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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Medic Vision | LSE:MVH | London | Ordinary Share | AU000000MVH9 | ORD NPV |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 1.50 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
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RNS Number : 0284C
Medic Vision Limited
05 November 2009
MEDIC VISION LIMITED
AND ITS
CONTROLLED ENTITIES
ABN: 67 009 084 143
ANNUAL FINANCIAL REPORT
YEAR ENDED
30 JUNE 2009
CONTENTS
CHAIRMAN'S LETTER
CORPORATE DIRECTORY
REVIEW OF OPERATIONS
DIRECTORS' REPORT
AUDITOR'S INDEPENDENCE DECLARATION
CORPORATE GOVERNANCE
INCOME STATEMENT
BALANCE SHEET
STATEMENT OF CHANGES IN EQUITY
CASH FLOW STATEMENT
DIRECTORS' DECLARATION
ADDITIONAL STOCK EXCHANGE INFORMATION
CHAIRMAN'S LETTER
Dear Shareholders,
The financial year ended 30 June 2009 was a very disappointing year in terms of
the financial performance of Medic Vision Limited ("Medic Vision" or the
"Company" which culminated in it being suspended from the ASX on 4 March 2009.
Having recently been appointed as Executive Chairman to Medic Vision, I have
spent the last month reviewing the strategy and operations of the company and
have noted the following:
- The newly appointed CEO, Vince Leone, has commenced a comprehensive
operational review of the company which has already resulted in substantial cost
savings and is continuing to find ways to increase revenue within the new cost
base.
- The current board of directors (the "Board") is midway through a strategic
review which should reposition the Company to leverage it's core competencies
and start delivering value to shareholders.
The recent rebound in the economy and the enthusiasm of the Board and
senior executives gives me great confidence in the Company's future prospects.
Jitto Arulampalam
Executive Chairman
22 October 2009
CORPORATE DIRECTORY
+-------------------------------------+------------------------------------------+
| DIRECTORS | COMPANY SECRETARY |
| Mr. Jitto Arulampalam (Chairman) | Mr Adam Legg (appointed 8 |
| (appointed 14 September 2009) | November 2007)(resigned 28 October |
| Mr Frank Cannavo | 2008) |
| Mr Ross Horley (resigned 2 | Mr Mark Licciardo (appointed 5 |
| September 2009) | November 2008) (resigned 4 |
| Mr Vince Leone (Chief Executive | September 2009) |
| Officer) (appointed as a director | Mr Jitto Arulampalam (appointed 14 |
| on 20 May 2009 and assumed the role | September 2009) |
| of CEO 4 June) | |
| Mr Ponnambalam Sivasubramaniam | |
| (appointed 6 April 2009) (resigned | |
| 14 August 2009) | |
| Mr Patrick Cregan (appointed 24 | |
| January 2008)(resigned 31 August | |
| 2008) | |
| Mr Ratnarajah ("Thamby") | |
| Navaratnam (appointed 10 September | |
| 2008)(resigned 15 July 2009) | |
| | |
+-------------------------------------+------------------------------------------+
| REGISTERED OFFICE | OPERATIONAL OFFICE |
| 45 Stubbs Street, Kensington, VIC | 45 Stubbs Street, Kensington, VIC |
| 3031, Australia Telephone: + 61 3 | 3031, Australia Telephone: + 61 3 |
| 9639 6488 | 9639 6488 |
| Facsimile: + 61 3 9639 6499 | Facsimile: + 61 3 9639 6499 |
+-------------------------------------+------------------------------------------+
| AUDITORS | SOLICITORS |
| PKF | Prosperity Legal |
| Level 14 | GEELONG (HEAD OFFICE) Suite 2/72 |
| 140 Williams Street | Gheringhap Street, Geelong VIC |
| MelbourneVictoria 3000 | 3220 |
| NOMINATED ADVISER | |
| Strand Hanson Limited | |
| 26, Mount Row | |
| London, W1K 3SQ | |
| United Kingdom | |
| | |
+-------------------------------------+------------------------------------------+
| STOCK EXCHNAGE LISTING | SHARE REGISTRY |
| The Company is listed on the | Computershare Investor Services Pty Ltd |
| Australian Securities Exchange and | Yarra Falls |
| the AIM market of the London Stock | 452 Johnston Street |
| Exchange Plc.. | AbbotsfordVic 3067 |
| Codes: | Telephone: 1300 364 826 (within |
| ASX:MVH (ordinary shares) | Australia) |
| ASX:MVHOA (Options) | +61 3 9415 4610 (outside |
| AIM (UK):MVH (ordinary shares) | Australia) |
| | www.computershare.com.au |
| | |
+-------------------------------------+------------------------------------------+
REVIEW OF OPERATIONS
The financial year ended 30 June 2009 was a challenging year on all accounts,
and no industry was spared. Key impacts on the Company's performance included
global financial crisis, capital commitment (of $1Million) which never
eventuated, research and development costs, high operational costs and poor
sales and marketing efforts. These factors impacted the Company's financial
conditions and lead to the Company being suspended from the Australian Stock
Exchange on 4 March 2009. I was appointed to the Board on 20 May 2009. Upon my
appointment, I initiated a strategic review of the business with the aim of
generating profitable revenue within an 18 month period. The strategic review
resulted in a significant company restructuring whereby I was appointed Chief
Executive Officer and President on the 4 June 2009. At the same time a new
director Ponnambalam Sivasubramaniam, with extensive commercial knowledge and
experience in the Asia Pacific region, was also appointed to the Board. Staff
numbers and other operational costs were dramatically reduced, and the focus of
the Company was changed from technology development to sales and marketing. The
Company secured $848,980 (gross) in additional funding, via the issue of the
unsecured convertible notes (which the Company seeks to have approved at the
Annual General Meeting). Director payments were terminated until further notice,
staff salaries and numbers were reduced. In assessing the financial viability
and to improve the Company's cash-flow, the Board had taken steps to
significantly reduce costs and increase sales with the Company's new strategy of
focussing on product sales and marketing.
The following provides an overview of operations in each of the regions Medic
Vision operates in.
India
Medic Vision provided Apollo Hospital Enterprises Limited (AHEL) with
consulting services regarding the design of the Chennai Medical Skills Centre on
the basis that they would sign a mutually beneficial commercial agreement with
MVH. The Board has been in contact with AHEL and continues to liaise with AHEL
to confirm the terms and conditions of the definitive agreement between the two
organisations.
Asia
The China Medical Doctors Association and most of the Institutions Medic
Vision has supplied products and services to (as listed below) have indicated
strong interest in medical training to be conducted by UK and Australian medical
training organisations. MVH is utilising its relationships with UK and
Australian organisations to co-ordinate such training in China, the UK
and Australia.
* Shenzhen Nursing School
* Foshan Medical University
* Guangzhou Medical College
* Guangzhou Pharmaceutical College
* Huan Xiangya Hospital
* Peking Union Medical College Hospital, Beijing
* Beijing Hospital 301
* Guangdong University
As part of cost cutting measures MVH closed its Shanghai administration office.
In parallel with the above short term goal, aimed at generating profitable
revenue from Asia, Medic Vision is also progressing initiatives to provide
management services to existing medical skills centres under a total service
provider model.
UK
Medic Vision actively positioned itself to establish medic skill training
centres with a number of UK institutions in order to capitalise on the UK
government's policy to test the basic medical competency of 150,000 doctors.
Given changes at some of these institutions, this strategy is taking longer than
expected to be realised, so Medic Vision has focussed primarily on selling
medical simulators and consulting services. Key business targets were the
following existing customers:
* Cork University Maternity Hospital, Ireland
* Guy's and St Thomas Hospital, London
* Royal Free Hospital, London
* Royal College of Surgeons of England
* South Devon Trust, CITEC Torbay Hospital
* Good Hope Hospital
* Addenbrooke's Hospital
* St Marks Hospital
* Luton & Dunstable Hospital
* Frimley Park Hospital
* Medtronic Ltd
* University of Aberdeen
* Ninewells Hospital, Cuschieri Skills Centre
The restructuring of Medic Vision also impacted the UK operation. Key aspects
were cost reductions, a solid focus on sales and marketing supported by head
office expertise and resources.
Australia
Australia holds significant importance to the Company as it plays a
key role in setting standards for overseas markets. The restructuring of the
Company assisted this role by providing better sales, marketing and technical
support on a lower cost basis to the Asian and UK subsidiaries.
Medic Vision has provided products and services to the following institutions
over the last 12months:
* St John of God Hospital
* Royal Australian College of Surgeons
* The University of New England
* Guangzhou Pharmaceutical College
Product Development
* Mediseus Surgical Drilling Simulator - (ENT and related procedures)
* Mediseus Epidural Simulator
A newer version of the Epidural simulator, which is more cost effective, has
been prototyped and is currently under demonstration to a number of parties.
Another surgical drilling simulator was sold (Europe) and Cochlear remained a
target buyer for the simulator.
Refined commercialisation plans are being implemented and forecast sales are
being managed via the new sales and marketing methodology giving the Board
greater viability as revenue combined with improved management of cash flow.
Conclusion
Medic Vision faced one of its most challenging period of its existence last
year. Nonetheless, the Company was able to raise capital in what has been
regarded as the most financially challenged period since the great depression
and re-building its business operations. The 'new' Medic Vision is focussed on
selling and marketing its core products and services (Simulators, Consulting
Services and generating revenue from the management of medical skills centres),
whilst at the same time significantly reducing operational costs.
We look forward to keeping our shareholders and the broader market updated on
the results achieved by the new Medic Vision.
Vince Leone
Chief Executive Officer
22 October 2009
DIRECTORS' REPORT
The Directors present their report on the Company and its controlled entities
for the financial year ended 30 June 2009.
Directors
The names of Directors in office at any time during or since the end of the
financial year are:
Mr Frank Cannavo
Non-Executive Director and Acting Chairman
Mr Cannavo
has considerable experience within the listed company sector and in several
cases has been instrumental in assisting in the achievement of growth
strategies. Mr Cannavo was appointed an Executive Director of Medic Vision on 5
April 2007 and became Non-Executive Director on 22 May 2009 and Acting
Chairman from 15 July 2009 until 14 September 2009.
Mr Cannavo is also Acting Chairman of the Remuneration Committee and a member of
the Audit & Risk Committee.
Directorships held in other listed entities in the past three years: Hannans
Reward Limited (HNR) between 2006 and 2009 and ATOS Wellness (ATW) between 2008
and 2009)
Mr. Ross Horley C. Elec. Eng
Executive Director (resigned 2 September
2009)
Mr Horley was the Managing Director of Medic Vision until May 2009. Mr
Horley spent many years and significant funds establishing Medic Vision's
medical simulator technology (Mediseus ) and attempted numerous times to
establish the Company as a service provider dedicated to achieving better and
safer medical outcomes. Mr. Horley signed a number of Heads of Agreement for the
Company and oversaw a number of innovative projects for the Company in
Australia, United Kingdom and Asia.
Directorships held in other listed entities in the past three years: Nil
Mr Vince Leone
Chief Executive Officer (appointed 20 May 2009)
Mr Leone was appointed to the
Board on 20 May 2009 and to the position of Chief Executive Officer on 4 June
2009.
Mr Leone is responsible for all operational activities of Medic Vision and its
subsidiaries and reports directly to the Board of Directors.
Mr Leone has 22 years business experience in a range of senior management
positions covering sales, marketing and operations with a particular focus in
professional services, training, information technology and telecommunications.
Mr Leone's experience and background compliments the achievements of Ross Horley
in establishing the Company, developing leading medical simulator technology and
establishing relationships with key medical organisations and hospital groups
around the world.
Mr Leone is a member of the Audit & Risk Committee and Remuneration Committee.
Directorships held in other listed entities in the past three years: Hostech
Limited (between July 2007 and June 2009)
Mr Ponnambalam ("Siva") Sivasubramaniam
Non-Executive Director (appointed 20 May 2009) (resigned 14 August 2009)
Mr. Sivasubramaniam has extensive international commercial knowledge and
experience in sales and marketing in the Asia Pacific region. Siva assisted in
reviewing the Medic Vision business and setting profitability targets
Directorships held in other listed entities in the past three years: Nil
Mr Ratnarajah ("Thamby") Navaratnam
Non-Executive Chairman
(appointed 10 September 2008)(resigned 15 July 2009)
Mr. Navaratnam has a background in healthcare manufacturing and trading.
Directorships held in other listed entities in the past three years: Nil
Mr. Jitto Arulampalam (Executive chairman) (appointed 14 September 2009)
Mr. Arulampalam has extensive corporate restructuring skills gained in several
turnaround situations. Having spent more than eight years with Westpac Banking
Corporation in several key operational and strategic roles, he was hired by
Newsnet Ltd as its CEO in 2005 to assist in the successful restructuring of the
Company and to position it for IPO. He successfully repositioned Newsnet as a
leading innovator in messaging/telco space to be recognised by the Australian
Financial Review MIS magazine as one of the "Top 25 global raising stars" in
2006. Mr. Arulampalam is a charter member of The Indus Entrepreneur (TIE), the
largest entrepreneurial network in the world and is a member of the Australian
Institute of Company Directors.
On 4 September 2009, Mr Arulampalam was appointed company secretary replacing
Mr. Mark Licciardo who resigned on 4 September 2009.
Directorships held in other listed entities in the past three years: (ATOS
Wellness Limited)
Directors' Interest
The relevant interest of each director in the shares and options issued by the
companies within the consolidated entity and other related body corporate, as
notified by the directors to the Australian Securities Exchange in accordance
with S205G(1) of the Corporations Act 2001, at the date of this report is as
follows:
+-----------------+-------------+-----------+
| | | |
+-----------------+-------------+-----------+
| Mr. Ratnarajah | 72,304 | Nil |
| Navaratnam | | |
+-----------------+-------------+-----------+
| Mr Ross Horley | 5,213,074 | 3,500,000 |
+-----------------+-------------+-----------+
| Mr Frank | 3,012,500 | 2,500,000 |
| Cannavo | | |
+-----------------+-------------+-----------+
| Mr Vince Leone | 859,000 | Nil |
+-----------------+-------------+-----------+
| Mr Ponnambalam | Nil | Nil |
| Sivasubramaniam | | |
+-----------------+-------------+-----------+
| Mr Jitto | Nil | Nil |
| Arulampalam | | |
+-----------------+-------------+-----------+
Company Secretary
Mr Mark Licciardo, B.Bus (Acc), GradDip CSP, FCIS (resigned 4 September 2009)
Mark Licciardo was appointed Company Secretary on 5 November 2008. Mr Licciardo
is Managing Director of Mertons Corporate Services Pty Ltd.
Dividends
The Directors did not pay any dividends during the financial year. The Directors
do not recommend the payment of a dividend in respect of the 2009 financial
year.
Principal Activities
The economic entity's principal activities in the course of the financial year
were the research, development and commercialisation of medical devices and
diagnostic simulators. The economic entity has signed a number of Memoranda of
Understanding during the financial year. This is the first step in the economic
entity's shift in its principal activities into developing and maintaining
educational facilities.
Review and Results of Operations
The consolidated net loss for the year after income tax attributable to members
of the parent entity amounted to $2,464,407 (2008 loss: $5,483,777). The Review
of Operations is set out on pages 3 to 4.
Significant Changes in the State of Affairs
In the opinion of the Directors, there were no significant changes in the state
of affairs of the economic entity during the financial year under review than
otherwise disclosed in the Annual Report.
During this year, on 8 January 2009, the Company acquired an 87.5% interest in
Red Paragon Pty Ltd, an entity which manufactures energy efficient, rapid
erection and low cost wall, floor, ceiling building panels, which can be used in
the construction of medical skills training centres.
Significant After Balance Date Events
After 30 June 2009 the Company commenced negotiations to acquire a successful
digital marketing company. It is expected that the acquisition of this cash
generating company will not only strengthen the company's financial position but
also help market the entire range of products in a cost effective manner in the
global markets where Medic Vision has a foot print.
Likely Future Developments, Prospects and Business Strategies
The likely developments in the economic entity's operations, to the extent that
such matters can be commented upon, are covered in Review of Operations.
Environmental Issues
The economic entity is involved in scientific research, development and
consulting and does not create any significant environmental impact to any
material extent. The economic entity's scientific research and activities are in
compliance with all prescribed environmental regulations.
Share Options
Unissued Shares
As at the date of this report there were 16,250,173 unissued
ordinary shares under options. Refer to the remuneration report for further
details of the options outstanding.
Option holders do not have any right, by virtue of the option, to participate in
any share issue of the Company or any related body corporate.
Shares Issued as a result of the Exercise of Options
During the financial
year, no options were exercised.
Indemnification and Insurance of Directors and
Officers
During the financial year, the Company held an insurance policy to indemnify
Directors and Officers against certain liabilities incurred as a Director or
Officer, including costs and expenses associated in successfully defending legal
proceedings. The Company has not otherwise, during or since the financial year,
indemnified or agreed to indemnify the Directors, Officers or Auditors of the
Company or any related body corporate against the liability incurred as such a
Director, Officer or Auditor.
In accordance with commercial practice, the insurance policy prohibits
disclosure of the terms of the policy, including the nature of the liability
insured against and the amount of premium.
Meetings of Directors
The following tables set out the number of Directors' Meetings (including
meetings of committees of Directors) held during the financial year and the
number of meetings attended by each Director (while they were a Director or
Committee Member). During the financial year seven Board meetings and two Audit,
Risk and Compliance meetings were held. The Remuneration Committee did not meet
during the year.
+-----------------------------------+----------+--------+---------+----------+
| | | |
+-----------------------------------+-------------------+--------------------+
| | | | | |
+-----------------------------------+----------+--------+---------+----------+
| Directors: | | | | |
+-----------------------------------+----------+--------+---------+----------+
| Mr Ross Horley (resigned 2 | 6 | 6 | 2 | 2 |
| September 2009) | | | | |
+-----------------------------------+----------+--------+---------+----------+
| Mr Frank Cannavo | 6 | 6 | 2 | 2 |
+-----------------------------------+----------+--------+---------+----------+
| Mr Vince Leone (appointed 20 May | 2 | 2 | - | - |
| 2009) | | | | |
+-----------------------------------+----------+--------+---------+----------+
| Mr Ponnambalam Sivasubramaniam | 2 | 2 | 2 | 2 |
| (appointed 20 May 2009) | | | | |
| (resigned 14 August 2009) | | | | |
+-----------------------------------+----------+--------+---------+----------+
| Mr Ratnarajah ("Thamby") | 5 | 5 | - | - |
| Navaratnam (appointed 10 | | | | |
| September 2008) | | | | |
| (resigned 15 July 2009) | | | | |
+-----------------------------------+----------+--------+---------+----------+
| Mr Patrick Cregan (appointed 28 | 1 | 1 | - | - |
| Jan 2008) (resigned 31 August | | | | |
| 2008) | | | | |
+-----------------------------------+----------+--------+---------+----------+
| Mr. Jitto Arulampalam (appointed | - | - | - | - |
| 14 September 2009) | | | | |
+-----------------------------------+----------+--------+---------+----------+
Auditor
In accordance with the provisions of the Corporations Act 2001, the Company's
auditors, PKF Chartered Accountants, continue in office.
Non-audit Services
The auditors did not perform any other services during the financial year ended
30 June 2009.
The following fees were paid/ payable to the external auditors during the year
ended 30 June 2009.
Audit Services
Audit and review of Financial Reports$ 42,000
Non-audit Services
N/A$N/A
Auditor's Independence Declaration
The Lead Auditor's Independence Declaration for the year ended 30 June 2009 has
been received and can be found on page 9.
AUDITOR'S INDEPENDENCE DECLARATION
As lead auditor for the audit of Medic Vision Limited for the year ended 30 June
2009, 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.
This declaration is in respect of Medic Vision Limited and the entities it
controlled during the year.
Richard A Dean
Partner
PKF
22 October 2009
Melbourne
Tel: 61 3 9603 1700 | Fax: 61 3 9602 3870 | www.pkf.com.au
PKF |ABN 83 236 985 726
Level 14, 140 William Street |Melbourne |Victoria 3000 | Australia
GPO Box 5099 |Melbourne |Victoria 3001
The PKF East Coast Practice is a member of the PKF International Limited network
of legally independent member firms. The PKF East Coast Practice is also a
member of the PKF Australia Limited national network of legally independent
firms each trading as PKF. PKF East Coast Practice has offices in NSW, Victoria
and Brisbane. PKF East Coast Practice does not accept responsibility or
liability for the actions or inactions on the part of any other individual
member firm or firms.
Liability limited by a scheme approved under Professional Standards Legislation.
Remuneration Report (audited)
This Remuneration Report outlines the director and executive remuneration
arrangements of the company and the group in accordance with the requirements of
the Corporations Act 2001 and its Regulations. For the purposes of this report
Key Management Personnel (KMP) of the group are defined as those persons having
authority and responsibility for planning, directing and controlling the major
activities of the company and the group, directly or indirectly, including any
director (whether executive or otherwise) of the parent company.
For the purposes of this report, the term 'executive' encompasses the Chief
Executive, senior executives and secretaries of the parent and the group
Details of Key Management Personnel
+---------------------+----------------------------------------------------+
| Directors |
+--------------------------------------------------------------------------+
| Mr Jitto | Executive Chairman (appointed 14 September 2009) |
| Arulampalam | |
+---------------------+----------------------------------------------------+
| Mr Frank Cannavo | Acting Chairman and Non-Executive Director |
+---------------------+----------------------------------------------------+
| Mr Vince Leone | Chief Executive Officer (appointed 6 20 May 2009) |
+---------------------+----------------------------------------------------+
| Mr Ross Horley | Executive Director (resigned 2 September 2009) |
+---------------------+----------------------------------------------------+
| Mr Ponnambalam | Non-Executive Director (appointed 20 May 2009) ( |
| Sivasubramaniam | resigned 14 August 2009) |
+---------------------+----------------------------------------------------+
| Mr Patrick Cregan | Non-executive Chairman |
| | (appointed 24 January 2008) (resigned 31 August |
| | 2008) |
+---------------------+----------------------------------------------------+
| Mr Ratnarajah | Non-executive Chairman |
| ("Thamby") | (appointed 10 September 2008)(resigned 15 July |
| Navaratnam | 2009) |
+---------------------+----------------------------------------------------+
| Executives |
+--------------------------------------------------------------------------+
| Mr Mark Licciardo | Company Secretary (appointed 5 November 2008) |
| | (resigned 4 September 2009) |
+---------------------+----------------------------------------------------+
| Mr Adam Legg | Chief Financial Officer & Company Secretary |
| | (appointed 8 November 2007) (resigned 28 October |
| | 2008) |
+---------------------+----------------------------------------------------+
Elements of Director and Executive Remuneration
Remuneration packages contain the following key elements:
* Primary benefits - salary/fees and bonuses
* Post-employment benefits including superannuation
Equity including share options granted as performance bonuses or in lieu of
services.
Other benefits including additional consulting fees.
Remuneration Policy
The remuneration of all Executives and Non-executive Directors, Officers and
Employees of the Company is determined by the Board.
The Company is committed to remunerating Senior Executives and Executive
Directors in a manner that is market-competitive and consistent with best
practice including the interests of shareholders. Where
possible/relevant remuneration packages are based on fixed and variable
components determined by the Executives' positions, experience and performance
and may be satisfied via cash or equity.
Non-executive Directors are remunerated out of the maximum aggregated amount
approved by shareholders and at a level that is consistent with industry
standards. Non-executive Directors do not receive performance based bonuses and
prior Shareholder approval is required to participate in any issue of equity. No
retirement benefits are payable, other than statutory superannuation, if
applicable.
Remuneration Policy versus Company Financial Performance
The Company's
Remuneration Policy is not directly based on performance, rather on industry
practice.
The Company's primary objective is sale of and research and development of
medical training simulators.
Company Performance Review
The Company is working hard so that its performance in terms of earnings may
become positive in the next 12 months by leveraging the significant changes
initiated by the new board and management team.
Performance-based Remuneration
The purpose of a performance-based bonus is to
reward individual and team based performance in line with Company objectives.
Consequently, performance-based remuneration is paid to an individual where the
individual's performance clearly contributes to a successful outcome for the
Company. This is regularly measured by key performance indicators (KPIs).
The Company uses a number of KPIs to determine achievement, depending on the
role of the Executive being assessed.
These include:
* successful contract negotiations
* Successful revenue generation
* achievement of project milestones within budget and on time
* Company share price reaching a target on the ASX, UK AIM.
In the current period no performance based remuneration was awarded by the
Company.
+-----------------------+-------------+-------------+-------------+-------------+-------------+-------------+
| Profit Performance | 2009 | 2008 | 2007 | 2006 | 2005 | 2004 |
| | $ | $ | $ | $ | $ | $ |
+-----------------------+-------------+-------------+-------------+-------------+-------------+-------------+
| Revenue | 1,548,383 | 3,124,696 | 1,653,977 | 2,964,201 | 891,911 | 242,230 |
+-----------------------+-------------+-------------+-------------+-------------+-------------+-------------+
| Net loss before tax | (2,464,407) | (5,483,777) | (5,846,322) | (2,850,923) | (1,665,922) | (1,667,746) |
+-----------------------+-------------+-------------+-------------+-------------+-------------+-------------+
| Net loss after tax | (2,464,407) | (5,483,777) | (5,846,322) | (2,850,923) | (1,665,922) | (1,667,746) |
+-----------------------+-------------+-------------+-------------+-------------+-------------+-------------+
| Key Management | 516,684 | 818,533 | 1,518,769 | 1,608,881 | 991,722 | 645,726 |
| Remuneration | | | | | | |
+-----------------------+-------------+-------------+-------------+-------------+-------------+-------------+
REMUNERATION REPORT (cont.)
+------------------------+----------+----------+----------+----------+----------+----------+
| Share Performance | 2009 | 2008 | 2007 | 2006 | 2005 | 2004 |
| | C | C | C | C | C | C |
+------------------------+----------+----------+----------+----------+----------+----------+
| Share price at the | 6.50 | 29.0 | 20.0 | 19.0 | 38.0 | 16.0 |
| start of year | | | | | | |
+------------------------+----------+----------+----------+----------+----------+----------+
| Share price at the end | - | 6.50 | 29.0 | 20.0 | 19.0 | 38.0 |
| of year (i) | | | | | | |
+------------------------+----------+----------+----------+----------+----------+----------+
| Dividend | - | - | - | - | - | - |
+------------------------+----------+----------+----------+----------+----------+----------+
| Basic earnings per | (2.32) | (5.88) | (6.01) | (5.37) | (8.45) | (6.12) |
| share | | | | | | |
+------------------------+----------+----------+----------+----------+----------+----------+
| Diluted earnings per | (2.32) | (5.88) | (6.01) | (5.37) | (8.45) | (6.12) |
| share | | | | | | |
+------------------------+----------+----------+----------+----------+----------+----------+
(i) The company has been suspended from the Australian Stock Exchange since 4
March 2009. The Company's shares last traded at 4 cents prior to suspension.
Remuneration
+-----------------------+----------+-------------+----------------+-------------+-------------+-----------+
| Compensation of Key Management Personnel - 2009 | | | |
+-----------------------------------------------------------------+-------------+-------------+-----------+
| | Short-term | Post | Share- | Total | |
| | | Employment | based |Performance | |
| | | | | Related | |
+-----------------------+------------------------+----------------+-------------+ +-----------+
| | Salary | Other |Superannuation | | Equity | Total |
| | or Base | fees | Contributions | | | |
| | Fees | | | | | |
+-----------------------+----------+-------------+----------------+-------------+-------------+-----------+
| Directors | $ | $ | $ | $ | % | $ |
+-----------------------+----------+-------------+----------------+-------------+-------------+-----------+
| Mr Ross Horley | 26,667 | 176,472 i | 3,300 | - | - | 206,439 |
+-----------------------+----------+-------------+----------------+-------------+-------------+-----------+
| Mr Frank Cannavo | 26,667 | 74,167 ii | 3,300 | - | - | 104,134 |
+-----------------------+----------+-------------+----------------+-------------+-------------+-----------+
| Professor Patrick | 9,861 | - | 875 | - | - | 10,736 |
| Cregan (appointed 28 | | | | | | |
| Jan 2008) (resigned | | | | | | |
| 31 August 2008) | | | | | | |
+-----------------------+----------+-------------+----------------+-------------+-------------+-----------+
| Mr Thamby Navaratnam | 23,611 | 29,700 iii | - | - | - | 53,311 |
| (appointed 10 Sept | | | | | | |
| 2008) (resigned 15 | | | | | | |
| July 2009) | | | | | | |
+-----------------------+----------+-------------+----------------+-------------+-------------+-----------+
| Mr. Vince Leone (6 | 28,900 | 10,000 iv | 2,601 | - | - | 41,501 |
| April 2009) | | | | | | |
+-----------------------+----------+-------------+----------------+-------------+-------------+-----------+
| Mr Ponnambalam | - | - | - | - | - | - |
| Sivasubramaniam | | | | | | |
| (appointed 20 May | | | | | | |
| 2009) (resigned 14 | | | | | | |
| August 2009) | | | | | | |
+-----------------------+----------+-------------+----------------+-------------+-------------+-----------+
| Executives | 72,630 | - | - | - | - | 72,630 |
| Mr Adam Legg | | | | | | |
| (appointed 8 Nov | | | | | | |
| 2007) (resigned 28 | | | | | | |
| Oct 2008) | | | | | | |
+-----------------------+----------+-------------+----------------+-------------+-------------+-----------+
| Mr. Mark Licciardo | | 27,933 v | - | - | - | 27,933 |
| (appointed 5 November | | | | | | |
| 2008) (resigned 4 | | | | | | |
| September 2009) | | | | | | |
+-----------------------+----------+-------------+----------------+-------------+-------------+-----------+
| | 188,336 | 318,272 | 10,076 | - | - | 516,684 |
+-----------------------+----------+-------------+----------------+-------------+-------------+-----------+
In the current period no performance or share based payments were awarded by the
company.
+--------+----------------------------------------------------------------------------+
| (i) | Other fees include consulting fees paid with respect to Ross Horley as |
| | former Chief Executive Officer of Medic Vision Health Pty Ltd |
+--------+----------------------------------------------------------------------------+
| (ii) | Other fees include consulting fees |
| to | |
| (iv) | |
+--------+----------------------------------------------------------------------------+
| (v) | The Other fee was paid to Mark Licciardo for the provision of company |
| | secretarial services to the group. |
+--------+----------------------------------------------------------------------------+
REMUNERATION REPORT (cont.)
Compensation of Key Management Personnel - 2008
+---------------------+-----------+-------------+-------------+-----------+-----------+------------+
| | | | | | |
+---------------------+-------------------------+-------------+-----------+ +------------+
| | | | | | | |
+---------------------+-----------+-------------+-------------+-----------+-----------+------------+
| Directors | | | | | | |
+---------------------+-----------+-------------+-------------+-----------+-----------+------------+
| Mr Ross Horley | 44,000 | 289,048i | 3,600 | 22,306 | 17% | 358,954 |
+---------------------+-----------+-------------+-------------+-----------+-----------+------------+
| Mr Frank Cannavo | 44,000 | | 4,068 | 22,307 | 31% | 230,375 |
| | | 160,000ii | | | | |
+---------------------+-----------+-------------+-------------+-----------+-----------+------------+
| Professor Michael | 29,167 | - | 2,625 | - | - | 31,792 |
| Reid (resigned 28 | | | | | | |
| Jan 2008) | | | | | | |
+---------------------+-----------+-------------+-------------+-----------+-----------+------------+
| Professor Patrick | 20,833 | 9,625 | 1,875 | 6,866 | 18% | 39,199 |
| Cregan (appointed | | | | | | |
| 28 Jan 2008) | | | | | | |
| (resigned 31 August | | | | | | |
| 2008) | | | | | | |
+---------------------+-----------+-------------+-------------+-----------+-----------+------------+
| Mr. Thamby | - | - | - | - | - | - |
| Navaratnam | | | | | | |
| (appointed 10 Sept | | | | | | |
| 2008) | | | | | | |
+---------------------+-----------+-------------+-------------+-----------+-----------+------------+
| | | | | | | |
+---------------------+-----------+-------------+-------------+-----------+-----------+------------+
| Executives | | | | | | |
+---------------------+-----------+-------------+-------------+-----------+-----------+------------+
| Mr Adam Legg | 101,648 | - | 6,565 | - | - | 108,213 |
| (appointed 8 Nov | | | | | | |
| 2007) | | | | | | |
+---------------------+-----------+-------------+-------------+-----------+-----------+------------+
| Ms Kathy Pacyga | - | 50,000iii | - | - | - | 50,000 |
| (resigned 8 Nov | | | | | | |
| 2007) | | | | | | |
+---------------------+-----------+-------------+-------------+-----------+-----------+------------+
| | 239,648 | 508,673 | 18,733 | 51,479 | - | 818,533 |
+---------------------+-----------+-------------+-------------+-----------+-----------+------------+
+-------+-------------------------------------------------------------------------------+
| (i) | Other fees include - a bonus of $40,000 and Consulting fees paid with respect |
| | to Ross Horley as Chief Executive Officer of Medic Vision Health Pty Ltd |
+-------+-------------------------------------------------------------------------------+
| (ii) | Other fees include - a bonus of $50,000 and Consulting fees |
+-------+-------------------------------------------------------------------------------+
| (iii) | The Other fee was paid to Mitchell Wilson & Partners, a Chartered Accounting |
| | firm specialising in the provision of outsourced accounting, company |
| | secretarial and consulting services to companies, of which Ms Pacyga is an |
| | Associate. Through the fees paid to Mitchell Wilson & Partners, Ms Pacyga was |
| | remunerated for her services as Chief Financial Officers. |
+-------+-------------------------------------------------------------------------------+
Option Compensation, Granted and Vested during the Year
Details of vesting profile of the options granted as remuneration to Key
Management Personnel.
30 June 2009
During the year ending 30 June 2009 no options were vested or granted to
Directors or Executives.
The following options are held by directors and executive:
+-------------+-------------+------+--------+--------+-------+-------+-------+-----------+-----------+
| |
+-------------+
| | | | | | | | | | |
+-------------+-------------+------+--------+--------+-------+-------+-------+-----------+-----------+
| Directors | | | | | | | | | |
+-------------+-------------+------+--------+--------+-------+-------+-------+-----------+-----------+
| | | | | | | | | | |
+-------------+-------------+------+--------+--------+-------+-------+-------+-----------+-----------+
| Directors | | | | | | | | | |
+-------------+-------------+------+--------+--------+-------+-------+-------+-----------+-----------+
| Mr Ross | 500,000 | 2 |$0.079 |$0.079 |2 May |2 May |2 May | 500,000i | - |
| Horley | | May | | | 2010 | 2008 | 2010 | | |
| | |2005 | | | | | | | |
+-------------+-------------+------+--------+--------+-------+-------+-------+-----------+-----------+
| |2,500,000ii | 30 |$0.177 |$0.177 | 30 | 30 | 30 |1,000,000 | 34.7% |
| | | Nov | | | Nov | Nov | Nov | | |
| | |2007 | | | 2012 | 2007 | 2012 | | |
+-------------+-------------+------+--------+--------+-------+-------+-------+-----------+-----------+
| Mr Frank |2,500,000ii | 30 |$0.177 |$0.177 | 30 | 30 | 30 |1,000,000 | 45.8% |
| Cannavo | | Nov | | | Nov | Nov | Nov | | |
| | |2007 | | | 2012 | 2007 | 2012 | | |
+-------------+-------------+------+--------+--------+-------+-------+-------+-----------+-----------+
| Mr Michael | - | - | - | - | - | - | - | - | - |
| Reid | | | | | | | | | |
| (resigned | | | | | | | | | |
| 28 Jan | | | | | | | | | |
| 2008) | | | | | | | | | |
+-------------+-------------+------+--------+--------+-------+-------+-------+-----------+-----------+
| Mr Patrick | 500,000 | 28 |$0.095 | $0.20 | 28 | 28 | 28 | 500,000 | 48.1% |
| Cregan | | Feb | | | Feb | Feb | Feb | | |
| (appointed | |2008 | | | 2012 | 2008 | 2012 | | |
| 28 Jan | | | | | | | | | |
| 2008) | | | | | | | | | |
| (resigned | | | | | | | | | |
| 31 August | | | | | | | | | |
| 2008) | | | | | | | | | |
+-------------+-------------+------+--------+--------+-------+-------+-------+-----------+-----------+
| Executives | | | | | | | | | |
+-------------+-------------+------+--------+--------+-------+-------+-------+-----------+-----------+
| No options were granted to any Executive in | | | | | |
| the financial year | | | | | |
+-------------+-------------+------+--------+--------+-------+-------+-------+-----------+-----------+
* These options fully vested in prior financial years.
* 1,000,000 will vest immediately on issue. 500,000 will vest if, at any time
within 12 months of the issue date of the options, the last sale price of the
Company's shares on ASX equals exceeds $0.35 for 14 consecutive trading days and
1,000,000 will vest if, at any time within 24 months of the issue date of the
options, the last sale price of he Company's shares on ASX equals exceeds $0.45
for 14 consecutive trading days. The exercise price of the options is $0.177,
being the weighted average sale price of the Company's shares on ASX in the 5
trading days prior to and including 30 November 2007. The final exercise date
for the options will be 30 November 2012.
Options Granted as part of Remuneration
The following table summarises the
value of options granted, exercised or lapsed during the annual reporting period
to the identified Key Management Personnel. The fair value of the options
granted as part of remuneration is determined at grant date, and of the options
immediately vested, the full value of the option is recognised in remuneration
in the current year.
During the reporting period, no shares were issued on the exercise of options
previously granted as remuneration.
During the reporting period, options to the value of $ 89,167 lapsed in relation
to options previously issued to Ross Horley as remuneration.
Unissued shares under option
At the date of this report, unissued ordinary
shares of the Company under option are:
+----------------------+-----------------+------------------+
| |
+----------------------+
| | | |
+----------------------+-----------------+------------------+
| | | |
+----------------------+-----------------+------------------+
| 28 February 2012i | $0.20 | 500,000 |
+----------------------+-----------------+------------------+
| 30 November 2012 i | $0.177 | 5,000,000 |
+----------------------+-----------------+------------------+
| 2 May 2010 i | $0.079 | 500,000 |
+----------------------+-----------------+------------------+
| 15 December 2009ii | $0.30 | 1,500,000 |
+----------------------+-----------------+------------------+
| 17 January 2012iii | $0.20 | 8,750,173 |
+----------------------+-----------------+------------------+
| | | 16,250,173 |
+----------------------+-----------------+------------------+
(i) Unlisted options held by directors
(ii) Unlisted options held by
previous directors
(iii) Listed options
During or since the end of the financial year no ordinary shares were issued by
the company as a result of the exercise of options.
There were no further shares in Medic Vision Limited issued or exercise of up to
the date of this report.
Employment Contracts of Directors and Senior Executives
The following
Directors and Senior Officers were under contract at 30 June 2009:
+----------------------------------+-----------------+----------------+
| | | |
+----------------------------------+-----------------+----------------+
| Directors | | |
+----------------------------------+-----------------+----------------+
| Mr Ross Horley (i) | No fixed term | 1 month |
+----------------------------------+-----------------+----------------+
| Mr Frank Cannavo | No fixed term | 1 month |
+----------------------------------+-----------------+----------------+
| Mr Vince Leone (CEO) | No fixed term | 3 months |
+----------------------------------+-----------------+----------------+
| | | |
+----------------------------------+-----------------+----------------+
| Executives | | |
+----------------------------------+-----------------+----------------+
| Mr. Mark Licciardo (resigned 4 | No fixed term | 1 month |
| September 2009) | | |
+----------------------------------+-----------------+----------------+
(i) Mr. Horley's consulting agreement terminated on 2 May 2008. Following
company restructure no fixed term contract was re-negotiated. Mr. Horley
resigned effective 2 September 2009.
Signed in accordance with the resolution of the Board of Directors
Jitto Arulampalam
Executive Chairman
22 October 2009
CORPORATE GOVERNANCE
Introduction
Medic Vision Limited ("Medic Vision" or the "Company") is an Australian
Securities Exchange (ASX) listed entity.
The Company aims to maximise returns to its investors by capital appreciation
and when profitable, via a declaration of dividends to each shareholder in
proportion to their interest in the Company.
The Board of Directors is responsible for establishing the corporate governance
framework of the Company and establishing appropriate Corporate Governance
policies and procedures having regard to the ASX Corporate Governance Council
(CGC) published guidelines as set out in its "Corporate Governance Principles
and Recommendations" (Revised Principles, 2nd Edition August 2007). The Board of
Directors continues to review the framework and practices to ensure they meet
the interests of shareholders.
This Corporate Governance Statement is structured with reference to the CGC's
published guidelines containing 8 key principles. The charters and policies
described in this Corporate Governance Statement represent a concise version of
those charters and policies that have been, or will be adopted by the Board of
Directors in line with the CGC's recommendations. Where a CGC recommendation has
not been followed, the fact is disclosed, together with reasons for the
departure. The Company's Corporate Governance charters and policies can be found
on the Company's website, www.medicvision.com.au.
1. Board Charter
(Principle 1: Lay solid foundations for management and oversight)
a) Role of the Medic Vision Board and company management
The Board of Directors of Medic Vision together with management are collectively
experienced in the management of listed companies and the development and
management of entities in the medical technology sector.
The Board is responsible for providing strategic guidance and for contributing
to the development of the corporate strategy and performance objectives,
including the implementation of a business strategy, the annual budget and
financial plan, monitoring the Company's financial performance and ensuring that
appropriate management is in place to achieve these objectives. The Board
appoints the Chief Executive Officer/Managing Director, Chief Financial Officer
and Company Secretary. The Board approves and monitors management's corporate
strategy and performance objectives for Medic Vision. Under the oversight of the
Board's Audit & Risk Committee, the Board monitors risk, compliance and
financial reporting. The Board is responsible for approving and monitoring the
progress of major capital expenditure, capital management and acquisitions and
divestitures of assets.
The Board may delegate to its sub-committees, an officer of a group company, or
any other person in authority to perform any of its functions and exercise any
of its powers, in the ordinary course of business. This includes the day to day
administration of its assets, including ensuring that assets are adequately
insured where necessary; that detailed market investigations and effective due
diligence is carried out on proposed investments, acquisitions or joint
ventures; that capital required to develop the Company's intellectual property,
proposed investments or acquisitions as well as general working capital
requirements is adequate; and that subject to the responsibility of the Board's
Audit & Risk Committee there is effective risk management, financial management
and compliance management of the Company's assets.
CORPORATE GOVERNANCE STATEMENT (continued)
(Principle 2: Structure the board to add value)
b) Medic Vision's Board Structure
The skills, experience and expertise relevant to the position of director held
by each director in office at the date of the annual report is included in the
Director's Report.
The Board comprises of the following Directors, including Executive and
Non-executive Directors:
Mr Jitto Arulampalam Chairman of Directors (appointed 4 September 2009).
Frank Cannavo, (Independent Non-executive Director, Acting Chairman of Directors
until 4 September 2009)
Vince Leone, Chief Executive Officer (Executive Director)
Ross Horley, (Executive Director) (resigned 2 September 2009).
Ponnambalam Sivasubramaniam, (Independent Non-executive Director) (resigned 14
August 2009).
Mr Ratnarajah Navaratnam (Independent Non-executive Chairman of Directors).
(resigned 15 July 2009)
In accordance with the CGC's Corporate Governance Principles and
Recommendations, the recommendation that no independent Director holds more than
5% of the total shares on issue or that there is no material interest in the
company that would impair independence has been met by all Directors.
The Company supports the appointment of Directors who bring a wide range of
business and professional skills and experience, details of which are recorded
in the Directors' Report accompanying this Corporate Governance Statement. Each
Director, with the exception of the Chief Executive officer, has a three year
term of office, at the end of which they retire and seek re-election by
shareholders.
Pursuant to ASX CGC Principles, each Director has been issued with and signed a
Deed of Indemnity, Insurance and Access Agreement that will protect directors
for up to 7 years after their resignation in the event of a legal matter that
the Company may face in the future whilst they were a director of the Company.]
Each Director is required to disclose any interest which might create a
potential conflict of interest with their duties, as a Director of Medic Vision,
or which would affect their independence.
In order for Directors to bring independent judgement to bear in decision
making, Directors have the right to obtain independent professional advice, if
necessary, at the Company's expense.
1. Code of Conduct and Conflicts of Interest
(Principle 3: Promote ethical and responsible decision making)
a) Conduct of Management
The Board of Medic Vision is committed to its Code of Conduct. This is
communicated to management and requires staff to adhere to the core values,
together with a number of other key attributes that have been identified as
being imperative to the success of Medic Vision.
Employees must comply with all laws and regulations. This includes understanding
the laws and regulations relevant to their work and complying with the legal
requirements of the jurisdictions in which they operate.
Employees should not engage in activities or hold or trade assets that involve,
or could appear to involve, a conflict between their personal interests and the
interests of the Company.
Management is responsible to the Board for the Company's performance under this
Code, and has operational responsibility for ensuring compliance with the Code.
The Code of Conduct aims to promote ethical and responsible decision making. The
Code of Conduct requires all employees to exhibit honesty, loyalty, integrity,
professionalism and trust in their dealings, both internally and externally.
Medic Vision aims for good corporate governance and in summary, requires
employees to:
-avoid situations which may give rise to a conflict of interest;
CORPORATE GOVERNANCE STATEMENT (continued)
- avoid situations where they may profit from their position with the Company
and gain any benefit which competes with Medic Vision's business;
- comply with all laws and regulations and Company policies and procedures;
- not undertake activities inconsistent with their employment with Medic
Vision;
- properly use Medic Vision's assets for legitimate business purposes; and
- maintain privacy and confidentiality in both Medic Vision's business and
the information of all its stakeholders.
The Company has developed a Whistleblower Policy that offers Company officers,
employees, independent contractors and their employees the opportunity to bring
to the attention of management, conduct which is corrupt, illegal or unethical,
without fear of revenge, dismissal or discriminatory treatment.
The Board has resolved that the Code of Conduct extends to guide compliance with
legal and other obligations with respect to stakeholders.
b) Conflicts of Interest
The Board of Medic Vision is committed to good corporate governance and aims for
continuous improvement in these practices. Medic Vision embraces high ethical
standards and requires its employees to demonstrate both personal and corporate
responsibility. Directors, officers and employees are required to safeguard the
integrity of the Company and to act in the best interests of its stakeholders,
generally shareholders.
There must be no conflict, or perception of a conflict, between the interests of
any Medic Vision Director, officer or employee and the responsibility of that
person to the Company and to the stakeholders. All Medic Vision Directors,
officers and employees may never improperly use their position for personal or
private gain for themselves, a family member, or any other person
("associates").
As a general rule, a conflict of interest, or the perception of a conflict, may
arise if their duties involve any actual or potential business with a person,
entity or organisation in which they or their associates have a substantial
personal or financial interest. Accordingly, the following rules apply:
- Without prior Board approval, Directors, officers and employees may not act
on behalf of Medic Vision in connection with any business or potential business
involving any person, entity or organisation in which they or their associates
have direct or indirect managerial influence (such as serving as an Executive
Officer, Director, general partner or similar position or holding a substantial
ownership or beneficial interest); and
- Where a potential conflict exists, this should be disclosed to the Chairman
prior to any dealings taking place.
3) Audit & Risk Committee
(Principle 4: Safeguard integrity in financial reporting)
The Company has established an Audit & Risk Committee which comprises two
directors. As such this principle is not fully met but, having due regard for
the current Directors' core competencies, the Board feels this Committees
composition is the most appropriate given the current stage of the Company's
development.
a) Purpose
The Audit & Risk Committee plays a key role in assisting the Board of Directors
with its responsibilities relating to accounting, developing internal control
systems, reporting practices and risk management; and ensuring the independence
of the Company Auditor. The Charter for this Committee incorporates policies and
procedures to ensure an effective focus from an independent perspective.
The Audit & Risk Committee oversees and appraises the quality of the audits
conducted by the Auditors of the Company. PKF Chartered Accountants are the
currently appointed Auditor of Medic Vision. Their appointment will be reviewed
periodically. Medic Vision believes in the ongoing assessment of its audit
arrangements and complies with any regulatory requirements to rotate its
external audit partner.
The Audit & Risk Committee includes in its Charter a review of the effectiveness
of administrative, operating and accounting controls.
+-------------------+----------------------------+
| | |
+-------------------+----------------------------+
| Frank | (Independent Non-executive |
| Cannavo | Director) |
+-------------------+----------------------------+
| Vince Leone | Chief Executive Officer |
| | (Executive Director) |
+-------------------+----------------------------+
| Ponnambalam | (Independent Non-executive |
| Sivasubramaniam | Director) (appointed 20 |
| | May 2009) (resigned 14 |
| | August 2009) |
+-------------------+----------------------------+
CORPORATE GOVERNANCE STATEMENT (continued)
Meetings of the Committee are held a minimum of twice per annum, represented by
meetings for the full-year and half-year financial accounts review, approval and
recommendation to the Board. Further meetings may be held for discussion on
policies and procedures and risk management matters. The Auditors of the
company, PKF Chartered Accountants, are also invited to make recommendations to
the Committee on policies and procedures for discussion.
Following a recommendation by the Committee to the Board of Directors to approve
the Annual and Half Year Financial Accounts, the Chief Executive Officer and
Chief Financial Officer state in writing to the Board that the Company's
Financial Reports present a true and fair view, in all material respects, of the
Company's financial condition and operational results and are in accordance with
relevant accounting standards; and that this statement is founded on a sound
system of risk management and internal compliance and control which implements
the policies adopted by the Board.
The Company has adopted an Audit Independence Policy which identifies non-audit
services that Medic Vision considers can be provided and services that cannot be
provided by its external auditor.
b) Composition
Medic Vision's Audit & Risk Committee follows each of the principles listed
below wherever possible:
* An independent Chairperson, who is not Chairperson of the Board and is a
qualified accountant or has significant experience in the financial industry;
and
* Has at least three members
* As noted above however, currently the Committee is not comprised only of
independent non-executive Directors, for the reasons previously outlined.
Members of the Committee are:
There were two meetings held during the reporting period.
4) Continuous Disclosure Policy
(Principle 5: Make timely and balanced disclosure)
Medic Vision's Continuous Disclosure Policy is designed to promote transparency
and investor confidence and ensure that all interested parties have an equal
opportunity to obtain information which is issued by Medic Vision. The Company
is committed to complying with the continuous disclosure obligations contained
in the listing rules of the Australian Securities Exchange (ASX) and under the
Corporations Act, and ensuring that all shareholders and the market have an
equal opportunity to obtain and review full and timely information about Medic
Vision's securities.
The ASX defines continuous disclosure in its Listing Rules as "the timely
advising of information to keep the market informed of events and developments
as they occur". The Listing Rules and the Corporations Act require that a listed
entity disclose to the market matters which a reasonable person would expect to
have a material effect on the price or value of the entity's securities. A
reasonable person is taken to expect information to have a material effect on
the price or value of securities if it would, or would be likely to, influence
persons who commonly invest in securities in deciding whether or not to
subscribe for, buy or sell the securities.
The Chief Executive Officer controls all of Medic Vision's communications with
assistance from the Company Secretary in carrying out this responsibility. The
Chief Executive Officer and
CORPORATE GOVERNANCE STATEMENT (continued)
Chairman are the only two officers authorised to approve the release of material
information to the market. The Company Secretary is responsible for
administering this policy and is responsible for dealing with the ASX in
relation to all listing rule issues.
The procedures which have been developed to comply with these rules include
immediate reporting of any matter which could potentially have a material
effect, via established reporting lines to the Chief Executive Officer and/or
the Company Secretary.
Disclosure of such price-sensitive information to the ASX must not be delayed
and is disclosed, in the first instance, to the ASX with disclosures to the
market then being placed on Medic Vision's website, www.medicvision.com.au.
Material information must not be selectively disclosed (i.e. to analysts, the
media or shareholders) prior to being announced to the ASX, and all media
releases must be referred to the Chief Executive Officer for approval prior to
any release.
5) Trading Policy
Medic Vision's Share Trading Policy ensures that unpublished price sensitive
information about the Company is not used in an unlawful manner. The main
provisions of this policy are governed by:
* the specific requirements of the Corporations Act;
* a prohibition of short term trading in Medic Vision shares;
* when Directors and employees may trade in Medic Vision shares; and
* prior notification by Directors, officers and employees of their intention to
deal in Medic Vision shares.
A summary of the Policy is as follows:
Trading of securities by Directors, officers and employees is only allowed when
he or she is not in possession of price sensitive information that is not
generally available to the market.
As it is assumed that Directors and senior management are likely to be in
possession of unpublished price sensitive information concerning the Company by
virtue of their position within the Company, those persons and their associates
may only trade in the Company's securities during a period of 28 days,
commencing 48 hours after the announcement of the following:
* the half-yearly financial results;
* the annual financial results; and
* the holding of a shareholders' meeting.
In addition, Directors, officers and employees must notify the Company Secretary
when a trade has occurred.
6) Shareholder Communications
(Principle 6: Respect the rights of shareholders)
Medic Vision's communication strategy is to promote effective communication with
shareholders.
Medic Vision is committed to:
* ensuring that shareholders and the financial markets are provided with full and
timely information about Medic Vision's activities in a balanced and
understandable way;
* complying with continuous disclosure obligations contained in the applicable
Australian Securities Exchange (ASX) Listing Rules and the Corporations Act in
Australia; and
* communicating effectively with its shareholders and making it easier for
shareholders to communicate with the Company.
To promote effective communication with shareholders and encourage effective
participation at general meetings, information is communicated to shareholders:
* through the release of information to the market via the ASX;
* through the distribution of the Annual Report and Notices of Annual General
Meetings;
* through shareholder meetings;
* through letters and other forms of communications directly to shareholders;
* by posting relevant information on Medic Vision's website; and
CORPORATE GOVERNANCE STATEMENT (continued)
* by providing shareholders with a choice of information delivery options ie.
paper or electronic means
The Company's website, www.medicvision.com.au, has a dedicated Investor section
and endeavours to publish on the website all important Company information and
relevant announcements made to the market or refer investors to the ASX website
where market releases can be viewed.
The external Auditors are requested to attend the Annual General Meeting and are
available to answer shareholders' questions about the conduct of the audit and
preparation of the Auditor's Report.
7) Risk Management System Statement
(Principle 7: Recognise and manage risk)
The Board of the Medic Vision takes a proactive approach to the Company's risk
management and internal compliance and control system. This function is dealt
with by the Audit & Risk Committee.
The Audit & Risk Committee is responsible for ensuring that risks and mitigation
of these risks are identified on a timely basis and that the Company's
objectives and activities are aligned with the risks and opportunities
identified by the Committee and the Board of Directors.
The Company is in the process of developing a policy on risk oversight and
management and will undertake a detailed risk assessment of the company's
operations, procedures and processes.
The Risk Assessment will be aimed at identifying the following:
* a culture of risk control and the minimisation of risk throughout the Company,
which will be carried out by following documented risk identification and
reporting as well as through natural or instinctive processes by employees of
the Company;
* a culture of risk control that can easily identify risks as they arise and amend
practices;
* the installation of practices and procedures in all areas of the business that
are designed to minimise an event or incident that could have a financial or
other effect on the business and its day to day management; and
* adoption of practices and procedures to minimise many of the standard commercial
risks, i.e., taking out the appropriate insurance policies and ensuring
compliance reporting is up to date.
The Company will identify and structure its risk analysis and intends to
implement and demonstrate regular risk management controls reporting to the
Board via the Audit & Risk Committee.
8) Board Remuneration and Appointment Policies
(Principle 8: Remunerate fairly and responsibly)
The Company has established a Remuneration Committee, comprising of
non-executive Directors and executive Directors as indicated in the table below.
The Committee is responsible for determining and reviewing compensation
arrangements for the Directors and for approving parameters within which the
review of the compensation arrangements for the senior executive team can be
conducted by the Chief Executive Officer. The Committee aims to meet at least
once per calendar year.
Members of the Committee are:
+-----------------+-----------------------------------------------------------+
| Frank | Independent |
| Cannavo | Non-executive Director |
+-----------------+-----------------------------------------------------------+
| Vince Leone | Chief Executive Officer |
| | (Executive Director) |
+-----------------+-----------------------------------------------------------+
| Ponnambalam | Independent |
| Sivasubramaniam | Non-executive Director) (appointed |
| | 20 May 2009) |
| | (resigned 14 August 2009 |
+-----------------+-----------------------------------------------------------+
No meetings were held during the reporting period.
The Committee is established to monitor and review:
* the remuneration arrangements for the Chief Executive Officer and other
executive directors and set parameters within which the Chief Executive Officer
will review arrangements for other senior executives;
* the remuneration policies, personnel practices and strategies of the Company
generally;
* any employee incentive schemes;
* the remuneration arrangements for non-executive Directors;
* the size and composition of the Board and criteria for Board membership; and
* the membership of the Board and candidates for consideration by the Board.
All remuneration and superannuation for Directors, officers and employees are
paid by the Company.
The Nominations function is also dealt with by this Committee.
The Board is responsible for the Performance Evaluation of the members of the
Board and key executives against both measurable and qualitative indicators.
The Chairman will undertake an annual assessment of the performance of
individual Directors and meet privately with each Director to discuss this
assessment.
INCOME STATEMENT
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| For the year ended 30 June | | | |
| 2009 | | | |
+ + +-------------------------------------------+---------------------------+
| | | | | | |
+ + +-----------------------------+-------------+-------------+-------------+
| | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Revenue from sale of goods | | 1,087,570 | 1,479,818 | - | - |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Revenue from rendering of | | 97,464 | 390,802 | - | - |
| services | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Finance revenue | 4a | 11,760 | 83,305 | 3,467 | 390,346 |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Other Income | 4b | 351,589 | 1,260,771 | - | 1,240,234 |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| TOTAL REVENUE | | 1,548,383 | 3,214,696 | 3,467 | 1,630,580 |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Cost of goods sold | 5a | (878,621) | (1,291,651) | - | - |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Employee benefits expenses | 5b | (1,041,313) | (1,546,984) | (12,244) | (171,163) |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Employee expense - share | | - | (51,479) | - | (51,479) |
| based payments | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Research and development | | (206,499) | (656,886) | - | - |
| expenses | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Depreciation, amortisation | 5c | (268,695) | (2,897,197) | (8,582) | (3,096,116) |
| and impairment charges | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Consulting fees | | (78,155) | (103,035) | (14,167) | (62,000) |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Directors expenses | | (166,647) | (324,828) | (92,480) | (216,078) |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Legal and other | | (296,367) | (191,501) | (171,740) | (159,191) |
| professional fees | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Regulatory listing fees | | (164,195) | (94,272) | (161,360) | (94,272) |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Occupancy expenses | | (186,057) | (214,226) | (4,918) | (68,501) |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Travel expense | | (352,894) | (590,571) | (86,557) | (48,768) |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Reversal of provision for | | 200,704 | - | - | - |
| doubtful trade debts | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Provision for doubtful | | - | - | (1,344,112) | (2,364,857) |
| recovery of loans to | | | | | |
| controlled entity | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Provision for impairment of | | - | - | (190,362) | - |
| Investments | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Finance costs | | (14,914 ) | (4,947) | (9,991) | - |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Other expenses | 5d | (638,921) | (730,896) | (299,860) | (215,959) |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| (Loss) before Income Tax | | (2,,544,191) | (5,483,777) | (2,392,906) | (4,917,804) |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Income Tax Expense | | - | - | - | - |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| (Loss) from continuing | | (2,544,191) | (5,483,777) | (2,392,906) | (4,917,804) |
| operations | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Loss attributable to | | 79,784 | - | - | - |
| minority interest | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Net (Loss) attributable to | | (2,464,407) | (5,483,777) | (2,392,906) | (4,917,804) |
| members of the Parent | | | | | |
| Entity | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Overall operations | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Basic (loss) per share | 8 | ($0.0232) | ($0.0588) | | |
| (cents per share) | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| Diluted (loss) per share | 8 | ($0.0232) | ($0.0588) | | |
| (cents per share) | | | | | |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
| The above Income Statement should be read in conjunction with the accompanying notes. |
+-----------------------------+-------------+-----------------------------+-------------+-------------+-------------+
BALANCE SHEET
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| As at 30 June 2009 | | | |
+ + +-------------------------------------------+-----------------------------+
| | | | | | |
+ + +----------------------------+--------------+--------------+--------------+
| | | | | | |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Assets | | | | | |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Current assets | | | | | |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Cash and cash equivalents | 9 | 737,197 | 466,091 | 522,477 | 141,989 |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Trade and other | 10 | 391,839 | 569,659 | 24,141 | 189,444 |
| receivables | | | | | |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Inventories | 11 | 72,018 | 223,490 | - | - |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Other financial assets | 12 | - | 980,420 | - | 980,420 |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Other current assets | 14 | 36,289 | 40,783 | 3,047 | 11,136 |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Total current assets | | 1,237,343 | 2,280,443 | 549,665 | 1,322,989 |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Non-current assets | | | | | |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Other financial assets | 12,13 | - | - | 576,568 | 759,819 |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Property, plant and | 15 | 440,427 | 486,463 | 1,668 | 46,266 |
| equipment | | | | | |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Intangible assets | 16 | - | - | - | - |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Total non-current assets | | 440,427 | 486,463 | 578,236 | 806,085 |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Total assets | | 1,677,770 | 2,766,906 | 1,127,901 | 2,129,074 |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Current liabilities | | | | | |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Trade and other payables | 17 | 642,525 | 640,175 | 192,573 | 70,176 |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Short-term provisions | 18 | 70,139 | 66,273 | - | - |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Total current liabilities | | 712,664 | 706,448 | 192,573 | 70,176 |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Non-current liabilities | | | | | |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Other long-term provisions | 18 | - | 1,564 | - | - |
| | | | | | |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Financial liabilities | 19 | 640,751 | | 640,751 | |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Total non-current | | 640,751 | 1,564 | 640,751 | - |
| liabilities | | | | | |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Total liabilities | | 1,353,415 | 708,012 | 833,324 | 70,176 |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Net assets | | 324,355 | 2,058,894 | 294,577 | 2,058,898 |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Equity | | | | | |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Issued capital | 20 | 22,630,610 | 21,756,920 | 22,630,610 | 21,756,920 |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Reserves | 22 | (59,470) | 114,130 | - | 245,105 |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Accumulated losses | | (22,276,563) | (19,812,156) | (22,336,033) | (19,943,127) |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Total Parent Entity | | 294,577 | 2,058,894 | 294,577 | 2,058,898 |
| Interest | | | | | |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Add: Minority Interest | | 29,778 | - | - | - |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| Total equity | | 324,355 | 2,058,894 | 294,577 | 2,058,898 |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| | | | | | |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
| The above Balance Sheet should be read in conjunction with the accompanying notes. |
+----------------------------+------------+----------------------------+--------------+--------------+--------------+
STATEMENT OF CHANGES IN EQUITY
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| For the year ended 30th | | | | | | | |
| June 2009 | | | | | | | |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| Consolidated group | Note | | | | | | |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| Balance at 1 July 2007 | | 21,823,472 | (14,328,379) | 700,000 | (75,579) | - | 8,119,514 |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| (Loss) Attributable to | | - | (5,483,777) | - | - | - | (5,483,777) |
| members of Parent Entity | | | | | | | |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| Cancellation of buy back | | (157,531) | - | - | - | - | (157,531) |
| shares | | | | | | | |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| Share based payments | | 90,979 | - | - | - | - | 90,979 |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| Transfer to foreign | | - | - | - | (55,396) | - | (55,396) |
| currency translation | | | | | | | |
| reserve | | | | | | | |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| Shares held in listed | | - | - | (454,895) | - | - | (454,895) |
| companies | | | | | | | |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| Balance at 30 June 2008 | | 21,756,920 | (19,812,156) | 245,105 | (130,975) | - | 2,058,894 |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| (Loss) Attributable to | | - | (2,464,407) | - | - | | (2,464,407) |
| members of Parent Entity | | | | | | | |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| Issue of ordinary shares | | 100,000 | - | - | - | - | 100,000 |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| Capital raising costs | | (16,500) | - | - | - | - | (16,500) |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| Equity portion of | 19(i) | 23,260 | - | - | - | - | 23,260 |
| convertible notes | | | | | | | |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| Transfer to foreign | | - | - | - | 71,505 | - | 71,505 |
| currency translation | | | | | | | |
| reserve | | | | | | | |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| Disposal of available for | | - | - | (245,105) | - | - | (245,105) |
| sale financial asset | | | | | | | |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| Consideration for | 13 | 766,930 | - | - | - | - | 766,930 |
| acquisition of Red | | | | | | | |
| Paragon Pty Ltd | | | | | | | |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| Minority Interest at the | | - | | - | - | 29,778 | 29,778 |
| date of acquisition of | | | | | | | |
| Red Paragon Pty Ltd | | | | | | | |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| Balance at 30 June 2009 | | 22,630,610 | (22,276,563) | - | (59,470) | 29,778 | 324,355 |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
| | | | | | | | |
+---------------------------+-------+--------------+---------------+-------------+-----------+--------+--------------+
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| | | | | | | |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| Parent Entity | Note | | | | | |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| Balance at 1 July 2007 | | 21,823,472 | (15,025,323) | 700,000 | - | 7,498,149 |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| (Loss) Attributable to | | - | (4,917,804) | - | - | (4,917,804) |
| members of Parent Entity | | | | | | |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| Cancellation of buy back | | (157,531) | - | - | - | (157,531) |
| shares | | | | | | |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| Cost of share-based payments | | 90,979 | - | - | - | 90,979 |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| Revaluation of shares held | | - | - | (454,895) | - | (454,895) |
| in Limited Company | | | | | | |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| Balance at 30 June 2008 | | 21,756,920 | (19,943,127) | 245,105 | - | 2,058,898 |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| (Loss) Attributable to | | - | (2,392,906) | | - | (2,392,906) |
| members of Parent Entity | | | | | | |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| Issue of ordinary shares | | 100,000 | - | - | - | 100,000 |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| Capital raising costs | | (16,500) | - | - | - | (16,500) |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| Equity portion of | 19(i) | 23,260 | - | - | - | 23,260 |
| convertible notes | | | | | | |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| Consideration for | 13 | 766,930 | - | - | - | 766,930 |
| acquisition of Red Paragon | | | | | | |
| Pty Ltd | | | | | | |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| Disposal of available for | | - | - | (245,105) | - | (245,105) |
| sale financial asset | | | | | | |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| Balance at 30 June 2009 | | 22,630,610 | (22,336,033) | - | - | 294,577 |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| | | | | | | |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
| The above Statement of Changes in Equity should be read in conjunction with the |
| accompanying notes. |
+------------------------------+-------+--------------+--------------+------------+--------+-------------+
CASH FLOW STATEMENT
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| For the year ended 30 June 2009 | | | |
+ + +---------------------------------------------------+--------------------------+
| | | | | | |
+ + +-------------------------------------+-------------+------------+-------------+
| | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| | | |
+-------------------------------------+----------+------------------------------------------------------------------------------+
| CASH FLOWS FROM OPERATING | | | | | |
| ACTIVITIES | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Receipts from customers | | 1,598,014 | 2,329,122 | 8,467 | - |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Interest received | | 11,760 | 83,305 | - | 75,175 |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Other receipts - grant income | | 18,371 | 70,000 | - | - |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Payments to suppliers and employees | | (3,448,572) | (6,015,863) | (503,225) | (1,100,820) |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Net cash provided by (used in) | 25 | (1,820,427) | (3,533,436) | (494,758 ) | (1,025,645) |
| operating activities | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| CASH FLOWS FROM INVESTING | | | | | |
| ACTIVITIES | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Proceeds from sale of property, | | - | 36,965 | 250 | 2,074 |
| plant and equipment | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Purchase of property, plant and | | (13,605) | (51,740) | - | (9,232) |
| equipment | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Proceeds from disposal of available | | 660,950 | 1,837,553 | 660,950 | 1,837,553 |
| for sale assets | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Cash acquired on acquisition of | 13 | 287,708 | | | |
| subsidiary | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Net cash provided by (used in) | | 935,053 | 1,822,778 | 661,200 | 1,830,395 |
| investing activities | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| CASH FLOWS FROM FINANCING | | | | | |
| ACTIVITIES | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Proceeds from issue of shares | | 100,000 | - | 100,000 | - |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Share buy back | | - | (157,531) | - | (157,531) |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Capital raising costs | | (16,500) | - | (16,500) | - |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Proceeds from Convertible Notes | 19 | 673,980 | | 673,980 | |
| issues | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Loans to controlled entities | | - | - | (543,434) | (2,809,505) |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Loans from controlled entities | | 399,000 | - | - | - |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Net cash provided by (used in) | | 1,156,480 | (157,531) | 214,046 | (2,967,036) |
| financing activities | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Net increase / (decrease) in cash | | 271,106 | (1,868,189) | 380,488 | (2,162,286) |
| held | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Cash at beginning of financial year | | 466,091 | 2,334,280 | 141,989 | 2,304,275 |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| Cash at end of financial year | 10 | 737,197 | 466,091 | 522,477 | 141,989 |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| | | | | | |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
| The above cash flow statement should be read in conjunction with the accompanying notes. |
+-------------------------------------+----------+-------------------------------------+-------------+------------+-------------+
NOTES TO THE FINANCIAL STATEMENTS
Note 1 Statement of Significant Accounting Policies
The financial report of Medic Vision Limited (the Company) for the year ended 30
June 2009 was authorised for issue in accordance with a resolution of the
directors on 22 October 2009.
Medic Vision Limited is a company limited by shares incorporated in Australia
whose shares are publicly traded on the Australian stock exchange.
The nature of the operations and principal activities of the Group are described
in the directors' report.
Note 2 Statement of Significant Accounting Policies
a. Basis of preparation
The financial report is a general purpose financial report, which has been
prepared in accordance with the requirements of the Corporations Act 2001 and
applicable Australian Accounting Standards. The financial report has also been
prepared on a historical cost basis, except for derivative financial instruments
and available for sale financial assets, which have been measured at fair value.
The financial report is presented in Australian dollars.
b. Going concern
For the year ended 30 June 2009 the company and the consolidated entity incurred
a loss for the year ended 30 June 2009 of $2,392,906 and $2,464,407 respectively
and had net cash outflows from operating activities amounting to $494,758 and
$1,820,427 respectively. Furthermore, the consolidated entitys has no regular
source of income. It is reliant on equity capital and/or loans from third
parties or the proceeds of either partial sale or farm-out of its permit
interests to meet its operating costs. These conditions indicate a material
uncertainty that may cast significant doubt about the company and the
consolidated entitys ability to continue as going concerns.
The ability of the company and the consolidated entity to continue as going
concerns is dependent upon a number of factors, one being the continuation and
availability of funds. As at 30 June 2009 the company and consolidated entity
had net current assets of $357,092 and $524,679 respectively.
The consolidated entity is expecting to fund ongoing obligations beyond this
working capital position. The company has raised $848,980 via a convertible note
issue completed subsequent to balance date. In addition to the fund raising, the
Directors have implemented a re-structure of the business and enacted the
following:
ÿContinued reductions of the overheads of the Company and concentration on core
business of simulator sales and installation;
The company has reduced staff (by 75%) and operational costs in the reduction of
non-core staff/consultants and the rationalisation of product development
expenditure. This is in line with the companys direction to focus on simulator
products but not to develop new products unless fully funded by external parties
or grants. The company migrated key full time sales staff to a commission only
remuneration basis for a period then transitioned them to a base salary plus
commission remuneration basis in Australia, United Kingdom and China/Hong Kong -
Medic Visions key simulator sales markets.
The Company has recently completed a significant sale within Australia to the
value of $457,000 excluding GST. The company also has other significant sales
within its sales pipeline over the next twelve months that have strong chance of
success to underpin the cashflow forecast.
ÿIncreased operating revenue from roll - out of medical training centres;
The company is in the process of planning deployment of training courses in
India, China and the UK. The deployment has been re-scheduled to mid 2010. The
process of delivering medical and surgical education in key regions such as
India, China and the UK will transform the company from a consultancy, equipment
supplier to a full service delivery company with ongoing revenue from charging
each training participant.
ÿReduction of simulator manufacturing costs;
The company has scaled down its product development activities to the extent
that all new simulator projects shall be fully funded by sales, external parties
or grants. Continuous upgrading and enhancement of the companys existing
Mediseus temporal bone drilling simulator and epidural simulator will continue
with consultants remunerated on a fixed scope and cost basis wherever necessary
and possible.
ÿSecuring additional equity and or funding.
The company is in continuous discussions with a number of funding entities in
regard to furthering the company business in particular the future roll-out of
the training centres within India and China.
ÿIncreasing Sales
The company is also pursuing distributorships for its simulation products around
the world to increase sales revenue. Further agencies are being sought in Asia
Pacific, Europe (east and west), Africa, USA and South America.
Cash flow forecasts prepared by management demonstrate that the company and the
consolidated entity have sufficient cash flows to meet their commitments over
the next twelve months based on the above factors and for that reason the
financial statements have been prepared on the basis that the company and the
consolidated entity are going concerns, which contemplates the continuity of
normal business activity, realisation of assets and the settlement of
liabilities in the normal course of business.
Should the company and the consolidated entity be unable to continue as going
concerns, they may be required to realise their assets and extinguish their
liabilities other than in the ordinary course of business, and at amounts that
differ from those stated in the financial report. The financial report does not
include any adjustments relating to the recoverability and classification of
recorded asset amounts or to the amounts and classification of liabilities that
might be necessarily incurred should the company and the consolidated entity not
continue as going concern..
c. Statement of compliance
The financial report complies with Australian Accounting Standards, which
include Australian equivalents to International Financial Reporting Standards
(AIFRS). The financial report also complies with IFRS.
Adoption of New and Revised Accounting Standards
Adoption of new and revised standards
The Group has adopted all of the new and revised Standards and Interpretations
issued by the Australian Accounting Standards Board (the AASB) that are relevant
to its operations and effective for the current annual reporting period.
Early adoption of Standards
Certain new accounting standards and interpretations have been published that
are not mandatory for the financial year ended 30 June 2009 but are available
for early adoption. The group has not early adopted the following accounting
standards in preparing this financial report. The Groups assessment of these
new standards is set out below.
AASB 8 Operating Segments and AASB 2007-3 Amendments to Australian Accounting
Standards arising from AASB 8 potentially change the composition of operating
segments which must be based on the internal reports about components of the
Group that are regularly reviewed by the chief operating decision maker, in
order to allocate resources to the segment and to assess its performance. These
potential changes in the definition of reportable segments will have
implications for the definition of cash generating units and therefore
impairment testing of goodwill under AASB 136 Impairment of Assets. Potential
changes to the Groups operating segments are not expected to have a material
impact on the reported results of the Group.
AASB 3 Business Combinations, AASB 127 Consolidated and Separate Financial
Statements and AASB 2008-3 Amendments to Australian Accounting Standards arising
from AASB 3 and AASB 127 change the treatment of several aspects of acquisition
accounting which would impact the reported results and the financial position of
the Group in respect of acquisitions made after 1 July 2009.
AASB 2008-1 Amendments to Australian Accounting Standard - Share Based Payments:
Vesting Conditions and Cancellations clarifies the treatment of vesting
conditions and cancellations in AASB 2 Share Based Payments.
These clarifications are not expected to have a material impact on the reported
results and the financial position of the Group.
AASB 101 Presentation of Financial Statements (September 2007). The changes
affect disclosure only and have no impact on the reported results or the
financial position of the Group.
d. Basis of consolidation
The consolidated financial statements comprise the financial statements of Medic
Vision Limited and its subsidiaries ('the Group) as at 30 June each year. The
financial statements of the subsidiaries are prepared for the same reporting
period as the parent company, using consistent accounting policies.
In preparing the consolidated financial statements, all intercompany balances
and transactions, income and expenses and profit and losses resulting from
intra-group transactions have been eliminated in full. Unrealised losses are
eliminated unless costs cannot be recovered.
Subsidiaries are fully consolidated from the date on which control is
transferred to the Group and cease to be consolidated from the date on which
control is transferred out of the Group.
The acquisition of subsidiaries is accounted for using the purchase method of
accounting. The purchase method of accounting involves allocating the cost of
the business combination to the fair value of the assets acquired and the
liabilities and contingent liabilities assumed at the date of acquisition.
Minority interests not held by the Group are allocated their share of net profit
after tax in the income statement and are presented within equity in the
consolidated balance sheet, separately from parent shareholders equity.
e. Segment reporting
A business segment is a distinguishable component of the entity that is engaged
in providing products or services that are subject to risks and returns that are
different to those of other business segments. A geographical segment is a
distinguishable component of the entity that is engaged in providing products or
services within a particular economic environment and is subject to risks and
returns that are different than those of segments operating in other economic
environments.
f. Foreign currency translation
i. Functional and presentation currency
Both the functional and presentation currency of Medic Vision Limited and
its Australian subsidiaries are Australian dollars ($).
The functional
currency of the foreign subsidiaries Medic Vision UK is Great British Pounds and
for Medic Vision P/te is Hong Kong Dollars. As at reporting date the assets and
liabilities of these subsidiaries are translated into the presentation currency
of Medic Vision Limited at the rate of exchange ruling at the balance sheet date
and the income statements are translated at the weighted average exchange rates
for the year. The exchange differences arising on the retranslation are taken
directly to a separate component of equity.
Each entity in the Group
determines its own functional currency and items included in the financial
statements of each entity are measured using that functional currency.
ii. Transactions & balances
Transactions in foreign currencies are
initially recorded in the functional currency by applying the exchange rates
ruling at the date of the transaction. Monetary assets and liabilities
denominated in foreign currencies are retranslated at the rate of exchange
ruling at the balance sheet date.
Non-monetary items that are measured in
terms of historical cost in a foreign currency are translated using the exchange
rate as at the date of the initial transaction.
Non-monetary items
measured at fair value in a foreign currency are translated using the exchange
rates at the date when the fair value was determined.
g. Cash and cash equivalents
Cash and cash equivalents in the
balance sheet comprise cash at bank and in hand and short-term deposits with an
original maturity of three months or less that are readily convertible to known
amounts of cash and which are subject to an insignificant risk of changes in
value.
For the purposes of the Cash Flow Statement, cash and cash
equivalents consist of cash and cash equivalents as defined above, net of
outstanding bank overdrafts. Bank overdrafts are included within
interest-bearing loans and borrowings in current liabilities on the balance
sheet.
h. Trade and other receivables
Trade receivables, which generally have 7 - 30 day terms, are recognised and
carried at original invoice amount less an allowance for any uncollectible
amounts.
An allowance for doubtful debts is made when there is objective evidence that
the Group will not be able to collect the debts. Bad debts are written off when
identified.
i. Inventories
Inventories are valued at the lower of cost and net realisable value.
Costs incurred in bringing each product to its present location and condition,
are accounted for as follows:
Finished goods and work-in-progress - cost of
direct materials and labour and a proportion of manufacturing overheads based on
normal operating capacity but excluding borrowing costs.
Net realisable
value is the estimated selling price in the ordinary course of business, less
estimated costs of completion and the estimated costs necessary to make the
sale.
j. Investments and other financial assets
Financial assets in the scope of AASB 139 Financial Instruments: Recognition and
Measurement are classified as either financial assets at fair value through
profit or loss, loans and receivables, held-to-maturity investments, or
available-for-sale investments, as appropriate. When financial assets are
recognised initially, they are measured at fair value, plus, in the case of
investments not at fair value through profit or loss, directly attributable
transactions costs. The Group determines the classification of its financial
assets after initial recognition and, when allowed and appropriate, re-evaluates
this designation at each financial year-end.
All regular way purchases and sales of financial assets are recognised on the
trade date i.e. the date that the Group commits to purchase the asset. Regular
way purchases or sales are purchases or sales of financial assets under
contracts that require delivery of the assets within the period established
generally by regulation or convention in the marketplace.
i. Financial assets at fair value through profit or loss
Financial
assets classified as held for trading are included in the category 'financial
assets at fair value through profit or loss. Financial assets are classified as
held for trading if they are acquired for the purpose of selling in the near
term. Derivatives are also classified as held for trading unless they are
designated as effective hedging instruments. Gains or losses on investments held
for trading are recognised in profit or loss.
ii. Held-to-maturity investments
Non-derivative financial assets with
fixed or determinable payments and fixed maturity are classified as
held-to-maturity when the Group has the positive intention and ability to hold
to maturity. Investments intended to be held for an undefined period are not
included in this classification. Investments that are intended to be
held-to-maturity, such as bonds, are subsequently measured at amortised cost.
This cost is computed as the amount initially recognised minus principal
repayments, plus or minus the cumulative amortisation using the effective
interest method of any difference between the initially recognised amount and
the maturity amount. This calculation includes all fees and points paid or
received between parties to the contract that are an integral part of the
effective interest rate, transaction costs and all other premiums and discounts.
For investments carried at amortised cost, gains and losses are recognised in
profit or loss when the investments are derecognised or impaired, as well as
through the amortisation process.
iii. Loans and receivables
Loans and receivables are non-derivative
financial assets with fixed or determinable payments that are not quoted in an
active market. Such assets are carried at amortised cost using the effective
interest method. Gains and losses are recognised in profit or loss when the
loans and receivables are derecognised or impaired, as well as through the
amortisation process.
iv. Available-for-sale investments
Available-for-sale investments are
those non-derivative financial assets that are designated as available-for-sale
or are not classified as any of the three preceding categories. After initial
recognition available-for sale investments are measured at fair value with gains
or losses being recognised as a separate component of equity until the
investment is derecognised or until the investment is determined to be impaired,
at which time the cumulative gain or loss previously reported in equity is
recognised in profit or loss.
The fair value of investments that are
actively traded in organised financial markets is determined by reference to
quoted market bid prices at the close of business on the balance sheet date. For
investments with no active market, fair value is determined using valuation
techniques. Such techniques include using recent arms length market
transactions; reference to the current market value of another instrument that
is substantially the same; discounted cash flow analysis and option pricing
models.
k. Property, plant and equipment
Plant and equipment is stated at cost less accumulated depreciation and any
accumulated impairment losses. Such cost includes the cost of replacing parts
that are eligible for capitalisation when the cost of replacing the parts is
incurred. Similarly, when each major inspection is performed, its cost is
recognised in the carrying amount of the plant and equipment as a replacement
only if it is eligible for capitalisation.
Depreciation is calculated on a straight-line basis over the estimated useful
life of the asset.
The depreciation rates used are as follows:
+-------------------+------------------+
| Class of Fixed | Depreciation |
| Asset | Rate |
+-------------------+------------------+
| Computer | 25 - 40% |
| Equipment | |
+-------------------+------------------+
| Furniture and | 1 - 20% |
| Fittings | |
+-------------------+------------------+
| Plant and | 10 - 33% |
| Equipment | |
+-------------------+------------------+
| Medical Equipment | 15% |
+-------------------+------------------+
| Fitout Assets | 7.5% |
+-------------------+------------------+
i. Impairment
The carrying values of plant and equipment are
reviewed for impairment at each reporting date, with recoverable amount being
estimated when events or changes in circumstances indicate that the carrying
value may be impaired.
The recoverable amount of plant and equipment 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 an asset that
does not generate largely independent cash inflows, recoverable amount is
determined for the cash-generating unit to which the asset belongs, unless the
asset's value in use can be estimated to be close to its fair value.
An
impairment exists when the carrying value of an asset or cash-generating units
exceeds its estimated recoverable amount. The asset or cash-generating unit is
then written down to its recoverable amount. For plant and equipment, impairment
losses are recognised in the income statement in the depreciation and
amortisation expenses.
ii. De-recognition and disposal
An item of property, plant and
equipment is derecognised upon disposal or when no further future economic
benefits are expected from its use or disposal.
Any gain or loss arising on
de-recognition of the asset (calculated as the difference between the net
disposal proceeds and the carrying amount of the asset) is included in profit or
loss in the year the asset is derecognised.
l. Leases
The determination of whether an arrangement is or contains a lease is based on
the substance of the arrangement and requires an assessment of whether the
fulfilment of the arrangement is dependent on the use of a specific asset or
assets and the arrangement conveys a right to use the asset.
Finance leases, which transfer to the Group substantially all the risks and
benefits incidental to ownership of the leased item, are capitalised at the
inception of the lease at the fair value of the leased property or, if lower, at
the present value of the minimum lease payments.
Lease payments are apportioned between the finance charges and reduction of the
lease liability so as to achieve a constant rate of interest on the remaining
balance of the liability. Finance charges are charged directly against income.
Capitalised leased assets are depreciated over the shorter of the estimated
useful life of the asset or the lease term.
Leases where the lessor retains substantially all the risks and benefits of
ownership of the asset are classified as operating leases. Operating lease
payments are recognised as an expense in the income statement on a straight-line
basis over the lease term.
m. Goodwill and intangibles
i. Goodwill
Goodwill acquired in a business combination is initially
measured at cost being the excess of the cost of the business combination over
the Groups interest in the net fair value of the acquiree's identifiable
assets, liabilities and contingent liabilities. Following initial recognition,
goodwill is measured at cost less any accumulated impairment losses.
Goodwill is reviewed for impairment annually or more frequently if events or
changes in circumstances indicate that the carrying value may be impaired.
For the purpose of impairment testing, goodwill acquired in a business
combination is, from the acquisition date, allocated to each of the Groups
cash-generating units, or groups of cash-generating units, that are expected to
benefit from the synergies of the combination, irrespective of whether other
assets or liabilities of the Group are assigned to those units or groups of
units.
Each unit or group of units to which the goodwill is so allocated
- represents the lowest level within the Group at which the goodwill is
monitored for internal management purposes; and
- is not larger than a segment based on either the Groups primary or the
Groups secondary reporting format determined in accordance with AASB 114
Segment Reporting .
Impairment is determined by assessing the recoverable amount of the
cash-generating unit (group of cash-generating units), to which the goodwill
relates. When the recoverable amount of the cash-generating unit (group of
cash-generating units) is less than the carrying amount, an impairment loss is
recognised. When goodwill forms part of a cash-generating unit (group of
cash-generating units) and an operation within that unit is disposed of, the
goodwill associated with the operation disposed of is included in the carrying
amount of the operation when determining the gain or loss on disposal of the
operation. Goodwill disposed of in this manner is measured based on the relative
values of the operation disposed of and the portion of the cash-generating unit
retained.
Impairment losses recognised for goodwill are not subsequently reversed.
ii. Intangible assets
Intangible assets acquired separately or in a business combination are initially
measured at cost. The cost of an intangible asset acquired in a business
combination is its fair value as at the date of acquisition. Following initial
recognition, intangible assets are carried at cost less any accumulated
amortisation and any accumulated impairment losses. Internally generated
intangible assets, excluding capitalised development costs, are not capitalised
and expenditure is charged against profits in the year in which the expenditure
is incurred.
The useful lives of intangible assets are assessed to be either finite or
indefinite. Intangible assets with finite lives are amortised over the useful
life and assessed for impairment whenever there is an indication that the
intangible asset may be impaired. The amortisation period and the amortisation
method for an intangible asset with a finite useful life is reviewed at least at
each financial year-end. Changes in the expected useful life or the expected
pattern of consumption of future economic benefits embodied in the asset are
accounted for by changing the amortisation period or method, as appropriate,
which is a change in accounting estimate. The amortisation expense on intangible
assets with finite lives is recognised in profit or loss in the expense category
consistent with the function of the intangible asset.
Gains or losses arising from de-recognition of an intangible asset are measured
as the difference between the net proceeds and the carrying amount of the asset
and are recognised in the income statement when the asset is derecognised.
n. Trade and other payables
Trade payables and other payables are carried at amortised cost and represent
liabilities for goods and services provided to the Group prior to the end of the
financial year that are unpaid and arise when the Group becomes obliged to make
future payments in respect of the purchase of these goods and services.
o. Interest- bearing loans and borrowings
All loans and borrowings are initially recognised at cost, being the fair value
of the consideration received net of issue costs associated with the borrowing.
After initial recognition, interest-bearing loans and borrowings are
subsequently measured at amortised cost using the effective interest method.
Amortised cost is calculated by taking into account any issue costs, and any
discount or premium on settlement.
Gains and losses are recognised in the income statement when the liabilities are
derecognised and as well as through the amortisation process.
p. Provisions and employee leave benefits
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.
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 income statement net of any reimbursement.
Provisions are measured at the present value of managements best estimate of
the expenditure required to settle the present obligation at the balance sheet
date. If the effect of the time value of money is material, provisions are
discounted using a current pre-tax rate that reflects the time value of money
and the risks specific to the liability.
When discounting is used, the increase in the provision due to the passage of
time is recognised as a finance cost.
i. Wages, salaries, annual leave and sick leave
Liabilities for
wages and salaries, including non-monetary benefits, annual leave and
accumulating sick leave expected to be settled within 12 months of the reporting
date are recognised in short terms provisions in respect of employees' services
up to the reporting date. They are measured at the amounts expected to be paid
when the liabilities are settled. Liabilities for non-accumulating sick leave
are recognised when the leave is taken and are measured at the rates paid or
payable.
ii. Long service leave
The liability for long service leave is
recognised in the provision for employee benefits and measured as the present
value of expected future payments to be made in respect of services provided by
employees up to the reporting date using the projected unit credit method.
Consideration is given to expected future wage and salary levels, experience of
employee departures, and periods of service. Expected future payments are
discounted using market yields at the reporting date on national government
bonds with terms to maturity and currencies that match, as closely as possible,
the estimated future cash outflows.
iii. Superannuation
Payments are made to employee defined contribution
superannuation plans and are charged as expenses when incurred. The Group and
its controlled entities have no legal obligation to cover any shortfall in the
plans obligation to provide benefits to employees on retirement.
q. Share-based payment transactions
i. Equity settled transactions:
The Group provides benefits in the
form of share-based payments to all employees. To date however, only key
management personnel of the Group have benefited from this plan. These KMPs
render services in exchange for shares or rights over shares (equity-settled
transactions).
There is currently one plan in place to provide these
benefits:
- the Employee Share Option Plan (ESOP), which provides
benefits to key management personnel.
The cost of these equity-settled
transactions with employees is measured by reference to the fair value of the
equity instruments at the date at which they are granted. The fair value for
options granted are determined by using the Black Scholes model or determined by
an external valuer using a binomial model, further details are given in Note
20.
In valuing equity-settled transactions, no account is taken of any
performance conditions, other than conditions linked to the price of the shares
of Medic Vision Limited (market conditions) if applicable. The cost of
equity-settled transactions is recognised, together with a corresponding
increase in equity, over the period in which the performance and/or service
conditions are fulfilled, ending on the date on which the relevant employees
become fully entitled to the award (the vesting date).
The cumulative
expense recognised for equity-settled transactions at each reporting date until
vesting date reflects (i) the extent to which the vesting date has expired and
(ii) the Groups best estimate of the number of equity instruments that will
ultimately vest. No adjustment is made for the likelihood of market performance
conditions being met as the effect of these conditions is included in the
determination of fair value at grant date. The income statement charge or credit
for a period represents the movement in cumulative expense recognised as at the
beginning and end of that period.
No expense is recognised for awards
that do not ultimately vest, except for awards where vesting is only conditional
upon a market condition.
If the terms of an equity-settled award are
modified, as a minimum an expense is recognised as if the terms had not been
modified. In addition, an expense is recognised for any modification that
increases the total fair value of the share-based payment arrangement, or is
otherwise beneficial to the employee, as measured at the date of
modification.
If an equity-settled award is cancelled, it is treated as
if it had vested on the date of cancellation, and any expense not yet recognised
for the award is recognised immediately. However, if a new award is substituted
for the cancelled award and designated as a replacement award on the date that
it is granted, the cancelled and new award are treated as if they were a
modification of the original award, as described in the previous
paragraph.
The dilutive effect, if any, of outstanding options is
reflected as additional share dilution in the computation of earnings per share
(see note 8).
r. Contributed Equity
Ordinary share capital is recognised at the fair value of the consideration
received by the company. Any transaction costs arising on the issue of ordinary
shares are recognised directly in equity as a reduction of the share proceeds
received. Ordinary share capital bears no special terms or conditions affecting
income or capital entitlements of the shareholders.
s. Revenue Recognition
Revenue is recognised to the extent that it is probable that the economic
benefits will flow to the Group and the revenue can be reliably measured. The
following specific recognition criteria must also be met before revenue is
recognised:
i. Sale of Goods
Revenue is recognised when the significant risks
and rewards of ownership of the goods have passed to the buyer and the costs
incurred or to be incurred in respect of the transaction can be measured
reliably. Risks and rewards of ownership are considered passed to the buyer at
the time of delivery of the goods to the customer.
ii. Rendering of Services
Revenue for the services delivered by the
Group such as outsourcing management services. These services are recognised on
completion of the delivery of the service.
iii. Commission
Revenue is recognised upon the sale of goods at the
time of sale.
iv. Interest income
Revenue is recognised as the interest accrues
(using the effective interest method, which is the rate that exactly discounts
estimated future cash receipts through the expected life of the financial
instrument) to the net carrying amount of the financial asset.
t. Income tax
Current tax assets and liabilities for the current and prior periods are
measured at the amount expected to be recovered from or paid to the taxation
authorities. The tax rates and tax laws used to compute the amount are those
that are enacted or substantively enacted by the balance sheet date.
Deferred income tax is provided on all temporary differences at the balance
sheet date between the tax bases of assets and liabilities and their carrying
amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary
differences except:
- when the deferred income tax liability arises from the initial recognition of
goodwill or of an asset or liability in a transaction that is not a business
combination and that, at the time of the transaction, affects neither the
accounting profit nor taxable profit or loss; or
- when the taxable temporary difference is associated with investments in
subsidiaries, associates or interests in joint ventures, and the timing of the
reversal of the temporary difference can be controlled and it is probable that
the temporary difference will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary
differences, carry-forward of unused tax assets and unused tax losses, to the
extent that it is probable that taxable profit will be available against which
the deductible temporary differences and the carry-forward of unused tax credits
and unused tax losses can be utilised, except:
- when the deferred income tax asset relating to the deductible temporary
difference arises from the initial recognition of an asset or liability in a
transaction that is not a business combination and, at the time of the
transaction, affects neither the accounting profit nor taxable profit or loss;
or
- when the deductible temporary difference is associated with investments in
subsidiaries, associates or interests in joint ventures, in which case a
deferred tax asset is only recognised to the extent that it is probable that the
temporary difference will reverse in the foreseeable future and taxable profit
will be available against which the temporary difference can be utilised.
The carrying amount of deferred income tax assets is reviewed at each balance
sheet date and reduced to the extent that it is no longer probable that
sufficient taxable profit will be available to allow all or part of the deferred
income tax asset to be utilised.
Unrecognised deferred income tax assets are reassessed at each balance sheet
date and are recognised to the extent that it has become probable that future
taxable profit will allow the deferred tax asset to be recovered.
Deferred income tax assets and liabilities are measured at the tax rates that
are expected to apply to the year when the asset is realised or the liability is
settled, based on tax rates (and tax laws) that have been enacted or
substantively enacted at the balance sheet date.
Income taxes relating to items recognised directly in equity are recognised in
equity and not in profit or loss. Deferred tax assets and deferred tax
liabilities are offset only if a legally enforceable right exists to set off
current tax assets against current tax liabilities and the deferred tax assets
and liabilities relate to the same taxable entity and the same taxation
authority.
Tax consolidation legislation
Medic Vision Limited and its wholly-owned Australian controlled entities have
implemented the tax consolidation legislation as of 1 July 2006.
The head entity, Medic Vision Limited and the controlled entities in the tax
consolidated group continue to account for their own current and deferred tax
amounts. The group has applied the "separate tax payer within the group
approach" in determining the appropriate amount of current taxes and deferred
taxes to allocate to members of the tax consolidated group.
In addition to its own current and deferred tax amounts, Medic Vision also
recognises the current tax liabilities (or assets) and the deferred tax assets
arising from unused tax losses and unused tax credits assumed from controlled
entities in the tax consolidated group.
u. Other taxes
Revenues, expenses and assets are recognised net of the amount of GST except:
- when the GST incurred on a purchase of goods and services is not recoverable
from the taxation authority, in which case the GST is recognised as part of the
cost of acquisition of the asset or as part of the expense item as applicable;
and
- receivables and payables, which are stated with the amount of GST included.
The net amount of GST recoverable from, or payable to, the taxation authority is
included as part of receivables or payables in the balance sheet.
Cash flows are included in the Cash Flow Statement on a gross basis and the GST
component of cash flows arising from investing and financing activities, which
is recoverable from, or payable to, the taxation authority are classified as
operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable
from, or payable to, the taxation authority.
v. Earnings per share
Basic earnings per share is calculated as net profit attributable to members of
the parent, adjusted to exclude any costs of servicing equity (other than
dividends) and preference share dividends, divided by the weighted average
number of ordinary shares, adjusted for any bonus element.
Diluted earnings per share is calculated as net profit attributable to members
of the parent, adjusted for:
- costs of servicing equity (other than dividends) and preference share
dividends;
- the after tax effect of dividends and interest associated with dilutive
potential ordinary shares that have been recognised as expenses; and
- other non-discretionary changes in revenues or expenses during the period that
would result from the dilution of potential ordinary shares; divided by the
weighted average number of ordinary shares and dilutive potential ordinary
shares, adjusted for any bonus element.
w. Significant accounting judgements, estimates and assumptions
In applying the Group's accounting policies management continually evaluates
judgments, estimates and assumptions based on experience and other factors,
including expectations of future events that may have an impact on the Group.
All judgments, estimates and assumptions made are believed to be reasonable
based on the most current set of circumstances available to management. Actual
results may differ from the judgments, estimates and assumptions. Significant
judgments, estimates and assumptions made by management in the preparation of
these financial statements are outlined below:
i. Significant accounting estimates and assumptions
The carrying
amounts of certain assets and liabilities are often determined based on
estimates and assumptions of future events. The key estimates and assumptions
that have a significant risk of causing a material adjustment to the carrying
amounts of certain assets and liabilities within the next annual reporting
period are:
Impairment of goodwill and Intangibles
The Group
determines whether goodwill and intangibles are impaired at least on an annual
basis. This requires an estimation of the recoverable amount of the
cash-generating units to which the goodwill are allocated. The assumptions used
in this estimation of recoverable amount and the carrying amount of goodwill, is
discussed in Note 16.
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 options granted is determined by using the Black Scholes model
using the assumptions included in Note 20.
Recovery of deferred tax
assets
Deferred tax assets for deductible temporary differences have not
been recognised as management considers that it is not currently probable that
future taxable profits will be available to utilise the temporary
differences.
x. Impairment of financial assets
i. Available-for-sale investments
If there is objective evidence
that an available-for-sale investment is impaired, an amount comprising the
difference between its cost (net of any principal repayment and amortisation)
and its current fair value, less any impairment loss previously recognised in
profit or loss, is transferred from equity to the income statement. Reversals of
impairment losses for equity instruments classified as available-for-sale are
not recognised in profit. Reversals of impairment losses for debt instruments
are reversed through profit or loss if the increase in an instrument's fair
value can be objectively related to an event occurring after the impairment loss
was recognised in profit or loss.
y. Impairment of assets
The Group assesses at each reporting date whether there is an indication that an
asset may be impaired. If any such indication exists, or when annual impairment
testing for an asset is required, the Group makes an estimate of the assets
recoverable amount. An assets recoverable amount is the higher of its fair
value less costs to sell and its value in use and is determined for an
individual asset, unless the asset does not generate cash inflows that are
largely independent of those from other assets or groups of assets and the
asset's value in use cannot be estimated to be close to its fair value. In such
cases the asset is tested for impairment as part of the cash-generating unit to
which it belongs. When the carrying amount of an asset or cash-generating unit
exceeds its recoverable amount, the asset or cash-generating unit is considered
impaired and is written down to its recoverable amount.
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.
Impairment losses relating to continuing operations are recognised in those
expense categories consistent with the function of the impaired asset unless the
asset is carried at revalued amount (in which case the impairment loss is
treated as a revaluation decrease).
An assessment is also made at each reporting date as to whether there is any
indication that previously recognised impairment losses may no longer exist or
may have decreased. If such indication exists, the recoverable amount is
estimated. A previously recognised impairment loss is reversed only if there has
been a change in the estimates used to determine the assets recoverable amount
since the last impairment loss was recognised. If that is the case the carrying
amount of the asset is increased to its recoverable amount. That increased
amount cannot exceed the carrying amount that would have been determined, net of
depreciation, had no impairment loss been recognised for the asset in prior
years. Such reversal is recognised in profit or loss unless the asset is carried
at revalued amount, in which case the reversal is treated as a revaluation
increase. After such a reversal the depreciation charge is adjusted in future
periods to allocate the assets revised carrying amount, less any residual
value, on a systematic basis over its remaining useful life.
.
Note 3 Financial risk management objectives and policies
The Group's principle financial instruments comprise receivables, payables and
cash and short term deposits.
The Group manages its exposure to key financial risks, including interest rate
and currency risk in accordance with the group's financial risk management
policy. The objective of the policy is to support the delivery of the Group's
financial targets whilst protecting future financial security.
The main risks arising from the Group's financial instruments are interest rate
risk, foreign currency risk, credit risk and liquidity risk. The Group uses
different methods to measure and manage different types of risk to which it is
exposed. These include monitoring levels of exposure to interest rate and
foreign exchange risk and assessments of market forecasts for interest rate,
foreign exchange and commodity prices. Aging analyses and monitoring of specific
credit allowances are undertaken to manage credit risk, liquidity risk is
monitored through the development of future rolling cash flow forecasts.
The Board reviews and agrees policies for managing each of these risks as
summarised below.
Primary responsibility for identification and control of financial risks rests
with the Chief Executive Officer under the authority of the Board. The Board
reviews and agrees policies for managing each of the risks identified below,
including the setting of limits for credit allowances, and future cash flow
forecast projections.
Risk Exposures and Responses
Interest rate Risk
The Group's exposure to market interest rate related primarily to the Group's
cash deposits. As disclosed in Note 9.
At balance date, the Group had the following mix of financial assets and
liabilities exposed to Australian Variable interest rate risk that are not
designated in cash flow hedges:
+---------------------------+------------+------------+-------------+------------+
| | | |
+---------------------------+-------------------------+--------------------------+
| | | | | |
+---------------------------+------------+------------+-------------+------------+
| | | | | |
+---------------------------+------------+------------+-------------+------------+
| Financial Assets | | | | |
+---------------------------+------------+------------+-------------+------------+
| Cash & cash equivalents | 737,197 | 466,091 | 522,477 | 141,989 |
+---------------------------+------------+------------+-------------+------------+
| Net exposure | 737,197 | 466,091 | 522,417 | 141,989 |
+---------------------------+------------+------------+-------------+------------+
| | | | | |
+---------------------------+------------+------------+-------------+------------+
| For the Financial Year there were no Financial Liabilities exposed to interest |
| rate risk. |
+---------------------------+------------+------------+-------------+------------+
The directors have reviewed the Groups exposure to interest rate risk and do not
consider it to be significantly impacted by sensitivity to interest rate
movements.
Foreign Currency Risk
At 30 June 2009, the Group had the following exposure to foreign currency that
is not designated in cash flow hedges:
+---------------------------+------------+------------+-------------+------------+
| | | | | |
+---------------------------+------------+------------+-------------+------------+
| | | | | |
+---------------------------+------------+------------+-------------+------------+
| | | | | |
+---------------------------+------------+------------+-------------+------------+
| Financial Assets | | | | |
+---------------------------+------------+------------+-------------+------------+
| Cash & cash equivalents - | 31,057 | 298,343 | 72 | 128 |
| GBGBP | | | | |
+---------------------------+------------+------------+-------------+------------+
| Cash & cash equivalents - | 2,544 | 3,876 | - | - |
| US$ | | | | |
+---------------------------+------------+------------+-------------+------------+
| Trade and other | 4,248 | 136,811 | - | - |
| receivables - Euro | | | | |
+---------------------------+------------+------------+-------------+------------+
| Trade and other | 2,580 | 158,353 | - | - |
| receivables - US$ | | | | |
+---------------------------+------------+------------+-------------+------------+
| Trade and other | 12,864 | - | - | - |
| receivables - S$ | 32,148 | | | |
| Trade and other | | | | |
| receivables - MYR | | | | |
+---------------------------+------------+------------+-------------+------------+
| Financial Liabilities | | | | |
+---------------------------+------------+------------+-------------+------------+
| Trade and other payables | (17,871) | (310,508) | (17,871) | (5,857) |
| - GBGBP | | | | |
+---------------------------+------------+------------+-------------+------------+
| Trade and other payables | (8,968) | (307,484) | - | - |
| - US$ | (163,878) | | | |
| Trade and other payables | | | | |
| - Euro | | | | |
+---------------------------+------------+------------+-------------+------------+
| Net exposure | (105,276) | (20,609) | (17,799) | (5,729) |
+---------------------------+------------+------------+-------------+------------+
The directors have reviewed the Groups exposure to foreign exchange currency
risk and do not consider it to be significantly impacted by sensitivity to
foreign exchange rate movements.
The group has exposure to foreign currency risk through its operations in Asia
and United Kingdom. It also has exposure to foreign exchange risk through
acquisition of investors that is denominated in foreign currency. The group
mitigate the risk by completing the foreign currency transactions on a timely
basis to reduce exposure to movements in exchange rates Note 3 Financial risk
management objectives and policies (Cont'd.)
Price Risk
The Group exposure to equity securities price risk is as a result of Assets Held
for Sale. Equity securities price risk arises from investment in equity
securities. The equity investments are policy traded on the ASX.
+---------------------------+------------+------------+-------------+------------+
| | | | | |
+---------------------------+------------+------------+-------------+------------+
| | | | | |
+---------------------------+------------+------------+-------------+------------+
| | | | | |
+---------------------------+------------+------------+-------------+------------+
| Financial Assets | | | | |
+---------------------------+------------+------------+-------------+------------+
| Available for sale | - | 980,420 | - | 980,420 |
| financial assets | | | | |
+---------------------------+------------+------------+-------------+------------+
| Net exposure | - | 980,420 | - | 980,420 |
+---------------------------+------------+------------+-------------+------------+
| | | | | |
+---------------------------+------------+------------+-------------+------------+
| For the Financial Year there were no Financial Liabilities exposed to interest |
| rate risk |
+---------------------------+------------+------------+-------------+------------+
The following sensitivity is based on the price risk exposures in existence at
the balance sheet date:
At 30 June 2009, had the price moved, as illustrated in the table below, with
all other variables held constant, post tax profit and equity would have been
affected as follows:
+---------------------------+------------+------------+-------------+------------+
| Judgements of reasonably | | |
| possible movements: | | |
+---------------------------+-------------------------+--------------------------+
| | | | | |
+---------------------------+------------+------------+-------------+------------+
| | | | | |
+---------------------------+------------+------------+-------------+------------+
| Consolidated | | | | |
+---------------------------+------------+------------+-------------+------------+
| +10% | - | - | - | 98,042 |
+---------------------------+------------+------------+-------------+------------+
| -5 % | - | - | - | (49,021) |
+---------------------------+------------+------------+-------------+------------+
| Parent | | | | |
+---------------------------+------------+------------+-------------+------------+
| +10% | - | - | - | 98,042 |
+---------------------------+------------+------------+-------------+------------+
| -5 % | - | - | - | (49,021) |
+---------------------------+------------+------------+-------------+------------+
Credit Risk
Credit risk arises from the financial assets of the group, which comprise cash
and cash equivalents, trade and other receivables, available-for-sale financial
assets. The Group's exposure to credit risk arises from potential default of the
counter party, with maximum exposure equal to the carrying amount of these
instruments. Exposure at balance date is addressed in each applicable note.
The Group does not hold any credit derivatives to offset its credit exposure.
The Group trades only with recognised, creditworthy third parties, and as such
collateral is not requested nor is it the Group's policy to securitize its trade
and other receivables.
It is the Group's policy that all customers who wish to trade on credit terms
are subject to credit verification procedures including an assessment of their
independent credit rating, financial position, past experience and industry
reputation. The risks are regularly monitored.
In addition, receivables balances are monitored on an ongoing basis with the
result that the Group's exposure to bad debt is not significant.
Fair value
The method for estimating fair value is outlined in the relevant notes to the
financial statements.
Note 4 Revenue
+------+---------------------+-------------+------------+------------+------------+
| | | | |
+------+---------------------+--------------------------+-------------------------+
| | | | | | |
+------+---------------------+-------------+------------+------------+------------+
| | | | | | |
+------+---------------------+-------------+------------+------------+------------+
| 4a | Finance revenue | | | | |
+------+---------------------+-------------+------------+------------+------------+
| | Wholly-owned | - | - | - | 315,171 |
| | Controlled Entities | | | | |
+------+---------------------+-------------+------------+------------+------------+
| | Other | 11,760 | 83,305 | 3,467 | 75,175 |
+------+---------------------+-------------+------------+------------+------------+
| | | 11,760 | 83,305 | 3,467 | 390,346 |
+------+---------------------+-------------+------------+------------+------------+
| 4b | Other Income | | | | |
+------+---------------------+-------------+------------+------------+------------+
| | Grant Income | - | 36,333 | - | - |
+------+---------------------+-------------+------------+------------+------------+
| | R&D Tax Refund | 240,882 | - | - | - |
+------+---------------------+-------------+------------+------------+------------+
| | Commission | 103,754 | - | - | - |
+------+---------------------+-------------+------------+------------+------------+
| | Gain on sale of | - | 1,239,660 | - | 1,239,660 |
| | Assets held for | | | | |
| | sale | | | | |
+------+---------------------+-------------+------------+------------+------------+
| | Other | 6,953 | (15,222) | - | 574 |
+------+---------------------+-------------+------------+------------+------------+
| | | 351,589 | 1,260,771 | - | 1,240,234 |
+------+---------------------+-------------+------------+------------+------------+
Note 5 Expenses
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | | | | |
+------+-------------------------+-----+--------------------------+------------------------+
| | | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| 5a | Cost of goods sold | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | Cost of goods | | 850,869 | 1,093,366 | - | - |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | Cost of rendering | | 27,752 | 198,285 | - | - |
| | services | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | | | 878,621 | 1,291,651 | - | - |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| 5b | Employee benefits | | | | | |
| | expense | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | Salaries | | 874,603 | 1,317,492 | 2,119 | 118,203 |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | Superannuation | | 75,016 | 89,573 | - | 8,990 |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | Termination Payment and | | 91,694 | 139,919 | 10,125 | 43,970 |
| | Other | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | | | 1,041,313 | 1,546,984 | 12,244 | 171,163 |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| 5c | Depreciation, | | | | | |
| | amortisation & | | | | | |
| | impairment | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | Depreciation | | 207,661 | 193,805 | 8,582 | 13,932 |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | Amortisation & | | 61,034 | 2,703,392 | 1,534,474 | 3,082,184 |
| | Impairment | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | | | 268,695 | 2,897,197 | 1,543,056 | 3,096,116 |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| 5d | Other expenses | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | Advertising and | | 31,602 | 199,750 | - | 155,948 |
| | marketing | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | Foreign Exchange | | 114,773 | 1,014 | (8,870) | (1,717) |
| | (Gain)/Loss | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | Insurance | | 41,123 | 51,004 | 19,540 | 29,782 |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | Telecommunication | | 100,173 | 109,784 | 135 | - |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | Loss on sale of asset | | 241,156 | - | 241,156 | - |
| | held for sale | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | Other expenses | | 110,094 | 369,344 | 47,899 | 31,946 |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | | | 638,921 | 730,896 | 299,860 | 215,959 |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
| | | | | | | |
+------+-------------------------+-----+-----------+--------------+-----------+------------+
Note 6 Income Tax Expense
+----------------------------------------------------------------------------------+
| The consolidated entity and parent have not recognised any deferred tax assets |
| or liabilities in respect to the current year. (2008: nil) |
| There are unrecognised deferred tax assets arising from tax losses. The benefit |
| of losses is not brought to account as realisation is not currently regarded as |
| probable. These losses will only be available for recoupment if: |
| (i) The Group derives future assessable income of a nature and of an amount |
| sufficient to enable the benefits from the deduction for the losses to be |
| realised; |
| (ii) the Group continues to comply with the conditions for deductibility imposed |
| by the law; and |
| (iii) No changes in tax legislation adversely affect the Group in realising the |
| benefit from the deductions for the losses. |
| Tax Consolidation |
| Medic Vision Limited and its wholly-owned Australian subsidiaries have formed an |
| income tax consolidation group from 1 July 2006 under the tax consolidation |
| regime. Medic Vision Limited is the head entity of the consolidated group. |
+----------------------------------------------------------------------------------+
Note 6 Income Tax Expense (Cont.)
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| | | | |
+-----+---------------------------------------+-------------------------+-------------------------+
| | | | | | |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| | | | | | |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| (a) | Reconciliation between prima facie | | | | |
| | tax on loss from ordinary activities | | | | |
| | to statutory income tax expense | | | | |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| | | | | | |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| | Prima facie tax (benefit) on loss | (739,322) | (1,645,133) | (717,872) | (1,475,341) |
| | from ordinary activities before | | | | |
| | income tax at 30% (2008: 30%) | | | | |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| | Add: | | | | |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| | Tax effect of: | | | | |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| | Non-deductible items | 225,009 | 814,441 | 20,976 | 1,636,170 |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| | | (514,313) | (830,693) | (696,896) | 160,829 |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| | Less: | | | | |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| | Tax effect of: | | | | |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| | Losses Carried Forward Not Recognised | 514,313 | 830,693 | 696,896 | (160,829) |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| | Income tax expense | - | - | - | - |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| | | | | | |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| (b) | The Directors estimate that the | 4,597,783 | 4,083,470 | 3,310,228 | 2,613,332 |
| | potential deferred tax asset in | | | | |
| | respect of tax losses not brought to | | | | |
| | account is: | | | | |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
| | A full assessment of the availability | | | | |
| | of these losses to the company has | | | | |
| | not been made. | | | | |
+-----+---------------------------------------+-----------+-------------+-----------+-------------+
Note 7 Auditor's Remuneration
+-------------------------------------------------+----------+--------+---------+----------+
| | | |
+-------------------------------------------------+-------------------+--------------------+
| | | | | |
+-------------------------------------------------+----------+--------+---------+----------+
| Remuneration of the auditor of the parent | | | | |
| entity for: | | | | |
+-------------------------------------------------+----------+--------+---------+----------+
| * Auditing | 42,000 | 49,000 | 42,000 | 49,000 |
| or | | | | |
| Reviewing | | | | |
| the | | | | |
| Financial | | | | |
| Report | | | | |
+-------------------------------------------------+----------+--------+---------+----------+
| | 42,000 | 49,000 | 42,000 | 49,000 |
+-------------------------------------------------+----------+--------+---------+----------+
There were no non-audit services provided during the reporting period (2008:
Nil).
Note 8 Earnings per Share
+-----+-------------------------------------------------+--------------+-------------+
| Basic earnings or loss per share are calculated by dividing net profit or loss for |
| the year attributable to ordinary equity holders of the parent by the weighted |
| average number of ordinary shares outstanding during the year. |
| Diluted earnings or loss per share amounts are calculated by dividing the net |
| profit or loss attributable to ordinary equity holders of the parent by the |
| weighted average number of ordinary shares outstanding during the year plus the |
| weighted average number of ordinary shares that would be issued on the conversion |
| of all the dilutive potential ordinary shares into ordinary shares. |
+------------------------------------------------------------------------------------+
| | | |
+-----+-------------------------------------------------+----------------------------+
| | | | |
+-----+-------------------------------------------------+--------------+-------------+
| | The following reflects the income and share | | |
| | data used in the basic and diluted earnings per | | |
| | share computations: | | |
+-----+-------------------------------------------------+--------------+-------------+
| | | | |
+-----+-------------------------------------------------+--------------+-------------+
| | Net loss attributable to ordinary equity | (2,464,407) | (5,483,777) |
| | holders of the parent | | |
+-----+-------------------------------------------------+--------------+-------------+
| | | | |
+-----+-------------------------------------------------+--------------+-------------+
| | | | |
+-----+-------------------------------------------------+--------------+-------------+
| | Weighted average number of ordinary shares | 106,408,959 | 93,281,874 |
| | outstanding during the year used in the | | |
| | calculation of basic and diluted EPS | | |
+-----+-------------------------------------------------+--------------+-------------+
| | Weighted average number of share options | 16,250,173 | 16,750,173 |
| | excluded from the calculation of diluted EPS | | |
| | because they are anti-dilutive, which could | | |
| | potentially dilute basic EPS in the future | | |
+-----+-------------------------------------------------+--------------+-------------+
| | There have been no other transactions involving | | |
| | ordinary shares or potential ordinary shares of | | |
| | the Company between the reporting date and the | | |
| | date of completion of these financial | | |
| | statements. | | |
+-----+-------------------------------------------------+--------------+-------------+
Note 9 Cash and Cash Equivalents
+-------------------------------------------+-----------+----------+-----------+----------+
| | | |
+-------------------------------------------+----------------------+----------------------+
| | | | | |
+-------------------------------------------+-----------+----------+-----------+----------+
| Cash at bank and in hand | 737,197 | 466,091 | 522,477 | 141,989 |
+-------------------------------------------+-----------+----------+-----------+----------+
| | 737,197 | 466,091 | 522,477 | 141,989 |
+-------------------------------------------+-----------+----------+-----------+----------+
| | | | | |
+-------------------------------------------+-----------+----------+-----------+----------+
| Reconciliation to Cash Flow Statement | | | | |
+-------------------------------------------+-----------+----------+-----------+----------+
| Cash at the end of the financial year as | | | | |
| shown in the cash flow statement is | | | | |
| reconciled to items in the balance sheet | | | | |
| as follows: | | | | |
+-------------------------------------------+-----------+----------+-----------+----------+
| Cash and cash equivalents | 737,197 | 466,091 | 522,477 | 141,989 |
+-------------------------------------------+-----------+----------+-----------+----------+
| | 737,197 | 466,091 | 522,477 | 141,989 |
+-------------------------------------------+-----------+----------+-----------+----------+
Note 10 Trade and Other Receivables
+--------------------------------------------+------------+-----------+----------+----------+
| | | |
+--------------------------------------------+------------------------+---------------------+
| | | | | |
+--------------------------------------------+------------+-----------+----------+----------+
| CURRENT | | | | |
+--------------------------------------------+------------+-----------+----------+----------+
| Trade receivables | 69,361 | 333,449 | - | - |
+--------------------------------------------+------------+-----------+----------+----------+
| Allowance for impairment loss (a) | (1,680) | (159,899) | - | - |
+--------------------------------------------+------------+-----------+----------+----------+
| | 67,681 | 173,550 | - | - |
+--------------------------------------------+------------+-----------+----------+----------+
| | | | | |
+--------------------------------------------+------------+-----------+----------+----------+
| Proceeds due from sale of assets | - | 166,792 | - | 178,135 |
| classified as held for sale | | | | |
+--------------------------------------------+------------+-----------+----------+----------+
| Other receivables (including government | 243,969 | 218,008 | - | - |
| grants plus R&D tax offsets) | | | | |
+--------------------------------------------+------------+-----------+----------+----------+
| Goods and Services Tax | 80,189 | 11,309 | 24,141 | 11,309 |
+--------------------------------------------+------------+-----------+----------+----------+
| | 391,839 | 569,659 | 24,141 | 189,444 |
+--------------------------------------------+------------+-----------+----------+----------+
| | | | | |
+--------------------------------------------+------------+-----------+----------+----------+
| (a) Allowance for impairment loss |
+-------------------------------------------------------------------------------------------+
| Trade receivables are non-interest bearing and are generally on 30-60 day terms. A |
| provision for impairment loss is recognised when there is objective evidence that an |
| individual trade receivable is impaired. Allowances for impairment loss of $1,680 (2008: |
| $159,899) has been recognised by the Group in the current year. These amounts have been |
| included in the depreciation, amortisation & impairment expense item. |
+-------------------------------------------------------------------------------------------+
| |
+-------------------------------------------------------------------------------------------+
| Movement in the provision for impairment loss were as follows: |
+-------------------------------------------------------------------------------------------+
| | | |
+--------------------------------------------+------------------------+---------------------+
| | | | | |
+--------------------------------------------+------------+-----------+----------+----------+
| At 1 July | 159,899 | - | - | - |
+--------------------------------------------+------------+-----------+----------+----------+
| Change for the year | (158,219) | 159,899 | - | - |
+--------------------------------------------+------------+-----------+----------+----------+
| At 30 June | 1,680 | 159,899 | - | - |
+--------------------------------------------+------------+-----------+----------+----------+
Note 10 Trade and Other Receivables (Cont.)
+------+--------------+---------+---------+--------+---------+---------+----------+----------+
| At 30 June, the ageing analysis of trade receivables is as follows: |
+--------------------------------------------------------------------------------------------+
| | | | | | | | | |
+------+--------------+---------+---------+--------+---------+---------+----------+----------+
| | | | | | | | | |
+------+--------------+---------+---------+--------+---------+---------+----------+----------+
| | | | | | | | | |
+------+--------------+---------+---------+--------+---------+---------+----------+----------+
| | | | | | | | | |
+------+--------------+---------+---------+--------+---------+---------+----------+----------+
| 2009 | Consolidated | 67,681 | 16,421 | 34,148 | - | - | 17,112 | - |
+------+--------------+---------+---------+--------+---------+---------+----------+----------+
| | Parent | - | - | - | - | - | - | - |
+------+--------------+---------+---------+--------+---------+---------+----------+----------+
| 2008 | Consolidated | 333,451 | 154,842 | 11,230 | 856 | 341 | 6,624 | 159,558 |
+------+--------------+---------+---------+--------+---------+---------+----------+----------+
| | Parent | - | - | - | - | - | - | - |
+------+--------------+---------+---------+--------+---------+---------+----------+----------+
| | | | | | | | | |
+------+--------------+---------+---------+--------+---------+---------+----------+----------+
| | * Past due not impaired | | | | | |
| | ('PDNI') | | | | | |
+------+----------------------------------+--------+---------+---------+----------+----------+
| | * Considered impaired | | | | | |
| | ('CI') | | | | | |
+------+----------------------------------+--------+---------+---------+----------+----------+
| | | | | | | |
+------+----------------------------------+--------+---------+---------+----------+----------+
| Receivables past due but not | Consolidated $ nil (2008: $7,480) |
| considered impaired are: | |
+-----------------------------------------+--------------------------------------------------+
| | Parent $ nil (2008: $ nil) |
+-----------------------------------------+--------------------------------------------------+
| Payment terms on these amounts have not been re-negotiated however credit has been |
| stopped until full payment is made. Each operating unit has been in direct contract |
| with the relevant debtor and is satisfied that payment will be received in full. |
| Other balances within trade and other receivables do not contain impaired assets |
| and are not past due. It is expected that these other balances will be received |
| when due. |
+--------------------------------------------------------------------------------------------+
| | | | | | | |
+------+----------------------------------+--------+---------+---------+----------+----------+
| (b) Related party receivables |
+--------------------------------------------------------------------------------------------+
| For the ending 30 June 2009 there were no related party receivables |
+--------------------------------------------------------------------------------------------+
| |
+--------------------------------------------------------------------------------------------+
| (c) Fair value and credit risk |
+--------------------------------------------------------------------------------------------+
| Due to the short term nature of these receivables, their carrying value is assumed |
| to approximate their fair value. |
| The maximum exposure to credit risk is the fair value of receivables. Collateral is |
| not held as security, nor is it the Group's policy to transfer (on-sell) |
| receivables to special purpose entities. |
+--------------------------------------------------------------------------------------------+
| |
+--------------------------------------------------------------------------------------------+
| (d) Foreign exchange and interest rate risk |
+--------------------------------------------------------------------------------------------+
| Detail regarding foreign exchange and interest rate risk exposure is disclosed in |
| Note 3. |
+------+--------------+---------+---------+--------+---------+---------+----------+----------+
Note 11 Inventories
+--------------------------------------+----------+-----------+----------+----------+
| | | |
+--------------------------------------+----------------------+---------------------+
| | | | | |
+--------------------------------------+----------+-----------+----------+----------+
| CURRENT | | | | |
+--------------------------------------+----------+-----------+----------+----------+
| At cost | | | | |
+--------------------------------------+----------+-----------+----------+----------+
| Stock / Work in progress | 72,018 | 404,088 | - | - |
+--------------------------------------+----------+-----------+----------+----------+
| Allowance for impairment | - | (180,598) | - | - |
+--------------------------------------+----------+-----------+----------+----------+
| | 72,018 | 223,490 | - | - |
+--------------------------------------+----------+-----------+----------+----------+
Note 12 Other Financial Assets
+-------------------------+---------------------------+-----+---------+----------+-------------+-------------+
| | | | |
+-----------------------------------------------------+-----+--------------------+---------------------------+
| CURRENT | | | | | |
+-----------------------------------------------------+-----+---------+----------+-------------+-------------+
| Available-for-sale financial | | - | 980,420 | - | 980,420 |
| assets (a) | | | | | |
+-----------------------------------------------------+-----+---------+----------+-------------+-------------+
| | | - | 980,420 | - | 980,420 |
+-----------------------------------------------------+-----+---------+----------+-------------+-------------+
| NON-CURRENT | | | | | |
+-----------------------------------------------------+-----+---------+----------+-------------+-------------+
| Investments in subsidiaries | | - | - | 1,399,114 | 632,184 |
+-----------------------------------------------------+-----+---------+----------+-------------+-------------+
| Provision for investment in | | | | (822,546) | (632,184) |
| subsidiaries | | | | | |
+-----------------------------------------------------+-----+---------+----------+-------------+-------------+
| Net Investment in subsidiaries | | | | 576,568 | - |
| (Note 13 (ii)) | | | | | |
+-----------------------------------------------------+-----+---------+----------+-------------+-------------+
| Amounts Receivable from: | | | | | |
+-----------------------------------------------------+-----+---------+----------+-------------+-------------+
| * wholly-owned | | - | - | 9,265,210 | 8,680,917 |
| entities | | | | | |
+-----------------------------------------------------+-----+---------+----------+-------------+-------------+
| * provision | | - | - | (9,265,210) | (7,921,098) |
| for | | | | | |
| impairment | | | | | |
| of | | | | | |
| receivables | | | | | |
| wholly-owned | | | | | |
| subsidiaries | | | | | |
| (b) | | | | | |
+-----------------------------------------------------+-----+---------+----------+-------------+-------------+
| | | - | - | - | 759,819 |
+-----------------------------------------------------+-----+---------+----------+-------------+-------------+
| | | | | | | |
+-------------------------+---------------------------+-----+---------+----------+-------------+-------------+
| (a) | Available-for-sale financial assets comprise investments in the ordinary |
| | issued capital of KarmelSonix Limited. There are no fixed returns or |
| | fixed maturity dates attached to these investments. The fair values of |
| | the shares in listed corporations were determined by reference to |
| | published price quotations on the Australian Stock Market at balance |
| | date. The shares were disposed of in the current period. |
+-------------------------+----------------------------------------------------------------------------------+
| (b) | The long-term forecasts and discounted cash flow valuation prepared |
| | indicated that the loans to wholly-owned entities were impaired and |
| | accordingly have been fully written down to the net asset value of the |
| | subsidiaries. |
+-------------------------+---------------------------+-----+---------+----------+-------------+-------------+
Note 13 Controlled Entities
+-------+---------------------+-----------+-----------+-----------+----------+----------+
| | Controlled Entities Consolidated |
+-------+-------------------------------------------------------------------------------+
| | | | | |
+-------+---------------------+ +-----------------------+---------------------+
| | Parent Entity: | | | | | |
+-------+---------------------+-----------+-----------+-----------+----------+----------+
| | Medic Vision | Australia | | | | |
| | Limited | | | | | |
+-------+---------------------+-----------+-----------+-----------+----------+----------+
| | Subsidiaries of | | | | | |
| | Medic Vision | | | | | |
| | Limited: | | | | | |
+-------+---------------------+-----------+-----------+-----------+----------+----------+
| | Medic Vision Health | Australia | 100% | 100% | 632,184 | 632,182 |
| | Pty Ltd | | | | | |
+-------+---------------------+-----------+-----------+-----------+----------+----------+
| | Medic Vision | United | 100% | 100% | 1 | 1 |
| | Limited | Kingdom | | | | |
+-------+---------------------+-----------+-----------+-----------+----------+----------+
| | Medic Vision Pte | Hong Kong | 100% | 100% | 1 | 1 |
| | Ltd | | | | | |
+-------+---------------------+-----------+-----------+-----------+----------+----------+
| | Red Paragon Pty | Australia | 87.5% | - | 766,930 | - |
| | Ltd (i) | | | | | |
+-------+---------------------+-----------+-----------+-----------+----------+----------+
| | | | | | | |
+-------+---------------------+-----------+-----------+-----------+----------+----------+
| | Percentage of voting power is in proportion to ownership. |
+-------+-------------------------------------------------------------------------------+
| | | | | | | |
+-------+---------------------+-----------+-----------+-----------+----------+----------+
(i) Acquisition of Red Paragon Pty Ltd
On 8 January 2009 Medic Vision Ltd acquired a controlling interest of 87.5% of
the voting shares of Red Paragon Pty Ltd, an Australian based and incorporated
private company that manufactures low cost, light weight, building panels
(walls, floors, ceilings and roof panels) for the construction of modular
buildings.
The total cost of the combination was $ 766,930 and comprised an issue f equity
instruments and costs directly attributable to the acquisition. The Company
issued 13,687,500 ordinary shares in exchange for the interest in Red Paragon.
The published price of the Company's shares on 8 January 2009 was determined to
be an unreliable indicator of the fair value of the shares issued. This
conclusion was reached with reference to limited trade activity in the Company's
shares. The fair value of the proportional interest in identifiable assets
acquired was determined to be a more accurate measurement. The fair value of the
shares issued was thus calculated to be $ 0.06.
(ii) The initial investment of $ 766,930 in Red Paragon Pty Ltd has been
impaired to $ 576,568 following an assessment by the Directors of the
recoverability of loans to related parties within the Medic Vision Group. (Note
12).
Note 13 Controlled Entities (Contd)
Details of the acquisitions are as follows:
+--------------------------+-------+-------+--------+---------+-----------+----------+
| | | | | |
+--------------------------+-------+-------+------------------+----------------------+
| | | | | | | |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| | | | | | | |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| | | | | | | |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| Fair value of net assets | | | | | | |
| acquired | | | | | | |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| Cash | | | - | - | 287,708 | - |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| Advances - MV Limited | | | - | - | 399,000 | - |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| Inventory | | | - | - | 14,486 | - |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| Prepayments | | | - | - | 12,680 | - |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| Property, Plant and | | | - | - | 207,291 | - |
| Equipment | | | | | | |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| Payables | | | - | - | (36,773) | - |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| GST (Payable)/Receivable | | | - | - | 20,001 | - |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| PAYG | | | - | - | (27,902) | - |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| Total fair value of net | | | - | - | 876,491 | - |
| assets acquired | | | | | | |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| Less: Goodwill on | | | - | - | - | - |
| acquisition | | | | | | |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| | | | - | - | 876,491 | - |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| Less: Minority interest | | | - | - | (109,561) | - |
| share of net assets | | | | | | |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| Consideration (share | | | -- | -- | 766,930 | -- |
| capital) | | | | | | |
+--------------------------+-------+-------+--------+---------+-----------+----------+
| | | | | | | |
+--------------------------+-------+-------+--------+---------+-----------+----------+
Note 14 Other Current Assets
+------------------------+--------+-------+---------+---------+---------+----------+
| | | | | |
+------------------------+--------+-------+-------------------+--------------------+
| | | | | | | |
+------------------------+--------+-------+---------+---------+---------+----------+
| Other Current Assets: | | | | | | |
+------------------------+--------+-------+---------+---------+---------+----------+
| Prepayments | | | 10,540 | 28,123 | * | 8,089 |
+------------------------+--------+-------+---------+---------+---------+----------+
| Rental Bonds | | | 25,749 | 12,660 | 3,047 | 3,047 |
+------------------------+--------+-------+---------+---------+---------+----------+
| | | | 36,289 | 40,783 | 3,047 | 11,136 |
+------------------------+--------+-------+---------+---------+---------+----------+
Note 15 Property, Plant and Equipment
+--------------------------+-------+-------+------------+-----------+----------+----------+
| | | | | |
+--------------------------+-------+-------+------------------------+---------------------+
| | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| PLANT AND EQUIPMENT | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| Plant and equipment: | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| At cost | | | 1,006,560 | 779,377 | - | - |
| | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| Accumulated amortisation | | | (590,571) | (414,069) | - | - |
| | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| | | | 415,989 | 365,308 | - | - |
| | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| Leasehold improvements | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| At cost | | | - | 22,868 | - | 22,868 |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| Accumulated amortisation | | | - | (4,560) | - | (4,560) |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| Total leasehold | | | - | 18,308 | - | 18,308 |
| improvements | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| Computer equipment | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| At cost | | | 115,567 | 189,300 | 49,245 | 49,245 |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| Accumulated depreciation | | | (91,129) | (110,325) | (47,577) | (45,159) |
| | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| | | | 24,438 | 78,975 | 1,668 | 4,086 |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| Furniture and fittings | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| At cost | | | - | 40,777 | - | 40,777 |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| Accumulated depreciation | | | - | (16,905) | - | (16,905) |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| | | | - | 23,872 | - | 23,872 |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| Total plant and | | | 440,427 | 486,463 | 1,668 | 46,266 |
| equipment | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
| | | | | | | |
+--------------------------+-------+-------+------------+-----------+----------+----------+
Note 15 Property, Plant and Equipment (Cont.)
+------+---------------+------------+----+----+----+----+----+----+-----+----+----+----+----+----+
| (a) | Movements in Carrying Amounts | | |
+------+--------------------------------------+--------------+-------------------------+
| |
+------+
| | | | | | | |
+------+---------------+-----------------+--------------+---------------+---------+--------------+
| | | | | | | |
+------+---------------+------------+--------------+--------------+----------+--------------+
| | | | | | | |
+------+---------------+------------+--------------+--------------+----------+--------------+
| Consolidated Group: | | | | | |
+----------------------+------------+--------------+--------------+----------+--------------+
| Balance at 1 July | 535,426 | 74,087 | 30,426 | 10,796 | 650,735 |
| 2007 | | | | | |
+----------------------+------------+--------------+--------------+----------+--------------+
| Additions | 14,070 | 45,517 | - | 9,232 | 68,819 |
+----------------------+------------+--------------+--------------+----------+--------------+
| Disposals | (27,781) | - | (2,074) | - | (29,855) |
+----------------------+------------+--------------+--------------+----------+--------------+
| Opening balance | (11,827) | (2,444) | - | - | (14,271) |
| translation variance | | | | | |
+----------------------+------------+--------------+--------------+----------+--------------+
| Depreciation expense | (146,061) | (38,676) | (4,480) | (1,720) | (190,937) |
+----------------------+------------+--------------+--------------+----------+--------------+
| Depreciation | 1,481 | 491 | - | - | 1,972 |
| translation variance | | | | | |
| b/w | | | | | |
| B Sheet & P & L | | | | | |
+----------------------+------------+--------------+--------------+----------+--------------+
| Balance at 30 June | 365,308 | 78,975 | 23,872 | 18,308 | 486,463 |
| 2008 | | | | | |
+----------------------+------------+--------------+--------------+----------+--------------+
| | | | | | |
+------+---------------+------------+----+----+----+----+----+----+-----+----+----+----+----+----+
+-------------------------+------------+-----------+----------+----------+------------+
| Additions | 226,861 | 11,879 | - | - | 238,740 |
| | | | | | |
+-------------------------+------------+-----------+----------+----------+------------+
| Disposals | - | - | (453) | - | (453) |
+-------------------------+------------+-----------+----------+----------+------------+
| Written-off | - | (26,468) | (18,970) | (16,593) | (62,031) |
+-------------------------+------------+-----------+----------+----------+------------+
| Depreciation expense | (176,502) | (39,779) | (4,449) | (1,715) | (222,445) |
+-------------------------+------------+-----------+----------+----------+------------+
| Depreciation | 322 | (169) | - | - | 153 |
| translation variance | | | | | |
| b/w B Sheet & P & L | | | | | |
+-------------------------+------------+-----------+----------+----------+------------+
| Balance at 30 June | 415,989 | 24,438 | - | - | 440,427 |
| 2009 | | | | | |
+-------------------------+------------+-----------+----------+----------+------------+
| | | | | | |
+-------------------------+------------+-----------+----------+----------+------------+
| Parent Entity: | | | | | |
+-------------------------+------------+-----------+----------+----------+------------+
| Balance at 1 July | - | 11,818 | 30,426 | 20,028 | 62,272 |
| 2007 | | | | | |
+-------------------------+------------+-----------+----------+----------+------------+
| Additions | - | - | - | - | - |
+-------------------------+------------+-----------+----------+----------+------------+
| Disposals | - | - | (2,074) | - | (2,074) |
+-------------------------+------------+-----------+----------+----------+------------+
| Depreciation expense | | (7,732) | (4,480) | (1,720) | (13,932) |
+-------------------------+------------+-----------+----------+----------+------------+
| Balance at 30 June | - | 4,086 | 23,872 | 18,308 | 46,266 |
| 2008 | | | | | |
+-------------------------+------------+-----------+----------+----------+------------+
| Additions | - | - | - | - | - |
+-------------------------+------------+-----------+----------+----------+------------+
| Disposals | - | - | (453) | - | (453) |
+-------------------------+------------+-----------+----------+----------+------------+
| Written-off | - | - | (18,970) | (16,593) | (35,563) |
+-------------------------+------------+-----------+----------+----------+------------+
| Revaluation | - | - | | - | - |
| increments/(decrements) | | | | | |
+-------------------------+------------+-----------+----------+----------+------------+
| Depreciation expense | - | (2,418) | (4,449) | (1,715) | (8,582) |
+-------------------------+------------+-----------+----------+----------+------------+
| Balance at 30 June | - | 1,668 | - | - | 1,668 |
| 2009 | | | | | |
+-------------------------+------------+-----------+----------+----------+------------+
| | | | | | |
+-------------------------+------------+-----------+----------+----------+------------+
Note: Additions during the year comprise of Plant and Equipment with the Net
Book Value of $ 206,959 (Cost: $ 224,705) and Computer Equipment with the Net
Book Value of $ 332 (Cost: $ 430) from Red Paragon Pty Limited (Note 13 (i)).
Note 16 Intangible Assets
+------------------------------------+----------+-------------+----------+-------------+
| | | |
+------------------------------------+------------------------+------------------------+
| Medic Vision Health | | | | |
+------------------------------------+----------+-------------+----------+-------------+
| Goodwill | | | | |
+------------------------------------+----------+-------------+----------+-------------+
| Cost | - | 3,420,553 | - | - |
+------------------------------------+----------+-------------+----------+-------------+
| Impairment losses | - | (3,420,553) | - | - |
+------------------------------------+----------+-------------+----------+-------------+
| Net carrying value | - | - | - | - |
+------------------------------------+----------+-------------+----------+-------------+
| | | | | |
+------------------------------------+----------+-------------+----------+-------------+
| Medic Vision (UK) | | | | |
+------------------------------------+----------+-------------+----------+-------------+
| Trademarks and licences | | | | |
+------------------------------------+----------+-------------+----------+-------------+
| Cost | - | 165,305 | - | - |
+------------------------------------+----------+-------------+----------+-------------+
| Accumulated amortisation and | - | (165,305) | - | - |
| impairment | | | | |
+------------------------------------+----------+-------------+----------+-------------+
| Net carrying value | - | - | - | - |
+------------------------------------+----------+-------------+----------+-------------+
| | | | | |
+------------------------------------+----------+-------------+----------+-------------+
| Total intangibles | - | - | - | - |
+------------------------------------+----------+-------------+----------+-------------+
| | | | | |
+------------------------------------+----------+-------------+----------+-------------+
| Consolidated Group: | | | | |
+------------------------------------+----------+-------------+----------+-------------+
| | | | | |
+------------------------------------+----------+-------------+----------+-------------+
| Balance at the beginning of the | | 2,450,000 | 68,879 | 2,518,879 |
| year | | | | |
+------------------------------------+----------+-------------+----------+-------------+
| Year ended 30 June 2008 | | | | |
+------------------------------------+----------+-------------+----------+-------------+
| Currency translation loss | | - | - | - |
+------------------------------------+----------+-------------+----------+-------------+
| Amortisation and impairment charge | | (2,450,000) | (68,879) | (2,518,879) |
+------------------------------------+----------+-------------+----------+-------------+
| Closing carrying value at 30 June | | - | - | - |
| 2008 | | | | |
+------------------------------------+----------+-------------+----------+-------------+
| Trademarks and licences were deemed to have a finite life of two years and were |
| amortised over two years. Trademarks and licences have been fully amortised. |
| Based on evolving business operational strategy and reduction in estimated future |
| cash flows from simulator sales, the Company determined that the goodwill with |
| carrying value of $2,450,000, recorded on the acquisition of Medic Vision Health |
| Pty Ltd, was fully impaired. Hence it was written down to zero in the |
| depreciation, amortisation and impairment account of the Income Statement in the |
| year 2008. |
| |
+------------------------------------+----------+-------------+----------+-------------+
Note 17 Trade and Other Payables
+-----------------------------------+-----------+----------+----------+-------------+
| | | |
+-----------------------------------+----------------------+------------------------+
| | | | | |
+-----------------------------------+-----------+----------+----------+-------------+
| CURRENT | | | | |
+-----------------------------------+-----------+----------+----------+-------------+
| Unsecured liabilities | | | | |
+-----------------------------------+-----------+----------+----------+-------------+
| Trade payables | 642,525 | 436,716 | 192,573 | 26,329 |
+-----------------------------------+-----------+----------+----------+-------------+
| Sundry payables and accrued | - | 203,459 | - | 43,847 |
| expenses | | | | |
+-----------------------------------+-----------+----------+----------+-------------+
| | 642,525 | 640,175 | 192,573 | 70,176 |
+-----------------------------------+-----------+----------+----------+-------------+
| | | | | |
+-----------------------------------+-----------+----------+----------+-------------+
| (a) Fair value |
+-----------------------------------------------------------------------------------+
| Due to the short term nature of these payables, their carrying value is assumed |
| to approximate their fair value |
+-----------------------------------------------------------------------------------+
| |
+-----------------------------------------------------------------------------------+
| (b) Financial guarantees |
+-----------------------------------------------------------------------------------+
| For the year ending 30 June 2009 the Group has not provided any financial |
| guarantee. |
+-----------------------------------------------------------------------------------+
| |
+-----------------------------------------------------------------------------------+
| (c) Related party payables |
+-----------------------------------------------------------------------------------+
| For the year ending 30 June 2009 the Group does not have any related party |
| payables. |
+-----------------------------------------------------------------------------------+
| |
+-----------------------------------------------------------------------------------+
| (d) Interest rate, foreign exchange and liquidity risk |
+-----------------------------------------------------------------------------------+
| Information regarding interest rate, foreign exchange and liquidity risk exposure |
| is set out in Note 3 |
+-----------------------------------------------------------------------------------+
| | | | | |
+-----------------------------------+-----------+----------+----------+-------------+
Note 18 Provisions for Employee Benefits
+------+-------------------------------------+---------+--------+---------+-------+
| | | |
+--------------------------------------------+------------------+-----------------+
| CURRENT | | | | |
+--------------------------------------------+---------+--------+---------+-------+
| | | | | |
+--------------------------------------------+---------+--------+---------+-------+
| Short-Term Employee Entitlements | |
+--------------------------------------------+------------------------------------+
| | Annual Leave | 70,139 | 66,273 | - | - |
+------+-------------------------------------+---------+--------+---------+-------+
| | | | | |
+--------------------------------------------+---------+--------+---------+-------+
| | | | | |
+--------------------------------------------+---------+--------+---------+-------+
| | | |
+--------------------------------------------+------------------+-----------------+
| NON-CURRENT | | | | |
+--------------------------------------------+---------+--------+---------+-------+
| | | | | |
+--------------------------------------------+---------+--------+---------+-------+
| Long-Term Employee Entitlements | | | | |
+--------------------------------------------+---------+--------+---------+-------+
| | Long Service Leave | - | 1,564 | - | - |
+------+-------------------------------------+---------+--------+---------+-------+
| | | | | |
+--------------------------------------------+---------+--------+---------+-------+
| | | | | |
+--------------------------------------------+---------+--------+---------+-------+
| Analysis of Total Provisions | | |
+--------------------------------------------+------------------+-----------------+
| | | | | |
+--------------------------------------------+---------+--------+---------+-------+
| | | | | |
+--------------------------------------------+---------+--------+---------+-------+
| Current | 70,139 | 66,273 | - | - |
+--------------------------------------------+---------+--------+---------+-------+
| Non-current | - | 1,564 | - | - |
+--------------------------------------------+---------+--------+---------+-------+
| Provision for Employee Entitlements | 70,139 | 67,837 | - | - |
+--------------------------------------------+---------+--------+---------+-------+
| |
+---------------------------------------------------------------------------------+
| A provision has been recognised for employee entitlements relating to long |
| service leave. In calculating the present value of future cash flows in respect |
| of long service leave, the probability of long service leave being taken is |
| based on historical data. The measurement and recognition criteria relating to |
| employee benefits have been included in Note 2 of this report. |
+------+-------------------------------------+---------+--------+---------+-------+
Note 19 Financial Liabilities
Convertible Notes Issued
During the year ended 30 June 2009, the Company issued 673,980 convertible notes
at a principal value of $ 1.00 each. Each convertible note is interest bearing
at a rate of 8.5% interest per annum (paid monthly in arrears) and is unsecured.
The convertible notes are not redeemable and not repayable except in the event
that the Company has not obtained shareholder approval to the convertibility of
each Notes by 12 June 2010, in which case the Note will be repayable upon
demand. The Company can issue Notes to the value of up to 15% of its listed
capital without shareholder approval. The convertible notes have been accounted
for as compound financial instruments in accordance with AASB 139 Financial
Instruments: Recognition and Measurement.
Terms and conditions
These notes are not transferable and cannot be traded unless converted into
shares. The Convertible Notes confer no entitlements to participate in any bonus
issues or pro rata issues. The Notes do not confer on the holder any voting
rights.
In the event of reorganisation, reconstruction, consolidation or sub-division of
the capital of the Company Holders of Convertible Notes will be treated in the
same manner as ordinary shareholders in the Company.
The proceeds received have been accounted for as follows:
+-----------------------------------------+------------+----------+----------+-----------+
| | | |
+-----------------------------------------+-----------------------+----------------------+
| | | | | |
+-----------------------------------------+------------+----------+----------+-----------+
| Non current interest bearing | 640,751 | - | 640,751 | - |
| liabilities | | | | |
+-----------------------------------------+------------+----------+----------+-----------+
| Contributing equity(i) | 23,260 | - | 23,260 | - |
+-----------------------------------------+------------+----------+----------+-----------+
| Deferred tax liability | 9,969 | | 9,969 | |
+-----------------------------------------+------------+----------+----------+-----------+
| Total | 673,980 | - | 673,980 | - |
+-----------------------------------------+------------+----------+----------+-----------+
(i) Equity Component
+-----------------------------------------+------------+----------+----------+-----------+
| | | |
+-----------------------------------------+-----------------------+----------------------+
| | | | | |
+-----------------------------------------+------------+----------+----------+-----------+
| Balance at beginning of year | - | - | - | - |
+-----------------------------------------+------------+----------+----------+-----------+
| Equity portion of convertible notes | 23,260 | - | 23,260 | - |
| issued during the year | | | | |
+-----------------------------------------+------------+----------+----------+-----------+
| Balance at end of year | 23,260 | - | 23,260 | - |
+-----------------------------------------+------------+----------+----------+-----------+
Note 20 Issued Capital
+-----+-------------------------------------+-------------+------------+-------------+------------+
| | | |
+-------------------------------------------+--------------------------+--------------------------+
| | | | | |
+-------------------------------------------+-------------+------------+-------------+------------+
| Ordinary Shares Fully Paid (No par | 21,074,922 | 20,224,492 | 21,074,922 | 20,224,492 |
| value) | | | | |
+-------------------------------------------+-------------+------------+-------------+------------+
| Equity portion of Convertible Notes | 23,260 | - | 23,260 | - |
| (Note 19) | | | | |
+-------------------------------------------+-------------+------------+-------------+------------+
| Options Over Shares - Reserve | 1,532,428 | 1,532,428 | 1,532,428 | 1,532,428 |
+-------------------------------------------+-------------+------------+-------------+------------+
| | 22,630,610 | 21,756,920 | 22,630,610 | 21,756,920 |
+-------------------------------------------+-------------+------------+-------------+------------+
| Terms and Conditions of Issued Capital | | | | |
+-------------------------------------------+-------------+------------+-------------+------------+
| Ordinary Shares | | |
+-------------------------------------------+--------------------------+--------------------------+
| Ordinary shares have the right to receive dividends as declared | |
| and, in the event of winding up the Company, to participate in | |
| the proceeds from the Sale of all surplus assets in proportion | |
| to the number of and moneys paid up on shares held. Ordinary | |
| shares entitle holders holder's to one vote, either in person or | |
| by proxy at a meeting of the Company. | |
+----------------------------------------------------------------------+--------------------------+
| Warrants to subscribe for ordinary | | |
| shares | | |
+-------------------------------------------+--------------------------+--------------------------+
| As part of the company's appointment of its UK Nominated Advisor for the AIM listing a |
| warrant has been issued to the Nominated Advisor which allows the Nominated Advisor to |
| subscribe for up to 2% in number of the ordinary issued shares of the company. The |
| Nominated Advisor may exercise the shares at the lower of 3.375 pence per ordinary |
| share and the price the company next makes a substantial issue of equity subsequent to |
| the date of the agreement, 17 March 2009. The warrant instrument does not become |
| enforceable unless approved by a resolution of the shareholders. The directors plan to |
| submit a resolution for consideration of the shareholders at the 2009 AGM. |
+-------------------------------------------------------------------------------------------------+
| Options | | |
+-------------------------------------------+--------------------------+--------------------------+
| Option holders do not have the right to receive a dividend and | |
| are not entitled to vote at a meeting of the Company. Options | |
| may be exercised at any time from the date they vest to the date | |
| of their expiry. Share options convert into ordinary shares on a | |
| one for one basis on the date they are exercised. | |
| | |
+----------------------------------------------------------------------+--------------------------+
| (a) | Ordinary Shares | | |
+-----+-------------------------------------+--------------------------+--------------------------+
| | | | | | |
+-----+-------------------------------------+-------------+------------+-------------+------------+
| | At the beginning of reporting | 91,471,459 | 20,224,492 | 93,415,464 | 20,382,023 |
| | period | | | | |
+-----+-------------------------------------+-------------+------------+-------------+------------+
| | | | | | |
+-----+-------------------------------------+-------------+------------+-------------+------------+
| | Shares issued during the | 13,687,500 | 766,930 | - | - |
| | year - Acquisition share issue | | | | |
| | (Note 13 (i)) | | | | |
+-----+-------------------------------------+-------------+------------+-------------+------------+
| | Shares issued during the year - | 1,250,000 | 100,000 | | |
| | Capital raising share issue | | | | |
+-----+-------------------------------------+-------------+------------+-------------+------------+
| | Cancellation of Buy Back Shares | - | - | (1,944,005) | (157,531) |
+-----+-------------------------------------+-------------+------------+-------------+------------+
| | Transactions costs relating to | - | (16,500) | - | - |
| | share issue | | | | |
+-----+-------------------------------------+-------------+------------+-------------+------------+
| | | | | | |
+-----+-------------------------------------+-------------+------------+-------------+------------+
| | At Reporting Date | 106,408,959 | 21,074,922 | 91,471,459 | 20,224,492 |
+-----+-------------------------------------+-------------+------------+-------------+------------+
+----+-------------+----------------------+------------+----------+----------+
| | | | | | |
+----+-------------+----------------------+------------+----------+----------+
| | | | | |
+----+------------------------------------+------------+----------+----------+
| | 09/02/2008 | Acquisition of Red | 13,687,500 | 0.05603 | 766,930 |
| | | Paragon Pty Ltd | | | |
| | | (Note 13 (i)) | | | |
| | | | | | |
+----+-------------+----------------------+------------+----------+----------+
| | 15/04/2009 | Capital Raising | 1,250,000 | 0.08000 | 100,000 |
+----+-------------+----------------------+------------+----------+----------+
| | | | 14,937,500 | | 866,930 |
+----+-------------+----------------------+------------+----------+----------+
(ii) No ordinary shares were issued in the year 2008.
Note 20 Issued Capital (Cont'd)
+--+-------------------------------+-------+------------+-----------+------------+-----------+
| (b) Options Reserve | | | | | |
+----------------------------------+-------+------------+-----------+------------+-----------+
| | | | |
+----------------------------------+-------+------------------------+------------------------+
| | | | | | |
+----------------------------------+-------+------------+-----------+------------+-----------+
| | | | | | |
+----------------------------------+-------+------------+-----------+------------+-----------+
| At Beginning of the Reporting | | 16,750,173 | 1,532,428 | 10,250,173 | 1,441,449 |
| Period | | | | | |
+----------------------------------+-------+------------+-----------+------------+-----------+
| Issued during the Year | (i) | - | - | 6,500,000 | 90,979 |
+----------------------------------+-------+------------+-----------+------------+-----------+
| Exercised during the Year | (ii) | - | - | - | - |
+----------------------------------+-------+------------+-----------+------------+-----------+
| Expired during the Year | (iii) | (500,000) | - | (500,000) | |
+----------------------------------+-------+------------+-----------+------------+-----------+
| | | | | | | |
+--+-------------------------------+-------+------------+-----------+------------+-----------+
| Balance at the End of the | (iv) | 16,250,173 | 1,532,428 | 16,250,173 | 1,532,428 |
| Financial Year | | | | | |
| At Reporting Date | | | | | |
+--+-------------------------------+-------+------------+-----------+------------+-----------+
+-----+------------+--------------------+-----------+----------+----------+-------------+--------+
| (i) | Issued during the Year | | | | | |
+-----+---------------------------------+-----------+----------+----------+-------------+--------+
| | | | | | | | |
+-----+------------+--------------------+-----------+----------+----------+-------------+--------+
| | | | | | | | |
+-----+------------+--------------------+-----------+----------+----------+-------------+--------+
| | 30/11/2007 | Issued Options to | 2,500,000 | 0.0609 | 22,306 | 30/11/2012 | 0.177 |
| | | Director | | | | | |
+-----+------------+--------------------+-----------+----------+----------+-------------+--------+
| | 30/11/2007 | Issued Options to | 2,500,000 | 0.0609 | 22,307 | 30/11/2012 | 0.177 |
| | | Director | | | | | |
+-----+------------+--------------------+-----------+----------+----------+-------------+--------+
| | 08/01/2008 | Issued Options to | 500,000 | 0.0560 | 28,000 | 17/01/2012 | 0.20 |
| | | Consultants (a) | | | | | |
+-----+------------+--------------------+-----------+----------+----------+-------------+--------+
| | 11/02/2008 | Issued Options to | 500,000 | 0.0450 | 22,500 | 17/01/2012 | 0.20 |
| | | Consultants (a) | | | | | |
+-----+------------+--------------------+-----------+----------+----------+-------------+--------+
| | 28/02/2008 | Issued Options to | 500,000 | 0.0601 | 6,866 | 28/02/2012 | 0.20 |
| | | Director | | | | | |
+-----+------------+--------------------+-----------+----------+----------+-------------+--------+
| | | | 6,500,000 | | 101,979 | | |
+-----+------------+--------------------+-----------+----------+----------+-------------+--------+
(ii) No options were exercised in the current period (2008:Nil)
Note
(a) - Fair value of options granted during the year as cash-settled
shared-based payment arrangements, have been determined by reference to the fair
value of goods and services provided and market value of listed options. Options
have vested on grant date.
Note 20 Issued Capital (Cont'd)
+-------+------------+----+----+-----------------+------------+------------+----------+------------------+
| (iii) | Expired during the Year | | | |
+-------+----------------------------------------+------------+------------+-----------------------------+
| | | | | | |
+-------+-----------------+----------------------+------------+------------+-----------------------------+
| | 04/05/2009 | Issued to | 500,000 | 0.24 | 89,167 |
| | | director | | | |
+-------+----------------------+-----------------+------------+------------+-----------------------------+
| | | | | | |
+-------+------------+---------------------------+------------+------------+-----------------------------+
| (iv) | Options on Issue at 30 June | | | |
| | 2009 | | | |
+-------+----------------------------------------+------------+------------+-----------------------------+
| | | | | | | |
+-------+------------+---------------------------+------------+------------+----------+------------------+
| | | | | | | |
+-------+------------+---------------------------+------------+------------+----------+------------------+
| | | Issued to | 500,000 | 2/5/2010 | 0.079(b) | 70,833 |
| | | Director | | | | |
+-------+------------+---------------------------+------------+------------+----------+------------------+
| | | Issued to | 1,500,000 | 15/12/2009 | 0.30(c) | 87,900 |
| | | ex-directors | | | | |
+-------+------------+---------------------------+------------+------------+----------+------------------+
| | | Issued Options to | 6,675,173 | 17/1/2012 | 0.20(c) | - |
| | | under Capital | | | | |
| | | Raising | | | | |
+-------+------------+---------------------------+------------+------------+----------+------------------+
| | | Issued to | 475,000 | 17/1/2012 | 0.20(c) | 14,250 |
| | | Consultants | | | | |
+-------+------------+---------------------------+------------+------------+----------+------------------+
| | | Issued to | 600,000 | 17/1/2012 | 0.20(c) | 18,000 |
| | | Consultants | | | | |
+-------+------------+---------------------------+------------+------------+----------+------------------+
| | | Issued to | 500,000 | 17/1/2012 | 0.20(c) | 24,500 |
| | | Consultants | | | | |
+-------+------------+---------------------------+------------+------------+----------+------------------+
| | | Issued to | 500,000 | 17/1/2012 | 0.20(c) | 15,000 |
| | | Consultants | | | | |
+-------+------------+---------------------------+------------+------------+----------+------------------+
| | | Issued to | 500,000 | 28/02/2012 | 0.20(c | 6,866 |
| | | Director | | | | |
+-------+------------+---------------------------+------------+------------+----------+------------------+
| | | Issued to | 2,500,000 | 30/11/2012 | 0.177(d) | 22,306 |
| | | Director | | | | |
+-------+------------+---------------------------+------------+------------+----------+------------------+
| | | Issued to | 2,500,000 | 30/11/2012 | 0.177(d) | 22,307 |
| | | Director | | | | |
+-------+------------+---------------------------+------------+------------+----------+------------------+
| | | | 16,250,173 | | | 281,962 |
+-------+------------+---------------------------+------------+------------+----------+------------------+
| | | | | | | |
+-------+------------+---------------------------+------------+------------+----------+------------------+
| Note |
| (b) Exercise price is 10% discount to the five-day volume weighted average price prior |
| to 04/05/08. |
| (c) Share options vest on the day they are granted and are exercisable at any time |
| prior to the expiry date. |
| (d) 1,000,000 will vest immediately on issue. 500,000 will vest if, at any time within |
| 12 months of the issue date of the options, the last sale price of the Company's |
| shares on ASX equals exceeds $0.35 for 14 consecutive trading days and 1,000,000 will |
| vest if, at any time within 24 months of the issue date of the options, the last sale |
| price of the Company's shares on ASX equals exceeds $0.45 for 14 consecutive trading |
| days. |
| The exercise price of the options is $0.177, being the weighted average sale price of |
| the Company's shares on ASX in the 5 trading days prior to and including 30 November |
| 2007. The final exercise date for the options will be 30 November 2012. |
| Share options carry no rights to dividends and no voting rights. In accordance with |
| the terms of the share option schemes, options may be exercised at any time from the |
| date on which they vest to the date of their expiry, subject to any additional |
| specific requirements of the particular allocation. |
| Consideration received on the exercise of options is recognised as contributed equity. |
| |
+-------+------------+----+----+-----------------+------------+------------+----------+------------------+
+-----+--------------------------------------------------------------------------------+
| (v) | Options - Equity-settled Share-based Payments |
| | |
+-----+--------------------------------------------------------------------------------+
| | The following table discloses terms and conditions of each grant of options |
| | provided as compensation in the previous period and this financial reporting |
| | period of Key Management Personnel. The valuations of the options are |
| | independently determined by independent experts using Black-Scholes option |
| | pricing model, taking into account the terms and conditions upon which the |
| | instruments were granted. |
| | |
+-----+--------------------------------------------------------------------------------+
Note 20 Issued Capital (Cont'd.)
+-----------------+-----------+-------+--------+--------+-------+---------+---------+-----------+--------+
| |
+-----------------+
| | | | | | | | | | |
+-----------------+-----------+-------+--------+--------+-------+---------+---------+-----------+--------+
| | | | | | | | | | |
+-----------------+-----------+-------+--------+--------+-------+---------+---------+-----------+--------+
| 2009 | | | | | | | | | |
+-----------------+-----------+-------+--------+--------+-------+---------+---------+-----------+--------+
| During the year no options were exercised. |
| |
+--------------------------------------------------------------------------------------------------------+
| 2008 | | | | | | | | | |
+-----------------+-----------+-------+--------+--------+-------+---------+---------+-----------+--------+
| Mr Ross |2,500,000 | 30 |$0.177 |$0.177 | 30 | 30 Nov | 30 Nov |1,000,000 |22,306 |
| Horley | | Nov | | | Nov | 2007 | 2012 | | |
| | | 2007 | | | 2012 | | | | |
+-----------------+-----------+-------+--------+--------+-------+---------+---------+-----------+--------+
| Mr Frank |2,500,000 | 30 |$0.177 |$0.177 | 30 | 30 Nov | 30 Nov |1,000,000 |22,307 |
| Cannavo | | Nov | | | Nov | 2007 | 2012 | | |
| | | 2007 | | | 2012 | | | | |
+-----------------+-----------+-------+--------+--------+-------+---------+---------+-----------+--------+
| Mr Michael | - | - | - | - | - | - | - | - | - |
| Reid | | | | | | | | | |
| (resigned 28 | | | | | | | | | |
| Jan 2008) | | | | | | | | | |
+-----------------+-----------+-------+--------+--------+-------+---------+---------+-----------+--------+
| Mr Patrick | 500,000 | 28 |$0.095 | $0.20 | 28 | 28 Feb | 28 Feb | 500,000 | 6,866 |
| Cregan | | Feb | | | Feb | 2008 | 2012 | | |
| (appointed | | 2008 | | | 2012 | | | | |
| 28 Jan | | | | | | | | | |
| 2008) (resigned | | | | | | | | | |
| 31 Aug 2008) | | | | | | | | | |
+-----------------+-----------+-------+--------+--------+-------+---------+---------+-----------+--------+
| Mr Adam Legg | - | - | - | - | - | - | - | - | - |
+-----------------+-----------+-------+--------+--------+-------+---------+---------+-----------+--------+
| Ms Kathy | - | - | - | - | - | - | - | - | - |
| Pacyga | | | | | | | | | |
+-----------------+-----------+-------+--------+--------+-------+---------+---------+-----------+--------+
| |5,500,000 | | | | | | |2,500,000 |51,479 |
+-----------------+-----------+-------+--------+--------+-------+---------+---------+-----------+--------+
| | | | | | | | | | |
+-----------------+-----------+-------+--------+--------+-------+---------+---------+-----------+--------+
Further information on the options and remuneration of Key Management Personnel
is set out in the Directors' Report.
Note 21 Capital Management
+------------------------------+------------------------------+------------+------------+------------+------------+
| | When managing capital, management's objective is to ensure the entity continues |
| | as a going concern as well as to maintain optimal returns to shareholders and |
| | benefits for other stakeholders. Management also aims to maintain a capital |
| | structure that ensures the lowest cost of capital available to the entity. |
| | Management are constantly adjusting the capital structure to take advantage of |
| | favourable costs of capital or high returns on assets. As the market is |
| | constantly changing, management may change the amount of dividends to be paid to |
| | shareholders, return capital to shareholders, issue new shares or sell as-sets |
| | to reduce debt. |
| | During 2009, management did not pay any dividends. Management does not foresee |
| | any payment of dividend in 2010. |
| | Management is reviewing plans to issue further shares on the market. |
| | There has been no change to the strategy adopted by management to control the |
| | capital of the entity. |
| | The gearing ratios for the year ended 30 June 2009 and June 2008 are as follows: |
+------------------------------+----------------------------------------------------------------------------------+
| | | | |
+ +------------------------------+-------------------------+-------------------------+
| | | | | | |
+ +------------------------------+------------------------------+------------+------------+------------+
| | Borrowings | - | - | - | - |
+ +------------------------------+------------------------------+------------+------------+------------+
| | Trade and other payables | 642,525 | 640,176 | - | 70,176 |
+ +------------------------------+------------------------------+------------+------------+------------+
| | Total | 642,525 | 640,176 | - | 70,176 |
+ +------------------------------+------------------------------+------------+------------+------------+
| | Less cash and cash | (737,197) | (466,091) | (522,477) | (141,989) |
| | equivalents | | | | |
+ +------------------------------+------------------------------+------------+------------+------------+
| | Net debt | (94,672) | 174,085 | (522,477) | (71,813) |
+ +------------------------------+------------------------------+------------+------------+------------+
| | Total equity | 324,355 | 2,058,894 | 294,577 | 2,058,898 |
+ +------------------------------+------------------------------+------------+------------+------------+
| | Total capital | 229,683 | 2,232,979 | (227,900) | 1,987,085 |
+ +------------------------------+------------------------------+------------+------------+------------+
| | | | | | |
+------------------------------+------------------------------+------------------------------+------------+------------+------------+
| | Gearing ratio | - | 7% | - | - |
+------------------------------+------------------------------+------------+------------+------------+------------+
| | | | | | |
+------------------------------+------------------------------+------------+------------+------------+------------+
| | The Group is not subject to any externally imposed capital requirements |
+------------------------------+------------------------------+------------+------------+------------+------------+
Note 22 Reserves
+-----+-------------------------------------------------------------------------------+
| (a) | Investment Revaluation Reserve (Available for Sale Assets) |
+-----+-------------------------------------------------------------------------------+
| | The investment revaluation reserve records revaluations of |
| | "available-for-sale financial assets" as at balance date. |
+-----+-------------------------------------------------------------------------------+
| (b) | Foreign Currency Translation Reserve |
+-----+-------------------------------------------------------------------------------+
| | The foreign currency translation reserve records exchange differences arising |
| | on translation of a foreign controlled subsidiary. |
+-----+-------------------------------------------------------------------------------+
Note 23 Capital and Leasing Commitments
+-----+-----------------------------+-------------+-------------+------------+------------+
| | | | |
+-----+-----------------------------+---------------------------+-------------------------+
| (a) | Operating Lease Commitments | | | | |
+-----+-----------------------------+-------------+-------------+------------+------------+
| | Non-cancellable operating | | | | |
| | leases contracted for but | | | | |
| | not capitalised in the | | | | |
| | financial statements | | | | |
+-----+-----------------------------+-------------+-------------+------------+------------+
| | Payable - minimum lease | | | | |
| | payments | | | | |
+-----+-----------------------------+-------------+-------------+------------+------------+
| | - not later than 12 months | 25,400 | 130,566 | - | 38,371 |
+-----+-----------------------------+-------------+-------------+------------+------------+
| | - between 12 months and 5 | 88,900 | - | - | - |
| | years | | | | |
+-----+-----------------------------+-------------+-------------+------------+------------+
| | | 114,300 | 130,566 | - | 38,371 |
+-----+-----------------------------+-------------+-------------+------------+------------+
| | | | | | |
+-----+-----------------------------+-------------+-------------+------------+------------+
| | On 14 April 2004, Medic Vision entered into a sub-lease for five years, |
| | commencing 1 April 2004, expiring 31 March 2009 at a rate of $36,362 per annum, |
| | with an annual increase of 3.5% on the anniversary of the commencement date. The |
| | lease contained an option to extend the term of the sub-lease by a further five |
| | years at an increasing rate of 3.5% per annum which was not exercised. |
+-----+-----------------------------------------------------------------------------------+
| | On 18th January 2008, Medic Vision Ltd (UK) entered into a lease for fourteen |
| | months, commencing 8 March 2008, expiring 7 May 2009 at a rate of GBP2,427 per |
| | month. |
+-----+-----------------------------------------------------------------------------------+
| | On 27th May 2008, Medic Vision Pte Ltd (HK) entered into a lease for 12 months, |
| | commencing 2 June 2008, expiring 1 June 2009 at a rate of RMB 9,000 per month. |
| | The lease contains an option to extend the term of the lease which was not |
| | extended. |
| | |
+-----+-----------------------------------------------------------------------------------+
| | On 4th August 2009, Medic Vision Ltd entered into a lease for 36 months, |
| | commencing 4 November 2009, expiring 4 August 2012 at a rate of $38,100 per annum |
| | plus GST, with an annual increase of 4% per annum on the anniversary of the lease |
| | commencement date. The lease contains an option to extend the term of the |
| | lease. |
+-----+-----------------------------+-------------+-------------+------------+------------+
Note 24 Segment Reporting
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+------+------+
| Continuing Operations | | | |
+-----------------------------------------------------------------------+----------------+---------------------+------+
| | | | | |
+------------------+----------------------------+-----------------------+----------------+----------------------------+
| | | | | | | | | |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| | | | | | | | | |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| Primary Reporting - | | | | | | | |
| Business Segments | | | | | | | |
+---------------------------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| REVENUE | | | | | | | | |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| External sales | 1,087,570 | 1,479,818 | 97,464 | 390,802 | - | - | 1,185,034 | 1,870,620 |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| Total segments | 1,087,570 | 1,479,818 | 97,464 | 390,802 | - | - | 1,185,034 | 1,870,620 |
| revenue | | | | | | | | |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| Non-Segment | | | | | | | | |
| revenue | | | | | | | | |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| Other Income | | | | | | | 351,589 | 1,260,771 |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| Interest Income | | | | | | | 11,760 | 83,305 |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| Total | | | | | | | 1,548,383 | 3,214,696 |
| consolidated | | | | | | | | |
| revenue | | | | | | | | |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| | | | | | | | | |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| RESULT | | | | | | | | |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| Segment result | (1,263,738) | (2,927,312) | (273,155) | (290,068) | - | - | (1,536,893) | (3,217,380) |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| Unallocated | | | | | | | (992,384) | (2,261,450) |
| expense | | | | | | | | |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| Profit/(loss) | | | | | | | (2,529,277) | (5,478,830) |
| before tax and | | | | | | | | |
| finance costs | | | | | | | | |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| Finance costs | | | | | | | (14,914) | (4,947) |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| Loss before | | | | | | | (2,544,191) | (5,483,777) |
| income tax and | | | | | | | | |
| minority | | | | | | | | |
| interest | | | | | | | | |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| Income tax | | | | | | | - | - |
| expense | | | | | | | | |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| Profit/Loss | | | | | | | 79,784 | - |
| attributable to | | | | | | | | |
| Minority | | | | | | | | |
| Interest | | | | | | | | |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+-------------+
| Net loss for the | | | | | | | (2,464,407) | (5,483,777) |
| year | | | | | | | | |
+------------------+--------------+-------------+-----------+-----------+-------+--------+--------------+------+------+
Note 24 Segment Reporting (Cont'd.)
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| | | | | |
+------------------+---------------------+------------------+----------------+-----------------------+
| | | | | | | | | |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| | | | | | | | | |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| ASSETS | | | | | | | | |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| Segment assets | 418,856 | 748,150 | 45,000 | 45,000 | - | - | 463,856 | 793,150 |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| Unallocated | | | | | | | 1,213,914 | 1,973,756 |
| assets | | | | | | | | |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| | | | | | | | 1,677,770 | 2,766,906 |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| LIABILITIES | | | | | | | | |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| Segment | 642,525 | 640,176 | - | - | - | - | 642,525 | 640,176 |
| liabilities | | | | | | | | |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| Unallocated | | | | | | | 70,139 | 66,273 |
| liabilities | | | | | | | | |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| Unallocated | | | | | | | 640,751 | - |
| financial | | | | | | | | |
| liabilities | | | | | | | | |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| | | | | | | | 1,353,415 | 706,448 |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| OTHER | | | | | | | | |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| Capital | 13,605 | 68,819 | 225,135 | - | - | - | 238,740 | 68,819 |
| expenditure | | | | | | | | |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| Depreciation and | 268,695 | 2,708,755 | - | - | - | - | 268,695 | 2,708,755 |
| amortisation of | | | | | | | | |
| segment assets | | | | | | | | |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| Unallocated | | | | | | | - | - |
| depreciation and | | | | | | | | |
| amortisation | | | | | | | | |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
| Total | | | | | | | 268,695 | 2,708,755 |
| depreciation and | | | | | | | | |
| amortisation | | | | | | | | |
+------------------+---------+-----------+---------+--------+-------+--------+-----------+-----------+
+----------------------------------------------+-----------+----------+----------+------------+
| Secondary Reporting - Geographical Segments 30 June 2009 |
+---------------------------------------------------------------------------------------------+
| | | | | |
+----------------------------------------------+-----------+----------+----------+------------+
| | | | | |
+----------------------------------------------+-----------+----------+----------+------------+
| Continuing Operations Geographical location: | | | | |
+----------------------------------------------+-----------+----------+----------+------------+
| Sales to external customers | 571,384 | 312,364 | 203,822 | 1,087,570 |
+----------------------------------------------+-----------+----------+----------+------------+
| Other revenue from external customers | 67,054 | 30,410 | - | 97,464 |
+----------------------------------------------+-----------+----------+----------+------------+
| Sale of "Assets held for Sale" | - | - | - | - |
+----------------------------------------------+-----------+----------+----------+------------+
| Other Income | - | - | - | - |
+----------------------------------------------+-----------+----------+----------+------------+
| Total segment revenue | 638,438 | 342,774 | 203,822 | 1,185,034 |
+----------------------------------------------+-----------+----------+----------+------------+
| | | | | |
+----------------------------------------------+-----------+----------+----------+------------+
| Non-segment revenue | | | | |
+----------------------------------------------+-----------+----------+----------+------------+
| Other Income | | | | 351,589 |
+----------------------------------------------+-----------+----------+----------+------------+
| Interest revenue | | | | 11,760 |
+----------------------------------------------+-----------+----------+----------+------------+
| Total consolidated revenue | | | | 1,548,383 |
+----------------------------------------------+-----------+----------+----------+------------+
| | | | | |
+----------------------------------------------+-----------+----------+----------+------------+
| Other Segment Information | | | | |
+----------------------------------------------+-----------+----------+----------+------------+
| Segment assets | 1,538,772 | 107,210 | 31,788 | 1,677,770 |
+----------------------------------------------+-----------+----------+----------+------------+
| Unallocated assets | - | - | - | - |
+----------------------------------------------+-----------+----------+----------+------------+
| Total Assets | 1,538,772 | 107,210 | 31,788 | 1,677,770 |
+----------------------------------------------+-----------+----------+----------+------------+
| | | | | |
+----------------------------------------------+-----------+----------+----------+------------+
| Capital expenditure | 236,584 | 2,156 | - | 238,740 |
+----------------------------------------------+-----------+----------+----------+------------+
| | | | | |
+----------------------------------------------+-----------+----------+----------+------------+
Note 24 Segment Reporting (Cont'd.)
+----------------------------------------------+-------------+----------+----------+-------------+
| Secondary Reporting - Geographical Segments | | | | |
| 30 June 2008 | | | | |
+----------------------------------------------+-------------+----------+----------+-------------+
| | | | | |
+----------------------------------------------+-------------+----------+----------+-------------+
| | | | | |
+----------------------------------------------+-------------+----------+----------+-------------+
| Continuing Operations Geographical location: | | | | |
+----------------------------------------------+-------------+----------+----------+-------------+
| Sales to external customers | 235,210 | 711,394 | 533,214 | 1,479,818, |
+----------------------------------------------+-------------+----------+----------+-------------+
| Other revenue from external customers | 334,842 | 55,960 | - | 390,802 |
+----------------------------------------------+-------------+----------+----------+-------------+
| Sale of "Assets held for Sale" | 1,239,660 | - | - | 1,239,660 |
+----------------------------------------------+-------------+----------+----------+-------------+
| Other Income | 3,402 | - | - | 3,042 |
+----------------------------------------------+-------------+----------+----------+-------------+
| Total segment revenue | 1,812,754 | 767,354 | 533,214 | 3,113,322 |
+----------------------------------------------+-------------+----------+----------+-------------+
| Non-segment revenue | | | | |
+----------------------------------------------+-------------+----------+----------+-------------+
| Other Income | | | | 18,069 |
+----------------------------------------------+-------------+----------+----------+-------------+
| Interest revenue | | | | 83,305 |
+----------------------------------------------+-------------+----------+----------+-------------+
| Total consolidated revenue | | | | 3,214,696 |
+----------------------------------------------+-------------+----------+----------+-------------+
| | | | | |
+----------------------------------------------+-------------+----------+----------+-------------+
| Other Segment Information | | | | |
+----------------------------------------------+-------------+----------+----------+-------------+
| Segment assets | 2,059,290 | 528,719 | 178,898 | 2,766,907 |
+----------------------------------------------+-------------+----------+----------+-------------+
| Unallocated assets | - | - | - | - |
+----------------------------------------------+-------------+----------+----------+-------------+
| Total Assets | 2,059,290 | 528,719 | 178,898 | 2,796,907 |
+----------------------------------------------+-------------+----------+----------+-------------+
| | | | | |
+----------------------------------------------+-------------+----------+----------+-------------+
| Capital expenditure | 54,422 | 12,888 | 1,509 | 68,819 |
+----------------------------------------------+-------------+----------+----------+-------------+
| | | | | |
+----------------------------------------------+-------------+----------+----------+-------------+
| Accounting Policies | | | | |
+----------------------------------------------+-------------+----------+----------+-------------+
| Segment revenues and expenses are those directly attributable to the segments and |
| include any joint revenue and expenses where a reasonable basis of allocation |
| exists. Segment assets include all assets used by a segment and consist principally |
| of cash, receivables, inventories, intangibles and property, plant and equipment, |
| net of allowances and accumulated depreciation and amortisation. While most such |
| assets can be directly attributed to individual segments, the carrying amount of |
| certain assets used jointly by two or more segments is allocated to the segments on |
| a reasonable basis. Segment liabilities consist principally of payables, employee |
| benefits, accrued expenses, provisions and borrowings. Segment assets and |
| liabilities do not include deferred income taxes. |
| The Group operates in three principal geographical areas - Australia, United Kingdom |
| and Asia. The composition of each geographical segment is as follows: |
| Australia the Group manufactures and sells simulators and performs their research |
| and development in Australia |
| United Kingdom the Group sells simulators and undertakes consulting assignments |
| Asia the Group sells simulators and undertakes consulting assignments. |
+----------------------------------------------+-------------+----------+----------+-------------+
Note 25 Cash Flow Information
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | | | |
+----+---------------------------------------+---------------------------+----------------------------+
| | | | | | |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Reconciliation of Cash Flow from | | | | |
| | Operations with Profit (Loss) | | | | |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | After Income Tax | | | | |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | | | | | |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Loss after Income Tax | (2,544,191) | (5,483,777) | (2,392,906) | (4,917,804) |
| | | | | | |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Cash flows excluded from loss | | | | |
| | attributable to operating activities | | | | |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Non-cash Flows in Loss | | | | |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Amortisation | 61,033 | 68,879 | - | - |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Depreciation | 207,661 | 193,805 | 8,582 | 13,932 |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Impairment of Goodwill | - | 2,450,000 | - | 2,449,978 |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Impairment of Intercompany Loan | - | - | 1,344,112 | - |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Impairment of investment in | - | - | 190,362 | - |
| | subsidiary | | | | |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Options issued for nil consideration | - | 90,979 | - | 90,979 |
| | in lieu of operating expenses | | | | |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Loss on sale of available for sale | 74,364 | (1,072,868) | 74,364 | (1,072,868) |
| | financial assets | | | | |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Sale of Business - Share Proceeds | - | - | - | - |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Non-cash Income | 69,336 | (69,427) | - | - |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Loss on Sale of Asset | - | - | 35,765 | - |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Changes in assets and liabilities: | | | | |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | (Increase)/decrease in trade and term | 177,821 | 509,184 | 124,444 | 2,527,124 |
| | receivables | | | | |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | (Increase)/decrease other current | 183,542 | 132,328 | 8,090 | 28,727 |
| | assets | | | | |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Increase/(decrease) in trade payables | (52,294) | (334,268) | 112,429 | (145,713) |
| | and accruals | | | | |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Increase/(decrease) in provisions | 2,301 | (18,271) | - | - |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | Cash flow from operations | (1,820,427) | (3,533,436) | (494,758) | (1,025,645) |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
| | | | | | |
+----+---------------------------------------+-------------+-------------+--------------+-------------+
Note 26 Related Party Disclosure
Equity Interests in Controlled Entities
Details of the percentage of ordinary shares held in controlled entities are
disclosed in Note 13 to the financial statements.
Loan Disclosures
There are no related party loans between the disclosing entity and any key
management personnel.
Transactions within the Wholly-owned Group
The wholly-owned group includes:
The ultimate parent entity in the wholly-owned group; and
Wholly-owned controlled entities.
The ultimate parent entity in the wholly-owned group is Medic Vision Limited.
Details of interest revenue derived from entities in the wholly-owned group are
disclosed in Note 4a of the financial statements. Amounts receivable from and
payable to entities in the wholly-owned group are disclosed in Note 12 of the
financial statements. During the year, the parent company provided loan funds to
its subsidiary of $584,293 (2008: $3,124,677) which consisted of net cash
funding of $543,434 (2008: $2,809,506). Interest of $ Nil (2008: $315,171) was
charged by the parent company for the provision of the loan funds. At 30 June
2009, the parent entity impaired this loan as detailed in Note 12.
Transactions with Key Management Personnel
Total remuneration, payments and equity issued to Directors and Key Management
personnel are summarised as follows:
Note 26 Related Party Disclosure (Cont'd)
+------------------------------------+----------+-----------+----------+----------+
| | | |
+------------------------------------+----------------------+---------------------+
| | | | | |
+------------------------------------+----------+-----------+----------+----------+
| Short-term Benefits | | | | |
+------------------------------------+----------+-----------+----------+----------+
| Cash Salary, Fees and Short-term | 506,608 | 658,321 | 114,877 | 600,799 |
| Compensation Absences | | | | |
+------------------------------------+----------+-----------+----------+----------+
| Short-term Cash Profit-sharing and | - | 90,000 | - | 90,000 |
| Other Bonuses | | | | |
+------------------------------------+----------+-----------+----------+----------+
| Post Employment Benefits | | | | |
+------------------------------------+----------+-----------+----------+----------+
| Superannuation | 10,076 | 18,733 | - | 14,996 |
+------------------------------------+----------+-----------+----------+----------+
| Share-based Payments | | | | |
+------------------------------------+----------+-----------+----------+----------+
| Options | - | 51,479 | - | 51,479 |
+------------------------------------+----------+-----------+----------+----------+
| | 516,684 | 818,533 | 114,877 | 757,274 |
+------------------------------------+----------+-----------+----------+----------+
A detailed summary of the Key Management Personnel remuneration is contained in
the Directors' Report.
b. Remuneration Options
There were no remuneration options issued to Key Management Personnel in the
year ended 30 June 2009.
c. Shares Issued on Exercise of Remuneration Options
There were no shares issued on exercise of remuneration options to Key
Management Personnel in the year ended 30 June 2009.
d. Convertible Note Subscribers
The following Director related party entities subscribed towards the
convertible notes:
1. Ross Horley (Director - resigned 4 September 2009)
2. Anthony Meats Superannuation Fund ( Frank Cannavo and Vince Leone)
3. Frank Cannavo Investments Pty Ltd (Director - Frank Cannavo)
4. Pesco Investments Pty Ltd (Director - Vince Leone)
5. Frank Cannavo Superannuation Fund (Director - Frank Cannavo)
6. Flavours Fruit and Vegetable Supply (Director - Frank Cannavo)
7. Thirty Eight Vobard Pty Ltd (Director - Frank Cannavo)
e. Interest in Red Paragon Pty Ltd prior to acquisition of Red Paragon Pty Ltd:
Frank Cannavo Investment Trust held 25 shares at $ 5,000 amounting to $ 125,000
prior to the acquisition of Red Paragon Pty Ltd. Subsequent to the acquisition,
this was converted into Medic Vision Ltd shares of 1,562,500 at 8 cents each.
Number of Options Held by Key Management Personnel - 2009
+-----------------+-----------+-----------+--------+---------+-----------+-----------+-----------+-----------+
| | | | | | | | | |
+-----------------+-----------+-----------+--------+---------+-----------+-----------+-----------+-----------+
| Directors | | | | | | | | |
+-----------------+-----------+-----------+--------+---------+-----------+-----------+-----------+-----------+
| Mr Ross Horley | 1,000,000 | 2,500,000 | - | - | 3,500,000 | 2,000,000 | 2,000,000 | 1,500,000 |
+-----------------+-----------+-----------+--------+---------+-----------+-----------+-----------+-----------+
| Mr Frank | - | 2,500,000 | - | - | 2,500,000 | 1,000,000 | 1,000,000 | 1,500,000 |
| Cannavo | | | | | | | | |
+-----------------+-----------+-----------+--------+---------+-----------+-----------+-----------+-----------+
| Professor | - | 500,000 | - | - | 500,000 | 500,000 | 500,000 | - |
| Patrick Cregan | | | | | | | | |
| (appointed 28 | | | | | | | | |
| Jan | | | | | | | | |
| 2008) (resigned | | | | | | | | |
| 31 Aug 2008) | | | | | | | | |
+-----------------+-----------+-----------+--------+---------+-----------+-----------+-----------+-----------+
| | 1,000,000 | 5,500,000 | - | - | 6,500,000 | 3,500,000 | 3,500,000 | 3,000,000 |
+-----------------+-----------+-----------+--------+---------+-----------+-----------+-----------+-----------+
Note 26 Related Party Disclosure (Cont'd)
Number of Options Held by Key Management Personnel - 2008
+-----------------+-----------+------------+--------+---------+-----------+-----------+------------+------------+
| | | | | | | | | |
+-----------------+-----------+------------+--------+---------+-----------+-----------+------------+------------+
| Directors | | | | | | | | |
+-----------------+-----------+------------+--------+---------+-----------+-----------+------------+------------+
| Mr Ross Horley | 1,000,000 | 2,500,000 | - | - | 3,500,000 | 2,000,000 | 2,000,000 | 1,500,000 |
+-----------------+-----------+------------+--------+---------+-----------+-----------+------------+------------+
| Mr Frank | - | 2,500,000 | - | - | 2,500,000 | 1,000,000 | 1,000,000 | 1,500,000 |
| Cannavo | | | | | | | | |
+-----------------+-----------+------------+--------+---------+-----------+-----------+------------+------------+
| Professor | - | 500,000 | - | - | 500,000 | 500,000 | 500,000 | - |
| Patrick Cregan | | | | | | | | |
| (appointed 28 | | | | | | | | |
| Jan | | | | | | | | |
| 2008) (resigned | | | | | | | | |
| 31 Aug 2008) | | | | | | | | |
+-----------------+-----------+------------+--------+---------+-----------+-----------+------------+------------+
| | 1,000,000 | 5,500,000 | - | - | 6,500,500 | 3,500,000 | 3,500,000 | 3,000,000 |
+-----------------+-----------+------------+--------+---------+-----------+-----------+------------+------------+
Net Change Other refers to options issued for the year under review, other than
for remuneration, or traded on market.
e. Shareholdings
Number of Shares held by Key Management Personnel - 2009
+------------------------------------------+------------+----------+--------+-----------+-----------+
| | | | | | |
+------------------------------------------+------------+----------+--------+-----------+-----------+
| Directors | | | | | |
+------------------------------------------+------------+----------+--------+-----------+-----------+
| Mr Ross Horley (resigned 4 September | 4,984,574 | - | - | 228,500 | 5,213,074 |
| 2009) | | | | | |
+------------------------------------------+------------+----------+--------+-----------+-----------+
| Mr Frank Cannavo | 2,411,635 | - | - | 600,865 | 3,012,500 |
+------------------------------------------+------------+----------+--------+-----------+-----------+
| Professor Patrick Cregan (appointed 28 | 42,000 | - | - | - | 42,000 |
| Jan 2008) (resigned 31 August 2008) | | | | | |
+------------------------------------------+------------+----------+--------+-----------+-----------+
| Mr. Thamby Navaratnam (appointed 10 Sept | | | | | |
| 2008) ( resigned 15 July 2009) | | | | | |
+------------------------------------------+------------+----------+--------+-----------+-----------+
| Mr. Vince Leone (appointed 20 May 2009) | - | - | - | 859,000 | 859,000 |
+------------------------------------------+------------+----------+--------+-----------+-----------+
| | | | | | |
+------------------------------------------+------------+----------+--------+-----------+-----------+
| | 7,438,209 | - | - | 1,688,365 | 9,126,574 |
+------------------------------------------+------------+----------+--------+-----------+-----------+
Net Change Other refers to options issued for the year under review, other than
for remuneration, or traded on market.
Number of Shares held by Key Management Personnel - 2008
+----------------------------------------+-----------+----------+--------+-----------+-----------+
| | | | | | |
+----------------------------------------+-----------+----------+--------+-----------+-----------+
| Directors | | | | | |
+----------------------------------------+-----------+----------+--------+-----------+-----------+
| Mr Ross Horley | 5,115,074 | - | - | (130,500) | 4,984,574 |
+----------------------------------------+-----------+----------+--------+-----------+-----------+
| Mr Frank Cannavo | 1,300,000 | - | - | 1,111,635 | 2,411,635 |
+----------------------------------------+-----------+----------+--------+-----------+-----------+
| Professor Patrick Cregan (appointed 28 | - | - | - | 42,000 | 42,000 |
| Jan 2008) (resigned 31 August 2008) | | | | | |
+----------------------------------------+-----------+----------+--------+-----------+-----------+
| | | | | | |
+----------------------------------------+-----------+----------+--------+-----------+-----------+
| | 6,415,074 | - | - | 1,023,135 | 7,438,209 |
+----------------------------------------+-----------+----------+--------+-----------+-----------+
Net Change Other refers to options issued for the year under review, other than
for remuneration, or traded on market.
Note 27 Events after Balance Sheet Date
After 30 June 2009 the company commenced negotiations to acquire a successful
digital marketing company. It is expected that the acquisition of this cash
generating company will not only strengthen the company's financial position but
also help market the entire range of products in a cost effective manner in the
global market where Medic Vision has a foot print.
The Directors are not aware of any other matters or circumstances that have
arisen since 30 June 2009 that has significantly affected or may significantly
affect the operations of the consolidated entity, the results of those
operations or the state of affairs of the consolidated entity in subsequent
financial years. DIRECTORS' DECLARATION
The directors of Medic Vision Limited declare that:
(a) in the directors' opinion the financial statements and notes and the
Remuneration Report in the Directors Report set out on pages 10 to 15 are in
accordance with the Corporations Act 2001, including:
(i) giving a true and fair view of the company's and the consolidated
entity's financial position as at 30 June 2009 and of their performance for the
financial year ended on that date; and
(ii) complying with Australian Accounting Standards (including the
Australian Accounting Interpretations) and Corporations Regulations 2001;
(b) the financial report also complies with International Financial Reporting
Standards as disclosed in note 2(c); and
(c) there are reasonable grounds to believe that the company will be able to
pay its debts as and when they become due and payable.
The directors have been given the declarations required by Section 295A of the
Corporations Act 2001 by the chief executive officer and chief financial officer
for the financial year ended 30 June 2009.
Signed in accordance with a resolution of the directors
Dated in Melbourne on 22 October 2009.
Jitto Arulampalam
Executive Chairman
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF MEDIC VISION LIMITED
Report on the Financial Report
We have audited the accompanying financial report of Medic Vision Limited, which
comprises the balance sheet as at 30 June 2009, and the income statement,
statement of changes in equity and cash flow statement for the year ended on
that date, a summary of significant accounting policies, other explanatory notes
and the directors' declaration for both Medic Vision Limited ("the Company") and
the consolidated entity. The consolidated entity comprises Medic Vision Limited
and the entities it controlled at the year's end or from time to time during the
financial year.
Directors' Responsibility for the Financial Report
The directors of the company are responsible for the preparation and fair
presentation of the financial report in accordance with Australian Accounting
Standards (including the Australian Accounting Interpretations) and the
Corporations Act 2001. This responsibility includes establishing and maintaining
internal controls relevant to the preparation and fair presentation of the
financial report that is free from material misstatement, whether due to fraud
or error; selecting and applying appropriate accounting policies; and making
accounting estimates that are reasonable in the circumstances. In Note 2(a),
the directors also state, in accordance with Accounting Standard AASB 101
Presentation of Financial Statements, that compliance with Australian
Equivalents to International Financial Reporting Standards ensures that the
financial report, comprising the financial statements and notes, complies with
International Financial Reporting Standards.
Auditor's Responsibility
Our responsibility is to express an opinion on the financial report based on our
audit. We conducted our audit in accordance with Australian Auditing Standards.
These Auditing Standards require that we comply with relevant ethical
requirements relating to audit engagements and plan and perform the audit to
obtain reasonable assurance whether the financial report is free from material
misstatement.
An audit involves performing procedures to obtain audit evidence about the
amounts and disclosures in the financial report. The procedures selected depend
on the auditor's judgement, including the assessment of the risks of material
misstatement of the financial report, whether due to fraud or error. In making
those risk assessments, the auditor considers internal control relevant to the
entity's preparation and fair presentation of the financial report in order to
design audit procedures that are appropriate in the circumstances, but not for
the purpose of expressing an opinion on the effectiveness of the entity's
internal control. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of accounting estimates made by
the directors, as well as evaluating the overall presentation of the financial
report.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Independence
In conducting our audit, we have complied with the independence requirements of
the Corporations Act 2001.
Tel: 61 3 9603 1700 | Fax: 61 3 9602 3870 | www.pkf.com.au
PKF |ABN 83 236 985 726
Level 14, 140 William Street | Melbourne | Victoria 3000 | Australia
GPO Box 5099 | Melbourne |Victoria 3001
The PKF East Coast Practice is a member of the PKF International Limited network
of legally independent member firms. The PKF East Coast Practice is also a
member of the PKF Australia Limited national network of legally independent
firms each trading as PKF. PKF East Coast Practice has offices in NSW, Victoria
and Brisbane. PKF East Coast Practice does not accept responsibility or
liability for the actions or inactions on the part of any other individual
member firm or firms.
Liability limited by a scheme approved under Professional Standards Legislation.
Auditor's Opinion
In our opinion:
(a) the financial report of Medic Vision Limited is in accordance with the
Corporations Act 2001, including:
(i)giving a true and fair view of the company's and consolidated entity's
financial position as at 30 June 2009 and of their performance for the year
ended on that date; and
(ii) complying with Australian Accounting Standards (including the Australian
Accounting Interpretations) and the Corporations Regulations 2001; and
(b) the financial report also complies with International Financial Reporting
Standards as disclosed in Note 2(c).
Emphasis of Matter - Material Uncertainty Regarding Continuation as a Going
Concern
Without qualification to the audit opinion expressed above, attention is drawn
to the following matter.
As referred to in Note 2(b) "Going Concern" to the financial report, the company
and the consolidated entity incurred a loss for the year ended 30 June 2009 of
$2,392,906 and $2,464,407 respectively and had net cash outflows from operating
activities amounting to $494,758 and $1,820,427 respectively. These conditions
give rise to a material uncertainty which may cast significant doubt about the
ability of the company and the consolidated entity to continue as going
concerns, and therefore whether they will be able to pay their debts as and when
they fall due and realise their assets and extinguish their liabilities in the
normal course of business and at the amounts stated in the financial report. The
financial report has been prepared on a going concern basis and therefore does
not include any adjustments relating to the recoverability and classification of
recorded asset amounts, or to the amounts and classification of liabilities that
might be necessary should the company and the consolidated entity not continue
as going concerns.
Report on the Remuneration Report
We have audited the Remuneration Report included in pages 10 to 15 of the
directors' report for the year ended 30 June 2009. 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.
Auditor's Opinion
In our opinion the Remuneration Report of Medic Vision Limited for the year
ended 30 June 2009, complies with section 300A of the Corporations Acts 2001.
PKF R A Dean
Partner
22 October 2009
Melbourne
ADDITIONAL STOCK EXCHANGE INFORMATION
Additional information required by Australian Stock Exchange Limited and not
shown elsewhere in the Annual Report is as follows. The information is at
15 October 2009.
Number of Holders of Equity Securities
Ordinary Shares 106,408,959; fully paid ordinary shares are held by 856
individual shareholders. All ordinary shares carry one vote per share.
Unlisted Options
There are 8,000,000 unlisted options exercisable at various prices with various
exercise dates and vesting condition. Refer to Note 20 for more information.
+-----------------------+-------------+-------------+
| | | |
+-----------------------+-------------+-------------+
| Category (size of | | |
| holding) | | |
+-----------------------+-------------+-------------+
| 1 - 1,000 | 4 | 0 |
+-----------------------+-------------+-------------+
| 1,001 - 5,000 | 51 | 2 |
+-----------------------+-------------+-------------+
| 5,001 - 10,000 | 167 | 0 |
+-----------------------+-------------+-------------+
| 10,001 - 100,000 | 482 | 38 |
+-----------------------+-------------+-------------+
| 100,001 - and over | 152 | 19 |
+-----------------------+-------------+-------------+
| | 856 | 59 |
+-----------------------+-------------+-------------+
| Unmarketable parcels | 158 @ $0.08 | 7 @ $0.028 |
+-----------------------+-------------+-------------+
Shareholder Information
20 Largest Shareholders - Ordinary Shares
+---------+-------------------------------+----------------+--------------------+
| | | |
+-----------------------------------------+----------------+--------------------+
| 1. | Computershare Clearing Pty | 10,852,605 | 10.20% |
| | Ltd | | |
+---------+-------------------------------+----------------+--------------------+
| 2. | Mr R. Horley | 5,213,074 | 4.90% |
+---------+-------------------------------+----------------+--------------------+
| 3. | Dr I. Van Bremen | 4,000,000 | 3.76% |
+---------+-------------------------------+----------------+--------------------+
| 4. | H20 Pure Pty Ltd | 3,125,000 | 2.94% |
+---------+-------------------------------+----------------+--------------------+
| 5. | Mrs B. Rogerson | 3,000,000 | 2.82% |
+---------+-------------------------------+----------------+--------------------+
| 6. | Mr C. Rogerson | 2,811,979 | 2.64% |
+---------+-------------------------------+----------------+--------------------+
| 7. | UBS Wealth Management | 2,031,595 | 1.91% |
| | Australia Nominees Pty Ltd | | |
+---------+-------------------------------+----------------+--------------------+
| 8. | Mr. Christopher Robert | 1,700,000 | 1.60% |
| | Rogerson | | |
+---------+-------------------------------+----------------+--------------------+
| 9. | Mr K. & Mrs M. Burrows | 1,644,419 | 1.55% |
+---------+-------------------------------+----------------+--------------------+
| 10. | Frank Cannavo Investments Pty | 1,562,500 | 1.47% |
| | Ltd | | |
+---------+-------------------------------+----------------+--------------------+
| 11. | Lyme Ridge Pty Ltd | 1,562,500 | 1.47% |
+---------+-------------------------------+----------------+--------------------+
| 12. | Rogue Investment Pty Ltd | 1,500,000 | 1.41% |
+---------+-------------------------------+----------------+--------------------+
| 13. | Frank Cannavo Investment Pty | 1,450,000 | 1.36% |
| | Ltd | | |
+---------+-------------------------------+----------------+--------------------+
| 14. | Mr F. Cannavo + Mr A. Cannavo | 1,300,000 | 1.22% |
+---------+-------------------------------+----------------+--------------------+
| 15. | Mr. Paul Chu | 1,250,000 | 1.17% |
+---------+-------------------------------+----------------+--------------------+
| 16. | Ms. Emily Lee D'Cruz | 1,250,000 | 1.17% |
+---------+-------------------------------+----------------+--------------------+
| 17. | Mr . Dale Martin Hogan | 1,250,000 | 1.17% |
+---------+-------------------------------+----------------+--------------------+
| 18. | Mr. Peter Maiden | 1,250,000 | 1.17% |
+---------+-------------------------------+----------------+--------------------+
| 19. | Kansalex Pty Ltd | 1,146,666 | 1.08% |
+---------+-------------------------------+----------------+--------------------+
| 20. | Custodial Services Limited | 1,110,000 | 1.04% |
+---------+-------------------------------+----------------+--------------------+
| | | | |
+---------+-------------------------------+----------------+--------------------+
20 Largest Option Holders - Listed Options
+---------+-------------------------------+----------------+--------------------+
| | | |
+-----------------------------------------+----------------+--------------------+
| 1. | Mr S. Bodey | 1,494,395 | 17.08% |
+---------+-------------------------------+----------------+--------------------+
| 2. | Ms E. Muschol | 800,000 | 9.14% |
+---------+-------------------------------+----------------+--------------------+
| 3. | Mr J. Bolton | 600,000 | 6.86% |
+---------+-------------------------------+----------------+--------------------+
| 4. | Mr A. Strong | 550,000 | 6.29% |
+---------+-------------------------------+----------------+--------------------+
| 5. | Superstructure International | 500,000 | 5.71% |
| | Pty Ltd | | |
+---------+-------------------------------+----------------+--------------------+
| 6. | Mr O. & Mrs M Coote | 421,500 | 4.82% |
+---------+-------------------------------+----------------+--------------------+
| 7. | Mr M. Wallace | 390,000 | 4.46% |
+---------+-------------------------------+----------------+--------------------+
| 8. | Mr J. Lawler | 300,000 | 3.43% |
+---------+-------------------------------+----------------+--------------------+
| 9. | Mr J. Booth | 267,005 | 3.05% |
+---------+-------------------------------+----------------+--------------------+
| 10. | Mr O. Coote | 222,000 | 2.54% |
+---------+-------------------------------+----------------+--------------------+
| 11. | Custodial Services Limited | 200,000 | 2.29% |
+---------+-------------------------------+----------------+--------------------+
| 12. | Mr R. Falcone | 200,000 | 2.29% |
+---------+-------------------------------+----------------+--------------------+
| 13. | Ms K. Sandland | 200,000 | 2.29% |
+---------+-------------------------------+----------------+--------------------+
| 14. | Mrs R. Steele | 200,000 | 2.29% |
+---------+-------------------------------+----------------+--------------------+
| 15. | Alabasha Investments Pty Ltd | 184,000 | 2.10% |
+---------+-------------------------------+----------------+--------------------+
| 16. | Mr R. Tate | 150,000 | 1.71% |
+---------+-------------------------------+----------------+--------------------+
| 17. | Jkl Corporation Pty Ltd | 125,000 | 1.43% |
+---------+-------------------------------+----------------+--------------------+
| 18. | Chipman Nominees Pty Ltd | 110,000 | 1.26% |
+---------+-------------------------------+----------------+--------------------+
| 19. | Castlegarde Pty Ltd | 100,000 | 1.14% |
+---------+-------------------------------+----------------+--------------------+
| 20. | Mrs J. Chisholm | 100,000 | 1.14% |
+---------+-------------------------------+----------------+--------------------+
| | | 7,113,900 | 81.30% |
+---------+-------------------------------+----------------+--------------------+
Unquoted Equity Securities Holdings Greater than 20 per cent
There are no unquoted equity securities holding greater than 20 per cent.
Substantial Shareholders
The names of substantial shareholders who have notified the Company in
accordance with Section 671B of the Corporations Act are:
Ross Horley T/F Medical Technology Trust, 5,213,074 shares.
Shareholder Enquiries
Shareholders with enquiries about their shareholdings should contact the share
registry:
Computershare Investor Services Pty Ltd
Yarra Falls
452 Johnston
Street
Abbotsford, VIC 3067
Telephone: 1300 364 826 (within Australia)
+61 3 9415 4610 (outside Australia)
www.computershare.com.au
Change of Address, Change of Name, Consolidation of Shareholdings
Shareholders
should contact the Share Registry to obtain details of the procedure required
for any of these changes.
No Notes
Medic Vision Limited
45 Stubbs Street
Kensington, VIC 3031, AUSTRALIA
Telephone: + 61 3 9639
6488
Facsimile: + 61 3 9639 6499
vince.leone@medicvision.com.au
www.medicvision.com.au
This information is provided by RNS
The company news service from the London Stock Exchange
END
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