FATFISH GROUP LIMITED — Annual Report 2020

Mar 31, 2021

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES

ABN: 88 004 080 460

Financial Report For The Year Ended 31 December 2020

FATFISH GROUP LIMITED
AND CONTROLLED ENTITIES
ABN: 88 004 080 460
Financial Report For The Year Ended
31 December 2020
CONTENTS	Page
Corporate Governance Statement	1
Directors' Report	12
Remuneration Report	21
Auditor's Independence Declaration	18
Consolidated Statement of Profit or Loss and Other Comprehensive Income	19
Consolidated Statement of Financial Position	20
Consolidated Statement of Changes in Equity	21
Consolidated Statement of Cash Flows	22
Notes to the Financial Statements	23
Directors' Declaration	52
Independent Auditor's Report	53
Additional Information for Listed Public Companies	56

FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 CORPORATE GOVERNANCE STATEMENT

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Fatfish Group Limited is listed on the Australian Securities Exchange (ASX). Accordingly, unless stated otherwise in this document, the Board's corporate governance arrangements comply with the recommendations of the ASX Corporate Governance Council (fourth edition) as well as current standards of best practice for the entire financial year ended 31 December 2020. The corporate governance statement is current as at 31 December 2020 and has been approved by the Board.

1. Our approach to corporate governance

(a) Framework and approach to corporate governance and responsibility

The Board of Fatfish Group Limited ("the Company") is committed to maintaining the highest standards of corporate governance.

Corporate governance is about having a set of values that underpin the company's everyday activities - values that ensure fair dealing, transparency of actions, and protect the interest of stakeholders. The Board considers that corporate governance forms part of a broader framework of corporate responsibility and regulatory oversight.

In pursuing its commitment to best practice governance standards, the Board will continue to:

• review and improve its governance practices; and

• monitor global developments in best practice corporate governance.

(b) Compliance with ASX Corporate Governance Principles and Recommendations

The ASX Listing Rules require listed companies to include in their Annual Report a statement disclosing the extent to which they have followed the ASX Corporate Governance Principles and Recommendations in the reporting period.

Listed companies must identify the recommendations that have not been followed and provide reasons for the Company's decision.

This Governance Statement describes Fatfish Group Limited's governance practices and notes where they do not comply with the ASX Corporate Governance Principles and Recommendations and the reasons for non-compliance.

2. Date of this statement

This statement reflects our corporate governance policies and procedures as at 31 December 2020.

3. The Board of Directors

(a) Membership and expertise of the Board

The Board has a broad range of relevant financial experience and expertise to meet its objectives. The current Board composition, with details of individual Director's backgrounds, is set out in the Director's Report which is included in this Annual Report.

(b) Framework and approach to corporate governance and responsibility

The Board is accountable to shareholders for Fatfish Group Limited's performance. In summary, the Board's responsibilities include:

• providing strategic direction and approving corporate strategic initiatives;

• planning for Board and executive succession;

• selecting and evaluating future Directors and the Chief Executive Officer ("CEO");

• setting the CEO and Director remuneration within shareholder approved limits;

• approving budget and monitoring management and financial performance;

• considering and approving the Annual Financial Report (including the Directors' Declaration) and the interim and final financial statements;

• approving Fatfish Group Limited's risk management strategy, monitoring its effectiveness and maintaining a direct and ongoing dialogue with Fatfish Group Limited's auditors and regulators; and

• considering and reviewing the social and ethical impact of Fatfish Group Limited's activities, setting standards for social and ethical practices and monitoring compliance with Fatfish Group Limited's social responsibility policies and practices.

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 CORPORATE GOVERNANCE STATEMENT

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The Board would normally delegate to management the responsibility for:

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

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

• developing Fatfish Group Limited's annual budget, recommending it to the Board for approval and managing day-to-day operations within budget;

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

The current circumstances, however, require all these functions to be exercised by Board members or the Company Secretary. The Company does not currently have a performance evaluation method due to the current size and limited nature of operations.

(c) Board role and responsibility

The Board determines its size and composition, subject to the limits imposed by Fatfish Group Limited's Constitution. The Constitution requires a minimum of three and a maximum of ten Directors. In addition, at least two of the Directors shall ordinarily reside within Australia. Currently, the Board consists of four directors. The Board supports the principles of diversity. However, due to the size and scale of the Company's operations, it has no female representative on the Board at the present moment.

(d) The selection and role of the Chairman

The Chairman is selected by the Board from the non-executive Directors. The Chairman's role incudes:

• providing effective leadership on formulating the Board's strategy;

• representing the views of the Board to the public;

• ensuring that, when all Board members take office, they are fully briefed on the terms of their appointment, their duties and responsibilities;

• managing day-to-day operations in accordance with standards for social and ethical practices which have been set by the Board, ensuring that the Board meets at regular intervals throughout the year, and that minutes of meetings accurately record decisions taken and, where appropriate, the view of individual Directors;

• guiding the agenda and conduct of all Board meetings; and

• reviewing the performance of the Board of Directors.

The Company complies with the requirement that the Chairman be an independent director.

(e) Directors' Independence

The Board assesses each of the Directors against specific criteria to decide whether they are in a position to exercise independent judgement. Directors are considered to be independent if they are independent of management and free from any business or other relationship that could materially interfere with, or could reasonably be perceived to materially interfere with, the exercise of their unfettered and independent judgement. Materiality is assessed on a case-by-case basis by reference to each Director's individual circumstances rather than general materiality thresholds. In assessing independence, the Board considers whether the Director has a business or other relationship with Fatfish Group Limited, either directly, or as a partner, a shareholder or officer of a company or other company that has an interest, or a business or other relationship, with Fatfish Group Limited or another Fatfish Group Limited group member. Presently, the Board has two non-executive directors (out of a total of four) which meets this independence criteria.

(f) Avoidance of conflicts of interest by a Director

In accordance with the Corporations Act 2001, any Director with a material personal interest in a matter being considered by the Board must not be present when the matter is being considered and may not vote on the matter.

(g) Meetings of the Board and their conduct

Meetings of the Board happen when and as appropriate. Details of Board meetings held and attended are tabled in the Directors' Report, which forms part of this Annual Report.

(h) Succession planning

The Board plans succession of its own members taking into account the skills, experience and expertise required and currently represented, and Fatfish Group Limited's future direction. The Board is also responsible for CEO succession planning.

(i) Review of Board performance

The Board does not formally review its overall performance or the performance of individual Directors. The performance of nonexecutive Directors (including the Chairman) is not subject to any formal review process due to the current size of the Board. Fatfish Group Limited does not comply with ASX recommendations on this issue.

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 CORPORATE GOVERNANCE STATEMENT

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(j) Nomination and appointment of new Directors

Recommendations for nominations of new Directors are made by the Nomination Committee. Those nominated are assessed by the Board as a whole against a range of criteria including background, experience, professional skills, personal qualities, whether their skills and experience will augment the existing Board and their availability to commit themselves to the Board's activities. If the Board appoints a new Director during the year, that person will stand for election by shareholders at the next annual general meeting. Shareholders are provided with relevant information on the candidates for election.

(k) Retirement and re-election of Directors

Fatfish Group Limited's Constitution states that one-third of our Directors must retire each year. The maximum time that each Director can serve in any single term is three years. Any Director who has been appointed during the year must retired at the next annual general meeting. Eligible Directors who retire each year may offer themselves for re-election by shareholders at the next annual general meeting.

(l) Compulsory retirement of Directors

The Board has no limit on the number of terms of office which any Director may serve.

(m) Board access to information and advise

All Directors have unrestricted access to company records and information and receive regular detailed financial and operational reports. The Company Secretary provides Directors with ongoing guidance on issues such as corporate governance, Fatfish Group Limited's Constitution and the law. The Board collectively, and each Director individually, has the right to seek independent professional advice at Fatfish Group Limited's expense to help them carry out their responsibilities. While the Chairman's prior approval is needed, it may not be unreasonably withheld and, in its absence, Board approval may be sought.

(n) Securities trading policy

Directors and employees are subject to the Corporations Act restrictions on trading securities in the Company if they are in possession of inside information. This is regarded as any information that is non-public and, if it were public that a reasonable person would expect to have a material effect on the price of the Company's securities.

In addition, the Company has established a policy on the trading in Fatfish Group Limited's securities, which applies to all Directors and employees. Key aspects of this policy as follows:

• Directors and employees are encouraged to be long-term holders of the Company's securities and are discouraged from any short-term trading;

• Directors and employees may trade for 4 weeks following announcement of the annual results, half-year results and the annual general meeting, provided the market has been fully informed. However, a trading embargo of 2 days applies immediately after any significant announcement;

• Directors and employees need to ensure that the market is fully informed before they can trade and to protect themselves should discuss the intended share trading with the Chairman or Company Secretary; and

• Trading outside the four-week period is required to be approved by the Chairman, prior to any transaction occurring. Generally, if the market is fully informed, the approval will be granted.

Directors are required to notify the Company Secretary within 2 days of a change in their beneficial interest in the company's shares.

Directors' interest in the company's securities have not changed materially in the last 12 months.

4. Board committees

Board committees and membership

The Company does not currently have separate committees due to the current size and limited nature of operations. Fatfish Group Limited does not comply with ASX recommendations on Board Committees.

Directors have been paid a fixed remuneration in the past, however currently Australian resident director's fees are capped at $2,000 per month. Directors would in past years have been paid a directors fee for attending Board Meetings, as well as being able to claim for out-of-pocket expenses and any time spent on special issues.

Fatfish Group Limited's remuneration principle is that payments to non-executive Directors (as detailed in the Financial Statements) are fixed remuneration, reimbursement of expenses and time spent on specific issues. The executive Directors are paid for their executive duties at a negotiated rate in line with their qualifications and experience. Full details regarding remuneration are contained in the audited Remuneration Report in the Director's Report of the Annual Report.

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 CORPORATE GOVERNANCE STATEMENT

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5. Audit governance and independence

(a) Approach to audit governance

The Board is committed to these basic principles:

• Fatfish Group Limited must produce true and fair financial reports; and

• Its accounting methods are comprehensive and relevant and comply with applicable accounting rules and policies.

(b) Engagement and total of external auditor

Fatfish Group Limited's independent external auditors are Bentleys Audit & Corporate (WA) Pty Ltd.

(c) Discussions with external auditor or independence

The Board requires the external auditor to confirm that they have maintained their independence.

(d) Relationship with auditor

Fatfish Group Limited's current policies on employment and other relationships with our external auditor are:

• the audit partners and any audit firm employee on the Fatfish Group Limited's audit are prohibited from being an officer of Fatfish Group Limited;

• an immediate family member of an audit partner or any audit firm employee on the Fatfish Group Limited's audit is prohibited from being a Director or an officer in a significant position at Fatfish Group Limited;

• a former audit firm partner or employee on the Fatfish Group Limited' audit is prohibited from becoming a Director or officer in a significant position at Fatfish Group Limited for at least five years and after the five years, can have no continuing financial relationship with the audit firm;

• members of the audit team and firm are prohibited from having a business relationship with Fatfish Group Limited or any officer of Fatfish Group Limited unless the relationship is clearly insignificant to other parties;

• the audit firm, its partners, its employees of the Fatfish Group Limited's audit and their immediate family members are prohibited from having a direct or material indirect investment in Fatfish Group Limited;

• officers of Fatfish Group Limited are prohibited from receiving any remuneration from the audit firm;

• the audit firm is prohibited from having a financial interest in any Company with a controlling interest in Fatfish Group Limited; and

• the audit firm engagement team in any given year cannot include a person who had been an officer of Fatfish Group Limited during that year.

(e) Restrictions on non-audit services by external auditor

The external auditor is not restricted in the provision of non-audit services to Fatfish Group Limited except as required by the Corporations Act or the ASX Listing Rules.

(f) Attendance at Annual General Meeting

Fatfish Group Limited's external auditor attends the annual general meeting and is available to answer shareholder questions.

6. Controlling and managing risk

(a) Approach to risk management

Taking and managing risk are central to business and to building shareholder value. Fatfish Group Limited' approach is to identify, assess and control the risks which affect its business. The intention is to enable risks to be balanced against appropriate rewards. The risk management approach links Fatfish Group Limited's vision and values, objectives and strategies, procedures and training.

(b) Risk management roles and responsibilities

The Board is responsible for approving and reviewing Fatfish Group Limited's risk management strategy and policy. The Risk Oversight Committee is responsible for implementing the Board-approved risk management strategy and developing policies, controls, processes and procedures to identify and manage risks in all of Fatfish Group Limited's activities.

Fatfish Group Limited does not comply with ASX recommendations on these issues as it does not have a formal verifiable system of risk management or any employees to implement such a system as it does not view this to be appropriate at the current time. It relies on the oversight of the Directors and the various committees, together with the periodic verification of the external auditor.

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 CORPORATE GOVERNANCE STATEMENT

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(c) Company Secretarial assurance

The Board receives periodic reports about the financial condition and operational results of Fatfish Group Limited. The CEO periodically provide formal statements to the Board that in all material respects:

• the Company's periodic financial statements present a true and fair view of Fatfish Group Limited's financial condition and operational results for those reporting periods; and

• that risk management and internal compliance and control systems are sound, appropriate and operating efficiently and effectively.

7. Remuneration framework

(a) Overview

Director's remuneration is approved and fixed by shareholders. Fatfish Group Limited currently pays its Australian resident Directors and Company Secretary a fixed remuneration. These officers can claim reimbursement of out-of-pocket expenses incurred on behalf of Fatfish Group Limited and time spent on specific issues.

(b) Employee Share Options scheme

There are no Employee Share Options Schemes (ESOS) granted over un-issued shares to directors or executives as part of their remuneration. The issue of any options would require approval by shareholders.

8. Corporate responsibility and sustainability

(a) Approach to corporate responsibility and sustainability

Fatfish Group Limited's approach to corporate responsibility and sustainability is to manage its business in a way that produces positive outcomes for all stakeholders and maximises economic, social and environmental value simultaneously. In doing so, Fatfish Group Limited accepts that the responsibilities flowing from this go beyond both strict legal obligations and not just the financial bottom line. Transparency, the desire for fair dealing, and positive links into the community underpin our everyday activities and corporate responsibility practices.

(b) Code of conduct

Fatfish Group Limited' Board and management are committed to their Code of Conduct (Code) which is based on their core values and on the expectations of their clients, of shareholders and of the broader community.

The Code aims to promote a high level of professionalism and proved a benchmark for ethical and professional behaviour throughout the Company. It also promotes a healthy, respectful workplace and environment for all their employees.

At the same time, the Code aims to support their business reputation and corporate image within the wider community and make employees aware of the consequence they face if they breach the Code.

The ASX recommendations require that the Code of Conduct is reviewed periodically, specifically to reflect the ASX Corporate Governance Principles and Recommendations.

(c) Insider trading policy and trading in Fatfish Group Limited shares

The Company Secretary has responsibility for ensuring compliance with the continuous disclosure requirements of ASX Listing Rules, as well as overseeing and coordinating information disclosure to the ASX, analysts, brokers, shareholders, the media and the public.

Fatfish Group Limited is committed to giving all shareholders comprehensive and equal access to information about its activities, and to fulfil continuous disclosure obligations to the broader market. Fatfish Group Limited's policy is designed to ensure compliance with ASX Listing Rules continuous disclosure requirements. It ensures an information that a reasonable person would expect to have a material effect on the price of Fatfish Group Limited's securities is disclosed.

Fatfish Group Limited currently maintains its own website and relies on communication in this medium on the ASX Company Announcements platform carrying all the relevant information.

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 CORPORATE GOVERNANCE STATEMENT

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Compliance with ASX Corporation Governance Good Practice Recommendations

The table below outlines each of the ASX Best Practice Recommendations and the Company's compliance with those recommendations. The Company has adopted and substantially complies with ASX Corporate Governance Principles and Recommendations (Fourth Edition) to the extent appropriate to the size and nature of the Group's Operations.

Principles and Recommendations	Comply (Yes/No)	Note
Principle 1: Lay solid foundations for management and oversight
Recommendation 1.1 A listed entity should have and disclose a board charter setting out: (a) (b) the respective roles and responsibilities of its board and management; and those matters expressly reserved to the board and those delegated to management.	Yes
Recommendation 1.2 A listed entity should: (a) (b) undertake appropriate checks before appointing a director or senior executive or putting someone forward for election as a director; and provide security holders with all material information in its possession relevant to a decision on whether or not to elect or re-elect a director.	Yes
Recommendation 1.3 A listed entity should have a written agreement with each director and senior executive setting out the terms of their appointment.	Yes
Recommendation 1.4 The company secretary of a listed entity should be accountable directly to the board, through the chair, on all matters to do with the proper functioning of the board.	Yes
Recommendation 1.5 A listed entity should: (a) (b) (c) (i) (ii) (iii) (A) (B) either: the respective proportions of men and women on the board, in senior executive positions and across the whole workforce (including how the entity has defined “senior executive” for these purposes); or if the entity is a “relevant employer” under the Workplace Gender Equality Act, the entity’s most recent “Gender Equality Indicators”, as defined in and published under that Act. If the entity was in the S&P / ASX 300 Index at the commencement of the reporting period, the measurable objective for achieving gender diversity in the composition of its board should be to have not less than 30% of its directors of each gender within a specified period. have and disclose a diversity policy; through its board or a committee of the board set measurable objectives for achieving gender diversity in the composition of its board, senior executives and workforce generally; and disclose in relation to each reporting period: the measurable objectives set for that period to achieve gender diversity; the entity’s progress towards achieving those objectives; and	Yes
Recommendation 1.6 A listed entity should: (a) (b) have and disclose a process for periodically evaluating the performance of the board, its committees and individual directors; and disclose for each reporting period whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period.	No	1

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 CORPORATE GOVERNANCE STATEMENT

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Recommendation 1.7 A listed entity should: (a) (b) have and disclose a process for evaluating the performance of its senior executives at least once every reporting period; and disclose for each reporting period whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period.	No	2
Principle 2: Structure the Board to be effective and add value
Recommendation 2.1 The board of a listed entity should: (a) (i) (ii) (iii) (v) (vi) (b) have a nomination committee which: has at least three members, a majority of whom are independent directors; and is chaired by an independent director, and disclose: the charter of the committee; the members of the committee; and as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or if it does not have a nomination committee, disclose that fact and the processes it employs to address board succession issues and to ensure that the board has the appropriate balance of skills, knowledge, experience, independence and diversity to enable it to discharge its duties and responsibilities effectively.	No	3
Recommendation 2.2 A listed entity should have and disclose a board skills matrix setting out the mix of skills that the board currently has or is looking to achieve in its membership.	Yes
Recommendation 2.3 A listed entity should disclose: (a) (b) (c) the names of the directors considered by the board to be independent directors; if a director has an interest, position, affiliation or relationship of the type described in Box 2.3 but the board is of the opinion that it does not compromise the independence of the director, the nature of the interest, position or relationship in question and an explanation of why the board is of that opinion; and the length of service of each director.	Yes
Recommendation 2.4 A majority of the board of a listed entity should be independent directors.	Yes
Recommendation 2.5 The chair of the board of a listed entity should be an independent director and, in particular, should not be the same person as the CEO of the entity.	No	4
Recommendation 2.6 A listed entity should have a program for inducting new directors and for periodically reviewing whether there is a need for existing directors to undertake professional development to maintain the skills and knowledge needed to perform their role as directors effectively.	Yes
Principle 3: Instil a culture of acting lawfully, ethically and responsibly
Recommendation 3.1 A listed entity should articulate and disclose its values.	Yes
Recommendation 3.2 A listed entity should: (a) (b) (c) any other material breaches of that code that call into question the culture of the organisation. have and disclose a code of conduct for its directors, senior executives and employees; and ensure that the board or a committee of the board is informed of any material breaches of that code by a director or senior executive; and	Yes

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 CORPORATE GOVERNANCE STATEMENT

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Recommendation 3.3 A listed entity should: (a) (b) have and disclose a whistle-blower policy; and ensure that the board or a committee of the board is informed of any material incidents reported under that policy.	Yes
Recommendation 3.4 A listed entity should: (a) (b) have and disclose an anti-bribery and corruption policy; and ensure that the board or committee of the board is informed of any material breaches of that policy.	No	5
Principle 4: Safeguard the integrity of corporate reports
Recommendation 4.1 The board of a listed entity should: (a) (i) (ii) (iii) (v) (vi) (b) and disclose: the charter of the committee; the relevant qualifications and experience of the members of the committee; and in relation to each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or if it does not have an audit committee, disclose that fact and the processes it employs that independently verify and safeguard the integrity of its corporate reporting, including the processes for the appointment and removal of the external auditor and the rotation of the audit engagement partner. have an audit committee which: has at least three members, all of whom are non-executive directors and a majority of whom are independent directors; and is chaired by an independent director, who is not the chair of the board,	No	6
Recommendation 4.2 The board of a listed entity should, before it approves the entity’s financial statements for a financial period, receive from its CEO and CFO a declaration that, in their opinion, the financial records of the entity have been properly maintained and that the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the entity and that the opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively.	Yes
Recommendation 4.3 A listed entity should disclose its process to verify the integrity of any periodic corporate report it releases to the market that is not audited or reviewed by an external auditor.	Yes
Principle 5: Make timely and balanced disclosure
Recommendation 5.1 A listed entity should have and disclose a written policy for complying with its continuous disclosure obligations under listing rule 3.1.	Yes
Recommendation 5.2 A listed entity should ensure that its board receives copies of all material market announcements promptly after they have been made.	Yes
Recommendation 5.3 A listed entity that gives a new and substantive investor or analyst presentation should release a copy of the presentation materials on the ASX Market Announcements Platform ahead of the presentation.	Yes

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 CORPORATE GOVERNANCE STATEMENT

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Principle 6 - Respect the rights of security holders	Principle 6 - Respect the rights of security holders	Principle 6 - Respect the rights of security holders
Recommendation 6.1 A listed entity should provide information about itself and its governance to investors via its website.	Yes
Recommendation 6.2 A listed entity should have an investor relations program that facilitates effective two-way communication with investors.	Yes
Recommendation 6.3 A listed entity should disclose how it facilitates and encourages participation at meetings of security holders.	Yes
Recommendation 6.4 A listed entity should ensure that all substantive resolutions at a meeting of security holders are decided by a poll rather than by a show of hands.	Yes
Recommendation 6.5 A listed entity should give security holders the option to receive communications from, and send communications to, the entity and its security registry electronically.	Yes
Principle 7 - Recognise and manage risk
Recommendation 7.1 The board of a listed entity should: (a) (i) (ii) (iii) (v) (vi) (b) have a committee or committees to oversee risk, each of which: has at least three members, a majority of whom are independent directors; and is chaired by an independent director, and disclose: the charter of the committee; the members of the committee; and as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or if it does not have a risk committee or committees that satisfy (a) above, disclose that fact and the processes it employs for overseeing the entity’s risk management framework.	No	7
Recommendation 7.2 The board or a committee of the board should: (a) (b) disclose, in relation to each reporting period, whether such a review has taken place review the entity’s risk management framework at least annually to satisfy itself that it continues to be sound and that the entity is operating with due regard to the risk appetite set by the board; and	Yes
Recommendation 7.3 A listed entity should disclose: (a) (b) if it has an internal audit function, how the function is structured and what role it performs; or if it does not have an internal audit function, that fact and the processes it employs for evaluating and continually improving the effectiveness of its governance, risk management and internal control processes.	Yes
Recommendation 7.4 A listed entity should disclose whether it has any material exposure to environmental or social risks and, if it does, how it manages or intends to manage those risks.	Yes

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 CORPORATE GOVERNANCE STATEMENT

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Principle 8 - Remunerate fairly and responsibly	Principle 8 - Remunerate fairly and responsibly	Principle 8 - Remunerate fairly and responsibly
Recommendation 8.1 The board of a listed entity should: (a) (i) (ii) (iii) (v) (vi) (b) the charter of the committee; the members of the committee; and as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or if it does not have a remuneration committee, disclose that fact and the processes it employs for setting the level and composition of remuneration for directors and senior executives and ensuring that such remuneration is appropriate and not excessive. have a remuneration committee which: has at least three members, a majority of whom are independent directors; and is chaired by an independent director, and disclose:	No	8
Recommendation 8.2 A listed entity should separately disclose its policies and practices regarding the remuneration of non- executive directors and the remuneration of executive directors and other senior executives.	Yes
Recommendation 8.3 A listed entity which has an equity-based remuneration scheme should: (a) (b) have a policy on whether participants are permitted to enter into transactions (whether through the use of derivatives or otherwise) which limit the economic risk of participating in the scheme; and disclose that policy or a summary of it.	No	9

Note 1

The Board is responsible for evaluating the performance of the Board and individual Directors will be evaluated on an annual basis, with the aid of an independent advisor, if deemed required. The Company's Corporate Governance Plan requires the Board to disclose whether or not performance evaluations were conducted during the relevant reporting period with details of the performance evaluations conducted will be provided in the Company's Annual Report. No evaluation has taken place to the date of this report.

Note 2

The Company has not undertaken a performance evaluation of its senior executives noting that the Company currently does not employ any executives. Performance reviews will take place once senior executive roles are occupied.

Note 3

Due to the size and nature of the existing Board, the Company does not currently have a Nomination Committee. The full Board carries out the duties that would ordinarily be assigned to the Nomination Committee and the Board devotes time on an annual basis to discuss Board succession issues. All members of the Board are involved in the Company's nomination process, to the maximum extent permitted under the Corporations Act and ASX Listing Rules.

Note 4

The current Chairman of the Company, Mr Ki Wai Lau, is not deemed an independent director due to his indirect shareholdings in the Company via Fatfish Group Limited, of which he is an Executive Director.

Note 5

The Company does not currently operate under a documented Anti-bribery and corruption policy given the size, nature and geographical location of its operations.

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 CORPORATE GOVERNANCE STATEMENT

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Note 6

Due to the size and nature of the existing Board, the Company does not currently have a Audit Committee. The full Board carries out the duties that would ordinarily be assigned to the Audit Committee under the written terms of reference for that committee and annually to fulfilling the roles and responsibilities associated with maintaining the Company's internal audit function and arrangements with external auditors. All members of the Board are involved in the Company's audit function to ensure the proper maintenance of the entity and the integrity of all financial report.

Note 7

Due to the size and nature of the existing Board, the Company does not currently have a Risk Management Committee. The full Board carries out the duties that would ordinarily be assigned to the Risk Management Committee and devotes time annually to fulfilling the rules and responsibilities associated with overseeing risk and maintaining the entity's risk management framework and associated internal compliance and control procedures.

Note 8

Due to the size and nature of the existing Board, the Company does not currently have a Remuneration Committee. The full Board carries out the duties that would ordinarily be assigned to the Remuneration Committee and devotes time annually to fulfilling the rules and responsibilities associated with setting the level and composition of remuneration for Directors, ensuring that such remuneration is appropriate and not excessive.

Note 9

The Company does not currently have any equity based remuneration schemes in place.

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 DIRECTORS' REPORT

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The Directors of Fatfish Group Limited ("the Company") present their report on the consolidated entity ("the Group"), consisting of Fatfish Group Limited and the entities it controlled at the end of and during the financial year ended 31 December 2020.

General Information

Directors

The names and details of the Group's Directors in office during the financial year and until the date of this report are as follows:

Larry Gan has been active in commerce and community work over a span of four decades.

Dato' Larry Nyap Liou Gan

Chairman of four decades. Non-Executive Director He had a long association with Accenture with several global leadership Appointed 1 September 2014 roles, his last position as Managing Partner Asia and Managing Partner for the firm's multibillion dollar Venture Fund for Australasia. Over a career span of 26 years, he led the firm's growth in Asia; consulted for many large organisations around the world including the internal transformation of the Accenture business, and was regional lead for the firm's Strategy and eCommerce offerings.

Since his retirement in 2004, he has dedicated his time to Corporate Governance serving on the Minority Shareholders Watchdog Committee and as independent Chairman/Director on several public listed companies internationally. He was an independent director of Ambank Group, Maybank Investment Bank, Tanjong Limited, Hong Leong Assurance and Lotus Cars International. He is also very much involved in sports development and not for profit organisations.

Larry is presently a strategic investor in digital enterprises, and operates an extensive business network of entrepreneurs, consulting professionals and investment funds. He mentors start-ups and advocates disruptive business models. Alongside his investments, he assumes board roles in several publicly listed internet and technology companies. He served on the boards of Redtone International Berhad (Chairman), Diversified Gateway Solutions Berhad (Chairman), Omesti Berhad (CEO/MD), Prestariang Berhad and iProperty Limited. Today, he continues on the Boards of Cuscapi Berhad (Chairman), Rev Asia Berhad (Chairman), Fatfish Group Limited (Chairman), Graphene Nanochem Limited, 8Common Limited and Flexiroam Limited. Larry is a Certified Chartered Accountant (UK). Other current directorships of listed companies 8Common Limited (listed on ASX) Flexiroam Limited (listed on ASX) Tropicana Corporation Berhad (listed on Bursa Malaysia) Cloudaron Berhad (listed on Bursa Malaysia) Rev Asia Berhad - formerly known as Catcha Media Berhad (listed on Bursa Malaysia) - Chairman Graphene Nanochem PLC (listed on AIM) Former directorships of listed companies in last three years N/A

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 DIRECTORS' REPORT

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Kin Wai Lau Chief Executive Officer Executive Director Appointed 21 July 2014

Kin Wai is a well-recognised technology entrepreneur in Southeast Asia who founded his first technology company when he was 23 and has since taken three technology companies public.

Mr Lau began his career as the co-founder and Managing Director of Viztel Solutions Berhad ("Viztel"), a telecom and mobile Internet software start-up. By the age of 28, Mr Lau had led Viztel to IPO and was one of the youngest Managing Directors of a public company in Southeast Asia.

In 2007, Mr Lau co-founded Cellsafe Biotech Group, a regional biotechnology business group focussing on non-controversial technologies for harvesting and cryogenic preservation of stem cells. Cellsafe is now a leading stem cell bank network in Southeast Asia, with operations across

In 2008, Mr Lau led a takeover of the Oriented Media Group Berhad (Omedia), a publicly traded digital media company in Malaysia, of which he was later appointed its Executive Chairman.

Mr Lau was a scholar of a Malaysian government-controlled corporation and graduated with first class honours in engineering from the University of Manchester in the United Kingdom. He was also a faculty research staff an a PhD candidate at the Imperial College, London.

Mr Lau frequently supports entrepreneurial campaigns in colleges and universities and is a regular judge at innovation and start-up competitions in Singapore. Other current directorships of listed companies iCandy Interactive Limited (listed on ASX) Former directorships of listed companies in last three years N/A Donald Han Low Donald has worked in the corporate advisory and corporate finance sector Non-Executive Director with experience covering the whole business cycle, ranging from start-ups, Appointed 8 April 2008 business creation and exits via Initial Public Offerings (IPOs), Reverse Take Overs (RTO), Trade Sales and Mergers and Acquisitions (M&A). As part of all corporate restructurings, especially in distressed assets and business models, Donald takes a hands-on approach in the senior management of the companies post transactions. He has served as a Chief Executive Officer (CEO) and as director on boards of private and publicly listed companies in Asia, Australia and Europe with interests ranging from traditional business such as agriculture (oil palm plantations, etc.), logistics, finance, mining, manufacturing, food and service (A&W) to new economy businesses in TMT (Telecommunication, Media & Technology) space and the fast growing internet environment. Other current directorships of listed companies N/A Former directorships of listed companies in last three years iCandy Interactive Limited (resigned 1 April 2018)

Jeffrey Hua Yuen Tan Non-Executive Director Appointed 12 October 2011

Mr Tan has 16 years' experience in equities and derivatives markets and client portfolio advisory roles and has also facilitated resource and property projects in China and Vietnam. Mr Tan is a director of Fraden Projects Australia Pty Ltd, a company of foreign project management consultants that facilitated the development of the USD 300 million Yen SO Project with the local government and Gamuda Berhad. As a Director, Mr Tan has also facilitated the acquisitions and development of private ventures in China's Heilongjiang and Jilin Provinces. Other current directorships of listed companies N/A Former directorships of listed companies in last three years N/A

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 DIRECTORS' REPORT

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Company Secretary

Mr Andrew Draffin and Ms Jiahui Lan was appointed as Joint Company Secretary on 1 April 2018.

Andrew is a director of the accounting firm DW Accounting & Advisory Pty Ltd. He holds a Bachelor of Commerce and is a member of the Chartered Accountants Australia and New Zealand. Andrew is a Director, Chief Financial Offer and Company Secretary of listed, unlisted and private companies across a broad range of industries. His focus is on financial reporting, treasury management, management accounting and corporate services, areas where he has gained over 19 years experience.

Jiahui is a director of the accounting firm DW Accounting & Advisory Pty Ltd. She holds a Bachelor of Business (Accounting). Jiahui is a Director and Company Secretary of listed, unlisted and private companies across a range of industries. Her focus is on financial reporting, management accounting and corporate services, areas where she has gained over 11 years experience.

Shareholdings of directors and other key management personnel

The interest of each Director and other key management personnel, directly and indirectly, in the shares and options of the Company at the date of this report are as follows:

of this report are as follows:
	31 December	2020	31 December 2019
	Ordinary Shares	Share Options	Ordinary Shares	Share Options
Dato' Larry Nyap Liou Gan*	117,458,557	-	117,458,557	-
Kin Wai Lau	30,709,609	-	30,709,609	-
Donald Han Low	-	-	-	-
Jeffrey Hua Tan	-	-	-	-

• Dato' Larry Nya Liou Gan holds 41,059,207 ordinary shares via Planetbiz Investments Limited.

Interest in Contracts

None of the above directors have any personal interest in the contracts entered by Fatfish Group Limited or its controlled entities other than those mentioned above and in Note 26 - Related Party Transactions.

Meetings of Directors

During the financial year, 4 meetings of directors (including circular resolutions) were held.

Attendances by each directors during the year were as follows:

Dato' Larry Nyap Liou Gan Kin Wai Lau Donald Han Low Jeffrey Hua Tan	Directors' Meetings	Directors' Meetings
	Number eligible to attend	Number attended
	2 2 2 2	2 2 2 2

CORPORATE INFORMATION

Corporate Structure

Fatfish Group Limited is a company limited by shares that is incorporated and domiciled in Australia. Fatfish Group Limited has prepared a consolidated financial report incorporating Fatfish Group Limited and its subsidiaries, which it controlled during the financial year and are included in the financial statements.

Principle Activities and Significant Changes in Nature of Activities

The principal activity of the consolidated entity during the year was the investment in tech and internet companies.

Fatfish Group Limited is an Internet venture investment firm - a first of its kinds to list on the ASX. Operating dual headquarters in Singapore and Melbourne, Fatfish Group Limited focuses on growth Internet markets, building Internet ventures with the potential to scale globally through its "Seed-to-Exit" approach.

Fatfish Group Limited enhances value of investee companies through its capital, network and resources, offering unique opportunities to investors to invest in diversified portfolio of early-stage and growth-stage internet businesses.

Fatfish Group Limited focuses on emerging global technology trends, specifically, the Company has been investing strategically across various sectors of Group, fintech and consumer internet technologies.

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 DIRECTORS' REPORT

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Review of Operations

The consolidated profit for the twelve month period ended 31 December 2020 was $44,491. (2019 loss: $14,132,460).

The net assets of the Group as at 31 December 2020 was $18,093,908. (31 December 2019: $11,553,028).

Against the challenges the world faced due to the unprecedented Covid-19 pandemic, the Group has maintained its focus in executing its business strategy to improve shareholders’ return.

With changing consumer habits due to the Covid-19 pandemic, the Group believes that the fintech sector which it is heavily invested in will outperform. Currently, the Group has 19.9% direct stake and 58.8% indirect stake via 50.1% subsidiary, Abelco Investment Group AB in Singapore-based BNPL provider Smartfunding Pte Ltd and 53.4% indirect stake in Malaysian based insurtech company, Fatberry Sdn Bhd via 50.1% subsidiary, Abelco Investment Group AB.

Change in accounting treatment

Subsequent to the completion of the merger Fatfish Global Venture AB (“FGV”) with Swedish listed Abelco Investment Group AB (publ) (“Abelco”), the Group now owns 50.1% of Abelco which in turn owns 100% of FGV. Under this new corporate structure, the Group no longer consolidates FGV and its subsidiaries (including iSecrets AB), which contributed to a drop the Group’s revenue.

The Group will mark to market its investment in Abelco based on the share price of Abelco.

Operating Results

The consolidated profit for the twelve month period ended 31 December 2020 was $44,491. (2019 loss: $14,132,460).

Dividend Paid or Recommended

No dividends in respect to the current financial year have been paid, declared or recommended for payment.

Financial Position

The net assets of the Group have increased $6,540,880 from $11,553,028 as at 31 December 2019 to $18,093,908 as at 31 December 2020.

Capital Raising and Capital Structure

As at 31 December 2020, the Company has 928,643,554 fully paid ordinary shares. During the year, a total of 115,078,243 fully paid ordinary shares were issued. Please refer to Note 21 - Issued capital for further details.

Summary of Options on Issue

Issuing entity	Issue Date	Number of shares	Class of shares	Exercise Price	Expiry Date
		under option
Fatfish Group Limited	25 Jun 2018	33,089,999	Unlisted options	$0.045	25 Jun 2021
Fatfish Group Limited	6 Dec 2018	5,000,000	Unlisted options	$0.045	6 Dec 2021

Option holders do not have any rights to participate in any issues or other interest in the company or any other entity.

For details of options issued to directors and executives as remuneration, refer to Remuneration Report.

There have been no shares issued since the end of the financial year from the exercise of options.

Events after the Reporting Period

On 5 February 2021, the Company's subsidiary, iCandy Interactive Limited announced it entered into a conditional Share Sale Agreement with Swedish incorporated RidghtBridge Ventures AB to dispose of its 100% subsidiary, iCandy Digital pte Ltd. This transaction is subjected to Shareholders approval under Listing Rule 11.4.

On 17 February 2021, the Company invested a further $293,000 (RM 919,960) in its subisidary, Fatberry Sdn Bhd.

On 18 February 2021, the Company announced its subsidiary, Smartfunding Pte Ltd had successfully launched its Buy-Now-Pay-Later Platform.

On 22 February 2021, 9,873,333 fully paid ordinary shares were issued following the exercise of 9,873,333 unlisted options with an exercise price of $0.045, raising a total of $444,300.

On 23 February 2021, the Company exercised 360,000 options in Abelco Investment Group AB. The exercise price is SEK 0.12. The Company paid a total of SEK 3,000,000 (AUD $486,370).

On 12 March 2021, 333,333 fully paid ordinary shares were issued following the exercise of 333,333 unlisted options with an exercise price of $0.045, raising a total of $15,000.

As at the date of this report, the Company's holdings in its subsidiary Abelco Investment Group AB and iCandy Interactive Limited is valued at $10,525,159 and $500,000 respectively. (31 December 2020: $11,236,746 and $625,000 respectively)

Future Developments, Prospects and Business Strategies

Disclosure of information regarding likely developments in the operations of the Group in future financial years and the expected results of those operations are likely to result in unreasonable prejudice to the Group. Accordingly, this information has not been disclosed in this report.

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 DIRECTORS' REPORT

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Environmental Issues

The Group's operations are not regulated by any significant environmental regulation under a law of the Commonwealth or of a State or Territory.

Indemnifying Officers or Auditor

An indemnity have been given by the company in favour of the directors to the extent that the Corporations Act 2001 allows. No payment or agreement have been given in relation to a premium in respect of a contract insuring against a liability incurred as an officer for the costs or expenses to defend legal proceedings.

The company was not a party to any such proceedings during the year.

Non-Audit services

There were no non-audit services provided by auditor during the period.

Auditor's Independence Declaration

The lead auditor's independence declaration for the year ended 31 December 2020 has been received and can be found on page 18 of the Financial Report.

REMUNERATION REPORT - AUDITED

This remuneration report, which forms part of the Director's report ,sets out information about the remuneration of the Group's Directors and other key management personnel for the year ended 31 December 2020. The prescribed details for each person covered by this report are detailed below.

Details of directors and other key management personnel

Directors and other key management personnel of the Group during and since the end of the financial year were as follows:

Name (current directors) Position held Dato' Larry Nyap Liou Gan Non-Executive Chairman Kin Wai Lau Chief Executive Officer and Executive Officer Donald Han Low Non-Executive Director Jeffrey Hua Tan Non-Executive Director

Remuneration policy

Remuneration levels are competively set to attract the most qualified and experienced Directors and Senior Executives. The Board may obtain independent advice on the appropriateness of remuneration packages.

There are no schemes for retirement benefits.

The Directors are reimbursed for expenses incurred by them in the course of their duties as directors of the Company. There is no link between the provision of any non-monetary benefits and performance of the company.

The Group's earnings and movement in shareholder's wealth for five years to 31 December 2020 are detailed in the following table.

	31 December 2020	31 December 2019	31 December 2018	31 December 2017	31 December 2016
	$	$	$	$	$
Revenue	659,120	2,745,601	3,837,100	1,386,554	1,082,789
Net (loss)/profit before tax	44,491	(14,132,460)	(21,940,839)	1,848,819	22,778,040
Net (loss)/profit after tax	44,491	(14,132,460)	(21,940,839)	1,840,484	22,778,040
Share price at start of year	$0.010	$0.016	$0.079	$0.040	$0.040
Share price at end of year	$0.036	$0.010	$0.016	$0.079	$0.040
Dividends paid	-	-	-	-	-
Basic (loss)/earnings per	0.26	(1.73)	(3.58)	0.66	14.03
share

Key management personnel remuneration policy

The key management personnel of the company are represented by the directors and company secretary. The key management personnel remuneration is therefore the same as the directors' remuneration policy.

Dato' Larry Nyap Liou Gan Kin Wai Lau Donald Han Low Jeffrey Hua Tan	Position Held as at 31 December 2020 and any change during the year Contract details (duration & termination)
	Non-Executive Chairman No fixed term Chief Executive Officer and Executive Director No fixed term Non-Executive Director No fixed term Non-Executive Director No fixed term

16

FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 DIRECTORS' REPORT

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2020 Dato' Larry Nyap Liou Gan Kin Wai Lau Donald Han Low Jeffrey Hua Tan 2019 Dato' Larry Nyap Liou Gan Kin Wai Lau Donald Han Low Jeffrey Hua Tan Anthony Mackay (resigned 12 March 2019)	Salaries, fees and leave Shares, Options/Incentive Superannuation Total $ $ $ $ 31,522 - - 31,522 88,263 - - 88,263 24,000 - - 24,000 12,000 - - 12,000
	155,785 - - 155,785
	Salaries, fees and leave Shares, Options/Incentive Superannuation Total $ $ $ $ 31,636 - - 31,636 151,853 - - 151,853 24,000 - - 24,000 12,000 - - 12,000 - - - -
	219,489 - - 219,489

No post-employment benefits were paid to the directors. The directors do not participate in any incentive programs.

KMP Shareholdings

The number of ordinary shares in Fatfish Group Limited held by each KMP of the Group during the financial year are as follows:

	Balance at beginning	Granted as	Issued on Exercise of	Other Changes	Balance at year
	of year	Remuneration during	Options During the	during the year	end
		the year	year
Dato' Larry Nyap Liou Gan	117,458,557	-	-	-	117,458,557
Kin Wai Lau	30,709,609	-	-	-	30,709,609
Donald Han Low	-	-	-	-	-
Jeffrey Hua Tan	-	-	-	-	-
The number of unlisted options in Fatfish Group Limited held by each KMP of the Group during the financial year are as					follows:
	Balance at beginning	Granted as	Issued on Exercise of	Other Changes	Balance at year
	of year	Remuneration during	Options During the	during the year	end
		the year	year
Dato' Larry Nyap Liou Gan1	-	-	-	-	-
Kin Wai Lau2	-	-	-	-	-
Donald Han Low	-	-			-
Jeffrey Hua Tan	-	-	-	-	-

Share options granted to directors and executives

No shares or options were granted to Directors or Executives during the year.

Other transactions and balances with Key Management Personnel:

There were no transactions with Key Management Personnel during the year.

This concludes the remuneration report, which has been audited.

The Directors' Report, incorporating the Remuneration Report, is signed in accordance with a resolution of the Board of Directors made pursuant to s.298(2) of the Corporations Act 2001.

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Mr Kin Wai Lau Director Dated 31 March 2021

17

To The Board of Directors

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

As lead audit partner for the audit of the financial statements of Fatfish Group Limited for the financial year ended 31 December 2020, I declare that to the best of my knowledge and belief, there have been no contraventions of:

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

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

Yours faithfully BENTLEYS MARK DELAURENTIS CA Chartered Accountants Partner

Dated at Perth this 31[st] day of March 2021

FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2020

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Note Continuing operations Revenue 3 Cost of sales Gross profit Other income/(expenses) 4 Loss on deemed disposal of subsidiaries Unrealised gain/(loss) on investments at fair value Unrealised gain/(loss) in fair value of intangibles Employee benefits expense Depreciation and amortisation expense Impairment expense 17 Administration expenses 4 Marketing expenses Listing and filing fees Occupancy expenses Finance costs Profit before income tax Tax expense 5 Net Profit from continuing operations Other comprehensive income: Items that will not be reclassified subsequently to profit or loss: Investments in equity instruments designated as Fair Value - OCI, net of tax Items that may be reclassified subsequently to profit or loss when specific conditions are met: Foreign currency translation reserve recycled on deemed disposal of subsidiaries Exchange differences on translating foreign operations, net of tax Total other comprehensive income/(loss) for the year Total comprehensive income for the year Net profit attributable to: Owners of the parent entity Non-controlling interest Total comprehensive income attributable to: Members of the parent entity Non-controlling interest Earnings per share From continuing and discontinued operations: Basic earnings per share (cents) 8 Diluted earnings per share (cents) 8	2020 2019 $ $ 659,120 2,745,601 (510,905) (1,629,113) Group
	148,215 1,116,488 (12,676) 370,693 (193,335) - 1,944,985 (10,601,330) 244,892 (23,118) (142,101) (821,320) (330,998) (386,400) (1,012,050) (1,679,354) (374,265) (1,304,017) (18,019) 7,406 (76,465) (120,449) (132,023) (349,376) (1,669) (341,683)
	44,491 (14,132,460) - -
	44,491 (14,132,460)
	- (8,480,410) (2,511,497) - 77,593 117,594
	(2,433,904) (8,362,816)
	(2,389,413) (22,495,276)
	2,163,543 (11,858,216) (2,119,052) (2,274,244)
	44,491 (14,132,460)
	(303,780) (20,476,624) (2,085,633) (2,018,652)
	(2,389,413) (22,495,276)
	0.26 (1.73) 0.25 (1.73)

The accompanying notes form part of these financial statements.

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FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2020

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Note ASSETS CURRENT ASSETS Cash and cash equivalents 9 Trade and other receivables 10 Inventories 11 Other financial assets 13 Other assets 17 TOTAL CURRENT ASSETS NON-CURRENT ASSETS Financial Assets - Fair value OCI 12 Other financial assets 13 Property, plant and equipment 15 Investments at fair value through profit or loss 14 Intangible assets 16 Other non-current assets 17 Right-of-use assets 31 TOTAL NON-CURRENT ASSETS TOTAL ASSETS LIABILITIES CURRENT LIABILITIES Trade and other payables 18 Lease liabilities 31 Borrowings 19 Other financial liabilities 20 TOTAL CURRENT LIABILITIES NON-CURRENT LIABILITIES Lease liabilities 31 Borrowings 19 TOTAL NON-CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Issued capital 21 Reserves 29 Retained earnings Equity attributable to owners of the parent entity Non-controlling interest TOTAL EQUITY	2020 2019 $ $ 1,064,740 596,472 265,853 353,031 - 130,989 999,158 845,069 24,416 53,421 Group
	2,354,167 1,978,982
	- 2,782,785 3,536,472 - 582,367 879,313 12,406,696 8,487,135 156,337 532,573 8,441 1,180,372 92,503 39,776
	16,782,816 13,901,954
	19,136,983 15,880,936
	281,900 1,063,951 58,233 40,459 - 387,593 668,304 2,783,851
	1,008,437 4,275,854
	34,638 - - 52,054
	34,638 52,054
	1,043,075 4,327,908
	18,093,908 11,553,028
	40,995,300 39,159,136 (835,417) (5,112,673) (21,614,794) (24,127,887)
	18,545,089 9,918,576 (451,181) 1,634,452
	18,093,908 11,553,028

The accompanying notes form part of these financial statements.

20

FATFISH BLOCKCHAIN LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2020

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					Reserves
	Note	Ordinary	Retained	Foreign	Option	Financial	Subtotal	Non-	Total
		Share Capital	Earnings	Currency	Reserve	Assets		controlling
				Translation		Reserve		interests
				Reserve
		$	$	$	$	$	$	$	$
Consolidated Group
Balance at 1 January 2019		36,248,763	(12,269,671)	2,083,638	398,593	1,023,504	27,484,827	3,653,104	31,137,931
Comprehensive income
Loss for the year		-	(11,858,216)	-	-	-	(11,858,216)	(2,274,244)	(14,132,460)
Other comprehensive income for the year	29(i)	-	-	(137,998)	-	(8,480,410)	(8,618,408)	255,592	(8,362,816)
Total comprehensive income for the year		-	(11,858,216)	(137,998)	-	(8,480,410)	(20,476,624)	(2,018,652)	(22,495,276)
Transactions with owners, in their capacity as owners, and
other transfers
Shares issued during the year	21	2,952,373	-	-	-	-	2,952,373	-	2,952,373
Transaction costs net of tax		(42,000)	-	-	-	-	(42,000)	-	(42,000)
Total transactions with owners and other transfers		2,910,373	-	-	-	-	2,910,373	-	2,910,373
Balance at 31 December 2019		39,159,136	(24,127,887)	1,945,640	398,593	(7,456,906)	9,918,576	1,634,452	11,553,028
Balance at 1 January 2020		39,159,136	(24,127,887)	1,945,640	398,593	(7,456,906)	9,918,576	1,634,452	11,553,028
Comprehensive income
Profit for the year		-	2,163,543	-	-	-	2,163,543	(2,119,052)	44,491
Other comprehensive income for the year	29(i)	-	-	(2,467,323)	-	-	(2,467,323)	33,419	(2,433,904)
Total comprehensive income for the year		-	2,163,543	(2,467,323)	-	-	(303,780)	(2,085,633)	(2,389,413)
Transactions with owners, in their capacity as owners, and
other transfers
Shares issued during the year	21	2,082,668	-	-	-	-	2,082,668	-	2,082,668
Transaction costs net of tax		(95,281)	-	-	-	-	(95,281)	-	(95,281)
Shares bought back during the year		(151,223)	-	-	-	-	(151,223)	-	(151,223)
Expiry of options		-	349,550	-	(349,550)	-	-	-	-
Derecognition of subsidiaries upon deemed disposal of subsidiaries	29(i)	-	-	-	-	7,094,129	7,094,129	-	7,094,129
Total transactions with owners and other transfers		1,836,164	349,550	-	(349,550)	7,094,129	8,930,293	-	8,930,293
Balance at 31 December 2019		40,995,300	(21,614,794)	(521,683)	49,043	(362,777)	18,545,089	(451,181)	18,093,908

The accompanying notes form part of these financial statements.

21

FATFISH GROUP LIMITED AND CONTROLLED ENTITIES ABN: 88 004 080 460 CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers Interest received Payments to suppliers and employees Net cash generated by operating activities 24a CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from sale of investments Loans to related parties: - payments made - proceeds from repayments Net cash deconsolidated on deemed disposal of subsidiary Purchase of property, plant and equipment Net cash (used in)/generated by investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issue of shares Proceeds from exercise of options Proceeds from issue of convertible notes Share buy-back payment Payments for capital raising costs Payments of lease liabilities Proceeds from borrowings Repayments of borrowings Net cash provided by (used in) financing activities Net increase in cash held Cash and cash equivalents at beginning of financial year Effect of exchange rates on cash holdings in foreign currencies Cash and cash equivalents at end of financial year 9	2020 2019 $ $ 703,781 2,256,811 1,045 1,851 (1,027,450) (4,080,380) Group
	(322,624) (1,821,718)
	- 343,673 (297,682) (577,808) - 220,016 36,856 - (159,603) (475,402)
	(420,429) (489,521)
	1,525,000 - - 1,313,833 - 1,539,014 (151,223) - (95,281) (42,000) (72,205) (68,865) - 9,040 - (173,668)
	1,206,291 2,577,354
	463,238 266,115 596,472 336,838 5,030 (6,481)
	1,064,740 596,472

The accompanying notes form part of these financial statements.

22

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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These consolidated financial statements and notes represent those of Fatfish Group Limited and Controlled Entities ("Group").

The financial statements were authorised for issue on 31 March 2021 by the directors of the company.

Note 1 Summary of Significant Accounting Policies

Basis of Preparation

These general purpose consolidated financial statements have been prepared in accordance with the Corporations Act 2001, Australian Accounting Standards and Interpretations of the Australian Accounting Standards Board and in compliance with International Financial Reporting Standards as issued by the International Accounting Standards Board. The Group is a for-profit entity for financial reporting purposes under Australian Accounting Standards. Material accounting policies adopted in the preparation of these financial statements are presented below and have been consistently applied unless stated otherwise.

Except for cash flow information, the financial statements have been prepared on an accrual basis and are based on historical costs, modified, where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities.

(a) Principles of Consolidation

The consolidated financial statements incorporate all of the assets, liabilities and results of Fatfish Group Limited and all of the subsidiaries (including any structured entities). Subsidiaries are entities the Parent controls. The Parent controls the entity when it 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 over the entity. A list of subsidiaries is provided in Note 14.

The assets, liabilities and results of all subsidiaries are fully consolidated into the financial statements of the Group from the date on which control is obtained by the Group. The consolidation of a subsidiary is discontinued from the date that control ceases. Inter-company transactions, balances and unrealised gains or losses on transactions between Group entities are fully eliminated on consolidation. Accounting policies of subsidiaries have been changed and adjustments made where necessary to ensure uniformity of the accounting policies adopted by the Group.

Equity interests in a subsidiary not attributable, directly or indirectly, to the Group are presented as "non-controlling Interests". The Group initially recognises non-controlling interests that are present ownership interests in subsidiaries and are entitled to a proportionate share of the subsidiary’s net assets on liquidation at either fair value or the non-controlling interests’ proportionate share of the subsidiary’s net assets. Subsequent to initial recognition, non-controlling interests are attributed their share of profit or loss and each component of other comprehensive income. Non-controlling interests are shown separately within the equity section of the statement of financial position and statement of comprehensive income.

Business Combinations

Business combinations occur where an acquirer obtains control over one or more businesses.

A business combination is accounted for by applying the acquisition method, unless it is a combination involving entities or businesses under common control. The business combination will be accounted for from the date that control is obtained, whereby the fair value of the identifiable assets acquired and liabilities (including contingent liabilities) assumed is recognised (subject to certain limited exemptions).

When measuring the consideration transferred in the business combination, any asset or liability resulting from a contingent consideration arrangement is also included. Subsequent to initial recognition, contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for within equity. Contingent consideration classified as an asset or liability is remeasured each reporting period to fair value, recognising any change to fair value in profit or loss, unless the change in value can be identified as existing at acquisition date.

All transaction costs incurred in relation to business combinations, other than those associated with the issue of a financial instrument, are recognised as expenses in profit or loss when incurred.

The acquisition of a business may result in the recognition of goodwill or a gain from a bargain purchase.

Goodwill

Goodwill is carried at cost less any accumulated impairment losses. Goodwill is calculated as the excess of the sum of:

(i) the consideration transferred at fair value;

(ii) any non-controlling interest (determined under either fair value or proportionate interest method); and

(iii) the acquisition date fair value of any previously held equity interest;

over the acquisition date fair value of any identifiable assets acquired and liabilities assumed.

The acquisition date fair value of the consideration transferred for a business combination plus the acquisition date fair value of any previously held equity interest shall form the cost of the investment in the separate financial statements.

Changes in the Group's ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Group's interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributed to owners of the Group.

When the Group loses control of a subsidiary, a gain or loss is recognised in profit or loss and is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and any non-controlling interests. All amounts previously recognised in other comprehensive income in relation to that subsidiary are accounted for as if the Group had directly disposed of the related assets or liabilities of the subsidiary (i.e. reclassified to profit or loss or transferred to another category of equity as specified/permitted by applicable AASB Accounting Standards). The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting under AASB 9: Financial Instruments, when applicable, the cost on initial recognition of an investment in an associate or a joint venture.

23

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 1: Summary of Significant Accounting Policies (continued)

The amount of goodwill recognised on acquisition of each subsidiary in which the Group holds less than 100% interest will depend on the method adopted in measuring the non-controlling interest. The Group can elect in most circumstances to measure the non-controlling interest in the acquiree either at fair value (full goodwill method) or at the non-controlling interest's proportionate share of the subsidiary's identifiable net assets (proportionate interest method). In such circumstances, the Group determines which method to adopt for each acquisition and this is stated in the respective note to the financial statements disclosing the business combination.

Under the full goodwill method, the fair value of the non-controlling interest is determined using valuation techniques which make the maximum use of market information where available.

Refer to Note 14 for information on the goodwill policy adopted by the Group for acquisitions.

Goodwill on acquisitions of subsidiaries is included in intangible assets. Goodwill on acquisition of associates is included in investments in associates.

Goodwill is tested for impairment annually and is allocated to the Group's cash-generating units or groups of cash-generating units, representing the lowest level at which goodwill is monitored and not larger than an operating segment. Gains and losses on the disposal of an entity include the carrying amount of goodwill related to the entity disposed of.

(b) Income Tax

The income tax expense (income) for the year comprises current income tax expense (income) and deferred tax expense (income).

Current income tax expense charged to profit or loss is the tax payable on taxable income for the current period. Current tax liabilities (assets) are measured at the amounts expected to be paid to (recovered from) the relevant taxation authority using tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well as unused tax losses. Current and deferred income tax expense (income) is charged or credited outside profit or loss when the tax relates to items that are recognised outside profit or loss or arising from a business combination.

Except for business combinations, no deferred income tax is recognised from the initial recognition of an asset or liability, where there is no effect on accounting or taxable profit or loss.

Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled and their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the related asset or liability. With respect to non-depreciable items of property, plant and equipment measured at fair value and items of investment property measured at fair value, the related deferred tax liability or deferred tax asset is measured on the basis that the carrying amount of the asset will be recovered entirely through sale. When an investment property that is depreciable is held by the entity in a business model whose objective is to consume substantially all of the economic benefits embodied in the property through use over time (rather than through sale), the related deferred tax liability or deferred tax asset is measured on the basis that the carrying amount of such property will be recovered entirely through use.

Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised.

Where temporary differences exist in relation to investments in subsidiaries, branches, associates, and joint ventures, deferred tax assets and liabilities are not recognised where the timing of the reversal of the temporary difference can be controlled and it is not probable that the reversal will occur in the foreseeable future.

(c) Fair Value of Assets and Liabilities

The Group measures some of its assets and liabilities at fair value on either a recurring or non-recurring basis, depending on the requirements of the applicable accounting standard.

Fair value is the price the Group would receive to sell an asset or would have to pay to transfer a liability in an orderly (i.e. unforced) transaction between independent, knowledgeable and willing market participants at the measurement date.

As fair value is a market-based measure, the closest equivalent observable market pricing information is used to determine fair value. Adjustments to market values may be made having regard to the characteristics of the specific asset or liability. The fair values of assets and liabilities that are not traded in an active market are determined using one or more valuation techniques. These valuation techniques maximise, to the extent possible, the use of observable market data.

To the extent possible, market information is extracted from either the principal market for the asset or liability (i.e. the market with the greatest volume and level of activity for the asset or liability) or, in the absence of such a market, the most advantageous market available to the entity at the end of the reporting period (i.e. the market that maximises the receipts from the sale of the asset or minimises the payments made to transfer the liability, after taking into account transaction costs and transport costs).

For non-financial assets, the fair value measurement also takes into account a market participant’s ability to use the asset in its highest and best use or to sell it to another market participant that would use the asset in its highest and best use.

The fair value of liabilities and the entity’s own equity instruments (excluding those related to share-based payment arrangements) may be valued, where there is no observable market price in relation to the transfer of such financial instruments, by reference to observable market information where such instruments are held as assets. Where this information is not available, other valuation techniques are adopted and, where significant, are detailed in the respective note to the financial statements.

24

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 1: Summary of Significant Accounting Policies (continued)

(d) Inventories

Inventories are measured at the lower of cost and net realisable value. The cost of manufactured products includes direct materials, direct labour and an appropriate proportion of variable and fixed overheads. Overheads are applied on the basis of normal operating capacity. Costs are assigned on the basis of weighted average costs. Refer to Note 1(ad) for further details on changes in accounting policy.

(e) Property, Plant and Equipment

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

Property

Freehold land and buildings are carried at their fair value (being the amount for which an asset could be exchanged between knowledgeable willing parties in an arm's length transaction), based on periodic, but at least triennial, valuations by external independent valuers, less accumulated impairment losses and accumulated depreciation for buildings.

Increases in the carrying amount arising on revaluation of land and buildings are credited to a revaluation surplus in equity. Decreases that offset previous increases of the same asset are recognised against revaluation surplus directly in equity; all other decreases are recognised in profit or loss.

Any accumulated depreciation at the date of revaluation is eliminated against the gross carrying amount of the asset and the net amount is restated to the revalued amount of the asset.

Plant and equipment

Plant and equipment are measured on the cost basis and therefore carried at cost less accumulated depreciation and any accumulated impairment. In the event the carrying amount of plant and equipment is greater than the estimated recoverable amount, the carrying amount is written down immediately to the estimated recoverable amount and impairment losses are recognised either in profit or loss. A formal assessment of recoverable amount is made when impairment indicators are present (refer to Note 1(k) for details of impairment).

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

The cost of fixed assets constructed within the consolidated group includes the cost of materials, direct labour, borrowing costs and an appropriate proportion of fixed and variable overheads.

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

Depreciation

The depreciable amount of all fixed assets including buildings and capitalised leased assets, but excluding freehold land, is depreciated on a straightline basis over the asset's useful life to the Group commencing from the time the asset is held ready for use. Leasehold improvements are depreciated over the shorter of either the unexpired period of the lease or the estimated useful lives of the improvements.

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

Class of Fixed Asset	Depreciation Rate
Leasehold improvements	20-33%
Plant and equipment	20%
Furniture and fittings	20%
Computer equipment	20%
Motor Vehicle	20%

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.

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.

Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are recognised in profit or loss in the period in which they arise. Gains shall not be classified as revenue. When revalued assets are sold, amounts included in the revaluation surplus relating to that asset are transferred to retained earnings.

25

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 1: Summary of Significant Accounting Policies (continued)

(f) Leases (the Group as lessee)

The Group as lessee

At inception of a contract, the Group assesses if the contract contains or is a lease. If there is a lease present, a right-of-use asset and a corresponding lease liability is recognised by the Group where the Group is a lessee. However, all contracts that are classified as short-term leases (ie a lease with a remaining lease term of 12 months or less) and leases of low- value assets are recognised as an operating expense on a straightline basis over the term of the lease.

Initially, the lease liability is measured at the present value of the lease payments still to be paid at commencement date. The lease payments are discounted at the interest rate implicit in the lease. If this rate cannot be readily determined, the Group uses the incremental borrowing rate.

Lease payments included in the measurement of the lease liability are as follows:

• fixed lease payments less any lease incentives;

• variable lease payments that depend on an index or rate, initially measured using the index or rate at the commencement date;

• the amount expected to be payable by the lessee under residual value guarantees;

• the exercise price of purchase options, if the lessee is reasonable certain to exercise the options;

• lease payments under extension options, if lessee is reasonably certain to exercise the options; and

• payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease.

The right-of-use assets comprise the initial measurement of the corresponding lease liability as mentioned above, any lease payments made at or before the commencement date, as well as any initial direct costs. The subsequent measurement of the right-of-use assets is at cost less accumulated depreciation and impairment losses.

Right-of-use assets are depreciated over the lease term or useful life of the underlying asset, whichever is the shortest. Where a lease transfers ownership of the underlying asset, or the cost of the right-of-use asset reflects that the Group anticipates to exercise a purchase option, the specific asset is depreciated over the useful life of the underlying asset.

(g) Financial Instruments

The Group classifies its financial assets into the following measurement categories:

• these to be measured at fair value (either through other comprehensive income, or through profit or loss); and

• those to be measured at amortised cost.

The classification depends on the Group's business model for managing financial assets and the contractual terms of the financial assets' cash flows.

• (i) Financial assets measured at amortised cost

Debt instruments

Investments in debt instruments are measured at amortised cost where they have:

• contractual terms that give rise to cash flows on specified dates, that represent solely payments of principal and interest on the principal amount outstanding; and

• are held within a business model whose objective is achieved by holding to collect contractual cash flows.

These debt instruments are initially recognised at fair value plus directly attributable transaction costs and subsequently measured at amortised cost. The measurement of credit impairment is based on the three-stage expected credit loss model described below in note (iii) Impairment of financial assets.

Financial assets measured at amortised cost are included in cash and cash equivalents.

(i) Financial assets measured at fair value through other comprehensive income

Equity Instruments

Investment in equity instruments that are neither held for trading nor contingent consideration recognised by the Group in a business combination to which AASB 3 "Business Combination" applies, are measured at fair value through other comprehensive income, where an irrevocable election has been made by management.

Amounts presented in other comprehensive income are not subsequently transferred to profit or loss. Dividends on such investments are recognised in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment.

• (ii) Items at fair value through profit or loss items at fair value through profit or loss compromise:

• items held for trading;

• items specifically designated as fair value through profit or loss on initial recognition; and

• • debt instruments with contractual terms that do not represent solely payments of principal and interest.

Financial instruments held at fair value through profit or loss are initially recognised at fair value, with transaction costs recognised in the income statement as incurred. Subsequently, they are measured at fair value and any gains or losses are recognised in the income statement as they arise.

Where a financial asset is measured at fair value, a credit valuation adjustment is included to reflect the credit worthiness of the counterparty, representing the movement in fair value attributable to changes in credit risk.

Financial instruments held for trading

A financial instrument is classified as held for trading if it is acquired or incurred principally for the purpose of selling or repurchasing in the near term, or forms part of a portfolio of financial instruments that are managed together and for which there is evidence of short-term profit taking, or it is a derivative not in a qualifying hedge relationship.

26

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 1: Summary of Significant Accounting Policies (continued)

Financial instruments designated as measured at fair value through profit or loss

Upon initial recognition, financial instruments may be designated as measured at fair value through profit or loss. A financial asset may only be designated at fair value through profit or loss if doing so eliminates or significantly reduces measurement or recognition inconsistencies (i.e. eliminates an accounting mismatch) that would otherwise arise from measuring financial assets or liabilities on a different basis.

A financial liability may be designated at fair value through profit or loss if it eliminates or significantly reduces an accounting mismatch or:

• if a host contract contains one or more embedded derivatives; or

• If financial assets and liabilities are both managed and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Where a financial liability is designated at fair value through profit or loss, the movement in fair value attributable to changes in the Group's own credit quality is calculated by determining the changes in credit spreads above observable market interest rates and is presented separately in other comprehensive income.

(iii) Impairment of financial assets

The Group applies a three-stage approach to measuring expected credit losses (ECLs) for the following categories of financial assets that are not measured at fair value through profit or loss:

• debt instruments measured at amortised cost and fair value through other comprehensive income;

• • loan commitments; and

• financial guarantee contracts

No ECL is recognised on equity investments

Determining the stage for impairment

At each reporting date, the Group assesses whether there has been a significant increase in credit risk for exposures since initial recognition by comparing the risk of default occurring over the remaining expected life from the reporting date and the date of initial recognition. The Group considers reasonable and supportable information that is relevant and available without undue cost or effort for this purpose. This includes quantitative and qualitative information and also, forward-looking analysis.

An exposure will migrate through the ECL stages as asset quality deteriorates. If, in a subsequent period, asset quality improves and also reverses any previously assessed significant increase in credit risk since origination, then the provision for doubtful debts revers from lifetime ECL to 12months ECL. Exposures that have not deteriorated significantly since origination are considered to have a low credit risk. The provision for doubtful debts for these financial assets is based on a 12-months ECL. When an asset is uncollectible, it is written off against the related provision. Such assets are written off after all the necessary procedures have been completed and the amount of loss has been determined. Subsequent recoveries of amounts previously written off reduce the amount of the expense in the income statement.

The Group assesses whether the credit risk on an exposure has increased significantly on an individual or collective basis. For the purposes of a collective evaluation of impairment, financial instruments are grouped on the basis of shared credit risk characteristics, taking into account instrument type, credit risk ratings, date of initial recognition, remaining term to maturity, industry, geographical location of the borrower and other relevant factors.

(iv) Recognition of financial instruments

A financial asset or financial liability is recognised in the balance sheet when the Group becomes a party to the contractual provisions of the instrument, which is generally on trade date. Loans and receivables are recognised when cash is advanced (or settled) to the borrowers.

Financial assets at fair value through profit or loss are recognised initially at fair value. All other financial assets are recognised initially at fair value plus directly attributable transaction costs.

The Group Derecognises a financial asset when the contractual cash flows from the asset expire or it transfers its rights to receive contractual cash flows from the financial asset in a transaction in which substantially all the risks and rewards of ownership are transferred. Any interest in transferred financial assets that is created or retained by the Group is recognised as a separate asset or liability.

A financial liability is derecognised from the balance sheet when the Group has discharged its obligation or the contract is cancelled or expires.

(v) Offsetting

Financial assets and liabilities are offset and the net amount is presented in the balance sheet when the Group has a legal right to offset the amounts and intends to settled on a net basis or to realise the asset and settle the liability simultaneously.

27

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 1: Summary of Significant Accounting Policies (continued)

(h) Impairment of Assets

At the end of each reporting period, the company assesses whether there is any indication that an asset may be impaired. The assessment will include the consideration of external and internal sources of information, including dividends received from subsidiaries, associates or joint ventures deemed to be out of pre-acquisition profits. If such an indication exists, an impairment test is carried out on the asset by comparing the recoverable amount of the asset, being the higher of the asset’s fair value less costs of disposal and value in use, to the asset’s carrying amount. Any excess of the asset’s carrying amount over its recoverable amount is recognised immediately in profit or loss, unless the asset is carried at a revalued amount in accordance with another Standard (e.g. in accordance with the revaluation model in AASB 116: Property, Plant and Equipment ). Any impairment loss of a revalued asset is treated as a revaluation decrease in accordance with that other Standard.

Where it is not possible to estimate the recoverable amount of an individual asset, the entity estimates the recoverable amount of the cashgenerating unit to which the asset belongs.

Impairment testing is performed annually for goodwill, intangible assets with indefinite lives and intangible assets not yet available for use.

When an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

(i) Investments in Associates

An associate is an entity over which the company has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the entity but is not control or joint control of those policies. Investments in associates are accounted for in the financial statements by applying the equity method of accounting, whereby the investment is initially recognised at cost (including transaction costs) and adjusted thereafter for the post-acquisition change in the company’s share of net assets of the associate. In addition, the Company’s share of the profit or loss and other comprehensive income is included in the financial statements.

The carrying amount of the investment includes, when applicable, goodwill relating to the associate. Any discount on acquisition, whereby the Company’s share of the net fair value of the associate exceeds the cost of investment, is recognised in profit or loss in the period in which the investment is acquired.

Profits and losses resulting from transactions between the Company and the associate are eliminated to the extent of the Company’s interest in the associate.

When the Company’s share of losses in an associate equals or exceeds its interest in the associate, the Company discontinues recognising its share of further losses unless it has incurred legal or constructive obligations or made payments on behalf of the associate. When the associate subsequently makes profits, the Company will resume recognising its share of those profits once its share of the profits equals the share of the losses not recognised.

The requirements of AASB 128: Investments in Associates and Joint Ventures and AASB 9: Financial Instruments are applied to determine whether it is necessary to recognise any impairment loss with respect to the Group’s investment in an associate or a joint venture. When necessary, the entire carrying amount of the investment (including goodwill) is tested for impairment in accordance with AASB 136: Impairment of Assets as a single asset by comparing its recoverable amount (higher of value in use and fair value less costs of disposal) with its carrying amount. Any impairment loss recognised forms part of the carrying amount of the investment. Any reversal of that impairment loss is recognised in accordance with AASB 136 to the extent that the recoverable amount of the investment subsequently increases.

(j) Interests in Joint Arrangements

Joint arrangements represent the contractual sharing of control between parties in a business venture where unanimous decisions about relevant activities are required.

Separate joint venture entities providing joint venturers with an interest to net assets are classified as a joint venture and accounted for using the equity method. Refer to Note 1(mn) for a description of the equity method of accounting.

Joint operations represent arrangements whereby joint operators maintain direct interests in each asset and exposure to each liability of the arrangement. The company’s interests in the assets, liabilities, revenue and expenses of joint operations are included in the respective line items of the financial statements.

Gains and losses resulting from sales to a joint operation are recognised to the extent of the other parties’ interests. When the Company makes purchases from a joint operation, it does not recognise its share of the gains and losses from the joint arrangement until it resells those goods/assets to a third party.

28

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 1: Summary of Significant Accounting Policies (continued)

(k) Intangible Assets Other than Goodwill

Digital Currencies

(i) Intangibles Digital currencies are indefinite life intangible assets initially recognised at cost. The digital currencies are subsequently measured at fair value by reference to the quote price in an active digital currency market.

Any increased or decrease in the fair value of the digital currencies are recognised through the profit and loss, similar to any gains or losses upon the disposals of digital currencies.

• (ii) Inventory Digital currencies inventory fair value measurement is at Level 1 fair value as it is based on a quoted (unadjusted) market price in active markets for identical assets.

Digital currencies inventory is derecognised when the Group disposes of the inventory through its trading activities or when the Group otherwise losses control and, therefore, access to the economic benefits associated with ownership of the Digital Currencies inventory.

(l) Foreign Currency Transactions and Balances

Functional and presentation currency

The functional currency of the Company is the currency of the primary economic environment in which that entity operates. The financial statements are presented in Australian dollars, which is the Company’s functional currency.

Transaction and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary items are translated at the year-end exchange rate. Non-monetary items measured at historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date when fair values were determined.

Exchange differences arising on the translation of monetary items are recognised in profit or loss, except exchange differences that arise from net investment hedges.

Exchange differences arising on the translation of non-monetary items are recognised directly in other comprehensive income to the extent that the underlying gain or loss is recognised in other comprehensive income, otherwise the exchange difference is recognised in the profit or loss.

The Company

The financial results and position of foreign operations whose functional currency is different from the entity’s presentation currency are translated as follows:

• assets and liabilities are translated at exchange rates prevailing at the end of the reporting period;

• income and expenses are translated at exchange rates on the date of transaction; and

• all resulting exchange differences are recognised in other comprehensive income.

Exchange differences arising on translation of foreign operations with functional currencies other than Australian dollars are recognised in other comprehensive income and included in the foreign currency translation reserve in the statement of financial position and allocated to non-controlling interest where relevant. The cumulative amount of these differences is reclassified into profit or loss in the period in which the operation is disposed of.

(m) Employee Benefits

Short-term employee benefits

Provision is made for the Company’s obligation for short-term employee benefits. Short-term employee benefits are benefits (other than termination benefits) that are expected to be settled wholly before twelve months after the end of the annual reporting period in which the employees render the related service, including wages, salaries and sick leave. Short-term employee benefits are measured at the (undiscounted) amounts expected to be paid when the obligation is settled.

The company’s obligations for short-term employee benefits such as wages, salaries and sick leave are recognised as part of current trade and other payables in the statement of financial position. The company’s obligations for employees’ annual leave and long service leave entitlements are recognised as provisions in the statement of financial position.

Other long-term employee benefits

Provision is made for employees’ long service leave and annual leave entitlements not expected to be settled wholly within 12 months after the end of the annual reporting period in which the employees render the related service. Other long-term employee benefits are measured at the present value of the expected future payments to be made to employees.

Expected future payments incorporate anticipated future wage and salary levels, durations of service and employee departures and are discounted at rates determined by reference to market yields at the end of the reporting period on government bonds that have maturity dates that approximate the terms of the obligations. Any remeasurements for changes in assumptions of obligations for other long-term employee benefits are recognised in profit or loss in the periods in which the changes occur.

The company’s obligations for long-term employee benefits are presented as non-current provisions in its statement of financial position, except where the company does not have an unconditional right to defer settlement for at least 12 months after the end of the reporting period, in which case the obligations are presented as current provisions.

29

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 1: Summary of Significant Accounting Policies (continued)

(n) 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.

(o) Cash and Cash Equivalents

Cash and cash equivalents include cash on hand and deposits available on demand with banks. Bank overdrafts are reporting within short-term borrowings in current liabilities in the statement of financial position.

(p) Revenue and Other Income

Accounting policy for revenue recognition

Revenue is recognised and measured at the fair value of the consideration received or receivable to the extent it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is recognised with reference to the completion by the Company of specific performance obligations of contracts with customers, as described below.

Revenue from contracts with customers

The Company elected to adopt the provisions of AASB 15: Revenue from Contracts with Customers with effect from 1 January 2018. Revenue is recognised from online sales, mining of cryptocurrency and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services.

All contracts with effect from 1 January 2018 (either written, verbal or implied) are identified, together with the separate performance obligations within the contract and the transaction price is determined. Adjustments are made for the time value of money excluding credit risk and the transaction price is allocated to the separate performance obligations on a basis of relative stand-alone selling price of each distinct good/service. The estimation approach is taken if no distinct observable prices exists and revenue is recognised when each performance obligation is satisfied.

Credit risk is presented separately as an expense, rather than adjusted to revenue. For goods, the performance obligation is satisfied when the Online store sales

Revenue from online store sales are recognised at the time of the item purchase.

Services revenue

Revenue from services performed in relation to those that has a contract would be recognised at the end of the month. Ad hoc services revenue would be recognised once the service has been performed.

Interest revenue

Interest revenue is recognised using the effective interest method.

All revenues is stated net of the amount of GST and equivalent consumption taxes.

(q) Borrowing Costs

Borrowing costs directly attributable to the acquisition, construction or production of assets that necessarily take a substantial period of time to prepare for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

(r) Goods and Services Tax (GST)

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 Taxation Office (ATO).

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 ATO is included with other receivables or payables in the statement of financial position.

Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are recoverable from, or payable to, the ATO are presented as operating cash flows included in receipts from customers or payments to suppliers.

(s) 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. Trade and other payables are initially measured at fair value and subsequently measured at amortised cost using the effective interest method.

(t) Comparative Figures

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

Where the company retrospectively applies an accounting policy, makes a retrospective restatement or reclassifies items in its financial statements, an additional (third) statement of financial position as at the beginning of the preceding period in addition to the minimum comparative financial statements is presented.

30

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 1: Summary of Significant Accounting Policies (continued)

(u) Government Grants

Government grants are recognised at fair value where there is reasonable assurance that the grant will be received and all grant conditions will be met. Grants relating to expense items are recognised as income over the periods necessary to match the grant to the costs it is compensating. Grants relating to assets are credited to deferred income at fair value and are credited to income over the expected useful life of the asset on a straight-line basis.

(v) Going Concern Note

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

The Group generated a profit of $44,491 for the year end 31 December 2020 (2019: loss of $14,132,460) and had a working capital surplus of $1,616,523 (2019: $2,296,872 deficiency) and had net operating cash outfows of $322,624 (2019: outflows of $1,821,718)

The ability of the Company to continue as a going concern is principally dependent on the Company to increase cashflow from existing businesses, managing cashflow in line with available funds and raising additional capital. These conditions indicates uncertainty that may cast doubt about the ability of the Company to continue as a going concern. In the event the above matters are not achieved, the Company will be required to raise funds for working capital from debt or equity sources.

The directors have prepared a cash flow forecast, which indicates that the Group will have sufficient cash flows to meet all commitments and working capital requirements for the 12 month period from the date of signing this financial report.

Further to the above, the entity holds shares in listed entities which it is able to liquidate to meet any funding needs as and when they arise. At the date of this report, the value of these investments was $11.025m and is made up of Abelco Investment Group AB and iCandy Interactive Limited as disclosed in Note 25.

Based on the cash flow forecasts and other factors referred to above, the directors are satisfied that the going concern basis of preparation is appropriate. In particular, given the Company's history of raising capital to date, the directors are confident of the Company's ability to raise additional funds as and when they are required.

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

Note 2 Parent Information

STATEMENT OF FINANCIAL POSITION Assets Current Assets Non-current Assets Total Assets Liabilities Current Liabilities Non-current Liabilities Total Liabilities NET ASSETS Equity Issued Capital Reserves Accumulated losses Total Equity STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME Total losses Other comprehensive income Total comprehensive income Contingent liabilities The following information has been extracted from the books and records of the financial information of the parent entity set out below and has been prepared in accordance with Australian Accounting	2020 2019 $ $ 1,872,682 640,941 11,709,868 11,284,603
	13,582,550 11,925,544
	187,913 128,760 - 78,379
	187,913 207,139
	13,394,637 11,718,405
	41,285,052 39,448,888 49,043 398,593 (27,939,458) (28,129,076)
	13,394,637 11,718,405
	189,618 (22,329,899) - -
	189,618 (22,329,899)

The legal parent entity did not have any contingent liabilities as at 31 December 2020.

31

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 3 Revenue and Other Income

The Group has recognised the following amounts relating to revenue in the statement of profit or loss.

The Group has recognised the following amounts relating to revenue in the statement of profit or loss.
Revenue from continuing operations - designer and consultant fees - incubator services - interest revenue - online sales - management fees - services income - income on digital currency mined	2020 2019 $ $ - - 70,999 75,748 176,857 1,851 - 2,038,283 - 15,185 57,116 56,567 354,148 557,967 Group
	659,120 2,745,601

The Directors have assessed that Fatfish Group Limited meets the requirements of an Investment Entity. The company has applied AASB 10, exception to consolidation since 6 January 2020 on the deemed completion of the acquisition of Abelco Investment Group AB.

Under AASB 10, investments in subsidiaries are measured at fair value through profit or loss in accordance with AASB 13, rather than being consolidated to form group accounts. As such, these separate financial statements are the Company's only financial statements.

The decrease in online sales relates to iSecrets AB which have been deconsolidated from 6 January 2020.

Note 4 Profit for the Year

Profit for the Year Note 4
(a) — unrealised foreign exchange gains/(losses) — — — — — (b) — — — — — — — — — — — (loss) on sale of investment consulting fees subscription fees motor vehicle costs legal fees travel and accommodation office related expense secretarial fees Included in administration expenses accounting fees audit fees Profit before income tax from continuing operations includes the following specific expenses: Other income/(expenses) research fees other miscellaneous expenses other income Extinguishment of liability Impairment of loans gain on sale of fixed assets	2020 2019 $ $ (667) (20,048) - 5,648 - 2,041,958 - (1,676,591) (12,009) - - 19,726 Group
	(12,676) 370,693
	48,000 92,591 45,050 89,328 145,847 253,666 - 25,673 - 7,758 67,280 517,920 - 73,009 44,662 138,154 18,676 18,647 - - 4,750 87,271
	374,265 1,304,017

32

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 5 Tax Expense
(a) — — adjustment for tax-rate differences in foreign jurisdictions — deferred tax not brought to accounts — gain on fair value of investments not subject to tax in Singapore — unrealised foreign currency gains/(losses) — unrealised movement in fair values — — (b) Tax deferred tax assets not brought into account - Operating losses Extinguishment of liability The prima facie tax on profit from ordinary activities before income tax is reconciled to income tax as follows: Prima facie tax payable on profit from ordinary activities before income tax at 27.5% (2019: 27.5%) Add: Tax effect of: Income tax attributable to entity Balance of franking account at year end Deferred tax assets not brought to account, the benefits of which will only be realised if it is probably that taxable profit will be available against which the utilised tax losses can be utilised. Temporary differences Tax Losses impairment charges consolidated group	2020 2019 $ $ 12,235 (3,886,427) - 744,725 311,667 579,831 - 2,921,723 - 5,515 (602,216) - (2,041,958) 278,314 1,676,591 - - nil nil 12,112,042 15,453,412 Group
Note 6 Key Management Personnel Compensation
Refer to the Remuneration Report contained in the Directors’ Report for details of the remuneration paid or payable to each member of the Group’s key management personnel (KMP) for the year ended 31 December 2019.

The totals of remuneration paid to KMP of the company and the Group during the year are as follows:

totals of remuneration paid to KMP of the company and the Group during the year are as follows:
Short-term employee benefits Post-employment benefits Short-term employee benefits Total KMP compensation	2020 2019 $ $ 155,785 219,489 - -
	155,785 219,489

– these amounts include fees and benefits paid to the non-executive chair and non-executive directors as well as all salary, paid leave benefits, fringe benefits and cash bonuses awarded to executive directors and other key management personnel.

Post-employment benefits

• these amounts are the current year’s estimated costs of providing for the Group's defined benefits scheme post-retirement, superannuation contributions made during the year and post-employment life insurance benefits.

Further information in relation to KMP remuneration can be found in the Remuneration Report.

Note 7 Auditor’s Remuneration

Remuneration of the auditor for: Fatfish Group Limited — Remuneration of other auditors of subsidiaries for: — auditing or reviewing the financial statements auditing or reviewing the financial statements of subsidiaries	2020 2019 $ $ 44,062 52,896 Group
	44,062 52,896
	988 36,432
	45,050 89,328

33

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 8 Earnings per Share

(a) (b) Weighted average number of ordinary shares outstanding during the year used in calculating dilutive EPS Reconciliation of earnings to profit or loss Loss attributable to members of the parent entity Earnings used to calculate basic EPS Earnings used in the calculation of dilutive EPS Weighted average number of ordinary shares outstanding during the year used in calculating basic EPS	2020 2019 $ $ 2,163,543 (11,858,216) Group
	2,163,543 (11,858,216)
	2,163,543 (11,858,216)
	No. No. 832,736,085 684,311,565
	870,826,084 684,311,565

Note 9 Cash and Cash Equivalents

Note 24 Reconciliation of cash Cash and cash equivalents at the end of the financial year as shown in the statement of cash flows is reconciled to items in the statement of financial position as follows: Cash and cash equivalents Cash at bank and on hand	2020 2019 $ $ 1,064,740 596,472 1,064,740 596,472 1,064,740 596,472 1,064,740 596,472 Group
Trade and Other Receivables Note 10
$ $ - - 265,853 - - - - - 353,031 - - - 2020 Expected loss rate Gross carrying amount Loss allowing provision 2019 Expected loss rate Gross carrying amount Loss allowing provision >30 days past due Total current trade and other receivables Current Trade receivables Accrued income and other receivables CURRENT	2020 2019 $ $ 238,981 276,166 26,872 76,865 265,853 353,031 $ $ $ - - - - - 265,853 - - - - - - - - 353,031 - - - Total >60 days past due >90 days past due Group

Credit risk

The Group has no significant concentration of credit risk with respect to any single counter party or group of counter parties other than those receivables specifically provided for and mentioned within Note 10. The class of assets described as Trade and Other Receivables is considered to be the main source of credit risk related to the Group.

The Group always measures the loss allowance for trade receivables at an amount equal to lifetime expected credit loss. The expected credit losses on trade receivables are estimated using a provision matrix by reference to past default experience of the debtor and an analysis of the debtor's current financial position, adjusted for factors that are specific to the debtors, general economic conditions of the industry in which the debtors operate and an assessment of both the current as well as the forecast direction of conditions at the reporting date.

34

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 10: Trade and Other Receivables (continued)

There has been no change in the estimation techniques or significant assumptions made during the current reporting period.

The Group writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, e.g. when the debtor has been placed under liquidation or has entered into bankruptcy proceedings, or when the trade receivables are over two years past due, whichever occurs earlier. None of the trade receivables that have been written off is subject to enforcement activities.

(a) Financial Assets Measured at Amortised Cost Note Trade and other Receivables — Total current — Total non-current Total financial assets measured at amortised cost 27	2020 2019 $ $ 265,853 353,031 - - 265,853 353,031 265,853 353,031 Group
Note 11 Inventories
CURRENT At cost: Finished goods	2020 2019 $ $ - 130,989 - 130,989 Group

The Directors have assessed that Fatfish Group Limited meets the requirements of an Investment Entity. The company has applied AASB 10, exception to consolidation since 6 January 2020 on the deemed completion of the acquisition of Abelco Investment Group AB.

Under AASB 10, investments in subsidiaries are measured at fair value through profit or loss in accordance with AASB 13, rather than being consolidated to form group accounts. As such, these separate financial statements are the Company's only financial statements.

The decrease in inventories relates to iSecrets AB which have been deconsolidated from 6 January 2020.

Note 12 Financial Assets - Fair value OCI

Note 2020 2019 $ $ NON CURRENT Fair assets - Fair value OCI - 2,782,785 TOTAL CURRENT ASSETS - 2,782,785 (a) Financial assets - Fair Value OCI NON CURRENT Listed and unlisted investments, at fair value - shares in listed corporations - 2,609,485 - shares in unlisted corporations - 173,300 - 2,782,785 Listed Corporations - Opening Balance 2,609,485 4,519,693 Movement in foreign currency - 85,280 Movement in fair value of financial assets - fair value OCI - (1,995,488) Deconsolidation of subsidiaries (2,609,485) - Closing Balance - 2,609,485 Group Financial Assets - Fair value OCI's listed corporations have been valued using quoted prices in active markets.

35

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 12: Financial Assets - Fair value OCI

inancial Assets - Fair value OCI
Unlisted Corporations
- Financial Assets - Fair value OCI's unlisted corporations have been valued using the market approach.		The valuation techniques
uses prices and other relevant information generated by market transactions for identical or similar assets or liabilities.
Opening Balance	173,300	7,251,010
Additions	-	105,955
Disposals	-	(343,673)
Movement in foreign currency	-	(269,791)
Movement in fair value of financial assets - fair value OCI	-	(6,570,201)
Deconsolidation of subsidiaries	(173,300)	-
Closing Balance	-	173,300

The Directors have assessed that Fatfish Group Limited meets the requirements of an Investment Entity. The company has applied AASB 10, exception to consolidation since 6 January 2020 on the deemed completion of the acquisition of Abelco Investment Group AB.

Under AASB 10, investments in subsidiaries are measured at fair value through profit or loss in accordance with AASB 13, rather than being consolidated to form group accounts. As such, these separate financial statements are the Company's only financial statements.

Note 13

Other Financial Assets

Note - related parties - others - related parties - subsidiaries (unconsolidated) - others Less: Provision for impairment of amounts receivable from related parties Convertible Notes - Related Parties Current Non-Current 27 Total Other Financial Assets NON-CURRENT Amounts receivable from: CURRENT Promissory Note - subsidiaries ( lid d)	2020 2019 $ $ 22,242 22,775 849,908 569,030 127,008 6,105 - (24,083) Group
	999,158 573,827 - 271,242
	999,158 845,069
	3,536,472 -
	3,536,472 -
	999,158 845,069 3,536,472 -
	4,535,630 845,069

Terms of Current Financial assets All receivables are at call No securities are attached. No interest on amounts receivable.

Terms of Non-Current Financial assets - subsidiaries (unconsolidated) Issuer: Fatfish Global Ventures AB Maturity: 14 November 2024 Interest on loan: Accrue a yearly interest of 5%

36

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 14 Interests in Subsidiaries

(a) Information about Principal Subsidiaries

The subsidiaries listed below have share capital consisting solely of ordinary shares or ordinary units which are held directly by the Group. The proportion of ownership interests held equals the voting rights held by Group.

		Ownership interest held by	Ownership interest held by	Proportion of non-controlling	Proportion of non-controlling
		the Group			interests
Name of subsidiary	Country of Incorporation	2020	2019	2020	2019
		(%)	(%)	(%)	(%)
Fatfish Disruptive Ventures Limited	British Virgin Island	100%	100%
Minerium Limited	Guemsey	-	100%	-	-
Minerium Technology Limited	British Virgin Island	49%	51%	51%	49%
D2K Ventures Sdn Bhd	Malaysia	49%	51%	51%	49%
Fatfish Capital Limited	British Virgin Island	75%	75%	25%	25%
Fatfish Medialab Pte Ltd	Singapore	75%	75%	25%	25%
Abelco Investment Group AB	Sweden	50.1%	-	49.9%	-
Rightbridge Ventures AB	Sweden	50.1%	-	49.9%	-
Fatfish Global Ventures AB	Sweden	50.1%	81%	49.9%	19%
Snaefell Ventures AB	Sweden	50.1%	81%	49.9%	19%
iSecrets AB*	Sweden	24%	38%	76%	62%
Fatfish Internet Pte Ltd	Singapore	50.1%	81%	49.9%	19%
Fatfish Ventures Sdn Bhd	Malaysia	50.1%	81%	49.9%	19%
vDancer Pte Ltd*	Singapore	48%	77%	52%	23%
Fintech Asia Group Limited*	British Virgin Island	26%	53%	74%	47%
Smartfunding Pte Ltd*	Singapore	29%	27%	71%	73%
Peer Direct Sdn Bhd*	Malaysia	26%	53%	74%	47%
Fatberry Sdn Bhd*	Malaysia	13%	30%	87%	70%
iCandy Interactive Limited*	Australia	18%	56%	82%	44%
iCandy Digital Pte Ltd*	Singapore	18%	56%	82%	44%
Appxplore (iCandy) Limited*	British Virgin Island	18%	56%	82%	44%
Appxplore (iCandy) Sdn Bhd*	Malaysia	18%	56%	82%	44%
Inzen (iCandy) Pte Ltd*	Singapore	18%	56%	82%	44%
PT Joyseed Berbagi Sukses*	Indonesia	18%	56%	82%	44%
iCandy Play Limited*	British Virgin Island	18%	56%	82%	44%
iCandy Games Limited*	British Virgin Island	18%	56%	82%	44%
Beetleroar Sdn Bhd*	Malaysia	18%	56%	82%	44%
Smartfunding Pte Ltd**	Singapore	19.9%	-	80.1%	-

*The subsidiaries are listed are deemed as subsidiaries of the Company through the Company's holdings in Abelco Investment Group AB, in which the Company has a 50.1% stake.

**The Company holds 19.9% stake in Smartfunding Pte Ltd directly. In addition, the Company holds 58.8% in Smartfunding Pte Ltd via its subsidiary, Abelco Investments Group AB, in which the Company has a 50.1% stake.

(b) Significant Restrictions

There are no significant restrictions over the Group's ability to access or use assets, and settle liabilities, of the Group.

(c) Subsidiaries held at fair value through profit or loss

The Board adopted the exception to consolidation for investment entities as described in AASB 10 which became effective on 1 October 2016. The direct effect of the change in accounting policy sees the accounting parent, Fatfish Internet Pte Ltd treated as an investment entity which permits the accounting parent to value its subsidiaries and relevant investments at fair value. Table below shows the subsidiaries fair value brought into account.

Subsidiary iCandy Interactive Limited(i) Australia Fintech Asia Group Limited(i) British Virgin Island Abelco Investment Group AB(ii) British Virgin Island Smartfunding Pte Ltd(iii) Singapore Country of Incorporation	625,000 5,762,125 - 2,725,010 11,236,746 - 544,950 - Fair value at 31 December 2020 Fair value at 31 December 2019
	12,406,696 8,487,135

37

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 14: Interests in Subsidiaries (continued)

The Directors have assessed that Fatfish Group Limited meets the requirements of an Investment Entity. The company has applied AASB 10, exception to consolidation since 6 January 2020 on the deemed completion of the acquisition of Abelco Investment Group AB.

Under AASB 10, investments in subsidiaries are measured at fair value through profit or loss in accordance with AASB 13, rather than being consolidated to form group accounts. As such, these separate financial statements are the Company's only financial statements.

• (i) The Directors have assessed that Fatfish Group Limited meets the requirements of an Investment Entity. The company has applied AASB 10, exception to consolidation since 6 January 2020 on the deemed completion of the acquisition of Abelco Investment Group AB.

• Under AASB 10, investments in subsidiaries are measured at fair value through profit or loss in accordance with AASB 13, rather than being consolidated to form group accounts. As such, these separate financial statements are the Company's only financial statements. The fair value of iCandy Interactive Limited (an ASX-listed entity) is based on its last traded price for the financial year ended 31 December 2020. This is in relation to the shares held by Fatfish Medialab Pte Ltd.

• (ii) The fair value of Abelco Investment Group AB (an NGM-listed entity) is based on its last traded price for the financial year ended 31 December 2020.

(iii) The fair value of Smartfunding Pte Ltd is based on its last entry price in the fourth quarter of the financial year ended 31 December 2020.

Note 15 Property, Plant and Equipment

Motor Vehicle At cost Accumulated depreciation Total plant and equipment PLANT AND EQUIPMENT Plant and equipment: At cost Accumulated depreciation and impairment losses Leasehold improvements At cost Accumulated depreciation Furniture and fittings At cost Accumulated depreciation Computer Equipment At cost Accumulated depreciation	2020 2019 $ $ 2,428,122 2,506,707 (1,884,583) (1,790,794) Group
	543,539 715,913
	106,760 111,689 (69,014) (48,910)
	37,746 62,779
	- 14,776 - (14,134)
	- 642
	9,049 119,391 (7,967) (72,884)
	1,082 46,507
	- 120,272 - (66,800)
	- 53,472
	582,367 879,313

• (a) Movements in Carrying Amounts

Movements in carrying amounts for each class of property, plant and equipment between the beginning and the end of the current financial year.

Depreciation expense Movement in foreign currency Deconsolidation of subsidiaries Balance at 31 December 2020 Consolidated Group: Balance at 1 January 2019 Additions Depreciation expense Movement in foreign currency Balance at 31 December 2019 Additions	Plant and Equipment Leasehold Improvements Furniture and Fittings Computer Equipment Motor Vehicle Total $ $ $ $ $ $ 373,676 86,972 2,615 62,725 91,637 617,625 465,701 - - 7,450 - 473,151 (127,225) (23,380) (2,019) (19,986) (39,897) (212,507) 3,761 (813) 46 (3,682) 1,732 1,044
	715,913 62,779 642 46,507 53,472 879,313
	143,108 - - - - 143,108 (280,240) (22,862) - (856) - (303,958) (35,242) (2,171) - (988) - (38,401) - - (642) (43,581) (53,472) (97,695)
	543,539 37,746 - 1,082 - 582,367

The Directors have assessed that Fatfish Group Limited meets the requirements of an Investment Entity. The company has applied AASB 10, exception to consolidation since 6 January 2020 on the deemed completion of the acquisition of Abelco Investment Group AB.

Under AASB 10, investments in subsidiaries are measured at fair value through profit or loss in accordance with AASB 13, rather than being consolidated to form group accounts. As such, these separate financial statements are the Company's only financial statements.

38

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Intangible Assets Note 16
Note 16: Intangible assets (continued) Total intangible assets Application of AASB 10, exception to consolidation Closing value at 31 December 2020 Movement in foreign currency Disposals (used for payments to suppliers) Impairment losses Additions Consolidated Group: Additions Closing value at 31 December 2019 Cost Cost Net carrying amount Goodwill Cost Accumulated impairment losses Movement in foreign currency Movement in fair value Balance at the beginning of the year Accumulated amortisation and impairment losses Computer software: Net carrying amount Net carrying amount Cryptocurrency Amortisation charge Year ended 31 December 2020 Balance at the beginning of the year Year ended 31 December 2019 Accumulated amortisation and impairment losses	2020 2019 $ $ - 2,387,012 - (2,387,012) - - - 730,878 - (380,501) - 350,377 156,337 744,068 - (561,872) 156,337 182,196 156,337 532,573 Goodwill Computer Software Cryptocurrency Total $ $ $ 1,679,299 474,612 17,851 2,171,762 - - 187,462 187,462 - (114,134) - (114,134) (1,679,299) - (23,118) (1,702,417) - (10,100) - (10,100) Group
	- 350,378 182,195 532,573
	- 350,378 182,195 532,573 - - 354,148 354,148 - - (595,541) (595,541) - - 244,892 244,892 - - (16,834) (16,834) - (350,378) (12,523) (362,901)
	- - 156,337 156,337

Intangible assets, other than goodwill, have finite useful lives. The current amortisation charges for intangible assets are included under depreciation and amortisation expense as per the statement of profit or loss.

The Directors have assessed that Fatfish Group Limited meets the requirements of an Investment Entity. The company has applied AASB 10, exception to consolidation since 6 January 2020 on the deemed completion of the acquisition of Abelco Investment Group AB.

Under AASB 10, investments in subsidiaries are measured at fair value through profit or loss in accordance with AASB 13, rather than being consolidated to form group accounts. As such, these separate financial statements are the Company's only financial statements.

39

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 17 Other Assets
Total Other Assets Current Non-Current Prepayments CURRENT NON-CURRENT Prepayment for investment(i) Deposits paid	2020 2019 $ $ 24,416 53,421 24,416 53,421 - 1,004,920 8,441 175,452 8,441 1,180,372 24,416 53,421 8,441 1,180,372 32,857 1,233,793 Group

(i) During the financial year, the Company decided to impair Kryptos-X. An impairment charge for Kryptos-X was incurred during the financial year.

Note 18 Trade and Other Payables
(a) Financial liabilities at amortised cost classified as trade and other payables Trade and other payables — Total current — Total non-current CURRENT Trade payables Sundry payables and accrued expenses Unsecured liabilities	2020 2019 $ $ 177,922 143,456 103,978 920,495 281,900 1,063,951 2020 2019 $ $ 281,900 1,063,951 - - 281,900 1,063,951 Group Group
Borrowings Note 19
Note 27 Lease liability NON-CURRENT Total borrowings Bank loans Lease liability Bank loans Total current borrowings CURRENT Total non-current borrowings Secured liabilities at amortised cost: Secured liabilities at amortised cost:	2020 2019 $ $ - 365,661 - 21,932 - 387,593 - - - 52,054 - 52,054 - 439,647 Group

The Directors have assessed that Fatfish Group Limited meets the requirements of an Investment Entity. The company has applied AASB 10, exception to consolidation since 6 January 2020 on the deemed completion of the acquisition of Abelco Investment Group AB.

Under AASB 10, investments in subsidiaries are measured at fair value through profit or loss in accordance with AASB 13, rather than being consolidated to form group accounts. As such, these separate financial statements are the Company's only financial statements.

40

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Other Financial Liabilities Note 20
- Others - Related parties - subsidiaries (unconsolidated) Convertible loans(i) CURRENT Total Other Financial Liabilities Non-Current Current Amounts payable to:	2020 2019 $ $ 11,542 260,810 656,762 689,111 - 1,833,930 668,304 2,783,851 668,304 2,783,851 - - 668,304 2,783,851 Group

(i) The Convertible loans were held in Fatfish Global Ventures AB which has now been deconsolidated. Refer to Note 30 for further information. Terms ot payables:

All payables are at call. There are no securities attached. No interest payable on amounts owing.

Note 21 Issued Capital

(a) Less: transaction costs Closing Balance at 31 December 2019 Less: transaction costs Less: Share buyback Closing Balance at 31 December 2020 928,643,554 fully paid ordinary shares (2019: 813,563,311 fully paid ordinary shares) Ordinary Shares Opening Balance at 1 January 2019 Issued during the year Issued during the year	2020 2019 $ $ 40,995,300 39,159,136 Group
	40,995,300 39,159,136
	Number of shares Amount $ 564,267,982 36,248,763 249,297,329 2,952,373 - (42,000)
	813,565,311 39,159,136 115,078,243 2,082,668 - (95,281) - (151,223)
	928,643,554 40,995,300

(d) Options

The following reconciles the outstanding options to subscribe for fully paid ordinary shares in the Company at the beginning and end of the financial year.

year.
At the beginning of the reporting period Options exercised during the year Options expired during the year At the end of the reporting period	2020 2019 No. No. 58,089,999 191,633,613 - (119,439,332) (20,000,000) (14,104,282) Group
	38,089,999 58,089,999

• (c) Capital Management

The Board's policy is to maintain a sufficiently strong capital base so as to maintain investor, creditor and market confidence and to sustain future progress on the consolidated entity's programs.

As the consolidated entity has not yet reached the point of deriving sufficient income from its programs to generate net profits, it has not assessed a return on capital target, nor can a return on capital yet be adequately calculated.

There were no changes to the consolidated entity's approach to capital management during the year.

Neither the company nor any of its subsidiaries are subject to externally imposed capital requirements.

41

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Capital and Leasing Commitments Note 22
(a) — — Finance Lease Commitments Payable — minimum lease payments not later than 12 months between 12 months and five years Minimum lease payments Less future finance charges Present value of minimum lease payments	2020 2019 $ $ - 14,749 - 62,648 - 77,397 - (13,088) - 64,309 Group

The Directors have assessed that Fatfish Group Limited meets the requirements of an Investment Entity. The company has applied AASB 10, exception to consolidation since 6 January 2020 on the deemed completion of the acquisition of Abelco Investment Group AB.

Under AASB 10, investments in subsidiaries are measured at fair value through profit or loss in accordance with AASB 13, rather than being consolidated to form group accounts. As such, these separate financial statements are the Company's only financial statements.

The financial lease commitments were all part of the subsidiaries that have been deconsolidated.

Note 23 Operating Segments

General Information

Information of reportable segments

• (a) Accounting policies adopted

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

(b) Segment assets

Where an asset is used across multiple segments, the asset is allocated to the segment that receives the majority of the economic value from the asset. In most instances, segment assets are clearly identifiable on the basis of their nature and physical location.

(c) Segment liabilities

Liabilities are allocated to segments where there is 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.

(d) Unallocated items The following items of revenue, expense, assets and liabilities are not allocated to operating segments as they are 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

• Deferred tax assets and liabilities

• Current tax liabilities

• Other financial liabilities

• Intangible assets

• (f) Segment information

• (i) Segment performance

Segment performance
31 December 2020	Australia Singapore Sweden British Virgin Island $ $ $ $	Total $
REVENUE 176,857 96,217 - 386,046 659,120 Total segment revenue 176,857 96,217 - 386,046 659,120 659,120 (38,611,012) 370,267 - (322,059) (38,562,804) Reconciliation of segment result to group net profit/loss before tax Intersegment elimination 38,607,295 Net loss before tax from continuing operations 44,491 Segment result from continuing operations before tax Total group revenue	176,857 96,217 - 386,046	659,120
	176,857 96,217 - 386,046	659,120
	659,120 (38,611,012) 370,267 - (322,059) (38,562,804)	659,120
		38,607,295
		44,491

42

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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(ii) (iii) Not	31 December 2019 e 23: Operating Segments (continued)	Australia Singapore Sweden British Virgin Island $ $ $ $	Total $
	REVENUE 1,851 140,955 2,038,282 564,513 Total segment revenue 1,851 140,955 2,038,282 564,513 (948,049) (10,667,919) (8,791,481) 5,721 Reconciliation of segment result to group net profit/loss before tax Intersegment elimination Net loss before tax from continuing operations Segment assets Australia Singapore Sweden British Virgin Island 31 December 2020 $ $ $ $ Total group revenue Segment result from continuing operations before tax	1,851 140,955 2,038,282 564,513	2,745,601
		1,851 140,955 2,038,282 564,513	2,745,601
		(948,049) (10,667,919) (8,791,481) 5,721	2,745,601
			(20,401,728)
			6,269,268
			(14,132,460)
			Total $
	Segment assets Segment assets include: — 20,553,518 1,051,608 - 2,635,400 Reconciliation of segment assets to group assets Intersegment eliminations Total group assets Australia Singapore Sweden British Virgin Island 31 December 2019 $ $ $ $ Additions to non-current assets (other than financial assets and deferred tax)		24,240,526 (5,103,543)
			19,136,983
			Total $
	Segment assets Segment assets include: — 57,347,592 12,598,840 42,266,242 3,119,306 Reconciliation of segment assets to group assets Intersegment eliminations Total group assets Segment liabilities Australia Singapore Sweden British Virgin Island 31 December 2020 $ $ $ $ Additions to non-current assets (other than financial assets and deferred tax)		115,331,980 (99,451,044)
			15,880,936
			Total $
	Segment liabilities Reconciliation of segment liabilities to group liabilities 187,913 914,531 - 3,218,355 Intersegment eliminations Total group liabilities Australia Singapore Sweden British Virgin Island 31 December 2019 $ $ $ $		4,320,799 (3,277,724)
			1,043,075
			Total $
	Segment liabilities Reconciliation of segment liabilities to group liabilities 207,137 4,701,674 6,705,146 2,948,539 Intersegment eliminations Total group liabilities		14,562,496 (10,234,588)
			4,327,908

43

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 23: Operating Segments (continued)

(iv) Revenue by geographical region

Revenue, including revenue from discontinued operations, attributable to external customers is disclosed below, based on the location of the external customer:

	31 December 2020 31 December 2019 $ $
Australia Singapore Sweden British Virgin Island Total revenue	176,857 1,851 96,217 140,955 - 2,038,282 386,046 564,513
	659,120 2,745,601

• (v) Assets by geographical region

The location of segment assets by geographical location of the assets is disclosed below:

Assets by geographical region The location of segment assets by geographical location of the assets is disclosed below:
	31 December 2020 31 December 2019 $ $
Australia Singapore Sweden British Virgin Island Total Assets	17,190,850 1,822,133 1,051,608 12,341,686 - 548,402 894,525 1,168,715
	19,136,983 15,880,936

Note 24 Cash Flow Information

(a) (b) 1 January 2020 $ Short term borrowings 387,593 Long term borrowings 52,054 Convertible Note 1,833,929 Total 2,273,576 Reconciliation of Cash Flows from Operating Activities with Profit after Income Tax Changes in Liabilities arising from Financing Activities Loss on deemed disposal of subsidiaries Non-cash flows in profit Impairment expense Extinguishment of liability Impairment of loans Unrealised loss/(gain) in foreign exchange Unrealised losses on investments at fair value Changes in assets and liabilities, net of the effects of purchase and disposal of subsidiaries: (Increase)/decrease in trade and term receivables Increase/(decrease) in trade payables and accruals Unrealised losses on intangibles Finance costs (Increase)/decrease in inventories Profit after income tax Net cash generated by operating activities (Increase)/decrease in prepayments Amortisation and depreciation	(a) (b) 1 January 2020 $ Short term borrowings 387,593 Long term borrowings 52,054 Convertible Note 1,833,929 Total 2,273,576 Reconciliation of Cash Flows from Operating Activities with Profit after Income Tax Changes in Liabilities arising from Financing Activities Loss on deemed disposal of subsidiaries Non-cash flows in profit Impairment expense Extinguishment of liability Impairment of loans Unrealised loss/(gain) in foreign exchange Unrealised losses on investments at fair value Changes in assets and liabilities, net of the effects of purchase and disposal of subsidiaries: (Increase)/decrease in trade and term receivables Increase/(decrease) in trade payables and accruals Unrealised losses on intangibles Finance costs (Increase)/decrease in inventories Profit after income tax Net cash generated by operating activities (Increase)/decrease in prepayments Amortisation and depreciation	2020 2019 $ $ 44,491 (14,132,460) 1,012,050 1,679,354 330,998 386,400 - (2,041,958) - 1,676,591 819,589 (165,681) (1,944,985) 10,601,330 193,335 - (244,892) 23,118 1,669 341,683 87,178 153,022 29,005 114,243 130,989 218,918 (782,051) (676,278) Group
		(322,624) (1,821,718)
		Application of AASB 10: Exception to Consolidation 31 December 2020 $ $ (387,593) - (52,054) - (1,833,929) -
	2,273,576	(2,273,576) -

The Directors have assessed that Fatfish Group Limited meets the requirements of an Investment Entity. The company has applied AASB 10, exception to consolidation since 6 January 2020 on the deemed completion of the acquisition of Abelco Investment Group AB.

Under AASB 10, investments in subsidiaries are measured at fair value through profit or loss in accordance with AASB 13, rather than being consolidated to form group accounts. As such, these separate financial statements are the Company's only financial statements.

The borrowings were all part of the subsidiaries that have been deconsolidated.

44

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 25 Events After the Reporting Period

Other than the following, the directors are not aware of any significant events since the end of the reporting period.

On 5 February 2021, the Company's subsidiary, iCandy Interactive Limited announced it entered into a conditional Share Sale Agreement with Swedish incorporated RidghtBridge Ventures AB to dispose of its 100% subsidiary, iCandy Digital pte Ltd. This transaction is subjected to Shareholders approval under Listing Rule 11.4.

On 17 February 2021, the Company invested a further $293,000 (RM 919,960) in its subisidary, Fatberry Sdn Bhd.

On 18 February 2021, the Company announced its subsidiary, Smartfunding Pte Ltd had successfully launched its Buy-Now-Pay-Later Platform.

On 22 February 2021, 9,873,333 fully paid ordinary shares were issued following the exercise of 9,873,333 unlisted options with an exercise price of $0.045, raising a total of $444,300. On 23 February 2021, the Company exercised 360,000 options in Abelco Investment Group AB. The exercise price is SEK 0.12. The Company paid a total of SEK 3,000,000 (AUD $486,370).

On 12 March 2021, 333,333 fully paid ordinary shares were issued following the exercise of 333,333 unlisted options with an exercise price of $0.045, raising a total of $15,000.

As at the date of this report, the Company's holdings in its subsidiary Abelco Investment Group AB and iCandy Interactive Limited is valued at $10,525,159 and $500,000 respectively. (31 December 2020: $11,236,746 and $625,000 respectively)

Note 26 Related Party Transactions

Related Parties

(a) The Group's main related parties are as follows:

• i. Key Management Personnel:

Any person(s) having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including any director (whether executive or otherwise) of that entity are considered key management personnel.

For details of disclosures relating to key management personnel, refer to Note 6.

ii. Entities subject to significant influence by the Group:

An entity that has the power to participate in the financial and operating policy decisions of an entity, but does not have control over those policies, is an entity that holds significant influence. Significant influence may be gained by share ownership, statute or agreement.

iii. Other Related Parties

Other related parties include entities controlled by the ultimate parent entity and entities over which key management personnel have joint control.

(a) Transactions with related parties:

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

The following transactions occurred with related parties:

- - - - The following balances were outstanding at the end of the reporting period iCandy Interactive Limited iCandy Digital Pte Ltd New Attention Sdn Bhd Fatfish Global Ventures AB Appxplore (iCandy) Sdn Bhd Fatfish Investments Partners Pte Ltd Fatfish Internet Pte Ltd Fatfish Ventures Sdn Bhd Director related entities Directors' fees paid to Dato' Larry Nyap Liou Gan Directors' fees and wages paid to Kin Wai Lau Directors' fees paid to DHL Corporate Advisory of which Mr Donald Low is a director and shareholder Directors' fees paid to Baustan Capital of which Mr Jeffrey Tan is a director and shareholder

2020 2019 $ $ 31,522 30,000 88,263 - 24,000 24,000 12,000 12,000 155,785 66,000 31 Dec 2020 31 Dec 2019 31 Dec 2020 31 Dec 2019 $ $ $ $ 106,418 106,418 - - - 382,489 - - 103,052 - - - 4,134,846 - - - - - 57,273 61,717 - - - 237,479 - - 170,516 - - - 428,336 384,118 Amounts owed to related parties Amounts owed by related parties Group

4,344,316 488,907 656,125 683,314

• i. Director related entities

ii. The following balances were outstanding at the end of the reporting period

45

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 27 Financial Risk Management

The Group’s financial instruments consist mainly of deposits with banks, accounts receivable and payable.

The totals for each category of financial instruments, measured in accordance with AASB 9: Financial Instruments as detailed in the accounting policies to these financial statements, are as follows:

Note Financial Assets Cash and cash equivalents 9 Trade and other receivables 10 Financial Assets - Fair value OCI - listed investments 12 - unlisted investments 12 Other financial assets 13 Total Financial Assets Financial Liabilities — 18 — 19 Other financial liabilities 20 Total Financial Liabilities Financial liabilities at amortised cost Trade and other payables Borrowings	2020 2019 $ $ 1,064,740 596,472 265,853 353,031 - 2,609,485 - 173,300 Group
	1,330,593 3,732,288 4,535,630 845,069
	5,866,223 4,577,357
	281,900 1,063,951 - 439,647 668,304 2,783,851
	950,204 4,287,449

Financial Risk Management Policies

The directors are responsible for Fatfish Group Limited's risk management strategy and management is responsible for implementing the directors' strategy. A risk management program focuses on the unpredictability of finance markets and seeks to minimise potential adverse effects on financial performance. Fatfish Group uses different methods to measure difference types of risk to which it is exposed. These methods include sensitivity analysis in the case on interest rate and market risk. Fatfish Group does not use derivatives.

The consolidated entity's financial instruments consists of deposits with banks and accounts receivables and payables. The main purpose of nonderivative financial instruments is to raise finance for group operations.

Specific Financial Risk Exposures and Management

The main risks the Group is exposed to through its financial instruments are credit risk, liquidity risk and market risk consisting of interest rate risk, foreign currency risk and other price risk (commodity and equity price risk). There have been no substantive changes in the types of risks the Group is exposed to, how these risks arise, or the Board’s objectives, policies and processes for managing or measuring the risks from the previous period.

• a. Credit risk

• Exposure to credit risk relating to financial assets arises from the potential non-performance by counterparties of contract obligations that could lead to a financial loss to the Group.

The Group does not have any significant credit risk exposure to any single counterparty or any group of counterparties having similar characteristics. The credit risk on liquid funds ad derivative financial instruments is limited as the counterparties are banks with high credit rating assigned by international credit rating agencies.

The carrying amount of financial assets recorded in the financial statements, net of any allowances for losses, represent the Group's maximum exposure to credit risk.

b. Liquidity risk

Liquidity risk arises from the possibility that the Group might encounter difficulty in settling its debts or otherwise meeting its obligations related to financial liabilities. The Group manages this risk through the following mechanisms:

• preparing forward-looking cash flow analyses in relation to its operating, investing and financing activities;

• monitoring undrawn credit facilities;

• obtaining funding from a variety of sources;

• maintaining a reputable credit profile;

• managing credit risk related to financial assets;

• only investing surplus cash with major financial institutions; and

• comparing the maturity profile of financial liabilities with the realisation profile of financial assets

46

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 27: Financial Risk Management (continued)

The following table details the Group's remaining contractual maturity for its financial liabilities and financial assets.

Financial liability and financial asset maturity analysis	Financial liability and financial asset maturity analysis	Financial liability and financial asset maturity analysis
	Within 1 Year		1 to 5	years	Over 5 years			Total
Consolidated Group	2020	2019	2020	2019	2020	2019		2020	2019
	$	$	$	$	$	$		$	$
Financial liabilities due	for payment
Bank overdrafts and	-	365,661	-	-		-	-	-	365,661
loans
Trade and other	281,900	1,063,951	-	-		-	-	281,900	1,063,951
payables
Other financial	668,304	2,783,851	-	-		-	-	668,304	2,783,851
liabilities
Finance lease	-	21,932	-	52,054		-	-	-	73,986
liabilities
Total expected	950,204	4,235,395	-	52,054		-	-	950,204	4,287,449
outflows
	Within 1 Year		1 to 5	years	Over 5 years			Total
Consolidated Group	2020	2019	2020	2019	2020	2019		2020	2019
	$	$	$	$	$	$		$	$
Financial Assets - cash	flows realisable
Cash and cash	1,064,740	596,472	-	-		-	-	1,064,740	596,472
equivalents
Trade, term and loans	265,853	353,031	-	-		-	-	265,853	353,031
receivables
Financial assets - Fair	-	2,782,785	-	-		-	-	-	2,782,785
value OCI
Other financial assets	999,158	845,069	3,536,472	-		-	-	4,535,630	845,069
Total anticipated	2,329,751	4,577,357	3,536,472	-		-	-	5,866,223	4,577,357
inflows
Net (outflow) / inflow on	1,379,547	341,962	3,536,472	(52,054)		-	-	4,916,019	289,908
financial instruments

No financial assets have been pledged as security.

c. Market Risk

i. Interest rate risk The Group's exposure to market risk primarily consists of financial risks associated with changes in interest rates as detailed below. As the level of risk is low, the Group does not use any derivatives to hedge its exposure.

The Group is exposed to interest rate risks as it holds funds at variable interest rates.

ii. Foreign currency risk

Exposure to foreign currency risk may result in the fair value or future cash flows of a financial instrument fluctuating due to movement in foreign exchange rates of currencies in which the Group holds financial instruments which are other than the AUD functional currency of the Group. Due to instruments held by overseas operations, fluctuations in foreign currency may impact on the Group's financial results unless those exposed are appropriately hedged.

are appropriately hedged.
The following significant exchange rates	Average	Rate	Spot Rate
were applied during the year
$1 AUD	2020	2019	2020	2019
Singapore	0.9517	0.9483	1.0189	0.9483
Sweden	-	0.1521	-	0.1523
United States	0.6906	0.6952	0.7702	0.7006

Interest rate Sensitivity Analysis

The following table illustrates sensitivities to the Group’s exposures to changes in interest rates, exchange rates and commodity and equity prices. The table indicates the impact of how profit and equity values reported at the end of the reporting period would have been affected by changes in the relevant risk variable that management considers to be reasonably possible.

47

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 27: Financial Risk Management (continued)

These sensitivities assume that the movement in a particular variable is independent of other variables.

	Consolidated	Group
	Profit	Equity
Year ended 31 December 2020	$	$
+/- 0.75% in interest rates	7,986	7,986
	Consolidated	Group
	Profit	Equity
Year ended 31 December 2019	$	$
+/- 0.75% in interest rates	4,474	4,474

There have been no changes in any of the methods or assumptions used to prepare the above sensitivity analysis from the prior year.

Fair Values

The Directors consider that the carrying amounts of financial assets and liabilities recorded at cost less any accumulated impairments in the financial statements approximates their fair values.

The fair values of financial assets and liabilities are determined as follows:

• Other financial assets and financial liabilities are determined in accordance with general accepted pricing models.

Fair value estimation

The fair values of financial assets and financial liabilities are presented in the following table and can be compared to their carrying amounts as presented in the statement of financial position. Refer to Note 39 for detailed disclosures regarding the fair value measurement of the group’s financial assets and financial liabilities.

Differences between fair values and carrying amounts of financial instruments with fixed interest rates are due to the change in discount rates being applied by the market since their initial recognition by the Group.

Note Consolidated Group	Carrying Amount Fair Value Carrying Amount Fair Value $ $ $ $ 2020 2019
Financial assets Financial assets at amortised cost: Cash and cash equivalents 9 Trade and other receivables: - unrelated parties - trade and term receivables 10 Total trade and other receivables 10 Investments Financial assets - Fair value OCI - at fair value: - listed investments 12,29 - unlisted investments 12,29 Total financial assets at fair value through profit or loss Total financial assets Financial liabilities at amortised cost Trade and other payables 18 Lease liability Bank debt Total financial liabilities	1,064,740 1,064,740 596,472 596,472 265,853 265,853 353,031 353,031
	265,853 265,853 353,031 353,031 - - 2,609,485 2,609,485 - - 173,300 173,300
	- - 2,782,785 2,782,785
	1,330,593 1,330,593 3,732,288 3,732,288
	281,900 281,900 1,063,951 1,063,951 - - 21,932 21,932 - - 365,661 365,661
	281,900 281,900 1,451,544 1,451,544

(i) Cash and cash equivalents, trade and other receivables, and trade and other payables are short-term instruments in nature whose carrying amounts are equivalent to their fair values.

(ii) Term receivables reprice to market interest rates every three months, ensuring carrying amounts approximate fair value.

48

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 28 Fair Value Measurements

The Group measures and recognises the following assets and liabilities at fair value on a recurring basis after initial recognition:

— financial assets - fair value OCI

• investments in subsidiaries

The Group does not subsequently measure any liabilities at fair value on a non-recurring basis.

• (a) Fair value hierarchy

AASB 13: Fair Value Measurement requires the disclosure of fair value information by level of the fair value hierarchy, which categorises fair value measurements into one of three possible levels based on the lowest level that an input that is significant to the measurement can be categorised into as follows:

Level 1 Level 2 Level 3 Measurements based on quoted prices Measurements based on inputs other than Measurements based on unobservable inputs (unadjusted) in active markets for identical quoted prices included in Level 1 that are for the asset or liability. assets or liabilities that the entity can access at observable for the asset or liability, either the measurement date. directly or indirectly.

The fair values of assets and liabilities that are not traded in an active market are determined using one or more valuation techniques. These valuation techniques maximise, to the extent possible, the use of observable market data. If all significant inputs required to measure fair value are observable, the asset or liability is included in Level 2. If one or more significant inputs are not based on observable market data, the asset or liability is included in Level 3.

Valuation techniques

The Group selects a valuation technique that is appropriate in the circumstances and for which sufficient data is available to measure fair value. The availability of sufficient and relevant data primarily depends on the specific characteristics of the asset or liability being measured. The valuation techniques selected by the Group are consistent with one or more of the following valuation approaches:

• Market approach: valuation techniques that use prices and other relevant information generated by market transactions for identical or similar assets or liabilities.

• Income approach: valuation techniques that convert estimated future cash flows or income and expenses into a single discounted present

• Cost approach: valuation techniques that reflect the current replacement cost of an asset at its current service capacity.

Each valuation technique requires inputs that reflect the assumptions that buyers and sellers would use when pricing the asset or liability, including assumptions about risks. When selecting a valuation technique, the Group gives priority to those techniques that maximise the use of observable inputs and minimise the use of unobservable inputs. Inputs that are developed using market data (such as publicly available information on actual transactions) and reflect the assumptions that buyers and sellers would generally use when pricing the asset or liability are considered observable, whereas inputs for which market data are not available and therefore are developed using the best information available about such assumptions are considered unobservable.

The following tables provide the fair values of the Group’s assets and liabilities measured and recognised on a recurring basis after initial recognition and their categorisation within the fair value hierarchy.

and their categorisation within the fair value hierarchy.
Recurring fair value measurements Note Financial assets Financial assets at fair value through profit or loss — Investments at fair value 14 Total financial assets recognised at fair value on a recurring basis	Level 1 Level 2 Level 3 Total $ $ $ $ 11,861,746 544,950 - 12,406,696 31 December 2020
	11,861,746 544,950 - 12,406,696

49

FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 29 Reserves

• a. Option Reserve

The option reserve records items recognised as expenses on valuation of employee share options and other options

	Group
	2020	2019
	$	$
Balance at beginning of year	398,593	398,593
Options expired	(349,550)	-
	49,043	398,593
Foreign Currency Translation Reserve
The foreign currency translation reserve records exchange differences arising on translation of a foreign controlled subsidiary.
	Group
	2020	2019
	$	$
Balance at beginning of year	1,945,640	2,083,638
Foreign currency movements during the year	44,174	(137,998)
Deconsolidation of subsidiaries	(2,511,497)	-
	(521,683)	1,945,640
Financial Assets Reserve
The financial assets reserve records revaluations of financial assets.
	Group
	2020	2019
	$	$
Balance at beginning of year	(7,456,906)	1,023,504
Fair value movements during the year	-	(8,480,410)
Deconsolidation of subsidiaries	7,094,129	-
	(362,777)	(7,456,906)
	Group
	2020	2019
	$	$
Total Reserves
Option reserve	49,043	398,593
Foreign currency translation reserve	(521,683)	1,945,640
Financial assets reserve	(362,777)	(7,456,906)
	(835,417)	(5,112,673)

• b. Foreign Currency Translation Reserve

• c. Financial Assets Reserve

Note 30 Deconsolidation of subsidiaries

The Directors have assessed that Fatfish Group Limited meets the requirements of an Investment Entity. The company has applied AASB 10, exception to consolidation since 6 January 2020 on the deemed completion of the acquisition of Abelco Investment Group AB.

Under AASB 10, investments in subsidiaries are measured at fair value through profit or loss in accordance with AASB 13, rather than being consolidated to form group accounts. As such, these separate financial statements are the Company's only financial statements.

However, Fatfish Group Limited has entities that are not itself investment entities, therefore, it would consolidate certain subsidiaries according to AASB 10.

On 6 January 2020, Fatfish Group Limited met all conditions precedent to complete the sale and purchase transaction resulting in Fatfish Group Limited receiving 704,410,476 fully paid ordinary shares in Abelco Investment Group which equates to 50.1% of Abelco for its 81% interest in Fatfish Global Ventures AB and all its related subsidiaries.

The deemed disposal date of Fatfish Global Ventures AB is 6 January 2020 when the transaction became unconditional and the shares were transferred on 16 March 2020.

The value of the consideration shares was $9,846,433, based on the market price of Abelco on deemed disposal date.

Table below reflects the effect of the deconsolidation.

Fair value of Abelco Investment Group AB Non-controlling interest derecognised Foreign currency translation derecognised Subtotal Net assets on deconsolidation Adjustments on net assets for inter-company loans no longer eliminated Non-controlling interest component for foreign currency translation reserve Net loss on derecognition	6 Jan 2020 $ 9,846,433 2,047,369 2,511,496
	14,405,298 9,712,411 4,018,028 868,194
	(193,335)

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FATFISH GROUP LIMITED ABN: 88 004 080 460 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020

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Note 31 Leases

2020 2019 $ $ (a) - - 222,510 99,439 (130,007) (59,663) 92,503 39,776 39,776 - Recognised on initial aplication of AASB 16 - 99,439 Additions 116,845 - Depreciation (70,344) (59,663) Foreign currecny exchange movement 6,226 - Closing Balance as at 31 December 92,503 39,776 (b) 58,233 40,459 34,638 - 92,871 40,459 40,459 - Recognised on initial aplication of AASB 16 - 99,439 Additions 116,845 - Lease payments (72,205) (61,927) Interest expense 1,495 2,666 Foreign currecny exchange movement 6,277 281 Closing Balance as at 31 December 92,871 40,459 92,503 39,776 92,503 39,776 (c) 72,205 61,927 72,205 61,927 The Company has a property lease in place. During the year, the Company extended the lease for a further 2 years. Group Right of use assets Current Right-of-use Accumulated depreciation Movement in carrying amounts: Opening Balance as at 1 January Lease Liabilities Current Non current Movement in carrying amounts: Opening Balance as at 1 January Office space Cash outflows for leases Cashflows from financing activities Payments for rental leases

2020 2019 $ $ (a) - - 222,510 99,439 (130,007) (59,663) 92,503 39,776 39,776 - Recognised on initial aplication of AASB 16 - 99,439 Additions 116,845 - Depreciation (70,344) (59,663) Foreign currecny exchange movement 6,226 - Closing Balance as at 31 December 92,503 39,776 (b) 58,233 40,459 34,638 - 92,871 40,459 40,459 - Recognised on initial aplication of AASB 16 - 99,439 Additions 116,845 - Lease payments (72,205) (61,927) Interest expense 1,495 2,666 Foreign currecny exchange movement 6,277 281 Closing Balance as at 31 December 92,871 40,459 92,503 39,776 92,503 39,776 (c) 72,205 61,927 72,205 61,927 The Company has a property lease in place. During the year, the Company extended the lease for a further 2 years. Group Right of use assets Current Right-of-use Accumulated depreciation Movement in carrying amounts: Opening Balance as at 1 January Lease Liabilities Current Non current Movement in carrying amounts: Opening Balance as at 1 January Office space Cash outflows for leases Cashflows from financing activities Payments for rental leases

Company Details Note 32

The registered office of the company is: Fatfish Group Limited Level 4, 91 William Street Melbourne Vic 3000 The principal places of business are: Fatfish Group Limited Level 4, 91 William Street Melbourne Vic 3000

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FATFISH GROUP LIMITED ABN: 88 004 080 460 DIRECTORS’ DECLARATION

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In accordance with a resolution of the directors of Fatfish Group Limited, the directors of the company declare that:

1. the financial statements and notes, as set out on pages 19 to 51, are in accordance with the Corporations Act 2001 and:

2. (a) comply with Australian Accounting Standards applicable to the entity, which, as stated in accounting policy Note 1 to the financial statements, constitutes compliance with International Financial Reporting Standards; and

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

4. in the directors' opinion there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable; and

5. the directors have been given the declarations required by section 295A of the Corporations Act 2001 from the Chief Executive Officer and Chief Financial Officer.

Director

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Mr Kin Wai Lau Dated this 31 March 2021

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Independent Auditor's Report

To the Members of Fatfish Group Limited

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of Fatfish Group Limited (“the Company”) and its subsidiaries (“the Consolidated Entity”), which comprises the consolidated statement of financial position as at 31 December 2020, 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:

• a. the accompanying financial report of the Consolidated Entity is in accordance with the Corporations Act 2001, including:

• (i) giving a true and fair view of the Consolidated Entity’s financial position as at 31 December 2020 and of its financial performance for the year then ended; and

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

• b. the financial report also complies with International Financial Reporting Standards as disclosed in Note 1.

Basis for Opinion

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

Independent Auditor’s Report To the Members of Fatfish Group Limited (Continued)

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Material Uncertainty Related to Going Concern

We draw attention to Note 1(v) in the financial report which indicates that the Consolidated Entity incurred net cash outflows from operating activities of $322,624 during the year ended 31 December 2020. As stated in Note 1(v), these events or conditions, along with other matters as set forth in Note 1(v), indicate that a material uncertainty exists that may cast significant doubt on the Consolidated Entity’s ability to continue as a going concern. Our opinion is not modified in this respect of this matter.

Key Audit Matters

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.

Key audit matter	How our audit addressed the key audit matter
Abelco Transaction As disclosed in note 30, the Consolidated Entity accepted an AUD 12.7million offer for the sale of its 81% interest in Fatfish Global Ventures AB to Abelco Investment Group AB (“Abelco”) in return for 704,410,476 consideration shares in Abelco Investment Group AB. The transaction resulted in the Consolidated Entity gaining a controlling 50.1% interest in Abelco. This was considered a key audit matter due to the size and complexity of the accounting for the transaction including the de-recognition of Fatfish Global Ventures AB and determination of the loss on disposal of the subsidiary and recognition of Albelco.	Our procedures amongst others included: Obtaining the Abelco share sale agreement and assessing the key terms of the disposal; We verified the mechanical accuracy of the disposal calculation; We assessed that_AASB 5 Non-current assets_ _held for sale and discontinued operations_is not applicable as the Group retains control over the FGV disposal group through the acquisition of Abelco; We assessed the appropriateness of the disclosures included in Note 30 to the financial report.
Fair value of investments held at fair value through profit or loss As disclosed in note 14, the Consolidated Entity held $12,406,696 in subsidiaries held at fair value through profit and loss. Valuation of these investments is considered to be a key audit matter due to the significance of the assets to the Consolidated Entity’s financial position, current year’s performance and due to the judgement involved in determining the key assumptions used in the valuation of these assets.	Our procedures in relation to management’s valuation of the investments included: Obtaining an understanding of the valuation methodology and assumptions used; Critically evaluating management’s methodologies and their documented basis for key assumptions utilised in the valuations which are described in Note 14 and 28; We assessed the appropriateness of the disclosures included in Notes 14 and 28 to the financial report.

Independent Auditor’s Report To the Members of Fatfish Group Limited (Continued)

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Key audit matter	How our audit addressed the key audit matter
Recoverability of other financial assets The Consolidated entity has provided loans to multiple entities including related parties and to external parties, totalling $4,535,630 as disclosed in note 13. Due to the quantum of the loan, the recoverability of the loans were considered a key audit matter.	Our procedures amongst others included: Holding discussions with management over the recoverability of the loans; Assessment of the counterparty’s capacity to repay the loan; and Confirmed to the terms of the loan agreement. We assessed the appropriateness of the disclosures included in Notes 13 to the financial report.

Other Information

The directors are responsible for the other information. The other information comprises the information included in the Consolidated Entity’s annual report for the year ended 31 December 2020, 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 conclusion 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.

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 Note 1, the directors also state in accordance with Australian Accounting Standard AASB 101 Presentation of Financial Statements , that the financial report complies with International Financial Reporting Standards.

In preparing the financial report, the directors are responsible for assessing the Consolidated Entity’s ability 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 Consolidated Entity or to cease operations, or has no realistic alternative but to do so.

Independent Auditor’s Report To the Members of Fatfish Group Limited (Continued)

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Auditor’s Responsibilities for the Audit of the Financial Report

Our responsibility is to express an opinion on the financial report based on our audit. 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 the Australian Auditing Standards, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

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• Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. 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.

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• Obtain an understanding of internal control relevant to the audit 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 Consolidated Entity’s internal control.

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• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

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• 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 Consolidated Entity’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 Consolidated Entity to cease to continue as a going concern.

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• 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.

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

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.

Independent Auditor’s Report To the Members of Fatfish Group Limited (Continued)

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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 the 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

We have audited the Remuneration Report included in the directors’ report for the year ended 31 December 2020. The directors of the Company are responsible for the preparation and presentation of the remuneration report in accordance with s 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.

Auditor’s Opinion

In our opinion, the Remuneration Report of the Company, for the year ended 31 December 2020, complies with section 300A of the Corporations Act 2001.

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BENTLEYS MARK DELAURENTIS CA Chartered Accountants Partner

Dated at Perth this 31[st] day of March 2021

FATFISH GROUP LIMITED ABN: 88 004 080 460 ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES"

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The following information is current as at 29 March 2021.

1. Shareholding

1. Shareholding
a. Distribution of Shareholders Category (size of holding) 100,001 – and over 1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000	No. of Holders No. of Ordinary Shares 487 180,025 3,919 12,818,934 3,152 25,472,111 5,332 180,620,600 728 719,758,550
	13,618 938,850,220

• b. The number of shareholdings held in less than marketable parcels is 3,721. (2019: 2,137)

• c. The names of the substantial shareholders listed in the holding company’s register are:

	Number	Number
Shareholder	No. of Fully Paid	% Held of Issued
	Ordinary Shares	Ordinary Capital
HSBC Custody Nominees (Australia) Limited	162,162,507	18.02%
HSBC Custody Nominees (Australia) Limited	79,140,930	8.43%
Mr Abu Bakar Fikri Bin Sulaiman	49,375,000	5

The voting rights attached to each class of equity security are as follows:

Ordinary shares

– Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a meeting or by proxy has one vote on a show of hands.

20 Largest Shareholders — Ordinary Shares Name 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. INVESTORLEND PTY LTD 14. 15. MR GRAHAM JOHN WALKER 16. MR KONG KHAI YEAN 17. COMSEC NOMINEES PTY LIMITED 18. MR MAO CAI 19. 20. BEARDED ROOSTER NOMINEES PTY LTD BNP PARIBAS NOMINEES PTY LTD MR PHUNG DANG NGUYEN & MRS THI THU THUY NGUYEN SPLENDID STUFF PTY LTD BNP PARIBAS NOMS PTY LTD MR CHANG JEH ONG MR SAY KEE SAW BNP PARIBAS NOMS PTY LTD HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED MR ABU BAKAR FIKRI BIN SULAIMAN MR ONG CHANG JEH MR GARY DEAN SHAW CITICORP NOMINEES PTY LIMITED MR KIN WAI LAU

Number of Ordinary Fully Paid Shares Held % Held of Issued Ordinary Capital 169,162,507 18.02% 79,140,930 8.43% 49,375,000 5.26% 42,287,018 4.50% 30,209,609 3.22% 23,707,230 2.53% 20,000,000 2.13% 15,520,300 1.65% 12,354,276 1.32% 10,000,000 1.07% 8,000,000 0.85% 6,150,668 0.66% 5,769,680 0.61% 4,748,565 0.51% 4,200,000 0.45% 4,000,000 0.43% 3,872,558 0.41% 3,350,000 0.36% 2,600,000 0.28% 2,500,000 0.27% Number

496,948,341 52.96%

• d. 20 Largest Shareholders — Ordinary Shares

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FATFISH GROUP LIMITED ABN: 88 004 080 460 ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES"

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1. The name of the company secretary are Mr Andrew Draffin and Ms Jiahui Lan.

2. The address of the principal registered office in Australia is Level 4, 91 William Street, Melbourne Victoria 3000.

3. Registers of securities are held at the following addresses Automic Group Level 2, 267 St Georges Terrace Perth WA 6000

4. Stock Exchange Listing

Quotation has been granted for all the ordinary shares of the company on all Member Exchanges of the Australian Securities Exchange Limited.

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