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GENETIC TECHNOLOGIES LIMITED — Annual Report 2003
Oct 19, 2003
65022_rns_2003-10-19_bf1a70a6-baf5-4859-be25-13f13498228a.pdf
Annual Report
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genetic technologies limited
annual report 2003

GORPORATE DIRECTORY
PANGRIA ROSSON EXECUTE COMMAN Diriwang a di serie della condita della Conventional ED 16 Hanover Street THEORYMAN CARD 1865nove 615 7415 1125 PASSAGE STATE E. Kalendar an Barton Carlos System of the property of the Level 2, 185 March 1868 Street Stenen Revision Maria Telebratic Life PAS 2015) e and the control of the control of the control of ENGRY Talent Carl (omal Benedikte Bar Assassi 1989) 6139822 2008 2000 BB 2010 http://www.computer.nate.com KeyBan Astronomics Association e e e estados 1120 Haxton Dive
For Collins CO 80525 WS 13 St Ceorde Bark Limited Deloitte Touche Tonmatte
Chartered Accountants
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223 George Street Antoni e de la composición
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Ginnis Antique and Antique
CONTENTS
| REVIEW OF OPERATIONS | 3 |
|---|---|
| DIRECTORS' REPORT | 16 |
| INDEPENDENT AUDIT REPORT | 23 |
| DIRECTORS' DECLARATION | 24 |
| STATEMENT OF FINANCIAL PERFORMANCE | 27 |
| STATEMENT OF FINANCIAL POSITION | 29 |
| STATEMENT OF CASH FLOWS | 30 |
| NOTES TO THE FINANCIAL STATEMENTS | 31 |
| ASX ADDITIONAL INFORMATION | 64 |
| CORPORATE GOVERNANCE STATEMENT | 68 |
REVIEW OF OPERATIONS
Licensing the Non-Coding Patents
The licensing infrastructure within Genetic Technologies Limited ("GTG") is now being built up and the list of potential licensees continues to grow. It is particularly noteworthy that with each licensing success, the widespread perceived value of the GTG non-coding patents is also steadily increasing. As already reported, other negotiations are now under way, and further announcements will be made, as appropriate. Our progress with licenses during the year is set out below.
In September, 2002, we granted a license to US genome researcher, Perlegen Sciences, Inc, who paid a combination of cash and securities worth around US\$860,000 for an exclusive license limited to a specialised field known as "high resolution whole genome analysis".
In October, 2002, we announced a strategic licensing agreement with Myriad Genetics, Inc, under which we granted Myriad broad rights to utilise our non-coding patents, in return for which, Myriad agreed to pay us US\$1M cash, plus future fees, plus the rights to bring Myriad's world-leading predictive medicine products to Australia and New Zealand. These products include powerful genetic susceptibility tests for breast cancer, ovarian cancer, bowel cancer, melanoma and cardiac risk. These tests will now be offered by GTG in Australia and will permit significant expansion of our existing genetic testing facilities in Melbourne.
In March, 2003, we announced a strategic alliance and cross-licensing agreement with Pyrosequencing AB, of Sweden. Pyrosequencing receives a broad non-exclusive license to our non-coding DNA analysis and mapping patents but only when used in combination with Pyrosequencing's "sequencing by synthesis" reagents. In return, we receive cash up front, plus royalties for the life of the GTG patents, plus 3 state-of-the-art analytical instruments, plus other IP rights and assays from Pyrosequencing - altogether estimated to be worth more than US\$3,000,000 to our Company over the life of the agreements.
In April, 2003, we announced a license to Associated Regional & University Pathologists (ARUP) of Salt Lake City, Utah. ARUP is a sophisticated laboratory system owned by University of Utah, and the first service provider actually performing human genetic testing, to take a license from GTG.
The following month in May, 2003, we announced we had also granted the University of Utah a separate research license to show our support for their leading genetic research program into the non-coding regions of many genomes.
Also in May, 2003, we announced a cross-licensing agreement with Orchid Biosiences, Inc, of Princeton, New Jersey. We granted to Orchid a "covenant not to sue" for any possible past infringement of our non-coding patents, and we also granted them an option to a license to cover their future activities, if needed. In return, we receive a signing fee, plus exclusive rights to Orchid's paternity SNP panel and forensic-SNP panel, plus rights to market their Elucigene Range - for Australia, New Zealand and South East Asia.

REVIEW OF OPERATIONS (CONT)
In June, 2003, we announced we had granted another license for livestock applications, this time to Inguran, of Navasota, Texas, to apply the patents to various genetic testing services on livestock in USA, Brazil and Colombia. In return, Inguran agreed to pay a signing fee of US\$150,000 plus ongoing royalties on their future sales.
In July 2003, we announced we had granted a research license to University of Sydney, in Australia for a nominal amount of US\$1,000.
In August 2003 we announced we had granted a license to Quest Diagnostics Inc for the use of the non-coding analysis patents in USA, Canada and Mexico. The terms were confidential, however GTG received a signing fee plus ongoing annual payments from Quest.
During the year GTG commenced legal action in the USA against three parties in relation to patent infringements and this legal action is continuing.
The expanded licensing team within GTG continues to negotiate more non-coding licenses both in Australia and overseas. During the current financial year it is anticipated that additional resources will be allocated to licensing the non-coding patents.
Patent Position
A summary of the expanding portfolio of patents owned by the Group is set out below:
| Title | Earliest Priority | Country | Appl/Patent No. | Status |
|---|---|---|---|---|
| Electrophoresis | 11 July 1990 | Germany | DE69127999 | * Granted |
| standard | Europe | EP0466479 | * Granted | |
| France | FR0466479 | * Granted | ||
| Sweden | 913062634 | * Granted | ||
| United Kingdom | GB0466479 | * Granted | ||
| 474 | United States | 5096557 | * Granted | |
| A Retroviral | 18 August 2000 | Australia | PCT/AU01/01019 | Pendina ŵ۲ |
| Immunotherapy | 18 August 2000 | Australia | 2001283682 | Pending âſ. |
| 18 August 2000 | Australia | 2003200583 | Pending âr |
|
| 18 August 2000 | Brazil | 0113354-3 | Pending ûſ. |
|
| 18 August 2000 | Canada | TBA | Pending ŵ۲ |
|
| 18 August 2000 | Europe | 01962453.5 | Pending ŵ۲ |
|
| 18 August 2000 | Japan | 2002-518971 | Pending âr |
|
| 18 August 2000 | New Zealand | 5242780 | Pending âr |
|
| 18 August 2000 | China | 01817380.2 | Pending âr |
|
| 18 August 2000 | Singapore | 200301401-6 | Pending ŵ۲ |
|
| 18 August 2000 | South Africa | 2003/1694 | Pending âr |
|
| 18 August 2000 | USA | 10/360,256 | Pendina đ٢ |
|
$\overline{4}$
annual report 2003
"...with each licensing success, the widespread
perceived value of the
GTG non-coding patents
is also steadily increasing."
| Title | Earliest Priority | Country | Appl/Patent No. | Status |
|---|---|---|---|---|
| $\cdots$ Strategy for retroviral immunotherapy Contractor i Salam ji |
20 February 2002 . $\cdots$ $\gamma_{\rm{max}}$ v. $\sim$ |
Australia | PCT/AU03/00207 | * Pending |
| Cancer Therapy | 14 February 2002 | Australia | PCT/AU03/00187 $\mathcal{F}{\mathcal{F}}$ , $\mathcal{F}{\mathcal{F}}$ |
$\label{eq:G1} \mathcal{F}^{(1)}\mathcal{F}^{(2)}{\mathcal{F}}\mathcal{F}^{(1)}{\mathcal{F}}\mathcal{F}^{(2)}{\mathcal{F}}\mathcal{F}^{(2)}{\mathcal{F}}\mathcal{F}^{(2)}{\mathcal{F}}\mathcal{F}^{(2)}{\mathcal{F}}\mathcal{F}^{(2)}{\mathcal{F}}\mathcal{F}^{(2)}{\mathcal{F}}\mathcal{F}^{(2)}{\mathcal{F}}\mathcal{F}^{(2)}{\mathcal{F}}\mathcal{F}^{(2)}{\mathcal{F}}\mathcal{F}^{(2)}{\mathcal{$ Pending The exposure concerned considers |
| $\sim$ $\sim$ High Resolution Analysis of genetic variation within cryptosporidium parvum |
22 August 2002 $\sim$ 10 $\sim$ $\alpha$ , $\alpha$ e Mi nis. As a go |
Australia | 2002950977 | Pending ₩ |

REVIEW OF OPERATIONS (CONT)
Title
Intron Sequence Analysis
Earliest Priority
Country
Australia Australia Austria Belgium Canada Denmark Europe France Germany Germany Greece Hong Kong Israel Italy Japan Liechtenstein Luxemburg Netherlands New Zealand Singapore South Africa Spain Sweden Switzerland United Kingdom United States United States United States United States
Appl/Patent No. 654111
672519 E144797 BE0414469 CA2023888 DK0414469 EP0414469 FR0414469 DE69029018 DE299319 GR0414469 HK1008053 IL95467 IT0414469 JP22417690 LI0414469 LU0414469 NL0414469 235051 47747 906675 ES2095859 SE0414469 CH0414469 GB0414469 5192659 5612179 5789568 09/935998
Status
* Granted * Granted * Granted * Granted a Pending * Granted * Granted * Granted * Granted * Granted * Granted * Granted
- * Granted
- * Granted
- * Granted
- * Granted
- * Granted * Granted
- * Granted
- * Granted
- * Granted
- * Granted
- * Granted
- * Granted
- * Granted
- * Granted
- * Granted
- * Granted
- ® Pending
Title
Earliest Priority
1990
1990
1990
1990
1990
1990
1990
1990
1990.
1990.
1990
1990
1990.
1990
1990
1990
1990
1990
1990.
1990
1990
| Genomic | l1 July |
|---|---|
| Mapping . |
yاuly 11 |
| الي المعاملات المواليد |
11 July |
| $\zeta^{-1}(\zeta)_1$ | 11 July |
| 11 July | |
| yاuly 11 | |
| Y, | 11 July |
| Q, | 11 July |
| $\tau_{\rm eq}$ , $\tau_{\rm eq}$ | 11 July |
| s sig | 11 July |
| ti T |
11 July |
| l1 July | |
| ٦., | l1 July |
| $\mathbb{R}^2$ | 11 July |
| 11 July | |
| 11 July | |
| ч. | 11 July |
| y انا 11 11 July |
|
| 11 July | |
| 11 July | |
Country
Australia Austria Belgium Canada Denmark Europe France Germany Ireland Israel Italy Japan Liechtenstein Luxemburg Netherlands New Zealand South Africa Sweden Switzerland United Kingdom United States
Appl/Patent No.
647806 AT185377 BE0570371 CA2087042 DK0570371 EP0570371 FR0570371 DE691316910 IE0570371 IL98793 IT0570371 3409796 LI0570371 LU0570371 NL0570371 238926 915422 SE0570371 CH0570371 GB0570371 5851762
Status
* Granted * Granted
* Granted
· Pending
* Granted
* Granted * Granted
* Granted
* Granted
* Granted
* Granted * Granted
* Granted
* Granted
* Granted
* Granted
* Granted
* Granted
* Granted
* Granted
* Granted
$\overline{z}$
REVIEW OF OPERATIONS (CONT)
Title
Foetal Cell Recovery
Earliest Priority 27 March 1990 27 March 1990 27 March 1990 27 March 1990. 27 March 1990 27 March 1990 27 March 1990 27 March 1990. 27 March 1990 27 March 1990 27 March 1990 27 March 1990. 27 March 1990 27 March 1990 27 March 1990 27 March 1990. 27 March 1990 27 March 1990 27 March 1990 27 March 1990. 27 March 1990 27 March 1990 27 March 1990 27 March 1990 27 March 1990
Country
Australia Austria Belgium Canada Denmark Europe France Germany Greece Ireland Ísrael Italy Japan Liechtenstein Euxemburg Netherlands New Zealand Singapore South Africa Spain Sweden Switzerland United Kingdom United States United States
Appl/Patent No.
649027 AT194166 BE0521909 CA2059554 DK521909 EP0521909 FR0521909 DE69132269 GR3034487 IE910996 IL97677 IT0521909 JP2965699 LI0521909 LU0521909 NL0521909 237589 96077821 912317 ES2149760 SE0521909 CH0521909 GB0521909 5447842 5153117
Status
* Granted * Granted
- * Granted
- a Pending * Granted
- * Granted
- * Granted
- * Granted
- * Granted
- * Allowed
- * Granted
- * Granted
- * Granted
- * Granted
- * Granted
- * Granted
- * Granted
- a Pending
- * Granted * Granted
- * Granted
- * Granted
- * Granted
- * Granted
- * Granted
"The expanded licensing team within GTG continues to negotiate more non-coding licenses both
in Australia and overseas."
| Title | Earliest Priority | Country | Appl/Patent No. | Status |
|---|---|---|---|---|
| provided a state of the Isolation of foetal cells from maternal blood. based on unique foetal HLA markers identified using foetal cell-free DNA in maternal plasma |
5 March 2003 424 |
United States | 60/451,656 | * Provisional |
| Gender-independent quantitation of cell-free foetal DNA in maternal plasma/serum, using foetal HLA sequences not shared by the mother |
5 March 2003 | United States | 60/451,657 | Provisional. Ŵ |
| ちょうしゃ アーバー・マーク HLA typing of the foetus using cell-free DNA in maternal plasma |
5 March 2003 si. |
United States | 60/451,658 | Provisional 燃 |
| Identification of foetal DNA and foetal cell markers |
27 March 2003 | United States | 60/457,855 | ® Provisional |
| Maternal antibodies as foetal cell markers to identify and enrich foetal cells from maternal blood |
30 March 2003 | United States | 60,385,170 | Awaiting ¢, International Search Report |
| Foetal cell recovery method |
20 October 2001 | Australia | 77352/01 | Awaiting N examination by APO |
REVIEW OF OPERATIONS (CONT)
Fee-For-Service DNA Testing
Over a period of several years, GTG subsidiary companies have built up, and now successfully operate, the largest accredited DNA paternity testing laboratory in Australia. GTG is now pursuing active expansion of this business. This is to be achieved by expanding the range of testing services offered, to include other relevant human DNA testing, cancer susceptibility testing and plant and animal testing, and increasing the volume of paternity testing business both from within Australia and also from outside Australia, especially the Asia-Pacific region.
We now have extensive experience in providing DNA-based individuality testing for the resolution of disputed paternity, the determination of familial relationships for immigration purposes and for forensic stain analysis.
The most common type of DNA testing is paternity testing - where we determine who is the father of a child. In order to perform this test we take a sample from the mother, alleged father and child.
Other types of tests we can offer include:
- Y chromosome testing determines if two males come from the same paternal line, i.e. have a common father or grandfather.
- Mitochondrial DNA testing determines if two people come from the same maternal line.
- Sibship testing determines if people are full siblings, i.e. have the same mother and father.
- Maternity testing determines who is the mother of a child.
- DNA typing reveals the DNA makeup of an individual.
- Grandparent analysis determines who are the grandparents of a child. This is mainly used when the father of a child is deceased and a will is being contested.
- Antenatal DNA testing determines who is the father of an as-yet unborn child.
- Semen analysis determines if semen is present on, for example an article of clothing. If it is, we can DNA type this sample and compare it to a reference sample.
annual report 2003
"...we have gained a reputation as a
leading genetic
testing laboratory..."
We issue reports for the Family Court in Australia and provide similar services internationally for the Department of Immigration and Multicultural Affairs (DIMIA). We are one of only two DNA testing laboratories in Australia recognised by DIMIA to provide DNA tests for immigration purposes.
We are one of only three laboratories worldwide used by Kenyon Corporation, believed to be the world's largest disaster management company. We perform the full range of DNA tests required by Kenyon for purposes of crash victim identification, and we provide cover for the region controlled by Kenyon Australia. The boundaries of this region are determined by the north and south pole, to the west by India, and to the east by Fiji. Since the relationship was established with Kenyon over two years ago, no airline serviced by Kenyon has had one of its planes crash in our region.
Over time, we have gained a reputation as a leading genetic testing laboratory, and progressively, we have started to receive specimens for testing from other countries, mostly from countries in the Asia-Pacific region, but also from as far away as UK. In addition, we have received requests to perform tests outside of human paternity, and this has caused us to consider and now plan a significant expansion of our testing services.

REVIEW OF OPERATIONS (CONT)

Expansion of DNA Testing Services Beyond Paternity Testing
-
- Plant Testing in March 2002, we formed a joint venture with the Victorian State Government's Department of Primary Industry, for the purpose of providing a high throughput genotyping service for plant testing - in order to help plant breeders identify the genes responsible for the detection of commercially relevant traits, such as resistance to disease, accelerated growth and the improvement of crop yields. A new company, AgGenomics Pty Ltd, was formed - with GTG as the majority stockholder and the State agency as the minority partner. Laboratory work for AgGenomics is done at the Plant Biotechnology Centre at La Trobe University, in Melbourne. In July, 2003, AgGenomics announced it had entered into a 2 year (AUS)\$2.1M program with Horticulture Australia to identify genetic markers in strawberries. AgGenomics will also receive 55% of any intellectual property developed during the life of this project.
-
- Animal Testing in May 2003, we acquired Genetic Science Services to expand the range of tests we can offer to include relevant genetic testing in animals - for example, sexing in birds, progeny testing in horses, dogs, deer, and animal disease identification and susceptibility testing for a range of animals, including exotic and zoo animals. This acquisition will also allow GTG to support research projects involving, for example, the Australian fur seal, and possibly the platypus and various frogs and reptiles.
-
- Cancer Susceptibility Testing the strategic alliance with Myriad gave GTG exclusive rights for Australia and New Zealand to perform DNA susceptibility testing for a range of cancers, initially for breast cancer and ovarian cancer, and later, for bowel cancer, melanoma and cardiac risk. Professor Deon Venter joined the Board of Directors of GTG in March 2003, with special responsibility to oversee the establishment and operation of the new cancer susceptibility testing facility at GTG. In addition, Dr. Frank Firgaira joined GTG as Head of Molecular Diagnostics - Cancer Susceptibility Testing. This new development continues to build momentum, with new equipment arriving, new employees joining our company and new technology becoming available exclusively to us, to ensure the Australian community will soon be able to enjoy the latest technologies available for genetic testing. In June, 2003, this facility was granted provisional accreditation. First testing has now begun.
annual report 2003
"...develop new and environmentally friendly products to replace currently used drugs."
- Forensic Testing - it may be surprising to many people that there is no independent forensic testing laboratory in Australia. GTG is interested to rectify this situation. GTG is now pursuing formal forensics accreditation, and has meanwhile secured the exclusive rights to the Orchid SNP technology for forensics.
RareCellect® -- foetal cell recovery
GTG holds patents in various countries as detailed earlier concerning a method for the recovery of foetal cells as early as 8 weeks into a pregnancy, from a small sample of maternal blood taken, for example, from the mother's arm vein. These foetal cells can then be used to analyse the genetic health of the foetus. This method avoids the risk of abortion or damage to the foetus that are occasional side effects of the alternate invasive methods currently in use, such as amniocentesis.
GTG has received strong support from a major bio-instrument supplier, who has already provided GTG with a flow cytometer. GTG recruited a world-leading scientist in this field, Dr Ralph Bohmer to come to Australia, to join GTG and to lead the RareCellect project.
The company will monitor the progress of this project over the next six to twelve months during which time the future of the project should become clear.
ImmunAid Pty Limited
In March 2001 GTG announced it had reached agreement with Australian scientists investigating a novel method for combating retrovirus-induced immunodeficiency. Certain intellectual property, covered by a provisional patent, was transferred to a newly incorporated company ImmunAid Pty Limited owned 60% by GTG and 40% by the scientists who developed the hypothesis and tested it.
The experimental work, based on a mouse model, provided encouraging results. Mice infected with a murine leukaemia virus developed a disease with
features similar to AIDS in humans. If untreated the mice become susceptible to challenge with a variety of organisms and die early. Mice treated by the ImmunAid method appeared to be protected against this outcome.
A full PCT patent application has been submitted. An initial program of research, designed to refine the treatment conditions and develop a better understanding of the underlying mechanisms commenced in June 2001. In the course of 2003, this work has continued.
A technical review committee has been established to oversee the scientific activity of the ImmunAid program. This committee comprises the original researchers now supported by eminent Australian scientists, including specialists in the field of HIV, AIDS and its clinical care. This committee initially recommended further tests in higher species, but subsequently recommended that ImmunAid give priority to commencing human monitoring trials as soon as ethical approval is obtained. These human monitoring trials have since commenced.
REVIEW OF OPERATIONS (CONT)
Parasitology
A Pathogen Genomics and Genetics Program (PGGP) has been developed jointly by GTG and scientists from The University of Melbourne to explore genetic solutions to diagnosing and treating infectious diseases in agricultural and companion animals. This research is being pursued under the leadership of Associate Professor Robin Gasser. The program aims to develop new and environmentally friendly products to replace currently used drugs and antibiotics. While this will be the prime focus of a five-year research program it is intended that new highly sensitive and specific diagnostic tests will be developed in a shorter timeframe.
A formal collaborative research agreement between GTG and The University of Melbourne (Department of Veterinary Science) was completed in April 2001. This agreement provides that all intellectual property and commercial benefits arising from the PGGP project are owned by GTG. Post-doctoral scientists are now working on this PGGP project at Werribee (University of Melbourne).
The work is proceeding in a pleasing way and a first provisional patent has already been lodged. The PGGP project attracted a research grant of \$240,000 from the Australian Research Council. We also signed a Research Agreement with Meat & Livestock Australia Limited, whereby Meat & Livestock will contribute \$490,235 towards PGGP over a three year period, in support of our research into the genetic basis of nematode infestation in sheep. In return Meat & Livestock will receive a 5% share of any future royalty income resulting from commercialisation of this technology in the Australian sheep industry.
Gtech International Resources Limited
GTG owns 78.22% of Gtech International Resources Limited which is listed on the TSX in Vancouver, Canada. The company is seeking new opportunities in the biotechnology sector.
XY, Inc
The Company has a small investment in Colorado-based animal breeding company, XY, Inc. This investment was made by the exchange of XY shares for GTG shares and involved no cash from GTG. XY, Inc is the recognised world leader in the commercialisation of sex-selection techniques in non-human mammals, including cattle, horses, sheep, pigs and endangered species. Dr. Mervyn Jacobson, Executive Chairman of GTG is also Chief Executive Officer and Chairman of XY, Inc.
Corporate
The Company is working towards a listing on NASDAQ using American Depositary Receipts ("ADRs"). The Company completed a Level 1 ADR program and its ADRs became eligible for trading in the over-the-counter (OTC) markets in the US on 14 January 2001. The ADR Level 1 program is sponsored by the Bank of New York and the code is GNTLY.
The Company is working towards a Level 2 ADR program which allows the ADRs to trade on the fully automated, screen-based Small Cap NASDAQ market. This process requires preparation of a Form 20-F to be lodged with the SEC. This process is underway and the Company's Level 2 ADRs are planned to be listed on NASDAQ in the first half of 2004.
Scientific Advisory Committee
In August 2003 we announced that we were establishing a Scientific Advisory Committee. The members of the committee are Professor Colin Masters, Professor Simon Easteal and Professor Michael Quinn.

DIRECTORS' REPORT
The directors of Genetic Technologies Limited submit herewith the annual financial report for the financial year ended 30 June 2003. In order to comply with the provisions of the Corporations Act 2001, the directors report as follows:
The names and particulars of the directors of the company during or since the end of the financial year are:
Dr Mervyn Jacobson - Executive Chairman
Dr Jacobson (61) is a legally qualified Medical Practitioner and a co-founder of GeneType. He has 30 years experience in working with new medical technology and in bringing new medical/biomedical goods and services to the market. Dr Jacobson serves as adviser to research groups in Switzerland, U.K. and USA. In February 2000, he was appointed by the Colorado Governor to The Governor's Advisory Council in Biotechnology. Dr Jacobson is also Chairman of the Board of Directors of XY, Inc, a biotechnology company based in Colorado, USA, and is a founding Director of the Colorado Biotechnology Association. Appointed to the Board on 15 May 2000 and appointed as Executive Chairman on 31 August 2000.
Fred Bart - Deputy Chairman Non Executive Director
Fred Bart (49) has been involved in the textile industry for the last 25 years as well as being a significant investor in the resource and property sectors in Australia and overseas. He brings to the company extensive commercial experience from his involvement in the manufacturing and textile industries. He is also Chairman of Electro Optic Systems Holdings Limited. Appointed to the Board on 26 October 1996.
lan Alistair Dennis - Executive Director and Company Secretary
Ian Dennis - BA, A.C.A. (46) is a chartered accountant with experience as secretary and director in various public listed companies and trusts. He has been involved in the investment banking industry and stockbroking industry for the past fifteen years. Prior to that, Ian was with KPMG, Chartered Accountants in Sydney. He is also a director of XY, Inc and Electro Optic Systems Holdings Limited. Appointed to the Board on 24 November 1994.
Professor Deon Venter - Non Executive Director
Professor Venter M.B, Ph.D, MBA (47) is Head of the Cancer Functional Genomics Laboratory at the Murdoch Children's Research Institute in Melbourne, and Head of the Cancer Epidemiology Program, Department of Pathology at University of Melbourne. He is also a specialist pathologist, a Fellow of the Royal College of Pathologists of Australasia and the author of more than 80 papers on the genetics of cancer.
He will have specific responsibility to oversee the establishment and operation of the new genetic susceptibility testing program. Appointed to the Board on 17 March 2003.
Russell Granzow - Executive Director
Russell Granzow (41) until recently served as Vice President of Strategic Planning and Business Development for Orchid Biosciences. He received his early training in biotechnology at University Of Illinois, and initially worked with Schering-Plough, Pharmacia Biosensor and Sarnoff. He has also published 7 scientific papers, is inventor of two issued patents and has presented at numerous scientific and business meetings world-wide.
He is based in Princeton, New Jersey, USA and his initial responsibilities will focus primarily on the licensing of the GTG non-coding patents in the USA. Appointed to the Board on 6 May 2003.

DIRECTORS' REPORT (CONT)
PRINCIPAL ACTIVITIES
The principal activity of the consolidated entity during the financial year was biotechnology.
REVIEW OF OPERATIONS
A review of operations for the year and up to the date of this Report is included on pages 3 to 15 and should be read with this Directors' Report.
The consolidated operating loss from ordinary activities after income tax and minority interests amounted to \$4,160,331 (30 June 2002 - \$8,824,594).
DIVIDENDS
No dividends have been paid since the end of the previous financial year, nor have the Directors recommended that any dividend be paid.
CHANGES IN THE STATE OF AFFAIRS
During the financial year there was no significant change in the state of affairs of the consolidated entity other than that referred to in the financial statements or notes thereto.
SUBSEQUENT EVENTS
On 25 August 2003, the Company announced that it had placed 13,333,333 new ordinary shares at 75 cents each raising \$10,000,000. As part of the placement the company also issued 6,666,667 unlisted options on the basis of one option for each two shares subscribed in the placement. These options are exercisable at a price of \$1.00 each on or before 30 September 2005. These new shares and options were issued on 3 September 2003 and listed on the Australian Stock Exchange on 5 September 2003.
Since the end of the financial year, the following unlisted options have been exercised:
| Description | Number |
|---|---|
| Directors Options at 45 cents expiring 14 April 2005 | 1,000,000 |
| Vendor Options at 20 cents expiring 14 April 2005 | 3,182,000 |
| Staff Options at 56 cents expiring 30 November 2007 | 125,000 |
| Staff Options at 49 cents expiring 30 November 2007 | 75,000 |
Other than the matters discussed above, there has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material or unusual nature likely, in the opinion of the Directors of the Company, to affect significantly the operations of the consolidated entity, the results of those operations, or the state of affairs of the consolidated entity, in subsequent financial years.
FUTURE DEVELOPMENTS
The consolidated entity will continue to focus on its activities in the genetic and biotechnology areas.
Disclosure of further information regarding likely developments in the operations of the consolidated entity in future financial years and the expected results of those operations is likely to result in unreasonable prejudice to the consolidated entity. Accordingly, this information has not been disclosed in this report.
ENVIRONMENTAL REGULATION
The consolidated entity's remaining mining exploration operations are in Western Australia. There are significant environmental requlations under the Western Australia Mining Act 1978 and Environment Protection Act 1986. Licence requirements relating to waste disposal, water and air pollution exist in relation to mining activities. The directors are not aware of any significant breaches during the period covered by this report.
OPTIONS
During or since the end of the financial year, the Company has not granted options over unissued ordinary shares to any directors. The Company is proposing to seek shareholder approval at the Annual General Meeting to be held on Friday 28 November 2003 to issue 1,000,000 options each to new directors, Prof Deon Venter and Russell Granzow at 48 cents each under the terms of the Employee Share Option Plan.
At the date of this report, unissued ordinary shares of the Company under option are:-
| Expiry date | Exercise Price | Number of Shares |
|---|---|---|
| 14 April 2005 | \$0.20 | 65,990,250 |
| [14 April 2005] | \$0.45 | 2,000,000 |
| 30 November 2007 | \$0.61 | 4,250,000 |
| 30 November 2007 | \$0.56 | 2,150,000 |
| 30 November 2007 | \$0.49 | 1,070,000 |
| 9 July 2008 | \$0.56 | 200,000 |
| 17 July 2008 | \$0.49 | 200,000 |
| 20 May 2009 | \$0.44 | 1,675,000 |
| 20 May 2009 | \$0.38 | 175,000 |
These options do not entitle the holder to participate in any share issue of the Company or any other body corporate. During the financial year 84,000 options were exercised at \$0.20 raising \$16,800. Apart from these options, no shares have been issued by virtue of the exercise of an option during the year. Since the end of the financial year, Ian Dennis, a director has exercised 1,000,000 directors options at 45 cents on 12 August 2003; 3,182,000 vendor options exercisable at 20 cents have been exercised and 200,000 options under the Staff Share Plan have also been exercised at exercise prices of 49 cents (75,000) and 56 cents (125,000).
DIRECTORS' REPORT (CONT)
DIRECTORS' INTERESTS
The relevant interest of each Director in the shares of the Company as notified by the directors to the Australian Stock Exchange in accordance with Section 205G(1) of the Corporations Act 2001 as at the date of this report are:
$\sim$
| Ordinary Shares |
Unlisted Vendor Options at 20 cents |
Unlisted Directors Options at 45 cents |
Unlisted Staff Share Options at 61 cents |
||
|---|---|---|---|---|---|
| A. -Dr M Jacobson- |
$1 + 1$ | 100,900,900 | 49,000,000 | 2,000,000 | 2,000,000 |
| and a financial F. Bart (2007) |
in type $\mathcal{D}{\mathcal{H}{\mathcal{A},\mathcal{C}}}$ |
26,918,214 | $\sim$ | 500,000 | |
| Albany and TA Dennis With |
$\sim$ $\sim$ $\sim$ | 300,000 | $\sim$ | 1,000,000 | |
$\mathbf{r}$
$\mathbf{r}$
DIRECTORS' AND SENIOR EXECUTIVES' EMOLUMENTS
The Directors are responsible for remuneration policies and packages applicable to the Board members and senior executives of the Company. The broad remuneration policy is to ensure the remuneration package properly reflects the person's duties and responsibilities and level of performance.
Directors and executive remuneration includes incentive schemes being the value of share options held and calculated in accordance with the requirements of Exposure Draft 2 "Share Based Payments" published by the International Accounting Standards Board and subject to the Australian Securities & Investments Commission media release "Guidelines to valuing options in annual directors' reports" dated 30 June 2003.
Details of the nature and amount of each major element of the emoluments of each director of the Company and the named officers of the Company and the consolidated entity receiving the highest emoluments are as follows:
| Name Executive Directors |
Salary/Fees | Incentive Schemes |
Benefits | Total |
|---|---|---|---|---|
| ٠. a may . . Dr Mervyn Jacobson $\sim$ $\sim$ |
235,000 | 252,035 | $\mathbf{u}$ | 487,035 |
| $\sim$ 100 Mr Ian Dennis $\cdots$ TIME |
171,692 | 126,018 | 16,000 | 313,710 |
| Mr Russell Granzow 29.64 |
58,761 | w. | $\mathbf{u}$ | 58,761 |
| Non Executive Directors | ||||
| Prof Deon Venter | $\sim$ | $\overline{\phantom{a}}$ | v. $\alpha = 2\pi \sqrt{2}$ $\sim$ $\mathcal{F}{\mathcal{F}{\mathcal{A}}}$ |
|
| Mr Fred Bart | 79,000 | 63,009 | $\sim$ $\cdot$ The prop- $\mathbf{w}$ |
142.009 |
The following table discloses the remuneration of the 5 highest remunerated executives of the company and the consolidated entity.
| Executive Officers (Excluding directors) Consolidated |
Salary/Fees | Incentive Schemes |
Benefits | Total |
|---|---|---|---|---|
| Mr John Charles Goudie | 138,888 | 94,513 | 12,500 | 245,901 |
| Dr Glenn Tong | 124,077 | 38,480 | 11.167 | 173,724 |
| Mr lan Smith | 114,547 | 38,480 | 10,309 | 163,336 |
| Ms Luisa Ashdown | 106,306 | 38,480 | 9,896 | 154,682 |
| Dr George Rudy $\mathbf{r}$ |
73,471 | 41,663 | 6,612 | 121,746 |
| Executive Officers (Excluding directors) Company |
||||
| Ms Luisa Ashdown | 106,306 | 38,480 | a may 9,896 |
154,682 |
| Mr fan Christensen | 84,256 | 10,900 | ъ., 4,222 $\sim 100$ |
99.378 |
AUDIT COMMITTEE
The Company has an audit committee which was formally constituted on 23 June 2003. Current members of the committee are Fred Bart (Chairman), Russell Granzow and Prof Deon Venter.

DIRECTORS' REPORT (CONT)
INDEMNIFICATION AND INSURANCE OF OFFICERS
Indemnification
The Company has agreed to indemnify the current directors, and executive officers and former directors against all liabilities to another person that may arise from their position as directors or officers of the Company and its controlled entities, except where to do so would be prohibited by law. The agreement stipulates that the Company will meet the full amount of any such liabilities, including costs and expenses.
On 29 August 2000, as part of the GeneType acquisition, Fred Bart and lan Dennis provided indemnities to the Company and GeneType AG shareholders in respect of any undisclosed liabilities as at 15 May 2000.
The company has not during or since the financial year, indemnified or agreed to indemnify an auditor of the company or of any related body corporate against a liability incurred as such an auditor.
DIRECTORS' MEETINGS
The number of directors' meetings and number of meetings attended by each of the Directors of the Company during the financial year were as follows:
$\overline{1}$
| Board Meetings | The concerning Audit Committee |
||||
|---|---|---|---|---|---|
| No. of meetings attended |
No. of meetings held |
No. of meetings attended |
No. of meetings held |
||
| $\alpha_{\rm{max}}$ Dr Mervyn Jacobson |
. | 12 | 12 | ||
| $Mr$ Fred Bart | i m | 12 | 12 | $\mathbf{u}$ | |
| Mr Ian Dennis | . . . . |
12 | 12 | $\mathbf{u}$ | |
| Prof Deon Venter | . $\sim 10^{-10}$ |
3 | 3 | $\mathbf{u}$ | |
| Mr Russell Granzow | $\mathcal{O}(\mathcal{O}_\mathcal{G})$ 1000 |
2 | 2 | $\sim$ | |
$\overline{1}$
Dated at Sydney this 8 day of September 2003
Signed in accordance with a resolution of the directors made pursuant to s.298(2) of the Corporations Act 2001.
On behalf of the Directors
lan A Dennis Executive Director
$22$
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Deloitte e i
INDEPENDENT AUDIT REPORT TO THE MEMBERS OF GENETIC TECHNOLOGIES LIMITED
Scope
The financial report and directors' responsibility
The financial report comprises the statement of financial position, statement of financial performance, statement of cashflows, accompanying notes to the financial statements, and the directors' declaration for both Genetic Technologies Limited (the company) and the consolidated entity, for the financial year ended 30 June 2003 as set out on pages 24 to 63. The consolidated entity comprises the company and the entities it controlled at the year's end or from time to time during the financial year.
The directors of the company are responsible for the preparation and true and fair presentation of the financial report in accordance with the Corporations Act 2001. This includes responsibility for the maintenance of adequate accounting records and internal controls that are designed to prevent and detect fraud and error, and for the accounting policies and accounting estimates inherent in the financial report
Audit approach
We have conducted an independent audit of the financial report in order to express an opinion on it to the members of the company. Our audit has been conducted in accordance with Australian Auditing Standards to provide reasonable assurance whether the financial report is free of material misstatement. The nature of an audit is influenced by factors such as the use of professional judgement, selective testing, the inherent limitations of internal controls, and the availability of persuasive rather than conclusive evidence. Therefore, an audit cannot quarantee that all material misstatements have been detected.
We performed procedures to form an opinion whether, in all material respects, the financial report is presented fairly in accordance with the Corporations Act 2001 and Accounting Standards and other mandatory professional reporting requirements in Australia so as to present a view which is consistent with our understanding of the company's and the consolidated entity's financial position, and performance as represented by the results of their operations and their cash flows.
Our procedures included examination, on a test basis, of evidence supporting the amounts and other disclosures in the financial report, and the evaluation of accounting policies and significant accounting estimates made by the directors.
While we considered the effectiveness of management's internal controls over financial reporting when determining the nature and extent of our procedures, our audit was not designed to provide assurance on internal controls.
The audit opinion expressed in this report has been formed on the above basis.
Independence
In conducting our audit, we followed applicable independence requirements of Australian professional ethical pronouncements and the Corporations Act 2001.
Audit Opinion
In our opinion, the financial report of Genetic Technologies Limited is in accordance with:
- (a) the Corporations Act 2001, including:
- (i) giving a true and fair view of the company's and consolidated entity's financial position as at 30 June 2003 and of their performance for the year ended on that date; and
- (ii) complying with Accounting Standards in Australia and the Corporations Regulations 2001; and
- (b) other mandatory professional reporting requirements in Australia.
Inade Targe 'IOurre
DELOITTE TOUCHE TOHMATSU
G.M. Sanford Partner Chartered Accountants
Sydney, 8 September 2003
The liability of Deloitte Touche Tohmatsu is limited by, and to the extent of, the Accountant's Scheme under the Professional Standards Act 1994 (NSW).
DIRECTORS' DECLARATION
The directors declare that:
- (a) the attached financial statements and notes thereto comply with Accounting Standards;
- (b) the attached financial statements and notes thereto give a true and fair view of the financial position and performance of the company and the consolidated entity;
- (c) in the directors' opinion, the attached financial statements and notes thereto are in accordance with the Corporations Act 2001; and
- (d) in the directors' opinion, there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.
Dated at Sydney this 8 day of September 2003
Signed in accordance with a resolution of the directors made pursuant to s.295(5) of the Corporations Act 2001.
On behalf of the Directors
lan A Dennis Executive Director

genetic technologies limited
and controlled entities
annual report 2003
TILLER
FINANCIALS 2003
STATEMENT OF FINANCIAL PERFORMANCE FOR THE FINANCIAL YEAR ENDED 30 JUNE 2003
| Notes | 2003 \$ |
Consolidated 2002 \$ |
2003 \$ |
The Company 2002 \$ |
|
|---|---|---|---|---|---|
| Revenue from ordinary activities | 2(a) | 9,264,206 | 13,106,580 | 15,305,617 | 11,196,304 |
| Auditors remuneration | 4 | (167, 031) | (78, 166) | (141, 643) | (64, 129) |
| Employee benefits expenses | (2,374,921) | (2,012,403) | (969, 650) | (580, 714) | |
| Depreciation and amortisation expense | 2(b) | (3,483,826) | (4,094,250) | (2,902,265) | (8,824) |
| Borrowing costs | 2(b) | (10, 487) | (206, 595) | (178, 306) | |
| Write down of value of inventories | (284, 426) | (2,507,127) | (284, 426) | (2,492,976) | |
| Write down of value of investments | (146, 533) | (146, 533) | |||
| Write down of value of subsidiaries | (15, 211, 561) | (1,033,966) | |||
| Legal and patent fees | (717, 406) | (510, 825) | (628, 398) | (510, 825) | |
| Marketing costs | (348,796) | (224, 566) | (271, 424) | (224, 566) | |
| Cost of investments sold | (8,678,789) | (8,678,789) | |||
| Cost of trading inventory of shares sold | (233, 442) | (19, 350) | (233, 442) | ||
| Exchange losses | (1,011,059) | (869, 335) | (835, 324) | (806, 363) | |
| Operating leases | (409, 277) | (505, 774) | (64, 351) | (22, 236) | |
| Research and development expense | (506, 513) | (550, 212) | |||
| Genetic testing | (1,423,698) | (215, 523) | |||
| Laboratory supplies | (361, 481) | (269, 230) | |||
| License fees | (449, 708) | (449, 708) | |||
| Net book value of fixed asset disposals | (73, 359) | (3,559) | |||
| Sponsorship | (100,000) | (100,000) | |||
| Travel | (188, 146) | (148, 459) | (130,603) | (91,210) | |
| Other expenses from ordinary activities | (1,309,929) | (1, 296, 955) | (526, 787) | (469, 358) | |
| Total expenses | (13,589,551) | (21,995,010) | (23, 102, 710) | (15, 162, 262) | |
| (Loss) from ordinary activities before income tax expense |
(4,325,345) | (8,888,430) | (7, 797, 093) | (3,965,958) |
STATEMENT OF FINANCIAL PERFORMANCE FOR THE YEAR ENDED 30 JUNE 2003 (CONT)
| Consolidated | The Company | ||||
|---|---|---|---|---|---|
| Notes | 2003 | 2002 | 2003 | 2002 | |
| \$ | \$ | \$ | \$ | ||
| Income tax relating to ordinary activities | 5 | ||||
| (Loss) from ordinary activities after income tax expense |
(4,325,345) | (8,888,430) | (7,797,093) | (3,965,958) | |
| Net loss attributable to outside equity interests |
165,014 | 63,836 | |||
| Net (loss) attributable to members of the parent entity |
20 | (4, 160, 331) | (8,824,594) | (7,797,093) | (3,965,958) |
| Increase in foreign currency translation reserve arising on translation of self-sustaining foreign operations |
19(b) | 110,937 | 222,462 | ||
| Total revenue, expenses and valuation adjustments attributable to members of the parent entity recognised directly in equity |
110,937 | 222,462 | |||
| Total changes in equity other than those resulting from transactions with owners as owners |
32 | (4,049,394) | (8,602,132) | (7, 797, 093) | (3,965,958) |
| Earnings (loss) per share | |||||
| Basic (cents per share) | 6 | (1.6) | (3.4) | ||
| Diluted (cents per share) | 6 | (1.6) | (3.4) |
STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2003
| Consolidated | The Company | |||||
|---|---|---|---|---|---|---|
| Notes | 2003 | 2002 | 2003 | 2002 | ||
| \$ | \$ | \$ | \$ | |||
| Current Assets | ||||||
| Cash assets | 7 | 5,828,540 | 7,160,299 | 5,203,903 | 6,921,627 | |
| Receivables | 8 | 1,236,596 | 233,163 | 839,058 | 12,580 | |
| Other current financial assets | 9 | 49,750 | 69,750 | 49,750 | 69,750 | |
| Inventories | 10 | 258,341 | 781,817 | 164,893 | 682,760 | |
| Total Current Assets | 7,373,227 | 8,245,029 | 6,257,604 | 7,686,717 | ||
| Non - Current Assets | ||||||
| Receivables | 8 | 6,564,217 | 3,424,811 | |||
| Other financial assets | 11 | 749,528 | 279,158 | 9,542,831 | 30,446,584 | |
| Property, plant and equipment | 12 | 1,490,140 | 491,597 | 16,864 | 16,400 | |
| Intangible assets | 13 | 20,632,107 | 23,985,123 | 11,576,000 | ||
| Total Non - Current Assets | 22,871,775 | 24,755,878 | 27,699,912 | 33,887,795 | ||
| Total Assets | 30,245,002 | 33,000,907 | 33,957,516 | 41,574,512 | ||
| Current Liabilities | ||||||
| Payables | 14 | 2,715,053 | 1,689,996 | 1,057,171 | 444,095 | |
| Provisions | 15 | 253,089 | 174,737 | 112,729 | 52,011 | |
| Total Current Liabilities | 2,968,142 | 1,864,733 | 1,169,900 | 496,106 | ||
| Non - Current Liabilities | ||||||
| Other | 16 | 43,043 | 869,540 | |||
| Total Non - Current Liabilities | 43,043 | 869,540 | ||||
| Total Liabilities | 2,968,142 | 1,864,733 | 1,212,943 | 1,365,646 | ||
| Net Assets | 27,276,860 | 31,136,174 | 32,744,573 | 40,208,866 | ||
| Equity | ||||||
| Contributed equity | 17 | 39,684,101 | 39,351,301 | 39,684,101 | 39,351,301 | |
| Reserves | 19 | 692,310 | 581,373 | |||
| Accumulated losses/retained earnings | 20 | (12,984,925) | (8,824,594) | (6,939,528) | 857,565 | |
| Parent Entity Interest | 27,391,486 | 31,108,080 | 32,744,573 | 40,208,866 | ||
| Outside equity interests | 31 | (114,626) | 28,094 | |||
| Total Equity | 32 | 27,276,860 | 31,136,174 | 32,744,573 | 40,208,866 |
STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2003
| Consolidated | The Company | ||||
|---|---|---|---|---|---|
| Notes | 2003 | 2002 | 2003 | 2002 | |
| \$ | \$ | \$ | Ŝ | ||
| Cash flows from operating activities | |||||
| Cash receipts in the course of operations |
6,495,855 | 3,109,663 | 4,706,874 | 1,448,811 | |
| Cash payments in the course of operations |
(7,764,897) | (6,798,923) | (3,769,084) | (2,958,109) | |
| Cash payment for exploration and development costs |
(34, 501) | (34, 501) | |||
| Borrowing costs paid | (10, 487) | (206, 595) | (178, 306) | ||
| Other income | 158,296 | 306,688 | 52,224 | 142,456 | |
| interest received | 117,039 | 110,619 | 108,338 | 105,037 | |
| Net cash provided by/(used in) operating activities |
25(a) | (993, 707) | (3,316,941) | 891,757 | (1,474,612) |
| Cash flows from investing activities | |||||
| Proceeds from sale of inventories | 492,932 | 15,438 | 492,932 | ||
| Proceeds from sale of investments | 9,200,000 | 9,200,000 | |||
| Proceeds from sale of controlled entity | 25(c) | 300,000 | 300,000 | ||
| Payment for increase in shareholding in controlled entity |
(202, 474) | (2,535) | |||
| Advance to subsidiaries | (2,908,010) | (1, 872, 899) | |||
| Payments for intangibles | 25(b) | (98, 012) | |||
| Payments for property, plant and equipment | (200, 969) | (90,484) | (8,729) | (3, 282) | |
| Net cash provided provided by/(used in) investing activities |
291,963 | 9,326,942 | (2,626,281) | 7,621,284 | |
| Cash flows from financing activities | |||||
| Proceeds from issue of shares | 16,800 | 648,750 | 16,800 | 648,750 | |
| Proceeds from borrowings | (120, 087) | (120,087) | |||
| Net cash provided by/(used in) financing activities |
16,800 | 528,663 | 16,800 | 528,663 | |
| Net increase/(decrease) in cash held |
(684,944) | 6,538,664 | (1,717,724) | 6,675,335 | |
| Cash at the beginning of the financial year | 7,160,299 | 646,378 | 6,921,627 | 246,292 | |
| Effects of exchange rate fluctuation on the balances of cash held in foreign currencies |
(646, 815) | (24, 743) | |||
| Cash at end of financial year | 7 | 5,828,540 | 7,160,299 | 5,203,903 | 6,921,627 |
1. Summary of accounting policies
Financial Reporting Framework
The financial report is a general-purpose financial report which has been prepared in accordance with the Corporations Act 2001, Accounting Standards and Urgent Issues Group Consensus Views, and complies with other requirements of the law.
The financial report has been prepared on the basis of historical cost and except where stated, does not take into account changing money values or current valuations of non-current assets. Cost is based on the fair values of the consideration given in exchange for assets.
Significant Accounting Policies
Accounting policies are selected and applied in a manner which ensures that the resulting financial information satisfies the concepts of relevance and reliability, thereby ensuring that the substance of the underlying transactions or other events is reported.
The following significant accounting policies have been adopted in the preparation and presentation of the financial report:
(a) Accounts Payable
Trade payables and other accounts payable are recognised when the consolidated entity becomes obliged to make future payments resulting from the purchase of goods and services. Trade accounts are normally settled within 30 days.
(b) Acquisition of assets
All assets acquired including property, plant and equipment and intangibles other than goodwill are initially recorded at their cost of acquisition at the date of acquisition, being the fair value of the consideration provided plus incidental costs directly attributable to the acquisition. When equity investments are issued as consideration, their market price at the date of acquisition is used as a fair value. Transaction costs arising on the issue of equity instruments are recognised directly in equity subject to the extent of proceeds received, otherwise expensed.
(c) Depreciation
Depreciation is provided on property, plant and equipment. Depreciation is calculated on a reducing balance or straight line basis so as to write off the net cost of each asset over its expected useful life. The following estimated useful lives are used in the calculation of depreciation:
| 2003 | 2002 | |
|---|---|---|
| Property, plant and equipment - Plant and equipment |
13% - 40% | 13% - 40% |
(d) Employee Benefits
Provision is made for benefits accruing to employees in respect of wages and salaries, annual leave, long service leave, and sick leave when it is probable that settlement will be required and they are capable of being measured reliably.
Provisions made in respect of wages and salaries, annual leave, sick leave, and other employee entitlements expected to be settled within 12 months, are measured at their nominal values using the remuneration rate expected to apply at the time of settlement.
Provisions made in respect of other employee entitlements such as long service leave which are not expected to be settled within 12 months are measured as the present value of the estimated future cash outflows to be made by the consolidated entity in respect of services provided by employees up to reporting date.
1. Summary of accounting policies (cont)
(e) Foreign Currency
All foreign currency transactions during the financial year are brought to account using the exchange rate in effect at the date of the transaction. Foreign currency monetary items at reporting date are translated at the exchange rate existing at that date.
Exchange differences are recognised in net profit or loss in the period in which they arise except that:
- i. exchange differences which relate to assets under construction for future productive use are included in the cost of those assets: and
- ii. exchange differences on transactions entered into in order to hedge the purchase or sale of specific goods and services are deferred and included in the measurement of the purchase or sale.
Exchange differences relating to foreign currency monetary items forming part of the net investment in self-sustaining foreign operations are transferred on consolidation to the foreign currency transaction reserve.
Financial statements of self-sustaining foreign operations are translated at reporting date using the current-rate method and exchange differences are taken directly to the foreign currency translation reserve.
(f) Goods and Services Tax
Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except:
- i. where the amount of GST incurred is not recoverable from the taxation authority, it is recognised as part of the cost of acquisition of an asset or as part of an item of expense; or
- ii. for receivables and payables which are recognised inclusive of GST.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables.
Cash flows are included in the statement of cash flows on a gross basis. The GST component of cash flows arising from investing and financing activities which is recoverable from, or payable to, the taxation authority is classified as operating cash flows.
(g) Goodwill
Goodwill, representing the excess of the cost of acquisition over the fair value of the identifiable net assets acquired, is amortised on a straight-line basis over a period of 10 - 20 years.
(h) Income Tax
Tax-effect accounting principles are adopted whereby income tax expense is calculated on pre-tax accounting profits after adjustment for permanent differences. The tax-effect of timing differences, which occur when items are included or allowed for income tax purposes in a period different to that for accounting, is shown at current taxation rates in the deferred tax assets and deferred tax liabilities, as applicable.
(i) Interest Bearing Liabilities
Debentures, bank loans and other loans are recorded at an amount equal to the net proceeds received. Interest expense is recognised on an accrual basis.
(i) Inventories
Inventories are valued at the lower of cost and net realisable value. Cost is allocated on an average basis. Net realisable value is determined as the inventories' quoted market value.
(k) Investments
Investments in controlled entities are carried in the Company's financial statements at the lower of cost and recoverable amount. Dividend revenue is recognised on a receivable basis.
Investments in other unlisted entities are carried at the lower of cost and recoverable amount. Dividend revenue is recognised on a receivable basis.
1. Summary of accounting policies (cont)
(I) Patents
Patents are recorded at cost and amortised over a period of 5 to 10 years.
(m) Receivables
Trade receivables and other receivables are recorded at amounts due less any allowance for doubtful debts.
(n) Recoverable Amount of Non Current Assets
Non-current assets are written down to recoverable amount where the carrying value of any non-current asset exceeds recoverable amount. In determining the recoverable amount of non-current assets, the expected net cash flows have not been discounted to their present value.
(o) Research and Development Costs
Research and development costs are recognised as an expense when incurred, except to the extent that such costs, together with unamortised deferred costs in relation to that project, are expected, beyond any reasonable doubt, to be recoverable.
(p) Restoration Costs
Restoration costs are provided for at the time of the activities which give rise to the need for restoration. If this occurs prior to commencement of production, the costs are included in deferred exploration and development expenditure. If it occurs after commencement of production, restoration costs are provided for and charged to the Statement of Financial Performance as an expense.
(q) Revenue Recognition
Revenues are recognised at fair value of the consideration received net of the amounts of goods and services tax (GST).
Rendering of services
Revenue from rendering of services is recognised when the provision of these services is completed and the fee for the services provided is recoverable.
Interest revenue
Interest income is recognised as it accrues.
Sale of inventory of shares
The gross proceeds of sales of the inventory of shares are included as revenue at the date control passes to the buyer, usually when an unconditional contract of sale is signed. Net movements in the fair values of the trading inventory portfolio of shares are recognised as revenues or expenses, as appropriate.
Research and development grants
Where a grant is received relating to research and development costs that have been expensed, the grant is recognised as revenue. Where a grant is received relating to research and development costs that have been deferred, the grant is deducted from the carrying amount of the deferred research and development costs.
License fee income
License fee revenue is booked on the receipt of the license fee cash consideration. Any securities component of the upfront license fees is booked as revenue based on the market price of the securities at the date of signing the license agreement in the case of listed securities, and the price of the latest capital raising by the licensee in the case of unlisted securities.
(r) Principles of consolidation
The consolidated financial statements are prepared by combining the financial statements of all the entities that comprise the consolidated entity, being the company (the parent entity) and its controlled entities as defined in Accounting Standard AASB 1024 "Consolidated Accounts". A list of controlled entities appears in note 30 to the financial statements. Consistent accounting policies are employed in the preparation and presentation of the consolidated financial statements.
The consolidated financial statements include the information and results of each controlled entity from the date on which the company obtains control and until such time as the company ceases to control such entity.
In preparing the consolidated financial statements, all intercompany balances and transactions, and unrealised profits arising within the consolidated entity are eliminated in full.
1. Summary of accounting policies (cont)
(s) Joint Ventures
Interests in joint venture operations are reported in the financial statements by including the consolidated entity's share of assets employed in the joint ventures, the share of liabilities incurred in relation to joint ventures and the share of any expenses incurred in relation to joint ventures in their respective classification categories.
(t) Tax Consolidation System
Legislation to allow groups, comprising a parent entity and its Australian resident wholly-owned entities, to elect to consolidate and be treated as a single entity for income tax purposes was substantively enacted on 21 October 2002. This legislation, which includes both mandatory and elective elements, is applicable to the company.
At the date of this report the directors have not assessed the financial effect, if any, the legislation may have on the company and the consolidated entity and, accordingly, the directors have not made a decision whether or not to elect to be taxed as a single entity. The financial effect of the implementation of the tax consolidation system on the consolidated entity has not been recognised in the financial statements.
| Consolidated | The Company | |||
|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |
| \$ | \$ | \$ | \$ | |
| 2. Profit from ordinary activities | ||||
| (a) Revenue | ||||
| Operating revenue | ||||
| Sale of goods | 18,163 | 18,163 | ||
| Rendering of services | 2,956,673 | 1,602,668 | ||
| License fee income | 5,540,217 | 1,488,832 | 5,540,217 | 1,430,648 |
| Proceeds from sale of share inventories | 492,932 | 15,438 | 492,932 | |
| Non operating revenue | ||||
| Interest received - Other parties | 117,039 | 110,619 | 108,338 | 105,037 |
| Proceeds on sale of investments | 9,500,000 | 9,500,000 | ||
| Revenue on intra-group transfer of patents | 9,112,857 | |||
| Government grants | 85,988 | 175,000 | ||
| Management fee income | 129,489 | |||
| Other revenues | 71,357 | 195,860 | 51,273 | 12,967 |
| Total revenue from ordinary activities | 9,264,206 | 13,106,580 | 15,305,617 | 11,196,304 |
| (b) Expenses: | ||||
| Cost of trading inventory of shares sold | 233,442 | 19,350 | 233,442 | |
| Cost of investments sold | 8,678,789 | 8,678,789 | ||
| Borrowing costs: | ||||
| - bank loans and overdrafts | 10,487 | 9,179 | ||
| - related party | 206,595 | 169,127 | ||
| Depreciation of plant and equipment | 136,665 | 229,585 | 8,265 | 8,824 |
| Exploration expenditure written off | 34,501 | 34,501 | ||
| Amortisation of other intangibles | 3,328,470 | 3,848,882 | 2,894,000 | |
| Amortisation of goodwill | 18,691 | 15,783 | ||
| Net book value of disposals of plant and equipment | 73,359 | 3,359 | ||
| Write down of value of inventories | 284,426 | 2,507,127 | 284,426 | 2,492,976 |
| Write down of value of subsidiaries | 15,211,265 | 1,033,966 | ||
| Write down of value of investments | 146,533 | 146,533 | ||
| Research and development expenditure expensed as incurred |
506,513 | 550,212 | ||
| Operating lease rentals | 409,277 | 505,774 | 64,351 | 22,236 |
| Consolidated | The Company | ||||
|---|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | ||
| \$ | \$ | \$ | \$ | ||
| 3. Sale of Assets | |||||
| Sales of assets in the ordinary course of business have given rise to the following profits and losses: | |||||
| Net profits | |||||
| Investments in subsidiaries | 364,172 | 300,000 | |||
| Investments in unlisted companies | 521,211 | 521,211 | |||
| Inventories of shares | 259,490 | 259,490 | |||
| 259,490 | 885,383 | 259,490 | 821,211 | ||
| Net losses | |||||
| Property, plant & equipment | 73,359 | 3,359 | |||
| Inventories of shares | 3,912 | ||||
| 73,359 | 7,271 | ||||
| 4. Auditors' Remuneration | |||||
| (a) Auditor of the parent entity | |||||
| Auditing the financial report | 42,000 | 25,000 | 37,000 | 25,000 | |
| Other services | 93,629 | 20,000 | 85,514 | 20,000 | |
| 135,629 | 45,000 | 122,514 | 45,000 | ||
| (b) Other auditors | |||||
| Auditing the financial report | 31,402 | 19,129 | 19,129 | 19,129 | |
| Other services | 14,037 | ||||
| 31,402 | 33,166 | 19,129 | 19,129 | ||
| 167,031 | 78,166 | 141,643 | 64,129 |
| Consolidated | The Company | |||
|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |
| s | S | s | ||
| 5. Income Tax | ||||
| (a) Prima facie income tax (benefit) calculated at 30% of operating (loss) |
(1, 297, 604) | (2,666,529) | (2,339,128) | (1, 189, 787) |
| Tax effect of permanent differences: Amortisation of intangibles |
552,379 | 900,908 | 546,772 | |
| Intra-group revenue on transfer of patents | $\alpha$ | (2,733,857) | ||
| Losses used in group transfer | 1,171,234 | (39, 452) | ||
| Writedown in value of subsidiary | 4,563,468 | 310,199 | ||
| Other non deductible items | 47,760 | 11,975 | 2,197 | 9,577 |
| Income tax adjusted for permanent differences. | (697, 465) | (582, 412) | (870, 011) | |
| Future income tax benefit of tax losses not bought to account - refer Note 5(b) |
697,465 | 582,412 | $\ddot{\phantom{0}}$ | 870,011 |
| Income tax attributable to operating loss | $\cdot$ |
(b) Future income tax benefits arising from tax losses and timing differences are not recognised as an asset because recovery of tax losses is not virtually certain.
|--|
The realisation of the benefits depends upon:
- i. the ability of the company or the consolidated entity to derive future assessable income of a nature and of sufficient amount to enable the benefit to be realised;
- ii. the ability of the company or the consolidated entity to continue to comply with the conditions for deductibility imposed by the law; and
- iii. an expectation that legislation will not change in a manner which could adversely affect the company or the consolidated entity's ability to realise the benefit.
| Consolidated | The Company | |||
|---|---|---|---|---|
| 2003 \$ |
2002 | 2003 | 2002 | |
| \$ | \$ | s | ||
| 6. Earnings per Share | ||||
| Basic earnings (loss) per share | (0.016) | (0.034) | ||
| Diluted earnings (loss) per share | (0.016) | (0.034) | ||
| 2003 | 2002 | |||
| Number | Number | |||
| Weighted average number of ordinary shares used in the calculation of basic and diluted |
||||
| earnings per share | 261.541.405 | 259.814.214 |
(a) Earnings used in the calculation of basic and diluted earnings per share is the same as the net loss in the statement of financial performance.
(b) The following potential ordinary shares are not dilutive and are therefore excluded from the weighted average number of ordinary shares and potential ordinary shares used in the calculation of diluted earnings per share.
| Vendor options | 69,172,250 | 69,256,250 |
|---|---|---|
| Director options | 3.000.000 | 3.000.000 |
| Staff Share Plan | 9,720,000 | 8,220,000 |
| Total Unlisted Options | 81.892.250 | 80,476,250 |
Refer to Note 34 relating to the issue of shares after the year-end.
| 7. Cash | ||||
|---|---|---|---|---|
| Cash on hand and at bank | 5,828,540 | 7,160,299 | 5,203,903 | 6,921,627 |
| 8. Receivables | ||||
| Current | ||||
| Trade debtors | 1,230,801 | 217,513 | 839,058 | |
| Other debtors | 5,795 | 15,650 | $\mathbf{u}$ | 12,580 |
| 1,236,596 | 233,163 | 839,058 | 12,580 | |
| Non-Current | ||||
| Loan to controlled entities | $\bullet$ | $\mathbf{w}$ | 6,564,217 | 3,424,811 |
Other debtors generally arise from transactions outside the usual operating activities of the consolidated entity and interest is not charged.
9. Other Current Financial Assets
| Security deposits securing performance | ||||
|---|---|---|---|---|
| bond facilities | 49.750 | 69.750 | 49.750 | 69.750 |
| Consolidated | The Company | |||
|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |
| \$ | \$ | \$ | \$. | |
| 10. Inventories | ||||
| Current | ||||
| Shares in listed entities - at lower of cost and net realisable value* |
258,341 | 781,817 | 164,893 | 682,760 |
| *Quoted market value of shares in listed companies |
262,790 | 829,411 | 164,893 | 682,760 |
| 11. Other financial assets | ||||
| Non-Current | ||||
| Investments in other entities | ||||
| Unlisted shares - at cost | 749,528 | 279,158 | 749,528 | 279,158 |
| Investments in controlled entities | ||||
| Listed shares -- at recoverable amount | 316,129 | 245,730 | ||
| Unlisted shares - at recoverable amount | 8,477,174 | 29,921,696 | ||
| 749,528 | 279,158 | 9,542,831 | 30,446,584 | |
| Reconciliations | ||||
| Reconciliations of the carrying amounts for each class of other financial assets are set out below: | ||||
| (a) Unlisted shares in other entities - at recoverable amount | ||||
| Carrying amount at the beginning of the year | 279,158 | 8,139,573 | 279,158 | 8,139,573 |
| Additions as part of license agreement | 350,903 | 350,903 | ||
| Additions for exchange of shares | 266,000 | 818,374 | 266,000 | 818,374 |
| Write down | (146, 533) | (146, 533) | ||
| Disposals for cash | (8,678,789) | (8,678,789) | ||
| Carrying amount at the end of the year | 749,528 | 279,158 | 749,528 | 279,158 |
| (b) Listed shares in controlled entity - at recoverable amount | ||||
| Carrying amount at the beginning of the year | 245,730 | 1,277,162 | ||
| Write down to net asset value | (132, 075) | (1,033,966) | ||
| Additions during the year for cash | 202,474 | 2,534 | ||
| Carrying amount at the end of the year | 316,129 | 245,730 |
39
| Consolidated | The Company | |||
|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |
| \$ | \$ | \$ | \$ | |
| 11. Other financial assets (cont) | ||||
| (c) Unlisted shares in controlled entities at recoverable amount | ||||
| Carrying amount at the beginning of the year | 29,921,696 | 29,921,696 | ||
| Writedown during the year | (15,079,486) | |||
| Return of capital | (6,366,832) | |||
| Additions during the year - other | 1,796 | |||
| Carrying amount at the end of the year | ı. | 8,477,174 | 29,921,696 | |
| 12. Property, Plant and Equipment | ||||
| Plant and equipment - at cost | 2,118,407 | 1,103,462 | 43,821 | 35,092 |
| Accumulated depreciation | (628, 267) | (611, 865) | (26,957) | (18,692) |
| Total property, plant and equipment net book value |
1,490,140 | 491,597 | 16,864 | 16,400 |
| Reconciliations | ||||
| Reconciliations of the carrying amounts of plant and equipment are set out below: | ||||
| Gross Carrying Amount | ||||
| Balance at start of financial year | 1,103,462 | 1,665,250 | 35,092 | 31,810 |
| Additions | 1,208,567 | 90,484 | 8,729 | 3,282 |
| Disposals | (193, 622) | (652, 272) | ||
| Balance at end of financial year | 2,118,407 | 1,103,462 | 43,821 | 35,092 |
| Accumulated Depreciation | ||||
| Balance at start of financial year | (611, 865) | (864, 487) | (18,692) | (9,868) |
| Depreciation expense | (136, 665) | (229, 585) | (8,265) | (8,824) |
| Disposals | 120,263 | 482,207 | ||
| Balance at end of financial year | (628, 267) | (611, 865) | (26,957) | (18,692) |
| Net Book Value | 1,490,140 | 491,597 | 16,864 | 16,400 |
Aggregate depreciation allocated is recognised as an expense and disclosed in Note 2b.
| Consolidated | The Company | |||
|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |
| \$ | \$ | s | s | |
| 13. Intangible Assets | ||||
| Goodwill - at cost | 478,012 | 428,012 | $\cdot$ | |
| Accumulated amortisation | (41, 224) | (22, 533) | $\mathbf{u}$ | |
| 436,788 | 405,479 | $\mathbf{u}$ | ||
| Patents and trademarks - at cost | 29,728,336 | 30,280,232 | 14,470,000 | |
| Accumulated amortisation | (9,533,017) | (6,700,588) | (2,894,000) | |
| 20,195,319 | 23.579.644 | 11,576,000 | ||
| 20,632,107 | 23,985,123 | 11,576,000 |
Reconciliations
Reconciliations of the carrying amounts for goodwill are set out below:
| Cost | ||||
|---|---|---|---|---|
| Balance at start of financial year | 428,012 | 26,489,369 | $\mathbf{a}$ | |
| Acquisition of DNA ID Labs Note 25(b) | 50,000 | 248,012 | $\ddot{\phantom{0}}$ | |
| Amount transferred from goodwill on acquisition of GeneType AG in respect of patents (a) |
(26, 309, 369) | $\cdot$ | ||
| Balance at end of financial year | 478.012 | 428,012 | $\mathbf{u}$ | |
| Amortisation | ||||
| Balance at start of financial year | (22, 533) | (1.979.952) | ||
| Amount transferred from amortisation of goodwill on acquisition of GeneType AG in respect of patents (a) |
1,973,202 | $\overline{1}$ | ||
| Amortisation | (18,691) | (15,783) | $\cdots$ | |
| Balance at end of financial year | (41, 224) | (22.533) | $\blacksquare$ | |
| Net Book Value | 436,788 | 405,479 | $\cdot$ | |
| Consolidated | The Company | |||
|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |
| s | \$ | s | s | |
| 13. Intangible Assets (cont) | ||||
| Reconciliations of the carrying amounts for patents and trademarks are set out below: | ||||
| Cost | ||||
| Balance at start of financial year | 30,280,232 | 3,732,990 | ||
| Amount transferred from goodwill on acquisition of GeneType AG in respect |
||||
| of patents (a) | 26,309,369 | |||
| Patents transferred from GeneType AG | 14,470,000 | |||
| Exchange rate movements | (551, 896) | 237,873 | ||
| Balance at end of financial year | 29,728,336 | 30,280,232 | 14,470,000 | |
| Amortisation | ||||
| Balance at start of financial year | (6,700,588) | (878, 504) | ||
| Exchange rate movements | 496,041 | |||
| Amount transferred from amortisation of goodwill on acquisition of GeneType AG |
||||
| in respect of patents (a) | (1,973,202) | |||
| Amortisation (b) | (3,328,470) | (3,848,882) | (2,894,000) | |
| Balance at end of financial year | (9,533,017) | (6,700,588) | (2,894,000) | |
| Net Book Value | 20,195,319 | 23,579,644 | 11,576,000 |
(a) In June 2002, the amount of goodwill relating to the fair value of the underlying assets on acquisition of GeneType AG was reclassified from goodwill to patents and trademarks.
(b) Aggregate amortisation allocated is recognised as an expense and disclosed in Note 2b.
| 14. Payables | ||||
|---|---|---|---|---|
| Current | ||||
| Trade creditors | 1,978,150 | 716.624 | 1,020,222 | 170,676 |
| Unsecured loan | 700,000 | 700.000 | - 11 | |
| Loans from controlled entities | $\cdot$ | w | 47 | 47 |
| Sundry creditors and accruals | 36,903 | 273,372 | 36,902 | 273,372 |
| 2,715,053 | 1,689,996 | 1,057,171 | 444,095 |
All payables are non-interest bearing.
| Consolidated | ||||
|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |
| \$ | \$ | \$ | \$ | |
| 15. Provisions | ||||
| Current | ||||
| Employee entitlements | 253,089 | 174,737 | 112,729 | 52,011 |
| Number of employees at year end | 27 | 21 | 4 | 2 |
| 16. Other non-current liabilities | ||||
| Wholly owned controlled entities | 43,043 | 869,540 | ||
| 17. Contributed equity | ||||
| Fully paid ordinary shares | ||||
| Balance at beginning of the year represented by 261,328,474 (2002 - 257,793,804) shares |
39,351,301 | 53,957,294 | 39,351,301 | 53,957,294 |
| Add shares issued 1,000,000 share placement for cash at 50 cents |
500,000 | 500,000 | ||
| 94,340 shares issued as part of business acquisition at 53 cents each |
50,000 | 50,000 | ||
| 315,000 shares issued for services at 50 cents each |
157,500 | 157,500 | ||
| 150,000 shares issued for services at 41.5 cents each |
62,250 | 62,250 | ||
| 507,560 shares issued to acquire investments at 55 cents each |
279,158 | 279,158 | ||
| Prorata capital reduction approved in general meeting on 30 November 2001 |
(16,342,867) | (16, 342, 867) | ||
| 84,000 (2002 - 743,750) Exercise of options at 20 cents each |
16,800 | 148,750 | 16,800 | 148,750 |
| 700,000 shares issued to acquire investments at 38 cents |
266,000 | 266,000 | ||
| 121,951 shares issued as part of business acquisition at 41 cents |
50,000 | 50,000 | ||
| 724,020 on acquisition of shares in Cytomation Inc at 74.5 cents each. |
539,216 | 539,216 | ||
| Balance at end of the year represented by 262,234,425 ordinary shares |
39,684,101 | 39,351,301 | 39,684,101 | 39,351,301 |
Fully paid ordinary shares carry one vote per share and carry the right to dividends.
18. Vendor, Directors and Staff Share Option Plan
(a) Unlisted Vendor Options
On 29 August 2000, shareholders approved the issue of 70,000,000 unlisted options to the vendors of GeneType AG at an exercise price of 20 cents on or before 14 April 2005.
| 2003 | 2002 | |
|---|---|---|
| Number | Number | |
| Balance at the beginning of the financial year (i) | 69,256,250 | 70,000,000 |
| Granted during the year | $\ddot{\phantom{0}}$ | |
| Exercised during the year (ii) | (84,000) | (743,750) |
| Lapsed during the year | $\mathbf{u}$ | |
| Balance at the end of the financial year (iii) | 69,172,250 | 69,256,250 |
(i) Balance at the beginning of the financial year
| 2003 | Number | Grant date | Expiry Date | Exercise Price |
|---|---|---|---|---|
| Options - Series | ||||
| Vendor options | 69,256,250 | 29/8/00 | 14/4/05 | \$0.20 |
| 2002 | Number | Grant date | Expiry Date | Exercise Price |
| Options - Series |
Vendor options carry no rights to dividends and no voting rights.
In accordance with the terms of the vendor options, options can be exercised at any time from the date of their issue to the date of their expiry.
(ii)Vendor Options Exercised during the Financial Year
| 2003 | No of Options Exercised |
Grant Date |
Exercise Date |
Expiry Date |
Exercise Price |
No of Shares issued |
Fair Value Received |
Fair Value of Shares at Date of Issue |
|---|---|---|---|---|---|---|---|---|
| Vendor Options | 84,000 | 29/8/00 | 29/5/03 | 14/4/05 | \$0.20 | 84,000 | \$16,800 | \$34,440 |
| 2002 | No of Options Exercised |
Grant Date |
Exercise Date |
Expiry Date |
Exercise Price |
No of Shares issued |
Fair Value Received |
Fair Value of Shares at Date of Issue |
| Vendor Options | 140,000 | 29/8/00 | 17/12/01 | 14/4/05 | \$0.20 | 140,000 | \$28,000 | \$67,900 |
| Vendor Options | 238,589 | 29/8/00 | 16/4/02 | 14/4/05 | \$0.20 | 238,589 | \$47,718 | \$155,083 |
| Vendor Options | 337,161 | 29/8/00 | 16/4/02 | 14/4/05 | \$0.20 | 337,161 | \$67,432 | \$219,155 |
| Vendor Options | 28,000 | 29/8/00 | 18/4/02 | 14/4/05 | \$0.20 | 28,000 | \$5,600 | \$18,200 |
| 743.750 | 743,750 | \$148,750 | \$460,338 |
Fair value of consideration received is measured as the nominal value of cash receipts on conversion. The fair value of shares at the date of issue is measured as the market value at close of trade on the date of their issue.
18. Vendor, Directors and Staff Share Option Plan (cont)
(iii) Balance at End of Financial Year
| 2003 | Number | Vested Number |
Unvested Number |
Grant Date |
Expiry Date |
Exercise Price \$ |
|---|---|---|---|---|---|---|
| Vendor Options | 69.172.250 | 69.172.250 | $\mathbf{u}$ | 29/8/00 | 14/4/05 | \$0.20 |
| 2002 | Number | Vested Number |
Unvested Number |
Grant Date |
Expiry Date |
Exercise Price \$ |
| Vendor Options | 69,256,250 | 69,256,250 | $\ddot{\phantom{0}}$ | 29/8/00 | 14/4/05 | \$0.20 |
Vendor options carry no rights to dividends and no voting rights.
In accordance with the terms of the vendor options, options can be exercised at any time from the date of their issue to the date of their expiry.
Consideration received on the exercise of vendor options is recognised in contributed equity. During the financial year \$16,800 (2002 - \$148,750) was recognised in contributed equity arising from the exercise of vendor options.
(b) Unlisted Directors Options
On 29 August 2000, shareholders also approved the issue of 3,000,000 unlisted options to directors at an exercise price of 45 cents on or before 14 April 2005.
| 2003 | 2002 | ||
|---|---|---|---|
| Number | Number | ||
| Balance at the beginning of the financial year (i) | 3,000,000 | 3,000,000 | |
| Granted during the year | $\cdot$ | ||
| Exercised during the year | $\mathbf{u}$ | ||
| Lapsed during the year | $\cdot$ | ||
| Balance at the end of the financial year (ii) | 3,000,000 | 3,000,000 | |
(i) Balance at the beginning of the financial year
| 2002 and 2003 | Number | Grant date | Expiry Date | Exercise Price |
|---|---|---|---|---|
| Options - Series | ||||
| Unlisted Directors options | 3.000.000 | 29/8/00 | 14/4/05 | \$0.45 |
Directors options carry no rights to dividends and no voting rights.
In accordance with the terms of the Directors options, options can be exercised at any time from the date of their issue to the date of their expiry.
18. Vendor, Directors and Staff Share Option Plan (cont)
(b) Unlisted Directors Options (cont)
(ii) Balance at End of Financial Year
| 2003 | Number | Vested Number |
Unvested Number |
Grant Date | Expiry Date |
Exercise Price \$ |
|---|---|---|---|---|---|---|
| Unlisted Directors Options |
3,000,000 | 3,000,000 | $\mathbf{u}$ | 29/8/00 | 14/4/05 | \$0.45 |
| 2002 | Number | Vested Number |
Unvested Number |
Grant Date | Expiry Date |
Exercise Price \$ |
| Unlisted Directors Options |
3,000,000 | 3,000,000 | $\ddot{\phantom{0}}$ | 29/8/00 | 14/4/05 | \$0.45 |
Directors options carry no rights to dividends and no voting rights.
In accordance with the terms of the vendor options, options can be exercised at any time from the date of their issue to the date of their expiry.
The difference between the total market value of options issued during a financial year, at the date of issue, and the total amount received from directors (Nil) is not recognised in the financial statements except for the purposes of determining directors' remuneration in respect of that financial year as disclosed in note 22 to the financial statements. The amounts are disclosed in remuneration in respect of the financial year in which the entitlement was earned.
(c) Staff Share Plan
On 30 November 2001 shareholders approved the establishment of the Staff Share Plan.
| 2003 | 2002 Number |
||
|---|---|---|---|
| Number | |||
| Balance at the beginning of the financial year (i) | 8,220,000 | ||
| Granted during the year (ii) | 2.250.000 | 8.470.000 | |
| Exercised during the year | |||
| Lapsed during the year (iii) | (750.000) | (250,000) | |
| Balance at the end of the financial year (iv) | 9,720,000 | 8.220.000 |
(i) Balance at the beginning of the financial year
| 2003 | Number | Grant date | Expiry Date | Exercise Price |
|---|---|---|---|---|
| Options - Series | ||||
| Issued 30/11/01 | 4,750,000 | 30/11/01 | 30/11/07 | \$0.61 |
| Issued 30/11/01 | 2.150.000 | 30/11/01 | 30/11/07 | \$0.56 |
| Issued 30/11/01 | 1,320,000 | 30/11/01 | 30/11/07 | \$0.49 |
| 8.220.000 |
Options issued under the Staff Share Plan carry no rights to dividends and no voting rights.
In accordance with the terms of the Staff Share Plan, options vest on the basis of 25% per annum and can be exercised at any time after vesting to the date of their expiry.
18. Vendor, Directors and Staff Share Option Plan (cont)
(c) Staff Share Plan (cont)
(ii) Granted During the Year
| 2003 | Number | Grant Date | Expiry Date | Exercise Price |
Fair Value Received |
|---|---|---|---|---|---|
| Option - Series | |||||
| Issued 9/7/02 | 200,000 | 9/7/02 | 9/7/08 | \$0.56 | |
| Issued 17/7/02 | 200,000 | 17/7/02 | 17/7/08 | \$0.49 | |
| Issued 20/5/03 | 1,675,000 | 20/5/03 | 20/5/09 | \$0.44 | |
| Issued 20/5/03 | 175,000 | 20/5/03 | 20/5/09 | \$0.38 | |
| 2,250,000 | |||||
| 2002 | Number | Grant Date | Expiry Date | Exercise Price |
Fair Value Received |
| Option - Series | |||||
| Issued 30/11/01 | 4,750,000 | 30/11/01 | 30/11/07 | \$0.61 | |
| Issued 30/11/01 | 2,150,000 | 30/11/01 | 30/11/07 | \$0.56 | |
| Issued 30/11/01 | 1,570,000 | 30/11/01 | 30/11/07 | \$0.49 | |
| 8,470,000 |
Options issued under the Staff Share Plan carry no rights to dividends and no voting rights.
In accordance with the terms of the Staff Share Plan, options vest on the basis of 25% per annum and can be exercised at any time after vesting to the date of their expiry.
(iii) Lapsed during the year
The following equity-based instruments issued to employees have lapsed during the reporting period as a result of staff ceasing to be employed by the company:
| 2003 | 2002 | Exercise | |
|---|---|---|---|
| Number | Number | Price | |
| Options - Series | |||
| Issued 30/11/01 | 250,000 | 250,000 | \$0.49 |
| Issued 30/11/01 | 500.000 | $\cdot$ | \$0.61 |
| 750.000 | 250,000 |
The above options are options to purchase ordinary shares at the exercise price at any time from the date of their issue to the date of expiry, subject to the vesting provisions of only 25% per annum. The lapsed options carry no voting or dividend rights.
18. Vendor, Directors and Staff Share Option Plan (cont)
(c) Staff Share Plan (cont)
(iv) Balance at End of Financial Year
| 2003 | Number | Vested Number |
Unvested Number |
Grant Date | Expiry Date | Exercise Price \$ |
|---|---|---|---|---|---|---|
| Option - Series | ||||||
| Issued 30/11/01 | 4,250,000 | 1,062,500 | 3,187,500 | 30/11/01 | 30/11/07 | \$0.61 |
| Issued 30/11/01 | 2,150,000 | 537,500 | 1,612,500 | 30/11/01 | 30/11/07 | \$0.56 |
| Issued 30/11/01 | 1,070,000 | 267,500 | 802,500 | 30/11/01 | 30/11/07 | \$0.49 |
| Issued 9/7/02 | 200,000 | $\cdot$ | 200,000 | 9/7/02 | 9/7/08 | \$0.56 |
| Issued 17/7/02 | 200,000 | $\cdot$ | 200,000 | 17/7/02 | 17/7/08 | \$0.49 |
| Issued 20/5/03 | 1,675,000 | $\cdot$ | 1,675,000 | 20/5/03 | 20/5/09 | \$0.44 |
| Issued 20/5/03 | 175,000 | $\blacksquare$ | 175,000 | 20/5/03 | 20/5/09 | \$0.38 |
| 9,720,000 | 1,867,500 | 7,852,500 | ||||
| 2002 | Number | Vested Number |
Unvested Number |
Grant Date | Expiry Date | Exercise Price \$ |
| Option - Series | ||||||
| Issued 30/11/01 | 4,750,000 | 4,750,000 | 30/11/01 | 30/11/07 | \$0.61 | |
| Issued 30/11/01 | 2,150,000 | à, | 2,150,000 | 30/11/01 | 30/11/07 | \$0.56 |
| Issued 30/11/01 | 1,320,000 | $\mathbf{u}$ | 1,320,000 | 30/11/01 | 30/11/07 | \$0.49 |
| 8,220,000 | ×, | 8,220,000 | ||||
Options issued under the Staff Share Plan carry no rights to dividends and no voting rights.
In accordance with the terms of the Staff Share Plan, options vest on the basis of 25% per annum and can be exercised at any time after vesting to the date of their expiry.
The difference between the total market value of options issued during a financial year, at the date of issue, and the total amount received from employees (nil) is not recognised in the financial statements except for the purposes of determining directors' and executives remuneration in respect of that financial year as disclosed in note 22 and 23 to the financial statements. The amounts are disclosed in remuneration in respect of the financial year in which the entitlement was earned.
| Consolidated | The Company | |||
|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |
| \$ | \$ | \$ | \$ | |
| 19. Reserves | ||||
| (a) Composition | ||||
| Share option reserve | ||||
| Foreign currency translation reserve | 692,310 | 581,373 | ||
| 692,310 | 581,373 | $\ddot{\phantom{a}}$ | ||
| (b) Movements | ||||
| Share option reserve | ||||
| Balance as at beginning of the year | 1,564,356 | 1,564,356 | ||
| Transfer to accumulated losses | (1,564,356) | (1,564,356) | ||
| Balance at end of year | $\ddot{ }$ | ä, | ||
| Foreign Currency Translation Reserve | ||||
| Balance as at beginning of year | 581,373 | 358,911 | ||
| Net translation adjustment | 110,937 | 222,462 | ||
| Balance at end of year | 692,310 | 581,373 | $\ddot{\phantom{a}}$ | |
| 20. Accumulated losses | ||||
| Retained earnings/(Accumulated losses) at beginning of year |
(8,824,594) | (17,907,223) | 857,565 | (13,083,700) |
| Transfer from contributed equity as a prorate reduction in capital approved by shareholders |
||||
| (See note 17) | 16,342,867 | 16,342,867 | ||
| Transfer from share option reserve (See note 19) | 1,564,356 | 1,564,356 | ||
| Net (loss) attributable to members of the parent entity |
(4,160,331) | (8,824,594) | (7,797,093) | (3,965,958) |
| Retained earnings/(Accumulated losses) at the end of the year |
(12,984,925) | (8,824,594) | (6,939,528) | 857,565 |
21. Additional Financial Instrument Disclosure
(a) Interest Rate Risk Exposures
Cash assets totalling \$5,828,540 (2002: \$7,160,229) have a weighted average floating interest rate of 1.9% (2002: 2.85%). A weighted floating interest rate of 0% (2002: 2.85%) on security deposits totalling \$49,750 (2002: \$69,750) is included in other current financial assets.
Other receivables, investments, accounts payable and other financial items are non-interest bearing.
(b) Net fair values of financial assets and liabilities
Valuation Approach
Net fair values of financial assets and liabilities are determined by the consolidated entity on the following basis:
Recognised Financial Instruments
Listed shares included in "Inventories" are traded in an organised financial market. The net fair value of listed shares are determined by valuing them at the quoted bid price for an asset or offer price for a liability, adjusted for transaction costs necessary to realise the asset or settle the liability.
Monetary financial assets and financial liabilities not readily traded in an organised financial market are determined by valuing them at the present value of contractual future cash flows on amounts due from customers or due to suppliers. The carrying amount of bank term deposits, accounts receivable and accounts payable approximate net fair value.
(c) Net fair values
Recognised Financial Instruments
The carrying amounts and net fair values of financial assets and liabilities as at the reporting date are as follows:
| Consolidated | |||||
|---|---|---|---|---|---|
| 2003 | 2003 | 2002 | 2002 | ||
| Carrying amount | Net fair value Carrying amount | Net fair value | |||
| \$ | \$ | \$ | \$ | ||
| Financial assets | |||||
| Cash | 5,528,540 | 5,528,540 | 7,160,299 | 7,160,299 | |
| Receivables | 1,286,346 | 1,286,346 | 302,913 | 302,913 | |
| Other | $\ddot{\phantom{0}}$ | ., | $\blacksquare$ | ||
| Inventories:- | |||||
| Shares in other corporations | |||||
| - listed | 258,341 | 262,790 | 781,817 | 829,411 | |
| Financial liabilities | |||||
| Accounts payable | 2,715,053 | 2,715,053 | 1,689,996 | 1.689.996 |
The listed shares in other corporations are readily tradeable on organised markets in a standardised form. All other financial assets and liabilities are not readily tradable on organised markets in a standardised form.
| Consolidated | The Company | |||
|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |
| \$ | \$ | \$ | \$ | |
| 22. Remuneration of Directors | ||||
| Directors' income | ||||
| The number of Directors of Genetic Technologies Limited whose income from the Company or any related party falls within the following bands: |
||||
| No | Nο | |||
| $0 - $999$ \$. |
1 | 1 | ||
| $$50,000 + $59,999$ | 1 | |||
| \$90,000 \$99,999 | 'n, | 1 | ||
| \$140,000 \$149,999 | ŧ | |||
| \$150,000 \$159,999 | 1 | |||
| \$170,000 \$179,999 | 1 | |||
| \$310,000 \$319,999 | 1 | |||
| \$480,000 \$489,999 | 1 | |||
| The aggregate income paid or payable, or otherwise made available in respect of the financial year to all Directors of the Company and controlled entities directly or indirectly by |
||||
| the Company or any related party | 1,739,158 | 935,025 | 1,001,515 | 428,002 |
Remuneration of directors includes director's fees together with management and consulting fees paid to entities associated with the Directors as disclosed in Note 29.
2,000,000 unlisted options of 45 cents were approved and granted to Dr Mervyn Jacobson and 1,000,000 to lan Dennis on 29 August 2000. These options have an exercise price of 45 cents and are exercisable on or before 14 April 2005.
2,000,000 unlisted options of 61 cents were approved and granted to Dr Mervyn Jacobson, 1,000,000 to Ian Dennis and 500,000 to Fred Bart on 30 November 2001. These options have an exercise price of 61 cents and are exercisable on or before 30 November 2007.
Persons who have acted as Directors of the Company during the financial year ended 30 June 2003 are:
Dr Mervyn Jacobson
Fred Bart
Ian Alistair Dennis
Prof Deon Venter (Appointed 17 March 2003)
Russell Granzow (Appointed 6 May 2003)
| Consolidated | The Company | |||
|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |
| \$ | \$ | \$ | s | |
| 23. Executives' remuneration | ||||
| The number of Australian based executive officers (including executive directors) of the Company and of the controlled entities whose remuneration from the Company or related parties, and from entities in the consolidated entity, falls with the following bands: |
||||
| \$100,000 \$109,999 | 1 | |||
| \$120,000 \$129,999 | 3 | |||
| \$150,000 \$159,999 | 2 | |||
| \$160,000 - \$169,999 | ||||
| \$170,000 - \$179,000 | ||||
| \$240,000 \$249,999 | ||||
| \$310,000 - \$319,999 | ||||
| \$460,000 - \$469,999 | 1 | |||
| \$480,000 \$489,999 | ||||
| Total income in respect of the financial year received, or due and receivable, from the Company, entities in the consolidated entity or related parties by executive officers of the Company and of controlled entities whose |
||||
| income is \$100,000 or more | 1,660,135 | 834,690 | 955,427 | 327,667 |
| 2003 | 2003 | 2003 | 2003 | 2003 | 2003 | 2003 | |
|---|---|---|---|---|---|---|---|
| Mining \$ |
Biotech \$ |
\$ | Investment Unallocated \$ |
Totals | Eliminations \$ |
Consolidated \$ |
|
| 24. Segment Information | |||||||
| Business Segments (Primary segments) - 2003 | |||||||
| External Sales | 8,496,890 | 492,932 | 9,989,822 | 9,989,822 | |||
| Inter-segment sales | |||||||
| Unallocated revenues | 274,384 | 274,384 | 274,384 | ||||
| Total revenue | 8,496,890 | 492,932 | 274,384 | 9,264,206 | 9,264,206 | ||
| Segment results | (4, 153, 876) | (171, 469) | (4,325,345) | (4,325,345) | |||
| Loss from ordinary activities before income tax expense |
(4,325,345) | (4,325,345) | |||||
| Income tax expense relating to ordinary activities |
|||||||
| Net Loss | (4,325,345) | (4,325,345) | |||||
| Segment assets | 23,408,593 | 1,007,869 | 5,828,540 | 30,245,002 | 30,245,002 | ||
| Segment liabilities | 2,968,142 | 2,968,142 | 2,968,142 | ||||
| Acquisition of segment assets | 1,208,567 | 616,903 | 1,825,470 | 1,825,470 | |||
| Depreciation and amortisation of segment assets |
3,483,826 | $\cdot$ | 3,483,826 | ı. | 3,483,826 | ||
| Other non-cash expenses | u, | 430,959 | ä, | 430,959 | 430,959 |
The principal services of each business segment is as follows:
Mining - residual interest in mineral exploration tenements in Australia.
Biotechnology - research, service testing and licensing of intellectual property in Switzerland and Australia. Investment - equity investments in other entities in USA, Canada and Australia.
53
| 2003 Australia |
2003 Canada |
2003 USA |
2003 Switzerland |
2003 Unallocated |
2003 | 2003 | 2003 Totals Eliminations Consolidated |
|
|---|---|---|---|---|---|---|---|---|
| \$ | \$ | \$ | \$ | S | ||||
| 24. Segment Information (cont) | ||||||||
| The consolidated entity operates in Australia, USA, Switzerland and Canada in the biotechnology, mining and investment industries. |
||||||||
| Geographical Segments - 2003 | ||||||||
| Revenue | 8,987,844 | 1,978 | 274,384 | 9,264,206 | 9,264,206 | |||
| Segment results | (3,779,382) | (30, 133) | (515, 830) | (4,325,345) | $\alpha$ | (4,325,345) | ||
| Loss from ordinary activities before income tax expense |
(3,779,382) | (30, 133) | (515,830) | (4,325,345) | (4,325,345) | |||
| Income tax expense relating to ordinary activities |
u, | $\blacksquare$ | ||||||
| Net Loss | (3,779,382) | (30, 133) | (515, 830) | $\alpha$ | (4,325,345) | $\cdot$ | (4,325,345) | |
| Segment assets | 23,707,215 | 410,459 | 298,788 | 5,828,540 | 30,245,002 | 30,245,002 | ||
| Segment liabilities | 2,949,577 | 6,305 | 12,260 | 2,968,142 | ä, | 2,968,142 | ||
| Acquisition of segment assets |
1,825,470 | 1,825,470 | 1,825,470 | |||||
| Depreciation and amortisation of segment assets |
3,005,636 | 478,190 | 3,483,826 | 3,483,826 |
| 2002 Mining \$ |
2002 \$ |
2002 Biotech Investment \$ |
2002 Unallocated \$ |
2002 Totals \$ |
2002 \$ |
2002 Eliminations Consolidated \$ |
|
|---|---|---|---|---|---|---|---|
| 24. Segment Information (cont) | |||||||
| Business Segments (Primary Segment) - 2002 | |||||||
| External Sales | 318,163 | 3,091,500 | 9,215,438 | ä, | 12,352,036 | 12,352,036 | |
| Inter-segment | |||||||
| Unallocated revenues | ä, | 481,479 | 481,479 | 754,544 | |||
| Total revenue | 318,163 | 3,091,500 | 9,215,438 | 481,479 | 13,106,580 | 13,106,580 | |
| Segment results | 265,499 | (6,642,890) | (2,511,039) | (8,888,430) | (8,888,430) | ||
| Loss from ordinary activities before income tax |
(8,888,430) | (8,888,430) | |||||
| Income tax expense relating to ordinary activities |
|||||||
| Net Loss | (8,888,430) | ||||||
| Segment assets | $\blacksquare$ | 31,939,932 | 1,060,975 | $\cdot$ | 33,000,907 | 33,000,907 | |
| Segment liabilities | ä, | 1,864,730 | $\ddot{\phantom{a}}$ | 1,864,733 | 1,864,733 | ||
| Acquisition of segment assets | ä, | 248,012 | ä, | 248,012 | u. | 248,012 | |
| Depreciation and amortisation of segment assets |
64,712 | 4,029,538 | 4,094,250 | 4,094,250 | |||
| Write down of investments | $\cdot$ | w | 2,507,127 | $\cdot$ | 2,507,127 | 2,507,127 | |
| Other non-cash expenses | 34,501 | 157,500 | 2,507,127 | 62,250 | 2,761,378 | 2,761,378 |
The principal services of each business segment is as follows:
Mining - residual interest in mineral exploration tenements in Australia.
Biotechnology -- research, service testing and licensing of intellectual property in Switzerland and Australia.
Investment - equity investments in other entities in USA, Canada and Australia.
| 2002 | 2002 | 2002 | 2002 | 2002 | 2002 | 2002 | 2002 | |
|---|---|---|---|---|---|---|---|---|
| Australia | Canada | USA | Switzerland | Unallocated | Totals Eliminations Consolidated | |||
| \$ | \$ | \$ | \$ | \$ | ||||
| 24. Segment Information (cont) | ||||||||
| Geographical Segments - 2002 | ||||||||
| Revenue | 12,818,925 | 121,234 | 62,056 | 55,802 | 110,619 | 13,168,636 | (62,056) | 13,106,580 |
| Segment results | (8, 211, 555) | (43, 495) | 20,917 | (754, 429) | 100,132 | (8,888,430) | (8,888,430) | |
| Loss from ordinary activities before income tax |
(8, 211, 555) | (43, 495) | 20,917 | (754, 429) | 100,132 | (8,888,430) | (8,888,430) | |
| Income tax expense relating to ordinary activities |
$\blacksquare$ | $\cdot$ | ||||||
| Net Loss | (8, 211, 555) | (43, 495) | 20,917 | (754, 429) | 100,132 | (8,888,430) | (8,888,430) | |
| Segment assets | 31,905,331 | 239,608 | 855,968 | $\cdot$ | 33,000,907 | 33,000,907 | ||
| Segment liabilities | 1,837,131 | 3,757 | 4,922 | 18,923 | $\alpha$ | 1,864,733 | 1,864,733 | |
| Acquisition of segment assets |
248,012 | $\alpha$ . $\beta$ | $\cdot$ | 248,012 | 248,012 | |||
| Depreciation and amortisation of |
||||||||
| segment assets | 3,232,613 | $\mathbf{m}$ | $\blacksquare$ | 861,637 | $\blacksquare$ | 4,094,250 | $\mathbf{u}$ | 4,094,250 |
| Consolidated | The Company | ||||
|---|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | ||
| \$ | \$ | \$ | \$. | ||
| 25. Notes to the statements of cash flows | |||||
| (a) Reconciliation of loss from ordinary activities after income tax to the net cash used by operating activities | |||||
| (Loss) from ordinary activities after income tax | (4,325,345) | (8,888,430) | (7, 797, 093) | (3,965,958) | |
| Add/(less) non cash items: | |||||
| Write down of value of inventories | 284,426 | 2,507,127 | 284,426 | 2,492,976 | |
| Write down in the value of investments | 146,533 | 146,533 | |||
| Write down of value of controlled entities to net asset value |
15,211,561 | 1,033,966 | |||
| Amortisation of goodwill/patents | 3,347,161 | 3,864,665 | 2,894,000 | ||
| Gain on intra-group transfer of patents | (9, 112, 857) | ||||
| Depreciation of plant and equipment | 136,665 | 229,585 | 8,265 | 8,824 | |
| Loss on sale of property, plant and equipment | 73,359 | 3,359 | |||
| Profit (loss) on sale of inventories | (259, 490) | 3,912 | (259, 490) | ||
| Profit on sale of investments | (885, 383) | (821, 211) | |||
| Securities issued for expenses | 219,750 | 219,750 | |||
| Equipment received as part of sales | (754, 268) | ||||
| Securities received as part of sales | (350,904) | (850, 785) | (350,904) | (737, 577) | |
| Foreign exchange movements | 841,507 | 7,783 | |||
| Other | 3 | ||||
| Changes in assets and liabilities: | |||||
| Trade debtors | (1,013,288) | 113,208 | (839,058) | 110,666 | |
| Other debtors | 9,855 | (158, 484) | 12,580 | 792. | |
| Other financial assets | 20,000 | 20,000 | |||
| Provisions | 78,352 | 87,660 | 60,718 | 22,407 | |
| Trade creditors | 1,011,194 | 429,092 | 849,546 | 160,750 | |
| Sundry creditors and accruals | (239, 464) | (236, 470) | |||
| Net cash generated (used) by operating activities | (993, 707) | (3,316,941) | 891,757 | (1,474,612) |
| Consolidated | The Company | |||
|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |
| \$ | \$ | \$ | \$ | |
| 25. Notes to the statements of cash flows (cont) | ||||
| (b) Business acquired | ||||
| During the financial year, a business was acquired. Details of the acquisition are as follows: | ||||
| Consideration | ||||
| Cash | 98,012 | |||
| Consideration payable | 100,000 | |||
| Ordinary shares | 50,000 | 50,000 | ||
| 50,000 | 248,012 | |||
| Fair value of net assets acquired | ||||
| Goodwill | 50,000 | 248,012 | ||
| Net Cash Outflow on Acquisition | ||||
| Cash | 98,012 | |||
| (c) Businesses disposed | ||||
| During the previous financial year, the consolidated entity disposed of Golden Mount NL and Mt Alexander Goldfields NL. Details of the disposal are as follows: |
||||
| Consideration | ||||
| Cash | 300,000 | 300,000 | ||
| Book Value of Net Assets Sold | ||||
| Current assets | ||||
| Receivables | 20,000 | |||
| Non Current Assets | ||||
| Property, plant & equipment | 165,828 | |||
| Non Current Liabilities | ||||
| Provisions | $\ddot{\phantom{0}}$ | (250,000) | $\alpha$ | |
| Net assets disposed | $\ddot{\phantom{a}}$ | (64, 172) | $\ddot{\phantom{a}}$ | |
| Profit on disposal | ä, | 364,172 | ä, | 300,000 |
| Net cash inflows from sale of controlled entity | 300,000 | 300,000 |
25. Notes to the statements of cash flows (cont)
(d) Non-Cash Financing and Investing Activities
2003
The consolidated entity issued 700,000 ordinary shares at 38 cents each to acquire a shareholding in XY, Inc at a value of \$266,000.
The consolidated entity also issued 121,951 ordinary shares at 41 cents each as part of the consideration to acquire DNA-ID Labs at a value of \$50,000.
As part of the licensing transaction with Pyrosequencing of Sweden, the company received 3 machines for its Melbourne laboratory with a fair value of \$754,268.
2002
During the financial year, the consolidated entity settled the payment for services by the issue of ordinary shares at market prices at the time of the issue. One transaction involved the issue of 315,000 ordinary shares at 50 cents each with a value of \$157,500 and the other transaction involved the issue of 150,000 ordinary shares at 41.5 cents each with a value of \$62,250.
The consolidated entity also issued 507,560 ordinary shares at 55 cents each to acquire a shareholding in XY, Inc at a value of \$279,158.
The consolidated entity also issued 724,020 ordinary shares at 74.5 cents each to acquire shares in Cytomation Inc at a value of \$539.216.
The consolidated entity also issued 94,340 ordinary shares at 53 cents each as part of the consideration to acquire DNA-ID Labs at a value of \$50,000.
26. Commitments
Capital expenditure commitments
The Company does not have any significant capital expenditure commitments that are subject to binding contracts. However the Company has continuing minimal expenditure requirements of the Western Australian Mines Department in respect of its prospecting licences, exploration licences and mining leases.
The Company has entered into a conditional purchase agreement to purchase an item of equipment for A\$455,000 exclusive of GST subject to installation and satisfactory performance criteria. On the basis that the equipment meets the criteria, the purchase price is due to be paid prior to 31 December 2003.
In respect of the Duketon Belt Joint Venture with Johnson's Well Mining NL in which the Company has a 19.84% (2002: 21.18%) interest, the Company is not contributing any funding towards the project by agreement with the joint venture partner and will dilute its interest in the project.
27. Contingent Liabilities
The consolidated entity has been notified of a number of native title claims covering exploration tenements in the Duketon Belt Joint Venture in Western Australia held by the consolidated entity under the Commonwealth Native Title Act, 1993. Until further information regarding the claims and the affected area is available, the consolidated entity will not be in a position to assess the likely effect, if any, of any claim. However, the Directors expect that existing exploration will not be materially affected by any claim or the claims in aggregate.
28. Joint Venture Operations
The consolidated entity has an interest in the following joint venture:
On 29 September 1995 the Company entered into a Joint Venture agreement with Johnson's Well Mining NL for the Duketon Belt Project. Johnson's Well Mining NL originally had a 75% interest in the Duketon Belt tenements and the Company had 25%. Johnson's Well Mining ML subsequently sold part of its interest in the Joint Venture to Newmont Australia Limited. The Company is no longer contributing to the joint venture operating costs and its interest has reduced from 25% to 19.84% with the agreement of Johnson's Well Mining NL and Newmont Australia Limited. The Company has written off its entire investment in the Duketon Belt Project in previous years. The Joint Venture is managed by Newmont Australia Limited.
29. Related Party Transactions
(a) Directors
The name of directors and details of remuneration (including transactions disclosed in (b) below) are set out in Note 22.
(b) Transactions with the Company or its Controlled Entities
Dennis Corporate Services Pty Limited is associated with Mr I A Dennis and provided management and accounting services to the Company for the year ended 30 June 2002 and received \$32,667. No services were provided during the year ended 30 June 2003
4F Investments Pty Limited is associated with Mr Fred Bart and provided management services to the Company for the year ended 30 June 2003 and received \$54,000 (2002 - \$72,000).
Bankberg Pty Limited is associated with Dr Menyn Jacobson and provided the office and laboratory premises to GeneType Pty Limited at Hanover Street, Fitzroy. During the year to 30 June 2003, GeneType Pty Limited paid Bankberg Pty Limited rent and outgoings of \$364,562 (2002 - \$483,538).
GrapeSeed Intl is associated with Mr Russell Granzow and provided management services to the Company for the period 17 April 2003 to 30 June 2003 and received \$58,761 (2002 - Nil).
During the year the Company acquired an additional 17,500 common shares in XY, Inc (a director related entity) on an arms length basis. The Company owns 0.42% of the issued common shares of XY, Inc.
Transactions with directors are on normal commercial terms and conditions.
(c) Directors' Holdings of Shares and Share Options
The interests of Directors of the reporting entity and their Director - related entities in shares and share options of entities within the consolidated entity at year-end are set out below.
| Consolidated | The Company | ||
|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 |
| Genetic Technologies Limited | |||
| Shares | Options | ||
| (number held) | (number held) | ||
| 100,900,900 Dr Mervyn Jacobson |
100,513,500 | 53,000,000 | 53,000,000 |
| Mr Fred Bart 26,918,214 |
26,818,214 | 500.000 | 500,000 |
| 300,000 Mr fan Alistair Dennis |
300,000 | 2,000,000 | 2,000,000 |
| Prof Deon Venter | $\sim$ | $\ddot{\phantom{1}}$ | $\cdot$ |
| Russell Granzow | $\sim$ | $\ddot{\phantom{1}}$ |
29. Related Party Transactions (cont)
(d) Directors' transactions in shares and share options
During the previous year, unlisted options were granted to directors under the Staff Share Plan exercisable at 61 cents each on or before 30 November 2007. Dr Mervyn Jacobson received 2,000,000, Ian Dennis 1,000,000 and Fred Bart 500,000.
No options were exercised by directors at 30 June 2003.
(e) Balances with Entities within the wholly owned group
| The Company | ||
|---|---|---|
| 2003 | 2002 | |
| s | ||
| The aggregate amount receivable/(payable) from (to) wholly owned controlled entities by the Company at balance date: |
||
| Non - current assets | 6,564,217 | 3,424,811 |
| Non - current liabilities | (43,043) | (869, 540) |
These amounts are interest-free and repayable at call, however are not expected to be repaid within twelve months.
30. Controlled Entities
(a) Particulars in relation to controlled entities:
| Country of Incorporation |
Ordinary Share Consolidated Interest Held |
||
|---|---|---|---|
| 2003 | 2002 | ||
| Parent Entity | |||
| Genetic Technologies Limited | Australia | ||
| Controlled Entities | |||
| GeneType AG | Switzerland | 100% | 100% |
| GeneType Corporation | USA | 100% | 100% |
| GeneType Pty Limited | Australia | 100% | 100% |
| Simons GeneType Diagnostics Pty Limited | Australia | 100% | 100% |
| Genetic Technologies Corporation Pty Limited | Australia | 100% | 100% |
| Silbase Scientific Services Pty Limited | Australia | 100% | 100% |
| RareCellect Limited | Australia | 100% | 100% |
| ImmunAid Pty Limited | Australia | 60% | 60% |
| AgGenomics Pty Limited | Australia | 50.1% | 50.1% |
| Gtech International Resources Limited | Canada | 78.22% | 70.58% |
The controlled entities' shares are all owned directly by the parent entity.
30. Controlled Entities (Cont)
(b) Disposal of controlled entities
During the previous financial year the consolidated entity disposed of its 100% interest in Golden Mount NL and Mt Alexander Goldfields NL. The aggregate gain to the consolidated entity was \$364,172.
31. Outside Equity Interests
| Outside equity interests in controlled entities commisse | ||
|---|---|---|
| 2003 | 2002 | |
| Consolidated | ||
| _____ |
Outside equity interests in controlled entities comprise:
| Contributed equity | 1,082,028 | 1,402,089 |
|---|---|---|
| Accumulated losses | (1,230,970) | (1,424,342) |
| Reserves | 34.242 | 50,347 |
| Total outside equity interests | (114,626) | 28,094 |
32. Total equity reconciliation
| Consolidated | The Company | |||
|---|---|---|---|---|
| 2003 | 2002 | 2003 | 2002 | |
| \$ | \$ | \$ | S | |
| Total equity at the beginning of the year | 31,136,174 | 38,067,754 | 40,208,866 | 42,437,950 |
| Total changes in parent entity interest in equity recognised in statement of financial performance |
(4,049,394) | (8,602,132) | (7.797.093) | (3,965,958) |
| Transactions with owners as owners: | ||||
| Contribution of equity | 332,800 | 1,736,874 | 332.800 | 1,736,874 |
| Total changes in outside equity interests | (142, 720) | (66, 322) | $\ddot{\phantom{0}}$ | |
| Total equity at end of year | 27,276,860 | 31,136,174 | 32.744.573 | 40.208.866 |
33. Leases
Operating Leases
Operating leases relate to office premises in Sydney and Melbourne and laboratory facilities in Melbourne with lease terms between 2 and 10 years. The Melbourne laboratory facility has an option to extend for a further 10 years. The Melbourne laboratory facilities are owned by a company associated with the Executive Chairman. All operating lease contracts contain market review clauses in the event that the company/consolidated entity exercises its option to renew. The company/consolidated entity does not have an option to purchase the leased assets at the expiry of the lease periods.
| Not longer than 1 year | 399.224 | 278.736 | 25.077 | 52.496 |
|---|---|---|---|---|
| Longer than 1 year and not longer than 5 years | 1,487,472 | 955.113 | - 11 | 50,153 |
| Longer than 5 years | 1.487.472 | 1.131.200 | ||
| 3,374,168 | 2.365.049 | 25.077 | 102,649 |
annual report 2003
Number
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2003 (CONT)
34. Subsequent Events
On 25 August 2003, the Company announced that it had placed 13,333,333 new ordinary shares at 75 cents each raising \$10,000,000. As part of the placement the company also issued 6,666,667 unlisted options on the basis of one option for each two shares subscribed in the placement. These options are exercisable at a price of \$1.00 each on or before 30 September 2005. These new shares and options will be issued on 3 September 2003 and will be listed on the Australian Stock Exchange on 5 September 2003.
Since the end of the financial year, the following unlisted options have been exercised:
Description
| Directors Options at 45 cents expiring 14 April 2005 | 1,000,000 |
|---|---|
| Vendor Options at 20 cents expiring 14 April 2005 | 3,182,000 |
| Staff Options at 56 cents expiring 30 November 2007 | 125.000 |
| Staff Options at 49 cents expiring 30 November 2007 | 75.000 |
The financial effects of the above transactions have not been brought to account in the financial statements for the year ended 30 June 2003.
35. Additional Company Information
Genetic Technologies Limited is a listed public company, incorporated and operating in Australia, North America and Europe.
Registered Office and Principal Place of Business
60-66 Hanover Street Fitzroy VIC 3065 Australia
Sydney Business Office Level 9 185 Macquarie Street Sydney NSW 2000
ASX ADDITIONAL INFORMATION
Additional information required by the Australian Stock Exchange Limited Listing Rules and not disclosed elsewhere in this report.
Home Exchange
The Company's ordinary shares are quoted on the Australian Stock Exchange Limited. The Home Exchange is Perth. The ticker symbol for the ordinary shares is "GTG".
Substantial Shareholders
At 26 August 2003 the following substantial shareholders were registered:
| Ordinary Shares | Percentage of total Ordinary shares |
|
|---|---|---|
| Dr Mervyn Jacobson | 100.900.900 | 37.84% |
| Security & Equity Resources Limited | 26.918.214 | 10.10% |
Voting Rights
Rule 74 of the Company's Constitution stipulates the voting rights of members as follows:
"Subject to any rights or restrictions for the time being attached to any class or classes of shares and to this Constitution:
(a) On a show of hands every person present in the capacity of a Member or a proxy, attorney or representative (or in more than one of these capacities) has one vote; and
(b) On a poll every person present who is a Member or proxy, attorney or Representative has:
(i) For each fully paid share that the person holds or represents - one vote; and
(ii) For each share other than a fully paid share that the person holds or represents -- that proportion of one vote that the amount paid (not credited) on the shares bears to the total amount paid and payable on the share (excluding amounts credited)."
Distribution of Equity Security Holders
At 26 August 2003 the distribution of equity security holders were:
| Ordinary | Number of | |
|---|---|---|
| Range | Shareholders | Shares |
| 1-1,000 | 318 | 246,588 |
| 1,001 - 5,000 | 1,341 | 4,191,029 |
| 5,001 - 10,000 | 820 | 6,931,200 |
| 10,001 - 100,000 | 1,073 | 35,062,137 |
| 100,001 and over | 184 | 220,185,471 |
| Total | 3,736 | 266,616,425 |
There were 417 ordinary shareholders with less than a marketable parcel.
There is no current on-market buy-back.
ASX ADDITIONAL INFORMATION (CONT)
Twenty Largest Ordinary Shareholders - Listed
At 26 August 2003 the 20 largest ordinary shareholders held 68.06% of the total issued fully paid quoted ordinary shares of 266,616,425.
| Fully Paid | Percentage | |
|---|---|---|
| Shareholder | Ordinary Shares | of total |
| Dr Mervyn Jacobson Group 1. |
100,900,900 | 37.84% |
| Security & Equity Resources Limited 2. |
26,918,214 | 10.10% |
| Dr Mervyn Jacobson as trustee 3. |
9,724,142 | 3.65% |
| Gail Bratz 4. |
6,043,433 | 2.27% |
| Maurie Stang 5. |
4,718,000 | 1.77% |
| Bernard Stang 6. |
4,716,583 | 1.77% |
| Fodiro Pty Limited 7. |
3,279,983 | 1.23% |
| Tamara Milstein 8. |
3,069,000 | 1.15% |
| Jack Jacobson 9. |
2,800,000 | 1.05% |
| 10. Glenn Jacobson | 2,800,000 | 1.05% |
| 11. Bernard Bart | 2,700,000 | 1.01% |
| 12. ANZ Nominees Limited | 2,646,300 | 0.99% |
| 13. Elizabeth Sy | 2,214,000 | 0.83% |
| 14. National Nominees Limited | 1,735,484 | 0.65% |
| 15. Dr Joshua Ehrlich | 1,421,000 | 0.53% |
| 16. Nerlob Pty Limited | 1,326,209 | 0.50% |
| 17. John V Egan | 1,176,000 | 0.44% |
| 18. M Sailer Investments Inc. | 1,114,200 | 0.42% |
| 19. Cork & Salford Management Limited | 1,080,000 | 0.41% |
| 20. Dr Michael Balint | 1,064,000 | 0.40% |
| 181,447,448 | 68.06% |
ASX ADDITIONAL INFORMATION (CONT)
Twenty Largest Option Holders - Unlisted
At 26 August 2003 the 20 largest option holders held 98.20% of the 65,990,250 unlisted options issued to GeneType AG vendors exercisable at 20 cents each on or before 14 April 2005.
| Percentage | ||
|---|---|---|
| Optionholder | Options | of total |
| JGT ApS 1. |
49,000,000 | 74.25% |
| Dr Mervyn Jacobson as trustee 2. |
3,273,614 | 4.96% |
| 3. Maurie Stang |
2,359,000 | 3.57% |
| Bernie Stang 4. |
2,359,000 | 3.57% |
| Jack R Jacobson 5. |
1,400,000 | 2.12% |
| Glenn Jacobson 6. |
1,400,000 | 2.12% |
| Royal Bank of Scotland 7. |
896,000 | 1.36% |
| Gail Bratz 8. |
700.000 | 1.06% |
| 9. Gail Bratz | 644,000 | 0.98% |
| 10. John V Egan | 588,000 | 0.90% |
| 11. Luisa Ashdown | 350,000 | 0.53% |
| 12. GMG Management (IOM) Limited | 315,636 | 0.48% |
| 13. Peter John Gill | 280,000 | 0.42% |
| 14. Paul Daniel | 224,000 | 0.34% |
| 15. M Sailer Investments Inc. | 224.000 | 0.34% |
| 16. John C Goudie | 196,000 | 0.30% |
| 17. Christopher R Botsford | 168,000 | 0.25% |
| 18. Karen Phillips | 150,000 | 0.23% |
| 19. Amikam Molad & Judith Molad | 140,000 | 0.21% |
| 20. NWH International Limited | 133,636 | 0.21% |
| 64,800,886 | 98.20% |
In addition to the above options, there are 2,000,000 unlisted options issued to Directors exercisable at 45 cents each on or before 14 April 2005. These options were approved by shareholders in General Meeting on 29 August 2000.
| Optionholder | Options |
|---|---|
| 1. Dr Mervyn Jacobson | 2,000,000 |
ASX ADDITIONAL INFORMATION (CONT)
Staff Share Plan - Unlisted Options
On 30 November 2001, shareholders approved the establishment of a Staff Share Plan. During the year a total of 2,250,000 (2002 - 8,470,000) options were issued to employees, directors and consultants. 750,000 (2002 - 250,000) of these options lapsed during the year on the resignation of employees. The details of the remaining 9,720,000 unlisted options issued under the Staff Share Plan were as follows:
| Number | Exercise Price | Expiry | |
|---|---|---|---|
| Level 3 - Dr Mervyn Jacobson - Director | 2,000,000 | \$0.61 | 30 November 2007 |
| Level 3 - Ian Dennis - Director | 1.000.000 | \$0.61 | 30 November 2007 |
| Level 3 - Fred Bart - Director | 500,000 | \$0.61 | 30 November 2007 |
| Level 3 - Senior Executives | 750.000 | \$0.61 | 30 November 2007 |
| Level 2 - Staff and consultants | 2,150,000 | \$0.56 | 30 November 2007 |
| Level 1 - Staff and consultants | 1,070,000 | \$0.49 | 30 November 2007 |
| Level 2 - Staff and consultants | 200,000 | \$0.56 | 9 July 2008 |
| Level 1 - Staff and consultants | 200,000 | \$0.49 | 17 July 2008 |
| Level 2 - Staff and consultants | 1,675,000 | \$0.44 | 20 May 2009 |
| Level 1 - Staff and consultants | 175,000 | \$0.38 | 20 May 2009 |
| 9,720,000 |
These options are subject to the rules of the Staff Share Plan.
CORPORATE GOVERNANCE STATEMENT
This statement outlines the main Corporate Governance practices that were in place throughout the financial year.
Board of Directors
The Board is responsible for the overall Corporate Governance of the consolidated entity including its strategic direction, establishing goals for management and monitoring the achievement of these goals.
The names of the Directors of the company in office at the date of the Statement are set out in the Directors' Report of these financial statements.
The composition of the Board is determined using the following principles:
- $\geq$ The Board should comprise at least three directors. This number may be increased where it is felt that additional expertise is required in specific areas, or when an outstanding candidate is identified.
- The Chairman of the Board may be a non-executive director. $\geq$
-
The Board should comprise directors with a broad range of expertise relevant to the operations of the consolidated entity.
The composition of the Board is reviewed annually to ensure that the Board has the appropriate mix of expertise and experience. The terms and conditions of the appointment and retirement of non-executive directors are also reviewed annually and set out in a letter of appointment.
Each Director has the right to seek independent professional advice at the consolidated entity's expense. However, prior approval of the Chairman is required, which is not unreasonably withheld.
Apart from observing legal requirements, directors inform the Board of any proposed dealing in the Company's shares and are generally required to confine any such dealing (if otherwise appropriate) to a two week window following the release of quarterly reports or significant announcements.
Responsibilities of the Board of Directors
The role of the Board include:
- (a) Reviewing and making recommendations in remuneration packages and policies applicable to Directors, senior executives and consultants
- (b) Nomination of external auditors and reviewing the adequacy of external audit arrangements.
- (c) Establishing the overall internal control framework over financial reporting, quality and integrity of personnel and investment appraisal. In establishing an appropriate framework, the Board recognised that no cost effective internal control systems will preclude all errors and irregularities.
- (d) Establishing and maintaining appropriate ethical standards in dealings with business associates, suppliers, advisers and regulators, competitors, the community and other employees.
- (e) Identifying areas of significant business risk and implementing corrective action as soon as practicable after a risk is identified.
Role of Shareholders
The Board of Directors aims to ensure that the shareholders are informed of all major developments affecting the consolidated entity's state of affairs. Information is communicated through the distribution of the annual report; half-yearly report; quarterly ASX cash reporting and calling a vote of shareholders on all proposed major changes in the consolidated entity which may impact on share ownership of rights. In April 2001, the Company commenced distribution of a periodic newsletter to shareholders called "Gtech Update" to keep shareholders informed on a range of activities concerning the Company.
The Board encourages full participation of shareholders at the Annual General Meeting to ensure a high level of accountability and identification with the consolidated entity's strategy and goals.