CORE ENERGY MINERALS LTD — Annual Report 2011

Mar 13, 2012

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TEYS LIMITED ACN 009 118 861

ANNUAL REPORT 2011

TEYS LIMITED

ACN 009 118 861

ANNUAL FINANCIAL REPORT

FOR THE YEAR ENDED 30 JUNE 2011

INDEX

Company Particulars	3
Directors’ Report	4
Corporate Governance Statement	10
Auditor’s Independence Declaration	19
Statement of Comprehensive Income	20
Statement of Financial Position	21
Statement of Changes in Equity	22
Statements of Cash Flows	23
Notes to the Financial Statements	24
Directors’ Declaration	53
Independent Auditor’s Report	54
ASX Additional Information	56

COMPANY PARTICULARS

Board of Directors

Mr Hemant Amin (Director - appointed on 22 September 2010) Mr Gregory John Wood (appointed on 22 September 2010) Mr Constantine Andrew Scrinis (Managing Director - appointed on 22 September 2010) Mr Michael Teys (resigned on 22 September 2010)

Company Secretary

Mr Hemant Amin

Auditors

PKF Chartered Accountants Level 10, 1 Margaret Street Sydney NSW 2000

Telephone: (02) 9251 4100 Facsimile: (02) 9240 9821

Registered & Principal Office

Level 2, 230 Church Street Richmond VIC - 3121

Telephone: (03) 9429 2888 Facsimile: (03) 9429 5888

Share Registry

Security Transfer Registrars Pty Limited 770 Canning Highway Applecross WA 6153

Telephone: (08) 9315 2333 Facsimile: (08) 9315 2233

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DIRECTORS’ REPORT

Your directors present the following report for the financial year ended 30 June 2011.

Directors

The names and details of the Company’s directors in office during the financial year and until the date of this report are as follows. Directors were in office for this entire period unless otherwise stated.

Mr Gregory John Wood – appointed on 22 September 2010

Greg Wood has an extensive history in the corporate advisory, merchant banking and financial services industries. He is currently Managing Director of K S Capital Pty Limited, licensed dealer in securities, and specialises in capital raisings, mergers and acquisition advice, public company takeovers and financial reconstructions. Mr Wood is a Chartered Accountant by background.

Mr Constantine Andrew Scrinis – appointed on 22 September 2010

Constantine was the founder and managing director of commercial and industrial manufacturer Moonlighting Pty Limited, a business which was acquired by Gerard Lighting Pty Limited in February 2004. Constantine then established and was joint managing director of publicly listed Traffic Technologies Limited (TTI) until his resignation in August 2007. To that time Constantine played a dominant role in building up TTI to become Australia's largest traffic products company with about $100m in annual revenues.

Mr Hemant Amin - appointed on 22 September 2010

Hemant Amin is a certified practicing accountant.

Hermant has over 25 years of accounting and business experience and has worked for both large multinational/ public companies as well as smaller family owned operations. Hemant now works as a management consultant. His most recent role was as CFO to The Traffic Group and before that as a Group Treasurer at Primelife.

Mr Michael Teys – Chairman and Chief Executive Officer (Age 47) – resigned on 22 September 2010

Mr Teys was appointed a non executive director of the company on 26 October 2007 and became CEO on 28 July 2008 following the completion of the TEYS acquisition. Michael Teys was the Managing Director of the TEYS Group prior to becoming CEO. On 2 June 2009, Michael Teys was elected to the position of Chairman. Michael is a lawyer and completed a Bachelor of Law (LLB) at the Queensland University of Technology. He is admitted to practice as a solicitor of the Supreme Court of Queensland, the Supreme Court of New South Wales and the High Court of Australia.

Mr Teys has been appointed as an adjunct lecturer at Charles Sturt University in the School of Marketing and Management within the Faculty of Commerce. He is also a Fellow of the Australian College of Community Association Lawyers Inc.

Company Secretary

Mr Hemant Amin – appointed on 22 September 2010

Hemant Amin is a certified practicing accountant.

Hermant has over 25 years of accounting and business experience and has worked for both large multinational/ public companies as well as smaller family owned operations. Hemant now works as a

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DIRECTORS’ REPORT

management consultant. His most recent role was as CFO to The Traffic Group and before that as a Group Treasurer at Primelife.

Directors’ interests

The relevant interest of each director in the share capital of the Company as notified by the directors to the Australian Stock Exchange in accordance with S205G(1) of the Corporations Act 2001, at the date of this report is as follows, including beneficial or related party interest:

Directors	No of Ordinary
	Shares
Mr Constantine Andrew Scrinis	50,000,000
Mr Hemant Amin	Nil
Mr Gregory John Wood	25,000,000

Directors meetings

There were no directors’ and committee meetings held in the financial year.

Unissued shares under option

There were no unissued ordinary shares of the Company under option at the date of this report.

Convertible Notes

As at the date of this report, the following convertible notes were on issue and therefore potential unissued ordinary shares of the Company from convertible notes are:

Number of notes	Exercise Price	Convertible date
56,818,170	$0.00176	1 July 2011 on receipt of Shareholder approval

Shares issued on exercise of options

No shares have been issued on the exercise of options during the financial year.

Dividends paid or recommended

There were no dividends paid or declared by the Company during the financial year.

Principal Activities

The principal Group did not carry out any activities during the year other than to give effect to the Deed of Company Arrangement and identifying suitable acquisitions.

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DIRECTORS’ REPORT

Review of Operations and Significant changes in state of affairs

The financial result for the year ended 30 June 2011 was a profit after transfer to the Creditor's Trust of $1,826,322 (2010: loss $2,022,095).

On 23 June 2010, Ronald John Dean-Willcocks of Dean-Willcocks Insolvency was appointed as voluntary administrator of Teys Limited by resolution of the board.

As at the date of the Company going into Administration the Company had the following liabilities:

Secured loan owing to MBL ("MBL debt") $ 1,233,491 Amount owing to unsecured creditors $705,318

At a second meeting of creditors, the creditors approved a recapitalisation proposal ("Recapitalisation Proposal") by Boom Capital Pty Limited and its nominees being B2B Holdings Pty Limited (hereafter collectively referred to as "Boom Capital") and resolved that the Company execute a Deed of Company Arrangement ("DOCA").

The key points of the Recapitalisation Proposal included:

• Boom Capital contributed $220,000, post execution of the DOCA and 150,000,000 fully paid ordinary shares were issued to Boom Capital;

• The existing Director of the Company resign and be replaced by 3 Directors and Company secretary nominated by Boom Capital;

On 30 September 2010 the DOCA was executed and $220,000 were paid to the Deed Administrator to settle and satisfy costs and creditors claims against the Company.

As a result of the extent administration event, the Company earned a gain of $1,720,236 on transfer of liabilities to the Creditors' Trust.

At a meeting of the Shareholders held on 14 March 2011, Shareholders approved the following:

• recapitalisation of the Company and the issue of 125,000,000 new shares in the capital of the Company to Boom Capital Pty Limited and its nominees and 25,000,0000 new shares to B2B Holdings Pty Limited

• Appointment of new Directors, Mr Constantine Andrew Scrinis, Mr Hemant Amin and Mr Gregory John Wood.

On 31 March 2011, Teys Limited issued 25,000,000 ordinary shares at the issue price of $0.0015 to raise $37,500 to provide working capital for the Company.

On 16 June 2011,Teys Limited raised $100,000 via the issue of convertible notes to sophisticated investors. The convertible notes will convert into fully paid ordinary shares at $0.00176 per share and upon shareholder approval.

After Balance Sheet Date events

On the 2 February 2012, the Deed of Company Arrangement was fully effected and the company has come out of Administration.

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DIRECTORS’ REPORT

REMUNERATION REPORT

This Remuneration Report (The Report) has been prepared in accordance company available remuneration records which may not be complete or accurate.

The remuneration report is set out under the following headings:

A Principles used to determine the nature and amount of remuneration B Details of remuneration

C Share based payments

The information provided under headings A-D includes remuneration disclosures that are required under AASB 124 Related Party Disclosures. These disclosures have been transferred from the financial report.

A Principles used to determine the nature and amount of remuneration

The objective of the Company’s executive reward framework is to ensure reward for performance is competitive and appropriate for the results delivered. The Board ensures that executive reward satisfies the following criteria for good reward governance practices:

• competitiveness and reasonableness

• acceptability to shareholders

• transparency

• capital management

The remuneration structure for Directors, company secretary and senior managers is based on the following factors:

• experience of the individual concerned

• the overall performance of the market in which the company operates

• the overall performance of the Company

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DIRECTORS’ REPORT

REMUNERATION REPORT (continued)

B Details of remuneration

The Company did not pay any remuneration to any director during the year ended 30 June 2011.

The following tables provide the details of all directors of the Company, key management personnel of the Group ( as defined in AASB 124 Related Party Disclosures) and specified executives and the nature and amount of the elements of their remuneration for the year ended 30 June 2010:

Specified directors	Cash, salary and fees $	Allowances and other benefits $	Share Based Payments $	Post employment super- annuation $	Termination Benefits $	Percentage of fixed remunerati on %	TOTAL $
Executive directors Mr Michael Teys Mr Peter Warne Mr Andrew Dyer Mr Bruce Burrel Mr Chris Gallegos Mr Duncan Lee Mr Neville Sanders Other Key Management Personnel Mr Lucio Conte	140,000 101,200 60,030 5,628 5,628 55,046 96,000 54,161	- - - - - - - -	116,900 - - - - 30,000 30,000 -	12,600 - - - - 15,498 8,640 4,875	- - - - - - - -	100% 100% 100% 100% 100% 100% 100% 100%	269,500 101,200 60,030 5,628 5,628 100,544 134,640 59,036
Total	517,693	-	176,900	41,613	-		736,206

This table has been prepared in accordance company available remuneration records which may not be complete or accurate.

C Share-based compensation

The establishment of the Company’s Directors and Executives Share Option Plan (DESOP) was approved by the shareholders at the Extraordinary General meeting on 22 May 2009. The DESOP is designed to provide long term incentive to Directors and senior executives.

The total number of Shares in respect of which options may be granted under the Plan to senior executives and directors shall not at any time exceed fifteen percent (15%) of the Company’s issued share capital in that class (Permitted Limit). Eligibility to participate is determined by the board, and the Board is entitled to determine the total number of options to be offered in any one year provided the total number of options to be offered does not exceeds the Permitted Limit.

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DIRECTORS’ REPORT

REMUNERATION REPORT (continued)

Options granted under the pla n carry no dividend or voting rights and are to be issued for no consideration

(i) No options or ordinary s h ares were provided as remuneration during the f inancial year and no shares were issued on e x ercise of options issued during the year.

Additional information

The link between Director’s pe r formance and the options are based on the fact that the options only vest on incremental increases in the value of the shares.

Proceedings on behalf of the Company

No proceedings have been enter e d into on behalf of the Company.

Environmental issues

There are no environmental issu e s that affect the Company.

Non-audit services

No remuneration was paid or is p ayable to the auditor for non-audit services.

Auditor’s independence declaration

The Auditors Independence Declaration for the year ended 30 June 2011 has bee n received and can be found on page 19 of the financial report.

Insurance of officers

During the financial year, TEY S Limited did not hold any insurance for the directors, secretaries and officers of the Group.

Signed in accordance with a res o lution of directors:

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Director : Constantine Andrew Scrinis Melbourne, 9 March 2012

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Corporate governance statement

The Company’s corporate governance framework has been formulated in light of the best practice recommendations released by the Australian Stock Exchange Corporate Governance Council in 2007 (ASX Recommendations). The Company’s framework largely complies with these recommendations. Consistent with the Company’s approach to sound corporate governance, opportunities for improvement are regularly considered.

Day-to-day management of the affairs of the Group are delegated by the Board to the Chief Executive Officer and senior executives. The Directors are responsible to shareholders for the performance of the Group and their focus is to enhance the interests of shareholders and other key stakeholders and to ensure the Group is properly managed. The main processes that the directors of the Company use in doing so are set out in this statement.

Principle 1: Lay solid foundations for management and oversight

The Director’s must act in the best interest of the Company and in general are responsible for, and has the authority to determine, all matters relating to the policies, management and operations of the Company.

Recommendation 1.1 – Companies should establish the functions reserved to the board and those delegated to senior executives and disclose those functions

The Board’s responsibilities, in summary, include:

• providing strategic direction and reviewing and approving corporate strategic initiatives;

• overseeing and monitoring organizational performance and the achievement of the group’s strategic goals and objectives;

• appointing, monitoring the performance of, and, if necessary, removing the Managing Director;

• ratifying the appointment and/or removal, and contributing to the performance assessment of the members of the senior management team;

• planning for Board and executive succession;

• ensuring there are effective management processes in place and approving major corporate initiatives;

• adopting an annual budget and monitoring management and financial performance and plans;

• monitoring the adequacy, appropriateness and operation of internal controls;

• identifying significant business risks and reviewing how they are managed;

• considering and approving the Company’s Annual Financial Report and the interim and final financial statements;

• enhancing and protecting the reputation of the Company;

• reporting to, and communicating with, shareholders; and

• setting business standards and standards for social and ethical practices.

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Day to day management of the Company and implementation of Board policies and strategies has been formally delegated to management and senior executives. It is responsibility of the Board to oversee the activities of management in carrying out delegated tasks. The Board has delegated to management responsibility for:

• developing and implementing corporate strategies and making recommendations on significant corporate strategic initiatives;

• maintaining an effective risk management framework and keeping the Board and market fully informed about material risks;

• developing the Company’s annual budget, recommending it to the Board for approval and managing day to day operations within the budget;

• managing day to day operations in accordance with the standards for social and ethical practices which have been set by the Board;

• making recommendations for the appointment of senior management, determining terms of appointment, evaluating performance, and developing and maintaining succession plans for senior management roles.

Recommendation 1.2 – Companies should disclose the process for evaluating the performance of senior executives

Performance of senior executives is constantly reviewed by the Board as part of the ordinary course of meetings of the Directors. The Group has acquired a human resources tool kit from a human resources consultancy and has employed this to manage the performance of senior executives. The tool kit includes written job descriptions and half yearly and yearly performance management appraisals.

There have been no departures from Principle 1 during the year ending 30 June 2011.

Principle 2: Structure the board to add value

The skills, experience and expertise relevant to the position of director and period of office held by each director is disclosed within the directors’ report of the Company’s Annual Report. Each director has the right to seek independent legal and other professional advice at the consolidated entity’s expense concerning any aspect of the consolidated entity’s operations or undertaking in order to fulfil their duties and responsibilities as directors.

Recommendation 2.1 – A majority of the board should be independent directors

Following the resignation of one independent director, Mr Teys, Mr Amin, Mr Wood and Mr Scrinis were appointed to the Board, which resulted in the board being comprised fully of executives from that date until 30 June 2011 and to the date of this financial report. In accordance with the company’s corporate governance charter, the company will continue to search for suitable independent nonexecutives to join the board.

Recommendation 2.2 – The chair should be an independent director; and

Recommendation 2.3 – The roles of chair and chief executive officer should not be exercised by the same individual

Following the resignation of Mr Teys, Mr Scrinis was appointed to the position of Chairman. Mr Scrinis is the Managing Director of the Company. In accordance with the company’s corporate governance charter, the company will continue to search for a suitable independent Chairman to join the board.

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Recommendation 2.4 – The board should establish a nomination committee

The Company does not presently have a nomination committee. Due to the size and nature of the activities of the Company, the nomination of new directors is conducted by the board by way of ongoing review and discussion in relation to experience deficiencies that may exist within the existing board structure.

Recommendation 2.5 – The Company should disclose the process for evaluating the performance of the board, its committees and individual directors

The performance of the board is reviewed as part of the ordinary course of meetings of the directors. All directors have unrestricted access to company records and information and receive regular detailed financial and operational reports from executive management to enable them to carry out their duties. The Board has a policy which enables the Board and each of the directors to seek independent professional advice for matters related to the Company at the Company’s expense, upon approval by the Chairman, to help them carry out their responsibilities.

It was not thought appropriate to review the performance of the three new executive directors given they were appointed on 22 September 2010.

Principle 3: Promote ethical and responsible decision making

As part of the Board’s commitment to the highest standard of conduct, the company adopts a code of conduct to guide management and employees in carrying out their duties and responsibilities as follows.

Recommendation 3.1 – The Company should establish a code of conduct and disclose the code

The Company has a corporate code of conduct which applies to all directors, executives, management and employees. The code has been designed to maintain confidence in the Company’s integrity and sets out the responsibility and accountability for reporting and investigating reports of unethical practices. The code governs human resource and workplace practices, conflicts of interest, confidentiality and privacy of personal information, risk management and legal compliance. The code of conduct is intended to help directors and staff to understand their responsibilities and uphold the Company’s goals and values.

All directors, executives, employees and consultants of the company have the following duties:

• To act honestly, fairly and without prejudice in all commercial dealings and to conduct business with professional courtesy and integrity

• To use the powers of their office for a proper purpose and in the best interest of the company

• To comply with letter and spirit of the law and with the principles of this Code

• Not to knowingly make any misleading statements to any person or to be a party to any improper practice in relation to dealings with or by the company

• To ensure that the company’s resources and property are used properly and

• Not to disclose information or documents relating to the company or its business, other than as required by law, not to make any unauthorised public comment on the company’s affairs and not to misuse any information about the company or its associates.

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The board endeavours to ensure that the directors, officers and employees of the Company act with integrity and observe the highest standards of behaviour and business ethics in relation to their corporate activities.

Specifically, that directors, officers and employees must:

• Comply with the law

• Act in the best interests of the company

• Be responsible and accountable for their actions, and

• Observe the ethical principles of fairness, honesty and truthfulness, including disclosure of potential conflicts.

Recommendation 3.2 – The Company should establish a policy concerning trading in company securities and disclose a summary of that policy

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

The company has set the following windows for trading in the Company’s securities by the directors and senior executives, being between two and thirty two days following:

• The release to the Australia Stock Exchange of the company’s preliminary full year financial statements

• The release to the Australian Stock Exchange of the company’s half year financial statements

• The date on which the Company holds its annual general meeting and

• The initial quotation of the company’s shares on the Australian Stock Exchange.

Outside of these windows, no trading can occur

There have been no departures from this policy during the year ending 30 June 2011.

Principle 4: Safeguard integrity in financial reporting

The Company’s financial statements present a true and fair view of the Company’s financial condition and operational results and are in accordance with relevant accounting standards. The statement given to the Board on the integrity of the Company’s financial statements is founded on a sound system of risk management and internal compliance and control which implements the policies adopted by the Board.

Recommendation 4.1 – The board should establish an audit committee

The Audit, Finance and Risk Committee is responsible for the appointment and/or removal of the external auditor. The Committee reviews the performance of the external auditors and reviews Company policy on maintaining independence of the external auditor. In addition the Committee assesses whether it is satisfied that the independence of the external auditor has been maintained, having regard to the provision of non-audit services. The auditor has been invited to attend this year’s Annual General Meeting and will be available to answer shareholder questions about the conduct of the audit, and the preparation and content of the auditor’s report.

The skills, experience, expertise and attendance relevant to the members of the audit committee is disclosed within the directors’ report of the Company’s Annual Report.

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Recommendation 4.2 – The audit committee should be structured so that it: (i) consists only of nonexecutive directors, (ii) consists of a majority of non-executive directors; (iii) is chaired by an independent chair, who is not the chair of the board; and (iv) has at least three members; and Recommendation 4.3 – The audit committee should have a formal charter

Given the status of the company and that there are no non-executive directors, the company does not have an audit committee. Consequently, the audit committee is not governed by a formal charter.

Principle 5: Make timely and balanced disclosure

The Company believes that all shareholders should have equal and timely access to material information about the Company including its financial situation, performance, ownership and governance. Shareholders are encouraged to participate in general meetings.

Recommendation 5.1 – The Company should put in place mechanisms designed to ensure compliance with the ASX Listing Rule requirements.

Due to the size and nature of the company, the Board has not currently adopted a formal disclosure policy. However the company has the following principles in place:

• Communications by the Company will be factual and subject to internal vetting and authorisation before issue

• Announcements will be expressed in a clear and objective manner to allow investors to assess the impact of the information when making investment decisions

• The Company will not endorse reports on its operations prepared by third parties

• The Company will not respond to speculation and rumour except as required by the ASX

• The CEO and Company Secretary have been appointed as the persons responsible for communications with the ASX

• The Board is responsible for ensuring the compliance with the continuous disclosure requirements in the ASX listing rules and overseeing and co-ordinating information disclosure to the ASX

• All material will be lodged as soon as practicable with the ASX

• No undisclosed price sensitive information will be disclosed in any analyst meeting

Principle 6: Respect the rights of shareholders

Recommendation 6.1 – The Company should design a communications policy for promoting effective communication with shareholders.

The Board and the Company Secretary are responsible for the communications strategy to promote effective communications with shareholders and encourage effective participation at general meeting. The company adheres to best practice in its preparation of Notices of Meetings to ensure all shareholders are fully informed. Due to the size of the company, all communications are prepared and administered in-house.

The Company actively encourages communications with their shareholders and have made available all forms of contact; phone, email, facsimile and post details.

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The company’s Half and Full Year Reports are a significant mean of communicating to shareholders the Company’s activities, operations and performance over the past financial year. In accordance with the Company’s disclosure principles, these are publicly available on the ASX website.

There have been no departures from Principle 6 during the year ending 30 June 2011.

Principle 7: Recognise and manage risk

A range of factors and risks, some of which are beyond the Company’s control, can influence performance. Managing risk is central to the Company’s business. The Company has in place a range of procedures to identify, assess and control risks by the Board, periodically.

Recommendation 7.1 – The Company should establish policies for the oversight and management of material business risks and disclose a summary of those policies.

The Board is responsible for oversight of the company’s management’s system of internal controls. The Board constantly monitors the operation and financial aspects of company activities and considers the recommendations and advice of external auditors and other external advisers on the operations and financial risks that face the company.

The Board ensures that recommendations made by the external auditors and other external advisers are investigated and, where considered necessary, appropriate action is taken to ensure that the company has an appropriate internal control environment in place to manage the key risks identified.

In addition, the Board investigates ways of enhancing existing risk management strategies, including appropriate segregation of duties and the employment and training of suitably qualified and experienced personnel.

There is currently no formal Risk Management Statement.

Recommendation 7.2 – The Company should require management to design and implement a risk management and internal control system to manage the Company’s material business risks.

The Board has adopted and implemented a strict risk management policy for its members, senior executives and management team. The Board reviews, at least annually, the effectiveness of the implementation of the risk management controls and procedures. A risk management review was conducted by the company secretary and tabled at the board meeting held 23 February 2010. Executive management is responsible for implementing the board approved risk management strategy and developing policies, controls, processes and procedures to identify and manage risks in all of the Company’s activities.

The Company recognizes four main types of Risk:

• Market risk, which relates to the risk to earnings from changes in market conditions including economic activity, interest rates, investor sentiment and world events;

• Operational risk, which relates to inadequacy of or a failure of internal processes, people or systems or from external events;

• Credit risk, which relates to the risk that the other party to a transaction will not honour their obligation; and

• Regulatory risk, which relates to the risk that there may be changes to legislation (including but not limited to laws which relate to corporations and taxation) in the future which restricts or limits in some way the Company’s activities.

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Recommendation 7.3 – The Company should disclose whether it has received assurance from the chief executive officer and chief financial officer that the declaration provided in accordance with section 295A of the Corporations Act is founded on a sound system of risk management and that the system is operating effectively in all material respects in relation to financial reporting risks.

The Company obtains statements from its chief executive officer and chief financial officer that:

• the Company’s financial reports present a true and fair view in all material respects, of the company’s financial condition and operational results are in accordance with the relevant accounting standards. Furthermore, the board of directors does, in its role, state to shareholders in the Company’s accounts that they are true and fair, in all material respects

• the integrity of the financial statements is founded on a sound system of risk management and internal compliance and control which implements policies adopted by the board

• the Company’s risk management and internal compliance and control system is operating efficiently and effectively in all material respects.

There have been no departures from Principle 7 during the year ending 30 June 2011. The Board believes the company’s risk management and internal compliance and control procedures are operating efficiently and effectively in all material aspects appropriate for a Company of TEYS size and nature. The Board will continue to monitor this aspect of the company closely, and will cause to be developed a comprehensive Risk Management Process and Policy document, additional to the material outlined above.

Principle 8: Remunerate fairly and responsible

Recommendation 8.1 – The board should establish a remuneration committee

Due to the size and nature of the Company, the Board has not yet established a remuneration committee. As a result, the functions ordinarily undertaken by a remuneration committee are undertaken by the Board.

Recommendation 8.2 – The Company should clearly distinguish the structure of non-executive directors’ remuneration from that of executive directors and senior executives.

The Company distinguished between the structure of non-executive directors’ remuneration and that of executive directors and senior executives. Currently, there are no non-executive directors. However, previously non-executive directors were paid partly in cash and partly by options under the DESOP (refer note 15). Non-executive directors previously have deferred payment of their cash component until such time that the company is in a position to make such payments.

Since the resignation of the non-exec directors on 1 June 2009, the company has distinguished the payment for executive and non-executive work by granting shares for board work, subject to the consent of shareholders, and making cash payment for executive work.

The Company does not have any scheme for retirement benefits, other than statutory superannuation, for any directors.

Further information on director’s and executive’s remuneration, including principles used to determine remuneration, is set out in the director’s report under the heading “Remuneration Report”.

The Board is aware of the Principles of Good Corporate Governance and Best Practice Recommendations, and will continue to work towards full adoption of the recommendations in line with growth and development of the company in the years ahead.

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Checklist summarising the best practice recommendations and our compliance as at the reporting date

**ASX **	Principle	Compliance
Principle 1: Lay solid foundations for management and oversight
1.1	Companies should establish the functions reserved to the board and those delegated to senior executives and disclose those functions	Comply
1.2	Companies should disclose the process for evaluating the performance of senior executives	Comply
1.3	Companies should provide the information indicated in the Guide to reportingon Principle 1	Comply
Principle 2: Structure the Board to add value
2.1	A majority of the board should be independent directors	Do not comply
2.2	The chair should be an independent director	Do not comply
2.3	The roles of chair and chief executive officer should not be exercised by the same individual.	Do not comply
2.4	The board should establish a nomination committee	Do not comply
2.5	Companies should disclose the process for evaluating the performance of the board, its committees and individual directors	Comply
2.6	Companies should provide the information indicated in the Guide to reportingon Principle 2	Comply
Principle 3: Promote ethical and responsible decision making
3.1	Companies should establish a code of conduct and disclose the code	Comply
3.2	Companies should establish a policy concerning trading in company
	securities by directors, senior executives and employees, and disclose the	Comply
	policy or a summary of that policy
3.3	Companies should provide the information indicated in the Guide to reportingon Principle3	Comply
Principle 4: Safeguard integrity in financial reporting
4.1	The board should establish an audit committee	Do not comply
4.2	The audit committee should be structured so that it consists only of non-
	executive directors, consists of a majority of independent directors, is chaired by an independent chair, who is not chair of the board, has at least	Do not comply
	three members.
4.3	The audit committee should have a formal charter	Do not comply
4.4	Companies should provide the information indicated in the Guide to reportingon Principle 4	Comply
Principle 5: Make timely and balanced disclosure
5.1	Companies should establish written policies designed to ensure compliance
	with ASX Listing Rule disclosure requirements and to ensure accountability at a senior executive level for that compliance and disclose those policies or	Comply
	a summary of those policies
5.2	Companies should provide the information indicated in the Guide to reportingon Principle5	Comply

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Principle 6: Respect the rights of shareholders	Principle 6: Respect the rights of shareholders
6.1	Companies should design a communications policy for promoting effective
	communication with shareholders and encouraging their participation at	Comply
	general meetings and disclose their policy or a summary of that policy
6.2	Companies should provide the information indicated in the Guide to reportingon Principle6	Comply
Principle 7: Recognise and manage risk
7.1	The Company should establish policies for the oversight and management of material business risks and disclose a summary of those policies	Do not comply
7.2	The Company should require management to design and implement a risk
	management and internal control system to manage the Company’s material	Do not comply
	business risks
7.3	The Company should disclose whether it has received assurance from the
	chief executive officer and chief financial officer that the declaration
	provided in accordance with section 295A of the Corporations Act is founded on a sound system of risk management and that the system is	Comply
	operating effectively in all material respects in relation to financial reporting
	risks
7.4	Companies should provide the information indicated in the Guide to reportingon Principle 7	Comply
Principle 8: Remunerate fairly and responsibly
8.1	The board should establish a remuneration committee	Do not comply
8.2	Companies should clearly distinguish the structure of non-executive
	directors’ remuneration from that of executive directors and senior	Comply
	executives
8.3	Companies should provide the information indicated in the Guide to reportingon Principle 8	Comply

- 19 - TEYS LIMITED ACN 009 118 861

==> picture [92 x 65] intentionally omitted <==

Lead auditor’s independence declaration under Section 307C of the Corporations Act 2001

To: the directors of Teys Limited

I declare to the best of my knowledge and belief, in relation to the audit for the financial year ended 30 June 2011 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.

==> picture [43 x 34] intentionally omitted <==

PKF

John Bresolin Partner Sydney, 9 March 2012

Tel: 61 2 9251 4100 | Fax: 61 2 9240 9821 | www.pkf.com.au PKF | ABN 83 236 985 726 Level 10, 1 Margaret Street | Sydney | New South Wales 2000 | Australia

The PKF East Coast Practice is a member of the PKF International Limited network of legally independent member firms. The PKF East Coast Practice is also a member of the PKF Australia Limited national network of legally independent firms each trading as PKF. PKF East Coast Practice has offices in NSW, Victoria and Brisbane. PKF East Coast Practice does not accept responsibility or liability for the actions or inactions on the part of any other individual member firm or firms.

Liability limited by a scheme approved under Professional Standards Legislation.

- 20 - TEYS LIMITED ACN 009 118 861

STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 30 JUNE 2011

		Consolidated	Group
		2011	2010
Discontinuing operations	Note	$	$
Revenue from operating activities	2(a)	-	4,758,530
Other revenue	2(b)	-	329,758
Employee benefits expenses	3	251,800	(2,876,237)
Administration expenses		(145,714)	(2,125,778)
Marketing expenses		-	(24,967)
Occupancy expenses		-	(429,537)
Depreciation and amortisation expense	3(a)	-	(69,163)
Impairment charges	3(b)	-	(166,000)
Finance costs	3	-	(484,786)
Shareholder and share registry costs		-	-
Other expenses		-
Loss on disposal of businesses		-	(993,085)
Share of net profits of associates	8	-	59,170
Profit/(Loss) before transfer of
operations to Creditors' Trust		106,086	(2,022,095)
Gain on transfer of discontinued
operations to Creditors' Trust	22	1,720,236	-
Profit/(Loss) before income tax from
discontinued operations		1,826,322	(2,022,095)
Income Tax	4	-	-
Other comprehensive income		-	-
Total comprehensive income for the
year		1,826,322	(2,022,095)
Total Profit/(Loss) and comprehensive
income/(loss) for the year attributable to
the Company		1,826,322	(2,022,095)
Earnings per share for loss from discontinued	operations
Basic earnings per share	12	0.01	(0.02)
Diluted earnings per share		0.01	(0.02)

The above Statement of Comprehensive Income should to be read in conjunction with the attached notes.

- 21 - TEYS LIMITED ACN 009 118 861

STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2011

Note CURRENT ASSETS Cash and cash equivalents 5 TOTAL CURRENT ASSETS TOTAL ASSETS CURRENT LIABILITIES Trade and other payables 6 Financial liabilities 7 TOTAL CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS / (LIABILITIES) EQUITY Contributed equity 9 Reserves 10 Accumulated losses TOTAL EQUITY	Consolidated Group 2011 2010 $ $ 35,786 - 35,786 - 35,786 - 44,000 705,318 100,000 1,234,918 144,000 1,940,236 144,000 1,940,236 (108,214) (1,940,236) 26,596,792 26,339,292 - 251,800 (26,705,006) (28,531,328) (108,214) (1,940,236)	Consolidated Group 2011 2010 $ $ 35,786 - 35,786 - 35,786 - 44,000 705,318 100,000 1,234,918 144,000 1,940,236 144,000 1,940,236 (108,214) (1,940,236) 26,596,792 26,339,292 - 251,800 (26,705,006) (28,531,328) (108,214) (1,940,236)
		-
		-
		705,318 1,234,918
		1,940,236
		1,940,236
		(1,940,236)
		26,339,292 251,800 (28,531,328)
		(1,940,236)

The above Statement of Financial Position should be read in conjunction with the attached notes.

- 22 - TEYS LIMITED ACN 009 118 861

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2011

						Share
	Ordinary					based	Non-
	Share	Convertible		Accumulated	Loyalty	payment	controlling
	Capital	Preference		Losses	Option	reserve	Interest	Total
	$	$		$	$	$	$	$
CONSOLIDATED GROUP
Balance at 1 July 2009	7,915,731	400,005		(9,821,480)	201,496	116,900	(133,977)	(1,321,325)
Total comprehensive income for the year	-		-	(2,022,095)	-	-	-	(2,022,095)
Transactions with owners
in their capacity as owners:
De-recognition of equity
of Teys Proprietary
Limited (a)	(3,345,114)	(400,005	)	2,324,899	-	-	133,977	(1,286,243)
Restatement of equity of
Teys Limited (b)	21,422,179		-	(19,012,652)	-	18,000	-	2,427,527
Shared based payment	145,000		-	-	-	116,900	-	261,900
Capital raising cost	-		-	-	-	-	-	-
								-
Balance at 30 June 2010
	26,137,796		-	(28,531,328)	201,496	251,800	-	(1,940,236)
Total comprehensive
income for the year	-		-	1,826,322	-	-	-	1,826,322
Transactions with owners
in their capacity as owners:
Lapsed options	201,496		-	-	(201,496)	(251,800)	-	(251,800)
Shares issued capital raising	257,500		-	-		-	-	257,500
Balance at 30 June 2011
	26,596,792		-	(26,705,006)	-	-	-	(108,214)

(a) Pre-acquisition equity of TPL Holdings Pty Limited ("TPL") i.e. equity of TPL as at 1 July 2008 and shares issued by TPL to record the business combination of Teys Limited under the reverse acquisition method of accounting less capital raising costs.

(b) Restatement of equity of Teys Limited as at 1 July 2008 on deconsolidation of TPL and entry to record the issue of shares issued by Teys Limited to acquire TPL.

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

- 23 -

TEYS LIMITED ACN 009 118 861

STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2011

Note CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers Payments to suppliers and employees Interest received Dividends received Finance costs Net cash used in operating activities 13(b) CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from sale of plant and equipment Proceeds from disposal of a subsidiaries, less cash disposed Proceeds for sale of investment property Net cash (used in)/provided by investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from capital raising Proceeds from borrowings Repayment of borrowings Payment received under Recapitalisation proposal Payment under Deed of Company Arrangement Net cash provided by/(used in) financing activities Net (decrease)/increase in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year 5	Consolidated Group 2011 2010 $ $ - 5,617,184 (101,714) (6,160,160) - 808 - 66,140 - (484,786) (101,714) (960,814) - 1,530 - 6,698,609 - 1,258,000 - 7,958,139 37,500 5,000,000 100,000 507,000 - (7,105,641) 220,000 - (220,000) - 137,500 (6,598,641) 35,786 (398,684) - 398,684 35,786 -	Consolidated Group 2011 2010 $ $ - 5,617,184 (101,714) (6,160,160) - 808 - 66,140 - (484,786) (101,714) (960,814) - 1,530 - 6,698,609 - 1,258,000 - 7,958,139 37,500 5,000,000 100,000 507,000 - (7,105,641) 220,000 - (220,000) - 137,500 (6,598,641) 35,786 (398,684) - 398,684 35,786 -
		(960,814)
		1,530 6,698,609 1,258,000
		7,958,139
		5,000,000 507,000 (7,105,641) - -
		(6,598,641)
		(398,684) 398,684
		-

The Statement of Cash Flows should be read in conjunction with the attached notes.

- 24 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a. Basis of preparation

INTRODUCTION

The financial report covers the consolidated entity of TEYS Limited (Subject to Deed of Company Arrangement) (the "Company") and controlled entities (“Group”). The Company is a listed public company incorporated and domiciled in Australia.

Currency

The financial report is presented in Australian currency. The functional currency of Teys Limited, the parent entity, is Australian dollars.

Authorisation of financial report

The financial report was authorised for issue by the directors on 9 March 2012.This general purpose financial report has been prepared in accordance with Australian Accounting Standards, including Australian Accounting Interpretations and the Corporations Act 2001. This financial report also complies with International Financial Reporting Standards as issued by the International Accounting Standards Board (IASB).

Basis of accounting

These financial statements have been prepared under the historical cost convention, as modified by the revaluation of available-for-sale financial assets, financial assets and liabilities (including derivative instruments) at fair value through profit or loss, certain classes of property, plant and equipment and investment property.

Critical accounting estimates

The preparation of financial statements in conformity with AIFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies.

New, revised or amending Accounting Standards and Interpretation adopted

The Group has adopted all of the new, revised or amending Accounting Standards, ("AASB") that are mandatory for the current reporting period. Those that are not yet mandatory have not yet been early adopted .

Any significant impact on the accounting policies of the Group from the adoption of these Accounting Standards and Interpretations are disclosed in the relevant accounting policy. The adoption of these Accounting Standards and interpretations did not have any impact on the financial performance or position of the Group. The following Accounting Standards and Interpretations are most relevant to the consolidated entity:

- 25 -

TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

AASB 2 Share-based Payment Transactions - amendments for Group Cash-settled Share-based Payment Transactions

The consolidated entity has applied the amendments to AASB 2 from 1 July 2010. The amendments clarified the scope of AASB 2 by requiring an entity that receives goods or services in a share-based payment arrangement to account for those goods or services no matter which entity in the consolidated entity settles the transaction, and no matter whether the transaction is settled in shares or cash.

AASB 2009-5 Amendments to Australian Accounting Standards arising from the Annual Improvements Project

The consolidated entity has applied AASB2009-5 amendments from 1 July 2919. The amendments result in some accounting changes for presentation, recognition or measurement purposes, while some amendments that relate to AASB 101 'Presentation of Financial Statements' - classification is not affected by the terms of a liability that could be settled by the issuance of equity instruments at the option of the counterparty;

AASB 107 'Statement of Cash Flows' - only expenditure that results in a recognised asset can be classified as a cash flow from investing activities;

AASB 117 'Leases' - removal of specific guidance on classifying land as a lease;

AASB 118 ' Revenue' - provides additional guidance to determine whether an entity is acting as a principal or agent; and

AASB 136 'Impairment of Assets' - clarifies that the largest unit permitted for allocating goodwill, acquired in a business combination, is the operating segment as defined in AASB 8 'Operating Segments' before aggregation for reporting purposes.

AASB 2009-8 Amendments to Australian Accounting Standards - Group Cash-settled Share-based Payment Transactions [AASB 2] effective from 1 January 2010

AASB 2009-8 clarifies the scope of AASB 2 by requiring an entity that receives goods or services in a share-based payment arrangement to account for those goods or services no matter which entity in the group settles the transaction, and no matter whether the transaction is settled in shares or cash.

The amendments incorporate the requirements previously included in Interpretation 8 and Interpretation 11 and as a consequence these two Interpretations are superseded by the amendments.

AASB 2009-10 Amendments to Australian Accounting Standards - Classification of Rights Issues [AASB 132] effective from 1 February 2010

The amendments clarify that rights, options or warrants to acquire a fixed number of an entity’s own equity instruments for a fixed amount in any currency are equity instruments if the entity offers the rights, options or warrants pro rata to all existing owners of the same class of its own non-derivative equity instruments.

- 26 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

AASB 2010-3: Amendments to Australian Accounting Standards arising from the Annual Improvements Project [AASB 3, AASB 7, AASB 121, AASB 128, AASB 131, AASB 132 & AASB 139] effective from 1 July 2010.

The subjects of the principal amendments to the Standards are set out below:

• AASB 3 Business Combinations

• Measurement of non-controlling interests

• Unreplaced and voluntarily replaced share-based payment awards

• Transition requirements for contingent consideration from a business combination that occurred before the effective date of the revised AASB 3 (2008).

AASB Interpretation 19: Extinguishing Financial Liabilities with Equity Instruments (applicable for annual reporting periods commencing on or after 1 July 2010).

The consolidated entity has applied interpretation 19 from 1 July 2010. The interpretation clarified that equity instruments issued to a creditor to extinguish a financial liability qualifies as consideration paid. The equity instruments issued are measured at their fair value, or if not reliably measured, at fair value of the liability extinguished, with any gain or loss recognised in profit or loss.

b. Going concern

For the year ended 30 June 2011, the consolidated entity earned a profit after transfer to the Creditor's Trust of $1,826,322 (2010: loss $2,022,095), had net cash outflows from operating activities of $101,714 (2010: $960,814) and net liabilities at the end of the financial year of $108,214 (2010: $1,940,236).

The ability of the Consolidated entity to continue as a going concern basis is dependent on the Director's identifying suitable acquisitions that will enable the consolidated entity to enhance its cash flows so that it will be able to meet its future obligations as when they arise.

This position indicates a material uncertainty that may cast significant doubt about the Consolidated entity's ability to continue as a going concern.

An undertaking has been received in writing from a major shareholder of the Company to provide additional funds to assist in meeting its financial commitments if required.

During the financial year the Company also successfully undertook the following capital raising :

• On 31 March 2011, 25,000,000 ordinary were issued to raise $37,500 of working capital for the Company.

• On 16 June 2011, the Company further raised $100,000 via the issue of convertible notes to sophisticated investors. The convertible notes will convert into fully paid ordinary shares at $0.00176 per share and upon shareholder approval.

With the transfer of liabilities to the Creditor's Trust, the approval by the shareholders of the recapitalisation proposal, the raising of further capital as outlined above and the financial support received from the Shareholder, the Directors believe that the consolidated entity will be able to maintain sufficient cash to fund ongoing working capital needs for at least a period of 12 months from the date of these financial statements. Accordingly, the financial report has been prepared on a going concern basis.

- 27 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

b. Going Concern (continued)

Should the consolidated entity be unable to continue as a going concern it may be required to realise its assets and discharge its liabilities other than in the normal course of business and at amounts different to those stated in the financial statements. These financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount of liabilities that might result should the company be unable to continue as a going concern and meet its debts as and when they fall due.

c. Principles of consolidation

Subsidiaries

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of TEYS Limited (''company'' or ''parent entity'') as at 30 June 2011 and the results of all subsidiaries for the year then ended. TEYS Limited and its subsidiaries together are referred to in this financial report as the Group or the consolidated entity.

Subsidiaries are all those entities (including special purpose entities) over which the Group has the power to govern the financial and operating policies, generally accompanying a shareholding of more than one-half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity.

Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases. The acquisition method of accounting is used to account for the acquisition of subsidiaries by the Group.

Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.

Where controlled entities have entered or left the group during the year, their operating results have been included/excluded from the date control was obtained or until the date control ceased.

The acquisition method of accounting was used for acquisition of subsidiaries by the Group.

Pursuant to the Group going into voluntary administration, control over all subsidiaries was lost and deconsolidated from the Group in the previous financial year.

- 28 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

• d. Deconsolidation of TPL Holdings Proprietary Limited by TEYS Limited during the 2010 financial year

On 5 March 2010, Adam Shepard of Dean-Willcocks Shepard was appointed as voluntary administrator of Teys Proprietary Limited ("TPL") by resolution of the board. On 20 April 2010 Adam Shepard was appointed as liquidator of TPL.

Pursuant to the Company going into liquidation, TPL was deconsolidated from the Group.

As the reverse acquisition method of accounting was applied to record the original business combination transaction for the acquisition of TPL, the following adjustments have been reflected in the Statement of changes in Equity:

• De-recognition of all pre-acquisition retained earnings, reserves and issued share capital of TPL as at 1 July 2008 ( being the date of the acquisition).

• De-recognition of shares issued by TPL to record the acquisition of TEYS Limited under reverse acquisition method.

• Reinstatement of pre-acquisition retained earnings, reserves and issued capital of TEYS Limited as at 1 July 2008.

• Reinstatement of shares issued to record the acquisition of TPL by TEYS Limited.

e. Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Managing Director.

The new standard, AASB 8, requires a 'management approach', under which segment information is presented on the same basis as that used for internal reporting purposes.

- 29 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

f. Revenue

Revenue is measured at the fair value of the consideration received or receivable. Amounts disclosed as revenue are net of returns, trade allowances, rebates and amounts collected on behalf of third parties.

Revenue from strata management, legal services and funds management are recognised over the respective periods to which the service was performed as well as expenses incurred on behalf of customers. Revenue from the rendering of other services is recognised upon the delivery of the service to the customers. Dividend revenue is recognised when the right to receive a dividend has been established. Dividends received from associates are accounted for in accordance with the equity method of accounting. Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets.

All revenue is stated net of the amount of goods and services tax.

g. Taxation

The charge for current income tax expense is based on the profit for the year adjusted for any nonassessable or disallowed items. It is calculated using the tax rates that have been enacted or are substantially enacted by the balance date.

Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or liability is settled. Deferred tax is credited in the Statement of Comprehensive Income except where it relates to items that may be credited directly to equity, in which case the deferred tax is adjusted directly against equity.

Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be available against which deductible temporary differences can be utilised.

The amount of benefits brought to account or which may be realised in the future is based on the assumption that no adverse change will occur in income taxation legislation and the anticipation that economic entity will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law.

h. Leases

Payments made under operating leases (net of any incentives received from the lessor) are charged to the Statement of Comprehensive Income on a straight-line basis over the period of the lease.

- 30 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

i. Business Combinations

The acquisition method of accounting is used to account for all business combinations, including business combinations involving entities or businesses under common control, regardless of whether equity instruments or other assets are acquired. The consideration transferred for the acquisition of a subsidiary comprises the fair values of the assets transferred, the liabilities incurred and the equity interests issued by the group. The consideration transferred also includes the fair value of any contingent consideration arrangement and the fair value of any pre-existing equity interest in the subsidiary.

Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with limited exceptions, measured initially at their fair values at the acquisition date. On an acquisition-by-acquisition basis, the group recognises any non-controlling interest in the acquiree either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s net identifiable assets.

The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the group’s share of the net identifiable assets acquired is recorded as goodwill. If those amounts are less than the fair value of the net identifiable assets of the subsidiary acquired and the measurement of all amounts has been reviewed, the difference is recognised directly in profit or loss as a bargain purchase.

Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their present value as at the date of exchange. The discount rate used is the entity’s incremental borrowing rate, being the rate at which a similar borrowing could be obtained from an independent financier under comparable terms and conditions.

Contingent consideration is classified either as equity or a financial liability. Amounts classified as a financial liability are subsequently remeasured to fair value with changes in fair value recognised in profit or loss.

j. Impairment of assets

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

Impairment testing is performed annually for goodwill and intangible assets with indefinite lives. Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The recoverable amount of a CGU is determined based on value-in-use calculations. These calculations use cash flow projections based on financial budgets approved by management covering a five-year period. Cash flows beyond the five-year period are extrapolated using the estimated growth rates stated below. The growth rate does not exceed the long-term average growth rate for the business in which the CGU operates.

At each reporting date, the Group assesses whether there is objective evidence that a financial instrument has been impaired. Impairment losses are recognised in the Statement of Comprehensive Income.

- 31 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

k. Cash and cash equivalents

Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within short-term borrowings in current liabilities on the Statement of Financial Position.

l. Trade receivables

Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less provision for impairment. Trade receivables are generally due for settlement within 30 days.

Collectability of trade receivables is reviewed on an ongoing basis. Debts which are known to be uncollectible are written off. A provision for impairment of trade receivables is established when there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the receivables. Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial reorganisation, and default or delinquency in payments (more than 30 days overdue) are considered indicators that the trade receivable is impaired. The amount of the provision is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate. Cash flows relating to short-term receivables are not discounted if the effect of discounting is immaterial. The amount of the provision is recognised in the Statement of Comprehensive Income in other expenses.

m. Investment in associates

Investments in associate companies are recognised in the financial statements by applying the equity method of accounting. The equity method of accounting recognises the Group's share of postacquisition reserves of its associates.

n. Non-current assets (or disposal groups) held for sale and discontinued operations

Non-current assets (or disposal groups) are classified as held for sale and stated at the lower of their carrying amount and fair value less costs to sell if their carrying amount will be recovered principally through a sale transaction rather than through continuing use.

An impairment loss is recognised for any initial or subsequent write-down of the asset (or disposal group) to fair value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell of an asset (or disposal group), but not in excess of any cumulative impairment loss previously recognised. A gain or loss not previously recognised by the date of the sale of the noncurrent asset (or disposal group) is recognised at the date of derecognition.

Non-current assets (including those that are part of a disposal group) are not depreciated or amortised while they are classified as held for sale. Interest and other expenses attributable to the liabilities of a disposal group classified as held for sale continue to be recognised.

- 32 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

n. Non-current assets (or disposal groups) held for sale and discontinued operations (continued)

Non-current assets classified as held for sale and the assets of a disposal group classified as held for sale are presented separately from the other assets in the Statement of Financial Position. The liabilities of a disposal group classified as held for sale are presented separately from other liabilities in the Statement of Financial Position.

A discontinued operation is a component of the entity that has been disposed of or is classified as held for sale and that represents a separate major line of business or geographical area of operations, is part of a single co-ordinated plan to dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale. The results of discontinued operations are presented separately on the face of the Statement of Comprehensive Income.

o. Financial assets and liabilities

Recognition

Financial assets and financial liabilities are recognised on the Statement of Financial Position when the Company becomes party to the contractual provisions of the financial instrument.

A financial asset is derecognised when the contractual rights to the cash flows from the financial assets expire or are transferred and no longer controlled by the entity. A financial liability is removed from the Statement of Financial Position when the obligation specified in the contract is discharged or cancelled or expires.

Subsequent to initial recognition these instruments are recognised below.

Financial assets at fair value through profit and loss

Upon initial recognition a financial asset is designated as at fair value through profit or loss if acquired principally for the purpose of selling in the short term or if so designated by management and within the requirements of AASB 139: Recognition and Measurement of Financial Instruments. A gain or loss arising from a change in the fair value of a financial asset or financial liability (classified as at fair value) is recognised in profit or loss.

Loans and receivables

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

Held-to-maturity investments

These investments have fixed maturities, and it’s the Group’s intention to hold these investments to maturity. Any held-to-maturity investments are stated at amortised cost using the effective interest rate method.

- 33 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

o. Financial assets and liabilities (continued)

Available-for-sale financial assets

Available-for-sale financial assets include other financial assets, comprising investments in subsidiaries, not included in the above categories. Available-for-sale financial assets are reflected at fair value. Unrealised gains and losses arising from changes in fair value are taken directly to equity.

Financial Liabilities

Non-derivative financial liabilities are recognised at amortised cost, comprising original debt less principal payments and amortisation.

Impairment

At each reporting date, the group assesses whether there is objective evidence that a financial instrument has been impaired. In case of available-for-sale financial instruments, a prolonged decline in the value of the instrument is considered to determine whether impairment has arisen. Impairment losses are recognised in the Statement of Comprehensive Income.

p. Property, plant and equipment

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

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

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

Depreciation

The depreciable amount of all fixed assets including capitalised lease assets is depreciated over their useful life to the Group commencing from the time the asset is held ready for use. Leasehold improvements are depreciated over the shorter of either the unexpired period of the lease or the estimated useful life of the improvements.

The depreciation method and Class of Fixed Asset Furniture and fixtures Office equipment Motor vehicles Leasehold improvements	rates used for each class of depreciable assets are: Depreciation Method Depreciation Rate Diminishing cost and straight-line 10% to 37.5% Diminishing cost and straight-line 10% to 20% Diminishing cost 22.5% Straight-line 20%	rates used for each class of depreciable assets are: Depreciation Method Depreciation Rate Diminishing cost and straight-line 10% to 37.5% Diminishing cost and straight-line 10% to 20% Diminishing cost 22.5% Straight-line 20%
		10% to 37.5% 10% to 20% 22.5% 20%

- 34 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

q. Trade and other payables

These amounts represent liabilities for goods and services provided to the Group prior to the end of financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition.

r. Employee benefits

(i) Wages and salaries, annual leave and sick leave

Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave expected to be settled within 12 months of the reporting date are recognised in other payables in respect of employees' services up to the reporting date and are measured at the amounts expected to be paid when the liabilities are settled.

(ii) Long service leave

The liability for long service leave is recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at the reporting date on national government bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows.

s. Contributed equity

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds. Incremental costs directly attributable to the issue of new shares or options for the acquisition of a business are not included in the cost of the acquisition as part of the purchase consideration.

If the entity reacquires its own equity instruments, e.g. as the result of a share buy-back, those instruments are deducted from equity and the associated shares are cancelled. No gain or loss is recognised in the profit or loss and the consideration paid including any directly attributable incremental costs (net of income taxes) is recognised directly in equity.

t. Dividends

Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion of the entity, on or before the end of the financial year but not distributed at balance date.

- 35 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

u. Earnings per share

(i) Basic earnings per share

Basic earnings per share is calculated by dividing the profit attributable to equity holders of the company, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year.

(ii) Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.

v. Goods and Services Tax (GST)

Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the taxation authority. In this case it is recognised as part of the cost of acquisition of the asset or as part of the expense. Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the taxation authority is included with other receivables or payables in the Statement of Financial Position. Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are recoverable from, or payable to the taxation authority, are presented as operating cash flow.

w. Contingent liabilities

A contingent loss is recognised as an expense and a liability if it is probable that future events will confirm that, after taking into account any related probable recovery, an asset has been impaired or a liability incurred and, a reasonable estimate of the amount of the resulting loss can be made.

x. Comparative figures

Where required by accounting standards, the reclassification of comparatives has been performed in order to conform to the changes in presentation for the current financial year.

y. Share-based payments

Share-based compensation benefits were provided to employees via the Teys Limited Directors and Executives Share Option Plan. Information relating to these schemes is set out in note 17. The fair value of options granted under the Teys Limited Directors and Executives Share Option Plan is recognised as an employee benefit expense with a corresponding increase in equity. The fair value is measured at grant date and recognised over the period during which the employees become unconditionally entitled to the options.

The fair value at grant date was independently determined using a Trinomial Tree option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the

- 36 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

y. Share-based payments (continued)

share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option.

The fair value of the options granted is adjusted to reflect market vesting conditions, but excludes the impact of any non-market vesting conditions (for example, profitability and sales growth targets).

Non-market vesting conditions are included in assumptions about the number of options that are expected to become exercisable. At each reporting date, the entity revises its estimate of the number of options that are expected to become exercisable. The employee benefit expense recognised each period takes into account the most recent estimate. The impact of the revision to original estimates, if any, is recognised in the Statement of Comprehensive Income with a corresponding adjustment to equity.

z. New accounting standards for application in future periods

The AASB has issued new and amended accounting standards and interpretation that have mandatory application for future reporting periods. The Group has decided against early adoption of these standards. A discussion of those future requirements and there impact on the Group follows:

• AASB 9: Financial Instruments and AASB 2009-11: Amended to Australian Accounting Standards arising from AASB 9 (AASB 1, 3 , 4, 5, 7, 101, 102, 108, 112, 118, 121, 127, 128, 131, 132, 136, 139, 1023 and 1038 and Interpretation 10 & 12) (applicable for annual reporting periods commencing on or after 1 January 2013).

These standards are applicable retrospectively and amended the classification and measurement of financial assets. The Group has not yet determined the potential impact on the financial statements.

Change made to accounting requirements include:

• Simplifying the classifications of financial assets into those carried at amortised cost and those carried at fair value;

• Simplifying the requirements for embedded derivatives;

• Removing the tainting rules associated with held-to-maturity assets;

• Removing the requirements to separate and fair value embedded derivatives for financial assets carried at amortised costs;

• Allowing an irrevocable election on initial recognition to present gains and losses on investments in equity instruments that are not held for trading in other comprehensive income.

• Reclassifying financial assets where there is a change in an entity’s business model as they are initially classified based on:

• The objective of the entity’s business model for managing the financial assets; and;

• • The characteristics of the contractual cashflows.

• AASB 13 Fair Value Measurement: AASB 13 was issued in September 2011 and is applicable for annual reporting periods beginning on or after 1 January 2013. AASB 13:

• a) defines fair value;

• b) sets out in a single IFRS a framework for measuring fair value; and

• c) requires disclosures about fair value measurements.

- 37 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

z. New accounting standards for application in future periods (continued)

This standard does not require fair value measurements in addition to those already required or permitted by other AASBs. This new standard is not expected to impact the Group's assessment of fair value in any material way.

• AASB 2010-4 Further Amendments to Australian Accounting Standards arising from the Annual Improvements Project [AASB 1, AASB 7, AASB 101 & AASB 134 and Interpretation 13]. The e subjects of the principal amendments to the Standards are set out below:

Australian Accounting Standard	Subject of amendment
AASB 1 First-time Adoption of Australian Accounting Standards	Accounting policy changes in the year of adoption Revaluation basis as deemed cost Use of deemed cost for operations subject to rate regulation
AASB 7 Financial Instruments:Disclosures	Clarification of disclosures
AASB 101 Presentation of FinancialStatements	Clarification of statement of changes in equity
AASB 134 Interim Financial Reporting	Significant events and transactions
Interpretation 13 Customer LoyaltyProgrammes	Fairvalue of award credits

• AASB 2010-5 Amendments to Australian Accounting Standards [AASB 1, 3, 4, 5, 101, 107, 112, 118, 119, 121, 132, 133, 134, 137, 139, 140, 1023 & 1038 and Interpretations 112, 115, 127, 132 & 1042]

The Standard makes numerous editorial amendments to a range of Australian Accounting Standards and Interpretations, including amendments to reflect changes made to the text of IFRSs by the IASB.

These amendments have no major impact on the requirements of the amended pronouncements.

• AASB 2011-4 Amendments to Australian Accounting Standards to Remove Individual Key Management Personnel Disclosure Requirements [AASB 124]

AASB 2011-4 was issued in July 2011 and is effective for annual reporting periods beginning on or after July 2013. This Standard makes amendments to Australian Accounting Standard AASB 124 Related Party Disclosures.

These amendments arise from a decision of the AASB to remove the individual key management personnel (KMP) disclosures from AASB 124 on certain prescribed basis. The changes are not expected to impact the Group's annual report disclosures in any material way.

The Group does not anticipate the early adoption of any of the above Australian Accounting Standards.

- 38 -

TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

2. REVENUE

2. REVENUE Discontinued Operations (a) Operating Activities: Revenue from strata management Revenue from funds management Revenue from legal services (b) Other Revenue: Interest revenue from other persons Sundry income	Consolidated Group 2011 2010 $ $ - 4,241,671 - 363,706 - 153,153 - 4,758,530 - 150 - 329,608 - 329,758
		4,758,530
		150 329,608
		329,758

- 39 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

3. PROFIT/ (LOSS) FOR THE YEAR

Profit/ (loss) for the year is stated after charging the following profit/(loss) items:

Expenses: Depreciation and amortisation Depreciation Impairment Impairment loss - Property, plant and equipment Finance costs: - External Bad and doubtful debts: - Trade receivables Rental expense on operating leases: - Minimum lease payments Share Based Payments: - Share based payments lapsed	Consolidated Group 2011 2010 $ $ - (69,163) - (166,000) - (484,786) - (606,479) - (405,557) 251,800 -	Consolidated Group 2011 2010 $ $ - (69,163) - (166,000) - (484,786) - (606,479) - (405,557) 251,800 -
		(166,000)
		(484,786)
		(606,479)
		(405,557)
		-

- 40 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

4. TAXATION

4. TAXATION
The components of income tax expense are: Current tax Deferred tax charge Over provision in prior years Income tax expense reported in Statement of Comprehensive Income	Consolidated Group 2011 2010 $ $ - - - -
	- -

Prima facie tax on profit/ (loss) from ordinary activities before income tax is reconciled to the income tax as follows:

Profit/ (loss) before income tax Income tax expense at 30% Non deductible /(assessable) permanent differences - Debt forgiveness - other items Income tax benefit not brought to account on losses in the year Income tax expense	1,826,322 (2,022,095)
	547,897 (606,629) (516,070) - (75,540) 84,870 43,713 521,759
	- -

As a result of the Group going into voluntary administration and changes in ownership there are no losses available to be carried forward from prior years. The potential deferred tax assets arising from current year tax losses has not been brought to account.

- 41 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

5. CASH AND CASH EQUIVALENTS

5. CASH AND CASH EQUIVALENTS Note CURRENT Cash at bank in trust on behalf of the company 6. TRADE AND OTHER PAYABLES CURRENT Trade payables Sundry payables and accrued expenses 7. FINANCIAL LIABILITIES CURRENT Secured Bank loans (a) Bank overdraft facility (a) Unsecured Convertible Notes (b)	Consolidated Group 2011 2010 $ $ 35,786 - - 597,430 44,000 107,888 44,000 705,318 - 1,233,491 - 1,427 100,000 100,000 1,234,918	Consolidated Group 2011 2010 $ $ 35,786 - - 597,430 44,000 107,888 44,000 705,318 - 1,233,491 - 1,427 100,000 100,000 1,234,918
		597,430 107,888
		705,318
		1,233,491 1,427 1,234,918

a) Bank loans

The Bank loans related to bank bill facilities with Macquarie Bank Limited and were secured by way of a registered first ranking fixed and floating charge over the assets and undertaking of the Group, a fixed charge over the shares of Strata Dynamics Pty Limited (Teys Brisbane) and a personal capacity guarantee provided by Michael Teys.

Pursuant to the Deed of Company Arrangement entered into between the creditors of the Company and the Company, these facilities have been extinguished on the sale of the shares in Teys Brisbane and the payment of $77,000 to Macquarie Bank Limited from the Creditor's Trust under the Deed of Company Arrangement.

b) Convertible Notes

The Company issued convertible notes to sophisticated investors. The convertible notes will convert into fully paid ordinary shares at $0.00176 per share and upon shareholder approval. The notes pay 0% interest per annum and are unsecured.

- 42 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

8. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

USING THE EQUITY METHOD Note Associated companies Name (unlisted): Principal activity: Country of incorporation: Shares: Holding: Balance at beginning of the financial year Add: Share of associate's profit after tax Reallocation of goodwill Less: Dividends received Less: Transferred to receivers/managers (a) Balance at end of the financial year Shares of associates' profit/(losses) before income tax benefit Share of associates' income tax expense 9. CONTRIBUTED EQUITY Fully paid ordinary shares Loyalty options

Consolidated Group 2011 2010 $ $ - - Strata Dynamics Pty Limited ( Formerly known as Teys Brisbane Pty Limited) Australia Australia Ordinary Ordinary - 50% - 733,231 - 59,170 - 82,388 - (66,140) - (808,649) - - - 115,170 - (56,000) - 59,170 Consolidated Group 2011 2010 $ $ 26,596,792 26,137,796 - 201,496 26,596,792 26,339,292

Terms and conditions of Ordinary shares

Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholders’ meetings. In the event of winding up of the consolidated entity ordinary shareholders rank after all other creditors.

- 43 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

9. CONTRIBUTED EQUITY (continued)

Movement in share capital Opening Balance Shares issued under Deed of Company Arrangement and Recapitalisation proposal Issue of shares during capital raising Closing Balance 10. RESERVES Note Share-based payments reserve Share-based payments reserve As at 1 July 2010 Opening Balance Restatement of pre-acquisition reserve Option expense Lapsed options As at 30 June 2011*	Movement in share capital Opening Balance Shares issued under Deed of Company Arrangement and Recapitalisation proposal Issue of shares during capital raising Closing Balance 10. RESERVES Note Share-based payments reserve Share-based payments reserve As at 1 July 2010 Opening Balance Restatement of pre-acquisition reserve Option expense Lapsed options As at 30 June 2011*	2011 Nos $ 96,278,809 26,137,796 150,000,000 220,000 25,000,000 37,500 271,278,809 26,596,792 Consolidated Group 2011 2010 $ $ - 251,800 - 251,800 251,800 116,900 - 18,000 - 116,900 (251,800) - - 251,800

• On resignation of the Director, Michael Teys, the DESOP option provided to him in earlier years lapsed.

Nature and purpose of reserves

The share-based payments reserve is used to recognise:

• the fair value of options issued under the Directors and Executives Share Option Plan but not exercised

• the fair value of shares issued to employees

11. DIVIDENDS

There were no dividends proposed or paid by the Company during the financial year or in the previous financial year.

- 44 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

12. EARNINGS PER SHARE

The following securities have been classified as ordinary shares and included in basic earnings per share:

share:
Ordinary shares; Earnings used in calculating earnings per share Net profit/(loss) from discontinuing operations Weighted average number of shares Number for basic loss per share Adjustments for calculation of diluted loss per share Convertible notes Number for diluted loss per share Basic earnings/ (loss) per share Diluted earnings/(loss) per share	2011 $ 2010 $ 1,826,322 (2,022,095)
	147,374,699 93,382,919 2,334,993 -
	149,709,692 93,382,919
	0.01 (0.02) 0.01 (0.02)

13. NOTES TO THE STATEMENT OF CASH FLOWS

• a) For the purpose of the statements of cash flows, cash includes cash on hand and at bank on short term deposits at call, net of outstanding bank overdrafts. Cash as at the end of the financial year as shown in the Statements of Cash Flows is reconciled to the related items in the Statement of Financial Position as follows:

Statement of Financial Position as follows:
	Consolidated	Group
	2011	2010
Note	$	$
Cash and cash equivalents (Note 5)
Cash at bank in trust on behalf of the company	35,786	-
b) Reconciliation of cash flow from operations with operating profit after income tax:
Profit / (loss) after income tax	1,826,322	(2,022,095)
Non-cash flows in (loss)/profit:
Depreciation	-	69,163
Impairment loss goodwill and development property	-	166,000
Loss/(Gain) on disposal of businesses	-	993,085
Debt forgiveness on settlement of DOCA	(1,720,236)
Share based payment	(251,800)	116,900
Share of associated companies' net loss after income tax
and dividends	-	(59,170)
Changes in asset and liabilities:
(Increase)/decrease in trade and other receivables	-	18,243
(Increase)/decrease in other current assets	-	46,431
Increase/(decrease) in trade and other payables	44,000	(283,815)
Increase/(decrease) in provisions	-	(5,556)
Cash flow from operations	(101,714)	(960,814)

Cash flow from operations

- 45 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

14. SEGMENT REPORTING

As all businesses have been disposed of and are discontinued, details of segment information for the 2010 financial year are provided in Note 22.

15. KEY MANAGEMENT PERSONNEL DISCLOSURE

a) Key management personnel compensation

Short-term employee benefits Post-employments benefits Share-based payments	Consolidated Group 2011 2010 $ $ - 517,693 - 41,613 - 176,900 - 736,206	Consolidated Group 2011 2010 $ $ - 517,693 - 41,613 - 176,900 - 736,206
		736,206

Detailed remuneration disclosures are provided in sections A-C of the remuneration report on pages 8 to 10.

b) Equity instrument disclosures relating to key management personnel

(i) Options provided as remuneration and shares issued on exercise of such options Details of options provided as remuneration and shares issued on the exercise of such options, together with terms and conditions of the options, can be found in section D of the remuneration report on pages 8 to 10.

(ii) Option holdings

The numbers of options over ordinary shares in the company held during the financial year by each director of Teys Limited and other key management personnel of the Group, including their personally related parties, are set out below.

		2011
Name	Held at 1 July 2010	Granted as compensation	Acquired Loyalty Options	Exercised	Lapsed	Held at 30 June 2011
Directors of Teys Limited
Mr Michael Teys1	32,707,101	-	-	-	32,707,101		-

None of the options granted during the year vested at reporting date.

1 Mr Teys has direct interest in 4,413,860 options issues under the DESOP (refer section D of the remuneration report on pages 13 to 15) and 6,187,500 acquired through the loyalty options offer. Mr Teys has an indirect relevant and notifiable interest in 5,000 options held by his son Patrick Teys which are included in the number above. In addition, CAS Fiduciary Services Pty Limited , in which Mr Teys has a 20% voting rights, held 15,913,241 options. His wife, Michelle Teys held 6,187,500 options.

- 46 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

15. KEY MANAGEMENT PERSONNEL DISCLOSURE (Continued)

b) Equity instrument disclosures relating to key management personnel (continued)

No other options were held by key management personnel at 30 June 2011.

1 Options allocated under the DESOP (refer section D of the remuneration report on page 10).

		2010
Name	Held at 1 July 2009	Granted as compensation	Acquired Loyalty Options	Exercised	Lapsed		Held at 30 June 2010
Directors of Teys Limited
Mr Michael Teys1	32,707,101	-	-	-		-	32,707,101

(ii) Equity holdings

The movement during the reporting period in the number of ordinary shares of Teys Limited held directly, indirectly or beneficially, by each specified director, including their personally related entities is as follows:

entities is as follows:
		2011
Name	Held at 1 July 2010	Received / Acquired during the year	Other changes during the year*	Held at 30 June 2011
Directors of Teys Limited
Mr Michael Teys1,	29,511,000	-	(29,511,000)	-
Mr Gregory John Wood	-	25,000,000	-	25,000,000
Mr Constantine
Andrew Scrinis	-	50,000,000	-	50,000,000

1 Mr Teys had a direct interest in 12,375,000 shares and an indirect relevant and notifiable interest in 10,000 ordinary shares held by his son Patrick Teys which are included in the number above. In addition, CAS Fiduciary Services Pty Limited , in which Mr Teys had 20% voting rights, held 4,751,000 shares. His wife, Michelle Teys held 12,375,000 shares.

*Other changes represent changes held on resignation

(iii) Convertible Notes

The number of Convertible Notes issued during the financial year by Teys Limited held directly, indirectly or beneficially, by each specified director, including their personally related entities is as follows:

follows:
	Held at 1		Acquired	Held at 30 June
Name	July 2010		during the year	2011
Directors of Teys Limited
Mr Gregory John Wood		-	4,024,619	4,024,619
Mr Constantine Andrew Scrinis		-	4,024,619	4,024,619

- 47 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

16. RELATED PARTY TRANSACTIONS

a) Parent entity and subsidiaries

The parent entity within the Group is TEYS Limited. Pursuant to the Group going into voluntary administration, control over all subsidiaries was lost and deconsolidated from the Group in the previous financial year.

17. SHARE BASED PAYMENTS

a) Options

A Company's Director's and Executives Share Option Plan (DESOP) was established and approved by the shareholders at the Extraordinary General Meeting on 28 May 2008. The DESOP was designed to provide long term incentive to Directors and senior executives.

As at 30 June 2011, there were no options were issued under this plan (2010: 4,413,860).

Set out below are options granted under the plan:

2010

		2010
Grant Date	Expiry Date	Exercise Price	Granted during theyear	Balance at end of theyear
22 May2008	1 March 2011	$0.20	NIL	4,413,860

As these options lapsed during the year it resulted in a reversal of the share-based payment expense previous recognition of $251,800.

18. EVENTS SUBSEQUENT TO REPORTING DATE

On the 2 February 2012, the Deed of Company Arrangement was fully effected and the company has come out of Administration.

Other than the above, there have not been any matters or circumstances that have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the consolidated entity, the results of those operations, or the state of affairs of the consolidated entity in future financial years.

19. AUDITORS’ REMUNERATION

Audit services: Auditors of the Company – for the audit and review of the financial reports: PKF	Consolidated 2011 $ 2010 $ 20,000 35,000
	20,000 35,000

- 48 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

20. FINANCIAL RISK MANAGEMENT

The Group's principal financial instruments comprise receivables, payables, cash and short-term deposits and borrowing. These activities expose the Group to a variety of financial risks: market risk (including currency risk, interest rate risk and price risk), credit risk and liquidity risk.

The Directors manage the different types of risks to which it is exposed by considering risk and monitoring levels of exposure to interest rate and foreign exchange risk and by being aware of market forecasts for interest rate, foreign exchange and commodity prices. Ageing analyses and monitoring of specific credit allowances are undertaken to manage credit risk, liquidity risk is monitored through general business budgets and forecasts.

The Group and the parent entity hold the following financial instruments:

Financial assets Cash and cash equivalents Total Financial assets Financial liabilities Trade and other payables Interest bearing liabilities Convertible notes Market risk	Consolidated 2011 2010 $ $ 35,786 -
	35,786 -
	44,000 705,318 - 1,234,918 100,000 -
	144,000 1,940,236

Foreign exchange risk

The Group does not have any direct material foreign exchange risk as commercial transactions and recognized financial assets and liabilities are all in Australian currency.

Price risk

The Group does not have any direct material market or commodity price risk relating to its financial assets or liabilities.

Cash flow and fair value interest rate risk

The Group’s main interest rate risk arose from borrowings. Borrowings issued at variable rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk.

As at the reporting date, the Group had the following variable rate financial assets and liabilities outstanding:

- 49 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

20. FINANCIAL RISK MANAGEMENT (continued)

Weighted Average Interest Rate % Cash and cash equivalents - Trade payables Bank loan Convertible notes - Net exposure	2011 Weighted Average Interest Rate $ % 35,786 (44,000) - 8.55% (100,000) (108,214)	2010 $ - (705,318) (1,234,918) -
		(1,940,236)

The Group managed its cashflow interest rate risk by constantly analysing its interest rate exposure. Within this analysis, consideration is given to potential renewals of existing positions, alternative financing, interest rate swaps and a mix of fixed and variable interest rates.

The Convertible notes issued carry a 0% interest rate per annum and therefore the Group is not exposed to any material interest rate movements . For the previous financial year ended 30 June 2010, the impact of interest movements on equity and profit before tax was $12,349 higher/lower had changed by +/- 100 basis points from the year-end rates with all other variables held constant.

Credit risk

Credit risk arises from cash and cash equivalents and receivables. The credit risk on financial assets which have been recognised on the Statement of Financial Position is generally the carrying amount, net of any provisions. The Group has policies in place for deposit transactions for such transactions to be conducted with financial institutions with a minimum credit rating. There were no receivables at year end thus there was no credit risk.

Liquidity Risk

Prudent liquidity risk management implies maintaining sufficient cash reserves to meet the ongoing operational requirements of the business. It is the Group’s policy to maintain sufficient funds in cash and cash equivalents. Furthermore, the Group monitors its cash requirements on a continual basis.

- 50 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

20. FINANCIAL RISK MANAGEMENT (continued)

Maturities of financial liabilities

The tables below analyse the Group’s financial liabilities into relevant maturity groupings based on the remaining period at the reporting date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

	Total		6 - 12
	Contractual	Less than	month	1-2		2-5		Over 5
Consolidated	Cash flows	6 months	s	years		years		years
	$	$	$	$		$		$
2011
Trade Payables	44000	44,000	-		-		-	-
Convertible Notes	100,000	100,000	-		-			-
2010*
Trade Payables	597,430	597,430	-		-		-	-
Bank Loans	1,233,491	1,233,491	-		-		-	-

*On execution of the DOCA, all existing liabilities of the Company were transferred to the Creditor Trust.

Pursuant to the terms and conditions of the Convertible notes issue, the face value of the convertible notes will convert into shares on 1 July 2011 upon receiving shareholder's approval.

21. CAPITAL RISK MANAGEMENT

The Company’s objective when managing capital are to safeguard its ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders. In order to maintain or adjust the capital structure, the Company may reduce debts, adjust the amount of dividends paid to shareholders and return capital to shareholders or issue new shares.

The Company monitors capital on the basis of the gearing ratio. This ratio is calculated as net debt divided by total capital. Net debt is calculated as total borrowings (including borrowings, trade and other payable as show on the balance sheet) less cash and cash equivalents. Total capital is calculated as ‘equity’ as shown in the balance sheet plus net debt.

22. DISCONTINUED OPERATIONS

On 23 June 2010, Ronald John Dean-Willcocks of Dean-Willcocks Insolvency were appointed as voluntary administrators of Teys Limited by resolution of the board.

- 51 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

22. DISCONTINUED OPERATIONS (continued)

Financial performance and cash flow information

(i) Discontinued operations - 2011

On 23 June 2010, Ronald John Dean-Willcocks of Dean-Willcocks Insolvency were appointed as voluntary administrators of Teys Limited by resolution of the board.

At a second meeting of creditors, the creditors approved a recapitalisation proposal ("Recapitalisation Proposal") by Boom Capital Pty Limited and its nominees being B2B Holdings Pty Limited (hereafter collectively referred to as "Boom Capital") and resolved that the Company execute a Deed of Company Arrangement ("DOCA").

On 30 September 2010 the DOCA was executed and $220,000 were paid to settle and satisfy costs and unsecured creditors claims against the Company.

The Gain on transfer to the Creditor Trust are comprised of the following:

Trade and other payables (refer to Note 4) Bank loans/ overdraft (refer to Note 5) Transfer of creditors to Creditor's Trust Payment made under the Deed of Company Arrangement Gain on transfer to creditor Trust	2010 $ 705,318 1,234,918 1,940,236 (220,000) 1,720,236	2009 $ - -
		- -
		-

(ii) Discontinued operations - 2010

The financial performance information presented are for the periods up to the date of sale/Liquidation for the 30 June 2010 financial year.

Revenue Expenses Profit/(Loss) before income tax Income tax expense Profit /(Loss) after income tax of discontinued operations Loss on sale of the division before income tax Income tax expense Loss on sale of the division after income tax Loss from discontinued operations	Strata Management Funds Management Legal Others Total $ $ $ $ $ 4,312,493 403,706 153,153 218,935 5,088,288 (3,816,805) (373,147) (481,637) (1,445,708) (6,117,298)
	495,688 30,559 (328,484) (1,226,773) (1,029,010) - - - - -
	495,688 30,559 (328,484) (1,226,773) (1,029,010)
	(15,501) - - (977,584) (993,085) - - - - -
	(15,501) - - (977,584) (993,085)
	480,187 30,559 (328,484) (2,204,357) (2,022,095)

- 52 - TEYS LIMITED ACN 009 118 861 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011

22. DISCONTINUED OPERATIONS (continued)

Details of the sale of the divisions

Details of the sale of the divisions
	Strata	Legal
	Management	Business
	2010	2010
	$	$
Consideration received or receivable:
Cash	7,103,308	55,000
Total disposal consideration	7,103,309	55,000
Disposal Cost	(404,699)		-
Carrying amount of net assets sold	(6,714,110)	55,000
Loss on sale before income tax	(15,501)		-
Income tax expense	-		-
Loss on sale after income tax	(15,501)		-
The Funds Management and other businesses were wound up with nil consideration received.
3. PARENT ENTITY DISCLOSURES
The parent company of the Group, as at and throughout the financial year ended 30			June 2011, was
Teys Limited. Presented below is supplementary information about the parent entity.
		Parent
		2011		2010
		$		$
Result of the parent entity
Profit after tax		1,857,822		(2,022,095)
Other comprehensive income		-		-
Total comprehensive income for the year		1,857,822		(2,022,095)
Financial position of the parent entity at year end
Current assets		35,786		-
Total assets		35,786		-
Current liabilities		144,000		1,940,236
Total liabilities		144,000		1,940,236
Net assets		(108,214)		(1,940,236)
Issued capital		26,596,792		26,339,292
Reserves		-		251,800
Retained Earnings	(26,705,006)			(28,531,328)
Total equity		(108,214)		(1,940,236)

23. PARENT ENTITY DISCLOSURES

- 53 - TEYS LIMITED ACN 009 118 861 DIRECTORS’ DECLARATION

The directors of Teys Limited de c lare that:

• the attached financial st a tements and notes thereto comply with the Corp o rations Act 2001, the Accounting Standards, t he Corporations Regulations 2001 and other m a ndatory professional reporting requirements;

• the attached financial statements and notes thereto comply with I n ternational Financial Reporting Standards as issued by the International Accounting Standards B oard as described in note 1 to the financial st a tements;

• the attached financial st a tements and notes thereto give a true and fair vie w of the consolidated entity's financial positio n as at 30 June 2011 and of its performance for th e financial year ended on that date;

• there are reasonable gro u nds to believe that the company will be able t o pay its debts as and when they become due a n d payable; and

The directors have been given th e declarations required by section 295A of the Cor p orations Act 2001.

Signed in accordance with a res o lution of directors made pursuant to section 295( 5 ) of the Corporations Act 2001.

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Director : Constantine Andrew S crinis Melbourne, 09 March 2012

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INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF TEYS LIMITED

Report on the Financial Report

We have audited the accompanying financial report of Teys Limited, which comprises the statement of financial position as at 30 June 2011, the statement of comprehensive income, the statement of changes in equity and the statement of cash flows for the year then ended, notes comprising a summary of significant accounting policies, other explanatory information, and the directors’ declaration of Teys Limited (the company) and the consolidated entity. The consolidated entity comprises the company and the entities it controlled at the year’s end or from time to time during the financial year.

Directors’ Responsibility for the Financial Report

The directors of the company are responsible for the preparation 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 is free from material misstatement, whether due to fraud or error. In Note 1, the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements , that the financial statements comply with International Financial Reporting Standards .

Auditor’s Responsibility

Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance about whether the financial report is free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report.

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

Independence

In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001 .

Tel: 61 2 9251 4100 | Fax: 61 2 9240 9821 | www.pkf.com.au PKF | ABN 83 236 985 726 Level 10, 1 Margaret Street | Sydney | New South Wales 2000 | Australia

The PKF East Coast Practice is a member of the PKF International Limited network of legally independent member firms. The PKF East Coast Practice is also a member of the PKF Australia Limited national network of legally independent firms each trading as PKF. PKF East Coast Practice has offices in NSW, Victoria and Brisbane. PKF East Coast Practice does not accept responsibility or liability for the actions or inactions on the part of any other individual member firm or firms.

Liability limited by a scheme approved under Professional Standards Legislation.

- 55 -

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Basis for Qualified Opinion

During the financial year ended 30 June 2010, the consolidated entity was placed into voluntary administration and subsequently all the accounting records pertaining to the consolidated entity became the property of the administrators. We were not granted access to these accounting records. As the remaining records were not adequate to permit the application of necessary audit procedures, we were unable to obtain all the information and explanations we require in order to form an opinion on the financial report.

Because of the significance of the matter described above, we were unable to express an opinion on the financial report for the year ended 30 June 2010 and our audit report contained a Disclaimer of opinion.

Since opening balances affect the determination of the results of operations, we are unable to determine whether any adjustments to the results of operations and opening accumulated losses might be necessary for the year ended 30 June 2011.Our opinion on the current period's financial report is modified because of the possible effect of this matter on the comparability of the current period’s figures and the corresponding figures.

Qualified Opinion

In our opinion except for the effects of the matter described in the Basis for Qualified Opinion paragraphs;

(a) the 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 2011 and of their performance for the year ended on that date; and

• (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001 ; and

• (b) the consolidated financial statements and notes also comply with International Financial Reporting Standards as disclosed in Note 1.

Emphasis of Matter

Without qualifying our opinion, we draw attention to Note 1 in the financial report, which indicates that during the year ended 30 June 2011, the consolidated entity earned a profit after transfer to the Creditor's Trust of $1,826,322, had net cash outflows from operating activities of $101,714, and net liabilities as the end of the financial year of $108,214. The ability of the consolidated entity to continue as a going concern basis is dependent on the Director's identifying suitable acquisitions that will enable the consolidated entity to enhance its cash flows so that it will be able to meet its future obligations as when they arise. These conditions, along with other matters as set forth in Note 1, indicate the existence of a material uncertainty that may cast significant doubt about the company’s ability to continue as a going concern and therefore, the company may be unable to realise its assets and discharge its liabilities in the normal course of business.

Report on the Remuneration Report

We have audited the Remuneration Report included in pages 7 to 9 of the directors’ report for the year ended 30 June 2011. The directors of the company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

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Basis for Qualified Opinion on Remuneration Report

During the financial year ended 30 June 2010, the consolidated entity was placed into voluntary administration and subsequently all the accounting records pertaining to the consolidated entity became the property of the administrators. We were not granted access to these accounting records. As the remaining records were not adequate to permit the application of necessary audit procedures, we were unable to obtain all the information and explanations we require in order to form an opinion on the remuneration report.

Because of the significance of the matter described above, we were unable to express an opinion on the remuneration report including the remuneration report for the year ended 30 June 2010 and our audit report contained a Disclaimer of opinion.

Our opinion on the current period's remuneration report is modified because of the possible effect of this matter on the comparability of the current period’s figures and the corresponding figures.

Qualified Opinion

In our opinion, except for the effects of the matter described in the Basis for Qualified Opinion paragraphs, the Remuneration Report of the consolidated entity for the year ended 30 June 2011, complies with section 300A of the Corporations Act 2001

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PKF

John Bresolin Partner

Sydney, 9 March 2012

Additional Securities Exchange Information Number of Holdings of Equity Securities as at 7 March 2012

As recorded by Computershare as at 7 March 2012, the fully paid issued capital of the Company consisted of 271,278,809 ordinary fully paid shares held by 1036 shareholders. Each share entitles the holder to one vote.

Distribution of Holders of Equity Securities as at 7 March 2012

Range	Total Holders	No. of Shares	% of Issued capital
1 - 1000	346	165,849	0.06
1,001 – 5,000	226	489,034	0.18
5,001 – 10,000	178	1,638,761	0.60
10,001 – 100,000	190	7,021,786	2.59
100,001 and over	96	261,963,379	96.57
Total	1,036	271,278,809	100.00

Top 20 holders of FULLY PAID ORDINARY SHARES 7 March 2012

Rank	Name	No. of Shares	% of Issued Capital
1	Boom Capital Pty Ltd	50,000,000	18.43
2	B2b Holdings Pty Ltd	25,000,000	9.22
3	Scott Griffin	25,000,000	9.22
4	Petard Pty Ltd	25,000,000	9.22
5	Barry Cheyney	12,500,000	4.61
6	Les Szancer	12,500,000	4.61
7	Vallelonga International Pty Ltd	12,500,000	4.61
8	Trenchstones Pty Ltd	12,500,000	4.61
9	Mr Michael John Teys	12,375,000	4.56
10	Mrs Michelle Anne Teys	12,375,000	4.56
11	Resort Brokers Pty Ltd	6,256,250	2.31
12	RFA Management limited	5,000,000	1.84
13	CAS Fiduciary Services Pty Ltd	4,751,000	1.75
14	Capital and Administration	4,125,000	1.52
15	Mr Peter Hastings Warne	4,125,000	1.52
16	Mr Alexander John Peden	3,150,568	1.16
17	Berpaid Pty Ltd	2,999,650	1.11
18	Mr Alexander John Peden & Mrs Mary Louisa Peden	2,500,000	0.92
19	Hampton Pty Ltd	2,470,000	0.91
20	Mr Shaun Reginald may	2,000,000	0.74

Substantial Shareholders

Name	No. of Shares	% of Issued Capital
Boom Capital Pty Ltd	50,000,000	18.43
B2B Holdings Pty Ltd	25,000,000	9.22
Scott Griffin	25,000,000	9.22
Petard Pty Ltd	25,000,000	9.22