GLG CORP LTD

GLG Corp Ltd Annual Report

ACN 116 632 958 Annual report for the financial year ended 30 June 2015

GLG Corp Ltd Annual Report

Annual report for the financial year ended 30 June 2015

ear ended 30 June 2015
	*Page*
*Corporate governance statement*	3
*Directors’ report*	13
*Auditor’s independence declaration*	26
*Independent audit report*	27
*Directors’ declaration*	29
*Consolidated Statement of profit of loss and other*	31
*comprehensive income*
*Consolidated Statement of financial position*	32
*Consolidated Statement of changes in equity*	33
*Consolidated Statement of cash flows*	34
*Notes to the financial report*	35
*Additional Australian securities exchange information*	70

GLG Corp Ltd Corporate Governance Statement

Corporate governance statement

The Company’s Directors and management are committed to conducting the Group’s business in an ethical manner and in accordance with the highest standards of corporate governance. The Company has adopted and substantially complies with the ASX Corporate Governance Principles and Recommendations (Third Edition) (Recommendations) to the extent appropriate to the size and nature of the Group’s operations. The Company has prepared this statement which sets out its corporate governance practices that were in operation for the financial year ended 30 June 2015, identifies any Recommendations that have not been followed, and provides reasons for not following such Recommendations. The Company’s corporate governance policies and charters and policies are all available on the Company’s web site (www.ghimli.com) (Website).

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Principl ASX Corporate Governance Council Comply?
e Recommendations – 3 [rd] Edition
1. Lay solid foundations for management
and oversight
1.1 A listed entity should disclose: (a) the Yes
respective roles and responsibilities of its The Board has adopted a charter which establishes
board and management; the role of the Board and its relationship with
and (b) those matters expressly reserved management. The primary role of the Board is the
to the board and those delegated to protection and enhancement of long term
management shareholder value. Its responsibility is the overall
strategic direction of the Group.
The functions and responsibilities of the Board and
management are consistent with ASX Principle 1. A
copy of the Board Charter is posted on the Website.
1.2 A listed entity should: (a) undertake Yes
appropriate checks before appointing a The Board has a formal Nomination &
person, or putting forward to security Remuneration Committee. The Nomination and
holders a candidate for election, as a Remuneration Committee’s functions and powers
director; are formalised in a Charter and is posted on the
and (b) provide security holders with all Website. It is the role of the Nomination &
material information in its possession Remuneration Committee to identify suitable
relevant to a decision on whether or not candidates to complement the existing Board, to
to elect or re-elect a director undertake appropriate checks on the candidate; to
seek confirmation from the candidate that he/she
will have sufficient time to fulfil his or her
responsibilities as a director; and subject to the
results of such checks and confirmations, to make
recommendations to the Board on their
appointment.
The Company provides information to shareholders
about Directors seeking re-election at general
meeting to enable them to make an informed
decision on whether or not to re-elect the Director,
including their relevant qualifications and
experience and the skills they bring to the Board;
details of any other listed directorships held by the
Director in the preceding 3 years; the term of office
already served by the Director; whether the Director
is considered to be independent; and a
recommendation by the Board in respect of the re-
election of the Director
1.3 A listed entity should have a written Yes
agreement with each director and senior Each Director is given a letter upon appointment
executive setting out the terms of their which outlines the Director’s duties, obligations,
appointment. remuneration, expected time commitments and
notification of the Company’s policies. Similarly
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GLG Corp Ltd

Corporate Governance Statement

		senior executives including the CEO and CFO, have a formal job description and services agreement describing their term of office, duties, rights and responsibilities, and entitlements on termination. The Company will disclose the material terms of any employment, service or consultancy agreement it enters into with its CEO (or equivalent).
1.4	The company secretary of a listed entity should be accountable directly to the board, through the chair, on all matters to do with the proper functioning of the board.	Yes The Company Secretary is responsible for co- ordination of all Board business, including agendas, board papers, minutes, communication with regulatory bodies, ASX and all statutory and other filings. The Company Secretary is accountable to the Board, and all Directors have access to the Company Secretary. The decision to appoint or remove the Company Secretary is be made or approved bythe Board.
1.5	A listed entity should: (a) have a diversity policy which includes requirements for the board or a relevant committee of the board to set measurable objectives for achieving gender diversity and to assess annually both the objectives and the entity’s progress in achieving them; (b) disclose that policy or a summary of it; and (c) disclose as at the end of each reporting period the measurable objectives for achieving gender diversity set by the board or a relevant committee of the board in accordance with the entity’s diversity policy and its progress towards achieving them, and either: (1) the respective proportions of men and women on the board, in senior executive positions and across the whole organisation (including how the entity has defined “senior executive” for these purposes); or (2) if the entity is a “relevant employer” under the Workplace Gender Equality Act, the entity’s most recent “Gender Equality Indicators”, as defined in andpublished under that Act.16	Yes The Company is committed to the principles of employing people with a broad range of experiences, skills and views. All executives, managers and employees are responsible for promoting workforce diversity. The Company has adopted a Diversity Policy which can be viewed on the Website. The Diversity Policy requires the commitment of the Directors and Senior Management to promote the specific objective of diversity and seeks to ensure, to the extent that is practicable and appropriate, that the Company’s director appointment and employee recruitment processes are undertaken with reference to the objectives of the Diversity Policy. The objectives of the Company’s Diversity policy are centred on a wide range of diversity criteria including gender, age, ethnicity and cultural background. The Company discloses the proportion of women on the Board, in Senior positions and in the company as a whole. Measurable objectives have been specified and the company has exceeded the objectives since the inception of the policy.
1.6	A listed entity should: (a) have and disclose a process for periodically evaluating the performance of the board, its committees and individual directors; and (b) disclose, in relation to each reporting period, whether a performance evaluation was undertaken in the reporting period in accordance with that process.	Yes The Directors undertake an annual process to review the performance and effectiveness of the Board, the Board Committees and individual directors. The Lead Independent Auditor oversees this process. As part of the review, each Director completes a questionnaire relating to the Board’s and each Committee’s role, composition, procedures, practices and behaviour. The questionnaires are confidential. The Chairman leads a discussion of the questionnaire results with the Board as a whole, and provides feedback to individual Directors as necessary.

GLG Corp Ltd

Corporate Governance Statement

1.7	A listed entity should: (a) have and disclose a process for periodically evaluating the performance of its senior executives; and (b) disclose, in relation to each reporting period, whether a performance evaluation was undertaken in the reporting period in accordance with that process.	No The Company’s Chief Executive Officer evaluates the performance of the Group’s senior executives annually. The Nomination and Remuneration Committee also reviews the Chief Executive Officer’s performance annually. Due to changes in personnel this year, the performance evaluations have not taken place in the reporting period.
2.	Structure the board to add value
2.1	The board of a listed entity should: (a) have a nomination committee which: (1) has at least three members, a majority of whom are independent directors; and (2) is chaired by an independent director, and disclose: (3) the charter of the committee; (4) the members of the committee; and (5) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a nomination committee, disclose that fact and the processes it employs to address board succession issues and to ensure that the board has the appropriate balance of skills, knowledge, experience, independence and diversity to enable it to discharge its duties and responsibilities effectively	Yes The Board has a formal Nomination & Remuneration Committee comprising two independent directors and the CEO. Current members are Christopher Chong (Lead Independent Director & Chairman), Shane Hartwig (Independent Director) and Estina Ang (CEO). The Nomination & Remuneration Committee’s functions and powers are formalised in a Charter and is posted on the Group’s website. The number of times that the Nomination & Remuneration Committee met throughout the financial year and the individual attendances of the members at those meetings are disclosed in the Company’s Annual Report.
2.2	A listed entity should have and disclose a board skills matrix setting out the mix of skills and diversity that the board currently has or is looking to achieve in its membership.	No Whilst the Company does not currently disclose a board skills matrix setting out the mix of skills of the Directors, the following information is set out in the Company’s Annual Report: - the skills, experience and expertise relevant to the position of director held by each director in office at the date of the annual report.
2.3	A listed entity should disclose: (a) the names of the directors considered by the board to be independent directors; (b) if a director has an interest, position, association or relationship of the type described in Box 2.3 but the board is of the opinion that it does not compromise the independence of the director, the nature of the interest, position, association or relationship in question and an explanation of why the board is of that opinion; and (c) the length of service of each director	Yes Currently, the Board comprises three Directors, two independent and one Executive. Christopher Chong (Lead Independent Director), Shane Hartwig (Independent Director) and Estina Ang (CEO). The Board has considered the circumstances of each Director and determined that all Non-Executive Directors were independent as described in box 2.3 of the Recommendations. The Corporations Act 2001, the Company’s Constitution and the Board meeting process requires Directors to advise the Board of any interest they have that has the potential to conflict with the interests of the Group, including any development that may impact their perceived or actual independence. If the Board determines that a Director’s status as an independent Director has changed, that determination will be disclosed and explained in a timely manner to the market. The length of service of each Director is set out in the Company’s Annual

GLG Corp Ltd Corporate Governance Statement

		Report. Independent Directors formally advise the Board of their independent (or other) status each year.
2.4	A majority of the board of a listed entity should be independent directors.	Yes Currently, the Board comprises two independent Directors and the CEO. Estina Ang (CEO), Christopher Chong (Lead Independent Director) and Shane Hartwig (Independent Director.
2.5	The chair of the board of a listed entity should be an independent director and, in particular, should not be the same person as the CEO of the entity.	No The Chairperson and CEO, Estina Ang Suan Hong, is integral in maintaining the business and important customer and banking relationships. This is commonplace in Asia and reflects ‘respect’ and economic imperative.
2.6	A listed entity should have a program for inducting new directors and provide appropriate professional development opportunities for directors to develop and maintain the skills and knowledge needed to perform their role as directors effectively.	Yes The Company has procedures and policies in place to assist Directors in fulfilling their responsibilities. Each Director, at any time, is able to seek reasonable independent professional advice on any business-related matter at the expense of the Company. Directors also have access to adequate internal resources to seek any information from any officer or employee of the Company, or to require the attendance of management at meetings to enable them as Directors to fulfil their duties.
3	Act ethically and responsibly
3.1	A listed entity should: (a) have a code of conduct for its directors, senior executives and employees; and (b) disclose that code or a summary of it	Yes The Board has established a Code of Conduct which articulates acceptable practices for directors, senior executives and employees, to guide their behaviour and to demonstrate the commitment of the Companyto ethicalpractices.
4.	Safeguard integrity in corporate reporting
4.1	The board of a listed entity should: (a) have an audit committee which: (1) has at least three members, all of whom are non-executive directors and a majority of whom are independent directors; and (2) is chaired by an independent director, who is not the chair of the board, and disclose: (3) the charter of the committee; (4) the relevant qualifications and experience of the members of the committee; and (5) in relation to each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have an audit committee, disclose that fact and the processes it employs that independently verify and safeguard the integrity of its corporate reporting, including the processes for the appointment and removal of the external auditor and the rotation of the audit engagementpartner	Partly The Board has a formal Audit Committee currently comprising two independent Directors – Christopher Chong and Shane Hartwig. The role of the Audit Committee is to advise on financial information prepared for use by the Board or for inclusion in financial statements. The Chairman of the Audit Committee is the Lead Independent Director. The Audit Committee’s functions and powers are formalised in a Charter and is posted on the Group’s website. The number of times that the Audit Committee met throughout the financial year and the individual attendances of the members at those meetings, and the relevant qualifications and experience of the Audit Committee members are disclosed in the Company’s Annual Report.

GLG Corp Ltd

Corporate Governance Statement

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4.2 The board of a listed entity should, Yes
before it approves the entity’s financial The Directors are committed to the preparation of
statements for a financial period, receive financial statements that present a balanced and
from its CEO and CFO a declaration clear assessment of the Company’s financial
that, in their opinion, the financial position and prospects. The Board reviews the
records of the entity have been properly Group’s half yearly and annual financial statements.
maintained and that the financial The Board requires that the Chief Executive Officer
statements comply with the appropriate and the Chief Financial Officer state in writing to
accounting standards and give a true and the Board that the Group’s financial reports present
fair view of the financial position and a true and fair view, in all material respects, of the
performance of the entity and that the Company’s financial condition and operational
opinion has been formed on the basis of results are in accordance with relevant accounting
a sound system of risk management and standards and that the opinion has been formed on
internal control which is operating the basis of a sound system of risk management and
effectively. internal control which is operating effectively.
4.3 A listed entity that has an AGM should Yes
ensure that its external auditor attends its Shareholders are encouraged to attend the
AGM and is available to answer Company’s Annual General Meeting, with the
questions from security holders relevant auditors typically available via conference call.
to the audit. Shareholders are given an opportunity to ask
questions of the Company’s auditors regarding the
conduct of the audit and preparation and content of
the auditor’s report.
5. Make timely and balanced disclosure
5.1 A listed entity should: (a) have a written Yes
policy for complying with its continuous The Company has a documented policy which has
disclosure obligations under the Listing established procedures designed to ensure
Rules; and (b) disclose that policy or a compliance with ASX Listing Rule disclosure
summary of it. requirements and to ensure accountability at a
senior management level for that compliance. The
focus of these procedures is on continuous
disclosure of any information concerning the
Company that a reasonable person would expect to
have a material effect on the price of the Company’s
securities and improving access to information for
all investors. The Chief Executive Officer and the
Company Secretary are responsible for interpreting
the Group’s policy and where necessary informing
the Board. The purpose of the procedures for
identifying information for disclosure is to ensure
timely and accurate information is provided equally
to all shareholders and market participants.
6. Respect the rights of shareholders
6.1 A listed entity should provide Yes
information about itself and its The Board informs shareholders of all major
governance to investors via its website. developments affecting the Group’s state of affairs
as follows: 1. Placing all relevant announcements
made to the market, on the Website after they have
been released to ASX; 2. Publishing all corporate
governance policies and 3. Placing the full text of
notices of meeting and explanatory material on the
Website.
6.2 A listed entity should design and Yes
implement an investor relations program The Company communicates with its shareholders
to facilitate effective two-way and investors by posting information via the ASX or
communication with investors. website, and by encouraging attendance and
participation of shareholders at general meetings.
Management and/or Directors may meet with
shareholders from time to time upon request and
respond to any enquiries they may make.
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GLG Corp Ltd Corporate Governance Statement

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6.3 A listed entity should disclose the Yes
policies and processes it has in place to Shareholders are encouraged to attend the
facilitate and encourage participation at Company’s Annual General Meeting. The AGM is
meetings of security holders. an opportunity for shareholders to hear the Directors
provide updates on Company performance, ask
questions of the Board and vote on the various
resolutions affecting the business. Shareholders are
given an opportunity to ask questions of the
Company’s auditors regarding the conduct of the
audit and preparation and content of the auditor’s
report.
6.4 A listed entity should give security Yes
holders the option to receive Investors are able communicate with the Company
communications from, and send electronically via the website. Investors are also
communications to, the entity and its able communicate with the Company’s registry
security registry electronically. electronically by emailing the registry or via the
registry’s website.
7. Recognise and manage risk
7.1 The board of a listed entity should: (a) Partly
have a committee or committees to Risk is an inherent part of the business and the
oversee risk, each of which: (1) has at Company is in a highly competitive market sector.
least three members, a majority of whom The Company regards material business risks as
are independent directors; and (2) is threats to the achievement of objectives and goals
chaired by an independent director, and and to the successful execution of its strategies. The
disclose: (3) the charter of the Audit Committee requests senior executives to
committee; (4) the members of the review and monitor material business risks
committee; and (5) as at the end of each applicable to the business and ongoing operations
reporting period, the number of times the and reports to the Board for approval.
committee met throughout the period and
the individual attendances of the
members at those meetings; or (b) if it
does not have a risk committee or
committees that satisfy (a) above,
disclose that fact and the processes it
employs for overseeing the entity’s risk
management framework.
7.2 The board or a committee of the board Partly
should: The Board has responsibility for monitoring risk
(a) review the entity’s risk management oversight and the Chief Executive Officer or
framework at least annually to satisfy equivalent report on the status of business risks
itself that it continues to be sound; and aimed at ensuring risks are identified, assessed and
(b) disclose, in relation to each reporting appropriately managed. In addition the Board
period, whether such a review has taken reviews the risk management framework and
place. policies of the Company, and is satisfied that
management has developed and implemented a
sound system of risk management and internal
control. The Board oversees policies on risk
assessment and management and has delegated
certain responsibilities in these matters to the Audit
Committee and Management.
7.3 A listed entity should disclose: (a) if it Yes
has an internal audit function, how the Management reviews the Company’s business units,
function is structured and what role it organisational structure and accounting controls and
performs; or (b) if it does not have an processes on a regular basis and reports to the Audit
internal audit function, that fact and the Committee and in turn to the Board; the Board is
processes it employs for evaluating and satisfied that the processes in place to identify the
continually improving the effectiveness Company’s material business risks are appropriate
of its risk management and internal and that these risks are being effectively managed.
control processes. The Group’s risk management processes continue to
be monitored and reported against. A description of
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GLG Corp Ltd Corporate Governance Statement

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the Group’s risk management policy and internal
compliance and control systems is available on the
Website.
7.4 A listed entity should disclose whether it Yes
has any material exposure to economic, The Company’s operations are not subject to any
environmental and social sustainability significant environmental regulations. The Directors
risks and, if it does, how it manages or believe that the Company has adequate systems in
intends to manage those risks. place for the management of its environmental
requirements and are not aware of any breach of
those environmental requirements.
8. Remunerate fairly and responsibly
8.1 The board of a listed entity should: Yes
(a) have a remuneration committee The Board has a formal Nomination and
which: (1) has at least three members, a Remuneration Committee comprising three
majority of whom are independent members two of whom are independent and the
directors; and (2) is chaired by an CEO. Current members are Christopher Chong
independent director, and disclose: (3) (Lead Independent Director & Chairman), Shane
the charter of the committee; (4) the Hartwig (Independent Director) and Estina Ang
members of the committee; and (5) as at (CEO). The role of the Nomination and
the end of each reporting period, the Remuneration Committee is to review and make
number of times the committee met recommendations to the Board on remuneration
throughout the period and the individual packages and practices applicable to the Chief
attendances of the members at those Executive Officer, Senior Executives and Directors
meetings; or themselves. This role also includes responsibility
(b) if it does not have a remuneration for share option schemes, incentive performance
committee, disclose that fact and the packages and retirement and termination
processes it employs for setting the level entitlements. Remuneration levels are competitively
and composition of remuneration for set to attract the most qualified and experienced
directors and senior executives and Directors and Senior Executives. The Nomination
ensuring that such remuneration is and Remuneration Committee may obtain
appropriate and not excessive. independent advice on the appropriateness of
remuneration packages. The Nomination and
Remuneration Committee’s functions and powers
are formalised in a Charter and is posted on the
Group’s website. The number of times that the
Nomination and Remuneration Committee met
throughout the financial year and the individual
attendances of the members at those meetings are
disclosed in the Company’s Annual Report.
8.2 A listed entity should separately disclose Yes
its policies and practices regarding the Details of the Directors and Key Senior Executives
remuneration of non-executive directors remuneration are set out in the Remuneration
and the remuneration of executive Report of the Annual Report. The structure of Non-
directors and other senior executives. Executive Directors’ remuneration is distinct from
that of executives and is further detailed in the
Remuneration Report of the Annual Report.
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GLG Corp Ltd Corporate Governance Statement

8.3	A listed entity which has an equity-based remuneration scheme should: (a) have a policy on whether participants are permitted to enter into transactions (whether through the use of derivatives or otherwise) which limit the economic risk of participating in the scheme; and (b) disclose that policy or a summary of it.	Yes Currently, the Company does not have an equity based remuneration scheme.

GLG Corp Ltd Corporate Governance Statement

Composition of the Board

The composition of the Board is determined in accordance with the following principles and guidelines:

the Board should comprise directors with an appropriate range of qualifications and expertise; and
the Board shall meet regularly and follow guidelines set down to ensure all directors are made aware of, and have available, all necessary information to participate in an informed discussion of all agenda items.

The Directors in office at the date of this statement are as follows:

Name	Position
Estina AngSuan Hong	Executive Chairman and Chief Executive Officer
Christopher ChongMengTak	Lead Independent Director
Surina Gan MengHui	Director(retired 31 October 2014)
Shane Hartwig	Independent Director(appointed 2 December 2014)
Thongviboon Por Khay Ti Felicia Gan Peiling	Independent Director (retired 31 October 2014) Director (resigned 3 August 2015) Director(appointed 15 September 2015)

The skills, experience and expertise relevant to the position of director as well as the period of office held by each director are set out in the Directors’ Report on pages 13 to 14.

Board Responsibilities

As the Board acts on behalf of the shareholders and is accountable to the shareholders, the Board seeks to identify the expectations of the shareholders as well as other regulatory and ethical expectations and obligations. In addition, the Board is responsible for identifying areas of significant business risk and ensuring arrangements are in place to adequately manage those risks. The Board, through the Audit Committee, receives reports from management on an on-going basis as to the material risks associated with the company’s operations and the recommended risk mitigation process that they undertake. The Board has established a Code of Conduct which in summary, requires that at all times Directors and employees act with the integrity, objectivity and in compliance with the letter and spirit of the law and company policies. GLG has established a written policy designed to ensure compliance with ASX listing rule disclosure and accountability as senior executive level for compliance.

Under the guidance of the ASX’s Corporate Governance Principles and Recommendations (3[rd] edition), the Board has established a Nomination and Remuneration Committee and an Audit Committee. The name of members of each committee and their attendance at meetings is contained on page 17 of the Annual Report.

The Nomination and Remuneration Committee has established a policy prohibiting transactions in associated products which limit the economic risk of participating in unvested entitlements under equity-based remuneration scheme.

A copy of the Company’s Code of Conduct, Audit Committee charter, Remuneration Committee charter and the terms and conditions of the continuous disclosure and shareholder communication policy is made publically available on the Company’s website.

GLG Corp Ltd Corporate Governance Statement

Diversity

The Company has implemented a Diversity Policy. This policy sets as a target 25% of all Board seats and management positions to be held by women. The Board is also considering other means to encourage diversity. The Company recognises the benefits of a diverse workforce and is committed to providing an environment that encourages diversity. The Board monitors the diversity profile of its workforce. As the Company already has gender diversity as evidenced by the proportion of women reported below, the Board has not set any measurable objectives.

At 30 June 2015, the proportion of women employed by GLG Corp Ltd was:

Board of Directors 33%
Senior Executives 75%
Total Workforce 72%

Dealing in GLG Corporation’s Securities by Directors and employees

Directors, officers and employees of the Company are prohibited from trading in GLG securities apart from the period 15 days commencing the day after GLG announces its half-yearly, preliminary final reports and full year accounts. A full outline of the Company’s securities trading policy is made publically available on the Company website.

Risk Management Policy

Risk is an inherent part of GLG’s business. GLG is in a highly competitive market sector. GLG regards material business risks as threats to the achievement of GLG’s objectives and goals and to the successful execution of its strategies.

The main risks faced by GLG are:

Operational risk (including dependence on the ongoing viability of its existing major suppliers, reliance on the USA consumer market, new trade restrictions, reliance on executive directors and key executives, uncertainties relating to expansion plans);
Funding risk, in that GLG is dependent upon the continued support of its banks to provide trade financing facilities on an ongoing basis;
Reputation risk;
Legal, compliance and documentation risk (including product liability, legal compliance guidelines set by customers);
Regulatory risk;
Outsourced manufacturing and other services;
Competitive risk;
Investment risk;
Credit risk;
Liquidity risk; and
Foreign exchange risk.

The Audit Committee requests senior executives to review and monitor material business risks applicable to the business and ongoing operations and reports to the Board for approval.

Full disclosure of the Company’s policies in relation to risk oversight and management of material business risk are made publically available on the Company website.

Other Information

The Company’s corporate governance practices and policies in relation to the matters reserved to the board, matters delegated to senior executives and a copy of the board charter are publicly available at the Company’s registered office. The policies have also been posted on the Company’s website.

GLG Corp Ltd Directors’ Report

Directors’ report

The Directors of GLG Corp Ltd (“GLG” or “the Company”) submit herewith the annual financial report of the Company for the financial year ended 30 June 2015. In order to comply with the provisions of the Corporations Act 2001, the Directors report as follows:

Information about the Directors and senior management

The names and particulars of the Directors of the Company during and since the end of the financial year are:

Estina Ang Suan Hong

Executive Chairman Estina Ang Suan Hong is the founder of GLG Corp Ltd. Ms Ang is the Executive Chairman of GLG and is a member of the Nomination and Remuneration committee.

Ms Ang has over 35 years of experience in the textile and apparel industry. She began her career in the industry in 1975, working for Polly Allied Knitwear Pte Ltd, a Singapore based apparel group.

Under her leadership, GLG Corp Ltd has established itself as a global supplier of quality apparel to major retailers in the USA. Ms Ang also spearheaded the Business’ expansion into USA, Guatemala and Hong Kong.

Ms Ang was also the founder of GLIT Group, a key garment manufacturing supplier to GLG. She oversaw GLIT Group’s establishment of operations in Malaysia, Fiji, Brunei, Indonesia, Guatemala, China and Sri Lanka. Ms Ang divested GLIT Group following the listing of GLG. Ms Ang also oversaw the acquisition of Maxim Textile Technology Pte Ltd, a textile finishing company, and a subsidiary of Ghim Li Group Pte Ltd (the major shareholder of GLG).

Ms Ang graduated from Nanyang University in 1974 with a Bachelor of Arts degree, and is a member of the Singapore Institute of Directors.

Christopher Chong Meng Tak

Lead Independent Director, joined the Board on 12 October 2005. Mr Chong is the Chairman of the Audit Committee and the Chairman of the Nomination and Remuneration Committee.

Mr Chong is a partner of ACH Investments Pte Ltd, a specialist corporate advisory firm in Singapore, and, an Associate of Shadforths Limited, a leading financial firm in Tasmania, Australia. Prior to co-founding ACH Investments Pte Ltd, Mr Chong was a multi-award winning equity analyst and the Managing Director of HSBC James Capel Securities (Singapore) Pte Ltd, (now known as HSBC Securities (Singapore) Pte Ltd), a member of the Hong Kong Bank Group of companies. Mr Chong is an independent director of several public companies listed on the Australian, Singapore and Luxembourg Stock Exchanges. Mr Chong is also a Director and/or advisor to many private companies and to many Asian families and the judicial branch of the Singapore government.

Mr Chong has extensive Asia Pacific experience having previously also been an advisor to listed companies on the Exchange of Hong Kong, Jakarta (Indonesia), Kuala Lumpur (Malaysia), Makati (Philippines) and Bangkok (Thailand). Mr Chong is a fellow of the Australia Institute of Company Directors, a fellow of the Singapore Institute of Directors and a Master Stockbroker of the Securities and Derivatives Industry Association of Australia.

Mr Chong has received a B.Sc. (Economics) from the University College of Wales, an MBA from London Business School and is a member of the Institute of Chartered Accountants of Scotland.

GLG Corp Ltd Directors’ Report

Por Khay Ti (appointed 1 July 2014 and resigned 3 August 2015)

Director joined the Board on 1 July 2014. Mr Por Khay Ti is an Executive Director and Chief Operating Officer. Mr Por is responsible for the Marketing and Operations divisions.

Mr. Por has over 4 decades of experience in strategic planning, business management, manufacturing and operations optimisation. In his last employment, Mr Por was the Deputy Group MD and Chief Operating Officer of HTL International Holdings Ltd. He is currently serving as a Director of Adventech Pte Ltd, an Advisor to Kuka Home Ltd, Hangzhou, China, a Member of Human Capital Advisory Committee to SPRING Singapore and a Member of the Strategic Planning Committee Advisory Panel to the Asian Productivity Organisation.

Shane Hartwig (appointed 2 December 2014)

Mr Hartwig is a Certified Practicing Accountant and Chartered Company Secretary and holds a Bachelor of Business degree, majoring in Accounting and Taxation from Curtin University of Technology in Western Australia.

Mr Hartwig is involved in the areas of initial public offerings, capital raisings, prospectus and information memorandum preparation and project management, company assessments and due diligence reviews, mergers and acquisitions and providing general corporate advice. Mr Hartwig has over 20 years’ experience in the finance industry both nationally and internationally with exposure to both the debt and equity capital markets.

Mr Hartwig is also Company Secretary of Anteo Diagnostics Limited and Rutila Resources Limited on a contract basis. Mr Hartwig was previously the Company Secretary of GLG Corp Ltd until July 2011.

Surina Gan Meng Hui (retired 31 October 2014)

Director joined the Board on 11 January 2010. Ma Surina Gan Meng Hui joined the Company in July 2001. She began her career at GLG as a Management Trainee where she was assigned the task of leading the manufacturing operations. Ms Gan graduated with a Bachelor of Science (Honours) from New York University - Stern in 2001. Ms Gan ceased being an Executive Director on 21 October 2013 and was appointed as a NonExecutive Director.

Thongviboon(retired 31 October 2014)

Independent Director joined the Board on 3 March 2012. Thongviboon was a member of the Audit Committee. Thongviboon was a director and shareholder of various joint-ventures in China, Thailand, Australia and New Zealand. He was also the Corporate Secretary of Pacific Direct Line SAS until December 2006. Mr Thongviboon was a Treasurer of the Abaijah Foundation in Papua New Guinea, a consulting Economist of Shunde City in China, and the co-owner of Vittoria Delights in China.

Felicia Gan (appointed 15 September 2015)

Ms Gan joined the Company in 2006 as a legal officer responsible for the legal compliance office. Ms Gan is now responsible for the overall management of the Sales & Marketing Teams and the Product, Development and Design department. Ms Gan builds, direct and drives the annual strategic sales and marketing plan and implements marketing strategies to identify and develop new customers and business opportunities on a global scale.

Ms Gan graduated with a Bachelor of Laws (Honours) from University of Nottingham in 2003 and was admitted to the Singapore Bar in May 2005. She is a member of the Singapore Academy of Law and a management committee member of the Textile Apparel Fashion Federation Singapore.

GLG Corp Ltd Corporate Governance Statement

Directorships of other listed companies

Directorships of other listed companies held by directors in the 3 years immediately before the end of the financial year are as follows:

Name	Company	Period of directorship
Christopher Chong Meng Tak	Koon Holdings Limited	Since 2003
	ASL Marine Holdings Ltd	Since 2006
	Yingli International Real Estate Ltd	Since 2007
	Singapore O&G Ltd	Since 2015

Former partners of the audit firm

No officer of the Company has been a partner in an audit firm, or a director of an audit company that is an auditor of the Company during the period or was such a partner or director at a time when the audit firm or the audit company undertook an audit of the Company.

Directors’ shareholdings

The following table sets out each director’s relevant interest in shares or options in shares or debentures of the Company or a related body corporate as at the date of this report.

*Directors* Fully Paid Ordinary Shares Number Share options Number	*Directors* Fully Paid Ordinary Shares Number Share options Number	*Directors* Fully Paid Ordinary Shares Number Share options Number
Estina Ang Suan Hong Christopher Chong Meng Tak	54,560,000 160,007	- -

GLG Corp Ltd Directors’ Report

Remuneration of directors and senior management

Information about the remuneration of directors and senior management is set out in the remuneration report of this directors’ report, on pages 19 to 24.

Share options granted to directors and senior management

During and since the end of the financial year no share options (2014: nil) were granted to the directors as part of their remuneration.

Company Secretary

Ms Joanne (Jo) Bourke was appointed as Company Secretary on 5 July 2011. Ms Bourke is a qualified accountant and chartered secretary. Her previous experience includes 5 years in the oil and gas industry and 12 years’ experience in the financial services industry both in Australia and overseas. Ms Bourke has extensive experience in the areas of corporate governance, statutory, regulatory and compliance reporting and activities. Ms Bourke was Company Secretary for ASX listed Elk Petroleum Ltd until December 2011.

Principal Activities

The consolidated entity’s principal activities in the course of the financial year were being a global supplier of knitwear/apparel and supply chain management operations.

Review of Operations

GLG’s net profit decreased 22.04% to US$3,148 thousand, against a net profit of US$4,038 thousand in the previous year. The reduction in net profit was mainly due to lower revenue and a decrease in other income. However the gross profit margin increased to 10.42% compared to 8.62% in the previous year.

GLG’s sales decreased by US$45,767 thousand, or 20.26% to US$180,126 thousand compared to US$225,893 thousand in the previous year. The decline in sales was mainly due to continued weakness in the consumer market and decreased orders from a major customer which closed a significant number of their stores in 2014. The decline from this customer alone accounted for a drop of US$16,325 thousand in GLG’s revenue.

Selling and distribution costs increased by 7.73% to US$1,045 thousand compared to US$970 thousand in the previous year. The increased in the expenses was mainly due to the higher number of samples required for presentation and frequent travel for developing new and existing customers.

Administration expenses decreased 7.65% to US$11,169 thousand compared to US$12,094 thousand in the previous year. This reduction in expenses was achieved through a streamlining of processes, saving in net employee costs and management fees due to the termination of service contracts.

Other expenses increased 19.71% to US$2,514 thousand compared to US$2,100 thousand in the previous year. This was mainly due to an increase in the commitment fees paid to the manufacturer during the reporting period.

Trade and other receivables increased 8.83% to US$85,408 thousand as at 30 June 2015 compared to US$78,476 thousand as at 30 June 2014. The increase was primarily due to an increase in the GLIT receivable. This increase was caused by timing differences due to production delays at the cut off date.

Total current payables and borrowings increased by US$5,980 thousand, or 15.43%, to US$44,726 thousand as at 30 June 2015 compared to US$38,746 thousand as at 30 June 2014. The increase was largely due to new bank borrowings and bills payable.

We believe the cash flows from operations of GLG remains sufficient to meet our working capital requirements, capital expenditures, debt servicing and other funding requirements for the foreseeable future.

GLG Corp Ltd Directors’ Report

Changes in state of affairs

During the financial period 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.

Dividends

In respect of the financial year ended 30 June 2015, the Directors do not recommend the payment of a final dividend and no interim dividend was paid. In respect of the financial year ended 30 June 2014, no dividend was declared.

Subsequent events

There has not been any matter or circumstance occurring subsequent to the end of the financial year that has significantly affected, or may significantly affect, the operations of the consolidated entity, the results of those operations, or the state of the consolidated entity in future financial year.

Future Developments

The consolidated entity is expanding fabric suppliers to include fashion novelty and also to increase the amount of work with outsourced factories. The performance depends on many economic and industry factors. In the opinion of the Directors, it is not possible or appropriate to make a prediction on the future course of markets, performance of the Consolidated Entity’s or the forecast of the likely result of the Consoldiated Entity’s activities.

Environmental Regulation

The consolidated Entity is not subject to any particular or significant environmental regulation.

Shares under option or issued on exercise of options

There are no shares under option or issues on exercise of operations during the year (2014: Nil).

Indemnification of officers and auditors

During the financial year, the Company paid a premium in respect of a contract insuring the directors of the company (as named above), the company secretary, and all executive officers of the company and of any permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium.

The company has not otherwise, during or since the end of the financial year, except to the extent permitted by law, indemnified or agreed to indemnify an officer or auditor of the company or of any related body corporate against a liability incurred as such an officer or auditor.

Directors’ meetings

The following table sets out the number of directors’ meetings (including meetings of committees of directors) held during the financial year and the number of meetings attended by each director (while they were a director or committee member). During the financial year 2 Board meetings, 0 Nomination and Remuneration Committee meeting and 2 Audit Committee meetings were held:

	*Board of*	*directors*	*Nomination &* *remuneration* *committee*	*Auditcommittee*	*Auditcommittee*
*Directors*	*Held*	*Attended*	*Held* *Attended*	*Held*	*Attended*
Estina Ang Suan Hong	2	1	- -	-	-
Christopher Chong Meng Tak	2	2	- -	2	2
Surina Gan Meng Hui	1	-	- -	-	-
Thongviboon	1	1	- -	1	1
Por Khay Ti	2	2	- -	-	-
Shane Hartwig	1	1	- -	1	1

GLG Corp Ltd Directors’ Report

Non-audit services

Details of amounts paid or payable to the auditor for non-audit services provided during the year by the auditor are outlined in Note 28 of the financial report.

The Directors are satisfied that the provision of non-audit services, during the year, by the auditor (or by another person or firm on the auditor’s behalf) is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001.

The Directors are of the opinion that the services as disclosed in Note 28 to the full financial statements do not compromise the external auditors’ independence, based on advice received from the Audit Committee, for the following reasons:

all non-audit services have been reviewed and approved to ensure that they do not impact the integrity and objectivity of the auditor, and
none of the services undermine the general principles relating to auditor independence as set out in Code of Conduct APES 110 Code of Ethics for Professional Accountants issued by the Accounting Professional & Ethical Standards Board, including reviewing or auditing the auditor’s own work, acting in a management or decision-making capacity for the Company, acting as advocate for the Company or jointly sharing economic risks and rewards.

Auditor’s independence declaration

The auditor’s independence declaration is included on page 26 of the annual report.

Rounding off of amounts

The Company is a company of the kind referred to in ASIC Class Order 98/0100, dated 10 July 1998, and in accordance with that Class Order amounts in the Directors’ report and the financial report are rounded off to the nearest thousand dollars, unless otherwise indicated.

All amounts are presented in US dollars, unless otherwise noted.

GLG Corp Ltd Directors’ Report

Remuneration Report (audited)

This Remuneration report, which forms part of the Directors’ report, sets out information about the remuneration of GLG’s directors and its senior management for the financial year ended 30 June 2015. The prescribed details for each person covered by this report are detailed below under the following headings:

director and senior management details
remuneration policy
relationship between the remuneration policy and company performance
remuneration of directors and senior management.
key terms of employment contracts

Director and senior management details

The following persons acted as directors of the Company during or since the end of the financial year:

Estina Ang Suan Hong (Executive Chairman and Chief Executive Officer)
Christopher Chong Meng Tak (Lead Independent Director)
Surina Gan Meng Hui (Director and Chief Operating Officer/Non-Executive Director) (retired 31 Oct 2014)
Thongviboon (Independent Director) (retired 31 October 2014)
Shane Hartwig (Independent Director) (appointed 2 December 2014)
Por Khay Ti (Executive Director) (appointed 1 July 2015 and resigned 3 August 2015)

The term ‘senior management’ is used in this remuneration report to refer to the following persons. Except as noted, the named persons held their current position for the whole of the financial year and since the end of the financial year:

Felicia Gan Peiling (Senior Vice President - Retail) – appointed as an Executive Director 15 September 2015
Timothy Ngui (Chief Information Officer – appointed 1 February 2014)
Susan Yong (Executive Vice President – Sales appointed 1 November 2013)

Remuneration policy

The remuneration for Key Management Personnel is determined as follows:

For the Executive Chairman, Chief Executive Officer, by the Nominations and Remuneration Committees and by the Board and with a view to attract, retain and develop appropriately skilled people. Remuneration is reviewed on an annual basis having regard to personal and corporate performance and relevant comparative information.
The remuneration of non-executive directors may not exceed in aggregate in any financial period the amount fixed by the Company at the general meeting.
For executives the Nomination and Remuneration Committee reviews remuneration policies and practices and makes recommendations to the Board regarding their approval. Remuneration is reviewed on an annual basis having regard to personal and corporate performance and relevant comparative information.

Relationship between the remuneration policy and company performance

The tables below set out summary information about the consolidated entity’s earnings and movements in shareholder wealth for the five years to June 2015:

Revenue from all sources	30 June 2015 US$’000 30 June 2014 US$’000 30 June 2013 US$’000 30 June 2012 US$’000 180,343 226,718 230,884 237,891	30 June 2015 US$’000 30 June 2014 US$’000 30 June 2013 US$’000 30 June 2012 US$’000 180,343 226,718 230,884 237,891	30 June 2015 US$’000 30 June 2014 US$’000 30 June 2013 US$’000 30 June 2012 US$’000 180,343 226,718 230,884 237,891	30 June 2015 US$’000 30 June 2014 US$’000 30 June 2013 US$’000 30 June 2012 US$’000 180,343 226,718 230,884 237,891	30 June 2011 US$’000 239,969
Net profit before tax	3,865	4,681	3,592	8,051	3,606
Net profit after
tax	3,148	4,038	3,115	7,524	2,705

GLG Corp Ltd Directors’ Report

Relationship between the remuneration policy and company performance (cont’d)

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----- Start of picture text -----

30 June 30 June 30 June 30 June 30 June
2015 2014 2013 2012 2011
Share price at
start of year $0.24 $0.28 $0.21 $0.24 $0.28
Share price at
end of year $0.18 $0.24 $0.28 $0.21 $0.24
Final Dividend
- - - - -
(unfranked)
Basic earnings
per share 4.25 cps 5.45 cps 4.20 cps 10.15 cps 3.65 cps
Diluted earnings
per share 4.25 cps 5.45 cps 4.20 cps 10.15 cps 3.65 cps
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GLG Corp Ltd employees may be entitled to receive a discretionary bonus, as set and agreed by senior management and / or the Nomination and Remuneration Committee.These bonuses are accrued prior to year end based on the expected bonuses to be paid, however the amounts may not be finalized or paid until a future date that is not necessarily within 12 months of balance date. As a result, there is a difference in timing of the accrual of the bonus and the timing of the payment of the bonus.

Remuneration of directors and senior management

Each executive director of the Company has entered into an Executive Service Agreement with Ghim Li Global Pte Ltd, a major subsidiary of GLG. They are not remunerated separately for being a director or executive of the Company or other operating entities. Under their respective terms of engagement, all executives, with the exception of Ms Surina Gan Meng Hui:

commenced their terms as an executive of Ghim Li Global Pte Ltd for a 3 year term, and thereafter their engagement automatically continues from year to year, unless their Executive Service Agreement is terminated;
are covenanted to not compete against GLG’s operations for a period of 12 months after cessation of employment with GLG;
agree that either party may terminate their Executive Service Agreement by giving 3 months written notice. In addition, Ghim Li Global Pte Ltd may without prior notice terminate their Service Agreements under certain conditions, for example, if the executive commits a serious breach of his or her obligations, or is guilty of grave misconduct in the discharge of his or her duties, or becomes bankrupt.

The service agreements contain otherwise standard terms, including with regard to each executive’s duties, GLG owns any intellectual property created by its executives, confidentiality, entitlements to minor benefits in addition to their remuneration, and devoting substantially the whole of their time and attention during business hours to the discharge of their duties.

Each executive director receives a salary per annum. They may also be entitled to an annual bonus determined by the Nomination and Remuneration Committee, in its absolute discretion.

Each of the key managers have entered into a service agreement with Ghim Li Global Pte Ltd, the general terms of which are not materially different to those of the executive directors described above.

Each key manager receives a salary per annum, reviewed by the Chief Executive Officer annually with reference to the progress of GLG. Each may also be entitled to an annual bonus determined by the Chief Executive Officer, reviewed by the Nomination and Remuneration Committee, and approved by the Board taking into account overall management performance and the Company’s profit for the year.

GLG Corp Ltd Directors’ Report

Elements of Key Management Personnel remuneration

Remuneration packages contain the following key elements:

(a) Short-term employment benefits – salaries/fees, bonuses; and
(b) Post-employment benefits

Remuneration of directors and senior management

2015	Short term employment benefits Post- employment benefits super - annuation Other long term employee benefits Share based payments, options &rights Total
	Salary & fees US$ Bonus US$ Non- monetary US$ Other US$ US$ US$ US$ US$
Directors
Estina Ang Suan Hong 1	465,921 73,910 - - 5,134 - - 544,965
Christopher Chong Meng Tak	42,168 - - - - - - 42,168
Surina Gan Meng Hui 1	11,051 - - - - - - 11,051
Por Khay Ti 2	230,654 22,173 - - 3,564 - - 256,391
Shane Hartwig 3	18,364 - - - - - - 18,364
Thongviboon 4	9,209 - - - - - - 9,209
	777,367 96,083 - - 8,698 - - 882,148
Executives
Felicia Gan Peiling 5	115,030 10,200 - - 9,338 - - 134,568
Timothy Ngui	76,393 6,008 - - 8,625 - - 91,026
Susan Yong	149,926 22,173 - - 7,395 - - 179,494
	341,349 38,381 - - 25,358 - - 405,088
Total	1,118,716 134,464 - - 34,056 - - 1,287,236

Estina Ang Suan Hong and Surina Gan Meng Hui (resigned as an Executive 21 October 2013) are both Directors and Executives of GLG Corp Ltd. Estina Ang Suan Hong acts as the Chief Executive Officer; Surina Gan Meng Hui retired as non executive director on 31 October 2014.
Por Khay Ti appointed as director and executive on 1 July 2014 and resigned 3 August 2015.
Share Hartwig appointed as director on 2 December 2014.
Thongviboon retired on 31 October 2014.
Felicia Gan appointed as an Executive Director on 15 September 2015.

GLG Corp Ltd Directors’ Report

Remuneration of directors and senior management (cont’d)

2014	Short term employment benefits Post- employment benefits super - annuation Other long term employee benefits Share based payments, options &rights Total Salary & fees US$ Bonus US$ Non- monetary US$ Other US$ US$ US$ US$ US$
Directors
Estina Ang Suan Hong 1	478,853 72,876 - - 6,238 - - 557,967
Christopher Chong Meng Tak	45,611 - - - - - - 45,611
Ernest Seow Teng Peng	21,034 - - - - - - 21,034
Yong Yin Min	73,029 10,894 - - 2,494 - - 86,417
Surina Gan Meng Hui 1	81,818 - - - 2,526 - - 84,344
Thongviboon	27,367 - - - - - - 27,367
	727,712 83,770 - - 11,258 - - 822,740
Executives	97,514 130,979 - - 9,734 - - 238,227 71,648 172,776 - - 9,349 - - 253,773 147,471 13,267 - - 7,823 - - 168,561 316,633 317,022 - - 26,906 - - 660,561 1,044,345 400,792 - - 38,164 - - 1,483,301
Felicia Gan Peiling
Timothy Ngui 2
Susan Yong 6

Total

Estina Ang Suan Hong and Surina Gan Meng Hui (resigned as an Executive 21 October 2013) are both Directors and Executives of GLG Corp Ltd. Estina Ang Suan Hong acts as the Chief Executive Officer; Surina Gan Meng Hui was the Chief Operating Officer.
Timothy Ngui appointed as Chief Information Officer on 1 February 2013. The remuneration disclosed is for the financial year. 3. Ernest Seow Teng Peng retired on 29 November 2013.
Yong Yin Min resigned on 8 May 2014.
Susan Yong appointed as Executive Vice President – Sales on 1 November 2013. The remuneration disclosed is for the financial year.
Felicia Gan appointed as director on 15 September 2015.

The relative proportions of those elements of remuneration of key management personnel that are linked to performance:

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Fixed remuneration Remuneration linked to performance
Directors 2015 2014 2015 2014
Estina Ang Suan Hong 86.3% 86.8% 13.7% 13.2%
Christopher Chong Meng Tak 100% 100% - -
Surina Gan Meng Hui 100% 100% - -
Por Khay Ti 91.2% 8.8%
Shane Hartwig 100% - - -
Thongviboon 100% - - -
Executives
Felicia Gan Peiling 91.9% 42.7% 8.1% 57.3%
Timothy Ngui 92.7% 29.3% 7.3% 70.7%
Susan Yong 87.6% 92.1% 12.4% 7.9%
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GLG Corp Ltd Directors’ Report

Bonuses payment as compensation for the current financial year

Cash Bonuses

Madam Estina Ang Suan Hong was granted a cash bonus of US$73,910 during the financial year ended 30 June 2015. The cash bonus was given for her stewardship as Chief Executive Officer on the company’s overall performance.

Mr Por Khay Ti was granted a cash bonus of US$22,173 during the financial year ended 30 June 2015. The cash bonus was given for his contribution as Executive Director on the company’s overall performance.

Ms Felicia Gan Peiling was granted a cash bonus of US$10,200 during the financial year ended 30 June 2015. The cash bonus was given for her contribution as Senior Vice President, Business Development for on-going business development and management of legal matters.

Mr Timothy Ngui was granted a cash bonus of US$6,008 during the financial year ended 30 June 2015. The cash bonus was given for his contribution as Chief Information Officer on the improvement to Workforce Efficiency, Cost Savings and Process Automation through application of Information Technology Systems and Group Human Resource Management.

Ms Susan Yong was granted a cash bonus of US$22,173 during the financial year ended 30 June 2015. The cash bonus was given for her contribution as Executive Vice President Operations for her achievements in operational efficiencies and overall cost reduction.

Loans to Key Management Personnel

The Group has not provided any loans to key management personnel.

Other transactions with Key Management Personnel in the Group

There have been no other transactions between the Group and key management personnel.

Key Management Personnel equity holdings

Fully paid ordinary shares of GLG Corp Ltd

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Granted as Balance at
Balance compensation Net other resignation Balance
at 1 July change date at 30 June
No. No. No. No. No.
2015
Estina Ang Suan Hong 54,560,003 - 3 - 54,560,000
Christopher Chong Meng Tak 160,007 - - - 160,007
2014
Estina Ang Suan Hong 54,560,003 - - - 54,560,003
Christopher Chong Meng Tak 160,007 - - - 160,007
Ernest Seow Teng Peng 99,999 - - - 99,999
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GLG Corp Ltd Directors’ Report

Key terms of employment contract

A summary of the key term of employment are set out below:

Position	Keyterm of service agreements	Keyterm of service agreements
Chief Executive Officer	·	Base salary: US$465,921 excluding superannuation. The
		contract entered for remuneration pay in Singapore Dollars.
	·	Term: 3 years
	·	Base remuneration: Reviewed annually by the Nomination and
		Remuneration Committee.
	·	Bonus entitlements: Determined annually by the Nomination
		and Remuneration Committee.
	·	Termination notice period: 6 months’ notice or without notice
		in the event of serious misconduct.
	·	Termination payment: in lieu of notice
	·	Restraint and confidentiality provisions.
Executive Director	·	Base salary: US$230,654 excluding superannuation. The
		contract entered for the remuneration pay in Singapore Dollars.
	·	Term: 3 years
	·	Base remuneration: Reviewed annually by the Nomination and
		Remuneration Committee.
	·	Bonus entitlements: Determined annually by the Nomination
		and Remuneration Committee.
	·	Termination notice period: 3 months’ notice or without notice
		in the event of serious misconduct.
	·	Termination payment: in lieu of notice
	·	Restraint and confidentiality provisions.
Senior Management	·	Base salary: refer to remuneration of directors and senior
		management for individual’s salary
	·	Term: no fixed term
	·	Base remuneration: Reviewed annually by the Nomination and
		Remuneration Committee.
	·	Bonus entitlements: Determined annually by the Nomination
		and Remuneration Committee.
	·	Termination notice period: one month’ notice or without notice
		in the event of serious misconduct.
	·	Termination payment: in lieu of notice
	·	Restraint and confidentiality provisions.

This concludes the Remuneration Report, which has been audited.

GLG Corp Ltd Directors’ Report

The Directors’ report is signed in accordance with a resolution of the Directors made pursuant to s.298 (2) of the Corporations Act 2001.

On the behalf of the Director

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Deloitte Touche Tohmatsu ABN 74 490 121 060

The Board of Directors GLG Corp Ltd Level 40 100 Miller Street NORTH SYDNEY NSW 2060

Level 8 22 Elizabeth Street Hobart TAS 7000 GPO Box 777 Hobart TAS 7001 Australia

Tel: +61 3 6237 7000 Fax: +61 3 6237 7001 www.deloitte.com.au

30 September 2015

Dear Board Members

GLG Corp Ltd

In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of GLG Corp Ltd.

As lead audit partner for the audit of the financial statements of GLG Corp Ltd for the financial year ended 30 June 2015, I declare that to the best of my knowledge and belief, there have been no contraventions of:

(i) the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii) any applicable code of professional conduct in relation to the audit.

Yours sincerely

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DELOITTE TOUCHE TOHMATSU

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AM Paynter Partner Chartered Accountants

Liability limited by a scheme approved under Professional Standards Legislation. Member of Deloitte Touche Tohmatsu Limited

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Deloitte Touche Tohmatsu ABN 74 490 121 060

Level 8 22 Elizabeth Street Hobart TAS 7000 GPO Box 777 Hobart TAS 7001 Australia

Tel: +61 3 6237 7000 Fax: +61 3 6237 7001 www.deloitte.com.au

Independent Auditor’s Report to the members of GLG Corp Ltd

Report on the Financial Report

We have audited the accompanying financial report of GLG Corp Ltd, which comprises the consolidated statement of financial position as at 30 June 2015, the consolidated of statement profit or loss and other comprehensive income, the consolidated statement of cash flows and the consolidated statement of changes in equity for the year ended on that date, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration of the consolidated entity, comprising the company and the entities it controlled at the year’s end or from time to time during the financial year as set out on pages 29 to 69.

Directors’ Responsibility for the Financial Report

The directors of the company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. In Note 2, the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements , that the consolidated financial statements comply with International Financial Reporting Standards.

Auditor’s Responsibility

Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control, relevant to the company’s preparation of the financial report that gives a true and fair view, in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion

Liability limited by a scheme approved under Professional Standards Legislation. Member of Deloitte Touche Tohmatsu Limited

Auditor’s Independence Declaration

In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001 . We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of GLG Corp Ltd, would be in the same terms if given to the directors as at the time of this auditor’s report.

Opinion

In our opinion:

(a) the financial report of GLG Corp Ltd is in accordance with the Corporations Act 2001 , including:
(i) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2015 and of its performance for the year ended on that date; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001 ; and
(b) the consolidated financial statements also comply with International Financial Reporting Standards as disclosed in Note 2.

Report on the Remuneration Report

We have audited the Remuneration Report included in pages 19 to 24 of the directors’ report for the year ended 30 June 2015. The directors of the company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

Opinion

In our opinion the Remuneration Report of GLG Corp Ltd for the year ended 30 June 2015, complies with section 300A of the Corporations Act 2001 .

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DELOITTE TOUCHE TOHMATSU

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AM Paynter Partner Chartered Accountants Hobart, 30 September 2015

GLG Corp Ltd Directors’ declaration

Directors’ declaration

The Directors declare that:

(a) 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;
(b) in the Directors’ opinion, the attached financial statements are in compliance with International Financial Reporting Standards, as stated in note 2 to the financial statements;
(c) in the Directors’ opinion, the attached financial statements and notes thereto are in accordance with the Corporations Act 2001, including compliance with accounting standards and giving a true and fair view of the financial position and performance of the consolidated entity; and
(c) the Directors have been given the declarations required by s.295A of the Corporations Act 2001.

Signed in accordance with a resolution of the Directors made pursuant to s.295(5) of the Corporations Act 2001.

On the behalf of the Director

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GLG Corp Ltd Index to the financial report

Index to the financial report

Contents	Contents	Page
Consolidated Statement of profit or loss and other comprehensive income		31
Consolidated Statement of financial position		32
Consolidated Statement of changes in equity		33
Consolidated Statement of cash flows		34
Note to the financial statements
1	General information	35
2	Significant accounting policies	35
3	Critical accounting judgments and key sources of estimation uncertainty	45
4	Segment information	45
5	Revenue	45
6	Finance costs	46
7	Profit for the year before income tax expense	46
8	Income taxes	47
9	Trade and other receivables	49
10	Other financial assets	50
11	Investments accounted for using the equity method	51
12	Property, plant and equipment	52
13	Other Assets	53
14	Trade and other payables	53
15	Borrowings	53
16	Issued capital	54
17	Retained earnings	55
18	Earnings per share	55
19	Commitments for expenditure	56
20	Contingent liabilities	56
21	Leases	57
22	Subsidiaries	58
23	Notes to the cash flow statement	58
24	Financial instruments	59
25	Key management personnel compensation	66
26	Related party transactions	67
27	Economic dependency	67
28	Remuneration of auditors	68
29	Parent entity disclosures	68
30	Subsequent events	69
Additional Australian Securities Exchange information		70

GLG Corp Ltd Consolidated statement of profit or loss and other comprehensive income

Consolidated Statement of profit or loss and other comprehensive income for the financial year ended 30 June 2015

Note Revenue 5 Cost of sales Gross profit Other revenue Other income 5 5 Distribution expenses Administration expenses Finance costs 6 Other expenses Profit before income tax expense Income tax expense 8 Profit for the year Other comprehensive income Total comprehensive income for the year Earnings per share: Basic (cents per share) 18 Diluted (cents per share) 18	Consolidated
	2015 US$’000 2014 US$’000
	180,126 225,893 (161,358) (206,416)
	18,768 19,477
	142 75 424 401 (1,045) (970) (11,169) (12,094) (392) (457) (2,514) (2,100)
	3,865 4,681 (717) (643)
	3,148 4,038 - - 3,148 4,038
	4.25 5.45 4.25 5.45

Notes to the financial statements are included on page 35 to 69

GLG Corp Ltd Consolidated statement of financial position

Consolidated Statement of financial position as at 30 June 2015

Current assets Cash and cash equivalents Trade and other receivables Inventory Other assets Other financial assets Total current assets Non-current assets Other financial assets Investments accounted for using the equity method Property, plant and equipment Total non-current assets Total assets Current liabilities Trade and other payables Borrowings Current tax liabilities Total current liabilities Non-current liabilities Borrowings Deferred tax liabilities Total non-current liabilities Total liabilities Net assets Equity Issued capital Retained earnings Total equity	Note 23(a) 9 13 10 10 11 12 14 15 8(b) 15 8(c) 16 17	Consolidated
		2015 US$’000 2014 US$’000
		10,831 8,221 85,408 78,476 114 260 180 170 344 344
		96,877 87,471
		2,333 2,480 - - 2,393 2,545
		4,726 5,025
		101,603 92,496
		2,913 2,479 41,813 36,267 949 1,063
		45,675 39,809
		64 141 257 87
		321 228
		45,996 40,037
		55,607 52,459
		10,322 10,322 45,285 42,137
		55,607 52,459

Notes to the financial statements are included on pages 35 to 69

GLG Corp Ltd Consolidated statement of changes in equity

Consolidated Statement of changes in equity for the financial year ended 30 June 2015

Note Consolidated Balance at 1 July 2013 Profit for the year Other comprehensive income for the year Total comprehensive income for the year Balance at 30 June 2014 Balance at 1 July 2014 Profit for the year Other comprehensive income for the year Total comprehensive income for the year Balance at 30 June 2015	Issued Capital Retained Earnings Total US$’000 US$’000 US$’000
	10,322 38,099 48,421 - 4,038 4,038 - - -
	- 4,038 4,038
	10,322 42,137 52,459
	10,322 42,137 52,459 - 3,148 3,148 - - -
	- 3,148 3,148
	10,322 45,285 55,607

Notes to the financial statements are included on pages 35 to 69

GLG Corp Ltd Consolidated statement of cash flows

Consolidated Statement of cash flows

for the financial year ended 30 June 2015

Cash flows from operating activities Receipts from customers Payments to suppliers and employees Interest and other costs of finance paid Income tax paid Net cash provided by/ (used in) operating activities Cash flows from investing activities Proceeds from sales of property, plant and equipment Payment for property, plant and equipment Net cash used in investing activities Cash flows from financing activities (Repayment of)/proceeds from borrowings Repayment from/(amounts advanced to) related parties (Amounts advanced to) /received from other parties Net cash (used in)/ provided by financing activities Net increase in cash and cash equivalents Cash and cash equivalents at the beginning of the financial year Cash and cash equivalents at the end of the financial year	Note 23(c) 23(a)	Consolidated
		2015 US$’000 2014 US$’000
		188,515 221,429 (175,419) (222,457) (206) (268) (662) (509)
		12,228 (1,805)
		13 38 (144) (788)
		(131) (750)
		5,470 (3,617) 169 (266) (15,126) 9,280
		(9,487) 5,397
		2,610 2,842 8,221 5,379
		10,831 8,221

Notes to the financial statements are included on pages 35 to 69

GLG Corp Ltd Notes to the financial report

Notes to the financial report

1. General information

GLG Corp Ltd (the Company) is a public company listed on the Australian Securities Exchange (ASX: GLE), incorporated in Australia and operating in Asia.

GLG Corp Ltd.’s registered office and principal place of business are as follows:

Registered office Principal place of business L40 100 Miller St 21 Jalan Mesin, North Sydney NSW 2060 Singapore 368819 Australia

The entity’s principal activities are the global supply of knitwear/apparel and supply chain management operations.

2. Significant accounting policies

Statement of compliance

The financial report is a general purpose financial report which has been prepared in accordance with the Corporations Act 2001, Accounting Standards and Interpretations, and complies with other requirements of the law. The financial report comprises the consolidated financial statements of the Group. For the purposes of preparing the consolidated financial statement, the company is a for-profit entity.

Accounting Standards include Australian Accounting Standards. Compliance with the Australian Accounting Standards ensures that the financial statements and notes of the Group comply with International Financial Reporting Standards (‘IFRS’).

The financial statements were authorised for issue by the Directors on 30 September 2015.

Basis of preparation

The financial report has been prepared on the basis of historical cost, except for financial instruments. Cost is based on the fair values of the consideration given in exchange for assets. All amounts are presented in US dollars, unless otherwise noted.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these consolidated financial statements is determined on such a basis, except for share-based payment transactions that are within the scope of AASB 2, leasing transactions that are within the scope of AASB 117, and measurements that have some similarities to fair value but are not fair value, such as net realisable value in AASB 102 ‘Inventories’ or value in use in AASB 136 ‘Impairment of Assets’.

In addition, for financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:

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

The Company is a company of the kind referred to in ASIC Class Order 98/100, dated 10 July 1998, and in accordance with that Class Order amounts in the financial report are rounded off to the nearest thousand dollars, unless otherwise indicated.

GLG Corp Ltd Notes to the financial report

2. Significant accounting policies (cont’d)

Adoption of new and revised Accounting Standards

In the current year, the Company has adopted all of the new and revised Standards and Interpretations issued by the Australian Accounting Standards Board (the AASB) that are relevant to its operations and effective for the current annual reporting period. Details of the impact of the adoption of these new accounting standards are set out in the individual accounting policy notes set out below.

New and revised Standards and Interpretations effective for the current period that are relevant to the Company include:

AASB 2012-3 Amendments to Australian Accounting Standards – Offsetting Financial Assets and Financial Liabilities (Amendments to AASB 132)
AASB2013-3 Amendments to AASB 136 – Recoverable Amount Disclosures for Non-Financial Assets
AASB 2013-4 Amendments to Australian Accounting Standards – Novation of Derivatives and Continuation of Hedge Accounting
AASB2014-1 Amendments to Australian Accounting Standards (Part A: Annual Improvements 20102012 and 2011-2013 Cycles)
AASB 1031 Materiality, AASB 2013-9 Amendments to Australian Accounting Standards – Conceptual Framework, Materiality and Financial Instruments (Part B: Materiality), AASB 2014-1 Amendments to Australian Accounting Standards (Part C: Materiality)

There are no new and revised Standards and Interpretations adopted in these financial statements affecting the reporting results or the financial position.

Standards and Interpretations issued not yet effective

At the date of authorisation of the financial report, a number of Standards and Interpretations were in issue but not yet effective.

Standard/Interpretation	Effective for annual reporting periods beginning on or after	Expected to be initially applied in the financial year ending
AASB 9 Financial Instruments (December 2009),	1 January 2018	30 June 2019
AASB 2009-11 Amendments to Australian Accounting
Standards arising from AASB 9, AASB 2010-7
Amendments to Australian Accounting Standards
arising from AASB 9 (December 2010)
2014-5 Amendments to Australian Accounting
Standards arising from Annual Improvements 2009-
2012 Cycle
AASB 2014-4 Amendments to Australian Accounting	1 January 2016	30 June 2017
Standards – Clarification of Acceptable Methods of
Depreciation and Amortisation
AASB 2014-9 Amendments to Australian Accounting	1 January 2016	30 June 2017
Standards – Equity Method in Separate Financial
Statements
AASB 2015-1 Amendments to Australian Accounting
Standards – Annual improvements to Australian	1 January 2016	30 June 2017
Accounting Standards 2012-2014 Cycle
AASB 2015-3 Amendments to Australian Accounting
Standards arising from the Withdrawal of AASB	1 July 2015	30 June 2016
1031 Materiality
AASB 15 ‘Revenue from Contracts with	1 January 2017	30 June 2018
Customers’ and AASB 2014-5 ‘Amendments to
Australian Accounting Standards arising from
AASB 15’

GLG Corp Ltd Notes to the financial report

2. Significant accounting policies (cont’d)

(a) Basis of consolidation

The consolidated financial statements include the information and results of each subsidiary from the date on which the Company obtains control and until such time as the Company ceases to control such entity. Control is achieved when the company:

has power over the investee;
is exposed, or has the rights, to variable returns from its involvement with the investee; and
has the ability to use its power to affect its returns.

Total comprehensive income of subsidiaries is attributed to the owners of the Company.

In preparing the consolidated financial statements, all intercompany balances and transactions, and unrealised profits arising within the consolidated entity are eliminated in full.

A list of subsidiaries appears in note 23 to the financial statements. Consistent accounting policies are employed in the preparation and presentation of the consolidated financial statements.

(b) Business combinations

The acquisition method of accounting is used to account for business combinations by the Group.

The consideration transferred for the acquisition of a subsidiary comprises the fair value of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The consideration transferred also includes the fair value of any contingent consideration arrangement and the fair value of any pre-existing equity interest in the subsidiary.

Acquisition-related costs are expensed as incurred.

Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with limited exceptions, measured initially at their fair values at the acquisition date.

When a change in the Group ownership interest in a subsidiary results in a loss of control over the subsidiary, the assets and liabilities of the subsidiary including any goodwill are derecognised. Amounts previously recognised in other comprehensive income in respect of that entity are also reclassified to profit or loss or transferred directly to retained earnings if required by a specific Standard.

Any retained equity interest in the entity is remeasured at fair value. The difference between the carrying amount of the retained interest at the date when control is lost and its fair value is recognised in profit or loss.

GLG Corp Ltd Notes to the financial report

2. Significant accounting policies (cont’d)

(c) Foreign currency

The individual financial statements of each group entity are presented in its functional currency being the currency of the primary economic environment in which the entity operates. For the purpose of the consolidated financial statements, the results and financial position of each entity are expressed in United States dollars, which is the functional currency of GLG Corp Ltd and the presentation currency for the consolidated financial statements. All subsidiaries of GLG Corp Ltd have functional currency of United States dollars.

In preparing the financial statements of the individual entities, transactions in currencies other than the entity’s functional currency are recorded at the rates of exchange prevailing on the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at the end of each reporting period.

Exchange differences are recognised in 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, which are included in the cost of those assets where they are regarded as an adjustment to interest costs on foreign currency borrowings (refer note 2 (k));
(ii) exchange differences on transactions entered into in order to hedge certain foreign currency risks; and
(iii) exchange differences on monetary items receivable from or payable to a foreign operation for which settlement is neither planned or likely to occur, which form part of the net investment in a foreign operation, and which are recognised in the foreign currency translation reserve and recognised in profit or loss on disposal of the net investment.

(d) 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 cash flow statement 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 within operating cash flows.

GLG Corp Ltd Notes to the financial report

2. Significant accounting policies (cont’d)

(e) Revenue recognition

Revenue is measured at the fair value of the consideration received or receivable. Revenue is reduced for estimated customer returns, stock rotation, price protection, rebates and other similar allowances.

Sale of goods

Revenue from the sale of goods is recognised when the goods are delivered to buyers’ forwarders which is taken to be the point in time when the buyers have accepted the goods and the related risks and rewards of ownership.

Rendering of services

Rendering of services is commission income recognised upon completion of services rendered to fabric suppliers and garments manufacturers.

Dividend and interest revenue

Dividend revenue is recognised on a receivable basis. Interest revenue is recognised on a time proportionate basis that takes into account the effective yield on the financial asset.

(f) Income tax Current tax

Current tax is calculated by reference to the amount of income taxes payable or recoverable in respect of the taxable profit or tax loss for the period. It is calculated using tax rates and tax laws that have been enacted or substantively enacted by reporting date. Current tax for current and prior periods is recognised as a liability (or asset) to the extent that it is unpaid (or refundable).

Deferred tax

Deferred tax is accounted for using the comprehensive balance sheet liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax base of those items. In principle, deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised to the extent that it is probable that sufficient taxable profits will be available against which deductible temporary differences or unused tax losses and tax offsets can be utilised. However, deferred tax assets and liabilities are not recognised if the temporary differences giving rise to them arise from the initial recognition of assets and liabilities (other than as a result of a business combination) which affects neither taxable income nor accounting profit. Furthermore, a deferred tax liability is not recognised in relation to taxable temporary differences arising from goodwill.

Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries, branches and joint ventures except where the consolidated entity is able to control the reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with these investments and interests are only recognised to the extent that it is probable that there will be sufficient taxable profits against which to utilise the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period(s) when the asset and liability giving rise to them are realised or settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by reporting date. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the consolidated entity expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.

Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the Company/consolidated entity intends to settle its current tax assets and liabilities on a net basis.

GLG Corp Ltd Notes to the financial report

2. Significant accounting policies (cont’d)

(f) Income tax(cont’d)

Current and deferred tax for the period

Current and deferred tax is recognised as an expense or income in Consolidated Statement of Comprehensive Income, except when it relates to items credited or debited directly to equity, in which case the deferred tax is also recognised directly in equity, in which case the current and deferred tax are also recognised in other comprehensive income or directly in equity respectively. Where the current or deferred tax arises from the initial accounting for a business combination, the tax effect is included in the accounting for the business combination.

(g) Cash and cash equivalents

Cash comprise cash on hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash, which are subject to an insignificant risk of changes in value and have a maturity of three months or less at the date of acquisition.

Bank overdrafts are shown within borrowings in current liabilities in the balance sheet.

(h) Financial assets

Investments are recognised and derecognised on trade date where the purchase or sale of an investment is under a contract whose terms require delivery of the investment within the timeframe established by the market concerned, and are initially measured at fair value, net of transaction costs except for those financial assets classified as at fair value through profit or loss which are initially measured at fair value.

Subsequent to initial recognition, investments in subsidiaries are measured at cost in the Company’s financial statements. Subsequent to initial recognition, investments in associates are accounted for under the equity method in the consolidated financial statements and the cost method in the Company’s financial statements.

Other financial assets are classified into the following specified categories: financial assets ‘at fair value through profit or loss’, ‘held-to-maturity’ investments, ‘available-for-sale’ financial assets, and ‘loans and receivables’. The classification depends on the nature and purpose of the financial assets and is determined at the time of initial recognition.

Effective interest method

The effective interest method is a method of calculating the amortised cost of a financial asset and of allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees on points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial asset, or, where appropriate, a shorter period.

Interest income is recognised on an effective interest rate basis for debt instruments other than those financial assets ‘at fair value through profit or loss’.

Loans and receivables

Trade receivables, loans, and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as ‘loans and receivables’. Loans and receivables are measured at amortised cost using the effective interest method less impairment.

Interest income is recognised by applying the effective interest rate.

GLG Corp Ltd Notes to the financial report

2. Significant accounting policies (cont’d)

(h) Financial assets (cont’d)

Impairment of financial assets

Financial assets, other than those at fair value through profit or loss, are assessed for indicators of impairment at the end of each reporting period. Financial assets are impaired where there is objective evidence that as a result of one or more events that occurred after the initial recognition of the financial asset the estimated future cash flows of the investment have been impacted.

The carrying amount of financial assets including uncollectible trade receivables is reduced by the impairment loss through the use of an allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognized through profit and loss.

For financial assets carried at amortised cost, the amount of the impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate.

Derecognition of financial assets

The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognise the financial assets and also recognises collateralised borrowings for the proceeds received.

(i) Inventories

Inventories are valued at the lower of cost and net realisable value. Costs, including an appropriate portion of fixed and variable overhead expenses, are assigned to inventory on hand by the method most appropriate to each particular class of inventory, valued on a first in first out basis. Net realisable value represents the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.

(j) Property, plant and equipment

Property, plant and equipment held for use in the production or supply of goods or services, or for administrative purposes, are carried in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

Depreciation is provided on property, plant and equipment, including freehold buildings. Depreciation is calculated on a straight line basis so as to write off the net cost or other revalued amount of each asset over its expected useful life to its estimated residual value. Leasehold improvements are depreciated over the period of the lease or estimated useful life, whichever is the shorter, using the straight line method. The estimated useful lives, residual values and depreciation method are reviewed at the end of each annual reporting period. The following estimated useful lives are used in the calculation of depreciation

Leasehold improvements	5-10 years
Plant and equipment	5-10 years
Furniture, fittings and office equipment	3-5 years
Motor vehicles	5-10 years

GLG Corp Ltd Notes to the financial report

2. Significant accounting policies (cont’d)

(k) Impairment of tangible and intangible assets other than goodwill

At the end of each reporting period, the Group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). When it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. When a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual cash-generating units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment at least annually, and whenever there is an indication that the asset may be impaired.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

(l) Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying asset, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

(m) Leased assets

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

Group as lessee

Assets held under finance leases are initially recognised at their fair value or, if lower, at amounts equal to the present value of the minimum lease payments, each determined at the inception of the lease. The corresponding liability to the lessor is included in the Statement of Financial Position as a finance lease obligation . Lease payments are apportioned between finance charges and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly against income.

Finance leased assets are amortised on a straight line basis over the estimated useful life of the asset.

Operating lease payments are recognised as an expense on a straight-line basis over the lease term, except where another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

Lease incentives

In the event that lease incentives are received to enter into operating leases, such incentives are recognised as a liability. The aggregate benefits of incentives are recognised as a reduction of rental expense on a straight-line basis, except where another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

GLG Corp Ltd Notes to the financial report

2. Significant accounting policies (cont’d)

(n) 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 short term employee benefits are measured at their nominal values using the remuneration rate expected to apply at the time of settlement.

Provisions made in respect of long term employee benefits 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.

Defined contribution plans

Contributions to defined contribution superannuation plans are expensed when employees have rendered service entitling them to the contributions.

(o) Provisions

Provisions for warranty costs are recognised at the date of sale of the relevant products, at the Directors’ best estimate of the expenditure required to settle the consolidated entity’s liability.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at reporting date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, the receivable is recognised as an asset if it is virtually certain that recovery will be received and the amount of the receivable can be measured reliably.

Warranties

(p) Financial instruments issued by the Company

Debt and equity instruments

Debt and equity instruments are classified as either liabilities or as equity in accordance with the substance of the contractual arrangement. An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Group are recorded at the proceeds received, net of direct issue costs.

Compound instruments

The component parts of compound instruments are classified separately as liabilities and equity in accordance with the substance of the contractual arrangement. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible debt. This amount is recorded as a liability on an amortised cost basis until extinguished on conversion or upon the instruments reaching maturity. The equity component initially brought to account is determined by deducting the amount of the liability component from the amount of the compound instrument as a whole. This is recognised and included in equity, net of income tax effects and is not subsequently remeasured.

Transaction costs on the issue of equity instruments

Transaction costs arising on the issue of equity instruments are recognised directly in equity as a reduction of the proceeds of the equity instruments to which the costs relate. Transaction costs are the costs that are incurred directly in connection with the issue of those equity instruments and which would not have been incurred had those instruments not been issued.

Interest and dividends

Interest and dividends are classified as expenses or as distributions of profit consistent with the Statement of Financial Position classification of the related debt or equity instruments or component parts of compound instruments.

GLG Corp Ltd Notes to the financial report

2. Significant accounting policies (cont’d)

(p) Financial instruments issued by the Company (cont’d)

Financial liabilities

Financial liabilities are classified as either financial liabilities ‘at fair value through profit or loss’ or other financial liabilities.

Financial liabilities at fair value through profit or loss

Financial liabilities are classified as at fair value through profit or loss where the financial liability is either held for trading or it is designated as at fair value through profit or loss.

A financial liability is held for trading if:

it has been incurred principally for the purpose of repurchasing in the near future; or
it is a part of an identified portfolio of financial instruments that the Group manages together and has a recent actual pattern of short-term profit-taking; or
it is a derivative that is not designated and effective as a hedging instrument.
A financial liability other than a financial liability held for trading is designated as at fair value through profit or loss upon initial recognition if:
such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or
the financial liability forms part of a group of financial assets or financial liabilities or both, which is managed and its performance evaluated on a fair value basis, in accordance with the Group’s documented risk management or investment strategy, and information about the grouping is provided internally on that basis; or it forms part of a contract containing one or more embedded derivatives, and AASB 139 ‘Financial Instruments: Recognition and Measurement’ permits the entire combined contract (asset or liability) to be designated as at fair value through profit or loss.

Financial liabilities at fair value through profit or loss are stated at fair value, with any resultant gain or loss recognised in profit or loss. The net gain or loss recognised in profit or loss incorporates any interest paid on the financial liability. Fair value is determined in the manner described in note 25.

Other financial liabilities

Other financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs.

Other financial liabilities are subsequently measured at amortised cost using the effective interest method, with interest expense recognised on an effective yield basis.

The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or, where appropriate, a shorter period.

(q) Derivative financial instruments

The Group enters into derivative financial instruments to manage its exposure to foreign exchange rate risk, including foreign exchange forward contracts.

Further details of derivative financial instruments disclosed in note 25.

Derivatives are initially recognised at fair value at the date the derivative contract is entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.

Hedge accounting

The Group designates certain hedging instruments, which include derivatives in respect of foreign currency risk. Hedges of foreign exchange risk on firm commitments are accounted for as cash flow hedges. At the inception of the hedge relationship, the entity documents the relationship between the hedging instrument and the hedged item, along with its risk management objectives and its strategy for undertaking various hedge transactions. Furthermore, at the inception of the hedge and on an ongoing basis, the Group documents whether the hedging instrument is highly effective in offsetting changes in fair values or cash flows of the hedged item attributable to the hedged risk.

Note 25 sets out details of the fair values of the derivative instruments used for hedging purposes.

GLG Corp Ltd Notes to the financial report

3. Critical accounting judgements and key sources of estimation uncertainty

In the application of the Group’s accounting policies, which are described in note 2, management is required to make judgments, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstance, the results of which form the basis of making the judgments. Actual results may differ from these estimates.

Receivables

Management refer to the current carrying value of the GLIT receivable (the Company’s primary sourcing partner), the recoverability of the carrying value of this receivable has been based on management’s judgment and based on various underlying assumptions and estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.

Foreign Currency

The Group enters into certain transactions denominated in foreign currencies to manage the risk associated with anticipated garment export transactions. Further details of foreign currency transactions are disclosed in note 25 to the financial statements.

4. Segment information

GLG operates in the apparel industry and reports only one reportable segment under AASB 8 “Operating Segments”.

5. Revenue

Continuing operations Revenue from the sale of goods Revenue from the rendering of services Other income Rental income Interest Income Wage Credit Scheme PIC cash payout Other Total other income	Consolidated
	2015 US$’000 2014 US$’000
	180,126 225,893 142 424
	180,268 226,317
	9 13 12 246 33 29 - 58 21 55
	75 401
	75 401
	180,343 226,718

GLG Corp Ltd Notes to the financial report

6. Finance costs

. Finance costs
Interest on loans Interest on obligations under finance leases Bank charges Total interest expense Line of credit charges and interest	Consolidated
	2015 US$’000 2014 US$’000
	11 11 7 2 179 182
	197 195 195 262
	392 457

7. Profit For The Year Before Income Tax Expense

(Profit)/loss for the year has been arrived at after (crediting)/charging the following gains and losses:

(Gain)/Loss on disposal of property, plant and equipment Allowance written back – doubtful debts Recovered bad debts Net foreign exchange losses/ (gain) Depreciation of non-current assets (Reversal) /Impairment on non-current assets Operating lease rental expenses: Minimum lease payments Employee benefit expense: Post-employment benefits: Defined contribution plans Other employee benefit Total employee benefit expenses Finance lease interest expenses	Consolidated
	2015 US$’000 2014 US$’000
	(4) (20) (9) (46) (213) (43) 44 (31) 263 365 - (20) 1,794 1,250
	464 574 6,904 7,521
	7,368 8,095
	7 2

GLG Corp Ltd Notes to the financial report

8. Income taxes

(a) Income tax recognised in profit or loss

Tax expense comprises: Current tax expense in respect of the current year Deferred tax expense in respect of the current year Adjustments recognised in the current year in relation to the current tax of prior years Total tax expense The prima facie income tax expense on pre-tax accounting profit from operations reconciles to the income tax expense in the financial statements as follows: Profit from operations Income tax expense calculated at 30% Effect of expenses that are not deductible/assessable in determining taxable profit Effect of income not taxable for tax purposes Effect of tax losses not recognised Effects of tax concessions (i) Effects of different tax rates of subsidiaries operating in other jurisdiction Utilisation of tax losses of a related company Other Adjustments recognised in the current year in relation to the current tax of prior years Income tax expense recognised in profit	Consolidated
	2015 US$’000 2014 US$’000
	547 430 57 - 113 213
	717 643

	3,865 4,681 1,160 1,404 192 232 (5) (125) - 32 - (555) (609) (540) (115) -
	623 448 (19) (18)
	604 430 113 213
	717 643

(i) One of the subsidiary companies, Ghim Li Global Pte Ltd was awarded the Global Trader Program status for a period of 5 years from 1 January 2003. The Global Trader Program status was subsequently renewed and extended for another 5 years with effect from 1 July 2012. Subject to the terms and conditions prescribed by the Income Tax Act of Singapore and the Global Trader Program, income derived from qualifying trading transactions is taxed at the concessionary rate of 10%. However, the Global Trader Program status had withdrawn with effective from 1 July 2013.

The tax rate used in the above reconciliation is the corporate tax rate of 30% payable by Australian corporate entities on taxable profits under Australian tax law. There has been no change in the corporate tax rate when compared with the previous reporting period. However, for the purposes of tax reconciliation, certain subsidiaries were operating in Singapore and Hong Kong, in which these entities are taxed at the respective local tax rates.

GLG Corp Ltd Notes to the financial report

8. Income taxes (cont’d)

(b) current tax liabilities

(b) current tax liabilities Current tax liabilities Income tax payable attributable to entities in the consolidated group	Consolidated
	2015 US$’000 2014 US$’000
	949 1,063
	949 1,063

(c) Deferred tax balances

Deferred tax liability arise from the following:

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Consolidated
Charged
Opening Charged to to Acquisitions/ Exchange Changes in Closing
balance income Equity disposals differences tax rate balance
2015 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000
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2015	Consolidated Opening balance Charged to income Charged to Equity Acquisitions/ disposals Exchange differences Changes in tax rate Closing balance US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000
Temporary differences Property, plant and equipment Unused tax loses and other credits: Nil	87 170 - - - - 257
	87 170 - - - - 257
	- - - - - - -
	- - - - - - -
	87 170 - - - - 257

Presented in the statement of financial position as follows: Deferred tax liability

257

2014	Consolidated
	Opening balance Charged to income Charged to Equity Acquisitions/ disposals Exchange differences Changes in tax rate Closing balance
	US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000
Temporary differences Property, plant and equipment Unused tax loses and other credits: Nil	87 - - - - - 87
	87 - - - - - 87
	- - - - - - -
	- - - - - - -
	87 - - - - - 87

Presented in the statement of financial position as follows:

Deferred tax liability

GLG Corp Ltd Notes to the financial report

8. Income taxes (cont’d)

Unrecognised deferred tax assets

The following deferred tax assets have not been brought to account as assets: Tax losses – revenue Temporary differences	Consolidated
	2015 US$’000 2014 US$’000
	- 32 - -
	- 32

Unrecognised taxable temporary differences associated with investments and interests

Taxable temporary differences in relation to investments in subsidiaries, branches and associates and interest in joint ventures for which deferred tax liabilities have not been recognised are attributable to the following: Subsidiaries	Consolidated 2015 US$’000 2014 US$’000
	- -
	- -

The Group has no current intention to dispose of these investments; a deferred tax liability has not been recognised in relation to investments within the tax-consolidated group.

9. Trade and other receivables

Trade receivables Third parties Other party- GLIT group Related Parties Other receivables Other receivables – GLIT Group Allowance for doubtful debts Less: Payable to Related Parties Payable to other party – GLIT group Goods and services tax recoverable	2015 US$’000 2014 US$’000
	20,707 53,267 8,096 984 29,168 37,814 8,263 654 5,000 5,000 (2,351) (2,360)
	85,703 78,539 - (86) (328) -
	85,375 78,453
	33 23
	85,408 78,476

The average credit period on sales of goods and rendering of services is 60 days. No interest is charged on the trade receivables outstanding balance.

Before accepting any new customers, the Group will assess the potential customer’s credit quality and defines credit limits by customers. Limits attributed to customers are reviewed twice a year. More than 80% of the trade receivables that are neither past due nor impaired have the best credit control attributable under management review. Of the trade receivables balance at the end of the year, US$3,577 thousand (2014: US$4,843 thousand) is due from Macy’s the Group’s largest customer.

GLG Corp Ltd Notes to the financial report

9. Trade and other receivables (cont’d)

Age of receivables past due, but not impaired 60 – 90 days 90 – 120 days More than 120 days Total Movement in the allowance for doubtful debts Balance at the beginning of the year Credit to profit or loss Allowance written off during the year Balance at the end of the year*	Consolidated
	2015 US$’000 2014 US$’000
	327 1 - 4 - 42
	327 47
	2,360 2,613 (9) (46) - (207)
	2,351 2,360

*Includes the provision for doubtful debts for trade receivables and other financial assets.

In determining the recoverability of trade receivables, the Group considers any change in the credit quality of the trade receivable from the date credit was initially granted up to the reporting date. The concentration of credit risk is limited due to the customer base being large and unrelated. Accordingly, the Directors believe that there is no further credit provision required in excess of the allowance for doubtful debts.

10. Other financial assets

Other financial assets
Loans carried at amortised cost: Current Loans and receivables – related parties (i)(a) Provision for Non-Repayment Total current other financial assets Non-current Loans and receivables – related parties (i)(b)(c) Total non-current other financial assets	Consolidated
	2015 US$’000 2014 US$’000
	368 368 (24) (24)
	344 344
	2,333 2,480
	2,333 2,480

(i) The loan owed by related party and parent company consists of:

(a) The current non trade receivable owed by third party has a provision for non-recovery in FY2015 of US$24 thousand (FY2014: US$24 thousand).

(b) US$1,871 thousand of rental deposit paid for the 10 years lease rental from Ghim Li Group Pte Ltd (2014: US$1,871 thousand).

(c) US$462 thousand of terms loan repayable over 10 years at fixed interest rate of 2% p.a. commencing January 2014 (2014: US$609 thousand).

GLG Corp Ltd Notes to the financial report

11. Investments accounted for using the equity method

Name of entity *Country of* *incorporation* *Principal activity*	*Ownership interest*
	*2015* % *2014* %
Jointly controlled entities JES Apparel LLC USA Importer of knitwear products	51 51

Summarised financial information in respect of the Group’s jointly controlled entity is set out below:

Financial position: Current assets Current liabilities Net assets Group’s share of jointly controlled entity’s net assets Financial performance: Income Expenses Total loss for investment in joint venture Group’s share of jointly controlled entity’s losses	Consolidated
	2015 US$’000 2014 US$’000
	393 393 (1,879) (1,879)
	(1,486) (1,486)
	(757) (757)
	- - - -
	- - - -

The entity ceased business since 2012 and consolidated entity’s share of losses for 2015 and 2014 was nil. The entity’s cumulative unrecognised share of retained losses is US$694 thousand (2014: US$694 thousand).

GLG Corp Ltd Notes to the financial report

12. Property, plant and equipment

	Consolidated	Consolidated
	Leasehold improvements at cost Plant & Machinery at cost Furniture Fittings and office equipment at cost Motor Vehicles At cost	Total
	US$’000 US$’000 US$’000 US$’000 US$’000
Gross carrying amount Balance at 1 July 2013 Additions Transfer Disposals Balance at 1 July 2014 Additions Disposals Balance at 30 June 2015 Accumulated depreciation Balance at 1 July 2013 Disposals Depreciation expense Transfer Balance at 1 July 2014 Disposals Depreciation expense Balance at 30 June 2015 Impairment Balance at 1 July 2014 (Disposals)/additions Balance at 30 June 2015 Net book value As at 30 June 2014 As at 30June 2015	526 6 3,368 696 4,596 31 - 748 - 779 8 - - - 8 (10) - (23) (167) (200)
	555 6 4,093 529 5,183 49 - 95 - 144 (150) - (162) (28) (340)
	454 6 4,026 501 4,987
	38 6 1,828 491 2,363 (5) - (12) (167) (184) 98 - 165 101 364 1 - - - 1
	132 6 1,981 425 2,544 (79) - (110) (28) (217) 53 - 144 70 267
	106 6 2,015 467 2,594
	57 - 37 - 94 (57) - (37) - (94)
	- - - - -
	366 - 2,075 104 2,545
	348 - 2,011 34 2,393

There was no depreciation during the year that was capitalised as part of the cost of other assets.

GLG Corp Ltd Notes to the financial report

13. Other assets

Current Prepayments

Consolidated	Consolidated
2015	2014
US$’000	US$’000
180	170

14. Trade and other payables

Trade payables (i) Other payables Accruals	Consolidated
	2015 US$’000 2014 US$’000
	281 520 537 176 2,095 1,783
	2,913 2,479

(i) The average credit period on purchases of certain goods is 4 months. No interest is charged on the outstanding balance of trade payables. The Group has financial risk management policies in place to ensure that all payables are paid within the credit time frame.

15. Borrowings

Secured– at amortised cost Current Trust receipts (Gross) (i) (ii) Bills payable (Gross) Finance lease liabilities (Note 22) Bank loan Total current borrowings Non-current Finance lease liabilities (Note 22) Total non-current borrowings Disclosed in the financial statements as: Current borrowings Non-current borrowings	Consolidated
	2015 US$’000 2014 US$’000
	36,307 36,180 3,434 72 - 87 2,000 -
	41,813 36,267 64 141
	64 141
	41,813 36,267 64 141
	41,877 36,408

GLG Corp Ltd Notes to the financial report

15. Borrowings (cont’d)

Summary of borrowing arrangements:

(i) Secured by corporate guarantee from Ghim Li Group Pte Ltd and negative pledge over all assets of Ghim Li Global Pte Ltd.
(ii) Banking relationship: the Group is dependent on bank facilities to support the working capital requirement of its operations. Presently, the bank facilities provided to the Group are uncommitted short term trade financing facilities which are reviewable annually by the banks.

At 30 June 2015 GLG Corp Ltd had financing facilities available of US$119,432 thousand (US$54,696 thousand was used and US$64,736 thousand was unused). This is compared with US$112,268 thousand at 30 June 2014 (US$59,114 thousand was used and US$53,154 thousand was unused). Used financing facilities comprises of Trust Receipts and Bank Loans, which at 30 June 2015 was US$36,307 thousand (2014 US$36,180 thousand) and guarantees arising form letters of credit in force, which was US$13,827 thousand at 30 June 2015 (2014 US$22,934 thousand). GLG believe it continues to have the strong support from main bankers for its working capital and capital expenditure requirements.

The weighted average effective interest rates for bank overdrafts, bills payable and trust receipts at the balance sheet date were as follows:

he balance sheet date were as follows:
	2015	2014
Bank overdrafts	US prime rate	US prime rate
Bank loans	5.00%p.a.	5.00%p.a.
Trust receipts / Bills payable	1.50%-1.89%	0.92%-1.62%
Finance lease liabilities	3.87%p.a.	3.94%p.a.

16. Issued capital 74,100,000 (2014: 74,100,000) fully paid ordinary shares	Consolidated
	2015 US$’000 2014 US$’000
	10,322 10,322

Changes to the then Corporations Law abolished the authorised capital and par value concept in relation to share capital from 1 July 1998. Therefore, the Company does not have a limited amount of authorised capital and issued shares do not have a par value.

Fully paid ordinary shares Balance at beginning of financial year Balance at end of financial year	Consolidated
	No. ’000 2015 US$’000 No. ’000 2014 US$’000
	74,100 10,322 74,100 10,322
	74,100 10,322 74,100 10,322

GLG Corp Ltd Notes to the financial report

17. Retained earnings

Balance at beginning of financial year Net profit attributable to members of the parent entity Balance at end of financial year	Consolidated
	2015 US$’000 2014 US$’000
	42,137 38,099 3,148 4,038
	45,285 42,137

18. Earnings per share

Basic earnings per share: Total basic earnings per share Diluted earnings per share: Total diluted earnings per share	Consolidated
	2015 Cents per share 2014 Cents per share
	4.25 5.45

	4.25 5.45

Basic earnings per share

The earnings and weighted average number of ordinary shares used in the calculation of basic earnings per share are as follows:

Net profit Earnings used in the calculation of basic EPS Weighted average number of ordinary shares for the purposes of basic earnings per share	Consolidated
	2015 US$’000 2014 US$’000
	3,148 4,038
	3,148 4,038
	2015 No.’000 2014 No.’000 74,100 74,100

Diluted earnings per share

The earnings used in the calculation of diluted earnings per share is as follows:

Net profit Earnings used in the calculation of diluted EPS Weighted average number of ordinary shares used in the calculation of basic EPS Weighted average number of ordinary shares used in the calculation of diluted EPS	Consolidated
	2015 US$’000 2014 US$’000
	3,148 4,038
	3,148 4,038
	Consolidated
	2015 No.’000 2014 No.’000
	74,100 74,100
	74,100 74,100

GLG Corp Ltd Notes to the financial report

19. Commitments for expenditure

Lease commitments

Finance lease liabilities and non-cancelable operating lease commitments are disclosed in Note 21 to the financial statements.

20. Contingent liabilities

Continent liabilities
g Guarantees in lieu of commercial and statutory cash deposits (i) Guarantees arising from Letters of Credit in force (ii) Total	Consolidated
	2015 US$’000 2014 US$’000
	- 803 13,827 22,934
	13,827 23,737

(i) The amount disclosed represents the contingent liabilities for the premises rental. The extent to which an outflow of funds will be required is dependent on the future operations of the Group being more or less favourable than currently expected.
(ii) A number of contingent liabilities have arisen as a result of the Group’s letter of credit issued by banks for purchase of goods.

GLG Corp Ltd Notes to the financial report

21. Leases

Finance lease liabilities

Leasing arrangement

The Group leases motor vehicles and office equipment under finance leases expiring from one to five years. All the leases involve lease payments of a fixed base amount. No contingent rentals were paid during the year (2014: nil)

No later than 1 year Later than 1 year and not later than 5 years Later than 5 years Minimum future lease payments Less future finance charges Present value of minimum lease payments* ncluded in the financial statements as (note 15) Current borrowings Non-current borrowings	Minimum future lease payments Consolidated 2015 US$’000 2014 US$’000	Present value of minimum future lease payments Consolidated 2015 US$’000 2014 US$’000
	74 88 68 153 - -	72 87 64 141 - -
	142 241 (6) (14)	136 228 - -
	136 228	136 228
		72 87 64 141
		136 228

Minimum future lease payments include the aggregate of all lease payments and any guaranteed residual.

Operating leases

Leasing arrangement

The Group leases property under operating leases expiring from one to five years. Leases generally provide the Group with a right of renewal, at which time all terms are renegotiated. Operating leases for rental of office will increase every 3 years at the rate of 9%. No contingent rentals were paid during the year (2014: nil). Note 7 shows the expense recognised in the income statement in respect of operating leases. Renewals are at the option of the specific entity that holds the lease.

Non-cancellable operating lease payments

Not longer than 1 year Longer than 1 year and not longer than 5 years Longer than 5 years	Consolidated
	2015 US$’000 2014 US$’000
	1,513 1,527 4,466 4,881 3,402 4,763
	9,381 11,171

GLG Corp Ltd Notes to the financial report

22. Subsidiaries

Name of subsidiary *Country of* *incorporation*	*Ownership interest*
	*2015* % *2014* %
Ghim Li Global Pte Ltd Singapore	100 100
Ghim Li Global International Ltd Hong Kong	100 100
Escala Fashion Pte. Ltd. Singapore	100 100
Ghim Li International (S) Pte Ltd Singapore	100 100
Escala (USA) Inc USA	100 100
Ghim Li Global International (GuangZhou) Ltd China	100 100

23. Notes to the cash flow statement

(a) Reconciliation of cash and cash equivalents

For the purposes of the cash flow statement, cash and cash equivalents includes cash on hand and in banks and investments in money market instruments, net of outstanding bank overdrafts. Cash and cash equivalents at the end of the financial year as shown in the cash flow statement is reconciled to the related items in the balance sheet as follows:

Cash and cash equivalents (b) Financing facilities Unsecured bank overdraft facility, reviewed annually and payable at call: · Amount used · Amount unused Secured bank loan facilities with various maturity dates and which may be extended by mutual agreement: · amount used · amount unused	Consolidated
	2015 US$’000 2014 US$’000
	10,831 8,221
	10,831 8,221
	- - - 150
	- 150
	54,696 59,114 64,736 53,154
	119,432 112,268

GLG Corp Ltd Notes to the financial report

23 Notes to the cash flow statement (cont’d)

(c) Reconciliation of profit for the year to net cash flows from operating activities

Profit for the year Gain/ Loss) on sale or disposal of non-current assets (Reversal)/Impairment expense Depreciation and amortisation of non-current assets Interest Income (Decrease) / Increase in income tax Changes in net assets and liabilities: (Increase)/decrease in assets: Inventories Trade and other receivables Other assets Increase/(decrease) in liabilities: Trade and other payables Net cash provided by/ (used in) operating activities	Consolidated
	2015 US$’000 2014 US$’000
	3,148 4,038 20 (20) - (20) 263 365 (11) (246) 55 134 146 (15) 8,183 (5,012) (10) 115 434 (1,144)
	12,228 (1,805)

24. Financial instruments

(a)

Capital risk management

The Group manages its capital to ensure that entities in the Group will be able to continue as a going concern while maximizing the return to stakeholders through the optimisation of the debt and equity balance. The Group’s overall strategy remains unchanged from 2014.

The capital structure of the Group consists of debt, which includes the borrowings disclosed in note 15 and equity attributable to equity holders of the parent, comprising issued capital and retained earnings as disclosed in notes 16 and 17 respectively.

Operating cash flows are used to maintain and expand the group’s assets, as well as to make the routine outflows of tax and repayment of maturing debt. The Group’s policy is to borrow centrally, using a variety of capital market issues and borrowing facilities, to meet anticipated funding requirements.

GLG Corp Ltd Notes to the financial report

24. Financial instruments (con’t)

Gearing ratio

An integral function of the Group’s Board is risk management. The Board reviews the capital structure on a semi-annual basis.

The gearing ratio at year end was as follows:

The gearing ratio at year end was as follows:
Debt (i) Cash and cash equivalents Net Debt Equity (ii) Net debt to equity ratio	Consolidated
	2015 US$’000 2014 US$’000
	41,877 36,408 (10,831) (8,221)
	31,046 28,187 55,607 52,459 55.83% 53.73%

(i) Debt is defined as long-term and short-term borrowings, as detailed in note 15.

(ii) Equity includes all capital and retained earnings.

(b) Categories of financial instruments

Financial assets Loans and receivables Cash and cash equivalents Financial liabilities Amortised cost	Consolidated
	2015 US$’000 2014 US$’000
	88,052 81,277 10,831 8,221 44,790 38,887

(c) Financial risk management objectives

The Group co-ordinates access to domestic and international financial markets, and manages the financial risks relating to the operations of the consolidated entity.

The Group does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes. The use of financial derivatives is governed by the consolidated entity’s policies approved by the board of directors, which provide written principles on the use of financial derivatives.

The Group’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. The Group minimises its financial risk of changes in foreign currency exchange rate through the natural hedge of matching its revenues and purchases in US dollars and matching of its assets and liabilities in US dollars.

GLG Corp Ltd Notes to the financial report

24. Financial Instruments (cont’d)

(d) Foreign currency risk management

The Group undertakes certain transactions denominated in foreign currencies, hence exposures to exchange rate fluctuations arise. Exchange rate exposures are managed within approved policy parameters utilising forward foreign exchange contracts.

The carrying amount of the Group’s foreign currency denominated monetary assets and monetary liabilities at the reporting date is as follows:

Singapore dollars Hong Kong dollars China Yuan Other	Liabilities 2015 US$’000 2014 US$’000 921 1,474 1 58 570 145 131 155 1,623 1,832	Assets
		2015 US$’000 2014 US$’000
		645 659 83 109 106 109 116 63
		950 940

(e) Foreign currency sensitivity analysis

The Group is mainly exposed to movements in the value of Singapore dollars and Hong Kong dollars compared to the US dollar.

The following table details the Group’s sensitivity to a 10% increase and decrease in the United States dollar against the relevant foreign currencies. 10% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 10% change in foreign currency rates. The sensitivity analysis includes external loans as well as loans to foreign operations within the Group where the denomination of the loan is in a currency other than the currency of the lender or the borrower. A positive number indicates an increase in profit or loss where the United States dollars strengthens against the respective currency. For a weakening of the United States dollars against the respective currency there would be an equal and opposite impact on the profit, and the balances below would be negative.

Singapore dollars Impact	Hong Kong dollars Impact	Other Foreign Currency Impact
Consolidated 2015 US$’000 2014 US$’000 (55) (163)	Consolidated 2015 US$’000 2014 US$’000 16 10	Consolidated
		2015 US$’000 2014 US$’000
		(96) (26)

GLG Corp Ltd Notes to the financial report

24. Financial Instruments (cont’d)

(f) Interest rate risk management

The Group is exposed to interest rate risk as entities in the Group borrow funds at both fixed and floating interest rates. The risk is managed by the Group by maintaining an appropriate mix between fixed and floating rate borrowings. Hedging activities are evaluated regularly to align with interest rate views and define risk appetite; ensuring optimal hedging strategies are applied, by either positioning the balance sheet or protecting interest expense through different interest rate cycles.

The Group’s exposure to interest rates on financial assets and financial liabilities are detailed in the liquidity risk management section of this note.

Interest rate sensitivity analysis

The sensitivity analyses below have been determined based on the exposure to interest rates for both derivative and non-derivative instruments at the reporting date and the stipulated change taking place at the beginning of the financial year and held constant throughout the reporting period. A 50 basis point increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the possible change in interest rates.

At reporting date, if interest rates had been 50 basis points higher or lower and all other variables were held constant, the Group’s:

Net profit would increase by $4 thousand and decrease by $4 thousand (2014: increase by $4 thousand and decrease by $4 thousand). This is mainly attributable to the Group’s exposure to interest rates on its variable rate borrowings.

GLG Corp Ltd Notes to the financial report

24. Financial instruments (cont’d)

(g) Credit risk management

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral where appropriate, as a means of mitigating the risk of financial loss from defaults. The Group exposure and the credit ratings of its counterparties are continuously monitored and the aggregate value of transactions concluded is spread amongst approved counterparties. Credit exposure is controlled by counterparty limits that are reviewed and approved by the Senior Management annually. The Group measures credit risk on a fair value basis.

Trade accounts receivable consist of a number of retail customers located in the United States of America. Ongoing credit evaluation is performed on the financial condition of accounts and, where appropriate, trading within the credit limits or discounting of receivables on non-recourse basis with credit acceptance or insurance in place.

The consolidated entity does not have any significant credit risk exposure to any single counterparty or any group of counterparties having similar characteristics except to the GLIT receivable as disclosed in Note 9. This is supported by the guarantees in Note 9. The credit risk on liquid funds and derivative financial instruments is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies.

The carrying amount of financial assets recorded in the financial statements, net of any allowances for losses, represents the consolidated entity’s maximum exposure to credit risk without taking account of the value of any collateral obtained.

The Company also faces risks of orders cancellation. This is related to fabric, accessories and manufacturing cost incurred on orders cancelled prior to shipment. The company is now exploring credit insurance to cover this risk as well.

(h) Liquidity risk management

The consolidated entity manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities. Included in note 24(b) is a listing of additional undrawn facilities that the Group has at its disposal to further reduce liquidity risk.

GLG Corp Ltd Notes to the financial report

24. Financial instruments (cont’d)

Liquidity and interest risk tables

The following table details the Group’s remaining contractual maturity for its non-derivative financial liabilities and expected maturity for its non-derivative financial assets. The tables have been drawn up based on the undiscounted cash flows of financial assets and liabilities based on the earliest date on which the Group can be required to receive/pay. The table includes both interest and principal cash flows.

Consolidated

	Weighted average effective interest rate	Less than 1 month	1-3 months	3 months to 1 year	1-5 years	5+ years
	%	$’000	$’000	$’000	$’000	$’000
2015
Financial Assets
Interest bearing	2.00%	-	-	-	-	462
Non-interest bearing	-	-	85,081	671	-	1,871
Financial Liabilities
Non-interest bearing	-	2,913	-	-	-	-
Variable interest rate instruments	1.89%	39,741	-	-	-	-
Fixed interest rate	2.05%	2,000
Finance lease liability	3.94%	7	14	66	49	-
2014
Financial Assets
Interest bearing	2.00%	-	-	-	-	609
Non-interest bearing	-	-	78,430	390	-	1,871
Financial Liabilities
Non-interest bearing	-	2,479	-	-	-	-
Variable interest rate instruments	1.89%	36,180	-	-	-	-
Finance lease liability	3.87%	7	14	66	141	-

The variable interest rates were as follows:

	2015	2014
Other receivables	SIBOR + 1%	SIBOR + 1%
Bank loans	2.05% p.a.	5.00% p.a.
Finance lease liabilities	3.87%p.a	3.94%p.a
Trust receipts	1.50%-1.89%	1.21%-1.89%

(i) Fair value of financial instruments

The Directors consider that the carrying amount of financial assets and financial liabilities recorded in the financial statements approximates their fair values.

The fair values of financial assets and financial liabilities are determined as follows: the fair value of financial assets and financial liabilities with standard terms and conditions and traded on active liquid markets are determined with reference to quoted market prices.

GLG Corp Ltd Notes to the financial report

24. Financial instruments (cont’d)

(j) Forward foreign exchange contracts

The following table details the forward foreign currency contracts outstanding at the end of the reporting period:

	Exchange rate Foreign Currency Notional Currency Fair Value
	IDR’000 US$’000 $’000
2015 CTBC Less than 3 months Less than 3 months 3 to 6 months 6 to 9 months 6 to 9 months CTBC Less than 3 months 2014	12,385 12,385 1,000 (74) 12,445 12,445 1,000 (76) - - - - 13,000 13,000 1,000 (74) 13,100 13,100 1,000 (78) Foreign Currency Notional Currency Fair Value MYR’000 US$’000 $’000
	3.240 1,620 500 (71) Exchange rate Foreign Currency Notional Currency Fair Value IDR’000 US$’000 $’000
ANZ Less than 3 months 3 to 6 months HSBC Less than 3 months 3 to 6 months 6 to 9 months 6 to 9 months	- - - - 11,710 58,550 5,000 135 11,765 23,530 2,000 (24) 11,765 11,765 1,000 (25) 12,120 24,240 2,000 (19) 12,040 24,080 2,000 (44)

Fair value measurement is Level Two within the fair value hierarchy.

GLG Corp Ltd Notes to the financial report

25. Key management personnel compensation

The aggregate compensation made to directors and other members of the key management personnel of the Company and the Group is set out below:

Short-term employee benefits Post-employment benefits		Consolidated
		2015 US$ 2014 US$ 1,253,180 1,445,137 34,056 38,164
		1,287,236 1,483,301

The compensation of each member of the key management personnel of the Group is set out in the director’s report:

(a) Key management personnel compensation policy

In relation to senior management the Nomination and Remuneration committee reviews remuneration policies and practices and makes recommendations to the Board regarding their approval. In relation to the Executive Chairman, Chief Executive Officer and the Chief Financial Officer, the Nomination and Remuneration committee determines and makes recommendations to the Board on remuneration packages and other terms of employment having regard to the need to attract, retain and develop appropriately skilled people. Remuneration of the senior management team is reviewed on an annual basis having regard to personal and corporate performance and relevant comparative information.

The remuneration of non-executive directors may not exceed in aggregate in any financial period the amount fixed by the Company at the general meeting. Each executive director of the Company has entered into a service agreement with Ghim Li Global Pte Ltd. They are not remunerated separately for being a Director or executive of the Company or other operating entities. Each executive director receives a salary per annum. They may also be entitled to an annual bonus determined by the Nomination and Remuneration committee, in its absolute discretion. Each key management personnel also receives a salary per annum and may also be entitled to an annual bonus determined by the Chief Executive Officer or the Chairman, reviewed by the Nomination and Remuneration Committee, and approved by the Board at the Board’s absolute discretion.

Details of key management personnel

The Directors of GLG Corp Ltd during the year were:

Estina Ang Suan Hong (Executive Chairman and Chief Executive Officer)
Surina Gan Meng Hui (Director) retired 31 October 2014
Christopher Chong Meng Tak (Independent Director)
Thongviboon (Independent Director) retired 31 October 2014
Por Khay Ti (Director) appointed 01 July 2014 and resigned 31 July 2015
Shane Hartwig (Independent Director) appointed 2 December 2014

Other key management personnel of GLG Corp Ltd during the year were:

Felicia Gan Peiling (Senior Vice President – Retail )
Timothy Ngui (Chief Information Officer)
Susan Yong (Executive Vice President – Sales)

No director or senior management person appointed during the period received a payment as part of his or her consideration for agreeing to hold the position.

GLG Corp Ltd Notes to the financial report

26. Related party transactions

(a) Equity interests in subsidiaries

Details of the percentage of ordinary shares held in subsidiaries are disclosed in note 22 to the financial statements

(b) Transactions with key management personnel

(i) Key management personnel remuneration

Details of key management personnel remuneration are disclosed in note 25 to the financial statements.

Key management personnel equity holdings

Fully paid ordinary shares of GLG Corp Ltd

==> picture [450 x 117] intentionally omitted <==

----- Start of picture text -----

Granted as Balance at
Balance compensation Net other resignation Balance
at 1 July 1 change date at 30 June 15
No. No. No. No. No.
2015
Estina Ang Suan Hong 54,560,003 - 3 - 54,560,000
Christopher Chong Meng Tak 160,007 - - - 160,007
2014
Estina Ang Suan Hong 54,560,003 - - - 54,560,003
Christopher Chong Meng Tak 160,007 - - - 160,007
Ernest Seow Teng Peng 99,999 - - - 99,999
----- End of picture text -----

(c) Transactions with other related parties

During the year, group entities entered into the following transactions with related parties that are not members of the group:
the parent entity, Ghim Li Group Pte Ltd US$1,283,142
Kai Li Textile Sdn Bhd US$300,875

No amounts were provided for doubtful debts relating to debts due from related parties at reporting date.

Amounts receivable from and payable to these related parties are disclosed in note 9 to the financial statements.

(d) Parent entities

GLG Corp Ltd’s parent entity is Ghim Li Group Pte Ltd. Ghim Li Group Pte Ltd is incorporated in Singapore.

The parent company Ghim Li Group Pte Ltd has entered into a letter of undertaking dated 27 June 2013 to guarantee the repayment of GLIT and other receivables up to a cap of US$25 million.

27. Economic dependency

The consolidated entity is sourcing its apparel manufacturing requirements significantly from the GLIT entities. In return, the consolidated entity has an obligation to fulfil 80% of the production capacity of GLIT entities.

GLG Corp Ltd Notes to the financial report

28. Remuneration of auditors

Auditor of the parent entity Audit or review of the financial report (i) Tax services Related Practice of the parent entity auditor Audit or review of the subsidiaries Tax services	Consolidated
	2015 US$ 2014 US$
	69,338 5,163 72,932 13,314
	74,501 86,246
	257,890 258,822 30,562 21,406
	288,452 280,228

The auditor of GLG Corp Ltd is Deloitte Touche Tohmatsu.

The related practices are Deloitte & Touche Singapore and Deloitte & Touche Hong Kong.

(i) Includes audit services provided for reporting to the parent entity relating to prior years but provided in the current year

29. Parent entity disclosures

Financial position

Assets Current assets Non-current assets Total assets Liabilities Current liabilities Non-current liabilities Total liabilities Equity Issued capital Accumulated Losses Total equity	2015 US$’000 2014 US$’000
	927 939 30,000 30,000
	30,927 30,939
	2,986 2,819 141 112
	3,127 2,931
	53,552 53,552 (25,752) (25,544)
	27,800 28,008

GLG Corp Ltd Notes to the financial report

29. Parent entity disclosures (cont’d)

Financial performance

Loss for the year Other comprehensive income Total comprehensive income	2015 US$’000 2014 US$’000
	(208) (256) - -
	(208) (256)

30. Subsequent events

GLG Corp Ltd Additional securities exchange information

Additional Australian Securities Exchange information as at 18 September 2015

Number of holders of equity securities

74,100,000 fully paid ordinary shares are held by 397 individual shareholders. All issued ordinary shares carry one vote per share.

Distribution of holders of equity securities

	Securiti		No of
Range	es	%	Holders	%
100,001 and Over	71,683,847	96.74	21	5.30
10,001 to 100,000	1,527,778	2.06	35	8.84
5,001 to 10,000	204,868	0.28	22	5.56
1,001 to 5,000	678,800	0.92	308	77.58
1 to 1,000	4,707	0.01	10	2.53
Total	74,100,000	100.00	397	100.00
Unmarketable Parcels	8,207	0.01	13	3.28

Substantial shareholders

The names of the substantial shareholders listed in the GLG Corp Ltd register as at 18 August 2015 were:

Ordinary shareholders	Fully paid ordinary shares
	Number Percentage
Estina Suan Hong Ang Mr Yoke Min Pang	54,560,000 73.63% 8,304,751 11.21%
	62,864,751 84.84%

GLG Corp Ltd Additional securities exchange information

Twenty largest holders of quoted equity securities

Rank	Name	No. of shares	Percentage
1	Ghim Li Group Pte Ltd	54,560,000	73.63%
2	Mr Yoke Min Pang	5,504,751	7.43%
3	HSBC Custody Nominees (Australia) Limited	3,310,419	4.47%
4	Mr Choon Ming Ngui	1,798,000	2.43%
5	Mr Ah Yian Au	1,322,957	1.79%
6	UOB Kay Hian Private Limited	1,133,600	1.53%
7	Mr Yu Bai	1,072,543	1.45%
8	Gowing Bros Limited	830,903	1.12%
9	Mr Gerald Pauley & Mr Michael Pauley	741,663	1.00%
10	Dixson Trust Pty Limited	330,000	0.45%
11	Markess Trustee Limited	250,000	0.34%
12	Kam Hing Piece Works Ltd	206,010	0.28%
13	Ang Leong Aik	200,000	0.27%
14	Chean Moy Seng	150,000	0.20%
15	Mr Makram Janna & Mrs Rita Hanna	147,000	0.20%
16	Eu Mun Leong	116,000	0.16%
17	Mr Christopher Chong & Mrs Heather Chong	110,001	0.15%
18	Lim Chai Har	100,000	0.13%
19	Seow Teng Peng	100,000	0.13%
20	Paromay Ltd	99,999	0.13%
	Top 20	71,683,847	96.74%
	Balance Of Register	2,416,153	3.26%

Company secretary

Ms Joanne Bourke

Registered office L40 100 Miller St North Sydney NSW 2060 Australia

Principal administration office 21 Jalan Mesin Singapore 368819

Share registry

Link Market Services Limited Level 1, 333 Collins Street Melbourne VIC 3000 Australia

AI assistant

GLG CORP LTD — Annual Report 2015

64991_rns_2015-09-30_af6c8fd5-6f20-4921-8180-c69d0b34156a.pdf

GLG Corp Ltd

Annual report for the financial year ended 30 June 2015

Corporate governance statement

Composition of the Board

The Directors in office at the date of this statement are as follows:

Board Responsibilities

Diversity

Dealing in GLG Corporation’s Securities by Directors and employees

Risk Management Policy

Other Information

Directors’ report

Information about the Directors and senior management

Estina Ang Suan Hong

Christopher Chong Meng Tak

Por Khay Ti (appointed 1 July 2014 and resigned 3 August 2015)

Shane Hartwig (appointed 2 December 2014)

Surina Gan Meng Hui (retired 31 October 2014)

Thongviboon(retired 31 October 2014)

Felicia Gan (appointed 15 September 2015)

Directorships of other listed companies

Former partners of the audit firm

Directors’ shareholdings

Remuneration of directors and senior management

Share options granted to directors and senior management

Company Secretary

Principal Activities

Review of Operations

Changes in state of affairs

Dividends

Subsequent events

Future Developments

Environmental Regulation

Shares under option or issued on exercise of options

Indemnification of officers and auditors

Directors’ meetings

Non-audit services

Auditor’s independence declaration

Rounding off of amounts

Remuneration Report (audited)

Director and senior management details

Remuneration policy

Relationship between the remuneration policy and company performance

Relationship between the remuneration policy and company performance (cont’d)

Remuneration of directors and senior management

Elements of Key Management Personnel remuneration

Remuneration of directors and senior management

Remuneration of directors and senior management (cont’d)

Bonuses payment as compensation for the current financial year

Loans to Key Management Personnel

Other transactions with Key Management Personnel in the Group

Key Management Personnel equity holdings

Fully paid ordinary shares of GLG Corp Ltd

Key terms of employment contract

GLG Corp Ltd

DELOITTE TOUCHE TOHMATSU

Independent Auditor’s Report to the members of GLG Corp Ltd

Report on the Financial Report

Directors’ Responsibility for the Financial Report

Auditor’s Responsibility

Auditor’s Independence Declaration

Opinion

Report on the Remuneration Report

Opinion

DELOITTE TOUCHE TOHMATSU

Directors’ declaration

Index to the financial report

Consolidated Statement of profit or loss and other comprehensive income for the financial year ended 30 June 2015

Consolidated Statement of financial position as at 30 June 2015

Consolidated Statement of changes in equity for the financial year ended 30 June 2015

Consolidated Statement of cash flows

for the financial year ended 30 June 2015

Notes to the financial report

1. General information

2. Significant accounting policies

Statement of compliance

Basis of preparation

2. Significant accounting policies (cont’d)

GLG CORP LTD Annual Report 2015