ACUMENTIS GROUP LIMITED

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ANNUAL FINANCIAL REPORT – 30 JUNE 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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	Year ended 30 June 2021 $000s	Year ended 30 June 2020 $000s	Increase/ (Decrease) $000s	% Change
Revenue Continuing operations Businesses acquired during the year Government grant income		37,970 - 1,315	5,669 410 1,005	14.9% 100.0% 76.4%
	43,639
	410
	2,320
	46,369	39,285	7,084	18.0%
Profit before tax Continuing operations Businesses acquired during the year Acquisition costs expensed Impairment of intangibles Impairment of right of use assets		(2,532) - - - (497)	5,147 (106) (5) (11,904) 366	203.3% (100.0%) (100.0%) (100.0%) 73.6%
	2,615
	(106)
	(5)
	(11,904)
	(131)
	(9,531)	(3,029)	(6,502)	(214.7%)
Income tax benefit / (expense)	(157)	474	(631)	(133.1%)
Net (Loss) / Profit after tax from continuingoperations	(9,688)	(2,555)	(7,133)	(279.2%)

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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	13
	52	0
Wozniczka5		14,250

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited 30 June 2021

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• •

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Acumentis Group Limited

30 June 2021

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Auditor’s independence declaration under section 307c of the Corporations Act 2001

I declare that, to the best of my knowledge and belief, during the year ended 30 June 2021 there have been:

No contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and
No contraventions of any applicable code of professional conduct in relation to the audit.

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William Buck

Accountants & Advisors ABN 16 021 300 521

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L.E. Tutt Partner

Sydney, 5 August 2021

ACCOUNTANTS & ADVISORS Sydney Office Level 29, 66 Goulburn Street Sydney NSW 2000

Parramatta Office Level 7, 3 Horwood Place Parramatta NSW 2150

Telephone: +61 2 8263 4000 williambuck.com

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William Buck is an association of firms, each trading under the name of William Buck across Australia and New Zealand with affiliated offices worldwide. Liability limited by a scheme approved under Professional Standards Legislation. (WB013_2007)

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Acumentis Group Limited

30 June 2021

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30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited 30 June 2021

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4

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Acumentis Group Limited 30 June 2021

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1,830 1,830 3,900 1,200 5,100 - 1,200 1,200

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Acumentis Group Limited 30 June 2021

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994 1,202 2,196

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Acumentis Group Limited 30 June 2021

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1,300 1,300 2,600 3,900

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1,158 2,364 3,522 1,386 2,505 - 3,891 (369) 3,522

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Acumentis Group Limited 30 June 2021

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6

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Balance at 1 July 2019 Additions – cash Additions – non-cash Disposals Balance at 30 June 2020	1,983 615 433 3,031 156 9 159 324 - - 54 54 - (3) (84) (87)
	2,139 621 562 3,322





Balance at 1 July 2019 Depreciation charge for the year Disposals Balance at 30 June 2020	1,539 387 225 2,151 267 83 108 458 - (3) (84) (87)
	1,806 467 249 2,522





1 July 2019 30 June 2020	444 228 208 880 333 154 313 800
	333 154 313 800

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited

30 June 2021

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30 June 2021

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30 June 2021

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Acumentis Group Limited 30 June 2021

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30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited 30 June 2021

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- - - - -	30 June 2021 $000 Sub-Lease $000 Amended $000

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited 30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

30 June 2021

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Acumentis Group Limited

Independent auditor’s report to members

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of Acumentis Group Limited (the Company) and its subsidiaries (the Consolidated Entity), which comprises the consolidated statement of financial position as at 30 June 2021, the consolidated statement of profit and loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information, and the directors’ declaration.

In our opinion, the accompanying financial report of the Consolidated Entity, is in accordance with the Corporations Act 2001 , including:

(i) Giving a true and fair view of the Consolidated Entity’s financial position as at 30 June 2021 and of its financial performance for the year ended on that date; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001 .

Basis for Opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Consolidated Entity in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

ACCOUNTANTS & ADVISORS

We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of the Consolidated Entity, would be in the same terms if given to the directors as at the time of this auditor’s report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Sydney Office Level 29, 66 Goulburn Street Sydney NSW 2000

Parramatta Office Level 7, 3 Horwood Place Parramatta NSW 2150 Telephone: +61 2 8263 4000 williambuck.com

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

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Valuation of the carrying value of goodwill and customer relationship intangible asset Area of focus How our audit addressed it Refer also to notes 2 (a), 6 (c) and 23 (i) (n)

The Consolidated Entity’s net assets include Goodwill of $12.5 million (2020: $13.9 million) and $Nil Customer Relationship intangible assets (2020: $10 million).

In April 2021 the Consolidated Entity was informed by a large federal Government Department that although the Consolidated Entity is a preferred tenderer, the Government did not intend to issue a new purchase order to the Consolidated Entity under the new terms of the contract/panel arrangement from 1 July 2021 onwards. The customer relationship intangible asset of $10 million and Goodwill of $1.9 million associated with the government contract was therefore fully impaired, resulting in an expense of $11.9 million recognised in the current year.

In accordance with accounting standards, goodwill balance is subject to annual impairment testing, and for this purpose it is allocated to the appropriate cash generating units (‘CGU’). There is a risk that if the CGUs do not trade in line with expectations and forecasts, their carrying value could exceed their recoverable amount and therefore require impairment.

The recoverable amount attributable to the CGUs which existed at 30 June 2021, has been calculated based on value-in-use.

These recoverable amounts use discounted cash flow forecasts in which the directors make judgements over certain key inputs, for example but not limited to, revenue growth, discount rates applied, long term growth rates and inflation rates.

We have performed procedures to respond to the risk of misstatement of Goodwill and Customer Relationship, specifically the valuation of the Intangible Assets. These procedures included:

Obtaining a detailed understanding of the budgeting procedures put in place to prepare the FY2022 budget;
Evaluation of the director’s assertion that the customer relationship intangible no longer has an indefinite useful life and should be fully impaired;
Recalculating the impairment charge recognised for customer relationship and related goodwill balance;
Testing the accuracy of the calculation derived from the budget and Discounted Cash Flow (DCF) as well as assessing the key inputs in the calculations such as revenue growth, director approved forecasts and our own views;
Engaging our own valuation specialists when considering the appropriateness of the discount rates and the long-term growth rates;
Reviewing the historical accuracy of forecasts by comparing actual results with the original forecasts;
— Testing the sensitivity of the DCF model to variations in the underlying assumptions; and
Assessing whether disclosure in the financial report is appropriate.

Carrying value of the shares in Associated Company – Acumentis (WA) Holdings Pty Ltd (“ACU WA”) Area of focus How our audit addressed it Refer also to notes 14 (b) 23 (b)

The Consolidated Entity’s net assets include an investment in an associated company valued at 2021: $1.19 million (2020: $1.11 million).

In accordance with accounting standards, interests in associates are subject to annual impairment testing, and for these purposes they are allocated to the appropriate cash generating units (‘CGU’). There is a risk that if the CGUs do

We have performed procedures to respond to the risk of overstatement of the shares in the Associate Company – ACU WA. These procedures included: — Obtaining a detailed understanding of the budgeting procedures put in place to prepare the FY2022 budget of ACU WA;

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not trade in line with expectations and forecasts, their carrying value could exceed their recoverable amount and therefore require impairment.

The recoverable amount attributable to the CGUs which existed at 30 June 2021, has been calculated based on value-in-use. These recoverable amounts use discounted cash flow forecasts in which the directors make judgements over certain key inputs, for example but not limited to, revenue growth, discount rates applied, long term growth rates and inflation rates.

Testing the accuracy of the calculation derived from the ACU WA budget and Discounted Cash Flow (DCF) as well as assessing the key inputs in the calculations such as revenue growth, director approved forecasts and our own views;
Engaging our own valuation specialists when considering the appropriateness of the discount rates and the long-term growth rates;
Reviewing the historical accuracy of ACU WA forecasts by comparing actual results with the original forecasts;
Testing the sensitivity of the DCF model to variations in the underlying assumptions; and
Assessing whether disclosure in the financial report is appropriate.

Compliance with loan facility covenants

Area of focus Refer also to notes 5 (a), 5 (e), 11(b), 23 (j) and 23 (p)

The Consolidated Entity has certain requirements to comply with under its loan facility agreement, including (amongst others):

Consolidated EBITDA,
Consolidated Revenue, and
Equity ratio.

Non-compliance with loan facility covenants may result in the facility being ended and additional charges incurred, which may be detrimental to the going concern ability of the Consolidated Entity.

As at 30 June 2021, Acumentis Group Limited satisfied its requirements under the facility agreement.

How our audit addressed it

We have performed procedures to assess compliance of the loan facility covenants and the consequences if the covenants were breached and called upon. These procedures included:

Assessing whether the Consolidated Entity can satisfy the covenant requirements and terms under the facility agreement;
Assessing whether debt has been correctly included, properly classified, described and disclosed in the financial statements;
Assessing whether debt representing the amount due to the lenders under an enforceable facility agreement has been recorded in the financial statements;
Assessing whether debt has been recorded at accurate amounts and reflects all events and circumstances that affect its underlying valuation; and
Assessing whether disclosure in the financial report is appropriate.

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Business Combination – Saunders & Pitt

Area of focus

Refer also to notes 7, 13, 23 (b) and 23 (h)

As disclosed in the financial report, the parent entity acquired the business and assets of Saunders & Pitt, effective 1 April 2021.

The acquisition was settled for a maximum purchase price of $507k comprising cash paid and ordinary shares issued.

The acquisition of Saunders & Pitt falls under the scope of AASB 3 - Business Combinations.

As a consequence of the timing of the transaction, the accounting is still provisional as at 30 June 2021. AASB 3 allows a measurement period up to a maximum of 12 months from the date of the transaction to finalise the accounting.

How our audit addressed it

We have performed procedures to assess whether the acquisition was accounted for in accordance with Accounting Standards as at 30 June 2021. These procedures included:

Review of the sale and purchase agreement and supporting documentation to understand the key terms and conditions of the acquisition;
Testing the determination of the acquisition date on which the Consolidated Entity obtained control;
Testing the determination of the fair value of the consideration paid by the Consolidated Entity;
Assessing the process of determining the fair vales of the acquired assets and liabilities, and the identification of any unrecognised intangible assets;
Assessing any potential indicators of impairment; and
Assessing the adequacy of the Consolidated Entity’s disclosures in relation to the business and asset acquisition of Saunders & Pitt.

Other Information

The directors are responsible for the other information. The other information comprises the information in the Consolidated Entity’s annual report for the year ended 30 June 2021, but does not include the financial report and the auditor’s report thereon.

Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the Financial Report

The directors of the Consolidated Entity are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

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In preparing the financial report, the directors are responsible for assessing the ability of the Consolidated Entity to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Consolidated Entity or to cease operations, or has no realistic alternative but to do so.

Auditor’s Responsibilities for the Audit of the Financial Report

Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.

A further description of our responsibilities for the audit of these financial statements is located at the Auditing and Assurance Standards Board website at:

https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf

This description forms part of our independent auditor’s report.

Report on the Remuneration Report

Opinion on the Remuneration Report

We have audited the Remuneration Report included in pages 9 to 14 of the directors’ report for the year ended 30 June 2021.

In our opinion, the Remuneration Report of Acumentis Group Limited, for the year ended 30 June 2021, complies with section 300A of the Corporations Act 2001 .

Responsibilities

The directors of the Consolidated Entity are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

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William Buck

Accountants & Advisors ABN 16 021 300 521

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L.E. Tutt Partner Sydney, 5 August 2021

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Acumentis Group Limited

30 June 2021

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Redbrook Nominees Pty Ltd Newport Shipping Company Pty Limited Acres Holdings Pty Ltd White Valuations Pty Ltd Mr Leslie Peter Wozniczka Enable Investment Manager Pty Ltd Carossah Pty Ltd Kiut Investments Pty Ltd Ms Lynette Jane Ellis & Mr Jeffrey George Keane Gogorm Super Pty Ltd Continuum Property Consultancy Pty Ltd Arkmist Pty Ltd Ventura Resources Pty Ltd Blake Francis Dean Lieschke Tony Michael Gorman Mr Stewart Andrew Smith 5 Daisy Street Nathan Alexander King Ian D Bolewski Pty Ltd Raptis Property Consultants Pty Ltd Mr Noel Edward Kagi & Mrs Michelle Leonie Kagi	14,339,068 8.3% 13,840,755 8.0% 9,752,473 5.6% 5,939,583 3.4% 5,720,000 3.3% 4,769,346 2.7% 4,411,112 2.5% 4,239,071 2.4% 3,558,334 2.0% 3,182,494 1.8% 3,033,212 1.7% 2,845,712 1.6% 2,832,548 1.6% 2,747,576 1.6% 2,606,565 1.5% 2,548,738 1.5% 2,507,063 1.4% 2,433,212 1.4% 2,433,212 1.4% 2,396,437 1.4%
	96,136,511 55.3%

Redbrook Nominees Pty Ltd
Newport Shipping Company Pty Limited
Acres Holdings Pty Ltd
White Valuations Pty Ltd
Mr Leslie Peter Wozniczka
Enable Investment Manager Pty Ltd
Carossah Pty Ltd
Kiut Investments Pty Ltd
Ms Lynette Jane Ellis & Mr Jeffrey George Keane
Gogorm Super Pty Ltd
Continuum Property Consultancy Pty Ltd
Arkmist Pty Ltd
Ventura Resources Pty Ltd
Blake Francis Dean Lieschke
Tony Michael Gorman
Mr Stewart Andrew Smith 5 Daisy Street
Nathan Alexander King
Ian D Bolewski Pty Ltd
Raptis Property Consultants Pty Ltd
Mr Noel Edward Kagi & Mrs Michelle Leonie Kagi

14,339,068
8.3%
13,840,755
8.0%
9,752,473
5.6%
5,939,583
3.4%
5,720,000
3.3%
4,769,346
2.7%
4,411,112
2.5%
4,239,071
2.4%
3,558,334
2.0%
3,182,494
1.8%
3,033,212
1.7%
2,845,712
1.6%
2,832,548
1.6%
2,747,576
1.6%
2,606,565
1.5%
2,548,738
1.5%
2,507,063
1.4%
2,433,212
1.4%
2,433,212
1.4%
2,396,437
1.4%

96,136,511
55.3%

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81 Acumentis Group Limited 30 June 2021

AI assistant

ACUMENTIS GROUP LIMITED — Annual Report 2021

64295_rns_2021-08-04_82355449-0f73-455a-b574-c8cae370947d.pdf

ANNUAL FINANCIAL REPORT – 30 JUNE 2021

Acumentis Group Limited

Auditor’s independence declaration under section 307c of the Corporations Act 2001

William Buck

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Acumentis Group Limited

Independent auditor’s report to members

Report on the Audit of the Financial Report

Opinion

Basis for Opinion

ACCOUNTANTS & ADVISORS

Key Audit Matters

Compliance with loan facility covenants

How our audit addressed it

Business Combination – Saunders & Pitt

How our audit addressed it

Other Information

Responsibilities of the Directors for the Financial Report

Auditor’s Responsibilities for the Audit of the Financial Report

Report on the Remuneration Report

Opinion on the Remuneration Report

Responsibilities

William Buck

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ACUMENTIS GROUP LIMITED Annual Report 2021