YOJEE LIMITED
ANNUAL REPORT 2022
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Topic
03 Leadership In Numbers
05 Chairman’s Letter
06 Managing Director’s Report
12 Financial Statements
03
LEADERSHIP IN NUMBERS
4
GLOBAL ENTERPRISE LEADERS
CONTRACTED
~800
LEADING COMPANIES ON THE
PLATFORM (INCLUDING NETWORK)
100%
RETENTION OF GLOBAL ENTERPRISE
AND STRATEGIC ACCOUNTS
US$1.4 tn
YOJEE OPERATES IN A LOGISTICS
TAM WITH 48% YOY REVENUE
GROWTH 1
1 Total Addressable Market (TAM) data from Armstrong & Associates, A roaring 2021 Latest
3PL market results and predictions, July 2022
04
ABOUT YOJEE
Yojee is a cloud-based software as a service (SaaS) logistics
platform that facilitates the flow of freight movements into a single
land
ecosystem, making the complex process of managing
transport simple and accessible to all players whilst seeking to
reduce carbon emissions for a greener planet.
Founded in 2016, Yojee entered the market on a mission to change
the way supply chain players interact with one another by enabling
transparency across supply chain networks and reducing carbon
footprint.
Yojee aims to simplify the movement of land freight into a single
ecosystem - connecting shippers, brokers and carriers on a
sophisticated SaaS platform.
Through technology, we provide our customers with more visibility,
accountability, and control across their supply chain.
05 CHAIRMAN’S LETTER
Dear Shareholders,
It is my pleasure as Chairman to present the Yojee 2022 annual report.
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Continued growth
environment.
in an
increasingly challenging supply chain
2022 has proved to be a year with an equally challenging business
environment with rising
inflation rates, rising energy prices and the
Russia/Ukraine war all impacting on supply chains around the world.
It is therefore pleasing that Yojee has continued to thrive and grow and that
our rate of revenue growth actually increased 95% year on year.
We have retained all our enterprise customers, added more SME customers,
added to our platform modules with the release of the ratings engine and
commercialised the warehouse module and completed ISO 27001 around
system security. The platform remains stable and reliable with up time above
99%.
M
I
As we kick off the first quarter of 22/23 I can say with confidence that our
pipeline of new customers both large and small is the strongest it has ever
been and we are at advanced stages of some large proof of concept trials
which have gone very well which we expect to turn into multi year contracts.
The environmental benefits of the visibility, accountability and control that
Yojee’s data brings is increasingly being recognised, better route optimisation,
more complete loads and less redeliveries all help to reduce CO2 emissions.
This element of environmental stewardship is not yet being reflected in the
value subscribed to the company.
We have utilised our cash reserves sparingly and will continue to do so,
recognising that investors are increasingly asking about breakeven points
rather than global scalability. As is appropriate for a small company, your board
continues to plan for the worst whilst expecting that our people will deliver the
best. Whilst disappointed at where the current share price sits, we
acknowledge that the market is the market and Yojee needs to continue to
grow its business sustainably and speedily towards profitability.
The whole team under Ed Clarke’s leadership have worked very hard to put in
the foundations for even faster growth in 2023 and that is the goal we have set
ourselves.
Thank you to our employees, our loyal shareholders and our customers for
helping Yojee to continue to grow and we look forward to producing an even
better set of results for next year.
Sincerely,
David Morton
Non-Executive Chairman
06
MANAGING
DIRECTOR’S REPORT
Dear Shareholders,
I would like to open this letter by thanking shareholders for their overwhelming
support through an extremely tough last few years, both in society and on public
markets. We always talk to our team about how we are a product of our people, we
are not people for our product. Our shareholders across the top 20 remain
motivated and engaged, both funds and individuals that on at least a monthly
basis provide support and feedback to the board and I on their ideas, frustrations
and opportunities.
I usually write very short letters, as I am aware that given our current size, analysts
and funds may want a short form synopsis, however given we release quarterly
reports and business updates, I’d like to take a little more time to explain our
company and allow those invested or about to invest, a true insight into how I think
and how we are going.
REVIEW OF OPERATIONS
As a business it was a successful period with revenue up 95% to $2.1m whilst losses
dropped 25% to $8.5m in a period in which we doubled our headcount. The growth
of our team in FY22 is not something we expected to be repeated, meaning we are
now reasonably set on our pathway to profitability with the team we need and a
base line of annual revenue % growth in place to endeavour to improve on.
People
Good board members are extremely hard to find, and we are very fortunate to have
all board members in the ‘10,000 hours to be an expert club’, where their direct
experience across, growth, supply chain and Asia Pacific markets are the key areas
of our business. Whilst I feel our strength in governance speaks for itself, the
coaching and growthing role of our board cannot be understated. I allocate a
percentage of my time every year to look at the team of the future and over the last
few years we have seen from board to junior engineer a fantastic improvement in
who we attract and retain, to build the team of the future.
07 MANAGING DIRECTOR’S
REPORT
Our Chairman David Morton is passionate about our business and sector and his Asia
Pacific finance experience is going to be core in our long term strategy.
Gary Flowers’ ability to navigate the complex and stressful with steadiness and
coaching while isolating the core opportunities for focus have been incredibly helpful
for the team, and Ray Lee who has a huge network in a key segment of supply chain in
ports and bulk is also setting up company changing engagements with the business
that we look forward to discussing more soon.
Recently we added Saskia Groen-in't-Woud, someone who I met when
she was the Chief Operating Officer of Damco Asia Pacific as a potential
customer. At that time she had a vision to create better visibility across
her operations through technology. Within a blink of an eye Saskia
became the global CEO of Damco, a top global freight forwarder. I have
been in awe of her rise, her soft skills in a tough industry and her ability
to align people and efficiency through strong communication. I have
been speaking with Saskia for over two years about a role with Yojee,
and I am glad now is the right time as we look at how to grow our
customer base both existing and new with someone who is an expert in
both operations and relationships across a $700b shipping line and
freight forwarding industry.
Board of
Directors
Saskia
Groen-in't-
Woud
The time (in years) I have invested in people has found some of the world's top leaders,
proven capable of taking companies from two million annual revenue to ten or twenty
million annual revenue and beyond. Specifically, we have added a new Chief
Technology Officer, with extensive experience across Asia Pacific ecommerce and
logistics, to our team along with a new Chief Revenue Officer who has years of
experience in supply chain and has built and successfully exited a supply chain visibility
startup. These two executives have successfully been part of nine to eleven figure exits
and handled $20b+ annual GMV through their platforms.
People are key to the success of Yojee, and during FY22 we almost doubled our
headcount whilst significantly reducing staff turnover in probably the most competitive
tech employment market I have ever seen. Each employee at Yojee is onboarded to
know how they directly impact business results and the culture we work in, whether
they are a leader of strategy, teams or self. We have placed significant emphasis on
attracting and retaining our talent by strategically addressing the areas of connection
to purpose, company culture, benefits and personal growth.
08 MANAGING DIRECTOR’S
REPORT
A career at Yojee means having the opportunity to shape the future of the company
through impact and feedback. We enable people to voice their opinions and ideas
through frequent wellbeing surveys, eNPS, group and one-one discussions. Autonomy
ranks high on our “what we do well” results. Our core values are excellence, courage,
focus and fun and they permeate many aspects of Yojee life: how we formally recognise
and reward achievements, how we provide feedback to one another, making decisions
and how we talk about performance.
Our people visibly impact the evolution and growth of this successful company while
simultaneously being encouraged to personally grow, whether it be laterally across
departments or vertically in a specialty field. Promotions and lateral moves are
accessible and rewarding goals for our talented group of people and keep us as a first
choice employer in Singapore where we compete with Facebook, LinkedIn, Google and
others for talent, but were we on a cash only basis, we of course could not win.
Growth and Market
Without my need to make any statements about how I feel about our future, I refer back
to the types of people that we have met, ran their own due diligence and joined Yojee
per my above people update in recent months.
There is no better leading indicator of a business’ potential than the people that join it,
especially when we can’t compete on pure salaries alone.
Business to business sales takes longer than business to consumer at the best of times,
however the lifetime value and profitability of customers is unmatched. Here, Yojee has
successfully onboarded four of the top global logistics companies and expanded all
initial deployments. Through 2022 we have also added a number of strategic accounts,
and through to the end of FY22 we had some significant proof of concepts and tender
processes underway.
Something that has been frustrating has been the speed in which we have been able to
deploy to some of our major clients. In retrospect, we overestimated our ability to
navigate these incredibly large and matrix organisations via Zoom. We have since
restructured to overcome some of these teething points, and are spending much more
time quantifying value and return on investment to all stakeholders. We have learnt that
hubs can be of almost any size even at enterprise level from tiny all the way up to mid six
figures as we look into our pipeline so we do not yet have a great picture of an average
size. This however is great for us, as it means we can capture all parts of the market,
something that none of the legacy and enterprise competitors can do, and something
which gives us stronger market share and access to more subcontractor transport
groups.
09 MANAGING DIRECTOR’S
REPORT
We have however successfully found our product market fit. Validation of this is best left
to our customers, and Chelsea Logistics who is a top tier logistics company in the
Philippines mentioned us in their annual report (page 24) to shareholders “Delivering
Digital Transformation in the New Normal” where they stated “As the key accounts of
Worklink Services, Inc. (WSI) took a more conservative business approach due to varying
quarantine restrictions in 2021, WSI focused its efforts and resources on improving its
systems and processes, while prioritizing employee welfare both on a professional and
personal level.”
In February, Worklink started the development and implementation of its transport
management system under Yojee, an Australian-based transport system developer. The
system not only enabled the internal tracking of deliveries nationwide but also provided
Worklink customers with real-time access to their transactions through an online portal,
delivering on the company’s commitment to provide simple, fast and easy logistics
services and then “With this development, the Company looks forward to being a more
active player in the competitive world of e-commerce in 2022.” Further to this, the last
twelve months has seen a significant reduction in customer churn to a really healthy
position which further validates this product market fit area. To do this competing with
some of the world’s largest companies in the enterprise space, to be a core of business
tool, is no insignificant feat.
The challenge we face from here is one which is questioned so often by shareholders,
which is “If these companies love it why isn't everyone taking the product”. This question
leads into the second phase of a startup’s journey, one which is far simpler but one
which cannot but progressed to until the product market fit is solved. We call this Go To
Market Fit (G2M) which means once we have enough data to understand our ideal
customer, we can focus in very tightly with marketing and messaging with a specific
value proposition, customer acquisition plan and counter arguments to challenges
(which I will speak more about further on).
Some call this transition ‘Survival to Thrival’ which is demonstrated in commencement
by Yojee’s 95% revenue growth in FY22, something we feel we can build on and are
aiming to improve through this Go-To-Market fit piece. Something we have been very
committed to is shareholder value, and being incredibly intelligent with how we spend
money. Over the past 3 years with huge revenue growth, we have also been able to grow
revenue per share significantly meaning we are not a hyper growth hyper dilution
business, but one which is able to accelerate at the right times with the right amount of
money to reward investors. Unfortunately this has been offset by the ‘tech crash’ which
is extremely frustrating for all of our shareholder employees who, whilst working so hard
and creating so much value, do not see this being represented on market. Yet still they
remain at Yojee with staff turnover lower than ever, some even out of pocket and shares
out of the money with a big tax bill on performance rights but they still believe in where
we are going.
10 MANAGING DIRECTOR’S
REPORT
Over the next 12 months as we focus on Go-To-Market fit, we should see all of our leading
indicators and key metrics improve significantly, with top Australian and international
brands onboarding themselves onto the platform. This is the focus of our team.
To our investors, I am certain you all know someone who is actively involved in supply chain
in a meaningful way. Introductions and referrals are all appreciated, they will not always be
a fit but we will review all of these introductions and act on any that fit our go to market
focus. This help can be invaluable to us and can support your own objectives at the same
time.
To those that visit our website, you will see the above more clearly when you visit in coming
weeks and months as our messaging and value proposition evolves. I am very excited
about this next phase of our company.
Environmental, Social and Governance: Yojee as an ESG Enabler
Wow this is an inspiring part of what we do!
Yojee is finalising some product functionality that will allow us to be the key player in Asia
Pacific Supply Chain, not just to be compliant in providing ESG data and analytics, but to
use this data to be optimising real time business decisions to improve ESG metrics which
will empower our customers' value proposition to their customers, and to support the
information and behaviour needed for high-quality investment and financing.
This is on top of us already moving companies to a paperless environment where we
enable greater efficiency and productivity, reducing fuel use and kilometres travelled
significantly. As we package all of this up, this proprietary set of tools that sit across
procurement, operations and management becomes the counter argument to any
competitor in a tender process looking at pure operational functionality. We have built
something that assists you beyond the day to day, and uniquely into the fields of ESG
reporting and being a first choice investment. The many hundreds of companies on
Yojee’s platform as customers
(with commercial agreements) or multi-national
subcontractors (other software users), represents incredibly valuable data and access
around ESG and Finance for which there is very little information and connectivity available
to the broader market (see below graph).
11 MANAGING DIRECTOR’S
REPORT
This is an area our Chairman is incredibly passionate about, and the company has
decided to KPI itself around this area in FY23, so I am confident that with these
regular phone calls to me from the Chairman checking progress and our team
committed to delivering this program, we will see both some significant internal
momentum here and also some strong early adoption in the coming twelve
months.
Closing Comments
Thanks to our Board, Team and Shareholders for their support in FY22. My phone has
not gone without frustrated calls and challenging conversations with shareholders,
but they have been because we have a group of people around this business who
have been
incredibly passionate about the
opportunity and where Yojee is going.
long term supporters and are
Whilst I have made many mistakes in my years as founder of Yojee, I also challenged
our team and board to take us into the unknown, a sector of the 12% of Global
Economic Product1 that has historically been a black hole for visibility and execution.
We have overcome the platform execution risk that I was terrified of when we
started off, and we have shown we can scale. It is for these reasons and a total
addressable market bigger than many of us can even imagine that I am confident
that Yojee is going to be a very significant player and household name in years to
come.
Sincerely,
Ed Clarke
Co-founder and Managing Director
1 Armstrong & Associates, Global 3PL Market Size Estimates, 2019 Logistics Cost, March 2020
Forward looking statement disclaimer: Certain statements contained in this Annual Report, including
information as to the future financial or operating performance of the Company and its projects, are
forward looking statements. There is no certainty that these statements or events will eventuate.
12
FINANCIAL STATEMENTS
APPENDIX 4E
Preliminary final annual report for the year ended 30 June 2022
Results for announcement to the market for the year ended 30 June 2022.
Against previous corresponding period 30 June 2021.
Revenues from ordinary activities
(Loss) after tax attributable to members
(Loss) for the period attributable to members
Net Tangible Assets per security
Dividends (distributions)
Final dividend
Interim dividend
Previous corresponding period
UP
UP
UP
180%
25%
25%
to
to
to
30 June 2022
Cents
0.978
30 June 2022
$’000
3,661
(8,465)
(8,465)
30 June 2021
Cents
1.608
Amount per security
Franked amount per
security
NIL
NIL
NIL
NIL
NIL
NIL
Record date for determining entitlements to the dividend.
No dividends are proposed
AUDIT
•
The financial statements have been audited and an unmodified opinion has been issued.
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME WITH NOTES TO THE STATEMENT
• Consolidated Statement of Profit or Loss and Other Comprehensive Income and Notes to the
consolidated financial statements.
STATEMENT OF FINANCIAL POSITION WITH NOTES TO THE STATEMENT
• Consolidated Statement of Financial Position and Notes to the consolidated financial statements.
STATEMENT OF CASH FLOWS WITH NOTES TO THE STATEMENT
• Consolidated Statement of Cash Flows and Notes to the consolidated financial statements.
STATEMENT OF CHANGES IN EQUITY WITH NOTES TO THE STATEMENT
• Consolidated Statement of Changes in Equity and Notes to the consolidated financial statements.
DETAILS OF ASSOCIATES AND JOINT VENTURES
• Not applicable.
ATTACHMENTS
• Accompanying this Appendix 4E is the full final audited Annual Report of Yojee Limited for the year
ended 30 June 2022. This Appendix 4E should be read in conjunction with the Annual Report, which is
lodged contemporaneously with this document. All documents comprise the information required by
Listing Rule 4.3A.
ED Clarke
Managing Director
Reporting Period: 30 June 2022
-
ENDS -
Suite 9, 330 Churchill Avenue, Subiaco WA 6008 Ι PO Box 866, Subiaco WA 6904
P + 61 8 6489 1600 Ι F + 61 8 6489 1601 Ι ABN 52 143 416 531
ABN: 52 143 416 531
ANNUAL REPORT
ABN: 52 143 416 531
FINANCIAL REPORT
FOR THE YEAR ENDED 30 JUNE 2022
LAWYERS
Edward Mac Scovell
Level 7, AMP Building
140 St Georges Terrace
PERTH WA 6000
AUDITOR
Grant Thornton Audit Pty Ltd
Collins Square, Tower 5
727 Collins Street
MELBOURNE VIC 3008
SHARE REGISTRY
Computershare Investor Services Pty Limited
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PERTH WA 6000
STOCK EXCHANGE LISTING
Australian Securities Exchange (ASX)
ASX Code: YOJ
CORPORATE DIRECTORY
BOARD OF DIRECTORS
David Morton
Chairman
Ed Clarke
Managing Director
Ray Lee
Non-Executive Director
Gary Flowers
Non-Executive Director
Saskia Groen-Int-Woud
Non-Executive Director
COMPANY SECRETARY
Sonu Cheema
REGISTERED OFFICE
Suite 9 330 Churchill Ave
SUBIACO WA 6008
Telephone: (+61) 08 6489 1600
Facsimile: (+61) 08 6489 1601
www.yojee.com
CONTENTS
Corporate Directory
Directors’ Report
Auditor’s Independence Declaration
Directors’ Declaration
Independent Audit 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 Flows
Notes to the Consolidated Financial Statements
Additional Shareholder Information
1
2
11
12
13
16
17
18
19
20
51
YOJEE LIMITED - ANNUAL REPORT 2022 1
DIRECTORS’ REPORT
The Directors of Yojee Limited (the “Company”) and its subsidiaries (collectively, the “Group” or “Yojee”)
submit herewith their report and the consolidated financial statements of the Group for the financial year
ended 30 June 2022. In order to comply with the provisions of the Corporations Act 2001, the Directors
report as follows:
DIRECTORS
The names and details of the Company’s Directors at any time during or since the end of the financial
year are outlined below. Unless otherwise disclosed, all Directors held their office from 1 July 2021 until the
date of this report.
Mr David Morton – Chairman (Appointed 3 March 2020)
Mr Morton is an experienced Corporate Banker with a successful career spanning 40 years at Westpac
and HSBC with a focus in the APAC region. He recently returned to Australia after 12 years working in Asia
(Vietnam, Malaysia, Hong Kong) in a number of Pan-Asian roles including Managing Director, Head of
Corporate, Financials and Multinationals Banking, Asia-Pacific. Mr Morton is a Graduate of the Australian
Institute of Company Directors (GAICD), and holds a Business Studies degree (Accounting) from Victoria
University. He also attended the Advanced Management program at Insead in Fontainebleu, France. An
experienced senior banking executive, Mr Morton brings strong, authentic leadership skills across a wide
range of businesses, cultures and geographies. He has a very strong track record in both building and
restructuring businesses to cope with high growth environments. Mr Morton is an independent Director.
Mr Edward Clarke – Managing Director (Appointed 26 May 2016)
Mr Clarke is an experienced technology entrepreneur with a background in taking innovative technology
platforms to market in areas such as real-time communication, big data marketing and e-commerce. As
Vice President of Sales for Temasys Communications Pte Ltd, Mr Clarke was part of a team that IBM
recognised as a "Top 5 global start-up to watch in 2014". More recently, Mr Clarke has been working as
Vice President of Sales and Marketing with Silicon Valley and Asia venture capitalist backed marketing
technology platform Ematic which now has over 200 of South East Asia’s leading e-commerce retailers as
clients. Mr Clarke is a non-independent Director.
Mr Ray Lee – Non-Executive Director (Appointed 3 March 2020)
Mr Lee is a well-respected port development, port management and operations executive, with over forty
years international industry experience. He established Portside Solutions in 2007 and has successfully
consulted on significant projects for global companies including and currently, APM Terminals and DP
World Australia. Portside Solutions has been engaged in examining pit to port solutions for multiple mining
companies throughout Africa, South America and Australia. With offices in Dubai, Canada and Australia,
Portside Solutions delivers a broad portfolio of services globally. Mr Lee is an independent Director.
Mr Gary Flowers – Non-Executive Director (Appointed 1 May 2019)
Mr Flowers has extensive listed company experience and is widely recognised for transforming
organisations where culture is valued as a sustainable advantage; engaging staff, stakeholders and the
public. Mr Flowers has been integral in establishing brands on a global stage across Australia, New
Zealand, Asia, Europe, Middle East and the USA, primarily across three distinctive industry sectors,
Professional Services, Sports & Media, and Property. Mr Flowers currently serves in the capacity of
Chairman for Mainbrace Constructions Pty Ltd, NSW Institute of Sport and EMM Consulting. Mr Flowers is
an independent Director.
YOJEE LIMITED - ANNUAL REPORT 2022 2
Ms Saskia Groen-Int-Woud – Non-Executive Director (Appointed 1 September 2022)
Ms Groen-Int-Woud has served in senior executive roles including with the world’s number two logistics
shipping operator, Maersk. At Maersk she held various roles in the Netherlands and Asia, culminating as
the global CEO of Damco, one of the world’s largest freight forwarders, including its successful migration
into the consolidated Maersk Integrated Logistics strategy. She has also previously held numerous
international roles with world leading building materials Holcim Group where she managed complex
logistics operations amongst other operational and Supply Chain responsibilities.
Additionally, Saskia currently holds a Directorship with one of Europe’s leading private equity firm’s
investment in ToiToi Dixi, a German-based global company that has experienced significant growth in the
past three years. Saskia is a graduate of Central Queensland University and has completed a number of
postgraduate qualifications and executive leadership certifications including at USQ, IMD, Harvard and
Stanford. Saskia also won Telstra’s Asia Business Woman of the Year in 2017.
Mr Sonu Cheema – Company Secretary (Appointed 26 May 2016)
Mr Cheema holds the position of Accountant and Company Secretary for Cicero Group Pty Ltd with
experience working with public and private companies in Australia and abroad. Roles and responsibilities
conducted by Mr Cheema include completion and preparation of management & ASX financial reports,
investor relations, Initial Public Offer (IPO), mergers & acquisitions, management of capital raising activities
and auditor liaison. Mr Cheema has completed a Bachelor of Commerce majoring in Accounting at
Curtin University and is a CPA member.
PRINCIPAL ACTIVITIES
Yojee is a cloud-based Software-as-a-Service (“SaaS”) logistics platform that that facilitates the flow of
freight movements into a single ecosystem, making the complex process of managing land transport
simple and reducing carbon emissions for a greener planet.
EVENTS SUBSEQUENT TO REPORTING DATE
No adjusting or significant non-adjusting events have occurred between the reporting date and the date
of authorisation.
DIVIDENDS
No dividend has been declared or paid since the incorporation of the Group on 30 April 2010 and the
Directors do not recommend the payment of any dividend in respect of the financial year ended 30 June
2022.
YOJEE LIMITED - ANNUAL REPORT 2022 3
SHARE OPTIONS
Options over ordinary shares of Yojee Limited at the date of this report are as follows:
Item
Unlisted Options
Unlisted Options1
Unlisted Options2
Unlisted Options3
Unlisted Options4
Unlisted Options5
Unlisted Options6
Unlisted Options7
Unlisted Options8
Unlisted Options9
Opening
Balance
10,000,000
1,000,000
1,000,000
1,500,000
1,500,000
2,500,000
9,000,000
5,000,000
2,500,000
2,500,000
36,500,000
Exercise
Price of
Options
$0.075
$0.100
$0.150
$0.100
$0.150
$0.075
$0.080
$0.070
$0.100
$0.150
Options
Cancelled
/ Expired
Exercised Granted
Closing
Balance
Expiry Date
of Options
-
-
-
-
-
-
-
-
-
-
-
(10,000,000)
-
-
-
-
-
-
-
-
-
(10,000,000)
-
-
-
-
-
-
-
-
-
-
-
-
18 Aug 2021
1,000,000
1,000,000
1,500,000
1,500,000
2,500,000
9,000,000
5,000,000
2,500,000
2,500,000
26,500,000
1 Apr 2023
1 Apr 2024
20 Dec 2022
20 Dec 2022
18 Feb 2023
27 Nov 2023
27 Nov 2023
5 Aug 2024
5 Aug 2025
1 1,000,000 unquoted options vesting on a 12-month service condition (exercisable at $0.10 on or before 1 April 2023).
2 1,000,000 unquoted options vesting on a 24-month service condition (exercisable at $0.15 on or before 1 April 2024).
3 1,500,000 unquoted options vesting on a 12-month service condition (exercisable at $0.10 on or before 20 December 2022).
4 1,500,000 unquoted options vesting on a 24-month service condition (exercisable at $0.15 on or before 20 December 2022).
5 5,000,000 unquoted options vested on grant (exercisable at $0.075 on or before 18 Feb 2023).
6 9,000,000 unquoted options vesting on a 24-month service condition (exercisable at $0.08 on or before 27 November 2023).
7 5,000,000 unquoted options vesting on a 12-month service condition (exercisable at $0.07 on or before 27 November 2023).
8 2,500,000 unquoted options vesting on a 12-month service condition (exercisable at $0.10 on or before 5 August 2024).
9 2,500,000 unquoted options vesting on a 24-month service condition (exercisable at $0.15 on or before 5 August 2025).
YOJEE LIMITED - ANNUAL REPORT 2022 4
REMUNERATION REPORT (AUDITED)
The Directors of Yojee Limited present the Remuneration Report prepared in accordance with the
Corporations Act 2001 and the Corporations Regulations 2001.
The remuneration report is set out under the following main headings:
a.
b.
c.
d.
e.
Principles used to determine the nature and amount of remuneration
Details of remuneration
Service agreements
Share-based remuneration
Other information
a.
Principles used to determine the nature and amount of remuneration
The remuneration of the Group has been designed to align Director and Executive objectives with
shareholder and business objectives by providing a fixed remuneration component and offering long-term
incentives based on key performance areas. The Board believes the remuneration policy to be
appropriate and effective in its ability to attract and retain the best Executives and Directors to run and
manage the Group, as well as create goal congruence between Directors, Executives and shareholders.
Executive Director Remuneration
In determining the level and make-up of executive remuneration, the Board negotiates a remuneration
to reflect the market salary for a position and individual of comparable responsibility and experience.
During the year ended 30 June 2022, the Group established a remuneration committee. Remuneration is
regularly compared with the external market by participation in industry salary surveys and during
recruitment activities generally. If required, the Board may engage an external consultant to provide
independent advice in the form of a written report detailing market levels of remuneration for comparable
executive roles. No external remuneration consultant was used during the year.
All remuneration paid to Directors and Executives is valued at the cost to the Group and expensed.
Options are valued using the American Binomial or Black-Scholes methodology.
Non-Executive Director Remuneration
Non-Executive Directors’ fees are paid within an aggregate limit which is approved by the shareholders.
The limit of Non-Executive Director fees was set at a maximum of $250,000 at a Board meeting held on 12
May 2010. 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 Director’s 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.
Performance-Based Remuneration
Remuneration packages do not include performance-based components. An individual member of
staff’s performance assessment is done by reference to their contribution to the Group’s overall
operational achievements.
YOJEE LIMITED - ANNUAL REPORT 2022 5
Relationship between the remuneration policy and company performance
The table below sets out summary information about the Group’s earnings and movements in shareholder
wealth.
Net loss after tax
Dividends (cents per share)
Share price
Basic EPS (cents)
Diluted EPS (cents)
30 June
2022
$
30 June
2021
$
30 June
2020
$
(8,464,857)
(11,305,732)
(6,163,844)
30 June
2019
$
30 June
2018
$
(3,716,377)
-
(5,691,864)
-
-
$0.056
-
$0.185
-
$0.088
$0.135
(0.75) (1.06) (0.68) (0.44) (0.88)
(0.75) (1.06) (0.68) (0.44) (0.88)
$0.085
The remuneration of the Directors is not linked to the performance, share price or earnings of the Group.
Voting and comments made at the Company’s last Annual General Meeting
Yojee Limited received overwhelming votes in favour of its Remuneration Report for the financial year
ended 30 June 2021. The Company received no specific feedback on its Remuneration Report at the
Annual General Meeting held on 30 November 2021.
b. Details of remuneration
Details of the nature and amount of each element of the remuneration of each key management
personnel of Yojee Limited are as follows:
30 June 2022
Short-term benefits Post-employment
Equity based compensation
Directors
Executive Directors
Mr E Clarke1
Non-Executive Directors
Mr D Morton
Mr R Lee
Mr G Flowers
Salary and Fees Superannuation
Shares
Options /
Performance Rights
Total
$
$
$
$
$
307,024
-
- 209,309 2
516,333
80,000 8,000
60,000 6,000
48,000 4,800
18,800
495,024
- -
- -
- -
- 209,309
88,000
66,000
52,800
723,133
30 June 2021
Short-term benefits Post-employment
Equity based compensation
Directors
Executive Directors
Mr E Clarke1
Non-Executive Directors
Mr D Morton
Mr R Lee
Mr G Flowers
Salary and Fees
Superannuation
Shares
Options /
Performance Rights
Total
$
$
$
$
$
359,306
-
- -
359,306
73,333 6,967
59,091 5,614
44,000 4,180
16,761
535,730
- 1,286,010
- 825,619
- 173,798
- 2,285,427
1,366,310
890,324
221,978
2,837,918
1 Mr E Clarke is engaged in a managing director capacity for Yojee Ops Pte Ltd, a wholly-owned subsidiary company of Yojee Limited
that is based in Singapore. Fees are paid in Singapore dollars (“SGD”) and are converted at the average rate for the financial year then
ended. Salary and Fees for Mr E Clarke includes expense of $11,341 (2021: $36,019) relating to movement in provision for leave
entitlements as well as $0 (2021: $49,736) relating to bonus for the financial year then ended.
2 No actual financial gain for Mr E Clarke or dilution to shareholders occurred across Class A and Class B performance rights as
they were out of the money during the period. Despite market vesting conditions not being met in the period and the performance
rights being out of the money at grant date due to broader market conditions, an expense for share-based payments was recognised
in the period in line with accounting standards.
YOJEE LIMITED - ANNUAL REPORT 2022 6
c.
Service agreements
On 25 May 2016, the Company engaged Cicero Corporate Services Pty Ltd for administrative and
company secretarial services. Cicero Corporate Services Pty Ltd is paid $8,800 per month for these
services.
d.
Share-based remuneration
Options/ Performance Rights Issued as Part of Remuneration for the financial year ended 30 June 2022
During the year, 16,000,000 performance rights were issued to Mr E Clarke. Details on the performance
rights issued are disclosed in section e. Other information of the Directors’ report.
Shares Issued as Part of Remuneration for the financial year ended 30 June 2022
No shares were issued during the year as part of the compensation.
e. Other information
The following table provides details of shares, options and performance rights held by Key Management
Personnel.
Share and Option holdings of Directors and Key Management Personnel or their nominees
The relevant interest of each director in the shares and options over such shares issued by the companies
within the Group and other related bodies corporate, as notified by the directors to the ASX in accordance
with S205G(1) of the Corporations Act 2001, as at 30 June 2022 is as follows:
2022
Shares
Options
Mr R Lee
Mr D Morton
Mr G Flowers
Ordinary
Shares No.
280,000
1,004,102
250,000
Performance
Shares No.
-
-
-
Options
No.
5,000,000
8,000,000
1,500,000
1,500,000
1,000,000
Exercise
Price $
First exercise
date
Last exercise
date
$0.07
$0.08
$0.10
$0.15
$0.08
-
-
-
-
-
27 Nov 2023
27 Nov 2023
20 Dec 2022
20 Dec 2022
27 Nov 2023
The movement during the reporting year in the number of options over ordinary shares in Yojee Limited
held, directly, indirectly or beneficially, by each key management person, including their related parties,
is as follows.
Shareholdings by Directors and Key Management Personnel or their nominees
2022
Mr R Lee
Mr D Morton
Mr G Flowers
Total
Opening
Balance
Conversion of
Options
Compensation
Purchased/
(Sold)
Balance
30 June 2022
200,000
934,102
250,000
1,384,102
-
-
-
-
-
-
-
-
80,000
70,000
-
150,000
280,000
1,004,102
250,000
1,534,102
YOJEE LIMITED - ANNUAL REPORT 2022 7
Option holdings by Directors and Key Management Personnel or their nominees
2022
Opening
Balance Compensation
Granted as
Exercised Other Changes
(Cancelled or
Expired)
Unvested at
30 June 2022
5,000,000
8,000,000
4,000,000
17,000,000
Mr R Lee
Mr D Morton
Mr G Flowers
Total
1 5,000,000 unquoted options vested on a 12-month service condition (exercisable at $0.07 on or before 27 November 2023).
2 8,000,000 unquoted options vesting on a 24-month service condition (exercisable at $0.08 on or before 27 November 2023).
3 1,000,000 unquoted options vesting on a 24-month service condition (exercisable at $0.08 on or before 27 November 2023);,
1,500,000 unquoted options vesting on a 12-month service condition (exercisable at $0.10 on or before 20 December 2022); and
1,500,000 unquoted options vesting on a 24-month service condition (exercisable at $0.15 on or before 20 December 2022).
-
-
-
-
-
-
-
-
-
-
-
-
3
2
1
-
-
-
-
Vested and
exercisable at
30 June 2022
5,000,000
8,000,000
4,000,000
17,000,000
Performance rights holdings by Directors and Key Management Personnel or their nominees
2022
Opening
Balance Compensation
Granted as
Exercised Other Changes
(Cancelled or
Expired)
(11,000,000)
(11,000,000)
Vested and
exercisable at
30 June 2022
Unvested at
30 June 2022
-
-
16,000,000
16,000,000
Mr E Clarke
-
-
Total
1 16,000,000 performance rights comprising of 3 separate tranches:
(a) 6,000,000 performance rights, valued at $0.0096 per security, vesting on a market condition being 15-trading day volume weighted
average price of shares not less than $0.25 by 30 March 2022. These performance rights did not vest and were cancelled.
(b) 5,000,000 performance rights, valued at $0.0202 per security, vesting on a market condition being 15-trading day volume weighted
average price of shares not less than $0.30 by 30 June 2022. These performance rights did not vest and were cancelled.
(c) 5,000,000 performance rights, valued at $0.0341 per security, vesting on a market condition being 15-trading day volume weighted
average price of shares not less than $0.50 by 30 June 2023.
5,000,000
5,000,000
-
-
1
Loans/Payables to Key Management Personnel
As at 30 June 2022, there were no loans or payables to the Group Key Management Personnel.
Other transactions with Key Management Personnel
There are no other transactions with Key Management Personnel during the financial year ended 30 June
2022 other than those detailed above.
DIRECTORS’ MEETINGS
The following table sets out the number of Directors’ meetings held during the financial year ended 30
June 2022 and the number of meetings attended by each Director. During the period, 11 Board meetings
were held. The Company conducted 1 remuneration committee meetings and passed 1 audit and risk
committee resolution during the year.
Name
Mr R Lee
Mr E Clarke
Mr G Flowers
Mr D Morton
Held
11
11
11
11
Board Meetings
Eligible to
11
11
11
11
Attended
11
11
11
11
YOJEE LIMITED - ANNUAL REPORT 2022 8
INDEMNIFICATION OF OFFICERS AND AUDITORS
During the financial year, the Group renewed a premium in respect of a contract insuring the Directors of
the Group (as named above), the company secretary and all executive officers of the Group and of any
related body corporate against a liability incurred as such as a director, secretary or executive officer to
the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of the
nature of the liability and the amount of the premium.
The Group has not otherwise, during or since the end of the period, except to the extent permitted by law,
indemnified or agreed to indemnify an officer or auditor of the Group or of any related body corporate
against a liability incurred as such an officer or auditor.
NON-AUDIT SERVICES
The Directors are satisfied that the provision of the non-audit services, during the year by the auditor (or by
another person or firm on the auditor’s behalf) is compatible with the general standards of independence
for auditors imposed by the Corporations Act 2001.
No officers of the Group are former partners of Grant Thornton.
PROCEEDINGS ON BEHALF OF THE COMPANY
No person has applied to the Court under Section 237 of the Corporations Act 2001 for leave to bring
proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a
party, for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings.
YOJEE LIMITED - ANNUAL REPORT 2022 9
AUDITOR’S INDEPENDENCE DECLARATION
A copy of the auditor’s independence declaration under s.307C of the Corporation Act 2001 in relation
to the audit of the full year is included in page 11.
Grant Thornton Audit Pty Ltd continues in office in accordance with s.327 of the Corporations Act 2001.
Signed in accordance with a resolution of the Directors made pursuant to s.298(2) of the Corporations
Act 2001.
On behalf of the Directors
Edward Clarke
Managing Director
31 August 2022
YOJEE LIMITED - ANNUAL REPORT 2022 10
Grant Thornton Audit Pty Ltd
Level 22 Tower 5
Collins Square
727 Collins Street
Melbourne VIC 3008
GPO Box 4736
Melbourne VIC 3001
T +61 3 8320 2222
Auditor’s Independence Declaration
To the Directors of Yojee Limited
In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit
of Yojee Limited for the year ended 30 June 2022, I declare that, to the best of my knowledge and belief, there
have been:
a no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the
audit; and
b no contraventions of any applicable code of professional conduct in relation to the audit.
Grant Thornton Audit Pty Ltd
Chartered Accountants
D G Ng
Partner – Audit & Assurance
Melbourne, 31 August 2022
www.grantthornton.com.au
ACN-130 913 594
Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389.
‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or
refers to one or more member firms, as the context requires. Grant Thornton Australia Limited is a member firm of Grant Thornton International Ltd (GTIL).
GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member
firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one
another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127
556 389 ACN 127 556 389 and its Australian subsidiaries and related entities. Liability limited by a scheme approved under Professional Standards
Legislation.
w
DIRECTORS’ DECLARATION
In the Director’s opinion:
a. there are reasonable grounds to believe that the Company will be able to pay its debts as and
when they become due and payable;
b. the attached financial statements and notes thereto are in compliance with International
Financial Reporting Standards, as stated in Note 3 to the financial statements; and
c. the attached financial statements and notes thereto, are in accordance with the Corporations
Act 2001, including compliance with Australian Accounting Standards (including the Australian
Accounting Interpretations) and the Corporations Regulations 2001; and give a true and fair view
of the financial position and performance of the Group.
The Directors have been given the declarations required by s.295A of the Corporations Act 2001.
Signed in accordance with a resolution of the Directors made pursuant to s.295(5) of the Corporations
Act 2001.
On behalf of the Directors
Edward Clarke
Managing Director
31 August 2022
YOJEE LIMITED - ANNUAL REPORT 2022 12
Grant Thornton Audit Pty Ltd
Level 22 Tower 5
Collins Square
727 Collins Street
Melbourne VIC 3008
GPO Box 4736
Melbourne VIC 3001
T +61 3 8320 2222
Independent Auditor’s Report
To the Members of Yojee Limited
Report on the audit of the financial report
Opinion
We have audited the financial report of Yojee Limited (the Company) and its subsidiaries (the Group), which
comprises the consolidated statement of financial position as at 30 June 2022, the 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, and notes to the consolidated financial
statements, including a summary of significant accounting policies, and the Directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act
2001, including:
a giving a true and fair view of the Group’s financial position as at 30 June 2022 and of its performance for
the year ended on that date; and
b complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section
of our report. We are independent of the Group in accordance with the auditor independence requirements
of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical
Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence
Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled
our other ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
www.grantthornton.com.au
ACN-130 913 594
Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389.
‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or
refers to one or more member firms, as the context requires. Grant Thornton Australia Limited is a member firm of Grant Thornton International Ltd (GTIL).
GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member
firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one
another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127
556 389 ACN 127 556 389 and its Australian subsidiaries and related entities. Liability limited by a scheme approved under Professional Standards
Legislation.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the financial report of the current period. These matters were addressed in the context of our audit of the financial
report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these
matters.
Key audit matter
How our audit addressed the key audit matter
Revenue – Revenue recognition (Note 5)
During the year ending 30 June 2022, the Group has two
main revenue streams: software revenues ($951,544) and
network revenues ($1,116,556).
A customer contract can be made up of both streams and
may include numerous performance obligations achieved at a
point in time and over time.
Management judgement is required to allocate a contract’s
transaction price across the various performance obligations
and the period over which performance obligations are
satisfied.
This area is a key audit matter due to the judgement required
by management to ensure revenues are recognised in
accordance with AASB 15 Revenues from Contracts with
Customers.
Our procedures included, amongst others:
• Obtaining an understanding of the nature of revenue
transactions and evaluating management’s revenue
recognition and accounting policies for compliance;
• Considering the appropriateness of management's
assessment of revenue streams in accordance with
accounting standard AASB 15;
• Completing a non-substantive analytical review of revenues
recognised during the year compared to the prior year;
• Testing a sample of revenue transactions for network and
software revenue and tracing to supporting documentation
to assess whether revenue is being recognised
appropriately and in accordance with AASB 15;
• Assessing revenues not earned during the year are
appropriately deferred at year-end and recognised as a
contract liability;
• Testing a sample of revenue transactions before the year-
end and after the year-end to evaluate whether they are
recognised in the appropriate period; and
• Assessing the adequacy of disclosures for compliance with
the revenue recognition requirements of Australian
Accounting Standards.
Information other than the financial report and auditor’s report thereon
The Directors are responsible for the other information. The other information comprises the information included
in the Group’s financial report for the year ended 30 June 2022, but does not include the financial report and our
auditor’s report thereon.
Our opinion on the financial report does not cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the financial report
The Directors of the Company are responsible for the preparation of the financial report that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal
control as the Directors determine is necessary to enable the preparation of the financial report that gives a true
and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the Directors are responsible for assessing the Group’s ability to continue as a
going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the Directors either intend to liquidate the Group or to cease operations, or have no realistic
alternative but to do so.
Grant Thornton Australia Limited
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and
Assurance Standards Board website at: https://www.auasb.gov.au/auditors_responsibilites/ar1_2020.pdf. This
description forms part of our auditor’s report.
Report on the remuneration report
Opinion on the remuneration report
We have audited the Remuneration Report included in pages 5 to 8 of the Directors’ report for the year
ended 30 June 2022.
In our opinion, the Remuneration Report of Yojee Limited, for the year ended 30 June 2022 complies with
section 300A of the Corporations Act 2001.
Responsibilities
The Directors of the Company are responsible for the preparation and presentation of the Remuneration Report
in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
Grant Thornton Audit Pty Ltd
Chartered Accountants
D G Ng
Partner – Audit & Assurance
Melbourne, 31 August 2022
Grant Thornton Australia Limited
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
Revenue and other income
Revenue from contract with customers
Other income
Currency related gains
Interest income
Expenses
Technology and related costs
Network delivery and related costs
Employee benefits expense
Depreciation and amortisation expense
Amortisation of intangible assets
Consulting fees
Auditor remuneration
Professional fees
Employee benefits – Share-based payments expense
Currency related losses
Other expenses
Loss before income tax expense
Income tax expense
Note
30 June
2022
$
30 June
2021
$
5
6
2,068,100
176,332
1,322,909
93,984
1,063,425
141,618
5,654
95,647
(544,736)
(1,068,238)
(3,978,414)
(278,734)
(2,997,635)
(563,637)
(71,324)
(316,857)
(1,221,870)
-
(1,074,631)
(8,454,751)
(10,106)
(304,179)
(175,014)
(2,920,703)
(192,551)
(1,955,092)
(519,968)
(70,269)
(321,061)
(4,267,141)
(1,040,431)
(762,970)
(11,223,035)
(82,697)
7
8
11
19
9
Loss attributable to members of the parent entity
(8,464,857)
(11,305,732)
Other comprehensive income:
Items that may be reclassified subsequently to profit or loss:
– Exchange differences on translation of foreign operations
Total comprehensive loss
(1,342,760)
(9,807,617)
966,081
(10,339,651)
Earnings/(loss) per share
Basic earnings/(loss) per share
Diluted earnings/(loss) per share
25
Cents per Share
(0.75)
(0.75)
Cents per Share
(1.06)
(1.06)
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in
conjunction with the accompanying notes.
YOJEE LIMITED - ANNUAL REPORT 2022 16
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2022
Current Assets
Cash and cash equivalents
Trade and other receivables, net
Contract assets
Other current assets
Total Current Assets
Non-Current Assets
Property Plant and Equipment
Intangible assets
Total Non-Current Assets
Total Assets
Current Liabilities
Trade and other payables
Contract liabilities
Provision for employee entitlements
Lease liabilities
Other current liabilities
Total Current Liabilities
Non-Current Liabilities
Contract liabilities
Total Non-Current Liabilities
Total Liabilities
Net Assets
Equity
Share capital
Share-based payment reserve
Foreign currency reserve
Accumulated losses
Total Equity
Note
As at
30 June 2022
$
As at
30 June 2021
$
12
13
5
14
7
8
15
5
16
17
5
18
11,441,938
321,923
139,791
153,686
12,057,338
18,402,652
156,505
3,768
81,928
18,644,853
175,733
3,929,743
4,105,476
16,162,814
98,131
4,918,944
5,017,075
23,661,928
800,512
134,787
174,375
53,759
-
1,163,433
385,671
184,741
161,573
35,073
5,203
772,261
28,243
28,243
1,191,676
82,881
82,881
855,142
14,971,138
22,806,786
54,391,956
5,247,459
(1,116,992)
(43,551,285)
14,971,138
52,463,659
5,203,787
225,768
(35,086,428)
22,806,786
The above Consolidated Statement of Financial Position should be read in conjunction with the
accompanying notes.
YOJEE LIMITED - ANNUAL REPORT 2022 17
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
Share capital
Foreign
currency
reserve
Share-based
payment
reserve
Accumulated
losses
Total
$
$
$
$
$
Balance at 1 July 2021
52,463,659 225,768
5,203,787 (35,086,428)
22,806,786
Loss after tax for the period
-
-
- (8,464,857) (8,464,857)
Exchange differences arising on translation
- (1,342,760)
-
- (1,342,760)
of foreign operations
Total comprehensive loss
- (1,342,760)
- (8,464,857) (9,807,617)
Employee share ownership expense
- - 1,221,870
- 1,221,870
Share-based payments options and rights
1,928,297
- (1,178,198)
- 750,099
Balance at 30 June 2022
54,391,956 (1,116,992)
5,247,459 (43,551,285)
14,971,138
Balance at 1 July 2020
31,698,377 (740,313)
1,974,427 (23,780,696)
9,151,795
Loss after tax for the period
-
-
- (11,305,732) (11,305,732)
Exchange differences arising on translation
-
966,081
-
-
966,081
of foreign operations
Total comprehensive loss
Employee share ownership expense
Share placement, net of expenses
Share-based payments options and rights
- 966,081
- - 4,267,141
- 108,841
- (1,146,622)
- (11,305,732) (10,339,651)
- 4,267,141
- 19,000,000
- 727,501
18,891,159
1,874,123
Balance at 30 June 2021
52,463,659 225,768
5,203,787 (35,086,428)
22,806,786
The above Consolidated Statement of Changes in Equity should be read in conjunction with the
accompanying notes.
YOJEE LIMITED - ANNUAL REPORT 2022 18
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
Cash Flows From Operating Activities
Receipts from customers
Interest received
Other Income
Income Taxes Paid
Payments to suppliers and employees
Net cash used in operating activities
Cash Flows From Investing Activities
Payments for property, plant and equipment
Payments for intangible assets
Proceeds from disposal of property, plant and
equipment
Note
30 June
2022
$
30 June
2021
$
23
1,643,452
93,982
134,854
(7,307)
(7,218,683)
(5,353,702)
(117,011)
(2,012,337)
296
1,008,430
95,647
121,524
(14,952)
(4,943,352)
(3,732,703)
(54,723)
(1,625,672)
-
Net cash used in investing activities
(2,129,052)
(1,680,395)
Cash Flows From Financing Activities
Proceeds from issue of equity securities
Payments for costs of issuance of equity securities
Repayment of lease liabilities
Interest paid on leases
Proceeds from exercise of options and issue of
performance rights
750,100
-
(214,172)
(5,981)
-
20,000,000
(1,000,000)
(172,787)
(5,266)
727,500
Net cash flows from financing activities
529,947
19,549,447
Net change in cash and cash equivalents
Cash and cash equivalents at beginning of period
Exchange differences on cash and cash equivalents
Cash and cash equivalents at the end of period
12
(6,952,807)
18,402,652
(7,907)
11,441,938
14,136,349
4,316,712
(50,409)
18,402,652
The above Consolidated Statement of Cash Flows should be read in conjunction with the
accompanying notes
YOJEE LIMITED - ANNUAL REPORT 2022 19
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
1.
GENERAL INFORMATION
Yojee Limited (the “Company”) is a company limited by shares incorporated and domiciled in Australia
whose shares are publicly traded on the Australian Securities Exchange (“ASX”). Yojee Limited is a for-
profit entity for the purpose of preparing the financial statements. The addresses of its registered office
and principal place of business are disclosed in the introduction to the financial report. The principal
activities of the Company and its subsidiaries (collectively, the “Group”) are described in the Directors’
Report.
2.
ADOPTION OF NEW AND REVISED ACCOUNTING STANDARDS
New Accounting Standards and Interpretations Adopted During the Year
The amended accounting standards and interpretations issued by the Australian Accounting Standards
Board (“AASB”) during the year that were mandatory were adopted. None of these amendments or
interpretations materially affected any of the amounts recognised or disclosures in the current or prior year.
The Group has not early adopted any standard, interpretation or amendment that has been issued but is
not yet effective.
YOJEE LIMITED - ANNUAL REPORT 2022 20
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
3.
SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies adopted in the preparation of the consolidated financial statements
are set out below.
3.1
Statement of compliance
These consolidated financial statements are general purpose financial statements which have been
prepared in accordance with the Corporations Act 2001, Australian Accounting Standards and
Interpretations, and comply with other requirements of the law.
Australian Accounting Standards incorporate International Financial Reporting Standards (IFRS’s) as issued
by the International Accounting Standards Board. Compliance with Australian Accounting Standards
ensures that the financial statements and notes also comply with IFRS’s.
The consolidated financial statements were authorised for issue by the directors on 31 August 2022.
3.2
Basis of preparation
The consolidated financial statements have been prepared on the basis of historical cost, except for the
revaluation of certain non-current assets and financial instruments. Cost is based on the fair values of the
consideration given in exchange for assets. All amounts are presented in Australian dollars.
3.3
Principles of consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities
controlled by the Company and its subsidiaries as listed in Note 28 (collectively the “Group”). Control is
achieved where the Company is exposed or has rights to variable returns from its involvement with the
subsidiary and has the ability to affect those returns. All inter-company balances and transactions
between entities, including any unrealised profits or losses, where applicable, have been eliminated on
consolidation. Accounting policies of subsidiaries are consistent with those policies applied by the parent
entity.
3.4 Going concern
The financial report has been prepared on the going concern basis which contemplates continuity of
normal business activities and realisation of assets and settlement of liabilities in the ordinary course of
business. The going concern of the Group is dependent upon it generating increased cash receipts from
sales growth, managing its costs and raising additional funds through future capital raisings.
For the year ended 30 June 2022, the Group recorded a loss before income tax expense of $8,454,751
(2021: $11,223,035), a net operating cash outflow of $5,353,702 (2021: $3,732,703), cash and cash
equivalents of $11,441,938 (2021: $18,402,652), a net assets position of $14,971,138 (2021: $22,806,786) and
a market capitalisation of approximately $63 million.
The Directors have noted that, while the Group continues to operate at a loss, there has been significant
year on year growth in revenue and there is a reasonable expectation of this growth trend continuing.
The Directors continue to monitor the ongoing funding requirements of the Group on a monthly basis
including the monitoring of costs.
YOJEE LIMITED - ANNUAL REPORT 2022 21
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
The Directors believe that the Group can meet its financial obligations when they fall due enabling it to
continue as a going concern and as such are of the opinion that the financial report has been
appropriately prepared on a going concern basis. The Group continues to be engaged with its investors
and capital markets advisors.
Should the Group be unable to obtain the funding, there is a material uncertainty as to whether the Group
will be able to continue as a going concern, and therefore, whether it will be required to realise its assets
and extinguish its liabilities other than in the normal course of business and at amounts different from those
stated in the financial report. The financial report does not include any adjustment relating to
recoverability and classification of recorded asset amounts nor to the amounts and classification of
liabilities that may be necessary should the Group be unable to continue as a going concern.
The following significant accounting policies have been adopted in the preparation and presentation of
the financial report:
3.5
Revenue recognition
3.5.1 Software revenue
Revenue arises mainly from the provision of software subscription and related services including, but not
limited to, Yojee SaaS software set-up services, software customisation and usage charges.
To determine whether to recognise revenue, the Group follows a 5-step process:
1.
2.
3.
4.
5.
Identifying the contract with a customer
Identifying the performance obligations
Determining the transaction price
Allocating the transaction price to the performance obligations
Recognising revenue when/as performance obligation(s) are satisfied
The Group typically enters into transactions involving a range of the Group’s products and services. In all
cases, the total transaction price for a contract is allocated amongst the various performance obligations
based on their relative stand-alone selling prices. The transaction price for a contract excludes any
amounts collected on behalf of third parties.
Revenue is recognised either at a point in time or over time, when (or as) the Group satisfies performance
obligations by transferring the promised goods or services to its customers.
The Group recognises contract liabilities for consideration received in respect of unsatisfied performance
obligations and reports these amounts as contract liabilities in the statement of financial position. Similarly,
if the Group satisfies a performance obligation before it receives the consideration, the Group recognises
either a contract asset or a receivable in its statement of financial position, depending on whether
something other than the passage of time is required before the consideration is due.
Revenue from software subscription, set up service and customisation services is recognised over time
when (or as) the benefit is consumed by the customer. The Group allocates the transaction price between
the software subscription and other performance obligations identified in a contract on a relative stand-
alone selling price basis. Typically, customers are billed in advance for these services. The relevant
payment due dates are specified in each contact and in all invoices. Consideration received prior to the
actual delivery and customer usage of the customised software is deferred until such event. However,
consideration received under contract with customisation service that is terminated prior to delivery and
actual usage by the customer is recognised as revenue to the extent that it is non-refundable.
YOJEE LIMITED - ANNUAL REPORT 2022 22
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
Revenue from software usage charges is recognised at a point in time when the performance obligation
is satisfied. Customers are billed in arrears for such charges and would typically result in a contract asset in
the statement of financial position.
The Group receives a fixed fee for its software contracts. There was no variable consideration noted in its
contract with customers.
3.5.2 Network revenue
Network revenue relates to revenue arising from delivery services in Singapore. Deliveries are split into
various categories such as express, same day and next day deliveries. The delivery services provided are
primarily used as a testbed for the Groups software product. Revenue is recognised upon successful
delivery, thus performance obligation is satisfied at a point in time. The adoption of the new standard did
not have a material impact on network revenue.
The Group recognises contract liabilities for consideration received or billed in respect of unsatisfied
performance obligations and reports these amounts as contract liabilities in the statement of financial
position. Similarly, if the Group satisfies a performance obligation before it receives or bills the
consideration, the Group recognises either a contract asset in its statement of financial position,
depending on whether something other than the passage of time is required before the consideration is
due. Satisfied performance obligations that are received or billed are recognised as receivables.
Impairment assessment for contract assets are described in Note 3.16.
3.5.3
Interest income
Interest income is recognised on an accrual basis using the effective interest method.
3.5.4 Government grants
Government grants are recognised when there is reasonable assurance that the grant will be received
and all attaching conditions will be complied with. Where the grant relates to an asset, the fair value is
recognised as deferred capital grant on the balance sheet and is amortised to profit or loss over the
expected useful life of the relevant asset by equal annual instalments.
3.6
Share-based payments
Equity-settled share-based payments to employees and others providing similar services are measured
at the fair value of the equity instrument at the grant date. Fair value is determined by application of a
methodology which is appropriate for that.
The fair value determined at the grant date of the equity-settled share-based payments is expensed on a
straight-line basis over the vesting period, based on the Group’s estimate of shares that will eventually vest.
At the end of each reporting period, the Group revises its estimate of the number of equity instruments
expected to vest. The impact of the revision of the original estimates, if any, is recognised in profit or loss
such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to the
option reserve.
The consolidated financial statements recognise amounts in respect of other equity-settled shared based
payments.
YOJEE LIMITED - ANNUAL REPORT 2022 23
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
Equity-settled share-based payment transactions with parties other than employees are measured at the
fair value of goods or services received, except where that fair value cannot be estimated reliably, in
which case they are measured at the fair value of the equity instruments granted, measured at the date
the entity obtains the goods or the counterparty renders the service.
For cash-settled share-based payments, a liability is recognised for the goods or services acquired,
measured initially at the fair value of the liability. At the end of each reporting period until the liability is
settled, and at the date of settlement, the fair value of the liability is re-measured, with any changes in fair
value recognised in profit or loss for the year.
3.7
Taxation
The income tax expense (revenue) comprises current income tax expense (income) and deferred tax
expense (income).
3.7.1 Current tax
Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated
using applicable income tax rates enacted, or substantially enacted, as at reporting date. Current tax
liabilities (assets) are therefore measured at the amounts expected to be paid to (recovered from) the
relevant taxation authority.
3.7.2 Deferred tax
Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities
in the financial statements and the corresponding tax bases used in the computation of taxable profit.
Deferred tax liabilities are generally recognised for all taxable temporary differences.
Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it
is probable that taxable profits will be available against which those deductible temporary differences
can be utilised. Such deferred tax assets and liabilities are not recognised if the temporary difference arises
from goodwill or from the initial recognition (other than in a business combination) of other assets and
liabilities in a transaction that affects neither the taxable profit nor the accounting profit.
Deferred tax liabilities are recognised for taxable temporary differences associated with investments in
subsidiaries and associates, and interests in joint ventures, except where the Group is able to control the
reversal of the temporary difference and it is probable that the temporary difference will not reverse in the
foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such
investments and interests are only recognised to the extent that it is probable that there will be sufficient
taxable profits against which to utilise the benefits of the temporary differences and they are expected to
reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced
to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part
of the asset to be recovered.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period
when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been
enacted or substantively enacted at reporting date. Their measurement also reflects the manner in which
management expects to recover or settle the carrying amount of the related assets or liabilities.
YOJEE LIMITED - ANNUAL REPORT 2022 24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax
assets against current tax liabilities and when they relate to income taxes levied by the same taxation
authority and the Group intends to settle its current tax assets and liabilities on a net basis.
3.7.3 Current and deferred tax for the period
Current and deferred tax are recognised as an expense or income in profit or loss, except when they
relate to items that are recognised outside profit or loss (whether in other comprehensive income or
directly in equity), in which case the tax is also recognised outside profit or loss, or where they arise from
the initial accounting for a business combination. In the case of a business combination, the tax effect is
included in the accounting for the business combination.
3.8 Goods and services tax
Revenues, expenses and assets are recognised net of the amount of goods and services tax (“GST”),
except:
a. where the amount of GST incurred is not recoverable from the taxation authority, it is recognised as
part of the cost of acquisition of an asset or as part of an item of expense; or
for receivables and payables which are recognised inclusive of GST.
b.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of
receivables or payables. Cash flows are included in the statement of cash flows on a gross basis. The GST
component of cash flows arising from investing and financing activities which is recoverable from, or
payable to, the taxation authority is classified as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable,
the tax authority.
3.9
Leases
The Group as a lessee
The Group considers whether a contract is, or contains a lease. A lease is defined as ‘a contract, or part
of a contract, that conveys the right to use an asset (the underlying asset) for a period of time in exchange
for consideration’. To apply this definition the Group assesses whether the contract meets three key
evaluations which are whether:
•
•
•
the contract contains an identified asset, which is either explicitly identified in the contract or
implicitly specified by being identified at the time the asset is made available to the Group
the Group has the right to obtain substantially all of the economic benefits from use of the identified
asset throughout the period of use, considering its rights within the defined scope of the contract
the Group has the right to direct the use of the identified asset throughout the period of use.
The Group assess whether it has the right to direct ‘how and for what purpose’ the asset is used throughout
the period of use.
YOJEE LIMITED - ANNUAL REPORT 2022 25
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
Measurement and recognition of leases as a lessee
At lease commencement date, the Group recognises a right-of-use asset and a lease liability on the
balance sheet. The right-of-use asset is measured at cost, which is made up of the initial measurement of
the lease liability, any initial direct costs incurred by the Group, an estimate of any costs to dismantle and
remove the asset at the end of the lease, and any lease payments made in advance of the lease
commencement date (net of any incentives received).
The Group depreciates the right-of-use assets on a straight-line basis from the lease commencement date
to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The Group
also assesses the right-of-use asset for impairment when such indicators exist. Right-of-use asset balance is
included in property, plant and equipment balance.
At the commencement date, the Group measures the lease liability at the present value of the lease
payments unpaid at that date, discounted using the interest rate implicit in the lease if that rate is readily
available or the Group’s incremental borrowing rate.
Lease payments included in the measurement of the lease liability are made up of fixed payments
(including in substance fixed), variable payments based on an index or rate, amounts expected to be
payable under a residual value guarantee and payments arising from options reasonably certain to be
exercised.
Subsequent to initial measurement, the liability will be reduced for payments made and increased for
interest. It is remeasured to reflect any reassessment or modification, or if there are changes in in-substance
fixed payments.
When the lease liability is remeasured, the corresponding adjustment is reflected in the right-of-use asset,
or profit and loss if the right-of-use asset is already reduced to zero.
The Group has elected to account for short-term leases and leases of low-value assets using the practical
expedients. Instead of recognising a right-of-use asset and lease liability, the payments in relation to these
are recognised as an expense in profit or loss on a straight-line basis over the lease term.
On the statement of financial position, right-of-use assets have been included in property, plant and
equipment and lease liabilities have been included in current and non-current lease liabilities.
3.10 Cash and cash equivalents
Cash and cash equivalents comprise cash on hand, deposits held at call with banks and other short-term
highly liquid investments with original maturities of three months or less that are readily convertible to
known amounts of cash and which are subject to an insignificant risk of changes in value.
3.11 Foreign currencies
Foreign currency translation
The consolidated financial statements are presented in Australian dollars, which is the parent entity’s
functional and presentation currency.
YOJEE LIMITED - ANNUAL REPORT 2022 26
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
Foreign currency transactions
Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at
the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such
transactions and from the translation at financial year-end exchange rates of monetary assets and
liabilities denominated in foreign currencies are recognised in profit or loss.
Foreign operations
The assets and liabilities of foreign operations are translated into Australian dollars using the exchange
rates at the reporting date. The revenues and expenses of foreign operations are translated into Australian
dollars using the average exchange rates, which approximate the rates at the dates of the transactions,
for the period. All resulting foreign exchange differences are recognised in other comprehensive income
through the foreign currency reserve in equity. The foreign currency reserve is recognised in profit or loss
when the foreign operation or net investment is disposed of.
3.12 Operating segments
Operating segments are presented using the ‘management approach’, where the information presented
is on the same basis as the internal reports provided to the Chief Operating Decision Makers (‘CODM’).
The CODM is responsible for the allocation of resources to operating segments and assessing their
performance.
3.13 Contributed equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares
or options are shown in equity as a deduction, net of tax, from the proceeds.
3.14
Impairment of non-financial assets
For impairment assessment purposes, assets are grouped at the lowest levels for which there are largely
independent cash inflows (cash-generating units). As a result, some assets are tested individually for
impairment and some are tested at cash-generating unit level.
All individual assets or cash-generating units are tested for impairment whenever events or changes in
circumstances indicate that the carrying amount may not be recoverable. If events or changes in
circumstances indicate a possible impairment, the Group reviews the carrying amounts of its tangible and
intangible assets to determine whether there is any indication that those assets have suffered an
impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to
determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that
are largely independent from other assets, the Group estimates the recoverable amount of the cash-
generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value-in-use. 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 which
the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (cash-generating unit) is estimated to be less than its carrying
amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount.
An impairment loss is recognised in profit or loss immediately, unless the relevant asset is carried at fair
value, in which case the impairment loss is treated as a revaluation decrease.
YOJEE LIMITED - ANNUAL REPORT 2022 27
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
Where an impairment loss subsequently reverses, the carrying amount of the asset excluding goodwill
(cash-generating unit) is increased to the revised estimate of it recoverable amount, but only to the extent
that the increased carrying amount does not exceed the carrying amount that would have been
determined had no impairment loss been recognised for the asset (cash-generating unit) in prior years. A
reversal of an impairment loss is recognised in profit or loss immediately, unless the relevant asset is carried
at fair value, in which case the reversal of the impairment loss is treated as a revaluation increase.
3.15 Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Group,
excluding any costs of servicing equity other than ordinary shares, by the weighted average number of
ordinary shares outstanding during the period, adjusted for bonus elements in ordinary shares issued during
the financial period.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take
into account the after-income tax effect of interest and other financing costs associated with the dilutive
potential ordinary shares and the weighted average number of additional ordinary shares that would
have been outstanding assuming the conversion of all dilutive potential ordinary shares.
3.16 Financial instruments
Recognition, initial measurement and derecognition
Financial assets and financial liabilities are recognised when the Group becomes a party to the
contractual provisions of the financial instrument and are measured initially at fair value adjusted by
transactions costs, except for those carried at fair value through profit or loss, which are measured initially
at fair value. Subsequent measurement of financial assets and financial liabilities are described below.
Financial assets are derecognised when the contractual rights to the cash flows from the financial asset
expire, or when the financial asset and all substantial risks and rewards are transferred. A financial liability
is derecognised when it is extinguished, discharged, cancelled or expired.
Classification and subsequent measurement of financial assets
Except for those trade receivables that do not contain a significant financing component and are
measured at the transaction price in accordance with AASB 15, all financial assets are initially measured
at fair value adjusted for transaction costs (where applicable).
For the purpose of subsequent measurement, financial assets are classified into the following categories
upon initial recognition:
• amortised cost
•
fair value through profit or loss (FVPL)
Classifications are determined by both:
•
•
the Group’s business model for managing the financial asset
the contractual cash flow characteristics of the financial assets
YOJEE LIMITED - ANNUAL REPORT 2022 28
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
All income and expenses relating to financial assets that are recognised in profit or loss are presented
within finance costs, finance income or other financial items, except for impairment of trade receivables,
which is presented within other expenses.
Subsequent measurement financial assets
(a) Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the following conditions (and are
not designated as FVPL):
•
•
they are held within a business model whose objective is to hold the financial assets and collect
its contractual cash flows
the contractual terms of the financial assets give rise to cash flows that are solely payments of
principal and interest on the principal amount outstanding
After initial recognition, these are measured at amortised cost using the effective interest method.
Discounting is omitted where the effect of discounting is immaterial. The Group’s cash and cash
equivalents, trade receivables fall into this category of financial instruments.
(b) Financial assets at fair value through profit or loss (FVPL)
Financial assets that are held within a different business model other than ‘hold to collect’ or ‘hold to
collect and sell’ are categorised at fair value through profit and loss. Further, irrespective of business
model financial assets whose contractual cash flows are not solely payments of principal and interest
are accounted for at FVPL. There are no financial instruments that fall into this category for the
financial year ended.
Impairment of financial assets
AASB 9’s impairment requirements use forward-looking information to recognise expected credit losses –
the ‘expected credit losses (“ECL”) model’. Instruments within the scope of the new requirements included
trade receivables and contract assets recognised and measured under AASB 15 that are not measured
at fair value through profit or loss.
The Group considers a broader range of information when assessing credit risk and measuring expected
credit losses, including past events, current conditions, reasonable and supportable forecasts that affect
the expected collectability of the future cash flows of the instrument.
The Group makes use of a simplified approach in accounting for trade receivables as well as contract
assets and records the loss allowance at the amount equal to the expected lifetime credit losses. In using
this practical expedient, the Group uses its historical experience, external indicators and forward-looking
information to calculate the expected credit losses using a provision matrix.
The Group assess impairment of trade receivables on a collective basis as they possess credit risk
characteristics based on the geographical location where the receivables originates. The Group also
considers the inherent higher credit risk for amounts as the number of days overdue increases for those
amounts.
YOJEE LIMITED - ANNUAL REPORT 2022 29
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
Classification and measurement of financial liabilities
Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction
costs.
Subsequently, financial liabilities are measured at amortised cost using the effective interest method
except for financial liabilities designated at FVPL, which are carried subsequently at fair value with gains
or losses recognised in profit or loss.
All interest-related charges and, if applicable, changes in an instrument’s fair value that are reported in
profit or loss are included within finance costs or finance income.
The Group’s financial liabilities include trade and other payables. The Group does not have derivative
instruments.
3.17 Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a
past event, it is probable that an outflow of resources embodying economic benefits will be required to
settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are
not recognised for future operating losses.
When the Group expects some or all of a provision to be reimbursed, for example under an insurance
contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually
certain. The expense relating to any provision is presented in the statement of profit or loss and other
comprehensive income net of any reimbursement.
Provisions are measured at the present value or management’s best estimate of the expenditure required
to settle the present obligation at the end of the reporting period. If the effect of the time value of money
is material, provisions are discounted using a current pre-tax rate that reflects the risks specific to the
liability. When discounting is used, the increase in the provision due to the passage of time is recognised
as an interest expense.
3.18 Employee leave entitlements
Liabilities accruing to employees in respect of annual leave, long service leave, sick leave and any other
statutory requirements are recognised in other payables in respect of employees’ services up to the
reporting date. They are measured at the amounts based on the employee’s compensation and
outstanding leave balances. The Group typically do not expect to settle the liabilities in cash or other
financial instruments.
3.19 Property, plant and equipment
Property, plant and equipment is stated at historical cost less depreciation. Historical cost includes
expenditure that is directly attributable to the acquisition of the items.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as
appropriate, only when it is probable that future economic benefits associated with the item will flow to
the Group and the cost of the item can be measured reliably. All other repairs and maintenance are
charged to profit or loss during the reporting period in which they are incurred.
YOJEE LIMITED - ANNUAL REPORT 2022 30
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
Depreciation on plant & equipment assets is calculated using the straight-line method to allocate their
cost, net of their residual values, over their estimated useful lives, as follows:
Category
Computer Equipment
Useful Life
2 years
The assets’ residual values, if any, and useful lives are reviewed, and adjusted if appropriate, at the end of
each reporting period.
An assets’ carrying amount is written down immediately to its recoverable amount if the assets’ carrying
amount is greater than its estimated recoverable amount. Such assessments are performed at the end of
the financial reporting period and whenever there is an indication of impairment.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount and
recognised in profit or loss. There were no disposals during the financial year.
Right-of-use asset balance is included in property, plant and equipment balance. Depreciation on right-
of-use asset is described in Note 3.9.
3.20
Intangibles
Expenditure during the research phase of a project is recognised as an expense when incurred.
Development costs are capitalised only when the technical feasibility studies identify that the project will
deliver future economic benefits and these benefits can be measured reliably.
Subsequent measurement
Amortisation commences when the asset is ready for commercial use. All finite-lived intangible assets,
including capitalised internally developed software, are accounted for using the cost model whereby
capitalised costs are amortised on a straight-line basis over their estimated useful lives. Residual values and
useful lives are reviewed at each reporting date. In addition, they are subject to impairment testing as
described in Note 3.14.
The following useful lives are applied:
Intangible Asset
Internally-developed Software
Useful Life
3 years
Any capitalised internally developed software that is not yet complete is not amortised but is subject to
impairment testing at each reporting date or more frequently if events or changes in circumstances
indicate a possible impairment as described in Note 3.14.
Amortisation has been included within depreciation, amortisation and impairment of non-financial assets.
When an intangible asset is disposed of, the gain or loss on disposal is determined as the difference
between the proceeds and the carrying amount of the asset, and is recognised in profit or loss within other
income or other expenses.
YOJEE LIMITED - ANNUAL REPORT 2022 31
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
4.
CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
In the application of the Group’s accounting policies, which are described in Note 3, the directors are
required to make judgments, estimates and assumptions about the carrying amounts of assets and
liabilities that are not readily apparent from other sources. The estimates and associated assumptions are
based on historical experience and other factors that are considered to be relevant. Actual results may
differ from these estimates.
The estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting
estimates are recognised in the period in which the estimate is revised if the revision affects only that
period, or in the period of the revision and future periods if the revision affects both current and future
periods.
Critical judgments and estimates in applying accounting policies
Share-based payment transactions
The Group measures the cost of equity-settled transactions with employees by reference to the fair value
of the equity instruments at the date at which they are granted. The fair value is determined by using
either the American Binomial or Black-Scholes methodology taking into account the terms and conditions
upon which the instruments were granted. The valuation methodologies used require management
judgement on inputs used around volatility as well as other market vesting conditions. The accounting
estimates and assumptions relating to the equity-settled share-based payments would have no impact on
the carrying amounts of assets and liabilities within the next annual reporting period but may impact profit
or loss and equity.
Impairment of internally-developed software
Subsequent to capitalisation, management monitors whether the recognition requirements continue to
be met and makes judgements in respect to whether there are any indicators that capitalised costs may
be impaired. Indicators of impairment may arise from internal or external events or circumstances.
Amongst the factors considered during the year were market demand, industry use for the software, as
well as possible obsolescence of capitalised costs due to strategic changes in product design and build.
Where indicators of possible impairment are identified, management estimates the recoverable amount
of each asset or cash-generating unit based on expected future cash flows and uses an discount rate to
discount them. Estimation uncertainty relates to assumptions about future operating results and the
determination of a suitable interest rate.
The Group ascertained that the possible indicators identified did not give rise to a risk for impairment as
the business continues to see demand for the software from market players and that there was no major
refactoring or rebuild done to the product during the year.
Useful lives of depreciable assets
The Group reviews its estimate of the useful lives of depreciable assets at each reporting date, based on
the expected utility of the assets. Uncertainties in these estimates relate to technical obsolescence that
may change the utility of certain software and IT equipment.
YOJEE LIMITED - ANNUAL REPORT 2022 32
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
Provision for expected credit losses of trade receivables and contract assets
The Group uses a provision matrix to calculate ECLs for trade receivables and contract assets. The provision
rates are based on the geographical location where the receivables originate. The Group also considers
the inherent higher credit risk for amounts as the number of days overdue increases for those amounts.
The provision matrix is initially based on the Group’s historical observed default rates. The Group will
calibrate the matrix to adjust historical credit loss experience with forward-looking information. At every
reporting date, historical default rates are updated and changes in the forward-looking estimates are
analysed.
The assessment of the correlation between historical observed default rates, forecast economic conditions
and ECLs is a significant estimate. The amount of ECLs is sensitive to changes in circumstances and of
forecast economic conditions. The Group’s historical credit loss experience and forecast of economic
conditions may also not be representative of customer’s actual default in the future.
Lease term
Management applies judgment in considering the substance of a lease agreement and whether it
transfers substantially all the risks and rewards incidental to ownership of the leased asset. Key factors
considered include the length of the lease term in relation to the economic life of the asset. The Group
reviews its estimate of the expected term of use of the leased based on all facts and circumstances
present at the time of assessment. Uncertainties in these estimates relate to changing business needs.
YOJEE LIMITED - ANNUAL REPORT 2022 33
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
5.
REVENUE FROM CONTRACT WITH CUSTOMERS
Software revenue
Network revenue
30 June 2022
$
951,544
1,116,556
2,068,100
30 June 2021
$
860,185
203,240
1,063,425
Software revenue arises mainly from the provision of software subscription, transaction fees as well as
related services including, but not limited to, Yojee SaaS software post-contract customer support services,
set-up services, software customisation and other professional services. Network revenue relates to
revenue arising from delivery services in Singapore. Detailed description of the Group’s revenue is
disclosed in notes 3.5.1 and 3.5.2.
The Group’s revenue disaggregated by pattern of revenue recognition is as follows:
Transferred at a point in time
Transferred over time
Total
Transferred at a point in time
Transferred over time
Total
For the financial year ended 30 June 2022
Software
Network
$
91,227
860,317
951,544
$
1,116,556
-
1,116,556
For the financial year ended 30 June 2021
Software
Network
$
60,515
799,670
860,185
$
203,240
-
203,240
Total
$
1,207,783
860,317
2,068,100
Total
$
263,755
799,670
1,063,425
The following aggregated amounts of transaction prices relate to the performance obligations from
existing contracts that are unsatisfied or partially unsatisfied. Unsatisfied or partially unsatisfied
performance obligations relate to contracted subscription fees, minimum transaction commitments or
setup which is integral to the use of the software and the performance obligations are expected to be
satisfied over the remaining duration of the related subscription period. Unsatisfied performance
obligations as at 30 June 2022 are expected to be satisfied by the financial year ending 30 June 2025.
Transaction price of (partially) unsatisfied performance
obligations
897,940
1,774,497
30 June 2022
$
30 June 2021
$
YOJEE LIMITED - ANNUAL REPORT 2022 34
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
The Group’s contract assets and contract liabilities balances for the financial year ended are as follows:
Current Assets
Contract Assets - Accrued software revenue
Contract Assets - Accrued network revenue
Current Liabilities
Contract Liabilities - Deferred software revenue
Non-current Liabilities
Contract Liabilities - Deferred software revenue
Contract liabilities at the start of the year
Add: Net amount billed to customers
Add: Increase in accrued revenue
Less: Revenue for the year
Net exchange differences
Contract liabilities at the end of the year
6.
OTHER INCOME
Government grants
Other
Total other income
30 June 2022
$
30 June 2021
$
13,828
125,963
139,791
3,768
-
3,768
134,787
184,741
28,243
163,030
82,881
267,622
30 June 2022
30 June 2021
$
$
267,622
865,539
10,060
(951,544)
(28,647)
163,030
361,198
782,480
-
(860,185)
(15,871)
267,622
30 June 2022
$
173,655
2,677
176,332
30 June 2021
$
137,540
4,078
141,618
During the financial year, government grants mainly relate to the Job Support Scheme (“JSS”) from the
Singapore Government. JSS is calculated based on a percentage of the monthly wages of Singapore
employees. It aims to provide wage support to employers to help them retain their local employees during
this period of economic uncertainty resulting from the COVID-19 pandemic. Government grants are
included in other income during the year as described in Note 3.5.4.
YOJEE LIMITED - ANNUAL REPORT 2022 35
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
7.
PROPERTY PLANT AND EQUIPMENT
Gross carrying amount
Balance at 1 July 2021
Additions
Disposals
Net exchange differences
Balance at 30 June 2022
Depreciation and impairment
Balance at 1 July 2021
Depreciation
Disposals
Net exchange differences
Balance at 30 June 2022
Carrying amount at 1 July 2021
Carrying amount at 30 June 2022
Gross carrying amount
Balance at 1 July 2020
Additions
Disposals
Balance at 30 June 2021
Depreciation and impairment
Balance at 1 July 2020
Depreciation
Disposals
Net exchange differences
Balance at 30 June 2021
Carrying amount at 1 July 2020
Carrying amount at 30 June 2021
Computer
Equipment
$
Leased
Premises Right-
of-use Assets
$
138,256
117,011
(684)
14,702
269,285
90,322
64,957
(499)
(77)
154,703
47,934
114,582
630,071
224,733
-
-
854,804
579,874
213,777
-
2
793,653
50,197
61,151
Computer
Equipment
$
Leased
Premises Right-
of-use Assets
$
82,953
55,303
-
138,256
75,238
14,949
-
135
90,322
7,715
47,934
636,003
54,723
(60,655)
630,071
444,384
177,602
(49,588)
7,476
579,874
191,619
50,197
Total
$
768,327
341,744
(684)
14,702
1,124,089
670,196
278,734
(499)
(75)
948,356
98,131
175,733
Total
$
718,956
110,026
(60,655)
768,327
519,622
192,551
(49,588)
7,611
670,196
199,334
98,131
YOJEE LIMITED - ANNUAL REPORT 2022 36
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
8.
INTANGIBLE ASSETS
Gross carrying amount
Balance at 1 July 2021
Additions
Net exchange differences
Balance at 30 June 2022
Amortisation and impairment
Balance at 1 July 2021
Amortisation
Net exchange differences
Balance at 30 June 2022
Carrying amount at 1 July 2021
Carrying amount at 30 June 2022
Gross carrying amount
Balance at 1 July 2020
Additions
Balance at 30 June 2021
Amortisation and impairment
Balance at 1 July 2020
Amortisation
Net exchange differences
Balance at 30 June 2021
Carrying amount at 1 July 2020
Carrying amount at 30 June 2021
Internally-
developed
Software
$
7,864,582
2,012,337
(7,122)
9,869,797
2,945,638
2,997,635
(3,219)
5,940,054
4,918,944
3,929,743
Internally-
developed
Software
$
6,238,910
1,625,672
7,864,582
975,846
1,955,092
14,700
2,945,638
5,263,064
4,918,944
Total
$
7,864,582
2,012,337
(7,122)
9,869,797
2,945,638
2,997,635
(3,219)
5,940,054
4,918,944
3,929,743
Total
$
6,238,910
1,625,672
7,864,582
975,846
1,955,092
14,700
2,945,638
5,263,064
4,918,944
YOJEE LIMITED - ANNUAL REPORT 2022 37
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
9.
INCOME TAX EXPENSE
(a) The components of income tax expense comprise:
Current income tax charge
Adjustments for tax of prior periods
Deferred income tax relating to origination and
reversal of temporary differences
Total tax expense attributable to continuing operations,
30 June 2022
30 June 2021
$
$
10,106
-
-
704
81,993
-
representing total tax for the year
10,106
82,697
(b) Numerical reconciliation of income tax expense to
prima facie tax payable:
Loss from operations before income tax
30 June 2022
$
30 June 2021
$
(8,454,751)
(11,223,035)
Prima facie tax benefit*
(2,536,425)
(3,366,911)
Expected tax expense
Adjustment for tax-rate differences in foreign jurisdictions
Adjustment for non-deductible expenses:
- Other non-deductible expenses
(Less)/Add Temporary Differences
- Temporary differences not recognised
- Tax losses not recognised
Income tax expense
(c) The following deferred tax assets and (liabilities) have
not been brought to account as:
Tax losses - revenue
Tax losses - capital
Temporary differences
10,106
82,697
2,469,183
2,624,566
(514,097)
581,339
10,106
181,387
560,958
82,697
3,508,099
469,308
17,311
3,994,718
1,779,245
469,308
531,406
2,779,959
*The tax rate used in the above reconciliation is the corporate tax rate of 30% (2021: 30%) payable by Australian corporate entities on
taxable profits under Australian tax law.
The taxation benefits of losses and temporary differences not brought to account will only be obtained if:
The Group derives future assessable income of a nature and of an amount sufficient to enable the benefit
from the deductions for the losses to be realised:
i)
ii)
The Group continues to comply with the conditions for deductibility imposed by law; and
No change in tax legislation adversely affects the Group in realising the benefits from
deducting the losses.
YOJEE LIMITED - ANNUAL REPORT 2022 38
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
10.
KEY MANAGEMENT PERSONNEL
a.
The names of key management personnel of the entity at any time during the financial year
ended 30 June 2022 are:
Mr David Morton – Chairman (Appointed 3 March 2020)
Mr Edward Clarke – Managing Director (Appointed 26 May 2016)
Mr Ray Lee – Non-Executive Director (Appointed 3 March 2020)
Mr Gary Flowers – Non-Executive Director (Appointed 1 May 2019)
b.
Compensation practices
Details of the remuneration of key management personnel of the consolidated entity are set out in the
below table. The remuneration table listed below comprises 12 months of remuneration of the Group.
c.
Aggregate Key Management Personnel Compensation
Short-term employment benefits
Post-employment benefits
Equity-based payments
30 June 2022
$
30 June 2021
$
495,024
18,800
209,309
723,133
535,730
16,761
2,285,427
2,837,918
Information regarding individual directors and executive’s compensation and some equity instruments
disclosures as permitted by Corporations Regulations 2M.3.03 and 2M.6.04 are provided in the
Remuneration Report section of the Directors Report.
11. AUDITOR REMUNERATION
Audit services
Audit and review of Group financial report*
Audit of subsidiary financial reports#
30 June 2022
$
30 June 2021
$
68,510
2,814
71,324
67,930
2,339
70,269
* Grant Thornton Audit Pty Ltd
# RSM Vietnam Auditing and Consulting Company Limited – Yojee Ops Vietnam Company Limited (Vietnam); and YH Tan & Associates
PLT – Yojee Sdn. Bhd. (Malaysia)
YOJEE LIMITED - ANNUAL REPORT 2022 39
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
12. CASH AND CASH EQUIVALENTS
Cash at Bank – AUD Accounts
Cash at Bank – SGD Accounts
Cash at Bank – USD Accounts
Cash at Bank – VND Account
Cash at Bank – MYR Accounts
13.
TRADE AND OTHER RECEIVABLES
Trade receivables, net
Goods and services tax receivable
Trade receivables, gross
Less: Loss Allowance – AASB 9
Trade receivables, net
Goods and services tax receivable
Trade and other receivables
30 June 2022
30 June 2021
$
10,357,804
400,989
569,320
113,086
739
11,441,938
$
17,635,312
222,457
448,422
60,137
36,324
18,402,652
30 June 2022
30 June 2021
$
313,657
8,266
321,923
$
155,748
757
156,505
30 June 2022
30 June 2021
$
$
322,468
(8,811)
313,657
8,266
321,923
171,996
(16,248)
155,748
757
156,505
All the receivables are short term and the carrying values of the items are considered to be a reasonable
approximation of fair value.
All of the Group’s trade receivables have been reviewed for expected credit loss (ECL). Certain trade
receivables were found to be impaired and an allowance for credit losses of $7,437 (2021: $27,657),
including currency gain/loss, has been recorded accordingly within other expenses. In estimating ECL, the
Group considers reasonable and supportable information that is relevant and available. This includes
qualitative and quantitative information and analysis, based on the Group’s historical experience and
informed credit risk. In undertaking the review, consideration was given to current economic climate as a
result of COVID-19.
YOJEE LIMITED - ANNUAL REPORT 2022 40
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
14. OTHER CURRENT ASSETS
Prepaid expenses
Rental deposits
Other
15.
TRADE AND OTHER PAYABLES
Accrued operating expense
Trade payables
Payroll and related liabilities
Corporate tax
30 June 2022
30 June 2021
$
$
106,358
47,328
-
153,686
43,305
30,283
8,340
81,928
30 June 2022
30 June 2021
$
248,638
292,952
188,372
70,550
800,512
$
63,120
70,248
185,408
66,895
385,671
All the payables are short term and the carrying values of the items are considered to be a reasonable
approximation of fair value.
16.
PROVISION FOR EMPLOYEE ENTITLEMENTS
Provision for employee entitlements
30 June 2022
30 June 2021
$
174,375
174,375
$
161,573
161,573
Provision for employee entitlements represents vested annual leave entitlements accrued.
17.
LEASES
Lease liabilities are presented in the consolidated statement of financial position as follows:
Current Liabilities
Lease liabilities
Non-Current Liabilities
Lease liabilities
30 June 2022
30 June 2021
$
$
53,759
35,073
-
53,759
-
35,073
YOJEE LIMITED - ANNUAL REPORT 2022 41
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
The Group has leases for office premises and workspaces. The future minimum lease payments were as
follows:
Lease payments
Finance charges
Net present values
Lease payments
Finance charges
Net present values
Minimum lease payments due as at 30 June 2022
Within one year One to five years After five years
$
54,563
(804)
53,759
-
-
-
$
-
-
-
Minimum lease payments due as at 30 June 2021
Within one year One to five years After five years
$
35,486
(413)
35,073
-
-
-
$
-
-
-
Total
$
54,563
(804)
53,759
Total
$
35,486
(413)
35,073
Lease payments not recognised as a liability
The group has elected not to recognise a lease liability for short-term leases (leases with an expected term
of 12 months or less) or for leases of low value assets. Payments made under such leases are expensed on
a straight-line basis.
The expense relating to payments not included in the measurement of a lease liability was $32,045 (2021:
$18,399). This amount relates to short-term leases.
18.
SHARE CAPITAL
Share capital consists only of fully paid ordinary shares.
Fully paid ordinary shares
Number of ordinary shares
Balance at the beginning of the reporting period
Placement securities
Option exercise
Conversion of performance rights
Balance at reporting date
30 June 2022
30 June 2021
$
54,391,956
54,391,956
$
52,463,659
52,463,659
30 June 2022
30 June 2021
Number of Shares
Number of Shares
1,112,518,578
-
10,000,000
6,352,959
1,128,871,537
985,343,232
100,000,000
20,500,000
6,675,346
1,112,518,578
YOJEE LIMITED - ANNUAL REPORT 2022 42
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
19.
SHARE-BASED PAYMENTS
Share Options
The option reserve records items recognised as expenses on valuation of share options.
2022
Grant date Expiry Date of
Options
Exercise
Price of
Options
Balance at
start of year
Cancelled/
expired during
the year
Exercised
during the
year
Issued
during the
year
Balance at
end of the
year
Exercisable at
end of year
18 Feb 2020
18 Aug 2021
$0.075
10,000,000
22 Nov 2019
1 Apr 2023
$0.100
1,000,000
22 Nov 2019
1 Apr 2024
$0.150
1,000,000
22 Nov 2019
20 Dec 2022
$0.100
1,500,000
22 Nov 2019
20 Dec 2022
$0.150
1,500,000
18 Feb 2020
18 Feb 2023
$0.075
2,500,000
27 Nov 2020
27 Nov 2023
$0.080
9,000,000
27 Nov 2020
27 Nov 2023
$0.070
5,000,000
27 Nov 2020
5 Aug 2024
$0.100
2,500,000
27 Nov 2020
5 Aug 2025
$0.150
2,500,000
-
-
-
-
-
-
-
-
-
-
(10,000,000)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,000,000
1,000,000
1,500,000
1,500,000
2,500,000
9,000,000
5,000,000
2,500,000
2,500,000
1
2
3
4
5
6
7
8
9
-
1,000,000
1,000,000
1,500,000
1,500,000
2,500,000
9,000,000
5,000,000
2,500,000
-
36,500,000
-
(10,000,000)
-
26,500,000
24,000,000
1 1,000,000 unquoted options vesting on a 12-month service condition (exercisable at $0.10 on or before 1 April 2023).
2 1,000,000 unquoted options vesting on a 24-month service condition (exercisable at $0.15 on or before 1 April 2024).
3 1,500,000 unquoted options vesting on a 12-month service condition (exercisable at $0.10 on or before 20 December 2022).
4 1,500,000 unquoted options vesting on a 24-month service condition (exercisable at $0.15 on or before 20 December 2022).
5 5,000,000 unquoted options vested on grant (exercisable at $0.075 on or before 18 Feb 2023).
6 9,000,000 unquoted options vesting on a 24-month service condition (exercisable at $0.08 on or before 27 November 2023).
7 5,000,000 unquoted options vesting on a 12-month service condition (exercisable at $0.07 on or before 27 November 2023).
8 2,500,000 unquoted options vesting on a 12-month service condition (exercisable at $0.10 on or before 5 August 2024).
9 2,500,000 unquoted options vesting on a 24-month service condition (exercisable at $0.15 on or before 5 August 2025).
For the options granted during the current and prior financial years, American Binomial or Black-Scholes
valuation model inputs used to determine the fair value at the grant date are as follows:
Grant date
Expiry Date
Share price
at grant date
Exercise
Price
Expected
volatility
Dividend
yield
Risk-free
interest rate
Fair value at
grant date
1 Apr 2023
22 Nov 2019
22 Nov 2019
1 Apr 2024
22 Nov 2019 20 Dec 2022
22 Nov 2019 20 Dec 2022
27 Nov 2020 27 Nov 2023
27 Nov 2020 27 Nov 2023
5 Aug 2024
27 Nov 2020
5 Aug 2025
27 Nov 2020
$0.06
$0.06
$0.06
$0.06
$0.21
$0.21
$0.21
$0.21
$0.10
$0.15
$0.10
$0.15
$0.08
$0.07
$0.10
$0.15
69%
69%
69%
69%
95%
95%
95%
95%
-
-
-
-
-
-
-
-
2.02%
2.02%
2.02%
2.02%
0.11%
0.11%
0.19%
0.29%
$0.02
$0.02
$0.02
$0.02
$0.17
$0.17
$0.16
$0.16
Option Valuation
In accordance with AASB 2 Share-based Payment, the value of options granted has been independently
assessed.
YOJEE LIMITED - ANNUAL REPORT 2022 43
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
Performance Rights
The performance rights reserve records items recognised as expenses on valuation of performance rights.
2022
Grant date
9 Sep 2019
13 Nov 2019
8 Oct 2020
8 Oct 2020
3 Nov 2020
3 Nov 2020
10 Mar 2021
10 Mar 2021
3 Nov 2021
3 Nov 2021
3 Nov 2021
21 Jan 2022
21 Jan 2022
21 Jan 2022
31 Mar 2022
Balance at
start of year
Issued during
the year
Cancelled
during the
year
Vested
during the
year
Balance at
end of the
year
750,000
1,223,155
500,000
500,000
3,157,191
3,157,191
70,703
70,703
-
-
-
-
-
-
-
9,428,943
(750,000)
-
-
(1,223,155)
-
-
-
-
-
-
-
-
(15,737) (3,141,454)
-
(1,308,787) -
-
-
(70,703)
-
(33,761) -
-
(1,167,647)
-
1,167,647
(247,060) -
1,167,647
(247,060) -
1,167,647
(6,000,000) -
6,000,000
(5,000,000) -
5,000,000
-
5,000,000
-
(500,000)
500,000 -
(6,852,959)
(12,852,405)
20,002,941
-
-
500,000
500,000
1
2
-
1,848,404
3
4
5
6
7
8
9
-
36,942
-
920,587
920,587
-
-
5,000,000
-
9,726,520
1 500,000 performance rights vesting on a 24-month service condition on 8 October 2022.
2 500,000 performance rights vesting on a 36-month service condition on 8 October 2023.
3 1,848,404 performance rights vesting on a 19.6-month service condition on 1 July 2022.
4 36,942 performance rights vesting on a 15.5-month service condition on 1 July 2022.
5 920,587 performance rights vesting on a 7.2-month service condition on 1 July 2022.
6 920,587 performance rights vesting on a 19.6-month service condition on 1 July 2023.
7 6,000,000 performance rights vesting on a market condition being 15-trading day volume weighted average price of shares not less
than $0.25 by 30 March 2022. The performance rights did not vest and were cancelled.
8 5,000,000 performance rights vesting on a market condition being 15-trading day volume weighted average price of shares not less
than $0.30 by 30 June 2022. The performance rights did not vest and were cancelled.
9 5,000,000 performance rights vesting on a market condition being 15-trading day volume weighted average price of shares not less
than $0.50 by 30 June 2023.
Expenses arising from share-based payment transactions
In total, an amount of $1,221,870 (2021: $4,267,141) has been recognised as an employee share-based
payment expense (all of which related to equity-settled share-based payment transactions) in the profit
or loss for the financial year ended 30 June 2022 and credited to share-based payment reserve.
20.
DIVIDENDS
There have been no dividends paid or proposed in respect of the year ended 30 June 2022.
YOJEE LIMITED - ANNUAL REPORT 2022 44
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
21.
RELATED PARTY DISCLOSURES
Key Management Personnel Compensation
Details of key management personnel compensation are disclosed in the Remuneration Report and Note
10.
Transactions with Key Management Personnel
Transactions between related parties are on terms and conditions no more favourable than those
available to other parties unless otherwise stated.
Transactions with Director Related Entities
There were no transactions with director related entities during the year other than those disclosed in the
Remuneration Report and Note 10.
Transactions with Controlled Entities
There were no transactions with controlled entities during the year.
22.
PARENT ENTITY INFORMATION
Set out below is supplementary information about the parent entity. For the purpose of this note, the
amounts disclosed relate to the legal parent entity, Yojee Limited, and thus include comparative
information with the statement of profit and loss and other comprehensive income representing the results
for the full 12-month financial year ended to 30 June 2022.
Statement of Profit or Loss and Other Comprehensive
Loss after income tax, which represents total
comprehensive loss
Statement of Financial Position
Total Current Assets
Total Assets
Total Current Liabilities
Total Liabilities
Equity
Contributed Equity
Share-based payment reserve
Accumulated losses
Total Equity
Parent
30 June 2022
$
Parent
30 June 2021
$
(594,522)
(5,889,711)
10,263,251
42,886,473
134,144
134,144
54,391,956
5,247,459
(16,887,086)
42,752,329
17,568,883
41,497,429
122,547
122,547
52,463,659
5,203,787
(16,292,564)
41,374,882
The Company has determined that there are no observable indications of impairment in relation to the
Total Assets of the parent entity.
YOJEE LIMITED - ANNUAL REPORT 2022 45
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
Contingent liabilities
The parent entity did not have any contingent liabilities as at 30 June 2022.
Significant accounting policies
The accounting policies of the parent entity are consistent with those of the Group, as disclosed in Note
3, except that investments in subsidiaries are accounted for at cost, less any impairment.
23. NOTES TO THE STATEMENT OF CASH FLOWS
(a) Reconciliation of Cash and Cash Equivalents
For the purpose of the statement of cash flows, cash
Cash and cash equivalents
(b) Financing Facilities
The Group had the following credit card facilities
Amounts utilised
(c) Reconciliation of Net Loss from ordinary activities
after related income tax to net cash flows from
operating activities
Loss after related income tax
Non-cash activities:
Share-based payments expense
Foreign exchange differences
Depreciation and amortisation expense
Amortisation of intangible
Interest expense on lease liabilities
Loss on right-of-use asset disposal
Gain on disposal of property, plant and equipment
Changes in assets and liabilities, net of effects from
Increase in assets:
Assets, excluding cash and cash equivalents
Increase in liabilities:
Liabilities, excluding lease liabilities
Net cash used in operating activities
30 June 2022
30 June 2021
$
$
11,441,938
18,402,652
-
-
11,441,938
18,402,652
(8,464,857)
(11,305,732)
1,221,870
(1,337,603)
278,734
2,997,635
5,981
-
(111)
4,267,141
996,515
192,551
1,955,092
5,266
11,067
-
(373,199)
(11,445)
317,848
(5,353,702)
156,842
(3,732,703)
YOJEE LIMITED - ANNUAL REPORT 2022 46
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
24.
FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Group’s principal financial instrument is cash and cash equivalents. The main purpose of this financial
instrument is to finance the Group’s operations. The Group has other financial assets and liabilities such as
trade receivables and trade payables, which arise directly from its operations. The main risk arising from
the Group’s financial instruments is the cash flow interest rate risk.
24.1 Cash flow interest rate risk
The Group’s exposure to the risks of changes in market interest rates relates primarily to the short-term
deposits with a floating interest rate. These financial assets with variable rates expose the Group to cash
flow interest rate risk. All other financial assets and liabilities in the form of receivables and payables are
non-interest bearing. The Group does not engage in any hedging or derivative transactions to manage
interest rate risk. Instead consideration is given to a mixture of fixed and variable interest rates.
The cash amounts and interest rates effective at the reporting date are:
Variable
Total Cash
24.2
Liquidity risk
Amount
Effective Rate
Maturity
$
11,441,938
11,441,938
%
-
Date
On-Call
Prudent liquidity risk management implies maintaining sufficient cash to ensure the ability to meet debt
requirements. The Group manages liquidity risk by continuously monitoring forecast and actual cash flows
and matching the maturity profiles of financial assets and liabilities. The Group aims at maintaining flexibility
in funding by having in place operational plans to source further capital as required.
As at 30 June 2022, the Group’s liabilities are summarised below:
Trade and other payables
Lease liabilities
Current
Within 6 months
$
800,512
53,759
854,271
6 to 12 months
$
1 - 5 years
$
5+ years
$
Non-Current
-
-
-
-
-
-
-
-
-
YOJEE LIMITED - ANNUAL REPORT 2022 47
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
24.3 Credit Risk
Credit risk arises from cash and cash equivalents and outstanding receivables. The cash balances are held
in financial institutions with high ratings and the receivables comprise trade and goods and services tax
receivables. The Group has assessed that there is minimal risk that the cash and receivables balances are
impaired.
The Group's maximum exposure to credit risk is limited to the carrying amount of financial assets recognised
at the reporting date, as summarised below:
Classes of financial assets
Cash and cash equivalents
Trade and other receivables, net
Deposits
24.4 Capital Risk Management
30 June 2022
30 June 2021
$
11,441,938
321,923
47,328
11,811,189
$
18,402,652
156,505
30,283
18,589,440
When managing capital, management’s objectives are to ensure the Group continues as a going
concern as well as to maintain optimal returns to shareholders and benefits for other stakeholders.
Management also maintains a capital structure that ensures the lowest cost of capital available to the
Group. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends
paid to shareholders, return capital to shareholders, issue new shares or enter into joint ventures.
The Group does not have a defined share buy-back plan. No dividends are expected to be paid in 2022.
There is no current intention to incur debt funding on behalf of the Group as on-going development
expenditure will be funded via equity or joint ventures with other companies.
The Group is not subject to any externally imposed capital requirements.
Management reviews management accounts on a monthly basis and reviews actual expenditure against
budget on a monthly basis.
24.5 Foreign Exchange Risk
Foreign exchange risk arises when future commercial transactions and recognised assets and liabilities are
denominated in a currency that is not the entity’s functional currency.
Most of the groups transactions are carried out in AUD, SGD and USD. Exposures to currency exchange
rates arise from the Group’s overseas sales and purchases. Foreign currency denominated financial assets
and liabilities which expose the Group to currency risk are disclosed below. The amounts shown are those
reported to key management translated into $AUD at the closing rate:
YOJEE LIMITED - ANNUAL REPORT 2022 48
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
United States Dollar
Singapore Dollar
Malaysia Ringgit
Vietnam Dong
Assets
2022
$
685,031
628,738
8,699
120,547
1,443,015
Liabilities
2022
$
73,962
607,625
9,853
90,729
782,169
Assets
2021
$
600,812
273,745
36,324
67,047
977,928
Liabilities
2021
$
14,665
146,808
53
14,742
176,268
Over the past year the Australian Dollar has varied up and down against all currencies. A 10% variance is
considered reasonable for sensitivity analysis on this basis. If the $AUD had strengthened against the
various currencies by 10% the impact on equity and profit before tax would have been $66,085, if the
$AUD had weakened against the various currencies by 10% the impact would have been ($66,085) on
equity and loss before tax.
25.
EARNINGS PER SHARE
Basic loss per share
Diluted loss per share
30 June 2022
30 June 2021
Cents Per Share
Cents Per Share
(0.75)
(0.75)
(1.06)
(1.06)
The earnings and weighted average number of ordinary shares used in the calculation of basic and
diluted earnings per share are as follows:
Earnings*
30 June 2022
30 June 2021
$
(8,464,857)
$
(11,305,732)
*Earnings are the same as the loss after tax in the statement of profit or loss and other comprehensive income
Weighted average number of ordinary shares used in
the calculation of basic loss per share:
30 June 2022
30 June 2021
Number of Shares
Number of Shares
1,126,686,588
1,069,927,502
Weighted average number of ordinary shares used in
the calculation of diluted loss per share:
1,126,686,588
1,069,927,502
The weighted average number of ordinary shares outstanding during the year ended 30 June 2022 has
been calculated as the actual number of ordinary shares of Yojee Limited outstanding during the period
after acquisition.
Diluted Earnings per Share
The rights to options held by existing and new option holders through the cancellation of options will not
be included in the weighted average number of ordinary shares for the purpose of calculating diluted EPS
as they do not meet the requirements for inclusion in AASB 133 Earnings per Share.
YOJEE LIMITED - ANNUAL REPORT 2022 49
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022
26. CONTINGENT LIABILITIES
The Group does not have any contingent liabilities as at 30 June 2022.
27. AFTER REPORTING DATE EVENTS
There were no adjusting or significant non-adjusting events have occurred between the reporting date
and the date of authorisation.
28. CONTROLLED ENTITIES
The ultimate Australian parent entity and the ultimate parent of the Consolidated Entity is Yojee Limited.
For the purposes of this note the parent entity has been deemed as the legal entity being Yojee Limited.
Name of Entity
Country of
Registration
Class of
Shares
Equity Holding
SC Resources Pty Ltd (controlled entity)
Send Yojee Pty Ltd (controlled entity)
Yojee Pte Ltd (controlled entity)
Yojee Ops Pte Ltd (controlled entity)
Sendyojee Pte Ltd (controlled entity)
Yojee Solutions Pte Ltd (controlled entity)
Yojee Ops Vietnam Co. Ltd (controlled entity)
Yojee SDN.BHD (controlled entity)
Yojee (Cambodia) Co., Ltd (controlled entity) Cambodia
Australia
Australia
Singapore
Singapore
Singapore
Singapore
Vietnam
Malaysia
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
1 Wholly owned subsidiary of Send Yojee Pty Ltd.
2 Wholly owned subsidiary of Yojee Ops Pte Ltd.
2022
100%
100%
100%1
100%1
100%2
100%2
100%2
100%2
100%2
2021
100%
100%
100%1
100%1
100%2
100%2
100%2
100%2
100%2
29. OPERATING SEGMENTS
All revenues and costs are handled centrally and management reviews financial information on a
consolidated basis. The group is currently developing a sharing-economy based logistics technology
platform targeting the Asia-Pacific region. On this basis it is considered that there is only one operating
segment, the details of which are disclosed within this financial report.
YOJEE LIMITED - ANNUAL REPORT 2022 50
ADDITIONAL SHAREHOLDER INFORMATION
Additional information required by Australian Securities Exchange Ltd and not shown elsewhere in this report
is as follows. The shareholder information set out below was applicable as at 29 August 2022.
1.
DISTRIBUTION OF SHAREHOLDERS
Analysis of number of shareholders by size of holding:
Category of Holding
Number of Holders Number of Shares
% of Capital
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 Over
Total
111 15,090
1,446 4,822,502
940 7,579,932
2,315 89,719,502
815 1,030,040,444
5,627 1,132,177,470
0
0.43
0.67
7.92
90.98
100
2.
TWENTY LARGEST SHAREHOLDERS
The names of the twenty largest holders by account holding of ordinary shares are listed below:
Rank Name
Shares
% of Shares
1
2
3
4
5
6
7
8
9
UBS NOMINEES PTY LTD
BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD
CITICORP NOMINEES PTY LIMITED
REEF INVESTMENTS PTY LTD
RAVENHILL INVESTMENTS PTY LTD
MR GRANT RUSSELL POVEY
ICE COLD INVESTMENTS PTY LTD
WATEROX PTY LTD
NINETY THREE PTY LTD
10 MR TREVOR DOUGLAS NAIRN
11
12
REEF INVESTMENTS PTY LTD |
GREATSIDE HOLDINGS PTY LTD
13 MR STEPHEN ERNEST ANASTOS + MRS GLENISE KAYE HENDERSON
14
BERGER INVESTMENT FUND PTY LTD
15 MRS MICHELLE DENNY
16
BASKERVILLE INVESTMENTS PTY LTD
17 MR RICHARD NEIL WILSON
18
18
20
ICE COLD INVESTMENTS PTY LTD
STATION NOMINEES PTY LTD
JEM INVESTMENT FUND HOLDINGS PTY LTD
Total Twenty Largest Shareholders
Total Remaining Shareholders Balance
3.
RESTRICTED SECURITIES
No restricted securities.
82,851,951
60,096,409
47,187,166
38,332,526
35,300,000
28,442,648
27,130,000
25,250,000
25,000,000
22,706,764
21,898,246
18,192,983
13,450,000
12,900,000
10,850,000
10,572,777
10,290,245
10,000,000
10,000,000
9,750,000
7.32
5.31
4.17
3.39
3.12
2.51
2.40
2.23
2.21
2.01
1.93
1.61
1.19
1.14
0.96
0.93
0.91
0.88
0.88
0.86
520,201,715
611,975,755
45.95
54.05
YOJEE LIMITED - ANNUAL REPORT 2022 51
4.
UNRESTRICTED SECURITIES
All securities are unrestricted.
5.
SUBSTANTIAL SHAREHOLDERS
As at 29 August 2022 the substantial shareholder was as follows:
Name
UBS NOMINEES PTY LTD
Shares
BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD
Shares
% of Shares
82,851,951
60,096,409
7.32
5.31
6.
VOTING RIGHTS
At a general meeting of shareholders:
(a) On a show of hands, each person who is a member or sole proxy has one vote.
(b) On a poll, each shareholder is entitled to one vote for each fully paid share.
YOJEE LIMITED - ANNUAL REPORT 2022 52
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