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Rision Limited Interim Half-year Report for period ending 31 December 2016 RULE 4.2A APPENDIX 4D Half-year Report for the period ending 31 December 2016 1. Name of entity RISION LIMITED ABN Reporting Period Previous Corresponding Period 47 090 671 819 Half-year ended 31 December 2016 Half-year ended 31 December 2015 2. Results for Announcement to the Market Financial Results 31 December 2016 Revenues from ordinary activities (item 2.1) - 100% to 24,724 Loss from ordinary activities after tax attributable to members (item 2.2) Up 85% to (1,999,807) Net loss for the period attributable to members (item 2.3) Up 85 % to (1,999,807) Final and interim dividends (item 2.4) It is not proposed that either a final or interim dividend be paid . Record date for determining entitlements to the dividend (item 2.5) N/A Brief explanation of any of the figures reported above (item 2.6): The current year loss is attributable to increase employee and marketing costs. 3. NTA Backing Current Period Previous Corresponding Period Net tangible assets per ordinary share (Item 3) 0.04 cents 0.60 cents 4. Loss of control over entities Details of entities over which control has been gained or lost (item 4) N/A 5. Dividends paid and payable Details of dividends or distribution payments (item 5) No dividends or distributions are payable. For personal use only

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Page 1: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

Rision Limited

Interim Half-year Report for period ending 31 December 2016

RULE 4.2A

APPENDIX 4D Half-year Report for the period ending 31 December 2016

1. Name of entity

RISION LIMITED

ABN Reporting Period Previous

Corresponding Period

47 090 671 819

Half-year ended 31 December

2016

Half-year ended 31 December

2015

2. Results for Announcement to the Market

Financial Results 31 December 2016

Revenues from ordinary activities (item 2.1)

- 100% to 24,724

Loss from ordinary activities after tax attributable to members (item 2.2)

Up 85% to (1,999,807)

Net loss for the period attributable to members (item 2.3)

Up 85 % to (1,999,807)

Final and interim dividends (item 2.4) It is not proposed that either a final or interim dividend be paid .

Record date for determining entitlements to the dividend (item 2.5)

N/A

Brief explanation of any of the figures reported above (item 2.6):

The current year loss is attributable to increase employee and marketing costs.

3. NTA Backing

Current Period

Previous Corresponding Period

Net tangible assets per ordinary share (Item 3) 0.04 cents 0.60 cents

4. Loss of control over entities

Details of entities over which control has been gained or lost (item 4)

N/A

5. Dividends paid and payable Details of dividends or distribution payments (item 5) No dividends or distributions are payable. F

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Page 2: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

Rision Limited

Interim Half-year Report for period ending 31 December 2016

6. Dividend reinvestment plans Details of dividend or distribution reinvestment plans (item6)

There is no dividend reinvestment program in operation for Rision Limited

7. Details of associates and joint venture entities Details of associates and joint venture entities (item 7) N/A

8. Foreign entities Foreign entities to disclose which accounting standards are used in compiling the report (item 8)

These general purpose financial statements have been prepared in accordance with the Corporations Act 2001, Australian Accounting Standards and interpretations of the Australian Accounting Standards Board and International Financial Accounting Standards as issued by the International Accounting Standards Board.

9. Audit qualification or review Details of any audit dispute or qualification (item 9)

Emphasis of matter Without modifying our conclusion, we draw attention to Note 1 in the half-year financial report, which indicates that the ability of the consolidated entity to continue as a going concern is dependent upon the future successful raising of necessary funding through debt or equity raising. These conditions, along with other matters as set out in Note 1, indicate the existence of a material uncertainty that may cast significant doubt about the consolidated entity’s ability to continue as a going concern and therefore, the consolidated entity may be unable to realise its assets and discharge its liabilities in the normal course of business.

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Page 3: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

RISION LIMITED AND ITS CONTROLLED ENTITY

ACN 090 671 819

Consolidated Interim financial report for the half-year ended 31 December 2016

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Page 4: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

Rision Limited and its controlled entities

Contents Page

Corporate Information 2

Directors’ report 3

Auditor’s independence declaration 5

Consolidated statement of profit or loss and other comprehensive income 6

Consolidated statement of financial position 7

Consolidated statement of changes in equity 8

Consolidated statement of cash flows 9

Notes to the consolidated financial statements 10

Directors declaration 14

Independent auditor’s review report 15

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Page 5: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

Rision Limited and its controlled entities Directors’ report

3

Directors’ report

The directors of Rision Limited (“the Company”) and its controlled entities (“the Group”) submit herewith the interim financial

report of the Company for the half-year ended 31 December 2016. In order to comply with the provisions of the Corporations

Act 2001, the directors report as follows:

Directors

The names of the directors of the company during or since the end of the half-year are:

Name

Adam Sierakowski (appointed 24 August 2016)

Robert Day (appointed 2 February 2016)

Myron (Ron) Howard (appointed 2 February 2016)

Dr Kate Cornick (resigned 24 August 2016)

Paul Lappin (resigned 24 August 2016)

Dr Colin McLeod (resigned 24 August 2016)

Company Secretary

Deborah Ho (appointed 24 November 2016)

David Williamson (resigned 16 December 2016)

Operating Results

The loss after tax of the Group for the half year ended 31 December 2016 was $1,999,807 (31 December 2015: loss

$1,080,690).

Principal Activities and Changes in State of Affairs

Acquisition of Rostercloud

On 1 July 2016, the Company entered an agreement to acquire Online Rostering Pty Ltd which trades as Rostercloud.

Rostercloud is an Australian provider of cloud-based software which assists events companies to better manage their staff. On

18 July 2016, the Company issued as partial consideration, 4,000,000 fully paid ordinary shares for the Rostercloud business

and $90,000 cash for the acquisition of Rostercloud.

Change of Officers

On 24 August 2016, Dr Kate Cornick, Paul Lappin and Dr Colin McLeon resigned from the Board and Mr Adam Sierakowski

was appointed on the same day.

Other Operations

During the half year, the Company entered into a software trial agreement with Virgin Care Services. Since 2016, the Company

has had representatives active in London coordinating the trial and enabling the Company to best engage and address all

issues of consistent deployment and continual development of its platform.

In addition to this, the Company has been undertaking an exhaustive selection process to recruit a new CEO as well been

implementing restructuring changes within the Group which will position the Company for commercial success in 2017 and the

delivery of new, increased sustainable revenues from existing and future core client opportunities.

Dividends

No dividend has been proposed or paid during the period.

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Page 6: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

Rision Limited and its controlled entities Directors’ report

4

Auditor’s independence declaration

A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on

the following page.

Signed in accordance with a resolution of directors made pursuant to s.306 (3)(a) of the Corporations Act 2001.

On behalf of the Directors

Adam Sierakowski

Director

Signed at Perth on this 28th day of February 2017

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Page 7: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

38 Station Street Subiaco, WA 6008 PO Box 700 West Perth WA 6872 Australia

Tel: +61 8 6382 4600 Fax: +61 8 6382 4601 www.bdo.com.au

BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation, other than for the acts or omissions of financial services licensees.

DECLARATION OF INDEPENDENCE BY NEIL SMITH TO THE DIRECTORS OF RISION LIMITED

As lead auditor for the review of Rision Limited for the half-year ended 31 December 2016, I declare

that, to the best of my knowledge and belief, there have been:

1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in

relation to the review; and

2. No contraventions of any applicable code of professional conduct in relation to the review.

This declaration is in respect of Rision Limited and the entities it controlled during the year.

Neil Smith

Director

BDO Audit (WA) Pty Ltd

Perth, 28 February 2017

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Page 8: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

Rision Limited and its controlled entities Consolidated statement of profit or loss and other comprehensive income

6

Consolidated statement of profit or loss and other comprehensive income

For the half-year ended 31 December 2016

Note

Consolidated

31 Dec 2016

$

Company

31 Dec 2015

$

Continuing operations

Revenue 24,724 40,959

Employee benefits expense (541,197) (227,522)

Software, research and development (552,145) (512,600)

Consulting and professional fees (546,481) (241,846)

Administration expenses (252,713) (118,134)

Finance costs (9,627) (21,548)

Depreciation and amortisation expense (122,368) -

Loss before tax (1,999,807) (1,080,690)

Income tax expense - -

Loss after income tax for the period (1,999,807) (1,080,690)

Other comprehensive income - -

Total comprehensive loss for the period (1,999,807) (1,080,690)

Basic and Diluted loss per share (cents per share) 0.21 0.36

The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with

the accompanying notes.

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Page 9: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

Rision Limited and its controlled entities Consolidated statement of financial position

7

Consolidated statement of financial position As at 31 December 2016

Note

Consolidated

31 Dec 2016

$

Consolidated

30 June 2016

$

Current assets

Cash and cash equivalents 540,233 3,302,926

Trade and Other receivables 195,592 103,015

Total current assets 735,825 3,405,941

Non-current assets

Property, plant and equipment 16,631 16,400

Intangible assets 2 905,731 1,018,134

Total non-current assets 922,362 1,034,534

Total assets 1,658,187 4,440,475

Current liabilities

Trade and Other payables 231,999 491,669

Borrowings 3 76,682 633,254

Provisions 71,794 53,000

Total current liabilities 380,475 1,177,923

Total liabilities 380,475 1,117,923

Net assets 1,277,712 3,262,552

Equity

Issued capital 4 10,177,346 10,137,346

Reserves 335,977 361,010

Accumulated losses (9,235,611) (7,235,804)

Total equity 1,277,712 3,262,552

The above consolidated statement of financial position should be read in conjunction with the accompanying notes.

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Page 10: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

Rision Limited and its controlled entities Consolidated statement of changes in equity

8

Consolidated statement of changes in equity

For the half-year ended 31 December 2016

The above statement of changes in equity should be read in conjunction with the accompanying notes.

Company Issued capital

$

Accumulated

losses

$

Reserves

$

Total

$

Balance as at 1 July 2015 1,336,000 (2,943,612) - (1,607,612)

Loss for the period - (4,292,192) - (4,292,192)

Total comprehensive loss for the period - (4,292,192) - (4,292,192)

Transactions with owners in their capacity as owners:

Shares issued during the year 6,000,000 - - 6,000,000

Transaction costs (896,101) - - (896,101)

Issue of shares to “acquire Rision” 1,997,447 - - 1,997,447

Issue of Facilitation shares 400,000 - - 400,000

Issue of share under Prospectus Noteholder offer 1,300,000 - - 1,300,000

Cost of employee options - - 361,010 361,010

Balance as at 30 June 2016 10,137,346 (7,235,804) 361,010 3,262,552

Consolidated Issued capital

$

Accumulated

losses

$

Reserves

$

Total

$

Balance as at 1 July 2016 10,137,346 (7,235,804) 361,010 3,262,552

Loss for the period - (1,999,807) - (1,999,807)

Total comprehensive loss for the period (1,999,807) - (1,999,807)

Transactions with owners in their capacity as owners:

Share placements 40,000 - - 40,000

Translation on foreign exchange transactions - - (25,033) 25,033

Balance as at 31 December 2016 10,177,346 (9,235,611) 335,977 1,277,712

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Page 11: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

Rision Limited and its controlled entities Statement of cash flows

9

Consolidated statement of cash flows For the half-year ended 31 December 2016

Half-year ended

Note

31 Dec 2016

$

31 Dec 2015

$

Cash flows from operating activities

Receipts from customers 22,000 -

Payments to suppliers and employees (2,128,732) (1,046,103)

Interest received 6,377 959

Interest and other costs of finance paid (884) (129)

Net cash used in operating activities (2,101,239) (1,045,273)

Cash flows from investing activities

Payment to acquire Rostercloud (90,000) -

Net cash provided by investing activities (90,000) -

Cash flows from financing activities

Proceeds from convertible notes - 1,064,000

Proceeds from loans - 320,000

Repayment of loans (565,000) -

Net cash provided by financing activities (565,000) 1,384,000

Net increase/decrease in cash and cash equivalents (2,756,239) 338,727

Cash and cash equivalents at 1 July 3,302,926 21,576

Movement on foreign exchange (6,454) (57,385)

Cash and cash equivalents at the end of the period 540,233 302,918

The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.

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Page 12: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

Rision Limited (formerly Reclaim Industries Limited) Notes to the financial statements

10

Notes to the financial statements

1. Significant accounting policies

Statement of compliance

The consolidated interim financial report is a general purpose financial report prepared in accordance with the Corporations

Act 2001 and AASB 134 Interim Financial Reporting. Compliance with AASB 134 ensures compliance with International

Financial Reporting Standard IAS 34 Interim Financial Reporting. The consolidated interim report does not include notes of

the type normally included in a consolidated annual financial report and shall be read in conjunction with the most recent

consolidated annual financial report.

Basis of preparation

In the half-year ended 31 December 2016, the Group has reviewed all of the new and revised Standards and Interpretations

issued by the AASB that are relevant to its operations and effective for reporting periods beginning on or after 1 July 2016.

It has been determined by the Group that there is no impact, material or otherwise, of the new and revised Standards and

Interpretations on its business and, therefore, no change is necessary to the Group’s accounting policies. For the purpose of

preparing this half-year financial report, the half-year has been treated as a discrete reporting period.

The directors are of the opinion that the basis upon which this consolidated interim financial report is presented is appropriate

in the circumstances.

Reverse Acquisition

On 31 January 2016 Rision Limited (Formerly Reclaim Industries Limited) acquired 100% of the share capital of Rision

Holdings Pty Ltd. Under the Australian Accounting Standards Rision Holdings Pty Ltd was deemed to be the accounting

acquirer in this transaction. The acquisition has been accounted for as a share based payment by which Rision Holdings

Pty Ltd acquired the net assets and the listing status of Rision Limited.

Accordingly the consolidated interim financial statements of Rision Limited have been prepared as a continuation of the

business and operations of Rision Holdings Pty Ltd. As the deemed acquirer Rision Holdings Pty Ltd has accounted for the

acquisition of Rision Limited from 31 January 2016. The comparative information for the 6 months ended 31 December 2015

presented in the consolidated interim financial statements is that of Rision Holdings Pty Ltd as presented in its last half-year

end financial statements.

Going Concern

The Group has incurred a net loss after tax for the half year ended 31 December 2016 of $1,999,807 (2015: $1,080,690) and

experienced net cash outflows to operating activities of $2,101,239 (2015: $1,045,273). At 31 December 2016, the Group

had net assets of $1,277,712 (30 June 2016: $3,262,552).

The ability of the entity to continue as a going concern is dependent on the Company securing additional funding through

debt or equity issues as and when the need to raise working capital arises, to continue to fund its planned operational

activities.

These conditions indicate a material uncertainty that may cast a significant doubt about the entity’s ability to continue as a

going concern and, therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of

business.

Management has prepared a cash flow forecast for a period of 12 months beyond the sign off date of this financial report and

believes there are sufficient funds to meet the entity’s working capital requirements and as at the date of this report. The

entity will be required to raise additional funds in the next 3 months through debt or equity issues to continue with operations

at their current rate.

The financial statements have been prepared on the basis that the entity is a going concern, which contemplates the

continuity of normal business activity, realisation of assets and settlement of liabilities in the normal course of business for

the following reasons:

The Group has a recent proven history of successfully raising capital;

The Directors believe that there is sufficient cash available for the Group to continue operating until it can raise

sufficient further capital to fund its ongoing activities;

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Page 13: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

Rision Limited (formerly Reclaim Industries Limited) Notes to the financial statements

11

The Group’s is currently undergoing restructuring changes in 2017 to reduce significant monthly cash burn and

significant development costs that burderned the Group in 2016; and

Cash spending can be reduced or slowed below its current rate if required.

Should the entity not be able to continue as a going concern, it may be required to realise its assets and discharge its liabilities

other than in the ordinary course of business, and at amounts that differ from those stated in the financial statements and

that the financial report does not include any adjustments relating to the recoverability and classification of recorded asset

amounts or liabilities that might be necessary should the entity not continue as a going concern.

2. Intangible assets – Research and Development

31 Dec 2016 30 June 2016

$ $

Balance at the beginning of the period 1,018,134 1,323,558

Amortisation charge (112,403) (305,424)

Balance at the end of the period 905,731 1,018,134

Intangible assets have finite useful lives. The current amortisation charges for intangible assets are included under

depreciation and amortisation expense per the consolidated statement of profit or loss.

3. Borrowings

31 Dec 2016 30 June 2016

$ $

Unsecured convertible notes - other 13,528 497,922

Unsecured convertible notes – key management 63,154 135,332

Total current borrowings 76,682 633,254

4. Share capital

31 Dec 2016 30 June 2016

$ $

At the beginning of the period: 10,137,346 1,336,000

Share issued during the year:

28/05/2014 - Issue of shares pursuant to the Public Offer - 6,000,000

Issue of Shares as consideration for the acquisition of Rision Holdings Pty Ltd - 1,997,447

30/01/2016 - Issue of Facilitation Shares - 400,000

30/1/2016 - Issue to Noteholders pursuant to the Public Offer - 1,300,000

30/1/2016 - Cost of share issue - (896,101)

18/7/2016 – issue of shares as partial consideration for the acquisition of

Rostercloud 40,000 -

Balance at the end of the period 10,177,346 10,137,346

31 Dec 2016 30 June 2016

No. No.

At the beginning of the period: 963,349,735 2,667

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Page 14: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

Rision Limited (formerly Reclaim Industries Limited) Notes to the financial statements

12

Rision Holdings Pty Ltd shares eliminated on reverse acquisition - (2,667)

Rision Limited shares on issue at acquisition date - 313,349,735

12/2/2016 - Issue of shares for cash pursuant to the Public Offer - 300,000,000

12/2/2016 - Issue of Shares as consideration for the acquisition of Rision Holdings Pty Ltd - 200,000,000

12/2/2016 - Issue to Noteholders pursuant to the Public Offer - 100,000,000

12/2/2016 - Issue to Noteholders pursuant to the Public Offer - 30,000,000

12/2/2016 - Issue of shares as Facilitation fees pursuant to the Public Offer - 20,000,000

18/7/2016 – issue of shares as partial consideration for the acquisition of Rostercloud 4,000,000 -

Balance at the end of the period 967,349,735 963,349,735

5. Operating segments

The company has identified its operating segments based on the internal reports that are reviewed and used by the board of

directors (chief operating decision makers) in assessing performance and in determining the allocation of resources. The

Groups primary business segment is the provision of HR online tools including staff scheduling and rostering, and operates

in this one segment.

Online HR Services

Total

$ $

31 December 2016:

SEGMENT REVENUE

External sales 18,296 18,296

Interest revenue 6,428 6,428

Total segment revenue 24,724 24,724

SEGMENT EXPENSES

Employee benefits Expense (541,197) (541,197)

Software Development (552,145) (552,145)

Consulting and professional fees (546,481) (546,481)

Administrative expenses (252,713) (252,713)

Finance costs (9,627) (9,627)

Depreciation and amortisation (122,368) (122,368)

Total segment expenses (2,024,531) (2,024,531)

Loss before income tax (1,999,807) (1,999,807)

SEGMENT ASSETS AND LIABILITIES

Cash 540,233 540,233

Other receivables 195,592 195,592

Plant and equipment 16,631 16,631

Intangible assets 905,731 905,731

Trade and other creditors (303,793) (303,793)

Loans (76,682) (76,682)

Net assets 1,277,712 1,277,712

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Page 15: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

Rision Limited (formerly Reclaim Industries Limited) Notes to the financial statements

13

Online HR Services

Total

$ $

30 June 2016:

SEGMENT REVENUE

External sales 20,141 20,141

Government Grants 106,738 106,738

Interest revenue 20,179 20,179

Total segment revenue 147,058 147,058

SEGMENT EXPENSES

Employee benefits Expense 845,404 845,404

Software Development 1,526,263 1,526,263

Consulting and professional fees 678,410 678,410

ASX listing cost 114,932 114,932

Share based payments 361,000 361,000

Administrative expenses 518,359 518,359

Finance costs 89,458 89,458

Depreciation and amortisation 305,424 305,424

Total segment expenses 4,439,250 4,439,250

Loss before income tax 4,292,192 4,292,192

SEGMENT ASSETS AND LIABILITIES

Cash 3,302,926 3,302,926

Other receivables 103,015 103,015

Plant and equipment 16,400 16,400

Intangible assets 1,018,134 1,018,134

Trade and other creditors (544,669) (544,669)

Loans (663,254) (663,254)

Net assets 3,262,552 3,262,552

6. Contingencies and commitments

In accordance with the agreement entered into with Online Rostering Pty Ltd (“Rostercloud”) and subject to six performance

milestones having been met in full by Rostercloud, the Company will pay $2,500 per fully completed milestone as part of the

acquisition consideration. The first tranche of milestones are to be achieved by 18 January 2017 and the second tranche of

milestones are to be achieved by 18 July 2017.

There are no contingent liabilities as at 31 December 2016 (31 December 2015: nil).

7. Events occurring after report period

There were no material events subsequent to the 31 December 2016.

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Page 16: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

Rision Limited (formerly Reclaim Industries Limited) Directors declaration

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Directors’ declaration

In the directors’ opinion:

(a) the attached financial statements and notes thereto comply with the Corporation Act 2001, Australian

Accounting Standard AASB 134 Interim Financial Reporting, the Corporation Regulation 2001 and other

mandatory professional reporting requirements;

(b) the attached financial statements and notes give a true and fair view of the Company’s financial position as

at 31 December 2016 and of its performance for the financial half-year ended on that date; and

(c) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they

become due and payable.

Signed in accordance with a resolution of the directors made pursuant to section 303(5)(a) of the Corporations Act

2001.

On behalf of the Directors

Adam Sierakowski

Director

Signed at Perth on this 28th day of February 2017

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Page 17: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

38 Station Street Subiaco, WA 6008 PO Box 700 West Perth WA 6872 Australia

Tel: +61 8 6382 4600 Fax: +61 8 6382 4601 www.bdo.com.au

BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation, other than for the acts or omissions of financial services licensees.

INDEPENDENT AUDITOR’S REVIEW REPORT

To the members of Rision Limited

Report on the Half-Year Financial Report

We have reviewed the accompanying half-year financial report of Rision Limited, which comprises the

consolidated statement of financial position as at 31 December 2016, the consolidated statement of

profit or loss and other comprehensive income, the consolidated statement of changes in equity and

the consolidated statement of cash flows for the half-year ended on that date, notes comprising a

statement of accounting policies and other explanatory information, and the directors’ declaration of

the consolidated entity comprising the company and the entities it controlled at the half-year’s end or

from time to time during the half-year.

Directors’ Responsibility for the Half-Year Financial Report

The directors of the company are responsible for the preparation of the half-year financial report that

gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act

2001 and for such internal control as the directors determine is necessary to enable the preparation of

the half-year financial report that is free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We

conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review

of a Financial Report Performed by the Independent Auditor of the Entity, in order to state whether,

on the basis of the procedures described, we have become aware of any matter that makes us believe

that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving

a true and fair view of the consolidated entity’s financial position as at 31 December 2016 and its

performance for the half-year ended on that date; and complying with Accounting Standard AASB 134

Interim Financial Reporting and the Corporations Regulations 2001. As the auditor of Rision Limited,

ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual

financial report.

A review of a half-year financial report consists of making enquiries, primarily of persons responsible

for financial and accounting matters, and applying analytical and other review procedures. A review is

substantially less in scope than an audit conducted in accordance with Australian Auditing Standards

and consequently does not enable us to obtain assurance that we would become aware of all significant

matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Independence

In conducting our review, we have complied with the independence requirements of the Corporations

Act 2001. We confirm that the independence declaration required by the Corporations Act 2001, which

has been given to the directors of Rision Limited, would be in the same terms if given to the directors

as at the time of this auditor’s review report.

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Page 18: RISION LIMITED For personal use only -  · PDF fileDr Colin McLeod (resigned 24 August 2016) Company Secretary Deborah Ho (appointed 24 November 2016)

Conclusion

Based on our review, which is not an audit, we have not become aware of any matter that makes us

believe that the half-year financial report of Rision Limited is not in accordance with the Corporations

Act 2001 including:

(i) Giving a true and fair view of the consolidated entity’s financial position as at 31 December 2016

and of its performance for the half-year ended on that date; and

(ii) Complying with Accounting Standard AASB 134 Interim Financial Reporting and Corporations

Regulations 2001.

Emphasis of matter

Without modifying our conclusion, we draw attention to Note 1 in the half-year financial report, which

indicates that the ability of the consolidated entity to continue as a going concern is dependent upon

the future successful raising of necessary funding through debt or equity raising. These conditions,

along with other matters as set out in Note 1, indicate the existence of a material uncertainty that

may cast significant doubt about the consolidated entity’s ability to continue as a going concern and

therefore, the consolidated entity may be unable to realise its assets and discharge its liabilities in the

normal course of business.

BDO Audit (WA) Pty Ltd

Neil Smith

Director

Perth, 28 February 2017

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