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TasFoods Limited

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FY2020 Annual Report · TasFoods Limited
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2020
ANNUAL REPORT

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     1

CORPORATE DIRECTORY

BOARD OF DIRECTORS
Craig Treasure - Non-Executive Chair
Jane Bennett - Managing Director and CEO
Roger McBain - Non-Executive Director 
Ben Swain - Non-Executive Director

COMPANY SECRETARY
Janelle O’Reilly

REGISTERED OFFICE
52-54 Tamar Street
Launceston Tasmania 7250 Australia
Telephone: 
Facsimile:  
Website:   

+ 61 3 6331 6983
+ 61 3 6256 9251
www.tasfoods.com.au

POSTAL ADDRESS
Po Box 425
Launceston Tasmania 7250 Australia

SHARE REGISTRY
Link Market Services
Level 12, 680 George Street
Sydney New South Wales 2000 Australia
Telephone:   + 61 2 8280 7100
+ 61 2 9287 0303
Facsimile:   

TasFoods Limited 
ACN 084 800 902

AUDITOR
PricewaterhouseCoopers
2 Riverside Quay
Southbank Boulevard
Southbank Victoria 3006 Australia

SOLICITORS
HWL Ebsworth
Level 26, 530 Collins Street
Melbourne Victoria 3000 Australia

Groom Kennedy Lawyers and Advisers
Level 1, 47 Sandy Bay Road
Hobart Tasmania 7000 Australia 

BANKERS
Australia and New Zealand Banking Group
Bendigo Bank

STOCK EXCHANGE LISTING
TasFoods Limited shares are listed on the Australian 
Securities Exchange, code TFL

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     2

tasfoods.com.au

CONTENT

Corporate Directory 

Who We Are 

Chairman’s Report 

Managing Director & CEO Report 

Operating & Financial Review 
•   Poultry Division 
•   Dairy Division 
•  Corporate Division 
•  2021 Outlook 
•  Risk 
Board of Directors  

Executive Team 

Directors’ Report 

02

04

08

10

14

15

18

21

23

25

28

29

30

50

Financial Report 
•   Consolidated Statement of Profit & Loss  
and Other Comprehensive Income 

51
•   Consolidated Statement of Financial Position  52
•   Consolidated Statement of Changes In Equity  53
•   Consolidated Statement of Cash Flows 
54
•   Notes to Financial Statements 
•   Directors’ Declaration 
•   Independent Auditor’s Report 
Shareholder Information 

101

94

93

55

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     3
TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     3

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
We believe 
life is better 
accompanied 
by great tasting 
food sourced 
with authentic 
provenance

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     4

We are building 
a portfolio of 
leading food and 
beverage brands 
that leverage 
the natural 
advantages of 
Tasmania and 
its reputation 
for fine food

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     5

We deliver 
the essence 
of Tasmania 
to the table

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     6

Our diverse 
customer 
base enables 
us to deliver 
the essence 
of Tasmania 
to where our 
consumers 
choose to 
shop and eat 

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     7

CHAIRMAN’S
REPORT

On behalf of the Board of Directors and 
Management of TasFoods Ltd, I am pleased 
to present to you the Annual Report for the 
financial year ended 31 December 2020.

Despite a very challenging year for TasFoods, 
we ended the year with a strong cash balance 
and achieved earnings growth since August. 
This mid-year turn-around reflected the rapid 
response of our team to dramatically changing 
production, sales and distribution conditions, and 
provides the momentum required to successfully 
implement our new strategic plan in 2021. 

The COVID pandemic created a difficult trading 
environment, particularly from April until July, 
with significant volatility in market demand that 
negatively impacted poultry gross margins, cheese 
and wasabi sales. Poultry sales stabilised and 
gross margins returned to pre-COVID levels from 
August, contributing to an overall sales growth of 
more than 10 per cent in the second half of the 
year compared to the same period in 2019.

The economic uncertainty experienced in the first half 
of 2020 led the company to recognise an impairment 
expense of $3.5 million, comprising goodwill 
impairment of $2 million in the poultry division 
and $1.5 million in the dairy division. Due to market 
uncertainty at the time, we adopted a conservative 
approach to the underlying impairment calculations. 
The write-down was a statutory accounting 
adjustment only and does not impact the company’s 
future trading potential, nor its cashflow position. 

“Despite a very challenging year for TasFoods,  
we ended the year with a strong cash balance 
and achieved earnings growth since August.”

CRAIG TREASURE NON-EXECUTIVE CHAIRMAN

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     8

CHAIRMAN’S
REPORT CONT.

During the first half of the year, we also recorded 
a decrease of $1.18 million in the fair value of the 
wasabi crop. This write-down was due to the 
COVID-induced closure of premium restaurants 
and the corporate event catering sector of the 
food service market, directly impacting the sale 
of fresh wasabi products, which made up 73% of 
total wasabi sales. The write-down did not impact 
the company’s cash position, nor did it impact the 
biomass of the crop available for future sales.

The Board of Directors was renewed in 2020, 
with two new directors appointed on 4 June - Ben 
Swain as Non-Executive Director and me in the 
position of Chair. Previous Executive Chairman 
Shane Noble resigned from the Board in July 
and Non-Executive Director Alexander (Sandy) 
Beard resigned in October. I would like to thank 
both Shane and Sandy for their contribution to 
TasFoods during the years of their directorships.

With a refreshed Board in place, and with our 
management team, we developed a new strategic plan 
for the company, which was released in December. 
We remain committed to our strategic vision – to 
build a portfolio of leading food and beverage 
brands that leverage the natural advantages of 
Tasmania and its reputation for fine food. Our focus 
for growth in 2021 is to accelerate sales growth of 
our Super Premium and Luxury Everyday brands, 
particularly through distribution expansion into 
interstate markets and new product development.

In August 2020 we announced an equity raising 
which raised $4.1 million, before costs, from the issue 
of 48.6 million fully paid ordinary shares, through a 
combination of a Placement and Entitlement Offer.  

The equity raising was completed in October 
2020. Proceeds from the equity raising will be 
used to support initiatives identified in the new 
strategic plan, including strategic acquisitions. 

A further equity injection of $3.0 million to support 
the company’s strategic growth objectives for 
its poultry and dairy operations was received in 
November 2020 through the issue of 30 million 
new shares to AgFood Opportunities Fund, a 
fund managed by AgFood Fund Pty Ltd.

I would like to thank the management team for its 
rapid response to the pandemic outbreak and for 
implementing COVID-safe practices across the 
business operations that supported full operational 
activity within our two largest poultry and dairy 
processing operations during the four-week hard 
lockdown of North West Tasmania in April/May.                       

Our business operations have rebounded from 
the initial challenges of the COVID-influenced 
market volatility. Monthly operating EBITDA has 
been positive for every month since August and 
we expect this positive trading position to continue 
into 2021. The equity injections of 2020 will 
support the company in implementing initiatives 
identified in the new strategic plan, adopted in 
December, which will support sales revenue growth 
and improvements to gross margins in 2021.

Craig Treasure. Non-Executive Chair

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     9

MANAGING DIRECTOR  
& CEO REPORT

2020 was a challenging year for the business and 
for our people as the COVID pandemic impacted 
both the economy and the physical movement 
of people and products. TasFoods experienced 
significant disruption in the second quarter of 
the year with the COVID-influenced closure of 
the Pyengana Dairy Café, a significant reduction 
in wasabi and cheese sales as a result of the 
closure of food service markets, and volatility 
in market demand for chicken products.  

I am very proud of the way our team responded 
to the many challenges of 2020 and particularly 
their implementation of a COVID-safe work 
environment. Our two largest processing operations, 
Nichols Poultry and Betta Milk, are located in 
North West Tasmania, which entered Australia’s 
first community Stage 4 lockdown on 12 April 
for four weeks. Our teams rapidly developed an 
extensive range of safe work practices and reporting 
processes that enabled our sites to remain fully 
operational, delivering perishable, short shelf-life 
food to all our customers, in full and on time. 

We have maintained our COVID-safe work 
environment, which has created some additional 
costs for operations as a result of new daily 
cleaning and sanitation processes, the purchase 
of personal protective clothing, and rental 
costs associated with hiring demountable 
buildings to provide additional lunch rooms and 
portable toilet facilities that have supported the 
segregation of work groups on our largest sites.

“Our brands embody the pyramid of consumer needs and 
reflect a relevant essence of Tasmania at each level.”

JANE BENNETT MANAGING DIRECTOR & CEO

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     1 0

MANAGING DIRECTOR  
& CEO REPORT CONT.

FINANCIAL PERFORMANCE

FY 2020

FY 2019

Dairy
$’000

Poultry
$’000

Corporate 
and Other 
$’000

Total
$’000

Dairy
$’000

Poultry
$’000

Corporate 
and Other 
$’000

Total
$’000

Change
$’000

Change
%

 29,617 

 37,311 

 508 

 67,436 

 15,415 

 35,176 

 514 

 51,105 

16,331

(28,247)

(38,344)

(6,105)

(72,696)

(14,392)

(32,901)

(4,969)

(52,262)

(20,434)

32%

39%

1,370

 (1,033)

 (5,597)

 (5,260)

 1,023 

 2,275 

 (4,455)

 (1,157)

 (4,102)

-354%

Revenue

Expenditure

EBITDA

Less Non-operating Items:

Acquisition Costs

Movement in Fair Value

-

(38)

-

(15)

(15)

(107)

( 1,154 )

 (1,300) 

Impairment Expense

 (1,500)

 (2,000)

 - 

 (3,500)

Operating EBITDA

 2,908 

 1,074 

 (4,427)

(445)

GP Margin

NPAT

35%

20%

27%

(6,407)

Government responses to the emerging COVID 
pandemic from March resulted in the closure of 
segments of our market during the second quarter. 
The business responded quickly to the changed 
market conditions at this time, working closely 
with customers to pivot sales to emerging markets. 
The changes made in this period helped generate 
a strong second-half financial performance, 
achieving a Group operating EBITDA of $0.677 
million. This enabled the Group to report a $1.384 
million, or 76%, improvement in operating EBITDA 
for the full year over FY 2019, lifting the result 
to negative $0.445 million. Positive operating 
EBITDA was reported for each quarter except Q2 
2020, which was negatively impacted by market 
volatility associated with the COVID pandemic.

-

37

-

986

34%

-

439

-

(497)

692

-

(497)

 1,169 

-

482

97%

 1,835 

 (4,650)

 (1,829)

 1,384 

22%

25%

 (3,459)

76%

2%

The impairment expense of $3.5 million plus the 
decline of $1.2 million in the fair value of the wasabi 
crop, both recognised in June, contributed to the 
full-year financial result of a net loss of $6.41 million. 
The impairment of goodwill and the write-down of the 
wasabi biological asset value did not affect the cash 
position of the company, which was boosted by two 
equity injections, totalling $7.1 million, in the second 
half of the year. We ended 2020 in a strong cash 
position with cash holdings of $7.24 million and total 
available funds of $9.10 million.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     1 1

MANAGING DIRECTOR  
& CEO REPORT CONT.

TOTAL REVENUE ($’000)

REVENUE BY DIVISION

$80,000

$70,000

$60,000

$50,000

$40,000

$30,000

$20,000

$10,000

$

2016

2017

2018

2019

2020

Sales revenue for 2020 grew to $66.911 million,  
which was 32% up on the 2019 revenue of $50.69 
million. This represented a 10% organic growth 
after adjusting for Betta Milk, which was acquired 
on 31 July 2019. Our two major operating divisions 
both achieved sales revenue growth, but the 
poultry division revenue was subdued by COVID-
influenced market volatility in the second quarter. 
Poultry sales represented 55% of total sales 
revenue, down from 69% of total sale revenue 
in 2019. Dairy sales revenue grew to 44% of total 
sales revenue after the first full year of Betta Milk 
ownership, up from 30% of sales in 2019.  

Sales to interstate markets grew by 25% for 
the year through a combination of increased 
volume to existing customers, reflecting the 
introduction to market of new product ranges 
and the acquisition of new customers. Growth in 
interstate markets will remain a focus in 2021.

1%

44%

55%

Poultry

Dairy

Wasabi & Other

STRATEGY

We released a new strategic plan in December, 
continuing our commitment to our strategic vision 
to build a portfolio of leading food and beverage 
brands that leverage the natural advantages of 
Tasmania and its reputation for fine food, to deliver 
the essence of Tasmania to the table. Our ‘house 
of brands’ strategy ensures that every brand we 
develop or acquire is able to deliver a relevant element 
of Tasmania’s essence to meet the expectations 
of a variety of consumers. In recognition of our 
diverse customer base, our strategy aims to 
enable the essence of Tasmania to be delivered to 
where our consumers choose to shop and eat.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     1 2

MANAGING DIRECTOR  
& CEO REPORT CONT.

DIVERSIFIED BRAND & CHANNELS TO MARKET 

Our brands embody the pyramid of consumer needs and reflect a relevant essence of Tasmania  
at each level. Our diversified customer base enables us to deliver the essence of Tasmania  
to where consumers choose to shop and eat.

SUPER
PREMIUM

EVERYDAY
LUXURY

CORE EVERYDAY

VALUE

   Brands that reflect artisan provenance and 
 Tasmanian heritage, targeted at food lovers 
seeking provenance behind the product.

   Brands that provide a piece of Tasmanian 
 indulgence for everyday life, targeted at 
national retail and export markets.

   Brands that support loyal Tasmanian markets 
 with local products providing profitable 
volume to underpin the operations.

   Brands that utilise waste streams 
 or generate inputs to high value brands, 
targeted at value customers.

TASSIE TASTE

RETAIL
Retail is a core channel 
to consumers as it 
remains the most 
convenient format to 
purchase food for 
home consumption

DISTRIBUTORS
Distributors are an 
important link in the 
supply chain for
perishable goods, 
particularly for 
interstate markets

FOOD SERVICE
Direct supply to 
businesses preparing 
and selling food supports 
deeper understanding 
of products and their 
attributes

CONSUMER DIRECT
Direct engagement with 
consumers provides 
unique customer insights 
and builds relationships 
that foster brand 
champions

MARKETING

To support the growing demand for online purchasing, 
we redeveloped our online stores and websites 
to improve the shopping experience and better 
reflect the range of brands and products. These 
changes, combined with an increased digital media 
spend that focused on promoting special event 
purchasing opportunities, resulted in a growth of 
308% in online sales for the second half of the year.

We have redeveloped the TasFoods logo and brand 
identity to support our vision and purpose. The new 
branding is being launched with this annual report.

Jane Bennett. Managing Director & CEO

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     1 3

 
OPERATING  
& FINANCIAL  
REVIEW

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     1 4

POULTRY 
DIVISION

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     1 5

POULTRY DIVISION

Sales revenue for the poultry division grew by 
6% in 2020 to $37.03 million. Both revenue 
and gross margin were impacted throughout 
the second quarter by a national oversupply 
of fresh chicken, stemming from Government 
restrictions that limited the operations of quick-
service restaurants and closed much of the 
food-service sector from March to June. 

The unprecedented volatility in fresh chicken 
demand nationally during this period, combined 
with a significant temporary drop in pricing and 
higher operating costs, resulted in a decline of 
2% in full-year gross margin, and in operating 
EBITDA for the poultry division from $1.84 
million in 2019 to $1.07 million in 2020.

POULTRY SALES REVENUE ($’000)

NICHOLS POULTRY  
WAS ESTABLISHED  
IN THE EARLY 1980S. 

THE BUSINESS HAS 
GROWN TO BECOME ONE 
OF THE MOST TRUSTED 
AND RESPECTED MEAT 
BRANDS IN TASMANIA.

$40,000

$35,000

$30,000

$25,000

$20,000

$15,000

$10,000

$5,000

$

$35,000

$30,000

$25,000

$20,000

$15,000

$10,000

$5,000

$

2016

2017

2018

2019

2020

2016

2017

2018

2019

2020

$400

To minimise exposure to COVID-influenced market 
volatility, our poultry division reduced field inventory 
in the second quarter, which reduced the volume of 
product processed during the second half of the year. 
This limited revenue growth for the second half to 
only 5% above revenue in the previous corresponding 
period, down from 7% revenue growth in the first half 
of 2020. A return to more stable market demand in 
the second half resulted in a 21% improvement in the 
EBITDA contribution of the poultry division over the 
first half and a 2% improvement in gross margin.

$200

$300

$250

$350

$150

$100

$50

$

2016

2017

2018

2019

2020

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     1 6

POULTRY DIVISION CONT.

The safety of our employees is a key priority for 
TasFoods. As a meat processing facility, our poultry 
division responded quickly to the COVID pandemic 
situation in March. COVID management plans were 
implemented across the business and these remain 
in place and are being improved as new information 
emerges. On-going measures implemented at 
Nichols Poultry are designed to ensure COVID-safe 
work practices are maintained while mitigating 
supply chain disruption. These include:

• 

• 
• 
• 

• 

• 

• 

• 

 Removal of all non-essential employees 
from site to work from home

 Non-essential visitors not permitted on site 

 Provision of protective equipment to employees

 Temperature testing of employees during 
any period of community transmission

 Payment of all employees awaiting 
COVID test results

 COVID-specific daily cleaning 
and sanitation programs

 Additional staff facilities to allow 
for isolation of work groups

 Identification of social and commuting 
groups within the workforce to ensure 
employees likely to have contact outside of 
work remain in contained work groups. 

We have worked closely with customers and suppliers 
throughout the year to manage supply-chain risks 
and to implement improved procedures as new 
information emerges. To date, we have no employees 
who have tested positive to COVID-19 and our 
operations have been able to remain fully operational.

Sales of premium chicken under the Nichols Ethical 
Free-Range brand continued to increase throughout 
2020, achieving 14% growth over 2019. Markets for 
premium chicken prior to COVID were primarily 
premium interstate restaurants that we reached 
through distribution partners. Our sales team worked 
closely with our distribution partners to redevelop 
the premium product offering to suit emerging online 
sales platforms being developed by customers. 

Growth in the premium chicken offering 
contributed to a 45% increase in poultry 
sales to interstate markets in 2019.

A range of new ready-to-cook products were released 
during the second half of 2020 to meet the growing 
consumer preference for convenience. The new 
products contributed to a 19% increase in sales value 
for the Nichols Kitchen ready-to-cook range in 2020.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     1 7

DAIRY 
DIVISION

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     1 8

DAIRY DIVISION

Our dairy division established its position as a 
key pillar of profitability in 2020, reporting a 
strong financial contribution at both the revenue 
and EBITDA levels. Sales revenue for the dairy 
division grew by 92% to $29.50 million, up 
from $15.38 million in 2019. Organic growth, 
after adjusting for the acquisition of Betta Milk 
on 31 July 2019, was 17%, with revenue growth 
achieved across each of the dairy brands.

$40,000

$35,000

2016

2017

$30,000

$25,000

$20,000

$15,000

$10,000

$5,000

$

$400

$350

$300

$250

$200

$150

$100

$50

$

2018

2019

2020

THE DAIRY DIVISION 
HAS THREE CENTRES 
OF EXCELLENCE;
•  BETTA MILK BURNIE – 
FRESH MILK BOTTLING
•  KINGS MEADOWS DAIRY –  
SPECIALTY CREAMS, 
BUTTER AND FRESH 
FERMENTED PRODUCTS
•  PYENGANA DAIRY –  
CHEESE AND 
TOURISM CAFE

2016

2017

2018

2019

2020

The dairy division achieved an EBITDA contribution 
of $2.91 million, which was a 195% increase on $0.99 
million in 2019. The synergies delivered through 
the acquisition of Betta Milk and a 9% drop in 
farmgate milk pricing in the second half-year were 
the major contributors to the improved result.

DAIRY SALES REVENUE ($’000)

$35,000

$30,000

$25,000

$20,000

$15,000

$10,000

$5,000

$

2016

2017

2018

2019

2020

The strategy to streamline our dairy processing 
sites into individual Centres of Excellence was 
delayed by COVID-related issues until June. The 
Kings Meadows facility now focuses on producing 
premium creams, butter and fresh, cultured 
dairy products. The Betta Milk facility in Burnie 
now bottles all fresh milk across the brands. Our 
cheese-making site remains the Pyengana Dairy 
facility in North East Tasmania. Milk and cream 
supplies are shared across the sites as required.

The concentration of milk bottling into the Betta 
Milk Burnie site, and growth in sales across 
the brands, has resulted in a 50% increase in 
the volume of milk being processed there. 

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     1 9

DAIRY DIVISION CONT.

This has been achieved through a move to five day-
a-week processing and a staffing increase of one 
processing operator. A number of small capital 
investments were made on the site to increase milk 
storage capability and improve operational efficiency.

Changes made to the dairy distribution and logistics 
operations to accommodate the 50% increase  
in volume of milk being distributed through the 
network have resulted in improved efficiencies  
and reduced costs.

Pyengana Dairy cheese sales were significantly 
impacted in the second quarter when restaurant 
customers were closed and home consumption of 
premium cheese reduced due to a lack of entertaining 
opportunities. We worked closely with customers to 
develop alternative sales options for cheese products 
and saw significant growth in cheese sales during 
the second half, reflecting sales to new outlets that 
included emerging online cheese stores and our own 
online store.

Sales revenue for the Pyengana Dairy Café was 29% 
down from 2019 results. Government responses to 
the COVID outbreak in March led to the closure of the 
café from mid-March to July. When it reopened in July, 
we operated with reduced opening hours owing to 
lower regional visitation while the Tasmanian border 
remained closed. 

It is anticipated that the café will continue to 
experience lower sales revenue until national and 
international travel and tourism fully resumes. 
Cheese sales through the online store have increased 
dramatically, particularly since mid-year.

Sales for the Meander Valley Dairy cream range grew 
significantly during the second half-year following 
the introduction of three new product lines in 150 
premium Woolworths stores. Two flavoured creams 
were released for Christmas, available from 850 
Woolworths stores and independent retail outlets 
nationally. These contributed to interstate sales 
growth of 22% during the second half of the year.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     2 0

CORPORATE
DIVISION

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     2 1

CORPORATE DIVISION

$40,000

$35,000

$30,000

$25,000

$20,000

$15,000

$10,000

$5,000

$

$35,000

$30,000

$25,000

$20,000

$15,000

$10,000

$5,000

$

2016

2017

2018

2019

2020

2016

2017

2018

2019

2020

WASABI SALES REVENUE ($’000)

$400

$350

$300

$250

$200

$150

$100

$50

$

2016

2017

2018

2019

2020

The change in market conditions since the start of 
COVID and the resulting change in product sales 
mix necessitated a review of the crop valuation at 
the half year in June, which resulted in a decrease 
in fair value of the wasabi biological assets of $1.2 
million. This write-down did not impact the biomass 
of the wasabi crop available for future sale.

A number of industrial powdered wasabi customers 
temporarily ceased operations during the middle 
of the year but resumed purchasing wasabi powder 
in the last few months. Strong sales through 
our online wasabi shop were experienced in the 
second half-year and have continued into 2021.

Operating EBITDA for the corporate division 
improved by 5% to negative $4.43 million. 

The corporate division includes all of the corporate 
costs along with the shared service functions of 
the business such as finance, sales and marketing, 
HR and WHS management. Employment costs 
in the Corporate Division for 2020 remained 
consistent with 2019 levels. A strong focus on cost 
control throughout the year across the division 
contained expenditure to essential services and 
activities that would deliver short term outcomes.    

SHIMA WASABI

Wasabi sales were badly impacted by the COVID 
pandemic. Sales for Shima Wasabi have historically 
comprised 73% fresh wasabi, made up of the various 
components of the plant, including stem, leaves 
and flowers. These products have been sold across 
Australia, predominantly to high-end restaurants 
and food service catering for corporate events. 
These markets were closed nationally during the 
second quarter and have remained volatile in 
capital cities with the occurrence of further COVID 
outbreaks. The corporate catering market will 
not return until mass gatherings are permitted. 

Overall, wasabi sales declined by 17% for 2020 
after dropping by 28% in the first half. The business 
worked with customers from April to redirect sales 
to retail and online markets, with a strong focus 
on fresh stems and powdered product. A unique, 
new, ready-to-use wasabi paste made from real 
wasabi was launched into retail markets in the 
fourth quarter to provide a user-friendly option for 
customers seeking an authentic wasabi flavour.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     2 2

2021
OUTLOOK

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     2 3

2021 OUTLOOK

The performance of the business in the second 
half of 2020 demonstrated that TasFoods has 
a strong foundation in the operating divisions of 
dairy and poultry.  Expanded product-ranging 
achieved in the second half, and the launch 
of new dairy and poultry product offerings in 
2021, will support ongoing sales growth that 
contributes to the profitability of the business.

Despite COVID-influenced border closures 
throughout the year, the Tasmanian economy 
continues to show resilience, and we anticipate 
that Tasmanian consumers will continue to 
support locally owned brands that they know 
and trust. TasFoods’ stable of brands are known 
and trusted by Tasmanian consumers and we 
continue to see market growth from that loyalty. 

Our focus for the poultry division in 2021 is to 
continue to meet growing consumer demand for 
convenience through additional ready-to-cook 
products and the launch of a ready-to-eat range 
of chicken products. New product development 
work continues for these products, which will 
be presented for retail review in 2021. 

We are strengthening our Super Premium chicken 
offering by investing in the continuing expansion  
of capacity for our premium free-range offering. 
This growth is targeted at meeting interstate 
market demand for premium free-range poultry.

We will undertake a carbon audit of our poultry 
operations during 2021 to identify areas of focus to 
work towards producing a carbon neutral chicken.

Growth in demand for online sales is anticipated 
to continue, with dairy and wasabi sales 
dominating online purchases. A Digital Commerce 
Manager will be employed in 2021 to further 
expand the online offering and drive sales 
growth through increased gifting events.

Our strategic focus for the dairy division in 2021 
will be the continued growth of our Super Premium 
and Everyday Luxury brands through new product 
development and expanded distribution into 
interstate and export markets. New products will be 
presented to all retail category reviews for 2021.

The Board believes that the new strategy adopted 
in December will support the long-term profitability 
of TasFoods. The company has started 2021 with a 
strong cash position that will support the execution 
of the corporate strategy over the coming years.  

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     2 4

RISK

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     2 5

RISK CONT.

TasFoods is committed to the effective management 
of risk to reduce uncertainty in the Group’s business 
outcomes and to protect and enhance shareholder 
value. There are various internal and external risks 
that may have a material impact on the Group’s future 
financial performance and economic sustainability.

The Company has a formalised Risk Management 
Policy and Framework which operates across the 
Group.  The Policy provides high level direction, 
establishes key principles and allocates responsibilities 
to ensure TasFoods has an effective and efficient 
system and process that will facilitate the identification, 
assessment, evaluation and treatment of risks in order 
to achieve strategic and performance objectives.

A copy of the Risk Management Policy can be 
located on the Company’s website at http://
www.tasfoods.com.au/document_category/
corporate_governance/#investor_nav

During 2020 the Group complied with its Risk 
Management Policy and Framework, ensuring all 
risks were regularly reviewed and risk registers were 
updated for new risks and changes to existing risk 
profiles. Identified risks remain relatively stable, with 
no expectation of increases or decreases in the 
foreseeable future unless specifically noted below.  
The material business risks which may have an effect 
on the financial performance of the Group are:

SUPPLY RISK

Ensuring our input supply is secure, stable and reliable.

TasFoods is reliant on a number of key suppliers for 
inputs such as hatchlings, milk, cream and chicken 
feed.  We have strong relationships and contracts 
with our suppliers to ensure that quality, quantity 
and price are stable.  Where appropriate and able, 
TasFoods is diversifying supply channels to reduce 
risk levels and dependence on key suppliers.

PANDEMIC RISK

Ensuring the safety of our employees, 
contractors and customers in a pandemic 
environment as well as securing input supplies 
and managing the impact of market volatility. 

TasFoods operates on a number of different sites 
with varying levels of pandemic impact risk. The 
Group has developed site-specific multi-scenario 
pandemic plans for each operational location that 
respond to updated health, Government and industry 
advice as well as emerging market conditions. 

Each site plan prioritises the health and safety 
of employees, site visitors and customers, 
follows recommended advice from 
Government and Health Officials relating to 
pandemic safety measures including;
• 

 Removal of all non-essential employees 
from sites to work from home;

• 

• 

• 
• 

• 

• 

• 

 Non-essential visitors not permitted 
on processing sites;

 Provision of relevant protective 
equipment to employees;

 Temperature testing of employees;

 Payment of standard wages to all employees 
awaiting COVID or other relevant test results;

 Pandemic/COVID-specific daily 
cleaning and sanitation programs;

 Additional staff facilities provided on large work 
sites to allow for isolation of work groups;

 Identification of social and commuting 
groups within the workforce to ensure 
employees likely to have contact outside of 
work remain in contained work groups.

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RISK CONT.

MARKET RISK

SAFETY RISK

Delivering on our customer promises 
and growing our customer base.

Ensuring our products are safe for customers 
and our staff are safe at work.

TasFoods has a number of large key customers and 
the loss of one or more would have a detrimental 
impact on the Group.  TasFoods mitigates this 
risk by investing in the quality of its relationships 
with key customers, and ensuring we manufacture 
product in accordance with our customer’s required 
specifications and standards. The company continues 
to grow and diversify its customer base.   
In addition, TasFoods responds to changing customer 
compliance requirements through the upgrading 
of its facilities and operating processes.  TasFoods 
has also developed a point of difference in our 
products which reduces the risk of substitution.

BIOSECURITY RISK

Minimising the risk of disease and infection impacting 
our animals, manufacturing facilities and inputs.

Careful site management, biosecurity measures 
and good animal husbandry and agricultural 
management are used to manage TasFoods’ risk of 
exposure to disease, infection and contamination.  
Significant disease outbreaks may result in mass 
mortality of livestock or loss of plants, having a 
significant impact on saleable goods.  Suppliers 
undergo an approval process to ensure inputs 
comply with product specifications.  These are 
internally and, where appropriate, externally 
audited and monitored for compliance.

Food safety and workplace health and safety are 
risks that must be managed by TasFoods at all times.  
We have built strong quality and safety assurance 
systems which are externally audited against 
relevant standards., These systems are overseen 
by highly skilled staff  within a culture committed 
to food and people safety.  In addition, TasFoods 
holds relevant insurances to further mitigate food 
safety and workplace health and safety risks.

CLIMATE RISK

Minimising the risks to the business from 
a changing climate that is contributing to 
increased extreme weather events.

TasFoods operations are geographically dispersed 
across Northern Tasmania which mitigates the impact 
of any one climatic influenced event on its production 
capabilities. Business continuity plans have been 
established for each business operation that include 
policies and procedures to manage biological assets in 
extreme weather events to minimise the risk of losses. 

Investment in irrigation infrastructure across 
the Tasmanian agricultural landscape provides 
certainty for crop inputs such as grain and dairy. 
Drought or extreme weather events in other 
regions of Australia may impact commodity 
pricing for inputs to TasFoods operations.

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BOARD OF
DIRECTORS

TasFoods’ Board and Management Team is responsible for the strategic direction of the company. 
Overseeing the company’s operations, the team works closely to ensure that TasFoods meets not 
only the demands of its shareholders, but provides a positive, innovative, and exciting working 
environment for employees. To get in touch with any of the Management Team, you can reach them 
via the contact page.

CRAIG TREASURE NON-EXECUTIVE CHAIR

Craig has had over 35 years experience in business and property development. His most recent 
executive role was as CEO and Managing Director of ASX listed Villa World Limited (VLW). He is an 
experienced ASX Director and has had many roles in private and public sectors as a business owner 
and director. He is a Member of the Australian Institute of Company Directors and a Fellow of the Urban 
Development Institute of Australia. He was appointed Non-Executive Chair on 4 June 2020.

ROGER MCBAIN NON-EXECUTIVE DIRECTOR

Roger led a Tasmanian based Chartered Accounting firm as a partner for 25 years, ultimately leading 
the successful merging of the practice into Deloitte in 2010. Continuing as a partner at Deloitte for 
a further five years, Roger delivered strong results to the Tasmanian practice, through his extensive 
experience in a broad range of businesses with particular expertise in FMCG, agribusiness and mining 
services. Roger currently pursues a number of private business interests including a water remediation 
technology company, property development, tourism, hospitality and retail investments.

BEN SWAIN NON-EXECUTIVE DIRECTOR

Ben is a partner of Tasmanian law firm Murdoch Clarke. His practice areas include corporate advice, transactional 
mergers and acquisitions, real property and private client matters. Ben is a director of various Pty Ltd companies 
and trusts including the Elsie Cameron Foundation which has investment in entities including TasFoods Limited. 
With a passion for Tasmania’s finest foods and produce and the companies that grow and produce them, Ben 
gets great fulfilment from assisting, in his professional capacity, various Tasmanian food and agriculture business 
to achieve their goals. He was appointed to the Board as a Non-Executive Director on 4 June 2020.

JANE BENNETT MANAGING DIRECTOR/CEO

Jane has over 20 year’s of experience as a senior executive in vertically integrated dairy businesses in Tasmania 
and the UK. She has extensive past experience in regional provenance branding as Chair of the Tasmanian Food 
Industry Council, Board Member of the Brand Tasmania Council and Nuffield Scholar studying Place of Origin 
Branding. Jane has previously served on the Boards of Australian Broadcasting Corporation, CSIRO, and Food 
Innovation Australia Ltd. She is a Fellow of the Australian Institute of Company Directors. Jane was named 
2010 Tasmanian Telstra Business Woman of the Year and 1997 Australian ABC Rural Woman of the Year.

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BOARD OF
DIRECTORS CONT.

JANELLE O’REILLY COMPANY SECRETARY & GENERAL COUNSEL

Janelle is an expert in commercial law and corporate governance. She previously held the positions of 
Company Secretary & General Counsel for ASX listed companies Crane Group Limited and Ruralco 
Holdings Limited and was the General Manager of Governance for Tasmanian State owned Aurora 
Energy Pty Ltd. Janelle is a Fellow of the Governance Institute of Australia and a graduate member of the 
Australian Institute of Company Directors. She is a Director of not for profit association Colony 47.

EXECUTIVE TEAM

DONNA WILSON CHIEF FINANCIAL OFFICER

Donna is a qualified finance executive with over 20 years of experience working within public practice at 
KPMG, ASX listed companies and at an executive level in statutory government authorities. Donna holds a 
Masters of Business Administration in Corporate Governance and a Bachelor of Commerce. She is a member 
of Chartered Accountants Australia and New Zealand and a graduate member of the Australian Institute of 
Company Directors. Donna serves on the Finance Committee of the Scotch Oakburn College School Board.

DAVID BENNETT CHIEF SALES OFFICER

David has extensive experience in national sales, distribution and marketing of fast moving consumer 
goods, specialising in premium dairy products. David holds a Bachelor of Laws (Honours) and 
Bachelor of Commerce and has completed a Graduate Diploma in Legal Practice. He previously 
served as Inaugural Chair of the North West Tasmanian Tourism, Cradle to Coast Tasting Trail.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     2 9

DIRECTORS’
REPORT

The Directors of TasFoods Limited (the Company) present the financial report on the Company and its controlled entities (the Group) for the 
year ended 31 December 2020.
In order to comply with the provisions of the Corporations Act 2001, the Directors report as follows:

DIRECTORS

Craig Treasure

Experience and qualifications

Non-Executive Chair

Craig joined the Board on 4 June 2020 and was appointed by the 
Board as Non-Executive Chair on this date. Craig is a member of 
the Audit and Risk Committee and Chair of the Nomination and 
Remuneration Committee.

Craig has over 35 years experience in business and property 
development.  Craig’s most recent role was as the CEO and Managing 
Director of ASX listed Villa World Limited.  Craig is an experienced 
ASX Director and has had many roles in the public and private 
sectors as a business owner and director.  He is a member of the 
Australian Institute of Company Directors and a Fellow of the Urban 
Development Institute of Australia.

Other Directorships in listed entities:

Eildon Capital Limited

Former Directorships in listed entities in the last 3 years:

Villa World Limited

Interest in shares and options:

721,861 Ordinary Shares

Jane Bennett

Chief Executive Officer (CEO) and Managing Director

Experience and qualifications

Jane was promoted to the position of CEO and Director on 18 
February 2016, having previously been the Company’s Head of 
Strategic Development and General Manager of Dairy. Jane was 
appointed to build TasFoods into a successful branded food business 
based on the unique attributes of Tasmania and its produce.

Jane has extensive experience in the premium branded food industry 
in Tasmania, including as the former Managing Director of Ashgrove 
Cheese, one of Australia’s leading premium dairy brands. Jane 
also chaired the Tasmanian Food Industry Council for 8 years and 
was a board member of the Brand Tasmania Council for 10 years. 
Jane spent 4 years working as a non-executive director in a diverse 
portfolio of companies including the CSIRO, Australian Broadcasting 
Corporation and Tasmanian Ports Corporation.  Jane is a fellow of the 
Australian Institute of Company Directors.

Other Directorships in listed entities:

Former Directorships in listed entities in the last 3 years:

Nil

Nil

Interest in shares and options:

3,309,087 Ordinary Shares

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     3 0

DIRECTORS’
REPORT CONT.

Roger McBain

Non-Executive Director 

Experience and qualifications

Roger was appointed to the Board as an Executive Director on 3 
September 2015 and transitioned to a Non-Executive Director role on 
1 July 2016.   Roger is the Chair of the Audit and Risk Committee and is 
a member of the Nomination and Remuneration Committee.

Roger led a Tasmanian based Chartered Accounting firm as a partner 
for 25 years ultimately leading the successfully merging of the practice 
into Deloitte in 2010 and continued as partner in Deloitte Private 
until June 2015.  With particular expertise in FMCG, agribusiness and 
mining services, he delivered strong results to the Tasmanian practice. 
Roger currently pursues a number of private business interests 
including a water remediation technology company, property 
development, tourism, hospitality and retail investments.   

Other Directorships in listed entities:

Former Directorships in listed entities in the last 3 years:

Nil

Nil

Interest in shares and options:

3,271,026 Ordinary Shares

Ben Swain

Non-Executive Director 

Experience and qualifications

Ben was appointed to the Board as a Non-Executive Director on 4 
June 2020.  Ben is a member of the Audit and Risk Committee and 
the Nomination and Remuneration Committee.

Ben is a partner of Tasmanian law firm Murdoch Clarke.  His 
practice areas include corporate advice, transactional mergers and 
acquisitions, real property and private client matters.  Ben is a director 
of various private companies and trusts including the Elsie Cameron 
Foundation Pty Ltd which has an investment in entities including 
TasFoods Limited.  

Other Directorships in listed entities:

Former Directorships in listed entities in the last 3 years:

Nil

Nil

Interest in shares and options:

1,150,000 Ordinary Shares

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     3 1

DIRECTORS’
REPORT CONT.

Shane Noble

Experience and qualifications

Executive Chair 1 January 2020 to 4 June 2020 
Non-Executive Director 4 June 2020 to 8 July 2020

Shane joined the Board on 30 November 2017 and became Chair 
of the Board on 1 February 2018.  On 4 June 2020 Shane became a 
Non-Executive Director until 8 July 2020 when he resigned from the 
Board. Shane was a member of both the Audit and Risk Committee 
and the Nomination and Remuneration Committee.

Shane has extensive experience in the consumer foods and 
agribusiness industries. In his most recent prior role, Shane was 
the Executive Chair and Chief Executive Officer of Green’s Foods 
Holdings which he successfully transformed through an integrated 
plan of profit improvement initiatives and strategic acquisitions.

Other Directorships in listed entities:

Former Directorships in listed entities in the last 3 years:

Nil

Nil

Interest in shares and options:

3,968,055 Ordinary Shares (at time of resignation)
5,000,000 Share Options exercisable at $0.1884 by 30 November 2021

Alexander (Sandy) Beard 

Non-Executive Director until 30 September 2020

Experience and qualifications:

Other Directorships in listed entities:

Former Directorships in listed entities in the last 3 years:

Sandy was appointed to the Board as a Non-Executive Director on 13 
March 2018 and served until his resignation on 30 September 2020. 
Sandy was the Chair of the Nomination and Remuneration 
Committee and a member of the Audit and Risk Committee.

Sandy has over 20 years experience as a Director and investor 
in assisting the growth of public and private companies.  He was 
previously the Managing Director and CEO of CVC Limited and has 
extensive experience in a broad range of businesses with particular 
expertise in food manufacturing.  Sandy is an experienced Board 
Director and has played important roles in delivering value to 
shareholders over the past 20 years across a broad spectrum of 
industries and stages of company growth. Sandy is a Fellow of the 
Chartered Accountants Australia and New Zealand and is a Member 
of the Institute of Company Directors.

Probiotec Limited (since 2018)
Centrepoint Alliance Limited (since 2020)
Pure Foods Tasmania (listed in 2020)

CVC Limited (1999 – 2019)
Eildon Capital Limited (1999 – 2019)
US Residential Fund (2017 – 2019)
Lantern Hotel Group (2018 – 2019)

Interest in shares and options:

500,000 Ordinary Shares (at time of resignation)

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     3 2

DIRECTORS’
REPORT CONT.

COMPANY SECRETARY

Janelle O’Reilly

Experience and qualifications 

Company Secretary and General Counsel
Janelle joined TasFoods on 9 September 2016.

Janelle is an expert in commercial law and corporate governance.  
She previously held the positions of Company Secretary & General 
Counsel for ASX listed companies Crane Group Limited and Ruralco 
Holdings Limited and was the General Manager of Governance for 
Tasmanian State-owned Aurora Energy Pty Ltd where she was the 
responsible for legal services, company secretariat, risk, compliance 
and information management.  She is a Director of Tasmanian not 
for profit association Colony 47.  She is a fellow of the Governance 
Institute of Australia and a Graduate Member of the Australian 
Institute of Company Directors.

MEETING OF DIRECTORS

The following table sets out the number of meetings of the Company’s Directors during the year ended 31 December 2020 and the number of 
meetings attended by each Director during that time.  Board Meetings were held in addition to the Company’s Annual General Meeting held on 
23 July 2020. 

Director#

Board Meeting

Audit And Risk Committee

Nomination & Remuneration 
Committee

C Treasure

R McBain

B Swain

J Bennett *

A Beard 

S Noble 

Held during 
time on Board

Attended

Held during 
time on Board

Attended

Held during 
time on Board

Attended

10

17

10

17

12

9

10

17

10

17

12

5^

5

9

5

9

9

4

5

9

5

9

9

4

0

5

0

5

5

5

0

5

0

5

5

4’

#   Mr McBain and Ms Bennett were on the Board for the entire financial year.  Mr C Treasure and Mr B Swain joined the Board on 4 June 2020 
and Mr C Treasure became the Non-Executive Chair.  Mr S Noble resigned from the Board effective 8 July 2020.  Mr A Beard resigned from the 
Board effective 30 September 2020.

^ Mr Noble was on a leave of absence for two Board meetings, ill for one and unable to attend one Board meeting.

’  Mr Noble was on a leave of absence for one N&RC Meeting.

*   Ms Bennett is not a member of the Audit and Risk Committee or the Nomination and Remuneration Committee however attends the meetings 

as an invitee.

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DIRECTORS’
REPORT CONT.

PRINCIPAL ACTIVITIES

The principal activities of the Group are the processing, manufacture and sale of Tasmanian-made food products.  

OPERATING RESULTS AND FINANCIAL POSITION

A comprehensive review of operations is set out in Operating and Financial Review section of this Annual Report.

SIGNIFICANT CHANGE IN STATE OF AFFAIRS

In August 2020, the Company announced an equity raising to raise up to $4.13 million (before costs) via a placement and an entitlement offer of 
3 new fully paid ordinary shares for every 20 existing fully paid shares at $0.085 per share.  The equity raising was completed in October 2020.

In November 2020, the Company announced and completed an equity placement to the AgFood Opportunities Fund, a fund managed by 
AgFood Fund Pty Ltd through the issuing of 30 million new shares at a price of $0.10 per share to raise $3.0 million.

The proceeds from both equity raisings were to support the implementation of the Company’s new strategic direction including funding 
investment in equipment and infrastructure to support and grow new products, market support for new product launches, reducing the 
Company’s overdraft facility and general working capital support.

There were no other significant changes in the state of affairs of the Group during the financial year, other than those outlined in the Operating 
and Financial Review. 

AFTER BALANCE DATE EVENTS

There are no matters or circumstances that have arisen since 31 December 2020, which have significantly affected the Group’s operations, 
results or state of affairs, or may do so in future years.

REMUNERATION REPORT (AUDITED)

The Directors of TasFoods Limited present the Remuneration Report for the Company and its controlled entities for the financial year ended 31 
December 2020, prepared in accordance with the requirements of the Corporations Act 2001 and its regulations.

This report outlines the remuneration arrangements in place for the Key Management Personnel (KMP) of the Group, which comprises all 
Directors (executive and non-executive) and those other members of the TasFoods Executive who have authority and responsibility for planning, 
directing and controlling the activities of the Group.

In 2020 the Company’s main activity related to developing Tasmanian branded food businesses (including Nichols Poultry, Betta Milk, Meander 
Valley Dairy, Pyengana Dairy and Shima Wasabi), therefore, the details of KMP remuneration for 2020 relate to those activities and the current 
remuneration structure.

This report has been prepared in accordance with section 300A of the Corporations Act 2001.  

The Report has been set out as follows:

1.  

Key management personnel

2.   Role of the Nomination and Remuneration Committee

3. 

Engagement of remuneration consultants

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DIRECTORS’
REPORT CONT.

4.  Remuneration strategy and framework

4.1.  Executive remuneration schedule

4.2.  Remuneration mix and linking pay to performance

4.3.  2020 fixed remuneration

4.4.  2020 short-term incentive arrangements 

4.5.  2020 long-term incentive arrangements

4.6.  KMPs 2020 short-term incentive arrangement results

4.7.  Company financial performance

5. 

Executive contracts

6.  Non-executive directors’ remuneration structure

6.1.  Current fee levels and fee pool

7. 

Restrictions on long-term incentive plan shares prior to vesting

8.  Remuneration tables – Directors and KMP executives 

1. KEY MANAGEMENT PERSONNEL

The term Key Management Personnel refers to those persons having the authority and responsibility for planning, directing and controlling the 
activities of the Consolidated entity, directly or indirectly, and includes any director of the Group (whether executive or otherwise).

The KMP of TasFoods for the year ended 31 December 2020 were:

Current Non-Executive Directors

Role

Appointment Date

Non-Executive Chair

4 June 2020

Non-Executive Director

3 September 2015

Non-Executive Director

4 June 2020

End Date

Former Executive and Non-Executive Directors

Role

Shane Noble  1

Alexander Beard

Executive Chair & Non-Executive Director

8 July 2020

Non-Executive Director

30 September 2020

Current KMP Executives

Role

Chief Executive Officer

Chief Financial Officer

27 June 2016

Appointment Date

3 September 2015

Craig Treasure

Roger McBain

Ben Swain

Jane Bennett

Donna Wilson

1  Shane Noble was Chair of the Board for the period 1 January 2020 until 4 June 2020 and a Non-Executive Director during the period  
4 June 2020 to 8 July 2020.

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DIRECTORS’
REPORT CONT.

2. ROLE OF THE NOMINATION AND REMUNERATION COMMITTEE

The Committee has the responsibility for proposing candidates for consideration by the Board to fill casual vacancies or additions to the Board 
and for devising criteria for Board membership and for reviewing membership of the Board, including:
• Assessment of necessary and desirable competencies of Board members; 
• Review of Board succession plans to maintain an appropriate balance of skills, experience and expertise; 
•  As requested by the Board, evaluation of the Board’s performance and, as appropriate, developing and implementing a plan for identifying, 
assessing and enhancing Director competencies; and 
• Recommendations for the appointment or replacement of Directors. 
Additional responsibilities of the Committee include reviewing and reporting to the Board on:
•  Remuneration arrangements for the directors and senior executives of the Company (including, without limitation, incentive, equity and other 
benefit plans and service contracts) to ensure remuneration suitably motivates executives to pursue the success of the Company through the 
identification and profitable integration of growth opportunities; 
• The review of the Audited Remuneration Report to be included in the annual report; 
• Remuneration policies and practices for the Company generally; 
• Superannuation arrangements; 
• Board remuneration; and 
• Such other matters as the Board may refer to the Committee from time to time.
3. ENGAGEMENT OF REMUNERATION CONSULTANTS

The Nomination and Remuneration Committee periodically engages independent external consultants to advise and assess KMP  
remuneration arrangements.  No advice was sought or provided by external advisors regarding the remuneration structure during the year 
ended 31 December 2020.

4. REMUNERATION STRATEGY AND FRAMEWORK

The remuneration strategy sets the direction for the remuneration framework and drives the design and application of remuneration policies for 
executives of TasFoods (including KMP). 

TasFoods remuneration strategy and framework aims to attract and retain the best available people to run and manage TasFoods and align their 
interests with our shareholders.  The Board is committed to having a remuneration strategy and framework that rewards, motivates, and retains 
executives, to achieve our business objectives and deliver shareholder returns.

TasFoods seeks to create alignment between the interests of its executives and shareholders.  In the case of executives, by providing a fixed 
remuneration component together with specific short-term and long-term incentives based on key performance areas affecting TasFoods 
financial results.

In the case of non-executive directors, their remuneration does not contain performance-based or ‘at risk’ components. Non-executive directors 
are paid fees and are encouraged to hold shares in TasFoods.

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DIRECTORS’
REPORT CONT.

4.1. Executive remuneration structure

The performance of the Company depends upon the quality of its executives.  To prosper, the Company must attract, motivate and retain  
highly skilled executives.  To that end, the Company embodies the following principles in its remuneration framework:
• Provide competitive rewards to attract high calibre executives;
• Focus on creating sustained shareholder value;
• Place a portion of executive remuneration at risk by linking reward with the strategic goals and performance of the Company;
•  Differentiate individual rewards commensurate with contribution to overall results and according to individual accountability,  
performance and potential; and
• Ensure total remuneration is competitive by market standards.
Executives’ total remuneration package may be comprised of the following elements:
• Total Fixed Remuneration (base salary and superannuation)
• At-Risk Remuneration:

- Short-Term Incentive (STI)
- Long-Term Incentive (LTI)

Performance Condition

Remuneration Strategy/ Performance Link

Total Fixed 
Remuneration (TFR)
• salary
•  statutory 
superannuation

Executive remuneration levels are market-aligned by 
comparison to similar roles in ASX-listed companies 
that have comparable market capitalisation, 
revenues, and financial metrics relevant to the 
executive’s role, executive’s knowledge, skills and 
experience, and individual performance

Fixed remuneration is set to attract, motivate 
and retain executives to ensure they can deliver 
on TasFoods business strategy and contribute to 
the TasFoods ongoing financial performance.

Short Term 
Incentive (STI)

Annual incentive 
opportunity 
delivered in cash

Performance is measured against:
•  Financial Group performance (i.e. sales revenue, 
gross profit margin and EBITDA); and
•  Non-Financial KPIs (i.e. WH&S (LTIFR)).
The STI plan applies more broadly beyond the KMP and 
KPI’s vary depending on the executive’s level and role.

The STI plan is designed to encourage and reward 
high performance and for this reason it places a 
significant proportion of the executives’ remuneration 
at-risk against targets linked to the Company’s 
annual performance objectives and therefore 
supports the alignment between the interests of 
the executive, TasFoods and our shareholders.

Non-Financial KPIs also vary and depend on the 
executive’s individual role and responsibilities. 
Details of the specific measures and results 
for 2020 can be found in section 4.6.

A combination of financial and non-financial 
KPIs are used because the Board believes that 
there should be a balance between short term 
financial measures and more strategic non-
financial measures which in the medium to longer 
term will support the growth of TasFoods.

The Board believes the STI provides the right measures 
and appropriately challenging targets for participants.

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DIRECTORS’
REPORT CONT.

Performance Condition

Remuneration Strategy/ Performance Link

Long Term 
Incentive (LTI)

LTI awards for grants are provided under the LTIP 
approved by shareholders at the 2017 AGM.

An award of rights 
with performance 
assessed over 3 years

A three-year performance period provides a reasonable 
period to align reward with shareholder return and 
also acts as a vehicle to help retain the KMP, align the 
business planning cycle, and provide sufficient time 
for the longer-term performance to be achieved.

Due to the importance that the Board places 
on an improvement in share price a single 
measure based on share price growth share 
price growth is chosen for rights granted.

4.2. Remuneration mix and linking pay to performance

The purpose of the LTI is to focus the executives’ 
efforts on the achievement of sustainable 
long-term shareholder value creation and the 
long-term financial success of TasFoods.

The provision of LTIP awards via performance rights 
for ordinary shares in TasFoods encourages long-term 
share exposure for the executives and, therefore, aligns 
the long-term interests of executives and shareholders.

The Board recognises that each executive needs a significant portion of their remuneration to be at-risk and be linked to TasFoods annual 
business objectives and actual performance.

Remuneration is linked to performance by:
• Requiring a proportion of the executives’ remuneration to vary with the short-term and long-term performance of TasFoods;
• Setting clear expectations on target and stretch performance objectives required for STI payments to ensure quality results; and
•  Assessment of long-term performance through multiple measures to provide a complete picture of TasFoods performance and the increase in 
shareholder value.

In addition, STI and LTI outcomes are not driven by a purely formulaic approach.  The Nomination and Remuneration Committee holds 
discretion to determine that awards are not to be provided or vested in circumstances where it would be inappropriate or would provide 
unintended outcomes.

The relative weighting of fixed and variable components for target performance is set according to the scope of the executive’s role.  For the KMP 
the ‘at risk’ components for 2020 were as follows:

TFR

Short Term 
Incentive 
(At-Target)1

Short Term 
Incentive 
(Stretch)2

Long Term 
Incentive 
(Target 
Opportunity)3

Long Term 
Incentive 
(Maximum 
Opportunity)

Current KMP Executives

Jane Bennett

Donna Wilson

$262,800

$219,000

30.0%

25.0%

37.5%

31.3%

20.0%

17.5%

40.0%

35.0%

1. The short-term incentive is the total payment at-target as a % of TFR

2. KMP executives’ STIs have a stretch component that is designed to encourage above at-target performance as a % of TFR.

3. The long-term incentive refers to the value, of any grant as a % of TFR.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     3 8

DIRECTORS’
REPORT CONT.

14%

20%

66%

11%

18%

71%

TFR

STI

LTI

TFR

STI

LTI

Jane Bennett

Donna Wilson

4.3. 2020 fixed remuneration

TasFoods uses a total fixed remuneration (base salary and superannuation) for the purposes of calculating STI and/or LTI amounts.

Details of KMP executives’ total fixed remuneration for the year ended 31 December 2020 (and 31 December 2019) can be found in the 
‘Remuneration Tables’ section of this report.

4.4. 2020 short-term incentive arrangements

The TasFoods Short Term Incentive Plan (STIP) rewards the CEO and those executives reporting to the CEO (including the KMP executives) for 
performance against a pre-determined scorecard of measures linked to TasFoods short-term business performance (12 months) and individual 
performance.  The specific performance measures may vary from year to year depending on the business’s objectives but are chosen on the 
basis that they will increase financial performance, market share and shareholder returns.

The relative weighting of fixed and variable components for target performance is set according to the scope of the executive’s role. 

The key performance indicators and other targets against which performance can be measured for determining the proportion of ‘at-risk’ 
remuneration, are generally as follows:
• Financial – actual results compared to budgeted results for items including EBITDA, Sales Revenue, and Gross Profit Margin.
• Business growth – NPAT, earnings per share, price earnings ratio, new order value, acquisitions and new customers.
•  Business management – cash generation, capital management, number of days sales outstanding in debtors, inventory turnover,  
cost/revenue ratios, and staff utilisation.
• Strategy – development, approval, implementation, and achievement.
• People – Workplace Health and Safety (LTIFR).
Performance for each measure is assessed on a range from Target to Stretch.  Stretch is set by the Board for each measure at a level that ensures 
maximum STI is payable only where performance has truly and substantially exceeded expectations.

Details of the STI performance measures and targets for 2020 are set out in section 4.6.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     3 9

DIRECTORS’
REPORT CONT.

4.5. 2020 long-term incentive arrangements

Executive remuneration is determined by the Board, having consideration to relevant market practices and the circumstances of the Company 
on an annual basis.  It is the view of the Board that it is in the interests of Shareholders for selected Executives (the Participants) to receive part 
of their total remuneration package (TRP) in the form of at-risk equity that will vest based on performance against indicators that are linked 
to Shareholder benefit (refer to details in respect of the Vesting Conditions following) during a defined Measurement Period.  This is also 
considered best practice with regards to evident market practices.  It should therefore be considered appropriate to provide some equity-based 
remuneration to Executives of the Company instead of cash only. 

The TasFoods Limited Rights Plan (TFLRP) was designed to form a significant component of at-risk remuneration and to create alignment 
between Shareholder value creation and the remuneration of selected Executives.  Grants under the TFLRP will facilitate the Company providing 
appropriate, competitive and performance-linked remuneration to its Executives.  The Board seeks to ensure that grants to Executives are made 
at a level that will appropriately position their TRPs in the market, in accordance with the Company’s remuneration policies.  

The key elements of the LTI plan are:

Participants: the CEO, executive KMP, and provision for additional participants but noting that the terms of their grants may be varied as 
considered appropriate by the Board.

Instrument: The TFLRP uses Rights which are an entitlement to the value of a Share which may be settled either in the form of cash or a Share/
Restricted Share (a Share which is subject to disposal restrictions).  Generally, it is expected that vested Rights will be satisfied in Restricted 
Shares.  

Maximum number of Performance Rights: The maximum number of Performance Rights is calculated by multiplying the total fixed 
remuneration (TFR) of the Participant at the beginning of the financial year by the maximum LTI % and then dividing that figure by a 10-day 
volume weighted average share price (VWAP) related to the time of calculation.  

Measurement Period: The Measurement Period is the three financial years from 1 January.

Vesting Conditions: In order for Performance Rights to vest, the Participant must remain employed by the Company during the Measurement 
Period (except in the case of a “Good Leaver”) and the performance conditions must be satisfied.  

Retesting: Retesting is not permitted under the proposed terms of the Invitations.

Exercise Price: No amount will be payable by the Participant to exercise a Performance Right that has vested.

Cessation of Employment: Unless the Board determines otherwise, if a TFLRP Participant ceases employment and is classified as a “Bad Leaver” 
(dismissal for cause, termination for poor performance or otherwise as determined by the Board), all unvested Performance Rights held by the 
Participant will lapse.  Unless the Board determines otherwise, if a Participant ceases employment for any other reason, including by reason of 
death, disability, redundancy or retirement (“Good Leaver”), Performance Rights that were granted to the Participant during the financial year in 
which the termination occurred will be forfeited in the same proportion as the remainder of the financial year bears to the full year.  All remaining 
Performance Rights for which Vesting Conditions have not been satisfied as at the date of cessation of employment will then remain “on foot”, 
subject to the original Vesting Conditions.  In the circumstances of any termination, any Restricted Shares that flow from the exercising of the 
Rights would cease to be subject to disposal restrictions unless otherwise specified in the Invitation.

4.6. KMPs 2020 short-term incentive arrangement results

The measures and targets for the 2020 STI were set by the Board in March 2020 and were based on the priorities for 2020.  The key 
performance indicators were based upon stretch targets, with operating EBITDA set as a hurdle requirement for payment of the 2020 STI.  

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     4 0

DIRECTORS’
REPORT CONT.

The following table shows the Company’s 2020 STI performance measures and weightings as applied to KMP.

Performance Measure

Description

Weighting

Comment

Sales Revenue

Statutory gross sales revenue

Gross Profit Margin

Statutory gross profit margin excluding 
biological asset movements

Operating EBITDA

WHS - Lost time injury 
frequency rate (LTIFR)

Statutory EBITDA adjusted for 
acquisition costs, capital raising 
costs and incentive payments

LTIFR are the number of lost time 
injuries within a given year relative to 
the total number of hours worked in 
the same period multiplied by 1 million

20%

20%

40%

20%

Growth in sales revenue is key to improved 
performance and sustainability of the Group

The gross profit margin is seen as a 
key outcome of sales effectiveness 
and operational efficiency

EBITDA is seen as a key factor of trading 
performance and operational sustainability.   
Operating EBITDA is a hurdle 
requirement for STI payments

Employees are a key asset to TasFoods and 
their safety is paramount.  A reduction in the 
LTIFR is a key outcome of the WHS program

As a part of the COVID-19 budget review completed in April 2020, Management elected to forfeit any STI which may become payable  
with respect to the 2020 financial year.  Management’s decision to forfeit any STI payable in respect of 2020 was approved by the Board  
in April 2020.

4.7. Company financial performance

The following table shows the relationship between KMP executives’ at-risk remuneration and TasFoods overall financial performance:

Financial Year Ended 31 December

Revenue ($000)

Net (loss)/profit before tax ($'000)

Net (loss)/profit after tax ($'000)

Share price at start of year

Share price at end of year

Share price growth

Dividends

Basic (loss)/earnings per share (cents)

Diluted (loss)/earnings per share (cents)

Average STI payout as a % at-target 
for eligible KMP executives

2020

$67,436

($7,709)

($6,407)

$0.120

$0.120

0.00%

$0.00

(2.21)

(2.21)

N/A

2019

$51,105

($3,202)

 ($3,459)

$0.135

$0.120

-11.11%

$0.00

(1.48)

(1.48)

0%

2018

$38,920

($2,273)

($1,358)

$0.190

$0.135

-28.95%

$0.00

(0.67)

(0.67)

0%

2017

$31,112

($6,639)

($6,808)

$0.180

$0.190

5.56%

$0.00

(4.14)

(4.14)

20%

2016

$16,139

($2,611)

($2,577)

$0.410

$0.180

-56.10%

$0.00

(2.33)

(2.33)

0%

The average STI payout as a % of the at-target for eligible KMP executives is not applicable for the 2020 financial year as in April 2020 
Management elected to forfeit any STI which may become payable with respect to the 2020 financial year.  Managements decision to forfeit any 
STI payable in respect of 2020 was approved by the Board in April 2020.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     4 1

DIRECTORS’
REPORT CONT.

5. EXECUTIVE CONTRACTS

The remuneration and other terms of employment for the executives are covered in formal employment contracts that have no fixed terms. 
TasFoods may terminate an executive immediately for cause, in which case the executive is not entitled to any payment other than the value of 
total fixed remuneration (and accrued entitlements) up to the termination date.

Name

KMP - Executive Director

Notice Period 
by TasFoods

Notice Period 
by Executive

Termination / Redundancy Payment

Jane Bennett

6 months

6 months

KMP Executives

Donna Wilson

6 months

6 months

The Company has discretion to make a payment 
in lieu of all or part of the notice period. 

If the CEO’s employment is terminated in circumstances where there has 
been a fundamental change to her role, or if she is made redundant then 
she is entitled to a severance payment equivalent to 12 months’ salary.

The Company has discretion to make a payment 
in lieu of all or part of the notice period. 

If the CFO’s employment is terminated in circumstances where there has 
been a fundamental change to her role, or if she is made redundant then 
she is entitled to a severance payment equivalent to 12 months’ salary.

6. NON-EXECUTIVE DIRECTORS’ REMUNERATION STRUCTURE

TasFoods’ remuneration policy for executive and non-executive directors aims to ensure that TasFoods can attract and retain suitably qualified 
and experienced directors having regard to: 
• the level of fees paid to executive and non-executive directors of other comparable Australian listed companies;
• the growing size and complexity of TasFoods operations;
• the responsibilities and work requirements of Board members; and
• the skills and diversity of Board members.
6.1. Current fee levels and pool

Within the aggregate amount of $400,000, non-executive director and the former Executive Chair’s directors’ fees are reviewed periodically 
and determined by the Nomination and Remuneration Committee and the Board with reference to other ASX-listed companies that have 
comparable market capitalisation.

A review of NED fees was undertaken in November 2017, based on the benchmark data of a market capitalisation comparator group. During the 
2020 financial year non-executive and the former Executive Chair’s directors’ fees (inclusive of superannuation) were:

Director

Craig Treasure

Roger McBain

Ben Swain 

Former Directors

Shane Noble

Alexander (Sandy) Beard

Base Fee

Committee Chair Fee

          Total

 70,000 

 45,000 

 45,000 

 250,000 

 45,000 

 -   

 -   

 -   

 -   

 -   

 70,000 

 45,000 

 45,000 

 250,000 

 45,000 

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     4 2

DIRECTORS’
REPORT CONT.

As a result of the macroeconomic conditions affecting the Company’s businesses from COVID-19, the Directors resolved to reduce director fee 
payments for the period 1 April 2020 to 30 June 2020 to 75% of the Base Fee.  

Shane Noble’s Base Fee included an amount for working on acquisitions.

Directors may also be reimbursed for travel and other expenses incurred in attending to TasFoods affairs. 

A non-executive director may be paid such additional or special remuneration as the Board decides is appropriate where a director performs 
extra work or services.  During 2020 Roger McBain was paid additional remuneration for performing the duties of Acting Chair while the 
Executive Chair was taking a leave of absence.  During this time Director McBain’s base fee increased from $45,000 per annum to $75,000 per 
annum reflective of the additional Chair responsibilities undertaken during the period.

There are no retirement benefit schemes for directors other than statutory superannuation contributions, and executive chair and non-executive 
directors’ remuneration must not include a commission on, or a percentage of, the profits or income of TasFoods.

7. RESTRICTIONS ON LTIP SHARES PRIOR TO VESTING

The Company prohibits executives from entering into arrangements to protect the value of unvested Long-Term Incentive awards.  This includes 
entering into contracts to hedge their exposure to performance rights over shares granted as part of their remuneration package. Adherence 
to this policy is monitored informally on an annual basis where such awards exist by the Nomination and Remuneration Committee requesting 
confirmation from each of the executives that no such activity has occurred.

The Company treats compliance with this policy as a serious issue and takes appropriate measures to ensure policy adherence.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     4 3

DIRECTORS’
REPORT CONT.

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TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     4 4

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS’
REPORT CONT.

8. REMUNERATION TABLES – DIRECTORS AND KMP EXECUTIVES, CONT.

Table B:  Shareholdings

Current Non-Executive 
Directors

Craig Treasure

Roger McBain

Ben Swain

Former Executive Chair and 
Non-Executive Directors

Shane Noble^

Alexander Beard^

Current KMP Executives

Jane Bennett

Donna Wilson

Year

2020

2019

2020

2019

2020

2019

2020

2019

2020

2019

2020

2019

2020

2019

Shares 
held at 
Start of Year

No.

 -   

 2,844,370 

 2,199,000 

 -   

3,968,055

3,000,000

 -   

 -   

2,877,466

2,175,472

 -   

 -   

Issued as 
Remuneration

Share Buyback

Net other 
changes

Shares 
held at 
End of Year

No.

 721,861 

 721,861 

No.

 -   

  Not applicable

 -   

 -   

 -   

 426,656 

 3,271,026 

 645,370 

 2,844,370 

 1,150,000 

 1,150,000 

  Not applicable

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 3,968,055 

 968,055 

 3,968,055 

 500,000 

 500,000 

 -   

 -   

 431,621 

 3,309,087 

 701,994 

 2,877,466 

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

^ number of shares disclosed as being held at end of year is reflective of the number of shares held at the time of resignation.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     4 5

DIRECTORS’
REPORT CONT.

8. REMUNERATION TABLES – DIRECTORS AND KMP EXECUTIVES, CONT.

Table C:  Movements during 2020 in performance rights or options over shares in the Company held, directly, indirectly or beneficially, by each 
KMP, including their related parties.

Granted as 
remuneration

Vested and 
exercisable

Exercised 
during the 
reporting 
period

Forfeited

Performance 
Rights or 
Options 
held at 
End of Year

Current Non-
Executive Directors

Craig Treasure

Roger McBain

Ben Swain

Former Executive 
Chair and Non-
Executive Directors

Shane Noble

Alexander Beard

Current KMP 
Executives

Jane Bennett

Donna Wilson

Year

2020

2019

2020

2019

2020

2019

2020

2019

2020

2019

2020

2019

2020

2019

Performance 
Rights or 
Options 
held at 
Start of Year

No.

 -   

 -   

 2,500,000 

 -   

 -   

5,000,000

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 2,775,913 

 -   

 4,502,972 

 772,941 

 1,509,718 

 -   

 967,250 

 542,468 

No.

 -   

No.

 -   

  Not Applicable

 -   

 -   

 -   

 -   

 -   

 -   

  Not Applicable

No.

 -   

 -   

(2,500,000)

 -   

No.

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

5,000,000

 -   

(2,002,972)

 772,941 

(2,500,000)

 2,775,913 

(967,250)

 542,468 

 -   

 1,509,718 

As a part of the COVID-19 budget review completed in April 2020, Management elected to forfeit the right to have performance rights granted 
under the LTI plan in 2020.  Management’s decision to forfeit performance rights to be granted under the LTI plan in 2020 was approved by the 
Board in April 2020.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     4 6

DIRECTORS’
REPORT CONT.

8. REMUNERATION TABLES – DIRECTORS AND KMP EXECUTIVES, CONT.

Table D:  Share-based payments granted as remuneration to KMP.

Year

Grant Date

Number  
Granted

Value of 
Performance 
Rights or 
Options Granted

Number  
Vested

Percentage  
of Grant 
Forfeited

Current KMP Executives

Jane Bennett

Donna Wilson

2020

2019

2020

2019

  Not Applicable 

24-Oct-19

772,941

32,464

24-Oct-19

542,468

22,784

  Not Applicable

 -   

 -   

0%

0%

As a part of the COVID-19 budget review completed in April 2020, Management elected to forfeit the right to any performance rights to 
be granted under the LTI plan in 2020.  Management’s decision to forfeit performance rights to be granted under the LTI plan in 2020 was 
approved by the Board in April 2020.

INDEMNITY AND INSURANCE OF OFFICERS

The Company has indemnified the directors and executives of the Company for costs incurred, in their capacity as a director or executive, for 
which they may be held personally liable, except where there is a lack of good faith.  During the financial year, the Company paid a premium in 
respect of a contract to insure the directors and officers of the Company against a liability to the extent permitted by the Corporations Act 2001. 
The contract of insurance prohibits disclosure of the nature of liability and the amount of the premium.

INDEMNITY AND INSURANCE OF AUDITOR

The Company has not, during or since the financial year, indemnified or agreed to indemnify the auditor of the Company or any related entity 
against a liability incurred by the auditor.  During the financial year, the Company has not paid a premium in respect of a contract to insure the 
auditor of the Company or any related entity.

ENVIRONMENTAL REGULATIONS

The Company is subject to usual Federal and State environmental regulations.  TasFoods manufacturing sites are licenced with Council  
and State authorities.  The licences stipulate performance standards for all emissions (noise, air, odour, waste water etc), from the sites  
as well as the frequency and method of assessment of emissions.  The Company’s activities are in full compliance with all prescribed 
environmental regulations.

SHARES OPTIONS AND PERFORMANCE RIGHTS

No share options or performance rights were granted during the financial year. Further details regarding performance rights and options granted 
are contained within the Remuneration Report and in note 30.

PROCEEDINGS ON BEHALF OF THE COMPANY

No person has applied for leave of the Court under Section 237 of the Corporations Act 2001 to bring proceedings on behalf of the Company 
or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any 
part of those proceedings.  The Company was not a party to any proceedings during the year.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     4 7

DIRECTORS’
REPORT CONT.

NON-AUDIT SERVICES 

The Group may decide to engage its auditor on assignments additional to their statutory audit duties where the auditor’s expertise and 
experience with the Group are important.  Where auditors are engaged to perform non-audit services, the Directors are satisfied that the 
provision of these non-audit services by the auditor (or by another person or firm on the auditor’s behalf ) is compatible with the general standard 
of independence for auditors imposed by the Corporations Act 2001.

Details of amounts paid or payable to the Group’s auditor for audit and non-audit services provided during the year are set out below. 

Auditors of the parent entity:
Auditing the financial report
Other assurance services

2020
 $ 

 178,900 
 -   
 178,900 

2019
 $ 

 168,175 
 -   
 168,175 

AUDITOR’S INDEPENDENCE DECLARATION

A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is included at page 49 of the 
Annual Report.

AUDITOR

PricewaterhouseCoopers continues in accordance with section 327 of the Corporations Act 2001.  There are no officers of the Company who 
are former audit partners of PricewaterhouseCoopers.

CORPORATE GOVERNANCE

In recognising the need for the highest standards of corporate behaviour and accountability, the Directors support the principles of good 
corporate governance.  The Group continued to follow best practice recommendations as set out by the ASX Corporate Governance Council.  
Where the Group has not followed best practice for any recommendation, explanation is given in the Corporate Governance Statement which is 
available on the Company’s website at http://www.tasfoods.com.au/document_category/corporate_governance/#investor_nav

ROUNDING OF AMOUNTS

The amounts contained in this report and in the financial report have been rounded to the nearest thousand (where rounding is applicable) 
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 Class Order applies. Amounts in the directors’ report have been rounded off in accordance with the Class 
Order to the nearest thousand dollars, or in certain cases, to the nearest dollar.

Signed in accordance with a resolution of the Directors made pursuant to section 298(2) of the Corporations Act 2001.

On behalf of the Directors

Craig Treasure 
Non-Executive Chair

26 February 2021

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     4 8

Auditor’s Independence Declaration 
As lead auditor for the audit of TasFoods Limited for the year ended 31 December 2020, I declare that 
to the best of my knowledge and belief, there have been:  

(a) 

no contraventions of the auditor independence requirements of the Corporations Act 2001 in 
relation to the audit; and 

(b) 

no contraventions of any applicable code of professional conduct in relation to the audit. 

This declaration is in respect of TasFoods Limited and the entities it controlled during the period. 

Alison Tait 
Partner 
PricewaterhouseCoopers 

Melbourne 
26 February 2021 

PricewaterhouseCoopers, ABN 52 780 433 757 
2 Riverside Quay, SOUTHBANK  VIC  3006, GPO Box 1331, MELBOURNE  VIC  3001 
T: 61 3 8603 1000, F: 61 3 8603 1999, www.pwc.com.au 

Liability limited by a scheme approved under Professional Standards Legislation. 

  
  
 
  
  
FINANCIAL 
REPORT

FOR THE YEAR ENDED 31 DECEMBER 2020

50

Financial Report 
•   Consolidated Statement of Profit & Loss  
and Other Comprehensive Income 

51
•   Consolidated Statement of Financial Position  52
•   Consolidated Statement of Changes In Equity  53
•   Consolidated Statement of Cash Flows 
54
•   Notes to Financial Statements 
•   Directors’ Declaration 
•   Independent Auditor’s Report 
Shareholder Information 

101

94

93

55

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     5 0

 
 
 
 
 
 
CONSOLIDATED STATEMENT  
OF PROFIT OR LOSS AND OTHER 
COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2020

Revenue from operations 
Other income 

Fair value adjustment of biological assets 
Impairment of goodwill 
Raw materials used 
Employment and contractor expense 
Freight 
Occupancy costs 
Depreciation and amortisation 
Finance costs 
Travel and accommodation 
Legal and professional fees 
Marketing and event expenses 
Repairs and maintenance 
Research and development 
Investment expenses 
Other expenses 
Loss before income tax 
Income tax benefit/(expense) 
Net Loss after tax for the year from continuing operations 
Net profit after tax for the year from discontinued operations 
Net Loss after tax for the year   

Other comprehensive income 
Items that may be reclassified to profit or loss in the future: 
Other comprehensive loss net of tax 
Total comprehensive income 

Net profit for the period attributable to: 
Non-controlling interest 
Owners of TasFoods Limited 

Total comprehensive income for the year is attributable to: 
Non-controlling interest 
Owners of TasFoods Limited 

Basic loss per share (cents per share) 
Diluted loss per share (cents per share) 

Basic loss per share from continuing operations (cents per share) 
Diluted loss per share from continuing operations (cents per share) 

The above statement should be read in conjunction with the accompanying notes

Note 

6 
6 

10 

8 

4 
4 

4 
4 

2020 
$’000  

 66,911  
 526  

(1,300) 
(3,500) 
(39,193) 
(17,487) 
(4,516) 
(1,446) 
(2,107) 
(346) 
(71) 
(472) 
(514) 
(889) 
(25) 
(15) 
(3,265) 
(7,709) 
1,302 
(6,407) 
 -    
(6,407) 

2019
$’000 

 50,690 
416 

1,169 
 -   
(29,224)
(15,264)
(3,385)
(971)
(1,839)
(261)
(147)
(292)
(396)
(638)
(29)
(497)
(2,533)
(3,202)
(256)
(3,459)
-   
(3,459)

 -    
(6,407) 

 -   
(3,459)

 -    
(6,407) 
(6,407) 

 -    
(6,407) 
(6,407) 

(2.21) 
(2.21) 

(2.21) 
(2.21) 

 -   
(3,459)
(3,459)

   -   

(3,459)
(3,459)

(1.48)
(1.48)

(1.48)
(1.48)

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     5 1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CONSOLIDATED STATEMENT 
OF FINANCIAL POSITION

AS AT 31 DECEMBER 2020

Current Assets 
Cash and cash equivalents 
Trade and other receivables 
Biological assets 
Inventory 
Prepayments 
Total Current Assets 

Non-Current Assets 
Property, plant and equipment 
Right of use assets 
Intangible assets 
Biological assets 
Deferred tax assets 
Total Non-Current Assets 
Total Assets 

Current Liabilities 
Trade and other payables 
Borrowings 
Lease Liabilities 
Provisions 
Total Current Liabilities 

Non-Current Liabilities 
Borrowings 
Lease Liabilities 
Provisions 
Deferred tax liabilities 
Total Non-Current Liabilities 
Total Liabilities 

Net Assets 

Equity 
Contributed Equity 
Reserves 
Accumulated Losses 
Total Equity 

The above statement should be read in conjunction with the accompanying notes

Note 

2020 
$’000  

2019
$’000 

19 
9 
10 
11 

12a 
12b 
13 
10 
8 

14 
15 
12b 
16 

15 
12b 
16 
8 

17 
18 

 7,635  
 4,493  
 2,338  
 4,504  
 905  
 19,877  

 25,308  
 968  
 10,953  
 38  
 -    
 37,267  
 57,144  

 9,175  
 539  
 327  
 1,172  
 11,214  

 5,278  
 1,258  
 153  
 -    
 6,688  
 17,903  

2,209 
4,394 
2,729 
4,123 
699 
14,155 

25,048 
1,081 
14,013 
1,170 

   -   

41,313 
55,466 

8,628 
 765 
 423 
 976 
10,793 

4,500 
1,477 
220 
 -   
6,197 
16,990 

 39,241  

38,477 

 61,053  
 594  
(22,407) 
 39,241  

53,982 
 493 
(15,998)
38,477 

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     5 2

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CONSOLIDATED STATEMENT 
OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2020

Contributed  
Equity 
$’000 

Reserves 
$’000 

Accumulated 
Losses 
$’000 

At 1 January 2019 
Loss for the year 
Other comprehensive income 
Total comprehensive income for the year 
Issue of shares 
Share issue costs 
Share-based payment expense 
Adoption of AASB 16 Leases 

As at 31 December 2019 

At 1 January 2020 
Loss for the year 
Other comprehensive income 
Total comprehensive income for the year 
Issue of shares 
Share issue costs 
Share-based payment expense 

As at 31 December 2020 

 46,354  
 -    
 -    
 -    
 8,000  
(372) 
- 
 -    

 53,982  

 53,982  
 -    
 -    
 -    
 7,134  
(64) 
 -    

 61,054  

 390  
 -    
 -    
 -    
 -    
 -    
 103  
- 

 493  

 493  
 -    
 -    
 -    
 -    
 -    
 101  

 594  

Total
$’000

 34,267 
(3,459)
 -   
(3,459)
 8,000 
(372)
103
(63)

(12,477) 
(3,459) 
 -    
(3,459) 
 -    
 -    
 -    
(63) 

(15,998) 

 38,476 

(15,998) 
(6,407) 
 -    
(6,407) 
 -    
 -    
 -    

 38,476 
(6,407)
 -   
(6,407)
 7,134 
(64)
101

(22,406) 

 39,241

The above statement should be read in conjunction with the accompanying notes

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     5 3

  
 
 
 
 
 
 
 
 
 
 
 
CONSOLIDATED STATEMENT 
OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2020

Cash flows from operating activities 
Receipts from customers 
Payments to suppliers and employees 
Interest received 
Interest paid 
Expenditure incurred in the pursuit of acquisitions and investment opportunities 
Income taxes received 
Other 
Net cash used in operating activities 

Cash flows from investing activities 
Payments for property, plant and equipment 
Payments for other non-current assets 
Proceeds from disposal of property, plant, and equipment 
Net cash used in business combination 
Net cash used in investing activities 

Cash flows from financing activities 
Proceeds from issue of shares 
Cost of issuing shares 
Proceeds from borrowings and leases 
Principal elements of lease payments 
Transaction costs related to borrowings 
Net cash provided by financing activities 

Net (decrease)/increase in cash held 

Cash and cash equivalents at the beginning of the year 
Cash and cash equivalents at the end of the year 

Note 

2020 
$’000  

2019
$’000 

19 

 67,342  
(68,225) 
 2  
(339) 
(15) 
 -    

712 
(523) 

(1,082) 
(16) 
 23  
 -    
(1,075) 

 7,134  
(125) 
1,123 
(732) 
(1) 
 7,399  

49,533 
(50,030)
 60 
(252)
(498)

   -   

282
(904)

(3,357)
(28)
 20 
(11,423)
(14,788)

8,000 
(531)
4,645 
(954)
(1) 
11,159 

 5,801  

(4,533)

19 

 1,444  
 7,245  

5,977 
1,444 

The above statement should be read in conjunction with the accompanying notes

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     5 4

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS

1.  

 GENERAL INFORMATION

The consolidated financial statements and notes represent those of TasFoods Limited and its Controlled Entities.  TasFoods Limited is a 
company incorporated in Australia, and whose shares are publicly traded on the Australian Securities Exchange (ASX).

The financial statements were authorised for issue on 26 February 2021 by the Directors of the Company.

All press releases and other information are available on our website www.tasfoods.com.au.

2.  

 SIGNIFICANT CHANGES IN THE CURRENT REPORTING PERIOD

In August 2020, the Company announced an equity raising to raise up to $4.13 million (before costs) via a placement and an entitlement offer of 
3 new fully paid ordinary shares for every 20 existing fully paid shares at $0.085 per share.  The equity raising was completed in October 2020.

In November 2020, the Company announced and completed an equity placement to the AgFood Opportunities Fund, a fund managed by 
AgFood Fund Pty Ltd through the issuing of 30 million new shares at a price of $0.10 per share to raise $3.0 million.

The proceeds from both equity raisings were to support the implementation of the Company’s new strategic direction including funding 
investment in equipment and infrastructure to support and grow new products, market support for new product launches, reducing the 
Company’s overdraft facility and general working capital support.

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

A detailed discussion of the Group’s financial performance and position is included in the Operating and Financial Review on pages 14 to 27 at the 
start of this Annual Report.

There have been no changes in accounting policies since the previous financial report at 31 December 2020.

3.  

 SEGMENT INFORMATION

The operating segments are based upon the units identified in the operating reports reviewed by the Board and executive management, and that 
are used to make strategic decisions, in conjunction with the quantitative thresholds established by AASB 8 Operating Segments.  As such, there 
are three identifiable and reportable segments each of which are outlined below:
•  The Dairy segment incorporates the Meander Valley Dairy, Pyengana Dairy and Betta Milk (Van Diemen’s Land Dairy) businesses, the assets 
of which were acquired in September 2015, October 2017 and July 2019, respectively.  In addition, the Dairy segment includes goat farming 
operations which were acquired in June 2016.  The Dairy segment primarily derives revenue from dairy processing activities including the 
manufacture of premium fresh milk, cheese, cream and butter products.  These products are sold under the Meander Valley Dairy, Pyengana 
Dairy, Real Milk, Robur Farm Dairy, Betta Milk and Tassie Taste brands.
•  The Poultry segment incorporates the net assets and business operations of Nichols Poultry Pty Ltd, which was acquired in June 2016.  Revenue 
is primarily derived by the poultry segment from the sale of poultry meat products sold under the Nichols Poultry, Nichols Ethical Free Range 
and Nichols Kitchen brands.
•  The Corporate and Other segment, which comprise:

 -    Corporate costs that are not directly attributable to operational business units, including Shared Service teams, which provide 

administrative support to the operational production units in the areas of financial management, human resources, sales, marketing, brand 
management, route to market, quality assurance and food safety, and work health and safety; and
 -    The net assets and business operations of Shima Wasabi Pty Ltd, which were acquired in June 2016.

Management measures the performance of the segments identified at the ‘net profit before tax’ level.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     5 5

 
 
NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

3.  

 SEGMENT INFORMATION, CONT.

Consolidated - 2020 
Revenue 
Total segment sales revenue 
Other income 

Segment profit/(loss) 
Profit after tax from discontinued operation 
Loss before income tax expense 
Income tax (expense)/benefit 
Loss after income tax expense 

Assets 
Segment assets 
Unallocated assets from continuing operations: 
Total Assets 
Total assets include: 
Goodwill on acquisition of net assets 

Liabilities 
Segment liabilities 
Deferred tax liability/(asset) 
Total liabilities 

Dairy 
$’000 

Poultry 
$’000 

Corporate 
and Other 
$’000 

 29,502  
 115  
 29,617  

 37,030  
 281  
 37,311  

 378  
 130  
 508  

379 

(2,272) 

(5,816) 

 24,116  

 25,098  

 7,931  

Total
$’000

 66,911 
 526 
 67,436 

(7,709)
 -   
(7,709)
1,302
(6,407)

 57,145 
 -   

57,145

 2,770  

 1,137  

 -    

 3,907 

 5,109  

 11,061  

 1,732  

 17,903 
 -   

17,903

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     5 6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

3.  

 SEGMENT INFORMATION, CONT.

Consolidated - 2019 
Revenue 
Total segment sales revenue 
Other income 

Segment profit/(loss) 
Loss before income tax expense 
Income tax (expense)/benefit 
Loss after income tax expense 

Assets 
Segment assets 
Unallocated assets from continuing operations: 
Total Assets 
Total assets include: 
Goodwill on acquisition of net assets 

Liabilities 
Segment liabilities 
Deferred tax liability/(asset) 
Total liabilities 

Dairy 
$’000 

Poultry 
$’000 

Corporate 
and Other 
$’000 

 15,375  
 40  
 15,415  

 34,942  
 234  
 35,176  

 373  
 141  
 514  

227 

1,211 

(4,640) 

 24,488  

 25,622  

 5,358  

Total
$’000

 50,690 
 416 
 51,105 

(3,202)
(3,202)
(256)
(3,459)

 55,467 
 -   

55,467

 3,820  

 3,137  

 -    

 6,957 

 5,370  

 10,130  

 1,490  

 16,990 
 -   

16,990

Refer to note 13 and 24 for further detail regarding movement in goodwill on acquisition of net assets between 2019 and 2020 financial years.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     5 7

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

SHAREHOLDER RETURNS

4. 

  EARNINGS PER SHARE

Basic loss per share 
Diluted loss per share 

Net (loss)/profit from continuing operations attributable to the shareholders of TasFoods Limited  
used in calculation of basic and diluted earnings per share for: 
All operations 

Basic 
Weighted average number of ordinary shares outstanding during the period used  
in the calculation of basic earnings per share 

2020 
Cents  

(2.21) 
(2.21) 

2020 
$’000  

2019
Cents 

(1.48) 
(1.48) 

2019 
$’000  

(6,407) 

(3,459) 

2020 
Number 

2019 
Number 

   290,119,774  

 233,882,763  

Diluted 
Weighted average number of ordinary shares and convertible redeemable preference shares outstanding  
and performance rights during the period used in the calculation of basic earnings per share 

 290,119,774  

 233,882,763  

INFORMATION CONCERNING THE CLASSIFICATION OF SECURITIES

Potential ordinary shares:

(a)   There were no options (other than those referred to in note 30) or other forms of potential shares on issue at 31 December 2020  

(31 December 2019: Nil).

(b)   Options granted (as referred to in note 30) are not included in the calculation of diluted earnings per share as the share price as at 31 December 
2020 was lower than the exercise price.   If the share price were to increase above the exercise price, any options exercised would have a dilutive 
impact on the earnings per share.

RECOGNITION AND MEASUREMENT

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

Diluted earnings per share is calculated as net profit attributable shareholders, adjusted for:
•  Costs of servicing equity (other than dividends) and preference share dividends;
•  The after-tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as expenses; and
•  Other non-discretionary changes in revenues or expenses during the year that would result from the dilution of potential ordinary shares; divided by the 
weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element. 

5. 

  DIVIDENDS TO SHAREHOLDERS

No dividends have been paid or declared during the year ended 31 December 2020 (31 December 2019: Nil).

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     5 8

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

PROFIT AND LOSS INFORMATION

6. 

  REVENUE

Revenue from continuing operations
Sales revenue 

Other income
Interest received 
Sundry income 

RECOGNITION AND MEASUREMENT

Sales revenue

Accounting for wholesale sales of dairy, poultry and wasabi goods

2020 
$’000  

2019
$’000  

66,911 

50,690

2 
524 
526 

53
363
416

The sale of dairy, poultry and wasabi goods is measured at the fair value of consideration received net of any trade discounts and volume rebates allowed. 

The sale of dairy, poultry and wasabi goods represents a single performance obligation and accordingly, revenue is recognised in respect of the sale of 
these goods at the point in time when control over the corresponding goods and services is transferred to the customer (i.e. at a point in time for sale of 
goods when the goods are delivered to the customer or transferred to the freight forwarder). 

Revenue is recognised when control of the goods transfer to the customer i.e when the goods have been delivered to a customer pursuant to a sales order.  
Delivery occurs when the products have been shipped to the customer, the risks of obsolescence and loss have been transferred to the customer, and 
either the customer has accepted the products, the acceptance provisions have lapsed, or the group has objective evidence that all criteria for acceptance 
have been satisfied.

While such arrangements are rare, if an arrangement with a wholesale customer includes multiple performance obligations, the total revenues are allocated to 
the separate elements of the contract, at the appropriate transaction price. In such cases, revenue will be recognised once each performance obligation is met.

Interest revenue

Interest revenue is recognised on a proportional basis using the effective interest rate method.  

7.     EXPENSES 

Profit before income tax expenses includes the following specific expenses:
Employee benefits expense:
Salaries and wages 
Temporary employees 
Share based payments 
Superannuation expenses (defined contribution) 

Total employee benefits 

Investment expense 

2020 
$’000  

2019
$’000  

15,510 
595 
101 
1,281 
17,487 

15 

13,845
280
103
1,036
15,264

497

Investment expense arises from costs relating to the identification of, and pursuit of investment and acquisition opportunities. This includes non-refundable 
contractual payments to secure rights to exclusive periods of negotiation with third parties and associated costs.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

8. 

  INCOME TAX

(a) Income tax recognised in profit or loss: 
Tax expense/(benefit) comprises: 
Current tax (benefit)/expense 
Deferred tax movements 

Deferred income tax (benefit)/expense included in income tax expense comprises: 
(Increase)/decrease in deferred tax assets 
Increase/(decrease) in deferred tax liabilities 

2020 
$’000  

2019
$’000  

 -    
(1,302) 
(1,302) 

(981) 
(321) 
(1,302) 

 -   

256
256

(179)
 436 
256

Reconciliation of income tax expense to proforma facie tax on accounting profit: 
Loss before income tax expense 

(7,709) 

(3,202)

Tax benefit at Australian tax rate of 30% (2019: 30%) 
Tax effect of amounts which are not deductible in calculating taxable income 
Derecognition/(recognition) of prior year tax losses 

Deferred taxes not recognised 
Income tax (benefit)/expense for the period 

(b) Income tax benefit recognised directly in equity during the period 
Deferred tax arising from share issue costs 

 -    

(2,313) 
 1,069  
(58) 
(1,302) 

 -   
(1,302) 

(38) 
(38) 

(961)
 36 
1,181
256

256

(159)
(159)

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

8. 

  INCOME TAX, CONT.

(c) Deferred tax balances 
Taxable and deductible temporary differences arise from the following: 

Gross deferred tax assets: 
Provisions 
Trade and other payables 
Share issue expenses 
Trade and other receivables 
Property, plant and equipment 
Intangibles 
Tax Losses 
Interest bearing liabilities 
Acquisition costs 
Lease liability 

Gross deferred tax liabilities: 
Biological assets 
Inventory 
Property, plant and equipment 
Intangibles 
Other 

Net deferred tax asset/(liability) 

Adjustment
Opening  recognised for 
prior period 
Balance 
$000 
$000 

Charged to 
Income 
$000 

Charged 
to Equity 
$000 

Closing
Balance
$000

 375  
 41  
 370  
 6  
(311) 
 22  
 1,345  
 351  
 -    
 -    
 2,200  

(995) 
(313) 
- 
(873) 
(18) 

 17  
 -    
 -    
 -    
 -    
 -    
 24  
 -    
 -    
 -    
 41  

 -    
 -    
(214) 
(1,167) 
 -    

 23  
(6) 
(254) 
(2) 
27 
(2) 
1,129 
(37) 
96 
7 
 981  

465 
21 
(167) 
 -    
2 

 -    
 -    
 38  
 -    
 -    
 -    
 -    
 -    
 -    
 -    
 38  

 -    
 -    
 -    
 -    
 -    

 416 
 35 
 153 
 4 
(284)
 20 
 2,498 
 314 
 96 
 7 
 3,260 

(531)
(292)
(381)
(2,040)
(16)

(2,200) 
 -    

(1,381) 
(1,339) 

320 
1,302 

 -    

38 

(3,260)
 -  

(d) Tax losses 
Unused tax losses for which no deferred tax asset has been recognised: 

Capital losses 
Revenue losses 

Potential tax benefit at 30% 

2020 
$’000   

- 
 27,622  
 27,622  

2019
 $’000

-
 27,173 
 27,173 

 8,287  

 8,152

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

UNUSED TAX LOSSES

The Group has recognised tax losses in the year ended 31 December 2020 only to the extent of the Group’s taxable temporary differences.  
After recognition of these losses the Group had a further $27.622 million of carry forward tax losses for which no deferred tax asset has been 
recognised (31 December 2019: $27.173 million).  The losses relate to both Group’s current operations and losses incurred by the loyalty, rewards 
and payments business previously operated by the Group.  Prior to recognising the carry forward tax losses transferred into and incurred by the 
loyalty, rewards and payments business, the Group will finalise the application of the continuity of ownership and continuity of business tests. 

RECOGNITION AND MEASUREMENT

Current income tax expense or revenue is the tax payable on the current year’s taxable income based on the applicable income tax rate adjusted 
by changes in deferred tax assets and liabilities.

A balance sheet approach is adopted, under which deferred tax assets and liabilities are recognised for temporary differences between the tax 
bases of assets and liabilities and their carrying amounts in the financial statements.  No deferred tax asset or liability is recognised if it arose in a 
transaction, other than a business combination, that at the time of the transaction did not affect either accounting or taxable profit or loss.

Deferred tax assets are recognised for temporary differences and unused tax losses only when it is probable that future taxable amounts will be 
available to utilise those temporary differences and losses.  Current and deferred tax balances attributable to amounts recognised directly in 
equity are also recognised directly in equity.

TAX CONSOLIDATION

The Company and its wholly owned Australian controlled entities have formed an income tax consolidated group effective 1 July 2010 under tax 
consolidation legislation. Each entity in the Group recognises its own deferred tax assets and liabilities arising from temporary differences.  Such 
taxes are measured using the ‘stand-alone taxpayer’ approach.  Current tax liabilities or assets and deferred tax assets arising from unused tax 
losses and tax credits in the controlled entities are immediately transferred to the head entity which is the Parent entity.  No tax sharing or funding 
arrangements are presently in place.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

CURRENT ASSETS

9.    TRADE AND OTHER RECEIVABLES

Trade Receivables 
Loss allowance 
Other receivables 

Loss Allowance 
Movements in the loss allowance were as follows: 
Carrying value at the beginning of the year 
Increase/(decrease) in loss allowance recognised 
Receivables written off as uncollectable 
Unused amount reversed 
Carrying value at the end of the year 

Trade receivables past due but not impaired 
Under one month 
One to three months 
Over three months 

RECOGNITION AND MEASUREMENT

2020 
$’000  

 3,610  
(13) 
 897  
 4,493  

 19  
(7) 
 -    
 -    
 13  

 224  
 14  
 25  
 264  

2019
$’000  

 3,907 
(20)
 508 
 4,394 

 26 
(7)
-
 -   
 19 

 462 
 38 
 36 
 536

Trade receivables include amounts due from customers for goods sold and services performed in the ordinary course of business.  Receivables 
expected to be collected within 12 months of the end of the reporting period are classified as current assets.  All other receivables are classified as 
non-current assets.

Trade receivables are initially recognised at fair value and subsequently recognised less any expected loss allowance.  The Group applies the 
AASB 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables.  To 
measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the number of days 
outstanding.   The expected loss rates applied are based upon the payment sales profiles over a 12-month period and the historical credit losses 
experienced in this period.  Historical loss rates are adjusted to reflect current and forward-looking information including macroeconomic factors 
affecting the ability of the customers to settle the receivables.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

9.    TRADE AND OTHER RECEIVABLES, CONT.

The loss allowance is determined as follows for trade receivables:

31 December 2020 
Expected Loss Rate 
Trade Receivables Gross Carrying Amount ($’000) 
Loss Allowance ($’000) 

31 December 2019 
Expected Loss Rate 
Trade Receivables Gross Carrying Amount ($’000) 
Loss Allowance ($’000) 

Current 

30 days 

60 days 

90+ days 

Total

0% 
 3,347  
 -    

0% 
 3,369  
 -    

0% 
 224  
 -    

0% 
 462  
 -    

0% 
 14  
 -    

0% 
 38  
 -    

51% 
 25  
 13  

51% 
 38  
 19  

 3,610 
 13 

 3,907 
 19 

The amount of the impairment loss is recognised in the consolidated statement of profit and loss within other expenses.  When a trade receivable 
for which an impairment allowance has been recognised becomes uncollectable in a subsequent period, it is written off against the provision 
account.  Subsequent recoveries of amounts previously written off are credited against other expenses.

FAIR VALUES OF TRADE AND OTHER RECEIVABLES

Due to the short-term nature of the current receivables, their carrying amount is approximated to fair value.

CREDIT RISK

The Group has no significant concentration of credit risk with respect to any single counterparty or group of counterparties other than those 
receivables specifically provided for within the loss allowance.  The main source of credit risk to the Group is considered to relate to the class of 
assets described as ‘trade and other receivables’.

The above table details the Group’s trade and other receivables exposed to credit risk (prior to collateral and other credit enhancements) with 
ageing analysis and impairment provided thereon.  Amounts are considered as ‘past due’ when the debt has not been settled within the terms 
and conditions agreed between the Group and the customer or counterparty to the transaction.  Receivables that are past due are assessed for 
impairment by ascertaining the solvency of the debtors and are provided for where there are specific circumstances that the debt may not be 
fully repaid to the Group.

The balances of receivables that remain within initial trading terms are considered to be of low credit risk. 

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

10.    BIOLOGICAL ASSETS 

Balance as at 1 January 2019 
Increases due to purchases and production 
Decreases due to sales/processing/mortality (i) 
Movement in fair value as a result of physical and/or price changes (ii) 
Balance as at 31 December 2019 

Current 
Non-current 

Balance as at 1 January 2020 
Increases due to purchases and production 
Decreases due to sales/processing/mortality (i) 
Movement in fair value as a result of physical and/or price changes (ii) 
Balance as at 31 December 2020 

Current 
Non-current 

Poultry 
$000 

Goats 
$000 

Wasabi
Plants 
$000 

 1,446  
 1,724  
(1,446) 
 512  
 2,235  

 2,235  
 -    
 2,235  

 2,235  
 2,144  
(2,235) 
(107) 
 2,037  

 2,037  
 -    
 2,037  

 284  
 -    
(68) 
 37  
 253  

 -    
 253  
 253  

 253  
 -    
(48) 
(38) 
 167  

 167  
 -    
 167  

 977  
 9  
(267) 
 692  
 1,412  

 494  
 918  
 1,412  

 1,412  
 13  
(99) 
(1,154) 
 172  

 134  
 38  
 172  

Total
$000 

 2,708 
 1,733 
(1,781)
 1,241 
 3,900 

 2,729 
 1,170 
 3,900 

 3,900 
 2,157 
(2,382)
(1,300)
 2,376 

 2,338 
 38 
 2,376 

(i)   includes biological assets reclassified as inventory at the point of harvest and/or processing.
(ii)  includes physical changes as a result of biological transformation such as growth, degeneration and procreation.

RECOGNITION AND MEASUREMENT

Biological assets of the Group include poultry, goats and wasabi plants and are measured at fair value less costs to sell in accordance with 
AASB 141 Agriculture.  Where fair value cannot be reliably measured or little or no biological transformation has taken place biological assets are 
measured at cost less impairment losses.

Market prices are derived from observable market prices and achieved sales prices and are reduced for costs associated with  
bringing the finished product to market including incremental selling costs and harvesting and production costs to process the biological  
asset into a saleable form.

The change in estimated fair value is charged to the income statement on a separate line item as fair value adjustment of biological assets.   
This line item includes movements in fair value as a result of both physical and price changes.

Biological assets are reclassified as inventory at the point of harvesting or processing.

As at 31 December 2020, the Group held 557,537 live poultry (2019: 531,280), 575 goats (2019: 585) and 3,780 mature wasabi plants  
(2019: 6,576) and 4,923 immature wasabi plants (2019: 549) that are less than 12 months of age and not suitable for harvest.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

10.    BIOLOGICAL ASSETS, CONT.

POULTRY

For live poultry with an estimated dressed weight of below 1kg (which is consistent with independent poultry performance guidelines for meat 
chicken) the carrying amount is a reasonable approximation of fair value.  Live poultry with an estimated dressed weight of greater than 1kg are 
measured at fair value less costs to sell and the measurement is categorised into Level 2 in the fair value hierarchy.

The valuation is completed at the whole dressed bird stage for each batch of live poultry as there is no effective market for live poultry produced 
by the Group.  The valuation methodology takes into consideration estimated growth rates, feed intake and carcass yield per independent 
performance guidelines.  

Based on market prices and weights utilised at 31 December 2020, with all other variables held constant, the Group’s net profit/(loss) for the 
period would have been impacted by $84,346 (2019: $103,334) by a pricing or dressed weight increase/decrease of 5%.

GOATS

Goats are measured at fair value less costs to sell, based on market prices of similar age, breed and genetic merit.  As these prices are observable, 
they are deemed to be Level 2 in the fair value hierarchy.

The value of goats, comprised of mature does, weaned doelings and breeding bucks, is determined by independent valuation with reference to 
prices received from sales of milking goat stock similar to the Group’s herd with direct references made to recent sales evidence in relevant dairy 
goat markets.  Prices of the Group’s goats are reflective of current market conditions.

WASABI PLANTS

Wasabi plants which are greater than twelve months of age are considered mature and ready for harvest, as such plants which are greater than 
twelve months of age are disclosed as a current asset.  On 31 December 2020 the Group’s wasabi plants were an average of 20 months of age 
(31 December 2019: 24 months) and at various stages of growth post-harvest, as such wasabi plants are valued at fair value less estimated point 
of sale costs.  The valuation methodology is deemed to be Level 3 in the fair value hierarchy as it contains unobservable inputs due to the rare 
nature of the crop.

The fair value of the wasabi plants is determined using the estimated yield per plant in kilograms which has been determined through collection 
of historical growth rate and harvest data for mature wasabi plants within the crop.  Notable variations and fluctuations in the fair value of wasabi 
plants may occur as a result of factors including plant variety, the timing of cultivation, plant maturity, timing of harvest, seasonal growth patterns 
and weather conditions.

AASB 141 Agriculture applies to all biological assets (excluding bearer plants) and agricultural produce at the point of sale and is applied to the 
valuation of the wasabi crop (the biological asset) as well as harvested material.  Changes in market conditions due to COVID-19 and the resulting 
change in product sales mix necessitated a review of the crop valuation focused on fair value less costs to sell in June 2020.  This review resulted 
in a reduction in fair value of biological assets of $1.179 million (recorded in 30 June 2020), primarily driven by a reduction in the selling price per 
kilogram as the Company transitions from high value fresh wasabi sales towards industrial and ingredient powder commodity markets.   
The write-down was non-cash in nature and did not impact the biomass of the wasabi crop available for future use. 

Based on market prices and estimated yields utilised within the valuation methodology at 31 December 2020, with all other variables held 
constant, the Group’s net profit/(loss) for the period would have been impacted by $8,272 (31 December 2019: $93,585) by a price increase/
decrease of 5%.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

10.    BIOLOGICAL ASSETS, CONT.

FAIR VALUE MEASUREMENT

Recurring fair value measurements 
- Poultry 
- Goats 
- Wasabi plants 
Total biological assets recognised at fair value 

Recurring fair value measurements 
- Poultry 
- Goats 
- Wasabi plants 
Total biological assets recognised at fair value 

       2020 

Level 1 
$000 

Level 2 
$000 

Level 3 
$000 

 -    
 -    
 -    
 -    

 2,037  
 167  
 -    
 2,204  

 -    
 -    
 172  
 172  

       2019 

Level 1 
$000 

Level 2 
$000 

Level 3 
$000 

Total
$000 

 2,037 
 167 
 172 
 2,376 

Total
$000 

 -    
 -    
 -    
 -    

 2,235  
 253  
 -    
 2,488  

 -    
 -    
 1,412  
 1,412  

 2,235 
 253 
 1,412 
 3,900  

Fair value measurements using significant unobservable inputs
The following table summarises the quantitative information about the significant unobservable inputs used in Level 3 fair value measurements:

Description

Wasabi plant biological assets at fair value:

Unobservable inputs

Relationship to unobservable inputs to fair value

Average yield per wasabi plant used in fair value measurement:   
0.36 kilograms (31 December 2019: 0.46 kilograms)

An increase/decrease in yield would result in a direct  
increase/decrease in the fair value

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

11.    INVENTORY 

Finished goods 
Raw materials and packaging 
Other 

RECOGNITION AND MEASUREMENT

2020 
 $’000   

 1,983  
 1,656  
 865  
 4,504  

2019
 $’000  

 2,025 
 1,550 
 548 
 4,123

Inventories are measured at the lower of cost and net realisable value and are assigned on a weighted average cost basis.  Net realisable value is 
the estimated selling price in the ordinary course of business, less estimated costs of completion and costs to sell.

Inventories are accounted for in the following manner:
•  Finished goods: cost includes direct materials, direct labour and an appropriate proportion of manufacturing variable and fixed overheads 
based on normal operating capacity but excluding any borrowing costs.  
•   Biological assets reclassified as inventory: the initial cost assigned to agricultural produce is the fair value less costs to sell at the point of 
harvesting or processing in accordance with AASB 141.
•  Raw materials and packaging: purchase cost.

NON-CURRENT ASSETS

12.   PROPERTY, PLANT AND EQUIPMENT

(a)   Property, Plant and Equipment 

Land and buildings - at cost 
Less accumulated depreciation 

Plant and equipment - at cost 
Less accumulated depreciation 

Office equipment - at cost 
Less accumulated depreciation 

Motor vehicles - at cost 
Less accumulated depreciation 

Capital Work in Progress - at cost 

Total Property, Plant and Equipment 

2020 
 $’000   

2019 
 $’000  

 14,273  
(1,087) 
 13,186  

 15,484  
(4,496) 
 10,987  

 233  
(173) 
 60  

 810  
(275) 
 535  

  539  

 13,334 
(747)
 12,586 

 14,751 
(3,039)
 11,712 

 221 
(153)
 68 

 787 
(183)
 603  

 78  

 25,308  

 25,048 

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

12.   PROPERTY, PLANT AND EQUIPMENT, CONT.

RECONCILIATIONS

Reconciliations of the carrying amounts of each class of property, plant and equipment at the beginning and end of the financial year are set out below:

Land and 
buildings 
$000 

Plant and 
equipment 
$000 

Office 
equipment 
$000 

Motor 
vehicles 
$000 

Capital
work in
progress 
$000$ 

 7,769  
 2,328  
 2,760  
 -    
 -    
(264) 
 12,593  

 12,593  
 27  
 913  
 -    
 -    
(347) 
 13,186  

 7,031  
 3,095  
 2,885  
 -    
(30) 
(1,272) 
 11,710  

 11,710  
 729  
 -    
 -    
 -    
(1,452) 
 10,987  

 50  
 4  
 36  
 -    
 -    
(21) 
 69  

 69  
 12  
 -    
 -    
 -    
(21) 
 61  

 387  
 89  
 214  
 -    
 -    
(92) 
 598  

 598  
 53  
 -    
 -    
(14) 
(103) 
 535  

2,220 

 -    
 -    
(2,142) 
 -    
 -    
 78  

 78  
 461  
 -    
 -    
 -    
 -    

539 

Total
$000

17,458
5,517
5,894
(2,142)
(30)
(1,649)
 25,048 

 25,048 
 1,283 
 913 
 -   
(14)
(1,921)
 25,308 

Carrying value 

As at 1 January 2019 
Additions 
Additions as a part of a business combination 
Capitalisation to asset categories 
Disposals 
Depreciation expense 
Balance as at 31 December 2019 

As at 1 January 2020 
Additions 
Additions as a part of a business combination 
Capitalisation to asset categories 
Disposals 
Depreciation expense 
Balance as at 31 December 2020 

RECOGNITION AND MEASUREMENT

Property, plant and equipment is stated at historical cost less depreciation.  Historical cost includes expenditure that is directly attributable to the 
acquisition of the items.  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 that the cost of the item can be measured reliably.
Repairs and maintenance expenditure is charged to the profit and loss during the period in which the expenditure is incurred.
The average depreciation rates for each class of fixed assets are:

Class of fixed asset 
Buildings 
Leasehold improvements 
Plant and equipment 
Office equipment 
Motor vehicles 

 Average depreciation rates 
2-5% 
10-12% 
8-20% 
40-50% 
15-20% 

The assets’ residual values and useful lives are reviewed and adjusted if appropriate at the end of each reporting period.

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated 
recoverable amount.

Assets are derecognised when sold or replaced with gains and losses on disposals determined by comparing proceeds with the carrying amount.  
These gains or losses are recognised in the consolidated income statement when the item is derecognised.  

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

12.   PROPERTY, PLANT AND EQUIPMENT, CONT.

(b)   Right of Use Assets and Lease Liabilities 

Right of Use Assets

Recognised right-of-use assets relate to the following types of assets:

Right of use assets 
Land and buildings 
Motor vehicles 
Total right-of-use assets 

Set out below are the carrying amounts of the Group’s right-of-use assets and the movements during the period:

2020 
$’000 

968  
 -    
968  

2019 
$’000 

 1,075 
 5 
 1,081 

Balance at 1 January 
Additions 
Depreciation expense 
Net carrying amount at 31 December 2020 

Lease Liabilities

Current  
Non-Current 

                       Right-of-use assets 

Land and buildings 
$’000 

 Motor vehicles 

$’000 

Total 
$’000 

 1,075  
 68  
(175) 
 968  

 5  
 -    
(5) 
 -    

2020 
$’000 

327  
 1,258    
1,585  

 1,081 
 68 
(180)
 968

2019 
$’000 

423 
 1,477 
1,901 

RECOGNITION AND MEASUREMENT

The Group leases property.  Rental contracts are typically made for periods of 24 months to 5 years but may have options to extend  
as described below.

Contracts made contain both lease and non-lease components.  The Group allocated consideration in the contract to the lease and non-lease com-
ponents based on their relative stand-alone prices.  However, for leases of real estate for which the Group is a lessee, it has elected not to separate 
lease and non-lease components, instead accounts for these as a single lease component.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

12.   PROPERTY, PLANT AND EQUIPMENT, CONT.

Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.  The lease agreements do not 
impose any covenants other than security interests in the leased assets that are held by the lessor.  Leased assets may not be used as security  
for borrowing purposes.

Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use  
by the Group.

Assets and liabilities arising from a lease are initially measured on a present value basis.  Lease liabilities include the net present value of the 
following lease payments:
•  Fixed payments (including in-substance fixed payments), less any lease incentives receivable;
•  Variable lease payments that are based on an index or a rate, initially measured using the index or rate as at the commencement date;
•  Amounts expected to be payable by the Group under residual guarantees;
•  The exercise price of a purchase option if the Group is reasonably certain to exercise that option; and
•  Payments of penalties for terminating the lease, if the lease term reflects the Group exercising that option.
Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability.

The lease payments are discounted using the interest rate implicit in the lease.  If that rate cannot be readily determined, which is generally  
the case for leases in the Group, the lessee’s incremental borrowing rate is used, being the rate that the individual lessee would have to pay to 
borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, 
security and conditions.

Lease payments are allocated between principal and finance cost.  The finance cost is charged to profit and loss over the lease period so as to 
produce a constant periodic rate of interest on the remaining balance of the liability each period.

Right-of-use assets are measured at cost comprising the following:
•  The amount of the initial measurement of the lease liability;
•  Any lease payments made at or before the commencement date less any lease incentives received;
•  Any initial indirect costs; and 
•  Restoration costs.
Right-of-use assets are generally depreciated over the shorter of the asset’s useful life and the lease term on a straight-line basis.  If the Group is 
reasonably certain to exercise a purchase option, the right-of-use asset is depreciated over the underlying asset’s life.  

Payments associated with short-term leases and leases of low-value assets are recognised on a straight-line basis as an expense in profit or loss. 
Short-term leases are leases with a lease term of 12 months or less. Low-value assets comprise IT-equipment and small items of office furniture.

Extension and termination options are included in a number of property leases of the Group.  These are used to maximise operational flexibility 
in terms of managing the assets used in the Group’s operations.  The majority of extension and termination options held are exercisable only by 
the Group and not by the respective lessor.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

13.   INTANGIBLE ASSETS 

Goodwill 
Brands and trademarks 
Other 

Gross carrying value 
At cost 
Accumulated impairment and amortisation 
Total net carrying amounts 

Reconciliations 
Carrying amount at beginning 
Transfers from other asset classes as a result of finalisation of accounting for business combinations 
Additions 
Business combinations during the year 
Impairment and amortisation during the year 
Carrying amount at end 

2020 
$’000   

 3,907  
 6,835  
211  
 10,953  

17,181  
(6,228) 
 10,953  

 14,013  
 451  
 -    
 -    
(3,511) 
 10,953  

2019
 $’000  

 6,957 
 6,835 
 222 
 14,013 

 16,731 
(2,717)
 14,013 

 8,673 
 -   
 28 
 5,312 
 -   
 14,013 

Goodwill relates to the acquisition of the assets of Meander Valley Dairy in 2015, Pyengana Dairy in 2017 and Betta Milk in 2019.   
Goodwill is also attributable to the acquisition of the wholly owned controlled entities Nichols Poultry Pty Ltd and Shima Wasabi Pty Ltd  
acquired in the 2016 year.  

Brands and trademarks are predominantly associated with the Nichols Poultry brand acquired in 2016 and the Betta Milk brand acquired in 2019.

Other intangible assets include water rights and intellectual property.

Goodwill and intangibles assessed as having an indefinite useful life are allocated to the Group’s cash generating units (CGUs) as follows:

2020

2019

$'000

$'000

$'000

$'000

$'000

$'000

$'000

$'000

Dairy 

Poultry

Corporate and Other

Goodwill

Brands & 
Trademarks

 2,770 

 1,137 

 -   

 3,925 

 2,910 

 -   

Total

 3,907 

 6,835 

Other

 Total 

Goodwill

 6,705 

 4,241 

 7 

 3,820 

 3,137 

 -   

 10 

 194 

 7 

 211 

 10,953 

 6,957 

 6,835 

Brands & 
Trademarks

 3,925 

 2,910 

 -   

Other

 20 

 194 

 9 

 222 

 Total 

 7,764 

 6,241 

 9 

 14,013 

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

13.   INTANGIBLE ASSETS, CONT.

RECOGNITION AND MEASUREMENT

Intangible assets are initially recognised and recorded at cost where it is probable that future economic benefits attributable to the asset will flow 
to the Group and the cost can be measured reliably.  Subsequently, intangible assets are carried at cost less any impairment losses.

Indefinite life assets

Assets with an indefinite useful life are not amortised but are tested annually for impairment.  Assets subject to annual depreciation or 
amortisation are reviewed for impairment whenever events or circumstances arise that indicate that the carrying amount of the asset may be 
impaired.

Management has determined that the brand name associated with the Poultry and Dairy CGU’s have an indefinite useful life.  This assessment 
was based on factors including independent expert advice, historical business growth rates and performance and future strategy associated with 
the brands.

Goodwill

Goodwill is not amortised but is tested annually for impairment or more frequently if events or changes in circumstances indicate that it might be 
impaired.  Goodwill is carried at cost less accumulated impairment losses.

For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s 
cash generating units, or groups of cash generating units, that are expected to benefit from the synergies of the combination, irrespective of 
whether other assets or liabilities of the Group are assigned to those units or group of units.  Each unit or group of units to which the goodwill is 
so allocated represents the lowest level within the Group at which the goodwill is monitored for internal management purposes.

Impairment is determined by assessing the recoverable amount of the cash generating unit (group of cash generating units) to which the 
goodwill relates.  When the recoverable amount of the cash generating unit (group of cash generating units) is less than the carrying amount, an 
impairment loss is recognised.

When goodwill forms part of a cash generating unit (group of cash generating units) and part of the operation within that unit is disposed of, the 
goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on 
disposal of the operation.  Goodwill disposed of in this manner is measured based on the relative values of the operation disposed of and the 
portion of the cash generating unit retained.

Impairment losses recognised for goodwill are not subsequently reversed.

Impairment testing is performed annually for goodwill and intangible assets with indefinite lives.

RECOVERABLE AMOUNT OF GOODWILL AND INDEFINITE LIFE INTANGIBLES

30 June 2020

In accordance with the Company’s accounting policy, impairment testing was completed at 30 June 2020 in accordance with AASB  136 
Impairment. The impact of COVID-19 on both the Company and the Australian economy, in addition to the market capitalisation deficiency  
of the Company were considered as indicators of impairment requiring full impairment testing to be conducted.

The impairment testing process completed at 30 June 2020 identified impairment charges totalling $3.5 million, $1.5 million for the Dairy CGU 
and $2.0 million for the Poultry CGU which were recorded in the financial statements for the half-year ended 30 June 2020.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

13.   INTANGIBLE ASSETS, CONT. 

The key assumptions used in the 30 June 2020 value-in-use calculations for the Dairy and Poultry CGUs are outlined in further detail below.

31 December 2020

 In accordance with the Company’s accounting policy, impairment testing has been undertaken at 31 December 2020 in accordance with 
AASB  136 Impairment for all groups of cash generating units (CGUs) for goodwill and indefinite life intangibles or where there is an indication of 
impairment.

The Company has two CGUs for which impairment testing has been completed for goodwill and indefinite life intangibles, which are as follows: 

Dairy CGU 

The recoverable amount of the Dairy CGU has been determined based on a value-in-use calculation which uses cash flow projections based on 
financial budgets and forecasts approved by management covering a five-year period before any fair value adjustments for biological assets.

Key assumptions used in the value-in-use calculations for the dairy CGU include:

Sales Growth Rate (5 year avg)

Production Costs (5 year avg)

Indirect Cost Growth Rate per annum

Long-term Growth Rate

Pre-tax Discount Rate

31 December
2020

8.1%

69.0%

5.0%

2.0%

15.4%

30 June
2020

5.2%

69.0%

5.0%

2.0%

15.4%

31 December
2019

9.2%

72.0%

5.0%

2.5%

13.5%

Based on the above assumptions the recoverable amount of the CGU at 31 December 2020 is estimated to be $23.97 million, which exceeds 
the CGU’s carrying amount by $5.904 million.  

Poultry CGU 

The recoverable amount of the Poultry CGU has been determined based on a value-in-use calculation which uses cash flow projections based on 
financial budgets and forecasts approved by management covering a five-year period before any fair value adjustments for biological assets.

Key assumptions used in the value-in-use calculations for the Poultry CGU include:

Sales Growth Rate (5 year avg)

Production Costs (5 year avg)

Indirect Cost Growth Rate per annum

Long-term Growth Rate

Pre-tax Discount Rate

31 December
2020

8.1%

80.0%

5.0%

2.0%

15.4%

30 June
2020

6.6%

79.0%

5.0%

2.0%

15.4%

31 December
2019

9.2%

77.0%

5.0%

2.5%

13.5%

Based on the above assumptions the recoverable amount of the CGU at 31 December 2020 is estimated to be $20.979 million, which exceeds 
the CGU’s carrying amount by $1.033 million.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

13.   INTANGIBLE ASSETS, CONT.

Changes to Key Inputs

Changes to key inputs within the value-in-use calculations include:
•  Sales Growth Rate – Whilst the Poultry and Dairy CGUs continue to report year on year growth higher than market growth rates, future market 
growth rates have a higher degree of volatility.  Sales growth rates were reduced at 30 June 2020 to market growth rates rather than historical 
CGU growth rates achieved.  Due to market recovery and actual sales growth achieved in 2020 the five-year average sales growth rates as at 
31 December 2020 have been increased to reflect anticipated growth in FY2021 which has provided a higher base for market growth rates to 
be applied to in FY2022 onwards. 
• Long-term Growth Rate – Was reduced to 2% which is in line with the Reserve Bank of Australia’s economic outlook.
•  Pre-tax Discount Rate – Was increased as a result of the inclusion of a risk premium due to the heightened risk associated with economic 
conditions resulting from COVID-19 and its ongoing impact on the economy.

The recoverable amount of the CGUs would equal its carrying amount if the key assumptions were to change as follows:

Sales Growth Rate (5 year avg)

Production Costs (5 year avg)

Pre-tax discount rate

LIABILITIES

14.  TRADE AND OTHER PAYABLES

Trade and other payables 

RECOGNITION AND MEASUREMENT

Dairy

Poultry

Reduction from 8.1% to 6.5%

Reduction from 8.1% to 7.7%

Increase from 69.2% of revenue to 75%

Increase from 79.7% of revenue to 80.5%

Increase from 15.4% to 19.6%

Increase from 15.4% to 16.0%

2020 
$’000   

  9,175  
9,175  

2019
 $’000  

 8,628 
 8,628 

Trade and other payables represent liabilities for goods and services received by the Group which remain unpaid at the end of the reporting 
period.  The balance is recognised as a current liability with amounts paid in accordance with supplier trading terms.

FAIR VALUE OF TRADE AND OTHER PAYABLES

Due to the short-term nature of trade and other payables, the carrying value is reflective of fair value.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

15.  BORROWINGS

Current 
Bank Overdraft 
Bank Loans 

Non-Current 
Bank Loans 

Total borrowings 

2020 
$’000   

2019
 $’000  

 391  
 148  
 539  

 5,278  
 5,278  

 765 
 -   
 765 

 4,500 
 4,500 

 5,817  

 5,265 

FINANCING ARRANGEMENTS

Commitments in relation to financing arrangements are payable as follows:

At 31 December 2020 
Non-derivatives 
Trade payables 
Bank Overdraft 
Bank Loans 

At 31 December 2019 
Non-derivatives 
Trade payables 
Bank Overdraft 
Bank Loans 

Less than 12 
months 
$’000 

Between 1 
and 5 years 
$’000 

Over 5 years 
$’000 

Total
contracted 
cash flows 
$’000 

Carrying
Amount
$’000

 9,175  
 391  
 148  
 9,715  

 8,628  
 765  
 -    
 9,394  

 -    
 -    
 5,278  
 5,278  

 -    
 -    
 4,500  
 4,500  

 -    
 -    
 -    
 -    

 -    
 -    
 -    
 -    

 9,175  
 391  
 5,426  
 14,992  

 8,628  
 765  
 4,500  
 13,894  

 9,175 
 391 
 5,426 
 14,992 

 8,628 
 765 
 4,500 
 13,894

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

15.  BORROWINGS, CONT.

Available facilities:

Bank Bill Facility 
Bank Loan Facilities 
Bank Overdraft 

2020 
$’000 

2019 
$’000

Limit 

 2,000  
 3,426  
 2,250  
 7,676  

Undrawn 
Balance 

 -    
 -    
 1,859  
 1,859  

Limit 

 2,000  
 2,500  
 2,000  
 6,500  

Undrawn
Balance 

 -   
 -   
 1,235 
 1,235 

RECOGNITION AND MEASUREMENT

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 the consolidated income statement 
over the period of the borrowings using the effective interest method.

Borrowings are removed from the balance sheet of the Group when the terms and obligations specified in the contract are 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 is recognised in the consolidated income statement as other income or finance costs.

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months 
after the reporting period.

Borrowing costs, including transaction fees, are recognised in the consolidated income statement in the period in which they are incurred.

SECURED LIABILITIES AND ASSETS PLEDGED AS SECURITY

In March 2020, the Company renewed its finance facilities across the Group with Australia and New Zealand Banking Group Limited (ANZ) 
to include the Company and all subsidiaries.  This renewal included restructuring the Nichols Poultry overdraft facility and entering into a $1.0 
million variable rate business loan.

The Group has a number of finance facilities with ANZ which were renewed during the reporting period.  Available facilities include overdrafts, 
a bank bill and bank loan facilities which are secured by mortgage over the property and water rights owned by Nichols Poultry Pty Ltd and 
property owned by Van Diemen’s Land Dairy Pty Ltd.  The facilities are also secured by a general security agreement over the property of Nichols 
Poultry Pty Ltd and Van Diemen’s Land Dairy Pty Ltd not otherwise secured.

FINANCIAL COVENANTS

The renewed financing arrangements with ANZ resulted in a change to the financial covenants applicable to the Company.  Under the terms of 
the renewed financing arrangements the Group is required to comply with an interest cover ratio financial covenant.

The first assessment date for the covenant is 30 June 2021.  

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

16.   PROVISIONS

Current 
Employee benefits 

Non-current 
Employee benefits 

2020 
$’000   

2019
 $’000  

 1,172  
 1,172  

 153  
 153  

 976 
 976 

 220 
 220 

RECOGNITION AND MEASUREMENT

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that the Group 
will be required to settle the obligation, and a reliable estimate can be made of the quantum of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting date, 
taking into consideration the risks and uncertainties surrounding the obligation.  If the effect of the time value of money is material, provisions are 
discounted using a current pre-tax rate that reflects the time value of money and the risks specific to the liability.

EMPLOYEE BENEFITS

A provision is made for employee benefits arising at the end of the reporting period.  Employee benefit obligations are presented as current 
liabilities in the consolidated balance sheet if the Group does not have an unconditional right to defer settlement for at least 12 months after the 
reporting period, regardless of when the actual settlement is expected to occur.

Employee benefits that are expected to be settled within one year from the reporting date have been measured at amounts expected to be paid 
when the liability is settled.  Employee benefits payable later than one year have been measured at present value of the estimated future cash 
outflows to be made for those benefits.  In determining the liability, consideration is given to employee wage increments and the probability that 
the employee may satisfy any vesting requirements.  Those cash flows are discounted using market yields on Australian corporate bond rates 
with terms to maturity that match the expected timing of cash flows attributable to those employees.

Provision has been made in the financial statements for benefits accruing to employees up to the reporting date such as annual leave, long 
service leave and bonuses (where applicable).  No provision is made for non-vesting sick leave as the anticipated patterns of future sick 
leave indicates that accumulated non-vesting sick leave will not be paid.  Annual leave provisions are measured at nominal values using the 
remuneration rates expected to apply at the time of settlement.  Long service leave provisions are measured as the present value of expected 
future payments to be made in respect of services provided to employees up to reporting date.  Expected future payments are discounted using 
market yields at reporting date on Australian corporate bonds with terms to maturity that match the estimated future cash flows.

On-costs, such as superannuation and payroll tax are included in the determination of employee benefits provisions. 

The net change in the obligation for employee benefits provisions are recognised in the consolidated income statement as a part of employee 
benefits expense.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

EQUITY

17.    CONTRIBUTED EQUITY

Commitments in relation to financing arrangements are payable as follows:

                                                Number of Shares

                                          Share Capital

Ordinary shares - fully paid (no par value)

 351,902,660

 273,265,740 

Total share capital

2020

2019

2020
$'000

 61,053 

 61,053 

Movements in ordinary share capital:

Date

Details

1/01/20

Balance at beginning of period

31/8/20

Issue of shares - accelerated rights issue and placement

2/10/20

Issue of shares - rights issue

9/10/20

Issue of shares - shortfall placement

27/11/20

Issue of shares - placement

Issue costs - net of tax

TERMS AND CONDITIONS OF ISSUED CAPITAL

Ordinary Shares

Ordinary Shares

Price

273,265,740

 23,751,833 

 19,790,929 

 5,094,158 

 30,000,000 

 351,902,660 

 $0.085 

 $0.085 

 $0.085 

 $0.100 

2019
$'000

 53,983

 53,983 

$’000

53,983

 2,019 

 1,682 

 433 

 3,000 

(64)

 61,053 

Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in proportion to the number of 
shares held. On a show of hands each holder of ordinary shares present at a meeting in person or by proxy is entitled to one vote, and upon a 
poll each share is entitled to one vote.

Share Options and Performance Rights

Share options and performance rights do not entitle the holder to participate in dividends and the proceeds on winding up of the Company.  The 
holder is not entitled to vote at General Meetings. 

There were 5,000,000 share options on issue and 1,653,571 performance rights granted as at 31 December 2020 (2019: 6,500,000 share 
options and 5,149,822 performance rights).

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     7 9

NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

17.    CONTRIBUTED EQUITY, CONT.

RECOGNITION AND MEASUREMENT

Ordinary shares are classified as equity, with ordinary share capital being recognised at the fair value of the consideration received by the 
Company.  

Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received.  
Ordinary share capital bears no special terms or conditions affecting income or capital entitlements of the shareholders.

Where the Company purchases the Company’s equity instruments, for example as the result of a share buy-back or a share-based payment plan, 
the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted from the equity attributable to the 
owners of TasFoods Limited as ordinary share capital until the shares are cancelled or reissued.  Where such ordinary shares are subsequently 
reissued, any consideration received, net of any directly attributable incremental transactions costs and the related income tax effects, is 
included in the equity attributable to the owners of TasFoods Limited.

18.    RESERVES

Employee share option reserve 

NATURE AND PURPOSE OF RESERVES

Employee share option reserve

2020 
$’000   

2019 
 $’000  

594 
 594 

493
493

The reserve is used to record the value of equity instruments issued to employees and directors as part of their remuneration, and other parties 
as part of compensation for their services. Details of the employee share option payments are contained in note 30.

Balance at start of year 
Net Movement during the year 
Balance at end of year 

OTHER NOTES

19.    ADDITIONAL CASH FLOW INFORMATION

Cash and cash equivalents 

2020 
$’000   

2019 
 $’000  

493 
101 
 594 

390
103
493

2020 
$’000   

2019 
 $’000  

7,635 

2,209

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

19.    ADDITIONAL CASH FLOW INFORMATION, CONT.

RECOGNITION AND MEASUREMENT

Cash and cash equivalents include cash on hand and at banks and short-term deposits with an original maturity of three months or less held at call 
with financial institutions. 

(a) Reconciliation of cash and cash equivalents to the statement of cash flows:

For the purposes of the statement of cash flows, cash and cash equivalents includes cash on hand and in banks and short-term deposits at call, net 
of outstanding bank overdrafts. Cash and cash equivalents as at the end of the financial year as shown in the statement of cash flows is reconciled 
to the related items in the statement of financial position as follows:

Cash and cash equivalents 
Bank overdraft 

(b) Reconciliation of operating profit after income tax to net cash flows from operating activities:

Net loss after income tax 

Depreciation and amortisation 
Goodwill impairment 
Movement in fair value of biological assets 
Share based payments 
Interest on leased assets 
Other 

Change in operating assets and liabilities: 
Decrease/(increase) in trade and other receivables 
(Increase)/decrease in inventories 
(Increase)/decrease in prepayments 
(Increase)/decrease in deferred taxes 
(Decrease)/Increase in trade and other payables 
Increase/(decrease) in provisions 
Net cash (outflow)/inflow from operating activities 

(c) Non-cash activities

There were no non-cash financing activities.

2020 
$’000   

2019 
 $’000  

7,635 
(391) 
7,245 

2,209
(765)
1,444

2020 
$’000   

2019 
 $’000  

(6,407) 

(3,459)

 2,107  
 3,500  
 1,300  
 101  
 48  
 141  

(99) 
(381) 
(206) 
(1,302) 
 547  
 129  
(523) 

 1,839 
 -   
(1,169)
 103 
 53 
 267 

(1,785)
(974)
(145)
256
4,072
 37 
(905)

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

20.    FINANCIAL RISK MANAGEMENT

The Group’s principal financial instruments comprise receivables, payables, cash and short-term deposits.

The Group manages its exposure to key financial risks, including interest rate and currency risk in accordance with the Group’s financial  
risk management policy.  The objective of the policy is to support the delivery of the Group’s financial targets whilst protecting future  
financial security.

The main risks arising from the Group’s financial instruments are interest rate risk, foreign currency risk, price risk, credit risk and liquidity risk.  
The Group uses different methods to measure and manage different types of risk to which it is exposed.  These include monitoring levels of 
exposure to interest rate and foreign exchange risk and assessments of market forecasts for interest rate, foreign exchange and commodity 
prices. Ageing analyses and monitoring of specific credit allowances are undertaken to manage credit risk, liquidity risk is monitored through  
the development of future rolling cash flow forecasts.

The Board reviews and agrees policies for managing each of these risks as summarised in the following.

Primary responsibility for identification and control of financial risks rests with the Chief Financial Officer under the authority of the Board.   
The Board reviews and agrees policies for managing each of the risks identified below, including any hedging cover of foreign currency, interest 
rate risk, credit allowances, and future cash flow forecast projections.

The carrying amounts of the Group’s financial assets and liabilities at balance date were equal to their fair value.

RECOGNITION AND MEASUREMENT

Classification

The Group classifies its financial instruments in the following categories: financial assets at fair value through profit or loss, loans and receivables, 
held-to-maturity investments, and available-for-sale financial assets.  The classification depends on the purpose for which the investments were 
acquired.  Management determines the classification of its financial instruments at the time of initial recognition.

Loans and Receivables

Loan and receivables are measured at fair value at inception and subsequently at amortised cost using the effective interest rate method.

Financial Liabilities

Financial liabilities include trade payables, other creditors and loans from third parties including inter-company balances and loans from or other 
amounts due to Director-related entities.

Non-derivative financial liabilities are recognised at amortised cost, comprising original debt less principal payments and amortisation.

RISK EXPOSURES AND RESPONSES

Interest Rate Risk

The Group’s exposure to market interest rate related primarily to the Group’s cash deposits.  At balance sheet date, the Group had the following 
mix of financial assets exposed to Australian and overseas variable interest rate risks that are not designated as cash flow hedges:

Financial Assets
Cash and cash equivalents 

2020 
$’000   

2019 
 $’000  

7,635 
7,635 

2,209
2,209

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

20.    FINANCIAL RISK MANAGEMENT, CONT

The Group regularly analyses its interest rate opportunity and exposure. Within this analysis consideration is given to existing positions and 
alternative arrangements for its deposits.

The following sensitivity analysis is based on the interest rate opportunity/risk relating to cash deposits at balance date.

At 31 December 2020, if interest rates had moved, as illustrated in the table below, with all other variables held constant, post-tax profit and 
equity would have been affected as follows:

Judgements of reasonably possible movements 
+ 0.5% (50 basis points) 
- 0.5% (50 basis points) 

2020 
$’000   

2019 
 $’000 

 38  
(38) 

 11 
(11)

The movement in profits are due to higher/lower interest received. As the Group does not have any derivative instruments the movements in equity are 
those of profit only.  A movement of + and – 0.5% is selected because this historically is within a range of rate movements.

Liquidity Risk

Liquidity Risk is the risk that the Group, although balance sheet solvent, cannot meet or generate sufficient cash resources to meet its payment 
obligations in full as they fall due, or can only do so at materially disadvantageous terms.

Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has built an appropriate liquidity risk management 
framework for the management of the Group’s short, medium and long-term funding and liquidity management requirements.  The Group 
manages liquidity risk by maintaining adequate reserves and by continuously monitoring forecast and actual cash flows and matching the 
maturity profiles of financial assets and liabilities.

The Group has Total Liabilities of $17.903 million (2019: $16.990 million) of which $11.214 million (2019: $10.793 million) is recorded as current 
liabilities and Total Current Assets of $19.877 million (2019: $14.155 million) of which $7.635 million (2019: $2.209 million) consists of cash or cash 
equivalents providing the Board with comfort that the Group is solvent and can meet its payment obligations in full as they fall due.

All current liabilities fall due within normal trade terms, which are generally 30 days. 

Credit Risk

Credit risk arises from the financial assets of the Group, which comprise cash and cash equivalents and trade and other receivables.   
The Group’s exposure to credit risk arises from potential default of the counter party, with maximum exposure equal to the carrying amount  
of these instruments.  Exposure at balance date is addressed in each applicable note.

The Group does not hold any credit derivatives to offset its credit exposure.

The Group trades only with recognised, creditworthy third parties, and as such collateral is not requested nor is it the Group’s policy to securitize 
its trade and other receivables.

It is the Group’s policy that all customers who wish to trade on credit terms are subject to credit verification procedures including an assessment 
of their independent credit rating, financial position, past experience and industry reputation.  The risks are regularly monitored.  

The Group applies the AASB 9 simplified approach to measuring expected credit losses as disclosed in note 9.  Receivables balances are 
monitored on an ongoing basis with the result that the Group’s exposure to bad debts is not significant.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

20.    FINANCIAL RISK MANAGEMENT, CONT.

Fair Value

The method for estimating fair value is outlined in the relevant notes to the financial statements.  All financial assets held at fair value are valued 
based on the principles outlined in AASB 7 in relation to Level 1 of the hierarchy of fair values, being quoted prices (unadjusted) in active markets 
for identical assets or liabilities that the entity can access at the measurement date.

21.    CAPITAL MANAGEMENT

When managing capital, management’s objective is to ensure the entity continues as a going concern as well as to maintain optimal returns to 
shareholders and benefits for other stakeholders.  Management also aims to maintain a capital structure that ensures the lowest cost of capital 
available to the entity.

Management are constantly adjusting the capital structure to take advantage of favourable costs of capital or high returns on assets.  As the 
market is constantly changing, the Board may change the amount of dividends to be paid to shareholders, return capital to shareholders, issue 
new shares or sell assets to reduce debt.

Borrowings 
Trade and other payables 
Total debt 
Less cash and cash equivalents 
Net (cash)/debt 

Total equity 
Total capital 

2020 
$’000   

 5,817  
 9,175  
 14,992  
(7,635) 
7,357 

 39,241  
 61,053  

2019 
 $’000 

 5,265 
 8,628 
 13,894 
(2,209)
11,685

 38,477 
 53,982 

Gearing ratio (total debt / total equity) 

38.2% 

36.1%

The Group is not subject to any externally imposed capital requirements, other than those referred to in note 15.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

GROUP MANAGEMENT

22.    PARENT ENTITY SUPPLEMENTARY INFORMATION

Information relating to TasFoods Limited:

Financial position 
Current assets 
Non-current assets 
Total assets 

Current liabilities 
Non-current liabilities 
Total liabilities 
Net assets 

Contributed equity 
Reserves 
Accumulated losses 
Total equity 

Financial performance 
Total revenue 
Loss for the period 
Comprehensive loss for the period 

Deed of Cross Guarantee

2020 
$’000   

2019 
 $’000 

32,614  
7,053  
 39,667  

 2,648  
 275  
 2,923  
 36,743  

 61,053  
 594  
(24,904) 
 36,743  

 6,655  
(5,075) 
(5,075) 

 28,356 
 12,599 
 40,955 

 2,699 
 386 
 3,085 
 37,869 

 53,983 
 493 
(16,606)
 37,869 

 6,028 
(5,679)
(5,679)

The wholly owned subsidiaries disclosed in note 23 are parties to a deed of cross guarantee under which each company guarantees the debts 
of the others.  By entering into the deed, the wholly owned entities have been relieved from any requirement to prepare a financial report and 
directors’ report that might otherwise apply under Instrument 2016/785 issued by the Australian Securities and Investments Commission.

The closed group financial information for 2020 is identical to the financial information included in the consolidated financial statements.   
The wholly owned subsidiaries became a party to the deed of cross guarantee dated 23 October 2017.

The companies disclosed in note 23 represent a ‘closed group’ for the purposes of the Instrument, and as there are no other parties to the deed 
of cross guarantee that are controlled by TasFoods Limited, they also represent the ‘extended closed group’.

Capital Commitments

There was no non-cancellable capital expenditure contracted for but not in the financial statements.

Contingent Liabilities

TasFoods Limited is not subject to any liabilities that are considered contingent upon events known at balance sheet date.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

23.   SUBSIDIARIES

Country of Incorporation

Principal Activity

Equity Holding

Van Diemen's Land Dairy Pty Ltd

Nichols Poultry Pty Ltd

Shima Wasabi Pty Ltd

Tasmanian Food Co Dairy Pty Ltd

Australia

Australia

Australia

Australia

Dairy

Poultry

Wasabi

Dairy

24.   BUSINESS COMBINATIONS

Finalisation of Prior Year Acquisition - Betta Milk

2020 
%

100%

100%

100%

100%

2019 
%

100%

100%

100%

100%

On 31 July 2019, the Company acquired via its subsidiary Van Diemen’s Land Dairy Pty Ltd, the milk processing assets, distribution assets  
and brands of the Betta Milk Co-operative Society Ltd business based in Tasmania.  The acquisition was completed for cash consideration  
of $11.423 million.

In the financial statements for the year ended 31 December 2019, the net asset valuation and allocation of the purchase price to acquired assets 
and fair values assigned to intangible assets were preliminary.  In accordance with the Company’s accounting policy, the accounting for the 
acquisition of the Betta Milk processing and distribution assets and brands was finalised during the current period and the preliminary balances 
updated accordingly.  

The final fair value of the assets arising from the acquisition is as follows:

Land and Buildings 
Plant and equipment 
Motor vehicles 
Brand name 
Inventory on hand 
Deferred tax asset/(liability) 
Provisions 
Net identifiable assets acquired 
Add:  Goodwill 
Consideration paid 

Preliminary Fair Value 
as presented at 
31 December 2019 
$’000 

  Final Fair Value
  as presented at
                              31 December 2020 
$’000 

 2,762  
2,920  
 214  
 3,890  
 498  
97  
(380) 
 10,001  
 1,422  
 11,423  

3,675 
 2,920 
214 
 3,890 
 498 
(1,267)
(380)
9,550 
 1,873 
 11,423  

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

24.   BUSINESS COMBINATIONS, CONT.

RECOGNITION AND MEASUREMENT

Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred in a business combination is measured 
at fair value, which is calculated as the sum of the acquisition-date fair values of assets transferred by the Group, liabilities incurred by the Group 
to the former owners of the acquiree, and the equity instruments issued by the Group in exchange for control of the acquiree. 

Acquisition-related costs are expensed as incurred.

At the acquisition date, the identifiable assets acquired, and the liabilities assumed are recognised at their fair value.

Goodwill is measured as the excess of the sum of the consideration transferred and the fair value of the acquirer’s previously held equity 
interest in the acquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. If, 
after reassessment, the net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed exceeds the sum of the 
consideration transferred, the amount of any non-controlling interests in the acquiree and the fair value of the acquirer’s previously held interest 
in the acquiree (if any), the excess is recognised immediately in profit or loss as a bargain purchase gain.

If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the 
Group reports provisional amounts for the items for which the accounting is incomplete. Those provisional amounts are adjusted during the 
measurement period, or additional assets or liabilities are recognised, to reflect new information obtained about facts and circumstances that 
existed as of the acquisition date that, if known, would have affected the amounts recognised as of that date.

UNRECOGNISED ITEMS

25.   CONTINGENT LIABILITIES AND ASSETS

There are no matters which the Group consider would result in a contingent liability as at the date of this report.

26.   COMMITMENTS FOR EXPENDITURE

Capital Commitments – Capital Expenditure Projects

There was no non-cancellable capital expenditure contracted for but not in the financial statements. 

Other Commitments – Operating Expenditure

Operating expenditure contracted but not included in the financial statements:

Payable: 
- Not longer than one year 
- Longer than one year and not longer than five years 
- Longer than five years 

2020 
$’000   

2019 
 $’000 

 33  
-    
 -    
 33  

 33 
 33 
 -   
 65 

27. 

 EVENTS OCCURRING AFTER REPORTING DATE

The Board is not aware of any matter or circumstance not otherwise dealt with in these financial statements that has significantly or may 
significantly affect the operation of the Group, the results of those operations, or the state of affairs of the Group in subsequent financial years.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

OTHER INFORMATION

28.   RELATED PARTY TRANSACTIONS

Key Management Personnel Compensation

The aggregate compensation of the key management personnel of the entity is set out below:

Short term benefits 
Post-employment benefits 
Share based payments 
Termination payments 

29.   AUDITOR’S REMUNERATION

Remuneration for audit and review of the financial reports of the parent entity or any entity in the Group:

Auditors of the parent entity: 
Auditing the financial report 
Other assurance services 

30.   SHARE BASED PAYMENTS

Performance Rights

(a) Share based payment arrangements 

2020 
$   

2019 
 $ 

 687,056  
 63,030  
 97,803  
 -    
 847,889  

 951,164 
 86,370 
 90,264 
 -   

 1,127,798

2020 
$   

2019 
 $ 

 178,900  
 -    
 178,900  

 168,175 
 -   
 168,175 

TasFoods Limited offers the Chief Executive Officer and senior management the opportunity to participate in the Long-Term Incentive Plan 
(LTIP), which involves performance rights to receive shares in TasFoods Limited.  The LTIP is designed to:
•  Assist in the motivation, retention and reward of employees, including the Chief Executive Officer and members of senior management; and
•  Align the interests of employees participating in the LTIP more closely with the interests of shareholders by providing an opportunity for those 
employees to receive an equity interest in the TasFoods Limited Group through the granting of performance rights.

Under the LTIP, performance rights are issued to the Chief Executive Officer and managers of senior management as the LTI component of their 
remuneration.  Performance rights granted under the LTIP have a share price growth performance vesting condition.  

Share Price will be determined by a ten-trading day volume weighted average share price ending on the date that is the end of the  
Measurement Period.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

30.   SHARE BASED PAYMENTS, CONT.

(b) Performance rights granted

Below is a summary of performance rights granted under the LTIP to current KMP.

2020

Performance Period

Grant Date

From

To

Balance at 
start of Year

Granted 
During Year

Forfeited

Vested

Balance at 
End of Year

Fair Value 
per Share

1/1/17

1/1/18

1/1/19

31/12/19

31/12/20

31/12/21

 2,333,619 

 1,162,632 

 1,653,571 

 -   

 -   

 -   

(2,333,619)

(1,162,632)

 -   

 -   

 -   

 -   

 -   

 -   

 1,653,571 

 $0.068 

 $0.044 

 $0.042 

17/7/17

26/7/18

24/10/19

2019

Performance Period

Grant Date

From

To

Balance at 
start of Year

Granted 
During Year

Forfeited

Vested

Balance at 
End of Year

Fair Value 
per Share

17/7/17

26/7/18

24/10/19

1/1/17

1/1/18

1/1/19

31/12/19

31/12/20

31/12/21

 3,212,083 

 1,613,514 

 -   

 -   

(878,464)

(450,882)

 -   

 1,653,571 

 -   

 -   

 -   

 -   

 2,333,619 

 1,162,632 

 1,653,571 

 $0.068 

 $0.044 

 $0.042 

The performance rights hold no voting or dividend rights and are not transferable.

There were no performance rights granted under the LTIP during the year ended 31 December 2020.

(c) Fair value of performance rights granted

As a part of the COVID-19 budget review completed in April 2020, Management elected to forfeit the right to have performance rights granted 
under the LTI plan in 2020.  Management’s decision to forfeit performance rights to be granted under the LTI plan in 2020 was approved by the 
Board in April 2020.

With respect to prior year rights issues, the fair value of the performance rights granted under the LTIP was calculated by an independent expert 
using a Monte-Carlo simulation.

The expense recognised in relation to the performance rights applicable to the Chief Executive Officer and senior management for the year 
ended 31 December 2020 is nil (31 December 2018: $59,811).

SHARE OPTIONS

(a) Share based payment arrangements 

On 30 November 2017 TasFoods Limited issued 5,000,000 share options to Shane Noble upon his appointment as a Director of the Company.  
The options granted were for nil cash consideration and will entitle the option holder to acquire one ordinary share in the Company at an 
exercise price of $0.1884 until 30 November 2021 (subject to any further adjustments to the number of underlying shares and/or exercise price 
due to pro rata offers and other capital reorganisations and otherwise on and subject to usual option terms).

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

30.   SHARE BASED PAYMENTS, CONT.

On 16 October 2019 TasFoods Limited issued 1,500,000 share options to Cathy Zeppieri upon her appointment as Chief Marketing Officer of 
the Company.  The options granted were for nil cash consideration and entitled the option holder to acquire one ordinary share in the Company 
after meeting a three-year service requirement at an exercise price of $0.205 (subject to adjustments to the number of underlying shares and/
or exercise price due to pro rata offers and other capital reorganisations and otherwise on and subject to usual option terms).  As Cathy Zeppieri 
did not exercise the options within one month of her employment ending, the options granted expired after her departure in 2020.

(b) Share options granted

Share options outstanding at 31 December 2020 are as follows:

Grant Date

Expiry Date

Exercise Price

Balance at 
start of Year

Granted

Exercised

Expired/  
forfeited/ other

Balance at 
End of Year

30/11/17

16/10/19

30/11/2021

24/10/2022

 $0.1884 

 5,000,000 

 $0.2050 

 1,500,000 

 6,500,000 

Weighted average exercise price

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 5,000,000 

(1,500,000)

 -   

(1,500,000)

 5,000,000 

 $0.1884 

The options hold no voting or dividend rights and are not transferable.

(c) Fair value of share options granted

For share options granted during the 2017 and 2019 financial years, the fair value was measured at the grant date of 30 November 2017 and 16 
October 2019, respectively.

The fair value of the performance rights granted under the LTIP was calculated by an independent expert using the Binomial method.

The expense recognised in relation to share options for the year ended 31 December 2020 is $81,250 (31 December 2019: $86,039).

(d) Share Options at 31 December 2020

Details of share options held by current or former Directors outstanding as at end of year:

Grant  
Date

30/11/17

Exercisable  
Date

30/11/21

Expiry  
Date

30/11/21

Share Price at 
Grant Date

Exercise  
Price

Fair Value at Grant 
Date

Balance at End 
of Year

 $0.1650 

 $0.1884 

 $0.0650 

 5,000,000 

There are no performance hurdles or service conditions attached to the options granted.

RECOGNITION AND MEASUREMENT

The Group provides benefits to the Directors, the Chief Executive Officer and certain senior management in the form of share-based payment, 
whereby services are rendered in exchange for rights over shares (performance rights) or options.  

The fair value of the performance rights and options is recognised as an employee benefits expense, with a corresponding increase in equity.  
The total amount to be expensed is determined by reference to the fair value of the performance rights or options granted.

The total expense is recognised over the period in which the performance and/or service conditions are fulfilled (the vesting period), ending on 
the date on which the relevant employees become fully entitled to the award (the vesting date).

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

31.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a) Basis of preparation

These financial statements are general purpose financial statements that have been prepared in accordance with Australian Accounting 
Standards, Australian Accounting Interpretations and the Corporations Act 2001, as appropriate for-profit oriented entities.

The financial statements cover the Company and its controlled entities as a group for the financial year ended 31 December 2020.   
The Company is a company limited by shares, incorporated and domiciled in Australia.

Separate financial statements for the Company as an individual entity are no longer presented as a consequence of a change to the 
Corporations Act 2001, however limited financial information for the Company as an individual entity is included in Note 22.

The following is a summary of material accounting policies adopted by the Group in the preparation and presentation of the financial statements 
not elsewhere disclosed.  The accounting policies have been consistently applied, unless otherwise stated.

(b) Compliance with IFRS

The financial statements comply with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards 
Board (IASB).

(c) Historical Cost Convention

The financial statements have been prepared under the historical cost convention.  All amounts are presented in Australian dollars unless 
otherwise noted.

(d) Principles of Consolidation

The consolidated financial statements are those of the Group, comprising the parent entity and its controlled entities as defined in Accounting 
Standard AASB 10 Consolidated Financial Statements. Control is achieved when the Company:

•  has power over the investee;
•  is exposed, or has rights, to variable returns from its involvement with the investee; and 
•  has the ability to use its power to affect its returns.

The Company reassess 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 listed above.

Details of the controlled entities are contained in note 23.

Financial statements for controlled entities are prepared for the same reporting period as the parent entity.  Controlled entities are fully 
consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on which control is 
transferred out of the Group.  Adjustments are made to bring into line any dissimilar accounting policies, which may exist.

All inter-company balances and transactions, including any unrealised profits or losses have been eliminated on consolidation.

Non-controlling interests in the equity and results of the entities that are controlled are shown separately in the consolidated  
financial statements.

(e) Critical Accounting Estimates, Judgements and Errors

The preparation of the financial statements of the Group requires the use of accounting estimates which, by definition, will seldom equal the 
actual results.  Management also needs to exercise judgement in applying the Group’s accounting policies.

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NOTES TO AND FORMING  
PART OF THE FINANCIAL 
STATEMENTS CONT.

31.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONT.

Areas within the financial report which contain a higher degree of judgement or complexity, and items which are more likely to be materially 
adjusted due to estimates and assumptions turning out to be incorrect.  Detailed information about each of these estimates and judgements are 
included in the notes to the financial statements together with the basis of calculation.

The areas involving significant estimates or judgements are:
•  Estimated fair value of biological assets; and
•  Estimated value in use calculations for the assessment of the recoverable amount of goodwill and indefinite life intangibles.
Estimates and judgements are continually evaluated.  They are based on historical experience, information, and other factors, including 
expectations of future events that may have a financial impact on the entity and that are believed to be reasonable under the circumstances.

(f ) Comparatives

Where necessary, comparative information has been reclassified and repositioned for consistency with current year disclosures.

(g) New Standards and interpretations not yet adopted

Certain new accounting standards and interpretations have been published that are not mandatory for 31 December 2020 reporting periods 
and have not yet been adopted by the Group.  There are no standards that are not yet effective and that would be expected to have a material 
impact on the Group in the current or future reporting periods and on foreseeable future transactions.

(h) Rounding Amounts

The company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191 and in accordance 
with that Class Order, amounts in the financial statements have been rounded off to the nearest thousand dollars, or in certain cases, to the 
nearest dollar.

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DIRECTORS’ 
DECLARATION

1. In the opinion of the Directors of TasFoods Limited (the “Company”):

a.  The financial report and the Remuneration Report included in the Directors’ Report, designated as audited of the Group are  

in accordance with the Corporations Act 2001, including:

i.    Giving a true and fair view of the Group’s financial position as at 31 December 2020 and of its performance for the year ended  

on that date; and

ii.   Complying with the Accounting Standards, the Corporations Regulations 2001 and other mandatory  

professional reporting requirements;

b.   At the date of this declaration, 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.  The financial statements and notes comply with International Financial Reporting Standards as issued by the International Accounting 

Standards Board, as described in the notes to the financial statements; and

3.  This declaration has been made after receiving the declarations required by section 295A of the Corporations Act 2001 from the Chief 

Executive Officer and the Chief Financial Officer for the financial year ended 31 December 2020.

Signed in accordance with a resolution of the Directors made pursuant to section 295(5) of the Corporations Act 2001.  This declaration is made 
in accordance with a resolution of the Directors.

Craig Treasure 
Non-Executive Chair

26 February 2021 
Launceston

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     9 3

 
 
 
 
 
 
 
 
 
 
Independent auditor’s report 
To the members of TasFoods Limited 

Report on the audit of the financial report 

Our opinion 

In our opinion: 

The accompanying financial report of TasFoods Limited (the Company) and its controlled entities 
(together the Group) is in accordance with the Corporations Act 2001, including: 

(a)  giving a true and fair view of the Group's financial position as at 31 December 2020 and of its 

financial performance for the year then ended  

(b)  complying with Australian Accounting Standards and the Corporations Regulations 2001. 

What we have audited 
The Group financial report comprises: 

● 
● 

● 
● 
● 

● 

the consolidated statement of financial position as at 31 December 2020 
the consolidated statement of profit or loss and other comprehensive income for the year then 
ended 
the consolidated statement of changes in equity for the year then ended 
the consolidated statement of cash flows for the year then ended 
the notes to the consolidated financial statements, which include significant accounting policies 
and other explanatory information 
the directors’ declaration. 

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

Independence 
We are independent of the Group in accordance with the auditor independence requirements of the 
Corporations Act 2001 and the ethical requirements of the Accounting Professional & Ethical 
Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence 
Standards) (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. 

PricewaterhouseCoopers, ABN 52 780 433 757 
2 Riverside Quay, SOUTHBANK  VIC  3006, GPO Box 1331, MELBOURNE  VIC  3001 
T: 61 3 8603 1000, F: 61 3 8603 1999, www.pwc.com.au 

Liability limited by a scheme approved under Professional Standards Legislation. 

 
 
  
  
Our audit approach 

An audit is designed to provide reasonable assurance about whether the financial report is free from 
material misstatement. Misstatements may arise due to fraud or error. They are considered material if 
individually or in aggregate, they could reasonably be expected to influence the economic decisions of 
users taken on the basis of the financial report. 

We tailored the scope of our audit to ensure that we performed enough work to be able to give an 
opinion on the financial report as a whole, taking into account the geographic and management 
structure of the Group, its accounting processes and controls and the industry in which it operates. 

Materiality 

Audit scope 

Key audit matters 

●  Our audit focused on where 
the Group made subjective 
judgements; for example, 
significant accounting 
estimates involving 
assumptions and inherently 
uncertain future events. 

●  We performed an audit of 
the most significant 
operating business units of 
the Group, being Poultry 
and Dairy. We performed 
specific risk focused audit 
procedures over Wasabi and 
the corporate head office. 

●  Amongst other relevant topics, 
we communicated the following 
key audit matters to the Audit 
and Risk Committee: 

−  Valuation of goodwill and 
indefinite lived intangible 
assets  

−  Accounting for biological 

assets 

−  Accounting for acquisition 

of Betta Milk 

●  These are further described in 

the Key audit matters section of 
our report. 

●  For the purpose of our audit we 

used overall Group materiality of 
$660,000, which represents 
approximately 1% of the Group’s 
total revenue. 

●  We applied this threshold, 

together with qualitative 
considerations, to determine the 
scope of our audit and the 
nature, timing and extent of our 
audit procedures and to evaluate 
the effect of misstatements on 
the financial report as a whole. 

●  We chose Group revenue as, in 

our view, it is the benchmark 
against which the performance of 
the Group is most commonly 
measured given the Group 
remains in a growth and 
acquisition phase.  

●  We utilised a 1% threshold based 

on our professional judgement, 
noting it is within the range of 
commonly acceptable thresholds. 

 
 
 
 
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 for the current period. The key audit 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. Further, any commentary on the outcomes of a 
particular audit procedure is made in that context.  

Key audit matter 

How our audit addressed the key audit matter 

Valuation of goodwill and indefinite lived 
intangible assets 
(Refer to note 13 in the financial report)  

We performed the following procedures, amongst 
others, in respect of the Dairy and Poultry CGUs:  

The Group holds indefinite lived intangible assets 
totalling $10.7m as at 31 December 2020, across its 
Dairy and Poultry Cash Generating Units (CGUs). 
Under Australian Accounting Standards, the Group is 
required to assess goodwill and indefinite life 
intangibles for impairment at least annually. 

At 30 June 2020, indicators of impairment of the 
intangible assets were identified and as a result the 
Group assessed the carrying value of the assets based 
on financial models using forecast future cash flows, 
discounted to present value.  The impairment 
assessment resulted in impairment losses of $1.5m for 
the Dairy CGU and $2.0m for the Poultry CGU, as 
disclosed in note 13.   

The Group performed the annual impairment 
assessment on the carrying value of the Dairy and 
Poultry CGUs at 31 December 2020. The Group 
prepared financial models based on forecast future 
cash flows, discounted to present value. This 
assessment did not identify a need for further 
impairment for the CGUs. 

This was a key audit matter due to the financial 
significance of the goodwill and indefinite lived 
intangibles and the significant judgements and 
assumptions applied in estimating future cash flows 
and the discount rate. 

●  Assessed whether the Group’s determination of 
CGUs was consistent with our understanding of 
the nature of the Group’s operations and internal 
Group reporting. 

●  Assessed whether each CGU appropriately 
included all directly attributable assets and 
liabilities. 

●  Tested the mathematical accuracy of the 

calculations in the financial models used to assess 
impairment (“the models”) at 30 June 2020 and 
31 December 2020. 

●  Considered the allocation of the impairment 
charge recognised during the year against the 
goodwill. 

●  Assessed whether the forecast cash flows in the 

impairment assessments were appropriate by 
performing the following procedures, amongst 
others: 

−  Compared the 2021 forecasted cash flows 

used in the models with the forecast formally 
approved by the Board. 

−  Evaluated the historical accuracy of the 

Group’s forecasts by comparing the forecasts 
used in the prior year models to the actual 
performance. 

−  Assessed the forecast growth assumptions 
used in the models by reference to our 
understanding of the key drivers for future 
growth, with reference to third party 
information. 

 
 
 
 
 
−  Compared the terminal growth rate used in 
the models to external economic forecasts. 

−  With the assistance of PwC valuation experts, 

assessed whether the discount rates used in 
the models were appropriate by comparing 
them to market data, comparable companies 
and industry research. 

●  Evaluated the reasonableness of the disclosures 
made in note 13, including key assumptions and 
sensitivities to changes in such assumptions, in 
light of the requirements of Australian Accounting 
Standards. 

Key audit matter 

How our audit addressed the key audit matter 

Accounting for biological assets 
(Refer to note 10 in the financial report) 

We performed the following procedures, amongst 
others, on all biological assets: 

The Group holds biological assets of $2.4m at  
31 December 2020. The biological assets include live 
poultry, wasabi plants and goats.   

●  Considered the appropriateness of the 

valuation methodologies against the relevant 
Australian Accounting Standard 

Australian Accounting Standards require biological 
assets to be measured at fair value less cost to sell or, in 
the absence of a fair value, at cost less impairment. 

We consider the valuation of biological assets to be a 
key audit matter due to the significant judgement 
involved in estimating: 

● 

the weight of poultry, based on the estimated 
growth rates and yields 

●  market selling prices. 

●  Tested the mathematical accuracy of the 
calculations in the valuation models 

●  On a sample basis, compared the fair value 

recognised as at 31 December 2020 to the 
actual selling price once biological assets were 
reclassified into inventory 

●  Assessed the reasonableness of the disclosures 
in note 10, in light of the requirements of 
Australian Accounting Standards. 

To assess the valuation of the poultry biological assets, 
we performed the following procedures, amongst 
others: 

●  Compared the conversion rate for poultry weight 
used in the Group’s calculation as at 31 December 
2020 to the industry valuation methodology 
standard and the Group’s performance for such 
biological assets to assess its appropriateness 

●  Compared the number and age of chickens 

recognised as at 31 December 2020 based on a 
sample of purchase information for chickens for 

 
 
 
the December period and physical observation of 
chickens as at 31 December 2020 

●  Agreed the cost of feed, grower and other costs to 

sell used in the Group’s calculation as at  
31 December 2020 using a sample of supplier 
invoices. 

To assess the valuation of the wasabi biological assets, 
we performed the following procedures, amongst 
others: 

●  Compared the market price used in the valuation 
model to external market data to assess its 
appropriateness. 

Key audit matter 

How our audit addressed the key audit matter 

Accounting for acquisition of Betta Milk 
(Refer to note 24 in the financial report) 

We performed the following procedures for the 
acquisition, amongst others:  

●  Agreed the purchase price to the sale and purchase 
agreement and agreed the cash paid to banking 
and accounting records 

●  Agreed the recognised fair value of the brand 

name, land and buildings to third party valuation 
reports, where available, and assessed the 
appropriateness of the valuation methodology 
used in the reports 

●  Testing, on a sampling basis, acquired net asset 

balances to supporting documentation 

●  Tested the mathematical accuracy of the 
calculation of the resultant goodwill 

●  Assessed the accuracy and completeness of 

business combination disclosures in the financial 
statements. 

In July 2019, the Group acquired the milk processing 
assets, distribution assets and brands of the Betta Milk 
Co-operative Society Ltd business, for cash 
consideration of $11.4m.  

Under Australian Accounting Standards the Group is 
required to identify all assets and liabilities acquired 
and estimate the fair value of each item. Any excess 
consideration that is not attributed to an asset or 
liability is to be recognised as goodwill.  

At 31 December 2020, the acquisition accounting by 
the Group is final. The acquisition resulted in the 
recognition of goodwill of $1.9m and an indefinite lived 
brand of $3.9m.  

We focused on the finalisation of accounting for the 
acquisition of the Betta Milk business assets due to the:  

●  magnitude of the business acquisition transaction 

● 

significant judgement involved in identifying the 
assets and liabilities acquired and determining 
their fair value. 

 
 
Other information 

The directors are responsible for the other information. The other information comprises the 
information included in the annual report for the year ended 31 December 2020, but does not include 
the financial report and our auditor’s report thereon. 

Our opinion on the financial report does not cover the other information and accordingly we do not 
express any form of assurance conclusion thereon. 

In connection with our audit of the financial report, our responsibility is to read the other information 
and, in doing so, consider whether the other information is materially inconsistent with the financial 
report or our knowledge obtained in the audit, or otherwise appears to be materially misstated. 

If, based on the work we have performed 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. 

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 have no realistic alternative but to do so. 

Auditor’s responsibilities for the audit of the financial report 

Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free 
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that 
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an 
audit conducted in accordance with the Australian Auditing Standards will always detect a material 
misstatement when it exists. Misstatements can arise from fraud or error and are considered material 
if, individually or in the aggregate, they could reasonably be expected to influence the economic 
decisions of users taken on the basis of the financial report. 

A further description of our responsibilities for the audit of the financial report is located at the 
Auditing and Assurance Standards Board website at: 
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf. This description forms part of 
our auditor's report. 

 
 
Report on the remuneration report 

Our opinion on the remuneration report 

We have audited the remuneration report included in pages 34 to 47 of the directors’ report for the 
year ended 31 December 2020. 

In our opinion, the remuneration report of TasFoods Limited for the year ended 31 December 2020 
complies with section 300A of the Corporations Act 2001. 

Responsibilities 

The directors of the Company are responsible for the preparation and presentation of the 
remuneration report in accordance with section 300A of the Corporations Act 2001. Our responsibility 
is to express an opinion on the remuneration report, based on our audit conducted in accordance with 
Australian Auditing Standards.  

PricewaterhouseCoopers 

Alison Tait 
Partner 

Melbourne 
26 February 2021 

 
 
SHAREHOLDER
INFORMATION

The shareholder information set out below was applicable as at 11 February 2021.

A. DISTRIBUTION OF EQUITY SECURITIES

Analysis of numbers of equity security holders by size of holding:

HOLDING DISTRIBUTION

As at 11th February 2021

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

Securities

323,781,431

25,131,838

1,682,265

1,226,420

80,706

351,902,660

847,476

%

92.01

7.14

0.48

035

0.02

100.0

0.24

No of Holders

267

645

215

387

242

1,756

534

%

15.21

36.73

12.24

22.04

13.78

100.0

30.41

B. EQUITY SECURITY HOLDERS

Twenty largest quoted equity security holders.

The names of the twenty largest holders of quoted equity securities are listed below  
(some are grouped where the holdings are deemed to be controlled by the same entity):

Rank

Name

Units

Percentage %

1

2

3

4

5

6

7

8

9

Janet H Cameron held via:
JBWere (NZ) Nominees Limited <50645 A/C>
JBWere (NZ) Nominees Limited <45230 A/C>

CVC Limited

Tasplan Superannuation Fund 
Held Via National Nominees

Melbourne Securities Corporation 

HSBC Custody Nominees (Australia) Limited
HSBC Custody Nominees (Australia) Limited - A/C 2
Includes Ellerston Capital Limited And Its Associates Shares

Mr Jimmy Thomas And Ms Ivy Ruth Ponniah < Thomas Super Fund A/C>

Nichols Investments Pty Ltd 
And Trebor Slochin Pty Ltd  

Buduva Pty Ltd 

Helbern Investments Pty Ltd

10

Shane Alexander Noble

61,950,725

51,769,199

33,779,663

32,674,307

22,031,993

9,000,000

7,400,000

7,000,000

6,900,000

3,968,055

17.6

14.71

9.59

9.29

8.15

2.56

2.1

1.99

1.96

1.13

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     1 0 1

SHAREHOLDER
INFORMATION CONT.

Rank

Name

Units

Percentage %

11

12

13

14

15

16

17

18

19

Jane Bennett held via:
Jane Frances Bennett 
Chardon Lodge Pty Ltd 
Ms Jane Frances Bennett 

Roger McBain held via:
Vermilion 21 Pty Ltd  Cerulean 37 Pty Ltd
Vermilion 21 Pty Ltd 
Vermilion 21 Pty Ltd 

Mr Darius Isaac 

Budleaf Pty Ltd

Quality Life Pty Ltd   

Ilwella Pty Ltd

J P Morgan Nominees Australia Pty Limited 

Elphinstone Holdings Pty Ltd

Custodial Services Limited 
(various private holders)

20

Bob Wilson 

Totals: Top 20 holders of TFL ORDINARY FULLY PAID            

Total Remaining Holders Balance                                                 

Total Holders Balance                                                                 

3,309,087

3,271,026

3,065,316

2,100,000

2,541,070

2,394,475

1,900,807

2,000,000

1,767,281

1,600,000

260,423,004

91,479,656

351,902,660

As at 11 February 2021, the 20 largest shareholders held ordinary shares representing 74 % of the issued share capital.

SUBSTANTIAL SHAREHOLDERS

Substantial holders in the Company are set out below:

Name

Janet H Cameron

CVC Limited.                                       

Tasplan Superannuation Fund      

Melbourne Securities Corporation  

C. VOTING RIGHTS

Number Of Shares Held

61,950,725

51,769,199

33,779,663   

32,674,307

0.94

0.93

0.87

0.60

0.72

0.68

0.54

0.57

0.50

0.45

%

17.6%

14.71                              

9.59%

9.29 %

The voting rights attached to ordinary shares are set out below:
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.

D. USE OF CASH

Cash and assets readily convertible to cash held by the Company for the reporting period were used in a way consistent with its business 
strategy and objectives.

TA S F O O D S   A N N U A L   R E P O R T   2 0 2 0     |     1 0 2

tasfoods.com.au

2020 ANNUAL REPORT