has cash and cash equivalents of $1,425,000 (30 June 2018:
$1,453,000). The Group also generated a loss after tax of $3,490,000 (2018: $5,223,000). Due to the
formative nature of the bioenergy and solar businesses in the Group, the ability of the Group to continue as
a going concern is principally dependent upon one or more of the following conditions:
•
•
•
•
securing appropriate projects and related funding for project investment;
successful commercialisation and/or divestment of its bioenergy and solar businesses;
effective cash flow management; and
raising additional capital or securing other forms of financing, as and when necessary to meet the
levels of expenditure required for the Group to continue its bioenergy and solar projects and to meet
the Group’s working capital requirements.
During the last twelve months, extensive investigations have been undertaken of the potential debt and equity
funding options available to the Group to fund new projects and operating activities, including offering a
significantly discounted Rights Issue to existing shareholders in May 2019. These activities were not
successful in securing the necessary funding required by the Company to continue the planned development
within all areas of the existing portfolio.
These conditions give rise to material uncertainty which may cast significant doubt over the Group’s ability to
continue as a going concern.
On 2 August 2019, the Group announced that it had accepted an offer from CleanPeak Energy Pty Ltd to
acquire the Group’s existing Embedded Network Operations, including the energy retail authorisation, and
the Amaroo Solar PV facility for a consideration of $5,775,000 less debt.
Subject to the completion of the transaction with CleanPeak Energy, the Directors are satisfied that the Group
has access to sufficient funds to extinguish creditors and liabilities in the ordinary course of business for at
least the next 12 months from the date of signing this report and accordingly have applied the going concern
basis of accounting in preparing the financial statements.
Should the Group be unable to continue as a going concern, it may be required to realise its assets and
extinguish its liabilities other than in the ordinary course of business, and at amounts that differ from those
stated in the financial report. The financial statements do not include any adjustments relating to the
recoverability and classification of recorded asset amounts or the amounts or classification of liabilities and
appropriate disclosures that may be necessary should the consolidated entity be unable to continue as a
going concern.
E.
Basis of consolidation
The consolidated financial statements comprise the financial statements of the Group as at 30 June 2019.
Subsidiaries are all entities which the Group controls. Control is achieved when the Group is exposed, or has
rights, to variable returns from its involvement with the investee and has the ability to affect those returns
through its power over the investee. Specifically, the Group controls an investee if and only if the Group has:
•
•
•
Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities
of the investee);
Exposure, or rights, to variable returns from its involvement with the investee; and
The ability to use its power over the investee to affect its returns.
2019 Annual Report
Page 32
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
The Group reassesses whether or not it controls an investee if facts and circumstances indicate that there
are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the
Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets,
liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the
consolidated financial statements from the date the Group gains control until the date the Group ceases to
control the subsidiary.
Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity holders
of the parent of the Group and to the non-controlling interests. All intra-group assets and liabilities, equity,
income, expenses and cash flows relating to transactions between members of the Group are eliminated in
full on consolidation.
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity
transaction. If the Group loses control over a subsidiary, it derecognises the related assets (including
goodwill), liabilities, non-controlling interest and other components of equity while any resultant gain or loss
is recognised in profit or loss. Any investment retained is recognised at fair value with the change in carrying
amount recognised in profit or loss. This fair value becomes the initial carrying amount for the purposes of
subsequently accounting for the retained interest as an associate, joint venture or financial asset.
Material controlled entity/subsidiaries
The consolidated financial statements include the financial statements of the ultimate parent company, ReNu
Energy Limited, and its controlled entities. Principal subsidiaries, all of which are incorporated in Australia,
are listed in the following table:
Name
Principal activities
Quantum Power Pty Ltd
Bioenergy project development
EN Project Company One Pty Ltd
Electricity supply from solar embedded networks(1)
SP Project Company One Pty Ltd
Electricity supply from solar assets(1)
BioEnergy Projects Pty Ltd
Electricity supply from bioenergy assets
ReNu Energy Retail Pty Ltd
Holds an electricity Retailer Authorisation to supply
electricity to customers in 2018/2019
1.
In its capacity as trustee
Investments in associates
Equity
Interest %
2019
2018
100
100
100
100
100
100
100
100
100
100
Associates are those entities over which the Group is able to exert significant influence but which are not
subsidiaries.
Investments in associates are accounted for using the equity method. Any goodwill or fair value adjustment
attributable to the Group’s share in the associate is not recognised separately and is included in the amount
recognised as investment.
The carrying amount of the investment in associates is increased or decreased to recognise the Group’s
share of the profit or loss and other comprehensive income of the associate, adjusted where necessary to
ensure consistency with the accounting policies of the Group.
Unrealised gains and losses on transactions between the Group and its associates are eliminated to the
extent of the Group’s interest in those entities. Where unrealised losses are eliminated, the underlying
asset is also tested for impairment.
2019 Annual Report
Page 33
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
The following entities have been included in the consolidated financial statements using the equity method:
Name
Principal activities
RE Holding Company One Pty Ltd
Holding company for SM Project Company Pty Ltd and
AJB Projects Pty Ltd(1)
SM Project Company Pty Ltd
Electricity supply from the Goulburn bioenergy project(1)
AJB Energy Projects Pty Ltd
Electricity supply from the AJ Bush bioenergy project(1)
1.
In its capacity as trustee
F.
Foreign currency translation
Equity
Interest %
2019
2018
30
30
30
100
100
100
Both the functional and presentation currency of ReNu Energy is Australian dollars ($A). Transactions in
foreign currencies are initially recorded in the functional currency at the exchange rates ruling at the date of
the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate
of exchange ruling at the reporting date.
Differences arising on the settlement or translation of monetary items are recognised in the 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 when the fair value was determined.
Exchange differences arising from the translation of financial statements of foreign subsidiaries are taken to
the foreign currency translation reserve at the reporting date.
G.
Property, plant & equipment
Property, plant and equipment is stated at cost less accumulated depreciation and any impairment in value.
Depreciation is provided on a straight line basis on all property, plant and equipment. All classes are
depreciated over periods ranging from 3 to 25 years (2018: 3 to 25 years). The assets' residual values, useful
lives and amortisation methods are reviewed, and adjusted if appropriate, at each financial year end.
Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as
appropriate, only when it is probable that future economic benefits associated with the item will flow to the
Group and the cost of the item can be measured reliably. The carrying amount of any component accounted
for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to the
profit or loss during the reporting period in which they are incurred.
Derecognition and disposal
An item of property, 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.
H.
Impairment of non-financial assets
At each reporting date, the Group assesses whether there is any indication that an asset may be impaired.
Where an indicator of impairment exists, the Group makes a formal estimate of recoverable amount. Where
the carrying amount of an asset exceeds its recoverable amount the asset is considered impaired and is
written down to its recoverable amount.
Recoverable amount is the greater of fair value less costs to sell and value in use. It is determined for a cash-
generating unit (CGU). 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 or CGU.
2019 Annual Report
Page 34
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Impairment losses are recognised in the statement of comprehensive income in the year the loss is
recognised.
I.
Cash and cash equivalents
Cash and cash equivalents on the Statement of Financial Position comprise cash at bank and on hand and
short-term deposits with an original maturity of three months or less that are readily convertible to known
amounts of cash and which are subject to an insignificant risk of change in value.
For the purposes of the Consolidated Statement of Cash Flows, cash includes cash on hand and in banks
and short term deposits with an original maturity of three months or less, net of outstanding bank overdrafts.
J.
Inventories
Inventories include spare parts and consumable items used in operations and are valued at the lower of cost
and net realisable value.
K.
Contributed equity
Ordinary shares are classified as equity. Any transaction costs arising on the issue of ordinary shares are
recognised directly in equity as a reduction of the share proceeds received.
L.
Trade and other payables
Trade payables and other payables are carried at cost and represent liabilities for goods and services
provided to the Company prior to the end of the financial year that are unpaid and arise when the Company
becomes obliged to make future payments in respect of the purchase of these goods and services.
M.
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 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 date.
Transaction costs of loans and borrowings
Fees and other costs incurred in relation to the establishment of loan facilities are treated as transaction costs
to the extent that it is probable that some or all of the facility will be drawn down and are included in the initial
fair value of the financial liability. Costs for facilities which do not eventuate or for which the probability of
utilisation is not probable are expensed in profit or loss.
N.
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.
If the effect of the time value of money is material, provisions are determined by discounting the expected
future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and,
where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision
due to the passage of time is recognised as a finance cost.
2019 Annual Report
Page 35
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
O.
Employee benefits
(i) Wages, salaries and annual leave
Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled
within 12 months of the reporting date are recognised in other payables or provisions in respect of employees'
services up to the reporting date. They are measured at the amounts expected to be paid when the liabilities
are settled. Liabilities for sick leave are recognised when the leave is taken and are measured at the rates
paid or payable.
(ii) Long service leave
The liability for long service leave is recognised in the provision for employee entitlements – refer to note 11
for further details.
P.
Share-based payment transactions
The Group provides benefits to employees (including executive Directors) in the form of share-based payment
transactions, whereby employees render services in exchange for shares or rights over shares (‘equity-settled
transactions’).
The cost of equity-settled transactions is determined by the fair value at the date when the grant is made
using an appropriate valuation model. That cost is recognised, together with a corresponding increase in
other capital reserves in equity, over the period in which the performance and/or service conditions are fulfilled
in employee benefits expense. The cumulative expense recognised for equity-settled transactions at each
reporting date until the vesting date reflects the extent to which the vesting period has expired and the Group’s
best estimate of the number of equity instruments that will ultimately vest.
The expense or credit recognised in the profit or loss for a period represents the movement in cumulative
expense recognised as at the beginning and end of that period and is recognised in employee benefits
expense.
No expense is recognised for awards that do not ultimately vest, except for equity-settled transactions for
which vesting is conditional upon a market or non-vesting condition. These are treated as vesting irrespective
of whether or not the market or non-vesting condition is satisfied, provided that all other performance and/or
service conditions are satisfied.
When the terms of an equity-settled award are modified, the minimum expense recognised is the grant date
fair value of the unmodified award provided the original terms of the award are met. An additional expense is
recognised for any modification that increases the total fair value of the share-based payment transaction or
is otherwise beneficial to the employee as measured at the date of modification. When the award is cancelled
by the entity or by the counterparty any remaining element of the fair value of the award is expensed
immediately through the profit or loss.
Q.
Revenue recognition
Interest income
Interest income is recorded as the interest accrues, using the effective interest rate (EIR) in accordance with
AASB9. The EIR is the rate that exactly discounts the estimated future cash receipts over the expected life
of the financial instrument or a shorter period, where appropriate, to the net carrying amount of the financial
asset.
Refer to Note 3A for revenue recognition policy from 1 July 2018.
Accounting policy for revenue recognition prior to 1 July 2018:
Sales Income
Sales income relates to the supply of electricity and related services to customers and the generation of
renewable energy credits and certificates from the government. Revenue from the sale of electricity is
recognised on delivery of the product. Renewable energy credits income is recognised when earned.
2019 Annual Report
Page 36
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Project Income
Project Income relates to income earned for the construction and delivery of biogas energy systems to
customers. Revenue is recognised by reference to the stage of completion of a contract or contracts in
progress at reporting date or at the time of completion of the contract and billing to the customer. Stage of
completion is measured by reference to project costs incurred to date as a percentage of total estimated
costs for each contract which is determined by a set quotation with the customer.
R.
Government grants
Government Grants (including R&D tax incentives) are recognised at their fair value where there is
reasonable assurance that the grant will be received and all attaching conditions will be complied with.
Government grants relating to rehabilitation costs are recorded as an offset against expenditure. To the extent
the government grant is greater than the associated expenditure the residual amount is recorded as other
income.
When the grant relates to an expense item, it is recognised as income over the periods necessary to match
the grant on a systematic basis to the costs that it is intended to compensate. Where the grant relates to an
asset or liability, the fair value is credited to a deferred income account until such time as all conditions
associated with the grant are met. Once these conditions are achieved the credit is allocated to the relevant
asset or liability. The amount of the grant is then released to net income over the expected useful life (by way
of reduced depreciation or amortisation) of the relevant asset.
S.
Earnings per share
Basic earnings per share is determined by dividing the profit/(loss) after tax by the weighted average number
of ordinary shares outstanding during the financial period. Diluted earnings per share is determined by
dividing the profit/(loss) after tax adjusted for the effect of earnings on potential ordinary shares, by the
weighted average number of ordinary shares (both issued and potentially dilutive) outstanding during the
financial period.
T.
Income tax
Current income tax
The income tax expense or credit 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 differences and to unused tax losses.
Current income tax assets and liabilities 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 substantively enacted at the reporting date in the countries where the Group operates and generates
taxable income.
Current income tax relating to items recognised directly in equity is recognised in equity and not in the
statement of profit or loss. Management periodically evaluates positions taken in the tax returns with respect
to situations in which applicable tax regulations are subject to interpretation and establishes provisions where
appropriate.
Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets
and liabilities and their carrying amounts for financial reporting purposes at the reporting date.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
• When the deferred tax liability arises from the initial recognition of goodwill or 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; and / or
2019 Annual Report
Page 37
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
•
In respect of taxable temporary differences associated with investments in subsidiaries, associates and
interests in joint arrangements, when the timing of the reversal of the temporary differences can be
controlled and it is probable that the temporary differences will not reverse in the foreseeable future.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax
credits and any unused tax losses. Deferred tax assets are recognised 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 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; and
•
In respect of deductible temporary differences associated with investments in subsidiaries, associates
and interests in joint arrangements, deferred tax assets are recognised only to the extent that it is
probable that the temporary differences will reverse in the foreseeable future and taxable profit will be
available against which the temporary differences can be utilised.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that
it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax
asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are
recognised to the extent that it has become probable that future taxable profits will allow the deferred tax
asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when
the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or
substantively enacted at the reporting date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred
tax items are recognised in correlation to the underlying transaction either in other comprehensive income or
directly in equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current
tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same
taxation authority.
Tax benefits acquired as part of a business combination, but not satisfying the criteria for separate recognition
at that date, are recognised subsequently if new information about facts and circumstances change. The
adjustment is either treated as a reduction in goodwill (as long as it does not exceed goodwill) if it was incurred
during the measurement period or recognised in profit or loss.
U.
Other taxes
Revenues, expenses and assets are recognised net of the amount of GST except:
• where the GST incurred on a purchase of goods and services is not recoverable from the taxation
authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part
of the expense item as applicable; and
•
receivables and payables are stated with the amount of GST included.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of
receivables or payables in the statement of financial position. Cash flows are included in the Statement of
Cash Flow on a net basis and the GST component 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.
2019 Annual Report
Page 38
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
V.
Segment reporting
A business segment is a distinguishable component of the entity that is engaged in providing products or
services that are subject to risks and returns that are different to those of other business segments. Operating
segments are identified on the basis of internal reports that are regularly reviewed and used by the Board of
Directors in order to allocate resources to the segment and assess its performance and are reported in
note 16.
W. Parent Entity financial information
The financial information for the parent entity, ReNu Energy, included in note 26, has been prepared on the
same basis as the consolidated financial statements.
X.
Comparative figures
When required by Accounting Standards, comparative figures are adjusted to conform to changes in
presentation for the current financial year. Certain comparative financial information presented in the
Statement of Profit or Loss and Other Comprehensive Income, and Statement of Cash Flows have been
reclassified in this financial report to improve the presentation of information. The reclassification results in
no net change to loss or cash flows for the comparative period.
Y.
Rounding of amounts
The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports)
Instrument 2016/191, relating to the 'rounding off' of amounts in the financial statements. Amounts in the
financial statements have been rounded off in accordance with that Instrument to the nearest thousand
dollars, or in certain cases, the nearest dollar.
Z.
Non-current assets (or disposal groups) held for sale and discontinued operations
Non-current assets (or disposal groups) are classified as held for sale if their carrying amount will be
recovered principally through a sale transaction rather than through continuing use and a sale is considered
highly probable. They are measured at the lower of their carrying amount and fair value less costs to sell,
except for assets such as deferred tax assets, assets arising from employee benefits, financial assets and
investment property that are carried at fair value and contractual rights under insurance contracts, which are
specifically exempt from this requirement.
An impairment loss is recognised for any initial or subsequent write-down of the asset (or disposal group) to
fair value less costs to sell. A gain or loss not previously recognised by the date of the sale of the non-current
asset (or disposal group) is recognised at the date of derecognition.
Non-current assets (including those that are part of a disposal group) are not depreciated or amortised while
they are classified as held for sale. Interest and other expenses attributable to the liabilities of a disposal
group classified as held for sale continue to be recognised.
Non-current assets classified as held for sale and the assets of a disposal group classified as held for sale
are presented separately from the other assets in the balance sheet. The liabilities of a disposal group
classified as held for sale are presented separately from other liabilities in the balance sheet.
A discontinued operation is a component of the Group that has been disposed of or is classified as held for
sale and that represents a separate major line of business or geographical area of operations, is part of a
single co-ordinated plan to dispose of such a line of business or area of operations, or is a subsidiary acquired
exclusively with a view to resale. The results of discontinued operations are presented separately in the
statement of profit or loss.
AA. Financial Instruments
Recognition, initial measurement and derecognition
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual
provisions of the financial instrument and are measured initially at fair value adjusted by transactions costs.
2019 Annual Report
Page 39
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
The Group does not have financial asset or liability carried at fair value. Subsequent measurement of financial
assets and financial liabilities carried at amortised cost are described below.
Subsequent measurement of financial assets
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the following conditions (and are not
designated as FVPL):
•
•
they are held within a business model whose objective is to hold the financial assets and collect its
contractual cash flows
the contractual terms of the financial assets give rise to cash flows that are solely payments of principal
and interest on the principal amount outstanding
After initial recognition, these are measured at amortised cost using the effective interest method. Discounting
is omitted where the effect of discounting is immaterial. The Group’s cash and cash equivalents, trade and
other receivables fall into this category of financial instruments
Financial assets are derecognised when the contractual rights to the cash flows from the financial asset
expire, or when the financial asset and all substantial risks and rewards are transferred. A financial liability is
derecognised when it is extinguished, discharged, cancelled or expires.
BB. Significant accounting judgements, estimates and assumptions
The carrying amounts of certain assets and liabilities are often determined based on judgement, estimates
and assumptions of future events. The key estimates and assumptions that have a significant risk of causing
a material adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting
period are:
Rehabilitation provision
The Company reviews rehabilitation requirements for its geothermal tenements by undertaking an analysis
of the planned activities and costs to rehabilitate the sites including the plugging and abandoning of wells as
appropriate. The estimated costs reflect the planned work required to satisfy the obligations. The plugging
and abandoning of wells are subject to geological complexities and other downhole risks and the ultimate
cost incurred may differ materially to the current estimate. The Company reviewed its current rehabilitation
requirements for its existing Cooper Basin tenements resulting in a reduction of $275,000 in the rehabilitation
provision during the year.
Impairment of Property, plant and equipment
The Company announced on 2 August 2019 that it had entered into a Securities Purchase Agreement with
CleanPeak Energy Pty Ltd, under which CleanPeak would acquire the subsidiaries of the Group which hold
its existing Embedded Network Operations, including the energy retail authorisation, and the Amaroo Solar
PV facility for a consideration of $5,775,000 less debt. As a result of this transaction, the Company assessed
the recoverable amount of these Solar assets exceeded their carrying value and recognised an impairment
of $508,000 against these assets.
2019 Annual Report
Page 40
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Note 3A – Income
(i) Revenue from contracts with customers
Electricity and related services
Operating and maintenance services
Renewable energy credits and certificates
(ii) Other income
Recoupment of rehabilitation costs from former joint venture participant
R&D tax incentive received (bioenergy) *
Other
2019
$’000
926
206
86
1,218
-
107
32
139
2018
$’000
194
-
42
236
53
130
23
206
* Total R&D incentive received or receivable at 30 June 2019 is $nil (2018: $23,000) in relation to rehabilitation costs and $107,000
(2018: $130,000) in relation to bioenergy costs. R&D incentive in respect of rehabilitation costs is recognised as a contra to the
rehabilitation expenditure in the profit and loss to the extent it reduces the expense to nil. To the extent the R&D incentive exceeds the
rehabilitation costs, the residual amount is classified as other income. For the year ended 30 June 2019 no R&D incentive in respect of
rehabilitation costs is included in other income (2018: nil).
Revenues from contracts with customers
The Group’s primary revenue streams relate to the retail sale of electricity to business customers in Australia.
Revenue from contracts with customers is recognised when control of the goods or services is transferred to
a customer at an amount that reflects the consideration to which the Group expects to be entitled to receive
in exchange for those goods or services.
Electricity and related services
The contracts with business customers are long term in nature and represent a series of distinct goods that
are substantially the same and have the same pattern of transfer to the customer and are treated as one
performance obligation satisfied over time based on the output delivered to the customer. The Group
determines that the right-to-invoice approach to measure the progress towards completion of the
performance obligation is most appropriate as it depicts the Group’s performance. At the end of each month,
electricity revenues are recognised based on metered usage at agreed contracted rates and invoiced to
customers. Invoices are due for payment between 14 and 30 days from invoice date.
Operating and maintenance services
The Group continues to operate and maintain the electricity generation project at Goulburn bioenergy project
and AJ Bush after disposal of its 70% interest in these bioenergy projects. The Group’s performance
obligations are fulfilled over time as the Group enhances assets which the associate controls, for which the
Group does not have an alternative use and for which the Group has right to payment for performance to
date. Operating and maintenance service revenue are recognised over time, which are invoiced monthly
based on contractual terms. The contractual terms included a fixed monthly charge and a charge per engine
operating hour. Invoices are due for payment within 7 business days.
Renewable energy credits and certificates (‘RECs’)
The Group sells both energy and RECs to the customer. A customer may purchase RECs from the Group to
meet its own REC obligations and/or where it wants actual title to the RECs.
The RECs sold to a customer represent a separate performance obligation, i.e. a good, as the customer can
benefit from the REC on its own and the promise to transfer RECs to the customer is separately identifiable
from the other promises in the contract (e.g. promise to deliver energy).
2019 Annual Report
Page 41
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
The Group recognised RECs as and when the control of the RECs are transferred to the customer which
occurs at a point in time. Contract typically settles within three business days of contract date.
Disaggregation of Revenue from contracts with customers
The Group derives revenue from the transfer of services over time and at a point of time in the following major
product lines and geographical regions:
Year ended 30 June 2019
Primary Geographic Market
Queensland
New South Wales
ACT
South Australia
Total
Project
Solar PV Project
Solar Embedded Network Project
Bioenergy Project O&M
Total
Timing of transfer of goods and
services
Point in time
Over time
Total
Year ended 30 June 2018
Primary Geographic Market
Queensland
New South Wales
ACT
South Australia
Total
Project
Solar PV Project
Solar Embedded Network Project
Bioenergy Project O&M
Total
Timing of transfer of goods and
services
Point in time
Over time
Total
Electricity and
related services
$’000
Operating and
maintenance
services
$’000
Renewable
energy credits
and certificates
$’000
-
392
255
279
926
255
671
-
926
-
926
926
53
153
-
-
206
-
-
206
206
-
206
206
-
30
36
20
86
36
50
-
86
86
-
86
Electricity and
related services
$’000
Operating and
maintenance
services
$’000
Renewable
energy credits
and certificates
$’000
-
101
93
-
194
93
101
-
194
-
194
194
-
-
-
-
-
-
-
-
-
-
-
-
-
8
34
-
42
34
8
-
42
42
-
42
Total
$’000
53
575
291
299
1,218
291
721
206
1,218
86
1,132
1,218
Total
$’000
-
109
127
-
236
127
109
-
236
42
194
236
2019 Annual Report
Page 42
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Note 3B – Personnel expenses
Loss before income tax has been determined after charging the following specific
items:
Employee expenses
Share based payments
Note 3C – Other operating expenses
Business development costs
Depreciation of operational plant & equipment
Impairment of operational plant & equipment
Facility operating costs
Project rectification costs
Rehabilitation costs
Research and development
Note 3D – General & administrative expenses
Governance and investor relations
External advisory
Facility, IT and communications
Travel
Insurance
Depreciation of plant and equipment
Inventory write-downs
Other
Note 3E – Finance costs
Transaction costs of loans and borrowings
Interest expense
2019
$’000
2,081
94
265
290
508
966
9
(275)
(25)
1,738
290
246
318
113
214
10
-
57
2018
$’000
2,050
11
1,230
55
-
193
(3)
-
-
1,475
286
1,008
431
165
232
9
-
56
1,248
2,187
2019
$’000
39
84
123
2018
$’000
95
38
133
2019 Annual Report
Page 43
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Note 3F – Other expenses and losses/(gains)
General and administrative expenses have been determined after
charging/(crediting) the following specific items (amounts may be included above
in notes 3B, 3C and 3D):
Depreciation
Gain/(loss) on disposal of plant & equipment
Operating lease rentals paid
Foreign exchange loss/(gain)
Employer superannuation contributions paid or payable
Note 4 – Income tax
Income tax expense
301
165
3
171
64
-
140
-
211
2019
$’000
2018
$’000
The prima facie tax benefit on loss of 27.5% (2018 – 27.5%) differs from the
income tax provided in the financial statements as follows:
Prima facie tax benefit on loss
960
1,426
Tax effect of amounts which are not deductible (taxable) in calculating taxable
income:
R&D Tax Incentive receivable
Change in R&D incentive for the prior year *
Other income/(expenses)
Utilisation of Losses not recognised
Income tax benefit/(expense)
Adjustments for current tax of prior periods
Deferred tax assets for tax losses and other temporary differences not
recognised
Income tax expense
* Change in R&D incentive represents amounts received in excess of carrying receivable balances
Income tax expense comprises:
Current tax
Deferred tax
Adjustment for current tax of prior periods
Deferred tax asset
Total income tax expense
-
29
(101)
88
976
-
(976)
-
-
(976)
-
976
-
-
(44)
(6)
-
1,376
448
(1,861)
(37)
(1,497)
1,497
37
-
37
2019 Annual Report
Page 44
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Tax losses
Unused tax losses for which no deferred tax asset has been recognised1
Potential tax benefit at 27.5%
Deferred income tax
Deferred income tax at the end of the reporting period relates to the following:
2019
$’000
268,533
73,847
2018
$’000
265,525
73,019
Deferred tax liabilities
Other deferred tax liability
Total deferred tax liabilities (A)
Deferred tax assets
Losses available for offset against future taxable income:
Company
Subsidiary
Other deferred tax asset
Total deferred tax assets (B)
Net deferred tax assets (A) + (B)
Deferred tax assets not recognised1
Recognised net deferred income tax assets
2019
$’000
(1)
(1)
2018
$’000
(37)
(37)
71,597
70,770
2,249
873
74,720
74,719
(74,719)
-
2,249
1,406
74,425
74,388
(74,388)
-
1 Deferred tax assets arising from tax losses and temporary differences are only brought to account to the extent that it offsets the
Group's deferred tax liabilities arising from temporary differences. As the Group does not have a history of taxable profits, the
deferred tax assets associated with tax losses and temporary differences in excess of the Group’s deferred tax liabilities arising from
temporary differences is not yet regarded as probable of recovery at 30 June 2018.
Movement in deferred tax assets
Balance at the beginning of the year
Change in tax rates
(Charged)/credited to profit or loss:
Tax losses
Trade and other payables
Provisions
Adjustment for deferred tax of prior periods
Accounting impairment
Recognition/(Derecognition) of DTA of Associated Entities
Rights issue costs recognised through equity
Other balances and transactions
Balance at the end of the year
2019
$’000
74,425
-
827
(29)
(102)
(23)
140
(418)
57
(156)
2018
$’000
79,200
(6,600)
1,151
(190)
(46)
278
-
578
-
54
74,721
74,425
2019 Annual Report
Page 45
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Movement in deferred tax liabilities
Balance at the beginning of the year
Change in tax rates
(Charged)/credited to profit or loss:
Trade and other receivables
Other balances and transactions
Balance at the end of the year
Note 5 – Trade and other receivables
Current
Cash held as security
Trade receivables
GST Receivable
Interest Receivable
R&D Tax Incentive Receivable
Other receivables and deposits
Prepayments
2019
$’000
37
-
(13)
(23)
1
2019
$’000
430
89
63
16
-
180
361
2018
$’000
24
(2)
25
(10)
37
2018
$’000
295
156
203
1
92
134
299
Total current trade and other receivables
1,139
1,180
Non-current
Loan to associate
R&D Tax Incentive receivable
Total non-current trade and other receivables
Assets pledged as security
1,066
570
1,636
-
545
545
Of the cash held as security $39,687 (2018: $40,000) is provided as security for borrowings (refer note 10)
and $390,000(2018: $255,000) for bank guarantees (refer note 23).
Foreign exchange, interest rate and liquidity risk
Information about the Group’s exposure to foreign exchange risk, interest rate risk and liquidity risk is provided
in note 25. Trade and other receivables are non-interest bearing.
Fair value and credit risk
The maximum exposure to credit risk at the reporting date is the carrying amount of each class of receivables
mentioned above. Refer to note 25 for more information on the risk management policy of the Group.
Past due but not impaired
As at 30 June 2019, trade receivables of $41,000 (2018: $113,000) were past due but not impaired. This
amount of $41,000 was received subsequent to the end of the period. Other amounts are expected to be
recovered. The ageing analysis of these trade receivables is as follows:
2019 Annual Report
Page 46
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Up to 2 months
2 to 3 months
3 to 6 months
Impairment
2019
$’000
32
-
9
41
2018
$’000
29
1
83
113
The Group assesses impairment on a forward looking basis for its debt instruments carried at amortised
cost. The impairment methodology applied depends on whether there has been a significant increase in
credit risk. No expected credit loss has been recognised by the Group during the year.
Note 6 – Inventories
Spares
Note 7 – Property, plant & equipment
Plant and equipment at cost
Less: accumulated depreciation and impairment
Total Property, Plant and Equipment
Reconciliation of Plant & Equipment
Carrying amount at beginning of the period
Additions
Grant proceeds
Reclassification to Assets Held for Sale
Impairment(1)
Depreciation / amortisation expense
Carrying amount at the end of the period
2019
$’000
59
2019
$’000
30,136
2018
$’000
20
2018
$’000
28,258
(24,038)
(22,290)
6,098
5,968
5,968
707
-
232
(508)
(301)
6,098
2,821
10,238
(2,100)
(4,663)
-
(328)
5,968
1 Impairment of property, plant and equipment from transaction announced on 2 August 2019 to sell the subsidiaries of the Group
which hold the embedded network operations and Amaroo Solar PC facility.
Assets pledged as security
Plant and equipment with a carrying value of $5,775,000 (2018: $2,338,000) is pledged as security for current
and non-current borrowings. Refer to note 10 for details of borrowing.
Note 8 – Investment in Associates
Interests in associates
Name of entity
Ownership interest
Carrying amount
RE Holding Company One Pty Ltd
30%
100%
2019
2018
2019 Annual Report
2019
$’000
530
2018
$’000
-
Page 47
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
RE Holding Company One Pty Ltd, in its capacity as trustee for the RE Holding Trust One, acts as holding
company for entities which own bioenergy projects in Australia. In July 2018, the Company sold a 70%
interest in RE Holding Company One Pty Ltd as described in note 17.
Summarised financial information for associates
Summarised Balance Sheet
2019
$’000
2018
$’000
Current assets
Non-current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Net assets
Reconciliation to carrying amount
Group’s interest
Group’s interest in net assets
Elimination of Group interest in (profits)/losses arising from transactions with
associates
Carrying amount of investment in associates
Summarised statement of comprehensive income
Revenue
Loss from continuing operations
Total comprehensive loss
Group’s share of loss of associates at 30%
Note 9 – Trade and other payables
Current
Trade creditors
Accrued and other liabilities
GST payable
Trade creditors and accruals
905
5,128
6,033
(278)
(3,570)
(3,848)
2,185
30%
655
(125)
530
2019
$’000
835
(269)
(269)
(81)
2019
$’000
399
383
55
837
-
-
-
-
-
-
-
-
-
-
-
2018
$’000
-
-
-
2018
$’000
1,257
640
733
2,630
2019 Annual Report
Page 48
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Terms and conditions
Accounts payable and accrued liabilities are non-interest bearing. Liabilities are recognised for amounts to
be paid in the future for goods and services received, whether or not billed to the Company. All amounts are
normally settled within 30 days, and discounts for early payment are normally taken where it is considered
advantageous for the Company to do so. Due to the short term nature of these payables, their carrying value
is assumed to approximate their fair value.
Note 10 – Borrowings
Current borrowings
Secured loan
Other borrowings
Total current borrowings
Non-current borrowings
Secured loan
Total Non-current borrowings
2019
$’000
55
247
302
1,131
1,131
2018
$’000
1,244
187
1,431
-
-
The secured loan is secured by a charge over specific plant and equipment and cash of a subsidiary company
as identified in note 7 and note 5 respectively. The Parent Entity has provided a guarantee for the subsidiary’s
obligations under the loan agreement. The financier has rights to enforce the charge over the assets or call
on the guarantee if certain events of default occur, including failure to make scheduled loan repayments and
interest payments and if the debt service coverage ratio of the subsidiary’s business falls below 1.25:1 when
measured quarterly in relation to the previous 12 months’ operations. Under the terms of the loan agreement,
the subsidiary has obtained a waiver from the Debt service cover ratio (DSCR) requirements for the first two
quarters of the loan term (31 March 2018 and 30 June 2018). The contracted maturity of the loan repayments
is set out in note 25(B).
On 2 August 2019, the Company in accordance with the requirements under its Loan Facility Agreement,
notified the financier that they entered into a Securities Purchase Agreement (SPA) for the sale of specific
assets and the repayment of the loan facility upon completion of the transaction. The financier notified the
company on 5 August 2019 of a potential event of default resulting from this proposed transaction. The
Company is arranging the repayment of the loan facility as contemplated in the SPA at completion of the
transaction.
Other borrowings are secured over certain insurance policies of the Group and proceeds from any insurance
claims may be required to be applied against the outstanding balance of the loan.
Changes in borrowings resulting from financing activities
Balance as at beginning of financial year
Cash proceeds from borrowings
Transaction costs relating to borrowings
Expensing of transaction costs (non-cash)
Repayments of principal
Balance at the end of the financial year
2019
$’000
1,431
329
-
24
(351)
1,433
2018
$’000
-
1,640
(119)
9
(99)
1,431
2019 Annual Report
Page 49
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Fair value of borrowings
The fair values of borrowings are not materially different from their carrying values as interest rates on those
borrowings are either close to current market rates or the borrowings are of a short term nature.
Note 11 – Provisions
At 1 July 2018
Provision raised during the
year
Utilised
Unused amounts released
Unwinding of discount
At 30 June 2019
Current 2019
Non current 2019
Current 2018
Non current 2018
At 30 June 2018
Employee entitlements
Employee
Entitlements
$’000
Rehabilitation
Provision
$’000
Other
Provisions
$’000
Total
Provisions
$’000
144
129
(199)
-
-
74
50
24
74
117
27
144
1,670
-
-
(275)
-
1,395
1,395
-
1,395
676
994
1,670
96
8
(12)
11
103
12
91
103
13
83
96
1,910
137
(211)
(275)
11
1,572
1,457
115
1,572
806
1,104
1,910
The provision for employee entitlements includes accrued annual leave and long service leave. All annual
leave is expected to be taken within 12 months of the respective service being provided, so annual leave
obligations are classified as current.
The liability for long service leave is measured as the present value of expected future payments to be made
in respect of services provided by employees up to the reporting date. Consideration is given to expected
future wage and salary levels, experience of employee departures, and periods of service. Expected future
payments are discounted using market yields at the end of the reporting period of high quality corporate
bonds with terms and currencies that match, as closely as possible, the estimated future cash outflows.
Rehabilitation provision
The rehabilitation provision relates to the Group’s share of the expected cost to complete the remaining
rehabilitation of the Group’s legacy geothermal sites. Bank guarantees totalling $150,000 have been issued
to the relevant government departments to cover tenement rehabilitation obligations.
Other provisions
Other provisions have been recognised for the present value of expected future costs to ‘make good’ or
remove the Group’s plant and equipment from the property of its customers at the end of the relevant
contracts.
2019 Annual Report
Page 50
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Note 12 – Issued capital
Authorised Shares
2019
$’000
2018
$’000
122,068,491 (2018 – 859,157,346) fully paid ordinary shares
357,075
355,287
MOVEMENT IN ORDINARY SHARE CAPITAL:
NUMBER OF
SHARES
ISSUE PRICE
$ PER SHARE
30/06/17 Balance end of financial year
10/11/17
Shares issued pursuant to share loan plan(1)
717,074,558
43,024,500
22/12/17
Shares issued pursuant to share purchase plan
127,741,288
0.0180
23/04/18
Buy-back of share loan plan shares(2)
(28,683,000)
Share issue costs
30/06/18 Balance at end of financial year
859,157,346
27/7/18
Shares issued pursuant to entitlement offer 1:2
106,113,451
0.012
11/12/18
Share consolidation 1:10
14/12/18
Shares issued pursuant to loan share plan(1)
7/6/19
Shares issued pursuant to rights issue
(868,741,056)
14,424,000
11,114,750
0.066
Share issue costs
30/06/19 Balance at end of financial year
122,068,491
$’000
353,129
-
2,299
-
(141)
355,287
1,273
-
-
734
(219)
357,075
1.
Shares issued pursuant to a share loan plan have been accounted for as an option. Further details are set out in
note 19.
2.
Loan share plan shares were cancelled upon failure to satisfy vesting conditions.
Terms and conditions of contributed equity
Ordinary Shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company.
Share appreciation rights (SARS)
In addition to the ordinary shares, the Company has issued Share Appreciation Rights (SARs) to Key
Management Personnel. The SARs can convert into Ordinary Shares upon the satisfaction of certain vesting
conditions. Further details are set out in note 19.
MOVEMENT IN SHARE APPRECIATION RIGHTS:
30/06/17
Balance end of financial year
10/11/17
SARs issued
28/03/18
SARs cancelled
30/6/18
Balance at end of financial year
30/6/19
Balance at end of financial year
NUMBER OF
SARs
20,000,000
4,061,958
(24,061,958)
-
-
2019 Annual Report
Page 51
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Note 13 – Reserves
Share based payment reserve
Foreign currency translation reserve
Reconciliation of Reserves
Carrying amount at beginning
Net share based payments expense recognised
Recognition of foreign currency translation reserve
Nature and purpose of reserves
Share based payment reserve
2019
$’000
2018
$’000
153
16
169
71
94
4
169
59
12
71
60
11
-
71
The employee share based payment reserve is used to record the value of share appreciation rights and
share loan plan shares granted to employees, including Key Management Personnel, as part of their
remuneration. Refer to note 19 for further details.
Foreign currency translation reserve
This reserve records the differences arising as a result of translating the financial statements of subsidiaries
recorded in foreign currencies to the presentational currency.
Note 14 – Expenditure commitments
Geothermal tenement commitments
In order to maintain current rights of its geothermal tenements, the Company is required to outlay annual
rentals and to meet certain expenditure requirements of the Department of State Development, South
Australia. These obligations are subject to renegotiation upon expiry of the tenements. The obligations are
not provided for in the financial report and are payable as follows:
Payable not later than one year
Operating Leases (non-cancellable)
2019
$’000
64
2018
$’000
50
The Group leases or holds licences to occupy various offices and other operational areas for terms of up to
18 years. Under some of the agreements, the Group has an option to extend the lease or licence for additional
periods on various terms. Future payments for some licences escalate annually at a rate which approximates
expected inflation rates.
2019 Annual Report
Page 52
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Commitments for minimum lease payments in relation to non-cancellable operating leases are payable as
follows:
Payable within one year
Payable later than one year but not later than five years
Payable later than five years
2019
$’000
135
390
687
2018
$’000
208
425
727
1,212
1,360
Other capital commitments
The Group is committed to completing construction of a number of solar and bioenergy projects which are in
progress at the end of the reporting period. The expected remaining cost of completing these projects which
has not been recognised as liabilities is as follows:
Property, plant and equipment
Note 15 - Earnings per share
Basic and diluted earnings/(loss) per share attributable to the equity
holders of the Company:
From continuing operations
From discontinued operations
2019
$’000
54
2018
$’000
877
2019
Cents per share
2018*
Cents per share
(3.77)
0.42
(3.35)
(6.84)
0.36
(6.48)
2018
$’000
(5,510)
287
(5,223)
2018
Shares
*Prior year earnings per share have been restated for the 1:10 share consolidation on 11 December 2018.
The following reflects the income and share data used in the calculations of
basic and diluted earnings per share:
Net profit/(loss) attributable to equity shareholders:
From continuing operations
From discontinued operations
2019
$’000
(3,928)
438
(3,490)
2019
Shares
Weighted average number of ordinary shares used in calculation of basic
and diluted earnings per share
104,268,504
80,557,342
As the Group has generated a loss, potential ordinary shares have been deemed to be anti-dilutive.
2019 Annual Report
Page 53
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Note 16 - Segment information
The Company operates in three segments, being: solar; bioenergy; and geothermal energy exploration and
evaluation. The geothermal segment exists only to complete remediation activities. All operations are located
in Australia.
Operating segments are identified on the basis of internal reports that are regularly reviewed and used by the
Managing Director and Board of Directors (chief operating decision makers) in order to allocate resources to
the segment and assess its performance. The financial information presented in the Consolidated Statement
of Profit or Loss and Other Comprehensive Income and the Consolidated Statement of Financial Position is
the same as that presented to the chief operating decision makers.
Group assets and liabilities are not presented by segment to the chief operating decision makers.
Unless otherwise stated, all amounts reported to the Managing Director and Board of Directors as the chief
operating decision makers are in accordance with the Group’s accounting policies.
The following table represents revenue and profit information for the Group’s operating segments for the year
ended 30 June 2019.
Year Ended 30 June 2019
Reconciliation to loss from
discontinued operations
after tax
Bioenergy
$’000
Solar
$’000
Geothermal
$’000
Corporate
**
$’000
Segment
totals
$’000
Discontinued
operations*
$’000
Consolidated
$’000
118
(2,407)
(2,463)
(452)
(2,915)
Revenue and income
- From external
customers
- Interest income
572
1,012
45
1
-
-
-
34
1,584
80
Expenses
(1,030)
(1,092)
118
(2,441)
(4,445)
EBITDA
(413)
(79)
118
(2,407)
(2,781)
Gain on sale of fixed
assets
Gain on sale of
subsidiary
Statutory EBITDA
Share of loss from
associate
Depreciation
Impairment
Borrowing
transaction costs
Interest expense
Income tax expense
Profit /(Loss) after
tax
145
173
(95)
(81)
-
-
(79)
-
(15)
(284)
-
-
-
-
(508)
(39)
(76)
-
-
-
-
-
145
173
-
-
-
-
-
-
-
(81)
(16)
(315)
-
-
(8)
-
(508)
(39)
(84)
-
-
14
-
-
-
-
(191)
(986)
118
(2,431)
(3,490)
(438)
Loss from continuing operations after tax
*Discontinued operations relate entirely to the Bioenergy segment
** Related to corporate overheads which cannot be attributable to each individual segment.
2019 Annual Report
(227)
-
93
(134)
(145)
(173)
1,357
80
(4,352)
(2,915)
-
-
(81)
(301)
(508)
(39)
(84)
-
(3,928)
Page 54
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Year Ended 30 June 2018
Reconciliation to loss from
discontinued operations
after tax
Bioenergy
$’000
Solar
$’000
Geothermal
$’000
Corporate
$’000
Segment
totals
$’000
Discontinued
operations*
$’000
Consolidated
$’000
Revenue and income
- From external
customers
- Interest income
977
4
236
-
99
-
-
1,312
105
109
Expenses
(1,102)
(1,673)
(224)
(3,147)
(6,146)
EBITDA
(121)
(1,437)
(125)
(3,042)
(4,725)
Depreciation
(264)
(53)
Borrowing
transaction costs
Interest expense
-
-
Income tax expense
(37)
(95)
(31)
-
-
-
-
-
(11)
(328)
-
(7)
-
(95)
(38)
(37)
(870)
(2)
321
(551)
264
-
-
-
Loss after tax
(422)
(1,616)
(125)
(3,060)
(5,223)
(287)
Loss from continuing operations after tax
*Discontinued operations relate entirely to the Bioenergy segment
Major customers
442
107
(5,825)
(5,276)
(64)
(95)
(38)
(37)
(5,510)
Revenues attributed to the solar segment are derived from a number of significant customers who each
account for greater than 10% of the Group’s revenue. Revenues earned from each of these customers during
the year were: $255,000 (2018 $93,000) ; $671,000 (2018 $101,000) respectively.
Note 17 – Discontinued Operations and Assets and Liabilities Classified as Held for Sale
During the period, the Group disposed of a 70% interest in two bioenergy projects:
(i) On 17 July 2018, the Company completed the sale of a 70% interest in RE Holding Company One
Pty Ltd whose subsidiary owns the Goulburn Bioenergy Project to an entity in which the Company
has a 30% interest, recognising a gain of $145,000; and
(ii) On 13 December 2018, a Group company sold the property, plant and equipment of a bioenergy
business to an entity in which the Company has a 30% interest, recognising a gain of $173,000.
The results from these two bioenergy projects up until the date of sale have been classified as discontinued
operations. The results from these projects from the date of sale have been accounted-for using the equity
method of accounting (refer note 8).
2019 Annual Report
Page 55
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
(a) Profit from discontinued operations after tax
Revenue – sales income
Interest revenue
Expenses
Depreciation
Gain on disposal of subsidiary
Gain on sale of property, plant and equipment
Net profit/(loss) from discontinued operations
Income tax expense
Net profit/(loss) from discontinued operations after tax
Net cash flows from discontinued operations
Net cash inflow / (outflow) from operating activities
Net cash outflow from investing activities
Net cash inflow / (outflow) from financing activities
(b) Assets held for sale
Cash
Trade receivables
Other receivables and prepayments
Plant & equipment
Total assets held for sale
(c) Liabilities directly associated with assets held for sale
Trade creditors, accrued and other liabilities
Other provisions
Total liabilities directly associated with assets held for sale
2019
$’000
227
-
(93)
(14)
145
173
438
-
438
779
3,390
-
2019
$’000
-
-
-
-
-
2019
$’000
-
-
-
2018
$’000
870
2
(321)
(264)
-
-
287
-
287
470
(2,101)
-
2018
$’000
15
27
784
4,663
5,489
2018
$’000
19
15
34
2019 Annual Report
Page 56
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
(d) Details of the sale of the subsidiary – RE Holding Company
One Pty Ltd
Consideration received or receivable
Cash
Receivables
Loan receivable from associate
Fair value of investment in associate received
Total consideration received or receivable
Net assets sold / de-recognised
Gain on sale
Gain on sale of subsidiary (net of retained 30% interest)
2019
$’000
2,800
789
720
453
4,762
(4,515)
247
173
The carrying amount of the net assets and liabilities of RE Holding Company One Pty Ltd as at the date of
sale, 17 July 2018 was:
Assets
Cash
Trade and other receivables
Property, plant & equipment
Total assets
Liabilities
Provisions
Total liabilities
Net assets
Note 18 – Remuneration of Auditors
Amounts received or due and receivable by BDO Audit Pty Ltd for:
An audit or review of the financial report of the entity
Other assurance services
Amounts received or due and receivable by previous auditor, Ernst & Young Australia
for:
An audit or review of the financial report of the entity
Other assurance services
$’000
15
774
3,741
4,530
(15)
(15)
4,515
2019
$
49,500
-
49,500
-
-
-
2018
$
45,000
4,500
49,500
7,146
-
7,146
2019 Annual Report
Page 57
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Note 19 – Share based payments
Loan Share Plan
On 14 December 2018, the Company issued 14,424,000 ordinary shares (Plan Shares) to executives of the
Company pursuant to the Loan Share Plan approved by shareholders at the Annual General Meeting.
The Plan Shares are subject to certain vesting conditions, comprising: the maintenance of continuous
employment with the Company until a specified date (Earliest Vesting Date); and the achievement of certain
share price targets for ReNu Energy’s shares (Target Price) as follows:
Vesting condition
Managing Director
Other executives
Earliest Vesting Date
6 July 2019
31 July 2019
Share Target Price*
Number of Plan Shares
Number of Plan Shares
Total Plan Shares
$0.20
$0.40
$0.50
Total Plan Shares
2,885,000
2,885,000
2,885,000
8,655,000
1,923,000
1,923,000
1,923,000
5,769,000
4,808,000
4,808,000
4,808,000
14,424,000
* The Target Price vesting condition will be satisfied where the Volume Weighted Average Price of the Company’s
shares over any 20 day trading period is at least the Target Price.
Plan Shares will also vest if there is a change of control event.
The executives were provided with limited recourse, interest-free loans to fund the acquisition of the Plan
Shares. The loans are repayable after 10 years or earlier in specific circumstances, including if the executive
ceases employment or sells the shares. The executive may return the shares instead of repaying the loan.
The issue price of the shares was $0.104 each with an aggregate loan value of $1,500,096.
As the Company has no right to receive cash settlement for the loan (the executive can elect to forfeit the
shares), no loan receivable has been recognised by the Company. The effect of the contractual arrangements
is equivalent to an option exercisable at the time of loan repayment at an exercise price of $0.104 per share.
As a result, the grant of Plan Shares has been valued using an option pricing model and the fair value
recognised in profit and loss over the expected vesting period.
The fair value of Plan Shares granted during the year is shown below, as determined using a Monte-Carlo
simulation valuation methodology based on the grant date of the Plan Shares. The model inputs included: a
base share price at grant date of $0.10; a deemed exercise price of $0.104; a risk-free interest rate of 2.60%;
an expected exercise period of 10 years; no dividends being payable during the exercise period; and
expected price volatility of the Company’s shares of 110.10%, based on historic volatility to the grant date.
Grant
Managing Director
Other executives
Tranche 1
Tranche 2
Tranche 3
$0.0762
$0.0656
$0.0618
$0.0771
$0.0650
$0.0621
2019 Annual Report
Page 58
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Plan Shares
2019
Grant date
Exercise
price
Expiry
date
Balance at
the start of
the year
Number
Granted
during the
year
Number
Forfeited
during the
year
Number
Share
consolidation
during the
year
Balance at
the end of
the year1
Number
9/11/2017
$0.0172
9/11/2027
14,341,500
-
28/11/2018
$0.104
28/11/2028
29/11/2018
$0.104
29/11/2028
-
-
8,655,000
5,769,000
Total
14,341,500
14,424,000
Weighted average fair value
-
-
-
-
(12,907,350)
1,434,150
-
-
8,655,000
5,769,000
(12,907,350)
15,858,150
$0.0698
Plan Shares
2018
Grant date
Exercise price
Balance at
the start
of the year
Number
Granted
during the
year
Number
Forfeited
during the
year
Number
Balance at
the end of the
year1
Number
Expiry
date
9/11/2017
$0.0172
9/11/2027
- 43,024,500
(28,683,000)
14,341,500
Weighted average fair value
$0.0088
($0.0088)
$0.0088
1. No Plan Shares were exercisable at the end of the year and the weighted average remaining contractual life of the
Plan Shares at the end of the year was 9.36 years.
Note 20 – Key Management Personnel
Compensation of Key Management Personnel
Short-term employee benefits
Post-employment benefits
Termination benefits
Share based payment
2019
$
2018
$
1,042,958
953,941
65,813
61,450
-
263,337
94,413
10,938
1,203,184
1,289,666
Further information on remuneration of Key Management Personnel is shown in the Remuneration Report
contained within the Directors’ Report.
Note 21 – Related party disclosures
Transactions with Key Management Personnel
A Director, Mr Tony Louka was engaged through an associated company, Maxify Pty Ltd to provide consulting
services to the Company from 1 October 2018 at $1,000 per month. Fees of $9,000 (2018: nil) were paid or
payable during the year.
2019 Annual Report
Page 59
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Note 22 - Notes to the Cash Flow Statement
2019
$’000
2018
$’000
A. Reconciliation of cash
Cash balance comprises:
Cash at bank
Term deposits
Total cash – excluding cash held by disposal group held for sale
B. Reconciliation of the operating loss after tax with the net cash flows used
in operations
Loss after income tax
Depreciation and amortisation
Impairment of property, plant and equipment
Net (profit)/loss on disposal of property, plant & equipment
Share based payments expense
Share of losses of associates
Items treated as cash flows from investing activities:
Exploration and evaluation costs
Proceeds from joint venture recoveries
Proceeds from R&D tax incentive
Payment of rectification obligations
1,411
14
1,425
(3,490)
314
508
(318)
94
81
184
-
(107)
13
1,358
95
1,453
(5,223)
328
-
-
11
-
179
(53)
(130)
5
Items treated as cash flows from financing activities:
Transaction costs of loans and borrowings
26
76
Changes in Assets & Liabilities
(Increase)/decrease in receivables and prepayments
Increase/(decrease) in other creditors and accruals
Decrease in inventories
Decrease in provisions
474
(791)
-
(300)
(320)
158
11
(45)
Net Cash Flow used in Operating Activities
(3,312)
(5,003)
2019 Annual Report
Page 60
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Note 23 – Contingent liabilities
Obligation to deliver Australian Carbon Credit Units (ACCUs)
A Group entity has an entitlement to generate ACCUs relative to the number of tonnes of carbon dioxide
equivalent net abatement achieved by the relevant project. The Group has an obligation to deliver ACCUs to
the Commonwealth Government under a Carbon Abatement Contract, and will receive a contracted price per
ACCU, in accordance with an agreed delivery schedule. If the Group fails to generate sufficient ACCUs to
meet a delivery obligation, then a penalty is payable, equal to the difference between the market price of the
ACCUs and the contracted price. Alternatively, the Group may acquire ACCUs on market to satisfy its delivery
obligation. As the Group’s ultimate financial exposure (if any) will be determined by its future ability to
generate ACCUs and the market price of ACCUs relative to the contracted delivery price, it is not practicable
to estimate the financial effect at the next scheduled delivery date, 30 June 2020 or subsequent dates.
Bank guarantees
The Group’s bankers have issued bank guarantees as security for various obligations:
(a) To relevant Government authorities in respect of tenement rehabilitation obligations of the Company:
$150,000 (2018: $150,000);
(b) To electricity retailers in respect of the obligations of a Group entity to acquire electricity: $188,500
(2018: $52,000);
(c) To a landlord for the lease of the Brisbane office premises by the Company: $37,597 (2018: $37,597);
(d) To a landlord for licences held by a Group entity to access and occupy rooftop solar installation areas:
$10,000 (2018: $10,000); and
(e) To a bank as security for a transactional banking facility held by a Group entity: $6,000 (2018: nil).
As noted in note 5, these amounts are secured over cash deposits.
Note 24 – Subsequent events
Sale of subsidiaries
On 2 August 2019, the Group announced that it had entered into a Securities Purchase Agreement with
CleanPeak Energy Pty Ltd (CleanPeak), under which CleanPeak would acquire the subsidiaries of the Group
which hold its existing Embedded Network Operations, including the energy retail authorisation, and the
Amaroo Solar PV facility for a consideration of $5,775,000 less debt. As a result of this transaction, The
Group has recognised an impairment of $508,000 against the value of these Solar assets.
Note 25 – Financial risk management
The Group’s principal financial instruments comprise cash, short-term deposits and borrowings. The Group
has various other financial assets and liabilities such as trade receivables and trade payables which arise
directly from its operations. The Group does not trade in financial instruments. The main risks arising from
the Group’s financial instruments are credit risk and liquidity risk.
Details of the significant accounting policies and methods adopted, including the criteria for recognition, the
basis of measurement and the basis on which income and expenses are recognised, in respect of each class
of financial asset, financial liability and equity instrument are disclosed in note 2 to the financial statements.
Primary responsibility for identification and control of financial risks rests with the board of Directors, however
the day-to-day management of these risks is under the control of the Managing Director and Chief Financial
Officer. The Board agrees the strategy for managing future cash flow requirements and projections.
2019 Annual Report
Page 61
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
(A)
Credit risk
The Group’s maximum exposures to credit risk at balance date in relation to financial assets, is the carrying
amount of those assets as recognised on the reporting of financial position. There are no derivative financial
instruments currently being used by the Group to offset its credit exposure.
The Group trades only with recognised, creditworthy third parties for material transactions and as such
collateral is not requested nor is it the Group's policy to securitise its trade and other receivables. The Group’s
retail business does have exposure to small business customers for whom credit records may not be readily
available, however individual exposures have not been assessed as posing a material credit risk to the Group.
Details of receivables which are past due, but not impaired are set out in note 7.
(B)
Liquidity risk
The Group’s objective is to maintain adequate capital to finance its current operations and near-term growth
opportunities while maintaining sufficient funds to meet its obligations in the event of a business downturn.
The Group plans to introduce conservative levels of debt financing to fund its growth plans, with repayment
profiles which match the expected cash flows from the relevant business operations. The Group’s financial
liabilities and their contractual maturities are:
Contractual maturities of financial liabilities
2019
Trade payables
Borrowings(1)
Total financial liabilities
Less
than 6
months
$’000
Between
6 months
& 1 year
$’000
Between
1 year &
2 years
$’000
Between
2 years &
5 years
$’000
Total
contractual
cash flows
$’000
Total
carrying
value
$’000
837
251
1,088
-
153
153
-
141
141
-
1,209
1,209
837
837
1,754
1,433
2,591
2,270
1. The secured loan will be repaid upon completion of the announced transaction with CleanPeak Energy Pty Ltd which is expected to
occur within six months of reporting date.
2018
Trade payables
Borrowings
Liabilities directly associated with assets held
for sale
Total financial liabilities
(C) Market risk
Currency risk
Less
than 6
months
$’000
Between
6 months
& 1 year
$’000
Between
1 year &
2 years
$’000
Between
2 years &
5 years
$’000
Total
contractual
cash flows
$’000
Total
carrying
value
$’000
2,630
211
19
2,860
-
139
-
139
-
-
150
1,350
2,630
1,850
2,630
1,431
-
-
19
19
150
1,350
4,499
4,080
The Group does not have any material exposure to foreign currency risk (2018: nil),but may cover the
expected cost of firm orders denominated in foreign currencies with forward contracts from time to time.
Interest rate risk
The Group’s cash balances are held in a combination of interest-bearing term deposits and bank accounts.
For each 10% movement in the interest rate, the Group’s profit/loss after tax would increase/decrease by
$2,000 if the year end cash balance was invested at those rates for 12 months.
The Group’s borrowings are at fixed rates of interest and there is no exposure to interest rate risk.
2019 Annual Report
Page 62
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Note 26 – Information relating to ReNu Energy Limited (The Parent)
Current Assets
Total Assets
Current Liabilities
Total Liabilities
Contributed Equity
Accumulated Losses
Other Reserves
Profit or (loss of the Parent Entity
Total comprehensive income of the Parent Entity
Guarantees entered into by the Parent Entity
ReNu Energy Limited has provided unsecured guarantees to:
2019
$’000
6,050
8,243
(2,036)
(2,260)
2018
$’000
8,108
12,748
(3,933)
(4,160)
357,075
355,287
(351,249)
(346,762)
157
5,983
(5,165)
(5,165)
63
8,588
(5,277)
(5,277)
(a) the Australian Renewable Energy Agency (ARENA) in respect of the obligations of ReNu Energy
Limited’s wholly-owned subsidiary, SM Project Company Pty Ltd under a funding agreement with
ARENA;
(b) a customer of its wholly-owned subsidiary, SM Project Company Pty Ltd in respect of its obligations
under a Power Purchase Agreement;
(c) a financier of its wholly-owned subsidiary, SP Project Company One Pty Ltd for the repayment of
borrowings with a carrying value of $1,271,794 (2018: $1,244,000);
(d) its wholly owned subsidiary EN Project Company One Pty Ltd in support of its obligations to the
Essential Services Commission of South Australia under an electricity generation licence; and
(e) its wholly owned subsidiary ReNu Energy Retail Pty Ltd in support of its obligations under the
National Energy Retail Law as holder of a Retailer Authorisation.
Contractual obligations
In order to maintain current rights of its geothermal tenements, ReNu Energy Limited is required to outlay
annual rentals and to meet certain expenditure requirements of the Department of State Development, South
Australia. These obligations are subject to renegotiation upon expiry of the tenements.
ReNu Energy Limited is committed to completing construction of a number of solar and bioenergy projects
which are in progress at the end of the reporting period on behalf of its wholly-owned subsidiaries. The
obligations are not provided for in the financial report and are payable as follows:
Geothermal obligations: payable not later than one year
Property, plant and equipment: payable not later than one year
2019
$’000
64
54
118
2018
$’000
50
877
927
2019 Annual Report
Page 63
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Notes to the Financial Statements (Continued)
Contingent liabilities
ReNu Energy Limited’s bankers have issued bank guarantees as security for various obligations of other
Group entities:
(a) To electricity retailers in respect of the obligations of a Group entity to acquire electricity: $188,500
(2018: $52,000);
(b) To a landlord for licences held by a Group entity to access and occupy rooftop solar installation areas:
$10,000 (2018: $10,000); and
(c) To an embedded network manager in respect of the obligations of a Group entity to acquire services:
$6,000 (2018: nil)
As noted in note 5, these amounts are secured over ReNu Energy Limited’s cash deposits.
2019 Annual Report
Page 64
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Directors' Declaration
In accordance with a resolution of the Directors of ReNu Energy Limited, I state that:
1.
In the opinion of the Directors:
The financial statements, notes and additional disclosures included in the Directors’ Report designated as
audited of the Company are in accordance with the Corporations Act 2001, including:
(a) giving a true and fair view of the Company’s financial position as at 30 June 2019 and of their
performance for the period ended on that date; and
(b) complying with Accounting Standards and Corporations Regulations 2001;
(c)
(d)
the financial statements and notes also comply with International Financial Reporting Standards as
disclosed in note 2; and
there are reasonable grounds to believe that the Company will be able to pay its debts as and when
they become due and payable.
2. This declaration has been made after receiving the declarations required to be made to the directors in
accordance with section 295A of the Corporations Act 2001 for the financial period ended 30 June 2019.
On behalf of the Board.
Steve McLean
Chairman
Brisbane
30 August 2019
Craig Ricato
Managing Director
Brisbane
30 August 2019
2019 Annual Report
Page 65
Tel: +61 7 3237 5999
Fax: +61 7 3221 9227
www.bdo.com.au
Level 10, 12 Creek St
Brisbane QLD 4000
GPO Box 457 Brisbane QLD 4001
Australia
INDEPENDENT AUDITOR'S REPORT
To the members of ReNu Energy Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of ReNu Energy Limited (the Company) and its subsidiaries (the
Group), which comprises the consolidated statement of financial position as at 30 June 2019, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement
of changes in equity and the consolidated cash flow statement for the year then ended, and notes to
the financial report, including a summary of significant accounting policies and the directors’
declaration.
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
Act 2001, including:
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2019 and of its
financial performance for the year ended on that date; and
(ii)
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the Financial
Report section of our report. We are independent of the Group in accordance with the Corporations
Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance
with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been
given to the directors of the Company, would be in the same terms if given to the directors as at the
time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Material uncertainty related to going concern
We draw attention to Note 2(D) in the financial report which describes the events and/or conditions
which give rise to the existence of a material uncertainty that may cast significant doubt about the
group’s ability to continue as a going concern and therefore the group may be unable to realise its
assets and discharge its liabilities in the normal course of business. Our opinion is not modified in
respect of this matter.
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050
110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited
by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional
Standards Legislation.
2019 Financial Report
Page 66
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters.
Accounting for disposal of interest in the Bioenergy Projects
Key audit matter
How the matter was addressed in our audit
Refer to note 18 to the financial statements.
Our audit procedures included but were not limited to the
During the year, the Group disposed of its
70% interest in two bioenergy projects,
following:
•
Reviewing the sale and purchase agreement and other
which was classified as held for sale. This
documents related to the disposals to obtain an
was determined to be a key audit matter
understanding of the transaction and to confirm the
because the assets disposed were material
consideration
to the group.
•
•
•
Assessing the carrying amount of the disposed assets,
debts and liabilities at date of disposal and recalculated
whether any gain or loss is to be recognised from disposal
Challenging management’s estimates and assumptions in
determining costs to sell
Reviewing the adequacy of the Group’s disclosures around
disposal of assets held for sale within the financial
statements
Other information
The directors are responsible for the other information. The other information comprises the
information contained in the Directors’ Report for the year ended 30 June 2019, but does not include
the financial report and our auditor’s report thereon, which we obtained prior to the date of this
auditor’s report, and the Annual Report, which is expected to be made available to us after that date.
Our opinion on the financial report does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
identified above and, in doing so, consider whether the other information is materially inconsistent
with the financial report or our knowledge obtained in the audit or otherwise appears to be materially
misstated.
If, based on the work we have performed on the other information that we obtained prior to the date
of this auditor’s report, we conclude that there is a material misstatement of this other information,
we are required to report that fact. We have nothing to report in this regard.
When we read the Annual Report, if we conclude that there is a material misstatement therein, we are
required to communicate the matter to the directors and will request that it is corrected. If it is not
corrected, we will seek to have the matter appropriately brought to the attention of users for whom
our report is prepared.
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050
110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited
by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional
Standards Legislation.
2019 Financial Report
Page 67
Responsibilities of the directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the
Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at:
http://www.auasb.gov.au/auditors_responsibilities/ar1.pdf
This description forms part of our auditor’s report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 13 to 24 of the directors’ report for the
year ended 30 June 2019.
In our opinion, the Remuneration Report of ReNu Energy Limited, for the year ended 30 June 2019,
complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with
Australian Auditing Standards.
BDO Audit Pty Ltd
R M Swaby
Director
Brisbane, 30 August 2019
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050
110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited
by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional
Standards Legislation.
2019 Financial Report
Page 68
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Corporate Governance & Shareholder Information
The Board of Directors of ReNu Energy Limited
are responsible for the corporate governance of
the Company and are committed to achieving and
demonstrating the highest standards of corporate
governance.
ReNu Energy Limited’s corporate governance
practices were in place throughout the year ended
30 June 2019 and were fully compliant with the
Australian Securities Exchange Corporate
Governance Council’s Corporate Governance
Principles and Recommendations (3rd Edition)
except for the following:
Recommendation 1.5(a) - Companies should
disclose in each annual report the measurable
objectives for achieving gender diversity set by the
Board in accordance with the diversity policy and
progress towards achieving them. The Company
has adopted a Diversity Policy that encourages the
participation and provision of opportunity to all
people interested in working at ReNu Energy. As
the Company has a relatively small workforce with
many roles requiring specific skills that may not be
widely available, the Company has not deemed it
appropriate to set specific numeric targets as
these could be inappropriately skewed by the
small sample size. ReNu Energy currently has
participation from a diverse workforce.
Recommendation 1.5(c)(1) - Companies should
disclose at the end of each reporting period the
proportion of women employees in the whole
organisation, women in senior executive positions
and women on the Board. The Company has
adopted a Diversity Policy that encourages the
participation and provision of opportunity to all
people interested in working at ReNu Energy. As
the Company has a relatively small workforce with
many roles requiring specific skills that may not be
widely available, the Company does not believe it
appropriate
to publish specific employment
numbers as Company does not believe this
information adds any meaningful value due to its
small workforce.
Recommendation 2.4 – A majority of the Board
should be independent. The Company did not
satisfy this condition for the financial year ended
30 June 2019, as 50% of its directors were not
independent at times during the year. The Board
believes that it is currently structured to act in the
its
the shareholders and
best
composition is appropriate at the current time.
interest of
Recommendations 4.1 and 7.1 – The Board of a
listed entity should have an audit committee and a
risk committee which has at least three members,
all of whom are Non-executive directors and a
majority of whom are independent directors. The
Company did not satisfy this recommendation for
the financial year ended 30 June 2019 as its Audit
and Risk Management Committee (Committee)
had two members, both of whom were Non-
executive Directors, and one of which was an
independent Director. The Company considers
that given the size and composition of the Board,
the current members of
the committee are
sufficient to exercise independent judgement in
relation to the Company's corporate reporting
processes to satisfy its responsibilities.
Recommendation 8.1 - The Board of a listed
entity should have a remuneration committee
which has at least three members, all of whom are
non-executive directors and a majority of whom
are independent directors. The Company does not
satisfy this recommendation as its Remuneration
and Nomination Committee has two members,
both of whom are Non-executive Directors and
one of who is an independent Director. The
Company considers that given the size and
composition of the Board, the current members of
the committee are sufficient
to exercise
independent judgement in order to satisfy its
responsibilities.
ReNu Energy’s Corporate Governance Statement
can be downloaded in the Governance section of
http://renuenergy.com.au/about-
our website
us/governance/.
2019 Annual Report
Page 69
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Distribution of Fully Paid Ordinary Shares
Analysis of number of equity holders by size and holding as at 18 October 2019.
Range
100,001 and Over
10,001 to 100,000
5,001 to 10,000
1,001 to 5,000
1 to 1,000
Total
Unmarketable Parcels
No. of
holders
179
993
676
2,297
7,005
11,150
10,411
Securities % of issued capital
78,929,057
29,106,846
4,899,879
5,491,669
2,206,890
120,634,341
18,491,886
65.43
24.13
4.06
4.55
1.83
100.00
15.33
Twenty Largest Holders
Rank
Name
Shares Held % of issued capital
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
CWSC Pty Ltd
Warren Leitao
North Western Surveys Pty Ltd
Borneo Capital Pty Ltd
Stockton Capital Management Pty Ltd
Tata Power International Pte Limited
Mr Sheng Qi Yu
Indevco Group Holdings Pty Limited
Jetosea Pty Ltd
Hirlgrove Pty Ltd
Johan A Le Roux
Mr Anthony James Cotter &
Mrs Deborah Joanne Cotter
Professor Gerald Francis Williams
Woodistan Pty Ltd
Mr Mark Tindale & Mrs Barbara Tindale
Mr Ian Graham Douglas & Mr Basil James Cook
Mr Michael Ernest Granata
Ms Sallee Anne Lorenz
Mr Kah Khooi Loke & Mrs Gwendoline Siew Li Loke
8,806,515
5,769,000
3,354,571
3,294,495
3,281,420
2,940,000
2,112,466
1,649,334
1,502,159
1,161,547
1,037,632
932,497
921,292
869,683
850,001
812,754
800,000
748,000
728,031
Appwam Pty Ltd
Total
715,798
42,287,195
7.30
4.78
2.78
2.73
2.72
2.44
1.75
1.37
1.25
0.96
0.86
0.77
0.76
0.72
0.70
0.67
0.66
0.62
0.60
0.59
35.05
Substantial Shareholders
The names of substantial shareholders who have notified the Company in accordance with section 671B of
the Corporations Act 2011 are:
1
CWSC Pty Ltd
Shares Held % of issued capital
8,806,515
7.30%
2019 Annual Report
Page 70
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Voting Rights
Annual Report
The voting rights attaching to each class of equity
securities are set out below:
(a) Ordinary shares:
On a show of hands every member present at a
meeting in person or by proxy shall have one vote
and upon a poll each share shall have one vote.
(b) Options:
No voting rights.
Securities Exchange Listing
The shares of the Company are listed under the
symbol RNE on
the Australian Securities
Exchange Limited. The Company’s home branch
is Sydney.
Shareholder Enquiries
Shareholders with
their
shareholdings should contact the Company’s
Share Registry as follows:
queries
about
Link Market Services
Locked Bag A14
Sydney South NSW 1235
Telephone Australia: 1300 554 474
The Company’s Annual Report is posted on its
web site immediately upon release to ASX.
Shareholders will not be mailed a copy of the
Annual Report unless they have specifically opted
in to request one.
Notice of Meeting and Proxy Voting
The Company offers online
voting and
shareholders may elect to receive the Company’s
notice of meeting and proxy form via email. The
Company encourages this form of electronic
communication. Voting can be undertaken online,
by logging in to the Link website using the holding
details as shown on the proxy form. Shareholders
who do not register for online access will continue
to receive these documents by post. Shareholder
who would like to opt in to receive these
documents by email should
their
communication preferences at the share registry’s
web portal at www.linkmarketservices.com.au
register
Consolidation of Multiple Shareholdings
If you have multiple shareholding accounts that
you wish to consolidate into a single account,
please advise the Share Registry in writing. If your
holdings are broker sponsored, please contact the
sponsoring broker directly.
Telephone International: +61 1300 554 474
Register for Email Alerts
Fax +61 2 9287 0303
Email: registrars@linkmarketservices.com.au
Change of Address
Issuer sponsored shareholders should notify the
share registry immediately upon any change in
their Securityholder
their address quoting
Reference Number (SRN). This can be done by
phoning the share registry, by writing to them, or
at
through
in
www.linkmarketservices.com.au. Changes
addresses for broker sponsored holders should be
directed to the sponsoring brokers with the
appropriate Holder Identification Number (HIN).
portal
their
web
Please note, that as a shareholder you can
register through the ‘Email Alerts’ section of our
web site to receive electronic communications
from the Company. To do so, you should select the
‘Investor Centre’
tab on our web site at
www.renuenergy.com.au. Registration will provide
you with an email advice with a
to
www.renuenergy.com.au each time a relevant
announcement is made by the company and
posted on this site. At www.renuenergy.com.au
shareholders can view:
link
•
•
•
Annual and half-year Reports
Securities Exchange Announcements
ReNu Energy Share Price Information
• General Shareholder Information
2019 Annual Report
Page 71
RENU ENERGY LIMITED FINANCIAL REPORT 2019
Corporate Directory
BOARD OF DIRECTORS
Mr Steve McLean
(Non-executive Chairman)
Mr Richard Brimblecombe
(Non-executive Director)
Mr Tony Louka
(Non-executive Director to 19 August 2019)
Mr Anton Rohner (to 2 August 2019)
(Non-executive Director)
Mr Craig Ricato (to 30 September 2019)
(Managing Director and CEO)
POSTAL ADDRESS
PO Box 2046, MILTON QLD 4064
INTERNET
www.renuenergy.com.au
EMAIL
info@renuenergy.com.au
ABN
55 095 006 090
Managing Director and CEO
Mr Craig Ricato (to 30 September 2019)
BANKER
Westpac Banking Corporation
Interim Managing Director and CEO
Mr Tony Louka (from 19 August 2019)
AUDITOR
BDO
COMPANY SECRETARY
Mr Damian Galvin (to 5 July 2019)
Mr Matthew Scott (from 1 July 2019 to 10
September 2019)
Mr Greg Watson (from 10 September 2019)
PRINCIPAL AND REGISTERED OFFICE
Corporate House, Kings Row 1
Level 2, 52 McDougall Street, Milton, QLD 4064
Telephone: +61 1300 038 069
Facsimile: +61 7 3721 7599
SOLICITOR
Thomson Geer Lawyers
SHARE REGISTRY
Link Market Services Limited
Phone: +61 1300 554 474
Fax: +61 2 9287 0303
Postal address: Locked Bag A14, Sydney South
NSW 1235
Website: www.linkmarketservices.com.au
Email: registrars@linkmarketservices.com.au
SECURITIES EXCHANGE LISTING
ReNu Energy Limited shares are listed on the
Australian Securities Exchange. Ticker: RNE
2019 Annual Report
Page 72
PRINCIPAL AND REGISTERED OFFICE
Corporate House, Kings Row 1
Level 2, 52 McDougall Street, Milton, QLD 4064
Telephone: +61 1300 038 069
Facsimile: +61 7 3721 7599
POSTAL ADDRESS
PO Box 2046, MILTON QLD 4064
EMAIL
info@renuenergy.com.au