ANNUAL REPORT
Year ended 30 June 2023
Teaminvest Private Group Limited (ASX: TIP)
ACN 629 045 736
ANNUAL REPORT
Year ended 30 June 2023
Kitome
Contents
About TIP Group � � � � � � � � � � � � � � � � � � � � � � � � � � � � � � � �4
Group Structure � � � � � � � � � � � � � � � � � � � � � � � � � � � � � � � � �6
CEO’s Letter � � � � � � � � � � � � � � � � � � � � � � � � � � � � � � � � � �8
Our Philosophy � � � � � � � � � � � � � � � � � � � � � � � � � � � � � � � � 23
Corporate Directory � � � � � � � � � � � � � � � � � � � � � � � � � � � � � � 54
Financial Statements � � � � � � � � � � � � � � � � � � � � � � � � � � � � � � 55
About TIP Group
Teaminvest was established in 2007 as a private membership organisation for those who wish to educate
themselves to manage their wealth wisely rather than paying others to do it badly for them.
In 2012, TIP was formed to offer Teaminvest members the opportunity to invest in (and mentor) the next
generation of business leaders. Using the same investment principles, TIP allowed participants to provide
hands on capital and advice directly to entrepreneurs.
But as we grew, we realised just how poorly the financial services landscape caters for first generation wealth:
• For those growing wealth, existing players offer little education and advice beyond risk mitigation and
index-tracking;
• For those deploying wealth, few quality investment opportunities are offered to investors on the
primary market; and
• For entrepreneurs needing capital, most funders are interested only in extremes: either growth at
any cost, or totally averse to risk. Very few talk about what matters: delighting customers, eliminating
unnecessary costs, and continuously improving products and services.
All are symptoms of the same problem: a financial industry focused on quarterly results and uninterested in
self-directed investors.
As a company founded on the principles of conscious investing, it is in our DNA to approach the market
differently. Seeking to educate, looking for long-term investment opportunities and seeing our role as
custodians of the future – whether a family’s future when growing wealth, or a businesses future when
deploying it.
Integrating Wealth (the process of accumulating and deploying capital) with Equity (putting it productively
to use) is what we have always done. We now want to do more of it: becoming the financial institution of
choice for first generation wealth and fulfilling our noble purpose of transferring knowledge and wealth
between generations.
4
Transferring knowledge and wealth between generations. Noble purpose
Mission
Vision
Transferring
knowledge and
wealth between
generations.
We invest the wealth
and experience of
successful people
to develop the next
generation of business
leaders, enhancing the
legacy of all.
To build a society in
which the knowledge
and wealth we
accumulate over
a lifetime isn’t lost,
forcing the next
generation to learn
(and earn) it all again.
5
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Group Structure
as of August 2023
CFO, COO & Company Secretary
Dean Robinson
Graham Lusty Trailers
CEO
Shay Chalmers
East Coast Traffic Control
CEO
Greg Jeckeln
Multimedia Technology
CEO
Johan Meyer
Icon Metal
CEO
Stephen Pribula
DecoGlaze
CEO
Will Van-Eyndhoven
Colour Capital
CEO
Matt Hope
Automation Group
CEO
Graham Nisbet
Kitome
CEO
Carol Morley
6
Transferring knowledge and wealth between generations. Education &
Corporate
Head of Wealth &
Investment Banking
Michael Baragwanath
Financial
Advisory
Corporate
Advisory
Property
Advisory
Teaminvest
Co-founder & Director
Mark Moreland
Broking
Trustee &
Licensing
Asset
Management
Group Financial Controller
Shikhar Bansal
Funds
Management
Future Property Fund
Private Equity Fund
Corinthian Balanced Fund
Teaminvest Access Fund
Conscious Investor Fund
Finance Manager
Jenny Dinh
Head of Sales
Walter Reinhard
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CEO’s Letter
Profitable growth in 2023
After a COVID affected FY22, the financial year ended 30 June 2023 (FY23) saw substantial growth for Teaminvest
Private Group Limited (TIP). Reporting highlights include:
• Look Through Revenue up 8% to $164.5m, a compound annual growth rate (CAGR) of 6% since FY17;
• Look Through EBITDA up 45% to $13.0m, a CAGR of 59% per annum since FY17;
• Operating Profit up 61% to $6.7m, a CAGR of 1,273% per annum since FY17;
• Statutory Revenue up 20% to $111.4m, a CAGR of 6% per annum since FY17;
• Statutory Profit up $21.8m to $4.0m, a CAGR of 1,160% per annum since FY17;
• Establishing our Wealth division;
• Acquiring a 50% stake in Conscious Capital, the trustee and manager of the Conscious Investor Fund;
• Acquiring Enva, subject to final settlement, a retail financial advisor with approximately $400m of funds
under advice; and
• Declaring a fully-franked interim dividend of 0.275 cents per share, and a
fully-franked final dividend of 0.300 cents per share, 5% higher than FY22.
8
Transferring knowledge and wealth between generations. The dividend includes the ability to participate in our dividend
reinvestment plan (available on the ASX and our website). Shares will
be issued at the 30-day volume weighted average price leading up to
the record date.
Our DNA
Teaminvest was established in 2007 as a private membership
organisation for those who wish to educate themselves to manage
their wealth wisely rather than paying others to do it badly for them.
Combining the philosophy of Benjamin Graham and Warren Buffett
with the business nous of a community of investors, Teaminvest has
successfully identified Wealth Winners (businesses who combine a
high return on equity; stably growing earnings; little or no debt; and
trustworthy management) while avoiding most Capital Killers for
over 15 years.
Drawing on these same investment principles, TIP was formed in 2012
to offer Teaminvest members the opportunity to invest in (and mentor)
the next generation of business leaders. TIP allowed participants to
provide hands-on capital and advice directly to entrepreneurs.
Since our founding we have made investments in two key areas:
Equity and Wealth.
Equity involves the provision of capital, mentorship and support
to growing businesses. We predominantly invest in founder-led
companies with strong moats, high return on equity, a track record of
profits and little or no debt. When we invest in these businesses we
seek to leverage their existing success by combining their knowledge
with the wisdom, capital and support of our broader network. Over
time, our success in Equity can be judged by a steadily growing Look
Through revenue and EBITDA: i.e. by growing the earnings of those
operating businesses in which we place our effort, capital and trust.
“the networks and
knowledge we
accumulate as
investors make us
better business
owners, and the skills
we gain from owning
businesses makes us
better investors”
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Wealth involves the provision of education and financial services. It harnesses the philosophy and learnings of
Teaminvest and TIP, and applies them to corporate advisory and funds management clients. The lead indicator
for the success of wealth is a growing network of funds under management and funds under advice. When we
manage and advise these clients well, our earnings should grow as a function of these two metrics.
What makes TIP unique is our ability to integrate Wealth (the process of accumulating and deploying capital) with
Equity (putting it productively to use) in a manner true to our principles of conscious investing. By doing so we
generate an unfair advantage: the networks and knowledge we accumulate as investors make us better business
owners, and the skills we gain from owning businesses makes us better investors.
Ultimately, this unfair advantage is how we intend to deliver on our noble purpose of transferring knowledge
and wealth between generations, and become the financial partner of choice for first generation wealth.
Graham Lusty Trailers
10
Transferring knowledge and wealth between generations. Look Through Results
Look Through Results (formerly called Proportional Results) is the proportion of the revenue and EBITDA
generated by our investments attributable to TIP Group. They are calculated by multiplying the percentage
we own of an investment by the revenue and EBITDA it generates. They are a non-IFRS measure which we find
more useful for understanding operating performance than Statutory Comprehensive Income (SCI) reported in
accordance with accounting standards.
In FY23 we report two divisions: TIP Equity and TIP Wealth.
($m)
Equity
Wealth
Pre-abnormal
Abnormal / discontinued operations
Total
($m)
Revenue
FY17
117�3
-
117�3
FY18
125�7
-
125�7
FY19
135�7
-
135�7
117�3
125�7
135�7
FY17
FY18
EBITDA
FY19
FY20
137�5
-
137�5
3�5
141�0
FY21
144�3
0�3
144�6
(0�1)
144�5
FY22
151�8
0�3
152�1
152�1
FY23
157�2
4�3
161�5
3�0
164�5
FY23 %
4%
n�m
6%
“CAGR
FY17-23”
5%
n�m
5%
8%
6%
FY20
FY21
FY22
FY23
FY23 %
“CAGR
Equity
Wealth
Pre-abnormal
Abnormal / discontinued operations
Total
0�8
0�8
0�8
8�4
8�4
8�4
7�2
7�2
7�2
13�6
13�6
3�5
17�1
14�8
(0�1)
14�7
(2�2)
12�5
13�8
(0�2)
13�6
(4�6)
9�0
15�0
0�7
15�7
(2�7)
13�0
Note: Wealth includes impact of Enva acquisition
FY17-23”
63%
n�m
64%
9%
n�m
16%
45%
59%
Look Through EBITDA was up 45% to $13.0m. This performance was primarily driven by gains in our well-
established Equity division which rebounded from the impact of the construction shut-down, and a small (but
welcome) contribution from our newly established Wealth division. Since our first consolidated accounts for FY17
were prepared as part of our IPO process, Look Through EBITDA has now grown at a CAGR of 59%.
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While we regard revenue as less important than profit (as the saying goes: “revenue is vanity while profit is
sanity”), Look Through Revenue grew 8% to a new high of $164.5m, a CAGR of 6% since FY17.
TIP Equity
TIP Equity is our private equity operations. Established in 2012, Equity forms the bulk of our business and is led by
Dean Robinson.
Look Through revenue grew by 4% to $157.2m, and Look Through EBITDA grew by 9% to $15.0m, driven primarily
by significant growth in East Coast Traffic Control (ECT) and Automation Group (AG).
East Coast Traffic Control (ECT) (100% owned) grew revenue by 98% and EBITDA by 209% in FY23. Led by
Greg Jeckeln, ECT continues to grow its reputation as the traffic controller of choice for regional Australia: with
customers from the South Western Slopes region in New South Wales to Cairns now benefiting from their best-
in-class service. For the first time, this year ECT’s profit exceeded the purchase price we paid for the business, a
testament to the remarkable efforts of the outstanding leadership. My congratulations go to the wonderful team
who continue to take this business from strength to strength.
Automation Group
12
Transferring knowledge and wealth between generations. Automation Group (100% owned), grew revenue by 103% and EBITDA by 316%. When we acquired Automation
Group in FY21, I wrote that “Integrating Automation Group increases our technical abilities in the fast-growing
industries of automation, artificial intelligence, robotics and remote management” – and with the adoption of
automation and artificial intelligence accelerating, the value that AG provides is increasing rapidly. The challenge
for the team led by Graham Nisbet is capitalizing on the many opportunities ahead of them.
TIP Wealth
TIP Wealth is our advisory, funds management and investment banking business, focused on using the Group’s
insights and networks to deliver superior client outcomes. The wealth division operates in Australia and the
United Kingdom, and provides a platform for substantial growth. The division is led by Michael Baragwanath and
acts as manager or trustee for $215m in funds under management (FUM), and as an advisor for a further $1.1b of
funds under advice (FUA)*.
Wealth earns revenues in four ways:
• Education fees, comprising a monthly fee paid by participants in our programs;
• Advisory fees, usually comprising a small retainer and a much larger success fee;
• Operation fees, usually determined as a small proportion of funds under management (FUM), paid to cover
the provision of trustee, custodial and administrative functions; and
• Performance fees, usually linked to outperformance relative to a high-water mark or industry benchmark.
Operation fees tend to be small and regular (usually less than 150 basis points (bps) annually of FUM). Corporate
advisory and performance fees are irregular (in that they depend on success and are paid only upon achieving
results at the end of some pre-determined period) but can be significant (often 300 to 500 bps of total deal size
in the case of advisory, and 1,500 to 2,000 bps of outperformance in the case of performance fees).
TIP Wealth delivered Look Through revenue of $4.3m, and Look Through EBITDA of $0.7m for its first year of
operations, a fantastic achievement given the time, distraction and costs of establishing operations during the year.
Of particular note, our flagship Conscious Investor (wholesale) and Teaminvest Access (retail) funds delivered
after-fee returns to investors of 22.9% and 11.5% respectively for the year: a testament to the continued power of
disciplined value investing.
*Includes Enva
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Statutory Comprehensive Income (SCI)
Unlike Look Through results, which are compiled on a proportional ownership (i.e. operating) basis, SCI
is calculated in accordance with the Australian accounting standards in force at any time. It encompasses
consolidation accounting where we control a business, equity accounting where we own a substantial share and
have significant influence (typically between 20% and 50%), and investment accounting where we don’t have
significant influence (typically less than 20%).
While SCI is the official published result of the Group, shareholders should be aware of its limitations when using
it to understand operating performance. The table below sets out our SCI and a summary balance sheet.
($m)
P&L
Revenue
Operating expenses
EBITDA
D&A
EBIT
Interest income / (expense)
PBT
Tax income / (expense)
Statutory NPAT
Add back Impact of discontinued operations
Add back Impact of abnormal items
Operating NPAT
FY17
77�1
(78�1)
(1�0)
(0�8)
(1�8)
(0�2)
(2�0)
0�6
(1.4)
-
-
(1�4)
FY18
84�0
(77�3)
6�7
(1�0)
5�7
(0�2)
5�5
(1�1)
4.4
-
-
4�4
FY19
28�4
(28�4)
(0�0)
(0�3)
(0�3)
(2�3)
(2�6)
0�2
(2.4)
-
-
(2�4)
FY20
89�0
(77�3)
11�7
(2�5)
9�2
(0�3)
8�9
(0�6)
8.3
-
(3�3)
5�0
FY21
91�4
(78�4)
13�0
(7�1)
5�9
(0�1)
5�8
(0�6)
5.2
-
1�7
6�9
FY22
92�7
(88�7)
4�0
(22�4)
(18�4)
(0�3)
(18�7)
1�0
(17.7)
-
21�9
4�2
FY23
111�4
(102�7)
8�7
(3�8)
4�9
(0�2)
4�7
(0�7)
4.0
(2�7)
-
6�7
FY23 %
20%
“CAGR
FY17-23”
6%
119%
1,333%
n�m
1,202%
n�m
1,195%
n�m
1,160%
61%
1,273%
Note: CAGR for EBITDA, EBIT, PBT, Statutory NPAT and Operating NPAT includes an adjustment for FY17 to $1, rather than using a negative starting
balance.
($m)
Balance Sheet
Current assets
Non-current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Equity
Cash
Total debt (traditional)
Total debt (AASB 16)
FY20
35�0
72�9
107.9
23�3
3�5
26.8
81.1
10�8
1�5
5�6
FY21
38�7
93�8
132.5
24�8
9�1
33.9
98.6
12�3
2�2
6�0
FY22
38�4
77�7
116.1
27�0
7�6
34.6
81.5
6�4
0�6
4�2
FY23
43�1
80�6
123.7
30�6
6�2
36.8
86.9
7�9
0�5
2�4
Per share
0.91
0.64
0�06
FY17
15�5
21�3
36.8
18�4
1�6
20.0
16.8
4�1
3�3
-
FY18
20�3
22�0
42.3
18�3
2�2
20.5
21.8
5�3
3�9
-
FY19
27�0
68�2
95.2
21�6
0�9
22.5
72.7
6�7
5�2
5�2
14
Transferring knowledge and wealth between generations. Reconciliation of Proportional Results to SCI
($m)
Proportional Revenue (non-IFRS)
Statutory Revenue (post-abnormals)
- net other income (incl� abnormals)
Proportional Revenue (pre-abnormals) from controlled companies
Proportional Revenue from non-controlled companies
Proportional Revenue (pre-abnormals)
Proportional EBITDA (non-IFRS)
SCI EBITDA (post-abnormals)
- insurance payout
- FY20 windfall gain
- ECT one-off bonus
- Coastal Energy restructuring charge
- Teaminvest 'bargain purchase'
- Other small items
- Icon construction shutdown
- Icon restructure (cash)
- TIPRG construction shutdown
- TIPRG construction shutdown
- Discontinued operations
SCI EBITDA (pre-abnormals)
- remove corporate costs
- remove share of profits from significant influence
- other adjustments
Proportional EBITDA from controlled companies
Proportional EBITDA from non-controlled companies
Proportional EBITDA (pre-abnormals)
FY20
89�0
1�8
90�8
47�3
FY21
91�4
2�5
93�9
50�7
138�1
144�6
FY20
11�7
(2�8)
(0�7)
-
-
-
-
-
-
-
-
-
8�2
3�9
(1�9)
0�3
10�5
3�1
13�6
FY21
13�1
-
-
0�6
0�9
(3�7)
0�3
-
-
-
-
-
11�0
2�5
(2�9)
(0�3)
10�4
4�3
14�7
FY22
92�7
0�7
93�4
58�7
152�1
FY22
4�0
-
-
-
-
-
-
3�6
0�2
0�6
0�0
-
8�5
3�0
(2�7)
0�2
9�0
4�5
13�5
FY23
111�4
1�8
113�2
48�3
161�5
FY23
8�7
-
-
-
-
-
-
-
-
-
-
2�7
11�4
3�6
(2�5)
0�2
12�7
3�0
15�7
%
20%
21%
6%
%
119%
34%
41%
(33%)
16%
15
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Abnormal items
There were no abnormal items in FY23.
During our comparison period (FY22) the Group experienced one-off abnormal impacts from the Sydney
coronavirus construction shut-down and its flow on effects. If you would like more information, greater detail can
be found in the FY22 CEO letter.
Discontinued operations
Over the year it became apparent that some of our smaller investments were being hampered by the governance,
reporting and administrative burden of being part of a larger listed group. To free management up to grow, and to
allow our divisional teams to focus on our more significant portfolio companies, we chose to close or divest stakes
in some of our smaller operations during FY23.
The net effect of these closures, disposals and divestments was a $2.7m reduction in profit during the year.
Gold’s Gym (part of Colour Capital)
16
Transferring knowledge and wealth between generations. Economic moats: the path to higher profits
In his 2007 letter to shareholders, Warren Buffett wrote:
“A truly great business must have an enduring ‘moat’ that protects
excellent returns on invested capital. The dynamics of capitalism
guarantee that competitors will repeatedly assault any business
‘castle’ that is earning high returns.”
What stops them simply walking into your castle and taking your
lunch are the moats of the business. Just like when a medieval
castle was attacked, the wider, deeper and better maintained the
moat is, the more protection it affords.
Types of moats
All moats come in one of four guises:
1. A function of the structure of your industry that prevents new
competitors entering the market (we call this a Barrier Moat);
2. An identifiable difference in product or service that your
customers, suppliers or employees consider materially
better than that offered by your competitors (we call this an
Excellence Moat);
3. A process, system or piece of intellectual property that
allows your company to deliver a comparable product or
service in a way that costs you substantially less than your
competitors (we call this an Efficiency Moat); or
4. A process, system or piece of intellectual property that
allows your company to deliver a comparable product or
service significantly faster than your competitors (we call
this a Speed Moat).
Experience shows that businesses which understand their moats,
and consistently work to improve them, end up with an incredible
competitive advantage.
“businesses
which understand
their moats, and
consistently work to
improve them, end
up with an incredible
competitive
advantage”
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Identifying moats
To work out whether a business has a moat, ask three questions.
1. Which of the four categories does this specific characteristic fit?
2. Are customers prepared to pay more for it? Or does the company
get better supply or more from employees because of it?
3. Would it be hard for competitors to replicate?
If the answer isn’t yes to all three, then it either isn’t a moat or it needs a lot
of dredging!
“It is far better to
What to do when you have identified a moat
develop one raging
Mississippi around
your castle, than
a bunch of small
streams that can be
leapt without notice”
If you are an investor, the presence of strong and lasting moats is a
powerful leading indicator for performance. So too for executives running
a business. But where an investor need only identify the moat, and monitor
that it remains in place, an executive must go further. Identification is only
the start of their work.
Just as a castle moat without constant attention would quickly silt-up or
(worse) become dangerous for the defenders as a hive of mosquitoes
and disease; so too will an economic moat quickly cease to provide
protection, or become a weakness for competitors to exploit, if executives
don’t constantly work to enhance it.
Steps companies can take to enhance their moats include:
• Ensuring all decision makers in the business understand what the
moats are and why they are important;
• Regularly checking to see that competitors haven’t found a way to
breach the moat (or copy it);
• Setting aside regular time and resources to continuously improve
moats; and
• Ensuring that a system is in place to stop inadvertent decisions from
eroding moats.
18
Transferring knowledge and wealth between generations. Developing strong moats requires trade-offs
It is almost impossible for a business to maintain moats from more than one category simultaneously.
To consistently maintain or develop a moat, the business must make trade-offs: speed for excellence, or
excellence for efficiency, or speed for barriers. Businesses that try to develop moats in multiple categories tend
to end up with none!
It is far better to develop one raging Mississippi around your castle, than a bunch of small streams that can be
leapt without notice. As an investor be wary of businesses who claim to have a deep moat in every area: either
their ego is defying reality, or maintaining board focus must be extremely difficult.
Our moats
TIP’s key moats fall into the “better” category: they enable us to provide an objectively better product or service
than competitors.
For the perspective of the Group, we have three customer types:
• Founders of SMEs looking to sell their business to us;
• Investors in our funds; and
• Self-directed analysts, mentors and advisors that contribute to our network (TI Members and
Selected Shareholders).
All other categories of customer fall into the respective division or portfolio company and are managed at
that level.
Our core Group moats are:
1. Philosophy – TIP’s unique philosophy enables us to make better and faster decisions. Sticking to our
philosophy provides a differentiated market offer and ensures replicability of long-run compound returns.
It is the core ingredient in driving fund outperformance and attracting the Network.
2.
Insight – TIP’s focus on education attracts a better calibre of contributor and generates better insights.
These insights are captured by our fund managers and executives to deliver better products, services and
returns.
3. Network– TIP’s network of 500+ self-directed analysts and 80+ mentors and advisors create better
insights and opens more opportunities. It is the base from which we generate outperformance, referrals of
potential acquisitions, fund investors and Wealth clients.
4. Full Service – TIP’s full-service offer enables the value derived from our philosophy, insights, and network
to be monetised more efficiently. It allows us to capture greater share of wallet from existing customers,
and makes it easier to acquire new customers.
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Below is a diagram that shows how our moats interact to delight our customers and provide a distinct
competitive advantage.
Unique network creates
proprietary knowledge
500+ self-directed
analysts
80+ mentors
and advisors
Corporate
advisory
Funds
management
Management
consulting
Direct business
ownership
Succession
planning
Growth
capital
Unique peer-led network
Our unique peer-led model of:
• 500+ self-directed analysts;
• 80+ mentors and advisors;
• Own team of corporate advisors;
and
• Subject matter experts from our
partner funds and operating
businesses…
Provide an ecosystem of knowledge
creation and insight development.
Learnings from our own
businesses helps our funds
make better decisions
Our clients and investors benefit from
proprietary insights
We synthesize insights from:
• Our fund managers;
• Our corporate advisory team;
• Our 500+ self-directed analysts;
• Our 80+ mentors and advisors; and
• Our business knowledge accumulated by
running direct companies….
To deliver differentiated solutions and generate
outstanding returns.
An unfair advantage for our investments
Our direct investments access:
• Growth capital via TIP Group;
• Tailored financial products via TIP Wealth;
• Our network of mentors and advisors;
• Proprietary insights;
• Leadership development through our talent
program; and
• Our internal corporate advisory and consulting
capability…
Giving them a distinct competitive advantage.
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Transferring knowledge and wealth between generations. Year ahead
In my FY22 letter I wrote:
“FY23 promises to deliver significant growth. The
expansion of our geographical footprint, our increase
in financial services offerings, and the continued
mentorship and development of our talented Portfolio
Company management, positions TIP Group strongly for
the next twelve months.”
Our results for FY23 have been pleasing, especially as
we end the year with a strong core of divisional and
portfolio company leadership in place.
Our goals for FY24 are simply to continue to focus on
the three things that (to paraphrase Warren Buffett)
“matter most”:
1. Continually delighting customers;
2. Eliminating unnecessary costs; and
3.
Innovating to do the first two better.
As we expand further into Wealth, we expect it to deliver
an unfair advantage to our Equity businesses. While it may
take a while for Wealth to deliver results on the scale that
Equity already does (it took ten years for Equity to get
here!), I am confident that as our wealth and investment
banking operations grow – guided by our Teaminvest
methodology of Conscious Investing – they will become
an increasingly important part of our business.
As Warren and Charlie put it so succinctly: “We are better
investors because we are business people; and better
business people because we are investors”.
“[Our] moats... enable
us to provide an
objectively better
product or service
than competitors”
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A final word
If you are excited by our noble purpose, and would like to participate in our unique organisation, please apply to
become a Selected Shareholder. The knowledge you bring, and the value you add, accelerates our growth.
Existing Selected Shareholders, and those considering becoming a Selected Shareholder, will be pleased that
a clearer distinction is now made between those in possession of inside information and those participating in
analysis, mentorship and development. This simplifies when you need (or don’t need) approval to trade, and
expands your trading windows. A copy of the updated terms can be found on our website.
I look forward to seeing you at future strategy days and our AGM.
Best wishes,
Andrew Coleman
CEO
Teaminvest Private Group Limited
Teaminvest
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Transferring knowledge and wealth between generations. Our Philosophy
1. GUIDANCE FOR SHAREHOLDERS
1�1� Our Noble Purpose drives decisions
We believe businesses perform best when they exist for more than just
making a profit. It is why we started TIP, and why we developed our
unique Selected Shareholder model. Our noble purpose, mission and
vision are core to who we are and what we do. They are:
Noble purpose: Transferring knowledge and wealth between generations
Mission: We invest the wealth and experience of successful people
to mentor and grow the next generation of business leaders, thereby
enhancing the legacy of all.
Vision: To build a society where the knowledge and wealth we
accumulate over a lifetime isn’t lost, forcing the next generation to learn
(and earn) it all again.
We will never take an action contrary to our noble purpose. We will always
consider investing in ways that enhance our capacity to achieve our noble
purpose: even if doing so comes at a short-term cost.
1�2� Share price vs intrinsic value
Time is enemy of poor businesses, and the friend of good businesses.
Many years of research by Dr John Price (and then Teaminvest) have
proven this truism over and over. Given sufficient time, share prices must
tend towards the formula “Price = Earnings * P/E ratio”. Internally, we refer
to this identity as the Conscious Investor Pricing Formula (CIP Formula).
P/E ratios (the multiple investors are prepared to pay for every dollar of
profit generated) can fluctuate wildly for days, weeks, months or even
years. However, over an economic cycle they will (by definition) gravitate
towards the market average. In Australia this has usually been around 3x-6x
for a private company and 15x-20x for a listed company.
Automation Group
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As P/E ratios are mean reverting, the only way to grow share price in the long-term is through increasing earnings.
Any business that grows earnings will, over time, see a corresponding increase in share price and value.
For this reason we measure, reward and focus our executives on growing earnings. We have no rewards based
on share price, P/E ratio or “market
reputation”. We have no interest in
incentivising behaviour that encourages
short-termism.
This means we risk having our share price
deviate from intrinsic value as we spend
our focus on profits not media exposure
or ‘creating momentum’.
If we could have one wish about our
share price it is this: that at any time it
accurately reflects the intrinsic value of
our company as merited by the path of
our long-term earnings, or the sum of the
value of the great businesses we own.
1�3� Diversification
Diversification reduces risks and improves
returns. We hold investments across
a portfolio of companies in different
industries and geographies to create
diversification. Whilst this means we are
exposed to the risk of having individually
underperforming assets, or accounting
impairments, in any specific period, over
time we expect it will provide better
returns to shareholders at lower risk.
Raw Energy (part of Colour Capital)
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Transferring knowledge and wealth between generations. 1�4� Accounting impairments vs economic value
Economic goodwill is a value that flows over time. Every action that delights customers and increases their
willingness to pay, enhances economic goodwill: creating moats and increasing returns. Every action that
disappoints customers reduces their willingness to pay and ‘impairs’ economic goodwill, weakening moats
and reducing returns.
In contrast, accounting goodwill is a static measure reflecting the intangible assets of a business at the time it is
acquired. Accounting goodwill cannot be increased. It is generated not by delighting customers, developing
patents, training staff or creating moats, but to balance a set of accounts at a specific point in time.
This means our economic goodwill almost certainly exceeds accounting goodwill. When we make a great
acquisition, we can never increase the amount at which it is held on our balance sheet. The moats may be
stronger and the profits larger but there can be no increase in the value assigned to it on our balance sheet.
In contrast, if an investment ever fails an impairment test (even if only due to short-term uncertainty), we will
immediately reduce its carrying value by taking an accounting impairment.
Over time we expect this means our balance sheet will substantially understate the true economic value of our
business.
1�5� How we value TIP
TIP is a regular acquirer of profitable, growing, businesses across multiple industries and sectors. Over the long-
term we therefore expect that our shares will trade at a price that is:
a. In line with the market average P/E multiple applied in the CIP Formula, reflecting our diversified
holdings; and
b. Higher than accounting “equity per share”, reflecting the disparity between economic and
accounting goodwill.
Where we consider our earnings for the purpose of the CIP Formula, we use what Warren Buffett calls “Look
Through” earnings. Historically we have referred to this as our Segment or Proportional earnings. Look Through
earnings differ from accounting profits as they include the proportional income of associated entities and
exclude one-off gains and losses. For the ease of investors, we publish our Look Through earnings as part of
the CEO report in each set of accounts.
Accounting equity per share is available on our balance sheet without adjustment.
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1�6� Returning capital to shareholders
TIP predominantly owns and operates profitable and growing businesses. We also look to regularly expand
our portfolio when great businesses become available at good prices.
We therefore consider capital allocation in three steps:
1. What capital should be reinvested in our existing operations to deliver appropriately growing returns
(Organic Investment);
2. What capital should be set aside for new acquisitions (Acquisitive Investment);
3. Where excess capital exists, how much should be returned to shareholders as a reward for the use of
their funds (Distributions).
When a Distribution is appropriate, we intend to provide it to shareholders by:
• If our share price is lower than both the implied valuation using the CIP Formula and our equity per share,
conducting an on-market acquisition of shares;
• If our share price is higher than both the implied valuation using the CIP Formula and our equity per share,
distributing an appropriately franked dividend; and
• If the share price is neither higher nor lower than both valuation methods imply, at the discretion of the board.
1�7� Becoming a Selected Shareholder
You can apply to have greater involvement in our company by being made a Selected Shareholder. Selected
Shareholders are able to participate in our investment process and are invited to our twice-yearly strategy
days. Top performing Selected Shareholders may also be asked to mentor an executive or join one of our
committees.
Being a Selected Shareholder is intellectually stimulating and gives you greater insight into our business. It also
lets you participate in our noble purpose of transferring knowledge and wealth between generations.
You can apply to be a Selected Shareholder by filling out the form on our website.
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Transferring knowledge and wealth between generations. 2. GUIDANCE FOR PORTFOLIO BOARDS
2�1� Introduction
For most investments we make, we have board
representation.
This section provides guidance for our portfolio
boards. We make it public because we believe
all shareholders should know (and can benefit)
from better understanding how we operate our
investments.
Our approach draws on how Warren Buffett and
Charlie Munger engage with Berkshire Hathaway’s
private businesses to grow profits organically and
via bolt-on acquisitions.
Our portfolio company boards are selected by,
and report to, the relevant head of division and
Group CEO.
2�2� The role of a portfolio board
Portfolio boards have five requisites for which they
are appointed and against which their performance
is judged. These are:
1. Mentor executives;
2. Allocate capital within the business;
3. Strengthen moats and reduce risks;
4. Ensure compliance with all laws, regulations
and governance requirements; and
5. Deliver regular dividends to TIP.
Teaminvest
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The best boards are those who regularly examine
and improve upon these objectives.
Mentoring executives: Our portfolio boards are
responsible for mentoring executives. Mentorship
is distinct from managing: it involves guiding,
educating and encourage executives to think
differently to enhance their skill set and grow the
business in a visionary manner. Executives are
responsible for delivering monthly results and, if a
board becomes concerned that executives are not
delivering appropriately, they should immediately
notify the relevant division head so we can look
to enhance or replace the executive team. Board
members should never act as quasi-executives.
Allocating capital: Portfolio boards are responsible
for capital allocation within the business up to the
amounts set out in our Limits of Authority policy.
Capital can be used in three main ways: funding
organic growth; funding bolt-on acquisitions to
increase profits; and returning capital to TIP via
dividends. We expect all our investments to deliver
a combination of increased value and attractive
dividends over time.
Strengthening moats and reducing risks: One of
the key responsibilities of a board is to continually
seek ways to strengthen moats and reduce risks.
Strengthened moats allow the business to increase
profitability and grow faster. Reduced risks ensure
that profits and dividends can continue to grow
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Graham Lusty Trailers
Transferring knowledge and wealth between generations. without undue stress. The simplest way to reduce risk is to improve the Break-Even Safety Margin (BESM), and
one of the key tasks of a board is to ensure that the BESM continues to increase over time.
Ensuring compliance: One of the biggest risks to any business is damage to reputation or the advent of
litigation. Ensuring a culture of compliance to the highest possible standards helps to protect each portfolio
company and the Group as a whole. As the saying goes: “it takes a lifetime to make a reputation, and one
oversight to ruin it”.
Delivering regular dividends to TIP: When we acquire a share of a business we do so on the expectation it
will deliver returns to our shareholders for the use of their funds and the effort they put in as mentors. The best
proof of success of any portfolio company and its board is delivering on this expectation.
2�3� Preparation before becoming a board member
Application: If you have experience or wisdom to offer, please make your interest known to us. Following
a formal selection process, we may appoint you to the board of one of our portfolio companies. When
appointed, you serve at the pleasure of the company and can be removed or replaced at any time.
Compliance obligations: Board members are treated as insiders. Becoming a board member requires
adherence to TIP’s investment philosophy, confidentiality obligations and securities trading policy.
Desirable experience: Whilst there is no set formula for a great board member, candidates should have run a
larger business (in terms of staff, revenue and profits) than the business on which they serve. This enables them
to better mentor executives and grow the company. Board members should enjoy thinking about visionary
opportunities as this is one of the key roles of a mentor. An understanding of accounting, corporate law and
governance are valuable but not a prerequisite.
Prior participation in SMaRT and Due Diligence processes: Potential board members should have previously
participated in our proprietary Strengths, Moats, Risks and Trustworthiness (SMaRT) and due diligence
processes. This enables you to better understand our philosophy and the ways you can add value. We consider
it advantageous for board members to have participated in the SMaRT and due diligence process for the
business to which they are appointed. Doing so provides greater understanding of the moats to enhance (to
drive profits), the future risks to mitigate or avoid (to avoid or minimise losses) and the personalities involved. If
a potential board member has not participated in the specific SMaRT and due diligence, we will usually require
them to attend board meetings as an observer before we confirm their appointment.
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SMaRT and Due Diligence Reports: Before their first board meeting, a new member should review the SMaRT
and due diligence reports. These contain analysis of the rationale behind our investment, and the moats and risks
identified. Knowledge of these is a pre-requisite to adding value.
Terms of Acquisition: Board members should ensure they understand the key acquisition terms. These differ by
company and may include performance hurdles, conditional payments, remuneration packages, debt funding
arrangements, vendor financing and succession plans. Boards should periodically review progress against the
terms of acquisition and keep TIP informed.
Conscious Investor, TIPBars and TIPTool: Board members must be familiar with our proprietary financial analysis
(Conscious Investor), board reporting (TIPBars), and financial modelling (TIPTool) software. Conscious Investor
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Transferring knowledge and wealth between generations. underpins how we analyse and value investments. TIPBars provides standardised financial reporting utilising the
Conscious Investor methodology with built-in audit functionality. TIPTool facilitates the quick and easy modelling
of alternative paths for substantially increasing profits. If substantially increasing profits were easy, executives
would already have done so. Our three proprietary software tools allow board and management to have an
accurate and robust discussion about any important decision.
2�4� Common learnings
Our boards have experienced the following common learnings:
1. You can’t have valuable meetings without best-practice financial reporting: Many entrepreneurs are
wonderfully successful through inspiring and motivating their staff to work ‘miracles’ and their clients to pay
highly for their products. However, many see financial record-keeping and reporting as a distraction. Since
our formation in 2012, we have learned that it is impossible for boards to add value without the benefit of
best-practice financial reporting. Boards must address this concern as one of their highest priorities by either:
a. Encouraging the portfolio company to hand financial reporting over to TIP head office: ideally as an
interim measure while the business enhances its systems and recruits a highly educated professional
to lead the function. This allows executives board to focus on strategy without being distracted about
the preparation, and accuracy, of financial reporting and the six-monthly audit process. It is also likely
to be financially beneficial due to the costs saved by harnessing group economies of scale. Portfolio
companies who were not already audited for a number of years, or who don’t already have a highly-
educated, multi-disciplinary finance team benefit most from this approach; or
b. Showing how best practice record keeping, reporting and discussions can increase profits and
enhance decision making: enhancing company internal structures and creating an environment where
the board can encourage profitable action based on forward looking projections. This approach is
best available to portfolio companies who already have robust audited systems in place with a highly-
educated CFO leading discussions. Boards in this situation can immediately focus on TIPBars and
TIPTool, confident that the analysis is meaningful for strategic discussion.
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2. True leadership rarely extends below one or two key executives: Medium-sized businesses rarely have
top quality executives below the C-level. This is simply a function of size: it is tough to recruit supremely
talented people in smaller organisation. For the business to grow, or the founder to transition, a key
requirement is attracting the right kind of talent into the right roles. In particular we have found that:
a. Existing employees rarely have the drive or skill required to step up to C-level in an SME. This is a
function of self-selection: ambitious and talented employees rarely remain in a business where they
cannot see opportunities for rapid advancement. In smaller businesses this career path caps out
by about the age of 30, so most supremely talented staff either move on to bigger companies or
remain only if their ambition has declined. With ambition being one of the three key requirements for
leadership success (the other two being passion and intelligence), fishing in the existing pool is likely
to be unrewarding, and may well be why the founder was attracted by TIP’s noble purpose in the first
place;
b. When external hires fail, they tend to do so because motivations are misunderstood. One of the great
hiring fallacies is that we look to hire people with already demonstrated experience in a role of the
same size, in the same industry, as the one for which they are applying. This is a mistake: why would
a high-achiever be motivated to join you if the role and responsibility you offer is no better than what
they already have? Instead, the best external hires tend to be those who are motivated by either:
i. Joining a larger company from a smaller competitor at the same level, increasing their scope to
develop and lead;
ii. Getting a promotion to join your firm from a competitor, providing a career opportunity not
otherwise available in the short-term;
iii. Changing industry to better align with their personal values, for which they may accept a
similar or lower role; or
iv. Moving geographically due to family or personal motivations which may entice them to accept
a similar or lower role.
c. As we get older we forget just how young we were when we first took a leadership role. Most
successful CEOs got their first leadership break in their 20’s, and by their 30’s were running large teams.
Yet when we look for leadership hires these same 20 and 30 year olds (as we once were) appear
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Transferring knowledge and wealth between generations. brash, uncultured and inexperienced compared to our peers. This plays into two traps: firstly it reduces
the likelihood of hiring the best talent (a supremely talented 30 year old passed over for a role today
is probably running something far too large by 40 for you to get them back); and secondly it means
missing out on the well-documented fact that ambition and passion decline from middle-age onwards.
Whilst a 50 year old is likely to know more than a 25 year old, they are unlikely to be prepared to throw
themselves in with the ambition and passion required to drive transformational growth… and they are
certainly unlikely to do so if they still report upwards to another executive!
3. Distractions kill. A year may elapse between when a portfolio company first approaches a broker to
market their business, to when we finalise contracts and appoint a board. Sales and profits may become
secondary to ‘doing the deal’. Working with a board may also initially distract executives. Together this can
cause revenue and profits to disappoint. Disappointment will continue unless (and until) the board once
again makes driving profits the core focus of executives.
Kitome
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4. Vendor remorse is normal but must be addressed head-on. It is natural that after parting with part of
their baby, founders and executives may wonder if they made the right decision. If there is more than one
senior executive, one may feel regret more keenly, causing internal friction. Boards should address this
head on by discussing the issue and immediately working on creating a company wide Noble Purpose,
Mission, Vision and Big Hairy Audacious Goal. By setting these as a team early, passion can be harnessed
to drive results and overcome fear about the new structure. A clear path to “growing their baby together”
is the fastest and most effective way of motivating executives and giving comfort that they made the right
decision to partner with TIP.
5. Focus board time on delivering the Noble Purpose, not working on the day to day. Executives working
‘in the business’ rarely have time to think in a visionary way ‘outside the business’. Day-to-day issues keep
them busy and are most likely to be reported to the board. Boards should not involve themselves in
day-to-day business and instead should constantly work on focusing executives on the steps needed to
achieve the company’s Noble Purpose. Doing so will make meetings more productive and drive double
digit growth. Discussions will focus on major opportunities, new moats and mitigating risks, not the daily
grind. A board which finds itself involved in day-to-day decision making is doing a disservice.
2�5� Interacting with executives
Learn what ‘makes them tick’: Before joining a board, directors should meet with the other board members and
senior executives informally to learn ‘what makes them tick’. It is easier to mentor and build profits with people
we understand. Meeting in an informal setting allows a prospective board member to see what interests and
cultural values they have in common with the executives (critical for mentoring and driving profit) and their
prospective fellow directors (critical for defining long term goals and maintaining passion). You should also
use this opportunity to find out more about the business, discuss moats and risks identified during the SMaRT
and Due Diligence, and to find out what has already been done to strengthen moats and eliminate, mitigate or
manage risks. With a good starting point a board member is certain to add more value than coming in blind and
learning on the job.
Understanding the business: It takes time for any outsider to understand the most important Key Performance
Indicators (KPIs) that drive profits. Executives with a history of profitable leadership in the business should already
know what is most important to measure: even if they may not always communicate it with clarity. Boards
would therefore be wise to ask lots of “Why” questions. “Why did we do X?”, “Why do you consider Y worth
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Transferring knowledge and wealth between generations. measuring?”, “Why do you think this is a good or bad idea?”. Asking lots of Why questions (instead of What or
How questions) is the fastest way to build an intuitive understanding of the key drivers of the business. Board
members need intuitive understanding to better mentor the CEO and make fast decisions.
Noble Purpose and long-term goals: It is the responsibility of executives to deliver a profitable business every
month. Providing they are doing so, the key responsibility of a board becomes mentoring and developing
executives to achieve the Noble Purpose and long-term goals of the organisation. Boards should therefore
spend most of their time with executives focused on exploring how the company can strengthen moats, reduce
risks and deliver the Noble Purpose.
GJ Gardner Homes (part of Colour Capital)
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Executive remuneration: Executive remuneration is
set by TIP and follows our principles of handsomely
rewarding performance whilst penalising failure.
Board members should be aware that executives are
remunerated with three components:
• A low base salary, of sufficient size to keep
the lights on but small enough that a poor
performing executive will quickly look for a job
elsewhere;
• A monthly bonus paid for every month that is
profitable, to incentivise executives to design
and operate the business in such a way that it
never loses money; and
• A share of the audited NPAT of the business,
providing an outsized reward for stellar
performance.
Any changes in remuneration is therefore linked
entirely to performance. Boards should be aware of
this, and take actions that encourage the executives
to achieve their monthly bonus every month
(e.g. focusing on BESM), whilst ensuring a path to
meaningful long term profit growth. In this way both
the executive and TIP win together.
Succession planning: Risks associated with key
management personnel are front-of-mind when the
board interacts with management. This risk scores
highly in every SMaRT. Boards should ameliorate
this risk by encouraging executives to delegate and
to develop an executive team. Within a few years
of investment in, the board and CEO should have
identified an appropriate successor for an emergency
- or should the CEO retire.
Automation Group
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Transferring knowledge and wealth between generations. Growth planning: Boards add value when they assist founders to develop a team of talented reports who
enjoy doing what the CEO enjoys least. This frees up the time of our CEOs for strategic thinking to add value in
conjunction with their board, rather than being immersed in day-to-day management.
Focus on BESM: A powerful way of reducing risks is by increasing the gap between sales revenue and the
break-even point of the business. This increases the BESM (Break-Even Safety Margin). Replacing fixed costs with
variable costs increases BESM and reduces risk. Focusing on increasing BESM is a key hallmark of a successful
business.
Size of companies and expected volatility: Missteps by boards or management of SMEs can wipe out short-
term profits, while good decisions can hugely lift short-term profits. Even when long-term profits are excellent,
short-term profits may vary between disappointing and enthusing. Experience shows us that the most effective
way to reduce volatility is by increasing BESM.
Trustworthiness: It is a pre-requisite that the executives who manage the business are trustworthy. If a board
member is ever concerned that this is changing, they should inform TIP immediately and in the strongest
possible terms.
Frequency of board meetings: Board meetings should be held monthly. Meetings should be face-to-face with
an option to join by teleconference. If board meetings are taking full days, chances are the board is becoming
involved in issues best left to management. A week prior to the board meeting, each CEO should provide the
monthly TIPBars financial report plus a short explanation on any issues on which they seek input.
Helping our portfolio companies grow: Boards should inspire, mentor, and act as a sounding board for
executives. They should regularly ask themselves three questions: “What visionary ideas can we suggest to
substantially grow profits?” and “How can we help make the CEO’s role simpler?” and “How can we assist the
CEO make faster and more profitable decisions?”
Mindful they have sold ‘part of their baby’: When they join TIP, founders have just sold ‘part of their baby’.
Nothing will demotivate them faster, and destroy the value of our investment quicker, than giving the impression
‘the baby is ugly and needs cosmetic surgery’.
Financial terminology: Executives of medium-sized businesses can appear unsophisticated in the use of financial
terminology or reporting procedures. Fortunately, financial terminology and detailed reporting are not a pre-
requisite for building a great niche business. However, they do become more important as the business grows.
This is why we developed TIPBars. Using a common tool that focuses on the most important drivers of profit
allows meetings to focus on “what can we do to build free cash and profits”. Test your ideas in TIPTool.
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Instructing management: The board as a whole may instruct executives. Individual board members should
never do so.
2�6� Capital Management and Board Strategies
Dividends and cash buffers: The boards of our portfolio companies have a responsibility to return part of profits
as free cash to the Company via periodic dividends. This is covered in detail in the Group Distribution Policy and
is usually set at 50% of net profit after tax. Boards should be familiar with this policy, and in particular its focus on
the mix between paying down debt, reinvesting for growth and paying dividends.
Bolt-on acquisitions or disposals of divisions: Each board should continually monitor their markets for a
substantial increase of profitability via a bolt-on acquisition. Conversely, they may conclude that the business
would be more profitable after the disposal of an unwanted division. Such major capital allocation decisions
should be referred to TIP for assistance.
More capital or debt: It is our philosophy that debt increases risk. Boards should avoid raising debt unless it is for
highly profitable organic growth or accretive acquisitions. If debt is needed, it must first be approved by TIP.
Focus on high margin revenue: Market share is vanity, profits are sanity and free cash flow is reality! We acquire
niche businesses that make higher profits and generate more cash from increasing margins, than from chasing
market share. This can be quickly tested using TIPTool. Good strategy often involves turning away low-margin
business. If a business is short of cash, the chances are the margins are too low. In niche businesses, it’s often
easier to increase value through increasing margins than increasing size.
Moats and outside circumstances: ‘Circumstances beyond our control’ are often blamed for a profit downturn.
Boards should look beyond this and seek ways the company can increase profits even in a downturn. If profits
disappoint, and board members can’t immediately find a way to fix this, raise it with TIP quickly, so we can
brainstorm ways of benefiting from adversity – whether real or perceived. Outside influences can often be
overcome by a concerted effort to strengthen moats.
Deal with causes not symptoms: Niche businesses may experience cash-flow challenges from time to time.
Boards and executives must strengthen the businesses by dealing with the cause of cash-flow problems, rather
than dealing with symptoms. TIPTool can be useful for this. Eliminating causes of cash-flow challenges can add
huge value to any investment.
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Transferring knowledge and wealth between generations. Leverage technology: Technology, data, on-line connectivity and AI are rapidly changing the world. Every
business will be affected. Those that remain stuck in the past find competitors able to offer similar outcomes
cheaper or faster, or superior products at the same prices. Those that embrace ‘modernisation’ benefit via higher
margins. Boards should continually seek to modernise everything our companies do to stay ahead, and to
improve margins against the competition. The outcomes of any costs and margin improvement can easily be
checked in TIPTool.
Use our tools: TIPBars and TIPTool allow the board to model the various alternative paths for substantially
increasing profits. TIPReps should frequently use TIPTool to strengthen the business by testing the likely increased
profits from the choices of increased sales, decreased fixed or variable costs, and increased prices. No path is
likely to be easy, but choosing the best path to profit is made easier using TIPTool.
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2�7� Culture
Skills available: An incredible range of skills and experiences are available from Selected Shareholders. Boards
should regularly contact TIP to seek advice about any challenges they face.
We are all in it together: Boards of profitable businesses work as a non-hierarchical team. To maximise profits,
board members should ensure a culture of open, frank and enjoyable cooperation between executives (who
know the business very well), non-executives (who know business principles well) and TIP.
Serving while you add value: Directors should stay on a board while they remain enthusiastic about the business
and feel they can help deliver excellent returns. When considering whether to serve another year on the same
board, you should assess how you have added value to date, and how you can add further value in the coming
year.
Comfort with executives: Boards and executives must get along well professionally to be successful. If a director
doesn’t have a strong working relationship with the executive they should inform TIP and seek to be replaced. If
a director becomes uncomfortable with the conduct of an executive they should immediately inform TIP so that
we can investigate.
Making improvements: Businesses are rarely able to implement more than one ‘improvement’ at a time. A board
that successfully implements one substantial profit improvement in any half-year has provided excellent value.
Asking a CEO to implement several ‘improvements’ simultaneously, risks overwhelming executives and almost
certainly ensuring the ‘improvements’ won’t happen.
East Coast Traffic Control
40
Transferring knowledge and wealth between generations. Cash flow is king: The value of a business is in the cash it
generates. If the business is paying attractive dividends to TIP,
and earnings are growing, the board and executives are doing
an excellent job. However, if this is not happening, then board
and management are letting us down. If the board can’t see a
way to deliver attractive dividends, they should request help or
request to be replaced.
2�8� Reporting to TIP
Division head: Portfolio company boards report to the relevant
head of division. This senior TIP executive will meet with each
board regularly to assess performance and provide advice.
Quarterly assessments: Each company is required to fill out
a quarterly board self-assessment sheet (focused on the
performance of the board) and a Quarterly Traction Report
(focused on the performance of the company towards it’s
Noble Purpose and growth targets).
Strategy Committee and Annual reports: Each company must
prepare an annual report, to be presented to the Strategy
Committee. Whilst annual reports are not widely distributed,
they are an important strategic tool that disciplines each
company to regularly set and track results against their targets.
They are also invaluable should we one day decide to raise
capital, divest, or spin-out one of our portfolio companies.
Strategy days: Twice yearly, boards and executives are
required to attend Strategy Days. Each company is expected
to develop their plans for one or more of the four ways
for delivering shareholder value: 1. Maximising half-yearly
dividends; 2. Organic Growth or a new division using the
current assets of the business; 3. Bolt-on acquisitions or growth
that may require additional capital at attractive returns; 4.
Working with another portfolio company to enhance the
returns from each.
Gold’s Gym (part of Colour Capital)
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info@tipgroup�com�au | www�tipgroup�com�au
3. GUIDANCE FOR EXECUTIVES
3�1� The role of executives
Executives have four roles. These are:
1. Deliver monthly profits;
2. Manage the cash;
3. Develop a great culture; and
4.
Increase BESM.
Monthly profits: Good businesses are designed to rarely make a monthly loss. Great businesses never do. The
primary role of an executive is to ensure that the business is designed and operated such that monthly profits are
expected and delivered without fail. Executives should seek guidance from TIP if they are ever unsure how to do
this.
Managing cash: Cash flow is the lifeblood of any business. Great executives look at ways of not only growing
profits but enhancing cash flow. Building a healthy cash buffer ensures executives can sleep easy knowing that
they are protected from unexpected headwinds. It also allows for healthy dividends which is the fastest way
for executives to gain promotion or receive a pay rise. Conversely, an executive that regularly needs to “mine
shareholders wallets” for cash will soon find themselves without a role.
Culture and mentoring: Just as it’s the role of boards to mentor executives, it is the role of executives to mentor
their staff. Good executives look to constantly improve and educate their team: either by enhancing existing
skills, or hiring high achievers. A focus on mentorship and the development of a high-performance culture is key
to making the role of an executive less stressful, and it is the simplest long-term path to higher earnings.
Increasing BESM: The most effective way for executives to increase profits whilst reducing risk is by increasing
BESM. Building a culture of understanding BESM allows younger managers to provide ideas to enhance the
business. Those executives who regularly increase BESM are likely to be offered larger roles within TIP.
3�2� Our cultural values
Cultural values are the qualities we want reflected in the behaviour of our organisation. While each operating
division will have cultural values unique to it, we expect all executives to also exhibit the values of the Group.
Living our cultural values is the strongest lead indicator of achieving our Noble Purpose of transferring
knowledge and wealth between generations, and delivering enduring value for shareholders.
42
Transferring knowledge and wealth between generations. TIP’s cultural values are:
• Never accept failure: we are the masters of our own destiny. When things don’t go according to plan we
adjust and find a new path to achieving our goals.
• Intuitively grasp margins, cash-flow and the power of BESM: we have an intuitive understanding of how our
decisions will affect the economics of our business. When we make decisions, we do so with a clear plan
to maintain or improve margins, cash-flow and BESM.
• Always run towards the challenge: big challenges don’t scare us. We pull together to tackle big projects,
and we always assist our colleagues in need.
• Be comfortable making decisions quickly, with limited information: we understand the need to make
decisions in real time with imperfect information. When we have enough information to act we do so
promptly. Making timely decisions, and then adjusting them as new information comes to light, is what we
are paid for.
• Find opportunity in crises: crises and times of turbulence give rise to the best opportunities. When we
tackle any problem, or make any investment, we go beyond just solving the immediate question. We
always look for ways to gain long-term advantage.
Kitome
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info@tipgroup�com�au | www�tipgroup�com�au
3�3� Economic Moats are the Path to Higher Profits
Economic moats: Businesses generate attractive returns when they build and maintain economic moats. During
the SMaRT and Due Diligence, we assessed and scored the promising economic moats of the business. This
list won’t be complete - some scores may not be accurate. Executives should discuss these moats with their
board and make an accurate list at least every six months. Then they can continually seek ways to maintain and
strengthen moats – and find ways to develop new ones.
Test for economic moats: Warren Buffett tells the CEOs of his many businesses to frequently ask themselves:
“Would we have to call a prayer meeting before increasing prices to our customers?” Ask yourself the same
question. If the answer is ‘yes’ then you have not yet built strong economic moats. If the answer is ‘no’ then you
can increase prices and be proud of the strong moats you have built.
3�4� Capital Management
Capital allocation: A sure path to increasing profits is to allocate capital to the most profitable parts of the
business. Minimise costs in those parts of the business that generate low profits or don’t directly generate
income. For example, a good extra salesperson should generate more profit than cost, while larger premises
often eat more profit than they generate. Property expense also adds risk since a mistake can be time
consuming to undo. A mistake in hiring can be quickly reversed.
Capital for growth: TIP can provide additional capital when you find opportunities to grow profit. When an
opportunity offers outstanding returns (greater than 15% per annum), please inform us in a timely manner.
Dividends matter: To make cash available for the most profitable opportunities, TIP looks to receive funds from
our investments via dividends. These funds are then allocated to those who can use them best. If you have a
profitable opportunity that requires investment, you should write a succinct business case for us. In this way,
opportunities can be compared across the group and funds allocated to those offering the best returns.
Fast action: The primary responsibility of a CEO is to look after cash and keep the business running profitably
every month. Executives are expected to take immediate action should a portfolio company ever risk falling into
a loss. Fast action to bring the business back to profit is always better than delaying for discussion.
44
Transferring knowledge and wealth between generations. Capital for turnarounds: We have an aversion to providing capital to help a business out of difficulty. Getting
into financial distress is a symptom of executives failing to develop an appropriate BESM, being blindsided by
changes in their market, or a significant error in judgement. Only where executives can demonstrate a clear path
to returning a business to profitability, and are prepared to agree to strict conditions around the use of cash,
will funds be made available. Asking for cash to “save a business” is the largest indicator of an executive team
that has failed. Whilst we understand that everyone may make mistakes, the decision to invest Group money to
save a once profitable business is perhaps the most serious decision we can make. It is asking those who have
performed well to slow down their growth (and therefore personal earnings) to help cover for someone else’s
mistake.
3.5. Financial Reporting
Financial reporting and TIPBars: The best financial reports help executives make large improvements in profits
with the least effort. Before we invest, most executives use financial reports designed for accountants and the
tax office. These focus on the past, but rarely point the way to increasing profits. We have developed TIPBars
to improve profits with the least amount of work, while highlighting dangerous risks. TIPBars is produced every
month and shows where each business is working well financially, where hidden risks may be lurking, and where
financial improvements should be made.
Break-even safety margin: TIPBars highlights the trend in Break-even Safety Margin (‘BESM’): whether the
business is becoming less risky (as we prefer), or more risky (a dangerous trend). Should the trend show
increasing risk, act immediately to reduce fixed expenses or increase margins.
Easiest path to improve profits: TIPTool allows executives to quickly ascertain which levers can be pulled to
most easily improve profits. When joining TIP, each business is required to provide general ledger data for the
previous 12 months. This allows TIPBars and TIPTool to be implemented immediately. Used properly, TIPBars and
TIPTool can add considerably to profit every year.
Audits: Each portfolio company is required to participate in TIP’s regular audits. Rather than seeing this as
an imposition, executives should see it as a way of learning how to better improve systems and processes
to enhance future returns. What seems like a frustration at first can add profound value if used to address
weaknesses in company systems.
45
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3�6� Building a Stronger Executive Team
Stronger executive team: TIP can help executives develop a stronger team. That way more can be achieved
with less time, producing bigger profits and dividends and allowing executives to be more relaxed.
The ‘perfect’ chief executive: It is virtually impossible to be the ‘perfect’ CEO. A perfect CEO would have
expertise in leadership, production, general management, marketing, sales, finance, administration, accounting,
people management and business management. In real life this doesn’t exist. Instead surround the CEO with
quality executives who can add missing strengths.
Why an executive team: CEOs of outstanding niche businesses live in a grueling combination of being the
Chief ‘Enthusiasm’ Officer and the Chief ‘Operating’ Officer. As Enthusiasm Officer they must inspire their team to
greatness and inspire their clients to provide a good margin for their wonderful work. As Operating Officer, they
must ensure work is efficient, of the highest standard, and systems are scalable for doubling and tripling volume
and profits. This is a grueling task and limits the growth of the organisation.
East Coast Traffic Control
46
Transferring knowledge and wealth between generations. To grow further without burnout, the CEO must either have an outstanding Operating Officer to take off their
shoulders much of the thinking about day-to-day business or a quality ‘Enthusiasm’ Officer to reduce their role of
thinking about inspiring staff and customers to maximise profits. In choosing which to delegate first, choose the
role they find less enjoyable. Once the business becomes larger, the company may need one of each reporting
to the CEO.
Functional executives: When a business grows at 20% per year, after 10 years it will be six times the size. To
avoid executives having to work impossibly harder, the business eventually needs an executive (not simply a
manager) to take responsibility for each functional area: production, marketing, sales, finance, administration
and IT. Executives should act before they become overwhelmed: instead promote or recruit top talent to relieve
some of the load and facilitate further expansion. Our aim should be to make the business more profitable and
less stressful.
Develop or recruit: Businesses develop a superior culture when they develop and promote internal candidates
rather than recruiting externally. If the business has not had previous success with developing internal
management, or hiring top external talent, do not despair. TIP is available to help.
Replacing a successful CEO: If tempted to seek one person to take over from a successful CEO, including all the
thinking they do about the business, ask two questions: “How easily will we find someone who can handle both
roles of Chief Enthusiasm Officer and Chief Operating Officer?” and “If a candidate seems capable of handling
everything superbly, why aren’t they running their own business – one at least as big and profitable as ours?” It is
likely that we will need several outstanding executives to replace a successful CEO: one to provide enthusiasm;
and one or more responsible for operations. Provided the board does this while the successful CEO is still
engaged, they will have time to mould their thinking and ensure a smooth transition.
3�7� Continuing Roles and Responsibilities
Continuing roles: As an executive, the role of profitably running the business remains largely unchanged after
becoming part of the Group. Executives gain access to our tools, balance sheet, people and Selected Shareholders,
but they are still responsible for the results of the business. TIP is there to help mentor and guide executives to grow
the business: but executives are still responsible for ensuring results and will be judged accordingly.
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Reporting to a Board: Reporting to a board can be daunting for those not used to it. Executives should ask
three questions before including anything in a report to their board: “Could input from the board be helpful?”,
“Could this be financially material?” and “Could this provide an opportunity to substantially increase profits?” If the
answer is “yes” to any one of the questions, include it in the agenda. If not, omit it.
Continuous and immediate disclosure: A key principle of TIP, and the ASX, is that of continuous and immediate
disclosure of all material information. This means that if executives become aware of anything that could have a
material impact on the business they must immediately inform their board. Where the board agrees, they must
immediately inform TIP who will determine if the item requires disclosure to the market.
3�8� Gaining most benefit from a board
Using a board effectively: Executives derive most benefit from their board when they share half-formed ideas,
major dilemmas and concerns, knowledge of their business and why they run it as they do. Well briefed, board
members can arrange a host of free contacts with expertise the business could not otherwise access.
Briefing the board: A week prior to the meeting, executives should provide a report which includes a short
explanation of any issues on which they would like input, plus TIPBars and any other important items. If board
meetings regularly take longer than half a day, executives have either not properly briefed the board or are
involving them in matters best left to management.
Forward looking discussion: Boards add most value when executives use TIPBars and TIPTool to provide a
helicopter view of the past month and then provide forward looking key indicators to show where the business
is heading. These include activity indicators driving sales or revenue in coming months; sales driving profits
in coming months; and actions building moats to improve future margins. The board adds most value when
focused on factors that improve these leading indicators.
Questions at board meetings: Boards will ask challenging questions to identify where and how they can assist
executives to generate higher cash profits. The better they understand the business, the more they can make
valuable suggestions. If questions get into minutiae, say so: boards are best focused on big picture items that
increase capital value.
Thinking in a visionary way: Working with your board on questions like: “How could the business make larger
profits without doing more work?” or “How could this business expand into other business or geographic areas?”
or “How could this business combine with another TIP company to increase profits for both?” are most likely to
deliver significant value.
48
Transferring knowledge and wealth between generations. Governance: Governance is, and should be seen as, a powerful way to enhance performance. Good
governance grows sustainable profits. To ensure good governance, work with TIP to develop a ‘governance
checklist’. This should be discussed at the meeting following each calendar quarter.
3�9� Gaining most value from TIP
Responsibility: Executives and board are responsible to TIP and our shareholders. When considering major
decision, you should ask: “Will this increase the regular dividends we pay TIP?” If the answer is ‘no’, ask: “Will this
increase the capital value of the business?” If the answer is still ‘no’, ask: “Will this strengthen an economic moat
or reduce a risk?” If the answer is still ‘no’ ask: “Why are we considering this?”
Quarterly reports: Each quarter, each portfolio company must present their board self-assessment, Quarterly
Traction Report and Quarterly Employee Assessments to the relevant head of division. Use this opportunity to
ask for contacts or assistance with any challenges you are facing.
Strategy days: TIP holds half-yearly strategy days: one in February and the other after the conclusion of the
financial year. Executives must attend the Strategy Days. During the day we will cover macro themes that can be
used to increase profits, as well as ideas specific to your company.
Value from other portfolio companies: TIP invests in a wide variety of businesses – all of them run by talented
people. Portfolio companies should work together to generate increased profits. This can include being
suppliers to each other, quoting together where a wider range of skill sets is needed, sharing executive or staff
expertise, pooling marketing ideas, or combining to create a larger company with more depth of management.
Economies of scale: Through TIP, each business has access to considerable buying power. This can save money
on insurance, vehicle financing, accounting, legal costs and other services. If you are considering a merger,
acquisition or divestment, TIP can help save substantial legal, accounting, secretarial, compliance and distribution
costs.
Education and personal development: TIP creates premium financial education content which we sell to
external participants via Teaminvest, our Breakfast Series, and our My Financial Fitness joint venture. As important
group members, TIP executives are invited to participate in these programs. We expect participation will
enhance your business knowledge, improve your decision making, assist in personal development and provide
networking opportunities.
49
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3�10� Delivering value
Benchmark profitability: Portfolio companies should be among the most profitable businesses: they were
founded by talented executives and have a shareholder that can provide access to expertise and capital. Over
time, our Portfolio Companies should aim to achieve Net Profit Margins of 10% to 15% of revenue. Above 15% they
should feel proud. Below 10% they are letting themselves down.
Focus on building moats: Building economic moats enables businesses to earn more profits than competitors.
To test whether a business has developed economic moats the board should ask: “Can we increase prices faster
than inflation without having to call a prayer meeting?” If the answer is ‘yes’, then they have built at least one
strong economic moat. If the answer is ‘no’, think: “How can we build at least one economic moat to increase our
profit percentage?”
Increasing margins or increasing sales: Niche businesses increase profits more via a small increase in margins
than via a large increase in sales. Executives can use TIPTool to see the relative uplift in profits from increases in
margins, increases in sales and reductions in costs. Test scenarios to find the fastest way to increase profits with
the least additional work.
Fixed versus variable expenses: The best businesses should never record a loss. Reduce the risk of losses by
building the business around a higher proportion of variable expenses (which go up or down as sales revenue
goes up or down) and a lower proportion of fixed expenses. Fixed expenses increase the risk of losses while
reducing flexibility for growth. For fastest growth with lowest risk, minimise fixed costs by converting them to
variable expenses.
The world is changing fast: Technology, data, on-line connectivity and AI are changing the world. All businesses
will be affected. Those stuck in the past will find competitors offering similar outcomes cheaper or faster, or
superior products at the same prices. Those embracing ‘modernisation’ will thrive via higher margins. Modernise
the business to stay ahead of the competition and improve margins. Use TIPTool to check the improved profit
from higher margins after any planned ‘costs of modernisation’.
Profiting from inflation: Inflation is both an opportunity and threat. Business inflation is generally above CPI. A
business that doesn’t develop and maintain economic moats is hurt as input and labour costs rise before the
business can increase prices. Businesses without moats grow weaker still. Some go broke. Executives can ensure
their business thrives by strengthening existing moats and building new moats. This enables the business to
dominate its industry by increasing prices faster than inflation, building a war chest, and seizing opportunities to
acquire competitors.
50
Transferring knowledge and wealth between generations. Profit growth matters: When profits are growing
quickly, the best employees can see opportunities for
advancement and higher income. This motivates them
to produce better quality work. When profits cease
growing, the best staff seek employment elsewhere,
staff quality goes down and output suffers. This makes it
imperative that executives continue growing their profits.
Sales team: To grow profits substantially, it is almost
certain the business will need a dedicated sales team. Hire
only those who are highly enthusiastic. Poor salespeople
cost more than any profit they generate. The right
salespeople generate far more profit than they cost.
3�11� Long Term Aims
Long term aim: TIP invests for many years at a time. We
aim to assist executives to grow profits and dividends
attractively each year. For new executives, a substantial
way of increasing wealth is by exchanging shares owned
in an underlying business for shares in TIP. At the right
exchange, this increases the value of both their shares
and ours. It also improves access to finance, adds
liquidity and makes it easier to buy competitors and
dominate the industry.
Succession planning: Whether or not executives plan
to continue leading a business for many years, a major
responsibility of all senior executives is to develop a
top-quality leadership team. A quality executive team
helps a business grow faster and ensures it is preserved
should anything happen to senior executives. To reduce
risk, the board should identify an emergency successor
and ensure that key staff are aware of the decision so
they can act quickly and with reduced impact if anything
untoward occurs.
Automation Group
51
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Expertise available: TIP and our Selected Shareholders are available to provide advice, inspiration, and
suggestions for executives to build value beyond what would be possible alone.
3�12� Reporting to TIP and the company board
Reporting to the company board: Each month, the company board will want to know:
• sales revenue for the period (month, quarter, year to date);
• profitability for the period;
• how this translated to free cash;
• how executives are building, maintaining or strengthening moats to improve margins;
• any OH&S issues - and that they have been dealt with appropriately; and
• the view of executives on how the business is tracking.
Reporting to the Strategy Committee: The Strategy Committee will want to know each quarter what the board
and executives have done to:
• strengthen the profit-enabling moats of our business;
• reduce the likelihood or severity of any risks to the business;
• increase the net profit of our business;
• increase dividends; and
• make progress towards building a stronger executive team.
Bad news and good news: Material good and bad news should be reported to the board immediately. Good
news so we can share the success, and bad news so that we can act quickly to solve the problem. When
communicating bad news, a good executive team will also provide potential ways of addressing the problem.
This is so the board may act quickly in advising the best path to mitigate damage and turn the bad news into a
new opportunity.
Loss making quarter: Should the business report a loss for a calendar quarter, the company board must
immediately arrange a meeting with TIP. The purpose of the meeting is to seek assistance and discuss what
changes are necessary to get the business back to acceptable profit. We are happier with executives when they
also inform us how they have already ensured the loss will not be repeated. If acceptable changes are not made,
expect that executives and directors will be replaced.
Compliance and culture: Executives are expected to comply with all of TIP’s corporate governance policies, and
to instill a culture of acting entrepreneurially, ethically and responsibly.
52
Transferring knowledge and wealth between generations. 53
info@tipgroup�com�au | www�tipgroup�com�au
Icon Metal
Corporate Directory
Directors
Malcolm Jones - Chair
Andrew Coleman
Howard Coleman
Ian Kadish
Regan Passlow
Company secretaries
Anand Sundaraj
Dean Robinson
Financial Statements
Teaminvest Private Group Limited
ABN 74 629 045 736
Annual Report - 30 June 2023
Teaminvest Private Group Limited
Contents
30 June 2023
Corporate directory
Directors’ report
Auditor’s independence declaration
Consolidated statement of profit or loss and other comprehensive income
Consolidated statement of financial position
Consolidated statement of changes in equity
Consolidated statement of cash flows
Notes to the consolidated financial statements
Directors’ declaration
Independent auditor’s report to the members of Teaminvest Private Group Limited
2
3
19
20
22
23
25
26
76
77
1
Teaminvest Private Group Limited
Corporate directory
30 June 2023
Directors
Company secretary
Registered office
Share register
Auditor
Solicitors
Banker
Malcolm Jones - Chair
Andrew Coleman
Howard Coleman
Ian Kadish
Regan Passlow
Anand Sundaraj
Dean Robinson
Ground Floor Suite 2
23 Ryde Road
Pymble NSW 2073
Computershare Investor Services Pty Ltd
452 Johnston Street
Abbotsford VIC 3067
Tel: 1300 850 505
BDO Audit Pty Ltd
Level 11, 1 Margaret Street
Sydney NSW 2000
Sundaraj & Ker
Level 31, Australia Square
264 George Street
Sydney NSW 2000
Australia and New Zealand Banking Group Limited
Level 10
242 Pitt Street
Sydney NSW 2000
Stock exchange listing
Teaminvest Private Group Limited shares are listed on the Australian Securities
Exchange (ASX code: TIP)
Website
http://www.tipgroup.com.au
Corporate Governance Statement The directors and management are committed to conducting the business of
Teaminvest Private Group Limited in an ethical manner and in accordance with
the highest standards of corporate governance. Teaminvest Private Group
Limited has adopted and has substantially complied with the ASX Corporate
Governance Principles and Recommendations ('Recommendations') to the extent
appropriate to the size and nature of its operations.
The Group’s Corporate Governance Statement, which was approved by the
Board of Directors at the same time as the Annual Report, sets out the corporate
governance practices that were in operation during the financial period and
identifies and explains any Recommendations that have not been followed. The
Corporate Governance Statement for the year ended 30 June 2023 and the
Group’s corporate governance policies can be found on the Company’s website
at https://www.tipgroup.com.au/investor-centre.
2
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
The directors present their report, together with the financial statements, on the consolidated entity (referred to
hereafter as the 'Group') consisting of Teaminvest Private Group Limited (referred to hereafter as the 'Company' or
'parent entity') and the entities it controlled at the end of, or during, the year ended 30 June 2023.
Directors
The following persons were directors of Teaminvest Private Group Limited during the whole of the financial year and
up to the date of this report, unless otherwise stated:
Malcolm Jones - Chair
Andrew Coleman
Howard Coleman
Ian Kadish
Regan Passlow
Principal activities
During the financial period the principal continuing activities of the Group consisted of investing in Australian privately-
owned businesses.
Dividends
On 10 March 2023, the Company paid a dividend of 0.275 cents per share. On 28 August 2023, the Company
declared a dividend of 0.300 cents per share for payment on 3 October 2023.
Review of operations
The profit after tax excluding discontinued operations, impairment, and amortisation of intangible assets of the Group
for the year was $7,522,000 (30 June 2022: $1,104,000). The loss after tax from discontinued operations for the year
was $2,705,000 (30 June 2022: $2,460,000), the impairment charge after tax for the year was $Nil (30 June 2022:
$17,442,000) and the amortisation of intangibles after tax was $816,000 (30 June 2022: $1,435,000). The profit for the
Group after providing for income tax amounted to $4,001,000 (30 June 2022: Loss of $17,733,000).
The strengthening of management teams throughout FY23 and the discontinuation of historically underperforming
assets has led to the overall strengthening and improvement of Group results. ECTC and GLT appointed new CEO’s to
continue the legacy left behind by the past CEO’s / Founders and to enter the respective companies into an exciting
future. The change in leadership has also seen the development and appointment of stronger second level management
teams. Historically underperforming assets have either been divested or closed to eliminate the losses and allow
increased management focus on the high performing assets to enhance the growth of the Group.
Net tangible assets
Net tangible assets per ordinary security
35.94
32.13
Reporting period
Cents
Previous period
Cents
Refer to the 'CEO report' for further details of operations and commentary on the results.
3
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
Significant changes in the state of affairs
From 1 January 2023, the Group has restructured the reporting divisions. The group now consists of the following
divisions:
TIP Equity, consists of operating companies which are not financial services in nature.
TIP Wealth, consists of entities which provide a range of financial services, including TIP UK.
During the year the Group elected to close or divest some of our smaller operations and will be classified as discontinued
operations and assets held for sale. The results will be presented in the statement of comprehensive income in a section
identified as relating to discontinued operations, i.e., separately from continuing operations. Refer to Note 35 for further
information.
There were no other significant changes in the state of affairs of the consolidated entity during the financial year.
Loss of control over entities
During the year, the group divested the investment in DecoGlaze Pty Ltd and retained a 47.5% stake.
Name of entities (or group of entities)
Date control lost
DecoGlaze Pty Ltd
30 April 2023
Contribution of such entities to the reporting entity's profit/(loss) from ordinary
activities before income tax during the period (where material)
Profit/(loss) from ordinary activities before income tax of the controlled entity (or
group of entities) whilst controlled during the whole of the previous period
(where material)
There were no other significant changes in the state of affairs of the Group during the financial year.
$'000
(1,631)
(1,961)
Matters subsequent to the end of the financial year
Colour Capital Pty Ltd through Lindfield NSW Pty Ltd is in dispute with Netdeen Pty Ltd over the future of the Master
Franchise Agreement of GJ Gardiner Homes NSW/ACT and WA. Colour Capital received written notice that Netdeen
refuses to renew the MFAs at the end of the first 10-year term on 30 June 2024. As a result, on 26 July 2023 Colour
Capital has commenced new legal proceedings against Netdeen.
No other matter or circumstance has arisen since 30 June 2023 that has significantly affected, or may significantly
affect the Group's operations, the results of those operations, or the Group's state of affairs in future financial years.
Likely developments and expected results of operations
Refer to the 'CEO letter' for details of likely developments and expected results of operations.
In March 2023, the Group agreed to acquire 100% of Enva Group (‘Enva’) for a consideration of $2.5m in shares. The
strategic acquisition is to complement the existing offerings of TIP Wealth. The Enva acquisition is on track to
complete in FY24, subject to the finalisation of the legal matter at which point the Group is deemed to have control of
the Enva Group.
Business Risks and Prospects
Key Risks
Operational
Key Highlights
Disruptions to administrative procedures or operational controls of the Company
and/or one of the Portfolio Companies and/or their respective service providers
may challenge the day to-day operations of the Company and/or one of the
Portfolio Companies. Adverse impacts may arise internally through human error,
4
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
technology or infrastructure changes, or through external events such as
regulatory changes and many more practical factors.
The Company’s business is reliant upon the provision of services by its Board, the
Company’s executives, and Portfolio Company executives. Any change in the
quality or quantity of these services, or an inability to attract and retain qualified
and motivated personnel to innovate or provide these services, could affect the
Company’s business activities and financial performance. Further, an inability to
attract quality sales and marketing personnel may adversely impact on the
Company’s growth plans.
The TIP brand name is a key asset of the business. The reputation and value
associated with the TIP brand name could be adversely impacted by a number of
factors including failure to provide customers with the quality of service standards
they expect, disputes or litigation with third parties such as employees and
customers, or adverse media coverage. Significant erosion of the reputation of, or
value associated with, the TIP brand name could have an adverse effect on the
Company’s future financial performance and financial position. There is also a risk
that some incident beyond the control of the Company could occur which would
have the effect of reducing consumer confidence or preferences for the brands
used by the Company or brands utilised by the Portfolio Companies. The
consequences of such an incident could be very significant for the Group,
including reduced revenues, loss of consumer trust in the relevant brand or
products, reduced desirability for the brand and reduced prominence of the
relevant brand.
The Company may, in its discretion, adopt the investment, trading and risk
management strategies and methods it determines are most appropriate in the
market circumstances. However, there can be no assurance that these strategies
will be successful and an investor may lose all or a substantial proportion of their
investment in the Company. The Company may employ additional strategies or
change investment strategies following an assessment of market and other
conditions and investment opportunities available to the Company. In addition, the
Company may find that it is not able to execute on its intended investment
strategy due to lower than expected availability of opportunities.
The loss or impairment of a Portfolio Company’s relationships with a key
customer or supplier, or an inability to renew existing contractual arrangements
with such parties or negotiate agreement with new parties on terms which are no
less favourable, is likely to result in a reduction in revenue and could have an
adverse effect on the relevant Portfolio Company’s future financial performance
and, if that adverse effect is sufficiently material, could have an adverse effect on
the Company’s future financial performance.
The Group has exclusive long-term supply partnerships with multiple proven
offshore suppliers, many of whom have diverse capabilities and would be able to
assist in the event of any disruption.
Supply chain processes include dual-sourcing strategies and access to safety
stock to mitigate the risk of supplier disruption. While the global supply chain
landscape has stabilised post COVID-19, it continues to evolve because of
changing market conditions and government policies, armed conflict and extreme
weather events.
Aligned with its Cultural values, the Group remains committed to continuous
improvement in workplace health and safety performance.
The Group has implemented comprehensive safety systems and processes,
communications with and training of employees, and increased diligence in
identifying and removing safety risks. The Group has also increased its focus on
5
Brand and reputation damage
Investment strategies
Key customers and suppliers
Unforeseen disruptions
impacting product supply from
offshore suppliers leading to
reputational damage, lower
sales and loss of market share.
Workplace health and safety
risks could potentially result in
physical injury to employees,
contractors or others, or
damage to the Company’s
reputation.
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
the management of mental health issues, given the impact of COVID-19 and the
significant workplace changes which occurred because of the pandemic.
Prospects
TIP’s forward order book across the entities for commercial projects remains solid
and is growing with several major projects secured.
In addition, TIP’s corporate strategy incorporates opportunities for TIP to expand
beyond current segments, categories and markets.
Climate Risk and Opportunity
As a responsible and forward-thinking organisation, we are committed to managing the risks associated with climate
change. We recognise that climate change is increasing the frequency and severity of natural disasters, which have
significant impacts on our customers and communities. We understand the need for action to mitigate these physical
and transitional risks.
We fully support Australia's transition to a net zero economy by 2050. This transition presents both opportunities and
risks for our country. We believe that Australia has the potential to become a renewable energy exporter and a
producer of critical minerals. To achieve this, significant investments in new technologies, industries, and communities
are required.
We are encouraged by the steps taken by the Australian Government in the past year to address climate change. The
legislated emissions reduction targets provide clear direction for industry, banks, and investors, enabling them to make
informed decisions regarding funding and investments.
However, we recognise that not all of our businesses are in a position to adopt renewable energy solutions or energy-
efficient practices. Therefore, we welcome additional government funding targeted at energy efficiency and believe
that there is a continued role for government incentives to support businesses in their climate action efforts.
In managing climate-related risks, we are continually improving our risk management tools and processes and
ensuring these risks are effectively addressed.
Environmental regulation
The Group is not subject to any significant environmental regulation under Australian Commonwealth or State law.
6
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
Information on directors
Name:
Title:
Qualifications:
Experience and expertise:
Other current directorships:
Former directorships (last 3 years):
Special responsibilities:
Interest in shares:
Interest in options:
Contractual rights to shares:
Name:
Title:
Qualifications:
Experience and expertise
Malcolm Jones
Independent Chair
FCA
Malcolm has experience in managing large organisations. He has held
positions as a Member of the Group Management Board Zurich Financial
Services in Switzerland, CEO Zurich Financial Services Asia Pacific, CEO
Zurich Financial Services Australia Ltd, CEO NRMA Ltd & NRMA Insurance
Ltd and CEO State Government Insurance commission of South Australia
Prior to these executive roles Malcolm was a Partner at Ernst & Young where
he had worked for 18 years.
None
None
Member of the Strategy committee, Due Diligence committee and Audit
committee
2,376,670
None
None
Andrew Coleman
Managing Director and Chief Executive Officer ('CEO')
B.Ec (Hons)
Andrew is a Co-Founder of Teaminvest Private and is responsible for sourcing,
structuring and overseeing investments and general management. Prior to
joining Teaminvest Private, Andrew worked in Sydney as an investment
banker for Credit Suisse. Andrew advised and assisted clients on significant
corporate deals in Australia and internationally with a specific focus on mergers
and acquisitions and capital raising activity. He is also a co-author of 'Relative
Performance Incentives and Price Bubbles in Experimental Asset Markets'
published in the Southern Economic Journal.
Other current directorships:
Former directorships (last 3 years):
Special responsibilities:
Interest in shares:
Interest in options:
Contractual rights to shares:
None
None
Member of the Strategy committee and Due Diligence committee
6,869,465
None
None
7
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
Name:
Title:
Qualifications:
Experience and expertise:
Howard Coleman
Non-Executive Director
BSc in Physics
Howard has over 40 years’ experience as a founder and CEO in the areas of
sales, marketing, publishing, consumer
language and
mathematics education in Australia, South Africa and the UK. Howard has held
Board positions in a number of private companies in several countries. His
background and experience are invaluable for assessing the strengths and
weaknesses of companies. This particularly applies to identifying their future
risks, and the ability and strategies of the board and senior management to
deal with them.
finance, and
He
is a graduate of the Harvard Business School Owner/President
Management Program and completed the Australian Institute of Company
Directors’ program for company directors. Howard has regularly appeared as
a guest commentator on Sky Business and Ausbiz.
Other current directorships:
Former directorships (last 3 years):
Special responsibilities:
Interest in shares:
Interest in options:
Contractual rights to shares:
None
None
Member of the Strategy committee and Due Diligence committee
20,413,256
None
None
Name:
Title:
Qualifications:
Experience and expertise:
Ian Kadish
Independent Non-Executive Director
MBBCH MBA
Ian has significant public company board and executive experience as CEO
and Managing Director of ASX listed Integral Diagnostics Limited; CEO and
Managing Director of ASX listed Pulse Health Group; CEO and Managing
Director of private equity owned Healthcare Australia Limited and Executive
Director of JSE listed Network Healthcare Holdings Limited. In addition to his
public company experience, he has served as a senior executive and board
member of large private businesses owned and operated by private equity and
listed equity, including CEO of Laverty Pathology, Chief Operating Officer of
Greencross Vets Limited, and Co-founder and Non-Executive Director of
Digital Healthcare Solutions.
Ian holds a Master's of Business Administration ('MBA') from the Wharton
Business School at the University of Pennsylvania, United States of America,
and a Bachelor of Medicine and Surgery from the University of Witwatersrand,
South Africa. In addition to his executive career in the United States, South
Africa and Australia, Ian has also worked as a consultant for McKinsey and as
an advisor to boards on executing and integrating mergers and acquisitions.
Other current directorships:
Former directorships (last 3 years):
Special responsibilities:
Interest in shares:
Interest in options:
Contractual rights to shares:
Integral Diagnostics Limited (ASX: IDX)
None
Chairman of the Audit committee, member of the Due Diligence committee and
Strategy committee
354,461
None
None
8
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
Name:
Title:
Qualifications:
Experience and expertise
Regan Passlow
Non-Executive Director
MA, Mgmt
Regan has worked as an executive director for nearly 40 years for both
national and multi-national companies. His focus has been primarily on
strategic business development, administration and back-office systems.
He has over 40 years’ experience in senior management and governance roles
in private organisations. He is the former co-founder of WebProfit.com.au, a
business established in the 1990’s to provide executives of small and medium-
sized enterprises ('SMEs') with strategic advice on the use of the Internet and
e-commerce. He is also the co-founder of retail lender EM Finance Corporation
and a founding director of Teaminvest, Teaminvest Private and EM
Commercial Finance. He has historically chaired the investment committee
and has held directorships on five portfolio companies.
Other current directorships:
Former directorships (last 3 years):
Special responsibilities:
Interest in shares:
Interest in options:
Contractual rights to shares:
None
None
Chairman of the Risk and Compliance committee and member of the Strategy
committee, Due Diligence committee and Audit committee
4,509,420
None
None
'Other current directorships' quoted above are current directorships for listed entities only and excludes directorships
of all other types of entities, unless otherwise stated.
'Former directorships (last 3 years)' quoted above are directorships held in the last 3 years for listed entities only and
excludes directorships of all other types of entities, unless otherwise stated.
Company secretaries
Anand Sundaraj is a corporate lawyer with over 20 years experience and is currently a principal at Sundaraj & Ker, a
Sydney-based law firm. Anand specialises in advising on mergers and acquisitions, and capital raisings for both
publicly listed and privately held entities. He also advises on funds management and general securities law matters
including listing rule compliance and corporate governance.
Dean Robinson is the CFO, COO and Company Secretary. He is responsible for overseeing financial strategy and
operations including sourcing, structuring and overseeing investments and general management. Dean worked as a
Director of Mergers and Acquisitions with KPMG. In this role, he led the growth and development of the Greater
Western Sydney team. Dean holds a Master’s in Applied Finance from Macquarie University, Applied Finance Centre
and a Senior Executive MBA from University of Melbourne.
9
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
Meetings of directors
The number of meetings of the Company's Board of Directors ('the Board') and of each Board committee held during
the year ended 30 June 2023, and the number of meetings attended by each director were:
Full Board
Due Diligence Committee
Strategy Committee
Attended
Held
Attended
Held
Attended
Held
Malcolm Jones
Andrew
Coleman
Howard
Coleman
Ian Kadish
Regan Passlow
10
10
10
10
10
10
10
10
10
10
-
-
-
-
-
-
-
-
-
-
4
4
3
4
4
4
4
4
4
4
Held: represents the number of meetings held during the time the director held office or was a member of the relevant
committee.
Audit Committee
The Company has established an Audit Committee which has three members, two of whom are independent
(including an independent Chair):
- Dr Ian Kadish, independent chair of the committee;
- Mr Malcolm Jones, independent member of the committee; and
- Mr Regan Passlow, non-executive member of the committee.
The number of meetings of the Audit Committee held during the year ended 30 June 2023, and the number of
meetings attended by each director were:
Audit Committee
Risk and Compliance Committee
Attended
Held
Attended
Held
Malcolm Jones
Ian Kadish
Regan Passlow
4
4
4
4
4
4
-
-
1
-
-
1
Held: represents the number of meetings held during the time the director held office or was a member of the
relevant committee.
Risk and Compliance Committee
The Company has established a Risk and Compliance Committee which has seven members comprising Mr Dean
Robinson, the chair of the committee, and six Selected Shareholders. In the FY23 year Mr Dean Robinson stepped
down from the Risk and Compliance Committee to focus on the growth of TIP Equity and was replaced by Mr Regan
Passlow. The Risk and Compliance Committee’s function is to continuously review the risk, compliance framework and
corporate governance policies of the Group’s Portfolio Companies to inculcate and improve operations.
Nomination and Remuneration Committee
The Company has not constituted a Nomination and Remuneration Committee given the nature and scale of the Group’s
operations. The Board as a whole fulfils the functions normally delegated to a Nomination and Remuneration Committee.
10
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
Remuneration report (audited)
The remuneration report details the key management personnel remuneration arrangements for the Group, in
accordance with the requirements of the Corporations Act 2001 and its Regulations.
Key management personnel are those persons having authority and responsibility for planning, directing and
controlling the activities of the Company, directly or indirectly, including all directors.
The remuneration report is set out under the following main headings:
Principles used to determine the nature and amount of remuneration
Details of remuneration
Service agreements
Share-based compensation
Additional information
Additional disclosures relating to key management personnel
Principles used to determine the nature and amount of remuneration
The objective of the Group's executive reward framework is to ensure reward for performance appropriate for the results
delivered. The framework aligns executive reward with the achievement of strategic objectives and the creation of value
for shareholders. The Board of Directors ('the Board') ensures that executive reward satisfies the following key criteria:
clarity and transparency;
performance linkage / alignment; and
acceptability to shareholders;
quantum.
The Board is responsible for determining and reviewing remuneration arrangements for its directors and executives.
The performance of the Group depends on the quality of its directors and executives. The remuneration philosophy is
to attract, motivate and retain high performance and high-quality personnel. The Board determines its remuneration
policies having regard to the Company’s earnings and the consequences of the Company’s performance on shareholder
wealth.
The Board has structured an executive remuneration framework that it considers is complementary to the strategy of
the Group.
The reward framework is designed to align executive reward to long term shareholders' interest by:
having economic profit as the core component of plan design;
focusing on long term growth in shareholder wealth, and delivering constant or increasing return on assets as
well as focusing the executive on key non-financial drivers of value while decreasing risk; and
attracting and retaining highly motivated executives.
Additionally, the reward framework seeks to enhance executives' interests by:
rewarding capability and profit generation;
reflecting reward for contribution to growth in shareholder wealth; and
providing a clear structure for earning attractive rewards for performance.
The structure of non-executive director and executive director remuneration is separate.
Non-executive directors' remuneration
Fees and payments to non-executive directors reflect the demands and responsibilities of their role. Non-executive
directors' fees and payments are reviewed annually by the Board. The chair's fees are determined independently to the
fees of other non-executive directors. The chair is not present at any discussions relating to the determination of their
own remuneration. Non-executive directors do not receive bonuses or other incentives.
11
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
The annual non-executive directors' fees currently agreed to be paid by the Company are set out below:
Director Director's fees
Malcolm Jones $100,000 per annum (including superannuation).
Howard Coleman $70,000 per annum (including superannuation).
Ian Kadish $70,000 per annum (including superannuation).
Regan Passlow $70,000 per annum (including superannuation).
Each non-executive director has agreed with the Company that half of their remuneration will be accrued but not paid
during each financial year. These payments are to be settled subject to shareholder vote at the AGM. If approval is not
granted, these will be paid in cash. It is noted that, for the financial year ended 30 June 2022, shareholder approval
was not sought and instead 273,944 shares were purchased on market at an average price of 0.470 cents and
transferred to the directors to satisfy their accrued remuneration.
Australian Securities Exchange ('ASX') listing rules require the aggregate non-executive directors' remuneration be
determined periodically by a general meeting. The maximum aggregate non-executive directors' remuneration was
approved in 2019 by the Constitution at $500,000. Any changes to this amount will be approved by shareholders in the
annual general meeting.
Executive remuneration
Fixed remuneration, consisting of base salary, superannuation non-monetary benefits and reward framework, are
reviewed annually by the Board based on individual and business unit performance and the overall performance of the
Group. The Fixed remuneration is set below comparable market remunerations. A greater percentage of total executive
remuneration is available through short-term and long-term incentives based on performance.
The executive remuneration and reward framework has four components:
base pay and non-monetary benefits;
short-term performance incentives;
share-based payments; and
other remuneration such as superannuation, annual leave and long service leave.
The combination of these comprises the executive's total remuneration.
Executives may receive their fixed remuneration in the form of cash or other fringe benefits (for example motor vehicle
benefits) where it does not create any additional costs to the Group and provides additional value to the executive.
The short-term incentives ('STI') program is designed to align the targets of the business units with the performance
hurdles of executives. STI payments are granted to executives based on specific annual targets and key performance
indicators ('KPI's') being achieved.
Consolidated entity performance and link to remuneration
The incentives to the executives is based on Net Profit After Tax as described below.
An annual bonus equal to 3.5% of the Company’s audited comprehensive income per annum (before expensing the
cost of the bonus) comprising:
75% to be paid in cash (Cash Component); and
25% to be issued as shares in the Company (Share Component).
The bonus is to be determined twice each financial year, after the reviewed Half Year Result and after the audited Full
Year Result.
Use of remuneration consultants
During the financial period ended 30 June 2023, the Group did not engage the use of remuneration consultants.
12
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
Details of remuneration
The key management personnel of the Group consisted of the following directors of Teaminvest Private Group
Limited:
Malcolm Jones - Independent Chair
Howard Coleman - Non-Executive Director
Regan Passlow - Non-Executive Director
Andrew Coleman - Managing Director and Chief Executive Officer ('CEO')
Ian Kadish - Independent Non-Executive Director
And the following person
Dean Robinson - Chief Finance Officer ('CFO') and Chief Operating Officer (’COO’)
Amounts of remuneration
Details of the remuneration of key management personnel of the Group are set out in the following tables.
Short-term benefits
Post-
Employment
benefits
Cash
salary and
fees
Cash
bonus
Annual
leave
Superannuation
Long-term
benefits
Long
service
leave
Share-based payment
Cash
settled
Bonus
settled
Bonus
unsettled
Total
$
$
$
$
$
$
$
$
$
45,249
31,674
31,674
31,674
-
-
-
-
-
-
-
-
9,502
6,652
6,652
6,652
-
-
-
-
45,249
31,674
31,674
31,674
-
-
-
-
-
-
-
-
100,000
70,000
70,000
70,000
226,244
130,665
11,651
38,129
8,188
48,346
-
-
463,223
226,244
130,665
19,839
38,129
-
48,346
592,759
261,330
31,490
105,716
8,188
236,963
-
-
-
463,223
-
1,236,446
30 June
2023
Non-
Executive
Directors:
Malcolm
Jones
Howard
Coleman
Ian Kadish
Regan
Passlow
Executive
Directors:
Andrew
Coleman
Other Key
Management
Personnel:
Dean
Robinson
13
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
30 June
2022
Non-
Executive
Directors:
Malcolm
Jones
Howard
Coleman
Ian Kadish
Regan
Passlow
Executive
Directors:
Andrew
Coleman
Other Key
Management
Personnel:
Dean
Robinson
45,455
31,818
31,818
31,818
200,000
200,000
540,909
-
-
-
-
-
-
-
Short-term benefits
Post-
Employment
benefits
Cash
salary and
fees
Cash
bonus
Annual
leave
Superannuation
Long-term
benefits
Long
service
leave
Share-based payment
Cash
settled
Bonus
settled
Bonus
unsettled
Total**
$
$
$
$
$
$
$
$
$
-
-
-
-
9,090
6,364
6,364
6,364
-
-
-
-
45,455
31,818
31,818
31,818
15,384
20,507
3,334
16,863
32,247
20,507
69,196
-
3,334
140,909
-
-
-
-
-
-
-
-
-
-
-
-
-
-
100,000
70,000
70,000
70,000
239,225
237,370
786,595
-
-
* share-based payments represent 50% of non-executive directors' remuneration and 25% of executive director and
other key management personnel's bonuses, that have been accrued and not paid during the financial year. These
payments are to be settled in shares subject to Board approval and shareholder vote at the AGM. If approval is not
granted, these will be paid in cash.
14
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
Service agreements
Remuneration and other terms of employment for key management personnel are formalised in service agreements.
Details of these agreements are as follows:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Malcolm Jones
Independent Chairperson
13 December 2019
Ongoing
$100,000 per annum (including superannuation)
Howard Coleman
Non-Executive Director
1 March 2019
Ongoing
$70,000 per annum (including superannuation)
Ian Kadish
Non-Executive Director
26 February 2019
Ongoing
$70,000 per annum (including superannuation)
Regan Passlow
Non-Executive Director
1 March 2019
Ongoing
$70,000 per annum (including superannuation)
Andrew Coleman
Managing Director and Chief Executive Officer
26 February 2019
Ongoing
$250,000 per annum (including superannuation) and bonus of 3.5-4% based on
company’s performance. Employment notice is 3 months.
Dean Robinson
Chief Finance Officer
1 November 2018
Ongoing
$250,000 per annum (including superannuation) and bonus of 3.5-4% based on
company’s performance. Employment notice is 3 months
Key management personnel have no entitlement to termination payments in the event of removal for misconduct.
Leave entitlements are accrued on top of the annual salary.
15
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
Share-based compensation
Issue of shares
Details of shares issued to directors and other key management personnel as part of compensation during the year
ended 30 June 2023 are set out below:
30 June 2023
Shares issued to KMP
30 June 2022
Shares issued to KMP
Issue Date
Number of Shares
Price Total Value
18/10/2022
273,944
$0.514
140,909
27/10/2021
28/10/2021
28/10/2021
343,784
248,639
74,691
$0.569
195,720
$0.569
141,476
$0.575
42,962
There were no options over ordinary shares granted to or vested by directors and other key management personnel
as part of compensation during the year ended 30 June 2023.
Additional disclosures relating to key management personnel
Shareholding
The number of shares in the Company held during the financial year by each director and other members of key
management personnel of the Group, including their personally related parties, is set out below:
Ordinary shares
Malcolm Jones
Howard Coleman
Ian Kadish
Regan Passlow
Andrew Coleman
Dean Robinson
Balance at
the start of
the year
Received
as part of
remuneration
Additions
Other
2,260,519
18,435,244
292,603
3,691,635
6,829,634
1,379,245
32,888,880
88,370
61,858
61,858
61,858
-
-
273,944
-
125,251
-
-
-
-
125,251
27,781
1,790,903
-
755,927
39,831
16,371
2,630,813
Balance at
the end of
the year
2,376,670
20,413,256
354,461
4,509,420
6,869,465
1,395,616
35,918,888
This concludes the remuneration report, which has been audited.
16
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
Shares under option
There were no unissued ordinary shares of Teaminvest Private Group Limited under option outstanding at the date of
this report.
Shares issued on the exercise of options
There were no ordinary shares of Teaminvest Private Group Limited issued on the exercise of options during the year
ended 30 June 2023 and up to the date of this report.
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 executives
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 the liability and the amount of the premium.
Indemnity and insurance of auditor
The Company has not, during or since the end of 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.
Proceedings on behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on
behalf of the Company, or to 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 part of those proceedings.
Non-audit services
Details of the amounts paid or payable to the auditor for non-audit services provided during the financial year by the
auditor are outlined in note 30 to the financial statements.
The directors are satisfied that the provision of non-audit services during the financial year, 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.
The directors are of the opinion that the services as disclosed in note 29 to the financial statements do not
compromise the external auditor's independence requirements of the Corporations Act 2001 for the following reasons:
all non-audit services have been reviewed and approved to ensure that they do not impact the integrity and
objectivity of the auditor; and
none of the services undermine the general principles relating to auditor independence as set out in APES
110 Code of Ethics for Professional Accountants (including Independence Standards) issued by the
Accounting Professional and Ethical Standards Board, including reviewing or auditing the auditor's own work,
acting in a management or decision-making capacity for the Group, acting as advocate for the Group or jointly
sharing economic risks and rewards.
Officers of the Company who are former partners of BDO
There are no officers of the Company who are former partners of BDO, the auditor of the Group.
Rounding of amounts
The Company is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and
Investments Commission, relating to 'rounding-off'. Amounts in this report have been rounded off in accordance with
that Corporations Instrument to the nearest thousand dollars, or in certain cases, the nearest dollar.
17
Teaminvest Private Group Limited
Directors’ report
For the year ended 30 June 2023
Auditor's independence declaration
A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set
out immediately after this directors' report.
Auditor
BDO continues in office in accordance with section 327 of the Corporations Act 2001.
This report is made in accordance with a resolution of directors, pursuant to section 298(2)(a) of the Corporations Act
2001.
On behalf of the directors
Andrew Coleman
Managing Director and Chief Executive Officer
28 August 2023
Sydney
18
Tel: +61 2 9251 4100
Fax: +61 2 9240 9821
www.bdo.com.au
Level 11, 1 Margaret Street
Sydney NSW 2000
Australia
Tel: +61 2 9251 4100
Fax: +61 2 9240 9821
www.bdo.com.au
Level 11, 1 Margaret Street
Sydney NSW 2000
Australia
DECLARATION OF INDEPENDENCE BY RYAN POLLETT TO THE DIRECTORS OF TEAMINVEST PRIVATE
GROUP LIMITED
As lead auditor of Teaminvest Private Group Limited for the year ended 30 June 2023, I declare that,
DECLARATION OF INDEPENDENCE BY RYAN POLLETT TO THE DIRECTORS OF TEAMINVEST PRIVATE
to the best of my knowledge and belief, there have been:
GROUP LIMITED
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
As lead auditor of Teaminvest Private Group Limited for the year ended 30 June 2023, I declare that,
to the best of my knowledge and belief, there have been:
This declaration is in respect of Teaminvest Private Group Limited and the entities it controlled during
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
the period.
relation to the audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Teaminvest Private Group Limited and the entities it controlled during
the period.
Ryan Pollett
Director
BDO Audit Pty Ltd
Ryan Pollett
Sydney
Director
28 August 2023
BDO Audit Pty Ltd
Sydney
28 August 2023
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO
Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of
BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member
firms. Liability limited by a scheme approved under Professional Standards Legislation.
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO
Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of
BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member
firms. Liability limited by a scheme approved under Professional Standards Legislation.
19
Teaminvest Private Group Limited
Consolidated statement of profit or loss and other
comprehensive income
For the year ended 30 June 2023
Consolidated
Revenue
Revenue from continuing operations
Share of profits of associates accounted for using the equity method
Other income
Interest revenue calculated using the effective interest method
Expenses
Raw materials and consumables used
Employee benefits expense
Depreciation/amortisation
Impairment of assets
Impairment of receivables
Net loss on disposal of property, plant and equipment
Occupancy expense
Other expenses
Finance costs
Profit/(loss) before income tax expense from continuing
operations
Income tax (expense)/benefit
Note
30 Jun 2023
$'000
30 Jun 2022
$'000
5
13
6
7
7
7
8
108,894
2,471
416
7
(39,158)
(49,549)
(3,587)
-
(1,345)
(2)
(568)
(9,613)
(172)
88,661
2,674
894
7
(35,646)
(42,898)
(3,546)
(17,442)
(183)
(84)
(669)
(7,030)
(331)
7,794
(15,593)
(1,088)
280
Profit/(loss)after income tax expense from continuing operations
6,706
(15,313)
Profit/(loss) after income tax expense from discontinued operations
35
(2,705)
(2,461)
Profit/(loss) after income tax expense for the year
4,001
(17,773)
Other comprehensive income for the year, net of tax
-
-
Total comprehensive income for the year
4,001
(17,773)
Profit/(loss) for the year is attributable to:
Non-controlling interest
Owners of Teaminvest Private Group Limited
(63)
4,064
(22)
(17,751)
4,001
(17,773)
The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
20
Teaminvest Private Group Limited
Consolidated statement of profit or loss and other
comprehensive income
For the year ended 30 June 2023
Total comprehensive income for the year is attributable to:
Continuing operations
Discontinued operations
Non-controlling interest
Continuing operations
Discontinued operations
Owners of Teaminvest Private Limited
Note
30 Jun 2023
$'000
30 Jun 2022
$'000
14
(77)
(63)
6,769
(2,705)
4,064
(10)
(12)
(22)
(15,290)
(2,461)
(17,751)
Earnings per share for profit from continuing operations
attributable to the owners of Teaminvest Private Group Limited
Basic earnings per share
Diluted earnings per share
Earnings per share for profit from discontinued operations
attributable to the owners of Teaminvest Private Group Limited
Basic earnings per share
Diluted earnings per share
Earnings per share for profit attributable to the owners of
Teaminvest Private Group Limited
Basic earnings per share
Diluted earnings per share
Note
30 Jun 2023
Cents
30 Jun 2022
Cents
38
38
5.08
5.08
(11.64)
(11.64)
38
38
38
38
(2.03)
(2.03)
(1.87)
(1.87)
3.05
3.05
(13.52)
(13.52)
The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
21
Teaminvest Private Group Limited
Consolidated statement of financial position
For the year ended 30 June 2023
Consolidated
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Contract assets
Inventories
Income tax
Prepayments and other deposits
Held for sale
Total current assets
Non-current assets
Investments accounted for using the equity method
Other financial assets
Property, plant and equipment
Right-of-use assets
Intangibles
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Contract liabilities
Borrowings
Lease liabilities
Employee benefits
Provisions
Total current liabilities
Non-current liabilities
Lease liabilities
Deferred taxes
Employee benefits
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
(Accumulated losses)/retained profits
Capital Contribution
Total equity attributable to the equity holders of the Parent
Non-controlling interest
Total equity
Note
30 Jun 2023
$'000
30 June 2022
$'000
9
10
11
12
13
14
15
16
17
18
19
20
21
25
23
8
24
26
7,867
10,661
10,294
11,980
384
916
980
43,082
28,394
753
5,353
2,134
43,955
80,589
6,426
8,577
10,545
10,688
369
1,819
-
38,424
23,804
411
5,694
2,956
44,868
77,733
123,671
116,157
13,560
12,375
529
1,438
2,233
495
30,630
974
4,781
465
6,220
36,850
86,821
90,372
(3,769)
229
86,832
(11)
86,821
14,520
7,660
586
1,573
2,379
307
27,025
2,057
5,005
557
7,619
34,644
81,513
88,301
(7,069)
229
81,461
52
81,513
The above statement of financial position should be read in conjunction with the accompanying notes
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Teaminvest Private Group Limited
Consolidated statement of cash flows
For the year ended 30 June 2023
Consolidated
Note
30 Jun 2023
$'000
30 June 2022
$'000
Cash flows from operating activities
Receipts from customers (inclusive of GST)
Payments to suppliers and employees (inclusive of GST)
125,222
(117,979)
101,088
(100,069)
Dividends received
Interest received
Other revenue
Interest and other finance costs paid
Income taxes (paid)/refunded
Net cash from operating activities
Cash flows from investing activities
(Net payments for)/net cash acquired from business combinations
Payments for investment in associates
Payments for other financial assets
Payments for property, plant and equipment
Payments for intangibles
Proceeds from disposal of property, plant and equipment
Net cash used in investing activities
Cash flows from financing activities
(Repayments)/proceeds from borrowings
Repayment of lease liabilities
Loans to related and other parties
Dividends paid
Net cash used in financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
37
14
16
37
15
750
7
-
(172)
(946)
6,882
-
(1,782)
-
(1,486)
(104)
575
(2,797)
(57)
(1,826)
(100)
(661)
(2,644)
1,441
6,426
1,310
-
377
(324)
(560)
1,822
(85)
(1,023)
(300)
(2,251)
(107)
517
(3,249)
(422)
(2,541)
(1,145)
(70)
(4,178)
(5,605)
12,031
Cash and cash equivalents at the end of the financial year
9
7,867
6,426
Represented by:
Cash and cash equivalents
7,867
7,867
6,426
6,426
The above statement of cash flows should be read in conjunction with the accompanying notes
25
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 1. General information
The financial statements cover Teaminvest Private Group Limited as a Group consisting of Teaminvest Private Group
Limited ('Company' or 'parent entity') and the entities it controlled at the end of, or during, the period (referred to in these
financial statements as the 'Group'). The financial statements are presented in Australian dollars, which is Teaminvest
Private Group Limited's functional and presentation currency.
Teaminvest Private Group Limited is a listed public company limited by shares, incorporated and domiciled in Australia.
Its registered office and principal place of business is:
Ground Floor Suite 2, 23 Ryde Road
Pymble, NSW 2073
A description of the nature of the Group's operations and its principal activities are included in the directors' report, which
is not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of directors, on 28 August 2023.
The directors have the power to amend and reissue the financial statements.
26
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 2. Significant accounting policies
The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies
have been consistently applied to all the years presented, unless otherwise stated.
(a) New or amended Accounting Standards and Interpretations adopted
The group has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian
Accounting Standards Board ('AASB') that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
(b) New Accounting Standards and Interpretations not yet mandatory or early adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet
mandatory, have not been early adopted by the consolidated entity for the annual reporting period ended 30 June 2023.
The Group has not yet assessed the impact of these new or amended Accounting Standards and Interpretations.
Basis of preparation
These general-purpose financial statements have been prepared in accordance with Australian Accounting Standards
and Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as
appropriate for for-profit oriented entities. These financial statements also comply with International Financial Reporting
Standards as issued by the International Accounting Standards Board ('IASB').
Historical cost convention
The financial statements have been prepared under the historical cost convention, unless otherwise stated.
Critical accounting estimates
The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires
management to exercise its judgement in the process of applying the Group's accounting policies. The areas involving
a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial
statements, are disclosed in note 3.
Parent entity information
In accordance with the Corporations Act 2001, these financial statements present the results of the Group only.
Supplementary information about the parent entity is disclosed in note 40.
Principles of consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Teaminvest Private
Group Limited as at 30 June 2023 and the results of all subsidiaries for the period then ended.
Subsidiaries are all those entities over which the Group has control. The Group controls an entity when the Group is
exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns
through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control
is transferred to the Group. They are de-consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between entities in the Group are eliminated.
Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset
transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the
policies adopted by the Group.
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership
interest, without the loss of control, is accounted for as an equity transaction, where the difference between the
consideration transferred and the book value of the share of the non-controlling interest acquired is recognised directly
in equity attributable to the parent.
27
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 2. Significant accounting policies (cont.)
Where the Group loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and non-
controlling interest in the subsidiary together with any cumulative translation differences recognised in equity. The Group
recognises the fair value of the consideration received and the fair value of any investment retained together with any
gain or loss in profit or loss.
Reportable and operating segments
Reportable and operating segments are presented using the 'management approach', where the information presented
is on the same basis as the internal reports provided to the Chief Operating Decision Makers ('CODM'). The CODM is
responsible for the allocation of resources to operating segments and assessing their performance.
28
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 2. Significant accounting policies (cont.)
Revenue recognition
The Group recognises revenue as follows:
Revenue from contracts with customers
Revenue is recognised at an amount that reflects the consideration to which the Group is expected to be entitled in
exchange for transferring goods or services to a customer. For each contract with a customer, the Group: identifies the
contract with a customer; identifies the performance obligations in the contract; determines the transaction price which
takes into account estimates of variable consideration and the time value of money; allocates the transaction price to
the separate performance obligations on the basis of the relative stand-alone selling price of each distinct good or
service to be delivered; and recognises revenue when or as each performance obligation is satisfied in a manner that
depicts the transfer to the customer of the goods or services promised.
Variable consideration within the transaction price, if any, reflects concessions provided to the customer such as
discounts, rebates and refunds, any potential bonuses receivable from the customer and any other contingent events.
Such estimates are determined using either the 'expected value' or 'most likely amount' method. The measurement of
variable consideration is subject to a constraining principle whereby revenue will only be recognised to the extent that it
is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur. The
measurement constraint continues until the uncertainty associated with the variable consideration is subsequently
resolved. Amounts received that are subject to the constraining principle are recognised as a refund liability.
Sale of goods
Revenue from the design, manufacture and installation of the products listed below is typically recognised at the point
in time when the customer obtains control of the goods, which is generally at the time of installation or delivery.
glass splashbacks, glass bathroom walls and toughened mirrors;
automation and remote monitoring products.
semi-trailers; and
Revenue from the design, development and installation of electrical network extensions and upgrades work in exchange
for a fixed fee is recognised over time.
Rendering of services
Revenue from a contract to provide logistic support services at a fixed price is recognised at a point in time when the
services are rendered and items are delivered.
Revenue from the design, development and installation of architectural metal work in exchange for a fixed fee is
recognised over time as is the provision of traffic management services. Due to the high degree of interdependence
between the various elements of these projects, they are accounted for as a single performance obligation. The
performance obligation is based on the 'output method', where progress is measured against internally predetermined
project milestones, being the most faithful depiction of the transfer of goods and services to each customer based on
historical experience. As the performance obligation is generally completed within 12 months, the Group has used the
practical expedient not to adjust for the effects of financing. The revenue from subscription and education services is
recognised over the respective deemed benefit period.
Interest
Interest revenue is recognised as interest accrues using the effective interest method. This is a method of calculating
the amortised cost of a financial asset and allocating the interest income over the relevant period using the effective
interest rate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the
financial asset to the net carrying amount of the financial asset.
Other revenue
Other revenue is recognised when it is received or when the right to receive payment is established.
Income tax
The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the
applicable income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable
to temporary differences, unused tax losses and the adjustment recognised for prior periods, where applicable.
29
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 2. Significant accounting policies (cont.)
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when
the assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted,
except for:
When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability
in a transaction that is not a business combination and that, at the time of the transaction, affects neither the
accounting nor taxable profits; or
When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures,
and the timing of the reversal can be controlled and it is probable that the temporary difference will not reverse
in the foreseeable future.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that
future taxable amounts will be available to utilise those temporary differences and losses.
The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date. Deferred
tax assets recognised are reduced to the extent that it is no longer probable that future taxable profits will be available
for the carrying amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that
it is probable that there are future taxable profits available to recover the asset.
Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets
against current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable
authority on either the same taxable entity or different taxable entities which intend to settle simultaneously.
Teaminvest Private Group Limited (the 'head entity') and its wholly-owned Australian subsidiaries have formed an
income tax consolidated group under the tax consolidation regime. The head entity and each subsidiary in the tax
consolidated group continue to account for their own current and deferred tax amounts. The tax consolidated group has
applied the 'separate taxpayer within group' approach in determining the appropriate amount of taxes to allocate to
members of the tax consolidated group.
In addition to its own current and deferred tax amounts, the head entity also recognises the current tax liabilities (or
assets) and the deferred tax assets arising from unused tax losses and unused tax credits assumed from each
subsidiary in the tax consolidated group.
Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as amounts
receivable from or payable to other entities in the tax consolidated group. The tax funding arrangement ensures that the
intercompany charge equals the current tax liability or benefit of each tax consolidated group member, resulting in
neither a contribution by the head entity to the subsidiaries nor a distribution by the subsidiaries to the head entity.
Current and non-current classification
Assets and liabilities are presented in the statement of financial position based on current and non-current classification.
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the
Group's normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12
months after the reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or
used to settle a liability for at least 12 months after the reporting period. All other assets are classified as non-current.
A liability is classified as current when: it is either expected to be settled in the Group's normal operating cycle; it is held
primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no
unconditional right to defer the settlement of the liability for at least 12 months after the reporting period. All other
liabilities are classified as non-current.
Deferred tax assets and liabilities are always classified as non-current.
Cash and cash equivalents
Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term,
highly liquid investments with original maturities of three months or less that are readily convertible to known amounts
of cash and which are subject to an insignificant risk of changes in value. For the statement of cash flows presentation
purposes, cash and cash equivalents also includes bank overdrafts, which are shown within borrowings in current
liabilities on the statement of financial position.
30
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 2. Significant accounting policies (cont.)
Trade and other receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective
interest method, less any allowance for expected credit losses. Trade receivables are generally due for settlement within
30 days.
The Group has applied the simplified approach to measuring expected credit losses, which uses a lifetime expected
loss allowance. To measure the expected credit losses, trade receivables have been grouped based on days overdue.
Other receivables are recognised at amortised cost, less any allowance for expected credit losses.
Contract assets
Contract assets are recognised when the Group has transferred goods or services to the customer but where the Group
has yet to issue an invoice. Contract assets are treated as financial assets for impairment purposes.
Inventories
Raw materials, work in progress and finished goods are stated at the lower of cost and net realisable value on a 'first in
first out' basis. Cost comprises of direct materials and delivery costs, direct labour, import duties and other taxes, an
appropriate proportion of variable and fixed overhead expenditure based on normal operating capacity, and, where
applicable, transfers from cash flow hedging reserves in equity. Costs of purchased inventory are determined after
deducting rebates and discounts received or receivable.
Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of
completion and the estimated costs necessary to make the sale.
Associates
Associates are entities over which the Group has significant influence but not control or joint control. Investments in
associates are accounted for using the equity method. Under the equity method, the share of the profits or losses of the
associate is recognised in profit or loss and the share of the movements in equity is recognised in other comprehensive
income. Investments in associates are carried in the statement of financial position at cost plus post-acquisition changes
in the Group's share of net assets of the associate. Goodwill relating to the associate is included in the carrying amount
of the investment and is neither amortised nor individually tested for impairment. Dividends received or receivable from
associates reduce the carrying amount of the investment.
When the Group's share of losses in an associate equals or exceeds its interest in the associate, including any
unsecured long-term receivables, the Group does not recognise further losses, unless it has incurred obligations or
made payments on behalf of the associate.
The Group discontinues the use of the equity method upon the loss of significant influence over the associate and
recognises any retained investment at its fair value. Any difference between the associate's carrying amount, fair value
of the retained investment and proceeds from disposal is recognised in profit or loss.
Property, plant and equipment
Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost includes
expenditure that is directly attributable to the acquisition of the items.
Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and equipment
(excluding land) over their expected useful lives as follows:
Leasehold improvements
Plant and equipment
Plant and equipment under lease
Motor vehicles
over the term of the lease
1-10 years
2-5 years
4-10 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting
date.
Leasehold improvements are depreciated over the unexpired period of the lease or the estimated useful life of the
assets, whichever is shorter.
31
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 2. Significant accounting policies (cont.)
An item of property, plant and equipment is derecognised upon disposal or when there is no future economic benefit to
the Group. Gains and losses between the carrying amount and the disposal proceeds are taken to profit or loss.
Right-of-use assets
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost,
which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or
before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except where
included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the
underlying asset, and restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated
useful life of the asset, whichever is the shorter. Where the Group expects to obtain ownership of the leased asset at
the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment
or adjusted for any remeasurement of lease liabilities.
The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with
terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or
loss as incurred.
Intangible assets
Intangible assets acquired as part of a business combination, other than goodwill, are initially measured at their fair
value at the date of the acquisition. Intangible assets acquired separately are initially recognised at cost. Indefinite life
intangible assets are not amortised and are subsequently measured at cost less any impairment. Finite life intangible
assets are subsequently measured at cost less amortisation and any impairment. The gains or losses recognised in
profit or loss arising from the derecognition of intangible assets are measured as the difference between net disposal
proceeds and the carrying amount of the intangible asset. The method and useful lives of finite life intangible assets are
reviewed annually. Changes in the expected pattern of consumption or useful life are accounted for prospectively by
changing the amortisation method or period.
Goodwill
Goodwill arises on the acquisition of a business. Goodwill is not amortised. Instead, goodwill is tested annually for
impairment, or more frequently if events or changes in circumstances indicate that it might be impaired and is carried at
cost less accumulated impairment losses. Impairment losses on goodwill are taken to profit or loss and are not
subsequently reversed.
Confidential information
This is proprietary information developed within an acquired business and consists of know-how, internal financial
information and equations supporting proprietary software. This is not amortised and is tested annually for impairment.
Brand
Brand is acquired as part of business combination and is the collective customer and market sentiment towards a
business, as evidenced by the business’s market share, price position, customer base, ongoing customer revenues and
client loyalty. This is not amortised and is tested annually for impairment.
32
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 2. Significant accounting policies (cont.)
Patents and trademarks
Significant costs associated with patents and trademarks are deferred and amortised on a straight-line basis over the
period of their expected benefit, being their finite useful life of 10 years.
Customer relationships
Customer relationships acquired in a business combination are amortised on a straight-line basis over the period of their
expected benefit, being their finite life of 10 and 15 years.
Software
Significant costs associated with software are deferred and amortised on a straight-line basis over the period of their
expected benefit, being their finite useful life of 5 years.
Technology based intangible assets
These consist of unpatented software, processes and accumulated data acquired in a business combination. They are
amortised over the period of their expected benefit, being a useful life of 15 years.
Networks and relationships
Networks and relationships acquired in a business combination are amortised on a straight-line basis over the period of
their expected benefit, being 6 years.
Impairment of non-financial assets
Goodwill is not subject to amortisation and is tested annually for impairment, or more frequently if events or changes in
circumstances indicate that it might be impaired. Other non-financial assets are reviewed for impairment whenever
events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is
recognised for the amount by which the asset's carrying amount exceeds its recoverable amount.
Recoverable amount is the higher of an asset's fair value less costs of disposal and value-in-use. The value-in-use is
the present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the
asset or cash-generating unit to which the asset belongs. Assets that do not have independent cash flows are grouped
together to form a cash-generating unit.
Trade and other payables
These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year
and which are unpaid. Due to their short-term nature they are measured at amortised cost and are not discounted. The
amounts are unsecured and are usually paid within 30 days of recognition.
Contract liabilities
Contract liabilities represent the Group's obligation to transfer goods or services to a customer and are recognised when
a customer pays consideration, or when the Group recognises a receivable to reflect its unconditional right to
consideration (whichever is earlier) before the Group has transferred the goods or services to the customer.
Borrowings
Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction costs.
They are subsequently measured at amortised cost using the effective interest method.
Lease liabilities
A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the
present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in
the lease or, if that rate cannot be readily determined, the Group's incremental borrowing rate. Lease payments comprise
of fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate,
amounts expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise
of the option is reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that
do not depend on an index or a rate are expensed in the period in which they are incurred.
Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are
remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate used;
residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is
33
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 2. Significant accounting policies (cont.)
Lease liabilities (cont.)
remeasured, an adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of
the right-of-use asset is fully written down.
Finance costs
Finance costs are expensed in the period in which they are incurred.
Provisions
Provisions are recognised when the Group has a present (legal or constructive) obligation as a result of a past event, it
is probable the Group will be required to settle the obligation, and a reliable estimate can be made of the amount 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 account the risks and uncertainties surrounding the obligation. If the time
value of money is material, provisions are discounted using a current pre-tax rate specific to the liability. The increase
in the provision resulting from the passage of time is recognised as a finance cost.
Employee benefits
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be
settled wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the
liabilities are settled.
Other long-term employee benefits
The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting date
are measured at the present value of expected future payments to be made in respect of services provided by employees
up to the reporting date. Consideration is given to expected future wage and salary levels, experience of employee
departures and periods of service. Expected future payments are discounted using market yields at the reporting date
on high quality corporate bonds with terms to maturity and currency that match, as closely as possible, the estimated
future cash outflows.
Defined contribution superannuation expense
Contributions to defined contribution superannuation plans are expensed in the period in which they are incurred.
Share-based payments
Equity-settled share-based compensation benefits are provided to employees.
Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange
for the rendering of services. Cash-settled transactions are awards of cash for the exchange of services, where the
amount of cash is determined by reference to the share price.
Fair value measurement
When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the
fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date; and assumes that the transaction will take place either: in the
principal market; or in the absence of a principal market, in the most advantageous market.
Fair value is measured using the assumptions that market participants would use when pricing the asset or liability,
assuming they act in their economic best interests. For non-financial assets, the fair value measurement is based on its
highest and best use. Valuation techniques that are appropriate in the circumstances and for which sufficient data are
available to measure fair value, are used, maximising the use of relevant observable inputs and minimising the use of
unobservable inputs.
Assets and liabilities measured at fair value are classified into three levels, using a fair value hierarchy that reflects the
significance of the inputs used in making the measurements. Classifications are reviewed at each reporting date and
transfers between levels are determined based on a reassessment of the lowest level of input that is significant to the
fair value measurement.
For recurring and non-recurring fair value measurements, external valuers may be used when internal expertise is either
not available or when the valuation is deemed to be significant. External valuers are selected based on market
34
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 2. Significant accounting policies (cont.)
knowledge and reputation. Where there is a significant change in fair value of an asset or liability from one period to
another, an analysis is undertaken, which includes a verification of the major inputs applied in the latest valuation and
a comparison, where applicable, with external sources of data.
Issued capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of
tax, from the proceeds.
Business combinations
The acquisition method of accounting is used to account for business combinations regardless of whether equity
instruments or other assets are acquired.
The consideration transferred is the sum of the acquisition-date fair values of the assets transferred, equity instruments
issued or liabilities incurred by the acquirer to former owners of the acquiree and the amount of any non-controlling
interest in the acquiree. For each business combination, the non-controlling interest in the acquiree is measured at
either fair value or at the proportionate share of the acquiree's identifiable net assets. Acquisition costs are capitalised
as value in use cost.
On the acquisition of a business, the Group assesses the financial assets acquired and liabilities assumed for
appropriate classification and designation in accordance with the contractual terms, economic conditions, the Group's
operating or accounting policies and other pertinent conditions in existence at the acquisition-date.
Where the business combination is achieved in stages, the Group remeasures its previously held equity interest in the
acquiree at the acquisition-date fair value and the difference between the fair value and the previous carrying amount
is recognised in profit or loss.
Contingent consideration to be transferred by the acquirer is recognised at the acquisition-date fair value. Subsequent
changes in the fair value of the contingent consideration classified as an asset or liability is recognised in profit or loss.
Contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for within
equity.
The difference between the acquisition-date fair value of assets acquired, liabilities assumed and any non-controlling
interest in the acquiree and the fair value of the consideration transferred and the fair value of any pre-existing
investment in the acquiree is recognised as goodwill. If the consideration transferred and the pre-existing fair value is
less than the fair value of the identifiable net assets acquired, being a bargain purchase to the acquirer, the difference
is recognised as a gain directly in profit or loss by the acquirer on the acquisition-date, but only after a reassessment of
the identification and measurement of the net assets acquired, the non-controlling interest in the acquiree, if any, the
consideration transferred and the acquirer's previously held equity interest in the acquirer.
Business combinations are initially accounted for on a provisional basis. The acquirer retrospectively adjusts the
provisional amounts recognised and also recognises additional assets or liabilities during the measurement period,
based on new information obtained about the facts and circumstances that existed at the acquisition-date. The
measurement period ends on either the earlier of (i) 12 months from the date of the acquisition or (ii) when the acquirer
receives all the information possible to determine fair value.
When two or more entities combine through an exchange of equity interests, AASB 3 requires one of the entities to be
deemed the acquirer under a reverse acquisition. In a ‘reverse acquisitions’, the issuing entity is deemed to be the
acquiree (legal parent) and the acquirer is deemed to be the subsidiary. In identifying the acquirer in a reverse acquisition
the consideration is given in facts and circumstances including (a) the relative voting rights in the combined entity after
the business combination; (b) the existence of a large minority voting interest in the combined entity if no other owner
or organised group of owners has a significant voting interest; (c) the composition of the governing body of the combined
entity; (d) the composition of the senior management of the combined entity and (e) the terms of the exchange of equity
interests. The acquirer is usually the combining entity whose relative size (measured in, for example, assets, revenues
or profit) is significantly greater than that of the other combining entity or entities.
35
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 2. Significant accounting policies (cont.)
Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of Teaminvest Private Group
Limited, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary
shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the financial
year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account
the after-income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and
the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential
ordinary shares.
Goods and Services Tax ('GST') and other similar taxes
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not
recoverable from the tax authority. In this case it is recognised as part of the cost of the acquisition of the asset or as
part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST
recoverable from, or payable to, the tax authority is included in other receivables or other payables in the statement of
financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing
activities which are recoverable from, or payable to the tax authority, are presented as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the tax
authority.
Non-current assets held for sale and discontinued operations
The Group classifies non-current assets and disposal groups as held for sale if their carrying amounts will be
recovered principally through a sale transaction rather than through continuing use. Non-current assets and
disposal groups classified as held for sale are measured at the lower of their carrying amount and fair value less
costs to sell. Costs to sell are the incremental costs directly attributable to the disposal of an asset (disposal
group), excluding finance costs and income tax expense.
The criteria for held for sale classification is regarded as met only when the sale is highly probable, and the
asset or disposal group is available for immediate sale in its present condition. Actions required to complete the
sale should indicate that it is unlikely that significant changes to the sale will be made or that the decision to sell
will be withdrawn. Management must be committed to the plan to sell the asset and the sale expected to be
completed within one year from the date of the classification.
Property, plant and equipment and intangible assets are not depreciated or amortised once classified as held
for sale.
Assets and liabilities classified as held for sale are presented separately as current items in the statement of
financial position.
Discontinued operations are excluded from the results of continuing operations and are presented as a single
amount as profit or loss after tax from discontinued operations in the statement of profit or loss.
Additional disclosures are provided in this regard. All other notes to the financial statements include amounts for
continuing operations, unless indicated otherwise.
Comparative information
Comparatives have been restated, where appropriate, to conform to changes in presentation in the current year and to
enhance comparability. There was no net effect on the net asset position.
36
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 2. Significant accounting policies (cont.)
Rounding of amounts
The Company is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and
Investments Commission, relating to 'rounding-off'. Amounts in this report have been rounded off in accordance with
that Corporations Instrument to the nearest thousand dollars, or in certain cases, the nearest dollar.
37
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 3. Critical accounting judgements, estimates and assumptions
The preparation of the financial statements requires management to make judgements, estimates and assumptions that
affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates
in relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements,
estimates and assumptions on historical experience and on other various factors, including expectations of future
events, management believes to be reasonable under the circumstances. The resulting accounting judgements and
estimates will seldom equal the related actual results. The judgements, estimates and assumptions that have a
significant risk of causing a material adjustment to the carrying amounts of assets and liabilities (refer to the respective
notes) within the next financial year are discussed below.
Revenue recognition over time
For performance obligations satisfied over time, management uses judgement to select a method for measuring its
progress towards complete satisfaction of that performance obligation. In exercising that judgement, management
selects a method that depicts its performance in transferring control of goods or services to the customer. For the
provision of architectural metal work, management has determined that progress should be measured by internally
predetermined project milestones (an output method). Specifically this method involves estimating the progress towards
satisfying performance obligations within the contract and contract costs expected to be incurred to satisfy the
performance obligations.
Allowance for expected credit losses
The allowance for expected credit losses assessment requires a degree of estimation and judgement. It is based on the
lifetime expected credit loss, grouped based on days overdue, and makes assumptions to allocate an overall expected
credit loss rate for each group. These assumptions include recent sales experience, historical collection rates, the impact
of the COVID-19 pandemic and forward-looking information that is available.
Estimation of useful lives of assets
The Group determines the estimated useful lives and related depreciation and amortisation charges for its property,
plant and equipment and finite life intangible assets. The useful lives could change significantly as a result of technical
innovations or some other event. The depreciation and amortisation charge will increase where the useful lives are less
than previously estimated lives, or technically obsolete or non-strategic assets that have been abandoned or sold will
be written off or written down.
Goodwill
The Group tests annually, or more frequently if events or changes in circumstances indicate impairment, whether
goodwill has suffered any impairment, in accordance with the accounting policy stated in note 2. The recoverable
amounts of cash-generating units have been determined based on value-in-use calculations. These calculations require
the use of assumptions, including estimated discount rates based on the current cost of capital and growth rates of the
estimated future cash flows.
Control of Enva Group
During the year the Group agreed to acquire 100% of the shares in Enva Group. The acquisition of the shares is subject
to the finalisation of a legal matter. The Group has exercised judgement that control has not passed to the Group until
the conclusion of the legal matter as well as the consideration of power, exposure to variable returns and the ability to
use power to affect returns in accordance with AASB 10 Consolidated Financial Statements.
Income tax
The Group is subject to income taxes in the jurisdictions in which it operates. Significant judgement is required in
determining the provision for income tax. There are many transactions and calculations undertaken during the ordinary
course of business for which the ultimate tax determination is uncertain. The Group recognises liabilities for anticipated
tax audit issues based on the Group's current understanding of the tax law. Where the final tax outcome of these matters
is different from the carrying amounts, such differences will impact the current and deferred tax provisions in the period
in which such determination is made.
38
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Recovery of deferred tax assets
Deferred tax assets are recognised for deductible temporary differences only if the Group considers it is probable that
future taxable amounts will be available to utilise those temporary differences and losses.
Incremental borrowing rate
Where the interest rate implicit in a lease cannot be readily determined, an incremental borrowing rate is estimated to
discount future lease payments to measure the present value of the lease liability at the lease commencement date.
Such a rate is based on what the Group estimates it would have to pay a third party to borrow the funds necessary to
obtain an asset of a similar value to the right-of-use asset, with similar terms, security and economic environment.
Note 4. Operating segments
Identification of reportable and operating segments
The Group is organised into two statutory operating segments. These operating segments are based on the internal
reports that are reviewed and used by the Board of Directors who are identified as the Chief Operating Decision Makers
('CODM') in assessing performance and in determining the allocation of resources. Further details are as follows:
From 1 January 2023, the Group has restructured the reporting divisions. The group now consists of the following
divisions:
TIP Equity, consists of operating companies which are not financial services in nature.
TIP Wealth, consists of entities which provide a range of financial services, including TIP UK
Segment name
Description
Equity Segment
Wealth segment
The Equity segment includes seven wholly owned subsidiaries of the Group: Lusty
TIP Trailers Pty Ltd, Icon Metal Pty Ltd, and Coastal Energy Pty Ltd, East Coast
Traffic Controllers Pty Ltd, Teaminvest Private Residential Group Pty Ltd,
Teaminvest Pty Ltd and Automation Group Investments Pty Ltd.
The Wealth segment includes four wholly owned subsidiaries of the Group: TIP
Trustees, TIP Wealth RE no1 Ltd, Teaminvest Private Financial Services Pty Ltd,
TIP Group Corporate Advisory Services Pty Ltd; one 80% owned subsidiary, TIP Group
UK Pty Ltd, one 70% owned subsidiary, Diversified Growth Management Pty Ltd.
The CODM reviews EBITDA (earnings before interest, tax, depreciation and amortisation). The accounting policies
adopted for internal reporting to the CODM are consistent with those adopted in the financial statements.
The information reported to the CODM is on a monthly basis and presents continuing and discounting operations
together.
Intersegment transactions
There were no material intersegment transactions.
Intersegment receivables, payables and loans
There were no intersegment receivables, payables and loans.
Major customers
During the period ended 30 June 2023, the Group had sales to a construction customer that amounted to $15,571,000
(2022: $10,804,000).
39
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 4. Operating segments (continued)
30 June 2023
Revenue
Sales to customers
Other revenue
Total
EBITDA
Depreciation and amortisation expense
Interest revenue
Other income
Finance costs
Corporate overheads
Profit before income tax
Income tax expense
Profit after income tax
Assets
Segment assets
Unallocated assets:
Deferred tax asset
Income tax receivable
Corporate assets
Investments in associates
Total assets
Liabilities
Segment liabilities
Unallocated liabilities:
Provision for income tax
Deferred tax liability
Corporate assets
Total liabilities
Equity
$'000
Wealth
$'000
Total
$'000
108,825
756
109,581
1,752
22
1,774
110,577
778
111,355
10,754
(312)
10,442
(3,587)
7
416
(172)
(2,398)
4,708
(707)
4,001
89,455
3,356
92,811
-
384
2,082
28,394
123,671
29,476
651
30,127
-
4,781
1,942
36,850
40
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 4. Operating segments (continued)
30 June 2022
Revenue
Sales to customers
Other revenue
Total
EBITDA
Depreciation and amortisation expense
Interest revenue
Other income
Finance costs
Impairment of assets
Corporate overheads
Loss before income tax expense
Income tax benefit
Profit after income tax expense
Assets
Segment assets
Unallocated assets:
Deferred tax asset
Income tax receivable
Corporate assets
Investments in associates
Total assets
Liabilities
Segment liabilities
Unallocated liabilities:
Provision for income tax
Deferred tax liability
Corporate liabilities
Total liabilities
41
Equity
$'000
Wealth
$'000
Total
$'000
91,338
1,043
92,381
267
25
292
91,605
1,068
92,673
7,042
(137)
6,905
(4,998)
7
301
(331)
(17,442)
(3,206)
(18,764)
991
(17,773)
88,669
2,711
91,380
-
369
604
23,804
116,157
28,177
127
28,304
-
5,005
1,335
34,644
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 5. Revenue from contracts with customers
From continuing operations
Revenue from contracts with customers
Sale of goods
Rendering of services
Other revenue
Other sales revenue
30 Jun 2023
$'000
30 Jun 2022
$'000
44,840
63,276
108,116
778
38,790
48,803
87,593
1,068
Revenue from continuing operations
108,894 88,661
Disaggregation of revenue
The disaggregation of revenue from contracts with customers is as follows:
30 June 2023
Geographical Regions
Australia
Timing of Revenue recognition
Goods transferred at a point in time
Goods transferred over time
Services transferred at a point in time
Services transferred over time
Consolidated - 30 June 2022
Geographical Regions
Australia
Timing of Revenue recognition
Goods transferred at a point in time
Goods transferred over time
Services transferred at a point in time
Services transferred over time
Equity
$'000
Wealth
$'000
Total
$'000
106,363
1,753
108,116
47,001
-
12,848
46,514
-
-
193
1,560
47,001
-
13,041
48,074
106,363
1,753
108,116
Equity
$'000
Wealth
$'000
Total
$'000
87,359
234
87,593
42,153
306
12,086
32,814
-
-
168
66
87,359
234
42,153
306
12,254
32,880
87,593
42
Profit before income tax from continuing operations includes the following specific expenses:
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 6. Other income
Government grants
Reimbursement of expenses
Other
Net gain on disposal of property, plant, and equipment
Other Income
Note 7. Expenses
Depreciation
Leasehold improvements
Plant and equipment
Motor vehicles
Buildings right-of-use assets
Plant and equipment right-of-use assets
Motor vehicles right-of-use assets
Total depreciation
Amortisation
Patents and trademarks
Customer contracts
Technology based intangible assets
Network & relationships
Other intangible assets
Total amortisation
Total depreciation and amortisation
43
30 Jun 2023
$'000
30 Jun 2022
$'000
-
-
-
416
416
46
698
449
1,228
-
-
301
27
49
517
894
95
265
311
695
144
15
2,421
1,525
47
262
447
361
49
1,166
3,587
61
283
447
361
869
2,020
3,545
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 7. Expenses (cont.)
Impairment
Property, plant and equipment
Right-of-use-assets
Intangible assets
Impairment of assets
Finance costs
Interest paid on borrowings
Interest paid on lease liabilities
Finance costs expensed
Leases
Short-term lease payments
30 Jun 2023
$'000
30 Jun 2022
$'000
-
-
-
-
32
140
172
-
-
(411)
(421)
(16,610)
(17,442)
176
155
331
68
68
44
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 8. Income tax
Income tax expense/(benefit)
Current tax
Deferred tax - origination and reversal of temporary differences
Adjustment recognised for prior periods
Aggregate income tax (benefit)/expense
Income tax expense/(benefit) is attributable to:
Profit from continuing operations
Loss from discontinued operations
30 Jun 2023
$'000
30 Jun 2022
$'000
960
377
(630)
-
(991)
-
707
(991)
1,088
(380)
(280)
(711)
Numerical reconciliation of income tax expense/(benefit) and tax at the statutory rate
Profit/(Loss) before income tax expense/(benefit) from continuing operations
(Loss)/Profit before income tax (benefit)/expense from discontinuing operations
7,794
(3,085)
(15,593)
(3,171)
Tax at statutory rate of 30%
1,413
(5,629)
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Impairment of intangible assets
Gain on bargain purchase
Other taxable income
Other non-taxable income
Other deductible expenses
Share of profits - associates
Non-deductible expenses
Adjustment recognised for prior periods
-
-
313
86
(61)
(765)
351
1,337
(630)
5,461
-
-
-
(536)
(821)
535
(991)
-
Income tax expense/(benefit)
707
(991)
45
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 8. Income tax (cont.)
Deferred tax
Deferred tax liability comprises temporary differences attributable to:
Amounts recognised in profit or loss:
Tax losses
Allowance for expected credit losses
Rights-of-use
Contract liabilities
Employee benefits
Provision for warranties and claims
Accrued expenses
Retention receivable
Prepayments
Contract assets
Inventories
Intangible assets
Property, plant, equipment
Other
30 Jun 2023
$'000
30 Jun 2022
$'000
343
206
84
-
917
86
346
(571)
(118)
(990)
(11)
(4,997)
(120)
44
1,680
(56)
76
1,238
908
85
(39)
(446)
(168)
(2,562)
(11)
(5,319)
(120)
(272)
Deferred tax (liability)/asset recognised in profit or loss
(4,781)
(5,005)
Movements:
Opening balance
(Charged)/credited to profit or loss
Other adjustments
Closing balance
(5,005)
(377)
601
(5,996)
991
-
(4,781)
(5,005)
46
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 9. Current assets – cash and cash equivalents
Cash on hand
Cash at bank
Cash on deposit
30 Jun 2023
$'000
30 Jun 2022
$'000
15
7,651
201
7,867
4
4,416
2,006
6,426
Reconciliation to cash and cash equivalents at the end of the financial year
The above figures are reconciled to cash and cash equivalents at the end of the financial year as shown in the statement
of cash flows as follows:
Balances above
7,867
6,426
Balance as per statement of cash flows
7,867
6,426
Note 10. Current assets - trade and other receivables
Trade receivables
Allowance for expected credit losses
Loan receivable
Receivable from related parties
Allowance for expected credit losses
Other receivables
30 Jun 2023
$'000
30 Jun 2022
$'000
9,890
(157)
9,733
258
258
1,292
(700)
78
10,661
7,404
(93)
7,311
112
112
1,145
-
9
8,577
47
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 10. Current assets – trade and other receivables (continued)
Allowance for expected credit losses
The ageing of the receivables and allowance for expected credit losses provided for above are as follows:
Expected
credit loss
rate
Expected
credit loss
rate
30 June 2023
30 June 2022
Carrying Amount
30 June
2023
30 June
2022
Allowance for expected
credit losses
30 June 2023
30 June
2022
$'000
$'000
$'000
Consolidated
Not overdue (less than 1 month)
Between 1 to 3 months
Between 3 to 6 months
Over 6 months
%
-
3.14%
54.95%
100.00%
% $'000
-
8,203
-
1,527
10.30%
39.20%
112
48
6,436
559
233
176
9,890
7,404
Movements in the allowance for expected credit losses are as follows:
-
48
61
48
157
-
-
24
69
93
30 Jun 2023
$'000
30 Jun 2022
$'000
93
211
(95)
(52)
157
398
183
(9)
(479)
93
30 Jun 2023
$'000
30 Jun 2022
$'000
10,294
10,545
10,545
23,089
(23,340)
-
10,294
8,049
48,202
(45,384)
(322)
10,545
Opening balance
Additional provisions recognised
Receivables written off during the year as uncollectable
Unused amounts reversed
Closing balance
Note 11. Current assets - contract assets
Contract assets
Opening balance
Additions
Transfer to trade receivables
Reclassifications
Closing balance
48
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 12. Current assets – inventories
Raw materials - at cost
Work in progress - at cost
Finished goods - at cost
30 Jun 2023
$'000
30 Jun 2022
$'000
5,815
2,538
3,627
5,173
2,569
2,946
11,980
10,688
Note 13. Non-current assets - investments accounted for using the equity method
Investment in associates
28,394
23,804
Reconciliation
Reconciliation of the Group’s carrying amounts at the beginning and end of the current and previous financial year are
set out below:
30 Jun 2023
$'000
30 Jun 2022
$'000
Opening carrying amount
Profit after income tax
Additions
Assets held for sale
Dividends received
Closing carrying amount
Name
30 Jun 2023
$'000
30 Jun 2022
$'000
23,804
2,471
3,850
(980)
(751)
21,412
2,674
1,028
-
(1,310)
28,394
23,804
Ownership interest
Principal place of
30 Jun 2023
30 Jun 2022
business/Country of
incorporation
%
%
Colour Capital Pty Ltd
Multimedia Technology Pty Ltd
Teaminvest Private Insurance Services Pty Ltd
Wood & Lee Pty Ltd
Australia
Australia
Australia
Australia
Enhanced Trading Solutions Pty Ltd
United Kingdom
Conscious Capital Ltd*
DecoGlaze Pty Ltd
*Refer to Note 34
Australia
Australia
49
33%
30%
50%
50%
16%
50%
48%
33%
30%
50%
50%
16%
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F
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 14. Non-current assets - property, plant and equipment
Leasehold improvements – at cost
Less: Accumulated depreciation
Plant and equipment - at cost
Less: Accumulated depreciation
Motor vehicles - at cost
Less: Accumulated depreciation
30 Jun 2023
$'000
30 Jun 2022
$'000
517
(163)
354
5,611
(1,816)
3,795
2,119
(915)
1,204
5,353
514
(117)
397
4,507
(1,236)
3,271
2,748
(722)
2,026
5,694
Reconciliations
Reconciliations of the written down values at the beginning and end of the current and previous financial year are set
out below:
Balance at 1 July 2021
Additions
Disposals
Impairment of assets
Depreciation expense
Balance at 30 June 2022
Additions
Disposals
Depreciation expense
Balance at 30 June 2023
Land
$'000
Leasehold
Improvements
$'000
Plant and
Equipment
$'000
Motor
Vehicles
$'000
54
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(54)
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535
63
(81)
(25)
(95)
397
3
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(46)
354
3,019
1,366
(121)
(390)
(603)
3,271
1,326
(104)
(698)
3,795
2,010
822
(268)
(11)
(527)
2,026
157
(530)
(449)
1,204
Total
$'000
5,618
2,251
(524)
(426)
(1,225)
5,694
1,486
(634)
(1,193)
5,353
53
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 15. Non-current assets - right-of-use assets
Consolidated
Land & Buildings - right-of-use – at cost
Accumulated depreciation and impairment
Motor Vehicles-right-of-use – at cost
Accumulated depreciation and impairment
30 Jun 2023
$'000
5,689
(3,555)
2,134
-
-
-
2,134
30 Jun 2022
$'000
5,079
(2,123)
2,956
43
(43)
-
2,956
Additions to the right-of-use assets during the period were $608,000.
The Group leases land and buildings for its offices, warehouses and retail outlets under agreements of between 1 to 5
years with, in some cases, options to extend. The leases have various escalation clauses. On renewal, the terms of the
leases are renegotiated. The Group also leases plant and equipment under agreements of between 1 to 5 years. The
Group leases office equipment under agreements of less than 1 year. These leases are either short-term or low-value,
so have been expensed as incurred and not capitalised as right-of-use assets.
Set out below are the carrying amounts of lease liabilities and the movements during the period:
Consolidated
Opening balance
New leases entered into during the year
Lease payments
Closing balance
Lease liabilities included in the statement of financial position:
Current (Note 20)
Non-current (Note 23)
30 Jun 2023
$'000
3,630
608
(1,826)
2,412
30 Jun 2022
$'000
4,691
1,480
(2,541)
3,630
1,438
974
2,412
1,573
2,057
3,630
54
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 16. Non-current assets – intangibles
Goodwill at cost less impairment
26,236
26,086
30 Jun 2023
$'000
30 Jun 2022
$'000
Patents and trademarks - at cost
less: accumulated amortisation
Customer Contracts - at cost
less: accumulated amortisation
561
(189)
372
3,420
(1,430)
1,990
561
(142)
419
3,420
(1,168)
2,252
Brand - at cost
1,756
1,756
Confidential Information & Know How - at cost
Technology - Website - at cost
less: accumulated amortisation
Network & Relationships
less: accumulated amortisation
Other intangibles
less: accumulated amortisation
5,926
6,702
(894)
5,808
2,166
(722)
1,444
592
(169)
423
5,926
6,702
(447)
6,255
2,166
(361)
1,805
939
(570)
369
43,955
44,868
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N
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 16. Non-current assets – intangibles (cont.)
Impairment testing
Goodwill and indefinite useful life assets have been allocated to the cash-generating units ('CGUs') as follows:
30 Jun 2023
$'000
30 Jun 2022
$'000
Goodwill allocated to Equity segment:
Icon Metal
Lusty TIP Trailers
East Coast Traffic Control
Automation Group Investments
Equity segment
Goodwill allocated to Wealth segment:
Burman Investment Management Limited
Diversified Growth Management Pty Ltd
Wealth Segment
Indefinite useful life assets allocated to:
Brand
Confidential Information & Know How
Teaminvest Pty Ltd
8,595
10,462
3,207
3,689
25,953
119
164
283
1,756
5,926
7,682
8,595
10,462
3,057
3,689
25,803
119
164
283
1,756
5,926
7,682
During the year, East Coast Traffic Control recognised additional goodwill in relation to the contract with SJC Trans
Pty Ltd as per meeting the conditions in the agreement.
The recoverable amount of each CGU’s goodwill and indefinite useful life assets has been determined by a value-in-
use calculation using a discounted cash flow model, based on management approved budget for the year ended 30
June 2023 and the application of a growth rate for a 5 year projection period, together with a terminal value. The discount
rate used in the value-in-use calculation is based on each CGU’s weighted average cost of capital. This post tax discount
rate is applied to post tax cash flows.
The key assumptions were used in the discounted cash flow models for the period subsequent to management's
approved budget:
2023
Revenue
CAGR
rate
%
8.10%
6.40%
6.20%
8.00%
6.00%
2023
Discount
rate (post-
tax)
%
13.87%
14.30%
12.66%
13.25%
12.84%
2023
Terminal
growth
rate
%
2.75%
2.75%
2.00%
2.75%
3.00%
2022
Revenue
CAGR
rate
%
6.48%
6.40%
6.10%
8.00%
4.00%
2022
Discount
rate (post-
tax)
%
8.81%
9.52%
10.26%
9.87%
7.42%
2022
Terminal
growth
rate
%
2.75%
2.75%
2.75%
2.75%
3.00%
Icon Metal
Lusty TIP Trailers
Automation Group Investments
East Coast Traffic Control
Teaminvest
57
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 16. Non-current assets – intangibles (cont.)
Key assumption
Revenue growth rate
Discount rate
Terminal growth rate
Approach used to determine values
Revenue projections are extracted from the most recent
approved budget, strategic plans or forecasts that relate
to the CGU. For each CGU, the CAGR for revenue over
the forecast period has been determined based on
expectations of future performance in the markets that the
businesses operate in. These assumptions are based on
expectations of market growth, demand and operational
performance over the periods from FY24 – FY28.
The post-tax discount rate reflects management’s
estimate of the time value of money and the relevant
CGU’s weighted average cost of capital. A post-tax
discount rate is used which is applied to post-tax
cashflows.
Management have estimated that the terminal growth
rate will be in line with the Reserve Bank of Australia
('RBA') expected gross domestic products ('GDP') growth
projection range.
Based on the above the recoverable amount exceeds the carrying amount and therefore, goodwill and indefinite
useful life assets is not considered to be impaired.
Sensitivity
Should these key assumptions, judgements and estimates noted above change, the recoverable amount may
decrease. Sensitivity analysis has been carried out and the recoverable amount of the CGU would equal its
carrying amount if the key assumptions were to change as follows:
2023
2023
2022
2022
Revenue CAGR
decreases to
%
7.40%
3.40%
4.40%
3.10%
4.00%
Discount rate
increases to
%
14.37%
16.30%
14.66%
16.30%
13.34%
Revenue CAGR
decreases to
%
5.82%
5.78%
5.10%
6.98%
3.00%
Discount rate
increases to
%
13.21%
11.64%
11.46%
21.13%
10.42%
Icon Metal
Lusty TIP Trailers
Automation Group Investments
East Coast Traffic Control
Teaminvest
58
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 17. Current liabilities - trade and other payables
Trade payables
Accrued expenses
GST payable
Other payables
30 Jun 2023
$'000
30 Jun 2022
$'000
8,162
1,433
1,596
2,369
13,560
6,891
5,889
1,061
679
14,520
Refer to note 28 for further information on financial instruments.
Note 18. Current liabilities – contract liabilities
Contract Liabilities
Opening balance
Payments received in advance
Transfer to revenue - from advance payments received during the year
Closing balance
30 Jun 2023
$'000
30 Jun 2022
$'000
12,375
7,660
7,660
15,963
(11,248)
12,375
4,877
14,214
(11,431)
7,660
Unsatisfied performance obligations
The aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied at the end
of the reporting period was $12,375,000 as at 30 June 2023 (30 June 2022 $7,660,000) and is expected to be recognised
as revenue in future periods as follows:
Consolidated
Within 6 months
6 to 12 months
Total
30 Jun 2023
$'000
30 Jun 2022
$'000
5,820
6,555
12,375
7,313
347
7,660
59
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 19. Current liabilities – borrowings
Payable to other parties
Refer to note 28 for further information on financial instruments.
Note 20. Current liabilities - lease liabilities
Lease liability (under AASB 16)
Refer to note 27 for further information on financial instruments.
Note 21. Current liabilities - employee benefits
Annual leave
Long service leave
30 Jun 2023
$'000
30 Jun 2022
$'000
529
586
30 Jun 2023
$'000
30 Jun 2022
$'000
1,438
1,573
30 Jun 2023
$'000
30 Jun 2022
$'000
1,734
499
2,233
1,858
521
2,379
60
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 22. Non-current liabilities - borrowings
Financing arrangements
Unrestricted access was available at the reporting date to the following lines of credit:
Total facilities
Bank overdraft
Unused at the reporting date
Bank overdraft
Note 23. Non-current liabilities - lease liabilities
Lease liability (under AASB 16)
Note 24. Non-current liabilities - employee benefits
Long service leave
Note 25. Current liabilities - provisions
Lease make good
Warranties
30 Jun 2023
$'000
30 Jun 2022
$'000
5,000
5,000
5,000
5,000
30 Jun 2023
$'000
30 Jun 2022
$'000
974
2,057
30 Jun 2023
$'000
30 Jun 2022
$'000
465
557
30 Jun 2023
$'000
68
30 Jun 2022
$'000
20
427
287
495
307
Lease make good
The provision represents the present value of the estimated costs to make good the premises leased by the
consolidated entity at the end of the respective lease terms.
Warranties
The provision represents the estimated warranty claims in respect of products sold which are still under warranty at
the reporting date. The provision is estimated based on historical warranty claim information, sales levels and any
recent trends that may suggest future claims could differ from historical amounts.
Movements in provisions
Movements in each class of provision during the current financial year, other than employee benefits, are set out
below:
61
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Consolidated - 2023
Carrying amount at the start of the year
Additional provisions recognised
Carrying amount at the end of the year
Note 26. Equity - issued capital
Lease
make good
$'000
Warranties
$'000
20
48
287
140
68
427
Ordinary shares - fully paid
135,736,260
131,730,901
90,372
88,301
Note
30 Jun 2023
Shares
30 Jun 2022
Shares
30 Jun 2023
$'000
30 Jun 2022
$'000
Movements in ordinary share capital
Details
Balance
Issue of ordinary shares related to 50% acquisition of a business
34
Issue of ordinary shares under Dividend Reinvestment Plan
Balance
Date
Shares
Issue Price
$'000
1-Jul-22
131,730,901
$ -
88,301
30-Jan-23
10-Mar-23
3,775,888
$ 0.52
229,471
$ 0.45
1,969
102
30-Jun-23
135,736,260
$ -
90,372
Ordinary Shares
Ordinary shares entitle the holder to participate in any dividends declared and any proceeds attributable to shareholders
should the Company be wound up, in proportions that consider both the number of shares held and the extent to which
those shares are paid up. The fully paid ordinary shares have no par value and the Company does not have a limited
amount authorised capital.
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.
Share buy-back
There is no current on-market share buy-back.
Capital risk management
The Group’s objectives when managing capital is to safeguard its ability to continue as a going concern, so that it can
provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to
reduce the cost of capital.
Capital is regarded as total equity, as recognised in the statement of financial position, plus net debt. Net debt is
calculated as total borrowings less cash and cash equivalents.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders,
return capital to shareholders, issue new shares or sell assets to reduce debt.
The Group would look to raise capital when an opportunity to invest in a business or company was seen as value adding
relative to the current Company's share price at the time of the investment. The Group is actively looking for accretive
acquisitions to grow in alignment with the Groups investment mandate.
The Group is subject to certain financing arrangements covenants and meeting these is given priority in all capital risk
management decisions. There have been no events of default on the financing arrangements during the financial year.
62
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 27. Equity – dividends
Dividends
On 20 February 2023, the company declared an interim dividend of 0.275 cents per share. On 28 August 2023, the
company declared a final dividend of 0.300 cents per share for payment on 3 October 2023.
30 Jun
2023
$'000
30 Jun
2022
$'000
Franking credits available for subsequent financial years based on a tax rate of 30%
3,333
3,104
The above amounts represent the balance of the franking account as at the end of the financial year, adjusted for:
● franking credits that will arise from the payment of the amount of the provision for income tax at the reporting date
● franking debits that will arise from the payment of dividends recognised as a liability at the reporting date
● franking credits that will arise from the receipt of dividends recognised as receivables at the reporting date
63
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 28. Financial instruments
Financial risk management objectives
The Group's activities expose it to a variety of financial risks: market risk (including interest rate risk), credit risk and
liquidity risk. The Group's overall risk management program focuses on the unpredictability of financial markets and
seeks to minimise potential adverse effects on the financial performance of the Group. The Group uses different
methods to measure different types of risk to which it is exposed. These methods include sensitivity analysis in the case
of interest rate and ageing analysis for credit risk.
Risk management is carried out by senior finance executives ('finance') in conjunction with the Risk and Compliance
committee ('RCC'). Finance identifies, evaluates and hedges financial risks within the Group's operating units. Finance
reports to the Board on a monthly basis.
Market risk
Foreign currency risk
The Group is not exposed to any significant foreign currency risk.
Price risk
In the current year. the Group was exposed to price risk on the fixed price contracts within one of the operating
subsidiaries. In light of the current inflationary environment, contracts are negotiated to include provisions to vary prices.
Interest rate risk
The Group's main interest rate risk arises from long-term borrowings. Borrowings obtained at variable rates expose the
Group to interest rate risk. Borrowings obtained at fixed rates expose the Group to fair value interest rate risk.
As at the reporting date, the Group had the following variable rate borrowings outstanding:
Consolidated
30 June 2023
30 June 2022
Weighted
average interest
rate
%
Balance
$'000
Weighted
average interest
rate
%
Balance
$'000
Bank overdraft and bank loans
0.00%
-
-
0.00%
-
-
An analysis by remaining contractual maturities in shown in 'liquidity risk' below.
For the Group, the bank overdraft and loans outstanding, totalling $Nil (2022: $Nil), are principal and interest payment
loans. An official increase/decrease in interest rates of 100 (2022:100) basis points would have an adverse/favourable
effect on profit before tax of $Nil (2022: $Nil) per annum. The percentage change is based on the expected volatility of
interest rates using market data and analysts' forecasts.
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the
Group. The Group has a strict code of credit, including obtaining agency credit information, confirming references and
setting appropriate credit limits. The maximum exposure to credit risk at the reporting date to recognised financial assets
is the carrying amount, net of any expected credit losses of those assets, as disclosed in the statement of financial
position and notes to the financial statements. The Group does not hold any collateral.
The Group has adopted a lifetime expected loss allowance in estimating expected credit losses to trade receivables
through the use of a provisions matrix using fixed rates of credit loss provisioning. These provisions are considered
representative across all customers of the Group based on recent sales experience, historical collection rates and
forward-looking information that is available. Generally, trade receivables are written off when there is no reasonable
expectation of recovery. Indicators of this include the failure of a debtor to engage in a repayment plan, no active
enforcement activity and a failure to make contractual payments for a period greater than one year.
64
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 28. Financial instruments (cont.)
Liquidity risk
Vigilant liquidity risk management requires the Group to maintain sufficient liquid assets (mainly cash and cash
equivalents) and available borrowing facilities to be able to pay debts as and when they become due and payable.
The Group manages liquidity risk by maintaining adequate cash reserves and available borrowing facilities by
continuously monitoring actual and forecast cash flows and matching the maturity profiles of financial assets and
liabilities.
Financing arrangements
Unused borrowing facilities at the reporting date:
Bank overdraft
30 Jun 2023
$'000
30 Jun 2022
$'000
5,000
5,000
5,000
5,000
The bank overdraft facilities may be drawn at any time and may be terminated by the bank without notice. Subject to
the continuance of satisfactory credit ratings, the bank loan facilities may be drawn at any time.
Remaining contractual maturities
The following tables detail the Group's remaining contractual maturity for its financial instrument liabilities. The tables
have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which
the financial liabilities are required to be paid. The tables include both interest and principal cash flows disclosed as
remaining contractual maturities and therefore these totals may differ from their carrying amount in the statement of
financial position.
The cash flows in the maturity analysis below are not expected to occur significantly earlier than contractually disclosed
above.
Weighted
average
interest
rate %
Carrying
amount
1 year or
less
Between
1 and
2 years
Between
2 and
5 years
Over 5
years
contractual
maturities
Remaining
$'000
$'000
$'000
$'000
$'000
$'000
-
-
8,162
5,398
8,162
5,398
-
-
-
-
4.60%
1,438
14,998
1,438
14,998
588
588
386
386
-
-
-
-
8,162
5,398
2,412
15,972
30 Jun 2023
Non-derivatives
Non-interest bearing
Trade payables
Other payables
Interest-bearing - variable
Lease liability (AASB 16)
Total non-derivatives
65
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
30 Jun 2022
Weighted
average
interest
rate %
Non-derivatives
Non-interest bearing
Trade payables
Other payables
Interest-bearing - variable
Carrying
amount
1 year or
less
Between
1 and
2 years
Between
2 and
5 years
Over 5
years
contractual
maturities
Remaining
$'000
$'000
$'000
$'000
$'000
$'000
Lease liability (AASB 16)
4.50%
1,573
1,646
Total non-derivatives
16,093
16,166
1,359
1,359
793
793
6,891
7,629
6,891
7,629
-
-
-
-
-
-
-
-
6,891
7,629
3,799
18,319
Note 29. Fair value measurement
The carrying amounts of trade and other receivables and trade and other payables are assumed to approximate their
fair values due to their short-term nature.
Note 30. Remuneration of auditors
During the financial year the following fees were paid or payable for services provided by BDO (2022: KPMG), the
auditor of the Company:
Audit Services - BDO
Audit Services - KPMG
Other services
Tax compliance services KPMG
Other audit services - BDO
30 Jun 2023
$
270,000
30 Jun 2022
$
-
-
230,000
270,000
230,000
-
45,000
45,000
31,000
-
31,000
315,000
261,000
Note 31. Contingent liabilities
The Group has given bank guarantees of $3,320,517 as at 30 June 2023 (2022: $1,517,489).
66
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 32. Related party transactions
Parent entity
Teaminvest Private Group Limited is the parent entity.
Subsidiaries
Interests in subsidiaries are set out in note 36.
Associates
Interests in associates are set out in note 13.
Key management personnel
Disclosures relating to key management personnel are set out in note 33 and the remuneration report included in the
directors' report.
Transactions with related parties
The company secretary, Sundaraj and Ker, where Anand Sundaraj is a partner, received payments from the company
to the total of $156,307 (30 June 2022: $161,322) for the services they performed.
During the year, Howard Coleman, Non-Executive Director for the Group, received reimbursement for the expenses in
relation for facilitating Teaminvest meetings outside Sydney to the total of $38,500 (30 June 2022: $Nil).
Receivable from and payable to related parties
Current receivables:
Receivables from other related parties
Current payables:
Payables to other related parties
30 Jun 2023
$
30 Jun 2022
$
-
38
529,408
579,299
Loans to related parties
1,291,679
1,144,654
The loan was made to associates on commercial terms with an interest rate of 12% per annum and for various periods
between one and five years. There was a provision for expected credit loss made at 30 Jun 2023 against loans to
related party as disclosed in Note 10.
Note 33. Key management personnel disclosures
Compensation
The aggregate compensation made to directors and other members of key management personnel of the Group is set
out below:
Consolidated
Short-term employee benefits
Post employment benefits
Long-term benefits
Share based payments
30 Jun 2023
$
30 Jun 2022
$
885,579
105,716
8,188
236,963
1,236,446
573,156
69,196
3,334
140,909
786,595
67
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 34. Acquisition of an associate
Conscious Capital Limited
The Group acquired a 50% interest in Conscious Capital Limited, the trustee and manager of the Conscious Investor
Fund. The Group has exercised judgment that the Group does not have the control or the power over Conscious Capital
Limited. The Group’s interest in Conscious Capital Limited is accounted for using the equity method in the consolidated
financial statements. The consideration paid for this interest was $3,750,000. The acquisition was approved on 25
November 2022 and payment comprised cash of $1,781,249 and 3,775,888 shares. The shares were issued on 30
January 2023 and cash transferred in early February. Under the terms of the contract the economic benefits flow to
the Group from 1 July 2022. The company made a profit of $957,928 for the period 1 July 2022 to 30 June 2023.
Note 35. Discontinued Operations
During the year TIP Group elected to close or divest some of our smaller operations and will be classified as discontinued
operations. The results will be presented in the statement of comprehensive income in a section identified as relating to
discontinued operations, i.e., separately from continuing operations.
Coastal Energy Pty Ltd
In November 2022, the Group determined to sell the remaining assets of Coastal Energy Pty Ltd and cease operations.
A buyer for the assets was finalised and the sale was completed in March 2023. The company contributed an after-tax
loss of $535,283 to the group for the period.
Home Build Concierge
Home Build Concierge, a trading business under Teaminvest Private Residential Group Pty Ltd (“TIPRG”) ceased
operations in December 2022. The brand name contributed an after-tax loss of $234,225 to the group for the period till
December 2022.
DecoGlaze Pty Ltd
Teaminvest Private Residential Group Pty Ltd (“TIPRG”), a wholly owned subsidiary of TIP Group disposed of 52.5%
of holding in DecoGlaze Pty Ltd (“DecoGlaze”) on 30th April 2023, a wholly owned subsidiary of TIPRG. The control of
the entity has been passed over to the new directors of DecoGlaze. DecoGlaze contributed an after-tax loss of
$1,386,777 to the group for the period till 30th April 2023.
TIP UK Pty Ltd
Following ongoing poor performance of TIP UK, it was decided in March 2023 to no longer fund TIP UK and seek viable
proposals around the future of TIP UK’s business. A buyer for the assets has been located with negotiations underway
and the sale is expected to be completed post 30 June 2023. The company contributed a loss of $548,500 to the group
for the period. TIP UK has an investment in Enhanced Trading Solutions (“ETS”) which has been classified as
discontinued operations and asset held for sale as the purchase of TIP UK will include ETS investment.
Wood & Lee Pty Ltd
During the year, the Group determined to sell the acquisition shares in Wood & Lee Pty Ltd. A buyer for the investment
has been located and the sale is expected to be completed post 30 June 2023. The investment will be classified as non-
current asset held for sale. There were no operations in the investment during the year.
68
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 35. Discontinued Operations
Financial performance information
Consolidated
Sale of goods
Total revenue
Raw materials and consumables used
Employee benefits expense
Depreciation and amortisation expense
Other expenses
Total expenses
Loss before income tax
Income tax benefit/(expense)
30 Jun 2023
$'000
30 June 2022
$'000
2,461
4,012
2,461
4,012
(1,073)
(2,970)
(205)
(1,377)
(5,625)
(3,164)
392
(3,560)
(1,021)
(1,452)
(1,150)
(7,183)
(3,171)
711
Loss after income tax
(2,772)
(2,460)
Gain on disposal before income tax
Income tax (expense)/benefit
79
(12)
-
-
Gain/ (loss) on disposal after income tax
67
-
Loss after income tax from discontinued operations
(2,705)
(2,460)
Cash flow information
Consolidated
30 Jun 2023
$'000
30 June 2022
$'000
Net cash from operating activities
(2,959)
(1,719)
Net decrease in cash and cash equivalents from
discontinued operations
(2,959)
(1,719)
69
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 35. Discontinued Operations (cont.)
Carrying amounts of assets and liabilities disposed
Consolidated
Cash and cash equivalents
Trade and other receivables
Inventories
Other current assets
Property, plant and equipment
Total assets
Trade and other payables
Total liabilities
Net assets
Details of the disposal
Consolidated
Total sale consideration
Carrying amount of net assets disposed
Disposal costs
Gain/(Loss) on disposal before income tax
Gain/(Loss) on disposal after income tax
70
30 Jun 2023
$'000
1
255
163
71
80
570
335
335
235
30 Jun 2023
$'000
450
(235)
(136)
79
67
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 36. Interests in subsidiaries
The consolidated financial statements incorporate the assets, liabilities, and results of the following subsidiaries in
accordance with the accounting policy described in note 2:
Name
Teaminvest Private Financial Services Pty Ltd
TIP Group Corporate Advisory Pty Ltd
Coastal Energy Pty Ltd
East Coast Traffic Controllers Pty Ltd
Icon Metal Pty Ltd
Lusty TIP Trailers Pty Ltd
TIP Trustees Limited
Teaminvest Private Residential Group Pty Ltd
Automation Group
Automation Group Investments Pty Ltd
Automation Group Limited
Radtel Engineering Pty Ltd
Teaminvest Pty Ltd
Teaminvest Australia Pty Ltd
Diversified Growth Management Pty Ltd
Conscious Investor
Teaminvest Limited (NZ)
TIP Group (UK) Pty Ltd
Burman Investment Management Limited
Principal place of
business
Country of incorporation
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
New Zealand
Australia
Australia
Australia
Australia
Australia
New Zealand
United Kingdom
Australia
Ownership interest
30 Jun 23
%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
70%
100%
100%
80%
100%
30 Jun 22
%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
70%
100%
100%
80%
100%
71
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 37. Reconciliation of profit/(loss) after income tax to net cash from/(used in) operating activities
Profit after income tax expense for the period
Adjustment for:
Depreciation & Amortisation
Impairment
Share of profits from associates
Dividends received
Change in operating assets and liabilities:
Changes in trade and other receivables
Changes in contract assets
Changes in inventories
Changes in prepayments
Changes in trade and other payables
Changes in contract liabilities
Changes in tax liabilities
Changes in deferred taxes
Changes in employee benefits
Changes in provisions
Working capital adjustments from business combination
30 Jun 2023
$'000
30 June 2022
$'000
4,001
(17,773)
3,792
-
(2,471)
750
(2,130)
108
(1,292)
903
(960)
4,715
(15)
(224)
(238)
(57)
-
4,998
17,442
(2,674)
1,310
1,599
(2,496)
(2,309)
(882)
786
2,783
(560)
(991)
390
114
85
Net cash used in operating activities
6,882
1,822
Non-cash investing and financing activities
Additions to the right-of-use assets
Leasehold improvements - lease make good
Shares issued for associates
30 Jun 2023
$'000
30 Jun 2022
$'000
664
67
1,969
2,700
1,480
63
-
1,543
72
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 38. Earnings per share
30 Jun 2023
$'000
30 Jun 2022
$'000
Profit after income tax attributable to the owners of Teaminvest Private Group Limited
4,064
(17,751)
Weighted average number of ordinary shares used in calculating basic earnings per share
Adjustments for calculation of diluted earnings per share:
Number
133,363,394
Number
131,327,141
Shares issued for bonuses and fees
-
-
Weighted average number of ordinary shares used in calculating diluted earnings per share
133,363,394
131,327,141
Basic earnings per share
Diluted earnings per share
Cents
3.05
3.05
Cents
(13.52)
(13.52)
Note 39. Share-based payments
Details of shares issued to directors and other key management personnel as part of compensation during the year
ended 30 June 2023 and 30 June 2022 are set out below:
30 June 2023
Shares issued to KMP
30 June 2022
Shares issued to KMP
Issue Date
Number of Shares
Price Total Value
18/10/2022
273,944
$0.514
140,909
27/10/2021
28/10/2021
28/10/2021
343,784
248,639
74,691
$0.569
$0.569
$0.575
195,720
141,476
42,962
73
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 40. Parent entity information
Set out below is the supplementary information about the parent entity (Group Costs).
Statement of profit or loss and other comprehensive income
Profit/(loss) after income tax
30 Jun 2023
$'000
30 Jun 2022
$'000
(2,767)
(13,958)
Total comprehensive profit/(loss)
(2,767)
(13,958)
Total current assets
Total assets
Total current liabilities
Total liabilities
Equity
Issued Capital
Retained earnings
Total Equity
30 Jun 2023
$'000
30 Jun 2022
$'000
931
110
67,028
64,141
3,768
3,977
386
394
90,372
(27,321)
88,301
(24,554)
63,051
63,747
Guarantees entered into by the parent entity in relation to the debts of its subsidiaries
The parent entity had guarantees of $ 3,320,517 in relation to the debts of its subsidiaries as at 30 June 2023
($1,517,489 as at 30 June 2022).
Contingent liabilities
The parent entity had no contingent liabilities as at 30 June 2023 and 30 June 2022.
Capital commitments - Property, plant and equipment
The parent entity had no capital commitments for property, plant and equipment as at 30 June 2023 and 30 June
2022.
Significant accounting policies
The accounting policies of the parent entity are consistent with those of the Group, as disclosed in note 2, except for
the following:
Investments in subsidiaries are accounted for at cost, or fair value should a bargain purchase be acquired in
the parent entity.
Investments in associates are accounted for at cost, less any impairment, in the parent entity.
Dividends received from subsidiaries are recognised as other income by the parent entity and its receipt may
be an indicator of an impairment of the investment.
74
Teaminvest Private Group Limited
Notes to the consolidated financial statements
For the year ended 30 June 2023
Note 41. Events after the reporting period
Colour Capital Pty Ltd through Lindfield NSW Pty Ltd is in dispute with Netdeen Pty Ltd over the future of the Master
Franchise Agreement of GJ Gardiner Homes NSW/ACT and WA. Colour Capital received written notice that Netdeen
refuses to renew the MFAs at the end of the first 10-year term on 30 June 2024. As a result, on 26 July 2023 Colour
Capital has commenced new legal proceedings against Netdeen.
No matter or circumstance has arisen since 30 June 2023 that has significantly affected, or may significantly affect the
Group's operations, the results of those operations, or the Group's state of affairs in future financial years.
75
Teaminvest Private Group Limited
Directors’ declaration
For the year ended 30 June 2023
In the directors' opinion:
the attached consolidated financial statements and notes comply with the Corporations Act 2001, the
Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting
requirements;
the attached consolidated financial statements and notes comply with International Financial Reporting
Standards as issued by the International Accounting Standards Board as described in note 2 to the financial
statements;
the attached consolidated financial statements and notes give a true and fair view of the Group's financial
position as at 30 June 2023 and of its performance for the financial year ended on that date; and
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they
become due and payable.
The directors have been given the declarations required by section 295A of the Corporations Act 2001.
Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the Corporations Act 2001.
On behalf of the directors
Andrew Coleman
Managing Director and Chief Executive Officer
28 August 2023
Sydney
76
Tel: +61 2 9251 4100
Fax: +61 2 9240 9821
www.bdo.com.au
Level 11, 1 Margaret Street
Sydney NSW 2000
Australia
INDEPENDENT AUDITOR'S REPORT
To the members of Teaminvest Private Group Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Teaminvest Private Group Limited (the Company) and its
controlled entities (the Group), which comprises the consolidated statement of financial position as at
30 June 2023, the consolidated statement of profit or loss and other comprehensive income, the
consolidated statement of changes in equity and the consolidated statement of cash flows for the year
then ended, and notes to the financial report, including a summary of significant accounting policies
and the directors’ declaration.
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
Act 2001, including:
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its
financial performance for the year ended on that date; and
(ii)
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the Financial
Report section of our report. We are independent of the Group in accordance with the Corporations
Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
APES 110 Code of Ethics for Professional Accountants (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.
We confirm that the independence declaration required by the Corporations Act 2001, which has been
given to the directors of the Company, would be in the same terms if given to the directors as at the
time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Other matter
The financial report of Teaminvest Private Group Limited for the year ended 30 June 2022 was audited
by another auditor, KPMG, who expressed an unmodified opinion on the report on 24 August 2022.
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO
Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members
of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent
member firms. Liability limited by a scheme approved under Professional Standards Legislation.
77
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters.
Revenue recognition
Key audit matter
How the matter was addressed in our audit
Refer to note 5 of the Financial Report
Our procedures included:
Recognition of revenue is a key audit matter due to:
Understanding and documenting the
The significance of revenue to the financial
statements. For the year ended 30 June 2023
the Group recognised $108.9m (2022: $88.7m)
revenue from continuing operations.
The Group has a wide range of contracts,
across businesses operating in different
industries, providing a range of products and
services for a large number of customers with
various contractual terms and numerous
different performance measurement events.
This results in Group management being
required to exercise a level of judgment to
determine the appropriate revenue
recognition policy to be applied, defining the
performance obligations and determining the
stage of completion of and period over which
“over time” revenue is recognised. Significant
audit effort is therefore required to assess the
appropriateness of revenue recognition and
gather sufficient audit evidence.
78
processes and controls used by the group for
each material revenue stream, and
identifying the revenue streams recognising
revenue for rendering of services (over time)
and sale of goods (at point in time);
Evaluating the Group’s revenue recognition
accounting policies for revenue recognition
for each significant revenue stream against
the requirements of AASB 15 Revenue from
contracts with customers and our
understanding of the business. In particular
for those products and services where
revenue is recognised based on the
percentage of completion;
We tested, on a sample basis, over time
revenue transactions to progress claim
certifications, management’s assessment of
progress against project plans or the time
elapsed for service agreements. We obtained
signed contracts and checked the
performance milestones met to date against
the service revenue recognised. We also
tested that related contract assets and
liabilities were appropriately recognised in
accordance with Australian Accounting
Standards;
We tested, on a sample basis, transactions
recognising revenue at a point in time to
Key audit matter
How the matter was addressed in our audit
purchase orders, sale invoices and delivery
dockets;
Performing cut-off procedures to ensure that
revenue transactions around the year end, or
for contracts spanning the year end, that
revenue has been recorded in the correct
period; and
We assessed the disclosures in the financial
report against the requirements of the
accounting standard and using our
understanding obtained from our testing.
Impairment of goodwill and indefinite useful-lived intangible assets
Key audit matter
How the matter was addressed in our audit
As disclosed in Note 16 of the financial report
Considering the appropriateness of the
Goodwill and indefinite useful life intangibles
‘Value in Use’ models used by the Group and
amounted to $32.2m (2022: $32.0m) at 30
critically evaluating management's
June 2023.
This was determined to be a key audit matter
as the determination of the "Value in Use" of
methodologies and their documented basis
for key assumptions which are described in
Note 16 of the financial report;
each cash generating unit (CGU) and whether
Challenging key assumptions, including
or not an impairment charge is necessary,
forecast growth rates by comparing them to
involved judgements by management about
historical results, business trends, economic
the future growth rates of the business in
and industry forecasts;
each CGU, discount rates applied to future
cash flow forecasts for each CGU and
sensitivities of inputs and assumptions used in
the cash flow models.
Independently assessing the range of revenue
growth and discount rate assumptions that
might reasonably be expected to occur based
on external market data and recalculating
There have been a number of historic business
the model using these assumptions;
acquisitions which result in goodwill being
recognised, and multiple trading CGUs require
impairment assessments annually under AASB
136 Impairment of Assets.
We have focussed on this area as a key audit
matter due to amounts involved being
material; the inherent subjectivity associated
Using our valuation specialists to recalculate
management’s discount rates based on
external data where available;
Corroborating the assumptions for the key
inputs in the value in use model for the
forecast revenue, costs, discount rates and
terminal growth rates by comparing forecasts
79
Key audit matter
How the matter was addressed in our audit
with critical judgements being made in
to historical actuals, market indications and
relation to forecast future revenue and costs;
management’s plans for the business;
discount rates; and terminal growth.
Performing a sensitivity analysis on the key
financial assumptions in the models. These
included revenue forecasts, revenue
multipliers used in the terminal year of cash
flows, and the discount rates applied;
Evaluating the Group's assessment of CGU’s
and consideration as to whether useful lives
applied for intangible assets remained
appropriate; and
We assessed the disclosures in the financial
report against the requirements of the
accounting standard and using our
understanding obtained from our testing.
Other information
The directors are responsible for the other information. The other information comprises the
information in the Group’s annual report for the year ended 30 June 2023, but does not include the
financial report and the auditor’s report thereon.
Our opinion on the financial report does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
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
80
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the
Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at:
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
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 11 to 16 of the directors’ report for the
year ended 30 June 2023.
In our opinion, the Remuneration Report of Teaminvest Private Group Limited, for the year ended 30
June 2023, complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with
Australian Auditing Standards.
BDO Audit Pty Ltd
Ryan Pollett
Director
Sydney, 28 August 2023
81
The shareholder information below was applicable as at 11 July 2023.
Distribution of equitable securities
Analysis of equitable security holders by size of holding:
1 to 1000
1,001 – 5,001
5,011 – 10,000
10,001 – 100,000
100,001 and over
Number of
ordinary
shares
Number of
ordinary
shareholders
22,138
41
364,116
120
583,597
67
263
11,588,277
158 123,178,132
649 135,736,260
Percentage
0.02
0.27
0.43
8.54
90.74
100.00%
Holding less than a marketable parcel
60
47,346
Equity security holders
Ordinary Shares
Name
Number Held
ELECTRONIC MARKETING PTY LTD
MR ANDREW COLEMAN
BUTTONWOOD NOMINEES PTY LTD
V MARK PTY LTD
TIP TRUSTEES LIMITED
CROOKS PTY LTD
PRICE VALUE PTY LIMITED
REGAN GEORGE PASSLOW
MR GREGORY NORMAN KOPP
G & E PROPERTIES PTY LTD
PRIBULA FAMILY PTY LTD
POULTNEY PTY LTD
PASSLOW SUPER PTY LTD
BNP PARIBAS NOMINEES PTY LTD
LE GRAND PTY LTD
MRS ELIZABETH THOMPSON
BAXTERO PTY LIMITED
MALONGA PTY LTD
MR MALCOLM MURRAY JONES + MRS LYNNETTE ANNE JONES
DR ROBERT BREIT
18,018,364
6,869,465
6,723,198
6,555,345
5,699,028
4,363,049
3,139,764
2,758,173
2,216,967
2,155,960
2,087,110
2,000,000
1,746,163
1,639,966
1,633,395
1,588,747
1,531,015
1,491,923
1,445,673
1,380,628
75,043,933
% of total
shares
issued
13.27%
5.06%
4.95%
4.83%
4.20%
3.21%
2.31%
2.03%
1.63%
1.59%
1.54%
1.47%
1.29%
1.21%
1.20%
1.17%
1.13%
1.10%
1.07%
1.02%
55.29%
78
82
Substantial shareholders
Howard Coleman
Andrew Coleman
Securities subject to escrow
Ordinary Shares
Number Held
% of total
shares
issued
20,413,256
6,869,465
15.04%
5.06%
Type of escrow
Nil
Escrow period
Nil
Number of shares
Nil
Voting rights
The voting rights attached to equity securities are set out below:
Ordinary shares
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll
each share shall have one vote.
83
79
Teaminvest Private Group Limited | ACN 629 045 736 | Phone 1300 160 803 | Email info@tipgroup.com.au | Web www.tipgroup.odoo.com
TIP Group Head Office G.01 and G.02, 23 Ryde Rd, Pymble NSW 2073 | TIP Wealth Office Level 12, 431 King William Street Adelaide SA 5000