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UUV Aquabotix Limited

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FY2023 Annual Report · UUV Aquabotix Limited
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One Click Group Limited 
Appendix 4E 
Preliminary final report 

Name of entity:               One Click Group Limited 
ABN:                                  52 616 062 072 
Reporting period:           Year ended 31 December 2023 
Previous period:             Year ended 31 December 2022                                                                                                    

Results for announcement to the market  

Revenues from ordinary activities 

Loss from ordinary activities after tax attributable to the owners of One Click 
Group Limited 

up 

138% 

Down 

62% 

to 

to 

$000 

3,853 

(2,599) 

Loss for the year attributable to the owners of One Click Group Limited 

Down 

62% 

to 

(2,599) 

Dividends 
There were no dividends paid, recommended or declared during the current financial period. 

Comments 
The operating loss for the Company after providing for income tax amounted to $2,599,477 (31 December 2021: loss of $6,907,854).  

Net tangible assets  

Net tangible assets per ordinary security (cents) 

Reporting 
period 
Cents 

Previous 
period 
Cents 

0.16 

0.36 

Attachments 

Additional Appendix 4E disclosure requirements can be found in the directors’ report and the 31 December 2023 financial 
statements and accompanying notes. 

This report is based on the financial statements which have been audited by RSM Australia Partners. 

Signed 

___________________________ 

Winton Willesee 
Director 
28 February 2024 

 
 
 
 
 
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
  
 
  
 
 
 
 
   
  
   
  
  
   
  
  
 
ONE CLICK GROUP LIMITED 
ACN 616 062 072 

ANNUAL REPORT - 31 DECEMBER 2023 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CONTENTS 

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 AUDIT REPORT 

ASX ADDITIONAL INFORMATION 

PAGE 

3 

4 

28 

29 

30 

31 

33 

34 

65 

66 

69 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  2 

 
 
CORPORATE DIRECTORY 

DIRECTORS 

COMPANY SECRETARY 

REGISTERED OFFICE 

PRINCIPAL PLACE OF BUSINESS 

AUDITORS 

SOLICITORS 

SHARE REGISTRY 

HOME EXCHANGE 

Russell Baskerville (Non-Executive Chairman) 
Mark Waller (Managing Director) 
Winton Willesee (Non-Executive Director) 
Nathan Kerr (Executive Director) 

Erlyn Dawson 

Suite 5 CPC, 145 Stirling Highway 
NEDLANDS WA 6009 
Telephone: (08) 9389 3160 
Website: https://oneclickgroup.com.au/  
Email: hello@oneclicklife.com.au 

57 Forrest Street 
Subiaco 
WA   6008 

RSM Australia Partners 
Level 32 
Exchange Tower 
2 The Esplanade 
PERTH WA 6000 

Steinepreis Paganin 
Level 4, 16 Milligan Steet 
Perth WA 6000 

Computershare Investor Services Pty Limited 
Level 11,172 St Georges Terrace 
PERTH WA  6000 
Telephone: (08) 6188 0800 

Australian Securities Exchange Ltd 
Exchange Plaza 
Level 40, Central Park 
152-158 St Georges Terrace 
PERTH WA 6000 
ASX Code: 1CG and ICGOA 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  3 

 
 
 
 
 
DIRECTORS’ REPORT 

The  Directors  present  their  report  together  with  the  financial  report  of  One  Click  Group  Limited  and  its  controlled 
entities (Group) for the financial year ended 31 December 2023 and the Auditor’s Report thereon. 

BOARD OF DIRECTORS 

The names and details of the Directors in office during the financial period and until the date of this report are set out 
below.  

  Russell Baskerville  Non-Executive Chairman  

  Mark Waller 

Managing Director  

  Winton Willesee   Non-Executive Director  

  Nathan Kerr 

Executive Director  

PRINCIPAL ACTIVITIES 

The principal activities of the Group during the financial year were providing online taxation preparation (and other life 
administration) software and services in Australia, offering a range of other financial services. 

DIVIDENDS PAID OR RECOMMENDED 

The Directors of the Company do not recommend the payment of a dividend in respect of the current financial year 
ended 31 December 2023 (2022: Nil). 

OPERATING RESULTS 

The consolidated Group’s net loss after providing for income tax for the year ended 31 December 2023 amounted to 
$2,599,477 (31 December 2022: $6,907,854).  

REVIEW OF OPERATIONS 

2023 marked the first full financial year of being ASX listed for One Click Group. Since listing the Company has continued 
to execute on it’s business plan.  

In it’s first full year of being listed the business was able to materially grow revenues to $3.9m which is 2.4 times the 
2022  revenue  of  $1.6m.  Importantly  the  revenue  at  this  level  covers  the  running  costs  of  the  Company  excluding 
marketing costs which are designed to increase revenue further. This is demonstrating the scalability of the business 
model employed by the Company.  

One Click Group consists of two fintech platforms; One Click Life and One Click Verify.  

One Click Life www.oneclicklife.com.au 
One Click Life is creating a financial hub for individuals to manage all their life’s finances in a simple, low-cost format 
from their mobile phone. One Click Life has over 120k registered users and growing rapidly with user numbers increasing 
by almost 55k users last calendar year.  

One Click Verify www.oneclickverify.com.au  
One Click Verify is a digital identity verification platform allowing businesses to digitally identity their customers as part 
of an onboarding or transaction process. One Click Verify has a growing number of customers using the platform to 
digitally identify their clients.  

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  4 

 
 
                   
 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

Financial Review 

The key focus of 2023 was increasing the registered user numbers on the One Click Life platform and generating revenue 
from both existing and new users through the completion of an online tax return. During this time we were also able to 
focus on expanding the product suite and commence building out annuity revenue streams through additional products 
offered on the One Click Life platform and the One Click Verify platform.  This has seen revenue expand to a record 
$3.9m in 2023 ($1.6m 2022).  

Operating expenses for 2023 totalled $3.4m creating a $0.5m operating margin before marketing expenses for the year.  

Marketing expenses for 2023 totalled $2.3m. Importantly with the marketing efforts we were able to grow revenue by 
$2.3m when compared to 2022.  

The resultant EBITDA loss was $1.9m in 2023.  

Revenue 
Operating Expenses 
Margin After Opex 
Marketing Expenses 
EBITDA/(Loss) 

$(‘000) 
3,853 
3,401 
452 
2,347 
 (1,895) 

The financial summary above further validates the business model employed by the Company. That is to continue to 
increase  revenue  via  marketing  spend  while  the  business  model  does  not  require  a  material  increase  in  operating 
expenditure each year as the products offered on the One Click Life platform are not labour intensive and are designed 
to be delivered in a scalable format.  

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  5 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

One Click Life  
One Click Life is creating a financial hub for individuals to manage all their life’s finances in a simple, low-cost format 
from their mobile phone.  

We will continue to expand the products available on the One Click Life platform. The aim in bringing new products to 
market is to allow our customers to manage all of their financial lives in a simple, low-cost format from their mobile 
phones. We will also continue to optimise the suite of products already available on the One Click Life platform in an 
ongoing continuous improvement cycle.   

One Click Life is designed with three core modules, our competencies.  

Module 1 Individual Tax Returns. Our tax products are mature and are the reason most new users register on the one 
Click Life platform. We will continue to invest in the quality of this product given the opportunity we have to impress 
our customers in their first interaction with us.  

Module 2 is our Lending competency. This commenced generating revenue in the June quarter of 2023. The product is 
now receiving regular personal loan, car finance and mortgage applications solely from the platform’s existing user base. 
We will continue to improve the products available within this module and we anticipate this will continue to contribute 
towards improving Average Revenue Per User on the platform.  

Module 3, under construction, is Financial Services and is set to be the third core competency of the One Click Life 
platform. This will encompass superannuation, investing and associated products and services. Work has commenced 
to create this competency and we currently derive small amounts of revenue from the products that are live in this 
module. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  6 

 
 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

Across the One Click Life platform we seeing a rapid growth in user numbers as well as Average Revenue Per User (ARPU) 
and subsequently revenue.  

In 2023 we saw user numbers grow by almost 55k with ARPU growing from $25 to $32 in the space of 12 months as a 
result of the introduction of new products to the One Click Life platform. The continuing expansion of both the products 
available on the platform and the users on the platform is expected to continue to grow the revenue for this platform.  

One Click Verify 
In response to the requirement for the One  Click Life platform to identify its tax customers, during its development 
phase,  the  Company  established  a  digital  identity  verification  product  within  the  One  Click  Life  platform.  Upon 
developing  a  very  succinct  customer  onboarding  process,  it  was  decided  to  replicate  this  part  of  the  One  Click  Life 
onboarding experience into its own platform, One Click Verify, capable of being commercialised.  

One Click Verify is an all-in-one identity verification platform that makes it simple for businesses to engage in commerce 
with their customers digitally via mobile, desktop or PC, in Australia or overseas. 

One  Click  Verify  is  a  comprehensive  and  secure  way  to  comply  with  Know  Your  Customer  (KYC)  and  Anti-money 
laundering (AML) obligations when onboarding or transacting with a client. One Click Verify is designed to completely 
automate  your  organisation’s  identity  verification  and  AML  program  requirements  from  first  customer  contact  via 
phone, email and or face to face through to finalising a commercial engagement.  

One Click Verify is IRESS XPlan integrated for digital identification of clients in the financial services industry. The solution 
is designed for seamless and secure transfer of client information in a simple process without having to store client data 
or identity documents.  

One Click Verify is an approved Gateway Service Provider connected to Department of Home Affairs (Attorney General’s 
Office) and the ATO enabling speedy verification of identity document information inclusive of biometrics liveness and 
likeness  check.  One  Click  Verify  is  one  of  the  only  Australian  Gateway  Service  Providers  to  be  IRAP  certified  by  the 
Australian Signals Directorate. 

One  Click  Verify  enables  businesses  to  engage  with  clients  overseas,  quickly  identifying  them  using  passport  and 
biometric  liveness  and  likeness  check  creating  a  global  solution  for  a  customer’s  client  base  identity  verification 
requirements.  

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  7 

 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

The focus for continuing commercialisation of One Click Verify is expanding the integrations available and continuing to 
grow the number of customers using the platform to digitally identify their clients.  

During 2023 the Company launched and commenced growing the number of users on the One Click Verify platform. 
This  activity  is continuing  to  build transaction volume and with  it an  annuity revenue stream.  The  platforms charge 
model is a transaction charge (an identity verification) on the platform. Sales efforts are split between expanding the 
number  of  customers  using  the  platform  as  well  as  targeting  integrations  with  other  platforms  to  assist  with  the 
distribution of the products available on the platform.  

For more information on the One Click Verify platform: https://oneclickverify.com.au/     

The Company would like to thank all the shareholders who have supported the Company through the year during the 
commercialising its One Click Life and one Click Verify platforms. The Board looks forward to continuing to keep you 
updated regularly with news in the year ahead.  

MATERIAL BUSINESS RISK 

As a Company in its growth phase, the Company’s operations have historically been loss making as it deploys capital to 
marketing and development and seeks to grow its user base and expand its product offering. The Company is striving 
towards its operations being  profitable  in future  financial  periods  without  the  need to  raise more  capital, however, 
there is always a risk that this may not occur. If the Company requires to raise additional capital this could be dilutive to 
current  shareholders.  If  the  Company  requires  capital  and  is  unable  to  secure  additional  funding,  this  could  delay, 
suspend  or  reduce  the  scope  of  the  Company’s  business  strategy  and  could  have  a  material  adverse  effect  on  the 
Company’s operating and financial performance.  

The ongoing success of the Company will depend on its continued relationships with existing customers. The Company 
puts considerable effort into maintaining a high-quality product that its customers find simple to use. The ongoing use 
of this product and payments of fees to the Company are important for its continued success. The Company attracts 
new customers via its marketing efforts and has been able to scale up marketing efforts at a commercial cost point to 
date. If the Company can no longer achieve this its business model will be at risk. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  8 

 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

SIGNIFICANT CHANGES IN STATE OF AFFAIRS 

Other than detailed in the review of operations, there were no other significant changes in the state of affairs of the 
Company during the financial year. 

MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR 

No matter or circumstances have arisen since 31 December 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. 

AGM 

The Company will hold its next Annual General Meeting (‘AGM’) on 22 May 2024. 

In accordance with ASX Listing Rule 3.13.1, the closing date for the receipt of nominations from persons wishing to be 
considered for election as a director of the Company is 2 April 2024.  

Any nominations must be received in writing no later than 5.00pm (WST) on 2 April 2024 at the Company’s registered 
office. 

LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS 

Information on likely developments in the operations of the consolidated entity and the expected results of operations 
have not been included in this report because the directors believe it would be likely to result in unreasonable prejudice 
to the consolidated entity. 

ENVIRONMENTAL REGULATION 

The Company is not subject to any significant environmental regulation under Australian Commonwealth or State law. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  9 

 
 
 
 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

BOARD OF DIRECTORS 

Russell Baskerville – Non-Executive Chairman  

Experience and 
Expertise 

Russell has over twenty years of experience as a corporate leader in technology, consulting, 
IT and corporate transactions. Mr Baskerville was a founder, the Managing Director and CEO 
of Empired Limited and over 15 years built the company into one of the largest and most 
respected digital services firms across Australia and New Zealand.  

From a small office in Perth, Western Australia, Mr Baskerville guided the company through 
an  IPO on  the  ASX, led  multiple  public capital raisings,  negotiated  and  integrated  multiple 
acquisitions and was a key leader in strategies to secure multiple $100m plus corporate and 
government  contracts.  Over  this  period,  the  company  developed  operations  across  3 
countries, employing over 1,200 full time staff with FY22 run-rate revenue of approximately 
$240m  per  annum  delivering  technology  services  to  some  of  the  largest  corporate  and 
government organisations in the world. In late 2021, Empired Limited undertook a scheme 
of arrangement to effect a public takeover for nearly $250m by Capgemini, the second largest 
consulting company in the world.  

Mr  Baskerville  brings  extensive  experience  in  leadership,  technology  /  digital  business 
models,  entrepreneurial  growth  strategies,  corporate  transactions  and  corporate 
governance. 

Other Current 
Directorships 

Former Directorships 
in last 3 years 

Special 
Responsibilities  

Interests in Shares 
and Options 

Non-Executive Chairman of Elmore Ltd (ASX:ELE) 

Managing Director of Empired Limited (ASX:EPD delisted 17 November 2021) 

Non-Executive Chairman 

15,291,490 Ordinary Shares 

14,665,717 Ordinary Shares (escrowed) 

2,139,802 Listed Options ($0.03 options expiring 17 November 2026) 

2,666,667 Unlisted Options ($0.025 options expiring 21 June 2026) 

1,500,000 Class A Performance Rights (escrowed) 

1,500,000 Class B Performance Rights (escrowed) 

1,333,333 Class C Performance Rights 

Mark Waller – Managing Director 

Experience and 
Expertise 

Mark’s experience is largely in the technology and financial services sectors. He has experience 
in listing a company, M&A and capital raisings. He has a degree in Commerce majoring in Law 
and  Accounting  and  is  a  CPA.  Mark’s  core  skill  is  in  strategy  setting  and  driving  businesses 
towards achieving that strategy. Mark worked for a small firm in public practice before moving 
to  Ernst  &  Young  in  2002.  Mark  then  moved  overseas  establishing  his  own  business  in  the 
construction  industry  which  he  ran  for  eighteen  months  before  selling  the  business  and 
moving back to Perth. 

From  2005  to  2016,  Mark  was  the  Chief  Financial  Officer  and  Company  Secretary  of  listed 
company  Empired  Ltd  (ASX:EPD).  Major  achievements  at  Empired  included  growing  the 
business from 20 to nearly 1,000 people and expanding from WA to every state in Australia as 
well  as  Singapore,  New  Zealand  and  North  America,  growing  revenue  from  $2m  to  $160m 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  10 

 
 
 
 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

(while  maintaining  an  average  10%  profit  margin  throughout  such  growth)  and  listing  the 
company on ASX in 2007. The company was recently acquired for $233m. 

In 2017, Mark and his business partner started Forrest Private Wealth via the acquisition of 
three businesses. Forrest Private Wealth is a growing wealth management business with over 
$150m in funds under management and over 500 clients Australia wide. 

Other Current 
Directorships 

None 

Former Directorships 
in last 3 years 

None 

Special 
Responsibilities 

Interests in Shares 
and Options  

Managing Director 

42,338,072 Ordinary Shares 

21,949,930 Ordinary Shares (escrowed) 

9,000,000 Class A Performance Rights (escrowed) 

9,000,000 Class B Performance Rights (escrowed) 

7,988,502 Listed Options ($0.03 options expiring 17 November 2026) 

5,333,334 Unlisted Options ($0.025 options expiring 21 June 2026) 

1,333,333 Class C Performance Rights 

1,333,333 Class D Performance Rights 

Winton Willesee – Non-Executive Director 

Experience and 
Expertise 

Mr Willesee is an experienced company director and secretary with over 20 years’ experience 
in various roles within the Australian capital markets. 

Mr Willesee has considerable experience with ASX listed and other companies over a broad 
range  of  industries  having  been  involved  with  many  successful  ventures  from  early  stage 
through to large capital development projects.  

He has a core expertise in strategy, company development, corporate governance, company 
public listings, merger and acquisition transactions and corporate finance. 

Mr Willesee holds a Master of Commerce, a Post-Graduate Diploma in Business (Economics 
and Finance), a Graduate Diploma in Applied Finance and Investment, a Graduate Diploma in 
Applied Corporate Governance, a Graduate Diploma in Education and a Bachelor of Business. 
He is a Fellow of the Financial Services Institute of Australasia, a Graduate of the Australian 
Institute of Company Directors, a Member of CPA Australia and a Fellow of the Governance 
Institute of Australia and the Institute of Chartered Secretaries and Administrators/Chartered 
Secretary. 

Other Current 
Directorships 

Non-Executive Director of Nanollose Limited (ASX:NC6) 

Non-Executive Director of Neurotech International Limited (ASX:NTI) 

Former Directorships 
in last 3 years 

Non-Executive Chairman of New Zealand Coastal Seafoods Limited (ASX:NZS) (resigned 10 
March 2023) 

Non-Executive Director and Interim Chairman of Bridge SaaS Limited (ASX:BGE) (resigned 18 
January 2024) 

Non-Executive Director of Hygrovest Ltd (ASX:HGV) (resigned 20 March 2023) 

Non-Executive Director of eSense Lab Ltd (ASX:ESE) (resigned 21 September 2021) 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  11 

 
 
 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

Interests in Shares 
and Options  

6,673,946 Ordinary Shares  

476,711 Listed Options ($0.03 options expiring 17 November 2026) 

2,666,667 Unlisted Options ($0.025 options expiring 21 June 2026) 

1,333,333 Class C Performance Rights 

Nathan Kerr – Executive Director 

Experience and 
Expertise 

As  a  national  award-winning  Business  Development  Manager,  entrepreneur  and  finance 
professional, Nathan’s difference comes from his desire to create fuss-free financial products 
and services for everyone. Nathan sits on a number of ATO national councils including the 
Practitioner Lodgement Services Working Group, the Tax Profession Digital Implementation 
Group and the Tax Practitioner Stewardship Group & BAS Agent Association Group. 

After working in banking and finance for over 10 years, Nathan started up ‘Just FSG’ in 2012 
to  create  a  fuss-free  accounting  practice  which  provided  quality  service  at  an  affordable 
price. He started the business under the Pop Up Tax Shop and Just FSG trading names from 
a small base in WA and grew it to a national presence lodging in excess of 15,000 individual 
tax returns a year and managing over 80 accountants. In December 2014, Nathan exited Just 
FSG and Pop Up Tax Shop to establish the OneClick brand. Nathan has worked with the ATO 
to  create  the  ultimate  fuss-free  accounting  solutions  and  has  been  granted  4  patents  for 
straight through processing of tax returns. In October 2019, proof of concept was established 
with the successful lodgement of data between OneClick software and the  

Other Current 
Directorships 

Former Directorships 
in last 3 years 

Interests in Shares 
and Options 

Nil 

Nil 

11,219,125 Ordinary Shares 

13,846,806 Ordinary Shares (escrowed) 

5,333,334 Unlisted Options ($0.025 options expiring 21 June 2026) 

9,000,000 Class A Performance Rights (escrowed) 

9,000,000 Class B Performance Rights (escrowed) 

1,333,333 Class C Performance Rights 

1,333,333 Class D Performance Rights 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  12 

 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

COMPANY SECRETARY 

Erlyn Dawson – Company Secretary  

Experience and 
Expertise 

Mrs  Dawson  is  an  experienced  corporate  professional  with  a  broad  range  of  corporate 
governance  and  capital  markets  experience,  having  been  involved  with  several  public 
company  listings,  merger  and  acquisition  transactions  and  capital  raisings  for  ASX-listed 
companies across a diverse range of industries.   

Mrs Dawson began her career in corporate recovery and restructuring at Ferrier Hodgson 
and  is  now  the  Managing  Director  of  corporate  services  firm,  Azalea  Consulting,  which 
provides  outsourced  company  secretarial,  accounting  and  administration  services  to  a 
portfolio of ASX-listed companies.  

Mrs  Dawson  holds  a  Bachelor  of  Commerce  (Accounting  and  Finance)  and  a  Graduate 
Diploma in Applied Corporate Governance. She is a member of the Governance Institute of 
Australia/Chartered Secretary. 

DIRECTORS’ MEETINGS 

Attendances by each Director during the year were as follows: 

Director 

Russell Baskerville 

Mark Waller 

Winton Willesee 

Nathan Kerr 

Number 
Eligible to 
Attend 

Number 
Attended 

9 

9 

9 

9 

9 

9 

9 

8 

Eligible: represents the number of meetings held during the time the director held office. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  13 

 
 
 
 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

REMUNERATION REPORT (AUDITED) 

The remuneration report details the key management personnel remuneration arrangements for the Company, 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 Group, 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 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 is competitive and appropriate for the results delivered. The framework aligns 
executive reward with the achievement of strategic objectives and the creation of value for shareholders, and it is considered to conform to the market best practice for the 
delivery of reward. The Board of Directors ('the Board') ensures that executive reward satisfies the following key criteria for good reward governance practices: 

● 
● 
● 
● 

competitiveness and reasonableness; 
acceptability to shareholders; 
performance linkage / alignment of executive compensation; and 
transparency. 

The Board, fulfilling the role of the Nomination and Remuneration Committee, 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 has structured an executive remuneration framework that is market competitive and complementary to the reward strategy of the Company. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  14 

 
 
                    
 
 
  
  
 
  
 
 
DIRECTORS’ REPORT 

The reward framework is designed to align executive reward to shareholders' interests. The Board have considered that it should seek to enhance shareholders' interests by: 

● 
● 

● 

having value creation and capital growth in advance of economic profit as a core component of plan design; 
focusing on sustained growth in shareholder wealth, consisting of growth in share price and eventually dividends, and delivering constant or increasing return on 
assets as well as focusing the executive on key non-financial drivers of value; and 

  attracting and retaining high calibre executives. 

Additionally, the reward framework should seek to enhance executives' interests by: 

● 
● 
● 

  rewarding capability and experience; 
  reflecting competitive reward for contribution to growth in shareholder wealth; and 

 providing a clear structure for earning rewards. 

In accordance with best practice corporate governance, 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 from time to 
time by the Board fulfilling its role as the Nomination and Remuneration Committee. The Board may, from time to time, receive advice from independent remuneration 
consultants to ensure non-executive directors' fees and payments are appropriate and in line with the market. The chairman's fees are determined independently to the fees 
of other non-executive directors based on comparative roles in the external market. The chairman is not entitled to vote on the determination of his own remuneration. 
Given the nature of the Company and the more hands-on role the non-executive directors’ play in the operations of the Company non-executive directors may receive share 
options or other incentives. 

ASX  listing  rules  require  the  aggregate  non-executive  directors'  remuneration  be  determined  periodically  by  a  general  meeting,  with  any  increase  to  the  aggregate 
remuneration to be subject to shareholder approval.  

Executive directors’ remuneration 

The Group aims to reward executives based on their position and responsibility, with a level and mix of remuneration which has both fixed and variable components. 

 The executive remuneration and reward framework has four components: 

● 
● 

  base pay and non-monetary benefits; 
  short-term performance incentives; 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  15 

 
 
 
 
DIRECTORS’ REPORT 

● 
● 

  share-based payments; and 
  other remuneration such as superannuation and long service leave 

The combination of these comprises the executive's total remuneration. 

Fixed  remuneration,  consisting  of  base  salary,  superannuation  and  non-monetary  benefits,  are  reviewed  regularly  by  the  Board  fulfilling  the  role  of  Nomination  and 
Remuneration Committee based on the overall performance of the Company and comparable market remunerations. 

Executives may receive their fixed remuneration in the form of cash or other benefits where it does not create any additional costs to the Company and provides additional 
value to the executive. 

The short-term incentives ('STI') program has yet to be finalised. Once adopted it will be designed to align the targets of Company with the performance hurdles of executives. 
STI payments will be granted to executives based on specific annual targets and key performance indicators ('KPI's') being achieved.   

The long-term incentives ('LTI') include equity-based payments. Equity securities are awarded to executives with vesting conditions and expiry dates aligned to the Company’s 
business plans and targets. The details of the current vesting conditions and targets are as follows and further detailed in the section on service agreements found below.  

There are currently no outstanding unissued Options or Performance Rights. 

Options 

At the 2023 Annual General Meeting held on 24 May 2023, shareholders approved the issue of options to the Directors. The options were issued on 21 June 2023. 

Mr Russell Baskerville – 2,666,667 Options 

Mr Mark Waller – 5,333,334 Options 

Mr Winton Willesee – 2,666,667 Options  

Mr Nathan Kerr – 5,333,334 Options 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  16 

 
 
 
  
 
 
 
 
DIRECTORS’ REPORT 

Performance Rights 

Pursuant to Shareholder approval at the Company’s General Meeting held on 24 May 2023 the Company issued on 21 June 2023 the following Class C and Class D Performance 
Rights to Directors: 

Mr Russell Baskerville – Class C 1,333,333 

Mr Mark Waller – Class C 1,333,333 and Class D 1,333,333 

Mr Winton Willesee – Class C 1,333,333 

Mr Nathan Kerr – Class C 1,333,333 and Class D 1,333,333 

The Performance Rights, at the election of the holder, vest and convert into one share in the event that the Milestones below are achieved or a takeover event occurs. 

Milestones:  

A. 

Class C Performance Rights: The Company’s Shares achieving a 20-day volume weighted average price (VWAP) of $0.04 or more on or before 31 December 
2024; and  

B. 

Class D Performance Rights: The Company’s Shares achieving a 20-day VWAP of $0.055 or more on or before 31 December 2024. 

Group performance and link to remuneration 

Remuneration for certain individuals is directly linked to the performance of the Group. Each key management personnel held equity securities designed to incentivise them 
to drive the Group’s performance in line with its business plans.  

A portion of any cash bonus that may be paid to executives will be directly linked to the achievement of goals designed to align with the Group’s performance. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  17 

 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

Details of remuneration 

Details of the remuneration of key management personnel of the Group during the year ended 31 December 2023 are set out in the following tables. 

The key management personnel of the Group consisted of the following directors of One Click Group Limited: 

Directors 

Russell Baskerville 

Non-Executive Chairman  

Mark Waller 

Winton Willesee 

Nathan Kerr 

Managing Director  

Non-Executive Director  

Executive Director  

Key Management Personnel Compensation 
The compensation of the Group’s Key Management Personnel is disclosed below: 

Short term benefits 

Share based payments 

Salary and 
Fees ($) 

Bonus ($) 

Superannua
tion ($) 

Annual leave 
($) 

Options 
($) 

Equity-settled 
Performance 
Rights 
($) 

Total ($) 

Performance 
related 

2023 Key 
Management 
Person 

DIRECTORS 

Russell Baskerville  

       70,000 

                     - 

                     - 

                     - 

       11,862 

               6,960 

             88,822 

Mark Waller 

     200,000 

                     - 

           23,195 

            15,385 

       23,723 

             11,960 

           274,263 

Winton Willesee 

       48,000 

                     - 

                     - 

                     - 

       11,862 

               6,960 

             66,822 

Nathan Kerr 

     200,000 

                     - 

           23,195 

            15,385           

       23,723 

             11,960 

           274,263 

TOTAL 

    518,000 

                   - 

         46,390 

           30,770 

        71,170 

             37,840 

          704,170 

21% 

13% 

28% 

13% 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  18 

 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

2022 Key 
Management 
Person 

DIRECTORS 

Short term benefits 

Share based payments 

Salary and 
Fees ($) 

Bonus ($) 

Superannua
tion ($) 

Annual leave 
($) 

Options 
($) 

Equity-settled 
Performance 
Rights 
($) 

Total ($) 

Performance 
related 

Russell Baskerville¹ 

      20,611 

                     - 

                     - 

                     - 

                  - 

             60,000 

           80,611 

Mark Waller² 

      53,846 

                     - 

             5,654 

              4,624 

                  - 

           360,000 

          424,124 

Winton Willesee 

      60,750 

                     - 

                     - 

                     - 

                  - 

                    - 

           60,750 

74% 

85% 

- 

Nathan Kerr³ 

      54,423 

                     - 

             5,714 

              4,624            

                  - 

           360,000 

           424,761 

85% 

Erlyn Dawson * 

      25,500 

                     - 

                     - 

                     - 

                  - 

                     - 

             25,500 

James Bahen * 

      25,500 

                     - 

                     - 

                     - 

                  - 

                     - 

             25,500 

TOTAL 

   240,630 

                   - 

         11,368 

            9,248 

                  - 

          780,000 

        1,041,246 

- 

- 

* Resigned 15 September 2022 
¹  Russell Baskerville was appointed Non- Executive chairman on 15 September 2022 
²  Mark Waller was appointed Managing Director on 15 September 2022  
³  Nathan Kerr was appointed Executive Director on 15 September 2022   

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  19 

 
 
 
 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

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: 
Notice period: 
Details: 

Name: 
Title: 
Agreement commenced: 
Term of agreement: 
Notice period: 
Details: 

Mark Waller 
Managing Director 
27 September 2022 the date upon which the Company was re-admitted to the official list of the ASX 
No fixed term 
6 months 
The remuneration of Mr Mark Waller is $200,000 per year plus statutory superannuation.  

Nathan Kerr 
Executive Director 
27 September 2022 the date upon which the Company was re-admitted to the official list of the ASX 
No fixed term 
6 months 
The remuneration of Mr Nathan Kerr is $200,000 per year plus statutory superannuation.  

Following the end of the period the Board has put in place an STI award package for the 2024 financial year for its two executive directors. The STI award is a payment of 
$50,000 each with the milestones required to access the award being a. 50% of the payment accessible should the Company’s revenue be $7 million or greater for the 2024 
financial year and b. 50% of the payment accessible should the Company’s EBITDA for the 2024 financial year be positive including accruing for the STI awards.  

Key management personnel have no entitlement to termination payments in the event of removal for misconduct. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  20 

 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
DIRECTORS’ REPORT 

Share-based compensation 

Options 

During the year Options were granted to the Group’s Directors.  The assessed fair value of these Options was determined using the Black-Scholes option valuation model with 
the following inputs: 

Input 
Number of options issued 
Grant date share price 
Exercise price 
Expected volatility 
Option life 
Expiry 
Interest rate 
Valuation 
Expensed in the period 

1CGOP3 OPTIONS 
16,000,002 
$0.011 
$0.025 
90% 
3 years 
21/06/2026 
3.34% 
$71,169 
$71,169 

All options were granted over unissued fully paid ordinary shares in the Company. The options do not have any vesting conditions and are exercisable by the holder as from 
the issue date. There has not been any alteration to the terms or conditions of the grant since the grant date. There are no amounts paid or payable by the recipient in 
relation to the granting of such options other than on their potential exercise. 

Performance Rights 

During the year Performance Rights were granted to the Group’s Directors.  The assessed fair value of these Performance Rights was determined using the following inputs: 

Input 

Class C 

Class D 

           Total 

Number of performance rights 

5,333,332 

2,666,666 

7,999,998 

Fair value 

Grant date 

Vesting date 

Expiry date 

$0.0052 

$0.0038 

24/05/2023 

24/05/2023 

- 

- 

31/12/2024 

31/12/2024 

Expensed in the financial year ended 31 December 2023 

$27,840 

$10,000 

$37,840 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  21 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

The Class C Performance Rights vest upon The Company’s Shares achieving a 20-day volume weighted average price (VWAP) of $0.04 or more on or before 31 December 
2024; and 

The Class D Performance Rights vest upon The Company’s Shares achieving a 20-day VWAP of $0.055 or more on or before 31 December 2024. 

Performance Rights are exercisable by the holder as from the vesting date. There has not been any alteration to the terms or conditions of the grant since the grant date. 
There are no amounts paid or payable by the recipient in relation to the granting of such performance rights. 

Additional disclosures relating to key management personnel 

Shareholdings: 

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:

Name 

Directors  

Balance at start of 
the year 

Acquired 

Disposed  

Balance on 
resignation  

Balance at the 
end of the year 

Russell Baskerville 

22,052,605 

7,904,602 

Mark Waller 

Winton Willesee 

Nathan Kerr  

Total 

39,231,976 

25,056,026 

5,720,525 

953,421 

25,065,931 

- 

92,071,037 

33,914,049 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

29,957,207 

64,288,002 

6,673,946 

25,065,931 

125,985,086 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  22 

 
 
 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

Option holdings 
The number of options over ordinary 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: 

Name 

Russell Baskerville  

Mark Waller  

Winton Willesee 

Nathan Kerr  

Total 

Balance at start 
of the year 

Acquired as part of 
remuneration 

Other¹ 

Expired 

Balance at the end of 
the year 

Vested and 
exercisable 

- 

- 

2,245,384 

- 

2,666,667 

5,333,334 

2,666,667 

5,333,334 

2,139,802 

7,988,502 

476,711 

- 

- 

- 

4,806,469 

4,806,469 

13,321,836 

13,321,836 

(2,245,384) 

3,143,378 

3,143,378 

- 

5,333,334 

5,333,334 

2,245,384 

16,000,002 

10,605,015 

(2,245,384) 

26,605,017 

26,605,017 

¹  Free-attaching option to placement 

Performance Rights holdings 

The number of performance rights in the Group held during the financial year by each director and other members of key management personnel of the Company, including 
their personally related parties, is set out below: 

Name 

Russell Baskerville  

Mark Waller  

Winton Willesee 

Nathan Kerr  

Total 

Balance at the start of 
the year 

Issued 

Balance at the end of 
the year 

Vested 

3,000,000 

18,000,000 

- 

18,000,000 

39,000,000 

1,333,333 

2,666,666 

1,333,333 

2,666,666 

7,999,998 

4,333,333 

20,666,666 

1,333,333 

20,666,666 

46,999,998 

- 

- 

- 

- 

- 

Other transactions with key management personnel and their related parties during the financial year at disclosed in Note 27. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  23 

 
 
 
 
 
 
 
 
 
 
DIRECTORS’ REPORT 

Additional information - performance of the Company and shareholder returns 

The performance of the Company is summarised below.  

Name 

2019 

2020 

2021 

2022 

2023 

Sales revenue 

EBITDA 

Loss after income tax 

Basic loss per share (cents) 

Share price as at 31 December (cents) 

Dividends proposed or paid in the year 

322,166 

(2,329,871) 

(2,409,264) 

(0.75) 

0.4 

Nil 

457,767 

(1,333,812) 

(1,347,290) 

(0.001) 

0.1 

Nil 

1,233,640 

(1,373,271) 

(1,757,436) 

(1.17) 

0.2 

Nil 

1,620,121 

(6,212,400) 

(6,907,854) 

(1.78) 

0.011 

Nil 

3,852,693 

(1,895,017) 

(2,599,477) 

(0.37) 

0.012 

Nil 

Voting and comments made at the Group’s 2023 Annual General Meeting 
The Company received a 98.97% “yes” votes on its remuneration report for the 2023 financial year (2022: 84.99% yes).  The Group did not receive any specific feedback at 
the AGM or throughout the year on its remuneration practices. 

This is the end of the Audited Remuneration Report. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  24 

 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
SHARES 

As at the date of this report, there are 759,793,478 fully paid ordinary shares on issue. 

Options on issue 

Unissued ordinary shares of One Click Group Limited under option as at the date of this report are as follows: 

Unlisted Option Class   Grant date 

 Expiry date 

Exercise price  Number of options 

Class 1CGUOPAH 

 15 September 2022 

 23 September 2025 

Class 1CGOESC24 

 15 September 2022 

 15 September 2025 

Class 1CGOESC12 

 15 September 2022 

 15 September 2025 

Class 1CGOPT1 

 21 June 2023 

 21 June 2026 

$0.030 

$0.025 

$0.025 

$0.025 

25,000,000 

1,800,000 

10,700,000 

16,000,002 

53,500,002 

Listed Option Class 

 Grant date 

 Expiry date 

Exercise price  Number of options 

1CGO 

 17 to 22 November 2023 

  17 November 2026 

$0.03 

           36,540,346 

No person entitled to exercise the options had or has any right by virtue of the option to participate in any share 
issue of the Company or of any other body corporate. 

Performance Rights on issue 

Class 

Class A 

Class B 

Class C 

Class D 

 Grant date 

 Expiry date 

Number of  rights 

 15 September 2022 

 15 September 2027 

 15 September 2022 

 15 September 2027 

 24 May 2023 

 24 May 2023 

 31 July 2026 

 31 July 2026 

30,000,000 

30,000,000 

5,333,332 

2,666,666 

67,999,998 

Shares issued on the exercise of options 

The following ordinary shares of One Click Group Limited were issued during the year ended 31 December 

2023 and up to the date of this report on the exercise of options granted: 

Date options granted 

28 July 2020 

Indemnity and insurance of officers 

Exercise price 

Number of shares 
issued 

$0.02 

30,000,000 

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. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  25 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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. 

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. 

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. 

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 22 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 22  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 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  Company,  acting  as  advocate  for  the  Company  or  jointly  sharing  economic  risks  and 

rewards. 

Corporate Governance 

The Company’s 2022 Corporate Governance Statement is contained in the ‘Corporate Governance’ section of 
the Company’s website at https://oneclickgroup.com.au/corporate-governance/. 

Auditor 

RSM Australia Partners continues in office in accordance with Section 327 of the Corporations Act 2001. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  26 

 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
AUDITOR’S INDEPENDENCE DECLARATION 

The Auditor’s Independence Declaration as required under section 307C of the Corporations Act 2001 for the 
year ended 31 December 2023 has been received and can be found on page 28. 

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

Signed on behalf of the Board of Directors. 

Winton Willesee 
Director 
Dated at Perth, Western Australia 

28 February 2024 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  27 

 
 
 
 
 
 
AUDITOR’S INDEPENDENCE DECLARATION 

As lead auditor for the audit of the financial report of One Click Group Limited for the year ended 31 December 
2023, I declare that, to the best of my knowledge and belief, there have been no contraventions of: 

(i) 

(ii) 

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

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

RSM AUSTRALIA PARTNERS 

Perth, WA 
Dated:  28 February 2024 

TUTU PHONG 
Partner 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME 

FOR THE YEAR ENDED 31 DECEMBER 2023 

CONSOLIDATED 

Notes 

        31 December 2023 

30 December 2022 

         $ 

$ 

CONTINUING OPERATIONS 

Revenue from contracts with customers 

Other income 

Finance income 

Employee expenses 

Amortisation and depreciation expense 

Selling and distribution expenses 

Advertising and marketing expenses 

Provision For doubtful debts 

General and administrative expenses 

Finance costs 

Listing expense 

Share based payments 

LOSS BEFORE INCOME TAX 

Income tax benefit 

LOSS AFTER INCOME TAX 

3 

4 

5 

6 

7 

3,852,693 

1,620,121 

59,659 

13,562 

(1,648,837) 

(608,712) 

(227,774) 

2,971 

6,961 

(752,401) 

(601,830) 

(294,279) 

(2,347,277) 

(1,340,551) 

3,308 

(1,477,780) 

(109,310) 

(429,669) 

(944,273) 

(100,586) 

- 

(2,874,318) 

(109,009) 

(1,200,000) 

(2,599,477) 

(6,907,854) 

- 

- 

(2,599,477) 

(6,907,854) 

Items that may be reclassified subsequently to profit or 
loss: 

Other comprehensive income/(loss) 

- 

- 

Total comprehensive loss for the period 

(2,599,477) 

(6,907,854) 

Earnings per share 

Basic loss per share (cents per share)  

Diluted Loss per share 

24 

24 

(0.37) 

(0.37) 

(1.78) 

(1.78) 

The Consolidated Statement of Profit or Loss and Other Comprehensive Income are to be read in conjunction 
with the accompanying notes. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  29 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
      
 
 
 
 
 
 
 
 
 
 
 
 
 
 
      
 
 
CONSOLIDATED STATEMENT OF FINANCIAL POSITION 

AS AT 31 DECEMBER 2023 

CONSOLIDATED 

Notes 

31 December 2023  

31 December 2022 

$ 

$ 

CURRENT ASSETS 

Cash and cash equivalents 

Trade and other receivables 

Other current assets 

TOTAL CURRENT ASSETS 

NON-CURRENT ASSETS 

Plant and equipment 

Intangible assets 

TOTAL NON-CURRENT ASSETS 

TOTAL ASSETS 

CURRENT LIABILITIES 

Trade and other payables 

Employee benefits 

TOTAL CURRENT LIABILITIES 

NON-CURRENT LIABILITIES 

Financial liabilities 

TOTAL NON-CURRENT LIABILITIES 

TOTAL LIABILITIES 

NET ASSETS  

EQUITY 

Contributed equity  

Reserves 

Accumulated losses 

TOTAL EQUITY 

9 

10 

11 

12 

13 

14 

15 

16 

17 

18 

1,096,263 

2,786,490 

969,769 

394,354 

543,931 

121,990 

2,460,386 

3,452,411 

11,748 

424,548 

436,296 

- 

730,248 

730,248 

2,896,682 

4,182,659 

881,283 

232,423 

1,113,706 

174,050 

174,050 

1,287,756 

1,608,926 

626,436 

141,488 

767,924 

234,040 

234,040 

1,001,964 

3,180,695 

12,817,198 

11,898,499 

1,585,663 

1,476,654 

 (12,793,935) 

 (10,194,458) 

1,608,926 

3,180,695 

The Consolidated Statement of Financial Position is to be read in conjunction with the accompanying notes. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  30 

 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2023 

Contributed Equity 
($) 

Accumulated 
Losses ($) 

Option Reserve 

 ($) 

Share-based 
Payment Reserve 
($) 

Total ($) 

FINANCIAL YEAR ENDED  31 DECEMBER 2023 

Balance at 1 January 2023 

11,898,499 

         (10,194,458) 

        276,654 

                 1,200,000 

                  3,180,695 

Loss after tax for the year 

                                  - 

              (2,599,477) 

                            - 

                                  - 

               (2,599,477) 

Total comprehensive loss for the year 

- 

              (2,599,477) 

                            - 

                                  - 

               (2,599,477) 

Transactions with equity holders in their 
capacity as equity holders 

Issue of share capital (net of costs) 

Share based payments (Note 6) 

918,699 

- 

- 

- 

- 

71,169 

 - 

37,840 

918,699 

109,009 

Balance at 31 December 2023 

12,817,198 

         (12,793,935) 

         347,823  

1,237,840 

1,608,926  

The Consolidated Statement of Changes in Equity is to be read in conjunction with the accompanying notes. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  31 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2022 

Contributed Equity 
($) 

Accumulated 
Losses ($) 

Option Reserve 

 ($) 

Share-based 
Payment Reserve 
($) 

Total ($) 

FINANCIAL YEAR ENDED  31 DECEMBER 2022 

Balance at 1 January 2022 

3,940,987  

         (3,286,604) 

         -  

                    - 

                    654,383 

Loss after tax for the year 

                                  - 

              (6,907,854) 

                            - 

                                  - 

               (6,907,854) 

Total comprehensive loss for the year 

                                  - 

              (6,907,854) 

                            - 

                                  - 

               (6,907,854) 

Transactions with equity holders in their 
capacity as equity holders 

Issue of share capital (net of costs) 

7,957,512 

Issue of options to Lead Manager (Note 6) 

Share based payments (Note 6) 

- 

- 

- 

- 

- 

- 

276,654 

- 

Balance at 31 December 2022 

11,898,499  

         (10,194,458) 

         276,654  

 - 

   - 

1,200,000 

1,200,000 

7,957,512 

276,654 

1,200,000 

3,180,695  

The Consolidated Statement of Changes in Equity is to be read in conjunction with the accompanying notes. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE  32 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED  
31 DECEMBER 2023 

CASH FLOWS FROM OPERATING ACTIVITIES 

Receipts from customers (inclusive of GST) 

Other receipts 

CONSOLIDATED 

Notes 

31 December 2023 

31 December 2022 

($) 

($) 

3,593,246 

59,659 

1,362,988 

- 

Payments to suppliers and employees (inclusive of GST) 

(5,817,870) 

(3,796,998) 

Interest received 

Interest paid 

13,564 

(109,310) 

6,962 

(100,586) 

NET CASH USED IN OPERATING ACTIVITIES 

19 

(2,260,711) 

(2,527,634) 

CASH FLOWS FROM INVESTING ACTIVITIES 

Government grant receipts 

Cash obtained on acquisition of subsidiary 

Payments for intangible assets 

Payments for plant and equipment 

NET CASH USED IN INVESTING ACTIVITIES 

CASH FLOWS FROM FINANCING ACTIVITIES 

Proceeds from issuance of shares 

Proceeds from borrowings 

Payment of share issue transaction costs 

Repayment of borrowings 

NET CASH PROVIDED BY FINANCING ACTIVITIES 

Net (decrease) / increase in cash held 

Cash and cash equivalents at beginning of financial year 

466,532 

- 

(735,894) 

(18,858) 

(288,220) 

1,112,400 

2,200,000 

(193,702) 

(2,259,994) 

858,704 

(1,690,227) 

2,786,490 

347,671 

37,254 

(581,360) 

(12,486) 

(208,921) 

6,000,000 

- 

(183,903) 

(326,976) 

5,489,121 

2,752,566 

33,924 

Cash and cash equivalents at end of financial year 

9 

1,096,263 

2,786,490 

The Consolidated Statement of Cash Flows is to be read in conjunction with the accompanying notes.

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 33 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

1. 

MATERIAL ACCOUNTING POLICIY INFORMATION 

The material accounting policies adopted in the preparation of the Financial Statements are set out below. These 
policies have been consistently applied to all years presented, unless otherwise stated. 

(a)  General Information 

One  Click  Group  Limited  (‘Company’)  or  (‘Entity’)  is  a  public  Company  limited  by  shares,  incorporated  and 
domiciled  in  Australia.  The  Consolidated  Financial  Report  of  the  Company  as  at  and  for  the  year  ended  31 
December 2023 comprises the Company and its subsidiaries (together referred to as the ‘Consolidated Entity’ or 
‘Group’).  

One Click Group Limited is a taxation preparation software and service provider in Australia, offering a range of 
other  financial  services.  The  One  Click  Life  platform  aims  to  enable  Australians  to  manage  their  financial  lives 
conveniently on their mobile phones in a simple and cost-effective format. One Click Verify provides businesses a 
safe means of commerce through digital identifying clients and anti money laundering checks. 

(b)  Basis of Preparation 

The financial report is a general-purpose financial report which has been prepared in accordance with Australian 
Accounting  Standards  and  Interpretations  issued  by  the  Australian  Accounting  Standards  Board  and  the 
Corporations Act 2001. One Click Group Limited is a for profit entity for the purpose of preparing the Financial 
Statements. 

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. Compliance with 
Australian Accounting Standards ensures that the financial statements and notes also comply with International 
Financial  Reporting  Standards  as  issued  by  the  International  Accounting  Standards  Board  (‘IASB’).  Material 
accounting  policies  adopted  in  the  preparation  of  this  financial  report  are  presented  below  and  have  been 
consistently applied. 

The Financial Statements were approved by the Board of Directors on 27 February 2024. 

Historical cost convention 

The  financial  report  has  been  prepared  on  an  accrual  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.  All amounts are presented in Australian dollars. 

(c)  Going Concern 

The financial statements have been prepared on the going concern basis, which contemplates continuity of 
normal business activities and the realisation of assets and discharge of liabilities in the normal course of 
business. 

As disclosed in the financial statements, the Group incurred a loss of $2,599,477 and had net cash ouXlows from 
operaYng acYviYes of $2,260,711 for the year ended 31 December 2023.  

The Board believes that there are reasonable grounds to believe that the Company will be able to continue as a 
going concern and that it is appropriate for it to adopt the going concern basis in the preparation of the financial 
report after consideration of following factors: 

- 
- 

- 

The Company anticipates its revenue to continue to increase from tax and other products; 
The Company has the ability to issue additional equity securities under the Corporations Act 2001 to raise 
further working capital; and 
The Company has the ability to curtail administrative, marketing and overhead cash outflows as and when 
required.  

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 34 

 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

Accordingly,  the  Board  believes  that  the  Company  will  be  able  to  continue  as  a  going  concern  and  that  it  is 
appropriate to adopt the going concern basis in the preparation of the financial report.  

(d) 

Impact of the adoption of new or amended Accounting Standards and Interpretations 

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. 

(e) 

Significant Accounting Judgments, Estimates and Assumptions 

The  preparation  of  the  Financial  Statements  requires  Management  to  make  judgments,  estimates  and 
assumptions that affect the reported amounts in the Financial Statements. Management continually evaluates its 
judgments  and  estimates  in  relation  to  assets,  liabilities,  contingent  liabilities,  revenue  and  expenses.  
Management bases its judgments and estimates on historical experience and on other various factors it believes 
to be reasonable under the circumstances, the result of which form the basis of the carrying values of assets and 
liabilities  that  are  not  readily  apparent  from  other  sources.  Actual  results  may  differ  from  these  estimates.  
Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future 
periods affected. 

Information about significant areas of estimation uncertainty and critical judgments in applying accounting policies 
that have the most significant effect on the amount recognised in the Financial Statements are outlined below: 

(i) 

Share based payments. 

The Group measures the cost of equity settled transactions with employees by reference to the fair value of equity 
instruments at the date at which they are granted. The fair value is determined using an appropriate valuation 
model, inputs used in valuing share-based payments, including options, are estimates. 

(ii) 

Amortisation of intangible assets 

Costs incurred in developing products or systems and costs incurred in acquiring software and licenses that will 
contribute to future period financial benefits through revenue generation and/or cost reduction are capitalised to 
software and systems. Costs capitalised include external direct costs of materials and services and employee costs. 
Assets in the course of construction include only those costs directly attributable to the development phase and 
are only recognised following completion of technical feasibility and where the Group has an intention and ability 
to use the asset. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 35 

 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

(f) 

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 27. 

(g) 

Principles of consolidation 

The financial statements incorporate the assets and liabilities of all subsidiaries of the One Click Group Limited as 
at 31 December 2023 and the results of all subsidiaries for the year then ended. One Click Group Limited and its 
subsidiaries together are referred to in these financial statements as the 'Consolidated Entity' or ‘Group’. 

Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity controls 
an entity when the consolidated entity 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 consolidated entity. They 
are de-consolidated from the date that control ceases. 

Intercompany transactions, balances and unrealised gains on transactions between entities in the consolidated 
entity  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 consolidated entity. 

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. 

Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement of profit 
or loss and other comprehensive income, statement of financial position and statement of changes in equity of 
the consolidated entity. Losses incurred by the consolidated entity are attributed to the non-controlling interest 
in full, even if that results in a deficit balance. 

Where  the  consolidated  entity  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 consolidated entity 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. 

(h)  Operating segments 

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. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 36 

 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

(i) 

Revenue recognition 

Revenue from contact with customer 

Revenue rises mainly from service contracts.  To determine  whether  to  recognise  revenue, the  Group follows  a 
5-step process: 

1.  Identifying the  contract with  a  customer 
2.  Identifying the performance obligations 
3.  Determining the transaction price 
4.  Allocating the transaction price to the performance obligations 
5.  Recognising  revenue  when/as  performance  obligation(s)  are  satisfied. 

The  Group  often  enters  into  transactions  involving  the  Group’s  products  and  services.  In  all  cases,  the  total 
transaction price for a contract is allocated amongst the various performance obligations based on their relative 
stand-alone selling prices. The transaction price for a contract excludes any amounts collected on behalf of third 
parties.  

Revenue is recognised either at a point in time or over time, when the Group satisfies performance obligations by 
transferring  the  promised  goods  or  services  to  its  customers.    The  Group  recognises  contract  liabilities  for 
consideration  received  in  respect  of  unsatisfied  performance  obligations  and  reports  these  amounts  as  other 
liabilities in the statement of financial position. Similarly, if the Group satisfies a performance obligation before it 
receives the consideration, the Group recognises either a contract asset or a receivable in its statement of financial 
position, depending on whether something other than a period of time is required before the consideration is due. 

Services revenue 

Revenue from the provision of services is recognised when the service has been provided. Each service is deemed 
a separate performance obligation. The transaction price is allocated to each obligation based on contract prices. 
Revenue from services is predominantly recognised on the basis of the value of the work completed at a point in 
time. 

Transaction price and contract modifications 

The transaction price is the amount of consideration to which the company expects to be entitled to under the 
customer contract and which is used to value total revenue and is allocated to each performance obligation. The 
determination of this amount includes “fixed remuneration”, (for example lump sum, schedule of rates or pricing 
for services) and “variable consideration”. 

The main variable consideration elements are claims (contract modifications) and consideration for optional works 
and  provisional  sums  each of  which  needs to be assessed.  Contract modifications are changes  to  the  contract 
approved by the parties to the contract. 

The  right  to  the  consideration  to  be  provided  from  contractually  generating  an  enforceable  right  once  the 
enforceable right has been  identified.  The Group  applies  the  guidance given  in AASB 15 in  relation to variable 
consideration.  This  requires  assessment  that  is  highly  probable  that  there  will  not  be  a  significant  reversal  of 
revenue in the future. 

The measurement of additional consideration arising from claims is subject to a high level of uncertainty, both in 
terms of the amount that customers will pay and the collection times, which usually depend on the outcome of 
negotiations between the parties or decisions taken by judicial/arbitration bodies. The Group considers all relevant 
aspects in circumstances such as the contract terms, business in negotiating practices of the sector, the Group’s 
historical  experiences  with  similar  contracts  and  consideration  of  those  factors  that  affect  the  variable 
consideration that are out of control of the Group or other supporting evidence when making the above decision. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 37 

 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

Loss making contracts 

A provision is made for the difference between expected cost of fulfilling a contract and expected on and portion 
of the transaction price whether forecast costs are greater than forecast revenue. The provision is recognised in 
full in a period in which the loss-making contract is identified under AASB 137 Provisions, Contingent Liabilities and 
Contingent Assets. 

Under AASB 137, the assessment of whether a provision needs to be recognised takes place at the contract level 
and  there  are  no  segmentation  criteria  to  apply.  As  a  result,  there  are  some  instances  where  loss  provisions 
recognised in the past have not been recognised under AASB 15 because the contract as a whole is profitable.   

In addition, when two or more contracts entered into at or near the same time are required to be combined for 
accounting purposes, AASB 15 requires the Group to perform the assessment of whether the contract is onerous 
at the level of the combined contracts. The Group also notes that the amount of loss accrued in respect of a loss 
contract under AASB 111 takes into account an appropriate allocation of construction overheads. This contrasts 
with AASB 137 where loss accruals may be lower as they are based on the identification of ‘unavoidable costs’. 

(j) 

Interest and dividend income 

Interest  income  and  expenses  are  reported  on  an  accrual  basis  using  the  effective  interest  method.  Dividend 
income, other than those from investments in associates, are recognised at the time the right to receive payment 
is established. 

(k)  Government grant 

Government grants relating to costs are deferred and recognised in profit or loss over the period necessary to 
match  them  with  the  costs  that  they  are  intended  to  compensate.  Government  grants  that  are  receivable  as 
compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to 
the  Group  with  no  future  related  costs  are  recognised  in  profit  or  loss  in  the  period  in  which  they  become 
receivable. Government assistance which does not have conditions attached specifically relating to the operating 
activities of the Group is recognised in accordance with the accounting policies above. 

(l) 

Intangible assets, research and development 

 Internally generated software 

Internally  developed  software  is  capitalised  at  cost  less  accumulated  amortisation.    Amortisation  is  calculated 
using the straight-line basis over the asset’s useful economic life which is generally four to seven years. Their useful 
lives and potential impairment are reviewed at the end of each financial year. 

Software under development 

Costs incurred in developing products or systems and costs incurred in acquiring software and licenses that will 
contribute to future period financial benefits through revenue generation and/or cost reduction are capitalised to 
software and systems. Costs capitalised include external direct costs of materials and services and employee costs. 
Assets in the course of construction include only those costs directly attributable to the development phase and 
are only recognised following completion of technical feasibility and where the Group has an intention and ability 
to use the asset. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 38 

 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

Impairment testing of intangible assets. 
Intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually for 
impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other 
assets are tested 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. The recoverable amount is the higher of an asset’s fair value less costs to sell and 
value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are 
separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups 
of assets (cash-generating units). 

(m)  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 plant and equipment 
(excluding land) over their expected useful lives as follows: 

Plant and equipment                   3-7 years 

The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each 
reporting date. 

An item of plant and equipment is derecognised upon disposal or when there is no future economic benefit to 
the consolidated entity. Gains and losses between the carrying amount and the disposal proceeds are taken to 
profit or loss. 

(n) 

Financial instruments 

(i) 

Recognition and derecognition 

Financial  assets  and  financial  liabilities  are  recognised  when  the  Group  becomes  a  party  to  the  contractual 
provisions of the financial instrument. Financial assets are derecognized when the contractual rights to the cash 
flows from the financial asset expire, or when the financial asset and substantially all the risks and rewards are 
transferred. A financial liability is derecognized when it is extinguished, discharged, cancelled or expires. 

(ii) 

Classification and initial measurement 

Financial assets are initially measured at fair value adjusted for transaction costs (where applicable). 

Financial assets are classified into the following categories: 

  amortised cost 
 
 

fair value through profit or loss (FVTPL) 
fair value through other comprehensive income (FVOCI) 

In the periods presented, the Group does not have any financial assets categorized as FVOCI. 

The classification is determined by both: 

 
 

the entity’s business model for managing the financial asset 
the contractual cash flow characteristics of the financial asset. 

All  income  and  expenses  relating  to  financial  assets  that  are  recognized  in  profit  or  loss  are  presented  within 
finance  costs,  finance  income  or  other  financial  items,  except  for  impairment  of  trade  receivables  which  is 
presented within other expenses. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 39 

 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

(iii) 

Subsequent measurement of financial assets 

Financial assets at amortised cost 

Financial  assets  are  measured  at  amortised  cost  if  the  assets  meet  the  following  conditions  (and  are  not 
designated as FVTPL): 

 

 

they  are  held  within  a  business  model  whose  objective  is  to  hold  the  financial  assets  and  collect  its 
contractual cash flows 

the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and 
interest on the principal amount outstanding 

After initial recognition, these are measured at amortised cost using the effective interest method. Discounting 
is omitted where the effect of discounting is immaterial. The Group’s cash and cash equivalents, trade and most 
other receivables fall into this category of financial instruments. 

Financial assets at fair value through profit or loss (FVTPL) 
Financial assets that are held within a different business model other than ‘hold to collect’ or ‘hold to collect and 
sell’ are categorised at fair value through profit and loss. Further, irrespective of business model financial assets 
whose contractual cash flows are not solely payments of principal and interest are accounted for at FVTPL. 

Assets in this category are measured at fair value with gains or losses recognised in profit or loss. The fair values 
of financial assets in this category are determined by reference to active market transactions or using a valuation 
technique where no active market exists. 

 Impairment of financial assets 

AASB 9’s impairment requirements use more forward-looking information to recognise expected  credit losses – the 
‘expected credit loss (ECL) model’. This replaced IAS 39’s ‘incurred loss model’. Instruments within the scope of the new 
requirements included loans and other debt-type financial  assets measured at amortised cost and FVOCI,  trade 
receivables, contract assets recognised and  measured under AASB 15 and loan commitments and some financial 
guarantee contracts (for the  issuer) that are not measured at fair value through profit or loss. 

Recognition of credit losses is no longer dependent on the Group first identifying a credit loss event. Instead, the 
Group considers a broader range of information when assessing credit risk and measuring expected credit losses, 
including  past  events,  current  conditions,  reasonable  and  supportable  forecasts  that  affect  the  expected 
collectability of the future cash flows of the instrument. 

In applying this forward-looking approach, a distinction is made between: 

 

 

 

financial instruments that have not deteriorated significantly in credit quality since initial recognition or that 
have low credit risk (‘Stage 1’) and 

financial instruments that have deteriorated significantly in credit quality since initial recognition and whose 
credit risk is not low (‘Stage 2’). 

‘Stage 3’ would cover financial assets that have objective evidence of impairment at the reporting date. 

‘12-month expected credit losses’ are recognised for the first category while ‘lifetime expected credit losses’ are 
recognised for the second category. 

Measurement of the expected credit losses is determined by a probability-weighted estimate of credit losses 
over the expected life of the financial instrument. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 40 

 
 
   
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

(o) 

Trade and other receivables and contract assets 

Trade  receivables are initially  recognized 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.  

Other receivables are recognized at amortised cost, less any allowance for expected credit losses. 

Contract assets are recognized when the consolidated entity has transferred goods or services to the customer 
but where the consolidated entity is yet to establish an unconditional right to consideration.  

The Group makes use of a simplified approach in accounting for trade and other receivables as well as contract 
assets  and  records  the  loss  allowance  as  lifetime  expected  credit  losses.  These  are  the  expected  shortfalls  in 
contractual cash flows, considering the potential for default at any point during the life of the financial instrument. 
In  calculating,  the  Group  uses  its  historical  experience,  external  indicators  and  forward-looking  information  to 
calculate the expected credit losses using a provision matrix. 

(p)  Trade and other payable 

Trade and other payables, including accruals, are recorded when the Group is required to make future payments 
as  a  result  of  purchases  of  assets  or  services  provided  to  the  Group  prior  to  the  end  of  financial  period.  The 
amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented 
as current liabilities unless payment is not due within 12 months from the reporting date. They are recognised at 
cost. 

(q) 

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. 

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. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 41 

 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

(r)  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 consolidated entity'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  consolidated  entity'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. 

(s)  Cash and cash equivalents 

Cash and cash equivalents comprise cash on hand and demand deposits, together with other short-term, highly 
liquid  investments  that  are  readily  convertible  into  known  amounts  of  cash  and  which  are  subject  to  an 
insignificant risk of changes in value. 

(t) 

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. 

(u)  Dividends 

Dividends are recognised when declared during the financial year and no longer at the discretion of the Company. 

(v)  Earnings per share 

Basic earnings per share 

Basic earnings per share is calculated by dividing the profit attributable to the owners of the Company, 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. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 42 

 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

(w)  Provisions 

Provisions are recognised when the consolidated entity has a present (legal or constructive) obligation as a result 
of a past event, it is probable the consolidated entity 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. 

(x)  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 using the projected unit credit method. 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 corporate bonds with terms to maturity and 
currency that match, as closely as possible, the estimated future cash outflows. 

Defined contribution superannuation expense 

Contribution to defined contribution superannuation plans are expensed in the period in which they are incurred. 

(y)  Goods and Services Tax 

Revenues, expenses and assets are recognised net of GST except where GST incurred on a purchase of goods and 
services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of 
acquisition of the asset or as part of the expense item. 

Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from, 
or payable to, the taxation authority is included as part of receivables or payables in the Statement of Financial 
Position. 

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

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

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 43 

 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

(z) 

Share based payments 

Share-based payments which have been granted to employees and third parties comprise of share rights and share 
options. 

Share rights 

The value of share rights granted to key management personnel in a year is recognised as an employee benefit 
expense with a corresponding increase in equity (share-based payments reserve).  In the year in which the share 
rights become vested, the value of share rights which have vested will be recognised in share capital reserve.   

Upon issue of the related shares, the value in the share capital reserve is transferred to share capital.  The basis 
for  the  value  recognised  for  each  share  right  is  the  price  at  the  time  when  the  terms  of  the  grant  are  agreed 
between the Group and the counter party. 

Share options 

The fair value of options granted to key management personnel, employees and third-party service providers is 
recognised  as  an  employee  benefit  expense  with  a  corresponding  increase  in  equity  (share-based  payments 
reserve). The fair value is measured at grant date and recognised over the period during which the employees 
become unconditionally entitled to the options.  

The  fair  value  at  grant  date  is  determined  using  an  appropriate  valuation  model  that  takes  into  account  the 
exercise  price,  the  term  of  the  option,  the  vesting  and  performance  criteria,  the  impact  of  dilution,  the  non-
tradable nature of the option, the share price at grant date and expected price volatility of the underlying share, 
the expected dividend yield and the risk-free interest rate for the term of the option. 

The  fair  value  of  the  options  granted  excludes  the  impact  of  any  non-market  vesting  conditions  (for  example, 
profitability  and  sales  growth  targets).  Non-market  vesting  conditions  are  included  in  assumptions  about  the 
number of options that are expected to become exercisable.  

At  each  reporting  date,  the  entity  revises  its  estimate  of  the  number  of  options  that  are  expected  to  become 
exercisable. The employee benefit expense recognised in each period takes into account the most recent estimate. 

This estimate also requires determination of the most appropriate inputs to the valuation model including the 
expected life of the share option, volatility and dividend yield and making assumptions about them. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 44 

 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

(aa)  Finance costs 

Finance costs attributable to qualifying assets are capitalised as part of the cost of the asset.  All other finance 
costs are expensed in the period in which they are incurred. 

(bb)  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 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. 

2. 

SEGMENT INFORMATION 

Primary Reporting Format – Business Segments 

The Group has one geographical location which is Australia. The Group operates a financial technology platform 
to handle financial administration tasks such as lodging tax returns, wills and private health insurance. 

Identification of reportable operating segments 

The operating segment identified is based on the internal reports that are reviewed and used by the Directors 
(who are identified as the Chief Operating Decision Makers ('CODM')) in assessing performance and in determining 
the allocation of resources. There is no aggregation of operating segments. 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 
at least a quarterly basis. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 45 

 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

3. 

REVENUE FROM CONTRACTS WITH CUSTOMERS 

Revenue represents the value of professional services provided by the Group measured on a point in time basis. 

Revenue from professional services 

- 

- 

- 

Tax Return Services 

Lending Services 

Other services 

Revenue recognised at a point in time 

Revenue recognised over time 

CONSOLIDATED 

31 December 2023 

($) 

31 December 2022 
($) 

3,852,693 

3,735,514 

45,300 

71,879 

1,620,121 

1,463,657 

5,550 

150,914 

3,852,693 

1,620,121 

3,852,693 

1,620,121 

- 

- 

3,852,693 

1,620,121 

No single customer contributed 10% or more to the Group’s external revenue during the year ended 31 
December 2023 and 31 December 2022. 

4. 

OTHER INCOME 

Sundry income 

5. 

EMPLOYEE EXPENSES 

Wages and salaries 

Superannuation 

Annual leave 

Long service leave 

Super guarantee charges 

Capitalised as intangible asset 

Total employee expenses 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

CONSOLIDATED 

31 December 2023 

($) 

31 December 2022 
($) 

59,659 

59,659 

2,971 

2,971 

CONSOLIDATED 

31 December 2023 

($) 

31 December 2022 
($) 

2,008,740 

213,002 

64,830 

26,105 

- 

(663,840) 

1,648,837 

1,120,009 

114,859 

33,156 

37,210 

3,528 

(556,361) 

752,401 

PAGE 46 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

6. 

SHARE BASED PAYMENTS EXPENSE 

The primary purpose of share-based payments is to remunerate Directors, other Key Management Personnel and 
Service providers for the services rendered to the Group.   

Options issued to directors 

Performance rights issued to Directors and employees 

CONSOLIDATED 

31 December 2023 
($) 

31 December 2022 
($) 

71,169 

37,840 

- 

1,200,000 

Share-based payment expenses recognised in statement of profit or loss 

109,009 

1,200,000 

Options issued to Lead Manager in relation to the public offers 

Share-based payment expenses recognised as share issue cost 

Options issued to directors 

CONSOLIDATED 

31 December 2023 
($) 

31 December 2022 
($) 

- 

- 

276,654 

276,654 

At the 2023 Annual General Meeting held on 24 May 2023, shareholders approved the issue of options to the 
Directors. The options were issued on 21 June 2023 and valued using the Black-Scholes option valuation model 
with the following inputs:  

1CGOP3 OPTIONS 
16,000,002 
$0.011 
$0.025 
90% 
3 years 
21/06/2026 
3.34% 
$71,169 
$71,169 

Number of options issued 
Grant date share price 
Exercise price 
Expected volatility 
Option life 
Expiry 
Interest rate 
Valuation 
Expensed in the period 

The allocation of Options is as follows: 

(i)  2,666,667 Options to Russell Baskerville 
(ii)  2,666,667 Options to Winton Willesee 
(iii)  5,333,334 Options to Mark Waller 
(iv)  5,333,334 Options to Nathan Kerr 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 47 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

Options exercisable at the end of the financial year 

Grant date 

Expiry date 

15 September 2022 

23 September 2025 

21 June 2023    

21 June 2026 

No. of Options 

2023 

2022 

25,000,000 

25,000,000 

16,000,002 

- 

41,000,002 

25,000,000 

The weighted average share price during the financial year was $0.02 (2022: $nil). 

The remaining contractual life of options outstanding at the end of the financial year was 2.02 years (2022: 2.73 
years). 

Performance Right to directors 

The  share-based  payments  expense  represents  the  expense  for  the  financial  year  of  the  Performance  Rights 
granted to the Group’s Directors.  The assessed fair value of these Performance Rights was determined using the 
Hoadley Barrier 1 valuation model with the following inputs: 

Input 

Class C 

Class D 

           Total 

Number of performance rights 

5,333,332 

2,666,666 

7,999,998 

Fair value 

Grant date 

Vesting date  

Expiry date 

$0.0052 

$0.0038 

24/05/2023 

24/05/2023 

- 

- 

31/12/2024 

31/12/2024 

Expensed in the half-year ended 30 June 2023 

$27,840 

$10,000 

$37,840 

The vesting conditions for each tranche of Performance Rights is as follows: 

(i)  Class C Performance Rights: The Company’s Shares achieving a 20-day volume weighted average price 

(VWAP) of $0.04 or more on or before 31 December 2024; and 

(ii)  Class D Performance Rights: The Company’s Shares achieving a 20-day VWAP of $0.055 or more on or 

before 31 December 2024. 

The allocation of Performance Rights as follows: 

(i) 
(ii) 
(iii) 
(iv) 

1,333,333 Performance Rights to Russell Baskerville 
1,333,333 Performance Rights to Winton Willesee 
2,666,666 Performance Rights to Mark Waller 
2,666,666 Performance Rights to Nathan Kerr 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 48 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

7. 

INCOME TAX 

The current applicable income tax rates are 25% on the net income of One Click Group Limited and wholly owned 
subsidiary Mobile Business Devices Pty Ltd. 

A deferred taxation asset and deferred taxation liability arising on temporary differences and unused tax losses 
has not been recognised in these financial statements. 

The numerical reconciliation between tax expense and the accounting 
loss before income tax multiplied by the Group's applicable income tax 
rate is as follows:  

Accounting (loss) before income tax 

Income tax expense/(benefit) calculated at the Group's applicable tax 
rate 

Tax effect of non-deductible expenses and non-assessable income 
(permanent differences) 

CONSOLIDATED 

31 December 2023 
($) 

31 December 2022 
($) 

(2,599,477) 

(6,907,854) 

649,869 

1,726,964 

(27,252) 

(1,018,580) 

Tax effect of the de-recognition of tax losses and timing differences 

(622,617) 

(708,384) 

Income tax (expense)/benefit 

- 

- 

Historical tax losses not brought to account are estimated at $9,841,602 (2022: $9,640,753).   

The benefit of the estimated income tax losses of $2,903,570 have not been bought to account as Deferred Tax 
Asset. 

The benefit for tax losses will only be obtained if: 

(a)  the Group derives future assessable income of a nature and an amount sufficient to enable the benefit from 

the deductions for the losses to be realised; 

(b)  the Group continues to comply with the conditions for deductibility imposed by Law; and 

(c)  no changes in tax legislation adversely affect the ability of the Group to realise these benefits. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 49 

 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

8. 

FINANCIAL RISK MANAGEMENT 

i. Overview 

The financial risks arising from the Group’s operations comprise market, liquidity and credit risk. These risks arise 
in the normal course of business, and the Group manages its exposure to them in accordance with the Group’s 
portfolio risk management strategy. 

The objective of the strategy is to support the delivery of the Group’s financial targets while protecting its future 
financial security and flexibility by taking advantage of the natural diversification provided by the scale, diversity 
and flexibility of the Group’s operations and activities. 

This note presents information about the Group's exposure to each of the above risks, their objectives, policies 
and processes for measuring risk and the management of capital. 

The Group's Risk Management Framework is supported by the Board. The whole Board is responsible for approving 
and  reviewing  the  Group's  Risk  Management  Strategy  and  Policy.  Management  is  responsible  for  monitoring 
appropriate processes for identifying, monitoring and managing significant business risks faced by the Group and 
considering the effectiveness of its internal control system.  

The Board has established an overall Risk Management Policy which sets out the Group’s system of risk oversight, 
management of material business risks and internal control. 
The Group holds the following financial instruments: 

Financial assets 

Cash and cash equivalents 

Trade and other receivables 

Financial Liabilities 

Trade and other payables 

CONSOLIDATED 

31 December 2023  
($) 

31 December 2022  
($) 

1,096,263 

2,786,490 

969,769 

543,931 

(881,283) 

(626,436) 

ii. Financial Risk Management Objectives 

The overall financial Risk Management Strategy focuses on the unpredictability of the finance markets and seeks 
to minimise the potential adverse effects on financial performance and protect future financial security. 

iii. Credit Risk 

Credit risk is the risk of the financial loss to the Group if counterparty to a financial instrument fails to meet its 
contractual obligations and the risk arises principally from the Group's cash and cash equivalents, deposits with 
banks and financial institutions, and receivables.   

Cash at bank is placed with reliable financial institutions. For banks and financial institutions, the Group banks only 
with financial institution with high quality standing or rating.  

The  Group  applies  the  AASB  9  simplified  approach  to  measuring  expected  credit  losses  which  uses  a  lifetime 
expected loss allowance for all trade receivables. To measure the expected credit losses, trade receivables have 
been grouped based on shared risk characteristics and the days past due. Trade receivables are written off when 
there  is  no  reasonable  expectation  of  recovery.  Impairment  losses  on  trade  receivables  are  presented  as  net 
impairment losses within operating profit. Subsequent recoveries of amounts previously written off are credited 
against the same line item.  

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 50 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

The  carrying  amount  of  the  Group’s  financial  assets  represents  the  maximum  credit  exposure.  The  Group’s 
maximum exposure to credit risk at the reporting date was: 

CONSOLIDATED 

31 December 2023  
($) 

31 December 2022  
($) 

Trade receivables 

Counterparties without external credit rating, past due but not impaired 

Existing customers (more than 6 months) with no defaults in the past 

- 

- 

Counterparties without external credit rating, past due and impaired 

Gross value (trade and other receivable) 

Doubtful debt provision 

Net value 

Other receivables 

R&D tax refund 

GST receivable 

Total trade and other receivables 

Cash at bank and Commercial Bills  

Cash at bank – National Australia Bank 

Term deposit – National Australia Bank 

Cash at bank – Commonwealth Bank 

1,230,597 

(469,795) 

760,802 

182,473 

26,494 

969,769 

726,601 

(470,245) 

256,356 

209,012 

78,563 

543,931 

1,043,350 

2,437,393 

5,000 

47,913 

5,000 

344,097 

1,096,263 

2,786,490 

iv.Liquidity Risk 

Liquidity risk arises from the financial liabilities of the Group and the Group’s subsequent ability to meet their 
obligations to repay their financial liabilities as and when they fall due. 

Ultimate responsibility for Liquidity Risk Management rests with the Board of Directors. The Board has determined 
an appropriate Liquidity Risk Management Framework for the management of the Group’s short, medium and 
long-term  funding  and  liquidity  management  requirements.  The  Group  manages  liquidity  risk  by  maintaining 
adequate  reserves  and  continuously  monitoring  budgeted  and  actual  cash  flows  and  matching  the  maturity 
profiles of financial assets, expenditure commitments and liabilities. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 51 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months 
equal their carrying amounts as the impact of the discounting is not significant. 

Contractual maturities of 
financial liabilities 

Less than 
6 months ($) 

6 – 12 
months ($) 

More than     12 
months ($) 

Total ($) 

Carrying 
Amount ($) 

Group - at 31 December 
2023 

Trade and other payables 

Total 

Group - at 31 December 
2022 

Trade and other payables 

Total 

v. Market Risk 

881,283 

881,283 

626,436 

626,436 

- 

- 

- 

- 

- 

- 

- 

- 

881,283 

881,283 

881,283 

881,283 

626,436 

626,436 

626,436 

626,436 

Market risk is the risk that changes in market prices, such as foreign exchange rates may affect the Group’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 return. 

vii. Interest Rate Risk 

The Group’s exposure to interest rates primarily relates to the Group’s cash and cash equivalents.  As the Group has 
no significant interest-bearing assets, its income and operating cash flows are substantially independent of changes 
in market interest rates. The Group has a low level of interest-bearing liabilities and as such does not actively manage 
exposure to interest rate risk 

Profile 

At the reporting date, the interest rate profile of the Group’s interest-bearing financial instruments are: 

Variable Rate Instruments 

Financial Assets 

Financial Liabilities 

CONSOLIDATED 

31 December 2023 
($) 

1,096,263 

(174,050) 

922,213 

31 December 2022      

($) 

2,786,490 

(234,040) 

2,552,450 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 52 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

The Group’s exposure to interest rate risk and effective weighted average interest rate by maturing periods is set 
out in tables below. All cash balances are subject to a floating interest rate.  

31 December 2023 

Cash and cash equivalents 

Financial liabilities 

31 December 2022 

Weighted Average 
Effective Interest 
Rate 

Cash Available for 
use 

1.51% 

8% 

1,096,263 

- 

Weighted Average 
Effective Interest Rate 

Cash Available for  
use 

Cash and cash equivalents 

Financial liabilities 

0.95% 

8% 

2,786,490 

- 

Cash Flow Sensitivity Analysis for Variable Rate Instruments 

Up to the end of the reporting period, the Group did not have any hedging policy with respect to interest rate risk 
as exposure to such risk was not deemed to be significant by the directors since these assets are of a short- term 
nature.  Management  considers  the  potential  impact  on  profit  or  loss  of  a  defined  interest  rate  shift  that  is 
reasonably probable at the end of the reporting period to be immaterial. 

9. 

CASH AND CASH EQUIVALENTS 

Cash  and  cash  equivalents  included  in  the  Consolidated  Statement  of  Cash  Flows  comprise  the  following 
Consolidated Statement of Financial Position amounts: 

Cash at Bank and on hand 

Term Deposit 

CONSOLIDATED 

30 December 2023 
($) 

31 December 2022 
($) 

1,091,263 

2,781,490 

5,000 

5,000 

1,096,263 

2,786,490 

The term deposit amount is used as security for credit cards.  No amount of the Group’s Cash at bank and on hand 
is restricted (31 December 2022: Nil). Refer to Note 9 Financial Risk Management for risk exposure analysis for 
Cash and cash equivalents. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 53 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

10. 

TRADE AND OTHER RECEIVABLES 

Trade receivables 

Allowance for credit losses  

R&D Tax Refund 

GST Receivable 

Other Receivable 

CONSOLIDATED 

30 December 2023 
($) 

31 December 2022 
($) 

1,122,403 

(469,795) 

182,473 

26,495 

108,193 

969,769 

691,601 

(470,245) 

209,012 

78,563 

35,000 

543,931 

The ageing of the trade and other receivables and allowance for expected credit losses provided for above are as 
follows: 

Expected credit loss 
rate 

Carrying amount 

Allowance for expected 
credit losses 

2023 

% 

2022 

% 

2023 

$ 

2022 

$ 

2023 

$ 

2022 

$ 

Consolidated 

Not overdue 

0 to 1 month overdue 

1 to 5 months overdue 

- 

2% 

4% 

Over 6 months overdue 

82% 

- 

          84,910 

          36,540  

850 

            - 

   60% 

60% 

90% 

31,585 

          34,022 

                   621 

     17,795            

569,226 

544,875 

259,228 

361,811 

23,408 

    126,820 

444,916 

    325,630 

1,230,596 

691,601 

469,795 

   470,245 

An income of $3,308 has been recognised during the financial period due to over provision for expected credit 
losses (2022: expense of $143,578). 

11. 

OTHER CURRENT ASSETS 

Prepayments 

Work In Progress 

Other Assets 

CONSOLIDATED 

31 December 2023 
($) 

31 December 2022 
($) 

75,208 

12,706 

306,440 

394,354 

111,509 

10,481 

- 

121,990 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 54 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

12. 

PLANT AND EQUIPMENT 

Plant and equipment – at cost 

Accumulated depreciation 

Reconciliations 

CONSOLIDATED 

31 December 2023 
($) 

31 December 2022 
($) 

31,344 

(19,596) 

11,748 

12,485 

(12,485) 

- 

Reconciliations of the written down values at the beginning and end of the current financial year are set out 
below: 

CONSOLIDATED 
($) 

- 

18,858 

- 

(7,110) 

11,748 

Balance at 31 December 2022 

Additions 

Disposals 

Depreciation expense 

Balance at 30 June 2023 

13. 

INTANGIBLE ASSETS 

For the year ended 31 December 2023 
Cost 
Opening Balance 1 January 2023 
Addition 
R&D Refund 
Balance at 31 December 2023 

Depreciation and impairment 

Balance at 1 January 2023 

Amortisation expense 

Balance at 31 December 2023 
Carrying amount 31 December 2023 

(A) 

Software assets 

CONSOLIDATED 

31 December 2023 

31 December 2022 

 ($) 

 ($) 

2,692,919 

735,893    

(439,993) 
2,988,819 

2,541,392 
   581,362 
(429,835) 
2,692,919 

              (1,962,671)                      (1,373,325)  

(601,600) 

(2,564,271) 
424,548 

(589,346) 

(1,962,671) 
730,248 

The Group developed the One Click Life Platform, which provides taxation preparation software and services 
in Australia. Costs capitalised include costs directly attributable to the development of the asset. The Platform 
delivered to market has begun generating revenues. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 55 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

(B) 

Amortisation 

Amortisation is charged to the Statement of Profit or Loss using the straight-line basis over the estimated useful 
life of the intangible asset.  The estimated useful life of the software intangible assets has been determined to 
be 5 years (2022: 6 years). 

The residual value, the useful life and the amortisation method applied to the intangible asset are reviewed at 
each financial year end and adjusted if required. 

14. 

TRADE AND OTHER PAYABLES 

Trade payables 

Accrued expenses 

Other payables 

15. 

PROVISION FOR EMPLOYEE BENEFITS 

Current 

Annual leave 

Long service leave 

Total employee benefits 

CONSOLIDATED 

31 December 2023 
($) 

31 December 2022 
($) 

113,112 

126,067 

642,104 

881,283 

213,379 

338,956 

74,101 

626,436 

CONSOLIDATED 

31 December 2023 
($) 

31 December 2022 
($) 

141,682 

90,741 

232,423 

76,853 

64,635 

141,488 

The  current  provision  for  employee  benefits  includes  all  unconditional  entitlements  where  employees  have 
completed the required period of service and also those where employees are entitled to pro-rata payments in 
certain circumstances. The entire amount is presented as current, since the consolidated entity does not have 
an  unconditional  right  to defer  settlement.  However,  based  on  experience,  the  consolidated  entity  does  not 
expect all employees to take the full amount of accrued leave or require payment within the next 12 months. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 56 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

16. 

FINANCIAL LIABILITIES 

Current 

Related party loans ¹ 

Convertible note  

Total financial liabilities 

CONSOLIDATED 

31 December 2023 
($) 

31 December 2022 

 ($) 

174,050 

- 

174,050 

209,040 

25,000 

234,040 

¹  Loans from Directors as at 31 December 2023 are as follows: 

 Lender 

Amount 

Interest Rate 

Interest for the 
period 

Term 

Mark Waller 

Total Related Party 

174,050 

174,050 

8% 

14,899 

14,899 

No fixed term 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 57 

 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

17. 

CONTRIBUTED EQUITY 

Ordinary Shares 

Total Share Capital 

Movements of share capital during the year 

2023 (Shares) 

2022 (Shares) 

2023 ($) 

2022 ($) 

759,793,478 

685,903,321 

12,817,198 

11,898,499 

759,793,478 

685,903,321 

12,817,198 

11,898,499 

Date 

Details 

No of shares 

Issue price 
($) 

$ 

Opening Balance at 1 January 2023 

685,903,321 

11,898,499 

28/07/2023 

Options exercises 

809,542 

$0.02 

16,191 

15/09/2022 

Shares issues pursuant to the public offer 

73,080,615 

$0.015 

1,096,209 

15/09/2022 

Capital raising costs 

Closing Balance at 31 December 2023 

759,793,478 

(193,701) 

12,817,198 

The holder of Ordinary Shares is entitled to participate in dividends and the proceeds on winding up of the Group 
in proportion to the number of and amounts paid on the shares held. On a show of hands every holder of ordinary 
shares present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is entitled to 
one vote. Ordinary Shares have no par value and the Group does not have a limited amount of authorised capital. 

Movements of share capital during the previous year 

Date 

Details 

Opening Balance at 1 January 2022 

15/09/2022 

Retrospective adjustment in accordance with the 
requirements of reverse acquisition accounting 

15/09/2022 

Recognition of shares in One Click Group Limited 
(formerly UUV Aquabotix Ltd) in accordance with the 
requirements of reverse acquisition accounting 

No of shares 

Issue price 
($) 

123,238,217 

(123,238,217) 

120,903,321 

$ 

3,940,987 

- 

- 

15/09/2022 

Shares issued for the acquisition of Mobile Business 
Devices Pty Ltd 

265,000,000 

- 

2,418,070 

15/09/2022 

Shares issues pursuant to the public offer 

275,000,000 

$0.02 

5,500,000 

15/09/2022 

Issue of shares on conversion of convertible notes in 
vendor 

25,000,000 

$0.02 

500,000 

15/09/2022 

Capital raising costs 

Closing Balance at 31 December 2022 

685,903,321 

(460,558) 

11,898,499 

Dividends 

There were no dividends proposed or paid during the financial year. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 58 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

18. 

RESERVES 

Options reserve (a) 

Performance rights reserve (b) 

(a)  Movement in option reserve 

Balance as at 1 January 2022 

31 December 2023 
($) 

31 December 2022 
($) 

347,823 

1,237,840 

1,585,663 

276,654 

1,200,000 

1,476,654 

   No. of Options 

$ 

60,817,194 

- 

- 

- 

276,654 

276.654 

15 September 2022   Issue of Class 1CGOESC12 options 

15 September 2022   Issue of Class 1CGOESC24 options 

         10,700,000 

           1,800,000 

16 November 2021   Issue of F Class 1CGUOPAH options to Lead Manager 

         25,000,000 

Balance as at 31 December 2022 

         98,317,194 

30 June 2023             Issue of Class 1CGOPT1 options to Director (Note 6) 

          16,000,002 

71,169 

17 November 2023  Issue of 1CGO options to placement participants   

          36,540,346 

28 July 2023               Exercise of 1CGOA options 

28 July 2023               Expiry of Class 1CGOA options 

24 December 2023   Expiry of Class 1CGUOPAD options  

24 December 2023   Expiry of Class 1CGUOPAE options 

24 December 2023   Expiry of Class 1CGUOPAF options 

24 December 2023   Expiry of Class 1CGUOPAG options 

(809,542) 

(57,420,152) 

          (1,637,500) 

             (300,000) 

             (325,000) 

             (325,000) 

- 

- 

- 

- 

- 

- 

- 

Balance as at 31 December 2023 

          90,040,348 

347,823 

The options on issue as at 31 December 2023 are as follows: 

   Grant date 

Class of option 

No. of Options 

Exercise price 

                 Expiry date 

15 September 2022    

1CGOESC12 

   15 September 2022    

1CGOESC24 

   15 September 2022    

1CGUOPAH 

   30 June 2023    

   22 November 2023 

   Total 

1CGOPT1 

1CGO 

         10,700,000 

           1,800,000 

         25,000,000 

          16,000,002 

          36,540,346 

        90,040,348 

         $0.025 

15 September 2025   

         $0.025 

15 September 2025   

$0.03 

23 September 2025   

$0.025 

21 June 2026 

$0.03 

17 November 2026 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 59 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

(b)  Movements in performance rights reserve 

No. of Performance 
Rights 

$ 

Balance as at 1 January 2022 

31 December 2022   A & B Class Performance Rights issued to directors 

Balance as at 31 December 2022 

- 

60,000,000 

60,000,000 

- 

1,200.000 

1,200,000 

30 June 2023           C & D Class Performance Rights issued to directors (Note 6) 

   7,999,998 

37,840 

Balance as at 31 December 2023 

67,999,998 

1,237,840 

The performance rights on issue as at 31 December 2023 are as follows: 

   Grant date 

15 September 2022 

15 September 2022 

24 May 2023 

24 May 2023 

   Total 

Class of 
performance rights 

No. of 
Performance 
Rights 

Exercise price 

                 Expiry date 

Class A 

Class B 

Class C 

Class D 

30,000,000 

30,000,000 

5,333,332 

2,666,666 

67,999,998 

- 
- 

- 

- 

15 September 2027   

15 September 2027   

31 July 2026   

31 July 2026 

19. 

CASH FLOW INFORMATION 

Reconciliation of cash flow from operating activities with the 
loss from continuing operations after income tax: 

Non-cash flows in profit from ordinary activities 

Net (Loss) after Income Tax 

Non cash items 

Share based payments 

Listing expense 

Depreciation and amortisation as per profit and loss 

Provision for doubtful debts 

Provision of leaves 

Bad debt written off 

Changes in assets & liabilities  

Decrease in trade and other receivables 

Decrease in trade and other payables 

Cash flow used in Operating Activities 

CONSOLIDATED 

31 December 2023 
($) 

31 December 2022 
($) 

            (2,599,477) 

            (6,907,852) 

109,009 

- 

608,712 

(3,308) 

90,935 

143,578 

(865,012) 

254,852 

1,200,000 

2,874,318 

601,830 

429,669 

70,366 

- 

(260,105) 

(535,860) 

(2,260,711) 

            (2,527,634) 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 60 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

20. 

INTERESTS IN OTHER ENTITIES 

Mobile Business Devices Pty Ltd 

Australia 

100% 

100% 

Principal Place of business 

Ownership Interest held by the 
Group 

21. 

MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR 

No  matter  or  circumstances  have  arisen  since  31  December  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. 

22. 

REMUNERATION OF AUDITOR 

During the year the following fees were paid or payable for services provided by the Auditor of the Entity and its 
related parties. 

Audit and Other Assurance Services 

RSM Australia Partners 

Total remuneration for Audit and Other Assurance Services 

CONSOLIDATED 

31 December 2023 ($) 

31 December 2022 ($) 

67,000 

67,000 

49,595 

49,595 

23. 

COMMITMENTS 

The Company has no commitments as at 31 December 2023 (2022: $nil). 

24. 

LOSS PER SHARE 

Basic loss per share (cents per share) 

(0.37) 

(1.78) 

CONSOLIDATED 

31 December 2023 ($) 

31 December 2022 ($) 

(Loss) used in the calculation of Earnings (Loss) Per Share 

(2,599,477) 

(6,907,854) 

Weighted average number of ordinary shares 

                    695,059,035 

            387,662,069 

Effect  of dilutive securities: Share  options  are not considered dilutive as the  conversion of options to ordinary 
shares will result in a decrease in the net loss per share. 

25. 

CONTINGENT LIABILITIES 

The Board is not aware of any circumstances or information, which leads them to believe there are any material 
contingent liabilities outstanding as at 31 December 2023. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 61 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

26. 

FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES 

At  31  December  2023  and 31  December 2022, the  carrying  amounts of financial assets and financial liabilities 
classified with current assets and current liabilities respectively approximated their fair values due to the short-
term  maturities  of  these  assets  and  liabilities.  The  fair  values  of  non-current  financial  assets  and  non-current 
financial liabilities are not materially different from their carrying amounts. 

27. 

RELATED PARTY DISCLOSURES  

Parent Entity 

The legal  Parent  Entity of the Group  is  One  Click  Group Limited  (1CG). 1CG owns 100% of the issued  ordinary 
shares of Mobile Business Devices Pty Ltd. 

Wholly owned Group transactions 

Loans made by One Click Group Limited to wholly owned subsidiary companies are contributed to meet required 
expenditure payable on demand and are not interest bearing. 

Key Management Personnel 

Short-term employee benefits 

Share-based payments 

CONSOLIDATED 

31 December 2023 ($) 

31 December 2022 ($) 

595,160 

109,008 

704,168 

261,246 

780,000 

1,041,246 

Detailed remuneration disclosures for Directors and Executives are provided in the Remuneration Report on pages 
14 to 24. 

Transactions with key management personnel and their related parties 

Payments to Azalea Corporate Services Pty Ltd (director related entities of Winton Willesee) of $132,900 (2022: 
$33,342)  for  corporate  service  fees  including  company  secretarial  services,  accounting  and  financial  reporting 
services and front and registered office services.  

Payments to Forrest Private Wealth Pty Ltd (director related entity of Mark Waller) of $34,449 (2022: $56,418) for 
leased offices located at the principal place of business. 

Current Payables 

Current  

31 December 2022 ($) 

31 December 2022 ($) 

Payable to Forrest Private Wealth Pty Ltd (director related entity of Mark 
Waller) 

Total 

32,423 

32,423 

15,324 

15,324 

CONSOLIDATED 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 62 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

Loans from Directors as at 31 December 2023 are as follows: 

Lender 

Amount 

Interest Rate 

Interest for the 
period 

Term 

Mark Waller 

Total Related Party 

174,050 

174,050 

8% 

14,899 

14,899 

No fixed term 

Loans from Directors as at 31 December 2022 are as follows: 

Lender 

Mark Waller 

Nathan Kerr 

Total Related Party 

Amount 

Interest Rate 

Interest for the 
period 

Term 

174,050 

34,990 

209,040 

8% 

8% 

10,665 

1,202 

11,867 

No fixed term 

No fixed term 

The loan interest payable to Director Mark Waller as at 31 December 2023 is $28,164 (2022: $22,200). 
The loan interest payable to Director Nathan Kerr as at 31 December 2023 is $Nil (2022: $7,600). 

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

There were no further transactions with Directors or other Key Management Personnel, including their personally 
related parties, not disclosed the above. 

28. 

PARENT ENTITY INFORMATION 

The  following  information  related  to  the  Parent  Entity,  One  Click  Group  Limited,  as  at  31  December  2023.   
The information presented here has been prepared using accounting policies as presented in Note 1. 

Current assets 

Non-current assets 

Total Assets 

Current liabilities 

Non-current liabilities 

Total Liabilities 

Net Assets  

Contributed equity 

Reserve 

Accumulated losses 

Total Equity 

31 December 2023 
($) 

31 December 2022 
($) 

1,103,560 

621,563 

5,064,710 

2,418,070 

1,725,123 

7,482,780 

116,197 

- 

116,197 

84,457 

- 

84,457 

1,608,926 

7,398,323 

22,210,903 

21,292,205 

2,922,855 

2,813,847 

(23,524,832) 

(16,707,729) 

1,608,926 

7,398,323 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 63 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

Loss after tax for the year 

Other comprehensive profit/(loss) for the year 

Total Comprehensive Loss for the Year 

31 December 2023 
($) 

31 December 2022 
($) 

(6,817,104) 

(1,578,597) 

- 

- 

(6,817,104) 

(1,578,597) 

Contingent Liabilities 
The parent entity has no contingent liabilities as at 31 December 2023 and 31 December 2022. 

Commitments 
The parent entity has no commitments as at 31 December 2023 and 31 December 2022. 

Significant Accounting Policies 
The accounting policies of the parent entity are consistent with those of the consolidated entity as disclosed in 
Note 1.  

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 64 

 
 
 
 
 
 
DIRECTORS’ DECLARATION 

In the opinion of the Directors of One Click Group Limited (Group): 

(a) 

(b) 

(c) 

the  Financial  Statements,  comprising  the  consolidated  statement  of  profit  or  loss  and  other 
comprehensive income, consolidated statement of financial position, consolidated statement of cash 
flows,  consolidated  statement  of  changes  in  equity,  and  Notes  set  out  on  pages  29  to  64,  are  in 
accordance with the Corporations Act 2001, including: 

(i) 

(ii) 

giving a true and fair view of the Group’s financial position as at 31 December 2023 and of their 
performance, for the financial period ended on that date; and 

complying  with  Australian  Accounting  Standards  (including  the  Australian  Accounting 
Interpretations)  and  Corporations  Regulations  2001;  and  other  mandatory  professional 
reporting requirements.  

the Financial Report also complies with International Financial Reporting Standards as disclosed in Note 
1; and 

there are reasonable grounds to believe that the Group 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 the Directors. 

Winton Willesee 
Director 
Dated at Perth, Western Australia, 28 February 2024 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 65 

 
 
INDEPENDENT AUDITOR’S REPORT 
TO THE MEMBERS OF ONE CLICK GROUP LIMITED 

Opinion 

We have audited the financial report of One Click Group Limited (the Company) and its subsidiaries (the Group), 
which  comprises  the  consolidated  statement  of  financial  position  as  at  31  December  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 statements, 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  31  December  2023  and  of  its  financial 
performance for the year then ended; 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 auditor independence requirements of the 
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's 
APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial 
report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.  

We confirm that the independence declaration required by the Corporations Act 2001, which has been given to 
the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's 
report. 

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

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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.  

Key Audit Matter 

How our audit addressed this matter 

Revenue Recognition - Cut Off 
As disclosed in the consolidated statement of profit or 
loss and other comprehensive income, the Group has 
recognised revenue of $3,852,693 for the year ended 
31 December 2023. 

We determined revenue recognition in relation to cut 
off to be a key audit matter as the revenue balance is 
material to the Group and there are risks associated 
with the timing of revenue recognition. 
Going Concern 
The Group incurred a loss of $2,599,477 and had net 
cash outflows from operating activities of $2,260,711 
for the year ended 31 December 2023.  

The directors have prepared the financial report on the 
going concern basis. The directors' assessment of the 
Group's ability to continue as a going concern is based 
on a cash flow budget.  

We  determined  this  assessment  of  going  concern  to 
be a key audit matter due to the significant judgments 
involved  in  preparing  the  cash  flow  budget,  and  the 
potential  material 
results  of 
impact  of 
management´s assessment. 

the 

Our audit procedures included: 

•  Testing  a  sample  of  revenue  transactions  before 
and  after  the  reporting  date  to  assess  whether 
revenue is recognised in the correct financial period; 
financial 

the  disclosures 

•  Assessing 

the 

in 

statements. 

Our audit procedures included: 

•  Critically assessing the directors' reasons as to why 
they believe it is appropriate to prepare the financial 
report on a going concern basis; 

•  Assessing  the  current  financial  position  of  the 

Group; 

•  Assessing  the  appropriateness  and  mathematical 
accuracy  of  the  cash  flow  budget  prepared  by 
management; 

•  Challenging the reasonableness of key assumptions 
used  by  management  to  prepare  the  cash  flow 
budget; 

•  Performing sensitivity testing on these assumptions; 

and 

•  Assessing  the  adequacy  of  the  going  concern 

disclosures in the financial report. 

Other Information  

The directors are responsible for the other information. The other information comprises the information included 
in the Group's annual report for the year ended 31 December 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 accordingly we do not express any 
form of assurance conclusion thereon.  

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

If,  based  on  the  work  we  have  performed,  we  conclude  that  there  is  a  material  misstatement  of  this  other 
information, we are required to report that fact. We have nothing to report in this regard.  

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Responsibilities of the Directors for the Financial Report 

The directors of the Company are responsible for the preparation of the financial report that gives a true and fair 
view in accordance with Australian Accounting Standards and the  Corporations Act 2001 and for such internal 
control as the directors determine is necessary to enable the preparation of the financial report that gives a true 
and fair view and is free from material misstatement, whether due to fraud or error.  

In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as 
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of 
accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic 
alternative but to do so.  

Auditor's Responsibilities for the Audit of the Financial Report 

Our  objectives  are  to  obtain  reasonable  assurance  about  whether  the  financial  report  as  a  whole  is  free  from 
material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. 
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance 
with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements 
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably 
be expected to influence the economic decisions of users taken on the basis of 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  at:  https://www.auasb.gov.au/auditors_responsibilities/ar2.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 within the directors' report for the year ended 31 December 
2023.  

In  our  opinion,  the  Remuneration  Report  of  One  Click  Group  Limited,  for  the  year  ended  31  December  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.  

RSM AUSTRALIA PARTNERS 

Perth, WA 
Dated: 28 February 2024 

TUTU PHONG 
Partner 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
ASX ADDITIONAL INFORMATION 

The shareholder information set out below was applicable as at 12 February 2024. 

1. 

Quotation  

Listed securities in One Click Group Limited are quoted on the Australian Securities Exchange under 
ASX code 1CG (Fully Paid Ordinary Shares) and 1CGOA (Listed Options) and are not quoted on any 
other exchange. 

2. 

Voting Rights 

The voting rights attached to the Fully Paid Ordinary Shares of the Company are, at a meeting of 
members or classes of members: 
(a) 

each member entitled to vote may vote in person or by proxy, attorney or representative; and 

(b) 

(c) 

on a show of hands, every person present, who is a member or a proxy, attorney or 
representative of a member has one vote (even though they may represent more than 
one member); and  
on a poll, every person present who is a member or a proxy, attorney or representative 
of a member, has one vote for each Fully Paid Ordinary Share held by the member, or in 
respect of which she or he is appointed a proxy, attorney or representative. 

There are no voting rights attached to any Options or Performance Rights on issue. 

3. 

Distribution of Equity Securities: 

i) 

Fully Paid Ordinary Shares 

Shares Range 

1 - 1,000 

1,001 - 5,000 

5,001 - 10,000 

10,001 - 100,000 

100,001 and above 

Total 

Holders 

173 

140 

197 

808 

470 

1,788 

Units 

71,908 

419,757 

1,620,117 

33,916,071 

723,765,625 

759,793,478 

% 

0.01 

0.06 

0.21 

4.46 

95.26 

100.00% 

On 12 February 2024, there were 1,145 holders of unmarketable parcels of less than 62,500 
Fully Paid Ordinary Shares (based on the last share price of $0.008). 

ii) 

1CGOA Listed Options exercisable at $0.03 on or before 17 November 2026 

Shares Range 

1 - 1,000 

1,001 - 5,000 

5,001 - 10,000 

10,001 - 100,000 

100,001 and above 

Total 

Holders 

11 

26 

17 

52 

43 

149 

Units 

4,901 

66,023 

135,985 

1,751,116 

34,582,321 

36,540,346 

% 

0.01 

0.18 

0.37 

4.79 

94.65 

   100.00% 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 69 

 
 
 
 
 
 
 
 
iii) 

1CGOESC12 Unlisted Options exercisable at $0.025 on or before 15 September 2025 

Holders 

Units 

125,000 

10,575,000 

 10,700,000 

1.17 

98.83 

   100.00% 

iv) 

1CGOESC24 Unlisted Options exercisable at $0.025 on or before 15 September 2025 (escrowed 
to 27 September 2024) 

Shares Range 

1 - 1,000 

1,001 - 5,000 

5,001 - 10,000 

10,001 - 100,000 

100,001 and above 

Total 

Holders 

Units 

- 

- 

- 

1 

4 

5 

- 

- 

- 

50,000 

1,750,0001 

1,800,000 

% 

- 

- 

- 

2.78 

97.22 

   100.00% 

1 Holders who hold more than 20% of securities are: 

a.  Mr Albert Lilie & Mrs Phei Li Ong  – 625,000 options; 
b.  Mr Ardika Kharismageng  – 625,000 options; and 
c.  Trillo Superannuation Pty Ltd  – 375,000 options. 

v) 

1CGUOPAH Unlisted Options exercisable at $0.03 on or before 23 September 2025  

Holders 

Units 

Shares Range 

1 - 1,000 

1,001 - 5,000 

5,001 - 10,000 

10,001 - 100,000 

100,001 and above 

Total 

Shares Range 

1 - 1,000 

1,001 - 5,000 

5,001 - 10,000 

10,001 - 100,000 

100,001 and above 

Total 

- 

- 

- 

2 

19 

21 

- 

- 

- 

- 

1 

1 

% 

- 

- 

- 

% 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

  25,000,0001 

 25,000,000 

100.00 

   100.00% 

1 Held by CG Nominees (Australia) Pty Ltd 

vi) 

1CGOPT1 Unlisted Options exercisable at $0.025 on or before 21 June 2026  

Shares Range 

1 - 1,000 

1,001 - 5,000 

5,001 - 10,000 

10,001 - 100,000 

Holders 

Units 

- 

- 

- 

- 

- 

- 

- 

- 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

% 

- 

- 

- 

- 

PAGE 70 

 
 
 
 
100,001 and above 

Total 

4 

4 

16,000,0021 

 16,000,002 

100.00 

   100.00% 

1 Holders who hold more than 20% of securities are: 

a.  Nathan Jeffery Thomas Kerr  - 5,333,334 options; and 
b.  Mark Waller  - 5,333,334 options. 

vii) 

1CGPERFA12 Performance Rights exercisable on or before 15 September 2027  

Holders 

Units 

8,700,0001 

 8,700,000 

100.00 

   100.00% 

1 Holders who hold more than 20% of securities are: 

a.  Peter Stevens  – 3,000,000 performance rights;  
b.  Mr Nicholas Thomas Taylor – 1,800,000 performance rights; and 
c.  Robbie Graham  – 1,800,000 performance rights. 

viii) 

1CGPERFA24 Performance Rights exercisable on or before 15 September 2027 (escrowed to 27 
September 2024) 

Holders 

Units 

21,300,0001 

21,300,000 

100.00 

   100.00% 

1Holders who hold more than 20% of securities are: 

a.  Mark Waller  – 9,000,000 performance rights; and 
b.  Nathan Jeffery Thomas Kerr  – 9,000,000 performance rights. 

ix) 

1CGPERFB12 Performance Rights exercisable on or before 15 September 2027 

Holders 

Units 

Shares Range 

1 - 1,000 

1,001 - 5,000 

5,001 - 10,000 

10,001 - 100,000 

100,001 and above 

Total 

Shares Range 

1 - 1,000 

1,001 - 5,000 

5,001 - 10,000 

10,001 - 100,000 

100,001 and above 

Total 

Shares Range 

1 - 1,000 

1,001 - 5,000 

5,001 - 10,000 

10,001 - 100,000 

100,001 and above 

Total 

- 

- 

- 

- 

8 

8 

- 

- 

- 

- 

5 

5 

- 

- 

- 

- 

8 

8 

% 

- 

- 

- 

- 

% 

- 

- 

- 

- 

% 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

8,700,0001 

8,700,000 

100.00 

100.00% 

1 Holders who hold more than 20% of securities are: 

a.  Peter Stevens  – 3,000,000 performance rights; 
b.  Mr Nicholas Thomas Taylor – 1,800,000 performance rights; and 
c.  Robbie Graham  – 1,800,000 performance rights. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 71 

 
 
 
 
x) 

1CGPERFB24 Performance Rights exercisable on or before 15 September 2027 (escrowed to 
27 September 2024) 

Holders 

Units 

21,300,0001 

21,300,000 

100.00 

   100.00% 

1Holders who hold more than 20% of securities are: 

a.  Mark Waller  – 9,000,000 performance rights; and 
b.  Nathan Jeffery Thomas Kerr  – 9,000,000 performance rights. 

xi) 

1CGPERF1 Performance Rights exercisable on or before 31 July 2026  

Holders 

Units 

5,333,3321 

5,333,332 

100.00 

   100.00% 

1Holders who hold more than 20% of securities are: 

a.  Mark Waller  – 1,333,333 performance rights;  
b.  Nathan Jeffery Thomas Kerr  – 1,333,333 performance rights; 
c.  Baskerville Investments Pty Ltd – 1,333,333 performance rights; and 
d.  Chincherinchee Nominees Pty Ltd – 1,333,333 performance rights. 

xii) 

1CGPERF2 Performance Rights exercisable on or before 31 July 2026  

Holders 

Units 

Shares Range 

1 - 1,000 

1,001 - 5,000 

5,001 - 10,000 

10,001 - 100,000 

100,001 and above 

Total 

Shares Range 

1 - 1,000 

1,001 - 5,000 

5,001 - 10,000 

10,001 - 100,000 

100,001 and above 

Total 

Shares Range 

1 - 1,000 

1,001 - 5,000 

5,001 - 10,000 

10,001 - 100,000 

100,001 and above 

Total 

- 

- 

- 

- 

5 

5 

- 

- 

- 

- 

4 

4 

- 

- 

- 

- 

2 

2 

% 

- 

- 

- 

- 

% 

- 

- 

- 

- 

% 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

- 

2,666,6661 

2,666,666 

100.00 

   100.00% 

1Holders who hold more than 20% of securities are: 

a.  Mark Waller  – 1,333,333 performance rights; and 
b.  Nathan Jeffery Thomas Kerr  – 1,333,333 performance rights. 

4. 

Substantial Shareholders 

The names of the substantial shareholders in the Company and the number of equity securities to 
which each substantial holder and the substantial holder’s associates have a relevant interest, as 
disclosed in substantial holding notices given to the Company as at 12 February 2024, are as follows: 

Name: Mark Edward Waller  

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 72 

 
 
 
 
 
Holder of: 64,288,002 fully paid ordinary shares, representing 8.53% as at 17 November 2023 
Notice Received: 22 November 2023 

5. 

Restricted Securities 

The following restricted securities are listed on the Company’s register as at 12 February 2024: 

Escrowed to 27 September 2024 
71,614,655 Fully Paid Ordinary Shares 
1,800,000 1CGOESC24 Unlisted Options ($0.025, 15 September 2025) 
25,000,000 1CGUOPAH Unlisted Options ($0.03, 23 September 2025) 
21,300,000 1CGPERFA24 Performance Rights (15 September 2027) 
21,300,000 1CGPERFB24 Performance Rights (15 September 2027) 

6. 

On market buy-back 

There is currently no on market buy-back in place. 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 73 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
7. 

Twenty Largest Shareholders: 

The twenty largest holders of the Company’s Fully Paid Ordinary Shares as at 12 February 2024 are as 

follows: 

1CG Fully Paid Ordinary Shares: 

Name 

No. of Shares 

1  MR MARK EDWARD WALLER  

2  MR PASQUALE BEVILACQUA 

3 

4 

5 

6 

7 

8 

9 

ICE COLD INVESTMENTS PTY LTD  

BASKERVILLE INVESTMENTS PTY LTD 

HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 

NATHAN JEFFERY THOMAS KERR  

MR ROBERT JAMES GRAHAM + MRS VICTORIA GRAHAM  

RECO HOLDINGS PTY LTD  

URBAN LIFE SCIENCES PTY LTD 

10  HAGAKURE PTY LTD 

11 

12 

THE DYSON FUND PTY LTD 

TBG CAPITAL PTY LTD 

13  MR ANTONI MARGOS 

14 

15 

16 

17 

LIGURIAN HOLDINGS PTY LTD 

EMAMEVLO PTY LTD   

JCEA1976 PTY LTD  

JASMINE INDUSTRIES PTY LTD  

18  MR THOMAS PAUL MANNING 

19 

20 

JAMELL CAPITAL PTY LTD  

PEKRICH PTY LTD  

60,058,835 

31,303,415 

26,750,000 

25,728,040 

25,490,257 

25,065,931 

24,099,830 

22,864,781 

22,108,048 

19,994,144 

14,982,813 

11,054,024 

10,626,053 

10,586,196 

9,749,574 

8,584,356 

8,553,894 

8,205,523 

8,000,000 

7,191,871 

% 

7.90 

4.12 

3.52 

3.39 

3.35 

3.30 

3.17 

3.01 

2.91 

2.63 

1.97 

1.45 

1.40 

1.39 

1.28 

1.13 

1.13 

1.08 

1.05 

0.95 

Total 

380,997,585 

50.14% 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 74 

 
 
 
 
 
 
8. 

Twenty Largest Optionholders: 

The twenty largest holders of the Company’s quoted Options as at 12 February 2024 are as follows: 

1CGO Listed Options: 

Name 

No. of Shares 

% 

1  MR MARK EDWARD WALLER  

2 

HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 

3  MR PASQUALE BEVILACQUA + MRS MARIA CARMELA BEVILACQUA 

4 

5 

6 

7 

8 

RECO HOLDINGS PTY LTD  

BASKERVILLE INVESTMENTS PTY LTD 

RIYA INVESTMENTS PTY LTD 

GEORDIE BAY HOLDINGS PTY LTD 

MR STEVEN FREDERICK GUELFI + MRS KELLY PETA GUELFI  

8  WHIMPLECREEK PTY LTD  

10  HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2 

11 

EMAMEVLO PTY LTD   

12  MR ARDIKA KHARISMAGENG  

12  MR PAUL MERLO 

14 

15 

16 

SILVERINCH PTY LIMITED  

SALMON BAY HOLDINGS PTY LTD  

MR JASON PAUL FEATHERBY + MRS JANENE EMMA FEATHERBY  

16 

FEATHERCORP PTY LTD 

16  MATORI PTY LTD 

16  OAKMOUNT NOMINEES PTY LTD  

20  NOBLE HOUSE TRADING PTY LTD  

7,686,418 

6,750,002 

2,454,185 

2,405,444 

1,837,718 

970,010 

851,397 

792,517 

792,517 

792,516 

696,399 

500,000 

500,000 

476,711 

416,667 

396,259 

396,259 

396,259 

396,259 

380,672 

21.04 

18.47 

6.72 

6.58 

5.03 

2.65 

2.33 

2.17 

2.17 

2.17 

1.91 

1.37 

1.37 

1.30 

1.14 

1.08 

1.08 

1.08 

1.08 

1.04 

Total 

29,888,209 

81.80% 

ONE CLICK GROUP LIMITED ANNUAL REPORT 2023 

PAGE 75