COMPLII FINTECH SOLUTIONS LTD — Interim / Quarterly Report 2021

Feb 25, 2021

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APPENDIX 4D AND INTERIM FINANCIAL REPORT 31 DECEMBER 2020

APPENDIX 4D Interim Financial Report 31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Results for Announcement to the Market

for the half-year Ended 31 December 2020

1 REPORTING PERIOD (item 1)

• Report for the period ended: 31 December 2020

• Previous corresponding 31 December 2019

• period is half-year ended:

2	RESULTS FOR ANNOUNCEMENT	Movement	Percentage	31 December	31 December
	TO THE MARKET		%	2020 $	2019 $
	Revenues from ordinary activities (item 2.1)	Up	28.7	715,774	556,047
	Loss from ordinary activities after tax attributable to members (item 2.2)	Increase in Loss	299.77	(2,845,202)	(711,717)
	Loss from after tax
	attributable to members	Increase in Loss	299.77	(2,845,202)	(711,717)
	(item 2.3)

a.	Dividends (items 2.4 and 5)		Amount per	Franked amount
			Security ₵	per security %
	Interim dividend		nil	n/a
	Final dividend		nil	n/a
	Record date for determining
	entitlements to the dividend	n/a
	(item 2.5)

• b. Brief explanation of any of the figures reported above necessary to enable the figures to be understood (item 2.6):

• Revenue represents service revenue.

3 DIVIDENDS (item 6) AND RETURNS TO SHAREHOLDERS INCLUDING DISTRIBUTIONS AND BUY BACKS

Nil.

• a. Details of dividend or distribution reinvestment plans in operation are described below (item 6): Not applicable

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APPENDIX 4D Interim Financial Report 31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Results for Announcement to the Market

for the half-year Ended 31 December 2020

4	RATIOS	Current	Previous
		period	corresponding
			period
	a. Financial Information relating to 4b:	$	$
	Earnings for the period attributable to owners of the parent	(2,845,202)	(711,717)
		4,615,206	(1,462,940)
	Net (liabilities)/assets
	Less: Intangible assets	145,161	216,273
	Net tangible (liabilities)/assets	4,500,045	(1,679,213)
		No.	No.
	Fully paid ordinary shares	299,032,334	20,973,698
		₵	₵
	b. Net tangible (liability)/assets backing per share (cents) (item 3):	1.5	(8.01)

5 DETAILS OF ENTITIES OVER WHICH CONTROL HAS BEEN GAINED OR LOST DURING THE PERIOD: (item 4)

• a. Control gained over entities

Name of entities (item 4.1) Date(s) of gain of control (item 4.2) ities Name of entities (item 4.1) Date(s) of loss of control (item 4.2) lidated profit (loss) from ordinary activities after entities to the date(s) in the current period when ost (item 4.3).	Intiger Group Limited
	17 December 2020
	Nil
	N/A
	N/A

• b. Loss of control of entities

• c. Contribution to consolidated profit (loss) from ordinary activities after tax by the controlled entities to the date(s) in the current period when control was gained / lost (item 4.3).

N/A

• d. Contribution to consolidated profit (loss) from ordinary activities after tax by the controlled entities to the date(s) in the current period when control was gained / lost (item 4.3).

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APPENDIX 4D Interim Financial Report 31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Results for Announcement to the Market

for the half-year Ended 31 December 2020

6 DETAILS OF ASSOCIATES AND JOINT VENTURES: (item 7)

Name of entities (item 7)	Nil
Percentage holding in each of these entities (item 7)	N/A

Percentage holding in each of these entities (item 7) N/A
		Current period	Previous
			corresponding
			period
Aggregate share of profits (losses) of these entities (item	7)	N/A	N/A

• 7 The financial information provided in the Appendix 4D is based on the interim final report (attached), which has been prepared in accordance with Australian Accounting Standards.

• 8 The report is based on accounts which have been reviewed by the Company’s independent auditor (item 9).

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INTERIM FINANCIAL REPORT 31 DECEMBER 2020

INTERIM REPORT

31 December 2020

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AND CONTROLLED ENTITIES ABN 71 098 238 585

Corporate directory

Current Directors

Craig Mason Executive Chairman Alison Sarich Executive Director Greg Gaunt Non-executive Director

Company Secretary

Karen Logan

Registered Office

Street: 6.02 56 Pitt Street SYDNEY NSW 2000 Postal: 6.02 56 Pitt Street SYDNEY NSW 2000 Telephone: +61 (0)2 9235 0028 Email: info@complii.com.au Website: www.complii.com.au

Auditors

Bentleys Audit & Corporate (WA) Pty Ltd Level 3, 216 St Georges Terrace PERTH WA 6000 Telephone: +61 (0)8 9226 4500

Share Registry

Automic Group Street: Level 2, 267 St Georges Terrace PERTH WA 6000 Postal: GPO Box 5193 Sydney NSW 2001 Telephone: 1300 288 664 or +61 2 9698 5414 Website: www.automicgroup.com.au

Solicitors to the Company

Grillo Higgins 114 William Street MELBOURNE VIC 3000

Securities Exchange

Australian Securities Exchange Level 40, Central Park, 152-158 St Georges Terrace Perth WA 6000 Telephone: 131 ASX (131 279) (within Australia) Telephone: +61 (0)2 9338 0000 Facsimile: +61 (0)2 9227 0885 Website: www.asx.com.au ASX Code CF1

Interim Report Page | 1

INTERIM REPORT 31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Contents

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Directors' report ........................................................................................................................................... 3 Auditor's independence declaration ............................................................................................................. 5 Condensed consolidated statement of profit or loss and other comprehensive income .............................. 6 Condensed consolidated statement of financial position ............................................................................ 7 Condensed consolidated statement of changes in equity ............................................................................ 8 Condensed consolidated statement of cash flows ....................................................................................... 9 Notes to the condensed consolidated financial statements ....................................................................... 10 Directors' declaration ................................................................................................................................. 26 Independent auditor's review report ........................................................................................................... 27

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INTERIM REPORT

31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Directors' report

Your directors present their report on the consolidated entity, consisting of Complii Fintech Solutions Limited ( Complii Group or the Company ) and its controlled entities (collectively the Group ), for the half-year ended 31 December 2020.

1. Directors

The names of Directors in office at any time during or since the end of the half-year are:

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Mr Craig Mason Executive Chairman (appointed 10 December 2020)

Ms Alison Sarich Executive Director (appointed 10 December 2020) Mr Greg Gaunt Non-executive Director Mr Patrick Canion Resigned 10 December 2020 Mr Mark Fisher Resigned 10 December 2020

Directors have been in office since the start of the half-year to the date of this report unless otherwise stated.

2. Operating and financial review

2.1. Operations review

During the half year, the Company has completed a capital raising of $ 7 million and the reverse takeover of Complii Fintech Solutions Ltd (“Complii”). On completion of the Complii takeover, the company has restructured the Board and executive team through the appointment of Mr Craig Mason and Ms Alison Sarich and the resignation of Mr Patrick Canion and Mr Mark Fisher. Intiger Group Limited (“Intiger”) has been renamed Complii Fintech Solutions Ltd.

The Group has commenced the integration of the Intiger product BOOM clients and offshore processing into the core offering and has commenced marketing this product to Complii’s existing customers. During the COVID period the Group has accelerated R&D investment to expand the Group’s range of products, which are targeted for launch in Quarter 2 2021 and to a wider range of target customers. With the global move to digital technology solutions and leveraging our R&D investment, there has been an uptake in Complii services through this half year, with 10 new customers .

The Group has impaired the acquisitions costs of Shroogle and ThinkCaddie and has a strong balance sheet with cash on hand at 31 December 2020 being $ 5,472,275.

2.2. Financial Review

a. Operating results

For the half-year ended 31 December 2020 the Group delivered a loss before tax of $2,845,202 (31 December 2019: $711,717 loss).

The financial statements have been prepared on a going concern basis, which contemplates the continuity of normal business activity and the realisation of assets and the settlement of liabilities in the ordinary course of business.

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INTERIM REPORT

31 December 2020

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AND CONTROLLED ENTITIES ABN 71 098 238 585

Directors' report

• b. Financial position

The net assets of the Group have increased from 30 June 2020 by $6,108,146 to $4,645,206 at 31 December 2020 (30 June 2020: $(1,462,940)).

As at 31 December 2020, the Group's cash and cash equivalents increased from 30 June 2020 by $5,320,191 to $5,472,275 (30 June 2020: $152,084) and had a working capital surplus of $4,348,609 (30 June 2020: $1,604,375 working capital deficit).

• 2.3. Events Subsequent to Reporting Date

There are no other significant after balance date events that are not covered in this Directors' Report or within the financial statements at Note 7 Events subsequent to reporting date.

• 2.4. Future Developments, Prospects and Business Strategies

Likely developments, future prospects and business strategies of the operations of the Group and the expected results of those operations have not been included in this report as the Directors believe that the inclusion of such information would be likely to result in unreasonable prejudice to the Group.

3. Auditor's independence declaration

The lead auditor's independence declaration under section 307C of the Corporations Act 2001 (Cth) for the halfyear ended 31 December 2020 has been received and can be found on page 5 of the interim financial report.

Signed in accordance with a resolution of directors made pursuant to s306(3) of the Corporations Act 2001 (Cth).

CRAIG MASON

Chairman

Dated this Friday, 26 February 2021

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To The Board of Directors

Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001

As lead audit Partner for the review of the financial statements of Complii Fintech Solutions Limited for the half year ended 31 December 2020, I declare that to the best of my knowledge and belief, there have been no contraventions of:

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• the auditor independence requirements of the Corporations Act 2001 in relation to the review; and

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• any applicable code of professional conduct in relation to the review.

Yours faithfully

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BENTLEYS Chartered Accountants

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DOUG BELL CA
Partner
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Dated at Perth this 26[th] day of February 2021

INTERIM REPORT 31 December 2020

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AND CONTROLLED ENTITIES ABN 71 098 238 585

Condensed consolidated statement of profit or loss and other comprehensive income for the half-year ended 31 December 2020

Condensed consolidated statement of profit or loss and other comprehensive income for the half-year ended 31 December 2020
Note	31 December 31 December
	2020 2019
	$ $
Continuing operations Revenue 1.1 Other income 1.2 Research and development grant Consulting fees Corporate secretarial fees Depreciation and amortisation 2.1 Employment costs 2.2 Finance costs Acquisition transaction costs 13/ 5.1.1 Legal expenses Licensing Fees Occupancy costs Professional fees Net share-based payments expensed/(lapsed) Other Employment Costs Travel & Entertainment Other expenses Loss before tax Income tax expense Net loss for the half-year Other comprehensive income for the half-year, net of tax Total comprehensive income attributable to members of the parent entity Loss for the period attributable to: Owners of the parent Total comprehensive income attributable to: Owners of the parent Earnings per share: Basic and diluted loss per share (cents per share) 10.3
	715,774 556,047
	58,093 91,910
	573,916 385,420
	1,347,783 1,033,377
	(143,999) (184,730)
	(47,194) (27,009)
	(24,821) (96,597)
	(1,441,388) (982,669)
	(47,010) (18,926)
	(1,866,703) -
	(222,847) -
	(56,184) (55,982)
	(1,299) (11,355)
	(64,821) (19,387)
	(15,770) (184,146)
	(99,030) (37,151)
	(7,962) (14,632)
	(153,957) (112,510)
	(2,845,202) (711,717)
	- -
	(2,845,202) (711,717)
	- -
	(2,845,202) (711,717)
	(2,845,202) (711,717))
	(2,845,202) (711,717)
	₵ ₵
	(5.41) (3.37)

The condensed consolidated statement of profit or loss and other comprehensive income is to be read in conjunction with the accompanying notes.

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INTERIM REPORT 31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Condensed consolidated statement of financial position

as at 31 December 2020

Condensed consolidated statement of financial position as at 31 December 2020
Note	31 December 30 June
	2020 2020
	$ $
Current assets Cash and cash equivalents 3.1 Trade and other receivables 3.2 Other current assets Total current assets Non-current assets Property, plant and equipment Intangible assets Right of use Assets 6.1 Total non-current assets Total assets Current liabilities Trade and other payables 3.3 Financial liabilities 3.4 Provisions 4.1 Lease liabilities 6.1 Total current liabilities Non-current liabilities Provisions 4.1 Lease liabilities Total non-current liabilities Total liabilities Net (liabilities)/assets Equity Issued capital 5.1.1 Reserves 5.4 Accumulated losses Total equity
	5,472,275 152,084
	138,533 33,253
	35,098 29,790
	5,645,906 215,127
	27,254 18,449
	18,128 38,427
	127,033 177,846
	172,415 234,722
	5,818,321 449,849
	757,715 347,027
	25,789 1,248,543
	228,355 115,334
	105,438 108,598
	1,117,297 1,819,502
	25,663 16,082
	30,155 77,205
	55,818 93,287
	1,173,115 1,912,789
	4,645,206 (1,462,940)
	14,312,234 5,441,323
	266,583 437,071
	(9,933,611) (7,341,334)
	4,645,206 (1,462,940)

The condensed consolidated statement of financial position is to be read in conjunction with the accompanying notes.

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INTERIM REPORT 31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Condensed consolidated statement

of changes in equity

for the half-year ended 31 December 2020

Note Balance at 1 July 2019 Loss for the year attributable owners of the parent Other comprehensive income for the period attributable owners of the parent Total comprehensive income for the year attributable owners of the parent Transaction with owners, directly in equity Shares issued during the period as consideration for acquisition Shares issued during the period to employees Options granted during the period Balance at 31 December 2019 Balance at 1 July 2020 Loss for the year attributable owners of the parent Other comprehensive income for the period attributable owners of the parent Total comprehensive income for the period attributable owners of the parent Transaction with owners, directly in equity Shares issued during the period 5.1 Options granted during the period	Share-based
	Issued Payments	Accumulated
	Capital Reserve	Losses Total
	$ $	$ $
	3,598,262 271,758 - - - -	(3,400,476) 469,544 (711,717) (711,717) - -
	- -	(711,717) (711,717)
	1,650,000 - 9,025 - - 184,146	- - - 9,025 - 184,146
	5,257,287 455,904	(4,112,193) 1,600,998
	5,441,323 437,071	(7,341,334) (1,462,940)
	- -	(2,845,202) (2,845,202)
	- -	- -
	- -	(2,845,202) (2,845,202)
	8,870,911 -	- 8,870,911
	- 66,667	- 66,667
Options lapsed during the period	- (252,925)	252,925 -
Performance Rights	- 15,770	- 15,770
Balance at 31 December 2020	14,312,234 266,583	(9,933,611) 4,645,206

The condensed consolidated statement of changes in equity is to be read in conjunction with the accompanying notes.

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INTERIM REPORT

31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Condensed consolidated statement of cash flows

for the half-year ended 31 December 2020

Condensed consolidated statement of cash flows for the half-year ended 31 December 2020
Note	31 December 31 December
	2020 2019
	$ $
Cash flows from operating activities Receipts from customers Interest received Research and development tax incentive Payments to suppliers and employees Net cash used in operating activities Cash flows from investing activities Purchase of property, plant and equipment Acquisition of subsidiary, net of cash acquired Purchase of Intangibles Net cash used in investing activities Cash flows from financing activities Proceeds from borrowings Repayment of borrowings Repayment of lease liabilities (principal) Proceeds from issue of shares and options Payments for capital raising costs Net cash provided by financing activities Net increase/(decrease) in cash held Cash and cash equivalents at the beginning of the half-year Cash and cash equivalents at the end of the half-year 3.1
	761,027 550,053
	9 348
	573,917 385,420
	(1,883,820) (1,389,509)
	(548,867) (453,688)
	(13,329) (5,773)
	26,025 69,047
	- (3,321)
	12,696 59,953
	205,000 651,247
	(398,612) (267,635)
	(54,937) (52,245)
	7,000,000 -
	(895,089) -
	5,856,362 331,367
	5,320,191 (62,368)
	152,084 174,462
	5,472,275 112,094

The condensed statement of cash flows is to be read in conjunction with the accompanying notes.

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INTERIM REPORT 31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Notes to the condensed consolidated financial statements

for the half-year ended 31 December 2020

In preparing the 2020 interim financial statements, Complii Fintech Solutions Limited has grouped notes into sections under the same key categories as used in the June 2020 Annual Report:

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Section A: How the numbers are calculated ............................................................................................... 11 Section B: Unrecognised items ................................................................................................................... 17 Section C: Other Information....................................................................................................................... 20

Significant accounting policies specific to each note are included within that note. Accounting policies that are determined to be non-significant are not included in the financial statements.

The presentation of the notes to the financial statements has changed from the prior year and is supported by the IASB’s Disclosure Initiative. As part of this project, the AASB made amendments to AASB 101 Presentation of Financial Statements which have provided preparers with more flexibility in presenting the information in their financial reports.

The financial report is presented in Australian dollars, except where otherwise stated.

Company details

The registered office of the Company is:

Registered Office

Street: 6.02 56 Pitt Street SYDNEY NSW 2000 Postal: 6.02 56 Pitt Street SYDNEY NSW 2000 Telephone: +61 (0)2 9235 0028 Email: info@complii.com.au Website: www.complii.com.au

Head Quarters: 6.02 56 Pitt Street SYDNEY NSW 2000

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INTERIM REPORT

31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Notes to the condensed consolidated financial statements

for the half-year ended 31 December 2020

SECTION A. HOW THE NUMBERS ARE CALCULATED

This section provides additional information about those individual line items in the financial statements that the directors consider most relevant in the context of the operations of the entity, including:

• (a) accounting policies that are relevant for an understanding of the items recognised in the financial statements. These cover situations where the accounting standards either allow a choice or do not deal with a particular type of transaction.

• (b) analysis and sub-totals.

• (c) information about estimates and judgements made in relation to particular items.

Note 1 Revenue and other income	31 December 31 December
	2020 2019
	$ $
1.1 Revenue Licence Fees Service Fees 1.2 Other Income Sundry Income
	570,229 536,556
	145,545 19,491
	715,774 556,047
	58,093 91,910
	58,093 91,910
Note 2 Profit / (loss) before income tax	31 December 31 December
	2020 2019
	$ $
The following significant revenue and expense items are relevant in explaining the financial performance: 2.1 Depreciation and amortisation: Depreciation and amortisation of plant and equipment Amortisation of intangibles 2.2 Employment costs: Directors’ fees (Decrease)/increase in employee benefits provisions Superannuation expense Wages and salaries Increase/(decrease) in provision for payroll tax Other employment related costs
	4,522 72,242
	20,299 24,355
	24,821 96,597
	130,202 118,333
	93,034 55,015
	104,678 75,709
	1,095,805 704,403
	17,421 29,209
	248 -
	1,441,388 982,669

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INTERIM REPORT 31 December 2020

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AND CONTROLLED ENTITIES ABN 71 098 238 585

Notes to the condensed consolidated financial statements

for the half-year ended 31 December 2020

Note 3 Financial assets and financial liabilities
3.1 Cash and cash equivalents	31 December 30 June
	2020 2020
	$ $
3.1.1 Current Cash at bank
	5,472,275 152,084
	5,472,275 152,084
3.2 Trade and other receivables	31 December 30 June
	2020 2020
	$ $
3.2.1 Current Trade receivables Provision for doubtful debts Other receivables
	47,309 32,149
	- (6,820)
	91,224 7,924
	138,533 33,253
3.3 Trade and other payables	31 December 30 June
	2020 2020
	$ $
3.3.1 Current Unsecured Trade payables Accruals Other creditors Employment related payables Unearned revenue
	353,208 45,696
	58,408 27,406
	18,223 196,550
	324,376 73,875
	3,500 3,500
	757,715 347,027

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INTERIM REPORT 31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Notes to the condensed consolidated financial statements

for the half-year ended 31 December 2020

Note 3 Financial assets and financial liabilities (cont.)

3.4 Financial liabilities Note	31 December 30 June
	2020 2020
	$ $
3.4.1 Current Unsecured Related party loans Third Party Loans Expense Funding
	- 807,095
	- 432,472
	25,789 8,976
	25,789 1,248,543

Note 4 Non-financial assets and financial liabilities
4.1 Provisions	31 December 30 June
	2020 2020
	$ $
4.1.1 Current Employee entitlements 4.1.2 Non-current Employee entitlements
	228,355 115,334
	228,355 115,334
	25,663 16,082
	25,663 16,082

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INTERIM REPORT 31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Notes to the condensed consolidated financial statements

for the half-year ended 31 December 2020

Note 5 Equity
5.1 Issued capital Note	31 December 30 June 31 December 30 June
	2020 2020 2020 2020
	No. No. $ $
Fully paid ordinary shares at no par value 5.1.1 Ordinary shares At the beginning of the period Shares issued during the year: Issue of shares on acquisition of Think Caddie Issue of shares on acquisition of Adviser Solutions Payment for prior issue of shares to Alison Sarich Complii Salary Shares Complii Director Shares Complii Employee Shares Complii Loan Conversion Shares Balance before reverse acquisition Elimination of Complii Issued Share Capital Shares of legal acquirer at acquisition date Share Consolidation (Ratio 80:1) Elimination of Intiger Issued Share Capital on acquisition Issue of Securities under the Takeover Offerand***
	299,032,334 77,235,255 14,312,234 5,441,323
	6 months to 6 months to
	31 December 12 months to 31 December 12 months to
	2020 30 June 2020 2020 30 June 2020
	No. No. $ $
	77,235,255 65,829,005 5,441,323 3,598,262
	- 10,312,500 - 1,650,000
	- 1,093,750 - 175,000
	- - - 18,061
	306,249 - 18,375 -
	1,250,000 - - -
	963,275 - 38,531 -
	19,957,413 - 1,197,445 -
	99,712,192 77,235,255 6,695,674 5,441,323
	(99,712,192) - - -
	1,936,136,913 - 46,201,072 -
	(1,911,934,550) - - -
	- (46,201,072) -
	123,878,773 - 1,208,935 -

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INTERIM REPORT 31 December 2020

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AND CONTROLLED ENTITIES ABN 71 098 238 585

Note 5 Equity
Public Offer Subscription Facilitation Shares Convertible Note Shares Interest Shares Director Fee Shares Placement Fee Shares Convertible Note Adjustment Transaction costs relating to share issues At reporting date	140,000,000 - 7,000,000 -
	5,000,000 - 250,000 -
	5,000,000 - 200,000 -
	213,698 - 8,548 -
	550,000 - 27,500 -
	187,500 - 9,375 -
	- - 66,666 -
	- - (1,154,464) -
	299,032,334 77,235,255 14,312,234 5,441,323

*Shares Issued during the current year. These shares were paid for prior to the start of the financial year.

** There were a further 121,228 ordinary shares issued under the Takeover Offer on 22 January 2021.

*** In accordance with reverse asset acquisition accounting principles the consideration is deemed to have been incurred by Complii in the form of equity instruments issued to Shareholders. The acquisition date fair value of this consideration has been determined with reference to the fair value of the issued shares of Intiger immediately prior to the acquisition and has been determined to be $1,210,118 based on 24,202,363 Shares (on a post-Consolidation basis) on a value of $0.05 per Share, being the issue price under the Public Offer. As a result, transaction costs of $1,866,703 have been determined being the difference between the consideration and the fair value of net assets of Intiger (Refer Note 13 for further details)

5.2 Performance Shares	31 December 30 June 31 December 30 June
	2020 2020 2020 2020
	No. No. $ $
Performance shares At the beginning of the period Performance shares issued/(lapsed) during the year: Lapsed Issued to Directors – Alison Sarich Issued to Directors – Craig Mason At reporting date	25,250,000 - - -
	- 1,400,000 - -
	- (1,400,000) - -
	6,750,000 4,505
	18,500,000 11,265
	25,250,000 - 15,770 -

Performance shares may be issued to executives as part of their remuneration. The performance shares are issued to encourage goal alignment between executives, directors and shareholders. The issue of 25,250,000 Performance Shares (on a postConsolidation basis) to the Proposed Directors in order to link part of the remuneration and performance paid to specific criteria, namely the achievement of specific milestones, include a market-linked incentive component in their remuneration package or fees payable (as applicable), motivate and reward the successful performance of the Proposed Directors in their respective roles in managing the operation and strategic direction of the Company.

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INTERIM REPORT 31 December 2020

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AND CONTROLLED ENTITIES ABN 71 098 238 585

	Number
Performance	Ms Alison Sarich	Mr Craig Mason	Exercise Price	Expiry Date
Shares
Class A	750,000	1,500,000	$0.05	17/9/25
Class B	1,000,000	2,000,000	$0.05	17/9/25
Class C	1,000,000	3,000,000	$0.05	17/9/25
Class D	1,000,000	3,000,000	$0.05	17/9/25
Class E	1,000,000	3,000,000	$0.05	17/9/25
Class F	1,000,000	3,000,000	$0.05	17/9/25
Class G	1,000,000	3,000,000	$0.05	17/9/25
	6,750,000	18,500,000

		Value
Performance	Per Performance	Ms Alison Sarich	Mr Craig Mason	Total
Shares	Share
Class A+	$0.045	$33,750	$67,500	$101,250
Class B+	$0.045	$45,000	$90,000	$135,000
Class C+	$0.045	$45,000	$135,000	$180,000
Class D#	$0.0338	$33,753	$101,256	$135,009
Class E+	$0.045	$45,000	$135,000	$180,000
Class F#	$0.0301	$30,069	$90,208	$120,277
Class G#	$0.0263	$26,280	$78,844	$105,124
		$258,852	$697,808	$956,660

+ The Class A, B, C and E Performance Shares, which have non-market vesting conditions, were valued at 90% probability, based on internal target which is in line with historical growth and execution.

# The Class D, F and G Performance Shares were valued using a Monte Carlo simulation model by implying volatility based on the average volatility of all companies within the in-application software development sector with a market cap of less than $100m, excluding anomalies.

		Expensed	during the period
Performance	Ms Alison Sarich		Mr Craig Mason	Total
Shares
Class A		$1,343	$2,686	$4,029
Class B		$910	$1,819	$2,729
Class C		$563	$1,689	$2,252
Class D		$422	$1,267	$1,689
Class E		$563	$1,689	$2,252
Class F		$376	$1,129	$1,505
Class G		$328	$986	$1,314
		$4,505	$11,265	$15,770

Interim Report Page | 16

INTERIM REPORT 31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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The vesting conditions for the Performance Shares are:

Class A

The Complii Group achieving a minimum of a 15% increase in group revenue from the financial year ended 30 June 2020 to the financial year ending 30 June 2021, as independently verified by the Company’s auditors.

Class B

The Company Group achieving a minimum of a 15% increase in group revenue from the financial year ending 30 June 2021 to the financial year ending 30 June 2022, as independently verified by the Company’s auditors.

Class C

The Company Group recording positive EBIT in any of the financial years ending 30 June 2021, 30 June 2022 or 30 June 2023, as independently verified by the Company’s auditors.

Class D

The volume weighted average price of the Shares over 20 consecutive trading days on which the Company’s Shares have actually traded (20-Day VWAP) being equal to or greater than $0.10.

Class E

The Company Group recording revenue of $5,000,000 in any of the financial years ending 30 June 2021, 30 June 2022 or 30 June 2023, as independently verified by the Company’s auditors.

Class F

The 20-Day VWAP of the Company’s Shares being equal to or greater than $0.15.

Class G

The 20-Day VWAP of the Company’s Shares being equal to or greater than $0.20.

Interim Report Page | 17

INTERIM REPORT 31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Notes to the condensed consolidated financial statements

for the half-year ended 31 December 2020

Note 5 Equity (cont.)
5.3 Options	31 December 30 June	31 December 30 June
	2020 2020	2020 2020
	No. No.	$ $
Options At the beginning of the period Options issued/(lapsed) during the year: Elimination of existing legal acquiree options 20₵ options, expiry 01.07.2022 5₵ options, expiry 31.12.2022 10₵ options, expiry 31.12.2023 5₵ options, expiry 31.12.2021 Lapse of options/ Cancellation At reporting date	82,262,622 5,950,000	250,813 437,071
	5,950,000 4,250,000	437,071 271,758
	(2,000,000) -	- -
	- 2,000,000	- 184,146
	30,969,696 -	- -
	41,292,926 -	- -
	10,000,000 -	66,667 -
	(3,950,000) (300,000)	(252,925) (18,833)
	82,262,622 5,950,000	250,813 437,071
Note 5 Equity (cont.)
5.4 Reserves		31 December 30 June
		2020 2020
		$ $
Share based payments reserve Option reserve		15,770 -
		250,813 437,071
		266,583 437,071

Note 6 Lease Liabilities 6.1 Operating lease commitments - Group as lessee

a. Right of use assets Right of use assets b.Lease Liabilities Lease Liabilities	31 December 30 June
	2020 2020
	$ $
	127,033 177,846
	127,033 177,846
	105,438 108,598
	105,438 108,598

Interim Report Page | 18

INTERIM REPORT

31 December 2020

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AND CONTROLLED ENTITIES ABN 71 098 238 585

Notes to the condensed consolidated financial statements

for the half-year ended 31 December 2020

SECTION B. UNRECOGNISED ITEMS

This section of the notes includes other information that must be disclosed to comply with the accounting standards and other pronouncements, but that is not immediately related to individual line items in the financial statements.

Note 7 Events subsequent to reporting date

There are no other material events subsequent to reporting date.

The Company issued 121,228 fully paid ordinary shares, 30,307 unquoted options exercisable at $0.05 each on or before 31 December 2022 and 40,409 unquoted options exercisable at $0.10 each on or before 31 December 2023 to the remaining shareholders of Complii under the Takeover Offer on 22 January 2021 to complete the compulsory acquisition.

Note 8 Contingent liabilities

No contingent liabilities as at 31 December 2020.

Interim Report Page | 19

INTERIM REPORT

31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Notes to the condensed consolidated financial statements

for the half-year ended 31 December 2020

SECTION C. OTHER INFORMATION

This section of the notes includes other information that must be disclosed to comply with the accounting standards and other pronouncements, but that is not immediately related to individual line items in the financial statements.

Note 9 Related party transactions

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

Note Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated. 9.1 Expenses Key management personnel remuneration 9.2 Accruals Key management personnel remuneration payable	31 December 31 December
	2020 2019
	$ $
	260,228 211,325
	8,698 4,020
Note 10 Earnings per share (EPS) Note	31 December 31 December
	2020 2019
	$ $
10.1 Reconciliation of earnings to profit or loss (Loss) / profit for the half-year Less: loss attributable to non-controlling equity interest (Loss) / profit used in the calculation of basic and diluted EPS
	(2,845,202) (711,717)
	- -
	(2,845,202) (711,717)
	31 December 31 December
	2020 2019
	No. No.
10.2 Weighted average number of ordinary shares outstanding during the year used in calculation of basic EPS
	52,605,258 21,148,505
10.3 Earnings per share	31 December 31 December
	2020 2019
	₵ ₵
Basic EPS (cents per share) 10.4	(5.41) (3.37)

10.4 As at 31 December 2020 the Group has 82,262,622 unissued shares under options (31 December 2019: 510,000,000) and 25,250,000 performance shares on issue (31 December 2019: Nil). The Group does not report diluted earnings per share on losses generated by the Group. During the half-year ended 31 December 2020 the Group's unissued shares under option and partly-paid shares were anti-dilutive.

Interim Report Page | 20

INTERIM REPORT 31 December 2020

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AND CONTROLLED ENTITIES ABN 71 098 238 585

Notes to the condensed consolidated financial statements

for the half-year ended 31 December 2020

Note 11 Share-based payments Note	31 December 31 December
	2020 2019
	$ $
Share-based payments expense recognised in issued capital Gross share-based transactions	- 91,367
	- 91,367
Note 12 Operating segments

12.1 Identification of reportable segments

The Group has identified its operating segment based on the internal reports that are reviewed and used by the Board of Directors in assessing performance and determining the allocation of resources. Operating segments are presented in a manner consistent with the internal reporting provided to the chief operating decision makers ( CODM ). The CODM is responsible for the allocation of resources to operating segments and assessing their performance and has been identified as the Board Directors of the Company. For the current reporting period, the Group operated in one segment, being the financial technology platform sector.

The financial information presented in the consolidated statement of comprehensive income and the consolidated statement of financial position is the same as that presented to the chief operating decision maker.

12.2 Revenue by geographical region

12.2 Revenue by geographical region
	31 December 31 December
	2020 2019
	$ $
Revenue attributable to external customers is disclosed below, based on the location of the external customer: Australia Total revenue
	715,774 556,047
	715,774 556,047

12.3 Assets by geographical location

	31 December 30 June
	2020 2020
	$ $
Location of segment assets by geographical location of the assets is disclosed below: Australia Philippines Total assets
	5,722,207 449,849
	96,114 -
	5,818,321 449,849

Interim Report Page | 21

INTERIM REPORT

31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Notes to the condensed consolidated financial statements

for the half-year ended 31 December 2020

Note 13 Business Combinations

On 17 December 2020, Intiger Group Limited (to be renamed ‘Complii FinTech Solutions Limited’) acquired 100% of the ordinary share capital of Complii Fintech Solutions Limited (Complii) as detailed in the prospectus lodged with the ASX on 12 November 2020.

In accordance with reverse asset acquisition accounting principles under AASB 3 Business Combinations, Complii is the deemed acquirer of Intiger Group Limited (to be renamed ‘Complii FinTech Solutions Limited’), gained control of the Board and voting power by virtue of shareholdings. The consideration is deemed to have been incurred by Complii in the form of equity instruments issued to Intiger Group Limited (to be renamed ‘Complii FinTech Solutions Limited’) shareholders. The consolidation of these two companies is on the basis of the continuation of Complii with no fair value adjustments, whereby Complii is the accounting parent. Therefore, the most appropriate treatment for the transaction is to account for it under AASB 2 Share Based Payments, whereby Complii is deemed to have issued shares to Intiger Group Limited (to be renamed ‘Complii FinTech Solutions Limited’) shareholders in exchange for the net assets held by Intiger Group Limited (to be renamed ‘Complii FinTech Solutions Limited’).

In this instance, the value of the Intiger Group Limited (to be renamed ‘Complii FinTech Solutions Limited’) shares provided has been determined as the notional number of equity instruments that the shareholders of Complii would have had to issue to Intiger Group Limited (to be renamed ‘Complii FinTech Solutions Limited’) to give the owners of Complii the same percentage ownership in the combined entity.

The acquisition date fair value of this consideration has been determined with reference to the fair value of the issued shares of Intiger Group Limited (to be renamed ‘Complii FinTech Solutions Limited’) immediately prior to the acquisition and has been determined to be $1,210,118 based on 24,202,363 shares based on a value of $0.05 per share, being the issue price under the Prospectus. As a result, transaction costs of $1,866,703 have been determined being the difference between the consideration and the fair value of net assets of Intiger Group Limited (to be renamed ‘Complii FinTech Solutions Limited’) as at the acquisition date.

Below is a summary of the consideration transferred and fair value of the assets and liabilities acquired at acquisition date.

Fair value of consideration transferred Fair value of assets and liabilities held at acquisition date (Intiger Group Limited) Cash at bank Current Assets Non-Current Assets Liabilities Fair value of net liabilities assumed on acquisition Excess deemed consideration on acquisition transaction expense	1,210,118
	26,025
	92,879
	11,179
	(786,668)
	(656,585)
	1,866,703

Interim Report Page | 22

INTERIM REPORT

31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Notes to the condensed consolidated financial statements

for the half-year ended 31 December 2020

Note 14 Statement of significant accounting policies

This note provides a list of the significant accounting policies adopted in the preparation of these consolidated financial statements to the extent they have not already been disclosed in the other notes above. These policies have been consistently applied to all the years presented, unless otherwise state

14.1 Basis of Preparation

14.1.1 Reporting Entity

Complii Fintech Solutions Limited ( Complii or the Company ) is a listed public company limited by shares, domiciled and incorporated in Australia. This interim financial report is intended to provide users with an update on the latest annual financial statements of Complii Fintech Solutions Limited and controlled entities (the Group ). As such, it does not contain information that represents relatively insignificant changes occurring during the half-year within the Group. It is therefore recommended that this financial report be read in combination with the annual financial statements of the Group for the year ended 30 June 2020, together with any public announcements made during the half-year.

14.1.2 Basis of accounting - Statement of compliance

The half-year 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 halfyear report does not include notes of the type normally included in an annual financial report and shall be read in conjunction with the most recent annual financial report.

The half-year report complies with Australian Accounting Standards – issued by the Australian Accounting Standards Board.

14.1.3 Acquisition of Intiger Group Limited

On 17 December 2020, Intiger Group Limited (to be renamed ‘Complii FinTech Solutions Limited’) acquired 100% of the ordinary share capital of Complii Fintech Solutions Limited. In accordance with reverse asset acquisition accounting principles under AASB 3 Business Combinations, Complii Fintech Solutions Limited is the deemed acquirer of Intiger Group Limited (to be renamed ‘Complii FinTech Solutions Limited’)

Basis of consolidation

Subsidiaries are fully consolidated from the date the Group obtains control until such time as control ceases. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity.

The financial statements of subsidiaries are prepared for the same reporting period as the parent entity, using consistent accounting policies. In preparing the consolidated financial statements, all intercompany balances and transactions, income and expenses and profit and losses arising from intra-group transactions are eliminated in full.

Interim Report Page | 23

INTERIM REPORT

31 December 2020

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AND CONTROLLED ENTITIES ABN 71 098 238 585

Notes to the condensed consolidated financial statements

for the half-year ended 31 December 2020

Note 14 Statement of significant accounting policies

Basis of consolidation (continued)

The acquisition of subsidiaries is accounted for using the acquisition method of accounting. The acquisition method involves recognising at acquisition date, separately from goodwill, the identifiable assets acquired, the liabilities assumed and any non- controlling interest in the acquiree. The identifiable assets acquired and the liabilities assumed are measured at their acquisition date fair values. The difference between the above items and the fair value of the consideration (including the fair value of any pre-existing investment in the acquiree) is goodwill or a discount on acquisition.

Investments in subsidiaries are accounted for at cost in the separate financial statements of Complii FinTech Solutions Limited.

14.1.4 Accounting Standards and Interpretations in issue adopted

The accounting policies adopted in the preparation of the interim consolidated financial statements are consistent with those followed in the preparation of the Group’s annual consolidated financial statements for the year ended 30 June 2020. All applicable new standards and interpretations issued since 1 July 2020 have been adopted. There was no significant impact on the Group.

14.1.5 Comparative figures

Where required by comparative figures have been adjusted to conform with changes in presentation for the current financial year.

14.2 Use of estimates and judgments

The preparation of consolidated financial statements requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. These estimates and associated assumptions are based on historical experience and various factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future periods affected.

Judgements made by management in the application of AASBs that have significant effect on the consolidated financial statements and estimates with a significant risk of material adjustment in the next year are discussed below.

Interim Report Page | 24

INTERIM REPORT 31 December 2020

AND CONTROLLED ENTITIES ABN 71 098 238 585

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Notes to the condensed consolidated financial statements

for the half-year ended 31 December 2020

Note 14 Statement of significant accounting policies

14.2.1 Critical Accounting Estimates and Judgments

Management discusses with the Board the development, selection and disclosure of the Group's critical accounting policies and estimates and the application of these policies and estimates. The estimates and judgements that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.

14.3 Accounting Standards and Interpretations that are mandatorily effective for the current reporting period

The Group has adopted all of the new and revised Standards and Interpretations issued by the Australian Accounting Standards Board (the AASB) that are relevant to its operations and effective for an accounting period that begins on or after 1 January 2020.

There are no material impacts on the financial statements as a result of new accounting standards. The Company does not expect material changes from the adoption of standards issued but not yet effective.

Interim Report Page | 25

INTERIM REPORT

31 December 2020

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AND CONTROLLED ENTITIES ABN 71 098 238 585

Directors' declaration

The Directors of the Company declare that:

1. The condensed financial statements and notes, as set out on pages 6 to 25, are in accordance with the Corporations Act 2001 (Cth) and:

2. (a) comply with Accounting Standard AASB 134: Interim Financial Reporting ; and

3. (b) give a true and fair view of the financial position as at 31 December 2020 and of the performance for the half-year ended on that date of the Company.

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.

This declaration is made in accordance with a resolution of the Board of Directors pursuant to s303(5) of the Corporations Act 2001 (Cth) and is signed for and on behalf of the directors by:

CRAIG MASON

Chairman

Dated this Friday, 26 February 2021

Interim Report Page | 26

Independent Auditor’s Review Report

To the Members of Complii Fintech Solutions Limited

Conclusion

We have reviewed the accompanying half-year financial report of Complii Fintech Solutions Limited (“the Company”) and Controlled Entities (“the Consolidated Entity”) which comprises the condensed consolidated statement of financial position as at 31 December 2020, the condensed consolidated statement of profit or loss and other comprehensive income, condensed consolidated statement of changes in equity and condensed consolidated statement of cash flows for the half-year ended on that date, a summary of significant accounting policies and other selected explanatory notes, and the directors’ declaration.

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 Complii Fintech Solutions Limited and Controlled Entities does not comply with the Corporations Act 2001 including:

• a. Giving a true and fair view of the Complii Fintech Solutions Limited financial position as at 31 December 2020 and of its performance for the half-year ended on that date; and

• b. Complying with Accounting Standard AASB 134: Interim Financial Reporting and Corporations Regulations 2001 .

Basis for Conclusion

We conducted our review in accordance with ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity. Our responsibilities are further described in the Auditor’s Responsibilities for the Review of the Financial Report section of our report. We are independent of the Company 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 that are relevant to our audit of the annual financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

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

Independent Auditor’s Review Report To the Members of Complii Fintech Solutions Limited (Continued)

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Responsibility of the Directors for the Financial Report

The directors of the Complii Fintech Solutions Limited 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 control as the directors determine is necessary to enable the preparation of the half-year financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility for the Review of the Financial Report

Our responsibility is to express a conclusion on the half-year financial report based on our review. ASRE 2410 requires us to conclude whether 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 2020 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 .

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.

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BENTLEYS DOUG BELL CA Chartered Accountants Partner

Dated at Perth this 26[th] day of February 2021

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