For personal use only - asx.com.au · For personal use only Shareholder Information 63-64. ... In addition to promoting the core events from Anthony Robbins ... Mastery) to these

FINANCIAL REPORT 2008

F O R T H E F I NA N C I A L Y E A R E N D E D 3 0 J U N E 2 0 0 8

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Empowernet International Limited ABN 113 538 533and Controlled Entity

30 June 2008

ANNUAL FINANCIAL REpORT

CONTENTS

Corporate Directory 1

CEO’s Review 2

Directors’ Report 3-15

Directors’ Declaration 16

Auditor’s Independence Declaration 17

Corporate Governance Statement 18-21

Income Statement 22

Balance Sheet 23

Statement of Changes in Equity 24-25

Cash Flow Statement 26

Notes to the Financial Statements 27-60

Independent Audit Report 61-62

Shareholder Information 63-64

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30 June 2008

1

CORpORATE DIRECTORY 30 JUNE 2008

DIRECTORSMarc Dussault – Chairman Michael Burnett – Managing director Leslie Freeman – Non-executive director

COmpANY SECRETARYOwen Armstrong

REgISTERED OFFICE AND pRINCIpAL OFFICELevel 9, 368 Sussex Street Sydney NSW 2000

Telephone: (02) 8267 5000 Facsimile: (02) 8267 5088 Internet: www.empowernet.com.au E-mail: info@ empowernet.com.au

SHARE REgISTRYComputershare Investor Services Pty Limited Level 3, 60 Carrington Street, Sydney NSW 2000 Telephone: (02) 8234 5000

AUDITORSHall Chadwick Level 29, St Martins Tower 31 Market Street, Sydney NSW 2000

BANkERSAustralia and New Zealand Banking Group Limited Level 2 665 George Street Sydney NSW 2000

LAwYERSLevitt Robinson Level 11 117 York Street SYDNEY NSW 2000

STOCk ExCHANgE LISTINg

Empowernet International Limited’s shares are quoted on the official list of the Australian Stock Exchange Limited (ASX code: ENI)

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30 June 2008

2

CEO’S REvIEw

Despite an increasingly tight economy which has seen a marked down turn in discretionary spending for many consumers worldwide, the Company has continued with its expansion plans into the Asia Pacific region over the last twelve months. In addition to promoting the core events from Anthony Robbins (Unleash The Power Within, Date With Destiny and Wealth Mastery) to these markets, the program portfolio has been extended with the addition of other seminars based on share trading and real estate investment (Real Estate Mastery). These have been successfully promoted in Indonesia, Malaysia, Thailand and Singapore.

These programs have also been staged in Australia over the last twelve months, complementing the suite of personal and business development seminars available to our clients. Supported by additional events such as teaching internet marketing and public speaking skills, the Company has delivered the comprehensive client self-development path detailed in the Prospectus. Central to this path were the Anthony Robbins’ events held during the year with excellent attendance results. ‘Unleash the Power Within’ attracted over 4,000 attendees, the highest number achieved in Australia for this event. ‘Date With Destiny’ attracted 810 attendees and ‘Wealth Mastery’ 522 attendees.

During the past two financial years the group has invested in intellectual property rights and IT infrastructure to develop its long-term success through defined sales and distribution channels. In particular, strategic investments have been made to secure the rights to internationally recognised events and products in personal development, relationship, career and wealth creation. To support the ongoing expansion of the business into new markets, and to facilitate the introduction of the new programs and products, significant investment has been made from both a financial and resource perspective toward the ongoing development of the CRM system installed last year so that it further meets the specific and complex needs of the business.

The Company continues to expand and diversify its range of programs, and expects within the course of the next year to implement a range of new products and services designed to support our clients in further enhancing their quality of life.

Michael Burnett Chief Executive Officer

Sydney, NSW 30 September 2008

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DIRECTORS’ REpORT

In accordance with a resolution of directors, the directors present their Report together with the Financial Report of Empowernet International Limited (the Company) and its controlled entity for the financial year ended 30 June 2008 and the Independent Audit Report thereon.

1. DIRECTORSThe names and details of directors of the Company at any time during or since the end of the financial year are:

3

Dr marc Roger Dussault Chairman and non-executive director.

Qualifications B. Eng, MBA, MLS (Law NSW), DBA.

Experience Appointed Chairman 13 July 2007. Board member since 13 July 2007, Dr Dussault has experience in a wide variety of industries in North America, Europe and Asia Pacific regions.

Interest in Shares and Options 281,000 shares held jointly. 500,000 shares held by Invictus Pty Limited, a company controlled by Dr Dussault.

Special Responsibilities Member of Audit and Risk Management Committee. Member of Nomination and Remuneration Committee.

Directorships held in other listed entities Executive Director of Imagine Un Limited. Dr Dussault has not served as a director of any other Australian listed entity in the last three years.

michael Edward Burnett Managing Director.

Experience Operating in Australia, New Zealand and throughout the Asia Pacific region, Mr Burnett has extensive experience as a packager, organiser, manager and promoter of personal development, sales, marketing and business training programs, products and services.

Interest in Shares and Options 1,000,000 shares held directly 10,000,000 shares held by Focal Point International Pty Limited 26,327,000 shares held by Vision Pursuit Pty Limited. Both these companies are controlled by Mr Burnett.

Special Responsibilities Managing Director of the Company

Directorships held in other listed entities Nil. Mr Burnett has not served as a director of any other Australian listed entity in the last three years.

Leslie Raymond Freeman Non-executive director.

Experience Former Managing Director of First Capital Group Limited, a publicly listed investment and financial services company. Mr Freeman is an advisor in sales and marketing, management systems and strategic planning and has an extensive background in business management, financial planning, sales and marketing and property development.

Interest in Shares and Options 6,570,000 shares held by Cramford Pty Limited. 10,000,000 shares held by Makir Pty Limited. Both these companies are controlled by Mr Freeman. Mr Freeman also has a relevant interest in the 24,278,000 shares held by First Capital Group Limited by virtue of his significant holding (greater than 20%) in First Capital Group Limited.

Special Responsibilities Member of Audit and Risk Management Committee. Member of Nomination and Remuneration Committee.

Directorships held in other listed entities First Capital Group Limited (resigned from this position on 30 July 2007). Mr Freeman has not served as a director of any other Australian listed entity in the last three years.


Directors’ Report30 June 2008

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(continued)

Richard Tan Independent non-executive director from 18 August 2006 to 30 November 2007

Experience Mr Tan is the CEO of SkyQuestCom, an information company with a presence in 29 countries world wide. He is also the CEO of the Success Resources group of companies which is currently a large educational seminar organiser in Asia, and has been operational in Asia for more than 13 years.

Interest in Shares and Options 24,000 shares held by Success Resources Pte Limited, a company owned and controlled by Mr Tan.

Special Responsibilities Represents the Company’s interests in the Asia Pacific region.

Directorships held in other listed entities Mr Tan has not served as a director of any other Australian listed entity in the last three years.

Deborah Louise Black Managing Director from 12 February 2007 to 12 July 2007

Qualifications Dip. Business.

Experience Ms Black’s background was in real estate and financial services.

Interest in Shares and Options Nil.

Special Responsibilities Ms Black was the Managing Director of the Company.

Directors have been in office since the beginning of the financial year to the date of this report, unless otherwise stated.

2. COmpANY SECRETARY

Owen Armstrong Company Secretary and Chief Financial Officer

Qualifications Bachelor of Commerce, CPA

Experience Mr Armstrong has over 30 years of experience across a range of service and manufacturing industries. He is a highly experienced executive who is responsible for the Company’s accounting and IT systems. Mr Armstrong was appointed as Company Secretary on 18 August 2006 and has worked as Company Secretary and Chief Financial Officer since then.

3. pRINCIpAL ACTIvITIESThe principal activities of the Company during the financial year were the provision of personal development seminars and associated products and services, covering individual personal, financial, career, health and relationship goals. There were no changes in the nature of these activities during the year under review.

4. OpERATINg RESULTSThe loss of the Company after providing for income tax amounted to $7,089,611. The consolidated loss of the Group after providing for income tax amounted to $7,071,672.

5. REvIEw OF OpERATIONSBy implementing the Board’s strategy to expand the range of events and services offered by the Group, revenue increased 33% from the 2007 financial year and resulted in a reduced reliance on the Anthony Robbins’ suite of events.

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(continued)

Two signature Anthony Robbins’ events, Unleash the Power Within, and Date With Destiny were held during the year with good attendance results. Ticket revenues for these two events were marginally above the prior year when three events were held. However, the market for the Robbins’ events appears to have tightened further and growth prospects are considered limited as the market has evolved.

The Company progressed with the release of new programs in the financial year to 30 June 2008 supported by new IT and web platforms. New programs were released covering real estate, internet marketing, business and related topics, generating revenues of $4.5M representing 49% of the $9.2M total revenue ($6.9M in 2007).

To support the development of new programs, the Company continued to invest in the development of its CRM data base and financial systems.

6.. FINANCIAL pOSITIONNet assets declined from $3,220,170 to a negative $3,356,916. An impairment charge of $2,500,000 for the carrying value of intangible assets contributed significantly to this. Total current liabilities have increased from $2,759,251 at 30 June 2007 to $4,862,008 at the end of the 2008 financial year with the Company securing funding of $1,000,000 by way of an issue of convertible notes.

The future prospects of the Company will be determined by a restructuring of the Company’s capital base as detailed in Events Subsequent to Balance Date.

7.. SIgNIFICANT CHANgES IN STATE OF AFFAIRSThe following significant changes in the state of affairs of the Company occurred during the financial year: (a) Following shareholder approval at the Company’s 2007 Annual General Meeting, 1,000,000 ordinary shares were issued to Michael Burnett at $0.032 per share pursuant to his employment agreement with financial assistance; (b) The Company issued convertible notes with a face value of $1,000,000 and an interest rate of 12.5%. 19,655,700 ordinary shares were issued on 25 February 2008 for nil consideration as per the terms and conditions of the transaction. These shares have been valued at $0.0159 per share for accounting purposes, being the weighted average price on the five days preceding the Extraordinary General meeting approving the transaction; (c) 4,011,800 ordinary shares were issued 12 May 2008 at $0.0339 per share; (d) 1,920,000 ordinary shares were issued 26 May 2008 at $0.0167 per share; (e) In the 2007 financial year the Company entered into a “Licence and Management Agreement” with Leadership Events Pty Limited (as trustee of the Leadership Events IP Unit Trust), issuing 21,441,176 performance shares to that entity valued at $0.50 per share for accounting purposes and 9,792,000 options on ordinary shares at an exercise price of $0.50 per share as part consideration under the agreement. This agreement licensed the use of certain intellectual property as well as the development of additional programs and services, and the provision of sales and marketing expertise. On 26 June 2008 the parties agreed to cancel the agreement. The terms of cancellation include the cancellation of the 21,441,176 performance shares subject to shareholder approval and the immediate cancellation of the options; (f) In the 2007 financial year the Company entered into a “Financial Services Agreement” with Gardean Pty Limited (as trustee of the Gardean Investment Trust 1 and the Gardean Investment Trust 2),and issued 2,000,000 ordinary shares at $0.50 per share with financial assistance and 6,000,000 performance shares valued at $0.50 per share for accounting purposes to this entity (as trustee of the Gardean Investment Trust 1) in consideration of a $6,000,000 finance facility. Terms of payment for the ordinary shares were an initial payment of $10,000 followed by a payment of at least $90,000 by 30 August 2007 and the balance no later than 28 February 2008. Shareholders approved the financial assistance at a meeting on 5 April 2007. As there was a risk that the $990,000 balance would not be received, a full provision was made in the accounts for the year ending 30 June 2007. Gardean has not paid the balance of $990,000 and on 26 June 2008 the parties agreed to cancel the agreement. The terms of cancellation include the cancellation of the 2,000,000 ordinary shares and the 6,000,000 performance shares subject to shareholder approval; (g) On 12 July 2007, Deborah Black resigned as Managing Director and subsequently, Michael Burnett was re-appointed Managing Director. Dr Marc Dussault was appointed as a director and Chairman of the Board on 13 July 2007.

Changes in controlled entities: The Company acquired financial and management control of Your Trading Room Pty Ltd on 1 November 2007 to secure a debt owed to the Company by it. No equity was acquired. Following repayment of the debt owed by Your Trading Room Pty Ltd by 30 April 2008, financial and management control ceased.

Other than the matters listed above, in the opinion of the directors, there were no other significant changes in the state of affairs of the Company.

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(continued)

8. EvENTS SUBSEqUENT TO REpORTINg DATE On 23 July 2008 the Company announced it had entered into a Merger Implementation Agreement with Superwoman Financial Solutions Pty Ltd (SFS) and subsequently a Share Purchase Agreement on 18 August 2008. Key terms of the announcement were that ENI will acquire the entire issued capital of SFS through the issue to the SFS vendors of 1,712,858,000 ordinary shares in ENI. Unlisted options for ordinary shares were also to be issued to certain SFS vendors. The merger is subject to conditions, including shareholder approval, due diligence, regulatory approvals and other requirements. The existing board of ENI, excluding Michael Burnett, was to resign and be replaced by nominees of SFS.

SFS and the Company are negotiating changes to the agreement but have not finalised any changes as at the date of this report. The parties have also executed a loan agreement whereby SFS has provided $630,000 to the Company. The loan is secured by a Deed of Charge over the Company’s undertakings, property rights and assets.

In addition on 23 July the Company announced it had entered into discussions to terminate an agreement with Playground Concepts Pty Ltd (PGC) and to settle the convertible note on issue to PGC. ENI and PGC have agreed, subject to shareholder approval, to issue 100,000,000 ordinary shares in ENI to settle the convertible note and agreement with PGC.

Except for the above, in the opinion of the directors, there has not arisen in the interval between the end of the financial year and the date of the report, any matter or circumstance that has significantly affected, or may significantly affect the Company’s operations, results of those operations, or the state of affairs in future financial years.

7. FUTURE pROSpECTS AND BUSINESS STRATEgIES The Company intends to continue its principal activities of provision of personal development seminars and associated products and services, covering individual personal, financial, career, health and relationship goals and will integrate and build on the SFS suite of services and opportunities arising from the merger.

To further improve the Company’s profit and maximise shareholder wealth, the following developments are intended to be implemented in the near future:

(a) the creation and development of new programs and services evolving from existing seminars, specifically designed to offer a clear, progressive education path for our clients;

(b) the introduction of new speakers and events to enhance the range and scope of personal development and educational programs offered to our clients; and

(c) the introduction and roll out of the Affiliate program, which is expected to create numerous new sales channels.

These developments, together with the current strategy of continuous improvement and an adherence to quality control in existing markets, are expected to assist in the achievement of the Company’s long-term goals and development of new business opportunities.

Further information about the likely developments in the operations of the Company in future years, the expected results of those operations, the strategies of the Company and its prospects for future financial years has been omitted from this Directors’ Report because disclosure of the information is likely to result in unreasonable prejudice to the Company

8. Environmental Regulations and performance

The Company’s operations are not subject to significant environmental regulation under the laws of the Commonwealth and State.

9. DIvIDENDS No dividend was paid, recommended for payment or declared during the year under review (2007: NIL).

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(continued)

10. OpTIONSUnissued Shares Under Option As at the date of this Report, there are no unissued ordinary shares of the Company under option.

Shares issued on exercise of options During the year ended 30 June 2008, no ordinary shares of the Company were issued on the exercise of options.

10. Directors’ meetings The number of directors meetings and committee meetings, and the number of meetings attended by each of the directors of the Company during the financial year under review are:

Director

Board meetings

Audit & Risk management Committee

Remuneration Committee

Entitled Attended Entitled Attended Entitled Attended

Michael Edward Burnett 10 10 - - - -

Leslie Raymond Freeman 10 10 2 2 2 2

Richard Tan,1 6 5 - - -

Deborah Louise Black, 2 - - - - -

Marc Roger Dussault, 3 9 9 2 2 2 2

1. Resigned as a director on 30 November 2007. 2. Resigned as a director on 12 July 2007. 3. Appointed as a director on 13 July 2007.

11. INDEmNIFICATION AND INSURANCE OF OFFICERS AND AUDITORS During or since the end of the financial year, the Company has given an indemnity or entered into an agreement to indemnify, or paid or agreed to pay insurance premiums as follows:

The Company has paid premiums to insure directors and officers of the Company against liabilities for costs and expenses incurred by them in defending any legal proceedings arising out of their conduct while acting in the capacity of director or officer of the Company, other than a wilful breach of duty in relation to the Company.

Details of the nature of the liabilities covered and the amount of premium paid in respect of Directors’ and Officers’ insurance policies are not disclosed as such disclosure is prohibited under the terms of the contracts.

The Company has not paid any premiums in respect of any contract insuring its auditor against a liability incurred in that role as an auditor of the Company. In respect of non-audit services, Hall Chadwick, the Company’s auditor, has the benefit of an indemnity to the extent that the auditor reasonably relies on information provided by the Company which is false, misleading or incomplete. No amount has been paid under this indemnity during the financial year ending 30 June 2008 or to the date of this Report.

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(continued)

12. NON - AUDIT SERvICES Details of the amounts paid to Hall Chadwick as the auditor of the Company for non-audit services provided during the year are:

The directors are satisfied that: (a) the non-audit services provided during the financial year by Hall Chadwick as the external auditor were compatible with the general standard of independence for auditors imposed by the Corporations Act; and

(b) any non-audit services provided during the financial year by Hall Chadwick as the external auditor did not compromise the auditor independence requirements of the Corporations Act or APES 110: Code of Ethics for Professional Accountants set by the Accounting Professional and Ethical Standards Board for the following reasons: i. Hall Chadwick have not involved partners or staff acting in a managerial or decision making capacity within the Company or been involved in the processing or originating of transactions; ii. a description of all non-audit services undertaken by Hall Chadwick and the related fees have been monitored by the Board to ensure complete transparency in relation to services provided; and iii. the declaration required by section 307C of the Corporations Act confirming independence has been received from Hall Chadwick.

13. pROCEEDINgS ON BEHALF OF THE COmpANY During the year under review and in the interval between the end of the financial year and the date of the report, neither the Company nor any other person applied for leave to the Court under section 237 of the Corporations Act.

14. REmUNERATION REpORTThe information provided here is that required under Section 300A of the Corporations Act, Accounting Standard AASB 124 Related Party Disclosures and Principle 8 of the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations.

REmUNERATION pOLICIES AND pRACTICESIn relation to remuneration issues, the Board has policies that are established to review the remuneration policies and practices of the Company to ensure that it remunerates fairly and responsibly. The Board believes that for the remuneration policy to be appropriate, it must be effective in its ability to attract and retain the best executives and to enable directors to run and manage the Company, as well as create goal congruence between directors, executives and shareholders.

The remuneration policy of the Board is designed to ensure that the level and composition of remuneration is competitive, reasonable and appropriate for the results delivered and to attract and maintain talented and motivated directors and employees. The remuneration structures reward the achievement of strategic objectives and achieve the broader outcome of creation of value for shareholders.

The Nomination and Remuneration Committee (Committee) was constituted in July 2007 and was delegated the task of: (a) reviewing current remuneration policies of the Company; (b) formalising these policies; (c) reviewing directors and executive packages; and (d) reviewing annually by reference to the Company’s performance, executive performance and comparable information from industry sectors

30 June 2008 $

30 June 2007 $

- Due diligence relating to the prospectus - 60,500

- Corporate services 9,118 -

- Taxation services 5,225 20,498

14,343 80,998

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(continued)NON-ExECUTIvE DIRECTOR REmUNERATION Board policy in this regard is to remunerate non-executive directors at market rates for time, commitment and responsibilities. Fees for non-executive directors are not linked to the performance of the Company. However, to align directors’ interests with shareholders, directors are encouraged to hold shares in the Company. The maximum aggregate amount of fees that can be paid to non-executive directors is subject to approval by shareholders at a General Meeting and is currently $300,000 per annum.

Non-executive directors have not been remunerated to date. Further, non-executive directors do not receive performance based bonuses or any retirement benefits.

In the coming years, the Committee will determine payments to the non-executive directors and review their remuneration annually, based on market practice, duties and accountability. Independent external advice may be sought when required.

ExECUTIvE DIRECTOR AND SENIOR ExECUTIvES’ REmUNERATION Remuneration for executive directors has been determined under negotiated contracts and designed to align objectives of directors and executives with shareholder and business objectives by providing a fixed remuneration component and offering specific long-term incentives based on key performance areas affecting the Company’s financial results.

All executives receive a base salary (which is based on factors such as length of service and experience), superannuation and fringe benefits. No executive has received options or performance incentives to date.

The performance of executives is to be measured against criteria agreed bi-annually with each executive and based predominantly on the forecast growth of the Company’s profits and shareholders’ value. All bonuses and incentives must be linked to predetermined performance criteria. The Board may, however, exercise its discretion in relation to approving incentives, bonuses and options, and can recommend changes to the Committee’s recommendations. Any change must be justified by reference to measurable performance criteria. The policy is designed to attract the highest calibre of executives and reward them for performance that results in long-term growth in shareholder wealth.

The executive directors and executives receive a superannuation guarantee contribution required by the government, which is currently 9%, and do not receive any other retirement benefits except as stated below.

All remuneration paid to executive directors and executives is valued at the cost to the Company and expensed. Shares which may be given to directors and executives will be valued as the difference between the market price of those shares and the amount paid by the director or executive. Options are valued using the Black-Scholes methodology.

pERFORmANCE-BASED REmUNERATIONThe remuneration packages of each executive director and each executive were reviewed during the year. Consideration has been given to a performance-based component, consisting of key performance indicators (KPIs) so as to facilitate goal congruence between directors/executives with that of the business and shareholders. It is normal to set KPIs annually, with a certain level of consultation with directors/executives to ensure buy-in. Such measures being specifically tailored to the areas each director/executive is involved in and has a level of control over. The KPIs will target areas which the Board believes hold greater potential for group expansion and profit, covering financial and non-financial as well as short and long-term goals. The level set for each KPI is to be based on budgeted figures for the Company and respective industry standards.

Performance in relation to the KPIs is assessed annually, with bonuses being awarded depending on the number and deemed difficulty of the KPIs achieved. Following the assessment, the KPIs are reviewed in light of the desired and actual outcomes, and their efficiency assessed in relation to the Company’s goals and shareholder wealth, before the KPIs are set for the following year.

In determining whether or not a KPI has been achieved, the Company bases the assessment on audited figures, however, where the KPI involves comparison of the Company to the market, independent reports are obtained from organisations such as Standard & Poors or the Australian Institute of Management.F

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(continued)COmpANY pERFORmANCE, SHAREHOLDER wEALTH AND DIRECTOR AND ExECUTIvE REmUNER-ATIONThe remuneration policy is to be tailored to increase goal congruence between shareholders, directors and executives. The two methods expected to be applied in achieving this aim consist of:

(a) a performance based bonus based on KPIs; and (b) the issue of shares or options to the majority of directors and executives to encourage the alignment of personal and shareholder interests. The following table shows the gross revenue, profits and dividends for the last two years for the Company, as well as the share price at the end of the respective financial years. The Company has only been operating since January 2006 and has been establishing an infrastructure for the growth and development of the business.

In light of the share price, the Board will continue to develop business strategies designed to strengthen share price growth.

kEY mANAgEmENT pERSONNEL REmUNERATION pOLICYThe Board’s policy for determining the nature and amount of remuneration of key management for the group is as follows:

The remuneration structure for key management personnel is based on a number of factors, including length of service, particular experience of the individual concerned, and overall performance of the Company. The contracts for service between the Company and key management personnel are on a continuing basis, the terms of which are not expected to change in the immediate future. Upon retirement, key management personnel are paid employee benefits entitlements accrued to date of retirement with one executive receiving a retirement benefit. Specific key management personnel are paid a proportion of their salary in the event of redundancy based on 3 months notice plus additional amounts based on years of service.

Emphasis is to be placed on payment for results through providing various cash bonus reward schemes, specifically, the incorporation of incentive payments based on the achievement of revenue targets and return on equity ratios. The objective of the reward scheme is to both reinforce the short- and long-term goals of the group and to provide a common interest between management and shareholders. The Committee will also determine the proportion of fixed and variable compensation for each key management personnel.

No bonuses have been made to key management personnel except for the position of Sales Manager.

It is the Board’s policy to establish employment agreements with all Executive Directors, executives and employees.

mANAgINg DIRECTOR – mICHAEL BURNETTThe Company entered into an executive service agreement with Michael Burnett in relation to his role as Managing Director on 1 July 2006. The remuneration comprises a salary of $300,000 per annum which is reviewed on an annual basis with an agreed minimum annual increase of 5% per annum. In addition, the agreement includes superannuation entitlements at the statutory rate, the payment of reasonable expenses incurred in performing his duties, and life, trauma and salary continuance insurance. An annual bonus may be paid based on performance criteria set by the Board. Subject to continuing employment with the Company and shareholder approval, 1,000,000 fully paid ordinary shares are to be issued to Mr Burnett annually pursuant to an executive share plan with financial assistance. The term of the agreement is a minimum of twelve months.

The agreement may be terminated by Mr Burnett giving three months written notice. The Company may terminate the agreement on certain events namely insolvency of the executive, failure to perform any of the terms of the agreement or if the executive commits any criminal offence which has a material adverse effect on the Company. The Company may also terminate the agreement without cause subject to: 1. in the first year of service on the giving of 3 months actual notice plus 6 months payment in lieu of additional notice; 2. in the second year of service on the giving of 3 months actual notice plus 9 months payment in lieu of additional notice; 3. in the third and each subsequent year of service on the giving of 3 months actual notice plus 12 months payment in lieu of additional notice.

2008 $

2007 $

Revenue 8,960,421 6,901,950

Net (Loss) (7,089,611) (20,694,078)

Share Price at Year-end 0.07 0.059

Dividends Paid - -

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Mr Burnett resigned as Managing Director and was appointed Executive Chairman on 12 February 2007 on the appointment of Ms Deborah Black to the position of Managing Director. Following the resignation of Ms Black on 12 July 2007 Mr Burnett resumed the role of Managing Director.

mANAgINg DIRECTOR – DEBORAH BLACkMs Black was appointed Managing Director on 12 February 2007 under a services agreement with Independent Financial Services Pty Limited on a total remuneration package of $300,000 per annum. Ms Black resigned on 12 July 2007.

COmpANY SECRETARY AND CHIEF FINANCIAL OFFICERThe Company entered into a new executive service agreement with Owen Armstrong in relation to his role as Company Secretary and Chief Financial Officer. The remuneration comprises a salary of $163,500 per annum from 1 July 2007 and increasing to $215,000 per annum from 1 July 2008 which is reviewed on an annual basis with an agreed minimum annual increase of 5% per annum. In addition, the agreement includes superannuation entitlements at the statutory rate, and the payment of reasonable expenses incurred in performing his duties. Subject to continuing employment with the Company and shareholder approval, 500,000 fully paid ordinary shares are to be issued to Mr Armstrong annually pursuant to an executive share plan with financial assistance. The term of the agreement is for 3 years from 1 July 2007.

The agreement may be terminated by Mr Armstrong giving three months written notice. Should effective control of the Company (whether by substantial change in shareholding or in voting) change, Mr Armstrong may terminate the agreement and receive the termination payments as applicable for termination without cause by the Company. The Company may terminate the agreement on certain events namely insolvency of the executive, failure to perform any of the terms of the agreement or if the executive commits any criminal offence which has a material adverse effect on the Company. The Company may also terminate the agreement without cause subject to:

1. in the first year of service on the giving of 3 months actual notice plus 6 months payment in lieu of additional notice; 2. in the second year of service on the giving of 3 months actual notice plus 9 months payment in lieu of additional notice; 3. in the third and each subsequent year of service on the giving of 3 months actual notice plus 12 months payment in lieu of additional notice.

The commencement date for calculation of termination payments is 15 November 1999, the date Mr Armstrong joined the original business subsequently acquired by the Company. Mr Armstrong is entitled to a retirement benefit at the end of the term amounting to 25% of the annual salary in the final year of the agreement.

CHIEF OpERATINg OFFICERThe Company entered into a new executive service agreement with Louise Moule in relation to her role as Chief Operating Officer. The remuneration comprises a salary of $163,500 per annum from 1 July 2007 and increasing to $200,000 per annum from 1 July 2008 which is reviewed on an annual basis with an agreed minimum annual increase of 5% per annum. In addition, the agreement includes superannuation entitlements at the statutory rate, and the payment of reasonable expenses incurred in performing her duties. Subject to continuing employment with the Company and shareholder approval, 500,000 fully paid ordinary shares are to be issued to Ms Moule annually pursuant to an executive share plan with financial assistance. The term of the agreement is for 3 years from 1 July 2007.

The agreement may be terminated by Ms Moule giving three months written notice. Should effective control of the Company (whether by substantial change in shareholding or in voting) change, Ms Moule may terminate the agreement and receive the termination payments as applicable for termination without cause by the Company. The Company may terminate the agreement on certain events namely insolvency of the executive, failure to perform any of the terms of the agreement or if the executive commits any criminal offence which has a material adverse effect on the Company. The Company may also terminate the agreement without cause subject to:

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(continued)


The commencement date for calculation of termination payments is 15 March 2001, the date Ms Moule joined the original business subsequently acquired by the Company.

EvENTS mANAgERThe Company entered into an executive service agreement with Rachel Bourke in relation to her role as Events Manager. The remuneration comprises a salary of $100,000 per annum from 1 July 2007 and increasing to $110,000 per annum from 1 July 2008 which is reviewed on an annual basis with an agreed minimum annual increase of 5% per annum. In addition, the agreement includes superannuation entitlements at the statutory rate, and the payment of reasonable expenses incurred in performing her duties. Subject to continuing employment with the Company and shareholder approval, 500,000 fully paid ordinary shares are to be issued to Ms Bourke annually pursuant to an executive share plan with financial assistance. The term of the agreement is for 3 years from 1 July 2007.

The agreement may be terminated by Ms Bourke giving three months written notice. Should effective control of the Company (whether by substantial change in shareholding or in voting) change, Ms Bourke may terminate the agreement and receive the termination payments as applicable for termination without cause by the Company. The Company may terminate the agreement on certain events namely insolvency of the executive, failure to perform any of the terms of the agreement or if the executive commits any criminal offence which has a material adverse effect on the Company. The Company may also terminate the agreement without cause subject to:


The commencement date for calculation of termination payments is 23 June 2003, the date Ms Bourke joined the original business subsequently acquired by the Company

SALES mANAgERThe Company entered into an employment agreement with Saira Khalid in relation to her role as Sales Manager on 11 October 2007. The remuneration comprises a salary of $60,000 per annum plus a fixed rate commission and bonuses for the achievement of sales targets and is reviewed on an annual basis. In addition, the agreement includes statutory superannuation entitlements, and the payment of reasonable expenses incurred in performing her duties.

The agreement may be terminated by either party giving one month written notice.

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(continued)

REmUNERATION OF DIRECTORS AND kEY mANAgEmENT pERSONNEL 2008

Short-term Benefits

post-Employment Benefits

Total performance Related

2008 Cash, salary & commissions

Other Super-annuation

$ $ $ $ %

Directors

Michael Burnett 275,000 7,101 24,750 306,851 -

Deborah Black1 75,000 - - 75,000 -

key management personnel

Owen Armstrong 149,875 672 13,489 164,036 -

Louise Moule 149,875 672 13,489 164,036 -

Rachel Bourke 100,000 - 9,000 109,000 -

Saira Khalid 185,717 - 16,715 202,432 792

Total 935,434 8,445 77,193 1,021,355

1 Director’s fees for the services of Ms Black were paid to Independent Financial Services Pty Limited. Payments include GST.

2 Commission paid on sales plus bonuses for achieving sales targets

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(continued)

REmUNERATION OF DIRECTORS AND kEY mANAgEmENT pERSONNEL 2007

pERFORmANCE INCOmE AS A pROpORTION OF TOTAL REmUNERATIONExecutive directors and senior executives have not been paid performance based bonuses except for the Sales Manager. The Committee will review performance based bonuses to:

(a) encourage achievement of specific goals that have been given a high level of importance in relation to the future growth and profitability of the Company; and

(b) gauge their effectiveness against achievement of the set goals, and adjust future years’ incentives as they see fit, to ensure use of the most cost effective and efficient methods.

15. CORpORATE gOvERNANCE The directors aspire to maintain the standards of Corporate Governance appropriate to the size of the Company. The Company’s Corporate Governance Statement is contained on pages 18 to 21 of the Annual Report.

Short-term Benefits

post-Employment Benefits

Total performance Related

2007 Cash, salary & commissions

Other Super-annuation

$ $ $ $ %

Directors

Michael Burnett 300,000 5,336 27,000 332,336 -

Deborah Black 3 100,000 - - 100,000 -

key management personnel

Owen Armstrong 160,666 - 14,460 175,126 -

Louise Moule 160,650 - 14,458 175,108 -

Rachel Bourke 71,666 - 6,450 78,116 -

Saira Khalid - - - -

Total 792,982 5,336 62,368 860,686

3Director’s fees for the services of Ms Black were paid to Independent Financial Services Pty Limited. Payments include GST.

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(continued)

16. AUDITOR’S INDEpENDENCE DECLARATIONThe auditor’s independence declaration for the year ended 30 June 2008 has been received and can be found on page 17 of the Annual Report.

This report is signed in accordance with a resolution of the directors.

Michael Burnett Managing Director Sydney, NSW 30 September 2008

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30 June 2008

DIRECTORS’ DECLARATION

The directors of the company declare that:

1 The financial statements and notes, as set out on pages 22-60, are in accordance with the Corporations Act 2001 and: a) comply with Accounting Standards and the Corporations Regulations 2001; and b) give a true and fair view of the financial position as at 30 June 2008 and of the performance for the year ended on that date of the Company and consolidated group;

2 The Chief Executive Officer and Chief Financial Officer have each declared that: a) the financial records of the Company for the financial year have been properly maintained in accordance with section 286 of the Corporations Act 2001; b) the financial statements and notes for the financial year comply with the Accounting Standards; and c) the financial statements and notes for the financial year give a true and fair view.

3 the remuneration disclosures that are included on pages 8 to 15 of the Remuneration Report in the directors’ report comply with Australian Accounting Standard AASB 124 Related Party Disclosures; and

4 in the directors’ opinion there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.

Michael Burnett Chief Executive Officer

Sydney, NSW 30 September 2008

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30 June 2008

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30 June 2008

CORpORATE gOvERNANCE STATEmENT

Empowernet International Limited (the “Company”) is committed to good corporate governance and disclosure. The Company has where possible, adopted the ASX Corporate Governance Council’s “Principles of Good Corporate Governance and Best Practice Recommendations” for the entire financial year ended 30 June 2008. Where the ASX Corporate Governance Council’s recommendations have not been adopted by the Company, this has been identified and explained below.

1. LAY SOLID FOUNDATIONS FOR mANAgEmENT AND OvERSIgHT1.1 Formalise and disclose the functions of the Board and management

The directors of the Company are accountable to shareholders for the proper management of the business and affairs of the Company. The Chief Executive Officer (CEO) is also the Managing Director of the Company and hence a member of the Board The key responsibilities of the Board are:- • the oversight of the company, including its control and accountability systems; • establishing, monitoring and modifying corporate strategies and performance objectives; • ensuring that appropriate risk management systems, internal compliance and control, reporting systems, codes of conduct, and legal compliance measures are in place; • monitoring the performance of management and implementation of strategy, and ensuring appropriate resources are available; • approving and monitoring of financial and other reporting; • approving dividends, major capital expenditure, acquisitions and capital raising/restructures; • appointment and removal of CEO, Company Secretary and senior management.

2. STRUCTURE THE BOARD TO ADD vALUE 2.1 Board composition

The constitution of the Company provides that the number of directors (not including alternate directors) should be not less than three or more than nine. There are presently three directors. The Managing Director is an executive director, the Chairman is a non-executive director and the other director is non-executive.

The skills, experience and expertise relevant to the position of each director who was in office at the date of the Annual Report (and are still in office) and their term of office are detailed in the Directors’ Report.

Richard Tan was an independent non-executive director until his resignation 30 November 2007. Dr Marc Dussault was initially appointed as an independent non-executive director but during the 2008 financial year has subsequently consulted to the Company. The Company acknowledges that it does not comply with Council’s recommendation that the Board should comprise of a majority of independent directors. The Company has been seeking appropriately qualified persons and on completion of the merger announced with Superwoman Financial Solutions Pty Ltd is expected to have a majority of independent non-executive directors.

When determining whether a non-executive director is independent the director must not fail any of the following materiality thresholds:

• Must not be a substantial shareholder or ‘associated directly with’ a substantial shareholder of the Company (a substantial shareholder is a shareholder holding 5% or more of the Company). • Must not have been employed as an executive by the Company or a group member within the previous three years after ceasing to hold such employment. • Must not be a principal of a ‘material professional adviser’ or a ‘material consultant’ to the Company or a group member.

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Corporate Governance Statement30 June 2008

(continued)

• Must not be a material supplier or customer of the Company (or a group Member) or an officer of or otherwise associated directly or indirectly with a material supplier or customer. • Must not have served on the Board for a period which could be perceived to materially interfere with the director’s ability to act in the best interests of the Company. • Has a material contractual relationship with the Company or other group member other than as a director of the Company • Must be free from any interest and any business or other relationship which could reasonably be perceived to materially interfere with the director’s ability to act in the best interests of the Company.

Directors have the right to seek independent professional advice in the furtherance of their duties as directors at the Company’s expense. Written approval must be obtained from the chairman prior to incurring any expenses on behalf of the Company.

2.2 Chairperson of the BoardThe chairperson is a non-executive director but is not independent due to being a material supplier to the Company. However, the Board believes that the chairperson is able to make quality and independent judgement on all relevant issues falling within the scope of the role of a chairperson. The Board acknowledges that it does not comply with the Council’s recommendations regarding independence of the Chairperson.

The roles of CEO and chairperson are exercised by different individuals. The Board has delegated day-to-day responsibility for the management of the Company to the CEO. The CEO must consult the Board on all matters that are sensitive, extraordinary or of a strategic nature.

2.3 Nomination and remuneration committeeThe Board established the Nomination and Remuneration Committee in July 2007. The Committee consists of 2 members and is chaired by Dr Marc Dussault. Where necessary, the Committee seeks advice of independent external advisors in connection with the suitability of applicants. The Committee is required to have a formal charter but has not yet adopted one. Once this is adopted, it will be posted on the website of the Company. The Board acknowledges that it does not comply with the Council’s recommendations regarding composition of the Committee. However, with the expected appointment of additional non-executive directors, the Company will be able to comply with this recommendation.

The Committee is required to have a formal charter and proposes to adopt one. Once this is adopted, it will be posted on the website of the Company.

3. pROmOTE ETHICAL AND RESpONSIBLE DECISION-mAkINg3.1 Code of conduct

The Company recognises the need for directors and employees to observe the highest standards of behaviour and business ethics. Contracts with all executive directors and employees specify code of conduct principles that apply to ensure that the Company maintains highest standards of integrity, honesty and fairness in its dealings with employees, contractors, customers, suppliers, clients, shareholders, regulators and the community as a whole.

3.2 Share trading policyThe Company’s policy regarding directors and employees trading in its securities is set by the Board. The policy restricts directors and employees from acting on material information until it has been released to the market and adequate time has been given for this to be reflected in the security’s prices.

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Corporate Governance Statement30 June 2008

(continued)

3. SAFEgUARD INTEgRITY IN FINANCIAL REpORTINg4.1StatementtotheBoardbytheCEOandchieffinancialofficer

The Board requires the managing director and the chief financial officer (CFO) to state in writing to the Board that the financial reports of the Company present a true and fair view, in all material respects, of the Company’s financial condition and operational results of the Company and are in accordance with relevant accounting standards.

4.2 Audit and Risk management CommitteeThe Board established an Audit and Risk Management Committee in July 2007 to provide assistance to the Board in fulfilling the corporate governance and oversight responsibilities of the Board to verify and safeguard the integrity of the financial reporting of the Company.

The Audit and Risk Management Committee consisted of two members and was chaired by Leslie Freeman, a non-executive director. The other member is the Chairman of the Board. The Board acknowledges that it does not comply with the Council’s recommendations regarding composition of the Committee. However, with the expected appointment of additional non-executive directors, the Company will be able to comply with this recommendation.

The Committee is required to have a formal charter and proposes to adopt one. Once this is adopted, it will be posted on the website of the Company.

4. make timely and balanced disclosureThe Company has established procedures designed to ensure compliance with the ASX Listing Rules so that Company announcements are made in a timely manner, are factual, do not omit material information and are expressed in a clear and objective manner that allows investors to assess the impact of the information when making investment decisions. Established policies also ensure accountability at a senior management level for ASX compliance.

The Board approves all disclosures necessary to ensure compliance with ASX Listing Rule disclosure requirements.

5. RESpECT THE RIgHT OF SHAREHOLDERSThe Company has a communications strategy and is committed to promoting effective communication with share holders, subject to privacy laws and the need to act in the best interests of the Company by protecting commercial information. The Company communicates effectively with shareholders through releases to the market via ASX, the Company’s website, information mailed to shareholders and the general meetings of the Company. Shareholders can participate in general meetings of the Company and can ask questions of the external auditor, who will be present at the meeting, regarding the conduct of audit of the financial accounts and preparation and content of the auditor report.

6. RECOgNISE AND mANAgE RISkThe Board has established policies on risk oversight and management. To carry out this function, the Audit and Risk Management Committee: • reviews the financial reporting process of the Company and reports findings to the Board; • discusses with management, the adequacy and effectiveness of the accounting and financial controls, including the policies and procedures of the Company to assess, monitor and manage business risk; • reviews reports from the external auditor for any audit problems and the Company’s critical policies and practices; • reviews and assesses the independence of the external auditor.F

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30 June 2008

The Board continually monitors areas of significant business risk. Once particular risks are identified it is the responsibility of the Board to ensure that management takes such action as is required to manage the risk.

Systems of internal financial control have been put in place by the management of the Company and are designed to provide reasonable, but not absolute protection against fraud and material misstatement. These controls are intended to identify, in a timely manner, control issues that require attention by the Board or audit committee.

The CEO and the CFO state to the Board in writing that the statement given to the Board that the accounts are true and fair and comply with accounting standards, is founded on a sound system of risk management and internal compliance and control which implements the policies adopted by the Board; and the Company’s risk management and internal compliance and control system is operating efficiently.

7. ENCOURAgE ENHANCED pERFORmANCEWhile no performance evaluation of the Board or management was carried out for the financial year ended 30 June 2008 this is continually monitored by the chairman and the Board. The chairman also speaks to each director individually regarding their role as a director.

8. REmUNERATE FAIRLY AND RESpONSIBLYThe remuneration policy, which sets the terms and conditions for the CEO and other senior executives has been approved by the Board. All executives receive a base salary, and superannuation. The Board reviews executive packages annually by reference to Company performance, executive performance, comparable information from industry sectors and other listed companies.

The amount of remuneration of all directors and the five highest paid executives, including all monetary and non- monetary components, is detailed in the Directors’ Report. All remuneration paid to executives is valued at cost to the Company and expensed. No options have been issued to directors or employees.

The Board expects that the remuneration structure implemented will result in the Company being able to attract and retain the best executives to run the Consolidated Group. It will also provide executives with the necessary incentives to work to grow long-term shareholder value.

9. RECOgNISE THE LEgITImATE INTEREST OF STAkEHOLDERSThe Company applies a Code of Conduct to guide compliance with legal and other obligations to stakeholders of the Company.

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30 June 2008

Consolidated parent Entity

2008 $

2007 $

2008 $

2007 $

Sales revenue 2 9,208,339 6,901,950 8,960,421 6,901,950

Cost of sales 3 (7,374,130) (5,568,187) (7,374,130) (5,568,187)

Gross profit 1,834,209 1,333,763 1,586,291 1,333,763

Other income – interest received 2 68,868 126,215 84,853 126,215

Occupancy expenses (388,853) (359,106) (388,853) (359,106)

Administration expenses (5,633,152) (5,365,629) (5,419,158) (5,365,629)

Borrowing costs 3 - (3,000,000) - (3,000,000)

Share based payments (312,525) - (312,525) -

Depreciation & Amortisation 3 (140,219) (47,061) (140,219) (47,061)

Impairment of Intangible assets 3 (2,500,000) (13,326,162) (2,500,000) (13,326,162)

Net loss for the period (7,071,672) (20,637,980) (7,089,611) (20,637,980)

Income tax (expense) 4 - (56,098) - (56,098)

Profit attributable to minority interest 17,939 (20,694,078) - (20,694,078)

Loss attributable to members of the parent entity

(7,089,611) (20,694,078) (7,089,611) (20,694,078)

Overall Operations

Basic and diluted earnings per share (cents per share)

7 (0.05) (0.17) (0.05) (0.17)

INCOME STATEMENT FOR YEAR ENDED 30 JUNE 2008

The Income Statement should be read in conjunction with the accompanying notes.

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30 June 2008

BALANCE SHEET AS AT 30 JUNE 2008

Consolidated parent entity

Note 2008 $

2007 $

2008 $

2007 $

ASSETS

Current assets

Cash and cash equivalents 8 36,107 1,416,646 36,107 1,416,646

Trade and other receivables 9 531,687 760,412 531,687 760,412

Inventories 10 16,054 36,050 16,054 36,050

Loans 11 - 330,000 - 330,000

Other current assets 14 319,886 32,198 319,886 32,198

Total current assets 903,734 2,575,306 903,734 2,575,306

NON-CURRENT AS-SETS

Trade and other receivables 9 - 207,551 - 207,551

Plant and equipment 13 516,082 540,247 516,082 540,247

Intangible assets 15 123,600 2,685,456 123,600 2,685,456

Total non-current assets 639,682 3,433,254 639,682 3,433,254

Total assets 1,543,416 6,008,560 1,543,416 6,008,560

CURRENT LIABILITIES

Trade and other payables 16 3,774,858 2,676,747 3,774,858 2,676,747

Financial liabilities 18 1,000,000 - 1,000,000 -

Short-term provisions 19 87,150 82,504 87,150 82,504

Total current liabilities 4,862,008 2,759,251 4,862,008 2,759,251

Non-current liabilities

Long-term provisions 19 38,324 29,139 38,324 29,139

Total non-current li-abilities

38,324 29,139 38,324 29,139

Total liabilities 4,900,332 2,788,390 4,900,332 2,788,390

Net assets (3,356,916) 3,220,170 (3,356,916) 3,220,170

Equity

Issued capital 20 23,063,940 22,551,415 23,063,940 22,551,415

Reserves 21 1,175,040 1,175,040 1,175,040 1,175,040

Retained earnings (27,595,896) (20,506,285) (27,595,896) (20,506,285)

Total equity (3,356,916) 3,220,170 (3,356,916) 3,220,170

The Balance Sheet should be read in conjunction with the accompanying notes.For

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30 June 2008

STATEMENT OF CHANGES IN EQUITY FOR YEAR ENDED 30 JUNE 2008

Consolidated Share Capital Options Retained Total

Ordinary performance Reserve Earnings

Shares A Class

Shares A Class

Shares B Class

$ $ $ $ $ $

Balance at 1 July 2006 3,404,595 - - - (102,625) 3,301,970

Retrospective adjustment on change of accounting policy

- - - - 290,418 290,418

Shares issued during the year

6,114,500 3,000,000 10,720,588 - - 19,835,088

Transaction costs (688,268) - - - - (688,268)

Issue of options for shares

- - - 1,175,040 - 1,175,040

Loss attributable to members

- - - - (20,694,078) (20,694,078)

Balance as at 30 June 2007

8,830,827 3,000,000 10,720,588 1,175,040 (20,506,285) 3,220,170


512,525 - - - - 512,525


- - - - (7,089,611) (7,089,611)


9,343,352 3,000,000 10,720,588 1,175,040 (27,595,896) (3,356,916)

The Statement of Changes in Equity should be read in conjunction with the accompanying notes.

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30 June 2008

STATEMENT OF CHANGES IN EQUITY FOR YEAR ENDED 30 JUNE 2008

parent Entity Share Capital Options Retained Total

Ordinary performance Reserve Earnings

Shares A Class

Shares A Class

Shares B Class

$ $ $ $ $ $

Balance at 1 July 2006

3,404,595 - - - (102,625) 3,301,970

Retrospective adjustment on change of accounting policy

- - - - 290,418 290,418


6,114,500 3,000,000 10,720,588 - - 19,835,088

Transaction costs (688,268) - - - - (688,268)

Issue of options for shares

- - - 1,175,040 - 1,175,040


- - - - (20,694,078) (20,694,078)


8,830,827 3,000,000 10,720,588 1,175,040 (20,506,285) 3,220,170


512,525 - - - - 512,525


- - - - (7,089,611) (7,089,611)


9,343,352 3,000,000 10,720,588 1,175,040 (27,595,896) (3,356,916)

The Statement of Changes in Equity should be read in conjunction with the accompanying notes.

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30 June 2008

CASH FLOW STATEMENT FOR YEAR ENDED 30 JUNE 2008

Consolidated parent entity

Note 2008 $

2007 $

2008 $

2007 $

Cashflowsfrom operating activities

Receipts from customers 9,678,583 6,401,762 9,430,666 6,401,762

Payments to suppliers and employees

(12,394,649) (11,294,114) (12,162,717) (11,294,114)

Interest received 68,868 126,215 84,853 126,215

Interest paid (101) (6,502) (101) (6,502)

Income tax paid - (136,581) - (136,581)

Net cash provided by (used in) operating activities

25(a)(2,647,299) (4,909,220) (2,647,299) (4,909,220)

Cashflowsfrom investing activities

Purchase of plant and equipment (63,240) (317,343) (63,240) (317,343)

Website development costs - (185,456) - (185,456)

Repayment/(purchase) of convertible note

330,000 (330,000) 330,000 (330,000)

Net cash provided (used in) investing activities

266,760 (832,799) 266,760 (832,799)

Cashflowsfrom financingactivities

Proceeds from issue of shares - 5,716,651 - 5,716,651

Proceeds from borrowings 1,000,000 (212,000) 1,000,000 212,000

Repayment of borrowings - (212,000) - (212,000)

Net cash provided (used in)financingactivities

1,000,000 5,716,651 1,000,000 5,716,651

Net (decrease) increase in cash held

(1,380,539) (25,368) (1,380,539) (25,368)

Cash at beginning of financial year 1,416,646 1,442,014 1,416,646 1,442,014

Cashatendoffinancialyear

8 36,107 1,416,646 36,107 1,416,646

The Cash Flow Statement should be read in conjunction with the accompanying notes.

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30 June 2008

NOTES TO THE FINANCIAL STATEmENTS

NOTE 1: STATEmENT OF SIgNIFICANT ACCOUNTINg pOLICIESThis financial report includes the consolidated financial statements and notes of Empowernet International Limited and a controlled entity (‘Consolidated Group’ or ‘Group’), and the separate financial statements and notes of Empowernet International Limited as an individual parent entity (‘Parent Entity’ or ‘the Company’).

BASIS OF pREpARATIONThe financial report is a general purpose financial report that has been prepared in accordance with Australian Accounting Standards, including Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.

Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a financial report containing relevant and reliable information about transactions, events and conditions to which they apply. Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial Reporting Standards. Material accounting policies adopted in the preparation of this financial report are presented below. They have been consistently applied unless otherwise stated.

The financial report has been prepared on an accruals basis and is based on historical costs, modified, where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities.

ACCOUNTINg pOLICIESa. going Concern

The financial report has been prepared on a going concern basis which contemplates continuity of normal business activities and the redistribution of assets and settlement of liabilities in the ordinary course of business. The Company recorded a loss of $7,089,611 during the year ended 30 June 2008 after impairment charges of $2,500,000 on goodwill and as at 30 June 2008 the company’s current liabilities exceeded its current assets by $3,958.274. The directors nevertheless believe that the merger with Superwoman Financial Solutions Pty Limited and the development of new programs and services will provide significant growth and a sustainable revenue base for future profitability.

b. principles of ConsolidationA controlled entity is any entity over which the Parent Entity has the power to govern the financial and operating policies so as to obtain benefits from its activities. In assessing the power to govern, the existence and effect of holdings of actual and potential voting rights are considered.

A list of controlled entities is contained in Note 12 to the financial statements.

As at reporting date, the assets and liabilities of all controlled entities have been incorporated into the consolidated financial statements as well as their results for the year then ended. Where controlled entities have entered (left) the consolidated group during the year, their operating results have been included (excluded) from the date control was obtained (ceased).

All inter-group balances and transactions between entities in the consolidated group, including any unrealised profits or losses, have been eliminated on consolidation. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with those adopted by the parent entity.

Minority interests, being that portion of the profit or loss and net assets of subsidiaries attributable to equity interests held by persons outside the group, are shown separately within the Equity section of the consolidated Balance Sheet and in the consolidated Income Statement.

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Notes to the Financial Statements30 June 2008

(continued)NOTE 1: STATEmENT OF SIgNIFICANT ACCOUNTINg pOLICIES CONT’Dc. Income Tax

The income tax expense (revenue) for the year comprises current income tax expense (income) and deferred tax expense (income).

Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated using applicable income tax rates enacted, or substantially enacted, as at reporting date. Current tax liabilities (assets) are therefore measured at the amounts expected to be paid to (recovered from) the relevant taxation authority.

Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well unused tax losses.

Current and deferred income tax expense (income) is charged or credited directly to equity instead of the profit or loss when the tax relates to items that are credited or charged directly to equity.

Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets also result where amounts have been fully expensed but future tax deductions are available. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss.

Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on tax rates enacted or substantively enacted at reporting date. Their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the related asset or liability.

Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised.

Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are offset where a legally enforceable right of set-off exists, the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.

d. InventoriesInventories are measured at the lower of cost and net realisable value.

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(continued)NOTE 1: STATEmENT OF SIgNIFICANT ACCOUNTINg pOLICIES CONT’De. plant and Equipment

Each class of plant and equipment is carried at cost or fair value less, where applicable, any accumulated depreciation and impairment losses.

Plant and equipment are measured on the cost basis.

The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows that will be received from the asset’s employment and subsequent disposal. The expected net cash flows have been discounted to their present values in determining recoverable amounts.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the income statement during the financial period in which they are incurred.

Depreciation

The depreciable amount of all fixed assets including building and capitalised lease assets, but excluding freehold land, is depreciated on a diminishing value basis over the useful lives to the Company commencing from the time the asset is held ready for use. Leasehold improvements are depreciated over the shorter of either the unexpired period of the lease or the estimated useful lives of the improvements.

The depreciation rates used for each class of depreciable assets are:

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date.

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are included in the income statement. When revalued assets are sold, amounts included in the revaluation reserve relating to that asset are transferred to retained earnings.

f. LeasesOperating leases

Payments made under operating leases are recognised in the Income Statement on a straight-line basis over the term of the lease. Where operating leases have fixed increases the payments are recognised over the term of the lease on a straight-line basis.

Class of Fixed Asset Depreciation Rate

Plant and equipment 25%

Fixtures & Fittings, Furniture 7.5%

Other plant and equipment 20%

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(continued)NOTE 1: STATEmENT OF SIgNIFICANT ACCOUNTINg pOLICIES CONT’Dg. Financial Instruments

Recognition and Initial Measurement

Financial instruments, incorporating financial assets and financial liabilities, are recognised when the entity becomes a party to the contractual provisions of the instrument. Trade date accounting is adopted for financial assets that are delivered within timeframes established by marketplace convention.

Financial instruments are initially measured at fair value plus transactions costs where the instrument is not classified as at fair value through profit or loss. Transaction costs related to instruments classified as at fair value through profit or loss are expensed to profit or loss immediately. Financial instruments are classified and measured as set out below.

Derecognition Financial assets are derecognised where the contractual rights to receipt of cash flows expires or the asset is transferred to another party whereby the entity no longer has any significant continuing involvement in the risks and benefits associated with the asset. Financial liabilities are derecognised where the related obligations are either discharged, cancelled or expire. The difference between the carrying value of the financial liability extinguished or transferred to another party and the fair value of consideration paid, including the transfer of non-cash assets or liabilities assumed, is recognised in profit or loss.

Classification and Subsequent Measurement

(i) Financial assets at fair value through profit or loss Financial assets are classified at fair value through profit or loss when they are held for trading for the purpose of short term profit taking, where they are derivatives not held for hedging purposes, or designated as such to avoid an accounting mismatch or to enable performance evaluation where a group of financial assets is managed by key management personnel on a fair value basis in accordance with a documented risk management or investment strategy. Realised and unrealised gains and losses arising from changes in fair value are included in profit or loss in the period in which they arise.

(ii) Loans and receivables Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and are subsequently measured at amortised cost using the effective interest rate method.

(iii) Held-to-maturity investments Held-to-maturity investments are non-derivative financial assets that have fixed maturities and fixed or determinable payments, and it is the group’s intention to hold these investments to maturity. They are subsequently measured at amortised cost using the effective interest rate method.

(iv) Available-for-sale financial assets Available-for-sale financial assets are non-derivative financial assets that are either designated as such or that are not classified in any of the other categories. They comprise investments in the equity of other entities where there is neither a fixed maturity nor fixed or determinable payments.

(v) Financial Liabilities Non-derivative financial liabilities (excluding financial guarantees) are subsequently measured at amortised cost using the effective interest rate method.

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(continued)NOTE 1: STATEmENT OF SIgNIFICANT ACCOUNTINg pOLICIES CONT’Dh. Impairment of Assets

At each reporting date, the group reviews the carrying values of its tangible and intangible assets to determine whether there is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is expensed to the income statement.

Impairment testing is performed annually for goodwill and intangible assets with indefinite lives.

Where it is not possible to estimate the recoverable amount of an individual asset, the group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

i. Intangiblesgoodwill Goodwill and goodwill on consolidation are initially recorded at the amount by which the purchase price for a business combination exceeds the fair value attributed to the interest in the net fair value of identifiable assets, liabilities and contingent liabilities at date of acquisition. Goodwill on acquisitions of subsidiaries is included in intangible assets. Goodwill on acquisition of associates is included in investments in associates. Goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.

web development costs The Company’s web site is recognised at the initial cost of development of the site and the carrying value is assessed annually to determine whether there is any impairment. The recoverable amount has been determined based on value-in-use calculations.

j. Foreign Currency Transactions and BalancesFunctional and presentation currency

The functional currency of each of the group’s entities is measured using the currency of the primary economic environment in which that entity operates. The consolidated financial statements are presented in Australian dollars which is the parent entity’s functional and presentation currency.

Transaction and balances Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary items are translated at the year-end exchange rate. Non-monetary items measured at historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date when fair values were determined.

Exchange differences arising on the translation of monetary items are recognised in the income statement, except where deferred in equity as a qualifying cash flow or net investment hedge.

Exchange differences arising on the translation of non-monetary items are recognised directly in equity to the extent that the gain or loss is directly recognised in equity, otherwise the exchange difference is recognised in the income statement.

k. EmployeeBenefitsProvision is made for the company’s liability for employee benefits arising from services rendered by employees to balance date. Employee benefits that are expected to be settled within one year have been measured at the amounts

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(continued)NOTE 1: STATEmENT OF SIgNIFICANT ACCOUNTINg pOLICIES CONT’D

expected to be paid when the liability is settled. Employee benefits payable later than one year have been measured at the present value of the estimated future cash outflows to be made for those benefits. Those cashflows are discounted using market yields on national government bonds with terms to maturity that match the expected timing of cashflows.

l. Equity-settled compensationThe Group does not operate an equity-settled share-based payment employee share and option scheme.

m. provisionsProvisions are recognised when the group has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured.

n. Cash and Cash EquivalentsCash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts.

o. RevenueRevenue from the rendering of a service, seminar or event is recognised upon the delivery of the service, seminar or event to the customer. Where the service, seminar or event is still to be provided, amounts are carried forward as deferred revenue liabilities.

Revenue from the sale of goods is recognised at the point of delivery as this corresponds to the transfer of significant risks and rewards of ownership of the goods and the cessation of all involvement in those goods.

Interest revenue is recognised using the effective interest rate method, which, for floating rate financial assets, is the rate inherent in the instrument.

All revenue is stated net of the amount of goods and services tax (GST)

p. Borrowing CostsBorrowing costs directly attributable to the acquisition, construction or production of assets that necessarily take a substantial period of time to prepare for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

All other borrowing costs are recognised in income in the period in which they are incurred.

q. goods and Services Tax (gST)Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the balance sheet are shown inclusive of GST.

Cash flows are presented in the cash flow statement on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows.

r. Comparative FiguresWhen required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial year.

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(continued)NOTE 1: STATEmENT OF SIgNIFICANT ACCOUNTINg pOLICIES CONT’Ds. Critical Accounting Estimates and Judgments

The directors evaluate estimates and judgments incorporated into the financial report based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends and economic data, obtained both externally and within the group.

Key Estimates — Impairment The group assesses impairment at each reporting date by evaluating conditions specific to the group that may lead to impairment of assets. Where an impairment trigger exists, the recoverable amount of the asset is determined. Value-in-use calculations performed in assessing recoverable amounts incorporate a number of key estimates.

An impairment loss of $2,500,000 has been recognised in respect of the carrying value of $2,500,000 goodwill for RRI Inc live events for the year ended 30 June 2008. The Company will not be promoting the Anthony Robbins’ events Unleash The Power Within, Wealth Mastery and Date With Destiny after completion of the current events in September 2008, November 2008 and April 2009 respectively.

Key Judgments — Provision for Impairment of Receivables Included in accounts receivable at 30 June 2008 are amounts receivable totalling $217,553 from sales made to 20 customers during the current or previous financial year where collection is considered doubtful based on assessment of how overdue the balances are and that debt recovery action has not succeeded. Impairment has been assessed and $217,553 has been provided as an impairment provision for the year ended 30 June 2008. The impairment provision for the year ended 30 June 2007 included an amount of $221,475 in relation to a receivable from a related party. The receivable was paid in the 2008 financial year and the impairment reversed.

An amount of $990,000 is receivable from Gardean Pty Limited on ordinary shares of the Company issued to Gardean. The terms of payment approved by shareholders were an initial deposit of $10,000 followed by at least $90,000 by 31 August 2007 and the balance no later than 28 February 2008. Recovery of this amount is considered doubtful and the entire amount of $990,000 had been provided as an impairment provision for the year ended 30 June 2007 and 30 June 2008. The Company and Gardean have agreed to cancel the shares subject to shareholder approval without the requirement to pay the outstanding balance.

The financial report was authorised for issue on 30 September 2008 by the Board of directors.

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(continued)NOTE 2: REvENUE


Note 2008 $

2007 $

2008 $

2007 $

Sales revenue

- Ticket sales 7,050,872 4,735,710 6,616,494 4,735,710

- Product sales 1,123,615 845,213 1,123,615 845,213

- Other income 1,033,852 1,321,027 1,220,312 1,321,027

Total Revenue 9,208,339 6,901,950 8,960,421 6,901,950

NOTE 3: (LOSS) FOR THE YEAR

a Cost of Sales

Sales & Marketing Expenses 2,953,453 1,932,087 2,953,453 1,932,087

Event Staging & Logistics 4,420,677 3,636,100 4,420,677 3,636,100

7,374,130 5,568,187 7,374,130 5,568,187

b. Expenses

Bad and doubtful debts:

- Trade receivables 98,341 56,361 98,341 56,361

- Loan to shareholder - 990,000 - 990,000

- other related parties - 221,476 - 221,476

Total bad and doubtful debts 98,341 1,267,837 98,341 1,267,837

Rental expense on operating leases

- Rental expense for office 281,808 258,530 281,808 258,530

- Office rental equipment 31,471 48,358 31,471 48,358

c. SignificantExpenses

Impairment of intangibles 14

- RRI 2,500,000 - 2,500,000 -

- RRI Digital - 1,430,534 - 1,430,534

- IP Licence Fees - 11,895,628 - 11,895,628

Total impairment of intangibles 2,500,000 13,326,162 2,500,000 13,326,162

Borrowing Costs* 13 - 3,000,000 - 3,000,000

Share based payments** 312,525 - 312,525 -

* 6,000,000 Class A performance shares were issued in consideration of the entry into a Finance Services Agreement (FSA) that provides a line of credit facility of $6 million. The value to these shares (at $0.50 per share) was recorded as a borrowing expense at the time of issuing the performance shares in the 2007 financial year. The FSA was cancelled on 26 June 2008.

** 19,655,700 shares were issued for nil consideration as part of the issue of convertible notes with a face value of $1,000,000. The issue was approved by shareholders at an Extraordinary General Meeting on 21 February 2008 at a valuation of $0.0159 per share being the weighted average price for the five days preceding the meeting.

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(continued)NOTE 4: INCOmE TAx ExpENSE


Note 2008 $

2007 $

2008 $

2007 $

a. The components of tax expense comprise:

Current tax - (1,199,244) - (1,199,244)

Deferred tax 2,032,315 (4,987,106) 2,032,315 (4,987,106)

Adjustment to prior period deferred tax asset

38

-

38

-

Current year deferred tax asset not recognised

2,032,277

6,242,448

2,032,277

6,242,448

- 56,098 - 56,098

b. The prima facie tax on losses from ordinary activities before income tax is reconciled to the income tax as follows:

Prima facie tax payable on losses from ordinary activities before income tax at 30% (2007: 30%)

(2,033,126)

(6,191,394)

(2,033,126)

(6,191,394)

Add: Tax effect of: - other non-allowable items

1,622 5,044 1,622 5,044

Adjustment to prior period deferred tax asset

38

-

38

-

Current year deferred tax asset not recognised

2,031,504

6,242,448

2,031,504

6,242,448

Income tax attributable to entity - 56,098 - 56,098

c. Losses not brought to account

- Revenue losses 3,414,154 1,199,244 3,414,154 1,199,244

- Temporary differences 4,860,571 5,043,204 4,860,571 5,043,204

8,274,725 6,242,448 8,274,725 6,242,448

NOTE 5: kEY mANAgEmENT pERSONNEL COmpENSATION

a. Names and positions held of key management personnel in office at any time during the financial year are:

key management person position

Michael Burnett Managing Director to 12 February 2007 and subsequently Executive Director and Chairman, resuming the position of Managing Director on 12 July 2007

Deborah Black Managing Director (appointed 12 February 2007 resigned 12 July 2007)

Marc Dussault Non-executive Director and Chairman appointed 13 July 2007

Leslie Freeman Non-executive Director

Richard Tan Non-executive Director resigned 30 November 2007

Owen Armstrong Company Secretary and Chief Financial Officer

Louise Moule Marketing Director

Rachel Bourke Events Manager

Saira Khalid Sales Manager appointed 11 October 2007

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(continued)

(i) Mr Burnett holds 1,000,000 in his name with the balance held by other entities he controls:

- Vision Pursuit Pty Limited 26,327,000 (1.7.2007 - 26,327,000)

- FocalPoint International Pty Limited 10,000,000 (1.7.2007 - 10,000,000)

(ii) Shares held jointly

(iii) Shares held by entities controlled by Mr Freeman or in which he has a substantial shareholding:

- First Capital Group Limited 24,278,000 (1.7.2007 - 24,278,000)

- Makir Pty Ltd 10,000,000 (1.7.2007 - 10,000,000)

- Cramford Pty Ltd 6,570,000 (1.7.2007 - 6,570,000)

(iv) Shares held by Success Resources Pte Ltd, a company controlled by Mr Tan

NOTE 5: kEY mANAgEmENT pERSONNEL COmpENSATION CONT’D

b. No options or rights over shares of the entity are held by key management personnel.

c. Shareholdings

Number of Shares held by Key Management Personnel

Note Balance 1.7.2007

Received as Compensation

Options Exercised

Net Change Other*

Balance 30.6.2008

Michael Burnett (i) 36,327,000 - - 1,000,000 37,327,000

Deborah Black - - - - -

Marc Dussault (ii) 281,000 - - - 281,000

Leslie Freeman (iii) 40,848,000 - - - 40,848,000

Richard Tan (iv) 26,000 - - - 26,000

Owen Armstrong 1,033,000 - - - 1,033,000

Louise Moule 1,033,000 - - - 1,033,000

Rachel Bourke 500,000 - - - 500,000

Saira Khalid 50,000 - - - 50,000

Total 80,098,000 - - 1,000,000 81,098,000

* Net Change Other refers to shares purchased or sold during the financial year.

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(continued)NOTE 6: AUDITOR’S REmUNERATION


2008 $

2007 $

2008 $

2007 $

Remuneration of the auditor of the entity for:

- auditing or reviewing the financial report 57,817 38,500 57,817 38,500

- due diligence relating to the prospectus - 60,500 - 60,500

- taxation services 5,225 20,498 5,225 20,498

- corporate services 9,119 - 9,119 -

Total 72,161 119,498 72,161 119,498

NOTE 7: EARNINgS pER SHARE

parent Entity

a. Reconciliation of earnings to profit or loss

(Loss) (7,089,611) (20,694,078)

Earnings used to calculate basic EPS (7,089,611) (20,694,078)

Earnings used in the calculation of dilutive EPS (7,089,611) (20,694,078)

b. Reconciliation of earnings to profit or loss from continuing operations

Profit from continuing operations (7,089,611) (20,694,078)

Earnings used to calculate basic EPS from continuing operations (7,089,611) (20,694,078)

Earnings used in the calculation of dilutive EPS from continuing operations

(7,089,611) (20,694,078)

No. No.

c. Weighted average number of ordinary shares outstanding during the year used in calculating basic and dilutive EPS

137,842,452 121,258,712

Potential ordinary shares are not considered dilutive, thus diluted loss per share is the same as basic loss per share.

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(continued)NOTE 8: CASH AND CASH EqUIvALENTS

Note Consolidated parent Entity

2008 $

2007 $

2008 $

2007 $

Cash at bank and in hand 36,107 1,116,646 36,107 1,116,646

Short-term deposits - 300,000 - 300,000

36,107 1,416,646 36,107 1,416,646

NOTE 9: TRADE AND OTHER RECEIvABLES

Current

Trade Debtors 717,240 554,031 717,240 554,031

Provision for impairment of receivables

9b(i) (217,553) (56,362) (217,553) (56,362)

499,687 497,669 499,687 497,669

Other receivables

- other related entities - 425,903 - 425,903

- provision for impairment of receivables - other related entities

9b(ii) - (221,475) - (221,475)

- key management personnel 9a 32,000 - 32,000 -

- other debtors 9b(iii) 990,000 1,048,315 990,000 1,048,315

- provision for impairment of receivables - other debtors

9b(iii) (990,000) (990,000) (990,000) (990,000)

32,000 262,743 32,000 262,743

531,687 760,412 531,687 760,412

An amount of $990,000 is receivable from Gardean Pty Limited on ordinary shares of the Company issued to Gardean. The terms of payment approved by shareholders were an initial deposit of $10,000 followed by at least $90,000 by 31 August 2007 and the balance no later than 28 February 2008. Recovery of this amount is considered doubtful and the entire amount of $990,000 had been provided as an impairment provision for the year ended 30 June 2007 and 30 June 2008. The Company and Gardean have agreed to cancel the shares subject to shareholder approval without the requirement to pay the outstanding balance.

Non-current

Trade receivables - 207,551 - 207,551

- 207,551 - 207,551

Total Trade and Other Receivables 531,687 967,963 531,687 967,963

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(continued)

a. Key Management Personnel Loans

Balance Beginning of

year

Balance End of year

Interest Charged

Interest not Charged

provision For

Impairment

Number of Individuals

2008 - 32,000 - 2,053 - 1

2007 - - - - - -

Interest not charged is a notional interest amount that would be payable if interest was charged on an arm’s length basis. The assessed arm’s length interest rate used was 10.50%.

b. provision for Impairment of Receivables

Current trade receivables are generally on 30 to 90 day terms. A provision for impairment is recognised when there is objective evidence that an individual trade is impaired. These amounts have been included in the income statement. There are no balances within trade and other receivables that contain assets that are not impaired which are past due. It is expected these balances will be received when due. Impaired assets are provided for in full.

Movement in the provision for impairment of receivables is as follows:

Opening Balance

1.7.06

Charge for the

Year

Impairment reversed on

receipt

Closing Balance 30.6.07

Consolidated group and parent Entity

(i) Current trade receivables - 56,362 - 56,362

(ii) Current other related parties - 221,475 - 221,475

(iii) Other debtors - 990,000 - 990,000

- 1,267,837 - 1,267,837

Opening Balance

1.7.07

Charge for the

Year

Impairment reversed

on receipt

Closing Balance 30.6.08


(i) Current trade receivables 56,362 161,191 - 217,553

(ii) Current other related parties 221,475 - (221,475) -

(iii) Other debtors 990,000 - - 990,000

1,267,837 161,191 (221,475) 1,207,553

NOTE 9: TRADE and OTHER RECEIVABLES CONT’D

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(continued)NOTE 10: INvENTORIES


2008 $

2007 $

2008 $

2007 $

Current

Finished Goods at cost 16,054 36,050 16,054 36,050


Notes 2008 $

2007 $

2008 $

2007 $

Held-to-maturity financial assets

- Fixed interest convertible notes - 330,000 - 330,000

NOTE 11: FINANCIAL ASSETS

NOTE 12: CONTROLLED ENTITIES

The carrying amount of $330,000 convertible note represented the loan to Your Trading Room Pty Limited (a company associated with two directors of Empowernet). The loan was repaid by 30 April 2008 and the convertible note was subsequently settled.

a. Controlled Entities Consolidated

Country of Incorporation percentage Owned (%)*

2008 2007

Your Trading Room Pty Ltd Australia - -

b. Acquisition of Controlled Entities

On 1 November 2007 the parent entity gained financial and management control of Your Trading Room Pty Ltd to secure a $330,000 debt owed by Your Trading Room Pty Ltd.

c. Disposal of Controlled Entities

The debt owed by Your Trading Room Pty Ltd was repaid by 30 April 2008 whereupon financial and management control ceased. No remaining interest or control in the entity is held.

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(continued)NOTE 13: pLANT AND EqUIpmENT


2008 $

2007 $

2008 $

2007 $

Plant and equipment:

At cost 638,381 585,562 638,381 585,562

Accumulated depreciation (122,299) (45,315) (122,299) (45,315)

516,082 540,247 516,082 540,247

a. movements in Carrying Amounts

Movement in the carrying amounts for each class of plant and equipment between the beginning and the end of the current financial year

plant & Equipment

Balance 1 July 2007 540,247 269,965 540,247 269,965

Additions 63,240 336,352 63,240 336,352

Disposals (9,042) (20,754) (9,042) (20,754)

Depreciation expense (78,363) (45,316) (78,363) (45,316)

Balance at 30 June 2008 516,082 540,247 516,082 540,247

b. Impairment losses

The values of individual plant and equipment has been assessed by the Board and no impairment is required.

NOTE 14: OTHER ASSETS

Current

Prepayments 24,851 32,198 24,851 32,198

Security deposits 116,916 - 116,916 -

Other 178,119 - 178,119 -

319,886 32,198 319,886 32,198

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(continued)NOTE 15: INTANgIBLE ASSETS


Notes 2008 $

2007 $

2008 $

2007 $

website Development

Cost 185,456 185,456 185,456 185,456

Accumulated amortisation (61,856) - (61,856) -

Net carrying value 123,600 185,456 123,600 185,456

goodwill

Cost 15,951,162 15,951,162 15,951,162 15,951,162

Accumulated impairment losses

(15,951,162)

(13,451,162)

(15,951,162)

(13,451,162)

Net carrying value - 2,500,000 - 2,500,000

Total intangibles 123,600 2,685,456 123,600 2,685,456

Year ended 30 June 2007

Balance at the beginning of year

2,685,456

3,930,534

2,685,456

3,930,534

Additions - 12,081,084 - 12,081,084

Amortisation charge (61,856) - (61,856) -

Impairment losses (2,500,000) (13,326,162) (2,500,000) (13,326,162)

Year ended 30 June 2008 123,600 2,685,456 123,600 2,685,456

Intangible assets, other than goodwill, have finite useful lives. The current amortisation charges for intangible assets are included under depreciation and amortisation expense per the income statement. Goodwill has an infinite life

Impairment Disclosures

Web development costs are integral to the group, generating additional sales revenue, both directly and indirectly, and cannot be separately identified to individual cash generating units

Web development costs are integral to the group, generating additional sales revenue, both directly and indirectly, and cannot be separately identified to individual cash generating units.

The recoverable amount of each cash generating unit above is determined based on value-in-use calculations. Value-in-use is calculated based on the present value of cash flow projections over a 5 year period with the period extending beyond 5 years not included. No growth rate has been assumed. The cash flows are discounted using a discount rate of 20% at the beginning of the budget period

The following assumptions were used in the value-in-use calculations:.

growth rate

Discount Rate

growth Rate

Discount Rate

Website Development 10% 20% 10% 20%

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(continued)NOTE 16: TRADE AND OTHER pAYABLES


2008 $

2007 $

2008 $

2007 $

Current

Unsecured liabilities

Trade payables 577,007 559,332 577,007 559,332

Deferred revenue 2,793,141 1,397,884 2,793,141 1,397,884

Sundry payables and accrued expenses 404,710 698,931 404,710 698,931

Amounts payable to:

- other related parties - 20,600 - 20,600

3,774,858 2,676,747 3,774,858 2,676,747

NOTE 17: TAx

a. Assets

Deferred tax assets comprise: Future income tax benefit attributable to tax losses

- - - -

b. Reconciliations

Deferred tax assets

Opening balance - 56,098 - 56,098

Changes - (56,098) - (56,098)

Closing balance - - - -

Deferred tax assets not brought to account the benefits of which will only be realised if the conditions for deductibility set out in Accounting Policies Note 1 (c) occur:

- revenue losses 3,414,154 1,199,244 3,414,154 1,199,244

- temporary differences 4,860,571 5,043,204 4,860,571 5,043,204

8,274,725 6,242,448 8,274,725 6,242,448

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(continued)NOTE 18: FINANCIAL LIABILITIES


2008 $

2007 $

2008 $

2007 $

Current

Convertible Notes 1,000,000 - 1,000,000 -

Convertible notes with a face value of $1,000,000 and an interest rate of 12.5% were issued on 21 February 2008 following shareholder approval at an extraordinary general meeting. The notes are unsecured and convertible at any time up to the maturity date at the rate of 33 fully paid ordinary share in the Company for each dollar. The maturity date is 27 November 2008. The notes may be redeemed if there is a change in control of more than 50% or more of the shares, a takeover bid or an event of default. The Company has announced that subject to shareholder approval, the notes are to be converted to 100,000,000 fully paid ordinary shares in the Company.

NOTE 19: pROvISIONS

Consolidated and parent Entity

Short-term Employee Benefits

Long-term EmployeeBenefits

Total

Opening balance at 1 July 2007 82,504 29,139 111,643

Additional provisions 117,057 9,185 126,242

Amounts used (112,411) - (112,411)

Balance at 30 June 2008 87,150 38,324 125,474

ANALYSIS OF TOTAL pROvISIONS


2008 $

2007 $

2008 $

2007 $

Current

Provision for annual leave 87,150 82,504 87,150 82,504

Non-current

Provision for long service leave 38,324 29,139 38,324 29,139

Total provisions 125,474 111,643 125,474 111,643

ProvisionforLong-termEmployeeBenefits

A provision has been recognised for employee entitlements relating to long service leave for employees who transferred from Vision Pursuit Pty Limited after the Company acquired RRI Inc rights to digital and live events. 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 has been included in Note 1 to this report.

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(continued)NOTE 20: ISSUED CApITAL


2008 $

2007 $

2008 $

2007 $

134,969,800(2007:128,038,000 ) fully paid ordinary shares

8,719,095 8,519,095 8,719,095 8,519,095

2,000,000 (2007: 2,000,000) ordinary shares paid to $0.005 per share

1,000,000 1,000,000 1,000,000 1,000,000

19,655,700 ordinary shares issued for nil consideration valued at $0.0159 per share

312,525 - 312,525 -

27,441,176 (2007: 27,441,175) fully paid performance shares

13,720,588 13,720,588 13,720,588 13,720,588

23,752,208 23,239,683 23,752,208 23,239,683

Capital raising costs (688,268) (688,268) (688,268) (688,268)

23,063,940 22,551,415 23,063,940 22,551,415

No. No. No. No.

a. Ordinary shares

At the beginning of reporting period 130,038,000 111,522,500 130,038,000 111,522,500

Shares issued during the year 18,515,500 18,515,500

- 30 November 2007 (i) 1,000,000 - 1,000,000 -

- 28 February 2008 (ii) 19,655,700 - 19,655,700 -

- 12 May 2008 (iii) 4,011,800 - 4,011,800 -

- 26 May 2008 (iv) 1,920,000 - 1,920,000 -

At reporting date 156,625,500 130,038,000 156,625,500 130,038,000

$ $ $ $

(i) Issued to Michael Burnett as approved by shareholders on 20 November 2007.

32,000 - 32,000 -

(ii) Issued for nil consideration as approved by shareholders on 21 February 2008 as part of a transaction for the issue of convertible notes with a face value of $1,000,000. These shares have been valued at $0.0159 per share, being the weighted average price on the five trading days preceding the meeting approving the issue.

312,525 - 312,525 -

(iii) Issued at $0.0339 per share in payment of legal services provided to the Company

136,000 - 136,000 -

(iv) Issued at $0.0167 per share in payment of legal services provided to the Company

32,000 - 32,000 -

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(continued)NOTE 20: ISSUED CApITAL CONT’D

Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion to the number of shares held.

At the shareholders’ meetings each fully paid ordinary share is entitled to one vote when a poll is called, otherwise each shareholder has one vote on a show of hands.

b. performance shares


2008 No.

2007 No.

2008 No.

2007 No.

At the beginning of the reporting period

- Class A 6,000,000 - 6,000,000 -

- Class B 21,441,176 - 21,441,176 -

27,441,176 - 27,441,176 -

Issued during the year

- Class A - 6,000,000 - 6,000,000

- Class B - 21,441,176 - 21,441,176

- 27,441,176 - 27,441,176

At reporting date

- Class A 6,000,000 6,000,000 6,000,000 6,000,000

- Class B 21,441,176 21,441,176 21,441,176 21,441,176

27,441,176 27,441,176 27,441,176 27,441,176

All performance shares are convertible to ordinary shares. Holders of performance shares are entitled to attend meetings but have no voting rights and do not participate in dividends.

The Company has announced agreements have been executed with all parties to the performance shares for the cancellation of all performance shares, options and related contracts, terms and conditions. The cancellation of the performance shares is subject to shareholder approval.

Capital management

Management controls the capital of the group with the aim of maintaining a good debt to equity ratio, providing the shareholders with adequate returns and ensuring that the group can fund its operations and continue as a going concern.

The group’s debt and capital includes ordinary share capital, performance shares and financial liabilities, supported by financial assets.

There are no externally imposed capital requirements.

Management manages the group’s capital by assessing the group’s financial risks and adjusting its capital structure in response to changes in these risks and in the market. These responses include the management of debt levels, and share issues.

There have been no changes in the strategy adopted by management to control the capital of the group since the prior year.

c.

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(continued)

Options Reserve


2008 No.

2007 No.

2008 No.

2007 No.


9,792,000 - 9,792,000 -

Issued during the year - 9,792,000 - 9,792,000

Cancelled during the year (9,792,000) - (9,792,000) -

At reporting date - 9,792,000 - 9,792,000

$ $ $ $


1,175,040 - 1,175,040 -

Issued during the year - 1,175,040 - 1,175,040

Cancelled during the year - - - -

At reporting date 1,175,040 1,175,040 1,175,040 1,175,040

The option reserve records items recognised as expenses on valuation of share options.

9,792,000 options were issued at an exercise price of $0.50 per share expiring on or before 30 June 2009 in part consideration for the licence of certain intellectual property.

The options were cancelled on 26 June 2008 as part of the agreements cancelling performance shares.


2008 $

2007 $

2008 $

2007 $

Operating Lease Commitments

Non-cancellable operating property lease contracted for but not capitalised in the financial statements

Payable — minimum lease payments

- not later than 12 months 265,371 259,490 265,371 259,490

- between 12 months and 5 years 67,309 334,584 67,309 334,584

332,680 594,074 332,680 594,074

NOTE 21: RESERvES

NOTE 22: CApITAL AND LEASINg COmmITmENTS

a.

The property lease is a non-cancellable lease with a 3 year term commencing 1 October 2006, with rent payable monthly in advance. Contingent rental provisions within the lease agreement require the minimum lease payments shall be increased by the higher of CPI or 3% per annum. An option exists to renew the lease at the end of the term for an additional term of 3 years. The lease allows for subletting of all lease areas.F

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(continued)NOTE 22: CApITAL AND LEASINg COmmITmENTS CONT’D


2008 $

2007 $

2008 $

2007 $

b. Licence Fee Commitments

Non-cancellable licence fees contracted for but not capitalised in the financial statements

Payable:

- not later than 12 months 38,993 67,400 38,993 67,400

- between 12 months and 5 years - 33,700 - 33,700

38,993 101,100 38,993 101,100

Licence fees are payable for a web based CRM solution for two years services through a remote internet browser. The license commenced 26 March 2007 and expires 25 March 2009 with licence fees payable biannually.

c. Capital Expenditure Commitments

The Group has no capital expenditure commitments.

NOTE 23: CONTINgENT LIABILITIES

a. Litigation by a supplier 38,000 - 38,000 -

A claim for consulting work allegedly undertaken by a consultant has been lodged against the parent entity. The case is due to go to court 13 October 2008. The action is being defended.

b. Claim by a legal practitioner

A claim for a three month retainer fee has been lodged against the Company. The Company disputes the claim and is currently in negotiations with the practitioner.

35,200 - 35,200 -

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(continued)NOTE 24: SEgmENT REpORTINg

primary Reporting — Business Segments

The Company operates in one business segment, being the promotion and presentation of events and seminars in business, wealth and personal development

Secondary Reporting — geographic Segments

Segment Revenues


2008 $

2007 $

2008 $

2007 $

Geographical location:

Australia 9,165,696 6,744,434 8,917,778 6,744,434

Asia 42,643 157,516 42,643 157,516

9,208,339 6,901,950 8,960,421 6,901,950

Carrying Amount of Segment Assets

Geographical location:

Australia 1,543,416 6,008,560 1,543,416 6,008,560

Asia - - - -

1,543,416 6,008,560 1,543,416 6,008,560

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, 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, deferred revenue, employee benefits, accrued expenses, and provisions. Segment assets and liabilities do not include deferred income taxes.

Intersegment Transfers

There have been no transfers between segments.

Business and geographical Segments

Business segments

The Company has one business segment:

- The provision of business, wealth and personal development seminars and associated products.

geographical segments

The Company’s business has been centred in Australia and revenues are generated substantially within Australia.

The Company trialled digital events in 2007 in Asia in an arrangement with an Asian based company that has also marketed Anthony Robbins’ events in Asia.

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(continued)NOTE 25: CASH FLOw INFORmATION


2008 $

2007 $

2008 $

2007 $

a. Reconciliation of Cash Flow from Operations with (Loss) after Income Tax

(Loss) after income tax (7,071,672) (20,694,078) (7,089,611) (20,694,078)

Non-cash flows in (Loss)

Doubtful debts (96,676) 1,267,837 (96,676) 1,267,837

Depreciation 78,363 47,060 78,363 47,060

Impairment charges 2,561,856 13,326,162 2,561,856 13,326,162

Write off of plant & equipment 10,421 - 10,421 -

Write off of inventories 67,012 - 67,012 -

Borrowing costs 312,525 3,000,000 312,525 3,000,000

Share based payments 168,000 - 168,000 -

Changes in assets and liabilities, net of the effects of purchase and disposal of subsidiaries

Decrease/(increase) in trade and other receivables

496,561 (1,114,437) 496,561 (1,114,437)

(Increase) in prepayments (236,342) (32,198) (218,403) (32,198)

Decrease/(increase) in inventories 19,996 (36,050) 19,996 (36,050)

(Decrease)/increase in trade payables and accruals

(366,430) 55,317 (366,430) 55,317

Increase/(decrease) in deferred revenues 1,395,257 (759,993) 1,395,257 (759,993)

Increase/(decrease) in income taxes payable

- (136,581) - (136,581)

Increase/(decrease) in deferred taxes payable

- 56,098 - 56,098

Increase in provisions 13,830 111,643 13,830 111,643

Cash Flow from Operations (2,647,299) (4,909,220) (2,647,299) (4,909,220)

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(continued)NOTE 25: CASH FLOw INFORmATION CONT’D

b. Non-cash Financing and Investing Activities

Share issue

19,655,700 fully paid ordinary shares were issued on 28 February 2008 for nil consideration as approved by shareholders at an Extraordinary General Meeting held on 21 February 2008 as part of a transaction for the issue of convertible notes with a face value of $1,000,000. These shares have been valued at $0.0159 per share, being the weighted average price on the five trading days preceding the meeting approving the issue.

c. Loan Facilities


2008 $

2007 $

2008 $

2007 $

The major facilities are summarised as follows:

Revolving loan facility – line of credit - 6,000,000 - 6,000,000

$6 million loan facility. The facility was to expire five years from date of the first advance but has been cancelled by the parties on 26 June 2008. The financier was not obliged to provide any part of the finance facility unless the Company achieves specified performance criteria. The Company was not required to make drawdowns on the facility. The financier had the option to convert debt to equity at an issue price of $0.50 per share. Interest rates are variable with interest payable upon the amount advanced upon the same terms as to calculation of interest and payment and interest rates as is chargeable by Suncorp Metway Limited upon a thirty (30) day bank bill rate (monthly charging with interest periods being each of one month) plus five point five (5.5) percentum or twelve (12) percentum per annum whichever is the higher.

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(continued)NOTE 26: SHARE BASED pAYmENTS

Options

30 June 2008 30 June 2007

Number of Options

weighted Average Exercise

price

Number of Options

weighted Average Exercise

price

Outstanding at the beginning of the year 9,792,000 $0.50 - -

Granted - - 9,792,000 $0.50

Forfeited - - - -

Exercised - - - -

Cancelled (9,792,000) - - -

Outstanding at year-end - - 9,792,000 $0.50

Exercisable at year-end - - - -

There were no options exercised during the year ended 30 June 2008.

b. The following share-based payment arrangements existed at 30 June 2008


2008 $

2007 $

2008 $

2007 $

(i) 1,000,000 fully paid ordinary shares issued to M Burnett with financial assistance at $0.032 per share

32,000 - 32,000 -

(ii) 19,655,700 fully paid ordinary shares Issued for nil consideration as approved by shareholders on 21 February 2008 as part of a transaction for the issue of convertible notes with a face value of $1,000,000. These shares have been valued at $0.0159 per share, being the weighted average price on the five trading days preceding the meeting approving the issue.

312,525 - 312,525 -

(i) 4,011,800 fully paid ordinary shares issued at $0.0339 per share in payment of legal fees.

136,000 - 136,000 -

(i) 1,920,000 fully paid ordinary shares issued at $0.0167 per share in payment of legal fees.

32,000 - 32,000 -

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(continued)NOTE 27: EvENTS AFTER THE BALANCE SHEET DATEOn 23 July 2008 the Company announced it had entered into a Merger Implementation Agreement with Superwoman Financial Solutions Pty Ltd (SFS) and subsequently a Share Purchase Agreement on 18 August 2008. Key terms of the announcement were that ENI will acquire the entire issued capital of SFS through the issue to the SFS vendors of 1,712,858,000 ordinary shares in ENI. Unlisted options for ordinary shares were also to be issued to certain SFS vendors. The merger is subject to conditions, including shareholder approval, due diligence, regulatory approvals and other requirements. The existing board of ENI, excluding Michael Burnett, was to resign and be replaced by nominees of SFS.

SFS and the Company are negotiating changes to the agreement but have not finalised any changes as at the date of this report. The parties have also executed a loan agreement whereby SFS has provided $630,000 to the Company. The loan is secured by a Deed of Charge over the Company’s undertakings, property rights and assets.

In addition on 23 July the Company announced it had entered into discussions to terminate an agreement with Playground Concepts Pty Ltd (PGC) and to settle the convertible note on issue to PGC. ENI and PGC have agreed, subject to shareholder approval, to issue 100,000,000 ordinary shares in ENI to settle the convertible note and agreement with PGC.

Except for the above, in the opinion of the directors, there has not arisen in the interval between the end of the financial year and the date of the report, any matter or circumstance that has significantly affected, or may significantly affect the Company’s operations, results of those operations, or the state of affairs in future financial years.

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(continued)NOTE 28: RELATED pARTY TRANSACTIONS


2008 $

2007 $

2008 $

2007 $

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

a vision pursuit pty Limited (a company controlled by Michael Burnett; both Leslie Freeman and Michael Burnett are directors)

Interest, services rendered and expenses paid

15,548 296,779 15,548 296,779

An agreement was entered into with Vision Pursuit Pty Limited for a loan with repayment by 30th June 2008 together with accumulated interest. This arrangement was supported by collateral in shares held in a listed public company that are escrowed until 30th April 2008. The loan has been repaid.

b SJ Burnett ATF 368 Sussex Street Unit Trust & Others (an entity for which Michael Burnett’s wife is trustee)

Rent & outgoing expenses paid on behalf of the Company

358,811 252,707 252,707

Security deposit 113,416 - 113,416 -

c Your Trading Room pty Limited (Michael Burnett and Leslie Freeman are directors and joint owners of Your Trading Room Pty Limited)

Convertible Notes issued (repaid) - 330,000 (330,000) 330,000

Interest and services rendered - - 202,445 -

d Focalpoint International pty Limited (Michael Burnett and Leslie Freeman have indirect interests in Focalpoint International Pty Limited)

Interest, services rendered and expenses paid

22,479 218,256 22,479 218,256

f First Capital group Limited (an entity which Leslie Freeman has a substantial shareholding and was formerly a director)

Services rendered and expenses paid - 120,872 - 120,872

g Success Resources pte Limited (an entity which Richard Tan is a director and has a substantial shareholding)

Ticket sales and services rendered 56,407 155,529 56,407 155,529

h. JayAbrahamAsiaPacificPtyLimited (an entity which Dr Dussault is a director and has a substantial shareholding)

Consulting services 214,000 - 214,000 -

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(continued) NOTE 29: FINANCIAL RISk mANAgEmENT

a. Financial Risk policies

The Group’s financial instruments consist mainly of deposits with banks, short-term investments, accounts receivable and payable, and a convertible note.

The Group does not speculate in the trading of derivative instruments.

i. Treasury Risk Management

Senior executives meet on a regular basis to analyse currency and interest rate exposure and to evaluate treasury management strategies in the context of the Group’s forecast cash flows and planned events involving foreign exchange.

ii. Financial Risk Exposures and Management

The main risks the group is exposed to through its financial instruments are foreign currency risk, liquidity risk, and credit risk.

Interest rate risk

The Group has a $1,000,000 convertible note on issue. The interest rate is fixed. There are no other interest bearing liabilities.

Foreign currency risk

The group is exposed to fluctuations in foreign currencies arising from the sale and purchase of goods and services in currencies other than the group’s measurement currency. Refer to Note 29 b. for further details.

Liquidity risk

The group manages liquidity risk by monitoring forecast cash flows.

Credit risk

The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as disclosed in the balance sheet and notes to the financial statements.

The Group does not have any material credit risk exposure to any single receivable or group of receivables under financial instruments entered into by the Company.

The Group has provided a cash security deposit to cover 3 months rent and outgoings under an office lease agreement.

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(continued)NOTE 29: FINANCIAL INSTRUmENTS (CONT’D)

b. Financial instrument composition and maturity analysis:

The tables below reflect the undiscounted contractual settlement terms for financial instruments of a fixed period of maturity, as well as management’s expectations of the settlement period for all other financial instruments. As such, the amounts may not reconcile to the balance sheet.

weighted Average Effective Interest Rate

Floating Interest Rate


2008 %

2007 %

2008 $

2007 $

Financial Assets:

Cash and cash equivalents 3.10 4.65 33,107 1,413,646

Receivables - 12.00 -

Investments 8.50 8.50 - -

Total Financial Assets 33,107 1,413,646

Financial Liabilities:

Trade and sundry payables - - - -

Convertible notes 12.50 - 1,000,000 -

Total Financial Liabilities 1,000,000 -

Fixed Interest Rate maturing

within 1 Year 1 to 5 Years

2008 $ 2007 $ 2008 $ 2007 $

Financial Assets:

Cash and cash equivalents - - - -

Receivables 176,012 204,427 - -

Investments - 330,000 - -

Total Financial Assets 176,012 534,427 - -


Trade and sundry payables - - - -

Convertible notes 1,000,000 - - -

Total Financial Liabilities 1,000,000 - - -

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Fixed Interest Rate maturing

Over 5 Years Non Interest Bearing


2008 $

2007 $

2008 $

2007 $

Financial Assets:

Cash and cash equivalents - - 3,000 3,000

Receivables - - 355,675 555,985

Investments - - -

Total Financial Assets - - 358,675 558,985


Trade and sundry payables - - 3,774,858 2,676,747

Convertible notes - - - -

Total Financial Liabilities - - 3,774,858 2,676,747

Total

2008 $

2007 $

Financial Assets:

Cash and cash equivalents 36,107 1,416,646

Receivables 531,687 760,412

Investments - 330,000

Total Financial Assets 567,794 2,507,058


Trade and sundry payables 3,774,858 2,676,747

Convertible notes 1,000,000 -

Total Financial Liabilities 4,774,858 2,676,747

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Trade and sundry payables are expected to be paid as followed:


2008 $ 2007 $

Less than 6 months 2,700,974 2,236,795

6 months to 1 year 1,073,884 439,952

1 - 5 years - -

Over 5 years - -

3,774,858 2,676,747

c. Net Fair values The carrying amount of financial assets and financial liabilities recorded in the financial statements represents their respective net fair values, determined in accordance with the accounting policies disclosed in Note 1 to the financial statements.

d. Sensitivity Analysis Interest Rate Risk and Foreign Currency Risk The group has performed sensitivity analysis relating to its exposure to interest rate risk and foreign currency risk at balance date. This sensitivity analysis demonstrates the effect on the current year results and equity which could result from a change in these risks.

Interest Rate Sensitivity Analysis At 30 June 2008, the effect on profit as a result of changes in the interest rate, with all other variables remaining constant would be as follows:

Consolidated group parent Entity

2008 $

2007 $

2008 $

2007 $

Change in profit

Increase in interest rate by 1% 4,143 8,963 4,143 8,963

Decrease in interest rate by 1% (4,143) (8,963) (4,143) (8,963)

Foreign Currency Risk Sensitivity Analysis

At 30 June 2008, the effect on profit as a result of changes in the value of the Australian Dollar to the US Dollar, with all other variables remaining constant is as follows:

Consolidated group parent Entity

2008 $

2007 $

2008 $

2007 $

Change in profit

Improvement in AUD to USD by 1% 11,108 17,033 11,108 17,033

Decline in AUD to USD by 1% (11,332) (17,377) (11,332) (17,377)

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(continued)NOTE 30: ACCOUNTINg STANDARDS ISSUED NOT YET ADOpTEDThe following Australian Accounting Standards have been issued or amended and are applicable to the parent and consolidated group but are not yet effective. They have not been adopted in preparation of the financial statements at reporting date.

AASB Amend-ment

Standards Affected

Outline of Amendment

Application Date

of Standard

Application Date

for group

AASB 2007–3 Amendments to Australian Accounting Standards

AASB 5 Non-current Assets Held for Sale and Discontinued Operations

The disclosure requirements of AASB 114: Segment Reporting have been replaced due to the issuing of AASB 8: Operating Segments in February 2007. These amendments will involve changes to segment reporting disclosures within the financial report. However, it is anticipated there will be no direct impact on recognition and measurement criteria amounts included in the financial report

1.1.2009 1.7.2009

AASB 6 Exploration for and Evaluation of Mineral

AASB 102 Inventories

AASB 107 Cash Flow Statements

AASB 119 Employee Benefits

AASB 127 Consolidated and Separate Financial Statements

AASB 134 Interim Financial Reporting

AASB 136 Impairment of Assets

AASB 1023 General Insurance Contracts

AASB 1038 Life Insurance Contracts

AASB 8 Operating Segments

AASB 114 Segment Reporting As above 1.1.2009 1.7.2009


AASB 1 First time adoption of AIFRS

The revised AASB 123: Borrowing Costs issued in June 2007 has removed the option to expense all borrowing costs. This amendment will require the capitalisation of all borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset. However, there will be no direct impact to the amounts included in the financial group as they already capitalise borrowing costs related to qualifying assets.

1.1.2009 1.7.2009

AASB 101 Presentation of Financial Statements

AASB 107 Cash Flow Statements

AASB 111 Construction Contracts

AASB 116 Property, Plant and Equipment

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(continued)

AASB Amendment

Standards Affected

Outline of Amendment

Application Date of Standard

Application Date for group

AASB 138 Intangible Assets costs related to qualifying assets

AASB 123 Borrowing Costs

AASB 123 Borrowing Costs As above 1.1.2009 1.7.2009


AASB 101 Presentation of Financial Statements

The revised AASB 101: Presentation of Financial Statements issued in September 2007 requires the presentation of a statement of comprehensive income.

1.1.2009 1.7.2009

AASB 101 AASB 101 Presentation of Financial Statements

As above 1.1.2009 1.7.2009

NOTE 31: ECONOmIC DEpENDENCYThe Company has been closely aligned with the promotion and presentation of Anthony Robbins events. The Board has implemented plans to expand the range of programs, seminars and services to significantly reduce this dependence.

NOTE 32: COmpANY DETAILSThe registered office of the Company is: Empowernet International Limited Level 9, 368 Sussex Street, Sydney NSW

The principal place of business is: Empowernet International Limited Level 9, 368 Sussex Street, Sydney NSW

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30 June 2008

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30 June 2008

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30 June 2008

Shareholder information required by the Australian Securities Exchange Listing Rules and not disclosed elsewhere in the Report Is set out below and is applicable as at 30 September 2008.

1. Shareholding

a. Distribution of Shareholders Ordinary Fully paid

Category (size of holding) Number of Holders

Number of Shares

1 – 1,000 6 3,290

1,001 – 5,000 60 238,842

5,001 – 10,000 387 3,824,000

10,001 – 100,000 93 4,106,272

100,001 – and over 60 148,453,096

620 156,625,500

b. The number of shareholdings held in less than marketable parcels is 469.

c. The names of the substantial shareholders listed in the holding Company’s register as at 26 September 2008 are:

Number

Shareholder Ordinary

Vision Pursuit Pty Limited 26,327,000

First Capital Group Limited 24,278,000

Playground Concepts Pty Limited 19,655,700

AR Australasia Pty Limited 13,024,000

FocalPoint International Pty Limited 10,000,000

Makir Pty Limited 10,000,000

d. voting Rights

The voting rights attached to each class of equity security are as follows:

Ordinary shares

- Each fully paid ordinary share is entitled to one vote when a poll is called, otherwise each member present at a meeting or by proxy has one vote on a show of hands.

Performance shares

- These shares have no voting rights.

Options

- There are no voting rights attached to any options.

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30 June 2008

e. 20 LARgEST SHAREHOLDERS — ORDINARY SHARES

Name

Number of Ordinary Fully paid Shares Held

% Held of Issued Ordinary Capital

1. Vision Pursuit Pty Limited 26,327,000 16.81

2. First Capital Group Limited 24,278,000 15.50

3. Playground Concepts Pty Limited 19,655,700 12.55

4. AR Australasia Pty Limited 13,024,000 8.32

5. FocalPoint International Holdings Pty Limited 10,000,000 6.38

6. Makir Pty Limited 10,000,000 6.38

7. Cramford Pty Limited 6,570,000 4.19

8. Andrew & Simone Jacobson 5,931,800 3.79

9. Marcus Otto Luer 4,000,000 2.55

10. Ms Rose Figtree 2,264,518 1.45

11. Gardean Pty Limited 2,000,000 1.28

12. Hideaki Okazaki 2,000,000 1.28

13. Owen Armstrong 1,000,000 0.64

14. Michael Burnett 1,000,000 0.64

15. Ideastream Pty Limited 1,000,000 0.64

16. Louise Moule 1,000,000 0.64

17. Talbot Investments (Australia) Pty Limited 1,000,000 0.64

18. Nigel Pendrigh 950,000 0.61

19. Goldmay Pty Limited 900,000 0.57

20. John Hogben 756,067 0.48

133,392,567 85.34

f. 20 LARgEST SHAREHOLDERS —pERFORmANCE SHARES

Name

Number of perform-ance Fully paid Shares

Held

% Held of Issued performance

1. Leadership Events Pty Limited as Trustee of the Leadership Events Investment Unit Trust

21,441,176 78.14

2. Gardean Pty Limited as Trustee of the Gardean Investment Trust 1

6,000,000 21.86

27,441,176 100.00

2. STOCk ExCHANgE LISTINg

Quotation has been granted for 62,225,500 ordinary shares of the Company on the Australian Securities Exchange.

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For personal use only - asx.com.au · For personal use only Shareholder Information 63-64. ... In addition to promoting the core events from Anthony Robbins ... Mastery) to these