FIRST LITHIUM LIMITED - Annual Report 2016

OOKAMI LIMITED

(Formerly known as Advanced Engine Components Limited)

ABN 67 009 081 770

ANNUAL REPORT 30 JUNE 2016

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

NTENTS
Corporate Directory	1
Directors’ Report	2
Remuneration Report	12
Auditor’s Independence Declaration	21
Financial Report	22
Directors’ Declaration	62
Independent Auditor’s Report	63
Additional Shareholder Information	66

CORPORATE DIRECTORY

Directors

Faldi Ismail Non-Executive Chairman Brendan de Kauwe Non-Executive Director Peter Wall Non-Executive Director

Company Secretary

Shannon Coates

Registered office

108 Outram Street, West Perth, WA, 6005 Ph: +61 8 9486 7244

Auditor

Ernst & Young 11 Mounts Bay Road Perth, WA, 6000

Share Registry

Automic Registry Services Level 1, 7 Ventnor Avenue West Perth, WA, 6005

Securities Exchange Listing

Australian Securities Exchange Limited Level 40, Central Park 152-158 St Georges Terrace Perth, WA, 6000

ASX Code – OOK

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

Your Directors present their report, together with the financial statements of Ookami Limited (“the Company” or “OOK”) and controlled entities (“the Group”) for the financial year ended 30 June 2016.

1. DIRECTORS

The names of Directors in office at any time during or since the end of the year are:

Name Status Appointed Faldi Ismail Non-Executive Chairman Appointed 5 June 2015 Brendan de Kauwe Non-Executive Director Appointed 5 June 2015 Peter Wall Non-Executive Director Appointed 27 October 2015 Nicholas Young Non-Executive Director Appointed 5 June 2015, Resigned 27 October 2015 Chris Ntoumenopoulos Non-Executive Director Appointed 27 October 2015, Resigned 26 November 2015

2. COMPANY SECRETARY

The following person held the position of Company Secretary at the end of the financial year:

Shannon Coates

Ms. Coates was appointed as Company Secretary on 24 September 2015. Shannon holds a Bachelor of Laws from Murdoch University and has over 20 years’ experience in corporate law and compliance. She is a Chartered Secretary and currently acts as Company Secretary to several ASX and AIM listed companies.

3. NATURE OF OPERATIONS PRINCIPAL ACTIVITIES

The acquisition of Akela Capital Pty Limited (formerly Investia Technologies Pty Ltd) was completed on the 25 January 2016. Since the acquisition, the principal continuing activities of the Group consisted of an intellectual property portfolio of technology solutions; focusing in financial services, Big Data Analytics, application and communication software, and online social networking services.

4. DIVIDENDS PAID OR RECOMMENDED

There were no dividends paid or recommended during the financial year ended 30 June 2016.

5. REVIEW OF OPERATIONS

5.1 Operations Review

As detailed further in section 6 below ‘Significant changes in state of affairs’, during the financial year ended 30 June 2016:

the Company’s acquisition of Akela Capital Pty Ltd was completed on the 25 January 2016;
a Capital raising of $3,700,000 (before costs) was successfully completed;
the Company’s name was changed to Ookami Limited, formerly Advanced Engine Components Limited; and
the Company was re-admitted to the Official List of the ASX and re-commenced trading on 9 February 2016.

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

5.2 Financial Review

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 incurred a profit for the year of $9,393,508 (2015: $154,952 loss). The profit was mainly due to a gain arising from the Deed of Company Arrangement of $11,149,692 being recognised during the year.

The net assets of the Group have increased from a deficit of $11,497,150 at 30 June 2015 to $3,660,784 at 30 June 2016.

As at 30 June 2016, the Group's cash and cash equivalents increased from a balance at 30 June 2015 of $419 to a balance at 30 June 2016 of $3,141,828 and had working capital of $3,091,867 (2015: $11,497,150 net working capital deficiency).

Based on a cash flow forecast, the Group has sufficient working capital to fund its mandatory obligations for the period ending 12 months from the date of this report.

6. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

Recapitalisation of the Company

On 29 August 2014, the Board resolved to place the Company into voluntary administration and appointed Mr Mark Summers and Mr Jack James of Palisade Business Consulting as joint and several administrators of the Company. Following appointment of the administrators, the powers of the Company’s officers (including Directors) were suspended and the administrators assumed control of the Company’s business, property and affairs.

The Deed of Company Arrangement (“DoCA”) was executed on 24 October 2014. On 13 March 2015, the creditors of the Company resolved that the Company vary the Original DoCA. On the 20 March 2015 the Company and Otsana Capital (Otsana) executed a DoCA, which embodied a proposal by Otsana for the recapitalisation of the Company (Recapitalisation Proposal). The DoCA provided for the creation of a Creditors Trust and an opportunity for the Company to be restructured for a “cash consideration”. Under the DoCA, the claims of the Company’s creditors as at 23 September 2015 now reside within the Creditors Trust. The Voluntary Administrators were appointed as Deed Administrators and Trustees of the Creditors Trust. The purpose of the DoCA was to facilitate a reconstruction and recapitalisation of the Company with a view to having the Company relisted on the ASX. On effectuation of the DoCA on 23 September 2015 control of the Company reverted back to the Directors.

The effectuation of the DoCA had the following financial effect:

claims of the Company’s creditors as at 23 September 2015 now reside within the Creditors Trust;
all cash at bank and any other assets at 23 September 2015 were transferred to the Creditors Trust; and
• the payment of the promoter contribution of $200,000 (The initial deposit of $27,500 and second deposit of $35,000 was settled in FY 2015. The remaining promoter contribution of $137,500 was settled during FY16).

On 24 September 2015, Ms Shannon Coates was appointed as Company Secretary. On 27 October 2015 Mr Peter Wall as appointed as Non-Executive Director and Mr Chris Ntoumenopoulos was appointed as Non-Executive Director. Mr Nicholas Young resigned as a Non-Executive Director on 27 October 2015, and Mr Chris Ntoumenopoulos resigned as a Non-Executive Director on 26 November 2015.

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

6. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS (cont’d)

Recapitalisation of the Company

On 24 December 2015, the Company’s shareholders approved at its General Meeting:
a change in nature and scale of the Company’s activities via the acquisition of 100% of the issued share capital of Investia Technologies Pty Ltd;
the issue of 17,500,000 Consideration Shares, 17,500,000 Consideration Options, up to 15,000,000 Milestone 1 Consideration Shares and 17,500,000 Milestone 2 Consideration Shares in exchange for 100% of the issued share capital of Investia Technologies Pty Ltd;
the issue of up to 185,000,000 shares at an issue price of $0.02 to raise $3,700,000 (before costs);
the issue of up to 14,000,000 shares for the conversion of a convertible note to a non-related party;
the issue of up to 1,000,000 shares for the conversion of a convertible note to a related party;
re-election of Director Peter Wall;
to change the Company name to Ookami Limited;
to adopt a Performance Rights Plan;
the issue of 36,000,000 Performance Rights to related parties;
participation in capital raising by related parties;
the issue of up to 25,000,000 broker options;
the issue of up to 5,000,000 of the broker options to a related party; and
to repeal the Company’s existing constitution and adopt a new constitution.

On 22 September 2015, the Company entered into a number of identical convertible loan agreements with unrelated parties (except for as detailed below) for a total amount of $300,000. No interest was payable and no security was required. One of the Converting Loan Agreements, for an amount of $20,000, was with Davinch Pty Ltd, an entity controlled by Mr Chris Ntoumenopoulos, a former Director of the Company. The Company obtained shareholder approval on the 24 December 2015 to convert the loaned amounts to satisfy the repayment of the funds advanced by issuing Shares at a deemed issue price of $0.02 per Share under the Conversion Offer (the deemed issue price was equivalent to fair value). The shares were issued on the 22 January 2016.

On 5 October 2015 the Company announced their intention to acquire 100% of Akela Capital Pty Ltd (formerly Investia Technologies Pty Ltd) (‘Akela’), a software and technology development company ( Acquisition ).

As consideration for the Acquisition, the Company agreed and issued:

17,500,000 fully paid ordinary shares in OOK at a deemed issue price of $0.02 each (Initial Consideration Shares). All consideration shares are subject to ASX escrow provisions;
17,500,000 options exercisable at $0.03 each, expiring three years from date of issue; and
up to 32,500,000 deferred consideration shares subject to certain milestones being achieved.

Settlement of the Acquisition became unconditional after all conditions were satisfied and the transaction was completed on the 25 January 2016. The Directors have reviewed the Acquisition and concluded that it does not represent a business combination, and as such, have accounted for the transaction as an asset acquisition.

On 22 January 2016, pursuant to shareholder approval received at the General Meeting held on 24 December 2015 and confirmation of conditional reinstatement received from the ASX, the following securities were issued: • 185,000,000 fully paid ordinary shares at a price of $0.02 successfully raising $3,700,000 (before costs);

OOKAMI LIMITED (Formerly Advanced Engine Components Limited)

ABN 67 009 081 770

ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

6. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS (cont’d)

Recapitalisation of the Company

25,000,000* options to brokers and corporate advisers with and exercise price of $0.03, expiring 22 January 2019;
15,000,000 fully paid ordinary shares at a deemed issue price of $0.02 on conversion of convertible notes; and
36,000,000* performance rights with Class A, Class B and Class C milestones as set out in the Company’s prospectus dated 23 November 2015.

*The grant date for these securities was determined to be the date of the general meeting on 24 December 2015 given that this was the date the services were considered to have been provided.

As outlined above during the period the Directors worked towards the restructure and recapitalisation of the Company and liaising with the ASX in relation to the reinstatement of Ookami Limited’s securities for trading on the ASX. On 21 January 2016 the Company received conditional confirmation of the shares official quotation; shares commenced trading on 9 February 2016.

7. EVENTS SUBSEQUENT TO REPORTING DATE

On 5 September 2016 the Company announced the successful soft launch of the Akela Capital Pty Ltd platform.

There were no significant events subsequent to reporting date for the year ended 30 June 2016.

8. FUTURE DEVELOPMENTS, PROSPECTS AND BUSINESS STRATEGIES

Likely developments, future prospects and business strategies of the operations of the Group are detailed in the significant changes in the state of affairs of the Company.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

9. INFORMATION ON DIRECTORS

The following information on Directors including the share and option holdings is current as at the date of this report:

Mr Faldi Ismail - Chairman (Non-Executive) - Qualifications Bachelor of Business (Accounting & Finance) - Experience Mr Ismail has significant experience working as a corporate advisor specialising in the restructure and recapitalisation of a wide range of ASX-listed companies. With many years of investment banking experience, his expertise covers a wide range of industry sectors. Mr Ismail is the founder and operator of Otsana Capital, a boutique advisory firm specialising in mergers & acquisitions, capital raisings and Initial Public Offerings (IPO’s) and is currently a director of several ASX-Listed companies. Interest in Shares and - 5,500,000 Ordinary Shares Options at the date of this 6,250,000 Options exercisable by payment of $0.02 each on or before 3/9/2019 report 4,364,865 Options exercisable by payment of $0.03 each on or before 22/1/2019 3,000,000 Class A Performance Rights 3,000,000 Class B Performance Rights 3,000,000 Class C Performance Rights - Directorships held in other Cre8tek Limited (current) listed entities (last 3 years) TV2U International Limited (current) WHL Energy Limited (current) Asiamet Resources Limited (formerly Kalimantan Gold Corporation) (current) BGD Corporation Limited (ceased 6 April 2016) Emergent Resources Limited (ceased 16 November 2015) Style Limited (ceased 10 August 2015)

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

9. INFORMATION ON DIRECTORS

Mr Brendan de Kauwe - Director (Non-Executive) - Qualifications Bachelor of Science and Bachelor of Dental Surgery Post Graduate Diploma in Applied Finance, majoring in Corporate Finance, and is currently completing his Masters in Applied Finance - Experience Dr de Kauwe’s extensive science and bio-medical background with more than 10 years’ experience in the health sector; coupled with his finance backing, gives him an integral understanding in the evaluation of projects over a diverse range of sectors. As an advisor with Otsana Capital he has been involved in a number of corporate restructures, capital raisings, and evaluations of a diverse range of assets.

Interest in Shares and - 1,250,000 Ordinary Shares Options at the date of this 3,000,000 Class A Performance Rights report 3,000,000 Class B Performance Rights 3,000,000 Class C Performance Rights

Directorships held in other Race Oncology Limited (current) listed entities (last 3 years) XPED Limited (formerly Raya Group Limited) (ceased 24 March 2016) Actinogen Limited (ceased 18 December 2014) Prescient Therapeutics Limited (ceased 28 November 2014)

Mr Peter Wall - Director (Non-Executive) - Qualifications LLB BComm MAppFin FFin - Experience Mr Wall is a corporate lawyer and has been a Partner at Steinepreis Paganin (Perth based corporate law firm) since July 2005. Peter graduated from the University of Western Australia in 1998 with a Bachelor of Laws and Bachelor of Commerce (Finance). He has also completed a Masters of Applied Finance and Investment with FINSIA. Peter has a wide range of experience in all forms of commercial and corporate law, with a particular focus on technology, equity capital markets and mergers and acquisitions. He also has significant experience in dealing in cross border transactions.

Interest in Shares and - 4,750,000 Ordinary Shares Options at the date of this 3,000,000 Class A Performance Rights report 3,000,000 Class B Performance Rights 3,000,000 Class C Performance Rights - Directorships held in other MyFiziq Limited (current) listed entities (last 3 years) Activistic Limited (current) Zyber Holdings Limited (current) Sky and Space Global Limited (current) Transcendence Technologies Limited (current) Zinc of Ireland (Formerly Globe Metals Exploration NL) (ceased 22 July 2016) TV2U International Limited (ceased 9 February 2016)

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

9. INFORMATION ON DIRECTORS

Brainchip Holdings Limited (Formerly Aziana Limited) (ceased 3 August 2015) Discovery Resources Limited (ceased 8 November 2013)

The following directors resigned during the year ended 30 June 2016

Mr Nicholas Young Director (Non-Executive) – resigned 27 October 2015 -
Qualifications Bachelor of Commerce, majoring in Accounting and Finance
Experience Mr Young is a Chartered Accountant and has completed the Insolvency Education Program at the Australian Restructuring Insolvency and Turnaround Association. Nicholas commenced his career in the Corporate Restructuring division of an accounting firm and has gained valuable experience in Australia and Southern Africa, across a wide range of industries, including mining and exploration, mining services, renewable energy, professional services, manufacturing and transport. Mr Young has been involved in the recapitalisation of various ASX-listed companies.

Interest in Shares and - 3,125,000 Ordinary Shares Options[1] 3,125,000 Options exercisable by payment of $0.02 each on or before 3/9/2019 Directorships held in other - BGD Corporation Limited (ceased 1 February 2015) listed entities (last 3 years) Cre8tek Limited (formerly Marion Energy Limited) (ceased 5 November 2015)

Mr Chris Ntoumenopoulos

Qualifications

Director (Non-Executive) – resigned 26 November 2015
Bachelor of Commerce, majoring in Money and Banking, Investment Finance and Electronic Commerce
Experience Mr Ntoumenopoulos is a partner at CPS Capital, a WA based Stockbroking and Corporate Advisory firm. He has worked in financial markets for the past 12 years, focusing on Capital Raisings, Portfolio Management and Corporate Advisory. Mr Ntoumenopoulos has advised and funded numerous ASX companies from early stage venture capital, through to IPO. He is an executive director of various private companies which span across finance, technology and medical sectors.
Interest in Shares and - 3,000,000 Class A Performance Rights Options[1] 3,000,000 Class B Performance Rights 3,000,000 Class C Performance Rights
Directorships held in other ResApp Health Limited (current) listed entities (last 3 years)

1 Balance at date of resignation

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

10. MEETINGS OF DIRECTORS

During the financial year one meeting of Directors was held. Attendances by each Director during the year are stated in the following table.

	DIRECTORS’ MEETINGS	DIRECTORS’ MEETINGS
	Number eligible to attend	Number Attended
Faldi Ismail	1	1
Brendan de Kauwe	1	1
Peter Wall	-	-
Nicholas Young	-	-
Chris Ntoumenopoulos	1	1

11. INDEMNIFYING OFFICERS OR AUDITOR

Indemnification

The Company indemnifies each of its Directors, officers and Company Secretary. The Company indemnifies each Director or officer to the maximum extent permitted by the Corporations Act 2001 from liability to third parties, except where the liability arises out of conduct involving lack of good faith, and in defending legal and administrative proceedings and applications for such proceedings.

The Company must use its best endeavours to insure a Director or officer against any liability, which does not arise out of conduct constituting a wilful breach of duty or a contravention of the Corporations Act 2001. The Company must also use its best endeavours to insure a Director or officer against liability for costs and expenses incurred in defending proceedings whether civil or criminal.

To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young Australia, as part of the terms of its audit engagement agreement against claims by third parties arising from the audit (for an unspecified amount).

The Company has not entered into any agreement with its current auditors indemnifying them against any claims by third parties arising from their report on the financial report.

Insurance premiums

During the year the Company paid insurance premiums to insure Directors and officers against certain liabilities arising out of their conduct while acting as an officer of the Group. Under the terms and conditions of the insurance contract, the nature of the liabilities insured against and the premium paid cannot be disclosed.

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

12. OPTIONS

Unissued shares under option

At the date of this report, the un-issued ordinary shares of Ookami Limited under option are as follows:

Grant Date Expiry Date Exercise Price	Number of shares under option
24 December 2015 22 January 2019 $0.03	42,500,000
24 December 2015 4 September 2019 $0.02	25,000,000
	67,500,000

No person entitled to exercise the option has or has any right by virtue of the option to participate in any share issue of any other body corporate. No shares were issued during the year on exercise of options (2015: Nil).

Performance Rights

Grant Date Performance Right Expiration dates	Grant Date Performance Right Expiration dates	Grant Date Performance Right Expiration dates	Number of rights issued 12,000,000 12,000,000 12,000,000 36,000,000

24 December 2015 Class A 24 December 2015 Class B 24 December 2015 Class C
		25 January 2019
		25 January 2019
		25 January 2019


Class		Milestone
Class A Performance Rights		Upon volume weighted average price (VWAP) for 10 consecutive trading days of shares equals or exceeds 3 cents
Class B Performance Rights		Upon volume weighted average price (VWAP) for 10 consecutive trading days of shares equals or exceeds 4 cents
Class C Performance Rights		Upon volume weighted average price (VWAP) for 10 consecutive trading days of shares equals or exceeds 5 cents

The Performance Rights will vest and become capable of exercise into ordinary shares in the Company upon the satisfaction of vesting conditions that are market based vesting conditions as disclosed above. The Class A Performance Rights vested on 29 March 2016, the remaining classes of performance rights vested when they were issued due to there being no service conditions. To date, these have not been exercised.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

13. ENVIRONMENTAL REGULATIONS

The Company is subject to the environmental regulations under legislation of the Commonwealth of Australia. The Company aims to comply with the identified regulatory requirements in each jurisdiction in which it operates. There have been no known material breaches of the environmental regulations.

14. NON-AUDIT SERVICES

During the year, Ernst & Young, the Company’s auditor did not provide any services other than their statutory audits. Details of their remuneration can be found within the financial statements at Note 6 Auditor’s remuneration on page 36.

In the event that non-audit services are provided by Ernst & Young, the Board has established certain procedures to ensure that the provision of non-audit services are compatible with, and do not compromise, the auditor independence requirements of the Corporations Act 2001. These procedures include:

non-audit services will be subject to the corporate governance procedures adopted by the Company and will be reviewed by the Board to ensure they do not impact the integrity and objectivity of the auditor; and
ensuring non-audit services do not involve reviewing or auditing the auditor’s own work, acting in a management or decision making capacity for the Company, acting as an advocate for the Company or jointly sharing risks and rewards.

15. PROCEEDINGS ON BEHALF OF COMPANY

No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of those proceedings.

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

16. AUDITOR’S INDEPENDENCE DECLARATION

The auditor’s independence declaration under section 307C of the Corporations Act 2001 (Cth) for the year ended 30 June 2016 has been received and can be found on page 20 of the Annual Report.

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

This remuneration report for the year ended 30 June 2016 outlines the remuneration arrangements of the Group in accordance with the requirements of the Corporations Act 2001 (Cth), as amended (the Act) and its regulations. This information has been audited, as required by section 308(3C) of the Act.

The remuneration report is presented under the following sections:

Introduction
Remuneration governance
Executive remuneration arrangements
Non-executive director fee arrangements
Details of remuneration
Additional disclosures relating to options and shares
Loans to key management personnel (KMP) and their related parties
Other transactions and balances with KMP and their related parties

Details of the nature and amount of each element of the remuneration of each of the Key Management Personnel (“KMP”) of the Company (the Directors and executive) for the year ended 30 June 2016 are set out in the following tables:

There were no cash bonuses paid during the year and there are no set performance criteria for achieving cash bonuses.

The names of Directors in office at any time during or since the end of the year are:

Name	Status	Appointed
Faldi Ismail	Non-Executive Chairman	Appointed 5 June 2015
Brendan de Kauwe	Non-Executive Director	Appointed 5 June 2015
Peter Wall	Non-Executive Director	Appointed 27 October 2015
Nicholas Young	Non-Executive Director	Appointed 5 June 2015,
		Resigned 27 October 2015
Chris Ntoumenopoulos	Non-Executive Director	Appointed 27 October 2015,
		Resigned 26 November 2015

The names of other KMP in office at any time since the end of the year are:

Zak Ismail Director of Akela Capital Pty Ltd

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited)

ABN 67 009 081 770

ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

1. Introduction

KMP have authority and responsibility for planning, directing and controlling the major activities of the Group. KMP comprise the Directors of the Company and Mr Zak Ismail, who is a director of Akela Capital Pty Ltd and is engaged in an executive capacity by the Company.

Compensation levels for KMP are competitively set to attract and retain appropriately qualified and experienced directors and executives. The Board may seek independent advice on the appropriateness of compensation packages, given trends in comparative companies both locally and internationally and the objectives of the Group’s compensation strategy.

2. Remuneration governance

The Directors believe the Company is not currently of a size nor are its affairs of such complexity as to warrant the establishment of a separate remuneration committee. Accordingly, all remuneration matters are considered by the full Board of Directors, in accordance with a remuneration committee charter.

During the financial year, the Company did not engage any remuneration consultants.

3. Executive remuneration arrangements

The compensation structures are designed to attract suitably qualified candidates, reward the achievement of strategic objectives, and achieve the broader outcome of creation of value for shareholders. Compensation packages may include a mix of fixed compensation, equity-based compensation, as well as employer contributions to superannuation funds. Shares and options may only be issued to directors subject to approval by shareholders in a general meeting.

At this stage the Board does not consider the Group’s earnings or earnings related measures to be an appropriate key performance indicator (KPI). In considering the relationship between the Group’s remuneration policy and the consequences for the Company’s shareholder wealth, changes in share price are analysed as well as measures such as successful completion of business development and corporate activities.

When required the Company will formalise remuneration arrangements with executives in employment agreements.

4. Non-Executive Director fee arrangements

The Board policy is to remunerate Non-Executive Directors at a level to comparable Companies for time, commitment, and responsibilities. Non-executive Directors do not receive performance related compensation. Directors’ fees cover all main Board activities and membership of any committee. The Board has no established retirement or redundancy schemes in relation to Non-Executive Directors.

The Non-Executive Directors have been provided with options that are meant to incentivise the Non-Executive Directors. These options do not have any performance conditions attached. The board determines payments to the Non-Executive Directors and reviews their remuneration annually based on market practice, duties, and accountability. Independent external advice will be sought when required.

The maximum aggregate amount of fees that can be paid to Non-Executive Directors is presently limited to an aggregate of $150,000 per annum and any change is subject to approval by shareholders at a General Meeting. Fees for Non-Executive Directors are not linked to the performance of the Company. However, to align Directors’ interests with shareholder interests, the Directors are encouraged to hold shares in the Company.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

Total fees for the Non-Executive Directors for the financial year were $30,000 (2015: $Nil) and cover main Board activities only. Non-Executive Directors may receive additional remuneration for other services provided to the Group.

A. Performance Conditions Linked to Remuneration

The Group has established and maintains the Ookami Limited Performance Rights Plan (”Plan”) to provide ongoing incentives to any full time or part time employee, consultant or any person nominated by the Board (including Director or Company Secretary of the Company engaged by the Company on a full or part time basis) (“Eligible Participants”) of the Company.

The Board adopted the Plan to allow Eligible Participants to be granted Performance Rights to acquire shares in the Company.

The objective of the Plan is to provide the Company with a remuneration mechanism, through the issue of securities in the capital of the Company, to motivate and reward the performance of Eligible Participants in achieving specified performance milestones within a specified performance period. The Board will ensure that the performance milestones attached to the securities issued pursuant to the Plan are aligned with the successful growth of the Company’s business activities, which the company measures with reference to the company’s share price. The company’s share price at 30 June 2016 was $0.02 and its profit after tax was $9,393,508. Details of previous year’s share price and profit before tax have not been included in this report given this was prior to the recapitalization of the company and prior to the company’s current business activities and therefore not considered to be comparable.

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited)

ABN 67 009 081 770

ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

5. Details of Remuneration

The Key Management Personnel of Ookami Limited includes the Directors of the Company. Other than is set out below, there are no other Key Management Personnel as at 30 June 2016.

	Short Term	Post	Other		Total	Performance
	Salary, Fees &	Employment		Share-based		based
30 June 2016	Commissions	Superannuati		payments1		remuneration
		on
	$	$	$	$	$	%
Non-Executive
Directors
Faldi Ismail	10,000	-	-	151,800	161,800	94%
Brendan de Kauwe	10,000	-	-	151,800	161,800	94%
Peter Wall	10,000	-	-	151,800	161,800	94%
Nicholas Young	-	-	-	-	-	-
Chris Ntoumenopoulos	-	-	-	151,8002	151,800	100%
Executive Management
Zak Ismail	25,000	-	-	-	25,000	-
Total	55,000	-	-	607,200	662,200

Year Ended 30 June 2015

The financial report for the year ended 30 June 2015 was prepared by Directors who were appointed on or after 5 June 2015. However, the Directors did not have control of the Company until control was transferred to them on the effectuation of the deed of company arrangement (“DoCA”) on 23 September 2015. Accordingly the company does not have adequate information to enable the remuneration report disclosures required by the Corporations Act 2001 for the year ended 30 June 2015.

6. Additional disclosures relating to options and shares

Options awarded, vested and lapsed during the year

The table below discloses the number of share options granted, vested or lapsed during the year.

Share options do not carry any voting or dividend rights, and can only be exercised once the vesting conditions have been met, until their expiry date.

1 The value of the performance rights granted to key management personnel as part of their remuneration is calculated as at the grant date using the Monte Carlo method. The amounts disclosed as part of remuneration for the financial year were issued and vested within the period.

2 In recognition of the service Mr Ntoumenopoulos provided to the Company, the Board resolved to proceed with the proposed issue of 9,000,000 Performance Rights even though he resigned as Director on 26 November 2015.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

KMP Options holdings

The number of options[∗] over ordinary shares held by each KMP of the Group during the financial year is as follows:

30 June 2016 Faldi Ismail Nicholas Young Zak Ismail Total	Balance at the start of the year Granted during the year Exercised during the year Other changes during the year1 Balance at the end of the year Vested and exercisable Vested and un- exercisable - - - 10,614,865 10,614,865 - 10,614,865 - - - 3,125,000 3,125,000 - 3,125,000 - - - 16,547,059 16,547,059 - 16,547,059
	- - - 27,586,924 27,586,924 - 27,586,924

No shares were issued during the year on exercise of options (2015: Nil)

KMP performance rights holdings

The number of performance rights held by each KMP of the Group during the financial year is as follows:

		Granted during						Vested and un-
	Balance at the	the year as	Exercised during	Other changes	Balance at the end	Vested and		exercisable
30 June 2016	start of the year	remuneration	the year	during the year	of the year	exercisable
Faldi Ismail	-	9,000,000	-	-	9,000,000		-	9,000,000
Brendan de Kauwe	-	9,000,000	-	-	9,000,000		-	9,000,000
Peter Wall	-	9,000,000	-	-	9,000,000		-	9,000,000
Chris
Ntoumenopoulos	-	9,000,000	-	-	9,000,000		-	9,000,000
Total	-	36,000,000	-	-	36,000,000		-	36,000,000

No shares were issued during the year on exercise of performance rights (2015: Nil)

∗ Includes options or shares held directly, indirectly and beneficially by KMP

1 These were options issued for promoter or broking services provided by the Directors with the exception of 13,547,059 options granted to Zak Ismail which related to consideration for the acquisition of Akela Capital Pty Ltd. Further details of these transactions is contained in section 8 below.

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited) ABN 67 009 081 770

ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

KMP Shareholdings

The number of ordinary shares[∗] in Ookami Limited held by each KMP of the Group during the financial year is as follows:

30 June 2016 Faldi Ismail Brendan de Kauwe Peter Wall Nicholas Young Zak Ismail Total	Balance at the start of the year Granted as Remuneration during the year Issued on exercise of options during the year Other changes during the year1 Balance at end of Year - - - 5,500,000 5,500,000 - - - 1,250,000 1,250,000 - - - 4,750,000 4,750,000 - - - 3,125,000 3,125,000 - - - 15,047,059 15,047,059
	- - - 29,672,059 29,672,059

Year Ended 30 June 2015

The financial report for the year ended 30 June 2015 was prepared by Directors who were appointed on or after 5 June 2015. However, the Directors did not have control of the Company until control was transferred to them on the effectuation of the deed of company arrangement (“DoCA”) on 23 September 2015. Accordingly, the company does not have adequate information to enable the remuneration report disclosures required by the Corporations Act 2001 for the year ended 30 June 2015.

∗ Includes options or shares held directly, indirectly and beneficially by KMP

1 Other changes include shares issued as consideration for the acquisition of Akela Capital Pty Ltd and for broking and promoter services provided. Further details of these transactions is contained in section 8 below.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

Performance Rights granted as remuneration

30 June 2016 Grant Details Exercised Lapsed Grant Date No. Value1 No. Value No. Value Balance at End of Year $ $ $ No. Value *Group KMP* $ Faldi Ismail 24 Dec 2015 9,000,000 151,800 - - - - 9,000,000 151,800 Brendan de Kauwe 24 Dec 2015 9,000,000 151,800 - - - - 9,000,000 151,800 Peter Wall 24 Dec 2015 9,000,000 151,800 - - - - 9,000,000 151,800 Nicholas Young - - - - - - - - - Chris Ntoumenopoulos2 24 Dec 2015 9,000,000 151,800 - - - - 9,000,000 151,800 Zak Ismail - - - - - - - - - 607,200 - - - - 36,000,000 607,200	30 June 2016 Grant Details Exercised Lapsed Grant Date No. Value1 No. Value No. Value Balance at End of Year $ $ $ No. Value *Group KMP* $ Faldi Ismail 24 Dec 2015 9,000,000 151,800 - - - - 9,000,000 151,800 Brendan de Kauwe 24 Dec 2015 9,000,000 151,800 - - - - 9,000,000 151,800 Peter Wall 24 Dec 2015 9,000,000 151,800 - - - - 9,000,000 151,800 Nicholas Young - - - - - - - - - Chris Ntoumenopoulos2 24 Dec 2015 9,000,000 151,800 - - - - 9,000,000 151,800 Zak Ismail - - - - - - - - - 607,200 - - - - 36,000,000 607,200	30 June 2016 Grant Details Exercised Lapsed Grant Date No. Value1 No. Value No. Value Balance at End of Year $ $ $ No. Value *Group KMP* $ Faldi Ismail 24 Dec 2015 9,000,000 151,800 - - - - 9,000,000 151,800 Brendan de Kauwe 24 Dec 2015 9,000,000 151,800 - - - - 9,000,000 151,800 Peter Wall 24 Dec 2015 9,000,000 151,800 - - - - 9,000,000 151,800 Nicholas Young - - - - - - - - - Chris Ntoumenopoulos2 24 Dec 2015 9,000,000 151,800 - - - - 9,000,000 151,800 Zak Ismail - - - - - - - - - 607,200 - - - - 36,000,000 607,200
	24 Dec 2015 9,000,000
	- -

	24 Dec 2015 9,000,000
	- -
		607,200 - - - - 36,000,000 607,200

Description of Performance Rights issued as remuneration

Grant Date Performance Right Expiration dates	Value per
	Number of Right at
	rights issued Grant Date	Total Value
	($)	$
24 December 2015 Class A 25 January 2019 24 December 2015 Class B 25 January 2019 24 December 2015 Class C 25 January 2019
	12,000,000 0.0177	212,400
	12,000,000 0.0170	204,000
	12,000,000 0.0159	190,800
	36,000,000	607,200

1 The fair value of performance rights granted as remuneration and as shown in the above table has been determined in accordance with Australian Accounting Standards. The expense for these rights has been recognised in full for the current period given there is no applicable service period.

2 In recognition of the service Mr. Ntoumenopolos has provided to the Company, the Board resolved to proceed with the proposed issue of 9,000,000 Performance Rights even though he resigned as Director on 26 November 2015.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

Performance Rights granted as remuneration (cont’d)

Class	Milestone
Class A Performance Rights	Upon volume weighted average price (VWAP) for 10 consecutive trading days of shares equals or exceeds 3 cents
Class B Performance Rights	Upon volume weighted average price (VWAP) for 10 consecutive trading days of shares equals or exceeds 4 cents
Class C Performance Rights	Upon volume weighted average price (VWAP) for 10 consecutive trading days of shares equals or exceeds 5 cents

7. Loans to KMP and their related parties

There were no loans made to Key Management Personnel during the financial year.

8. Other transactions and balances with KMP and their related parties

On the 23 September 2015, the Deed of Company Arrangement was effectuated. The Directors entered into contracts to each be paid $2,000 per month for the provision of Director services to Ookami Limited. The fees were payable from 1 February 2016. The contract remains in place until Directors either resign or are not reelected at an AGM.

Purchases from related parties are made on terms equivalent to those that prevail in arm’s length transactions. The Group acquired the following services from entities that are controlled by members of the Group’s KMP:

Some Directors or former Directors of the Group hold or have held positions in other companies, where it is considered they control or significantly influence the financial or operating policies of those entities. During the year, the following entities provided corporate services and rental to the Group. Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated.

Entity	Nature of transactions	Key	Total Transactions	Total Transactions	Payable Balance	Payable Balance
		Management	2016	2015	2016	2015
		Personnel	$	$	$	$
Adamantium Holdings Pty Ltd	Rental of office	Faldi Ismail	9,000	-	1,500	-
Ostsana Capital Pty Ltd	Capital raising fees	Faldi Ismail	227,163	-	-	-
Onyx Corporate Pty Ltd	Corporate accounting	Nicholas Young	18,000	-	3,000	-

Rental of office space and registered office fees of $9,000 were paid to Adamantium Holdings Pty Ltd for the year ended 30 June 2016, refer to note 23 for additional details. Adamantium Holdings Pty Ltd is a company controlled by director Faldi Ismail.

OOKAMI LIMITED

ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

(Formerly Advanced Engine Components Limited)

DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

Other transactions and balances with KMP and their related parties (cont’d)

IT Consultancy fees of $25,000 were paid to Zak Ismail for the year ended 30 June 2016, which has been included in the remuneration table in section 5 above. The Company signed a 24 months consultancy agreement with Zak Ismail to provide information technology services. The agreement expires on 31 January 2018. Commitments of $95,000 remain at the end of the reporting period.

A capital raising fee of $227,163 was paid to Otsana Capital Pty Ltd for the year ended 30 June 2016, refer to note 19 for additional details. Ostana Pty Ltd is a company controlled by Director Faldi Ismail.

Corporate accounting and bookkeeping fees of $18,000 were paid to Onyx Corporate Pty Ltd for the year ended 30 June 2016. Nicholas Young is a director of Onyx Corporate Pty Ltd and former director of Ookami Limited, Nicholas did not perform any of the services directly.

During the reporting period the following loans were made to the Company from KMP:

One of the Converting Loan Agreements, for an amount of $20,000, was with Davinch Pty Ltd, an entity controlled by Mr Chris Ntoumenopoulos, a former Director of the Company.

Certain KMP participated in the promoter share and options offer which has been accounted for as a share based payment given that it related to promoter services being provided. Additional detail on the share based payment arrangements are at Note 16:

Mr Faldi Ismail participated in the promoter placement on 3 September 2015, Mr Ismail received 2,500,000 shares which had a fair value of $50,000 and 6,250,000 options with a fair value of $87,173;
Mr Nicholas Young participated in the promoter placement on 3 September 2015, Mr Young received 3,125,000 shares which had a fair value of $62,500 and 3,125,000 options with a fair value of $43,587;
Mr Zak Ismail participated in the promoter placement on 3 September 2015, Mr Ismail received 3,000,000 options with a fair value of $41,843.

Otsana Capital an entity controlled by Mr Faldi Ismail provided broker services as part of the capital raising. Otsana received 4,364,865 options with a fair value of $47,742.

Mr Zak Ismail received 13,547,059 options and 13,547,059 shares in Ookami Limited as consideration for the acquisition of Akela Capital Pty Ltd. The fair value of these shares and options was $419,155. Refer to Note 21 for further details on the acquisition.

REMUNERATION REPORT (END)

Signed in accordance with a resolution of the Board of Directors.

==> picture [68 x 56] intentionally omitted <==

Faldi Ismail Non-Executive Chairman Dated 13 September 2016

Ernst & Young 11 Mounts Bay Road Perth WA 6000 Australia GPO Box M939 Perth WA 6843

==> picture [71 x 81] intentionally omitted <==

Tel: +61 8 9429 2222 Fax: +61 8 9429 2436 ey.com/au

Auditor’s Independence Declaration to the Directors of Ookami Limited

As lead auditor for the audit of Ookami Limited for the financial year ended 30 June 2016, I declare to the best of my knowledge and belief, there have been:

a. no contraventions of the auditor independence requirements of the Corporations Act 2001 relation to the audit ; and
b. no contraventions of any applicable code of professional conduct in relation to the audit.

This declaration is in respect of Ookami Limited and the entities it controlled during the financial year.

==> picture [224 x 38] intentionally omitted <==

Ernst & Young

==> picture [131 x 35] intentionally omitted <==

T G Dachs Partner

13 September 2016

A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited)

ABN 67 009 081 770

ANNUAL REPORT 30 JUNE 2016

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2016

Note Interest Income 2 Other Income 2 Administration expenses Director fees Finance costs Software expense Professional fees Share based payment expense 16 Share register expense Other expenses Profit/(Loss) before income tax 3 Income tax expense 4 Profit/(Loss) for the year Other comprehensive income: Other comprehensive loss for the year, net of tax Total comprehensive income/(loss) for the year Profit/(Loss) attributable to: Members of the parent entity Total comprehensive income/(loss) attributable to: Members of the parent entity Basic earnings/(loss) per share (cents per share) 7 Diluted earnings/(loss) per share (cents per share) 7	2016 2015 $ $ 19,020 - 11,149,692 - - (154,952) (30,000) - (997) - (99,566) - (113,650) (1,455,393) - (29,415) - (46,183) -
	9,393,508 (154,952)
	- -
	9,393,508 (154,952)
	- -
	9,393,508 (154,952)

	9,393,508 (154,952)

	9,393,508 (154,952)
	7.51 (3.04) 7.07 (3.04)

The accompanying notes form part of these financial statements.

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited)

ABN 67 009 081 770

ANNUAL REPORT 30 JUNE 2016

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2016

Note CURRENT ASSETS Cash and cash equivalents 8 a Trade and other receivables 9 Other assets TOTAL CURRENT ASSETS NON-CURRENT ASSETS Intangible assets 10 TOTAL NON-CURRENT ASSETS TOTAL ASSETS CURRENT LIABILITIES Trade and other payables 11 Borrowings 12 Provisions 13 TOTAL CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS/ (LIABILITIES) SHAREHOLDERS’ EQUITY/ (DEFICIT) Issued capital 14 Reserves 15 Accumulated losses TOTAL SHAREHOLDERS’ EQUITY/ (DEFICIT)	2016 2015 $ $ 3,141,828 419 6,519 - 6,875 -
	3,155,222 419
	568,917 -
	568,917 -
	3,724,139 419
	58,405 1,176,990 4,950 10,137,920 - 182,659
	63,355 11,497,569
	63,355 11,497,569
	3,660,784 (11,497,150)
	25,537,263 21,193,635 1,420,798 603,280 (23,297,277) (33,294,065)
	3,660,784 (11,497,150)

The accompanying notes form part of these financial statements.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770

ANNUAL REPORT 30 JUNE 2016

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY AS AT 30 JUNE 2016

Balance at 1 July 2014 Loss for the year Other comprehensive income/(loss) Total comprehensive loss for the year Transactions with owners, recognised directly in equity Balance at 30 June 2015 Balance at 1 July 2015 Profit for the year Other comprehensive income Total comprehensive income for the year Transactions with owners, recognised directly in equity Equity issued during the year Options issued during the year Performance rights issued during the year Options lapsed during the year Consideration for acquisition of Akela Capital Pty Ltd (Note 21) Conversion of convertible notes Capital raising costs Balance at 30 June 2016	Issued Capital Reserves Accumulated Losses Total $ $ $ $ 21,193,635 603,280 (33,139,113) (11,342,198) - - (154,952) (154,952) - - - -
	- - (154,952) (154,952)
	- - -
	21,193,635 603,280 (33,294,065) (11,497,150)
	21,193,635 603,280 (33,294,065) (11,497,150) - - 9,393,508 9,393,508 - - - -
	- - 9,393,508 9,393,508
	4,300,000 - - 4,300,000 - 622,136 - 622,136 - 607,200 - 607,200 - (603,280) 603,280 - 350,000 191,462 - 541,462 300,000 - - 300,000 (606,372) - - (606,372)
	25,537,263 1,420,798 (23,297,277) 3,660,784

The accompanying notes form part of these financial statements.

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited)

ABN 67 009 081 770

ANNUAL REPORT 30 JUNE 2016

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2016

Note CASH FLOWS FROM OPERATING ACTIVITIES Payments to suppliers and employees Payments for software platform Interest received Payment to deed Administrator Net cash used in operating activities 8 b CASH FLOWS FROM INVESTING ACTIVITIES Cash acquired from acquisition of subsidiary 21 Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from borrowings Proceeds from issue of shares and options Capital raising costs Net cash from financing activities Net increase/ (decrease) in cash and cash equivalents Cash and cash equivalents at the beginning of the financial year Cash and cash equivalents at the end of the financial year	2016 2015 $ $ (357,781) (70,054) (66,009) - 19,020 - (129,521) -
	(534,291) (70,054)
	8,129 -
	8,129 -
	- 63,663 4,000,500 - (332,929) -
	3,667,571 63,663
	3,141,409 (6,391) 419 6,810
	3,141,828 419

The accompanying notes form part of these financial statements

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

These consolidated financial statements cover Ookami Limited (“the Company”) and its controlled entities as a consolidated entity (also referred to as “the Group”). Ookami Limited is a company limited by shares, incorporated and domiciled in Australia. The Group is a for-profit entity. The Group’s consolidated financial statements are presented in Australian dollars, which is also the Parent’s functional currency.

The financial statements were issued in accordance with a resolution by the Board of Directors on 12 September 2016 by the directors of the Company.

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

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of preparation of the financial report

a) Statement of Compliance

These financial statements are general purpose financial statements which have been prepared in accordance with Australian Accounting Standards (“AASBs”) (including Australian interpretations) adopted by the Australian Accounting Standard Board (“AASB”) and the Corporations Act 2001 where possible (refer to note 1(b)). The financial statements have been prepared on an accruals basis and are based on historical costs.

b) Incomplete records

a) The financial report for the year ended 30 June 2016 has been prepared by Directors who were appointed on or after 5 June 2015. However, the Directors did not have control of the Company until the effectuation of the deed of company arrangement (“DoCA”) on 23 September 2015.
b) Prior to 23 September 2015, the current Directors did not have oversight or control over the company’s financial reporting systems including but not limited to being able to obtain access to complete accounting records of the Company. To prepare the financial reports for the year ended 30 June 2016, the Directors have reconstructed the financial records of the company for the period 1 July 2015 to 23 September 2015 using data extracted from the company’s accounting system. However, there may have been information that the current Directors were not able to obtain, the impact of which may or may not have been material on the financial performance for the year ended 30 June 2016.
c) The current Directors have not been able to source books and records of the Company’s subsidiary, AEC China Ltd. Accordingly, the financial information of AEC China Ltd had been deconsolidated in prior periods (effective from 1 July 2010).

Consequently, although the Directors have prepared this financial report for the year ended 30 June 2016 to the best of their knowledge based on the information available to them, they are of the opinion that it is not possible to state that these financial reports had been prepared in accordance with Australian Accounting Standards including Australian interpretations, other authoritative pronouncements of the Australian Accounting Standard Board and the Corporations Act 2001. Furthermore, the Directors are of the opinion that it is not possible to state this financial report gives a true and fair view of the Group’s financial position as at 30 June 2016 and its performance for the year ended on that date and cannot form a view as to whether the financial statements comply with International Financial Reporting Standards (IFRS).

It should be noted that the matters referred to in items (a) to (c) above were also relevant for the year ended 30 June 2015 which is presented as comparative figures in this report.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

c) Principles of Consolidation

The consolidated financial statements comprise the financial statements of the Group and its subsidiaries as at 30 June 2016. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee if and only if the Group has:

Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee);
Exposure, or rights, to variable returns from its involvement with the investee, and
The ability to use its power over the investee to affect its returns.

When the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:

The contractual arrangement with the other vote holders of the investee,
Rights arising from other contractual arrangements,
The Group’s voting rights and potential voting rights.

The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the statement of comprehensive income from the date the Group gains control until the date the Group ceases to control the subsidiary.

Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity holders of the parent of the Group and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with the Group’s accounting policies. All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.

A change in ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. If the Group loses control over a subsidiary, it:

De-recognises the assets (including goodwill) and liabilities of the subsidiary
De-recognises the carrying amount of any non-controlling interests
De-recognises the cumulative translation differences recorded in equity
Recognises the fair value of the consideration received
Recognises the fair value of any investments retained
Recognises any surplus or deficit in profit and loss
Reclassifies the parent’s share of components previously recognised in OCI to profit or loss or retained earnings, as appropriate, as would be required if the Group had directly disposed of the related assets or liabilities

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

d) Business combination

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 attained, 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 in 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 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.

e) Income Tax

Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated using applicable income tax rates enacted, or substantially enacted, as at reporting date. Current tax liabilities (assets) are therefore measured at the amounts expected to be paid to (recovered from) the relevant taxation authority.

Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well unused tax losses.

Current and deferred income tax expense (income) is charged or credited directly to equity instead of the profit or loss when the tax relates to items that are credited or charged directly to equity.

Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets also result where amounts have been fully expensed but future tax deductions are available. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, 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, based on tax rates enacted or substantively enacted at reporting date. Their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the related asset or liability.

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.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

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.

Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are offset where a legally enforceable right of set-off exists, the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.

f) Leases

Leases are classified at their inception as either operating or finance leases based on economic substance of the agreement so as to reflect the risks and benefits incidental to ownership.

Operating Leases

The minimum lease payments made under operating leases are charged against profits in equal installments over the accounting periods covered by the lease term where the lessor effectively retains substantially all of the risks and benefits of ownership of the leased item.

The cost of improvements to or on leased property is capitalized, disclosed as leasehold improvements and amortised.

Finance leases

Leases which effectively transfer substantially all of the risks and rewards incidental to ownership of the leased item to the Company are capitalised at the present value of the minimum lease payments and disclosed as property, plant and equipment under lease. A lease liability of equal value is also recognised.

Capitalised lease assets are depreciated over the shorter of the estimated useful life of the assets and the lease term. Minimum lease payments are allocated between interest expense and reduction of the lease liability with the interest expense calculated using the interest rate implicit in the lease and recognised directly in net profit.

g) Financial Instruments

Initial recognition and measurement

Financial instruments, incorporating financial assets and financial liabilities, are recognised when the entity becomes a party to the contractual provisions of the instrument.

Financial instruments are initially measured at fair value plus transactions costs where the instrument is not classified as at fair value through profit or loss. Transaction costs related to instruments classified as at fair value through profit or loss are expensed to profit or loss immediately. Financial instruments are classified and measured as set out below.

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

Classification and subsequent measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the assets or liability, assuming the market participants acts in their economic best interests.

(i) Loans and receivables

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

Loans and receivables are included in current assets, except for those which are not expected to mature within 12 months after the end of the reporting period. (All other loans and receivables are classified as non-current assets.)

(ii) Financial liabilities

Non-derivative financial liabilities (excluding financial guarantees) are subsequently measured at amortised cost. Gains or losses are recognised in profit and loss through the amortisation process and when the financial liability is derecognised.

Derivative instruments

The Group does not trade or hold derivatives.

Financial guarantees

The Group has no material financial guarantees.

Impairment

At the end of each reporting period, the Group assesses whether there is objective evidence that a financial instrument has been impaired. An impairment exists if one or more events that has occurred since the initial recognition of the asset (an incurred ‘loss event’) has an impact on the estimated future cash flows of the financial asset or the group of financial assets that can be reliably estimated. Evidence of impairment may include indications that the debtor or a group of debtors is experiencing significant financial difficulty, default or delinquency in interest or principal payments, the probability that they will enter bankruptcy or other financial reorganisation and observable data indicating that there is a measurable decrease in the estimated future cash flows, such as changes in arrears or economic conditions that correlate with defaults.

Derecognition

Financial assets are derecognised where the contractual rights to receipt of cash flow expires or the asset is transferred to another party whereby the entity no longer has any significant continuing involvement in the risks and benefits associated with the asset.

Financial liabilities are derecognised where the related obligations are either discharged, cancelled or expired. The difference between the carrying value of the financial liability extinguished or transferred to another party and the fair value of consideration paid, including the transfer of non-cash assets or liabilities assumed, is recognised in profit or loss.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

h) Impairment of non-financial assets

At the end of each reporting period, the Directors assess 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 jointly controlled entities deemed to be out of pre-acquisition profits. If any such indication exists, an impairment test is carried out on the asset by comparing the asset’s recoverable amount, being the higher of its fair value less costs to sell and its 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. Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash generating unit to which the asset belongs.

Impairment testing is performed annually for goodwill and intangible assets with indefinite lives.

i) Intangible assets

Internally developed software

Research costs are expensed as incurred. Development expenditures on an individual project are recognised as an intangible asset when the Group can demonstrate:

The technical feasibility of completing the intangible asset so that the asset will be available for use or sale
Its intention to complete and its ability to use or sell the asset
How the asset will generate future economic benefits
The availability of resources to complete the asset
The ability to measure reliably the expenditure during development
The ability to use the intangible asset generated

Costs that are directly attributable include employee costs incurred on software development.

Following initial recognition of the development expenditure as an asset, the asset is carried at cost less any accumulated amortisation and accumulated impairment losses. Amortisation of the asset begins when development is complete and the asset is available for use. It is amortised over the period of expected future benefits. As at 30 June 2016, no intangible assets were considered to be available for use.

When an intangible asset is disposed of, the gain or loss on disposal is determined as the difference between the proceeds and the carrying amount of the asset, and is recognised in profit or loss within other income or other expenses.

j) Cash and cash equivalents

Cash and cash equivalents include cash on hand, deposits available on demand with banks with original maturity of three months or less.

k) Revenue

Revenue is measured at the fair value of the consideration received or receivable.

Interest revenue is brought to account on an accruals basis using the effective interest rate method and, if not received at the end of the reporting period, is reflected in the statement of financial position as a receivable

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

l) Operating expenses

Operating expenses are recognised in profit or loss upon utilisation of the service or at the date of their origin.

m) 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 Tax Office (ATO).

Receivable and payables are stated inclusive of the amount of GST receivable or payable. The net amount of the GST recoverable from, or payable to, the ATO is included with other receivables and payables in the statement of financial position.

Cash flows are presented in the statement of cash flows on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows.

n) Employee Benefits

Provision is made for the Group’s liability for employee benefits arising from services rendered by employees to the end of the reporting period. Employee benefits that are expected to be settled within 12 months have been measured at the amounts expected to be paid when the liability is settled. Employee benefits payable later than 12 months have been measured at the present value of the estimated future cash outflows to be made for those benefits. In determining the liability, consideration is given to employee wages increases and the probability that the employee may satisfy any vesting requirements. Those cash flows are discounted using market yields on corporate bonds with terms to maturity that match the expected timing of cash flows attributable to employee benefits.

Equity-settled compensation

The Group operates an employee share and option plan. Share-based payments to employees are measured at the fair value of the instruments issued and amortised over the vesting periods. The fair value of performance right options is determined using the satisfaction of certain performance criteria (Performance Milestones). The number of shares option and performance rights expected to vest is reviewed and adjusted at the end of each reporting period such that the amount recognised for services received as consideration for the equity instruments granted is based on the number of equity instruments that eventually vest. The fair value is determined using either a black scholes or monte carlo simulation model depending on the type of share-based payment.

o) 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.

p) Equity and reserves

Share capital represents the fair value of shares that have been issued. Any transaction costs associated with the issuing of shares are deducted from share capital, net of any related income tax benefits. The option reserve records the value of share-based payments.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

q) Segment Information

Identification of reportable segments

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

The operating segments were previously identified by management based on geographical location. The Company’s previous operations have ceased as explained in note 2. In respect to the Group’s current operations subsequent to the DoCA being executed, the financial information presented to the chief operating decision maker is consistent with that presented in the statement of profit or loss and other comprehensive income, statement of financial position and statement of cash flows.

The Group now only has one segment being, the development of software and the location of the segments assets is in Western Australia. Accordingly, all significant operating disclosures are based upon analysis of the Group as one segment. The financial results from this segment are equivalent to the financial statements of the Group as a whole.

r) Earnings per share

Basic earnings per share is calculated by dividing:

the profit attributable to member of the parent entity, excluding any costs of servicing equity other than ordinary shares
by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year (if any).

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account:

the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares; and
the weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares.

s) Critical Accounting estimates and judgements

The Directors evaluate estimates and judgements incorporated into the financial statements based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends and economic data, obtained both externally and within the Group.

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

Significant management judgement

The following are significant management judgements in applying the accounting policies of the Group that have the most significant effect on the financial statements

Capitalisation of internally developed software

Distinguishing the research and development phase of a new customized software project and determining whether the recognition requirements for the capitalisation of development costs are met requires judgement. After capitalisation, management monitors whether the recognition requirements continue to be met and whether there are any indicators that capitalised costs may be impaired.

Key Estimates

Share-based payments

Share-based payments are measured at the fair value of goods or services received or the fair value of the equity instruments issued, if it is determined the fair value of the goods or services cannot be reliably measured, and are recorded at the date the goods or services are received. The fair value of options is determined using the Black-Scholes pricing model. The number of shares and options expected to vest is reviewed and adjusted at the end of each reporting period such that the amount recognised for services received as consideration for the equity instruments granted is based on the number of equity instruments that eventually vest. The fair value of Performance Rights is determined using a Monte Carlo simulation model. The corresponding amount for options or performance rights is recorded to the option reserve. Details of share-based payments assumptions are detailed in Note 16.

Impairment

In assessing impairment, management estimates the recoverable amount of each asset or cash-generating unit based on expected future cash flows and uses an interest rate to discount them.

The intangible assets of $568,917 as disclosed in note 10 have been assessed for impairment by considering the fair value less cost to sell. The fair value less cost to sell has been determined by the group considering the initial purchase price of the in-process research and development during the period and the additional value that has been added to the platform subsequent to that date through further expenditure. All estimates have been based on information that is currently available. Given the stage of development of the platform, there is still uncertainty associated with future cash flows to be generated by the platform, and this may in turn result in further impact on future financial results.

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 2: OTHER INCOME Interest Income: Interest received, non-related parties Other Income Gain on creditor obligation released Less: Net refunds received by Administrator Final DoCA payment Creditor shares transferred to the trust Assets transferred to the Creditors Trust Gain arising from Deed of Company Arrangement	2016 2015 $ $ 19,020 -
	19,020 -
	11,389,325 -
	(2,133) - (137,500) - (100,000) -
	(239,633) -

	11,149,692 -

Other Income - Gain arising from Deed of Company Arrangement

The DoCA was executed on 24 October 2014. On 13 March 2015, the creditors of the Company resolved that the Company vary the Original DoCA. On the 20 March 2015 the Company and Otsana Capital (Otsana) executed a varied DoCA, which embodied a proposal by Otsana for the recapitalisation of the Company (Recapitalisation Proposal). The DoCA provided for the creation of a Creditors Trust and an opportunity for the Company to be restructured for a “cash consideration”. Under the DoCA, the claims of the Company’s creditors as at 23 September 2015 now reside within the Creditors Trust. The Voluntary Administrators were appointed as Deed Administrators and Trustees of the Creditors Trust. The purpose of the DoCA was to facilitate a reconstruction and recapitalisation of the Company with a view to having the Company relisted on the ASX. On effectuation of the DoCA control of the Company reverted back to the Directors.

The effectuation of the DoCA on 23 September 2015 had the following financial effect:

claims of the Company’s creditors as at 23 September 2015 now reside within the Creditors Trust;
all cash at bank and any other assets at 23 September 2015 were transferred to the Creditors Trust; and
• the payment of the promoter contribution of $200,000[1] .

This resulted in a debt release gain under the DoCA of $11,149,692 being recognised in the year ended 30 June 2016 as detailed above.

Following the effectuation of the DoCA on the 23 September 2015, control reverted to the Directors.

1 The initial deposit of $27,500 and second deposit of $35,000 was settled in FY 2015, the amounts were loaned from the promoters as disclosed in Note 7. The remaining promoter contribution of $137,500 was settled during the year ending 30 June 2016.

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited)

ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 3: PROFIT/(LOSS) FOR THE YEAR Profit/(Loss) before income tax from continuing operations includes the following specific expenses: - Corporate expenses - Share based payments - Accounting and company secretarial fees - Audit fees - Legal and consulting fees - Rental of office - Share registry and listing fees NOTE 4: INCOME TAX (a) Income tax expense Current tax Deferred tax (b) The prima facie tax payable on loss from ordinary activities before income tax is reconciled to the income tax expense as follows: - Income tax expense/(benefit) calculated at 28.5% (2015: 30%) Non-deductible items Non-deductable expenditure Non-assessable income Temporary differences not recognised Income tax attributable to operating income/(loss) The applicable weighted average effective tax rates are as follows: Balance of franking account at year end Deferred tax assets Tax benefits Accrued expenses Black hole expenditure Unrecognised deferred tax asset Set-off deferred tax liabilities		2016 2015 $ $ - (154,952) (1,455,393) - (61,535) - (26,690) - (25,425) - (9,000) - (29,415) - (1,607,458) (154,952) 2016 2015 $ $ - - - -


		- -
		2,677,150 (46,486) 490,596 - (3,245,948) - 77,926 46,486
		- *
		Nil% Nil% Nil Nil 105,200 8,297 56,931
		170,428 * - -

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited)

ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 4: INCOME TAX (a) Income tax expense Net deferred tax assets Less deferred tax assets not recognised Net Assets Deferred tax liabilities Other Set-off deferred tax assets Net deferred tax liabilities Tax losses Unused tax losses for which no deferred tax asset has been recognised	2016 2015 $ $
	170,428 (170,428)
	- -
	- -
	- - -
	- -
	170,428 *

*As detailed in note 1 (b), the Directors do not have access to sufficient information to enable detailed tax disclosure to be made for the comparative period.

Carry forward losses

Potential future income tax benefits attributable to tax losses carried forward have not been brought to account at 30 June 2016, because the Directors do not believe it is appropriate to regard realisation of the future income tax benefits as probable.

NOTE 5: KEY MANAGEMENT PERSONNEL COMPENSATION

The totals of remuneration paid to Key Management Personnel during the year are as follows:

Short-term employee benefits Equity Settled Total KMP Compensation	2016 2015 $ $* 55,000 - 607,200 -
	662,200 -

Loans to Key Management Personnel

There were no loans made to Key Management Personnel during the financial year.

Other KMP Transactions

Refer to note 19 for detailed notes on other transactions with KMP.

*The financial report for the year ended 30 June 2015 was prepared by Directors who were appointed on or after 5 June 2015. However, the Directors did not have control of the Company until control was transferred to them on the effectuation of the deed of company arrangement (“DoCA”) on 23 September 2015. Accordingly, the company does not have adequate information to enable them to prepare the key management personnel disclosures for the year ended 30 June 2015.

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited) ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 6: AUDITOR’S REMUNERATION


NOTE 6: AUDITOR’S REMUNERATION Note Remuneration of the auditor of the Group (Ernst & Young) for: - auditing or reviewing the financial reports NOTE 7: EARNINGS/(LOSS) PER SHARE Earnings/(Loss) per share (EPS) (a) Profit/(Loss) used in calculation of basic EPS and diluted EPS (b) Weighted average number of ordinary shares outstanding during the year used in calculation of basic earnings/(loss) per share* Weighted average number of dilutive options outstanding Weighted average number of ordinary shares outstanding during the year used in calculating dilutive EPS	2016 $ 2015 $ 24,650 11,000
	24,650 11,000
	2016 $ 2015 $ 9,393,508 (154,952)
	125,030,645 5,092,289 7,758,621 -
	132,789,266 5,092,289

* The weighted average number of ordinary shares used in the calculation of loss per share has been adjusted for the share consolidation completed by the Company on 19 June 2015.

NOTE 8a: CASH AND CASH EQUIVALENTS Cash at bank Term deposit Funds held in trust Total cash and cash equivalents in the statement of cash flows	2016 $ 2015 $ 3,121,228 419 20,000 - 600 -
	3,141,828 419

The effective interest rate on short-term bank deposit was 2.4% (30 June 2015: nil). The deposit has no fixed maturity dates.

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited)

ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 8b: CASH FLOW INFORMATION

NOTE 8b: CASH FLOW INFORMATION
Profit/(Loss) after income tax Non-cash flows in loss after income tax Gain under the DoCA Share based payment expense Changes in assets and liabilities Decrease/ (increase) in receivables Decrease/ (increase) in other assets (Decrease)/ increase in payables Cash flow (used in) operations	9,393,508 (154,952) (11,379,213) - 1,555,393 - (6,103) - (6,875) - (91,001) 84,898
	(534,291) (70,054)

Credit Standby Facilities

The Group has no credit standby facilities.

Non-Cash Investing and Financing Activities

Refer to note 16 for non- cash investing and financing activities during the year.

NOTE 9: TRADE AND OTHER RECEIVABLES CURRENT Trade and other receivables Less: Provision for doubtful debts	2016 $ 2015 $ 6,519 3,647,161 - (3,647,161)
	6,519 -

All amounts are short-term. The net carrying value of trade receivables is considered a reasonable approximation of fair value.

Reconciliation of movement in doubtful debts provision Opening balance Debts fully written off as part of deed of company arrangement Closing balance	2016 $ 3,647,161 (3,647,161)
	-

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited)

ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 10: INTANGIBLE ASSETS NON-CURRENT Balance at the beginning of the year Acquired through the acquisition of Akela Capital Pty Ltd (Note 21) Balance at the end of the year	NOTE 10: INTANGIBLE ASSETS NON-CURRENT Balance at the beginning of the year Acquired through the acquisition of Akela Capital Pty Ltd (Note 21) Balance at the end of the year	2016 $ 2015 $ - - 568,917 - 568,917 -
Intangible assets relate to the development of the Akela Platform. The Group has assessed the intangible assets
for impairment as at 30 June 2016. The recoverable amount of the intangible assets was determined considering
the fair value less cost to sell.
NOTE 11: TRADE AND OTHER PAYABLES CURRENT Trade payables and other payables Foreign currency payables
	2016 $ 2015 $ 58,405 1,185,601 - (8,611) 58,405 1,176,990

All amounts are short-term. The carrying values of trade payables and other payables are considered to approximate fair value.

NOTE 12: BORROWINGS CURRENT Bridging Finance Loan from CCM Global Limited1 Loan from 698 Capital Asia Pacific Ltd9 Loan from 698 Capital Asia Pacific Ltd9 Loan from Accord Ocean9 Director related loans9 Syndicate Loan from Norvest Corporate Pty Ltd9 Loan from unrelated parties2 Loan from Hunter Premium Funding	2016 $ 2015 $ - 250,000 - 5,082,648 - 3,412,282 - 451,995 - 157,332 - 720,000 - 63,663 4,950 -
	4,950 10,137,920

The borrowing from Hunter Premium Funding is short-term and bearing an interest of 8.4% per annum.

1 Following effectuation of the DOCA on the 23 September 2015, all liabilities, contingent liabilities, obligations, warranties and long term commitments were transferred to the Creditors Trust.

2 The initial deposit of $27,500 and second deposit of $35,000 and funds of $1,163 were borrowed by the Company to facilitate the payment of the first and second deposit to the creditors trust in accordance with the DoCA (and for related recapitalisation expenses). The funds borrowed were unsecured and interest free. The loan was facilitated by the proponents of the recapitalisation of the company, Otsana Pty Ltd.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 13: PROVISIONS CURRENT Provision for annual leave Provision for long service leave Provision for warranties	2016 2015 $ $ - 28,813 - 68,113 - 85,733
	- 182,659

All provisions at 30 June 2015 were transferred to the creditors’ trust. Refer to note 2.

NOTE 14: ISSUED CAPITAL		2016	2015
		$	$
(a) Share Capital
252,592,289 (30 June 2015: 5,092,289) fully paid ordinary		25,537,263	21,193,635
shares
(b) Movements in fully paid Ordinary Capital		2016	2015
		$	$
	Date	Number	$
Balance at beginning of the reporting period	1 July 2014	203,683,388	21,193,635
Consolidation of existing shares 1:40 nil consideration	5 June 2015	(198,591,099)	-
Balance at end of the reporting period	30 June 2015	5,092,289	21,193,635
Balance at beginning of the reporting period	1 July 2015	5,092,289	21,193,635
Issued Capital – Placement to creditors trust	3 September 2015	5,000,000	100,000
Issued Capital – Placement to promoters	3 September 2015	25,000,000	500,000
Issued Capital – Pursuant to prospectus	22 January 2016	185,000,000	3,700,000
Issued Capital – Conversion of convertible notes1	22 January 2016	15,000,000	300,000
Issued Capital – Consideration for acquisition of subsidiary	25 January 2016	17,500,000	350,000
Capital raising costs		-	(606,372)
Balance at end of the reporting period	30 June 2016	252,592,289	25,537,263

1 On 22 September 2015, the Company entered into a number of identical convertible loan agreements with unrelated parties (except for as detailed below) for a total amount of $300,000. The Company obtained shareholder approval on the 24 December 2015 to convert the loaned amounts to satisfy the repayment of the funds advanced by issuing Shares at a deemed issue price of $0.02 per Share under the Conversion Offer. The shares were issued on the 22 January 2016.

No interest was payable and no security was required. One of the Converting Loan Agreements, for an amount of $20,000, was with Davinch Pty Ltd, an entity controlled by Mr Chris Ntoumenopoulos, a former Director of the Company.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 14: ISSUED CAPITAL (cont’d)

Ordinary shareholders are entitled to participate in dividends and the proceeds on winding up of the company in proportion to the number of and amounts paid on the shares held. Every ordinary shareholder present at a meeting in person or by proxy is entitled to one vote on a show of hands or by poll. Shares have no par value.

Capital Management

Due to the nature of the Group’s activities, the Group does not have ready access to credit facilities, with the primary source of funding being equity raisings. Therefore, the focus of the Group’s capital risk management is the current working capital position against the requirements of the Group to meet due diligence programs and corporate overheads. The Group’s strategy is to ensure appropriate liquidity is maintained to meet anticipated operating requirements, with a view to initiating appropriate capital raisings as required. Any surplus funds are invested with major financial institutions.

NOTE 15: RESERVE Option reserve Movements Balance at the beginning of the year Issue options to promoters – recapitalisation Issue of performance rights Issue share options to brokers Issue share options as consideration for acquisition of Akela Capital Options lapsed during the year Balance at the end of the year		2016 2015 $ $ 1,420,798 603,280
		1,420,798 603,280
		603,280 603,280 348,693 - 607,200 - 273,443 - 191,462 - (603,280) - 1,420,798 603,280

NOTE 16 : SHARE BASED PAYMENTS

The following share-based payment arrangements existed at 30 June 2016:

i. On 3 September 2015, 25,000,000 Promoter share options were granted to various Promoters including related parties for consideration of $0.00001 to acquire 1 share in the Company exercisable at $0.02 on or before 3 September 2019. The options were valued under Black and Scholes and a fair value adjustment was posted as a share based payment for the difference to the consideration received. The options vest immediately and the share based payment recognised in the profit and loss was $348,443. The options hold no dividend or voting rights and are transferrable. Additionally there were also 25,000,000 shares issued to the promoters for consideration of $0.00001. Given it was considered that these shares had a fair value of $0.02 there was a share based payment recognised of $499,750.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 16 : SHARE BASED PAYMENTS

ii. On 3 September 2015, 5,000,000 shares were granted to the creditor’s trust under the terms of the deed of company arrangement (see note 2 for further details). These shares were valued at $0.02 each which was considered to be the fair value of these shares.
iii. On 24 December 2015 12,000,000 Class A Performance Right (“Rights”) were approved by shareholders at a General Meeting. The offer of the Rights was made to Directors on the 24 December 2015, the Directors accepted the offer on the 24 December 2015. The grant date was determined to be the date of approval by shareholders. The Rights become eligible to convert to ordinary shares when the attaching milestone is met. Class A Performance Right milestone requires the volume weighted average price (VWAP) for 10 consecutive trading days of shares equaling or exceeding 3 cents. The Rights vested on 29 March 2016 and are capable of exercise, at election of the right holder. The rights were valued under Monte Carlo simulation model and a fair value adjustment was posted as a share based payment. The share based payment recognised in the profit and loss was $212,400. The Rights hold no dividend or voting rights and are transferrable and will lapse 3 years from settlement date, 22 January 2019.
iv. On 24 December 2015 12,000,000 Class B Performance Right (“Rights”) were approved by shareholders at a General Meeting. The offer of the Rights was made to Directors on the 24 December 2015, the directors accepted the offer on the 24 December 2015. The grant date was determined to be the date of approval by shareholders. The Rights become eligible to convert to ordinary shares when the attaching milestone is met. Class B Performance Right milestone requires the volume weighted average price (VWAP) for 10 consecutive trading days of shares equaling or exceeding 4 cents. The Rights were valued under Monte Carlo simulation model and a fair value adjustment was posted as a share based payment. The Rights share based payment recognised in the profit and loss was $204,000. The Rights hold no dividend or voting rights and are transferrable and will lapse 3 years from settlement date, 22 January 2019.
v. On 24 December 2015 12,000,000 Class C Performance Right (“Rights”) were approved by shareholders at a General Meeting. The offer of the Rights was made to directors on the 24 December 2015, the directors accepted the offer on the 24 December 2015. The grant date was determined to be the date of approval by shareholders. The Rights convert to ordinary shares when the attaching milestone is met. Class C Performance Right milestone requires the volume weighted average price (VWAP) for 10 consecutive trading days of shares equaling or exceeding 5 cents. The Rights were valued under Monte Carlo simulation model and a fair value adjustment was posted as a share based payment. The Rights vest immediately as they are market driven the share based payment recognised in the profit and loss was $190,800. The Rights hold no dividend or voting rights and are transferrable and will lapse 3 years from settlement date, 22 January 2019.
vi. As consideration for the acquisition of Akela Capital Pty Ltd on 25 January 2016, the Company agreed and issued:
17,500,000 fully paid ordinary shares in OOK at a deemed issue price of $0.02 each (Initial Consideration Shares).
17,500,000 options exercisable at $0.03 each, expiring three years from date of issue.
vii. vOn 24 December 2015, 25,000,000 share options were approved by shareholders at a General Meeting, to be issued to various Brokers at the discretion of the Board. The grant date was determined to be the date of approval by shareholders. The share options are exercisable at $0.03 on or before 22 January 2019. The options were valued under Black and Scholes and a fair value adjustment was posted as a capital raising cost. The options vest immediately and the share based payment recognised for brokerage expense was $273,443. The options hold no dividend or voting rights and are transferrable.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 16 : SHARE BASED PAYMENTS

These instruments vest immediately. The instruments hold no voting or dividend rights. The performance rights and options are unlisted. All options and performance rights were issued and vested in the current year. In respect of all of the above shares and options issued for services provided it was determined that no fair value of the services was able to be determined, as such the fair value of the instruments was used as the fair value recorded.

A summary of the inputs used in the valuation of the options and performance rights is as follows:

Options	3/9/2015	24/12/2015	25/1/2016
Exercise price	$0.02	$0.03	$0.03
Share price at date of issue	$0.02	$0.02	$0.02
Grant date	3/9/2015	24/12/2015	25/1/2016
Expected volatility (i)	100.46%	100.46%	100.46%
Expiry date	4/9/2019	22/1/2019	22/1/2019
Expected dividends	Nil	Nil	Nil
Risk free interest rate	1.8%	1.95%	1.95%
Value per option	$0.0139	$0.0109	$0.0109
Number of options	25,000,000	25,000,000	17,500,000
Total value of options	$348,693	$273,443	$191,462
Performance rights	Class A	Class B	Class C
Share price at date of issue	$0.02	$0.02	$0.02
Grant date	24/12/2015	24/12/2015	24/12/2015
Expected volatility (i)	100.46%	100.46%	100.46%
Expiry date	22/1/2019	22/1/2019	22/1/2019
Expected dividends	Nil	Nil	Nil
Risk free interest rate	2.06%	2.06%	2.06%
Value per option	$0.0177	$0.0170	$0.0159
Number of options	12,000,000	12,000,000	12,000,000
Total value of options	$212,400	$204,000	$190,800

(i) Volatility was determined by looking at similar companies for a similar period.

ABN 67 009 081 770 ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

OOKAMI LIMITED (Formerly Advanced Engine Components Limited)

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 17: OPERATING SEGMENTS

Segment Information

Identification of reportable segments

The operating segments were previously identified by management based on geographical location. The Company’s previous operations have ceased. In addition, as detailed in Note 1(c), the financial information of the Group’s subsidiaries has been deconsolidated effective 1 July 2010 and accordingly, the financial information presented to the chief operating decision maker is consistent with that presented in the statement of profit or loss and other comprehensive income, statement of financial position and statement of cash flows.

NOTE 18: FINANCIAL INSTRUMENTS

Financial Risk Management Policies

The Group’s financial instruments consist mainly of deposits with banks, other debtors and accounts payable. The main purpose of non-derivative financial instruments is to raise finance for Group’s operations. The Group does not speculate in the trading of derivative instruments.

Specific Financial Risk Exposures and Management

The main risk the Group is exposed to through its financial instruments are market risk (including fair value and interest rate risk) and cash flow interest rate risk, credit risk and liquidity risk.

(a) Interest rate risk

From time to time the Group has significant interest bearing assets, but they are as a result of the timing of equity raising and capital expenditure rather than a reliance on interest income. The interest rate risk arises on the rise and fall of interest rates. The Group’s income and operating cash flows are not expected to be materially exposed to changes in market interest rates in the future and the exposure to interest rates is limited to the cash and cash equivalents balances. The Group’s exposure to interest rate risk, which is the risk that a financial instrument’s value will fluctuate as a result of changes in market interest rates and the effective weighted average interest rates on classes of financial assets and financial liabilities, is below:

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770

ANNUAL REPORT 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 18: FINANCIAL INSTRUMENTS (cont’d)

2016 Fixed interest rate maturing in:

2016	Fixed interest rate maturing in:
Financial Assets Cash and cash equivalents Other receivables Total financial assets Financial Liabilities Trade and other Payables Borrowings Total financial liabilities Net financial assets	Floating interest rate 1 year or less Non-interest Bearing Total Weighted average effective interest rate
	$ $ $ $ 3,121,828 20,000 - 3,141,828 1.21% - - 6,519 6,519 - 3,121,828 20,000 6,519 3,148,347 - - 58,405 58,405 - - 4,950 - 4,950 8.4% - - 58,405 63,355 3,121,828 15,050 (51,886) 3,084,992

2015 Financial Assets Cash and cash equivalents Other receivables Total financial assets Financial Liabilities Trade and other Payables Borrowings Short term provisions Total financial liabilities Net financial assets	Fixed interest rate maturing in:
	Floating interest rate 1 year or less Non-interest Bearing Total Weighted average effective interest rate
	$ $ $ $ 419 - - 419 - - - - - - 419 - - 419 - - 1,176,990 1,176,990 - - - 10,137,920 10,137,920 - - - 182,659 182,659 - - - 11,497,569 11,497,569 419 - (11,497,569) (11,497,150)

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 18: FINANCIAL INSTRUMENTS (cont’d)

Sensitivity Analysis

The following table illustrates sensitivities to the Group’s exposures to changes in interest rates. The table indicates the impact on how profit and equity values reported at reporting date would have been affected by changes in the relevant risk variable that management considers to be reasonably possible. These sensitivities assume that the movement in a particular variable is independent of other variables.

	Movement in Profit	Movement in Equity
Year ended 30 June 2016	$	$
+/-1% in interest rates	15,708	15,708
Year ended 30 June 2015
+/-1% in interest rates	-	-

As detailed in note 1 (b), the Directors do not have access to sufficient information to enable detailed disclosure to be made for year ended 30 June 2015.

(b) 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 material credit risk exposure to any single receivable or company of receivables under financial instruments entered into by the Group.

Credit risk exposures

The maximum exposure to credit risk is limited to the carrying amount, net of any provisions for impairment of those assets, as disclosed in the Statement of Financial Position and notes to the financial statements.

Credit risk related to balances with banks and other financial institutions is managed by the Group in accordance with approved Board policy. Such policy requires that surplus funds are only invested with counterparties with a Standard and Poor’s rating of at least AA-. The following table provides information regarding the credit risk relating to cash and money market securities based on Standard and Poor’s counterparty credit ratings.

	Note	2016	2015
		$	$
Cash and cash equivalents - AA Rated	8a	3,141,828		7,419

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 18: FINANCIAL INSTRUMENTS (cont’d)

(c) 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’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation.

The Group manages liquidity risk by maintaining adequate reserves by continuously monitoring forecast and actual cash flows.

The Group has no access to credit standby facilities or arrangements for further funding or borrowings in place. The financial liabilities of the Group are confined to trade and other payables as disclosed in the Statement of Financial Position. All trade and other payables are non-interest bearing and due within 12 months of the reporting date.

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

2016 Interest rate Financial liabilities at amortised cost Trade and other payables Borrowings 8.4%	Less than 6 months 6-12 months 1-2 years 2-5 years Over 5 years Total contractual cash flows Carrying amount assets/ (liabilities) $ $ $ $ $ $ $
	(58,405) - - - - (58,405) (58,405) (4,950) - - - - (4,950) (4,950)

No comparative table was disclosed, as detailed in note 1 (b), the Directors do not have access to sufficient information to enable detailed disclosure to be made.

(d) Net fair Value of financial assets and liabilities

Fair value estimation

Due to the short term nature of the receivables and payables the carrying value approximates fair value.

(e) Financial arrangements

The Company has no other financial arrangements in place.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 19: RELATED PARTY TRANSACTIONS

a) Key management personnel compensation

On the 23 September 2015, the DoCA was effectuated. The Directors entered into contracts to each be paid $2,000 per month for the provision of Director services to Ookami Limited. The fees were payable from 1 February 2016.

Key management personnel remuneration includes the following expenses:

Short-term employee benefits Equity Settled	2016 $ 2015 $ 55,000 - 607,200 -
	662,200 -

b) Other related party transactions

nless otherwise stated.
Entity	Nature of transactions	Key	Total Transactions		Payable	Balance
		Management	2016	2015	2016	2015
		Personnel	$	$	$	$
Adamantium Holdings Pty Ltd	Rental of office	Faldi Ismail	9,000	-	1,500	-
Ostsana Capital Pty Ltd	Capital raising fees	Faldi Ismail	227,163	-	-	-
Onyx Corporate Pty Ltd	Corporate accounting	Nicholas Young	18,000	-	3,000	-

IT Consultancy fees of $25,000 were paid to Zak Ismail for the year ended 30 June 2016, which has been included in the key management personnel remuneration. The Company signed a 24 months consultancy agreement with Zak Ismail to provide information technology services. The agreement expires on 31 January 2018. Commitments of $95,000 remain at the end of the reporting period.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 19: RELATED PARTY TRANSACTIONS (cont’d)

During the reporting period the following loans were made to the Company from KMP:

One of the Converting Loan Agreements, for an amount of $20,000, was with Davinch Pty Ltd, an entity controlled by Mr Chris Ntoumenopoulos, a former Director of the Company.

Mr Faldi Ismail participated in the promoter placement on 3 September 2015, Mr Ismail received 2,500,000 shares which had a fair value of $50,000 and 6,250,000 options with a fair value of $87,173;
Mr Nicholas Young participated in the promoter placement on 3 September 2015, Mr Young received 3,125,000 shares which had a fair value of $62,500 and 3,125,000 options with a fair value of $43,587;
Mr Zak Ismail participated in the promoter placement on 3 September 2015, Mr Ismail received 3,000,000 options with a fair value of $41,843.

Otsana Capital an entity controlled by Mr Faldi Ismail provided broker services as part of the capital raising. Otsana received 4,364,865 options with a fair value of $47,742.

Mr Zak Ismail received 13,547,059 options and 13,547,059 shares in Ookami Limited as consideration for the acquisition of Akela Capital Pty Ltd The fair value of these shares and options was $419,155. Refer to Note 21 for further details on the acquisition.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 20: PARENT ENTITY DISCLOSURES

The following information has been extracted from the books and records of the legal parent and has been prepared in accordance with Australian Accounting Standards and the accounting policies as outlined in note 1.

STATEMENT OF FINANCIAL POSITION ASSETS Current Assets Non-Current Assets TOTAL ASSETS LIABILITIES Current Liabilities Non-Current Liabilities TOTAL LIABILITIES EQUITY Issued Capital Share based payment reserve Accumulated losses Equity attributable to the members of Ookami Limited STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INOME Profit/(loss) for the year Total comprehensive income/(loss)	2016 $ 2015 $ 3,074,782 419 711,462 -
	3,786,244 419
	58,448 11,497,569 - -
	58,448 11,497,569
	25,537,263 21,193,635 1,420,798 603,280 (23,230,265) (33,294,065)
	3,727,796 (11,497,150)
	9,460,519 (154,952) 9,460,519 (154,952)

As at 30 June 2016, the Company does not have any guarantees, contingent liabilities or contractual commitments.

OOKAMI LIMITED

(Formerly Advanced Engine Components Limited)

ABN 67 009 081 770

ANNUAL REPORT 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 21: ACQUISITION OF AKELA CAPITAL PTY LTD

On 25 January 2016, the Company acquired Akela Capital Pty Ltd (formerly Investia Technologies Pty Ltd) ("Investia"). The consideration consisted of

17,500,000 ordinary shares at $0.02 per share;
17,500,00 options exercisable at $0.03 each, expiring three years from date of issue; and
up to 32,500,000 deferred consideration shares subject to certain milestones being achieved as follows: - 15,000,000 ordinary shares upon achieving 25,000 registered users on the Investia Platform - 17,500,000 ordinary shares upon achieving $25,000,000 total capital raised on the ASX on the Investia platform within 24 months from listing on the ASX.

This acquisition has not been accounted for as a business combination under AASB 3: "Business Combination" as the assets of Akela were considered not to constitute a business. Accordingly the Akela acquisition has been accounted for as an acquisition of assets, at cost based on the fair value of shares issued on the transaction date. Note that the 32,500,000 deferred consideration shares have been assessed to have no value. The purchase price has been allocated to the identifiable assets and liabilities of Akela as of the date of acquisition as follows:

Note Purchase consideration: Issue of shares 14 Issue of options 15 Net assets acquired: Cash and cash equivalents Trade and other receivables Other Intangible assets 10 Trade and other payables	$ 350,000 191,462
	541,462
	8,129 416 568,917 (36,000)
	541,462

NOTE 22: CONTROLLED ENTITIES

The subsidiaries listed below have share capital consisting solely of ordinary shares held directly by the Group. The proportion of ownership interests held equals the voting rights held by the Group. Each subsidiary’s principal place of business is also its country of incorporation. The principal activity of the Akela Capital Pty Ltd is development of the platform which provides a total managed solution to the distribution of public and private offerings. The subsidiary management accounts used in the preparation of these consolidate financial statements have also been prepared as at the same reporting date as the Group’s financial statements.

OOKAMI LIMITED

ANNUAL REPORT 30 JUNE 2016

(Formerly Advanced Engine Components Limited) ABN 67 009 081 770

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 22: CONTROLLED ENTITIES (cont’d)

Controlled entity	Country of	Class of Shares	Percentage	Owned
	Incorporation		2016	2015
Akela Capital Pty Ltd (1)	Australia	Ordinary	100%	-
AEC China Ltd (2)	China	Ordinary	100%	100%

(1) Akela Capital Pty Ltd was formerly known as Investia Technologies Pty Ltd

(2) During the 2015 year AEC China Ltd was liquidated. Deregistration of the Company is in progress.

NOTE 23: COMMITMENTS a. Operating lease commitments: No longer than 1 year -Longer than 1 year and not longer than 5 years Longer than 5 years	2016 $ 2015 $ 6,000 - - - - -
	6,000 -

The company signed a 12 months lease agreement with Adamantium Holdings Pty Ltd (a related entity). The lease expires on 1 November 2016. Commitments of $6,000 remain at the end of the reporting period.

b. Other expenditure commitments: No longer than 1 year Longer than 1 year and not longer than 5 years Longer than 5 years	60,000 - 35,000 - - -
	95,000 -

The Company signed a 24 months consultancy agreement with Zak Ismail to provide information technology services. The agreement expires on 31 January 2018. Commitments of $95,000 remain at 30 June 2016.

As detailed in Note 1 (b), the directors do not have access to sufficient information to enable detailed disclosure to be made for financial year 2015.

NOTE 24: CONTINGENT LIABILITIES

The Directors are not aware of any commitments or guarantees at the end of the reporting period.

NOTE 25: EVENTS SUBSEQUENT TO REPORTING DATE

On 5 September 2016 the Company announced the successful soft launch of the Akela Capital Pty Ltd platform.

There were no significant events subsequent to reporting date for the year ended 30 June 2016.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 26: NEW ACCOUNTING STANDARDS FOR APPLICATION IN FUTURE PERIODS

Australian accounting standards and Interpretations that have recently been issued or amended but are not yet effective and have not been adopted by the Group for the year ended 30 June 2016. Relevant Standards and Interpretations are outlined in the table below.

New/revised pronouncement	Explanation of amendments	Application Date of Standard	Application Date of Group
AASB 9 Financial Instruments	AASB 9 (December 2014) is a new standard which replaces AASB 139. This new version supersedes AASB 9 issued in December 2009 (as amended) and AASB 9 (issued in December 2010) and includes a model for classification and measurement, a single, forward-looking ‘expected loss’ impairment model and a substantially- reformed approach to hedge accounting. AASB 9 is effective for annual periods beginning on or after 1 January 2018. However, the Standard is available for early adoption. The own credit changes can be early adopted in isolation without otherwise changing the accounting for financial instruments. Classificationand measurement AASB 9 includes requirements for a simpler approach for classification and measurement of financial assets compared with the requirements of AASB 139. There are also some changes made in relation to financial liabilities. The main changes are described below. Financialassets a) Financial assets that are debt instruments will be classified based on (1) the objective of the entity's business model for managing the financial assets; (2) the characteristics of the contractual cash flows.	1 January 2018	1 July 2018

OOKAMI LIMITED (Formerly Advanced Engine Components Limited)

ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 26: NEW ACCOUNTING STANDARDS FOR APPLICATION IN FUTURE PERIODS

New/revised pronouncement	Explanation of amendments	Application Date of Standard	Application Date of Group
	b) Allows an irrevocable election on initial recognition to present gains and losses on investments in equity instruments that are not held for trading in other comprehensive income. Dividends in respect of these investments that are a return on investment can be recognised in profit or loss and there is no impairment or recycling on disposal of the instrument. c) Financial assets can be designated and measured at fair value through profit or loss at initial recognition if doing so eliminates or significantly reduces a measurement or recognition inconsistency that would arise from measuring assets or liabilities, or recognising the gains and losses on them, on different bases. Financial liabilities Changes introduced by AASB 9 in respect of financial liabilities are limited to the measurement of liabilities designated at fair value through profit or loss (FVPL) using the fair value option. Where the fair value option is used for financial liabilities, the change in fair value is to be accounted for as follows: • The change attributable to changes in credit risk are presented in other comprehensive income (OCI) • The remaining change ispresentedinprofitor loss AASB 9 also removes the volatility in profit or loss that was caused by changes in the credit risk of liabilities elected to be measured at fair value. This change

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 26: NEW ACCOUNTING STANDARDS FOR APPLICATION IN FUTURE PERIODS

New/revised pronouncement		Explanation of amendments	Application Date of Standard	Application Date of Group
		in accounting means that gains or losses attributable to changes in the entity’s own credit risk would be recognised in OCI. These amounts recognised in OCI are not recycled to profit or loss if the liability is ever repurchased at a discount. Impairment The final version of AASB 9 introduces a new expected-loss impairment model that will require more timely recognition of expected credit losses. Specifically, the new Standard requires entities to account for expected credit losses from when financial instruments are first recognised and to recognise full lifetime expected losses on a more timely basis. Impact on Ookami Limited The company have assessed that there is no expected material impact of the above standard.
AASB 15 Revenue from Contracts with Customers		AASB 15 Revenue from Contracts with Customers replaces the existing revenue recognition standards AASB 111 Construction Contracts, AASB 118 Revenue and related interpretations (Interpretation 13 Customer Loyalty Programmes, Interpretation 15 Agreements for the Construction of Real Estate, Interpretation 18 Transfers of Assets from Customers, Interpretation 131 Revenue – Barter Transactions Involving Advertising Services and Interpretation 1042 Subscriber Acquisition Costs in the Telecommunications Industry). AASB 15 incorporates the requirements of IFRS 15 Revenue from Contracts with Customers issued by the International Accounting Standards Board (IASB) and developed jointly with the US Financial Accounting Standards Board (FASB).	1 January 2018	1 July 2018

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 26: NEW ACCOUNTING STANDARDS FOR APPLICATION IN FUTURE PERIODS

New/revised pronouncement		Explanation of amendments	Application Date of Standard	Application Date of Group
		Impact on Ookami Limited The company have assessed that there is no expected material impact of the above standard given that the company does not yet have any revenue.
AASB 16 Leases		The key features of AASB 16 are as follows: Lessee accounting: • Lessees are required to recognise assets and liabilities for all leases with a term of more than 12 months, unless the underlying assets is of low value. • A lessee measures right-of-use assets similarly to other non-financial assets and lease liabilities similarly to other financial liabilities. • Assets and liabilities arising from a lease are initially measured on present value basis. The measurement includes non-cancellable lease payments (including inflation-linked payments), and also includes payments to be made in optional periods if the lessee is reasonably certain to exercise an option to extend the lease, or not to exercise an option to terminate the lease. • AASB 16 contains disclosure requirements for lessees.	1 January 2019	1 July 2019

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 26: NEW ACCOUNTING STANDARDS FOR APPLICATION IN FUTURE PERIODS

New/revised pronouncement	Explanation of amendments	Application Date of Standard	Application Date of Group
	Lessor accounting: • AASB 16 substantially carries forward the lessor accounting requirements in AASB 117. Accordingly, a lessor continues to classify its leases as operating leases or finance leases, and to account for those two types of leases differently. • AASB 16 also requires enhanced disclosures to be provided by lessors that will improve information disclosed about a lessor’s risk exposure, particularly to residual value risk. AASB 16 supersedes: (a) AASB 117 Leases (b) Interpretation 4 Determining whether an Arrangement contains a Lease (c) SIC-15 Operating Leases-Incentives SIC-27 Evaluating the Substance of Transaction Involving the Legal Form of a Lease.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 26: NEW ACCOUNTING STANDARDS FOR APPLICATION IN FUTURE PERIODS

New/revised pronouncement	Explanation of amendments	Application Date of Standard	Application Date of Group
AASB 2015-1	AASB 7 Financial Instruments: Disclosures: • Applicability of the amendments to AASB 7 to condensed interim financial statements - clarify that the additional disclosure required by the amendments to AASB 7 Disclosure–Offsetting Financial Assets and Financial Liabilities is not specifically required for all interim periods. However, the additional disclosure is required to be given in condensed interim financial statements that are prepared in accordance with AASB 134 Interim Financial Reporting when its inclusion would be required by the requirements of AASB 134. AASB 134 Interim Financial Reporting: • Disclosure of information ‘elsewhere in the interim financial report’ - amends AASB 134 to clarify the meaning of disclosure of information elsewhere in the interim financial report’ and to require the inclusion of a cross-reference from the interim financial statements to the location of this information.	1 January 2016	1 July 2016

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 26: NEW ACCOUNTING STANDARDS FOR APPLICATION IN FUTURE PERIODS

New/revised pronouncement	Explanation of amendments	Application Date of Standard	Application Date of Group
AASB2015-2 Amendments to Australian Accounting Standards – Disclosure Initiative: Amendments to AASB 101	The Standard makes amendments to AASB 101 Presentation of Financial Statements arising from the IASB’s Disclosure Initiative project. The amendments are designed to further encourage companies to apply professional judgment in determining what information to disclose in the financial statements. For example, the amendments make clear that materiality applies to the whole of financial statements and that the inclusion of immaterial information can inhibit the usefulness of financial disclosures. The amendments also clarify that companies should use professional judgment in determining where and in what order information is presented in the financial disclosures.	1 January 2016	1 July 2016
AASB 2014-9 Amendments to Australian Accounting Standards – Equity Method in Separate Financial Statements	AASB 2014-9 amends AASB 127 Separate Financial Statements, and consequentially amends AASB 1 First-time Adoption of Australian Accounting Standards and AASB 128 Investments in Associates and Joint Ventures, to allow entities to use the equity method of accounting for investments in subsidiaries, joint ventures and associates in their separate financial statements. AASB 2014-9 also makes editorial corrections to AASB 127.	1 January 2016	1 July 2016

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2016

NOTE 26: NEW ACCOUNTING STANDARDS FOR APPLICATION IN FUTURE PERIODS

New/revised pronouncement	Explanation of amendments	Application Date of Standard	Application Date of Group
AASB 2014-4 Clarification of Acceptable Methods of Depreciation and Amortisation (Amendments to AASB 116 and AASB 138)	AASB 116 and AASB 138 both establish the principle for the basis of depreciation and amortisation as being the expected pattern of consumption of the future economic benefits of an asset. The IASB has clarified that the use of revenue-based methods to calculate the depreciation of an asset is not appropriate because revenue generated by an activity that includes the use of an asset generally reflects factors other than the consumption of the economic benefits embodied in the asset. The amendment also clarified that revenue is generally presumed to be an inappropriate basis for measuring the consumption of the economic benefits embodied in an intangible asset. This presumption, however, can be rebutted in certain limited circumstances.	1 January 2016	1 July 2016

The Group has decided not to early adopt any of the new and amended pronouncements. The impact of the above standards is yet to be determined unless noted otherwise above.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

DIRECTORS’ DECLARATION

In the opinion of the Directors of Ookami Limited:

As set out in note 1(b), although the Directors have prepared the financial statements and notes thereto to the best of their knowledge based on the information made available to them, they are of the opinion that it is not possible to state that the financial statements and notes thereto are in accordance with the Corporations Act 2001, including:
(a) Giving a true and fair view of the Company’s financial position as at 30 June 2016 and of its performance for the financial year ended on that date; and
(b) Complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001
There are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the Chief Executive Officer and Chief Financial Officer for the financial year ended 30 June 2016.

This declaration is made in accordance with a resolution of the Board of Directors and is signed for an on behalf of the Directors by:

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Faldi Ismail

Non-Executive Chairman

Dated 13 September 2016

Ernst & Young 11 Mounts Bay Road Perth WA 6000 Australia GPO Box M939 Perth WA 6843

Tel: +61 8 9429 2222 Fax: +61 8 9429 2436 ey.com/au

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Independent auditor’s report to the members of Ookami Limited

Report on the financial report

We were engaged to audit the accompanying financial report of Ookami Limited and its controlled entities (‘the consolidated entity”) , which comprises the consolidated statement of financial position as at 30 June 2016, 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, notes comprising a summary of significant accounting policies and other explanatory information, and the directors' declaration of the consolidated entity comprising the company and the entities it controlled at the year-end or from time to time during the financial year.

Directors' responsibility for the financial report

The directors of Ookami Limited (“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 controls as the directors determine are necessary to enable the preparation of the financial report that is free from material misstatement, whether due to fraud or error. In Note 1(b), the directors state that they cannot form a view as to whether the financial statements comply with International Financial Reporting Standards .

Auditor's responsibility

Our responsibility is to express an opinion on the financial report based on conducting the audit in accordance with Australian Auditing Standards. Because of the matters described in the Basis for Disclaimer of Opinion paragraph, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion.

Independence

In conducting our audit we have complied with the independence requirements of the Corporations Act 2001 . We have given to the directors of the company a written Auditor’s Independence Declaration, a copy of which is included in the directors’ report.

Basis for disclaimer of opinion

As disclosed in note 1(b) to the financial statements, the Directors of Ookami Limited have identified that they did not have oversight or control over the consolidated entity’s reporting system at any time prior to 23 September 2015 (the date the consolidated entity exited from administration).

Due to the above, the Directors of Ookami Limited have been unable to conclude without qualification, within their directors’ declaration, that the financial statements of the consolidated entity for the financial year ended 30 June 2016 have been prepared in accordance with the Corporation Acts 2001 and Australian Accounting Standards, to give a true and fair view of the financial position of the consolidated entity as at 30 June 2016 and of its performance for the period ended on that date.

The representation letter provided to the auditors by the consolidated entity has also been qualified on the basis that the Directors of Ookami Limited did not have oversight or control over the reporting system at any time prior to 23 September 2015.

A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation

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As a result of the above matter, we are unable to obtain sufficient appropriate evidence for the transactions undertaken by the consolidated entity for the period 1 July 2015 to 23 September 2015. The transactions undertaken by the consolidated entity during this period impact the determination of the financial performance and cash flows of the consolidated entity for the year ended 30 June 2016.

We audited the financial statements of the consolidated entity for the financial year ended 30 June 2015, and in our audit report dated 18 November 2015 expressed a disclaimer of opinion on that financial report. Since opening balances of assets and liabilities affect the determination of the consolidated entity’s financial performance for the year ended 30 June 2016, we were unable to determine whether adjustments to the results of operations for the year ended 30 June 2016 were necessary. Further, the financial position and financial performance of the consolidated entity for the year ended 30 June 2015 is shown as comparatives in the 30 June 2016 financial report.
The current Board of Oakami Limited has not been able to source and provide to ourselves certain books and records of the company for the period 1 July 2015 to 23 September 2015. Without access to this documentation, we are unable to obtain sufficient appropriate review evidence for the measurement, occurrence, completeness and disclosures relating to the revenues, expenses and cash flows of Oakami Limited as reflected in the financial statements for the year ended 30 June 2016.
The current Board of Ookami Limited has not been able to source and provide to ourselves books and records of the company’s subsidiary, AEC China Ltd. As detailed in Note 1(b) to the financial report, the financial information of AEC China Ltd was deconsolidated from 1 July 2010. Under Australian Accounting Standards, the financial information of subsidiaries should be consolidated. Had the financial information of AEC China Ltd been consolidated, many elements in the accompanying financial report may have been materially affected. The effects on the financial report of the failure to consolidate AEC China Ltd’s financial position as at 30 June 2016 and its performance for the year then ended have not been able to be determined.

Disclaimer of opinion

Because of the significance of the matters described in the Basis for Disclaimer of Opinion paragraphs, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion. Accordingly, we do not express an opinion on the financial report.

Report on the remuneration report

We were engaged to audit the Remuneration Report included in the directors' report for the year ended 30 June 2016. The directors of the company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

Basis for Disclaimer of opinion

As disclosed in note 1(b) to the financial statements, the Directors of Ookami Limited have identified that they did not have oversight or control over the consolidated entity’s reporting system at any time prior to 23 September 2015.

A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation

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Due to the above, the Directors of Ookami Limited have been unable to conclude without qualification, within their directors’ declaration, that the remuneration report of the consolidated entity for the year ended 30 June 2016 has been prepared in accordance with section 300A of the Corporation Acts 2001 .

As a result of the above matters, we are unable to determine the completeness and accuracy of the information related to the Remuneration Report presented to us for audit.

Disclaimer of opinion

Because of the significance of the matters described in the basis for disclaimer of opinion paragraphs, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion. Accordingly, we do not express an opinion on the Remuneration Report.

Report on other legal and regulatory requirements

Due to the matters described in the basis for disclaimer of opinion paragraphs, we have not been given all information, explanation and assistance necessary for the conduct of the audit; and we are unable to determine whether the company has kept:

a. financial records sufficient to enable the financial report to be prepared and audited; and
b. other records and registers as required by the Corporations Act 2001 .

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Ernst & Young

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T G Dachs Partner Perth

13 September 2016

A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

ADDITIONAL SHAREHOLDER INFORMATION

The following information is current as at 8 August 2016:

Ordinary Share Capital

210,092,289 shares are held by 1,327 individual holders.

Voting Rights

The voting rights attaching to ordinary shares are that on a show of hands every member present in person or by proxy shall have one vote and upon a poll each share shall have one vote. Options and Performance Rights do not carry any voting rights.

Restricted Securities

The Company has the following restricted securities:

42,500,000 fully paid ordinary shares of which:
a) 38,547,059 are escrowed until 9 February 2018; and
b) 3,952,941 are escrowed until 22 January 2017.
67,500,000 unlisted options of which: a) 25,000,000 unlisted options exercisable at $0.02 each on or before 3 September 2019 are escrowed until 9 February 2018; and
b) 42,500,000 unlisted options exercisable at $0.03 each on or before 22 January 2019 are escrowed until 22 January 2017.
36,000,000 performance rights, comprising 12,000,000 Class A, 12,000,000 Class B and 12,000,000 Class C performance rights escrowed until 9 February 2018.

Distribution of Holders of Equity Securities

1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over	Fully Paid Ordinary Shares Holders Total Units %
	596 189,578 0.08 177 397,633 0.16 25 194,966 0.08 241 13,740,099 5.44 288 238,070,013 94.25
Totals	1,327 210,092,289 100

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

ADDITIONAL SHAREHOLDER INFORMATION

Unlisted Options exercisable at $0.03 each or before 22 January 2019

	Unlisted Options exercisable at $0.03 each or before 22 January 2019
1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over	Holders Total Units %
	0 0 0.00 0 0 0.00 0 0 0.00 0 0 0.00 91 25,000,000 100.00
Totals	9 25,000,000 100

Buzz Capital Pty Ltd holds 11,488,235 options comprising 27.03% of this class.

Unlisted Options exercisable at $0.02 each or before 3 September 2019

	1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over	Holders Total Units %
		0 0 0.00 0 0 0.00 0 0 0.00 0 0 0.00 171 42,500,000 100.00
	Totals	17 42,500,000 100

Mr Bachrun Bustillo holds 8,000,000 options comprising 32.00% of this class and Romfal Sifat Pty Ltd holds 6,250,000 options comprising 25% of this class.

Class A Performance Rights

	Class A Performance Rights
1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over	Holders Total Units %
	0 0 0.00 0 0 0.00 0 0 0.00 0 0 0.00 41 12,000,000 100.00
Totals	4 12,000,000 100

Romfal Sifat Pty Ltd , Pheakes Pty Ltd , Dr Brendan de Kauwe and Sobol Capital Pty Ltd each hold 3,000,000 performance rights, each comprising 25% of this class.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770

ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

ADDITIONAL SHAREHOLDER INFORMATION

1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over	Class B Performance Rights
	Holders Total Units %
	0 0 0.00 0 0 0.00 0 0 0.00 0 0 0.00 41 12,000,000 100.00
Totals	4 12,000,000 100

Romfal Sifat Pty Ltd , Pheakes Pty Ltd , Dr Brendan de Kauwe and Sobol Capital Pty Ltd each hold 3,000,000 performance rights, each comprising 25% of this class.

	1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000	Class C Performance Rights Holders Total Units %
		0 0 0.00 0 0 0.00 0 0 0.00 0 0 0.00 41 12,000,000 100.00
	100,001 and over
	Totals	4 12,000,000 100

Romfal Sifat Pty Ltd , Pheakes Pty Ltd , Dr Brendan de Kauwe and Sobol Capital Pty Ltd each hold 3,000,000 performance rights, each comprising 25% of this class.

Unmarketable Parcels

Holdings of less than a marketable parcel of ordinary shares at 8 August 2016: Holders: 841 Units: 1,457,138

On-market Buy Back

There is no current on-market buy-back.

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL FINANCIAL STATEMENTS 30 JUNE 2016

ADDITIONAL SHAREHOLDER INFORMATION

Substantial Shareholders

As provided to the Company as at 8 August 2016.

Name	Number of Shares	%
FREEMAN ROAD PTY LTD	19,500,000	9.28

Twenty Largest Holders of Quoted Shares

	Name	Number	%
1	FREEMAN ROAD PTY LTD	18,000,000	8.57
2	SUBURBAN HOLDINGS PTY LIMITED	11,000,000	5.24
3	AH SUPER PTY LTD	10,000,000	4.76
4	SACCO DEVELOPMENTS AUSTRALIA PTY LIMITED	7,166,971	3.41
5	698 CAPITAL INTERNATIONAL LIMITED	6,259,067	2.98
6	DEAD KNICK PTY LTD	5,000,000	2.38
7	MR XUFENG DAI	4,093,400	1.95
8	GARDMAC PTY LTD	3,710,134	1.77
9	PHEAKES PTY LTD	3,250,000	1.55
10	BENEFICO PTY LTD	3,000,000	1.43
11	RIMOYNE PTY LTD	2,900,000	1.38
12	GOLDEN DAWN LIMITED	2,800,000	1.33
13	MR PAUL HENRI VERON & MRS JULIE ANNE VERON	2,750,000	1.31
14	MR BENJAMIN M HAGE	2,500,707	1.19
15	JAZ SUPERANNUATION CO PTY LTD	2,500,000	1.19
16	MS CHRISTINE SWANSON KANE & MR ANTHONY PATRICK KANE	2.500.000	1.19
17	BWC PROPERTIES PTY LTD	2,083,984	0.99
18	MR GEOFFREY PETER LUSCOMBE	1,731,729	0.82
19	MR THOMAS BLAYNE LEHMANN	1,700,000	0.75
20	JOSEPH WILLS	1,581,878	0.75
	TOTAL	105,027,870	49.99

Cash and cash equivalents

The Company confirms it has used its cash and assets in a form readily convertible to cash in a way consistent with its business objectives.

AI assistant

FIRST LITHIUM LIMITED — Annual Report 2016

64921_rns_2016-09-13_338bafd1-c0c9-4b45-b1e0-f8777bdbdbe3.pdf

OOKAMI LIMITED

OOKAMI LIMITED (Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

CONTENTS

CORPORATE DIRECTORY

Directors

Company Secretary

Registered office

Auditor

Share Registry

Securities Exchange Listing

ASX Code – OOK

DIRECTORS’ REPORT

1. DIRECTORS

2. COMPANY SECRETARY

3. NATURE OF OPERATIONS PRINCIPAL ACTIVITIES

4. DIVIDENDS PAID OR RECOMMENDED

5. REVIEW OF OPERATIONS

5.1 Operations Review

DIRECTORS’ REPORT

5.2 Financial Review

6. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

Recapitalisation of the Company

(Formerly Advanced Engine Components Limited) ABN 67 009 081 770 ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

6. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS (cont’d)

Recapitalisation of the Company

OOKAMI LIMITED (Formerly Advanced Engine Components Limited)

ABN 67 009 081 770

ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

6. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS (cont’d)

Recapitalisation of the Company

7. EVENTS SUBSEQUENT TO REPORTING DATE

8. FUTURE DEVELOPMENTS, PROSPECTS AND BUSINESS STRATEGIES

DIRECTORS’ REPORT

9. INFORMATION ON DIRECTORS

DIRECTORS’ REPORT

9. INFORMATION ON DIRECTORS

DIRECTORS’ REPORT

9. INFORMATION ON DIRECTORS

Mr Chris Ntoumenopoulos

DIRECTORS’ REPORT

10. MEETINGS OF DIRECTORS

11. INDEMNIFYING OFFICERS OR AUDITOR

Indemnification

Insurance premiums

DIRECTORS’ REPORT

12. OPTIONS

Unissued shares under option

Performance Rights

DIRECTORS’ REPORT

13. ENVIRONMENTAL REGULATIONS

14. NON-AUDIT SERVICES

15. PROCEEDINGS ON BEHALF OF COMPANY

16. AUDITOR’S INDEPENDENCE DECLARATION

DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

(Formerly Advanced Engine Components Limited)

ABN 67 009 081 770

ANNUAL REPORT 30 JUNE 2016

DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

1. Introduction

2. Remuneration governance

3. Executive remuneration arrangements

4. Non-Executive Director fee arrangements

DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

A. Performance Conditions Linked to Remuneration

DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

5. Details of Remuneration

Year Ended 30 June 2015

6. Additional disclosures relating to options and shares

Options awarded, vested and lapsed during the year

DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

FIRST LITHIUM LIMITED Annual Report 2016