FATFISH GROUP LIMITED — Annual Report 2003

Sep 11, 2003

ATECH HOLDINGS LIMITED

$(ACN 004 080 460)$ 14th Floor 607 Bourke Street Melbourne, Victoria, 3000 Australia Telephone: (03) 9614 4444 Fax: (03) 9629 5716 FAX MESSAGE

FAX TO: ASX

FAX NUMBER: $1900$ agg 279

FROM: Stephen Adrian

DATE: 12 September 2003

NUMBER OF PAGES: 23 (Including this page)

Dear Sirs,,

Appendix 4e Report

Please find attached the Appendix 4E report for the company.

Regards Stephen Adrian

$\Gamma$

Appendix 4E Preliminary final report

Appendix 4E

Preliminary final report

Name of entity

AB N	Atech Holdings Ltd 88 004 080 460
Financial year ended ('current period"	Previous corresponding period 30 June 2003	30 June 2002

RESULTS FOR ANNOUNCEMENT TO THE MARKET

Revenues from ordinary activities Profit/(Loss) from ordinary activities after tax attributable to members Net profit/(Loss) for the period attributable to members	up up up	99.35% 223.17% 223.17%	tο to to	207,748 80.540 80,540
Dividends (distributions)
No dividends were proposed.

ATECH HOLDINGS LIMITED (ABN 88 004 080 460) STATEMENT OF FINANCIAL PERFORMANCE FOR THE YEAR ENDED 30 JUNE 2003

	Note	30 June 2003	30 June 2002
Revenues from ordinary activities Accounting fees	2	S 207.748	S 104,214
Travelling expenses Audit fees		(58, 385) (19, 103)	(70, 188) (23, 235)
Depreciation expense	$\overline{2}$	(12, 715) (391)	(8,965)
Other expenses from ordinary activities		(36, 614)	(3,071) (64.144)
Profit/(Loss) from ordinary activities before income tax expense/(benefit)		80,540	(65, 389)
Income tax (benefit)/expense relating to ordinary activities	3
Profit/(Loss) from ordinary activities after related income tax (benefit)/expense		80,540	(65,389)
Net Profit/(Loss)		80,540
Net profit/(loss) attributable to outside equity interests Net profit/(loss) attributable to			(65, 389)
members of the parent entity Total changes in equity other than	15	80,540	(65, 389)
those resulting from transactions with owners as owners		80,540	(65, 389)
Basic earnings/(loss) cents per share	6	0.4148	(0.3368)

The accompanying notes form part of these financial statements

ATECH HOLDINGS LIMITED (ABN 88 004 080 460) STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2003

Current Assets	Note	30 June 2003 S	30 June 2002 \$
Cash Assets Receivables	8 9	2,363,402 5,342	2,319,835 7,516
Total Current Assets		2,368,744	2,327,351
Non-Current Assets
Property, Plant and Equipment	10		10,576
Total Non-Current Assets			10,576
Total Assets		2,368,744	2,337,927
Current Liabilities
Payables Provisions	11 12	17,125 3,317	66,848 3,317
Total Current Liabilities		20,442	70,165
Total Liabilities		20,442	70,165
Net Assets		2,348,302	2,267,762
Equity
Contributed Equity Reserves Accumulated Losses	13 14 15	3,916,480 53,054 (1, 621, 232)	3,916,480 53,054 (1, 701, 772)
Total Equity		2,348,302	2,267,762

The accompanying notes form part of these financial statements.

ATECH HOLDINGS LIMITED (ABN 88 004 080 460) STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2003

Cash flows from operating activities	Note	30 June 2003 S	30 June 2002 3
Payments to suppliers Interest received Other - Legal Settlement Net cash provided by/(used in)		(134, 348) 111.370 62,000	(148, 295) 104,214
operating activities	7(a)	39,022	(44,08)
Cash flows from investing activities Proceeds from sale of property, plant and equipment Net cash provided by investing activities Net Increase/(Decrease) in Cash Held		4,545 4,545 43,567	(44,081)
Cash at 1 July 2002	8	2,319,835	2,363,916
Cash at 30 June 2003	8	2,363,402	2,319,835

The accompanying notes form part of these financial statements

ATECH HOLDINGS LIMITED (ABN 88 004 080 460) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2003

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies adopted by ATECH Holdings Limited and its controlled entities (economic entity) are stated below to assist in the general understanding of this financial report. The accounting policies adopted have been consistently applied, unless otherwise stated.

Basis of Accounting $\left( a\right)$

The financial report is a general purpose financial report that has been prepared in accordance with Accounting Standards, Urgent Issues Group Consensus Views, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001. The financial report has also been prepared on an accruals basis and is based on historical costs and does not take into account changing money values or, except where stated, current valuations of non current assets. Cost is based on the fair value of the consideration given in exchange for assets.

The financial report covers the economic entity of ATECH Holdings Limited and controlled entities and ATECH Holdings Limited as an individual parent entity. ATECH Holdings Limited is a listed public company, incorporated and domiciled in Australia.

The following is a summary of the material accounting policies adopted by the economic entity in the preparation of the financial report. The accounting policies have been consistently applied, unless otherwise stated.

Principles of Consolidation $(b)$

A controlled entity is any entity controlled by ATECH Holdings Limited. Control exists where ATECH Holdings Limited has the capacity to dominate the decisionmaking in relation to the financial and operating policies of another entity so that the other entity operates with ATECH Holdings Limited to achieve the objectives of ATECH Holdings Limited.

All inter-company balances and transactions between entities in the economic entity, including any unrealised profits or losses, have been eliminated on consolidation.

Where controlled entities have entered or left the economic entity during the year, their operating results have been included from the date control was obtained or until

Outside interest in the equity and results of the entities that are controlled are shown as a separate item in the consolidated financial report.

$(c)$ Income Tax

30/6/2003

The economic entity adopts the liability method of tax-effect accounting whereby the income tax expense is based on the profit from ordinary activities adjusted for any

Timing differences which arise due to the different accounting periods in which items of revenue and expense are included in the determination of accounting profit/(Loss) and taxable income are brought to account as either a provision for deferred income tax or as a future income tax benefit at the rate of income tax applicable to the period in which the benefit will be received or the liability will become payable.

ATECH HOLDINGS LIMITED (ABN 88 004 080 460) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2003

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Cont'd)

Future income tax benefits are not brought to account unless realisation of the asset is assured beyond reasonable doubt. Future income tax benefits in relation to tax losses are not brought to account unless there is virtual certainty of realisation of the benefit.

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

$(d)$ Cash

For the purpose of the Statement of Cash Flows, eash includes cash on hand and deposits at call with banks or financial institutions, which are readily convertible to

Receivables $(e)$

Trade receivables and other receivables are recorded at amounts due less any provision

$(1)$ Payables

Trade payables and other accounts payable are recognised when the economic entity becomes obliged to make future payments resulting from the purchase of goods and services.

$\left( \mathbf{g} \right)$ Borrowings

Debentures, bank loans and other loans are recorded at an amount equal to the net proceeds received. Interest expense is recognised on an accruals basis.

$(h)$ Property, Plant and Equipment

Property, plant and equipment are brought to account at cost less any accumulated depreciation or amortisation. The carrying amount of property, plant and equipment is reviewed annually by directors to ensure it is not in excess of the recoverable amount of these assets. The recoverable amount is assessed on the basis of the expected net cash flows which will be received from the assets employment and subsequent disposal. The expected net cash flows have not been discounted to their present values in determining recoverable amounts.

The depreciable amount of all fixed assets, excluding freehold land, is depreciated over their useful lives to the economic entity commencing from the time the asset is

	Appendix $4E$
Preliminary final report

The depreciation rates and methods used for each class of depreciable assets are:

Class of Fixed Asset		Depreciation Rate	Method
Motor Vehicles	Value	2.5%	Dimining

$(i)$ Comparative Figures

Where required by Accounting Standards, comparative figures have been reclassified to conform with
changes in presentation for the current financial year.

ATECH HOLDINGS LIMITED (ABN 88 004 080 460) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2003

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Cont'd)

$(j)$ Earnings Per Share

Basic earnings/(loss) per share

Basic earnings/(loss) per share is determined by dividing the net profit/(loss) after income tax attributable to members of the company, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares

Diluted earnings/(loss) per share

Diluted earnings/(loss) per share adjusts the figures used in the determination of basic earnings/(loss) 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 ordinary shares.

$(k)$ Non Current Investments

Investments are brought to account at cost. The carrying amount of investments is reviewed annually by Directors to ensure they are not in excess of the recoverable amount of these investments. The recoverable amount is assessed from the shares current market value or the underlying net assets in the

The expected net cash flows from investments have not been discounted to their present value in determining the recoverable amounts, except where stated.

Dividends are brought to account when received except for dividends from controlled entities which are brought to account when they are proposed by the controlled entity.

ATECH HOLDINGS LIMITED (ABN 88 004 080 460) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2003

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Cont'd)

$\Phi$ Revenue

Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to

Dividend revenue is recognised when the right to receive a dividend has been established.

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

Goods and Services Tax (GST) $(m)$

Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the statement of financial position are shown inclusive of GST.

NOTE 2: PROFIT/(LOSS) FROM ORDINARY ACTIVITIES BEFORE INCOME TAX EXPENSE (BENEFIT) Profit/(Loss) from ordinary activities before income tax expense/(benefit) includes the following revenues and expenses.	30 June 2003 S	30 June 2002 5
(a) Expenses
Depreciation of property, plant & equipment - Motor Vehicles
Net loss on disposal of property, plant & equipment	391 5,640	3,071
(b) Revenue Interest received from Operating Activities:
- Other persons and/or bodies corporate Other:	110,748	104,214
- Legal settlement and recoveries	97,000
Total Revenue	207,748	104,214

ATECH HOLDINGS LIMITED (ABN 88 004 080 460) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2003

	30 June 2003 \$	30 June 2002 S
NOTE 3: INCOME TAX
The prima facie tax on profit/(loss) from ordinary activities before income tax is reconciled to the income tax expense/(benefit) as follows:
Prima facie tax payable/(benefit) on profit/(loss) from ordinary activities
before income tax at 30% Less:	24,162	(19,617)
Tax effect of tax losses not previously brought to account Income tax expense/(benefit)	(24, 162)	19,617
attributable to profit/(loss) from ordinary activities
Future income tax benefits not brought to account, the benefits of which will only be realised if the conditions for deductibility set out in Note 1(c) occur: - tax losses at 30%
	214,706	238,868
	214, 706	238,868
Balance of franking account at year end adjusted for franking credits from payment of provision for income tax and dividends recognised as receivables, franking debits arising from payment of proposed dividends and franking credits that may be prevented from distribution in subsequent financial years at 30%.

ATECH HOLDINGS LIMITED (ABN 88 004 080 460) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2003

NOTE 4: DIRECTORS' REMUNERATION	30 June 2003	30 June 2002 5
Income paid or payable, or otherwise made available, in respect of the financial year, to all directors of the economic entity, directly or indirectly, by the economic entity or by any related party
Number of parent entity directors whose income from the parent entity and any related parties was within the following band:
$$0 - $$ 9,999	3	3
The names of the parent entity directors who have held office during the financial year are:
Tan Sri Ir Talha Bin Hj Mohamad Hashir Stephen Leslie Adrian Suzanne Borelli
There were no amounts paid to superannuation funds on behalf of directors during the financial year.
NOTE 5: AUDITORS' REMUNERATION
Remuneration of the auditor of the parent entity for:
- Auditing and reviewing the financial report	12,715	8,965

ATECH HOLDINGS LIMITED (ABN 88 004 080 460) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2003

	30 June 2003	30 June 2002 S
NOTE 6: EARNINGS PER SHARE	\$
(a) Reconciliation of Earnings to Net $Protit/L$ 055 ) Net Profit/(Loss) Net Profit/(Loss) attributable to outside equity interest Earnings/(Loss) used in the calculation	80,540	(65, 389)
of basic EPS	80,540	(65, 389)
(b) Weighted average number of ordinary shares outstanding during the year used in calculation of basic EPS (c) As the dilutive earnings per share is not materially different from basic earnings per share, it is not required to be disclosed.	19,415,406	19,415,406
NOTE 7: CASH FLOW INFORMATION
(a) Reconciliation of Cash Flows from Operations with Profit/(Loss) from Ordinary Activities after Income Tax
Profit/(Loss) from Ordinary Activities after Income Tax Non-eash flows in profit/(loss) from Ordinary Activities: Loss on disposal of Property,	80,540	(65, 389)
plant and equipment Depreciation Changes in assets and liabilities, net of the effects of purchase and disposal of controlled entities:	5,640 391	3,071
(Increase)/Decrease in debtors	2,174	(4,966)

		Appendix $4E$ Preliminary final report
Increase/(Decrease) in sundry creditors	(49.723)	23,203
Net cash provided by/(used in) Operating Activities	39,022	(44,081)
(b) Financing Facilities There are no bank overdraft or loop.

There are no bank overdraft or loan
facilities as at reporting date.

ATECH HOLDINGS LIMITED (ABN 88 004 080 460) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2003

	30 June 2003 5	30 June 2002 5
NOTE 8: CASH ASSETS
Cash at bank Deposits at call	14,497 2,348,905	2,198 2,317,637
	2.363,402	2,319,835
NOTE 9: RECEIVABLES
CURRENT
Other debtors	5,342	7.516
NOTE 10: PROPERTY, PLANT AND EQUIPMENT
Motor Vehicles at cost Accumulated depreciation		33,305 (22,729)
Total property, plant and equipment		10,576
Reconciliations Reconciliations of the carrying amounts of each class of property, plant and equipment at the beginning and end of the current financial year are set out below:
Carrying amount at start of year Additions Disposals	10,576 (10, 185)	13,647
Depreciation expense	(391)	(3,071)
Carrying amount at end of year		10,576
NOTE 11: PAYABLES
CURRENT
Unsecured Liabilities: - Sundry Creditors
	17,125	66,848
NOTE 12: PROVISIONS

CURRENT Dividends	3,317 3.317
Movements in provisions Movements in each class of provision during the financial year, other than employee benefits, are set out below:
Carrying amount at start of year Carrying amount at end of year	3,317 3,317 3317 3.317

ATECH HOLDINGS LIMITED (ABN 88 004 080 460) NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2003

NOTE 13: CONTRIBUTED EQUITY	30 June 2003 Ŝ	30 June 2002 Ÿ
Issued and Paid-up Capital 19.415.406 Fully paid ordinary shares (2002:19,415,406)	3,916,480	3,916,480
(a) Paid Up Capital Balance at Beginning of the Financial Year Shares issued during the year - Nil	3,916,480	3,916.480
Balance at End of the Financial Year	3,916,480	3,916,480

(b) At 30 June 2003, the company had on issue 4,997,305 options (2002: 4,997,305). Each option entitled the holder to subscribe for one ordinary share exercisable at 20c each on or before 8 December 2003.

(c) Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion to the number of shares held. At shareholders' meetings each ordinary share is entitled to one vote when a poll is called, otherwise each shareholder has one vote on

NOTE 14: RESERVES

Capital Profits Reserve movements during the year:
Opening balance	53,054	53,054
Closing balance	53.054	53,054

Capital profits reserve records capital profits on disposal of non-current assets.

NOTE 15: ACCUMULATED LOSSES

Accumulated losses at the beginning of the financial year

$(1,701,772)$ $(1,636,383)$

Net profit/(loss) attributable to the members of the parent entity
Accumulated losses at the end of the financial year	80,540	(65,389)
	$(1,621,232)$ $(1,701,772)$

FNET TANGIBLE ASSET BACKING	Current period	Previous corresponding period
Net tangible asset backing per ordinary security	l 2.09c	1.68c

REVIEW OF OPERATIONS

During the year, the economic entity invested in cash. As the economic entity continued to search for new business opportunities the only revenue arose from investment activities. The entity earned a profit for the year, which is significantly better than prior years and arises from decreases in legal and

DIRECTORS STATEMENT

$\sim$

	This report is based on accounts, which are in the process of being audited.
Sign here:	(Director/Company Secretary)	12/9/03 $\overline{\text{Date}}$

Print name: Stephen Leslie Adrian

$\sim$