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ENECO REFRESH LTD Interim / Quarterly Report 2015

Feb 19, 2015

64874_rns_2015-02-19_cbc712de-ce03-47fa-837b-6f2c0cdba16e.pdf

Interim / Quarterly Report

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Appendix 4D Half-Year Financial Report

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Results for announcement to the market

1. Results for the half year to 31 December 2014 and the corresponding period to 31 December 2013

Company Result A$’000
Revenue from ordinary activities
up 5% to 2,954
Profit for the period from continuing operations attributable to members down 76% to 16
Profit for the period from discontinuing operation attributable to members down 100% to 0
Profit for the period attributable to members down 88% to 16
For the Period ending

Net tangible asset per share

Net asset per share
31 Dec 14
$0.04
$0.04
31 Dec 13
$0.03
$0.04

Dividends

No interim dividend is payable

2. Brief Explanation of the Result

The mining slowdown has affected our profits especially in Western Australia (WA) and Queensland. WA business continues to grow but at lower margins. This is partly helped by the new 12L and 5L PET bottles which we started to blow-mould ourselves.

Victoria’s profit has declined mainly because of one-off costs to relocate our Melbourne factory to bigger premises. All expenses have been reflected in the first half financials and we expect to see Victoria achieving normal profitability again in the second half.

More details are in Review and Results of Operations in the Directors’ Report.

Appendix 4D Half-Year Financial Report


3. Details of entities over which control has been gained or lost during the period

Nil

4. Details of individual and total dividends or distributions and dividend or distribution payments

Nil

5. Details of any dividend or distribution reinvestment plans in operation and the last date for the receipt of an election notice for participation in any dividend or distribution reinvestment plan

Nil

6. Details of associates and joint venture entities including the name of the associate or joint venture entity and details of the reporting entity’s percentage holding in each of these entities and – where material to an understanding of the report - aggregate share of profits (losses) of these entities, details of contributions to net profit for each of these entities, and with comparative figures for each of these disclosures for the previous corresponding period.

Associate
31 Dec 14 Refresh Waters Queensland Pty Ltd
31 Dec 13 -
% Holding
49
-
Share of Loss
$3,266
-

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Refresh Group Limited

and its controlled entities

ABN 28 079 681 244

Half Year Financial Report

31 December 2014

REFRESH GROUP LIMITED – HALF YEAR REPORT

Table of Contents

TABLE OF CONTENTS………………………………………………………………………………………………………1 DIRECTORS’ REPORT………………………………………………………………………………………………………2 AUDITORS’ INDEPENDENCE DECLARATION…………………………………………………………………………..3 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME…………..…4 CONSOLIDATED STATEMENT OF FINANCIAL POSITION…………………………………………………………….5 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY…………………………………………………………….6 CONSOLIDATED STATEMENT OF CASH FLOWS……………………………………………………………………...7 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS………………………………………………………..8 DIRECTORS’ DECLARATION……………………………………………………………………………………………..13 INDEPENDENT REVIEW REPORT……………………………………………………………………………………….14

1

REFRESH GROUP LIMITED – HALF YEAR REPORT

DIRECTORS’ REPORT

Your directors submit their report for the half-year ended 31 December 2014.

DIRECTORS

The names of the directors of the Company in office at the date of this report or during the half-year are:

Henry Heng Nicholas Mun Yew Chan Eddie Kwong Choon Soong Roy Chee Heong Ong Jamie Gee Choo Khoo (Resigned 12 September 2014)

REVIEW AND RESULTS OF OPERATIONS

51% of Refresh Waters Queensland Pty Ltd was sold to Saisan Co Ltd as from 1 January 2014. It is now equity-accounted and the financials no longer consolidated with the rest of Refresh Group Ltd accounts. The slowdown in mining has impacted our Queensland operations resulting in declining revenue. Additional costs were also incurred in relation to the need for separate audit because it is now a foreign company. In addition, costs were incurred relating to the visa application for one of the Japanese directors to be based in Brisbane.

Western Australia was also affected by the mining slowdown. While revenue continues to grow, we had to sacrifice margins to achieve this. To stay competitive, Refresh will continue to upgrade our plant and equipment so as to be able to produce at a much lower cost. Perth now produces our own 15L, 12L and 5L PET bottles and cost savings would filter through progressively. Brisbane will replicate the same soon. A new integrated blow-moulding and filling line capable of producing 300ml to 1.5L will be installed in Perth in the next few months.

Our factory in Melbourne was moved into a much bigger premise on 1 July 2014. Expenses relating to the move is one-off but has severely impacted its bottom-line. Besides having to pay for moving, we had to make good the previous factory to its original condition.

New South Wales did a lot better in the first half thanks to an increase in sales of bulk distilled water, one of our more profitable products. Profit increased by 128% to $62k.

Detailed results of the various operating segments are found in Note 4(f) Operating Segment.

AUDITOR’S INDEPENDENCE DECLARATION

We have obtained an independence declaration from our auditors, Moore Stephens Perth, which is included on page 3.

.

Signed for and on behalf of the directors in accordance with a resolution of the Board.

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Henry Heng Executive Chairman Dated 20 February 2015 Perth, Western Australia

2

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Level 3, 12 St Georges Terrace Perth WA 6000 PO Box 5785, St Georges Terrace WA 6831

T +61 (0)8 9225 5355 F +61 (0)8 9225 6181

www.moorestephens.com.au

AUDITOR’S INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE CORPORATIONSACT 2001 TO THE DIRECTORS OF REFRESH GROUP LIMITED

As lead auditor for the review of Refresh Group Limited and its controlled entities for the half-year ended 31 December 2014, I declare that, to the best of my knowledge and belief, there have been:

  • (a) no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 relation to the review, and

  • (b) no contraventions of any applicable code of professional conduct in relation to the review.

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Neil Pace Partner

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Moore Stephens Chartered Accountants

Signed at Perth this 20[th] day of February 2015

Moore Stephens Perth ABN 63 569 263 022. Liability limited by a scheme approved under Professional Standards Legislation. The Perth Moore Stephens firm is not a partner or agent of any other Moore Stephens firm. An independent member of Moore Stephens International Limited – members in principal cities throughout the world.

3

REFRESH GROUP LIMITED – HALF YEAR REPORT

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE HALF YEAR ENDED 31 DECEMBER 2014

Revenue
Cost of Sales
Gross Profit
Other income
Marketing Expenses
Distribution Expenses
Administrative Expenses
Occupancy Expenses
Share of net profit/(loss) of associates
Results from operating activities
Finance income
Finance costs
Net finance costs
Profit before income tax
Income tax expense (credit)
Profit for the period from continuing operations
Profit for the period from discontinued operations
Total comprehensive income attributable to members of
Refresh Group Limited
Earnings per share
From continuing and discontinued operations:
Basic earnings per share (cents per share)
Diluted earnings per share (cents per share)
From continuing operations:
Basic earnings per share (cents per share)
Diluted earnings per share (cents per share)
From discontinued operations:
Basic earnings per share (cents per share)
Diluted earnings per share (cents per share)
6 months to
31 Dec 14
$ 6 months to
31 Dec 13
$ 2,953,930
2,812,530
(1,254,266)
(1,178,236)
1,699,664
1,634,294
(6,482)
(3,357)
(266,000)
(221,228)
(550,727)
(486,168)
(642,568)
(624,845)
(236,811)
(208,071)
(3,266)
-
(6,190)
90,625
22,174
1,112
-
(24,406)
22,174
(23,294)
15,984
67,331
-
-
15,984
67,331
-
67,623
15,984
134,954
0.01
0.14
0.01
0.13
0.01
0.07
0.01
0.07
-
0.07
-
0.06

The condensed consolidated financial statements should be read in conjunction with the accompanying notes

4

REFRESH GROUP LIMITED – HALF YEAR REPORT

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2014

ASSETS
Current Assets
Cash and cash equivalents
Trade and other receivables
Inventories
Total Current Assets
Non Current Assets
Trade and other receivables
Property, plant and equipment
Intangible assets
Investment in Associates
Total Non-Current Assets
TOTAL ASSETS
LIABILITIES
Current Liabilities
Trade and other payables
Financial liabilities
Short-term provisions and accruals
Total Current Liabilities
Non-Current Liabilities
Financial liabilities
Long-term provisions
Total Non-current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Equity attributable to equity holders of the parent
Issued capital
Share Reserve
2014 Profit Reserve
Accumulated losses
TOTAL EQUITY
Notes 31 Dec 14
$
30 June 14
$
6
7
8
902,422
1,261,630
966,316
538,491
735,877
740,888
2,604,615
2,541,009
505,543
474,099
1,527,608
1,528,399
318,678
318,678
503,409
506,675
2,855,238
2,827,851
5,459,853
5,368,860
566,924
613,882
-
-
310,403
176,795
877,327
790,677
-
-
31,256
24,487
31,256
24,487
908,583
815,164
4,551,270
4,553,696
9,368,401
9,275,015
191,712 191,712
468,204
580,000
(5,477,047)
(5,493,031)
4,551,270
4,553,696

The condensed consolidated financial statements should be read in conjunction with the accompanying notes

5

REFRESH GROUP LIMITED – HALF YEAR REPORT

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE HALF YEAR ENDED 31 DECEMBER 2014

Balance at 1 July 13
Equity fund raising costs
Issue of share capital
Transactions with owners
Profit/ (Loss) for the period
Balance at 31 Dec 13
Balance at 1 July 14
Equity fund raising costs
Issue of share capital
Dividend paid
Transactions with owners
Profit for the period
Balance at 31 Dec 14
Issued
Capital
Share
Reserve
2014 Profit
Reserve
Accumulated
Losses
Total
8,783,084
191,712
-
(5,493,487)
3,481,309
-
-
-
-
-
-
-
-
-
-
8,783,084
191,712
-
(5,493,487)
3,481,309
-
-
-
134,954
134,954
8,783,084
191,712
-
(5,358,533)
3,616,263
9,275,015
191,712
580,000
(5,493,031)
4,553,696
(6,614)
-
-
-
(6,614)
100,000
-
-
-
100,000
-
-
(111,796)
-
(111,796)
9,368,401
191,712
468,204
(5,493,031)
4,535,286
-
-
-
15,984
15,984
9,368,401
191,712
468,204
(5,477,047)
4,551,270

The condensed consolidated financial statements should be read in conjunction with the accompanying notes

6

REFRESH GROUP LIMITED – HALF YEAR REPORT CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE HALF YEAR ENDED 31 DECEMBER 2014

Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Borrowing costs
Interest received
Net cash flows (used in)/ generated from operating
activities
Cash flows from investing activities
Proceeds from sale of property, plant and equipment
Purchase of property, plant and equipment
Purchase of other non-current assets
Net cash flows used in investing activities
Cash flows from financing activities
Proceeds from issue of shares, net of issue costs
Proceeds from related parties loans
Dividend paid
Repayment of borrowings
Other (loans from related parties)
Net cash flows used in financing activities
Net (decrease) / increase in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
6 months to
31 Dec 14
$
6 months to
31 Dec 13
$
2,797,488
3,416,353
(3,025,979)
(3,291,536)
-
(18,364)
22,174
1,112
(206,317)
107,565
-
-
(134,481)
(73,120)
-
-
(134,481)
(73,120)
93,386
-
-
-
(111,796)
-
-
(10,277)
-
(110,000)
(18,410)
(120,277)
(359,208)
(85,832)
1,261,630
224,194
902,422
138,362

The condensed consolidated financial statements should be read in conjunction with the accompanying notes

7

REFRESH GROUP LIMITED – HALF YEAR REPORT NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2014

1. CORPORATE INFORMATION

The financial report of Refresh Group Limited for the half-year ended 31 December 2014 was authorised for issue in accordance with a resolution of the directors on 20 February 2015. Refresh Group Limited is a company incorporated in Australia and limited by shares which are publicly traded on the Australian Securities Exchange.

The Group offers complete drinking water solutions. Its principal activities are the production and/or distribution of bottled water, coolers and filtration systems. Being the largest producer of distilled water in Australia, it also supplies pure water for commercial and industrial use.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The half-year financial report does not include all of the notes of the type normally included within the annual financial report and therefore cannot be expected to provide as full an understanding of the financial performance, financial position and financing and investing activities of the consolidated entity as the full financial report.

The half-year financial report should be read in conjunction with the annual Financial Report of Refresh Group Limited as at 30 June 2014.

It is also recommended that the half-year financial report be considered together with any public announcements made by Refresh Group Limited and its controlled entities during the half-year ended 31 December 2014 in accordance with the continuous disclosure obligations arising under the Corporations Act 2001.

(a) Basis of preparation

The half-year consolidated financial report is a general purpose financial report, which has been prepared in accordance with the requirement of the Corporations Act 2001, applicable Accounting Standards, including AASB134 Interim Financial Reporting and other mandatory professional reporting requirements. The accounting policies and methods of computation adopted in the preparation of the half-year financial report are consistent with those adopted and disclosed in the company’s 2014 annual financial report for the financial year ended 30 June 2014, except for the impact of the Standards and Interpretations described below. Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial Reporting Standards.

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

The comparative Profit & Loss and Comprehensive income has been restated to reflect the impact of the discontinued operation.

(b) Significant accounting policies

The half-year consolidated financial statements have been prepared in accordance with the accounting policies adopted in the last annual financial statements for the year to 30 June 2014.

The accounting policies have been applied consistently throughout the Group for the purposes of preparation of these halfyear consolidated financial statements.

(c) Adoption of New and Revised Accounting Standards and New Accounting Standards for Application in Future Periods

During the current year the Group adopted all of the new and revised Australian Accounting Standards applicable to its operations which became mandatory. The adoption of these standards did not impact significantly on the recognition, measurement and disclosure of certain transactions.

The AASB has also issued a number of new and amended Accounting Standards and Interpretations that have mandatory application dates for future reporting periods, some of which are relevant to the Group. The Group has decided not to early adopt any of the new and amended pronouncements. The Group’s assessment is that these amendments are not expected to significantly affect the Group.

8

REFRESH GROUP LIMITED – HALF YEAR REPORT NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2014

(d) Basis of consolidation

The half-year consolidated financial statements comprise the financial statements of Refresh Group Limited and its controlled subsidiaries (the Group).

(e) Going Concern

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

The Group has $902k of available cash as at 31 Dec 14 and there is no borrowing at all. Therefore, going concern is not an issue.

3. SIGNIFICANT EVENTS AND TRANSACTIONS

No significant event occurred during the period up to 31 December 2014.

4. OPERATING SEGMENTS

Segment Information

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

In identifying its operating segments, 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 of Directors, 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.

9

REFRESH GROUP LIMITED – HALF YEAR REPORT NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2013

(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:

  • income tax expense

  • corporate costs

  • deferred tax assets and liabilities

  • current tax liabilities

(f) Segment performance

31 December 2014
Revenue from external
customers
Segment operating
profit/ (loss)
Total assets
Total liabilities
31 December 2013
Revenue from external
customers
Segment operating
profit/(loss)
Total assets
Total liabilities
WA
NSW
VIC
OTHER
(Corporate)
TOTAL
1,818,745
675,676
459,509
-
2,953,930
158,809
61,689
17,266
(221,780)
15,984
3,555,920
823,796
481,463
598,675
5,459,854
699,761
4,085
1,266
203,471
908,583
1,741,924
647,333
423,273
-
2,812,530
212,798
27,010
55,422
(160,276)
134,954
2,048,876
835,258
486,972
1,411,032
4,782,138
820,462
3,513
1,120
340,780
1,165,875

[10]

REFRESH GROUP LIMITED – HALF YEAR REPORT NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2013

5. EARNINGS PER SHARE

Basic earnings per share amounts are calculated by dividing net profit/(loss) for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year.

Diluted earnings per share amounts are calculated by dividing the net profit/(loss) attributable to ordinary shareholders (after deducting interest on the convertible redeemable preference shares) by the weighted average number of ordinary shares outstanding during the year (adjusted for the effects of dilutive options and dilutive convertible non-cumulative redeemable preference shares).

The following reflects the loss and share data used in the total operations basic and diluted earnings per share computations:

Profit/(Loss) attributable to members of the parent entity
Weighted average number of ordinary shares for basic earnings per share
Basic earnings/(loss) per share (cents per share)
CONSOLIDATED
31 Dec 14
31 Dec 13
15,984
134,954
111,117,994
98,328,924
0.01
0.14

There have been no other transactions involving ordinary shares or potential ordinary shares since the reporting date and before the completion of these financial statements.

6. INTANGIBLE ASSETS

The Group performs goodwill impairment testing every half year. Goodwill is allocated to the Group’s cash generating units (CGU).

In accordance with AASB 136, “Impairment of Assets”, the Group performed its goodwill impairment test by comparing the recoverable amount of each CGU with its carrying amount, including goodwill. The recoverable amount of a CGU was determined based on value-in-use calculations. Value-in-use is calculated based on the present value of cash flow projections over a five year period including a terminal value. The growth rate assumptions of 7%, reflecting achievement of at least a long-term estimate of inflation in the region in which each CGU operates. Management prepared the value-in-use calculations with reference to historical results and forecasts for each CGU.

The discount rate for each CGU was estimated based on the Company’s weighted average cost of capital adapted for the regions in which the CGUs operate. The discount rate used was 15%.

Based on the impairment tests, impairment of intangible assets was not necessary and none has been recognised at 31 December 2014.

[11]

REFRESH GROUP LIMITED – HALF YEAR REPORT NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2013

7. ISSUED CAPITAL

Ordinary shares
Issued and fully paid
Fund raising costs
Movements in ordinary shares on issue
At 30 June 2014
Issued Shares to Mr Haryanto on 1/09/2014
Fund raising costs
At 31 December 2014
CONSOLIDATED
31 Dec 14
30 June 14
$
$
9,375,015
9,299,085
(6,614)
(24,070)
9,368,401
9,275,015
Number
$
109,795,590
9,275,015
2,000,000
100,000
-
(6,614)
111,795,590
9,368,401
CONSOLIDATED
31 Dec 14
30 June 14
$
$
9,375,015
9,299,085
(6,614)
(24,070)
9,368,401
9,275,015

Effective 1 July 1998, the Company Law Review Act abolished the concept of authorised capital. Accordingly, the Company does not have authorised capital or par value in respect of its issued shares .

8. 2014 REVENUE RESERVE

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 $580k from profits for year ended 30 June 2014 in a separate 2014 Revenue 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 $112k were paid from this account in September 2014, leaving a balance of $468k.

9. RELATED PARTY TRANSACTIONS

There was no related party balance at the beginning of the period and no transaction during the period.

10. CONTINGENT LIABILITIES

There has been no change in contingent liabilities since the last report period.

11. EVENTS AFTER BALANCE SHEET DATE

There is no significant event after balance sheet date.

[12]

REFRESH GROUP LIMITED – HALF YEAR REPORT

DIRECTORS’ DECLARATION

In accordance with a resolution of directors of Refresh Group Ltd, I state that;

In the opinion of the directors:

  • a) the consolidated financial statements and notes of the consolidated entity are in accordance with the Corporations Act 2001 , including:

(i) giving a true and fair view of the financial position as at 31 December 2014 and the performance for the halfyear ended on that date of the consolidated entity; and

  • (ii) complying with Accounting Standard AASB 134 “Interim Financial Reporting” and the Corporations Regulations 2001; and

  • b) There are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.

On behalf of the Board

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Henry Heng Executive Chairman Dated 20 February 2014 Perth, Western Australia

[13]

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Level 3, 12 St Georges Terrace Perth WA 6000

PO Box 5785, St Georges Terrace WA 6831

T +61 (0)8 9225 5355 F +61 (0)8 9225 6181

www.moorestephens.com.au

INDEPENDENT REVIEW REPORT TO THE MEMBERS OF REFRESH GROUP LIMITED

Report on the Half-Year Financial Report

We have reviewed the accompanying half-year financial report of Refresh Group Limited and its controlled entities (“the consolidated entity”), which comprises the consolidated statement of financial position as at 31 December 2014, and the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated cash flow statement for the half-year ended on that date, a summary of significant accounting policies, other selected explanatory notes and the directors’ declaration of the consolidated entity comprising the company and the entities it controlled at half year’s end or from time to time during the half year.

Directors’ Responsibility for the Half-Year Financial Report

The directors of the consolidated entity are responsible for the preparation and fair presentation of the half-year financial report in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001. This responsibility includes designing, implementing and maintaining internal control relevant to the preparation and fair presentation of the half-year financial report that it is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditor’s Responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410: “Review of a Financial Report Performed by the Independent Auditor of the Entity”, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the financial report is not in accordance with the Corporation Act 2001 including: giving a true and fair view of the consolidated entity’s financial position as at 31 December 2014 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134: “Interim Financial Reporting” and the Corporations Regulations 2001. As the auditor of Refresh Group Limited and its controlled entities, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the financial report.

A review of the half-year financial report consists of making enquiries, primarily of persons responsible for the financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Independence

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

Moore Stephens Perth ABN 63 569 263 022. Liability limited by a scheme approved under Professional Standards Legislation. The Perth Moore Stephens firm is not a partner or agent of any other Moore Stephens firm. An independent member of Moore Stephens International Limited – members in principal cities throughout the world.

14

Conclusion

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the halfyear financial report of Refresh Group Limited and its controlled entities is not in accordance with:

  • (a) the Corporations Act 2001, including:

  • (i) giving a true and fair view of the consolidated entity’s financial position as at 31 December 2014 and of its performance for the half-year ended on that date; and

  • (ii) complying with Accounting Standard AASB 134: “Interim Financial Reporting” and the Corporations Regulations 2001; and

==> picture [103 x 40] intentionally omitted <==

Neil Pace Partner

==> picture [133 x 35] intentionally omitted <==

Moore Stephens Chartered Accountants

Dated in Perth, this 20[th] day of February 2015

Moore Stephens Perth ABN 63 569 263 022. Liability limited by a scheme approved under Professional Standards Legislation. The Perth Moore Stephens firm is not a partner or agent of any other Moore Stephens firm. An independent member of Moore Stephens International Limited – members in principal cities throughout the world.

15