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Annual Report
2021
HEAD OFFICE
PERTH
Level 12, 3 Hasler Road
Locked Bag 9
Osborne Park WA 6017
T: 08 9317 0600
E: veris@veris.com.au
veris.com.au
Acknowledgment of Country
In the spirit of reconciliation Veris Limited acknowledges the Traditional
Custodians of country throughout Australia and their connections to land, sea
and community. We pay our respect to their Elders past and present and extend
that respect to all Aboriginal and Torres Strait Islander peoples today.
Integrity and
authenticity
Inclusiveness
and respect
Commercial
success
Leadership
We value
Pride and
optimism
Quality and
responsibility
Collaboration
and
innovation
Cover image designed by Starline / Freepik.
1
Contents
Chairman’s Report
Message from the CEO of Veris Australia
Message from the CEO of Aqura Technologies
Health, Safety, Environmental and Quality
Financial Reports
2
5
9
13
14
2
Karl Paganin
Non-Executive Chairman
Looking forward,
both the Veris
Australia
and Aqura
Technologies
businesses share
a strong organic
growth outlook,
underpinned by
national operating
platforms and
opportunity
tailwinds.
Chairman’s Report
The 2021 financial year (FY21) has been characterised by a continuation of the
challenging and uncertain operating environment first experienced the year
prior as a result of the COVID-19 global pandemic. Despite the challenges,
it has been pleasing to see the progress being made by Veris Limited (“the
Group”) and its two Operating Divisions, Veris Australia and Aqura Technologies
(“Aqura”). This has materialised in a significant turnaround in business
performance and trajectory.
Structural and management changes implemented across the Group have
started to have a positive impact on performance. Strong improvements
in operating margins were also able to be achieved in both Veris Australia
and Aqura, underpinned by enhanced project management disciplines and
sustained management of costs and overheads.
Pleasingly, despite the operating difficulties experienced as a result of the
COVID-19 pandemic, revenues across the Group increased by 6% to
$99.6 million in FY21. A strong result of 15% growth in Aqura’s revenue to
$22.1 million complemented the 4% growth in Veris Australia’s revenue
to $77.5 million. Aqura’s growth in revenue was underpinned by continued
expansion of its client base with large new contract awards being executed for
Roy Hill, Santos, FMG and Cubic in the Defence sector as well as leveraging
the continuation of longstanding, trusted relationships with BHP and Rio Tinto.
Veris Australia also benefited from the diversification of revenue delivered via
the national footprint of operations. The strong pipeline of work emerging from
the resources sector complemented the increasing exposure to multi-year
infrastructure projects in both Sydney (rail upgrades and light rail construction
projects) and Melbourne (tunnelling and road expansions) as well as, the
strong regional economy of North Queensland.
Both Veris Australia’s and Aqura’s operations generally continued as planned
during the year as construction and resources sectors were designated as
essential services in most states throughout FY21. Despite this, COVID-19
continued to have multiple impacts throughout the duration of the year,
including:
Interstate travel restrictions impeding the mobility of key staff and high
value project equipment
Project delays due to snap induced lockdowns
Veris Limited Annual Report 2021 3
Veris Australia continues to work on the Metro Tunnel Project in Melbourne.
Additional recruitment requirements and challenges
presented by shortages of skilled resources in the market
Changes to working methodologies, for example
restricted numbers on project sites presenting
logistical and scheduling demands
Additional PP&E and hygiene related costs.
Despite these additional costs and inefficiencies it was
pleasing to report Group EBITDA increased to $9.0
million, up 382% from $1.9 million in the prior year. This
reflects the substantial improvements made in project
management disciplines and cost reduction strategies
across the Group.
Whilst the Group reported a loss before tax from
continuing operations of $1.4 million, this was a $21.8
million improvement on the prior year and demonstrates
the sound trajectory the Group is now on under the
disciplined approach of the new management team.
As a result of the improved operational performance, the
Group’s balance sheet has also strengthened following
a tighter focus on working capital management coupled
with the proceeds of the capital raising conducted in
March 2021. The combination of the above resulted in
a reduction of CBA bank debt of $2.3 million throughout
FY21, with the core long term facility balance sitting at
$4.7 million at 30 June 2021.
The Group’s Business Resilience Team, which has been
managing our response to the pandemic, has worked
prudently during this time to ensure both businesses
could safely continue to operate in a constricted
business environment. In addition, our people are to be
commended for their flexibility and commitment to adapt
to new ways of remote working and social distancing
protocols on site to ensure we continued delivering our
services safely for our clients.
Whilst the Group’s focus on improved business
performance continued throughout the year, it also
took steps to provide a platform for further growth and
value realisation for both Veris Australia and Aqura via
a successful Capital Raising. Proceeds from the Share
Purchase Plan and Placement has strengthened the
balance sheet and underpinned the continued execution
of the respective strategies of both businesses. I thank
our existing and new shareholders for their strong support
and participation.
Aqura delivered continued growth in FY21 and its strong
position in the growing sector of remote communication
networks and its strong outlook has given the board
confidence to demerge the business from Veris Australia.
This will allow the business to be separately capitalised
and solidify its position in a growing market.
The Group continued its efforts to build a diverse and
inclusive work culture and to respectfully work in
partnership with Aboriginal and Torres Strait Islander
organisations, as outlined in our Reconciliation Action
Plan (RAP) – Veris Reflect. In an exciting next step for
the Group, we acquired an interest in Indigenous-owned
Wumara Group, a land and construction surveying
company, and will be supporting their vision of
empowering Indigenous Australians through education
and employment opportunities, whilst also providing
opportunities to work in alliance with Veris Australia.
The process of Board renewal continued during the year,
with Mr David Murray appointed as a Non-Executive
Director of Veris Limited. Mr Murray is a highly respected
professional who brings a number of important skills sets
to the Board, and will also assume the role of chairperson
of the Audit and Risk committee. Mr Murray replaces
4
Dylan Frank, Managing Director Wumara Group with Elders from Collarenebri (Roads to Home project).
Mr Tom Lawrence, who has retired from the Board
after nearly a decade of service to the Group and its
shareholders. Tom has made a significant contribution to
the Veris Board, and I thank him for his immense input
over the duration of his appointment.
During the year, Adam Lamond also transitioned from
his role as Executive Director – Corporate and Strategy
to the position of Non-Executive Director on the Veris
Board. Adam has served in an executive-capacity over an
extended period of time, and his knowledge and insights
will continue to help guide the Group into the future.
Looking forward, both the Veris Australia and Aqura
Technologies businesses share a strong organic growth
outlook, underpinned by national operating platforms and
opportunity tailwinds. Although the wide-ranging impacts
of COVID-19 continue to affect the economy and the
market sectors in which the Group operates, the recovery
with high or record levels of investment in projects are
in the sectors we work in, allowing the Group to be well
positioned to execute our strategy and deliver safely for
our clients.
On behalf of the Board, I’d like to thank our shareholders,
clients, employees, suppliers and the community for their
support during another challenging and uncertain year, but
one in which the Group has made significant strides.
Karl Paganin
Non-Executive Chairman
Veris Limited Annual Report 2021 Michael Shirley
Chief Executive Officer -
Veris Australia
5
Our performance
has improved
significantly,
but we have
also made great
progress in our
story for the
future.
Message
from the CEO
of Veris Australia
The 2021 financial year (FY21) has seen Veris Australia deliver significant
structural changes and improvements to how we operate, and a corresponding
improvement in our financial performance, amidst the challenges of the
COVID-19 global pandemic.
It has been another unusual year where we have had to adapt and be nimble
in response to the uncertain operating environment. Regular snap lockdowns
have impacted how we deliver in the field, while interstate border controls
have limited our ability to fully utilise our diverse specialist skill set and national
operating platform.
Despite the challenges, our structural and operating enhancements are
having a sustained positive impact on performance. The fact that we have
been able to implement such a considerable program of change during these
unprecedented times is testament to our people. It’s through the commitment
and flexibility demonstrated by our people that we have been able to not
only continue to deliver safely for our clients, but also take significant strides
towards executing our strategy and establishing a platform for profitable,
sustainable growth.
Financial Performance
An improvement in financial performance was achieved in FY21. A significant
program of structural and operating enhancements, which commenced
in FY20, had a clear impact, as a more appropriate and stable cost base
contributed to an improvement in our operating margins. Despite the progress
being made, the business was impacted by rolling lock downs and restrictions,
particularly in Q4 due to the re-emergence of COVID-19 in the community.
Unfortunately, the momentum the business had built through the first half
of FY21 was stalled. Lockdowns in big geographic markets for Veris Australia
caused significant deferrals in workload and reduced efficiencies in the delivery
of the work. Additionally, the continued travel restrictions within and between
states has impacted the ability of the business to grow revenue. Simply,
resources were unable to get to where the workload has been growing. The
business has adapted our approach to accommodate these limitations and
focus on local resources and foregone the pursuit of volume work at low
margins.
6
A Thermographic image from the newly deployed inspection UAV where we can analyse temperature differentials in assets.
Health and Safety
Safety is a basic fibre of our culture at Veris Australia,
intertwined in everything we do and how we do it. Our
focus on a safety culture was front and centre during
FY21 as we created and communicated an updated
strategy and developed KPIs for all staff. The ever-
changing landscape of restrictions due to COVID-19
required the business and our people to adapt to a range
of safety measures based on the evolving health advice.
These measures enabled us to continue to deliver safely,
whilst keeping our people, clients and the community
safe. It was also pleasing to see significant improvement
in key safety metrics across the business.
People and Culture
As a people business, it is fundamental we have great
people at Veris Australia. Throughout the year, we
introduced a raft of new initiatives to ensure we’re able
to attract and retain the best talent and deliver a great
employee experience.
In a competitive labour market, we’ve successfully
been able to recruit new talent, with the business
onboarding over 150 new starters across the year.
We’ve also updated our talent management and career
development processes to ensure our people are able to
grow and shape their careers, aligned to the strategy of
the business. It was also fantastic to see the launch of
our new national Graduate Program, which had its first
intake of seven graduates across Australia, who will gain
exposure to all areas of the industry during the 12-month
program. The Program further solidifies our position as the
place for people to launch their careers in the Digital &
Spatial sector.
Gender diversity was also a key focus for Veris Australia
across the year. Whilst women are under-represented
across the industry, it has been pleasing to see our
business taking up the challenge to address this
imbalance, with improvements in workforce participation
by women, including a number of key leadership
appointments. In addition, we introduced flexible working
arrangements, an improved paid parental leave policy
and additional leave options to support the attraction and
retention of women into the future.
Investment in our strategy
Throughout FY21 we invested in our strategy to position
the business to win and set up a platform for future
growth. Whilst a significant change program of operational
and structural enhancements was implemented to deliver
cost savings, project controls and improved margins, we
also recognised the need to invest in parallel in a number
of key areas of strategic focus to unlock significant growth
opportunities. Some of the highlights have included:
National key account approach: we have invested
in suitably resourcing, developing and maintaining
relationships with tier 1 and blue-chip national clients,
across our market sectors, who see value in the
national presence and multi-disciplinary skill set offered
by Veris Australia.
Technology and equipment: we have invested in state-
of-the-art Digital & Spatial technology and equipment
to significantly upgrade our fleet and reposition the
business towards market leading status. This has
included the purchase of new unmanned aerial vehicles
(UAVs) and specialist LiDAR and photogrammetric
payloads, mobile laser scanning platforms, and
terrestrial laser scanning equipment.
Digital & Spatial expertise: to fully leverage our
investment in the technology, we’ve also invested in
additional specialist skill sets, including the introduction
Veris Limited Annual Report 2021 Message from the CEO of Veris Australia continued
7
Sunbury Line Upgrade, Victoria.
of a GIS service offering nationally, and additional
Digital & Spatial leadership across the regions to target
specific growth opportunities and greater cross-selling
of our services.
It was particularly pleasing to see the success of our key
account approach demonstrated by the signing of a new
Framework Agreement with John Holland Group, which
offers a favourable competitive position for us to provide
a full suite of services to John Holland, whilst working
together to build a long-term relationship.
Indigenous Participation
We continued in our efforts to build a diverse and
inclusive work culture at Veris Australia, and to
respectfully work in partnership with Aboriginal and Torres
Strait Islander organisations and peoples, as outlined
in our Reconciliation Action Plan. This was bolstered by
the establishment of our alliance with Wumara Group
- a majority Indigenous owned land and construction
surveying company. Wumara Group is focused on the
economic empowerment of First Nations people by
providing Indigenous Australians with employment and
education opportunities. Under the alliance, we will work
together with Wumara Group to assist in closing the gap
between Indigenous and non-Indigenous Australians,
whilst supporting the development and growth of the
Wumara surveying business.
In addition, it was extremely pleasing to see our leaders
support National Reconciliation Week activities by
participating in the virtual National Acknowledgment of
Country. This practice raises awareness of the histories
and cultures of Aboriginal and Torres Strait Islander
People, and it was important to see so many of us
acknowledge ongoing connection to Country.
Award-winning excellence
The technical excellence, innovation and contribution of
our people and projects was recognised through the Asia
Pacific Spatial Excellence Awards where Veris Australia
won several awards at both the regional and national
level. The awards demonstrate how we’re able to innovate
and collaborate across multi-disciplinary teams using
the latest technology to deliver high value solutions to
help solve our clients’ problems. They also recognise
the commitment and contribution of our people to the
advancement of the profession. To be recognised at
such prestigious awards is testament to our position as
industry leaders and I congratulate all our award winners.
Outlook
Despite the impacts of COVID-19, many of the market
sectors we service are currently experiencing high levels
of investment and growth, and we are well positioned to
capture an increasing share of this work.
Strong market conditions in residential property,
buoyed by Government stimulus, low interest rates
and demand for vibrant and liveable communities
presents an opportunity for Veris Australia to drive
growth through our involvement in these Greenfields
and Strata developments across Australia. This market
sector is a core strength of Veris Australia, and our depth
of experience, national footprint and relationships with
Australia’s premium property groups means we are
well-placed to leverage our Property Survey and Planning
capabilities to help our clients meet market demand.
As the wave of infrastructure spending commitments
in response to the pandemic hits the market over the
coming years, we are well positioned to capture significant
infrastructure opportunities across major population
centres and regional areas. Our track record of delivery on
8
Collins Arch, Southbank, Victoria. Image courtesy of Trevor Mein (architects).
some of Australia’s large transport infrastructure projects,
national footprint, existing relationships with some of
Australia’s large engineering and Tier 1 contractors,
provides a significant competitive advantage to support the
streamlined delivery of major projects.
onboard greater spatial data analysis capabilities in areas
such as GIS (geographic information systems), we’re well
positioned to deliver end-to-end spatial data solutions for
our clients, from data collection and capture through to
data hosting, sharing, modelling, analysis and insights,
In closing, I would like to thank the Leadership Team and
all of our people for their commitment and hard work over
the last 12 months. It has been a year that has seen us
deliver significant structural changes and improvements
to how we operate, amidst the challenges of a global
pandemic. Our performance has improved significantly,
but we have also made great progress in our story for the
future.
Michael Shirley
Chief Executive Officer - Veris Australia
Defence is a key emerging market for Veris Australia
and part of our growth strategy. With the Federal
Government’s $270 billion boost to defence capability
over the next 10 years, there are opportunities for us to
provide our specialist technical and advisory services on
defence projects across Australia, aligned to our local
presence in those states. Within the last 12 months we
have secured a number of contracts nationally, leveraging
our established relationships with Tier 1 contractors,
engineering design houses and other specialist Defence
contractors.
The mining and resources sector has experienced
significant growth in investment, driven by near record
prices across several key commodities. We continue to
service the resources sector through our national footprint
which enables us to have a strong local presence in the
Pilbara region of Western Australia, with operations in the
resources hubs of Karratha and Port Hedland, and regional
Queensland.
Our Digital & Spatial service offering is designed to meet
the push towards digitalisation and data by industry,
where it can be transformative in delivering enhanced
value. Whilst the core surveying service offering of
Veris Australia will continue to collect and analyse data
for our clients, the expansion of our Digital & Spatial
capabilities represents a strategic opportunity to meet
market demand and deliver high value solutions for our
clients with enhanced margins. By investing in the latest
technology and data sharing platforms, and bringing
Veris Limited Annual Report 2021 Travis Young
Chief Executive Officer -
Aqura Technologies
9
Our success in
FY21 further
validates our
growth strategy
that optimally
positions us for
our next phase
of growth.
Message
from the CEO of
Aqura Technologies
The path into FY21 was one of excitement and anticipation as industry
accelerated the adoption of digitisation as a result of the Covid-19 pandemic.
Despite the uncertainty, the Aqura team quickly adapted to new ways of
working to ensure personal safety, and re-focus on helping our customers to
get their projects back on track.
The Aqura executive team continued to focus on execution of the long-term
growth strategy to realise benefits from investments in east coast expansion,
increase sales and marketing capability, expanding Aqura’s solutions into new
market segments and execution of new product development, particularly in
developing further as-a-Service, recurring revenue products.
Aqura’s east coast expansion continued to capitalise upon under served
opportunity with expansion of work with Cubic Defence and advancing work
with new customers in the resources and oil and gas sectors. The demand for
Aqura’s services saw solid growth in our skilled resources which augmented
our west coast-based team.
We expect strong demand to continue for Aqura’s solutions in east-coast
markets which validates our expansion strategy. We continue to add new
technical capability into the Brisbane and Melbourne offices, with new sales
resources to be brought into play to capitalise on opportunities in FY22 as
investment in resources, oil & gas and utilities continues to grow.
Investing for growth
The year saw growth in Aqura’s employee base across the country to support
the increased volume of work from long-term customers and support a
sizeable number of net new customers from resources, oil & gas, utilities and
infrastructure.
FY21 saw major advances in Aqura’s product development program.
Considered investment was made in new resources and infrastructure to
support development and commercialisation of our as-a-Service oriented
solutions to complement Aqura’s bespoke, capital project engagements.
New hyper-converged infrastructure was acquired and installed in enterprise
data centres to support Aqura’s Cloud-based platforms, particularly to enable
Private LTE as-a-Service (LTEaaS) and Complete Access Network as-a-Service
(CANaaS).
10
Aqura in-house specialists.
Technical capability around as-a-Service product
development was bolstered with the appointment
of project and software development managers.
These resources accelerated creation of our product
development framework which acts as the foundation of
all future products.
A key highlight for product development was the active
engagement by new prospects who were so impressed
with the human-centred design principles around
CANaaS, they proactively volunteered resources to assist
with development and immediately committed to a small-
scale, site-based Proof of Concept following a short beta-
test demonstration.
LTEaaS also advanced following an extensive global
vendor review. A preferred vendor was selected during
the year with highly promising testing now completed.
The platform offers considerable flexibility, particularly
in being able to scale quickly to 5G and support a wide-
range of value-added solutions such as Mission Critical
Push to Talk (MC-PTT) and Industrial IoT, which is the
foundation of machine learning and digitisation in many
industry sectors. Aqura is now finalising commercials
and will look to engage its first LTEaaS customer in early
FY22.
Delivering in the ‘new normal’
In our current environment where COVID-19 continues
to create unique challenges for business operations,
Aqura has been quick to react to the immediate effects
and overcome obstacles. During this time of upheaval,
Aqura continues to remain optimistic and is committed
to prioritising the support and needs of our people,
customers, and suppliers.
Aqura’s new commitments demonstrate the depth of
its existing relationships with major companies in the
industry and its success in securing works with new
clients in diverse sectors despite the disruption of the
COVID-19 pandemic.
Our long-standing relationship with BHP West Australian
Iron Ore Operations (WAIO) continued with the final
stage of the In-Room Content and Entertainment Solution
(IRCES) program delivered. This multi-year program saw
over 12,000 rooms and shared spaces across all of BHP
WAIO’s Pilbara accommodation precincts upgraded to
latest generation Gigabit Passive Optical Network (GPON)
distribution, upgraded industrial wireless access points
for in-room Internet and user management platforms to
enable fair use Internet access.
Aqura’s engagement with BHP WAIO operations
ramped with the BHP Global Wireless LAN (GWLAN)
program growing after initial engagement in late FY20.
This program of work focused on the upgrade and
installation of new in-building and outdoor Wi-Fi networks
across BHP WAIO’s operations areas across its Pilbara
mines to enhance digital working initiatives across their
business. Our team was successful in securing several
contracts during the year and we believe we are positively
positioned to secure works into FY22.
During the year we further solidified our position as the
Private LTE provider of choice. In early FY21 Aqura was
successful in being awarded the design and equipment
supply contract for a Private LTE network solution at
FMG’s Iron Bridge Magnetite Project in the Pilbara region.
And to reinforce Aqura’s reputation for high-performance
wireless connectivity solutions, we secured the
opportunity to design, procure and deliver a Private
LTE solution for Roy Hill, a highly innovative iron ore
operator in the Pilbara region of Western Australia. The
successful delivery of this program of work was a critical
Veris Limited Annual Report 2021 Message from the CEO of Aqura Technologies continued
11
Aqura’s Complete Access Network platform.
component of Roy Hill’s autonomous vehicle strategy and
relies heavily on Aqura’s experience in the development
of Private LTE architectures and extensive vendor
relationships to navigate extended supplier lead times for
critical equipment.
Extending horizons
As Aqura continues to broaden our offerings with new
products geared to existing and new markets, there has
been a significant commitment made to executing our oil
and gas strategy, which is gaining momentum in the market.
Aqura has quickly developed a reputation for advanced
networks which enable the safety and productivity
outcomes oil and gas operations are demanding. This
led to the successful signing of Santos Ltd, one of
Australia’s largest oil and gas producers. After winning
the opportunity following a rigorous national review of
providers, Aqura was engaged to support Santos’ existing
Private 4G LTE network, one of Australia’s largest, and act
as preferred technology partner to advance Santos’ future
connectivity strategy. This three-year engagement kicked
off in FY21, with an optional two-year extension.
Beyond resources, we continued our engagement in
defence with Cubic Defence Australia to deliver and
commission a new Private LTE network in Northern
Queensland. This very exciting project sees the Private
LTE network utilised as an enabler for Cubic’s live and
synthetic training environment across a large geographic
area. This initial engagement was supplemented later in
FY21 with Aqura completing an upgrade of the Private
LTE network to upgrade it to 5G-ready, one of the first
such deployments in Australia.
In the utilities space, we welcomed ATCO as a
new customer with a significant five-year Unified
Communications-as-a-Service engagement for contact
centre and telephony. This new engagement aligns with
the move to balance Aqura’s capital project offerings with
recurring revenue contracts.
Our focus to advance as-a-Service service offerings was
further accelerated with the signing of a three-year (with
two-year option) Unified Communications-as-a-Service
agreement with Bunnings to upgrade over 330 stores
across Australia. The scope of this program is significant
and in addition to the upgrade, Aqura will provide support
to Bunnings over the contract life.
Aqura’s focus on delivering value and building meaningful
relationships with our customers was greatly reflected in
project wins with existing customers. Aqura was awarded
new work with Oz Minerals, where our team undertook
a significant upgrade of its accommodation network,
which will provide a high-quality entertainment and
communications network for employees at the Prominent
Hill operations in South Australia.
The investment in Aqura’s geographical expansion, focus
on maintaining high quality and safe operations was
greatly appreciated by our customers existing and new,
and resulted in a very positive year, despite a year marred
by uncertainty, lockdowns and travel restrictions.
Future Foundations
It has been heartening to reflect on the year which
despite great challenge, has seen us continue to
strengthen and expand operations strongly in line with
our growth strategy. We are thankful our people have
remained safe and continued to adapt and go beyond
to deliver for our customers. As has been reflected in
this report, this has been recognised with expanded
engagement by our long-term customers and many new
12
Outlook
The outlook for our solutions remains robust, particularly
as organisations look to leverage the benefits of high-
performance connectivity and solutions which enhance
remote worker welfare. Aqura’s team is well positioned
with highly experienced and committed people who are
recognised as technology leaders and have extensive
experience in resolving the challenges our customers
face.
Travis Young
Chief Executive Officer - Aqura Technologies
Specialists in communication.
customers looking to Aqura to support their technology
needs, particularly in new market segments across the
country.
Aqura’s work requires many of our people to undertake
activity in challenging and highly remote locations. I am
proud to recognise and thank them for their efforts to
close the year with a continuation of our exemplary safety
record.
The business has already delivered one of the first
Private 5G-enabled networks in Australia and has recently
been awarded a $1.9 million grant to participate in the
Australian Government’s 5G Innovation Initiative. Through
participation in this initiative, Aqura will look to actively
influence the development of new Private 5G technology
architectures for adoption in underground mining
scenarios which will assist in meeting the future demands
of enterprise on their journeys to Industry 4.0.
The initial investments and addition of resources in our
product development program to create new recurring
revenue, as-a-Service capability will quickly realise
benefits as we accelerate our go-to-market strategy in
FY22. This, coupled with our expanded national footprint
and enhanced sales and marketing capability will continue
our ability to deliver against our growth strategy.
Our success in FY21 further validates our growth strategy
that optimally positions us for our next phase of growth.
Our solutions are increasingly being recognised for their
contribution to the success of digitisation strategies of our
customers which seek to achieve increased productivity,
safer workplaces, enhanced worker wellbeing and better
environmental outcomes.
Veris Limited Annual Report 2021 13
Health, Safety,
Environmental and
Quality
Veris operates under an accredited Health, Safety, Environment and Quality (HSEQ)
management system that is certified to the highest international standards including:
ISO 45001: Occupational Health and Safety Management Systems
ISO 9001: Quality Management Systems
ISO 14001: Environmental Management Systems
The safety of our people and a commitment to zero harm are values that are revered
throughout Veris Limited. We promote and encourage a culture where our employees
are proactively maintaining a safe and healthy workplace by actively engaging with
our HSEQ systems and promoting safe work practices by adhering to relevant
legislation, standards, and best practice that impact on our operation, our client’s
operation and work environment in general.
Our people have responded to the COVID-19 pandemic, adapting to new ways or
working to keep our workplaces, our clients and the community safe.
FY21
Total Recordable
Injury Frequency Rate
4.13
FY21
Lost Time Injury
Free
970,000 hrs
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Veris Limited Annual Report 2021
Financial Reports
Directors’ Report
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 Flow
Notes to the Consolidated Financial Statements
Directors’ Declaration
Additional Information
Corporate Information
Corporate Directory
15
42
43
44
45
46
78
85
87
88
Veris Limited Annual Report 2021 Directors’ Report
For the year ended 30 June 2021
15
Your Directors present their report together with the consolidated financial statements of Veris Limited ABN 80 122
958 178 (“the Company” or “Veris”) and the entities it controlled (together referred to as ‘’the Group’’) at the end of, or
during, the year ended 30 June 2021.
Information on Directors
Directors of the Company during the financial year ended 30 June 2021 and up to the date of this report are as follows:
Name
Period of Directorship
Karl Paganin
Independent Non-Executive Chairman
Independent Non-Executive Director
Brian Elton
Executive Director
Non-Executive Director
Adam Lamond
Executive Director
Non-Executive Director
David Murray
Independent Non-Executive Director
Tom Lawrence
Independent Non-Executive Director
Appointed 25 November 2019
Appointed 19 October 2015
Ceased 20 November 2019
Appointed 21 November 2019
Ceased 30 November 2020
Appointed 1 December 2020
Appointed 1 June 2021
Appointed 13 October 2011
Retired 21 May 2021
The experience, other directorships or special responsibilities of the directors in office at the date of this report are as
follows:
Karl Paganin - Independent Non-Executive Chairman
Experience
Mr Karl Paganin has over 15 years senior experience in Investment Banking, specialising in transaction structuring, equity
capital markets, mergers and acquisitions and strategic management advice to listed companies. He has been a director
of various ASX listed companies over the past 6 years.
Mr Paganin practised with major national law firms and was then appointed as Senior Legal Counsel at the newly formed
family company of the Holmes a Court family, Heytesbury Holdings, where he spent 11 years. His roles varied from
Senior Legal Counsel to Director of Major Projects, a role which involved having conduct of all major transactions within
the Group.
Subsequent to Heytesbury, Mr Paganin spent 15 years as a senior investment banker in Perth. In 2002, he joined the
Perth based Euroz Securities and established its Corporate Finance department. Then, in 2010, he established and was
Managing Director of GMP Australia Pty Ltd, an affiliate of a Canadian resources focussed specialist investment bank.
Mr Paganin is currently Non-Executive Director of ASX listed Southern Cross Electrical Engineering Limited.
Mr Paganin holds degrees in Law (B.Juris, LLB) and Arts (BA) from the University of Western Australia.
Special Responsibilities
Member of the Remuneration and Nomination Committee (appointed 24 June 2020)
Member of the Audit and Risk Committee
Other Listed Company Directorships in last 3 years
Southern Cross Electrical Engineering Ltd (June 2015 – current)
Poseidon Nickel Limited (1 October 2018 – 30 June 2020)
Interests in Shares of Veris Limited
16,617,921 fully paid ordinary shares
16 Directors’ Report
For the year ended 30 June 2021
Information on Directors (continued)
Brian Elton – Non-Executive Director
Experience
Mr Brian Elton is the founder of Elton Consulting and a Strategic Advisor to WSP. Mr Elton joined the Veris Board as
Executive Director in March 2018 when this business was acquired by Veris. Subsequent to the sale of Elton Consulting
in November 2019, Mr Elton became a Non-Executive Director. He has extensive experience in growing a highly
commercially successful professional services business, and in-depth knowledge of east coast development and
infrastructure sectors. He has an extensive network of contacts and clients in government, the not-for-profit sector and
Tier 1 private sector organisations, and is well regarded and trusted by clients.
Mr Elton has over 40 years of experience in urban and regional planning in the UK and Australia focusing on urban
strategy, urban policy and governance and the delivery of major projects. He founded Elton Consulting 30 years ago,
maintaining a profitable and growing business every year since.
Mr Elton is a Fellow of the Planning Institute of Australia and a Member of the Australian Institute of Company Directors.
His affiliations include the International Association of Public Participation, Green Building Council of Australia and the
Urban Development Institute of Australia.
Special Responsibilities
Chairman of the Remuneration and Nomination Committee (appointed 24 June 2020)
Member of the Audit and Risk Committee (until 30 June 2021)
Member of the HSEQ Committee
Interests in Shares of Veris Limited
37,918,161 fully paid ordinary shares
Adam Lamond – Non Executive Director
Experience
Mr Adam Lamond has over 25 years’ commercial experience with particular expertise in construction and infrastructure
activities across Australia.
Mr Lamond founded Ocean to Outback Electrical (OTOE) in 2003, a WA-based contracting business servicing the mining
industry and the forerunner to Veris Limited. Mr Lamond engineered a reverse takeover of ASX listed company Emerson
Stewart Group in 2011 resulting in the listing of Ocean to Outback Contracting (OTOC) Limited.
Mr Lamond held the position of Chief Executive Officer of OTOC Limited from 2011 to 2014. Mr Lamond then held the
position of Executive Director - Business Development from 2014 to 2017, after which time he was appointed Managing
Director of the newly branded Veris Limited until 2 April 2020.
Special Responsibilities
Member of the HSEQ Committee
Interests in Shares of Veris Limited
48,591,815 fully paid ordinary shares
Veris Limited Annual Report 2021 Directors’ Report
For the year ended 30 June 2021
17
Information on Directors (continued)
David Murray – Independent Non-Executive Director
Experience
Mr David Murray has over 40 years’ experience in professional services, providing a unique combination of global,
regional, commercial and industry skills to the Veris Board. Mr Murray was a Deloitte Australia Partner for 26 years
incorporating leadership roles across the business including the National Executive, Business Unit Leader, Papua New
Guinea Office Managing Partner and other National leadership roles and responsibilities.
Mr Murray is currently a Board member of a global insurance entity. He also Chairs the Audit and Risk Committee of that
entity. He is also Deputy Chair of a local not-for-profit organisation. Mr Murray is a member of the Institute of Chartered
Accountants Australia & New Zealand and a Member of the Australian Institute of Company Directors.
Special Responsibilities
Chairman of the Audit and Risk Committee (Appointed 1 June 2021)
Interests in Shares of Veris Limited
Nil
Tom Lawrence - Independent Non-Executive Director
Experience
Mr Tom Lawrence holds a Bachelor of Laws, Bachelor of Business (Accounting and Information Systems) and a Masters
Degree in Taxation. Mr Lawrence retired from the Board on 21 May 2021.
Special Responsibilities
Chairman of the Audit and Risk Committee (Retired 21 May 2021)
Member of the Remuneration and Nomination Committee (Retired 21 May 2021)
Interests in Shares of Veris Limited
13,564,664 fully paid ordinary shares
18 Directors’ Report
For the year ended 30 June 2021
Information on Company Secretary
Lisa Wynne - Company Secretary (Resigned 20 November 2020)
Experience
Ms Lisa Wynne is a Chartered Accountant and Chartered Secretary with significant experience across ASX & TSX listed
companies. Ms Wynne held the role of Interim Chief Financial Officer of Veris from 26 June 2019 to 2 April 2020 and
ceased working at Veris on 27 November 2020.
Steven Harding – Interim Company Secretary
Experience
Mr Harding is a Chartered Accountant with over 25 years of finance and corporate advisory experience including having
held senior leadership roles with professional services and advisory firms PwC and KPMG.
Mr Harding has a strong track record in corporate finance including significant capital markets, merger and acquisition
transaction advisory and debt arranging experience in the mid-cap industrials sectors.
Mr Harding holds a Bachelor of Business and is a Fellow of Chartered Accountants Australia and New Zealand and
Financial Services Institute of Australasia. Mr Harding was appointed to the role of Chief Financial Officer of Veris from 2
April 2020. He was appointed Interim Company Secretary on 27 November 2020.
Directors Meetings
The number of directors meetings and number of meetings attended by each of the directors of the Group during the
financial year are:
Director
Board Meetings
Audit & Risk
Committee
Remuneration
& Nomination
Committee
Health, Safety,
Environment
& Quality
Committee
Karl Paganin
Adam Lamond
Tom Lawrence
Brian Elton
David Murray
A
16
16
14
16
1
B
16
16
14
16
1
A
6
*
6
6
-
B
6
*
6
6
-
A
4
*
3
4
*
B
4
*
3
4
*
A
3
3
*
3
*
B
3
3
*
3
*
A
B
*
Number of Meetings attended
Number of meetings held during the time the director held office during the year
Not a member of the relevant committee
Dividends
There were no dividends paid or declared by the Company during the financial year.
Veris Limited Annual Report 2021 Directors’ Report
For the year ended 30 June 2021
19
Principal Activities
Veris Limited is the Group’s holding company that is listed on the ASX under the code VRS.
Veris Limited has two operating subsidiaries:
Veris Australia - is a spatial data business that offers a range of professional and data services spanning the surveying,
digital & spatial, town planning & urban design disciplines throughout Australia;
Aqura Technologies – is an innovative technology services and product development business offering leading edge
telecommunications infrastructure to a range of industries nationwide.
Both Veris Australia and Aqura Technologies operate in the following sectors throughout Australia:
infrastructure;
property;
energy;
mining and resources;
defence;
utilities; and
government.
Veris Australia
Veris Australia is Australia’s leading provider of spatial data services across the infrastructure, property, resources,
defence, utilities and government sectors. Veris Australia provides an end-to-end spatial data solution for its clients
that not only includes data collection, analysis, interpretation but also data hosting and access, modelling, sharing and
insights for clients with large-scale data requirements.
Aqura Technologies
Aqura is a specialist in the delivery of high-performance technology solutions across industrial wireless, enterprise
communications and next-generation IoT which are critical for organisations with the adoption of digital transformation.
Aqura is known for innovation, whether it is our technology approaches such as Private 4G and 5G LTE networks and or
our commercial approaches which now offer in-house developed technology solutions via flexible As-A-Service models.
Aqura’s markets include resources, oil & gas, industrial, commercial and defence sectors.
Significant Changes
The following significant changes in the nature of the activities of the Group occurred during the year:
During the year, Mr Adam Lamond transitioned from his role as Executive Director – Corporate and Strategy to the
position of Non-Executive Director. Mr Lamond has served in an executive-capacity over an extended period of time,
and his knowledge and insights will continue to help guide the Group into the future.
Continued growth of Aqura Technologies’ service offering and revenue base, delivering high impact projects for its tier
1 client base such as BHP, Rio Tinto, FMG, Roy Hill, Oz Minerals, Bunnings and ATCO.
Following the announcement of a share placement and share purchase plan in February 2021, the Group successfully
raised $7.525m net of costs.
20 Directors’ Report
For the year ended 30 June 2021
Operating and Financial Review
The 2021 financial year has been characterised by a continuation of the challenging and uncertain operating environment
first experienced the year prior as a result of the COVID-19 global pandemic. Despite the challenges, Veris and its two
Operating Subsidiaries, Veris Australia and Aqura Technologies, have demonstrated a significant turnaround in business
performance and trajectory.
Revenue
Statutory loss after tax
Add back:
Tax expense / (benefit)
Net finance expense
Restructuring costs
Share-based payment
Acquisition related costs
Impairment of Goodwill and Intangibles
Adjusted EBIT profit / (loss)
Depreciation and amortisation
Discontinued operations – Loss / (Profit)
Adjusted EBITDA (i)
Net Assets
Working Capital (ii)
FY21
$000
99,561
(1,380)
-
1,656
368
113
12
-
769
8,200
-
8,969
FY20
$000
94,105
(26,493)
4,587
2,072
1,323
113
-
3,133
(15,265)
13,842
3,283
1,860
7,512
(6,367)
1,256
(10,709)
(i)
Adjusted EBITDA is defined as earnings before interest, tax, depreciation, amortisation, impairment of goodwill and intangibles, acquisition related
costs, restructuring, share-based payments and is an unaudited non-IFRS measure.
(ii) Working capital is defined as current assets less current liabilities.
The Group recorded revenue of $99.6 million (FY20: $94.1 million) representing a 5.8% increase in revenue over the
prior period contributed to by both Veris Australia ($2.6 million increase) and Aqura Technologies ($2.8 million increase).
Veris Australia recorded a 3.7% increase in revenue from $74.8 million to $77.4 million in FY21 resulting from more
disciplined targeting of revenue opportunities from major national target client groups and more disciplined project
management and cultural behaviours amongst the operational teams. Against the backdrop of long-duration COVID
enforced lockdowns in the key market of Greater Melbourne coupled with intermittent snap lockdowns impacting
operating protocols and site access across the remainder of Veris Australia’s operating regions, this was an encouraging
result under the new management team.
Similarly, Aqura Technologies achieved continued revenue growth of 15% to $22.1 million in FY21 despite the
constrained operating environment enforced by COVID related lockdowns and delays experienced in commencing
projects.
The Group achieved EBITDA of $9.0 million in FY21 reflecting growth of 382%, up from $1.9 million in FY20. The Group
reported a statutory net loss after tax of $1.4 million, reflecting a $25.1 million turnaround from the loss reported in
FY20 of $26.5 million. The result reflects a turnaround from the FY20 result despite the continued challenges of snap
lockdowns impacting opportunities to drive further revenue growth and increasing costs of delivering client projects.
Veris Limited Annual Report 2021
Directors’ Report
For the year ended 30 June 2021
21
Operating and Financial Review (continued)
The increase in adjusted EBITDA resulted from a number of operational improvement strategies implemented by the
new management team in Veris Australia. These strategies focused on increased project management discipline as well
as the impact of a range of cost rationalisation strategies implemented in the fourth quarter of FY20. Veris Australia’s
EBITDA increased 806% and Aqura Technologies’ increased 49% on the prior year.
Whilst adjusted EBITDA included $5.2m of JobKeeper wage cost offset, Veris management consider that the enduring
costs and impacts throughout the FY21 period of various COVID related operating impacts (e.g. intermittent lockdowns
of variable duration, border closures, inabilities to mobilise key staff and management to service projects and conduct
business development activities, inefficiencies in mobilising high value technical equipment etc) resulted in cost
inefficiencies that offset any benefit that may have been obtained via the JobKeeper short-term offset.
Whilst continuing to invest in the ongoing development of Aqura’s internally generated product suite, the Aqura
Technologies team report a strong adjusted EBITDA of $1.6 million, despite being impacted by higher compliance costs
and more stringent operating protocols as a result of restricted COVID induced operating environments.
Despite the constrained and interrupted operating environment, the Group has continued to invest in our people,
systems and leading-edge equipment to build strong foundations to underpin the medium-term strategy for accelerating
growth delivery in FY22 and beyond. This program of investment was undertaken whilst also executing an operating cost
rationalisation strategy.
In FY21 Veris Australia and Aqura incurred restructuring costs associated with ongoing headcount reductions as
continued operational efficiencies were identified following the Operational Review in FY20.
The strengthened balance sheet arising from stronger operating cash flows and the successful capital raising conducted
during FY21 resulted in a $2.3 million reduction in CBA term bank debt during the year to end the year at $4.7 million at
30 June 2021. No impairment of intangible assets were recorded in FY21 (refer Note 13 Intangible Assets). Net assets
increased on prior year primarily as a result of the capital raising conducted in March 2021.
The working capital position of the Group improved from FY20 as a result of:
Increased cash balance following the capital raising conducted in March 2021;
The reduction in working capital balances following the heightened focus on realising longstanding WIP and debtor
balances; and
The repayment of $2.3 million of the Cash Advance Facility which was classified as current liability at 30 June 2020
and 30 June 2021.
22 Directors’ Report
For the year ended 30 June 2021
Operating and Financial Review (continued)
Key highlights from each of the Group’s subsidiaries are discussed below.
Veris Australia
FY21 has been another unprecedented year where Veris Australia has had to adapt and be nimble in response to the
uncertain operating environment created by COVID-19. Regular snap lockdowns and stringent interstate border controls
have impacted the revenue growth opportunities and interstate border controls have prevented the business from fully
leveraging its national operating platform and diverse specialist skill set.
Veris Australia embarked on an ambitious program of restructuring and reorientating the business in FY21. The aim of
this was to establish a platform for the long-term sustainability and growth for Veris Australia. There were three key
elements to the approach:
Cost rationalisation and efficiencies
Consolidating and executing on the strategy
Accelerating the pivot towards a spatial data business
Despite a challenging external environment, it was critical to progress all three elements in parallel to capture the
opportunities in our strategy. Veris Australia has made significant progress across all three elements of this approach, as
demonstrated through its results.
COVID-19 Impacts
The performance of the business in Q4 FY21 was heavily impacted by the various State-based rolling lockdowns and
restrictions as COVID-19 once again significantly impacted the community.
The momentum the business had built through the first half of the year was stalled as governments implemented
restrictions to manage COVID-19 across the community. Lockdowns in big markets caused significant reductions and
deferrals in workload and reduced efficiencies in the delivery of the work.
Additionally, the continued travel restrictions within and between states has impacted the ability of the business to
grow revenue. Resources were unable to get to where the workload has been growing. The business has adapted our
approach to accommodate these limitations and focus on local resources and foregone the pursuit of volume work at
low margins.
Importantly, Veris Australia’s project pipeline and secured backlog of projects to complete has not been cancelled, just
delayed and pushed out. During these challenging times, the focus has continued to be on the safety and engagement
of the workforce, with the business working diligently to ensure the retention of resources to embed an ability to
respond quickly as the market opens up and as vaccination rates increase.
Cost rationalisation and efficiencies
The steps taken to deliver cost rationalisation and efficiencies in the Veris Australia operating model across FY21 had a
positive impact on performance resulting in EBITDA increasing to $7.4 million from $0.8 million in FY20. The steps taken,
which contributed to a stable cost base and improvement in operating margins included:
Organisational restructure
Sustained management of costs and overheads
Rationalisation of vehicle fleet
Enhanced Project management controls
Focus on delivery and performance accountability.
Veris Limited Annual Report 2021 Directors’ Report
For the year ended 30 June 2021
23
Operating and Financial Review (continued)
Consolidating and executing on the strategy
In parallel with the focus on cost rationalisation and efficiencies, the business consolidated and progressed the execution
of its strategy, including a core emphasis on people and culture, its national operating platform, and indigenous
engagement. It has been critical for Veris Australia to continue to invest in the strategy for the future.
The emphasis on people and culture saw Veris Australia implement a raft of significant new measures to attract and
retain the best talent. Designed to reflect that Veris Australia is fundamentally a people business, key areas have
included performance and career management, recruitment, diversity and inclusion, flexible working, and employee
rewards and recognition.
Whilst interstate border controls and lockdowns impacted the ability of Veris Australia to fully leverage its national
operating platform and reach, significant strides were made including the introduction of national services lines and a
key account program. Key accounts include tier 1 and blue-chip companies across various market sectors who see value
in the national presence and multi-disciplinary skill set offered by Veris Australia. The key account approach has already
delivered a 39% increase in revenue from selected key clients and included the signing of a new Framework Agreement
with John Holland Group, which provides a favourable competitive position for the business to provide a full suite of
services to John Holland, whilst working together to build a long-term relationship
Accelerating the pivot towards a spatial data business
Throughout FY21, Veris Australia significantly accelerated its pivot towards becoming a leading spatial data business
by investing in its Digital & Spatial capabilities. Whilst the core survey service offering of Veris Australia continues to
collect and analyse data for its clients across a diverse range of sectors, the expansion of the business’s Digital & Spatial
capabilities represents a strategic opportunity to capture growth and deliver enhanced margins while meeting the push
towards digitalisation and data-driven insights by industry
As part of this acceleration, a significant investment was made across FY21 in state-of-the-art 3D data capture
technology including:
state-of-the-art 3D data capture technology including an upgraded and expanded fleet of unmanned aerial vehicles
(UAVs) and specialist payloads,
market-leading mobile laser scanning platforms; and
leading-edge terrestrial laser scanning equipment.
Veris has also prioritised the successful development of a web-based visualisation platform to ensure an end-to-end
solution for clients that not only includes data collection and capture but also data hosting, sharing, modelling, analysis
and insights.
To fully leverage the new technology, the business also invested in additional specialist skill sets, including the
introduction of a GIS service offering nationally, and additional Digital & Spatial leadership across the regions to target
specific growth opportunities and greater cross-selling of services.
The growth of our GIS services is strongly linked to our property and infrastructure clients. The Veris GIS portal, Vantage,
is supporting our large property clients and delivery of large greenfield estates.
The investment in Digital & Spatial capability has already delivered a strong return, with an improvement in margin and
revenue growth up 20% across the Digital & Spatial business line in FY21. The business is now well positioned to deliver
value from data for its clients, by providing high value spatial data solutions. We are now starting to deliver the key
elements of our data strategy. Our internal development of applied AI and machine learning approaches are providing
insights and value to clients. This is hosted through our web-based platform 3SiDe, which further supports our delivery
and relationships with clients.
24 Directors’ Report
For the year ended 30 June 2021
Operating and Financial Review (continued)
Outlook
Whilst the COVID-19 pandemic continues to present a significant challenge to the economy, record levels of investment
in infrastructure and defence, strong market conditions for property, growth in the mining and resources sector, and an
increasing industry requirement for digital and spatial data solutions will continue to position Veris Australia well into the
future.
Strong market conditions in residential property, buoyed by Government stimulus, low interest rates and demand for
vibrant and liveable communities presents an opportunity for Veris Australia to drive growth in Greenfields and Strata
developments across Australia.
As the wave of infrastructure spending commitments in response to the pandemic hits the market over the coming
years, we are well positioned to capture significant infrastructure opportunities across major population centres and
regional areas.
Defence is a key emerging market for Veris Australia and part of our growth strategy. With the Federal Government’s
$270 billion boost to defence capability over the next 10 years, there are opportunities for us to provide our specialist
technical and advisory services on defence projects across Australia, aligned to our local presence in those states.
The mining and resources sector has experienced significant growth in investment driven in particular by near record
prices for iron ore. We continue to service the resources sector through our national footprint which enables us to have
a strong local presence in the Pilbara region of Western Australia, with operations in the resources hubs of Karratha and
Port Hedland, and regional Queensland.
Pipeline
Veris Australia has continued to build its secured backlog which remains in excess of $50 million, of this more than $35
million is scheduled to be earned over the next 12 months. In addition, there remains continued strength in the identified
pipeline of tendered projects and prospects with a weighted value in excess of $120 million for execution over the next
24 months.
Aqura Technologies
The path into FY21 was one of excitement and anticipation as industry accelerated the adoption of digitisation as a result
of the Covid 19 pandemic. Despite the uncertainty, the Aqura Technologies (“Aqura”) team quickly adapted to new ways
of working to ensure personal safety, and re-focus on helping our customers to get their projects back on track.
The Aqura executive leadership team continued to focus on execution of the long-term growth strategy to realise
benefits from investments in east coast expansion, increase sales and marketing capability, expanding Aqura solutions
into new market segments and execution of new product development, particularly in developing further as-a-Service,
recurring revenue products.
Aqura’s east coast expansion continued to capitalise upon underserved opportunity with expansion of work with Cubic in
the Defence sector and advancing work with new customers within the resources and oil and gas sectors. The demand
for Aqura services saw solid growth in our skilled resources which augmented our west coast-based team.
Strong opportunities for Aqura solutions in east-coast markets continue to be identified which validates the expansion
strategy. New technical capability continues to be added into the Brisbane and Melbourne offices, with additional sales
resources to be brought into play to capitalise on opportunities in FY22 as investment in resources, oil & gas and utilities
continues to grow.
Veris Limited Annual Report 2021 Directors’ Report
For the year ended 30 June 2021
25
Operating and Financial Review (continued)
Investing for growth
The year saw growth in Aqura’s employee base across the country to support the increased volume of work from long-
term customers and support a sizeable number of new customers from resources, oil & gas, utilities, and infrastructure.
FY21 saw major advances in Aqura’s product development program. Considered investment was made in new resources
and infrastructure to support productisation of our as-a-Service
oriented solutions to complement Aqura’s bespoke, capital project engagements. New hyper-converged infrastructure
was acquired and installed in enterprise data centres to support Aqura’s Cloud-based platforms, particularly to enable
Private LTE as-a-Service (LTEaaS) and Complete Access Network as-a-Service (CANaaS).
A key highlight for product development was the active engagement by new prospects who were so impressed with
the human-centred design principles around CANaaS, they proactively volunteered resources to assist with development
and immediately committed to a small-scale, site-based Proof of Concept following a short beta-test demonstration.
LTEaaS also advanced following an extensive global vendor review. A preferred vendor was selected during the year with
highly promising testing now completed. The platform offers considerable flexibility, particularly in being able to scale
quickly to 5G and support a wide range of value-added solutions such as
Mission Critical Push to Talk (MC-PTT) and Industrial IoT, which is the foundation of machine learning and digitisation in
many industry sectors. Aqura is now finalising commercials and will look to engage its first LTEaaS customer in early
FY22.
Extending horizons
As Aqura continues to broaden its offerings with new products geared to existing and new markets, there has been
a significant commitment made to executing its oil and gas strategy, which is gaining momentum. Aqura has quickly
developed a reputation for advanced networks which enable the safety and productivity outcomes oil & gas operations
are demanding. This led to the successful signing of Santos Ltd, one of Australia’s largest independent oil and gas
producers. After winning the opportunity following a rigorous national review of providers, Aqura was engaged to
support Santos’ existing Private 4G LTE network, one of Australia’s largest, and act as preferred technology partner to
advance Santos’ future connectivity strategy. This three-year engagement kicked off in FY21, with an optional two-year
extension.
Beyond resources, Aqura continued its engagement in defence with Cubic Defence Australia to deliver and commission
a new Private LTE network in Northern Queensland. This very exciting project sees the Private LTE network utilised as an
enabler for Cubic’s live and synthetic training environment across a large geographic area. This initial engagement was
supplemented later in FY21 with Aqura completing an upgrade of the Private LTE network to 5G-ready, one of the first
such deployments in Australia.
In the utilities space, Aqura welcomed ATCO as a new customer with a significant five-year Unified Communications-
as-a- Service engagement for contact centre and telephony. This new engagement aligns with the move to balance
Aqura’s capital project offerings with recurring revenue contracts. Aqura’s focus to advance as-a-Service service offerings
was further accelerated with the signing of a three-year (with two-year option) Unified Communications-as-a-Service
agreement with Bunnings to upgrade over 330 stores across Australia. The scope of this program is significant and in
addition to the upgrade, Aqura will provide support to Bunnings over the contract life.
Aqura’s focus on delivering value and building meaningful relationships with its customers was greatly reflected in
project wins with existing customers. Aqura was awarded new work with Oz Minerals, where the team undertook a
significant upgrade of the accommodation network, which will provide a high-quality entertainment and communications
network for employees at the Prominent Hill operations in South Australia.
26 Directors’ Report
For the year ended 30 June 2021
Operating and Financial Review (continued)
The investment in Aqura’s geographical expansion, focus on maintaining high quality and safe operations was greatly
appreciated by its customers’ existing and new, and resulted in a very positive year, despite a year marred by uncertainty,
lockdowns, and travel restrictions.
Future Foundations
5G is making its mark in the broader public awareness, and Aqura is already working to be ready when the demand for
5G migrates into the enterprise domain. The business has already delivered one of the first Private 5G-enabled networks
in Australia and during the year submitted a proposal to participate in the Australian Government’s 5G Innovation
Initiative. Through participation in this initiative, Aqura will look to actively influence the development of new Private 5G
technology architectures which will assist in meeting the future demands of enterprise on their journeys to Industry 4.0.
The initial investments and addition of resources in a product development program to create new recurring revenue, as-
a-Service capability will quickly realise benefits as Aqura accelerates its go-to-market strategy in FY22. This, coupled with
expanded national footprint and enhanced sales and marketing capability, will continue the business’s ability to deliver
against its growth program.
Aqura’s solutions are increasingly being recognised for their contribution to the success of digitisation strategies of
customers who seek to achieve increased productivity, safer workplaces, enhanced worker wellbeing and better
environmental outcomes.
Outlook
The outlook for Aqura’s solutions remains robust, particularly as organisations look to leverage the benefits of high-
performance connectivity and solutions which enhance remote worker welfare. Aqura’s team is well positioned with
highly experienced and committed people who are recognised as technology leaders and have extensive experience in
resolving the challenges its customers face.
Pipeline
Aqura Technologies continued to build its secure backlog which remains in excess of $11 million to be executed over
the next 12 months. In addition, there remains continued strength in the identified pipeline of tendered projects and
prospects with a weighted value in excess of $65 million for execution.
Veris Limited Annual Report 2021 Directors’ Report
For the year ended 30 June 2021
27
Impact to the Group from the COVID-19 Pandemic
Veris, via both Veris Australia and Aqura Technologies, provides essential infrastructure services to the engineering
construction, property development, resources, infrastructure and utilities sectors. To date, these industries have in the
large part been allowed to continue operations under various lock-down and social distancing restrictions imposed to
manage the pandemic.
Although there have been a range of negative impacts to the Group’s operations from the pandemic, demand for Veris’
services has continued, albeit at a more subdued level than prior to the onset of the pandemic.
Veris Australia has been impacted by restrictions on people movement, this has impacted the Group’s field-based
operations, management oversight and executing project work. The Group has implemented appropriate safety and
hygiene protocols and procedures designed to minimise the risk of any spread of the COVID-19 virus. The majority of our
office-based staff transitioned to working from home arrangements at the onset of the pandemic, with the Group’s IT
infrastructure and other support networks capable of supporting these arrangements effectively. These remote working
protocols are adopted regularly by office based teams. Aqura Technologies has also experienced mobility issues with its
workforce, impacting efficiency of project delivery and costs of operating.
The Group’s balance sheet, cash flow and liquidity have been carefully monitored during the pandemic. The business has
continued to pay our suppliers and contractors as and when due, and has not entered into any factoring arrangement
of its working capital. The nature of the Group’s customers, which includes government enterprises and large private
sector corporations, is such that the risk of default of receivables is considered low. Veris has heightened the focus on
managing our collections cycle during the pandemic and has seen a reduction in debtor days outstanding during the
reporting period. In FY20, as part of its initial response to managing potential risks from the Covid-19 pandemic, the
Group received, from the Australian Taxation Office, a deferral of $1 million GST payable .This amount was progressively
paid to the ATO in line with the agreed payment plan and finalised in Q4 FY21.
The impacts to earnings to date are described below:
Increased costs to support specific safety-related protocols across business operations. This includes additional
expenditure on protective equipment and hygiene;
The participation of both Veris Australia and Aqura Technologies in the Commonwealth Government’s JobKeeper
Program. The Group recognised $5.16 million of JobKeeper in the year to 30 June 2021
Deferral of some projects due to travel and access restrictions across remote locations;
Delays in projects due to availability of client-supplied free-issue materials;
Deferral of proactive maintenance activities by asset owners;
Delays to project execution and revenue generating milestones being achieved as a result of delays in importing key
technology equipment, hardware and supplies;
Inability to effectively mobilise high value, highly profitable leading edge digital and spatial laser scanning equipment
around the nation;
Inability to mobilise key staff to leverage specialist skill-sets to service unique client requirements; and
Increased operating costs from incurring quarantine accommodation costs where staff have been mobilised.
28 Directors’ Report
For the year ended 30 June 2021
Risks
There are specific risks associated with the activities of the Group and general risks, some are within and some are
beyond the control of the Group and the Directors. The most significant risks identified that may have a material impact
on the future financial performance of the Group and the market price of the Group’s shares are:
COVID-19 Pandemic
The COVID-19 pandemic has created an unprecedented level of uncertainty. Impact to the Group’s operations to date
have been varied, the evolution of the pandemic and any escalation of the government’s response, including but not
limited to, increased or prolonged restriction of workforce movements, increased safety protocols, and reduction in
demand from the Group’s customers may further negatively impact the Group’s operations.
Project Delivery Risk
Execution of projects involves professional judgment regarding scheduling, development and delivery. Failure to meet
scheduled milestones could result in professional product liability, warranty or other claims against the Group. The Group
maintains a range of review processes, insurance policies and risk mitigation programs designed to closely monitor
progress and services and outputs delivered.
Working with Potential Safety Hazards Risk
In undertaking work and delivering projects for its customers, Veris’ employees and subcontractors can operate in
potential hazardous environments and perform potentially hazardous tasks.
Management and the Board remain alert to the safety risks posed to employees and subcontractors, devote significant
time to monitoring the effectiveness of the Group’s safety framework, and have implemented a wide range of
controls and proactive programs to increase awareness of significant hazards and prevent injuries to employees and
subcontractors.
During the year, the Group maintained its Lost Time Injury Frequency Rate (LTIFR) and Total Reportable Incident
Frequency Rate (TRIFR) within target levels.
Legal and Contractual Risk
Errors, omissions or incorrect rates and quantities mean the Group may not achieve full benefits of project deliverables
and may lead to a negative impact on financial performance. Additionally, accepting unfavourable and/or failing to
understand contractual terms can lead to disputes with third parties and litigation. The Group seeks to mitigate these
risks by defining the Group’s commercial appetite for contractual and financial risk, following a tendering process and
estimation programme and using the knowledge and experience of staff for pricing, contract reviews and screening.
Political Risk
Major infrastructure and civil work may depend on Government approval and funding. Project timing may vary when
government approval and funding is either delayed and/or withheld due to reasons such as political, economic and
environmental changes. The Group have diversified its revenue base across multiple sectors, suppliers and states to
mitigate and reduce potential impact to results.
Retention of Key Personnel and Sourcing of Subcontractors risk
The talents of a growing, yet relatively small number of key personnel contribute significantly to the Group’s operational
effectiveness. Management and the Board have implemented strategies to retain those personnel, including
participation in appropriate incentive arrangements and participation in the Group’s employee development and
succession programs.
Access to an appropriately skilled and resourced pool of employees and subcontractors across Australia is also critical to
Veris’ ability to successfully secure and complete field-based work for its customers.
Veris Limited Annual Report 2021 29
Directors’ Report
For the year ended 30 June 2021
Risks (continued)
Growth risk
The ability to fund growth opportunities may be compromised if the Group does not meet covenant requirements within
external financing facilities, internally established performance targets or adequately manage market expectations. The
Group has a defined strategy which is supported by the board and senior management as well as external financiers and
a comprehensive internal and external communications plan ensures transparency with the market and alignment with
the workforce.
Competition risk
There is potential for changes in the market, whereby a competitor’s product or technology may lead to loss of
competitive advantage of the Group, or a competitor may become more aggressive in response to our strategy which
may compromise our ability to achieve growth targets. The business has a process in place to monitor competitor
behaviour, both in response to Group’ strategy, as well as changing market conditions, business environment and
innovations
Technology risk
Information technology and data are critical to Veris’ value creating activities and lost access to its IT systems and
data would have a major impact on the business. An IT security audit has been completed to understand our control
environment in relation to information technology and data, and during the year, the Group completed a project to
address shortfalls in legacy systems and processes. This project was designed to ensure appropriate cyber security and
risk mitigation protocols are in place, facilitate organisational efficiency, improve disaster recovery protocols and ensure
secure business continuity protocols are in place.
Business Integrity & reputation risk
As a listed company with a national presence, the Group is subject to numerous rapidly evolving and complex laws
and regulations. Stakeholder trust is directly tied to ethical behaviour, compliance with applicable rules and regulations
and internal policies and procedures. The Group has commenced an operation and enterprise risk assessment during the
year to clearly identify and manage potential risks.
JobKeeper Payment
As part of its response to the COVID-19, in March 2020 the Australian Government announced various stimulus
measures resulting from the economic fallout from the coronavirus lockdown. One such stimulus measure was the
payment of subsidies to qualifying employers under the JobKeeper Payment scheme (“JobKeeper”).
The Group received JobKeeper payments, which totalled $6.68m in the period to 30 June 2021.
30 Directors’ Report
For the year ended 30 June 2021
Significant Events After Period End
The Group continues to monitor issues related to COVID-19. Changes have been made to operations across the
Company in order to minimise the spread including following advice on social distancing. As the pandemic develops we
will continue to monitor operations and activities to ensure we remain as vigilant as possible.
On 9 July, Veris Limited announced it had entered into a share sale and purchase agreement with shareholders of 100%
Indigenous owned EMFOX Pty Ltd trading as Wumara Group, a land and construction surveying company, to acquire a
49% share. Settlement occurred on 15 July 2021.
On 12 August 2021, Veris Limited announced it had completed a strategic review designed to enhance shareholder value
and has resolved to pursue a demerger and separate ASX listing of its subsidiary, Aqura Technologies. A demerger of
Veris’ technologies subsidiary, Aqura Technologies, is expected to simplify the Group structure and better position both
Aqura and Veris Australia for growth.
On 25 August 2021, the Company received a credit approved term sheet from CBA in relation to the extension of the
Group’s existing financing facilities extending the term beyond 30 September 2022. The extension of the facilities will
require the Group to amortise a minimum of $1.2 million of the outstanding Term Loan by 30 June 2022. Veris expects
that the documentation pertaining to these extensions will be executed in September 2021.
Other than the matters discussed above, there has not arisen in the interval between the end of the financial year
and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the
directors of the Company, to significantly affect the operations of the Group, the results of those operations, or the state
of affairs of the Group, in future financial years.
Likely Developments
Whist the Board and management remain vigilant in monitoring the evolution of the COVID-19 pandemic and its impact
on the core markets in which Veris operates, we expect opportunities to continue to present themselves over FY22
and beyond via the significant capital and infrastructure related works programs flagged by Commonwealth and State
Governments across Australia to support economic activity and lay a platform for recovery. Whilst the NSW and Victorian
market remains challenging due to the impacts and restrictions imposed in response to recent outbreaks of COVID-19,
Veris Australia is well positioned to benefit from any increased or accelerated infrastructure spend and enters FY22 with
approximately $50 million of work in hand and a strong tender pipeline. Similarly, Aqura Technologies is well positioned
to leverage the continued opportunities arising from the COVID-19 pandemic within its target market as large customers
within the resources, industrials, utilities and defence sectors seek to continue expanding their usage and reliance on
communications networks and digitising their operations. This is expected to continue as the accelerated adoption of
remote working practices, coupled with smart devices with embedded Internet of Things functionalities becomes more
widespread.
Veris Limited Annual Report 2021 Directors’ Report
For the year ended 30 June 2021
31
Remuneration Report – Audited
The directors are pleased to present your Company’s 2021 Remuneration Report which sets out the remuneration
information for Veris’ Non-Executive Directors, Executive Directors and other Key Management Personnel. The
information provided in this Remuneration Report has been audited as required by section 308(3C) of the Corporations
Act 2001. This Remuneration Report forms part of the Directors’ Report. For the purposes of this report ‘Key
Management Personnel’ (KMP) of the Company are defined as those persons having authority and responsibility for
planning, directing and controlling the major activities of the Company, directly or indirectly.
The report contains the following sections:
a) Directors and Executive Disclosures
b) Remuneration Policy
c) Remuneration Advice
d) Performance linked compensation
e) Details of share-based compensation and bonuses
f) Voting and comments made at the Company’s 2020 Annual General Meeting
g) Contractual Arrangements
h) Details of remuneration
i) Analysis of bonuses included in remuneration
j)
Equity Instrument Disclosure Relating to Key Management Personnel
a) Director and Executive Disclosures
The details of directors and key management personnel disclosed in this report are outlined below.
Non-Executive Directors
Karl Paganin
Tom Lawrence
David Murray
Brian Elton
Chairman
Non-Executive Director
Non-Executive Director
Non-Executive Director
Adam Lamond
Non-Executive Director
(Independent)
(Independent, retired 21 May 2021)
(Independent, appointed 1 June 2021)
(Non-Independent, appointed 21
November 2019)
(Non-Independent, appointed 1
December 2020)
Executive KMP
Michael Shirley
Travis Young
Steven Harding
Steven Harding
Lisa Wynne
b) Remuneration policy
Chief Executive Officer – Veris Australia
(Appointed 29 October 2019)
Chief Executive Officer – Aqura Technologies
(Appointed 1 July 2019)
Chief Financial Officer
(Appointed 2 April 2020)
Interim Company Secretary
(Appointed 27 November 2020)
Company Secretary
(Ceased 27 November 2020)
The Group has high expectations of its personnel and its executive leadership team. The Group aligns the performance
outcomes of its executives with its own corporate outcomes and as such remuneration will be based on merit,
performance and responsibilities assigned and undertaken.
32 Directors’ Report
For the year ended 30 June 2021
Remuneration Report – Audited (continued)
Remuneration & Nomination Committee
The Group has a Remuneration and Nomination Committee, which is responsible for:
Assessing appropriate remuneration policies, levels and packages for Board Members, the CEO, and (in consultation
with the CEO) other senior executive officers;
Monitoring the implementation by the Group of such remuneration policies; and
Recommending the Group’s remuneration policy so as to:
_ motivate directors and management to pursue the long-term growth and success of the Group within an
appropriate control framework; and
_ demonstrate a clear relationship between key executive performance and remuneration.
Non-executive director remuneration policy
The Constitution and the ASX Listing Rules specify that the aggregate remuneration of Non-Executive Directors shall
be determined from time-to-time by a general meeting. The Constitution was amended by special resolution of the
members on 23 November 2016 with the aggregate remuneration increasing from $250,000 to $500,000 per annum,
which is to be apportioned amongst Non-Executive Directors.
The Company has entered into service agreements with its current Non-Executive Directors; refer details of the
contractual arrangements on page 35 of this remuneration report. Retirement payments, if any, are agreed to be
determined in accordance with the rules set out in the Corporations Act 2001 at the time of the Directors retirement
or termination. Non-Executive Directors’ remuneration may include an incentive portion consisting of bonuses and/or
options, as considered appropriate by the Board, which may be subject to shareholder approval in accordance with the
ASX Listing Rules.
Executive remuneration policy
The Company’s remuneration policy is to ensure the remuneration package appropriately reflects the person’s duties
and responsibilities and that remuneration is competitive in attracting, retaining and motivating people of the highest
quality. The Company aims to reward executives with a level of remuneration commensurate with their position and
responsibilities within the Company so as to attract and retain executives of the highest calibre, whilst incurring a cost
that is acceptable to shareholders.
The overall executive team and remuneration framework is designed to link reward more directly to the strategy and
drivers of Veris in creating long term shareholder value and is fit for purpose for the phase of the company’s life cycle.
FY19 Incentive Plan (KMP and Senior Management)
These Performance Rights were granted in respect to FY19 and vested during the reporting period (FY21) into fully paid
ordinary shares following continued employment as at 30 June 2021 (2-year retention).
FY20 Incentive Plan (CEO)
Performance Rights of 1,000,000 were issued under the Veris Incentive Plan to the CEO of Veris Australia on
commencement of his employment in October 2019. The Performance Rights will vest into fully paid ordinary shares
subject to two years continued employment (2-year retention) and achieving an increase in the Veris Australia EBITDA
margin by 40% or greater during this period.
FY20 Incentive Plan (KMP and Senior Management)
There was no formal incentive structure for FY20. However, there was a discretionary offer in August 2020 of
Performance Rights to a number of Key Personnel based on behaviours and the individual’s contribution to the FY20
financial year. These Performance Rights were granted in FY20 and vested during the reporting period (FY21) into fully
paid ordinary shares following continued employment as at 30 June 2021 (1-year retention).
Veris Limited Annual Report 2021 Directors’ Report
For the year ended 30 June 2021
33
Remuneration Report – Audited (continued)
FY21 Incentive Plan
Veris has a National footprint and over 570 staff. Veris has implemented a new operating model which is crucial to ensure
success of the Company. During the reporting period, Veris implemented an Incentive Plan for the period ending 30
June 2021. The primary objectives of this Incentive Plan are to reflect the new operating model implemented where all
personnel are accountable for strategy execution and daily operational performance and improvement and to reward
executives for achievement of the stated objectives in line with the Veris strategy.
The FY21 Plan allows for a payment equal to up to 30-50% of TEC (Total Employment Cost) based on the achievement of
a behavioural element and a minimum performance of budget at the Profit Before Tax line payable in 50% cash and 50%
equity. The equity will be issued by way of performance rights, which will vest depending on continued employment for
1 year post issue.
c) Remuneration Advice
Remuneration is regularly compared with the external market by participation in industry salary surveys and during
recruitment activities generally. During the year no consulting firms were engaged to provide advice in regard to
remuneration.
d) Performance Linked Compensation
The following table shows key performance indicators for the Group over the last five years.
Financial Year Ended 30 June
LTI
Closing Share Price ($)
EPS (cents)
STI
Profit / (Loss) from Continuing Operations
($’000)
2021
0.074
(0.32)
2020
0.036
(6.14)
2019
0.047
(11.29)
(1,380)
(23,210)
(40,643)
Adjusted EBITDA
8,969
1,860
Average % of Maximum STI awarded to
Executives (i) (%)
Dividends paid ($’000)
-
-
-
-
(i)
Represents STI payable/paid as a percentage of the maximum STI payable.
e) Details of share-based compensation and bonuses
(i) Options
2018
0.24
(0.39)
(1,056)
11,189
29%
2017
0.15
0.02
48
5,704
25%
4,100
-
1,770
1,636
1,368
No options were granted to directors and key management personnel during or since the end of the reporting
period.
(ii) Performance Rights granted as compensation to key management personnel
No Performance Rights were granted to key management personnel during the reporting period.
34 Directors’ Report
For the year ended 30 June 2021
Remuneration Report – Audited (continued)
(iii) Details of Long Term Incentives affecting current and future remuneration
Key
Management
Personnel
Instrument
# Grant
date
%
vested
in year
#
vested
in year
%
forfeited/
lapsed in
year
#
forfeited/
lapsed in
year
Performance
rights
1,000,000
323,353
Michael Shirley
29 Oct
2019
5
August
2020
Travis Young
Performance
rights
Steven Harding
Performance
rights
Lisa Wynne
Performance
rights
307,480 12 April
2019
5
August
2020
5
August
2020
5
August
2020
296,407
90,943
230,428
2,248,611
-
-
- 323,353
-
307,480
- 296,407
-
90,943
100% 230,428
-
-
-
-
-
-
-
-
-
-
-
-
Financial
years in
which
grant
vests
2022
2021
2021
2021
2021
-
Face
value of
vested
rights
-
-
-
-
-
-
(iv) Vesting and Exercise of Performance Rights Granted as Remuneration
FY19 Incentive Plan (KMP and Senior Management)
These Performance Rights were granted in respect to FY19 and vested during the reporting period (FY21) into fully paid
ordinary shares following continued employment as at 30 June 2021 (2-year retention).
FY20 Incentive Plan (KMP and Senior Management)
These Performance Rights were granted in respect to FY20 and vested during the reporting period (FY21) into fully paid
ordinary shares following continued employment as at 30 June 2021 (1-year retention). The vested Performance Rights
include 230,428 shares issued on 20 November 2020 to Lisa Wynne on cessation of her employment as a good leaver.
f) Voting and comments made at the Company’s 2020 Annual General Meeting
The adoption of the Remuneration Report for the financial year ended 30 June 2020 was put to the shareholders of
the Company at the Annual General Meeting held 21 October 2020. The Company received 69.55% of votes, of those
shareholders who exercised their right to vote, in favour of the remuneration report for the 2020 financial year. The
resolution was passed without amendment on a poll.
g) Contractual Arrangements
On appointment to the board, all non-executive directors enter into a service agreement with the Company in the form
of a letter of appointment. The letter summarises the board policies and terms, including remuneration, relevant to the
office of director.
Veris Limited Annual Report 2021 Directors’ Report
For the year ended 30 June 2021
35
Remuneration Report – Audited (continued)
Remuneration and other terms of employment for the Board members, chief executive officer, chief financial officers
and other key management personnel are also formalised in service agreements. Major provisions of the agreements
relating to remuneration are set out below.
Name
Term of agreement
Adam Lamond
(D)
Karl Paganin Mr Paganin will hold office until the next
annual general meeting of the Company
where he may be subject to retirement
by rotation under the company’s
constitution.
Mr Lamond will hold office until the next
annual general meeting of the Company
where he may be subject to retirement
by rotation under the company’s
constitution.
Mr Elton will hold office until the next
annual general meeting of the Company
where he may be subject to retirement
by rotation under the company’s
constitution.
Brian Elton
Base Salary
including
superannuation
$125,744
$77,305
$77,305
Tom Lawrence Mr Lawrence retired on 21 May 2021
$77,305
David Murray Mr Murray will hold office until the next
annual general meeting of the Company
where he may be subject to retirement
by rotation under the company’s
constitution.
Until validly terminated in accordance
with the terms of the Agreement.
Michael Shirley
(A) (B) & (C)
$77,305
$394,200
Steven Harding
(A) (B) & (C)
Until validly terminated in accordance
with the terms of the Agreement.
$295,650
Travis Young (A)
(B) (C) & (E)
Until validly terminated in accordance
with the terms of the Agreement.
$306,600
Termination
In accordance with the company’s
constitution and the Corporations Act
2001 (Cth).
In accordance with the company’s
constitution and the Corporations Act
2001 (Cth).
In accordance with the company’s
constitution and the Corporations Act
2001 (Cth).
In accordance with the company’s
constitution and the Corporations Act
2001 (Cth).
In accordance with the company’s
constitution and the Corporations Act
2001 (Cth).
Termination by Company with reason – 1
months’ notice
Termination by Company without reason
– 3 months’ notice.
Termination by Company with reason – 1
months’ notice
Termination by Company without reason
– 3 months’ notice. In the event of
termination of employment occurring
within 12 months following a Change of
Control event, the employee is entitled to
a payment upon termination equal to 12
months base salary plus superannuation.
Termination by Company with reason – 1
months’ notice
Termination by Company without reason
– 3 months’ notice.
(A) Key management personnel are also entitled to receive on termination of employment their statutory entitlements of accrued annual and long service
leave, together with any superannuation benefits.
(B) Key management personnel’s contracts allow for participation in the Company’s Incentive Plan (subject to Board and Shareholder approval, if
applicable).
(C) These contracts provide for the provision of short-term incentives by way of a cash bonus subject to key performance indicators to be determined by
the Remuneration & Nomination Committee annually.
(D) Base Salary plus Super was effective 1 December 2020. Adam Lamond held the role of Executive Director from 1 May 2020 where he received a
Base Salary plus Super of $222,283 per annum until 1 December 2020.
(E)
Travis Young received a Base Salary plus Super of $240,900 per annum until 1 December 2020. Base Salary plus Super was increased to $306,600
effective from 1 January 2021.
36 Directors’ Report
For the year ended 30 June 2021
Remuneration Report – Audited (continued)
h) Remuneration of directors and key management personnel of the group for the current and previous
financial year
Short-term employee benefits
Post-em-
ployment
benefits
Termination Ben-
efits
Share-based
Payments
Salary
& fees
$ (A)
Incentive
Cash
bonus
$ (B)
Non-
monetary
$
Super-
annuation
$
Cash
$
Perfor-
mance
Rights
$ (C)
Accounting
Value (at
risk)
Performance
Rights
$ (D), (E) & (F)
Total
$
Proportion
of
remuner-
ation per-
formance
related
Directors
Non-Executive Directors
Karl Paganin
(Chairperson)
Tom Law-
rence (Retired
21 May 2021)
2021
125,738
2020
101,131
2021
68,785
2020
67,671
David Murray
(Appointed 1
June 2021)
2021
2020
6,442
-
Brian Elton
2021
70,599
2020
39,915
Adam
Lamond (G)
2021
2020
2021
Derek
La Ferla
(Retired 25
November
2019)
Executive Directors
2020
45,094
-
-
56,101
Brian Elton
(appointed 21
November
2019)
Adam
Lamond (G)
Total
Directors’
Remunera-
tion
2021
-
2020
107,033
2021
107,339
2020
2021
419,013
423,997
2020
790,864
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,933
6,706
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
10,168
162,247
9,441
21,002
15,374
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
125,738
101,131
68,785
67,671
6,442
-
76,532
46,621
45,094
-
-
56,101
-
279,448
116,780
440,015
-
-
439,371
37,876 162,247
-
-
990,987
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Veris Limited Annual Report 2021
Directors’ Report
For the year ended 30 June 2021
37
Remuneration Report – Audited (continued)
h) Remuneration of directors and key management personnel of the group for the current and previous
financial year (continued).
Short-term employee benefits
Post-em-
ployment
benefits
Termination Ben-
efits
Share-based
Payments
Salary
& fees
$ (A)
Incentive
Cash
bonus
$ (B)
Non-
monetary
$
Super-
annuation
$
Cash
$
Perfor-
mance
Rights
$ (C)
Accounting
Value (at
risk)
Performance
Rights
$ (D), (E) & (F)
Total
$
Proportion
of
remuner-
ation per-
formance
related
7,178
411,400
2%
29,119
245,381
12%
12,827
277,696
12,848
242,165
2,692
297,476
673
49,254
5%
5%
1%
1%
-
21,694
14,592
23,107
24,204
21,694
4,215
-
-
-
-
-
-
-
-
-
-
-
-
9,798
72,358
4,263
-
133,047
19,771
-
-
4,263
270,288
2%
76,293
72,358
4,263
22,697 1,119,619
62,782
-
-
46,903
807,088
91,667
72,358
4,263
22,697 1,558,990
100,658
162,247
-
46,903 1,798,075
2%
6%
2%
3%
Other Executives
Michael
Shirley
(CEO – Veris
Australia) (E)
Travis Young
(CEO –
Aqura Tech-
nologies)
2021
382,528
2020
201,670
2021
241,762
2020
205,113
Steven
Harding (CFO)
2021
273,090
2020
44,366
2021
46,628
2020
246,254
Lisa Wynne
(Company
Secretary)
(C) (H)
(Resigned 20
November
2020)
Total
Executives’
Remuneration
Total
Directors’ and
Executives’
Remuneration
2021
944,008
2020
697,403
2021
1,368,005
2020
1,488,267
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
38 Directors’ Report
For the year ended 30 June 2021
Remuneration Report – Audited (continued)
Notes in relation to the table of directors’ and executive officers’ remuneration
(A) Salary and Fees includes annual leave and long service leave.
(B) Short-term incentive bonus is for the achievement of KPIs within their individual roles for the financial year ended 30 June 2021. The performance
evaluation in respect of the year ended 30 June 2021 has taken place and no short-term incentive bonuses will be paid.
(C) The vested Performance Rights include 230,428 shares issued on 20 November 2020 to Lisa Wynne on cessation of her employment as a good
leaver.
(D) These Performance Rights were granted in respect to FY19 and vested during the reporting period (FY21) into fully paid ordinary shares following
continued employment as at 30 June 2021 (2-year retention).
(E) Performance Rights of 1,000,000 were granted on commencement of employment in October 2019. The value of the Performance Rights is
calculated at grant date (effective grant date – letter of offer) based on the share price at grant date.
(F) Performance Rights of 941,131 for KMP and Senior Management. The value of the Performance Rights is calculated at grant date (effective grant date
– letter of offer) based on the share price at grant date. These Performance Rights were granted in respect to FY20 and vested during the reporting
period (FY21) into fully paid ordinary shares following continued employment as at 30 June 2021 (1-year retention).
(G) Adam Lamond held the role of Executive Director from 1 May 2020 and Non-Executive Director from 1 December 2020.
(H) Based on full time equivalent annual salary of $213,786.
i) Analysis of bonuses included in remuneration
During the period, there were no bonuses included in remuneration.
j) Equity Instrument Disclosure Relating to Key Management Personnel
Analysis of movements in Performance Rights issued, held and transacted by directors and key management personnel
KMP
# Held 1
July 2020
Granted
in year
Grant
Value
Grant
Face
Value
Number
Vested in
year
Number
forfeited /
lapsed in
year
Number
held at 30
June 2021
Michael Shirley
Steven Harding
Travis Young
Lisa Wynne (A)
1,323,353
90,943
603,887
230,428
-
-
-
-
-
-
-
-
-
-
-
-
323,353
90,943
603,887
230,428
-
-
-
-
1,000,000
-
-
-
(A) Lisa Wynne resigned on 20 November 2020.
Veris Limited Annual Report 2021
Directors’ Report
For the year ended 30 June 2021
39
Remuneration Report – Audited (continued)
Analysis of movements in Shares Issued, held and transacted by directors and key management
personnel
The number of ordinary shares in the Company held during the reporting period by each director and key management
personnel of the Group, including their personally related parties are set out below. There were no shares granted as
compensation during the reporting period.
Balance at 30/06/2020
Movement
Balance at 30/06/2021
Directors
Karl Paganin
Adam Lamond
David Murray
Tom Lawrence (i)
Brian Elton
KMP’s
Michael Shirley
Travis Young
Steven Harding
Lisa Wynne (ii)
Total
13,189,350
48,591,815
-
3,428,571
-
-
13,136,093
(13,564,664)
33,308,150
4,610,011
2,500,000
13,616,789
750,000
656,857
-
-
500,000
(887,285)
125,749,054
(5,913,367)
16,617,921
48,591,815
-
-
37,918,161
2,500,000
13,616,789
1,250,000
-
120,494,686
(i)
(ii)
Tom Lawrence resigned on 21 May 2021, during the year 428,571 shares were purchased.
Lisa Wynne resigned on 20 November 2020, during the year performance rights of 230,428 vested.
THIS CONCLUDES THE AUDITED REMUNERATION REPORT
40
Directors’ Report
For the year ended 30 June 2021
Shares Under Option
As at 30 June 2021 there are no shares under option.
Indemnification and Insurance of Officers
During the financial year the Group paid insurance premiums of $120,000 (2020: $58,500) to insure the directors,
secretaries and executive officers of the Group and its subsidiary companies. The liabilities insured are legal costs that
may be incurred in defending civil or criminal proceedings that may be brought against the directors and officers in
their capacity as directors and officers of Veris Limited and its subsidiary companies, and any other payments arising
from liabilities incurred by the officers in connection with such proceedings, other than where such liabilities arise
out of conduct involving wilful breach of duty by the officers or the improper use by the officers of their position or of
information to gain advantage for themselves or someone else to cause detriment to the Group. The directors have not
included details of the nature of the liabilities covered or the amount of the premium paid in respect of the directors’ and
officers’ liability and legal expenses insurance contracts, as such disclosure is prohibited under the terms of the contract.
Non-Audit Services
During the year KPMG, the Group’s auditors has performed no other services in addition to its statutory duties.
Details for the amounts paid to KPMG, the Group’s auditor, and its related practices for audit and non-audit services to
the Group provided during the year are set out below:
Audit services:
Audit and review of the financial reports
Other assurance services
Services other than audit services:
Other services
Consolidated
2021
$000
295
80
2020
$000
250
-
-
-
375 250
Environmental Regulations and Performance
It is the Group’s policy to comply with all environmental regulations applicable to it. The Company confirms, for the
purposes of section 299(1)(f) of the Corporations Act 2001 that it is not aware of any breaches by the Group of any
environmental regulations under the laws of the Commonwealth of Australia, or of a State of Territory of Australia.
In the majority of the Veris’ business situations, Veris is not the owner or operator of plant and equipment requiring
environmental licences. Veris typically assists its clients with the management of their environmental responsibilities,
rather than holding those responsibilities directly.
The Group is not aware of any breaches by Veris of any environmental regulations under the laws of the Commonwealth
of Australia, or of a State or Territory.
Proceedings on Behalf of the Group
There are no proceedings on behalf of the Group under Section 237 of the Corporations Act 2001 in the financial year or
at the date of the report.
Veris Limited Annual Report 2021
Directors’ Report
For the year ended 30 June 2021
41
Lead Auditor’s Independence Declaration
The lead auditor’s independence declaration is set out on page 84 and forms part of the directors’ report for the year
ended 30 June 2021.
Rounding Off
The Company is of a kind referred to in ASIC Instrument 2016/191 and in accordance with that Instrument, amounts
in the condensed consolidated interim financial statements and directors’ report have been rounded off to the nearest
thousand dollars, unless otherwise stated.
Corporate Governance Statement
Veris is committed to implementing sound standards of corporate governance. In determining what those standards
should involve, the Group has had regard to the ASX Corporate Governance Council’s Corporate Governance Principles
and Recommendations (3rd Edition) (“ASX Recommendations”). This corporate governance statement outlines the key
principles and practices of the Company which in the terms of the Group’s Corporate Governance Charter, define the
Group’s system of governance. A copy of the Group’s Corporate Governance Statement has been placed on the Group’s
website under the Investors tab in the corporate governance section – Corporate Governance Information | Veris
Australia.
Signed in accordance with a resolution of the directors:
Karl Paganin
Chairman
Dated at Perth 30 August 2021
42
Consolidated Statement of Profit or Loss
and Other Comprehensive Income
For the year ended 30 June 2021
Continuing operations
Revenue
Expenses
Results from operating activities
Finance income
Finance costs
Net finance costs
Note
2021
$000
2020
$000
99,561
94,105
3 (99,285)
(110,656)
276
21
(16,551)
-
(1,677)
(2,072)
(1,656)
(2,072)
Loss before income tax
(1,380)
(18,623)
Income tax benefit
14 -
(4,587)
Loss from continuing operations
(1,380)
(23,210)
Discontinued operation
Profit / (loss) from discontinued operations, net of tax
2 -
(3,283)
Loss for the period
(1,380)
(26,493)
Total comprehensive loss for the year
(1,380)
(26,493)
Earnings / loss per share
Basic loss cents per share
Diluted loss cents per share
Earnings / loss per share – Continuing operations
Basic loss cents per share
Diluted loss cents per share
4 (0.33)
(7.02)
4 (0.33)
(7.02)
4 (0.33)
(6.14)
4 (0.33)
(6.14)
The accompanying notes form an integral part of these consolidated financial statements.
Veris Limited Annual Report 2021
Consolidated Statement of Financial Position
As at 30 June 2021
43
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Inventory
Contract assets
Other current assets
Total current assets
Non-current assets
Property, plant and equipment
Right of use assets
Intangible assets
Deferred tax asset
Other non-current assets
Total non-current assets
Total assets
Liabilities
Current Liabilities
Trade and other payables
Bank borrowings
Lease liabilities
Employee benefits
Current tax liability
Total current liabilities
Non-current liabilities
Lease liabilities
Employee benefits
Provisions
Total non-current liabilities
Total liabilities
Net assets
Equity
Share capital
Share based payment reserve
(Accumulated losses)
Total equity
Note
30 Jun 2021
30 Jun 2020
$000
$000
16
9
7
12
12
13
15
10
18
18
11
18
11
19
19
4,654
13,930
278
5,472
1,939
13,178
-
5,836
2,446 4,115
26,780
25,068
7,384
23,117
997
4,481
8,701
16,899
-
4,481
74 -
36,053 30,081
62,833 55,149
12,582
4,700
7,565
7,766
13,835
6,948
6,271
8,189
534
534
33,147
35,777
20,138
1,258
778
16,364
1,027
725
22,174
18,116
55,321
53,893
7,512 1,256
51,652
2,639
44,127
2,528
19 (46,779)
(45,399)
7,512 1,256
The accompanying notes form an integral part of these consolidated financial statements.
44
Consolidated Statement of Changes in Equity
For the year ended 30 June 2021
Note
Share
Based
Payment
Reserve
$000
Share
Capital
$000
Accumulated
losses
$000
Total
Equity
$000
Balance at 1 July 2020
44,127 2,528 (45,399)
1,256
Total comprehensive income for the
year
Loss for the year
-
-
(1,380)
(1,380)
Total comprehensive loss for the year
-
-
(1,380)
(1,380)
Transactions with owners of the
Company, recognised directly in
equity
Issue of ordinary shares (net of costs)
19
7,525
-
-
7,525
Share-based payment transactions
-
111
-
111
Total transactions with owners
of the Company
7,525
111
-
7,636
Balance at 30 June 2021
51,652 2,639 (46,779)
7,512
Note
Share
Based
Payment
Reserve
$000
Share
Capital
$000
Accumulated
losses
Total
Equity
$000
$000
Balance at 1 July 2019
43,051 2,949 (18,906)
27,094
Total comprehensive income for the
year
Loss for the year
(26,493)
(26,493)
Total comprehensive loss for the year
-
(26,493)
(26,493)
Transactions with owners of the
Company, recognised directly in
equity
Issue of ordinary shares (net of costs)
19
1,076
-
-
1,076
Share-based payment transactions
-
(421)
Total transactions with owners of
the Company
1,076 (421)
(421)
655
Balance at 30 June 2020
44,127 2,528 (45,399)
1,256
The accompanying notes form an integral part of these consolidated financial statements.
Veris Limited Annual Report 2021
Consolidated Statement of Cash Flow
For the year ended 30 June 2021
45
Cash flows from operating activities
Receipts from customers
Receipts from Government grants
Payments to suppliers and employees
Cash generated from operations
Interest paid
Interest received
Net cash from operating activities
Cash flows from investing activities
Proceeds from sale of property, plant and equipment
Purchase of property, plant and equipment
Deferred vendor payment
Disposal of subsidiaries net of costs
Net cash (used in) investing activities
Cash flows from financing activities
Repayment of borrowings
Repayment of lease liabilities
Proceeds from loans
Proceeds from equity raise
Net cash used in financing activities
Note
2021
$000
2020*
$000
102,291
6,774
121,614
-
(100,696)
(113,641)
8,369
7,973
(1,677)
(2,072)
21
2
17 6,713
5,903
51
(2,315)
-
328
(4,928)
(2,488)
-
12,761
(2,264)
5,673
(2,248)
(7,011)
-
(8,120)
(7,944)
2,742
7,525
-
(1,734)
(13,322)
Net increase / (decrease) in cash and cash equivalents
2,715
(1,746)
Cash and cash equivalents at 1 July
Cash and cash equivalents at 30 June
1,939
3,685
16 4,654
1,939
The accompanying notes form an integral part of these consolidated financial statements.
* Comparative information includes Elton Consulting (Discontinued Operation) for 5 months, refer to Note 2.
46 Notes to the Consolidated Financial Statements
BASIS OF PREPARATION
REPORTING ENTITY
Veris Limited (the “Company” or “Veris”) is a for-profit company domiciled in Australia. The Company’s registered office
is at Level 12, 3 Hasler Road, Osborne Park WA 6017. The consolidated financial statements of the Company as at and
for the year ended 30 June 2021 comprises the Company and its subsidiaries (together referred to as the “Group”).
The Group is a professional service business delivering surveying and geospatial services to the infrastructure; property;
energy, mining & resource; defence; agribusiness; tourism; leisure and government sectors throughout Australia.
COVID-19 IMPACT
The social, health and economic consequences of the COVID-19 pandemic continue to evolve and have major impacts
across the world. Since its declaration as a pandemic in March 2020, COVID-19 and the associated government,
business and consumer response has had a significant impact on the operations and financial performance of the Group.
Despite these challenges, the Group has been focused on supporting and keeping its employees, clients and the
community safe by:
instituting remote working arrangements for its employees
implementing cost-savings initiatives across its businesses
staff rotations and shifts to minimise any potential spread of the virus
regular communications regarding the latest health advice including personal hygiene, physical distancing, self-
isolation and testing
provision of additional hand sanitisers and PPE as required, and additional cleaning of offices and shared services.
Government assistance from Jobkeeper programme.
STATEMENT OF COMPLIANCE
The consolidated financial statements are general purpose financial statements prepared in accordance with Australian
Accounting Standards (AASBs) adopted by the Australian Accounting Standards Board (AASB) and the Corporations Act
2001. The consolidated financial statements comply with International Financial Reporting Standards (IFRSs) adopted by
the International Accounting Standards Board (IASB).
This consolidated annual report was approved by the board of directors on 30 August 2021.
Veris Limited Annual Report 2021 Notes to the Consolidated Financial Statements
47
NOTE INDEX
GROUP PERFORMANCE
NET DEBT
Operating Segments…………………………….....
Discontinued Operations……………………....….
Expense………………….………………………....
Earnings per share…………………………...…....
Subsequent events……………………………......
RISK MANAGEMENT
Critical accounting estimates and
judgements………………………………………...
Financial instruments………………………..........
Contingent liabilities……………………………....
WORKING CAPITAL
Trade and other receivables………………...........
Trade and other payables…………………...........
CAPITAL EMPLOYED
Employee benefits…………………………….......
Property, plant and equipment and
impairment……………………………………….....
Intangible assets………………………………......
TAXATION
Income tax.……………………………………........
Deferred tax assets / liabilities……………….......
Cash and cash equivalents…………………............
16
Reconciliations of operating profit after
income tax to net cash inflow from Operating
activities……………………………..........................
Loans and borrowings………………………............
EQUITY
Share capital…………………………………….........
Dividends…………………………………………......
Share-based payments………………………..........
OTHER INFORMATION
Related party transactions…………………….........
Remuneration of auditors……………………..........
GROUP STRUCTURE
Subsidiaries………………………………………......
Deed of cross guarantee……………………...........
Parent entity financial information…………...........
ACCOUNTING POLICIES
Basis of preparation……………………………........
Summary of significant accounting policies...........
New standards and interpretations not yet
effective……………………………………………....
Determination of fair values…………………..........
17
18
19
20
21
22
23
24
25
26
27
28
29
30
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
48 Notes to the Consolidated Financial Statements
GROUP PERFORMANCE
1. OPERATING SEGMENTS
The Group had two reportable segments that were being managed separately by the service provided. In 2021 the
segments include Veris Australia and Aqura Technologies.
The 2021 reportable segments and the services they provide are:
Veris Australia – Veris Australia is Australia’s leading provider of spatial data services across the infrastructure,
property, resources, defence, utilities and government sectors. Veris Australia provides an end-to-end spatial data
solution for its clients that not only includes data collection, analysis, interpretation but also data hosting and access,
modelling, sharing and insights for clients with large-scale data requirements.
Aqura is a specialist in the delivery of high-performance technology solutions across industrial wireless, enterprise
communications and next-generation IoT which are critical for organisations with the adoption of digital transformation.
Aqura is known for innovation, whether it is our technology approaches such as Private 4G and 5G LTE networks and or
our commercial approaches which now offer in-house developed technology solutions via flexible As-A-Service models.
Aqura’s markets include resources, oil & gas, industrial, commercial and defence sectors.
Information regarding the results of each reporting segment is detailed below for the year ended 30 June 2021
Revenues
Veris Australia
2021
$000
77,474
2020
$000
74,849
Aqura Technologies
2020
$000
19,336
2021
$000
22,121
Total
2021
$000
99,595
2020
$000
94,185
Inter-segment revenues
(31)
(42)
(3)
(38)
(34)
(80)
External revenues
77,443
74,807
22,118
19,298
99,561
94,105
Adjusted EBITDA*
7,414
818
1,555
1,042
8,969
1,860
Depreciation
Amortisation
Net finance cost
Restructuring costs
(7,794)
(11,212)
-
(1,659)
(2,335)
(1,952)
(338)
(68)
3
(295)
(8,132)
(11,507)
-
(40)
(68)
(1,656)
(2,335)
(1,992)
(228)
(1,323)
(140)
-
(368)
(1,323)
Segment profit / loss before tax **
(2,267)
(16,004)
1,012
707
(1,255)
(15,297)
Corporate & unallocated:
Unallocated amounts (including
corporate expenses)
-
-
-
-
(113)
(3,467)
Acquisition related (cost) / income
-
-
-
-
(12)
141
Consolidated profit / (loss) before tax
-
-
-
-
(1,380)
(18,623)
Assets
Total assets for reportable segments
47,113
40,823
7,056
5,200
54,169
46,023
Other unallocated amounts ***
-
-
-
-
8,664
9,126
Consolidated total assets
-
-
-
-
62,833
55,149
Capital expenditure
1,293
1,012
1,022
224
2,315
1,236
Liabilities
Total liabilities for reportable
segments
(41,198)
(35,437)
(4,523)
(5,118)
(45,721)
(40,055)
Other unallocated amounts ***
-
-
-
-
(9,600)
(13,338)
Consolidated total liabilities
-
-
-
-
(55,321)
(53,893)
* Adjusted EBITDA is defined as earnings before interest, tax, depreciation, amortisation, impairment of goodwill and intangibles, acquisition related costs,
restructuring, share-based payments and is an unaudited non-IFRS measure.
** Included is JobKeeper benefit of $4,479,000 relating to Veris Australia and $681,000 relating to Aqura Technologies.
*** Primarily represents lease assets and liabilities which are not monitored at an individual segment level.
Veris Limited Annual Report 2021 Notes to the Consolidated Financial Statements
49
1. OPERATING SEGMENTS (CONTINUED)
During the year there were no major customers of the Group, individually representing more than 10% of total Group
revenue (2020: none).
2. DISCONTINUED OPERATIONS
On 21 November 2019, the group sold Elton Consulting Pty Ltd for $13,000,000. The business was not previously
classified as held-for-sale or as a discontinued operation. The sale resulted in a loss of $3,636,000.
Results of Discontinued Operations
Revenue
Expenses
Depreciation
Amortisation
Share-based payment
Net finance costs
Profit / (loss) from operating activities
Income tax (expense) / benefit
Profit / (loss) from discontinued operations, net of tax
Loss on sale of discontinued operation
Profit / (loss) from discontinued operations for the period, net of tax
Earnings per share
Basic earnings / (loss) cents per share
Diluted earnings / (loss) cents per share
Cash flows from (used in) discontinued operations
Net cash flows from (used in) operating activities
Net cash flows from (used in) investing activities
Net cash flows from (used in) financing activities
Results from discontinued operating activities
2020
$000
7,876
(6,884)
992
(37)
(330)
(365)
2
262
91
353
(3,636)
(3,283)
(0.87)
(0.87)
2020
$000
515
-
(1,801)
(1,286)
50 Notes to the Consolidated Financial Statements
2. DISCONTINUED OPERATIONS (CONTINUED)
Effect of disposal on the financial position of the Group
Property, plant and equipment
WIP
Trade and other receivables
Cash and cash equivalents
Goodwill
Customer relationships
Brands
Deferred tax liabilities
Trade and other payables
Employee benefits
Net assets and liabilities
Cash consideration
Less related costs of sale
Loss on sale of subsidiary (pre-tax)
Cash consideration
Cash and cash equivalents disposed of
3. EXPENSES
Employment expenses
Government grants *
Subcontractor costs & materials
IT expenses
Insurance expenses
Other expenses
2020
$000
(510)
(2,190)
(3,682)
(24)
(11,172)
(2,052)
(168)
64
1,930
1,383
(16,421)
13,000
(215)
(3,636)
13,000
(24)
2020
$000
66,848
(1,515)
10,421
2,910
1,377
16,773
2021
$000
71,589
(5,258)
10,726
2,827
1,354
9,847
Total employment and other expenses
91,085
96,814
Depreciation
Amortisation
Total depreciation and amortisation
8,132
11,507
68
2,335
8,200
13,842
Total expenses
99,285
110,656
* Government grants includes the JobKeeper payment scheme and local capability funding.
Veris Limited Annual Report 2021
Notes to the Consolidated Financial Statements
51
4. EARNINGS / LOSS PER SHARE
2021
2020
Earnings / (losses) used to calculate basic EPS ($000)
(1,380)
(26,493)
Weighted average number of ordinary shares outstanding during the year used in
calculating basic EPS (number of shares)
422,004,956
377,640,126
Basic earnings / (losses) per share (cents per share)
(0.33)
(7.02)
Continuing operations
Earnings / (losses) used to calculate basic EPS ($000)
(1,380)
(23,210)
2021
2020
Weighted average number of ordinary shares outstanding during the year used in
calculating basic EPS (number of shares)
422,004,956
377,640,126
Basic earnings / (losses) per share (cents per share)
(0.33)
(6.14)
Diluted Earnings per share
Dilutive potential shares relate to Performance Rights granted to eligible employees under the Group’s Long-Term
Incentive Plan (refer Note 21). There is no material impact on basic EPS arising from dilutive potential shares due to loss
in 2021.
5. SUBSEQUENT EVENTS
In the interval between the end of the financial year and the date of this report, the Group undertook a renegotiation
and extension to its primary banking facilities with the Commonwealth Bank of Australia extending the existing facilities
beyond 30 September 2022. On 25 August 2021, the Company received a Credit approved term sheet from CBA in
relation to the extension of the Group’s existing financing facilities extending the term for a period of up to 5 years. The
extension of the facilities will require the Group to amortise a minimum of $1.2 million of the outstanding Term Loan by
30 June 2022. Veris expects that the documentation pertaining to these extensions will be executed in September 2021.
NSW construction sector activities were halted for a 14 day period in July 2021 from 18 July to 31 July as the NSW
Government imposed strict lockdown protocols in an attempt to impede the further spread of the Delta variant of
COVID-19. Following the easing of these restrictions on 1 August 2021, restricted access to construction sites in the
Greater Sydney Metropolitan area and the imposition of restricted movement outside of defined local government
areas by residents living within those areas has restricted the revenue generation capability of the Sydney-based team.
The NSW Government announced a support program (JobSaver) to assist industries heavily impacted by the imposed
restrictions. Veris Australia has submitted an application to participate in the JobSaver assistance program. In addition to
this, the ACT government imposed a lockdown and suspension of all construction-related activities for a 3-week period
from 15 August to 2 September 2021. Greater Melbourne is also subject to continuing lockdown protocols which has
seen restricted site access for up to 25% of project based workforces throughout the Melbourne metropolitan region.
Veris Australia has implemented a Crisis Management approach to ensure safety of staff and ongoing business
performance during these periods and will monitor the eligibility to participate in current and future government support
programs to offset the impact of these restrictions.
On 9 July, Veris Limited announced it had entered into a share sale and purchase agreement with shareholders of 100%
Indigenous owned EMFOX Pty Ltd trading as Wumara Group, a land and construction surveying company, to acquire a
49% share. Settlement occurred on 15 July 2021.
52 Notes to the Consolidated Financial Statements
5. SUBSEQUENT EVENTS (CONTINUED)
On 12 August 2021, Veris Limited announced it had completed a strategic review designed to enhance shareholder value
and has resolved to pursue a demerger and separate ASX listing of its subsidiary, Aqura Technologies. A demerger of
Veris’ technologies division, Aqura Technologies, is expected to simplify the Group structure and better position both
Aqura and Veris Australia for growth.
Other than noted above, there has not arisen in the interval between the end of the financial year and the date of
this report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors of the
Company, to significantly affect the operations of the Group, the results of those operations, or the state of affairs of the
Group, in future financial years.
6. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
In preparing the consolidated financial statements in conformity with Australian Accounting Standards, due consideration
has been given to the judgements, estimates and assumptions that affect the application of accounting policies and
reported amounts of assets, liabilities, income and expenses. The estimates and associated assumptions are based
on historical experience and various other factors that are believed to be reasonable under the circumstances, the
results of which form the basis of making judgements about carrying values of assets and liabilities that are not readily
apparent from other sources. The ongoing COVID-19 pandemic has increased estimation uncertainty in the preparation
of the consolidated financial statements. At 30 June 2021, the Group has reassessed all significant judgements
and recoverability of deferred tax assets, assumptions and critical estimates included in the consolidated financial
statements, including but not limited to, provisions against trade debtors and work in progress and impairment of non-
current assets. Actual results may differ from these estimates and are subject to achievement of forecasts and the
extension of the Group’s existing financing facilities.
Critical judgements in applying accounting policies that have the most significant effect on the amounts recognised in
the financial statements relates to revenue recognition and contract assets. Estimates and underlying assumptions are
reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period which the estimates are
revised and in any future periods affected.
Going Concern
For the year ended 30 June 2021, the Group recorded a loss from continuing operations of $1,380,000 (before and after
tax). The Group’s net cash inflow from operating activities was $6,713,000, including $5,160,000 of JobKeeper receipts.
In accordance with AASB 16 Leases, $7,011,000 of lease payments primarily pertaining to property and equipment leases
are presented within financing activities. The Group had a working capital deficiency of $6,367,000 of which $4,700,000
related to facilities owing to CBA due to expire on 30 September 2021.
The Group held cash at bank of $4,654,000 at 30 June 2021. Cash advance facilities (the ‘Facilities’) were utilised at 30
June 2021 to $4,700,000. Additionally, the Group had further undrawn headroom within the Facilities of $4,000,000
available subject to ongoing covenant compliance. The Group has commenced negotiations with the Group’s primary
lender CBA (the “lender”) to extend the term of the Facilities. On 25 August 2021 CBA confirmed that credit terms have
been agreed and approved subject to finalisation of standard loan documentation, extending the tenure for a period of up
to 5 years. Facility terms, including covenant requirements are materially consistent with those under existing Facilities,
including debt service covenant ratios, measured against FY22 forecasts as agreed with the lender.
The Directors are pursuing a demerger of Aqura from the Veris Limited group through a potential Initial Public Offering
(IPO) subject to regulatory requirements. This demerger is expected to raise additional capital to fund the Company’s
cash flow budgets. Upon a potential demerger of Aqura from Veris Limited, Aqura would need to formally exit the Deed
of Cross Guarantee, the guarantee group for CBA Facilities and Veris tax consolidated group.
Veris Limited Annual Report 2021 Notes to the Consolidated Financial Statements
53
6. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (CONTINUED)
Management forecasts include conversion of engagement pipeline of work, factoring in some growth in project
activity assuming recovered rates materially consistent with existing contracts and execution of ongoing cost reduction
programs have taken into consideration the experiences to date of the impact of the COVID-19 pandemic on the
operating environment, workforce mobility restrictions and general market activity and consider these to be appropriate
based on available information.
The Directors are of the view that the combination of factors including the potential demerger, or other corporate
transaction, the available headroom within the CBA Facilities (noting the likely prospect of further extension to the
current maturity date) and the Group cash flow budgets underpin the financial report being prepared on a going concern
basis.
Given the uncertainty associated with forecasts and current economic conditions, should it be required, the Group may
pursue alternatives available to it, including further cost reduction measures, asset or business sales, or equity funding
to support the ongoing requirements of the business.
For these reasons the Directors continue to adopt the going concern basis in preparing these financial statements.
Revenue recognition and contract assets
Revenue is recognised when a customer obtains control of the goods or services. Determining the timing of the transfer
of control – at a point in time or over time – requires judgement such as the assessment of the probability of customer
approval of variations and acceptance of claims, estimation of project completion date and assumed levels of project
execution productivity. In making these assessments we have considered, for applicable contracts, the individual status
of legal proceedings, including arbitration and litigation.
Group revenue arises from providing professional services to our customers whereby we deliver surveying and
geospatial services within Veris Australia and project-based technology solutions within Aqura Technologies to customers
in a range of industries. These are to be predominately recognised over time with reference to inputs on satisfaction
of the performance obligations. The services that have been determined to be one performance obligation are highly
inter-related and fulfilled over time, therefore revenue continues to be recognised over time. Incentives, variations and
claims exist which are subject to the same higher threshold criteria of only recognising revenue to the extent it is highly
probable that a significant reversal of revenue will not happen.
Recognition of deferred tax assets
The Group recognises a deferred tax asset relating to tax losses incurred and timing differences, as detailed in Note 15.
The recoverability of this deferred tax asset is dependent on the generation of sufficient taxable income to utilise those
deferred tax assets. Management judgements and estimates are required in the assessment of this recoverability,
including forecasting sufficient future taxable income.
54 Notes to the Consolidated Financial Statements
7. FINANCIAL INSTRUMENTS
The fair values and carrying amounts of various financial instruments recognised at reporting date are noted below:
Lease liabilities
Cash advance facility
2021
Carrying
Amount
$000
Fair
Values
$000
2020
Carrying
Amount
$000
Fair
Values
$000
(27,703)
(27,703)
(22,635)
(22,635)
(4,700)
(4,700)
(6,948)
(6,948)
The carrying amounts of the financial instruments are a reasonable approximation of their fair values, on account of their
short maturity cycle.
The Board of Directors has overall responsibility for the establishment and oversight of the risk management framework.
The Board has established an Audit & Risk Committee, which is responsible for overseeing how management monitors
risk and reviewing the adequacy of the risk management framework in relation to the risks faced by the Group. The
Committee reports regularly to the Board of Directors on its activities. Risk management policies are established
to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks
and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market
conditions and the Group’s activities. The Group, through their training and management standards and procedures,
aim to develop a disciplined and constructive control environment in which all employees understand their roles and
obligations.
Risk Management Strategies
The Group is primarily exposed to (i) credit risks; (ii) liquidity risks; and (iii) interest rate risks. The nature and extent of risk
exposure, and the Group’s risk management strategies are noted below.
Expected credit loss
Expected credit loss is the risk of financial loss to the Group if a customer or counterparty to a financial instrument
fails to meet its contractual obligations, and arises principally from the Group’s receivables and contract assets from
customers. Expected credit loss is kept continually under review and managed to reduce the incidence of material
losses being incurred by the non-receipt of monies due.
Expected credit loss is managed through monitoring and follow-up of accounts receivable on a regular basis, and follow
up on overdue customer balances. Bad debts are written off in the year in which they are identified. Specific provisions
are made against identified doubtful debts. There has been no change in the above policy since the prior year.
The Group’s maximum exposure to credit loss is:
Cash and cash equivalents
Trade and other receivables
Contract assets
2021
$000
4,654
2020
$000
1,939
13,930
5,472
13,178
5,836
24,056
20,953
The Group does not hold collateral against the credit loss, however, management considers the credit loss risk to be low
on account of the risk management policy noted above. The trading terms generally offer 30 days credit from the date of
invoice. As of the reporting date, none of the receivables have been subject to renegotiated terms.
Veris Limited Annual Report 2021 Notes to the Consolidated Financial Statements
55
7. FINANCIAL INSTRUMENTS (CONTINUED)
The ageing analysis of past due trade and other receivables at reporting date are:
Current (not past due)
Past due 1 – 30 days
Past due 31 – 60 days
Past due 61 – 90 days
Past due 90 days
Provision for impairment
Total
2021
$000
10,653
3,076
565
143
208
2020
$000
8,879
3,227
1,178
210
309
(715)
(625)
13,930 13,178
The Group is also subject to credit loss arising from the failure of financial institutions that hold the entity’s cash and cash
equivalents. However, management considers this risk to be negligible.
The Group’s maximum exposure to credit loss for cash, trade and other receivables and contract assets at the reporting
date was $24,056,000 (2020: $20,953,000) for Australia. The allowance for impairment for trade and other receivables for
2021 amounted to $715,000 (2020: $625,000). Based on historic default rates and specific identified doubtful debts, the
Group believes that no impairment allowance is necessary in respect of trade receivables not past due or past due by up
to 30 days.
The movement in the allowance for impairment in respect of trade receivables during the year was as follows:
Balance 1 July under AASB 9
Impairment loss reversed
Impairment loss provided
Total
2021
$000
625
-
2020
$000
820
(444)
90
249
715
625
Liquidity risks
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s
approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its
liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage
to the Group’s reputation. Liquidity risk is constantly monitored and managed through forecasting short term operating
cash requirements and the committed cash outflows on financial liabilities.
The table below details the contractual maturities of financial liabilities, including estimated interest payments and
excluding the impact of netting agreements.
The following are the contractual maturities of financial liabilities including interest:
2021
Non-derivative
financial liabilities
Lease liabilities
Trade and other
payables
Carrying
Amount
$000
Contractual
Cash Flows
$000
6 Months
or less
$000
27,703
12,582
30,809
12,582
3,782
12,582
6 – 12
Months
$000
3,783
-
1 – 2
Years
$000
7,565
-
2 – 5
Years
$000
14,613
-
>5
Years
$000
1,066
-
Cash advance facility
4,700 4,700 4,700 -
44,985 48,091 21,064 3,783 7,565 14,613 1,066
56 Notes to the Consolidated Financial Statements
7. FINANCIAL INSTRUMENTS (CONTINUED)
2020
Non-derivative
financial liabilities
Lease liabilities
Trade and other
payables
Carrying
Amount
$000
Contractual
Cash Flows
$000
6 Months
or less
$000
22,635
13,835
24,914
13,835
3,621
13,835
6 – 12
Months
$000
3,599
-
1 – 2
Years
$000
7,177
-
2 – 5
Years
$000
9,367
-
>5
Years
$000
1,150
-
Cash advance facility
6,948 6,948 6,948 -
-
-
-
43,418 45,697 24,404 3,599 7,177 9,367 1,150
It is not expected that the cash flows included in the maturity analysis could occur significantly earlier, or at significantly
different amounts.
The cash advance facility forms part of the Group’s facilities held with CBA due to conclude on 30 September 2021. The
Group has commenced negotiations with CBA to extend the maturity of the maturity of the Facilities. On 25 August
2021, CBA confirmed that credit approved terms have been agreed and approved, subject to execution of standard loan
documentation extending the tenure for a period of up to 5 years.
Market risk
Market risk is the risk that changes in market prices, such as interest rates and equity prices will affect the Group’s
income. The objective of market risk management is to manage and control market risk exposures within acceptable
parameters, while optimising the return.
Interest rate risk
Interest rate risk is the risk that the fair values and cash-flows of the Group’s financial instruments will be affected by
changes in the market interest rates.
The Group’s cash and cash equivalents, and loans and borrowings are exposed to interest rate risks. The average nominal
interest rate is 2.83% for loans and borrowings (2020: 2.9%) detailed in note 18. Interest sensitivity is calculated for a
1% change below:
Consolidated Group
Cash and cash equivalents
Lease liabilities
Bank borrowings
2021
+1%
$000
47
277
-1%
$000
2020
+1%
$000
-1%
$000
(47)
19
(277)
227
(19)
(227)
47
(47)
69
(69)
371
(371)
315
(315)
Capital Management
The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to
sustain future development of the business. The Board of Directors has not implemented a formal capital management
policy or a dividend policy.
There were no changes in the Group’s approach to capital management during the year. The Group is not subject to
externally imposed capital requirements. Capital comprises share capital and retained earnings / accumulated losses.
Currency risk
The Group receivables are all denominated in Australian dollars and accordingly no currency risk exists.
Veris Limited Annual Report 2021
Notes to the Consolidated Financial Statements
57
8. CONTINGENT LIABILITIES
A contingent liability is a possible obligation arising from past events and whose existence will be confirmed only by
occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group. A
contingent liability may also be a present obligation arising from past events but is not recognised on the basis that an
outflow of economic resources to settle the obligation is not viewed as probable, or an amount of the obligation cannot
be reliably measured. When the Group has a present obligation, and an outflow of economic resources is assessed as
probable and the Group can reliably measure the obligation, a provision is recognised.
As a result of operations the Group may receive contractual claims from clients or end users seeking compensation or
litigation. The Group maintains professional indemnity insurance or other contractual arrangements that would severally
apply to such claims. At 30 June 2021 no individually significant matters exist where the Group estimates a more than
remote likelihood of economic outflow.
WORKING CAPITAL
9. TRADE AND OTHER RECEIVABLES
Trade receivables
JobKeeper receivable
2021
$000
13,930
2020
$000
11,663
-
1,515
13,930 13,178
The Group’s exposure to credit and currency risk is disclosed in note 7. Payment terms are typically 30 days.
10. TRADE AND OTHER PAYABLES
Trade and other payables
2021
$000
2020
$000
12,582 13,835
12,582 13,835
The Group’s exposure to liquidity risk related to trade and other payables is disclosed in note 7.
CAPITAL EMPLOYED
11. EMPLOYEE BENEFITS
Current
Annual leave
Long service leave
Superannuation
Other employee provisions
Non-current
Long service leave
2021
$000
4,454
2,477
665
2020
$000
3,980
2,612
1,424
170
173
7,766
8,189
1,258
1,027
1,258
1,027
58 Notes to the Consolidated Financial Statements
12. PROPERTY, PLANT AND EQUIPMENT
Leasehold Improvements at cost
Less: accumulated depreciation
Carrying value of leasehold improvements
Plant and equipment at cost
Less: accumulated depreciation
Carrying value of plant and equipment (i)
Motor vehicles at cost
Less: accumulated depreciation
Carrying value of motor vehicles (ii)
Property at cost
Less: accumulated depreciation
Carrying value of property
2021
$000
1,150
2020
$000
1,132
(835)
(648)
315 484
30,997
23,727
(20,216)
(17,048)
10,781 6,679
7,880
7,111
(4,739)
(3,274)
3,141 3,837
22,714
17,789
(6,450)
(3,189)
16,264 14,600
Total written down value
30,501 25,600
(i) Carrying value of plant and equipment comprises of $5,823,000 (2020: $6,493,000) owned plant and equipment and
$4,958,000 (2020: $186,000) right-of-use assets.
(ii) Carrying value of motor vehicles comprises of $1,246,000 (2020: $1,724,000) owned plant and equipment and
$1,895,000 (2020: $2,113,000) right-of-use assets.
Reconciliations of the carrying amounts of each class of plant and equipment at the beginning and end of the current
financial year are set out below.
2021
Carrying amount at 1 July 2020
Additions at cost
Disposals at carrying value
Depreciation
Leasehold
Improvements
$000
Plant &
Equipment
$000
Motor
Vehicles
$000
484
18
-
(187)
6,493
1,629
(6)
(1,867)
1,724
29
(14)
(493)
Total
$000
8,701
1,676
(20)
(2,547)
Transfers to intangible assets
-
(426)
-
(426)
Carrying amount at 30 June 2021
315 5,823
1,246 7,384
Right-of-use assets
Carrying amount at 1 July 2020
Additions at cost
Property
$000
14,600
6,872
Plant &
Equipment
$000
186
6,074
Motor
Vehicles
$000
2,113
754
Total
$000
16,899
13,700
Disposals at carrying value
(1,897)
-
-
(1,897)
Depreciation
(3,311)
(1,302)
(972)
(5,585)
Carrying amount at 30 June 2021
16,264 4,958 1,895 23,117
Veris Limited Annual Report 2021
Notes to the Consolidated Financial Statements
59
12. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
2020
Carrying amount at 1 July 2019
Additions at cost
Disposals at carrying value
Depreciation
Leasehold
Improvements
$000
Plant &
Equipment
$000
Motor
Vehicles
$000
1,042
37
(337)
9,400
3,148
(187)
3,109
63
(640)
Total
$000
13,551
3,248
(1,164)
(258)
(5,868)
(808)
(6,934)
Carrying amount at 30 June 2020
484
6,493
1,724 8,701
Right-of-use assets
Carrying amount at 1 July 2019
Additions at cost
Depreciation
Property
$000
17,379
494
Plant &
Equipment
$000
Motor
Vehicles
$000
292
-
2,121
1,186
Total
$000
19,792
1,680
(3,273)
(106)
(1,194)
(4,573)
Carrying amount at 30 June 2020 (note 28)
14,600
186 2,113 16,899
Impairment Loss
The Group assesses whether there are indicators that property, plant and equipment may be impaired at each reporting
date. There were no impairment indicators present in 2021 (2020: $2,100,000 impairment expense) relating to property,
plant and equipment.
13. INTANGIBLE ASSETS
Carrying value 1 July 2020
Additions
Transfer from PPE
Amortisation
Development
Costs
$000
-
639
426
(68)
Total
$000
-
639
426
(68)
Carrying amount at 30 June 2021
997
997
Impairment Loss
The Company assesses whether there are indicators that assets, or groups of assets, may be impaired at each reporting
date. There were no indicators present in 2021.
60 Notes to the Consolidated Financial Statements
14. INCOME TAX
Current tax - Australia
Deferred tax
Adjustment for prior periods
Adjustment - other
2021
$000
-
(401)
(23)
-
2020
$000
-
(5,590)
(264)
(668)
Non-recognition of current year deferred taxes
Income tax expense / (benefit) reported in income statement
424
11,018
-
4,496
The prima facie tax on the result from ordinary activities before income tax is reconciled to the income tax as follows:
Reconciliation of effective tax rate
(Loss) / Profit before income tax – continuing operations
Income tax at 30% (2020: 30%)
Add (less) tax effect of:
Other non-allowable / assessable items
Research and development offset
Adjustment for prior periods
Adjustment - other
2021
$000
(1,380)
(414)
13
-
(23)
-
2020
$000
(18,623)
(5,587)
1,635
-
(264)
(1)
Non-recognition of current year deferred taxes
Income tax expense / (benefit) – continuing operations
424 8,804
-
4,587
(Loss) / Profit before income tax – discontinued operations
Income tax at 30% (2020: 30%)
Add (less) tax effect of:
Other non-allowable / assessable items
Adjustment for prior periods
Adjustments – disposal of Elton
Non-recognition of current year deferred taxes
-
-
-
-
-
-
(3,375)
(1,012)
(626)
-
(667)
2,214
Income tax expense / (benefit) – discontinued operations
(91)
Veris Limited Annual Report 2021
Notes to the Consolidated Financial Statements
61
15. DEFERRED TAX ASSETS / LIABILITIES
Deferred tax
Contract assets
Plant & Equipment
Right of use asset
Right of use liability
Operating lease receivable
Employee Benefits
Provisions
Intangibles
Carried forward tax losses
available
Carried forward R&D tax offset
available
Other
Total
Assets
2021
$000
2020
$000
-
-
-
-
-
2,710
1,246
-
5,213
-
-
-
-
-
2,748
1,451
-
4,834
8,452
8,452
Liabilities
Net
2021
$000
(1,774)
(549)
(6,243)
6,822
(152)
-
-
-
-
-
2020
$000
(1,751)
(9)
(5,070)
5,284
-
-
-
-
-
-
2021
$000
(1,774)
(549)
(6,243)
6,822
(152)
2,710
1,246
-
5,213
2020
$000
(1,751)
(9)
(5,070)
5,284
-
2,748
1,451
-
4,834
8,452
8,452
103 74 152 (560)
255 (486)
17,724 17,559 (1,744)
(2,106)
15,980 15,453
Less: derecognised*
(11,499)
(10,972)
-
-
(11,499)
(10,972)
Tax assets / (liabilities)
6,225 6,587 (1,744)
(2,106)
4,481 4,481
Movement in deferred tax balances
Opening balance
Prior year adjustments
Other adjustments
Charge to profit or loss – continuing operations
Charge to profit or loss – discontinued operations
Derecognised*
Closing deferred tax asset
2021
$000
4,481
23
102
401
-
2020
$000
8,913
264
688
3,951
1,637
(526)
(10,972)
4,481
4,481
* Veris Limited tax consolidated Group has carried forward tax losses available as at 30 June 2021. Management have
performed a review based on current management forecasts and determined that it is no longer probable that future
taxable profit over the forecast period will be sufficient to utilise all carried forward tax losses. This does not impact
the future availability of such non-recognised tax losses which at the 30 June 2021 year end were $11,499,000 (2020:
$10,972,000). Management will continue to reassess the recoverability of deferred tax assets at future reporting dates.
62 Notes to the Consolidated Financial Statements
NET DEBT
16. CASH AND CASH EQUIVALENTS
Cash at bank and in hand
2021
$000
4,654
2020
$000
1,939
Cash and cash equivalents in the statement of cash flows
4,654 1,939
The Group’s exposure to interest rate risk and a sensitivity analysis for the financial assets and liabilities disclosed in note 7.
17. RECONCILIATION OF CASH FLOW FROM OPERATIONS WITH PROFIT AFTER INCOME TAX
Cash flows from operating activities
Profit / (loss) after income tax
Non-cash flows in profit:
Depreciation (Note 12)
Amortisation of intangible assets (Note 13)
Impairment of intangible assets
Profit on sale of fixed assets
Loss on sale of Elton Consulting
Other
Share based payment
Income tax expense / (benefit) from all operations
Change in trade and other receivables
Change in other assets
Change in contract assets
Change in trade payables
Change in provisions and employee benefits
Change in provisions – AASB 16
2021
$000
2020
$000
(1,380)
(26,493)
8,132
68
-
-
-
73
112
11,544
2,665
3,133
(280)
3,636
574
421
-
4,496
7,005
(304)
(752)
1,595
364
(1,253)
(192)
(54)
9,426
(701)
821
(3,924)
(141)
726
Net cash from operating activities
6,713
5,903
Movements in borrowings
Opening balance 1 July 2020
Movements:
Proceeds from borrowings
Repayments of borrowings and lease liabilities
Repayments of lease liabilities
Additional AASB 16 borrowings
Closing balance 30 June 2021
$000
29,583
-
(2,248)
(7,011)
12,079
32,403
Veris Limited Annual Report 2021
Notes to the Consolidated Financial Statements
63
18. LOANS AND BORROWINGS
Current liabilities
Lease liabilities
Cash advance facility
Non-current liabilities
Lease liabilities
Cash advance facility
Total loans and borrowings
2021
$000
7,565
2020
$000
6,271
4,700 6,948
12,265 13,219
20,138
16,364
-
-
20,138 16,364
32,403 29,583
TERMS AND DEBT REPAYMENT SCHEDULE
Terms and conditions of outstanding loans were as follows:
Lease liabilities
Cash advance facility
Nominal
interest rate%
Year of
maturity
2.84 – 5.50
2021 – 2031
2021
$000
Carrying
Amount
27,703
2020
$000
Carrying
Amount
22,635
2.83
2021
4,700 6,948
32,403 29,583
The weighted average incremental borrowing rate is applied to lease liabilities. The cash advance facility has a variable
interest rate. All loans and borrowings are denominated in Australian Dollars.
Facility
Available
2021
$000
Used
2021
$000
Cash advance facility (a)
4,700
(4,700)
Unused
2021
$000
-
Facility
Available
2020
$000
6,948
Used
2020
$000
(6,948)
Unused
2020
$000
-
Other (b)
6,450 (2,024)
4,426
7,450 (1,247)
6,203
Total financing facilities
11,150 (6,724)
4,426
14,398 (8,195)
6,203
a) The carrying amount of this facility was $4.7 million as at 30 June 2021 (2020: $6.9 million). The facility is repayable
in tranches. The loan contains covenants stating that at the end of each quarter the Group is to maintain EBITDA in line
with Bank agreed forecast.
b) Other facilities include a $4 million (2020: $4.5 million) bank overdraft, $2 million (2020: $2.5 million) contingent
instrument facility and $450,000 (2020: $450,000) credit card facility.
64 Notes to the Consolidated Financial Statements
18. LOANS AND BORROWINGS (CONTINUED)
Lease liabilities of the Group are payable as follows:
Future
minimum
lease
payments
2021
$000
8,586
21,158
Interest
2021
$000
(1,021)
(2,006)
Present
value of
minimum
lease
payments
Future
minimum
lease
payments
2021
$000
7,565
19,152
2020
$000
7,220
17,694
1,066 (80)
986
Interest
2020
$000
(949)
(1,330)
Present
value of
minimum
lease
payments
2020
$000
6,271
16,364
30,810 (3,107)
27,703
24,914
(2,279)
22,635
Less than 1 year
Between 1 & 5 years
After 5 years
Financing is arranged for major leasehold improvements, plant & equipment, and motor vehicle additions.
EQUITY
19. CAPITAL AND RESERVES
Share capital
Balance at the beginning of the year
Issued for cash (net of costs)
Conversion of Performance Rights
Issued as consideration for business
combinations
2021
$000
44,127
7,525
-
-
2020
$000
2021
No. of
Shares
2020
No. of
Shares
43,051
405,251,286
370,014,589
-
-
134
112,849,987
230,428
-
-
1,183,240
2,456,141
Deferred consideration
-
942
-
31,597,316
Balance at the end of the year
51,652
44,127
518,331,701
405,251,286
Issues of ordinary shares
On 27 November 2020, 230,428 ordinary shares were issued for $nil consideration on vesting of Performance Rights
to a key executive under the Veris FY20 Employee Incentive Scheme.
In February 2021, the company announced a share placement to raise $7.5 million through the issue of ordinary share
capital.
On 4 March 2021, 100,792,857 ordinary shares were issued at a price of $0.07 per share.
On 27 April 2021, 5,771,416 ordinary shares were issued at a price of $0.07 per share.
On 6 May 2021, 5,857,143 ordinary shares were issued at a price of $0.07 per share.
On 20 May 2021, 428,571 ordinary shares were issued at a price of $0.07 per share.
Veris Limited Annual Report 2021
Notes to the Consolidated Financial Statements
65
19. CAPITAL AND RESERVES (CONTINUED)
The Group does not have authorised capital or par value in respect of its issued shares.
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one
vote per share at meetings of the Group. All shares rank equally with regard to the Group’s residual assets.
Reserves
2021
2020
2021
2020
$000
Share Based
Payments
$000
Share Based
Payments
Balance at the beginning of the year
2,528
2,949
Profit/ (loss) for the year
Dividends paid
-
-
-
-
$000
Retained
Earnings/
(Accumulated
Losses)
$000
Retained
Earnings
(Accumulated
Losses)
(45,399)
(1,380)
-
(18,906)
(26,493)
-
Share based payment transactions
111
(421)
-
-
Balance at the end of the year
2,639
2,528
(46,779)
(45,399)
The retained earnings reserve represents profits of entities within the Group. Such profits are available to enable
payment of franked dividends in future years. No dividends were distributed during the year (2020: $nil).
20. DIVIDENDS
There were no dividends paid or declared by the Company during the financial year, (2020: $nil).
Franking Credit Balance
The amount of franking credits available for the subsequent financial year are:
2021
$
2020
$
Franking account balance as at the end of financial year at 30% (2020: 30%)
5,535,898
5,535,898
Franking Credit Balance
The ability to utilise the franking credits is dependent upon there being sufficient available profits to declare dividends.
The above available amounts are based on the balance of the dividend franking account at year-end adjusted for:
franking credits that will arise from the payment of the current tax liabilities;
franking debits that will arise from the payment of dividends recognised as a liability at the year-end;
franking credits that will arise from the receipt of dividends recognised as receivables by the tax consolidated group
at the year-end; and
franking credits that the entity may be prevented from distributing in subsequent years.
66 Notes to the Consolidated Financial Statements
21. SHARE-BASED PAYMENTS
(a) Share – Based Payment Arrangements
As at 30 June 2021, the Group had the following share-based payment arrangements.
(i) 2019 Performance Rights Plan
On 12 April 2019 the Group granted 2,419,949 Performance Rights to senior management which will vest subject to their
continued employment over a two-year period.
Number of
Performance Rights
Granted
Vesting Date (A)
Lapsed
Vested
Vesting Hurdle (B)
1,085,327
30 June 2021
86,187
999,140
2 Year Retention
(A) On vesting, Performance Rights will automatically convert to ordinary shares on a one for one basis. Performance
Rights that do not vest will lapse. An unvested Performance Right will lapse upon the earlier to occur of:
i. failure to satisfy the applicable vesting conditions;
ii. the holder purporting to transfer the Performance Right otherwise than with the consent of the Board or by force of
law;
iii. the employment of the holder ceasing, where such a condition was imposed on the grant of the Performance Right;
iv. in the opinion of the Board, the holder commits any fraudulent or dishonest act or is in breach of his or her
obligations to the Company or subsidiary;
v. the expiry date; or
vi. the seven year anniversary of the date of grant of the Performance Rights.
(B) Based on continued employment for two years to 30 June 2021.
(ii) 2020 Performance Rights Plan (CEO)
On 29 October 2019 the Group granted 1,000,000 Performance Rights to the CEO of Veris Australia on commencement
of his employment will vest subject to his continued employment over a two-year period and subject to achievement of
an increase in Veris Australia’s EBITDA margin by 40% or greater.
Number of
Performance Rights
Granted
Vesting Date (A)
Lapsed
Vested
Vesting Hurdle (B)
1,000,000
29 October 2021
-
-
2 Year Retention and
increase in EBITDA
margin by 40%
(A) On vesting, Performance Rights will automatically convert to ordinary shares on a one for one basis. Performance
Rights that do not vest will lapse. An unvested Performance Right will lapse upon the earlier to occur of:
i. failure to satisfy the applicable vesting conditions;
ii. the holder purporting to transfer the Performance Right otherwise than with the consent of the Board or by force of
law;
iii. the employment of the holder ceasing, where such a condition was imposed on the grant of the Performance Right;
iv. in the opinion of the Board, the holder commits any fraudulent or dishonest act or is in breach of his or her
obligations to the Company or subsidiary;
v. the expiry date; or
vi. the seven year anniversary of the date of grant of the Performance Rights.
(B) Based on continued employment for two years to 29 October 2021.
Veris Limited Annual Report 2021
Notes to the Consolidated Financial Statements
67
21. SHARE-BASED PAYMENTS (CONTINUED)
Key Management Personnel and Senior Management
On 5 August 2020 the Group granted 3,371,334 Performance Rights key management personnel and senior
management which will vest subject to their continued employment over a one-year period.
Number of
Performance Rights
Granted
Vesting Date (A)
Lapsed
Vested
Vesting Hurdle (B)
3,371,334
30 June 2021
-
-
1 Year Retention
(A) On vesting, Performance Rights will automatically convert to ordinary shares on a one for one basis. Performance
Rights that do not vest will lapse. An unvested Performance Right will lapse upon the earlier to occur of:
i. failure to satisfy the applicable vesting conditions;
ii. the holder purporting to transfer the Performance Right otherwise than with the consent of the Board or by force of law;
iii. the employment of the holder ceasing, where such a condition was imposed on the grant of the Performance Right;
iv. in the opinion of the Board, the holder commits any fraudulent or dishonest act or is in breach of his or her
obligations to the Company or subsidiary;
v. the expiry date; or
vi. the seven year anniversary of the date of grant of the Performance Rights.
(B) Based on continued employment for one year to 30 June 2021.
(b) Unvested Unlisted Performance Rights
1,000,000 Performance Rights issued in October 2019 to a member of the Key Management Personnel remain unvested
at 30 June 2021 (2020: 1,000,000).
22. RELATED PARTIES
Key management personnel compensation
The key management personnel compensation included in ‘employee benefits’ is as follows:
Short-term employee benefits
Post-employment benefits
Share-based payment
Termination benefit - Cash
Termination benefit – Share-based
2021
$
2020
$
1,368,005
1,488,267
91,667
22,697
72,358
100,658
46,903
162,247
4,263
-
1,558,990
1,798,075
During the year, the Company did not have or repay any loans from related parties (2020: $nil).
Individual directors and executive’s compensation disclosures
Information regarding individual directors and executive’s compensation and some equity instruments disclosures as
required by Corporations Regulations 2M.3.03 is provided in the remuneration report section of the directors’ report on
pages 31 to 39.
68 Notes to the Consolidated Financial Statements
23. AUDITOR’S REMUNERATION
Audit and review services
KPMG
Audit and review of financial reports
Other assurance services
GROUP STRUCTURE
24. SUBSIDIARIES
The following entities are consolidated:
2021
$
2020
$
295,000
80,000
250,000
-
375,000
250,000
Name of Entity
Country of
Ownership Interest
Incorporation
2021
%
2020
%
Parent Entity
Veris Limited
Controlled Entity
Veris Australia Pty Ltd
Aqura Technologies Pty Ltd
(previously named OTOC Australia Pty Ltd)
Emerson Stewart Pty Ltd
Whelans Australia Pty Ltd
Whelans International Pty Ltd
Bosco Jonson Pty Ltd
Geo-metric Surveying Pty Ltd
Linker Surveying Pty Ltd
Queensland Surveying Pty Ltd
Southern Hemisphere Investments Pty Ltd
A Perfect Day Elise Pty Ltd
TBBK Pty Ltd
Lawrence Group Pty Ltd
Lester Franks Survey & Geographic Pty Ltd
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
Veris Limited Annual Report 2021 Notes to the Consolidated Financial Statements
69
25. DEED OF CROSS GUARANTEE
Pursuant to ASIC Corporation (wholly owned companies) Instrument 2016/785, all the wholly owned subsidiaries of
Veris Limited are relieved from the Corporations Act 2001 requirements for preparation, audit and lodgement of financial
reports, and Directors’ report.
It is a condition of the Instrument that the Company and each of the subsidiaries (referenced in Note 24) enter into a
Deed of Cross Guarantee (“the Deed”). The effect of the Deed is that the Company guarantees to each creditor payment
in full of any debt in the event of winding up of any of the subsidiaries under certain provisions of the Corporations Act
2001. If a winding up occurs under other provisions of the Act, the Company will only be liable in the event that after six
months any creditor has not been paid in full. The subsidiaries have also given similar guarantees in the event that the
Company is wound up.
The consolidated statement of comprehensive income and consolidated statement of financial position, comprising the
Company and controlled entities which are a party to the Deed as at 30 June 2021, after eliminating all transactions
between parties to the Deed of Cross Guarantee, as of and for the year ended 30 June 2021 is the same as the
consolidated statement of comprehensive income and consolidated statement of financial position of the Group as of
and for the year ended 30 June 2021.
26. PARENT ENTITY DISCLOSURES
As at, and throughout, the financial year ended 30 June 2021 the parent company of the Group was Veris Limited.
Results for the Year
(Loss) / Profit for the year
Other comprehensive income
2021
$000
10,000
-
2020
$000
(23,344)
-
Total comprehensive profit / (loss) for the year
10,000
(23,344)
Financial position of parent entity at year end
Current assets
Total assets
Current liabilities
Total liabilities
Total equity of the parent entity comprising of:
Share capital
Accumulated loss & Reserves
Total equity
2021
$000
138
16,579
(5,782)
(9,067)
2020
$000
9,299
19,117
(7,259)
(17,974)
51,652
44,127
(44,140)
(42,984)
7,512
1,143
70 Notes to the Consolidated Financial Statements
27. BASIS OF PREPARATION
(a) Presentation Currency
These consolidated financial statements are presented in Australian dollars, which is the Company’s functional currency.
The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instruments
2016/191 dated 1 April 2016. All financial information presented in Australian dollars has been rounded to the nearest
thousand unless otherwise stated.
(b) Basis of measurement
The consolidated financial statements have been prepared on the historical cost basis except for the following material
items in the statement of financial position:
- financial instruments at fair value through profit or loss are measured at fair value.
The accounting policies set out below have been applied consistently to all periods presented in these consolidated
financial statements, and have been applied consistently by Group entities.
28. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) Basis of consolidation
(i) Business combinations
The Group accounts for business combinations using the acquisition method when control is transferred to the Group.
The consideration transferred in the acquisition is generally measured at fair value, as are the identifiable net assets
acquired. Any goodwill that arises is tested annually for impairment. Any gain on a bargain purchase is recognised in
profit or loss immediately. Transaction costs are expensed as incurred, except if related to the issue of debt or equity
securities.
The consideration transferred does not include amounts related to the settlement of pre-existing relationships. Such
amounts are generally recognised in profit or loss.
Any contingent consideration payable is measured at fair value at the acquisition date. If the contingent consideration
is classified as equity, then it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent
changes in the fair value of the contingent consideration are recognised in profit or loss.
If share-based payment awards (replacement awards) are required to be exchanged for awards held by the acquiree’s
employees (acquiree’s awards), then all or a portion of the amount of the acquirer’s replacement awards is included in
measuring the consideration transferred in the business combination. This determination is based on the market-based
measure of the replacement awards compared with the market-based measure of the acquiree’s awards and the extent
to which the replacement awards relate to pre-combination service.
(ii) Subsidiaries
Subsidiaries are entities controlled by the Group. The Group controls an entity when it 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 over the
entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date on
which control commences until the date on which control ceases.
(iii) Transactions eliminated on consolidation
Intra-group balances, and any unrealised income and expenses arising from intra-group transactions, are eliminated in
preparing the consolidated financial statements.
Veris Limited Annual Report 2021 Notes to the Consolidated Financial Statements
71
28. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(b) Financial instruments
(i) Non-derivative financial assets
The Group initially recognises loans and receivables and deposits on the date that they are originated. All other financial
assets (including assets designated at fair value through profit or loss) are recognised initially on the trade date at which
the Group becomes a party to the contractual provisions of the instrument.
The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or it
transfers the rights to receive the contractual cash flows on the financial asset in a transaction in which substantially all
the risks and rewards of ownership of the financial asset are transferred. Any interest in transferred financial assets that
is created or retained by the Group is recognised as a separate asset or liability.
Financial assets and liabilities are offset and the net amount presented in the statement of financial position when, and
only when, the Group has a legal right to offset the amounts and intends either to settle on a net basis or to realise the
asset and settle the liability simultaneously.
The Group has the following non-derivative financial assets: cash, trade receivables and contract assets.
Trade receivables
Trade receivables are financial assets with fixed or determinable payments that are not quoted in an active market.
Such assets are recognised initially at fair value plus any directly attributable transaction costs. Subsequent to initial
recognition loans and receivables are measured at amortised cost using the effective interest method, less any
impairment losses.
Expected credit loss
From 1 July 2019, the Group assesses on a forward looking basis the expected credit losses associated with its financial
assets measured at amortised cost, contract assets and debt instruments at Fair Value through Other Comprehensive
Income (FVOCI) but not to investments in equity instruments. The Group applies the simplified approach permitted by
AASB 9, which requires expected lifetime losses to be recognised from initial recognition of the receivables.
Cash and cash equivalents
Cash and cash equivalents comprise cash balances and call deposits with original maturities of three months or less.
Bank overdrafts that are repayable on demand and form an integral part of the Group’s cash management are included as
a component of cash and cash equivalents for the purpose of the statement of cash flows.
(ii) Non-derivative financial liabilities
The Group initially recognises financial liabilities (including liabilities designated at fair value through profit or loss) on the
trade date at which the Group becomes a party to the contractual provisions of the instrument. The Group derecognises
a financial liability when its contractual obligations are discharged or cancelled or expired. Financial assets and liabilities
are offset and the net amount presented in the statement of financial position when, and only when, the Group has a
legal right to offset the amounts and intends either to settle on a net basis or to realise the asset and settle the liability
simultaneously.
The Group has the following non-derivative financial liabilities: loans and borrowings, bank overdrafts, and trade and other
payables.
Such financial liabilities are recognised initially at fair value plus any directly attributable transaction costs. Subsequent to
initial recognition these financial liabilities are measured at amortised cost using the effective interest rate method for all
others.
(iii) Share capital
Ordinary shares
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share
options are recognised as a deduction from equity, net of any tax effects. Dividends on ordinary shares are recognised
as a liability in the period in which they are declared.
72 Notes to the Consolidated Financial Statements
28. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Property, plant and equipment
(c)
(i) Recognition and measurement
Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated
impairment losses.
Cost includes expenditure that is directly attributable to the acquisition of the asset. Purchased software that is integral
to the functionality of the related equipment is capitalised as part of that equipment. When parts of an item of property,
plant and equipment have different useful lives, they are accounted for as separate items (major components) of
property, plant and equipment.
Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds
from disposal with the carrying amount of property, plant and equipment and are recognised in profit or loss.
(ii) Subsequent costs
The cost of replacing part of an item of property, plant and equipment is recognised in the carrying amount of the item
if it is probable that the future economic benefits embodied within the part will flow to the Group and its cost can be
measured reliably. The carrying amount of the replaced part is derecognised. The costs of the day-to-day servicing of
property, plant and equipment are recognised in profit or loss as incurred.
(iii) Depreciation
Depreciation is recognised in profit or loss on either a straight-line or diminishing value basis over the estimated useful
lives of each part of an item of property, plant and equipment. Items of property, plant and equipment are depreciated
from the date that they are installed and are ready for use.
The depreciation rates for the current and comparative periods are as follows:
Plant and equipment
Motor vehicles
Leasehold Improvements
Property
14-33%
14-33%
20%
8-20%
Depreciation methods, useful lives and residual values are reviewed at each reporting date.
(d)
Intangible assets
Intangible assets with finite lives are amortised over the useful life and assessed for impairment at least twice a year
or whenever there is an indication that the intangible asset may be impaired. The amortisation period and amortisation
method are reviewed at least each financial year end. Changes in the expected useful life or flow of economic benefits
intrinsic in the asset are an accounting estimate. The amortisation charge on intangible assets with finite lives is
recognised in the statement of profit or loss and other comprehensive income.
The amortisation rate for the current period is 33%.
(i) Development costs
Research costs are expensed as incurred. Costs incurred on development projects are recognised as intangible assets
when it is probable that the project will, after considering its commercial and technical feasibility, be completed and
generate future economic benefits and its costs can be reliably measured. Expenditure capitalised comprises all directly
attributable costs including costs of materials, services and direct labour. Other development expenditure that do not
meet these criteria are recognised as an expense as incurred. Amortisation is calculated using the straight-line method
to allocate the cost of intangible over its estimated useful life (1-5 years) commencing when the intangible is available for
use. The carrying value of an intangible asset arising from development expenditure is tested for impairment when an
indication of impairment arises during the period.
(ii) Subsequent expenditure
Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific
asset to which it relates.
Veris Limited Annual Report 2021 Notes to the Consolidated Financial Statements
73
28. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(e)
Impairment
(i) Non-financial assets
The carrying amounts of the Group’s non-financial assets, other than deferred tax assets, are reviewed at each
reporting date to determine whether there is any indication of impairment. If any such indication exists then the asset’s
recoverable amount is estimated.
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs
to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.
For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates
cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets
(the “cash-generating unit”). The goodwill acquired in a business combination, for the purpose of impairment testing, is
allocated to cash-generating units that are expected to benefit from the synergies of the combination.
An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its recoverable
amount. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of cash-generating
units are allocated first to reduce the carrying amount of any goodwill allocated to the units and then to reduce the
carrying amount of the other assets in the unit (group of units) on a pro rata basis.
Any impairment loss on a disposal group first is allocated to goodwill, and then to remaining assets and liabilities on a
pro rata basis, except that no loss is allocated to inventories, financial assets, deferred tax assets and employee benefit
assets, which continue to be measured in accordance with the Group’s accounting policies. Impairment losses on initial
classification as held for sale and subsequent gains of losses on re-measurement are recognised in profit or loss. Gains
are not recognised in excess of any cumulative impairment loss.
Once classified as held for sale, intangible assets and property, plant and equipment are no longer amortised or
depreciated.
(f) Employee benefits
(i) Other long-term employee benefits
The Group’s net obligation in respect of long-term employee benefits is the amount of future benefit that employees
have earned in return for their service in the current and prior periods plus related on-costs. That benefit is discounted to
determine its present value.
(ii) Short-term benefits
Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related
service is provided.
A liability is recognised for the amount expected to be paid under short-term cash bonus or profit-sharing plans if the
Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the
employee and the obligation can be estimated reliably.
(iii) Share-based payment transactions
The grant date fair value of rights granted to employees is recognised as an employee expense, with a corresponding
increase in equity, over the period that the employees become unconditionally entitled to the options. The amount
recognised as an expense is adjusted to reflect the actual number of performance rights for which the related service
and non-market vesting conditions are met.
Provisions
(g)
A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation that can
be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation.
Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market
assessments of the time value of money and the risks specific to the liability.
74 Notes to the Consolidated Financial Statements
28. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(h) Revenue
Revenue from the rendering of a service is recognised upon the delivery of the service to the customers. Construction
contract revenue is recognised in profit or loss in proportion to the stage of completion of the transaction at the reporting
date. The stage of completion is assessed by reference to surveys of work performed.
Contract revenue includes the initial amount agreed in the contract plus any variations in contract work, claims and
incentive payments, to the extent that it is probable that they will result in revenue and can be measured reliably. As
soon as the outcome of a contract can be estimated reliably, contract revenue is recognised in profit or loss in proportion
to the stage of completion of the contract. Contract expenses are recognised as incurred unless they create an asset
related to future contract activity.
(i) Contract assets
Contract assets represents the gross unbilled amount expected from customers for contract work performed to date.
It is measured at cost plus profit recognised to date less progress billings and recognised losses. Cost includes all
expenditure related directly to specific projects and an allocation of fixed and variable overheads incurred in the Group’s
contract activities based on normal operating capacity.
Contract liabilities (income received in advance) represents billings in advance of work completed.
(j) Finance income and expense
Finance income comprises interest income on funds invested. Interest income is recognised as it accrues in profit or
loss, using the effective interest method. Finance expenses comprise interest expense on borrowings. Borrowing costs
that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognised in
profit and loss using the effective interest method.
(k) Income tax
Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit or loss except to
the extent that it relates to items recognised directly in equity, in which case it is recognised in equity. Current tax is
the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the
reporting date, and any adjustment to tax payable in respect of previous years. Additional income taxes that arise from
the distribution of dividends are recognised at the same time as the liability to pay the related dividend is recognised.
Deferred tax is recognised using the balance sheet method, providing for temporary differences between the carrying
amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The
recoverability of this deferred tax asset is dependent on the generation of sufficient taxable income to utilise those
tax losses. Management judgements and estimates are required in the assessment of this recoverability, including
forecasting sufficient future taxable income. Deferred tax is not recognised for the following temporary differences:
the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither
accounting nor taxable profit or loss, and differences relating to investments in subsidiaries and jointly controlled entities
to the extent that it is probable that they will not reverse in the foreseeable future. In addition, deferred tax is not
recognised for taxable temporary differences arising on the initial recognition of goodwill. Deferred tax is measured at
the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that
have been enacted or substantively enacted by the reporting date.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and
assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax
entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be
realised simultaneously.
A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against
which the temporary difference can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced
to the extent that it is no longer probable that the related tax benefit will be realised.
Veris Limited Annual Report 2021 Notes to the Consolidated Financial Statements
75
28. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(k) Income tax (continued)
(i) Tax consolidation
The Group and its wholly-owned entities are part of a tax-consolidated group. As a consequence, all members of the tax-
consolidated group are taxed as a single entity from that date. The head entity within the tax-consolidated group is Veris
Limited.
The Group recognises deferred tax assets arising from unused tax losses of the tax-consolidated group to the extent that
it is probable that future taxable profits of the tax-consolidated group will be available.
against which the asset can be utilised. Any subsequent period adjustments to deferred tax assets arising from unused
tax losses as a result of revised assessments of the probability of recoverability is recognised by the head entity only.
(ii) Nature of tax funding arrangements and tax sharing arrangements
The head entity, in conjunction with other members of the tax-consolidated group, has entered into a tax funding
arrangement which sets out the funding obligations of members of the tax-consolidated group in respect of tax
amounts. The head entity in conjunction with other members of the tax-consolidated group has also entered into a tax
sharing agreement. The tax sharing agreement provides for the determination of the allocation of income tax liabilities
between the entities should the head entity default on its tax payment obligations. No amounts have been recognised
in the financial statements in respect of this agreement as payment of any amounts under the tax sharing agreement is
considered remote.
(iii) Goods and services tax
Revenue, expenses and assets are recognised net of the amount of goods and services tax (GST), except where the
amount of GST incurred is not recoverable from the taxation authority. In these circumstances, the GST is recognised as
part of the cost of acquisition of the asset or as part of the expense.
Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from,
or payable to, the ATO is included as a current asset or liability in the balance sheet. Cash flows are included in the
statement of cash flows on a gross basis. The GST components of cash flows arising from investing and financing
activities which are recoverable from, or payable to, the ATO are classified as operating cash flows.
(l) Earnings per share
The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by
dividing the profit or loss attributable to ordinary shareholders of the Group by the weighted average number of ordinary
shares outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary
shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential
ordinary shares, which comprise performance rights granted to employees.
(m) Segment reporting
The Group determines and presents operating segments based on the information that internally is provided to the
CEO’s, who are the Group’s chief operating decision makers.
An operating segment is a component of the Group that engages in business activities from which it may earn
revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Group’s other
components. All operating segments’ operating results are regularly reviewed by the Group’s Managing Director to make
decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial
information is available.
Segment results that are reported to the CEO include items directly attributable to a segment as well as those that
can be allocated on a reasonable basis. Unallocated items comprise mainly corporate assets (primarily the Group’s
headquarters), head office expenses, and income tax assets and liabilities.
76 Notes to the Consolidated Financial Statements
28. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(n) Government grants
Government grants are not recognised until there is reasonable assurance that the Group will comply with the
conditions attaching to them and that the grants will be received. As a result of the ongoing COVID-19 pandemic, the
Group received government assistance in the form of wage subsidies under the Australian JobKeeper program.
Government grants are recognised in the statement of profit and loss on a systematic basis over the periods in which
the Group recognises as expenses the related costs for which the grants are intended to compensate. The government
grants received were offset against employee expenses.
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 the statement of profit or
loss in the period in which they become receivable.
(o) Inventory
Cost of purchased inventory are determined after deducting rebates and discounts received or receivable.
Stock on hand is stated at the lower of cost and net realisable value. Cost comprises of purchase and delivery costs, net
of rebates and discounts received or receivable. Costs are assigned on a first-in, first-out basis.
Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of
completion and the estimated costs necessary to make the sale.
(p) Prior year comparatives
Certain comparative information has been re-presented so it is in conformity with the current year classification.
29. NEW STANDARDS AND INTERPRETATIONS NOT YET EFFECTIVE
Veris has adopted all of the new and revised Accounting Standards and Interpretations issued by the AASB that are
relevant to the operations of Veris and effective for reporting periods beginning on or after 1 July 2021, including:
- COVID-19-Related Rent Concessions (Amendment to IFRS16).
The following amended standards and interpretations have not yet been assessed by the Group but are not expected to
have a significant impact on the Group’s consolidated financial statements:
-
Interest Rate Benchmark Reform – Phase 2 (Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, and IFRS 16)
- Property, Plant and Equipment: Proceeds before Intended Use (Amendments to IAS 16)
- Annual Improvements to IFRS Standards 2018-2020
- Reference to the Conceptual Framework (Amendments to IFRS 3).
Veris Limited Annual Report 2021 Notes to the Consolidated Financial Statements
77
30. DETERMINATION OF FAIR VALUES
A number of the Group’s accounting policies and disclosures require the determination of fair value, for both financial
and non-financial assets and liabilities. Fair values have been determined for measurement and / or disclosure purposes
based on the methods set out below. Where applicable, further information about the assumptions made in determining
fair values is disclosed in the notes specific to that asset or liability.
(i) Property, plant and equipment
The fair value of property, plant and equipment recognised as a result of a business combination is based on market
values. The market value of property is the estimated amount for which a property could be exchanged on the date
of valuation between a willing buyer and a willing seller in an arm’s length transaction after proper marketing wherein
the parties had each acted knowledgeably, prudently and without compulsion. The market value of items of plant,
equipment, fixtures and fittings is based on the quoted market prices for similar items.
(ii) Trade and other receivables
The fair value of trade and other receivables is estimated as the present value of future cash flows, discounted at the
market rate of interest at the reporting date.
(iii) Share-based payment transactions
The fair value of employee stock options is measured using a binomial option pricing model. The fair value of share
performance rights is measured using the Monte Carlo formula.
Measurement inputs include share price on measurement date, exercise price of the instrument, expected volatility
(based on weighted average historic volatility adjusted for changes expected due to publicly available information),
weighted average expected life of the instruments (based on historical experience and general option holder behaviour),
expected dividends, and the risk-free interest rate (based on government bonds). Service and non-market performance
conditions attached to the transactions are not taken into account in determining fair value.
78
Directors’ Declaration
1.
In the opinion of the directors of Veris Limited (“the Company”):
(a) the consolidated financial statements and notes set out on pages 42 to 77 and the Remuneration report on
pages 31 to 39 in the Directors’ report, are in accordance with the Corporations Act 2001 including:
(i) giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its performance for the
financial year ended on that date; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; and
(b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become
due and payable.
2. There are reasonable grounds to believe that the Company and the group entities identified in note 25 will be able to
meet any obligations or liabilities to which they are or may become subject to by virtue of the Deed of Cross
Guarantee between the Company and those group entities pursuant to ASIC Class Order 2016/191.
3. The directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the chief
executive officer and the chief financial officer for the financial year ended 30 June 2021.
4. The directors draw attention to page 46 to the consolidated financial statements, which includes a statement of
compliance with International Financial Reporting Standards.
Signed in accordance with a resolution of the directors:
Karl Paganin
Chairman
Dated at Perth 30 August 2021
Veris Limited Annual Report 2021
79
Independent Auditor’s Report
To the shareholders of Veris Limited
Report on the audit of the Financial Report
Opinion
We have audited the Financial Report of
Veris Limited (the Company).
In our opinion, the accompanying Financial
Report of the Company is in accordance with
the Corporations Act 2001, including:
• Giving a true and fair view of the Group’s
financial position as at 30 June 2021 and
of its financial performance for the year
ended on that date; and
The Financial Report comprises:
• Consolidated statement of financial position as
at 30 June 2021;
• Consolidated statement of profit or loss and
other comprehensive income, Consolidated
statement of changes in equity, and
Consolidated statement of cash flows for the
year then ended;
• Notes including a summary of significant
• Complying with Australian Accounting
accounting policies; and
Standards and the Corporations
Regulations 2001.
• Directors’ Declaration.
The Group consists of the Company and the entities
it controlled at the year-end or from time to time
during the financial year.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Our responsibilities under those standards are further described in the Auditor’s responsibilities for
the audit of the Financial Report section of our report.
We are independent of the Group in accordance with the Corporations Act 2001 and the ethical
requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics
for Professional Accountants (including Independence Standards) (the Code) that are relevant to our
audit of the Financial Report in Australia. We have fulfilled our other ethical responsibilities in
accordance with the Code.
Key Audit Matters
The Key Audit Matters we identified are:
• Recognition of Revenue, Trade
Receivables and Contract Assets; and
• Going concern basis of accounting.
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.
KPMG, an Australian partnership and a member firm of the KPMG global organisation of independent member firms affiliated
with KPMG International Limited, a private English company limited by guarantee. All rights reserved. The KPMG name and
logo are trademarks used under license by the independent member firms of the KPMG global organisation. Liability limited by
a scheme approved under Professional Standards Legislation.
80
Recognition of Revenue, Trade Receivables and Contract Assets (Revenue $99.5m, Trade
Receivables $13.9m and Contract Assets $5.5m)
Refer to Notes 7 and 9 to the Financial Report
The key audit matter
How the matter was addressed in our audit
Recognition of revenue, trade receivables and
contract assets is a Key Audit Matter due to the:
• Significance of revenue to the financial
statements, including a large number of
contracts with customers and the degree of
estimation and judgement involved in
revenue recognition, particularly at year-end.
Such estimates and judgements include
assessment of the probability of customer
approval of variations and acceptance of
claims; and
• The Group’s determination of contractual
entitlement to Contract Asset balances
including assessment of performance
obligations.
We focused on the Group’s determination of the
revenue recognised from variable consideration
being highly probable of not reversing. The
Group’s determination of an amount that is highly
probable requires a degree of estimation and
judgement. This increased the audit effort we
applied to gather sufficient appropriate audit
evidence that the variable consideration is highly
probable.
Our procedures included:
• Obtaining understanding of the Group’s key
processes for recognition of revenue from
contracts with its customers;
• Considering the appropriateness of the
Group’s accounting policies for the
recognition and measurement of revenue,
including variable consideration, against the
requirements of AASB 15 Revenue from
Contracts with Customers (AASB 15);
• Assessing the Group’s estimation method in
recognising revenue, including variations and
claims, to the extent it is highly probable that
a significant reversal will not occur,
particularly at year-end. We performed this,
on a sample basis, by examining underlying
evidence including, where applicable, project
spend and correspondence with customers
accepting contract terms or invoicing;
• Assessing the Group’s recognition of
contract asset balances at year-end. Our
testing, on a sample basis, included checking
evidence, as outlined in the procedure
above, of AASB 15 revenue recognition
criteria, including an enforceable right and
achievement of performance obligations;
• Assessing the basis for the Group’s contract
asset recognition against the findings of our
testing. Moreover, we evaluated the
conclusions reached by the Group using our
understanding of the contracts obtained in
the procedures noted above, in the context
of the Group’s accounting policies and the
requirements of AASB 15; and
• Assessing the appropriateness of
disclosures in the financial statements using
our understanding obtained from our testing
and against the requirements of AASB 15.
Veris Limited Annual Report 2021
81
Going concern basis of accounting
Refer to Note 6 to the Financial Report
The key audit matter
How the matter was addressed in our audit
The Group’s use of the going concern basis of
accounting and the associated extent of
uncertainty is a key audit matter due to the high
level of judgement required by us in evaluating
the Group’s assessment of going concern and
the events or conditions that may cast significant
doubt on their ability to continue as a going
concern. These are outlined in Note 6 to the
Financial Report.
The Directors have determined that the use of
the going concern basis of accounting is
appropriate in preparing the financial report. Their
assessment of going concern was based on cash
flow projections through to 31 August 2022. The
preparation of these projections incorporated a
number of assumptions and significant
judgements, and the Directors have concluded
that the range of possible outcomes considered
in arriving at this judgement does not give rise to
a material uncertainty casting significant doubt on
the Group’s ability to continue as a going
concern.
We critically assessed the levels of uncertainty,
including potential impact of COVID-19, as it
related to the Group’s ability to continue as a
going concern, within these assumptions and
judgements, focusing on the following:
• The Group’s ability to raise additional funds,
if required, through potential demerger of
Aqura Technologies or sale of assets of the
Group. This included the feasibility, projected
timing, quantum of potential proceeds and
progress of the proposed actions;
• The Group’s continued access to financing
facilities;
• The impact of forecasting risk and
uncertainty to cash flows projected including
the Group’s ability to meet current and future
financing commitments; and
• The Group’s planned revenue pipeline and
levels of operational and capital
expenditures, and the ability of the Group to
manage cash outflows within available
funding.
In assessing this key audit matter, we involved
senior audit team members who understand the
Group’s business, industry and the economic
environment it operates in.
Our procedures included:
• We assessed the potential demerger of
Aqura Technologies and sale of assets of the
Group for feasibility, quantum and timing,
and their impact to going concern;
• Reading correspondence with existing
financiers to understand and assess the
options available to the Group, including
renegotiation of existing debt facilities, and
revision of terms of financial loan covenants;
• Evaluating the cash flow projections by:
− Evaluating the underlying data used to
generate the projections in the following
procedures;
− Analysing the impact of reasonably
possible changes in projected cash
flows and their timing, to the projected
periodic cash positions. Assessing the
resultant impact to the ability of the
Group to pay debts as and when they
fall due and continue as a going concern.
The specific areas we focused on were
informed by assessing actual cashflows
including but not limited to the final
quarter of financial year 2021 and
financial year 2022 to date, and having
regard to current market conditions; and
− Assessing the revenue pipeline and
planned levels of operating and capital
expenditures for accuracy and
consistency of relationships and trends
to the Group’s historical performance,
results since year-end, and our
understanding of the business, industry
and economic conditions of the Group,
including consideration of potential
COVID-19 impacts.
• Evaluating the Group’s going concern
disclosures in the Financial Report by
comparing them to our understanding of the
matter, the events or conditions incorporated
into the cash flow projection assessment,
the Group’s plans to address those events or
conditions, and accounting standard
requirements.
82
Other Information
Other Information is financial and non-financial information in Veris Limited’s annual reporting which is
provided in addition to the Financial Report and the Auditor’s Report. The Directors are responsible for
the Other Information.
Our opinion on the Financial Report does not cover the Other Information and, accordingly, we do not
express an audit opinion or any form of assurance conclusion thereon, with the exception of the
Remuneration Report and our related assurance opinion.
In connection with our audit of the Financial Report, our responsibility is to read the Other
Information. In doing so, we 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.
We are required to report if we conclude that there is a material misstatement of this Other
Information, and based on the work we have performed on the Other Information that we obtained
prior to the date of this Auditor’s Report we have nothing to report.
Responsibilities of the Directors for the Financial Report
The Directors are responsible for:
• Preparing the Financial Report that gives a true and fair view in accordance with Australian
Accounting Standards and the Corporations Act 2001;
•
Implementing necessary internal control to enable the preparation of a Financial Report that gives
a true and fair view and is free from material misstatement, whether due to fraud or error; and
• Assessing the Group and Company’s ability to continue as a going concern and whether the use
of the going concern basis of accounting is appropriate. This includes disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless they
either intend to liquidate the Group and Company or to cease operations, or have no realistic
alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objective is:
• 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 Australian Auditing Standards will always detect a material misstatement when it
exists.
Misstatements can arise from fraud or error. They are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on
the basis of the Financial Report.
A further description of our responsibilities for the audit of the Financial Report is located at the
Auditing and Assurance Standards Board website at:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf This description forms part of our
Auditor’s Report.
Veris Limited Annual Report 2021
83
Report on the Remuneration Report
Opinion
Directors’ responsibilities
In our opinion, the Remuneration Report of
Veris Limited for the year ended 30 June 2021,
complies with Section 300A of the Corporations
Act 2001.
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 responsibilities
We have audited the Remuneration Report
included in pages 18 to 28 of the Directors’ Report
for the year ended 30 June 2021.
Our responsibility is to express an opinion on the
Remuneration Report, based on our audit
conducted in accordance with Australian Auditing
Standards.
KPMG
Jane Bailey
Partner
Perth
30 August 2021
84
Lead Auditor’s Independence Declaration under
Section 307C of the Corporations Act 2001
To the Directors of Veris Limited
I declare that, to the best of my knowledge and belief, in relation to the audit of Veris Limited for the
year ended 30 June 2021 there have been:
i.
no contraventions of the auditor independence requirements as set out in the Corporations Act
2001 in relation to the audit; and
ii.
no contraventions of any applicable code of professional conduct in relation to the audit.
KPMG
Jane Bailey
Partner
Perth
30 August 2021
KPMG, an Australian partnership and a member firm of the KPMG global organisation of independent member firms affiliated
with KPMG International Limited, a private English company limited by guarantee. All rights reserved. The KPMG name and
logo are trademarks used under license by the independent member firms of the KPMG global organisation. Liability limited by
a scheme approved under Professional Standards Legislation.
Veris Limited Annual Report 2021
Additional Information
85
Additional Information per ASX Listing Rules - Unaudited
Additional information requires by ASX Listing Rules and not disclosed elsewhere in this report is set out below.
Corporate Governance Statement
The Group’s Corporate Governance Statement can be found at:
Corporate Governance Information | Veris Australia
Shareholder Information as at 20 August 2021
Top 20 Shareholders of Quoted Securities
Rank Name
SHERKANE PTY LTD
3 MR BRIAN ELTON
OCEAN TO OUTBACK ELECTRICAL PTY LTD
HGL INVESTMENTS PTY LTD
ICON HOLDINGS PTY LTD
CONCEPT WEST COMMUNICATIONS PTY LTD
11,508,540
1
2
4
5
6
7
8
9
ELTON PROPERTY PTY LTD
EVANS FAMILY NOMINEES PTY LTD
10
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
11 MR THOMAS BRIAN LAWRENCE
12
13
14
HGL INVESTMENTS PTY LTD
BERTOLI CONTRACTING PTY LTD
ROCKDALE FARMING PTY LTD
15 MS JENNY LEE RUDOLPH
16 MRS JASMINE KRKLJES
17
18
SILCHESTER INVESTMENTS PTY LTD
SUPERVISED INVESTMENTS AUSTRALIA
19 MR PETER HOWELLS
20
J&A CASHIN INVESTMENTS PTY LTD
Shares
86,089,822
% of
Issued
Capital
16.60
27,986,606
26,544,381
13,428,572
12,928,571
9,931,555
9,715,309
8,683,049
8,643,724
6,345,199
6,000,000
5,714,285
4,829,104
4,382,339
4,286,625
4,285,714
3,800,000
3,733,297
8.97
5.40
5.12
2.59
2.49
2.22
1.92
1.87
1.67
1.67
1.22
1.16
1.10
0.93
0.85
0.83
0.83
0.73
0.72
Total
305,342,921
58.88
86 Additional Information
Substantial Holders of 5% or more of fully paid ordinary shares
Shareholder
SHERKANE PTY LTD
OCEAN TO OUTBACK ELECTRICAL
(and other related parties of Adam Lamond)
BRIAN ELTON
Number
Shares
86,089,822
86,089,822
48,591,815
48,591,815
37,918,161
37,918,161
CARRIER INTERNATIONAL PTY LIMITED (SUPER FUND A/C)
26,544,381
26,544,381
Voting
Power
16.61%
9.37%
7.32%
5.12%
Distribution of Shareholders
Spread of Holdings
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001
Total on Register
Ordinary
Shares
Performance
Rights
43
83
119
450
370
1,065
-
-
-
4
13
17
Non-Marketable Parcels
Number of shareholders holding less than a marketable parcel is 167.
Voting Rights
Ordinary Shares
Voting rights on a show of hands every member present at a meeting in person or by proxy shall have one vote and upon
a poll each share shall have one vote.
Performance Rights
There are no voting rights attached to Performance Rights.
Restricted Securities
There are no restricted securities on issue.
Unquoted Equity Securities
There are 5,226,233 unquoted Performance Rights on issue with 17 holders.
Securities Exchange
The Group is listed on the Australian Securities Exchange. The Home exchange is Perth. The ticker code is VRS.
Veris Limited Annual Report 2021 Corporate Information
87
The registered office of the company is:
Veris Limited
Level 12, 3 Hasler Road
Osborne Park WA 6017
Company Secretary:
Steven Harding
The principal place of business is:
Veris Limited
Level 12, 3 Hasler Road
Osborne Park WA 6017
Telephone: (08) 9317 0600
Share Registry:
Computer Share
Level 11, 172 St Georges Terrace
Perth WA 6000
Telephone: (08) 9323 2005
Solicitors
Steinepreis Paganin
Level 4, The Read Building, 16 Milligan Street, Perth, WA
6000
P: +61 8 9321 4000
F: +61 8 9321 4333
Share Registry
Computershare
Level 11, 172 St Georges Terrace Perth WA 6000
P: +61 8 9323 2005
F: +61 8 9323 2033
88
Corporate Directory
Veris Limited
ABN: 80 122 958 178
ASX Code: VRS
Level 12, 3 Hasler Road Osborne Park, WA, 6017
T: +61 8 9317 0600
www.veris.com.au
Directors
Karl Paganin
Non-Executive Chairman
Adam Lamond
Non-Executive Director
Brian Elton
Non-Executive Director
David Murray
Non-Executive Director
Corporate Executive Team
Michael Shirley
Chief Executive Officer – Veris Australia
Travis Young
Chief Executive Officer – Aqura Technologies
Steve Harding
Chief Financial Officer & Interim Company Secretary
Principal Registered Address
Veris
Level 12, 3 Hasler Road, Osborne Park, WA 6017
T: +61 8 9317 0600
E: veris@veris.com.au
www.veris.com.au
Auditor
KPMG
235 St Georges Terrace Perth, WA 6000
P: +61 8 9263 7171
F: +61 8 9263 7129
Veris Limited Annual Report 2021
Acknowledgment of Country
In the spirit of reconciliation Veris Limited acknowledges the Traditional
Custodians of country throughout Australia and their connections to land, sea
and community. We pay our respect to their Elders past and present and extend
that respect to all Aboriginal and Torres Strait Islander peoples today.
Integrity and
authenticity
Inclusiveness
and respect
Commercial
success
Leadership
We value
Pride and
optimism
Quality and
responsibility
Collaboration
and
innovation
Cover image designed by Starline / Freepik.
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Annual Report
2021
HEAD OFFICE
PERTH
Level 12, 3 Hasler Road
Locked Bag 9
Osborne Park WA 6017
T: 08 9317 0600
E: veris@veris.com.au
veris.com.au