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ENECO REFRESH LTD Annual Report 2021

Sep 29, 2021

64874_rns_2021-09-29_c0dfa823-6c45-4a50-b480-e61ab215ccd7.pdf

Annual Report

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Annual Report 2021

Producing Australia’s purest water since 1997.

www.eneco-refresh.com.au

BOARD OF DIRECTORS

Henry Heng Chairman and Managing Director Michael Pixley Non-Executive Director Peter Chai Non-Executive Director Koji Yoshihara Non-Executive Director Yasuhiro Yamamoto Non-Executive Director Reiichi Natori Non-Executive Director

COMPANY SECRETARY

Julie Moore

REGISTERED OFFICE AND HEAD OFFICE

17 Denninup Way MALAGA WA 6090 Telephone: (08) 9248 7222 Facsimile: (08) 9248 7233 Email: [email protected] Website: www.eneco-refresh.com.au

OTHER OPERATING LOCATIONS

Refresh Waters Pty Ltd – 100% owned

New South Wales – Sydney 3 Salisbury Street SILVERWATER NSW 2128 Telephone: (02) 9748 4200 Facsimile: (02) 9748 4366 Email: [email protected]

Western Australia – Kalgoorlie 33/46 Great Eastern Highway KALGOORLIE WA 6430 Telephone: (08) 9022 2266 Facsimile: (08) 9022 4468 Email: [email protected]

Victoria - Melbourne

11 Olive Grove KEYSBOROUGH VIC 3173 Telephone: (03) 8712 8432 Facsimile: (03) 8669 1832 Email: [email protected]

Northern Territory – Darwin

22 Hamaura Road EAST ARM NT 0822 Telephone: (04) 06841719 Facsimile: (08) 9248 7233 Email: [email protected]

Refresh Waters Queensland Pty Ltd – 100% owned

Queensland – Brisbane

120 Mica Street CAROLE PARK QLD 4300 Telephone: (07) 3271 1251 Facsimile: (07) 3879 3019 Email: [email protected]

Queensland – Toowoomba 600 Boundary Street TOOWOOMBA QLD 4350 Telephone: (07) 4659 0400 Facsimile: (07) 4659 0411 Email: [email protected]

Refresh Plastics Pty Ltd – 100% owned

Eneco Australia Pty Ltd – 100% owned

Victoria - Melbourne Western Australia – Perth

9 Olive Grove KEYSBOROUGH VIC 3173 Telephone: (03) 9701 5600 Facsimile: (03) 9701 5744 Email: [email protected]

17 Denninup Way MALAGA WA 6090 Telephone: (08) 9248 7222 Facsimile: (08) 9248 7233 Email: [email protected]

AUDITOR

Stantons International Audit and Consulting Pty Ltd Level 2, 1 Walker Avenue, Perth WA 6000 Tel 08 9481 3188

SHARE REGISTRY

Computershare Investor Services Level 11, 172 St Georges Terrace Perth WA 6000 Tel 1300 557 010

CONTENTS

CHAIRMAN’S LETTER ........................................................................................................................ 1 DIRECTORS’ REPORT ....................................................................................................................... 2 AUDITORS’ INDEPENDENCE DECLARATION ................................................................................ 14 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME ............................................................................................................. 15 CONSOLIDATED STATEMENT OF FINANCIAL POSITION ............................................................. 16 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ............................................................. 17 CONSOLIDATED STATEMENT OF CASH FLOWS .......................................................................... 18 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS ....................................................... 19 DIRECTORS’ DECLARATION ........................................................................................................... 45 INDEPENDENT AUDITORS’ REPORT ............................................................................................. 46 CORPORATE GOVERNANCE STATEMENT .................................................................................... 51 SHAREHOLDER INFORMATION ...................................................................................................... 53

CHAIRMAN’S LETTER

I am pleased to present the Annual Report for Eneco Refresh Ltd (Group) for the financial year ended 30 June 2021. We would not be where we are today without guidance from our Board of Directors, auditors, tax advisers, and lawyers. Thank you for your invaluable advice. I also thank my colleagues for their continued assistance. and most of all you, our shareholders, for your continued support. Our number of shareholders has increased by 9% compared to the previous year.

Business in the Group is grouped into 3 divisions.

Refresh Waters

Refresh Waters continues to grow well with higher sales in every operation despite the many lockdowns caused by the COVID-19 pandemic. We have also achieved bottom-line positive variances for all operations.

One of the reasons for the revenue growth is the supply of 2-litre demineralised water to Woolworths supermarkets in all states except in Western Australia and the Northern Territory.

The highest growth has been in the Northern Territory where we now have our biggest factory. Our acquisition included 7.7 hectares of property where our spring sits. This produces naturally alkaline spring water with pH8, which is very popular in East Asia. The previous owner was exporting to several countries. Unfortunately, COVID-19 has caused disruptions to supply chain management, with freight rates more than doubling and exports becoming less competitive. We will pursue exports again once freight rates return to normal. Loss has been reduced substantially and with continued revenue growth, we foresee the operation will turn around soon.

A new distiller producing 5 times the volume is currently being commissioned in Melbourne and this will lead to continued growth. The current distiller will be sent to Darwin which will further increase their product offering and accelerate turnaround.

Refresh Plastics

Refresh Plastics had a 21% increase in revenue notwithstanding our no longer selling Petainer one-way PET kegs. Sales of our Ampi activity toys continue to do well. We have secured sales of new products and new customers and are focusing on increasing profits.

Eneco Australia

The Group is the Australian and New Zealand distributor for all products of Eneco Holdings Japan and its associated companies. At this time, sales of fuel emulsion machines have been suspended due to restricted travel for Eneco Holdings’ engineers. We have received several enquiries and look forward to securing sales once unrestricted travel resumes.

We will continue to look for opportunities to grow the Group and deliver an increased return for all shareholders.

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Henry Heng Chairman

ENECO REFRESH LIMITED and its controlled entities 1

DIRECTORS’ REPORT

The directors present their report, together with the financial statements, on the Group (referred to hereafter as the ‘Group’) consisting of Eneco Refresh Limited (referred to hereafter as the 'company') and the entities it controlled at the end of, or during, the year ended 30 June 2021.

Directors

The names and particulars of the directors of the Group during or since the end of the financial year are:

Henry Heng MBA, ACIB, G Dip PM Chairman and Managing Director

Appointed on 11 August 1997, Henry Heng is a founding shareholder and director of Eneco.

He started his career in banking and is an Associate of The London Institute of Banking and Finance. He subsequently held management positions in multinational corporations. Henry’s experience extends to small and medium enterprises, being founding partner of a chain of child care centres and a distribution business in Singapore. He was a licensed securities dealer with the Singapore Stock Exchange.

Henry is active in social and community services and was a volunteer migration agent. He was on the Board of Grace City Church for 11 consecutive years. Henry subsequently sat on the Governing Council of Edith Cowan University for 3 years and was also a member of their Resources Committee. He was Branch Secretary of Family First Party WA from August 2012 to June 2017. Henry is the Honorary Secretary of the Full Gospel Business Australia, Perth since July 2010. He has been on the Executive Committee of the WA-Singapore Business Connect since its incorporation in January 2018 and is currently its Deputy President.

Henry holds a Master of Business Administration from Edith Cowan University, a Graduate Diploma in Personnel Management from Singapore Institute of Management and a Banking Diploma from The Chartered Institute of Bankers.

Henry did not hold directorship in any other listed company in the last three years.

Number of shares held at the date of this report: 21,614,821 Number of options held at the date of this report: Nil

Michael Pixley Non-Executive Director

Appointed on 24 August 2016. Chairman of Audit & Risk Management Committee.

Michael has worked as a merchant banker specialising in strategic corporate development, joint ventures and acquisitions. He has more than 30 years’ experience in the Asian business sector and has extensive networks and relationships with key personnel in government, corporate and private sectors in the Asia Pacific region.

Michael also holds non-executive directorships in Story-i Ltd (ASX:SRY) and Credit Intelligence Ltd (ASX:CI1), both listed on the Australian Securities Exchange.

Number of shares held at the date of this report: Nil Number of options held at the date of this report: Nil

Peter Chai Non-Executive Director

Appointed on 29 November 2016.

Peter is a self-made entrepreneur. He established the DPI group of companies in Malaysia in 1986. He is currently the Executive Chairman and Managing Director of DPI Holdings Berhad, a limited company in Malaysia. DPI is primarily involved in the manufacturing and distribution of aerosol products for the automotive, industrial and household markets. They also provide aerosol filling services to their private label customers. DPI is well known for their quality aerosol paints and coatings, and non-paint industrial aerosol products sold under its own brand “DPI”, “Anchor” and “Kromoto”. Their products and services are used by customers in Malaysia, Indonesia, Japan, Australia and New Zealand.

Besides DPI, Peter also has various other business ventures in countries such as Singapore, Australia and Hong Kong. These business ventures are primarily involved in providing surface finishing services, plastic injection and blow moulding as well as real estate development and investment.

Peter is the Executive Chairman of DPI Holdings Berhad, a company listed on the ACE Market of the Kuala Lumpur stock exchange (KLSE:DPIH)

Number of shares held at the date of this report: 10,000,000 Number of options held at the date of this report: Nil

ENECO REFRESH LIMITED and its controlled entities 2

DIRECTORS’ REPORT

Koji Yoshihara Non-Executive Director

Appointed on 2 November 2018. Member of the Audit & Risk Management Committee.

Koji started his career in the export division of a Japanese automotive maker. He subsequently moved to investment banking and was in the industry for 26 years. He was mainly involved in the international capital markets and was engaged in a number of cross-border transactions between Japan and overseas countries. Koji is also experienced in corporate planning and management of overseas subsidiaries and has worked in the United States and Singapore.

He has also worked for a Japanese environment-related company. Koji was in charge of corporate planning of Asian business, mergers and acquisitions and is very experienced in international business, especially in Asia.

Koji graduated with a Bachelor degree in Liberal Arts from the International Christian University, Tokyo.

Koji is a non-executive director of Eneco Energy Ltd (SGX:R14) which is listed on the Singapore Exchange Ltd.

Number of shares held at the date of this report: 138,902,757 Number of options held at the date of this report: Nil

Yasuhiro Yamamoto Non-Executive Director

Appointed on 17 January 2019.

Yasuhiro worked at a well-known Japanese electronics company for about eight years primarily engaged in factory automation as a skilled technician. He joined Eneco Holdings Inc as Vice-President and developed the technologies of emulsion fuel. In 2014, he succeeded in developing Eneco Plasma Fusion and Eneco Plasma R Hydrogen Gas and started sales focused on overseas markets. In 2016, Yasuhiro became the President and CEO of Eneco Holdings Inc.

Yasuhiro did not hold directorship in any other listed company in the last three years.

Number of shares held at the date of this report: 138,902,757 Number of options held at the date of this report: Nil

Reiichi Natori Non-Executive Director

Appointed on 17 January 2019. Member of the Audit & Risk Management Committee

Reiichi received B.S. degrees in commerce from Chuo University, Tokyo, Japan and Accounting (emphasis taxation) from Utah Valley University, United States of America. He worked for two of the Big Four international accounting firms as a corporate tax professional in Chicago, Illinois from 2003 to 2010. With each of the firms, he had 26-30 corporate clients to serve the engagements. Upon returning to Japan, he developed his career at a Japanese trading company where he worked in treasury and accounting. He joined Eneco Holdings Inc in 2017.

Reiichi did not hold directorship in any other listed company in the last three years.

Number of shares held at the date of this report: Nil Number of options held at the date of this report: Nil

Chiau Thuan Teh B Arch Non-Executive Director

Appointed on 24 August 2016. Resigned on 17 November 2020

Thuan has more than 20 years’ experience in property and private equity investments in Australia and across Asia. His specialisation is in emerging companies across the property and financial sectors as well as project implementation, execution and strategic restructure.

He holds directorships with various companies in the financial, health technology and property development industries. He is currently the Chairman of CGAM a private equity group that moves and manage capital for private wealth and corporations.

Thuan did not hold directorship in any other listed company in the last three years.

Number of shares held at the date of this report: Nil Number of options held at the date of this report: Nil

ENECO REFRESH LIMITED and its controlled entities 3

DIRECTORS’ REPORT

Secretary

The name and particulars of the secretary of the company during or since the end of the financial year is:

Ms Julie Moore LLB, GDLP

Appointed on 29 November 2016.

Julie is a commercial barrister with a practice focusing on construction and engineering disputes, professional negligence and insurance law. She has acted on behalf of various construction companies, mining companies, private companies, directors, local governments and insurers.

Prior to joining the Bar, Julie was a senior associate at DLA Piper.

Julie holds a Bachelor of Law from the University of Western Australia and a Graduate Diploma of Legal Practice from the College of Law, New South Wales.

Principal activities

The Group derives its revenue primarily from:

Refresh Waters - its principal activity is the production and distribution of bottled water and accessories and the rental of water coolers. It is Australia’s largest producer of distilled drinking water with a capacity to produce more than 10,000 litres of distilled water per hour. It also distributes filtration systems and water purifiers.

Refresh Plastics - markets a broad range of plastic products including containers and jars, bottles, gardening products, water tanks, automotive parts and activity toys.

Dividends

No dividend has been declared or paid for the current and previous financial year.

Review of Operations

Eneco Refresh Ltd (Group) is pleased to announce that it has achieved a 17% increase in revenue and trimmed its loss by 84% compared to the previous financial year. The effect of COVID-19 lockdowns has been felt across the country. Despite that, the Group has done well and is able to grow because of its diversified product offering. Every Cash Generating Unit achieved positive variance both in revenue and bottom line. The Federal and State government packages have helped in reducing losses.

Refresh Waters

Sales growth in New South Wales, Victoria, and Queensland improved partly because since September 2020, our 2-litre Demineralised Water has been sold in all Woolworths supermarkets (with the exception of Western Australia and Northern Territory). This is in addition to our 5-litre Refresh Pure Water being sold in Woolworths for the last 16 years (with the exception of South Australia and Tasmania).

New South Wales continued to do well and our custom labelled bottled water sales picked up significantly.

Victoria was unfortunately badly affected by many lockdowns, resulting in only a marginal increase in profitability.

Sales in the Northern Territory have overtaken Victoria, which reflects positively on our strategy to acquire the only singleserve bottled water factory in the Top End.

Queensland had excellent revenue growth of 12% and also achieved the highest variance in profitability. Refresh Waters bought back a 51% share of our Queensland business on 2 January 2019, making it a wholly-owned subsidiary. Under our management, it has achieved record profit.

Refresh Plastics

Refresh Plastics achieved excellent revenue growth of 21%. This is despite it no longer selling Petainer one-way PET kegs, which used to be about 5% of total revenue. Petainer refused to take back raw materials and finished goods worth $93,000. We have progressively written down the value of these stocks, with $70,000 written off in the current financial year. Refresh Plastics’ loss would otherwise have been much lesser.

ENECO REFRESH LIMITED and its controlled entities 4

DIRECTORS’ REPORT

A breakdown by Cash Generating Units is presented below.

Revenue
Western Australia
New South Wales
Victoria
Queensland
Northern Territory
Refresh Waters
Refresh Plastics
Total
Profit/(Loss)
Western Australia
New South Wales
Victoria
Queensland
Northern Territory
Refresh Waters
Refresh Plastics
Goodwill Impairment
Corporate Expenses
Total
FY 2021
FY 2020
$'000
$'000
3,143
2,981
2,129
1,875
1,385
1,263
2,060
1,836
1,491
860
10,208
8,815
2,978
2,470
13,186
11,285
267
179
219
203
73
68
131
57
-212
-567
478
-60
-168
-266
310
-326
-
-243
-472
-475
-162
-1,044
Variance
5%
14%
10%
12%
73%
16%
21%
17%
49%
8%
7%
130%
63%
897%
37%
195%
1%
84%

ENECO REFRESH LIMITED and its controlled entities 5

DIRECTORS’ REPORT

Significant change in the state of affairs

There were no significant changes in the state of affairs of the Company.

Matters subsequent to the end of the financial year

The impact of the Coronavirus (COVID-19) pandemic is ongoing and while it has had no significant impact on the Group up to 30 June 2021, it is not practicable to estimate the potential impact, positive or negative, after the reporting date. The situation is rapidly developing and is dependent on measures imposed by the Australian Federal and State Government and other countries, such as maintaining social distancing requirements, quarantine, travel restrictions and any economic stimulus that may be provided.

No matter or circumstance has arisen since the end of the financial year, which significantly affected or may significantly affect the operations of the company, the results of those operations or the state of affairs of the company in the future financial years.

Likely developments and expected results of operations

Eneco expects to consolidate its operations in the near future.

Environmental regulation

Federal and State governments regulate bottled water as a food product under the Food Standards Code issued by the Food Standards Australia New Zealand. All Eneco bottling plants meet the requirements stipulated in the Code.

In addition to collection of rain water where feasible, all bottling plants currently use state supplied water for purposes of steam-distilling it.

To reduce our carbon footprint, solar panels are installed at most of our factories, providing the following power:

Refresh Plastics Melbourne: 108 kW
Refresh Waters Brisbane: 81 kW
Refresh Waters Darwin 30 kW
Refresh Waters Perth: 30 kW
Refresh Waters Melbourne: 25kW

Our Toowoomba factory is located in a shared complex with solar panels across its rooftop.

Meetings of Directors

The number of meetings of the company's Board of Directors (the Board) and of each Board committee held during the year ended 30 June 2021, and the number of meetings attended by each director were:

Audit & Risk Audit & Risk
Board Meetings Management Committee
Number Number
eligible Number eligible to Number
to attend attended attend attended
Henry Heng 4 4 - -
Michael Pixley 4 4 2 2
Peter Chai 4 4 1 1
Koji Yoshihara 4 4 2 2
Yasuhiro Yamamoto 4 - - -
Reiichi Natori 4 4 1 1
Chiau Thuan Teh1 1 1 1 1 -

1 Mr Teh resigned on 17 Nov 2020

ENECO REFRESH LIMITED and its controlled entities 6

DIRECTORS’ REPORT

Remuneration Report (audited)

The remuneration report details the key management personnel remuneration arrangements for the Group, in accordance with the requirements of the Corporations Act 2001 and its Regulations.

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including all directors.

The Key Management Personnel of the Company and the Group, and the positions that they hold, are listed in the following table:

Position held as at Contract details
30 June 2021 and any (duration and
Key Management Personnel change during the year termination)
Mr H Heng Chairman and Managing Director No fixed term
Mr M Pixley Non-Executive Director No fixed term
Mr P Chai Non-Executive Director No fixed term
Mr K Yoshihara Non-Executive Director No fixed term
Mr Y Yamamoto Non-Executive Director No fixed term
Mr R Natori Non-Executive Director No fixed term
Mr R Duncan Western Australia Factory Manager No fixed term
Mr R Nusantara New South Wales Manager No fixed term
Mr I Cameron Victoria Manager No fixed term
Mr J Hardwick Northern Territory Manager No fixed term
Mr S Zhou Accountant No fixed term
Mr C Teh1 - No fixed term
1 Mr Teh resigned on 17 Nov 20

The remuneration report is set out under the following main headings:

  • Principles used to determine the nature and amount of remuneration

  • Details of remuneration

  • Share-based compensation

  • Additional information

  • Additional disclosures relating to key management personnel

Principles used to determine the nature and amount of remuneration

The objective of the Group’s executive reward framework is to ensure reward for performance is competitive and appropriate for the results delivered. The framework aligns executive reward with the achievement of strategic objectives and the creation of value for shareholders, and it is considered to conform to the market best practice for the delivery of reward. The Board of Directors (the Board) ensures that executive reward satisfies the following key criteria for good reward governance practices:

  • competitiveness and reasonableness

  • acceptability to shareholders

  • performance linkage / alignment of executive compensation

  • transparency

The Remuneration Committee is responsible for determining and reviewing remuneration arrangements for its directors and executives. The performance of the Group depends on the quality of its directors and executives. The remuneration philosophy is to attract, motivate and retain high performance and high-quality personnel.

The Group has structured an executive remuneration framework that is market competitive and complementary to the reward strategy of the Group.

The reward framework is designed to align executive reward to shareholders' interests. The Board have considered that it should seek to enhance shareholders' interests by:

  • having economic profit as a core component of plan design

  • focusing on sustained growth in shareholder wealth, consisting of growth in share price, and delivering constant

  • or increasing return on assets as well as focusing the executive on key non-financial drivers of value • attracting and retaining high calibre executives

ENECO REFRESH LIMITED and its controlled entities 7

DIRECTORS’ REPORT

Additionally, the reward framework should seek to enhance executives' interests by:

  • rewarding capability and experience

  • reflecting competitive reward for contribution to growth in shareholder wealth

  • • providing a clear structure for earning rewards

In accordance with best practice corporate governance, the structure of non-executive director and executive director remuneration is separate.

Non-executive directors remuneration

Fees and payments to non-executive directors reflect the demands and responsibilities of their role. Non-executive directors' fees and payments are reviewed annually. The Group may, from time to time, receive advice from independent remuneration consultants to ensure non-executive directors' fees and payments are appropriate and in line with the market.

ASX listing rules require the aggregate non-executive directors' remuneration be determined periodically by a general meeting. At present, the aggregate sum is fixed at a maximum of $200,000 per annum.

Executive remuneration

The Group aims to reward executives based on their position and responsibility, with a level and mix of remuneration which has both fixed and variable components.

Executive directors receive a base salary, superannuation, fringe benefits and performance incentives. Base salary is determined following a review of Group, departmental and individual performance, relevant comparative remuneration in the market and, where appropriate, external advice on policies and practice. In the current year no external advice was taken.

Performance incentives are paid upon achievement of KPIs or performance targets. The KPIs are set annually. The measures are specifically tailored to the areas each executive director is involved in and has a level of control over. The KPIs target areas the Board believes hold greater potential for the Group’s expansion and profit, covering financial and non-financial as well as short and long-term goals. The level set for each KPI is based on budgeted figures for the Group and respective industry standards. Performance in relation to the KPIs is assessed annually by the Board, with bonuses being awarded depending on the number and deemed difficulty of the KPIs achieved. Following the assessment, the KPIs are reviewed by the Remuneration Committee in light of the desired and actual outcomes, and their efficiency is assessed in relation to the Group’s goals and shareholder wealth, before the KPIs are set for the following year.

To align the interests of executive directors, the Group also has a Directors and Executives Options Scheme (DEOS). The Group considers that a DEOS can provide a cost-effective and efficient long-term incentive which is linked to the performance of the Group. Executive directors may be granted options to motivate them to pursue the long-term growth and success of the Group within an appropriate control framework and demonstrate a clear relationship between executive director performance and remuneration. No options have been issued in the current or preceding year as it was not considered appropriate as at this time.

All remuneration paid is valued at the cost to the Group and expensed. Any shares given to executive directors (for example as payment for achieving KPIs or as a discretionary bonus) are valued as the difference between the market price of those shares and the amount paid. Options are valued using the Black-Scholes methodology.

Use of remuneration consultants

During the financial year ended 30 June 2021, the Group did not seek the advice of external remuneration consultants.

Voting and comments made at the company’s 2020 Annual General Meeting (AGM)

The company received 99% of ‘yes’ votes on its Remuneration Report for the financial year ended 30 June 2020. The Company received no specific feedback on its Remuneration Report at the Annual General Meeting.

ENECO REFRESH LIMITED and its controlled entities 8

DIRECTORS’ REPORT

Details of remuneration

Amounts of remuneration

Details of the remuneration of key management personnel of the Group are set out in the following tables.

Directors
30 June 21
Mr H Heng1
Mr M Pixley2
Mr P Chai3
Mr K Yoshihara
Mr Y Yamamoto
Mr R Natori
Mr CT Teh4
Total
30 June 20
Mr H Heng
Mr CT Teh4
Mr M Pixley2
Mr P Chai3
Mr K Yoshihara
Mr Y Yamamoto
Mr R Natori
Total
SHORT TERM EMPLOYEE
BENEFITS
POST
EMPLOYMENT
LONG TERM
BENEFIT
TOTAL
REMUNERATION
Salary &
Fees
Bonus
Non-
Monetary
benefits1
Super-
annuation
Long
Service
Leave
Performance
Related
$
$
$
$
$
$
%
185,130
38,000
5,180
23,668
3,132
255,110
14.9%
36,000
-
-
-
-
36,000
-
18,615
-
-
-
-
18,615
-
18,615
-
-
-
-
18,615
-
18,615
-
-
-
-
18,615
-
18,615
-
-
-
-
18,615
-
11,978
1,138
13,116
-
307,568
38,000
5,180
24,806
3,132
378,686
173,667
38,000
5,705
20,108
11,592
249,072
15.3%
19,000
-
-
1,805
-
20,805
-
36,000
-
-
-
-
36,000
-
18,615
-
-
-
-
18,615
-
18,615
-
-
-
-
18,615
-
18,615
-
-
-
-
18,615
-
18,615
-
-
-
-
18,615
-
303,127
38,000
5,705
21,913
11,592
380,337

1 Use of company car and insurance-in-lieu workers compensation

2 Mr Pixley receives director fees through his entity Nepix Pty Ltd

3 Mr Chai receives director fees through his entity Everlast Invest Pty Ltd 4 Mr Teh resigned on 17 Nov 20

ENECO REFRESH LIMITED and its controlled entities 9

DIRECTORS’ REPORT

Other key management personnel:

30 June 21
Mr R Duncan
Mr R Nusantara
Mr I Cameron1
Mr J Hardwick
Mr S Zhou
Total
30 June 20
Mr R Duncan
Mr R Nusantara
Mr J Hardwick
Mr S Zhou
Mr C Wang2
Total
SHORT TERM EMPLOYEE
BENEFITS
POST
EMPLOYMENT
LONG TERM
BENEFIT
TOTAL
REMUNERATION
Salary &
Fees
Bonus
Non-
Monetary
benefits
Super-
annuation
Long
Service
Leave
Performance
Related
$
$
$
$
$
$
%
70,000
-
-
6,650
-
76,650
-
195,514
-
-
-
-
195,514
-
23,538
-
-
2,236
-
25,774
-
89,654
-
544
8,517
-
98,715
-
77,059
-
-
7,321
2,738
87,118
-
455,765
-
544
24,724
2,738
483,771
70,030
-
-
6,650
-
76,680
-
164,722
-
-
-
-
164,722
-
90,000
-
-
8,550
-
98,550
-
70,115
-
-
6,661
1,735
78,511
-
70,000
600
-
8,014
-
78,614
0.8%
464,867
600
-
29,875
1,735
497,077

1 Mr Cameron was appointed Victoria State Manager on 17 March 2021

2 Mr Wang is employed part-time during the transition to Mr Cameron

Share-based compensation

Issue of shares and options

No shares or options were issued to directors and other key management personnel as part of compensation during the year ended 30 June 2021.

ENECO REFRESH LIMITED and its controlled entities 10

DIRECTORS’ REPORT

Additional information

The earnings of the Group for the five years to 30 June 2021 are summarised below:

2021 2020 2019 2018 2017
$ $ $ $ $
Sales revenue 13,186,164 11,284,764 9,086,063 8,784,287 6,178,586
EBITDA 1,128,241 (652,085) (591,530) (671,966) 332,998
Total comprehensive profit/(loss) after income tax (161,878) (1,044,466) (1,108,409) (1,138,061) 75,932
The factors that are considered to affect total shareholders return (TSR) are summarised below:
2021 2020 2019 2018 2017
Share price at financial year end ($) 0.042 0.06 0.071 0.055 0.055
Total dividends declared (cents per share) - - - - -
Basic earnings/(loss) per share (cents per share) (0.059) (0.38) (0.56) (0.80) 0.00

Additional disclosures relating to key management personnel

Shareholding

The number of shares in the company held during the financial year by each director and other members of key management personnel of the Group, including their personally related parties, is set out below:

Balance Granted as Other Net Balance
01 Jul 20 Remuneration Changes1 30 Jun 21
Ord Ord Ord Ord
Directors
Mr H Heng2 20,720,449 - 359,572 21,080,021
Mr M Pixley - - - -
Mr P Chai2 10,000,000 - - 10,000,000
Mr K Yoshihara3 138,902,757 - - 138,902,757
Mr Y Yamamoto3 138,902,757 - - 138,902,757
Mr R Natori - - - -
Mr C Teh4 4,274,999 - (4,274,999) -
Other key management personnel
Mr R Duncan - - - -
Mr R Nusantara - - - -
Mr I Cameron - - - -
Mr J Hardwick - - - -
Mr S Zhou - - - -
Total 312,800,962 - (3,915,427) 308,885,535

1 Relates to general sales and purchases made on the open market

2 Mr Heng and Mr Chai are directors of Everlast Invest Pty Ltd which owns a total of 10,000,000 shares in Eneco Refresh Ltd

3 Mr Yoshihara and Mr Yamamoto are directors of Eneco Investment Pte Ltd, immediate parent company of Eneco Refresh Limited. Total shareholdings held by Eneco Investment Pte Ltd is 138,902,757. 4 Mr Teh resigned on 17 Nov 20

Option holding

There are no options in the company held by any director or key management personnel of the Group, inlcuding their related parties.

Other transactions with key management personnel and their related parties

There were no other transactions with key management personnel and their related parties during the year.

This concludes the remuneration report, which has been audited.

ENECO REFRESH LIMITED and its controlled entities 11

DIRECTORS’ REPORT

Shares under option

There is no unissued ordinary share under option at the date of this report.

Shares issued on the exercise of options

No shares were issued as a result of the exercise of options.

Indemnity and insurance of officers

The company has indemnified the directors and executives of the company for costs incurred, in their capacity as a director or executive, for which they may be held personally liable, except where there is a lack of good faith.

During the financial year, the company paid a premium in respect of a contract to insure the directors and executives of the company against a liability to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium.

Indemnity and insurance of auditor

The company has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the company or any related entity against a liability incurred by the auditor.

During the financial year, the company has not paid a premium in respect of a contract to insure the auditor of the company or any related entity.

Proceedings on behalf of the company

No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the company, or to intervene in any proceedings to which the company is a party for the purpose of taking responsibility on behalf of the company for all or part of those proceedings.

Non-audit services

Details of the amounts paid or payable to the auditor for non-audit services provided during the financial year by the auditor are outlined in note 21 to the financial statements.

The directors are satisfied that the provision of non-audit services during the financial year, by the auditor (or by another person or firm on the auditor's behalf), is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001.

The directors are of the opinion that the services as disclosed in note 21 to the financial statements do not compromise the external auditor's independence requirements of the Corporations Act 2001 for the following reasons:

• all non-audit services have been reviewed and approved to ensure that they do not impact the integrity and objectivity of the auditor; and

• none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants issued by the Accounting Professional and Ethical Standards Board, including reviewing or auditing the auditor's own work, acting in a management or decision-making capacity for the company, acting as advocate for the company or jointly sharing economic risks and rewards.

Officers of the company who are former partners of Stantons International Audit and Consulting Pty Ltd (“Stantons”)

There are no officers of the company who are former partners of Stantons.

Auditor’s independence declaration

A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out immediately after this directors' report.

ENECO REFRESH LIMITED and its controlled entities 12

DIRECTORS’ REPORT

Auditor

Stantons continues in office in accordance with section 327 of the Corporations Act 2001.

This report is made in accordance with a resolution of directors, pursuant to section 298(2)(a) of the Corporations Act 2001.

On behalf of the directors

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Henry Heng Managing Director PERTH, 30 September 2021

ENECO REFRESH LIMITED and its controlled entities 13

PO Box 1908 West Perth WA 6872 Australia

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Level 2, 1 Walker Avenue West Perth WA 6005 Australia

Tel: +61 8 9481 3188 Fax: +61 8 9321 1204 ABN: 84 144 581 519 www.stantons.com.au

30 September 2021

Board of Directors Eneco Refresh Limited 17 Denninup Way MALAGA WA 6090

Dear Directors

RE: ENECO REFRESH LIMITED

In accordance with section 307C of the Corporations Act 2001 , I am pleased to provide the following declaration of independence to the directors of Eneco Refresh Limited.

As Audit Director for the audit of the financial statements of Eneco Refresh Limited for the year ended 30 June 2021, I declare that to the best of my knowledge and belief, there have been no contraventions of:

  • (i) the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

  • (ii) any applicable code of professional conduct in relation to the audit.

Yours sincerely

STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD

(An Authorised Audit Company)

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Samir Tirodkar Director

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Liability limited by a scheme approved under Professional Standards Legislation

Stantons Is a member of the Russell Bedford International network of firms

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2021

Note
Revenue
4a
Cost of sales
4b
Gross profit
Other income
Marketing expenses
Distribution expenses
Administrative expenses
Occupancy expenses
Impairment of goodwill
11
Results from operating activities
Finance income
4c
Finance costs
4d
Loss before income tax
Income tax expense
5
Loss after income tax
Other comprehensive income
Items that will not be reclassified subsequently to profit or loss:
Fair value gain on financial assets at fair value through OCI
18
Total comprehensive loss for the period
Earnings per share
Basic and diluted loss per share (cents)
6
Note 2021
$
2020
$
13,186,164
11,284,764
(8,094,098)
(6,960,122)
5,092,066
4,324,642
548,270
366,971
(725,852)
(715,347)
(1,652,525)
(1,637,376)
(2,306,464)
(2,138,575)
(906,886)
(1,042,005)
-
(243,007)
48,609
(1,084,697)
15,045
37,657
(225,532)
(34,480)
(161,878)
(1,081,520)
-
-
(161,878)
(1,081,520)
149,419
37,054
(12,459)
(1,044,466)
(0.059)
(0.38)

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

ENECO REFRESH LIMITED and its controlled entities 15

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2021

ASSETS
Current Assets
Cash and cash equivalents
Trade and other receivables
Other current assets
Inventories
Current tax asset
Total Current Assets
Non-Current Assets
Property, plant and equipment
Intangible assets
Financial assets at fair value through OCI
Investment in associate
Right of use assets
Total Non-Current Assets
TOTAL ASSETS
LIABILITIES
Current Liabilities
Trade and other payables
Short-term provisions and accruals
Financial liabilities
Lease liabilities
Total Current Liabilities
Non-Current Liabilities
Financial liabilities
Long-term provisions
Lease liabilities
Total Non-Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
2014 profit reserve
Financial asset revaluation reserve
Accumulated losses
TOTAL EQUITY
Notes 2021
2020
$
$
7
8
9
10
11
12
13
14
15
15
16
14
16
15
14
17
18
18
18
19
1,454,871
1,426,733
1,213,716 1,167,604
80,744
106,557
2,042,695
2,067,551
34,361
34,361
4,826,387
4,802,806
6,788,318
6,768,068
562,171
562,171
22,800
222,324
50,000
50,000
3,940,172
1,831,383
11,363,461
9,433,946
16,189,848
14,236,752
974,746
734,418
949,227
964,918
-
232,906
494,207
313,300
2,418,180
2,245,542
-
200,000
40,966
63,017
3,604,561
1,589,593
3,645,527
1,852,610
6,063,707
4,098,152
10,126,141
10,138,600
18,320,875
18,320,875
191,712
191,712
356,409
356,409
75,311
(74,108)
(8,818,166)
(8,656,288)
10,126,141
10,138,600

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

ENECO REFRESH LIMITED and its controlled entities 16

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED JUNE 2021

Balance at 1 July 2020
(Loss) for the year
Fair value gain on available
for sale financial assets
Total comprehensive
profit/(loss)
Balance at 30 June 2021
Balance at 1 July 2019
(Loss) for the year
Fair value gain on available
for sale financial assets
Total comprehensive
profit/(loss)
Balance at 30 June 2020
Issued
Capital
Reserves
2014 profit
reserve
Financial
asset
revaluation
reserve
Accumulated
losses
Total
$
$
$
$
$
$
18,320,875
191,712
356,409
(74,108)
(8,656,288)
10,138,600
-
-
-
-
(161,878)
(161,878)
-
-
-
149,419
-
149,419
-
-
-
149,419
(161,878)
(12,459)
18,320,875
191,712
356,409
75,311
(8,818,166)
10,126,141
18,320,875
191,712
356,409
(111,162)
(7,574,768)
11,183,066
-
-
-
(1,081,520)
(1,081,520)
-
-
-
37,054
-
37,054
-
-
-
37,054
(1,081,520)
(1,044,466)
18,320,875
191,712
356,409
(74,108)
(8,656,288)
10,138,600

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

ENECO REFRESH LIMITED and its controlled entities 17

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2021

Cash flows from operating activities
Receipts from customers
Government grants
Payments to suppliers and employees
Borrowing costs
Interest received
Net cash flows from operating activities
Cash flows from investing activities
Proceeds from sale of property, plant and equipment, and
investment
Purchase of property, plant and equipment
Net Income from Investment
Intellectual property
Net cash flows (used in) investing activities
Cash flows from financing activities
Repayments of borrowings
Other-AASB 16 Prepayment for the Principal
Net cash flows (used in) financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
Notes 2021
2020
$
$
21
12
7
13,633,748
11,585,583
532,469
344,883
(12,846,634)
(12,215,499)
(9,633)
(34,480)
15,045
37,657
1,324,995
(281,856)
62,291
70,642
(528,829)
(228,612)
348,943
(50,000)
-
(100,380)
(117,595)
(308,350)
(432,906)
(247,938)
(746,356)
-
(1,179,262)
(247,938)
28,138
(838,144)
1,426,733
2,264,877
1,454,871
1,426,733

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

ENECO REFRESH LIMITED and its controlled entities 18

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Note 1. Significant accounting policies

The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

New or amended Accounting Standards and Interpretations adopted

The Group has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board (AASB) that are mandatory for the current reporting period.

The Group has considered the implications of new and amended Accounting Standards which have become applicable for the current financial reporting period.

Initial adoption of AASB 2020-04: COVID-19-Related Rent Concessions

AASB 2020-4: Amendments to Australian Accounting Standards – COVID-19-Related Rent Concessions amends AASB 16 by providing a practical expedient that permits lessees to assess whether rent concessions that occur as a direct consequence of the COVID-19 pandemic and, if certain conditions are met, account for those rent concessions as if they were not lease modifications.

Initial adoption of AASB 2018-6: Amendments to Australian Accounting Standards – Definition of a Business

AASB 2018-6 amends and narrows the definition of a business specified in AASB3: Business Combinations, simplifying the determination of whether a transaction should be accounted for as a business combination or an asset acquisition. Entities may also perform a calculation and elect to treat certain acquisitions as acquisitions of assets.

Initial adoption of AASB 2018-7: Amendments to Australian Accounting Standards – Definition of Material

This amendment principally amends AASB 101 and AASB 108 by refining the definition of material by improving the wording and aligning the definition across the standards issued by the AASB.

Initial adoption of AASB 2019-3: Amendments to Australian Accounting Standards – Interest Rate Benchmark

This amendment amends specific hedge accounting requirements to provide relief from the potential effects of the uncertainty caused by interest rate benchmark reform.

Initial adoption of AASB 2019-1: Amendments to Australian Accounting Standards – References to the Conceptual Framework

This amendment amends Australian Accounting Standards, Interpretations and other pronouncements to reflect the issuance of Conceptual Framework for Financial Reporting by the AASB.

The standards listed above did not have any impact on the amounts recognised in prior periods and are not expected to significantly affect the current or future periods.

Basis of preparation

These general-purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board (AASB) and the Corporations Act 2001, as appropriate for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board (IASB).

Historical cost convention

The financial statements have been prepared under the historical cost convention, except for, where applicable, the revaluation of financial assets and liabilities at fair value through profit or loss, financial assets at fair value through other comprehensive income, investment properties, certain classes of property, plant and equipment and derivative financial instruments.

Critical accounting estimates

The preparation of the financial statements 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. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 2.

ENECO REFRESH LIMITED and its controlled entities 19

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Parent entity information

In accordance with the Corporations Act 2001, these financial statements present the results of the Group only. Supplementary information about the parent entity is disclosed in note 22.

Principles of consolidation

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Eneco Refresh Limited (company) as at 30 June 2021 and the results of all subsidiaries for the year then ended. Eneco Refresh Limited and its subsidiaries together are referred to in these financial statements as the 'Group'.

Subsidiaries are all those entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. 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.

Intercompany transactions, balances and unrealised gains on transactions between entities in the Group 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.

The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest, without the loss of control, is accounted for as an equity transaction, where the difference between the consideration transferred and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable to the parent.

Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement of profit or loss and other comprehensive income, statement of financial position and statement of changes in equity of the Group. Losses incurred by the Group are attributed to the non-controlling interest in full, even if that results in a deficit balance.

Where the Group loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and noncontrolling interest in the subsidiary together with any cumulative translation differences recognised in equity. The Group recognises the fair value of the consideration received and the fair value of any investment retained together with any gain or loss in profit or loss.

Revenue recognition

Sale of goods

Revenue from the sale of goods is recognised when control of the goods is transferred to the customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for those goods. All revenue is stated net of the amount of goods and services tax (GST). Revenue is measured net of any discounts, rebates and other price concessions, and net of the estimated amount of refunds for returned goods.

Interest Received

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

Other revenue

Other revenue is recognised when it is received or when the right to receive payment is established.

Income tax

The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the applicable income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary differences, unused tax losses and the adjustment recognised for prior periods, where applicable.

Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when the assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for:

o When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor taxable profits; or

o When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures, and the timing of the reversal can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

ENECO REFRESH LIMITED and its controlled entities 20

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date. Deferred tax assets recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the carrying amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable that there are future taxable profits available to recover the asset.

Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on either the same taxable entity or different taxable entities which intend to settle simultaneously.

Eneco Refresh Limited (head entity) and its wholly-owned Australian subsidiaries have formed an income tax consolidated group under the tax consolidation regime. The head entity and each subsidiary in the tax consolidated group continue to account for their own current and deferred tax amounts. The tax consolidated group has applied the 'separate taxpayer within group' approach in determining the appropriate amount of taxes to allocate to members of the tax consolidated group.

In addition to its own current and deferred tax amounts, the head entity also recognises the current tax liabilities (or assets) and the deferred tax assets arising from unused tax losses and unused tax credits assumed from each subsidiary in the tax consolidated group.

Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as amounts receivable from or payable to other entities in the tax consolidated group. The tax funding arrangement ensures that the intercompany charge equals the current tax liability or benefit of each tax consolidated group member, resulting in neither a contribution by the head entity to the subsidiaries nor a distribution by the subsidiaries to the head entity.

Current and non-current classification

Assets and liabilities are presented in the statement of financial position based on current and non-current classification.

An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the Group's normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12 months after the reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period. All other assets are classified as non-current.

A liability is classified as current when: it is either expected to be settled in the Group's normal operating cycle; it is held primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting period. All other liabilities are classified as non-current.

Deferred tax assets and liabilities are always classified as non-current.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand; cash in bank and short-term deposits with an original maturity of three months or at call. Bank overdrafts are shown within financial liabilities in current liabilities on the balance sheet.

For the purposes of the consolidated statement of cash flows, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.

Trade and other receivables

Trade receivables, which generally have 30 to 90 days terms, are recognised and carried at original invoice amounts less an allowance for expected credit losses.

The Group has applied the simplified approach to measure expected credit losses which use a lifetime expected loss allowance for all trade receivables. To measure the expected credit losses, trade receivables have been grouped based on credit risk characteristics and the days past due. The expected loss rates are based on the Group’s past history, existing market conditions and forward-looking estimates at the end of each reporting period. Bad debts are written off when identified.

Inventories

Inventories are valued at the lower of cost and net realisable value. Costs incurred in bringing each product to its present location and condition is accounted for as follows:

  • Raw materials – purchase cost

  • Finished goods – cost of direct materials and labour and a proportion of manufacturing overheads based on

  • normal operating capacity.

ENECO REFRESH LIMITED and its controlled entities 21

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Net realisable value represents the estimated selling price for inventories less all estimated costs of completion and costs necessary to make the sale.

Investments and other financial assets

Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the initial measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently measured at either amortised cost or fair value depending on their classification. Classification is determined based on both the business model within which such assets are held and the contractual cash flow characteristics of the financial asset unless an accounting mismatch is being avoided.

Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the Group has transferred substantially all the risks and rewards of ownership. When there is no reasonable expectation of recovering part or all of a financial asset, it's carrying value is written off.

Financial assets at fair value through profit or loss

Financial assets not measured at amortised cost or at fair value through other comprehensive income are classified as financial assets at fair value through profit or loss. Typically, such financial assets will be either: (i) held for trading, where they are acquired for the purpose of selling in the short-term with an intention of making a profit, or a derivative; or (ii) designated as such upon initial recognition where permitted. Fair value movements are recognised in profit or loss.

Financial assets at fair value through other comprehensive income

Financial assets at fair value through other comprehensive income include equity investments which the Group intends to hold for the foreseeable future and has irrevocably elected to classify them as such upon initial recognition.

Impairment of financial assets

The Group recognises a loss allowance for expected credit losses on financial assets which are either measured at amortised cost or fair value through other comprehensive income. The measurement of the loss allowance depends upon the Group’s assessment at the end of each reporting period as to whether the financial instrument's credit risk has increased significantly since initial recognition, based on reasonable and supportable information that is available, without undue cost or effort to obtain.

Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month expected credit loss allowance is estimated. This represents a portion of the asset's lifetime expected credit losses that is attributable to a default event that is possible within the next 12 months. Where a financial asset has become credit impaired or where it is determined that credit risk has increased significantly, the loss allowance is based on the asset's lifetime expected credit losses. The amount of expected credit loss recognised is measured on the basis of the probability weighted present value of anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate.

For financial assets mandatorily measured at fair value through other comprehensive income, the loss allowance is recognised in other comprehensive income with a corresponding expense through profit or loss. In all other cases, the loss allowance reduces the asset's carrying value with a corresponding expense through profit or loss.

Property, plant and equipment

Freehold land is measured at cost.

Plant and equipment, buildings and motor vehicles are stated at cost less accumulated depreciation and impairment losses.

Depreciation is provided on property, plant and equipment. Depreciation is calculated on a straight-line basis over the estimated useful life of all fixed assets except for motor vehicles which are depreciated on a reducing balance basis over 10 years. The estimated useful lives and depreciation method are reviewed at the end of each annual reporting period, with the effect of any changes recognised on a prospective basis.

Assets held under finance leases are depreciated over their expected useful lives on the same basis as owned assets or, where shorter, the term of the relevant lease.

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

The gain or loss arising on disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in the income statement.

ENECO REFRESH LIMITED and its controlled entities 22

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

The following useful lives are used in the calculation of depreciation:

Land
N/A
Buildings
40 years Straight Line Method
Plant and equipment 5 to 15 years Straight Line Method
Motor vehicles 10 years Diminishing Value Method

Right-of-use assets

A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site or asset.

Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the asset, whichever is the shorter. Where the Group expects to obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or adjusted for any remeasurement of lease liabilities.

The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred.

Intangible assets

Intangible assets acquired as part of a business combination, other than goodwill, are initially measured at their fair value at the date of the acquisition. Intangible assets acquired separately are initially recognised at cost. Indefinite life intangible assets are not amortised and are subsequently measured at cost less any impairment. Finite life intangible assets are subsequently measured at cost less amortisation and any impairment. The gains or losses recognised in profit or loss arising from the derecognition of intangible assets are measured as the difference between net disposal proceeds and the carrying amount of the intangible asset. The method and useful lives of finite life intangible assets are reviewed annually. Changes in the expected pattern of consumption or useful life are accounted for prospectively by changing the amortisation method or period.

Goodwill

Goodwill arises on the acquisition of a business. Goodwill is not amortised. Instead, goodwill is tested annually for impairment, or more frequently if events or changes in circumstances indicate that it might be impaired, and is carried at cost less accumulated impairment losses. Impairment losses on goodwill are taken to profit or loss and are not subsequently reversed.

Customer lists and trademarks

Customer list s and trademarks are recognised at cost of acquisition. Customer list s have a finite life and is carried at cost less any accumulated amortisation and any impairment losses. Customer list s are amortised over useful life of 5 years. Trademarks are amortised over useful life of 5 years.

Impairment of non-financial assets

Goodwill and other intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other non-financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount.

Recoverable amount is the higher of an asset's fair value less costs of disposal and value-in-use. The value-in-use is the present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the asset or cash-generating unit to which the asset belongs. Assets that do not have independent cash flows are grouped together to form a cash-generating unit.

Trade and other payables

Trade and other payables represent the liabilities for goods and services received by the entity that remain unpaid at the end of the reporting period. The balance is recognised as a current liability with the amounts normally paid within 30 days of recognition of the liability.

Borrowings

Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction costs. They are subsequently measured at amortised cost using the effective interest method.

Lease liabilities

A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease

ENECO REFRESH LIMITED and its controlled entities 23

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

or, if that rate cannot be readily determined, the Group's incremental borrowing rate. Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred. subsequently measured at amortised cost using the effective interest method.

Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down.

Finance costs

Finance costs attributable to qualifying assets are capitalised as part of the asset. All other finance costs are expensed in the period in which they are incurred.

Provisions

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

Provisions are measured using the best estimate of the amounts required to settle the obligation at the end of the reporting period.

Employee benefits

Short-term employee benefits

Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be settled wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities are settled.

Other long-term employee benefits

The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting date are measured at 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 corporate bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows.

Share-based payments

Equity-settled and cash-settled share-based compensation benefits are provided to employees.

Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the rendering of services. Cash-settled transactions are awards of cash for the exchange of services, where the amount of cash is determined by reference to the share price.

The cost of equity-settled transactions is measured at fair value on grant date. Fair value is independently determined using either the Binomial or Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the 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, together with non-vesting conditions that do not determine whether the Group receives the services that entitle the employees to receive payment. No account is taken of any other vesting conditions.

The cost of equity-settled transactions is recognised as an expense with a corresponding increase in equity over the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods.

The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by applying either the Binomial or Black-Scholes option pricing model, taking into consideration the terms and conditions on which the award was granted. The cumulative charge to profit or loss until settlement of the liability is calculated as follows:

• during the vesting period, the liability at each reporting date is the fair value of the award at that date multiplied by the expired portion of the vesting period.

• from the end of the vesting period until settlement of the award, the liability is the full fair value of the liability at the reporting date.

ENECO REFRESH LIMITED and its controlled entities 24

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions is the cash paid to settle the liability.

Market conditions are taken into consideration in determining fair value. Therefore, any awards subject to market conditions are considered to vest irrespective of whether or not that market condition has been met, provided all other conditions are satisfied.

If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not been made. An additional expense is recognised, over the remaining vesting period, for any modification that increases the total fair value of the share-based compensation benefit as at the date of modification.

If the non-vesting condition is within the control of the Group or employee, the failure to satisfy the condition is treated as a cancellation. If the condition is not within the control of the Group or employee and is not satisfied during the vesting period, any remaining expense for the award is recognised over the remaining vesting period, unless the award is forfeited.

If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any remaining expense is recognised immediately. If a new replacement award is substituted for the cancelled award, the cancelled and new award is treated as if they were a modification.

Fair value measurement

When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; and assumes that the transaction will take place either: in the principal market; or in the absence of a principal market, in the most advantageous market.

Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming they act in their economic best interests. For non-financial assets, the fair value measurement is based on its highest and best use. Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, are used, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

Assets and liabilities measured at fair value are classified into three levels, using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. Classifications are reviewed at each reporting date and transfers between levels are determined based on a reassessment of the lowest level of input that is significant to the fair value measurement.

For recurring and non-recurring fair value measurements, external valuers may be used when internal expertise is either not available or when the valuation is deemed to be significant. External valuers are selected based on market knowledge and reputation. Where there is a significant change in fair value of an asset or liability from one period to another, an analysis is undertaken, which includes a verification of the major inputs applied in the latest valuation and a comparison, where applicable, with external sources of data.

Issued capital

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.

Dividends

Dividends are recognised when declared during the financial year and no longer at the discretion of the company.

Earnings per share

Basic earnings per share

Basic earnings per share is calculated by dividing the profit attributable to the owners of Eneco Refresh Limited, 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 financial year.

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.

ENECO REFRESH LIMITED and its controlled entities 25

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Goods and Services Tax (GST) and other similar taxes

Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the tax authority. In this case it is recognised as part of the cost of the 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 tax authority is included in other receivables or other 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 tax authority, are presented as operating cash flows.

New Accounting Standards and Interpretations not yet mandatory or early adopted

Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory, have not been early adopted by the Group for the annual reporting period ended 30 June 2021. These Standards are not expected to have a material impact on the Group in the current and future reporting periods.

Note 2. Critical accounting judgements, estimates and assumptions

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions on historical experience and on other various factors, including expectations of future events, management believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are discussed below.

Coronavirus (COVID-19) pandemic

Judgement has been exercised in considering the impacts that the Coronavirus (COVID-19) pandemic has had, or may have, on the Group based on known information. This consideration extends to the nature of the products and services offered, customers, supply chain, staffing and geographic regions in which the Group operates. Other than as addressed in specific notes, there does not currently appear to be either any significant impact upon the financial statements or any significant uncertainties with respect to events or conditions which may impact the Group unfavourably as at the reporting date or subsequently as a result of the Coronavirus (COVID-19) pandemic.

Impairment of non-financial assets other than goodwill and other indefinite life intangible assets

The Group assesses impairment of non-financial assets other than goodwill and other indefinite life intangible assets at each reporting date by evaluating conditions specific to the Group and to the particular asset that may lead to impairment. If an impairment trigger exists, the recoverable amount of the asset is determined. This involves fair value less costs of disposal or value-in-use calculations, which incorporate a number of key estimates and assumptions.

Goodwill and other indefinite life intangible assets

The Group tests annually, or more frequently if events or changes in circumstances indicate impairment, whether goodwill and other indefinite life intangible assets have suffered any impairment, in accordance with the accounting policy stated in note 1. The recoverable amounts of cash-generating units have been determined based on value-in-use calculations. These calculations require the use of assumptions, including estimated discount rates based on the current cost of capital and growth rates of the estimated future cash flows.

Value in Use

Value-in-use calculations performed in assessing recoverable amounts incorporate a number of key estimates, including levels of operating revenue and terminal value of assets. A material change to these key assumptions could result in material adjustment to the carrying values of non-current assets.

Provision for expected credit loss on trade receivables

The Group groups its client base into clients of similar credit risk to calculate expected credit losses for trade receivables. The provision rates used are based on past days for groupings of customers with similar loss patterns. The provision applied is initially based on the Group’s historical observed default rates for each customer grouping. Where forwardlooking information (such as a significant change in economic conditions and the junior listed sector) may provide evidence that there may be an increasing number of defaults, historical default rates are adjusted. At every reporting date, the historical observed default rates are updated and changes in the forward-looking estimates are analysed.

ENECO REFRESH LIMITED and its controlled entities 26

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Note 3. Operating segments

Segment Information

The Group has identified its operating segments based on the internal reports that are reviewed and used by the Board (chief operating decision makers) in assessing performance and determining the allocation of resources.

In identifying its operating segment, management follows the geographical location of the Group’s operations. Corporate costs are included under “Other”.

Types of products and services by segment

All segments provide the same type of products and services being the manufacture and sale of bottled water and filtration systems.

Basis of accounting for purposes of reporting by operating segments

(a) Accounting policies adopted

Unless stated otherwise, all amounts reported to the Board, being the chief decision maker with respect to operating segments, are determined in accordance with accounting policies that are consistent to those adopted in the annual financial statements of the Group.

(b) Intersegment transactions

There is no intersegment sale and corporate costs are not allocated. Corporate costs are classified under “Other” in the segment performance analysis.

(c) Segment assets

Segment assets are clearly identifiable on the basis of their nature and physical location.

(d) Segment liabilities

Liabilities are allocated to segments where there is a direct nexus between the incurrence of the liability and the operations of the segment. Borrowings and tax liabilities are generally considered to relate to the Group as a whole and are not allocated. Segment liabilities include trade and other payables and certain direct borrowings.

(e) Unallocated items

The following items of revenue, expenses, assets and liabilities are not allocated to operating segments as they not considered part of the core operations of any segment:

  • impairment of assets and other non-recurring items of revenue or expense

  • income tax expense

  • corporate costs

  • deferred tax assets and liabilities

  • current tax liabilities

ENECO REFRESH LIMITED and its controlled entities 27

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

(f) Segment Performance

WA
NSW
VIC
NT
QLD
Plastics
Other
(Corporate)
Total
3,143,119
2,129,393
1,384,398 1,491,301 2,059,510
2,978,443
- 13,186,164
638,271
380,590
116,969
(134,409)
340,943
261,984
(476,107)
1,128,241
(323,403)
(137,829)
(44,328)
(77,217)
(182,276)
(314,579)
- (1,079,632)
2,370
-
-
-
7
30
12,638
15,045
(49,945)
(24,221)
-
-
(28,145)
(114,962)
(8,259)
(225,532)
267,293
218,540
72,641
(211,626)
130,529
(167,527)
(471,728)
(161,878)
-
-
-
-
-
-
-
-
4,293,830
762,571
571,253 4,449,509 2,057,481
3,125,920
929,284 16,189,848
2,545,813
22,181
-
- 1,130,603
2,096,086
269,024
6,063,707
2,980,956
1,874,603
1,263,191
860,582 1,835,660
2,469,772
- 11,284,764
343,596
251,972
121,981
(553,651)
(98,866)
(198,867)
(518,250)
(652,085)
(163,635)
(48,654)
(53,701)
(13,521)
(87,929)
(68,351)
-
(435,791)
701
-
-
-
421
859
35,676
37,657
(2,100)
-
-
-
-
-
(32,380)
(34,480)
178,562
203,318
68,280
(567,172)
(186,374)
(266,359)
(514,954) (1,084,699)
-
-
-
-
(243,007)
-
-
(243,007)
2,684,144
843,021
595,001 4,418,801 1,137,666
3,560,754
997,365 14,236,752
947,455
119,076
710
-
96,866
2,273,974
660,071
4,098,152
30 June 2021
Revenue
EBITDA
Depreciation expense
Finance income
Interest expense
Segment operating profit/(loss)
Material items include:
Impairment of goodwill
Total assets
Total liabilities
30 June 2020
Revenue
EBITDA
Depreciation expense
Finance income
Interest expense
Segment operating profit/(loss)
Material items include:
Impairment of goodwill
Total assets
Total liabilities

ENECO REFRESH LIMITED and its controlled entities 28

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Note 4. Revenue and expenses
(a) Revenue
Production and distribution of bottled water and accessories
Sale of plastic products
(b) Cost of sales
Inventory
Inventory write-back
(c) Finance income
Interest received
(d) Finance costs
Finance charges
(e) Employee benefits expense
Wages and salaries
Workers compensation costs
Defined contribution superannuation costs
Provisions for annual and long service leave
Other employee benefits
(f) Depreciation
Depreciation expense – property, plant and equipment
Depreciation expense – right of use assets
30 June
2021
$
30 June
2020
$
10,207,721
8,814,993
2,978,443
2,469,771
13,186,164
11,284,764
8,203,104
6,994,137
(109,006)
(34,015)
8,094,098
6,960,122
15,045
37,657
15,045
37,657
225,532
34,480
225,532
34,480
2,580,765
2,687,188
68,566
94,055
393,713
391,646
74,957
82,180
226,500
242,451
3,344,501
3,497,520
462,089
617,543
281,420
384,811
1,079,632
666,231

ENECO REFRESH LIMITED and its controlled entities 29

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Note 5. Income tax
The components of the tax expense comprise:
Current tax
Deferred tax
Losses recouped not previously recognised
Income tax expense
The prima facie tax expense is reconciled as follows:
Loss before income tax
Prima facie benefit on loss at 26% (2020: 26%)
Add tax effect of:
Non-deductible expenses
Deferred tax balances not brought to account
Deferred tax asset not recognised
Tax Losses Utilised
Income tax expense recorded in the statement of profit or loss and other
comprehensive income
Unrecognised deferred tax balances
The following deferred tax assets and liabilities have not been brought to
account:
Unrecognised deferred tax assets – losses
Unrecognised deferred tax assets – other
Unrecognised deferred tax liabilities – property, plant and equipment
Net unrecognised deferred tax assets
30 June
2021
$
30 June
2020
$
-
-
-
-
-
-
-
-
(161,878)
(1,081,520)
(42,088)
(281,195)
12,882
68,825
58,629
(28,914)
-
241,284
(29,423)
-
-
-
-
-
1,344,665
1,374,088
54,681
56,867
-
-
1,399,346
1,430,955

The tax benefits of the above deferred tax assets will only be obtained if:

the Group derives future assessable income of a nature and of an amount sufficient to enable the benefits to be utilised;

the Group continues to comply with the conditions for deductibility imposed by law; and no changes in income tax legislation adversely affect the Group in utilising the benefits.

Reduction in corporate tax rate

The corporate tax rate for eligible companies will reduce from 27.5% to 26% by 30 June 2021 providing certain turnover thresholds and other criteria are met. Deferred tax assets and liabilities are required to be measured at the tax rate that is expected to apply in the future income year when the asset is realised or the liability is settled. The Directors have determined that the deferred tax balances be measured at the tax rates stated.

30 June 30 June
2021 2020
$ $
Note 6. Loss per share
Loss after income tax (161,878) (1,044,466)
Basic earnings per share (0.059) (0.38)
Diluted earnings per share (0.059) (0.38)
Weighted average number of ordinary shares used in calculating basic
and diluted earnings per share 272,358,347 272,358,347

ENECO REFRESH LIMITED and its controlled entities 30

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Note 7. Cash and cash equivalents
Cash at bank and in hand
Short-term bank deposits
Note 8. Trade and other receivables
Trade receivables
Provision for expected credit losses
Other receivables
Movement in the provision for expected credit losses of trade receivables:
Balance at the beginning of the year
Additional provision for expected credit losses of trade receivables
Receivables written off during the year as uncollectable
Balance at the end of the year
30 June
2021
$
466,941
987,930
1,454,871
30 June
2020
$
601,921
824,812
1,426,733
30 June
2021
$
1,166,674
(7,357)
54,399
30 June
2020
$
1,039,089
(23,409)
151,924
1,213,716 1,167,604
23,409
6,119
(22,171)
15,378
26,170
(18,139)
7,357 23,409

Allowance for expected credit losses

The Group has recognised $22,171 (2020: $18,139) in profit or loss in respect of the expected credit losses for the year ended 30 June 2021.

Note 9. Inventories
Raw materials - at cost
Finished goods - at cost
Total inventories
Provision for slow moving Inventories
30 June
2021
$
30 June
2020
$
1,212,747
1,290,715
880,904
817,587
2,093,651
2,108,302
(50,956)
(40,751)
2,042,695
**2,067,551 **

ENECO REFRESH LIMITED and its controlled entities 31

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Note 10. Property, plant and equipment
Land and property – at cost
Less: Accumulated depreciation
Plant and equipment – at cost
Less: Accumulated depreciation
Total Property, plant and equipment
30 June
2021
$
30 June
2020
$
3,946,794
3,946,794
(60,000)
-
3,886,794
3,946,794
7,092,001
6,609,662
(4,190,477)
(3,788,388)
2,901,524
2,821,274
6,788,318
6,768,068

Reconciliations

Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below:

Balance at 1 July 2019
Additions
Disposals
Depreciation expense
Balance at 30 June 2020
Additions
Disposals
Depreciation expense
Balance at 30 June 2021
Note 11. Intangible assets
Goodwill
Opening balance
Additions1
Impairment
Closing balance
Trademarks
Opening balance
Additions
Closing balance
Land and
property
$
Plant and
equipment
$
Total
$
3,946,794
3,077,084
7,023,878
-
384,943
384,943
-
(359,333)
(359,333)
-
(281,420)
(281,420)
Land and
property
$
Plant and
equipment
$
Total
$
3,946,794
3,077,084
7,023,878
-
384,943
384,943
-
(359,333)
(359,333)
-
(281,420)
(281,420)
3,946,794
2,821,274
6,768,068
-
528,829
528,829
-
(46,490)
(46,490)
(60,000)
(402,089)
(462,089)
3,886,794
2,901,524
6,788,318
30 June
2021
$
30 June
2020
$
545,529
689,586
-
98,950
-
(243,007)
545,529
545,529
16,642
15,212
-
1,430
16,642
16,642
562,171
562,171

There was no addition to Goodwill during the current financial year.

1 The carrying amount of goodwill for this cash-generating unit is $98,950 which arose from the acquisition of JB’s Purified Drinking Water (2020: $98,950).

ENECO REFRESH LIMITED and its controlled entities 32

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Acquisition of JB’s Purified Drinking Water
On 1 June 2020, Eneco Refresh Limited bought the business of JB’s Purified Drinking Water in Melbourne
for a total consideration of $99,000. This is made up of:
Goodwill
Stock
30 June
2020
$

98,950
50
99,000

Impairment

For impairment assessment purposes, assets are grouped at the lowest levels for which there are largely independent cash inflows (cash-generating units). As a result, some assets are tested individually for impairment and some are tested at cash-generating unit (CGU) level. Goodwill is allocated to those CGU’s that are expected to benefit from synergies of the related business combination and represent the lowest level within the Group at which management monitors goodwill.

CGU’s to which goodwill has been allocated (determined by the Group’s management as equivalent to its operating segments) are tested for impairment at least annually. All other individual assets or CGU’s are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

Impairment losses for CGU’s reduce first the carrying amount of any goodwill allocated to that CGU. Any remaining impairment loss is charged pro rata to the other assets in the CGU. With the exception of goodwill, all assets are subsequently reassessed for indications that an impairment loss previously recognised may no longer exist. An impairment charge is reversed if the CGU’s recoverable amount exceeds its carrying amount.

An impairment loss is recognised for the amount by which the assets or CGU’s carrying amount exceeds its recoverable amount, which is the higher of fair value less costs to sell and value-in-use. To determine the value-in-use, management estimates expected future cash flows from each CGU and determines a suitable interest rate in order to calculate the present value of those cash flows. Discount factors are determined individually for each cash-generating unit and reflect management’s assessment of respective risk profiles, such as market and asset-specific risks factors. To determine fair value less costs to sell, management needs to identify a comparable transaction or provide a market for the transaction for fair value to be assessed. AASB 136 provides that management can choose either method to provide the highest value. The Group has chosen the value-in-use to calculate impairment.

Refresh Waters Perth cash-generating unit

The carrying amount of goodwill for this cash-generating unit is $41,462 (2020: $41,462). The recoverable amount of Perth has been determined based on a value-in-use calculation.

The cash flow projections are based on management’s estimate of expected future cash flows covering a five-year period. The discount rate applied to cash flow projections is 11% (2020: 16%). Cashflows beyond 5 years of forecast are assumed to have no growth therefore the long-term growth has been set at 0% (2020: 0%).

The Board anticipates growth in revenue of 10% (2020: 5%) for each of the next 5 years, with a net profit margin before interest, tax and depreciation of 11% (2020: 12%) for Perth.

Management believes that any reasonably possible change in the key assumptions on which Perth’s recoverable amount is based would not cause Perth’s carrying amount to exceed its recoverable amount.

Costs are calculated taking into account historical gross margins as well as estimated weighted average inflation rates over the period, which are consistent with inflation rates applicable to the locations in which the segments operate. Discount rates are pre-tax and are adjusted to incorporate risks associated with a particular segment.

Refresh Waters Sydney cash-generating unit

The carrying amount of goodwill for this cash-generating unit is $264,545 (2020: $264,545). The recoverable amount of Sydney has been determined based on a value-in-use calculation.

The cash flow projections are based on management’s estimate of expected future cash flows covering a five-year period. The discount rate applied to cash flow projections is 11% (2020: 16%). Cashflows beyond 5 years of forecast are assumed to have growth therefore the long-term growth has been set at 10% (2020: 9%).

The Board anticipates growth in revenue of 7% (2020: 5%) for each of the next 5 years, with a net profit margin before interest, tax and depreciation of 12% (2020: 11%) for Sydney.

ENECO REFRESH LIMITED and its controlled entities 33

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Management believes that any reasonably possible change in the key assumptions on which Sydney’s recoverable amount is based would not cause Sydney’s carrying amount to exceed its recoverable amount.

Costs are calculated taking into account historical gross margins as well as estimated weighted average inflation rates over the period, which are consistent with inflation rates applicable to the locations in which the segments operate. Discount rates are pre-tax and are adjusted to incorporate risks associated with a particular segment.

Hydr8 Water cash-generating unit

The carrying amount of goodwill for this cash-generating unit is $140,572 (2020: $140,572). The recoverable amount of Hydr8 has been determined based on a value-in-use calculation.

The cash flow projections are based on management’s estimate of expected future cash flows covering a five-year period. The discount rate applied to cash flow projections is 11% (2020: 16%). Cash flows beyond 5 years of forecast are assumed to have growth therefore the long-term growth has been set at 1% (2020: 2%).

The Board anticipates growth in revenue of 0% (2020: 8%) for each of the next 5 years, with a net profit margin before interest, tax and depreciation of 19% (2020: 19%) for Hydr8.

Management believes that any reasonably possible change in the key assumptions on which Hydr8’s recoverable amount is based would not causes Hydr8’s carrying amount to exceed its recoverable amount.

Costs are calculated taking into account historical gross margins as well as estimated weighted average inflation rates over the period, which are consistent with inflation rates applicable to the locations in which the segments operate. Discount rates are pre-tax and are adjusted to incorporate risks associated with a particular segment.

Refresh Waters Melbourne cash-generating unit

The carrying amount of goodwill for this cash-generating unit is $98,950 (2020: nil). The recoverable amount of Melbourne has been determined based on a value-in-use calculation.

The cash flow projections are based on management’s estimate of expected future cash flows covering a five-year period. The discount rate applied to cash flow projections is 11% (2020: nil). Cashflows beyond 5 years of forecast are assumed to have growth therefore the long-term growth has been set at 7% (2020: nil).

The Board anticipates growth in revenue of 7% (2020: nil) for each of the next 5 years, with a net profit margin before interest, tax and depreciation of 10% (2020: nil) for Melbourne.

Management believes that any reasonably possible change in the key assumptions on which Melbourne’s recoverable amount is based would not cause Melbourne’s carrying amount to exceed its recoverable amount.

Costs are calculated taking into account historical gross margins as well as estimated weighted average inflation rates over the period, which are consistent with inflation rates applicable to the locations in which the segments operate. Discount rates are pre-tax and are adjusted to incorporate risks associated with a particular segment.

ENECO REFRESH LIMITED and its controlled entities 34

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Note 12. Financial assets at fair value through OCI
Listed investments at fair value
Opening balance
Additions
Disposals
Fair value adjustment
Closing balance
Note 13. Investment in associate
Investment in associate
30 June
2021
$
30 June
2020
$
222,324
185,270
35,510
(384,453)
-
-
149,419
37,054
22,800
222,324
30 June
2021
$
30 June
2020
$
50,000
50,000
50,000
50,000

Interests in associates are accounted for using the equity method of accounting. The equity-accounted investee did not make any profit or loss in the year.

Ownership interest
Principal place of business / 2021 2020
Name Country of incorporation % %
Jas Refresh Pty Ltd Australia 15% 15%

ENECO REFRESH LIMITED and its controlled entities 35

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Note 14: Right of use assets and Lease Liabilities

(i) AASB 16 related amounts recognised in the balance sheet

Right of use assets
Leased Buildings
At Cost or on initial application of AASB 16
Accumulated Depreciation
Net Carrying Amount of Leased plant and equipment:
Movement in carrying amounts:
Leased Buildings
Opening balance or on initial application of AASB 16
Addition to right-of-use asset
Depreciation expense
Net Carrying Amount of Leased plant and equipment:
2021
2020
$
$
4,942,526
2,216,194
(1,002,354)
(384,811)
3,940,172
1,831,383
$
$
1,831,383
2,216,194
2,726,332
-
(617,543)
(384,811)
3,940,172
1,831,383

(ii) Lease Liabilities recognised in the balance sheet

Leased Buildings
Opening balance or on initial application of AASB 16
Additional Lease Liabilities
Interest expense
Repayments
Net Carrying Amount of Leased plant and equipment:
Lease Liability is classified as follows:
Current Liability
Non-current liability
Total Lease Liability
2021
2020
$
$
1,902,893
2,216,194
2,726,332
215,899
141,294
(746,356)
(454,595)
4,098,768
1,902,893
$
$
494,207
313,300
3,604,561
1,589,593
4,098,768
1,902,893

Additions to the right-of-use assets during the year were $2,726,332.

The Group leases land and buildings for its offices under agreements of between 2 to 5 years with, in some cases, with options to extend. The leases have various escalation clauses. On renewal, the terms of the leases are renegotiated.

ENECO REFRESH LIMITED and its controlled entities 36

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Note 15. Trade and other payables
Trade payables
Other payables
30 June
2021
$
30 June
2020
$
721,860
520,970
252,886
213,448
974,746
734,418

Trade payables are non-interest bearing and are normally settled on 60-day terms.

Provisions and Accruals

Current
Annual leave
Long service leave
Accruals
Non-current
Long service leave
331,318
277,659
252,984
209,636
364,925
477,623
949,227
964,918
40,966
63,017
40,966
63,017
990,193
1,027,935

Annual leave and long service leave

Provision for employee benefits represents amounts accrued for annual leave and long service leave.

The current portion for this provision includes the total amount accrued for annual leave entitlements and the amounts accrued for long service leave entitlements that have vested due to employees having completed the required period of service. Based on past experience, the Group does not expect the full amount of annual leave or long service leave balances classified as current liabilities to be settled within the next 12 months. However, these amounts must be classified as current liabilities since the Group does not have an unconditional right to defer the settlement of these amounts in the event employees wish to use their leave entitlement.

The non-current portion for this provision includes amounts accrued for long service leave entitlements that have not yet vested in relation to those employees who have not yet completed the required period of service.

In calculating the present value of future cash flows in respect of long service leave, the probability of long service leave being taken is based on historical data.

ENECO REFRESH LIMITED and its controlled entities 37

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Note 16. Financial liabilities
Current
Hire purchase liability1
Bank loan2
Non-current
Hire purchase liability1
Bank loan2
30 June
2021
$
30 June
2020
$
-
32,906
-
200,000
-
232,906
-
-
-
200,000
-
200,000
-
432,906

1 Refer to note 25 for further information on hire purchase liability.

2 The bank loan as at 30 June 2020 represents the facility for a term of 5 years, repayable quarterly. Refer to note 25 for further information.

Note 17. Issued capital
2021 2020 2021 2020
Shares Shares $ $
Ordinary shares - fully paid 272,358,347 272,358,347 18,320,875 18,320,875

There was no movement in ordinary shares during the year

Ordinary shares

Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the company does not have a limited amount of authorised capital.

On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote.

Capital risk management

The capital of the Group is managed in order to maintain a good debt to equity ratio, provide the shareholders with adequate returns and ensure that the group can fund its operations and continue as a going concern.

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

There has been no change in the strategy adopted by management to control the capital of the Group since the prior year.

ENECO REFRESH LIMITED and its controlled entities 38

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Note 18. Reserves
Share reserve1
Opening balance
Movement
Closing balance
2014 profit reserve2
Opening balance
Movement
Closing balance
Financial asset revaluation reserve3
Opening balance
Movement
Closing balance
30 June
2021
$
30 June
2020
$
191,712
191,712
-
-
191,712
191,712
356,409
356,409
-
-
356,409
356,409
(74,108)
(111,162)
149,419
37,054
75,311
(74,108)

1 The share reserve is used to record the value of equity benefits provided to employees and directors as part of their remuneration.

2 Paragraph 202-45(e) of the ITAA 1997 does not prevent a company from franking a dividend paid to its shareholders that is paid out of profits recognised in the company's accounts and available for distribution, and is paid in accordance with the company's constitution and without breaching section 254T or Part 2J.1 of the Corporations Act, merely because the company has unrecouped accounting losses accumulated in prior years or has lost part of its share capital.

The Board set aside $580,000 from profits for year ended 30 June 2014 in a separate 2014 Profit Reserve account. This is to enable dividends to be paid franked regardless of whether the Group makes profit or losses in subsequent years, subject to solvency tests. Dividends of $111,795 in September 2014 and $111,796 in September 2015 were paid from this account leaving a balance of $356,409.

3 The financial asset revaluation reserve records revaluations of financial assets at fair value through other comprehensive income.

Note 19. Accumulated losses
Accumulated losses at the beginning of the financial year
Loss after income tax expense for the year
Accumulated losses at the end of the financial year
Note 20. Auditors remuneration
Audit and review of the financial report
Taxation and technical advice services
30 June
2021
$
30 June
2020
$
(8,656,288)
(7,574,768)
(161,878)
(1,081,520)
(8,818,166)
(8,656,288)
30 June
2021
$
30 June
2020
$
49,000
46,300
9,500
8,500
58,500
54,800

ENECO REFRESH LIMITED and its controlled entities 39

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Note 21. Reconciliation of cashflows from operating activities
Loss after income tax expense for the year
Adjustments for:
Depreciation expense
Net (profit) on disposal of property, plant and equipment
Impairment of non-current asset
Write-off of inventory
AASB16 expense adjusted in finance activity
Change in assets and liabilities:
Change in inventories
Change in trade and other receivables
Change in trade and other payables
Change in tax payable
Change in provisions
Net cash used in operating activities
Note 22. Parent entity information
Statement of profit or loss and other comprehensive income
Loss after income tax
Total comprehensive loss
Statement of financial position
Total current assets
Total non-current assets
Total assets
Total current liabilities
Total non-current liabilities
Total liabilities
Net assets
Issued capital
Reserves
Accumulated Losses
Guarantees
Eneco Refresh Limited has not entered into any guarantees.
Other commitments and contingencies
Eneco Refresh Limited has no other commitments and contingencies.
30 June
2021
$
(161,878)
1,079,632
(15,801)
-
(109,006)
215,899
24,856
(20,299)
236,636
-
74,956
30 June
2020
$
(1,081,520)
435,791
(21,818)
243,007
(34,015)
-
40,105
153,117
(123,688)
34,903
72,262
1,324,995 (281,856)
30 June
2021
$
(471,456)
30 June
2020
$
(474,336)
(322,037)
929,774
10,942,351
(437,282)
997,915
11,587,353
11,872,125 12,585,268
269,516
-
660,622
-
269,516 660,622
11,602,609
18,320,875
623,432
(7,341,698)
11,602,609
11,924,646
18,320,875
474,013
(6,870,242)
11,924,646

Plant and equipment commitments

Eneco Refresh Limited has no commitments to acquire property, plant and equipment.

Significant accounting policies

Eneco Refresh Limited accounting policies do not differ from the Group as disclosed in the notes to the financial statements.

ENECO REFRESH LIMITED and its controlled entities 40

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Note 23. Key management personnel disclosure
Short term employee benefits
Post-employment benefits
Long term benefits
30 June
2021
$
30 June
2020
$
807,057
812,299
49,530
51,788
5,870
13,327
862,457
877,414

Note 24. Related party transactions

Parent entity

Eneco Refresh Limited is the parent entity.

Subsidiaries

Interest in subsidiaries is set out in note 26.

Key management personnel

Disclosures relating to key management personnel are set out in note 23 and the remuneration report included in the directors' report.

Transactions with related parties

There were no other transactions with related parties.

Receivable from and payables to related parties

There were no receivables from or payables to related parties at the current and previous period.

Loans to/from related parties

There were no loans to or from related parties at the current and previous period.

Terms and conditions

All transactions were made on normal commercial terms and conditions and at market rates.

Note 25. Financial instruments

Financial risk management objectives

The Group's activities expose it to a variety of financial risks: market risk (including interest rate risk and price risk), credit risk and liquidity risk. The Group's overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group. The Group uses different methods to measure different types of risk to which it is exposed. These methods include sensitivity analysis in the case of interest rate and ageing analysis for credit risk. The risks to which the Group is exposed to are outlined below.

Credit risk

Credit risk arises from the financial assets of the Group, which comprise cash and cash equivalents and trade and other receivables. Exposure to credit risk relating to financial assets arises from the potential non-performance by counterparties of contractual obligations that could lead to a financial loss to the Group.

The following table details the Group’s trade and other receivables exposed to credit risk with ageing analysis and impairment provided for thereon. Amounts are considered as ‘past due’ when the debt has not been settled within the terms and conditions agreed between the Group and the customer or counter party to the transaction. Receivables that are past due are assessed for impairment by ascertaining solvency of the debtors and are provided for where there are specific circumstances indicating that the debt may not be fully repaid to the Group.

ENECO REFRESH LIMITED and its controlled entities 41

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

2021
Trade receivables
Other receivables
2020
Trade receivables
Other receivables
Gross
Amount
Past due
and
impaired
Past due but not impaired
(days overdue)
Within initial
trade terms
31-60
61-90
>90
1,159,317
(7,357)
352,193
86,245
20,840
707,396
54,399
-
-
-
-
54,399
1,213,716
(7,357)
352,193
86,245
20,840
761,795
1,015,680
(23,409)
271,187
77,226
-
690,676
151,924
-
-
-
-
151,924
1,167,604
(23,409)
271,187
77,226
-
842,600

Liquidity Risk

Vigilant liquidity risk management requires the Group to maintain sufficient liquid assets (mainly cash and cash equivalents) and available borrowing facilities to be able to pay debts as and when they become due and payable.

The Group manages liquidity risk by maintaining adequate cash reserves and available borrowing facilities by continuously monitoring actual and forecast cash flows and matching the maturity profiles of financial assets and liabilities.

Remaining contractual maturities

The following tables detail the Group’s remaining contractual maturity for its financial instrument liabilities. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the financial liabilities are required to be paid. The tables include both interest and principal cash flows disclosed as remaining contractual maturities and therefore these totals may differ from their carrying amount in the statement of financial position.

30 June 2021
Weighted
average
interest rate
%
Non-derivates
Non-interest bearing
Trade and other payables
-
Interest bearing
Lease liability
3.00%
Hire purchase liability
Bank loans
Total non-derivatives
30 June 2020
Weighted
average
interest rate
%
Non-derivates
Non-interest bearing
Trade and other payables
-
Interest bearing
Lease liability
7.00%
Hire purchase liability
4.69%
Bank loans
6.00%
Total non-derivatives
1 year or
less
Between 1
and 5 years
Over 5
years
Remaining
contractual
maturities
$
$
$
$
974,746
-
-
974,746
494,207
3,604,561
-
4,098,768
-
-
-
-
-
-
-
-
1,468,953
3,604,561
-
5,073,514
1 year or
less
Between 1
and 5 years
Over 5
years
Remaining
contractual
maturities
$
$
$
$
734,418
-
-
734,418
313,300
1,589,593
-
1,902,893
32,906
-
-
32,906
200,000
200,000
-
400,000
1,280,624
1,789,593
-
3,070,217

The cash flows in the maturity analysis above are not expected to occur significantly earlier than contractually disclosed above.

Fair value of financial instruments

Unless otherwise stated, the carrying amounts of financial instruments reflect their fair value.

ENECO REFRESH LIMITED and its controlled entities 42

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Interest Rate Risk

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group is exposed to interest rate movements through term deposits and online savers at fixed and variable rates, dependent on market rates on the day of investment and the length of the investment. The following table sets out the variable interest bearing and fixed interest-bearing financial instruments of the Group:

Financial assets Year end Variable interest Fixed interest
$ $
Cash and cash equivalents 30 June 2021 466,941 987,930
Cash and cash equivalents 30 June 2020 601,921 824,812
The following table illustrates the estimated sensitivity to a 1% increase and decrease to fixed, variable interest
rate fluctuations.
Impact on pre-tax profit Year end Interest rates Interest rates -
+1% 1%
Cash and cash equivalents 30 June 2021 (14,549) 14,549
Cash and cash equivalents 30 June 2020 (14,267) 14,267

The Group is also exposed to interest rate risk arising from long-term borrowings. Borrowings obtained at variable rates expose the Group to interest rate risk. Borrowings obtained at fixed rates expose the Group to fair value risk.

The Group's bank loan has no outstanding loan (2020: $400,000). As such, any official increase/decrease in interest rate will not affect its profit (2020: 100). Principal repayments of $400,000 were made during the year ending 30 June 2021.

Equity price risk

The Group’s listed equity investments are susceptible to market price risk arising from uncertainties about future values of the investment securities. The Group manages the equity price risk by placing limits on equity instruments. The Group’s Board reviews and approves all equity investment decisions. At the reporting date, the exposure to listed equity investments at fair value was $22,800.

Fair value hierarchy

The following tables detail the Group's assets and liabilities, measured or disclosed at fair value, using a three-level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement, being:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly

Level 3: Unobservable inputs for the asset or liability

2021 Level 1 Level 2 Level 3 Total
Financial assets
Cash and cash equivalents - 1,454,871 - 1,454,871
Trade and other receivables - 1,213,713 - 1,213,713
Financial assets at fair value through OCI 22,800 - - 22,800
2020
Financial assets
Cash and cash equivalents - 1,426,733 - 1,426,733
Trade and other receivables - 1,167,604 - 1,167,604
Financial assets at fair value through OCI 222,324 - - 222,324

There were no transfers between levels during the financial year. Other than investments of listed shares, there are no financial assets and financial liabilities readily traded on organised markets in standardised form.

ENECO REFRESH LIMITED and its controlled entities 43

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021

Note 26. Interest in subsidiaries

The consolidated financial statements incorporate the assets, liabilities and results of the following wholly owned subsidiaries in accordance with the accounting policy described in the notes to the financial statements.

Incorporation % of Equity interest
30 June 30 June
2021 2020
% %
Refresh Waters Pty Ltd Australia 100 100
Refresh Waters Queensland Pty Ltd Australia 100 100
Refresh Plastics Pty Ltd Australia 100 100
Eneco Australia Pty Ltd Australia 100 100

Note 27. Contingent liabilities and assets

The Group has no contingent liabilities and assets as at 30 June 2021 (2020: Nil).

Note 28. Commitments

The Group has no borrowing. In the prior year, the Group had obligations under finance leases and hire purchase contracts of $32,906 payable within 12 months from the reporting date.

Note 29. Matters subsequent to the end of the financial year

The impact of the Coronavirus (COVID-19) pandemic is ongoing and while it has had no significant impact on the Group up to 30 June 2021, it is not practicable to estimate the potential impact, positive or negative, after the reporting date. The situation is rapidly developing and is dependent on measures imposed by the Australian Government and other countries, such as maintaining social distancing requirements, quarantine, travel restrictions and any economic stimulus that may be provided.

No matter or circumstance has arisen since the end of the financial year, which significantly affected or may significantly affect the operations of the company, the results of those operations or the state of affairs of the company in the future financial years.

Note 30. Change in accounting policy

During the year ended 30 June 2021, there was no change in accounting policy.

ENECO REFRESH LIMITED and its controlled entities 44

DIRECTORS’ DECLARATION

In the directors’ opinion:

  • the attached financial statements and notes comply with the Corporations Act 2001, the Accounting Standards,

  • the Corporations Regulations 2001 and other mandatory professional reporting requirements;

  • the attached financial statements and notes comply with International Financial Reporting Standards as issued

  • by the International Accounting Standards Board as described in note 1 to the financial statements;

  • the attached financial statements and notes give a true and fair view of the Group’s financial position as at 30

  • June 2021 and of its performance for the financial year ended on that date; and

  • there are reasonable grounds to believe that the company will be able to pay its debts as and when they become

  • due and payable.

The directors have been given the declarations required by section 295A of the Corporations Act 2001.

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

On behalf of the directors

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Henry Heng Managing Director Perth, 30 September 2021

ENECO REFRESH LIMITED and its controlled entities 45

PO Box 1908 West Perth WA 6872 Australia

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Level 2, 1 Walker Avenue West Perth WA 6005 Australia

Tel: +61 8 9481 3188 Fax: +61 8 9321 1204 ABN: 84 144 581 519 www.stantons.com.au

INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF ENECO REFRESH LIMITED

Report on the Audit of the Financial Report

Opinion

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

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

  • (i) giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its financial performance for the year then ended; and

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

Basis for Opinion

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

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

Key Audit Matters

We have defined the matters described below to be key audit matter to be communicated in our report

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

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Liability limited by a scheme approved under Professional Standards Legislation

Stantons Is a member of the Russell Bedford International network of firms

Key Audit Matters

How the matter was addressed in the audit

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Completeness and accuracy of revenue (Refer to Notes 1and 4(a)to the financial statements)

Revenue is a significant item in the statement of profit or loss and other comprehensive income.

The Group earns revenue primarily from the sale of bottled water and accessories and sale of plastic products. Revenue is generally recognised when the Group delivers the products to its customers.

During the year ended 30 June 2021, the Group recognised revenue of $13,186,164.

We determined revenue to be a key audit matter due to the following:

  • (i) significance of the balance and its importance as a key performance indicator of the Group;

  • (ii) There is the presumed fraud risk with regards to revenue recognition; and

  • (iii) The risk for revenue being recognised in an incorrect period which can significantly impact on the completeness and accuracy of revenue.

Inter alia, our audit procedures included the following:

  • i. Evaluation of internal control activities over revenue recognition and testing of key controls;

  • ii. Analysis of significant sales contracts to verify correct accounting treatment in accordance with Australian Accounting Standard AASB 15 Revenue from Contracts with Customers;

  • iii. Assessing the appropriateness of the Group’s revenue recognition accounting policies and the adequacy of their disclosures in the financial statements;

  • iv. Testing timeliness of revenue recognition by comparing individual sales transactions to delivery documents and by checking significant credit notes issued after year-end (Cut-off Testing); and

  • v. Performing substantive tests and analytical procedures on revenue and costs of sales.

  • (iv) Ensuring compliance with AASB 15 Revenue from Contracts with Customers

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Existence and Valuation of Inventory (Refer to Notes1 and 9 to the financial statements)

Inventory forms a significant part of the Group’s assets. As at 30 June 2021, the Group’s inventory and related allowance for slow-moving inventories amounted to $2,093,651 and $50,956.

Inventory is made up of raw materials, PET bottles, bottled water products and plastic toys. These inventories are located in the various areas of operations, including Western Australia, Victoria, New South Wales and Queensland.

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

In the period leading up to the balance date, there was a lock-down in Perth and surrounding regions. As a result, Stantons did not attend the stock count at the reporting date.

Inter alia, our audit procedures included the following:

  • i. Evaluation of internal control activities over purchases of raw materials and internal costing of cost of sales;

  • ii. Assessing compliance of the Group’s accounting policies over inventory with accounting standards;

  • iii. For a sample of warehouses, attending and observing the physical stock-take and selected inventories on a sample basis and traced the counted quantity to or management’s records;

  • iv. With respect to slow-moving inventories, we reviewed management’s assessment and evaluated the adequacy of the allowance made by management

  • v. Testing on a sample basis the accuracy of cost for inventory by verifying the actual production costs, and testing the net realisable value by comparing actual cost with relevant selling prices;

  • vi. Where physical stock count was not attended, we spot counted the inventory after balance date and performed a roll-back procedure to obtain reasonable assurance that the inventory at the reporting date was not masterly misstated.

  • vii. Assessed the adequacy of the Group’s disclosures related to inventories in the financial statements.

Other Information

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

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

In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report, or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

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Responsibilities of the Directors 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 gives a true and fair view and is free from material misstatement, whether due to fraud or error.

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

Auditor's Responsibilities for the Audit of the Financial Report

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

As part of an audit in accordance with Australian Auditing Standards, we exercise professional judgement and maintain professional scepticism throughout the audit. 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 of the financial report that gives a true and fair view 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.

The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of 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 conclude on the appropriateness of the Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.

We evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation.

We obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the financial report. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

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We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in Internal control that we identify during our audit.

The Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements. We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with the Directors, we determine those matters that were of most significance in the audit of the financial report of the current period and are therefore key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on the Remuneration Report

Opinion on the Remuneration Report

We have audited the Remuneration Report included in pages 7 to 11 of the directors’ report for the year ended 30 June 2021.

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

Responsibilities

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.

STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD (An Authorised Audit Company)

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Samir Tirodkar

Director West Perth, Western Australia 30 September 2021

CORPORATE GOVERNANCE STATEMENT

The Board is committed to achieving and demonstrating the highest standards of corporate governance. As such, Eneco and its controlled entities have adopted a corporate governance framework and practices to ensure they meet the interests of shareholders.

Eneco complies with the Australian Securities Exchange Corporate Governance Council’s Corporate Governance Principles and Recommendations 4[th] Edition (the ASX Principles). This statement incorporates the disclosures required by the ASX Principles under the headings of the eight core principles.

  1. Lay solid foundations for management and oversight

  2. Structure the board to add value

  3. Promote ethical and responsible decision-making

  4. Safeguard integrity in financial reporting

  5. Make timely and balanced disclosure

  6. Respect the rights of shareholders

  7. Recognise and manage risk

  8. Remunerate fairly and responsibly

Refresh considers its practices achieve compliance in a manner appropriate for smaller listed entities. All of these practices, unless otherwise stated, were in place for the full reporting period.

Information on the Group’s corporate governance policies and practices could be found on Refresh website at www.enecorefresh.com.au. Below is only a summary of our Corporate Governance Statement.

Board Roles and Responsibilities

The Board is first and foremost accountable to provide value to its shareholders through delivery of timely and balanced disclosures. The Board is ultimately responsible for ensuring its actions are in accordance with key corporate governance principles

Board Composition

The skills, experience and expertise relevant to the position of each director who is in office at the date of the annual report and their term of office are detailed in the Directors’ Report.

Henry Heng is both Chairman and CEO of the Group. The Board view there is no conflict in his performing both roles. He has a wealth of experience on many Boards and has discharged the role of Chairman competently for more than 10 years. Furthermore every other director is non-executive.

The independent directors of the company are Michael Pixley, Peter Chai and Reiichi Natori.

The Board possesses the following skills matrix:

International business Leadership Management Sales and marketing Finance Human resource management Operations and logistics Information technology

Nominations Committee

The Board has considered the need for a Nominations Committee. We believe that it is more appropriate for such responsibilities to be met by the full Board rather than a separate committee.

Audit & Risk Management Committee

The names and qualifications of those appointed to the Audit & Risk Management Committee and their attendance at meetings of the committee are included in the Directors’ Report.

Remuneration Committee

The names of the members of the Remuneration Committee and their attendance at meetings of the committee are detailed in the Directors’ Report.

Remuneration Policies

Details on remuneration policies for key management personnel are stated in the Directors’ Report.

ENECO REFRESH LIMITED and its controlled entities 51

CORPORATE GOVERNANCE STATEMENT

Performance Evaluation

Regular communication between directors and the Chairman is encouraged. The performance of a director is continually monitored by the Chairman and peers. The Board conducts formal review of the requirements and performance of all directors periodically:

Evaluation of the Board, its committees, individual directors or senior executives was not made in the last financial year.

Risk Management and Compliance Policy

The Group's business strategies and activities involve risk. Risk is minimised to the extent it does not inhibit the Group from pursuing its goals and objectives with a considered and balanced view of risk. The Group participates in the internationally recognised Hazard Analysis and Critical Control Point (HACCP) program. The Perth and Darwin factories are HACCP certified. It is our plan to progressively have the other factories certified. The stringent quality control will ensure there is little risk of contamination

Ethical Standards

The Board acknowledges and emphasises the importance of all directors and employees maintaining the highest standards of corporate governance practice and ethical conduct.

A code of conduct has been established requiring directors and employees:

  • act honestly and in good faith;

  • exercise due care and diligence in fulfilling the functions of office;

  • avoid conflicts and make full disclosure of any possible conflict of interest;

  • comply with the law;

  • encourage the reporting and investigating of unlawful and unethical behaviour; and

  • comply with the share trading policy outlined in the Code of Conduct.

Directors are obliged to be independent in judgement and ensure all reasonable steps are taken to ensure due care is taken by the Board in making sound decisions.

Trading Policy

The Group has established a share trading policy which governs the trading in the Group’s shares and applies to all Directors and employees of the Group. Details of the Group’s Trading Policy are posted on its website: www.enecorefresh.com.au.

Anyone who has material non-public information cannot buy or sell company shares, even during a period when trading is otherwise permitted.

A restricted person is not permitted to trade in company shares during the following periods:

  • a. Two weeks prior to the release of the following reports:

  • i. Half Year Report

ii. Annual Financial Report

  • b. Any time the restricted person is in possession of material information until after release of the information to ASX or termination of negotiation or event.

Diversity Policy

Diversity includes, but is not limited to, gender, age, ethnicity and cultural background. The Group is committed to diversity and recognises the benefits arising from employee and board diversity and the importance of benefiting from all available talent. This diversity policy outlines the requirements for the Board to develop measurable objectives for achieving diversity, and annually assess both the objectives and the progress in achieving those objectives.

No. %
Women on the Board 0 0
Women in senior management roles 1 8
Women employees in the Company 31 26

Shareholder Rights

Shareholders are entitled to vote on significant matters impacting the business, which include the election and remuneration of directors and changes to the constitution. They are also entitled to receive the annual and interim financial statements. The Group has organised with its share registry for shareholders to receive and send communications electronically. Those requiring hard copies of documents need to opt in through the share registry.

Shareholders are strongly encouraged to attend and participate in the Annual General Meetings where most directors, the CEO and the auditors are present to answer any question they might have. In the event they are unable to attend these meetings, they could appoint proxies to vote on their behalf.

ENECO REFRESH LIMITED and its controlled entities 52

SHAREHOLDER INFORMATION

Shareholder information set out below was as at 29 September 2021

Distribution of Ordinary Shares

Range of Shares Total Holders
1 - 1,000 9
1,001 - 5,000 15
5,001 - 10,000 178
10,001 - 100,000 183
100,001 and over 64
Total 449
Holders of less than a marketable parcel of ordinary shares 246

Voting Rights Attaching to Ordinary Shares

On a show of hands, every member present in person or by proxy shall have one vote. Upon a poll, each share shall have one vote.

On-Market Buy-Back

There is no on-market buy-back of its shares.

Substantial Shareholders - Ordinary Shares

Shares %
Eneco Investment Pte Ltd 138,902,757 51.0

20 Largest Shareholders - Ordinary Shares

Name
ENECO INVESTMENT PTE LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
MONEX BOOM SECURITIES (HK) LTD
EVERLAST INVEST PTY LTD
MR HENRY ENG CHYE HENG + MS SOK HWA NGOH
MR BOON KHENG ONG
MS INN HOON JUDY ONG
MR EDMUND SOON KIN TEO + MRS JANICE TEO
MS ING CHENG DIANA ONG
MS WENYUN VENETIA SU
CITICORP NOMINEES PTY LIMITED
MR DJUANDA HADI
MR ENG HUAT ONG
MR HARYANTO
MS MAY PHENG LEONG
HENG INVESTMENT PTY LTD
MR MENG LEONG LYE
MS ING CHENG DIANA ONG
MS MIKI EGASHIRA
MR JUAN HUI GOH
Units
% Units
138,902,757
51.0
33,791,747
12.4
13,405,038
4.9
10,000,000
3.7
9,175,550
3.4
6,040,529
2.2
5,411,550
2.0
5,383,729
2.0
4,321,900
1.6
2,662,266
1.0
2,315,439
0.8
2,104,550
0.8
2,010,000
0.7
2,000,000
0.7
1,923,077
0.7
1,786,187
0.7
1,685,000
0.6
1,616,900
0.6
1,418,603
0.5
1,300,000
0.5
247,254,822
90.8
Units
% Units
138,902,757
51.0
33,791,747
12.4
13,405,038
4.9
10,000,000
3.7
9,175,550
3.4
6,040,529
2.2
5,411,550
2.0
5,383,729
2.0
4,321,900
1.6
2,662,266
1.0
2,315,439
0.8
2,104,550
0.8
2,010,000
0.7
2,000,000
0.7
1,923,077
0.7
1,786,187
0.7
1,685,000
0.6
1,616,900
0.6
1,418,603
0.5
1,300,000
0.5
247,254,822
90.8
90.8

Total Shares on Issue 272,358,347

ENECO REFRESH LIMITED and its controlled entities 53

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Eneco Refresh Limited ABN 28 079 681 244 17 Denninup Way, Malaga WA 6090

T (08) 9248 3006 F (08) 9248 7233 E [email protected]

www.eneco-refresh.com.au

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