Ultima United Limited
Appendix 4E Preliminary Final Report
1. Reporting period
- Year ended 30 June 2019
Previous corresponding period
- Year ended 30 June 2018
2. Results for announcement to the market
30 June 2019
Current
Year
Percentage
Change
Up /(Down)
$
Change
Up /
(Down)
$
30 June 2018
Previous
Corresponding
Year
$
2(a) Revenue from ordinary activities
33,327
15118%
33,108
219
2(b) Loss from ordinary activities after tax
(538,099)
28%
(119,201)
(418,898)
2(c) Net Loss for the year attributable to members
(538,099)
28%
(119,201)
(418,898)
2(d) Dividends: The Company does not propose to pay any dividends in the current year.
2(e) Record Date: N/A
2(f) See attached Director’s Report
3. Statement of Profit or Loss and Other Comprehensive Income
- See attached Financial Statements
4. Statement of Financial Position
- See attached Financial Statements
5. Statement of Cash Flows
- See attached Financial Statements
6. Statement of Changes in Equity
- See attached Financial Statements
7. Dividends
- The Company does not propose to pay any dividends in the current year.
Ultima United Limited – Appendix 4E
For the year ended 30 June 2019
8. Dividend reinvestment plan
- The Company does not propose to pay any dividends in the current year and does not have a
dividend reinvestment plan.
9. Net tangible assets per security
Cents per ordinary share
Current
Year
(30 June 2019)
6.2 cents
Previous
Corresponding Year
(30 June 2018)
7.7 cents
10. Details of entities over which control has been gained or lost
- Control gained over entities: N/A
- Control lost over entities: N/A
11. Details of Associates / Joint Ventures
- N/A
12. Other significant information
- N/A
13. Accounting Standards
- For foreign entities, the set of accounting standards used in compiling the report: N/A
14. Results of the period
- Refer Director’s Report
15. Statement on the financial statements
- Financial Statements are based on audited accounts.
16. Unaudited Accounts
- N/A
17. Auditor’s audit report
- For all entities, if the accounts are subject to audit dispute or qualification, include a
description of the dispute or qualification: N/A – however the auditor’s report does include a
paragraph addressing the existence of a material uncertainty which may cast significant doubt
about the Company’s ability to continue as a going concern.
Ultima United Limited
ACN 123 920 990
Annual Report
For the Financial Year Ended 30 June 2019
CONTENTS
Corporate Directory
Directors’ Report
Auditor’s Independence Declaration
Statement of Profit or Loss and Other Comprehensive Income
Statement of Financial Position
Statement of Changes in Equity
Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Independent Auditor’s Report to the Members of Ultima United Limited
Additional Shareholder Information
Ultima United Limited - Annual Report
For the year ended 30 June 2019
PAGE
3
4
11
12
13
14
15
16
36
37
42
2
CORPORATE DIRECTORY
Ultima United Limited - Annual Report
For the year ended 30 June 2019
EXECUTIVE CHAIRMAN & MANAGING DIRECTOR
(Simon) Xing Yan
EXECUTIVE DIRECTOR
Eric Kong
NON-EXECUTIVE DIRECTORS
(James) Zixi Ban
Li Yi
COMPANY SECRETARY
Piers Lewis
Victor Goh
PRINCIPAL & REGISTERED OFFICE
Suite 14,11 Preston Street
COMO, WA 6152
Telephone: (08) 6436 1888
Facsimile: (08) 9367 3311
AUDITORS
Moore Stephens
Level 15 Exchange Tower,
2 The Esplanade
PERTH WA 6000
SHARE REGISTRAR
Advanced Share Registry Services
110 Stirling Highway
NEDLANDS WA 6009
Telephone: (08) 9389 8033
Facsimile: (08) 9262 3723
SECURITIES EXCHANGE LISTING
Australian Securities Exchange
(Home Exchange: Perth, Western Australia)
Codes: UUL
3
Ultima United Limited - Annual Report
For the year ended 30 June 2019
DIRECTORS' REPORT
The directors of Ultima United Limited (the “Company”) submit herewith the financial report of the Company for the
financial year ended 30 June 2019. In order to comply with the provisions of the Corporations Act 2001, the directors
report as follows:
1) BOARD OF DIRECTORS
The names and details of the Company’s directors in office during and since the financial year end until the date of the
report are as follows. Directors were in office for the entire period unless otherwise stated.
Directors
Position
(Simon) Xing Yan
Executive Chairman & Managing Director
Eric Kong
Executive Director
(James) Zixi Ban
Non-Executive Director
Li Yi
Non-Executive Director (appointed 25 February 2019)
2)
INFORMATION ON DIRECTORS
(Simon) Xing Yan
Experience
Executive Chairman & Managing Director
Mr Yan has over 30 years of senior level management experience in international mining
trade. He was part of the management team of China National Minerals and Metals Import
& Export Corporation (MINMETALS).
Mr Yan migrated to Western Australia where he established numerous import export
businesses. Mr Yan developed a number of commercial properties, including “Woodsons”
(formerly Parry’s Department Store) in Fremantle and Huntingdale Village Shopping
Centre. Mr Yan was also a licensed real-estate agent for nearly 20 years, which provided
him with a deep knowledge of the Western Australian property market.
Interest in Shares
Mr Yan is widely sought after as a consultant for international trade issues due to his
broad contacts and knowledge of Chinese and Australian business systems.
1,642,500
Interest in Options
Nil
Eric Kong
Qualifications
Experience
Executive Director
MBA
Mr. Kong holds an MBA from the University of Western Australia and has extensive
corporate experience with Fortune 500 companies. He served in Solectron’s supply chain
management division where he often worked with top tier clients that include IBM, Cisco,
Sun Microsystems and Lucent Technologies. He then served as Asia Pacific regional
accounts manager for Molex; being responsible for business strategy, development and
growth in the highly competitive electronics contract manufacturing industry.
He is the founder and former director of Altis West; a business consulting firm managing
Chinese joint ventures in Australian mining and property sectors.
Interest in Shares
Mr Kong is an experienced manager with intricate knowledge of global business models,
trends and high-level expertise in both eastern and western management styles.
35,775
Interest in Options
Nil
(James) Zixi Ban
Experience
Interest in Shares
Non-Executive Director
Mr Ban was the General Manager of Western Australia Building Group; a domestic,
commercial and mining building design and construction company that provide
engineering and design solutions for complex and large structures/projects. Mr Ban has
a degree in architecture from UWA.
10,000
Interest in Options
Nil
4
Ultima United Limited - Annual Report
For the year ended 30 June 2019
DIRECTORS' REPORT
Li Yi
Experience
Interest in Shares
Non-Executive Director
Mr. Yi is a graduate of Southeast University of China and has extensive international
state-enterprise investment exposure. He is a national (China) registered consulting
engineer for investment. In 1995, Mr. Yi was appointed as General Manager (Legal
representative) for Beijing Desheng Power Engineering Consulting COR, and Director of
the China Engineering Consulting Company. In 2004 he served as deputy Chief Engineer
of North China Electric Power.
During this tenure, Mr. Yi was responsible for the engineering, procurement and
construction (EPC) development of many domestic and overseas power projects. He was
also in charge of developing overseas power engineering markets such as Singapore,
Nigeria, the United Arab Emirates and Belarus as well as the implementation of many key
national electric power projects throughout China.
2,295,059
Interest in Options
Nil
Directorships of other listed companies
Directorships of other listed companies held by directors in the 3 years immediately before the end of the financial year
are as follows:
Name
Company
Period of Directorship
Xing Yan (Simon)
Eric Kong
(James) Zixi Ban
Li Yi
-
-
-
-
-
-
-
-
3) COMPANY SECRETARY
Mr Piers Lewis
Mr Lewis has more than 15 years global corporate experience and is currently Company Secretary and CFO for several
ASX listed Companies. Mr Lewis specializes in financial management of listed and non-listed exploration companies
and brings extensive and diverse financial and corporate experience from previous senior management roles with
Credit Suisse (London), Mizuho International and NAB Capital. Mr Lewis holds a Bachelor of Commerce and is a
member of Chartered Accountants Australia and New Zealand and Governance Institute of Australia.
Mr Victor Goh
Mr Goh is a Chartered Accountant with 8 years of experience as an auditor, with a client base primarily consisting of
ASX listed companies. Mr Goh holds a Bachelor of Commerce from the University of Western Australia and is a member
of Chartered Accountants Australia and New Zealand.
4) PRINCIPAL ACTIVITIES
The principal activity of the Company during the financial year was property development.
5) FINANCIAL RESULTS
The financial results of the Company for the year ended 30 June 2019 are:
Cash and cash equivalents ($)
Net assets ($)
289,611
1,813,733
438,625
1,969,322
(34%)
(8%)
30/06/2019
30/06/2018
% Change
Revenue ($)
Net loss after tax ($)
Loss per share ($)
30/06/2019
30/06/2018
% Change
33,327
(538,099)
(1.94)
219
(418,898)
(1.64)
15118%
28%
18%
6) DIVIDENDS PAID OR RECOMMENDED
The directors do not recommend the payment of a dividend and no amount has been paid or declared by way of a
dividend to the date of this report.
5
Ultima United Limited - Annual Report
For the year ended 30 June 2019
DIRECTORS' REPORT
7) REVIEW OF OPERATIONS
PROPERTY DEVELOPMENT
3 Oak Street, Cannington, Western Australia
During the period handover of the Oak Street project was completed, with the Company commencing activities to sell
the units.
Whilst the Company works to sell the units, it has organised for most of the units to be leased. As of the date of this
report, one of the twelve units has been sold.
19-21 Tate Street, Bentley, Western Australia
During the 30 June 2017 financial year the Company applied for and received authority to amalgamate 19 & 21 Tate
Street, Bentley into one property, and development approval (subject to conditions) from the City of Canning for the
construction of 14 apartments at 19 & 21 Tate Street, Bentley, with 10 apartments having 2 bedrooms and 2
bathrooms and 4 apartments having 1 bedroom and 1 bathroom.
As of the date of this report, the Company has decided not to progress development at the Bentley project until such
point that the units at the Cannington project have sold.
8) SIGNFICANT CHANGES IN STATE OF AFFAIRS
There were no significant changes in the state of affairs of the Company during the financial year.
9) AFTER BALANCE DATE EVENTS
The directors are not aware of any matters or circumstances that have arisen since the end of the financial year which
significantly affected or may significantly affect the operations of the Company, the results of those operations, or the
state of affairs of the Company in future financial years.
10) MEETINGS OF DIRECTORS
The number of Directors’ meetings held during the financial year and the number of meetings attended by each Director
during the time the Director held office are:
Directors
Xing Yan
Eric Kong
(James) Zixi Ban
Li Yi
Directors Meetings
Number Eligible
to Attend
Meetings
Attended
2
2
2
-
2
2
2
-
The Company does not have a formally constituted audit committee nor a remuneration committee as the board
considers that the company’s size and type of operation do not warrant such committees.
11) FUTURE DEVELOPMENTS
The Directors continue to actively seek and evaluate a number of property development opportunities and further
information will be made available to the market in accordance with its continuous disclosure obligations under the ASX
Listing Rules.
12) ENVIRONMENTAL ISSUES
The Company is not subject to any significant environmental regulation under the Commonwealth or State legislation.
The Board is not aware of any breach of environmental requirements as they apply to the Company.
6
Ultima United Limited - Annual Report
For the year ended 30 June 2019
DIRECTORS' REPORT
13) REMUNERATION REPORT
This Remuneration Report covers the following Key Management Personnel:
Directors
(Simon) Xing Yan
Eric Kong
(James) Zixi Ban
Li Yi
Other than the directors, the Company does not currently have any other employees. Executive directors and any
personnel in the senior management position are collectively referred to as executives in this Report.
Remuneration Policy
The remuneration policy of the Company has been designed to align directors’ and executives’ objectives with
shareholder and business objectives by providing a fixed remuneration component which is assessed on an annual
basis in line with market rates and offering specific long-term incentives based on key performance areas affecting the
Company’s financial results. The board believes the remuneration policy to be appropriate and effective in its ability to
attract and retain the best directors and executives to run and manage the Company. The board’s policy for determining
the nature and amount of remuneration for board members and executives of the Company is as follows:
Executive Remuneration Policy
The remuneration policy, setting the terms and conditions for the executive directors and other senior executives (or
collectively “executives”), was developed by the board. All executives receive a base salary (which is based on factors
such as length of service and experience) and superannuation. The board reviews executive packages annually by
reference to the Company’s performance, executive’s performance and comparable information from industry sectors
and other listed companies in similar industries.
The board may exercise discretion in relation to approving incentives, bonuses and options. The policy is to attract the
highest calibre of executives and reward them for performance that results in long-term growth in shareholder’s wealth.
Executives are also entitled to participate in the employee share and option arrangements. The executive directors
receive a superannuation guarantee contribution required by the government, which is currently 9.5% and do not
receive any other retirement benefits.
All remuneration paid to directors and executives is valued at the cost to the Company and expensed. Shares given to
directors and executives are valued as the difference between the market price of those shares and the amount paid
by the director or executive. Options are valued using the Black-Scholes method.
Non-Executive Remuneration Policy
The board’s policy is to remunerate non-executive directors at market rates for comparable companies for time,
commitment and responsibilities. The board determines payments to the non-executive directors and reviews their
remuneration annually, based on market practice, duties and accountability. Independent external advice is sought
when required. The maximum aggregate amount of fees that can be paid to non-executive directors is subject to
approval by shareholders at the Annual General Meeting, (currently $250,000). Fees for non-executive directors are
not linked to the performance of the Company. However, to align directors’ and executives’ interests with shareholder
interests, non-executive directors are encouraged to hold shares in the company and are able to participate in the
employee option plan.
Performance based remuneration
The Company has no performance based remuneration component built into executive remuneration packages. Non-
executive directors’ remuneration are not performance based.
Company performance, shareholder’s wealth and director’s and executive’s remuneration
The remuneration policy has been tailored to increase goal congruence between shareholders and directors and
executives. Currently, this is facilitated through the issue of options to the majority of directors and executives to
encourage the alignment of personal and shareholder interests. The Company believes the policy will be effective in
increasing shareholder’s wealth. For details of directors’ interests in options at year end, refer the Directors’ Report.
7
Ultima United Limited - Annual Report
For the year ended 30 June 2019
DIRECTORS' REPORT
Employment contracts of key management personnel
(Simon) Xing Yan
Under a service agreement entered into with Mr Yan, his salary is $150,000 per annum plus superannuation for
providing services to the Company as Executive Chairman & Managing Director. The agreement may be terminated
by either party by providing 1 month’s written notice and upon payment of any outstanding fees for services rendered.
The initial employment contract was for a term of 1 year, and has been subsequently extended.
Eric Kong
Under a service agreement entered into with Mr Kong, his salary is $100,000 per annum plus superannuation for
providing services to the Company as Executive Director. The agreement may be terminated by either party by
providing 1 month’s written notice and upon payment of any outstanding fees for services rendered. The initial
employment contract was for a term of 1 year, and has been subsequently extended.
(James) Zixi Ban
Under a non-executive directors’ agreement, Mr Ban is entitled to $5,000 per annum as a Non-Executive Director. Mr
Ban’s appointment will automatically cease in the event that he gives notice to the board of his resignation as a director,
or he resigns by rotation and is not re-elected as a director by the shareholders of the Company.
Li Yi
Under a non-executive directors’ agreement, Mr Yi is entitled to $8,000 per annum as a Non-Executive Director. Mr
Yi’s appointment will automatically cease in the event that he gives notice to the board of his resignation as a director,
or he resigns by rotation and is not re-elected as a director by the shareholders of the Company.
Compensation of Key Management Personnel for the year ended 30 June 2019
SHORT-TERM BENEFITS
POST EMPLOYMENT
SHARE-BASED
PAYMENT
TOTAL
Salary &
Fees
Cash
Bonus
Non-
Monetary
Super-
annuation
Long
Service
Equity
Options
Directors
(Simon) Xing Yan - Executive Chairman
2019
2018
150,000
150,000
Eric Kong - Non-Executive Director (2)
100,000
78,884
2019
2018
-
-
-
-
(James) Zixi Ban - Non-Executive Director
2019
2018
5,000
5,000
-
-
Li Yi – Non-Executive Director (3)
2019
2018
2,738
-
Total Remuneration
257,738
233,884
2019
2018
-
-
-
-
-
-
-
-
-
-
-
-
-
-
14,250
14,250
4,151(1)
4,151(1)
9,500
7,494
-
-
-
-
-
-
-
-
-
-
23,750
21,744
4,151
4,151
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
168,401
168,401
109,500
86,378
5,000
5,000
2,738
-
285,639
259,779
(1) As of 1 May 2016, Mr Yan had been employed with the Company for seven years. For the current financial year
$4,151 (2018: $4,151) has been expensed as long service leave.
(2) In December 2018, the Company agreed with Mr Kong to conclude the deferral of his fees and repay the amounts
previously deferred under his service agreement.
(3) Mr Li Yi was appointed as Non-Executive Director on 25 February 2019.
Option holdings of key management personnel
2019
The Company’s Directors and key management personnel did not hold any options at 30 June 2019.
2018
The Company’s Directors and key management personnel did not hold any options at 30 June 2018.
8
Ultima United Limited - Annual Report
For the year ended 30 June 2019
DIRECTORS' REPORT
Shareholdings of key management personnel
2019
(Simon) Xing Yan
Eric Kong
(James) Zixi Ban
Li Yi (1)
TOTAL
Balance at
01.07.18
1,642,500
Granted as
Remuneration
-
On Exercise
of Options
-
35,775
10,000
2,295,059
3,983,334
-
-
-
-
-
-
-
-
Bought &
(Sold)
Balance at
30.06.19
-
-
-
-
-
1,642,500
35,775
10,000
2,295,059
3,983,334
(1) Opening shares are the amount held at date of appointment by Mr Yi on 25 February 2019.
2018
(Simon) Xing Yan
Eric Kong
(James) Zixi Ban
TOTAL
Balance at
01.07.17
1,642,500
Granted as
Remuneration
-
On Exercise
of Options
-
35,775
10,000
1,688,275
-
-
-
-
-
-
Bought &
(Sold)
Balance at
30.06.18
-
-
-
-
1,642,500
35,775
10,000
1,688,275
Compensation options granted during the year ended 30 June 2019
No compensation options were granted to directors or executive during the financial year (2018: nil).
There are no compensation options in existence at reporting date.
Performance income as a proportion of total income
No performance based bonuses have been paid to directors or executives during the financial year (2018: nil).
Loans to key management personnel
There were no loans to or from key management personnel during the financial year (2018: nil).
END OF REMUNERATION REPORT
9
Ultima United Limited - Annual Report
For the year ended 30 June 2019
DIRECTORS' REPORT
14) OPTIONS
At the date of this report there are no unissued ordinary shares of the Company under option.
No ordinary shares have been issued as a result of the exercise of options during or since the end of the financial year.
INDEMNIFYING OFFICERS OR AUDITOR
15)
During or since the end of the financial year the Company has given an indemnity or entered into an agreement to
indemnify, or paid or agreed to pay insurance premiums as follows:
The Company has entered into agreements to indemnify all directors and provide access to documents, against any
liability arising from a claim brought by a third party against the Company. The agreement provides for the Company
to pay all damages and costs which may be awarded against the directors.
The Company has paid premiums to insure each of the directors against liabilities for costs and expenses incurred by
them in defending any legal proceedings arising out of their conduct while acting in the capacity of director of the
company, other than conduct involving a willful breach of duty in relation to the Company. The amount of the premium
paid during the year was $9,990. No indemnity has been paid to auditors.
16) PROCEEDINGS ON BEHALF OF COMPANY
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in any proceedings
to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of
these proceedings.
The Company was not a party to any such proceedings during the year.
17) AUDITORS INDEPENDENCE DECLARATION
The lead auditor’s independence declaration for the year ended 30 June 2019 has been received and can be found on
page 11 of the annual report.
18) NON-AUDIT SERVICES
The board of directors is satisfied that the provision of non-audit services, totaling $3,000, were performed during the
year by the Company’s auditors is compatible with the general standard of independence for auditors imposed by the
Corporations Act 2001. The directors are satisfied that the services disclosed below did not compromise the external
auditor’s independence for the following reason:
• The nature of the services provided do not compromise the general principles relating to auditors independence
as set out in the APES 110 (Code of Ethics for Professional Accountants).
Signed in accordance with a resolution of the Board of Directors.
Eric Kong
Executive Director
Dated this 30th day of August 2019
10
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
Ultima United Limited - Annual Report
For the year ended 30 June 2019
Rental revenue
Interest income
Property expenses
Employee benefit expenses
Occupancy expenses
Depreciation expense
Consultancy expenses
Legal and compliance expenses
Net gain/(loss) on financial assets held at fair value
Finance expenses
Administration expenses
Loss before income tax expense
Income tax expense
Net loss for the year
Other comprehensive Income
Total comprehensive income for the year
Notes
30-Jun-19
30-Jun-18
$
$
33,327
-
(35,906)
(307,299)
(11,561)
(546)
(41,138)
(51,162)
(1,556)
(106,565)
(15,693)
(538,099)
-
2
4
-
219
-
(277,144)
(11,438)
(720)
(42,015)
(40,022)
4,151
(46,636)
(5,293)
(418,898)
-
(538,099)
(418,898)
-
-
(538,099)
(418,898)
Basic and diluted loss per share (cents per share)
20
(1.94)
(1.64)
The accompanying notes form part of these financial statements.
12
STATEMENT OF FINANCIAL POSITION
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Inventory
TOTAL CURRENT ASSETS
NON CURRENT ASSETS
Inventory (Property development)
Financial assets
Plant and equipment
TOTAL NON CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Provision
Borrowings
TOTAL CURRENT LIABILITIES
NON CURRENT LIABILITIES
Borrowings
TOTAL NON CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
Ultima United Limited - Annual Report
As at 30 June 2019
Notes
30-Jun-19
30-Jun-18
$
$
5
6
7
8
9
10
11
12
13
13
14
15
16
289,611
9,769
3,398,390
3,697,770
438,625
69,929
3,030,478
3,539,032
1,173,421
1,169,221
7,782
309
1,181,512
4,879,282
40,126
109,099
2,161,753
2,310,978
754,571
754,571
3,065,549
1,813,733
9,338
854
1,179,413
4,718,445
60,098
83,597
112,501
256,196
2,492,927
2,492,927
2,749,123
1,969,322
8,097,337
482,267
7,714,827
482,267
(6,765,871)
(6,227,772))
1,813,733
1,969,322
The accompanying notes form part of these financial statements.
13
STATEMENT OF CHANGES IN EQUITY
Ultima United Limited - Annual Report
For the year ended 30 June 2019
Issued
Capital
Option
Reserves
Accumulated
Losses
$
$
$
Total
$
Balance at 1 July 2017
Loss for the year
Other comprehensive income
Total comprehensive income for the year
7,714,827
482,267
(5,808,874)
2,388,220
-
-
-
-
-
-
(418,898)
(418,898)
-
-
(418,898)
(418,898)
Balance at 30 June 2018
7,714,827
482,267
(6,227,772)
1,969,322
Balance at 1 July 2018
Loss for the year
Other comprehensive income
Total comprehensive income for the year
Issue of shared capital
Balance at 30 June 2019
7,714,827
482,267
(6,227,772)
1,969,322
-
-
-
382,510
-
-
-
-
(538,099)
(538,099)
-
-
(538,099)
(538,099)
-
382,510
8,097,337
482,267
(6,765,871)
1,813,733
The accompanying notes form part of these financial statements
14
STATEMENT OF CASH FLOWS
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Interest and other income
Deposit paid
Finance costs
Ultima United Limited - Annual Report
For the year ended 30 June 2019
Notes
30-Jun-19
30-Jun-18
$
$
32,127
(394,349)
-
(1,520)
(41,554)
-
(440,269)
219
-
(46,636)
Net cash used in operating activities
21(ii)
(405,296)
(486,686)
Cash flows from investing activities
Purchase of property, plant and equipment
Payment for property development
Net cash provided by / (used in) investing activities
Cash flows from financing activities
Proceeds from issue of shares
Proceeds from borrowings
Repayment of borrowings
Net cash provided by / (used in) investing activities
Net decrease in cash and cash equivalents held
Cash and cash equivalents at beginning of financial year
Cash and cash equivalents at end of financial year
21(i)
.
The accompanying notes form part of these financial statements
-
(403)
(335,527)
(335,527)
(1,900,943)
(1,901,346)
382,510
313,200
(39,789)
655,921
(84,902)
374,513
289,611
-
1,692,101
(47,409)
1,644,692
(743,340)
1,117,853
374,513
15
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
The financial report is a general purpose financial report that has been prepared in accordance with Australian
Accounting Standards including Australian Accounting Interpretations, other authoritative pronouncements of the
Australian Accounting Standards Board and the Corporations Act 2001. The Company is a for-profit entity for financial
reporting purposes under Australian Accounting Standards.
The financial report covers the Company of Ultima United Limited and has been prepared in Australian dollars. Ultima
United Limited is a listed public company, incorporated and domiciled in Australia.
Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a financial
report containing relevant and reliable information about transactions, events and conditions to which they apply.
Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with
International Financial Reporting Standards.
The following is a summary of the material accounting policies adopted by the entity in the preparation of the financial
report. The accounting policies have been consistently applied, unless otherwise stated.
The financial report has been prepared on an accruals basis and is based on historical costs modified by the revaluation
of selected non-current assets, financial assets and financial liabilities for which the fair value basis of accounting has
been applied.
Going Concern
The financial report has been prepared on the basis of accounting principles applicable to a going concern, which
assumes the commercial realisation of the future potential of the Company’s assets and the discharge of their
liabilities in the normal course of business.
As disclosed in the financial report, the Company recorded an operating loss for the year ended 30 June 2019 of
$538,099 (30 June 2018: $418,898) and a cash outflow from operating activities of $405,296 for the year ended 30
June 2019 (30 June 2018: $486,686) and at reporting date, had a working capital surplus of $1,386,792 (30 June
2018: $3,282,836).
The ability of the Company to continue as a going concern is principally dependent upon the successful sale of the
units at the 3 Oak Street, Cannington project to repay the Westpac facility before it matures in November 2019. The
Company is currently in negotiations with Westpac to refinance the facility and expects to finalise this in the coming
months. Should the Company be unsuccessful in this, it may be required to raise capital to settle this obligation.
These conditions indicate a material uncertainty that may cast significant doubt about the ability of the Company to
continue as a going concern. In the event the above matters are not achieved, the Company will be required to raise
funds for working capital from debt or equity sources.
The directors have prepared a cash flow forecast, which indicates that the Company will have sufficient cash flows
to meet all commitments and working capital requirements for the 12 month period from the date of signing this
financial report.
Based on the cash flow forecasts which assumes the sale of all the units and other factors referred to above, the
directors are satisfied that the going concern basis of preparation is appropriate. In particular, given the Company’s
history of raising capital to date, the directors are confident of the Company’s ability to raise additional funds as and
when they are required.
Should the Company be unable to continue as a going concern it may be required to realise its assets and extinguish
its liabilities other than in the normal course of business and at amounts different to those stated in the financial
statements. The financial statements do not include any adjustments relating to the recoverability and classification
of asset carrying amounts or to the amount and classification of liabilities that might result should the Company be
unable to continue as a going concern and meet its debts as and when they fall due.
16
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
(a) Critical Accounting Judgements, Estimates and Assumptions
The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of
future events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the
carrying amounts of certain assets and liabilities within the next annual reporting period are:
Share based payment transactions
The Company measures the cost of equity-settled transactions with employees by reference to the fair value of the
equity instruments at the date at which they are granted. The fair value is determined by an internal valuation using
Black-Scholes option pricing model.
Impairment
The Company assesses impairment at the end of each reporting period by evaluating conditions and events specific
to the Company that may be indicative of impairment triggers. Recoverable amounts of relevant assets are reassessed
using value-in-use calculations which incorporate various key assumptions.
Environmental Issues
Balances disclosed in the financial statements and notes thereto are not adjusted for any pending or enacted
environmental legislation, and the directors understanding thereof. At the current stage of the Company’s development
and its current environmental impact the directors believe such treatment is reasonable and appropriate.
Taxation
Balances disclosed in the financial statements and the notes thereto, related to taxation, and are based on the best
estimates of directors. These estimates take into account both the financial performance and position of the company
as they pertain to current income taxation legislation, and the directors understanding thereof. No adjustment has been
made for pending or future taxation legislation. The current income tax position represents that directors’ best estimate,
pending an assessment by the Australian Taxation Office.
(b) Revenue
The Company has applied AASB 15: Revenue from Contracts with Customers using the cumulative effective method.
Therefore, the comparative information has not been restated and continues to be presented under AASB 118:
Revenue. Based on the Directors’ assessment, accounting policies under AASB 118 are identical to those under AASB
15 as disclosed below.
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the
revenue can be reliably measured. The following specific recognition criteria must also be met before revenue is
recognised:
Rental revenue:
Rental income is recognised in the statement of comprehensive income in the reporting period in which it is received,
over the term of the lease in accordance with the lease agreement. Lease incentives granted are recognised as an
integral part of the total rental income over the term of the lease.
Interest:
Interest revenue is recognised on a proportional basis using the effective interest rates method.
(c) Earnings Per Share
The Company presents basic and diluted earnings per share (“EPS”) data for its ordinary shares. Basic EPS is
calculated by dividing the net profit or loss attributable to members for the reporting period, after excluding any costs
of servicing equity, by the weighted average number of ordinary shares of the Company, adjusted for any bonus issue.
Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average
number of ordinary shares outstanding.
(d) Impairment of Assets
At each reporting date the Company assesses whether there is any indication that an asset may be impaired. Where
an indication of impairment exists, the Company makes a formal estimate of recoverable amount. Where carrying
amount of an asset exceeds its recoverable amount the asset is considered impaired and is written down to its
recoverable amount.
Recoverable amount is the greater of fair value less costs to sell and value in use. It is determined for an individual
asset, unless the asset’s value in use cannot be estimated to be close to its fair value less costs to sell and it does not
generate cash inflows that are largely independent of those from other assets or Company assets, in which case, the
recoverable amount is determined for the cash-generating unit to which the asset belongs.
In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount
rate that reflects current market assessments of the time value of money and the risks specific to the asset.
17
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
(e) Income Tax
Deferred income tax is provided on all temporary differences at the balance sheet date between the tax bases of assets
and liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences:
• except where the deferred income tax liability arises from the initial recognition of an asset or liability in a
transaction that is not a business combination and, at the time of the transaction, affects neither that accounting
profit or loss nor taxable profit or loss; and
•
in respect of taxable temporary differences associated with investments in subsidiaries, associates and interests
in joint ventures, except where the timing of the reversal of the temporary differences will not reverse in the
foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets
and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible
temporary differences, and the carry-forward of unused tax assets and unused tax losses can be utilised:
• except where the deferred income tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time of the
transaction, affects neither the accounting profit or loss nor taxable profit or loss; and
•
in respect of deductible temporary differences with investments in subsidiaries, associates and interests in joint
ventures, deferred tax assets are only recognised to the extent that it is probable that the temporary differences
will reverse in the foreseeable future and taxable profit will be available against which the temporary differences
can be utilised.
The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent
that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax
asset to be utilised.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when
the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively
enacted at the balance sheet date.
(f) Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred
is not recoverable from the Australian Tax Office (“ATO”). In these circumstances the GST is recognised as part of the
cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the Statement of
Financial Position are shown inclusive of GST.
The net amount of GST recoverable from, or payable to, the ATO is included as a current asset or liability in the
Statement of Financial Position.
Cash flows are included in the Statement of Cash Flows on a gross basis. The GST components of cash flows arising
from investing and financing activities which are recoverable from, or payable to, the ATO are classified as operating
cash flows.
(g) Cash and cash equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly liquid
investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within
short-term borrowings in current liabilities on the Statement of Financial Position.
(h) Trade and Other Receivables
Trade receivables, which generally have 30-90 day terms, are recognised and carried at original invoice amount less
an allowance for lifetime expected credit losses using the simplified approach in accordance with AASB 9: Financial
Instruments. Bad debts are written off when identified.
Receivables from related parties are recognised and carried at the nominal amount due. Interest is taken up as income
on an accrual basis.
(i) Inventories
Inventories and work in progress are stated at the lower of cost and net realisable value. Net realisable value is the
estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.
18
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
(i) Inventories (continued)
Cost includes the cost of acquisition, development costs, holding costs and directly attributable interest on borrowed
funds where the development is a qualifying asset. Capitalisation of borrowing costs is ceased during extended periods
in which active development is interrupted. When a development is completed and ceases to be a qualifying asset,
borrowing costs and other costs are expensed as incurred.
Current and Non-current Inventory Assets
Inventory is classified as current when it satisfies any of the following criteria:
• it is expected to be realised in, or is intended for sale or consumption in, the entity’s normal operating cycle;
• it is held primarily for the purpose of being traded; or
• it is expected to be realised within twelve months of the reporting date.
All other inventory is treated as non-current.
(j) Property held for development and resale
Property held for development and resale comprises land held for development, contract costs and other holding costs
incurred to date.
Costs include the cost of acquisition, development, interest on funds borrowed for the development and holding costs
until completion of the development. Interest and holding charges incurred after development is completed are
expensed. Profit is recognised on an individual contract basis generally at settlement.
(k) Plant and Equipment
Plant and equipment are measured on the cost basis. The carrying amount of plant and equipment is reviewed annually
by directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is
assessed on the basis of the expected net cash flows that will be received from the asset’s employment and subsequent
disposal. The expected net cash flows have been discounted to their present values in determining recoverable
amounts.
Depreciation
The depreciable amount of plant and equipment is depreciated on a diminishing value basis over the asset’s useful life
to the Company commencing from the time the asset is held ready for use.
The depreciation rates used for each class of depreciable assets are:
Class of Fixed Asset
Plant and equipment
Furniture and Fittings
Software
Depreciation Rate
33.00%
11.25%
33.00%
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. An
asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater
than its estimated recoverable amount. Gains and losses on disposals are determined by comparing proceeds with the
carrying amount. These gains and losses are included in the Statement of Profit or Loss and Other Comprehensive
Income. When revalued assets are sold, amounts included in the revaluation reserve relating to that asset are
transferred to retained earnings.
(l) Trade and Other Payables
Liabilities for trade creditors and other amounts are carried at cost which is the fair value of consideration to be paid in
the future for goods and services received, whether or not billed to the Company.
Payables to related parties are carried at the principal amount. Interest, when charged by the lender, is recognised as
an expense on an accrual basis.
(m) Issued Capital
Ordinary shares are classified as equity.
Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the
share proceeds received.
19
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
(n) Financial Instruments
Financial assets and financial liabilities are recognised in the Company’s statement of financial position when the
Company becomes a party to the contractual provisions of the instrument.
Financial instruments (except for trade receivables) are initially measured at fair value plus transaction costs, except
where the instrument is classified "at fair value through profit or loss", in which case transaction costs are expensed to
profit or loss immediately.
Classification and subsequent measurement
Financial assets
Financial assets are subsequently measured at:
•
•
•
amortised cost;
fair value through other comprehensive income; or
fair value through profit or loss.
A financial asset that meets the following conditions is subsequently measured at amortised cost:
•
•
the financial asset is managed solely to collect contractual cash flows; and
the contractual terms within the financial asset give rise to cash flows that are solely payments of principal
and interest on the principal amount outstanding on specified dates.
A financial asset that meets the following conditions is subsequently measured at fair value through other
comprehensive income:
•
•
the contractual terms within the financial asset give rise to cash flows that are solely payments of principal
and interest on the principal amount outstanding on specified dates;
the business model for managing the financial assets comprises both contractual cash flows collection and
the selling of the financial asset.
By default, all other financial assets that do not meet the measurement conditions of amortised cost and fair value
through other comprehensive income are subsequently measured at fair value through profit or loss.
The initial designation of the financial instruments to measure at fair value through profit or loss is a one-time option on
initial classification and is irrevocable until the financial asset is derecognised.
Financial liabilities
Financial liabilities are subsequently measured at:
•
•
amortised cost; or
fair value through profit or loss.
A financial liability is measured at fair value through profit and loss if the financial liability is:
•
•
•
a contingent consideration of an acquirer in a business combination to which AASB 3: Business Combinations
applies;
held for trading; or
initially designated as at fair value through profit or loss.
All other financial liabilities are subsequently measured at amortised cost using the effective interest method.
Derecognition
Derecognition refers to the removal of a previously recognised financial asset or financial liability from the statement of
financial position.
Derecognition of financial assets
A financial asset is derecognised when the holder's contractual rights to its cash flows expires, or the asset is transferred
in such a way that all the risks and rewards of ownership are substantially transferred.
All of the following criteria need to be satisfied for derecognition of financial asset:
•
•
•
the right to receive cash flows from the asset has expired or been transferred;
all risk and rewards of ownership of the asset have been substantially transferred; and
the Company no longer controls the asset (ie the Company has no practical ability to make a unilateral decision
to sell the asset to a third party).
On derecognition of a financial asset measured at amortised cost, the difference between the asset's carrying amount
and the sum of the consideration received and receivable is recognised in profit or loss.
On derecognition of a debt instrument classified as at fair value through other comprehensive income, the cumulative
gain or loss previously accumulated in the investment revaluation reserve is reclassified to profit or loss.
20
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
(n)Financial Instruments (continued)
On derecognition of an investment in equity which was elected to be classified under fair value through other
comprehensive income, the cumulative gain or loss previously accumulated in the investment revaluation reserve is
not reclassified to profit or loss, but is transferred to retained earnings.
Derecognition of financial liabilities
A liability is derecognised when it is extinguished (ie when the obligation in the contract is discharged, cancelled or
expires). An exchange of an existing financial liability for a new one with substantially modified terms, or a substantial
modification to the terms of a financial liability is treated as an extinguishment of the existing liability and recognition of
a new financial liability.
The difference between the carrying amount of the financial liability derecognised and the consideration paid and
payable, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss.
Impairment
The Company recognises a loss allowance for expected credit losses on financial assets that are measured at
amortised cost or fair value through other comprehensive income.
Loss allowance is not recognised for:
financial assets measured at fair value through profit or loss; or
equity instruments measured at fair value through other comprehensive income.
The Company uses the simplified approach to impairment, as applicable under AASB 9: Financial Instruments:
Simplified approach
The simplified approach does not require tracking of changes in credit risk at every reporting period, but instead requires
the recognition of lifetime expected credit loss at all times. This approach is applicable to:
•
•
trade receivables or contract assets that result from transactions within the scope of AASB 15: Revenue from
Contracts with Customers and which do not contain a significant financing component; and
lease receivables.
In measuring the expected credit loss, a provision matrix for trade receivables was used taking into consideration
various data to get to an expected credit loss (ie diversity of customer base, appropriate groups of historical loss
experience, etc).
Recognition of expected credit losses in financial statements
At each reporting date, the Company recognises the movement in the loss allowance as an impairment gain or loss in
the statement of profit or loss and other comprehensive income.
The carrying amount of financial assets measured at amortised cost includes the loss allowance relating to that asset.
Assets measured at fair value through other comprehensive income are recognised at fair value, with changes in fair
value recognised in other comprehensive income. Amounts in relation to change in credit risk are transferred from other
comprehensive income to profit or loss at every reporting period.
For financial assets that are unrecognised (eg loan commitments yet to be drawn, financial guarantees), a provision for
loss allowance is created in the statement of financial position to recognise the loss allowance.
(o) Comparatives
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in
presentation for the current financial year.
(p) Employee Benefits
Provision is made for the company’s liability for employee benefits arising from services rendered by employees to
balance date. Employee benefits that are expected to be settled within 1 year have been measured at the amounts
expected to be paid when the liability is settled. Employee benefits payable later than 1 year have been measured at
the present value of the estimated future cash outflows to be made for those benefits. Those cashflows are discounted
using market yields on national government bonds with terms to maturity that match the expected timing of cashflows.
(q) Borrowing Costs
Borrowing costs directly attributable to the acquisition, construction or production of assets that necessarily take a
substantial period of time to prepare for their intended use or sale are added to the cost of those assets, until such time
as the assets are substantially ready for their intended use or sale.
All other borrowing costs are recognised in profit or loss in the period in which they are incurred.
21
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
(r) Fair value of Assets and Liabilities
The Company measures some of its assets and liabilities at fair value on either a recurring or non-recurring basis,
depending on the requirements of the applicable Accounting Standard.
Fair value is the price the Company would receive to sell an asset or would have to pay to transfer a liability in an
orderly (ie unforced) transaction between independent, knowledgeable and willing market participants at the
measurement date.
As fair value is a market-based measure, the closest equivalent observable market pricing information is used to
determine fair value. Adjustments to market values may be made having regard to the characteristics of the specific
asset or liability. The fair values of assets and liabilities that are not traded in an active market are determined using
one or more valuation techniques. These valuation techniques maximise, to the extent possible, the use of observable
market data.
To the extent possible, market information is extracted from either the principal market for the asset or liability (ie the
market with the greatest volume and level of activity for the asset or liability) or, in the absence of such a market, the
most advantageous market available to the entity at the end of the reporting period (ie the market that maximises the
receipts from the sale of the asset or minimises the payments made to transfer the liability, after taking into account
transaction costs and transport costs).
For non-financial assets, the fair value measurement also takes into account a market participant’s ability to use the
asset in its highest and best use or to sell it to another market participant that would use the asset in its highest and
best use.
The fair value of liabilities and the entity’s own equity instruments (excluding those related to share-based payment
arrangements) may be valued, where there is no observable market price in relation to the transfer of such financial
instruments, by reference to observable market information where such instruments are held as assets. Where this
information is not available, other valuation techniques are adopted and, where significant, are detailed in the respective
note to the financial statements.
(s) Impact of Initial Application of New Accounting Standards
Initial application of AASB 9: Financial Instruments
AASB 9 replaces AASB 139 Financial Instruments: Recognition and Measurement (AASB 139) for annual periods
beginning on or after 1 January 2018, bringing together all three aspects of the accounting for financial instruments:
classification and measurement; impairment; and hedge accounting.
The Company has applied AASB 9 retrospectively, with the initial application date of 1 July 2018. The Company has
elected to restate comparative information.
AASB 9 sets out requirements for recognising and measuring financial assets, financial liabilities and some contracts
to buy or sell non-financial items. The changes in accounting policies resulting from the adoption of AASB 9 did not
have a material impact on the Company’s financial statements.
As of 30 June 2018 and 30 June 2019, the Company’s financial instruments consist of cash and cash equivalents,
trade and other receivables, trade and other payables, and borrowings.
Class of financial instrument
presented in the statement of
financial position
Original measurement category
under AASB 139
New measurement category
under AASB 9
Cash and cash equivalents
Loans and receivables
Financial assets at amortised cost
Trade and other receivables
Loans and receivables
Financial assets at amortised cost
Trade and other payables
Financial liability at amortised cost Financial liability at amortised cost
Borrowings
Financial liability at amortised cost Financial liability at amortised cost
The change in classification has not resulted in any re-measurement adjustments at 1 July 2018.
Refer to the relevant accounting policy disclosures for further details.
22
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
(s) Impact of Initial Application of New Accounting Standards (continued)
Impairment of financial assets
In relation to the financial assets carried at amortised cost, AASB 9 requires an expected credit loss model to be applied
as opposed to an incurred credit loss model under AASB 139. The expected credit loss model requires the Company
to account for expected credit losses and changes in those expected credit losses at each reporting date to reflect
changes in credit risk since initial recognition of the financial asset. In particular, AASB 9 requires the Company to
measure the loss allowance at an amount equal to lifetime expected credit loss (“ECL”) if the credit risk on the
instrument has increased significantly since initial recognition. On the other hand, if the credit risk on the financial
instrument has not increased significantly since initial recognition, the Company is required to measure the loss
allowance for that financial instrument at an amount equal to the ECL within the next 12 months.
There is no impact on the cash flows of the Company from the application of AASB 9.
Initial application of AASB 15: Revenue from Contracts with Customers
The Company has adopted AASB 15 with a date of initial application of 1 July 2018. Based on the Directors’ assessment
there was no impact on the Company’s existing revenue recognition policy arising from the adoption.
The Company has applied the AASB 15 cumulative effective method (ie by recognising the cumulative effect of initially
applying AASB 15 as an adjustment to the opening balance of equity at 1 July 2018). Therefore, the comparative
information has not been restated and continues to be reported under AASB 118: Revenue.
(t) New Accounting Standards for Application in Future Periods
The AASB has issued a number of new and amended Accounting Standards that have mandatory application dates
for future reporting periods, some of which are relevant to the Company. The directors have decided not to early-
adopt any of the new and amended pronouncements. The following sets out their assessment of the pronouncements
that are relevant to the Company but applicable in future reporting periods.
AASB 16: Leases (applicable to annual reporting periods beginning on or after 1 January 2019).
The Company has chosen not to early-adopt AASB 16. However, the Company has conducted a preliminary
assessment of the impact of this new Standard, as follows.
A core change resulting from applying AASB 16 is that most leases will be recognised on the balance sheet by
lessees as the standard no longer differentiates between operating and finance leases. An asset and a financial
liability are recognised in accordance to this new Standard. There are, however, two exceptions allowed: short-term
and low-value leases.
Basis of preparation
The accounting for the Company's operating leases will be primarily affected by this new Standard.
AASB 16 will be applied by the Company from its mandatory adoption date of 1 July 2019. The comparative amounts
for the year prior to first adoption will not be restated, as the Company has chosen to apply AASB 16 retrospectively
with cumulative effect. While the right-of-use assets for property leases will be measured on transition as if the new
rules had always been applied, all other right-of-use assets will be measured at the amount of the lease liability on
adoption (after adjustments for any prepaid or accrued lease expenses).
The Company's non-cancellable operating lease commitments amount to $7,336 as at the reporting date. The entire
amount of this commitment would be classified as a short-term lease under AASB 16, and will be recognised as
expense in profit or loss on a straight-line basis.
The Company has performed a preliminary impact assessment and has estimated that on 1 July 2019, the Company
does not expect to recognise any right-of-use assets and lease liabilities as it is currently not party to any leases that
would require such treatment
Given that the Company's activities as a lessor will not be materially impacted by this new Standard, the Company
does not expect any significant impact on its financial statement from a lessor perspective. Nonetheless, starting from
2020, additional disclosures will be required.
The directors’ assessment is that there would be no material impact arising from the above standards given the current
stage of the company’s’ operations.
The financial report was authorised for issue on the 30th of August 2019 by the board of directors.
23
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
NOTE 2: LOSS FOR THE YEAR
Loss before income tax has been determined after following specific expenses:
Employee benefits expense
- Salaries and entitlements
- Long service leave
NOTE 3: AUDITORS’ REMUNERATION
Remuneration of the auditor for:
- Auditing or reviewing the financial report
- Other professional services
NOTE 4: INCOME TAX EXPENSE
(a) The components of tax expense comprise:
Current tax
Deferred tax
30-Jun-19
30-Jun-18
$
$
302,573
272,914
4,726
4,230
307,299
277,144
30-Jun-19
30-Jun-18
$
$
18,284
3,000
21,284
18,647
6,015
24,662
30-Jun-19
30-Jun-18
$
$
-
-
-
-
-
-
(b) The prima facie tax benefit on loss from ordinary activities before income
tax is reconciled to the income tax as follows:
Prima facie tax benefit on loss from ordinary activities before income tax at 30%
(2018: 27.5%)
(161,430)
(115,197)
Add tax effect of:
- Revenue losses not recognised
- Other non-deductible items
- Other deferred tax balances not recognised
Income tax expense
(c) Unrecognised deferred tax assets at 30% (2018: 27.5%) (Note 1):
Carry forward revenue losses
Inventory
Property development
Carry forward capital losses
Financial assets
Capital raising costs
Provision and accruals
Other
24
202,876
131,650
209
-
(41,655)
(16,453)
-
-
1,684,692
69,945
104,518
93,313
37,871
15,000
-
3,037
1,358,333
101,629
95,380
86,604
27,320
13,750
6,925
3,286
2,008,376
1,693,227
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
NOTE 4: INCOME TAX EXPENSE (CONTINUED)
The tax benefits of the above deferred tax assets will only be obtained if:
(a)
the Company derives future assessable income of a nature and of an amount sufficient to enable the benefits to
be utilised;
(b)
the Company continues to comply with the conditions for deductibility imposed by law; and
(c) no changes in income tax legislation adversely affect the Company in utilising the benefits.
The corporate tax rate for eligible companies will reduce from 30% to 25% by 30 June 2022 providing certain turnover
thresholds and other criteria are met. Deferred tax assets and liabilities are required to be measured at the tax rate
that is expected to apply in the future income year when the asset is realised or the liability is settled. The Directors
have determined that the deferred tax balances be measured at the tax rates stated.
NOTE 5: CASH AND CASH EQUIVALENTS
Current
Cash at Bank
NOTE 6: TRADE AND OTHER RECEIVABLES
Current
Trade receivables
Provision for impairment
GST receivable
Deposits paid
Prepayments
30-Jun-19
30-Jun-18
$
$
289,611
438,625
30-Jun-19
30-Jun-18
$
$
1,200
-
251
6,564
1,754
9,769
-
-
64,885
5,044
-
69,929
The following table shows the movement in lifetime expected credit loss that has been recognised for trade and other
receivables in accordance with the simplified approach set out in AASB 9: Financial Instruments.
Opening
balance
under
AASB 139
Adjust-
ment for
AASB 9
Net
measure-
ment of
loss
allowance
1 July 2018
Amounts
written off
Closing
balance
30 June
2019
$
$
$
$
$
a.
Lifetime Expected Credit Loss
-
-
-
-
-
25
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
NOTE 6: TRADE AND OTHER RECEIVABLES (CONTINUED)
The company applies the simplified approach to providing for expected credit losses prescribed by AASB
9, which permits the use of the lifetime expected loss provision for all trade receivables. To measure the
expected credit losses, trade receivables have been grouped based on shared credit risk characteristics
and the days past due. The loss allowance provision as at 30 June 2019 is determined as follows; the
expected credit losses also incorporate forward-looking information.
Current
>30 days
past due
>60 days
past due
>90 days
past due
Total
$
-
1,200
-
$
-
-
-
$
-
-
-
$
-
-
-
$
-
1,200
-
2019
Expected loss rate
Gross carrying amount
Loss allowing provision
NOTE 7: INVENTORY
Costs carried forward in respect of properties of interest in (Oak Street
Cannington):
At the beginning of the financial year
Reclassification from Property Development
Additions during the period
Borrowing costs capitalised
Balance at the end of the financial year
30-Jun-19
30-Jun-18
$
$
3,030,478
-
-
1,138,126
323,021
1,867,701
44,891
24,651
3,398,390
3,030,478
As previously announced by the Company, the building at 3 Oak Street Canningon officially reached lock-up stage on
20 June 2018. In connection with securing development funding by Westpac during the financial year, the property
was subject to an independent sworn valuation by Opteon Property Group that placed a market value of $4.5 million
on a “as if complete” basis. The property also serves as security against the Westpac borrowings as detailed in Note
13.
NOTE 8: INVENTORY (PROPERTY DEVELOPMENT)
Costs carried forward in respect of properties of interest in Tate Street Bentley:
At the beginning of the financial year
Additions during the year
Impairment loss on property development
Reclassification to Inventory – (Oak Street, Cannington)
Non-current balance at reporting date
30-Jun-19
30-Jun-18
$
$
1,169,221
2,298,756
4,200
8,591
-
-
-
(1,138,126)
1,173,421
1,169,221
The 30 June 2019 balance relates to the property developments located at 19-21 Tate Street, Bentley Western
Australia. During the previous year, the balance relating to 3 Oak Street, Cannington was reclassified to inventories
(refer Note 7). Refer to Note 13 for details of security over these assets.
26
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
NOTE 9: FINANCIAL ASSETS
Non-Current
Listed Shares at fair value
Total Financial assets at fair value through profit or loss
NOTE 10: PLANT AND EQUIPMENT
Plant and equipment at cost
Accumulated depreciation
Movements in carrying amounts
Balance at beginning of the year
Additions
Depreciation expense
At reporting date
NOTE 11: TRADE AND OTHER PAYABLES
Trade creditors
Other creditors and accruals
Trade creditors are non-interest bearing and are normally settled on 30 day terms.
NOTE 12: PROVISIONS
Employee benefits
Long service leave
30-Jun-19
30-Jun-18
$
$
7,782
7,782
9,338
9,338
30-Jun-19
30-Jun-18
$
$
28,611
(28,302)
309
28,611
(27,757)
854
854
-
(545)
309
1,171
403
(720)
854
30-Jun-19
30-Jun-18
$
$
7,367
32,759
40,126
5,640
54,458
60,098
30-Jun-19
30-Jun-18
$
$
66,234
42,865
109,099
45,458
38,139
83,597
27
Ultima United Limited - Annual Report
For the year ended 30 June 2019
30-Jun-19
30-Jun-18
$
$
-
2,161,753
64,112
48,389
2,161,753
112,501
754,571
2,492,927
754,571
2,492,927
2,916,324
2,605,428
NOTES TO THE FINANCIAL STATEMENTS
NOTE 13: BORROWINGS
CURRENT
Bank overdraft (ii)
Loan from financial institution (i)
NON-CURRENT
Loan from financial institution (i), (ii)
Total Borrowings
NATIONAL AUSTRALIA BANK FACILITY
Facility:
Business Loan
Facility Limit:
$945,000
Loan Type:
Loan Term:
Variable Rate Interest
30 Years – Expires 10 July 2045
Interest Rate:
4.70% per annum
Security:
Registered Mortgage over property situated at 19 and 21 Tate Street Bentley WA 6102
Covenants:
There are no covenants to be complied with
WESTPAC BANKING FACILITY
Facility:
Business Overdraft
Facility Limit:
$85,000
Loan Type:
Variable Rate Interest Only
Loan Term:
Annual Review but repayable on demand
Interest Rate:
6.29% per annum
Facility Fee:
1.2% per annum
Bank Bill Business Loan
$2,289,000
Variable Rate Interest Only
2 Years & 1 Month – Expires 22 November
2019
4.355% per annum
1.5% per annum
There was $65,012 of interest charges on the Westpac facility that were incurred during the year.
The total Westpac facility of $2,374,000 is secured by the following:
• Limited Guarantee and Indemnity by Xing Yan.
• Limited Guarantee and Indemnity by S & A Holding (Aust) Pty Ltd, a company related to Mr Yan, supported by:
- General Security Agreement by S & A Holding (Aust) Pty Ltd over all existing and future assets and
undertakings.
- Mortgage by S & A Holding (Aust) Pty Ltd over the property located at 1 Tamara Drive Cockburn Central, WA
6164.
• Mortgage by Ultima United Limited over the property located at 3 Oak Street Cannington, WA 6107.
• General Security Agreement by Ultima United Limited over all existing and future assets and undertakings.
Facility Covenants:
• At all times, the total amount owing under the loan must not exceed 61% of the development costs (LCR) and 51%
of the “on-comp” value of 3 Oak Street, Cannington as determined by the lender (LVR).
In the event the above covenants are exceeded, the Company must repay that portion of the amount owing sufficient
to ensure the covenants are satisfied or provide additional security acceptable to the lender to ensure the LCR & LVR
are maintained.
These covenants were complied with during the year ended 30 June 2019.
28
NOTES TO THE FINANCIAL STATEMENTS
NOTE 14: ISSUED CAPITAL
Ultima United Limited - Annual Report
For the year ended 30 June 2019
30-Jun-19
30-Jun-18
$
$
29,325,749 (30 June 2018: 25,500,652) fully paid ordinary shares of no par value
8,097,337
7,714,827
(a) Movements in fully paid ordinary shares on issue:
At the beginning of the year
7,714,827
25,500,652
7,714,827
25,500,652
Shares issued
At reporting date
382,510
3,825,097
-
-
8,097,337
29,325,749
7,714,827
25,500,652
30-Jun-19
30-Jun-18
$
Number
$
Number
(b) Terms of Ordinary Shares
Ordinary shares participate in dividends and the proceeds on winding up of the Company in proportion to the number
of shares held and in proportion to the amount paid up on the shares held.
At shareholders meetings each ordinary share is entitled to one vote in proportion to the paid up amount of the share
when a poll is called, otherwise each shareholder has one vote on a show of hands.
(c) Capital risk management
The Company’s objectives when managing capital are to safeguard its ability to continue as a going concern, so that it
may continue to provide returns for shareholders and benefits for other stakeholders.
The Company’s debt and capital include ordinary share capital and financial liabilities, supported by financial assets.
The Company is not subject to any externally imposed capital requirements. Management effectively manages the
Company’s capital by assessing the Company’s financial risks and adjusting its capital structure in response to changes
in these risks and in the market. These responses include the management of debt levels, distributions to shareholders
and share issues.
The gearing ratios for the years ended 30 June 2019 and 30 June 2018 are tabled below. The gearing ratio of 59% as
at 30 June 2019 can be attributed to the bank funding for the construction works at 3 Oak Street Cannington. This is
expected to improve once the apartments are sold to repay debt and generate working capital.
Total borrowings
Less: Cash and cash equivalents
Net debt / (cash)
Total equity
Total capital
Gearing ratio
2019
$
2018
$
2,916,324
2,605,428
(289,611)
(438,625)
2,626,713
2,166,803
1,813,733
1,969,322
4,440,446
4,136,125
59%
52%
29
NOTES TO THE FINANCIAL STATEMENTS
NOTE 15: RESERVES
Option Reserve
Movements in options on issue:
At the beginning of the year
At reporting date
NOTE 16: ACCUMULATED LOSSES
Balance at beginning of the year
Net loss attributable to members
At reporting date
Ultima United Limited - Annual Report
For the year ended 30 June 2019
30-Jun-19
30-Jun-18
$
$
482,267
482,267
30-Jun-19
30-Jun-18
$
Number
$
Number
482,267
482,267
-
-
482,267
482,267
-
-
30-Jun-19
30-Jun-18
$
$
(6,227,772)
(5,808,874)
(538,099)
(418,898)
(6,765,871)
(6,227,772)
NOTE 17: KEY MANAGEMENT PERSONNEL DISCLOSURES
Refer to the remuneration report contained in the directors’ report for details of the remuneration paid or payable to
each member of the Company’s key management personnel (‘KMP’) for the year ended 30 June 2019.
Compensation of key management personnel by individual
Compensation details of key management personnel have been disclosed in the Directors’ Report. The totals of
remuneration paid to key management personnel of the Company during the year are as follows:
Short term benefits
Post employment benefits
30-Jun-19
30-Jun-18
$
$
257,738
27,901
285,639
233,884
25,895
259,779
Short-term employee benefits
These amounts include fees and benefits paid to the non-executive Chair and non-executive directors as well as all
salary, paid leave benefits, fringe benefits and cash bonuses awarded to executive directors and other KMP.
Post-employment benefits
These amounts are the current-year’s estimated cost of providing for the Company’s defined benefits scheme post-
retirement, superannuation contributions made during the year and post-employment life insurance benefits.
30
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
NOTE 18: RELATED PARTY DISCLOSURE
Key management personnel
Disclosures relating to key management personnel are set out in the Directors’ Report and Note 17.
There were no other transactions with related parties during the year.
NOTE 19: FINANCIAL INSTRUMENTS
(i) FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Company’s principal financial instruments comprise cash and short-term deposits. The main purpose of the
financial instruments is to earn the maximum amount of interest at a low risk to the Company. The Company also has
other financial instruments such as trade debtors and creditors which arise directly from its operations. For the year
under review, it has been the Company’s policy not to trade in financial instruments.
The directors’ overall risk management strategy seeks to assist the Company in meeting its financial targets, whilst
minimising potential adverse effects on financial performance.
Risk management policies are approved and reviewed by the Board of Directors on a regular basis. These include the
credit risk policies and future cash flow requirements.
Financial Risk Exposures and Management
The main risks arising from the Company’s financial instruments are interest rate risk and credit risk. The board reviews
and agrees policies for managing each of these risks and they are summarised below:
(a) Foreign Currency Risk
The Company is not exposed to fluctuations in foreign currencies.
(b)
Interest Rate Risk
The Company is exposed to movements in market interest rates on short term deposits and bank borrowings.
The policy is to monitor the interest rate yield curve out to 120 days to ensure a balance is maintained between
the liquidity of cash assets and the interest rate return.
(c) Credit Risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss
to the Company. The Company has adopted the policy of only dealing with credit worthy counterparties and
obtaining sufficient collateral or other security where appropriate, as a means of mitigating the risk of financial
loss from defaults.
The Company does not have any significant credit risk exposure to any single counterparty or any Company of
counterparties having similar characteristics. The carrying amount of financial assets recorded in the financial
statements, net of any provisions for losses, represents the Company’s maximum exposure to credit risk.
(d) Liquidity Risk
The Company manages liquidity risk by monitoring forecast cash flows. The Company does not have any
significant liquidity risk as the Company does not currently have any collateral debts.
(e) Market Risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity
prices will affect the Company’s income or the value of its holdings of financial instruments. The objective of
market risk management is to manage and control market risk exposures within acceptable parameters, while
optimising the return.
31
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
NOTE 19: FINANCIAL INSTRUMENTS (CONTINUED)
(ii) FINANCIAL INSTRUMENT COMPOSITION AND MATURITY ANALYSIS
The table below reflects the undiscounted contractual settlement terms for financial instruments of a fixed period of
maturity, as well as management’s expectations of the settlement period for all other financial instruments. As such,
the amounts might not reconcile to the Statement of Financial Position.
Fixed interest maturing in
Floating
interest
rate
$
1 year or
less
$
over 1
year less
than 5
$
more
than 5
years
$
Non-
Interest
bearing
$
Total
$
289,611
-
-
289,611
-%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
289,611
9,769
7,782
9,769
7,782
17,551
307,162
-
-
-
-
-
-
-
-
40,126
40,126
2,161,753
235,726
518,845
-
2,916,324
2,161,753
235,726
518,845
40,126
2,956,450
4.83%
4.62%
4.62%
-
Floating
interest
rate
$
438,625
-
-
438,625
0.29%
Fixed interest maturing in
over 1
year less
than 5
$
more
than 5
years
$
1 year or
less
$
-
-
-
-
-
-
-
-
-
-
Non-
Interest
bearing
$
Total
$
-
-
-
-
-
-
438,625
69,929
69,929
9,338
9,338
79,267
517,892
-
-
-
-
-
-
-
-
60,098
60,098
112,501
1,885,657
607,270
-
2,605,428
112,501
1,885,657
607,270
60,098
2,665,526
4.70%
4.70%
4.70%
-
30 June 2019
Financial Assets
Cash and cash equivalents
Trade and other receivables
Listed investments
Weighted Average Interest Rate
Financial Liabilities
Trade and other creditors
Borrowings
Weighted Average Interest Rate
30 June 2018
Financial Assets
Cash and cash equivalents
Trade and other receivables
Listed investments
Weighted Average Interest Rate
Financial Liabilities
Trade and other creditors
Borrowings
Weighted Average Interest Rate
Trade and sundry payables are expected to be paid as follows:
Less than 6 months
2019
$
2018
$
40,126
40,126
60,098
60,098
(iii) FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES
The fair values of financial assets and financial liabilities are presented in the following table and can be compared to
their carrying amounts as presented in the statement of financial position. Differences between fair values and carrying
values of financial instruments with fixed interest rates are due to the change in discount rates being applied by the
market since the initial recognition by the Company. Most of these instruments, which are carried at amortised cost
(i.e. loan liabilities), are to be held until maturity.
32
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
NOTE 19: FINANCIAL INSTRUMENTS (CONTINUED)
Listed investments have been valued at the quoted market bid price at balance date, adjusted for transaction costs
expected to be incurred. For unlisted investments where there is no organised financial market, the net fair value has
been based on a reasonable estimation of the underlying net assets or discounted cash flows of the investment.
2019
Financial assets:
Cash & cash equivalents
Financial assets at fair value through profit or loss (listed
investments)
Financial assets at amortised cost (Trade & other
receivables)
Total financial assets
Financial liabilities:
Trade & other payables
Bank borrowings
Total financial liabilities
2019
2018
Carrying
Amount
$
Fair
Value
$
Carrying
Amount
$
Fair
Value
$
289,611
289,611
438,625
438,625
7,782
9,769
7,782
9,338
9,338
9,769
69,929
307,162
307,162
517,892
69,929
517,892
40,126
40,126
60,098
60,098
2,916,324
2,916,324
2,605,428
2,605,428
2,956,450
2,956,450
2,665,526
2,665,526
(iv) PRICE SENSITIVITY ANALYSIS
Management believes the estimated fair values resulting from the valuation of listed investments and recorded in the
statement of financial position and the related changes in fair values recorded in the statement of comprehensive
income are reasonable and the most appropriate at Statement of Financial Position date. At 30 June 2019, the effect
on loss as a result of changes in the share price of listed investment, with all other variables remaining constant would
be as follows:
CHANGE IN PROFIT/(LOSS)
Increase in fair value of investment by 10%
Decrease in fair value of investment by 10%
2019
$
2018
$
778
(778)
934
(934)
2019
Financial assets:
Level 1
Level 2
Level 3
Total
$
$
$
$
Financial assets at fair value through profit or loss:
—
listed investments
— unlisted investments
2018
Financial assets:
Financial assets at fair value through profit or loss:
—
listed investments
— unlisted investments
7,782
-
7,782
-
-
-
-
-
-
7,782
-
7,782
Level 1
Level 2
Level 3
Total
$
$
$
$
9,338
-
9,338
-
-
-
-
-
-
9,338
-
9,338
Included within Level 1 of the hierarchy are listed investments. The fair values of these financial assets have been
based on the closing quoted bid prices at reporting date, excluding transaction costs.
In valuing unlisted investments, included in Level 2 of the hierarchy, valuation techniques such as those using
comparisons to similar investments for which market observable prices are available have been adopted to determine
the fair values of these investments.
Derivative instruments are included in Level 3 of the hierarchy with the fair values being determined using valuation
techniques incorporating observable market data relevant to the hedged position.
33
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
NOTE 19: FINANCIAL INSTRUMENTS (CONTINUED)
INTEREST RATE SENSITIVITY ANALYSIS
(v)
The following table illustrates sensitivities to the Company’s exposure to changes in interest rates. The table indicates
the impact on how profit and equity values reported at the end of the reporting period would have been affected by
changes in the relevant risk variable that management considers to be reasonably possible.
These sensitivities assume that the movement in a particular variable is independent of other variables.
CHANGE IN PROFIT/(LOSS)
(Increase) to loss from a 2% rise in interest rate
Decrease to loss from a 2% fall in interest rate
NOTE 20: EARNINGS PER SHARE
2019
$
2018
$
(2,131)
2131
(928)
928
2019
$
2018
$
(a) Loss used in the calculation of basic earnings per share
(538,099)
(418,898)
(b) Weighted average number of ordinary shares outstanding during the financial
year used in calculation of basic earnings per share
27,741,777
25,500,652
Number of
shares
Number of
shares
NOTE 21: CASH FLOW INFORMATION
(i) Reconciliation of cash and cash equivalent:
Cash at Bank - Note 5
Bank overdraft – Note 13
2019
$
2018
$
289,611
-
289,611
438,625
(64,112)
374,513
(ii) Reconciliation of cash flows from operating activities with loss after income tax
Loss after income tax
Depreciation expense
Revaluation - financial assets at fair value
Finance costs
Changes in assets and liabilities:
- (Increase)/ Decrease in trade and other receivables
- (Decrease)/ Increase in trade and other payables
- (Decrease)/ Increase in provisions
Net cash used in operating activities
(538,099)
(418,898)
545
1,556
65,012
720
(4,151)
-
60,160
(19,972)
25,502
(62,624)
(23,249)
21,516
(405,296)
(486,686)
(iii) Non-cash financing and investing activities
During the year there was $65,012 of non-cash financing activities relating to financing costs incurred on the Westpac
loans (refer Note 13).
No other non-cash financing and investing activities have occurred during the year ended 30 June 2019.
34
Ultima United Limited - Annual Report
For the year ended 30 June 2019
NOTES TO THE FINANCIAL STATEMENTS
NOTE 22: SEGMENT INFORMATION
The Company has identified its operating segments based on the internal reports that are reviewed and used by the
Board of Directors in assessing performance and determining the allocation of resources.
The Company operates in one geographical and business segment being property development in Australia. All
segment assets, segment liabilities and segment results relate to the one segment and therefore no segment analysis
has been prepared.
NOTE 23: EVENTS SUBSEQUENT TO REPORTING DATE
The directors are not aware of any matters or circumstances that have arisen since the end of the financial year which
significantly affected or may significantly affect the operations of the Company, the results of those operations, or the
state of affairs of the Company in future financial years.
NOTE 24. CONTINGENT LIABILITIES
In the opinion of the directors there were no contingent liabilities at 30 June 2019, and the interval between 30 June
2019 and the date of this report.
NOTE 25: COMMITMENTS
(a) Lease expenditure commitments
There is one operating lease being a rental lease for the Company’s premises. The current amount payable is $917
plus GST per month exclusive of variable outgoings, with the rental lease expiring on 28 February 2020.
6 months
$
12 months
$
18 months
$
Total
$
Rental lease for the Company's premises
5,502
5,502
1,834
1,834
-
-
7,336
7,336
(b) Capital commitments
As at 30 June 2019, there are no capital commitments (2018: $280,000 relating to the property development at 3 Oak
Street Cannington).
35
Ultima United Limited - Annual Report
For the year ended 30 June 2019
DIRECTORS' DECLARATION
1.
The directors of the company declare that:
a.
the accompanying financial statements and notes as set out on pages 12 to 35 are in accordance with
the Corporations Act 2001 including:
i.
ii.
giving a true and fair view of the entity’s financial position as at 30 June 2019 and of its
performance for the year then ended; and
complying with Australian Accounting Standards, the Corporations Regulations 2001,
professional reporting requirements and other mandatory requirements.
b.
there are reasonable grounds to believe that the company will be able to pay its debts as and when
they become due and payable.
c. the financial statements and notes thereto are in accordance with International Financial Reporting
Standards issued by the International Accounting Standards Board.
2.
This declaration has been made after receiving the declarations required to be made to the directors in
accordance with Section 295A of the Corporations Act 2001 for the financial year ended 30 June 2019.
This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of
the directors by:
Eric Kong
Executive Director
Dated this 30th day of August 2019
36
ADDITIONAL SHAREHOLDER INFORMATION
HOLDINGS AS AT 26 AUGUST 2019
The distribution of members and their holdings of equity securities in the company as at 26 August 2019 were as
follows:
Ultima United Limited - Annual Report
For the year ended 30 June 2019
Number of Securities Held
1-1,000
1,001 - 5,000
5,001 – 10,000
10,001 - 100,000
100,001 and over
Total
Fully Paid Shares
No. of Holders
Securities
50
239
60
199
28
476
21,050
759,487
496,220
2,467,405
25,581,587
29,325,749
Holders of less than a marketable parcel: 395
20 LARGEST SHAREHOLDERS AS AT 26 AUGUST 2019
Fully Paid Ordinary Shares
1 HD MINING & INVESTMENT PTY LTD
2 MR LI YI
3 MR CHENG RONG WANG
4 YONG HUA XIAO
5 MISS SUSSANGEL SHUANG YAN
6
UNITED MINING RESOURCES PTY LTD / XING YAN
7 CAPITAL H MANAGEMENT PTY LTD
8 XIBO MA
9 MS YOU LIAN ZHENG
10 XIAO HUI HUANG
11 JIAN LUO SUN
12 MR YONGYI DU
13 MR QIANG CAI
14 MRS SHUFANG LI
15 MRS SHU FANG LI
16 TALLINVALE PTY LTD
17
ETONVALE PROPRIETARY LIMITED
18 MR LANCHUN WU
19 YU LIN SU
20 MDM KAM LAN CHOO
No.
2,520,000
2,295,059
2,029,725
1,767,595
1,743,409
1,642,500
1,506,805
1,503,000
1,010,889
948,350
940,000
765,019
765,019
734,473
700,000
640,000
639,630
553,500
500,000
493,920
23,698,893
Substantial Shareholders
The names of the substantial shareholders listed in the Company’s register as at 26 August 2019:
Fully Paid Ordinary Shares
HD MINING & INVESTMENT PTY LTD
MR LI YI
MR CHENG RONG WANG
YONG HUA XIAO
MISS SUSSANGEL SHUANG YAN
UNITED MINING RESOURCES PTY LTD / XING YAN
CAPITAL H MANAGEMENT PTY LTD
XIBO MA
No.
2,520,000
2,295,059
2,029,725
1,767,595
1,743,409
1,642,500
1,506,805
1,503,000
(%)
8.59
7.83
6.92
6.03
5.94
5.6
5.14
5.13
3.45
3.23
3.21
2.61
2.61
2.5
2.39
2.18
2.18
1.89
1.7
1.68
80.81
(%)
8.59
7.83
6.92
6.03
5.94
5.6
5.14
5.13
42
Ultima United Limited - Annual Report
For the year ended 30 June 2019
ADDITIONAL SHAREHOLDER INFORMATION
Voting Rights
Ordinary Shares
In accordance with the Company's Constitution, on a show of hands every member present in person or by proxy or
attorney or duly authorised representative has one vote. On a poll every member present in person or by proxy or
attorney or duly authorised representative has one vote for every fully paid ordinary share held.
Restricted Securities
The Company has no restricted securities at the current date.
Company Secretary
The name of the Company Secretary’s are Piers Lewis and Victor Goh.
Address and telephone details of the entity’s registered and administrative office
Suite 14,11 Preston Street
COMO, WA 6152
Telephone: + (61) 8 6436 1888
Facsimile: + (61) 8 6436 1899
Address and telephone details of the office at which a register of securities is kept
Advanced Share Registry Services
150 Stirling Highway
Nedlands Western Australia 6009
Telephone: + (61) 8 9389 8033
Facsimile: + (61) 8 9367 3311
Securities exchange on which the Company’s securities are quoted
The Company’s listed equity securities are quoted on the Australian Securities Exchange.
Review of Operations
A review of operations is contained in the Directors’ Report.
43