==> picture [278 x 82] intentionally omitted <==

GR ENGINEERING SERVICES LIMITED

ANNUAL FINANCIAL REPORT

30 June 2024

ABN 12 121 542 738

ANNUAL FINANCIAL REPORT

==> picture [185 x 34] intentionally omitted <==

CORPORATE DIRECTORY


CORPORATE DIRECTORY	3
DIRECTORS’ REPORT	4
AUDITOR’S INDEPENDENCE DECLARATION	22
FINANCIAL REPORT:
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME	23
CONSOLIDATED STATEMENT OF FINANCIAL POSITION	24
CONSOLIDATED STATEMENT OF CASH FLOWS	25
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY	26
NOTES TO THE FINANCIAL STATEMENTS	27
CONSOLIDATED ENTITY DISCLOSURE STATEMENT	68
DIRECTORS’ DECLARATION	69
INDEPENDENT AUDITOR’S REPORT	70
CORPORATE GOVERNANCE STATEMENT	75
ADDITIONAL ASX INFORMATION	83
APPENDIX 4E	85

CALENDAR

Final Dividend: Ex-dividend Date Record Date Payment Date

Annual General Meeting

2 September 2024 3 September 2024 20 September 2024 27 November 2024

ANNUAL FINANCIAL REPORT

==> picture [179 x 32] intentionally omitted <==

CORPORATE DIRECTORY

GR ENGINEERING SERVICES LIMITED

ACN 121 542 738 ABN 12 121 542 738

DIRECTORS

Phillip Lockyer (Non-Executive Chairman) Tony Patrizi (Managing Director) Peter Hood (Non-Executive Director) Joe Totaro (Non-Executive Director) Deb Morrow (Non-Executive Director)

COMPANY SECRETARY & CHIEF FINANCIAL OFFICER

Omesh Motiwalla

REGISTERED OFFICE

71 Daly Street ASCOT WA 6104

PRINCIPAL PLACE OF BUSINESS

71 Daly Street ASCOT WA 6104 Telephone: (61 8) 6272 6000 Facsimile: (61 8) 6272 6001 Email: [email protected] Website: www.gres.com.au

ASX CODE

GNG

AUDITOR

Deloitte Touche Tohmatsu Tower 2, Brookfield Place, 123 St Georges Terrace PERTH WA 6000

SOLICITORS TO THE COMPANY

Zafra Legal Level 10, 105 St Georges Terrace PERTH WA 6000

SHARE REGISTRY

Computershare Investor Services Pty Limited Level 17, 221 St Georges Terrace PERTH WA 6000

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

Your Directors present their report together with the financial statements of GR Engineering Services Limited (“GR Engineering” or “consolidated entity”) for the financial year ended 1 July 2023 to 30 June 2024 (FY24) and the independent auditor’s report thereon.

The names of the consolidated entity’s Directors in office during FY24 and until the date of this report are as below. Directors were in office for this entire period unless otherwise stated.

DIRECTORS

Phillip (Phil) LOCKYER (Non-Executive Chairman) Tony Marco PATRIZI (Managing Director) Peter John HOOD (Non-Executive Director) Giuseppe (Joe) TOTARO (Non-Executive Director) Deborah (Deb) MORROW (Non-Executive Director) (appointed on 18 April 2024)

CHIEF FINANCIAL OFFICER & COMPANY SECRETARY

Omesh MOTIWALLA

PRINCIPAL ACTIVITIES

During the financial period, the consolidated entity’s activities have been the provision of high quality process engineering, detailed engineering design, process control and automation design and construction services to the mining and mineral processing industry and the provision of operations, maintenance and advisory services to the energy sector.

DIVIDENDS PAID DURING THE YEAR

Fully franked dividend of 10.0 cents per share paid on 22 September 2023.
Fully franked dividend of 9.0 cents per share paid on 25 March 2024.
Subsequent to 30 June 2024, a fully franked dividend of 10.0 cents per share was recommended by the Directors to be paid on 20 September 2024.

REVIEW OF OPERATIONS

During the year under review, the consolidated entity achieved revenue of $424.1 million (FY23: $551.4 million) and earnings before interest, tax, depreciation and amortisation (EBITDA) of $50.9 million (FY23: $44.4 million).

GR Engineering successfully delivered multiple major projects, including the Thunderbird Mineral Sands Project, Bellevue Gold Project and the Cosmos Nickel Concentrator Facility Upgrade. Work is continuing on the Mungari Future Growth Project, Kainantu Gold Project and Kathleen Valley Lithium Backfill Project.

GR Engineering's key subsidiaries, GR Production Services (GRPS) (formerly known as Upstream Production Solutions) and Mipac, achieved higher revenue and EBITDA results for FY24 compared to the prior year and provided solid contributions to the overall group's performance. Both businesses are forecasting growth in FY25.

The consolidated group was able to achieve an improved EBITDA result from a lower revenue base compared to FY23. This was the result of solid operational performance across the group. Revenue was lower in FY24 as a result of delays in expected contract awards. Revenue visibility remains strong based on the contracted and near term pipeline of work, ongoing early contractor involvement work and the high level of study work across a broad range of commodities.

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

GR Engineering's mineral processing and energy order book for works currently being undertaken and which will continue into FY25 include:

Mineral Processing

GR Engineering's contracted order book for design and construction works includes:

Mungari Future Growth Project - $155 million EPC Contract with Evolution Mining for the Mungari Future Growth Project in Western Australia. The scope of the work is to expand the existing Mungari process plant to an annual throughput of 4.2 Mtpa, including required changes to process plant buildings and the associated infrastructure. This project was awarded in September 2023 and site mobilisation occurred in early 2024.
Kainantu Gold Project - 1.2 Mtpa Process Plant - US$81 million EPC Contracts with a wholly owned subsidiary of TSX listed K92 Mining Inc for a 1.2 Mtpa Process Plant at the Kainantu Gold Mine in Papua New Guinea. This project was awarded in December 2023 and site mobilisation commenced in 2024.
Kathleen Valley Lithium Backfill Project - $71 million EPC Contract with a wholly owned subsidiary of Liontown Resources Limited (Liontown) for the Kathleen Valley Lithium Project in Western Australia. The project scope comprises two paste plants which will produce paste fill for use in Liontown's underground operations. The contract was awarded in May 2024.
West Musgrave Project - on 14 April 2023, GR Engineering entered into contracts with BHP Group Limited (BHP) (formerly OZ Minerals Limited) for the design and construction works of the West Musgrave Project in Western Australia. On 11 July 2024, BHP announced a temporary suspension of the Nickel West operations and the West Musgrave Project. BHP stated that a transition period will commence from July 2024, with operations to be suspended in October 2024 and handover activities for temporary suspension will be completed by December 2024. GR Engineering will continue to support BHP during the transition and handover process.
Yangibana Rare Earths Project - Beneficiation Plant - on 4 August 2023, GR Engineering was awarded an EPC Contract with Yangibana Pty Ltd, a wholly owned subsidiary of Hastings Technology Metals Limited (Hastings) for a beneficiation plant and associated infrastructure for the Yangibana Rare Earths Project. The contract sum, including the provisional sum, is $210 million. GR Engineering is continuing early works up to an agreed capped amount. The EPC Contract is conditional on GR Engineering being issued with a commencement notice, which is dependent on Hastings finalising funding for the project, as well as a number of other pre-conditions standard for an EPC Contract.

In addition to the above projects, GR Engineering maintains a solid pipeline of near term work opportunities across a broad range of commodities.

Process Controls - Mipac

Mipac is a leading provider of control systems, operational technology and engineering services primarily in the mineral processing, energy and water industries. With a proven track record of success, Mipac leverages technology to deliver solutions for operational challenges across a project's entire life cycle, minimising risk and driving productivity.

During FY24, Mipac continued to deliver control systems, automation and digital solutions for key repeat clients such as First Quantum Minerals, BHP, Glencore Technology, Anglo American, Ok Tedi Mining and other large conglomerates. Mipac achieved a record revenue and earnings result for FY24 and continues to operate at a high utilisation based on its strong contracted and near term pipeline of work.

On 1 February 2024, Mipac entered into an agreement to acquire Paradigm Engineers Pty Ltd (Paradigm), a provider of control systems and electrical engineering, automation and technology services based in Western Australia. This transaction enhances Mipac’s control systems and design capabilities and expands its existing footprint in Western Australia. Paradigm has significant expertise working across a range of commodities, including iron ore, gold and battery minerals. This transaction was completed on 13 March 2024.

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

Studies

GR Engineering has been engaged on a number of engineering and consultancy assignments on a range of domestic and international projects with scopes extending to engineering studies, process design, procurement support and site supervision services associated with new and existing operations.

During FY24, GR Engineering completed 26 studies and as at 30 June 2024, was engaged on a further 23 studies across a broad range of commodities for projects in Australia and abroad.

- Energy GR Production Services (formerly known as Upstream Production Solutions)

GR Engineering’s production services business, GRPS, achieved revenue contributions primarily through the provision of operations and maintenance services to the energy sector including conventional gas, coal seam gas (CSG) to liquefied natural gas (LNG), LNG (offshore and onshore), green hydrogen production and transport, carbon sequestration and onshore and offshore oil and gas sectors throughout Australia.

In Queensland and South Australia (Cooper Basin), GRPS managed and executed maintenance and operations support services on over 3,000 CSG wells and conventional oil and gas wells. In July 2023, GRPS significantly expanded its services for Santos in the Cooper Basin. In August 2023, GRPS transitioned the Moranbah Gas Project from Arrow ownership to ASX listed Queensland Pacific Metals. GRPS is the regulated operator of these assets under a long term agreement. GRPS continues to support onshore clients with respect to carbon sequestration services and were contracted to operate and maintain an industry leading green hydrogen production facility. GRPS is actively providing operational advisory services on several Australian green hydrogen projects. GRPS continued as the regulated operator for Vintage Energy’s Vali assets in the Cooper Basin.

In the Northern Territory, GRPS continued to provide maintenance services on the Blacktip gas field production facilities (onshore and offshore). On 14 November 2023, GRPS was awarded a three year contract with two three year extension options with INPEX Operations Australia (INPEX) for the provision of operations and maintenance support services to the Ichthys LNG upstream and downstream facilities. The scope of work involves providing production and technical roles to INPEX as required to supplement their business and support for maintenance shutdown planning and execution on all facilities. The estimated revenue for this contract is $12 million per annum.

In Western Australia, GRPS remains a leading provider of operations and maintenance services to clients in the Perth Basin. GRPS is providing services at Chevron’s Gorgon Project and continues to provide operational support services for Santos projects in the region. On 15 May 2024, GRPS executed a Master Services Agreement for maintenance and operational support services to Mitsui E&P Australia (MEPAU) and Beach Petroleum's Waitsia asset in the Perth Basin. The scope of work includes all of MEPAU's operated assets in the region.

Safety

GR Engineering is founded on a strong belief in its core values. These values drive GR Engineering to constantly improve its working environment. GR Engineering's commitment to health and safety for all its personnel at all times is managed to ensure a safe working environment and to ensure that no one is allowed to work in an unsafe manner. GR Engineering is committed to the target of zero injuries and operates using accredited OH&S, Integrated Management and Quality Management Systems.

GR Engineering applies risk and hazard identification methodologies in developing safety and health management plans that are tailored to each project and its client's requirements. GR Engineering encourages its employees and subcontractors to report all incidents, accidents and near miss occurrences within its workplaces and all reported incidents are investigated.

The GR Engineering group’s Total Reportable Injury Frequency Rate (TRIFR) for FY24 was 2.11 (FY23: 11.42).

FY25 Outlook

GR Engineering has a strong order book and has been building its pipeline for FY25 and future periods. GR Engineering intends to provide FY25 guidance at its 2024 Annual General Meeting, to be held on 27 November 2024, when it is likely to have more certainty in relation to the timing of key projects.

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

FINANCIAL POSITION

During FY24, the consolidated entity maintained a solid cash position of $74.6 million (30 June 2023: $86.0 million) with negligible external bank debt. During this period, GR Engineering paid out $31.3 million (FY23: $30.7 million) in fully franked dividends to shareholders.

DIVIDENDS

The Board has resolved to declare a final FY24 dividend of 10 cents per share, fully franked. The ex-dividend date for this dividend will be 2 September 2024, the Record Date is 3 September 2024 and the Payment Date is 20 September 2024.

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

None noted.

FUTURE DEVELOPMENTS

Information regarding likely developments in the operations of the consolidated entity in future financial years is referred to in the Review of Operations section in this Directors’ Report.

EVENTS AFTER BALANCE SHEET DATE

On 11 July 2024, BHP announced a temporary suspension of the Nickel West operations and the West Musgrave Project. BHP stated that a transition period will commence from July 2024, with operations to be suspended in October 2024 and handover activities for temporary suspension will be completed by December 2024. GR Engineering will continue to support BHP during the transition and handover process.

On 15 August 2024, the Board resolved to declare a final FY24 dividend of 10 cents per share, fully franked. The exdividend date for this dividend will be 2 September 2024, the Record Date is 3 September 2024 and the Payment Date will be 20 September 2024.

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

BOARD OF DIRECTORS

Phillip (Phil) LOCKYER - Non-Executive Chairman Dip Met, Assoc Min Eng, M.Min Econs

Phil Lockyer is a Mining Engineer and Metallurgist who has over 50 years' experience in the mineral industry, with a focus on gold and nickel in both underground and open pit operations. He was employed by WMC Resources Limited for 20 years and as General Manager for Western Australia was responsible for WMC's nickel division and gold operations. Mr Lockyer also held the position of Director Operations for Dominion Mining Limited and Resolute Limited. He holds a Diploma of Metallurgy from the Ballarat School of Mines, an Associateship of Mining Engineering from the Western Australian School of Mines and a Masters of Mineral Economics from Curtin University.

Phil Lockyer has formerly served on the Boards of Swick Mining Services Limited, Perilya Limited, Focus Minerals Limited and CGA Mining Limited. He is currently a Non-Executive Director of RTG Mining Inc.

Interests in ordinary shares in GR Engineering - 50,000
Interests in other securities in GR Engineering - None
Special Responsibilities:
Non-Executive Chairman
Member of the Audit and Risk Committee
Member of the Remuneration and Nominations Committee
Directorships in other listed entities in the last 3 years: - RTG Mining Inc. (ASX:RTG) 2013 - Present

Tony Marco PATRIZI – Managing Director BE (Mech Eng)

Tony co-founded GR Engineering. Tony is a Mechanical Engineer with over 40 years’ experience in the mining and minerals processing industries as a company director, operations manager, project manager and maintenance engineer. Tony was previously the operations manager of JR Engineering which had over 300 personnel and provided workshop, maintenance, engineering and construction services to mining and mineral processing projects in Western Australia and interstate.

Interests in ordinary shares in GR Engineering – 9,795,000
Interests in other securities in GR Engineering - None
Directorships in other listed entities in the last 3 years - None

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

Peter John HOOD AO – Non-Executive Director

BE(Chem), MAusIMM, FlChemE, FAICD

Peter is a Chemical Engineer and has over 50 years’ experience in the resource and energy sectors.

Peter was formerly the Chief Executive Officer of Coogee Chemicals and Coogee Resources. He was Chairman of the International Chamber of Commerce National Committee of Australia. Peter is a Past President of the Australian Chamber of Commerce and Industry and the Chamber of Commerce and Industry Western Australia. Peter is currently Chairman of Matrix Composites and Engineering Limited, Lead Independent Director of Cue Energy Resources Limited and a Non-Executive Director of De Grey Mining Limited.

Peter was initially appointed as a Non-Executive Director of the Company on 10 February 2011.

Interests in ordinary shares in GR Engineering – 500,000
Interests in other securities in GR Engineering - None
Special Responsibilities: - Chairman of the Remuneration and Nominations Committee
Member of the Audit and Risk Committee
Directorships in other listed entities in the last 3 years: - Matrix Composites & Engineering Limited (ASX:MCE) 2011 - Present
Cue Energy Resources Limited (ASX:CUE) February 2018 - Present
De Grey Mining Limited (ASX:DEG) November 2018 - Present

Giuseppe (Joe) TOTARO – Non-Executive Director BCom, CPA

Joe is a Certified Practicing Accountant (CPA) with over 40 years’ experience in commercial and public practice specialising in mining and mining services. Joe is a co-founder of GR Engineering and was formerly the Chief Financial Officer and Company Secretary of GR Engineering.

Joe was appointed as a Non-Executive Director of the Company on 1 July 2019.

Interests in ordinary shares in GR Engineering – 8,000,000
Interests in other securities in GR Engineering - None
Special Responsibilities:
Chairman of the Audit and Risk Committee
Member of the Remuneration and Nominations Committee
Directorships in other listed entities in the last 3 years: - Tasmea Limited (ASX:TEA) April 2024 - Present

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

Deborah (Deb) MORROW - Non-Executive Director (Appointed 18 April 2024) BBus, GAICD

Deb is a highly regarded corporate leader with over 25 years' experience leading large-scale projects and has a range of senior corporate and sustainability roles across the energy and mining sectors.

Deb had a 20 year career with Woodside Energy Ltd and was a senior executive at OZ Minerals Ltd, prior to its acquisition by BHP Group Limited in 2023. Deb is currently the Managing Director and Chief Executive Officer of ASX listed Agrimin Ltd, who are focused on the development of its 100% owned potash projects in Western Australia. Deb is a Non-Executive Director of Miner's Promise and Holyoake.

Deb was appointed as a Non-Executive Director of the Company on 18 April 2024.

Interests in ordinary shares in GR Engineering – None
Interests in other securities in GR Engineering - None
Directorships in other listed entities in the last 3 years: - Agrimin Ltd (ASX:AMN) September 2023 - Present

CHIEF FINANCIAL OFFICER & COMPANY SECRETARY

Omesh MOTIWALLA (BCom, FCA)

Omesh is a Fellow of Chartered Accountants Australia and New Zealand (FCA) and is an experienced Chief Financial Officer. Omesh has over 25 years of corporate and financial advisory experience in commerce and in the Big 4 accounting firms. Omesh was previously a Corporate Finance Partner at Deloitte Touche Tohmatsu in Australia until December 2017. Deloitte Touche Tohmatsu are the auditors of the consolidated entity, and Omesh was a partner of the firm when previous audits have been undertaken. Omesh’s experience includes consulting and managing numerous corporate transactions involving private and publicly listed companies in the mining, oil and gas and related services sectors.

MEETINGS OF DIRECTORS

The number of Meetings of the Board of Directors held during the year ended 30 June 2024 and the number attended by each director are as follows:

	FULL MEETINGS OF DIRECTORS	FULL MEETINGS OF DIRECTORS
	Eligible	Attended
Phil Lockyer	11	9
Tony Patrizi	11	9
Joe Totaro	11	11
Peter Hood	11	11
Deb Morrow	3	3

Meetings of the Audit & Risk Committee were held on 16 August 2023 and 14 February 2024. The first meeting was attended by Joe Totaro and Peter Hood, and the second meeting was attended by Joe Totaro, Peter Hood and Phil Lockyer. A meeting of the Remuneration and Nominations Committee was held on 27 September 2023. This meeting was attended by Peter Hood, Phil Lockyer and Joe Totaro.

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

OPTIONS

As at the date of this report, there were no unissued ordinary shares of GR Engineering under option.

SHARE APPRECIATION RIGHTS

As at the date of this report, there were no Share Appreciation Rights.

On 1 July 2023, 386,015 Share Appreciation Rights lapsed as the vesting criteria was not met.

For full particulars of the Share Appreciation Rights issued to Directors as remuneration, refer to the Remuneration Report.

PERFORMANCE RIGHTS

As at the date of this report, the unissued ordinary shares of GR Engineering which are the subject of unvested Performance Rights are as follows:

	No. Performance
Vesting Date	Rights	Expiry Date	Exerciseprice
30 November 2024	180,000	30 November 2024	-
7 February 2025	100,000	7 February 2025	-
14 March 2025	40,000	14 March 2025	-
21 March 2025	25,000	21 March 2025	-
1 July 2025	80,000	1 July 2025	-
1 November 2025	595,000	1 November 2025	-
12 December 2025	1,670,000	12 December 2025	-
28 August 2026	2,269,750	28 August 2026	-
3 October 2026	40,000	3 October 2026	-
10 November 2026	30,000	10 November 2026	-
13 March 2026	217,025	13 March 2026	-
13 March 2027	130,000	13 March 2027	-

The Performance Rights holders do not have any right to participate in any issues of shares or other interests in the consolidated entity or any other entity.

During the financial year ended 30 June 2024, 3,388,000 ordinary shares were issued due to the vesting of Performance Rights.

RISK MANAGEMENT

GR Engineering has risk management policies and procedures in place to provide early identification of business risks and to monitor the mitigation of those risks across all aspects of the business. These include risk assessment in the project negotiation and delivery phase, treasury management risk, credit risk and responses to pandemic related risks. We also identify and track appropriate mitigation actions for identified risks.

INDEMNIFYING OFFICERS OR AUDITORS

During the financial year, the consolidated entity paid insurance premiums relating to contracts insuring the directors and company secretary against liability which may arise in connection with them acting as Director or Company Secretary, to the extent permitted under the Corporations Act. The contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium.

LEGAL PROCEEDINGS

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

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

NON AUDIT SERVICES

The Board of Directors is satisfied that the provision of non-audit services during the year is consistent with the general standard of independence imposed by the Corporations Act 2001.

Non-audit services were reviewed by the Board to ensure they do not compromise the objectivity of the Auditor and to ensure the nature of services provided is not inconsistent with the principals of auditor independence as set out in APES 110: Code of Ethics for Professional Accountants set by the Accounting Professional and Ethical Standards Board.

During the year ended 30 June 2024, fees amounting to $162,751 were paid to Deloitte Touche Tohmatsu for non-audit services including taxation advice.

AUDITOR’S INDEPENDENCE DECLARATION

The Auditor’s Independence Declaration for the year ended 30 June 2024 can be found at page 22 of this financial report.

ENVIRONMENTAL SOCIAL AND GOVERNANCE FRAMEWORK

GR Engineering has a strong and demonstrated commitment to Environmental, Social and Governance (ESG) matters. In this section, GR Engineering outlines its actions to date and summarises its current policies and procedures supporting its commitment to ESG.

Environmental

GR Engineering maintains a proactive assessment towards potential environmental impacts on projects. GR Engineering meets its commitments to the protection of the environment and sustainability by incorporating sound environmental protection principles into its design and endeavours that its projects are executed in an environmentally responsible way.

Environmental management plans are completed for all design and construction projects using methods that comply with high standards of environmental protection practice. This process involves working closely with its clients and adhering to their environmental management plans.

It is of paramount importance to management and the Board of Directors that as well as operating within its own environmental policies, the consolidated entity observes all relevant licences in good standing. The consolidated entity has not been made aware of any areas of non-compliance in this regard. In conjunction with GR Engineering's clients, Environmental Management Plans are completed for all design and construction projects using methods that comply with high standards of environmental protection practice and all relevant legislation.

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

Social

GR Engineering is proud to be a long term partner of the following organisations:

Starlight Children’s Foundation WA (Starlight) – GR Engineering has been a Star Partner with Starlight since 2012 and has made a lasting positive impact to sick kids, families and communities through its involvement in the Starlight Express Rooms located in Perth Children’s Hospital. GR Engineering has aligned fundraising to the success of achieving safety business objectives by committing a daily donation to Starlight for each LTI free day achieved in accordance with its safety policies. This innovative programme rewards safe workplace culture and celebrates the importance of incident free safety in our offices and work sites.
Ronald McDonald House WA (RMHC WA) – GR Engineering has been a proud partner of RMHC WA since 2016. RMHC WA provides quality supported accommodation, 365 days a year, for Western Australian families with seriously ill children requiring medical treatment in Perth. GR Engineering sponsors multiple rooms at the Nedlands facility.

Recurring contributions are also provided to multiple not for profit organisations including the Royal Flying Doctor Services, MSWA Ride and Big Aussie BBQ (supporting the Prostate Cancer Foundation). GR Engineering encourages its personnel to regularly present ideas for new social initiatives.

GR Engineering regularly partners with its customers on social ventures, particularly in relation to initiatives involving the local communities in which their customers operate.

With respect to employees, GR Engineering recognises that our people are our most significant asset. GR Engineering has a strong and positive culture that has existed since the business’s inception. GR Engineering is proactive with regards to training and advancing its personnel through all aspects of the business.

The business seeks to employ the best available staff from diverse backgrounds. GR Engineering respects and values the competitive advantage of diversity (which includes but is not limited to gender, age, ethnicity and cultural background), and the benefit of its integration throughout the business in order to enrich the Company’s perspective and improve corporate performance and shareholder value.

GR Engineering is committed to the ideal of equal employment opportunity and to providing a workplace that is free of harassment and discrimination and to respecting the rights of its employees and contractors. The business ensures a safe workplace and maintains proper occupational health and safety practices commensurate with the nature of the business and its activities. GR Engineering provides competitive remuneration packages and has granted performance rights to key personnel across the business. These performance rights vest over a three year period and align the team with the success of the business.

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

Governance

GR Engineering is a publicly listed company and complies with the ASX Council’s 4[th] Edition Corporate Governance Principles and Recommendations. The Board of Directors comprises five directors, noting the majority of the Board, including the Chairman are non-executive directors. The Managing Director and CFO's short term incentives include ESG metrics.

GR Engineering has a Corporate Governance Manual which sets out the main principles adopted by the Board of Directors in order to implement and maintain a culture of good corporate governance. GR Engineering’s Corporate Governance Manual includes the following governance policies:

Code of Conduct.
Continuous Disclosure Policy.
Diversity Policy.
Share Trading Policy.
Whistle-Blower Policy.
Anti-Bribery and Anti-Collusion Policy.

Each year, GR Engineering lodges its annual Modern Slavery Statement to the Australian Border Force in compliance with the Modern Slavery Act. GR Engineering regards the risk of modern slavery to its supply chain and operations to be low.

REMUNERATION REPORT – AUDITED

The remuneration report details the amount and nature of the remuneration for the consolidated entity’s key management personnel.

Directors

Tony Patrizi (Managing Director)
Phil Lockyer (Non-Executive Chairman)
Peter Hood (Non-Executive Director)
Joe Totaro (Non-Executive Director)
Deb Morrow (Non-Executive Director) (Appointed 18 April 2024)

Executives

Omesh Motiwalla (Chief Financial Officer & Company Secretary)

Unless otherwise stated the named persons held their current position for the whole financial year and since the end of the financial year. At the consolidated entity’s 2023 Annual General Meeting, 99.7% of eligible shareholders voted in favour of the remuneration report. No specific comments were made regarding the remuneration report at the meeting.

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

REMUNERATION POLICY

The consolidated entity’s remuneration policy has been designed to attract and retain high calibre key employees whose personal interests are aligned with success and growth of the consolidated entity and therefore shareholders. This will be achieved by:

Staying abreast of labour market forces thereby ensuring remuneration offered by the consolidated entity is competitive and remains so through a process of annual review.
Devising performance based remuneration programmes.
Utilising the consolidated entity’s Equity Incentive Plan.

NON-EXECUTIVE DIRECTORS

The consolidated entity’s policy is to remunerate non-executive directors according to market rates and to reflect the time dedicated to their position and special responsibilities involved.

GR Engineering’s Constitution provides that the Directors shall be paid out of the funds of the consolidated entity by way of remuneration for services such sums as may from time to time be determined by the consolidated entity in General Meeting, to be divided among the Directors in such proportions as they shall from time to time agree or in default of agreement, equally.

Directors are encouraged to hold shares in the consolidated entity to align their personal objectives with the growth and profitability of the consolidated entity.

EXECUTIVE DIRECTORS

Executive Directors' pay and reward is comprised of a competitive base salary. To the extent that executive directors are shareholders in the consolidated entity, their personal objectives are aligned with the performance of the consolidated entity.

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

SENIOR EXECUTIVES

Executives' remuneration is comprised of a competitive base salary, performance bonuses and share based incentive payments (at the discretion of the board). The Managing Director, Tony Patrizi is also eligible to participate in the GR Engineering Services Limited Equity Incentive Plan.

All executive remuneration packages are reviewed annually to ensure they remain competitive and reflect performance. Remuneration paid to directors and executives is valued at cost to the consolidated entity. Options, Performance Rights and Share Appreciation Rights are valued using the Black Scholes and Monte Carlo methods.

EMPLOYMENT DETAILS OF MEMBERS OF KEY MANAGEMENT PERSONNEL

Name	Title	Contract Details	Non Salary Cash Incentives	Shares/ Units	Options/ Rights	Fixed Salary	Total
Phillip Lockyer	Non-Executive	By rotation and re-election	-	-	-	100%	100%
	Chairman
Tony Patrizi	Managing	Termination: 3 months notice by	-	-	-	100%	100%
	Director	the consolidated entity or
		employee
Peter Hood	Non-Executive	By rotation and re-election	-	-	-	100%	100%
	Director
Joe Totaro	Non-Executive	By rotation and re-election	-	-	-	100%	100%
	Director
Deb Morrow	Non-Executive	By rotation and re-election	-	-	-	100%	100%
	Director
Omesh	Company	Termination: 3 months notice by	-	-	11.9%	88.1%	100%
Motiwalla	Secretary / Chief	the consolidated entity or
	Financial Officer	employee

The terms and conditions upon which key employees are employed are set out in contracts of employment. These contracts provide for minimum notice periods prior to termination and, in some cases restrictive covenants upon termination.

The consolidated entity can terminate the contract at any time in the case of serious misconduct and termination payments may be paid in lieu of notice period.

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

REMUNERATION DETAILS FOR THE YEAR ENDED 30 JUNE 2024 - BOARD OF DIRECTORS

		Short Term Benefits	Short Term Benefits			Post Employment Benefits	Equity Based Payments	Equity Based Payments
			Non Cash
	Cash Salary		Payments	Other		Super-				Performance
		& Fees	*	**	Sub Total	annuation	Equity	Options	Total	Based
		$	$	$	$	$	$	$	$	%
NON-EXECUTIVE CHAIRMAN
Phillip Lockyer
2024		90,399	-	-	90,399	9,943	-	-	100,342	0.0%
2023		86,596	-	-	86,596	9,093	-	-	95,689	0.0%
EXECUTIVE		DIRECTORS
Tony Patrizi
2024		625,726	12,047	20,364	658,137	27,398	-	-	685,535	0.0%
2023		475,926	14,141	-	490,067	29,821	-	-	519,888	0.0%
Geoff Jones
2024		-	-	-	-	-	-	-	-	0.0%
2023		383,879	28,489	218,287	630,655	18,969	-	-	649,624	13.9%
NON-EXECUTIVE DIRECTORS
Peter Hood
2024		67,640	-	-	67,640	7,440	-	-	75,080	0.0%
2023		64,786	-	-	64,786	6,803	-	-	71,589	0.0%
Joe Totaro
2024		67,640	-	-	67,640	7,440	-	-	75,080	0.0%
2023		64,786	-	-	64,786	6,803	-	-	71,589	0.0%
Deb Morrow
2024		12,227	-	-	12,227	1,344	-	-	13,571	0.0%
2023		-	-	-	-	-	-	-	-	0.0%
TOTAL DIRECTORS
2024		863,632	12,047	20,364	896,043	53,565	-	-	949,608	0.0%
2023	1,075,973		42,630	218,287	1,336,890	71,489	-	-	1,408,379	15.5%

“Non-Cash payments” refer to reportable fringe benefits (fuel for personal vehicles and novated leases)

** “Other” amounts relate to performance based bonus payments, as approved by the board, annual leave and long service leave expenses and termination payments relating to annual leave and long service leave entitlements

REMUNERATION DETAILS FOR THE YEAR ENDED 30 JUNE 2024 - EXECUTIVES

	Short Term Benefits	Short Term Benefits			Post Employment Benefits	Equity Based Payments	Equity Based Payments
		Non Cash
	Cash Salary	Payments	Other		Super-				Performance
	& Fees	*	**	Sub Total	annuation	Equity	Options	Total	Based
	$	$	$	$	$	$	$	$	%
SENIOR	EXECUTIVES
Omesh	Motiwalla – Chief Financial Officer & Company Secretary
2024	374,483	4,285	45,813	424,581	27,398	60,981	-	512,960	21.5%
2023	356,112	4,490	-	360,602	25,292	103,427	-	489,321	21.1%
GRAND	TOTAL - DIRECTORS AND EXECUTIVES
2024	1,238,115	16,332	66,177	1,320,624	80,963	60,981	-	1,462,568	7.5%
2023	1,432,085	47,120	218,287	1,697,492	96,781	103,427	-	1,897,700	17.0%

“Non-Cash payments” refer to reportable fringe benefits (fuel for personal vehicles)

** “Other” amounts relate to performance based bonus payments, as approved by the board and annual leave and long service leave expenses

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

LONG TERM INCENTIVES

Equity Incentive Plan

The GR Engineering Services Limited 2022 Equity Incentive Plan ( Plan ) was adopted by the Board on 28 September 2022. In accordance with the Listing Rules of the Australian Securities Exchange (ASX), shareholder approval of the Plan was obtained at the consolidated entity’s Annual General Meeting held on 23 November 2022. Under the ASX Listing Rules and Corporations Act 2001 (Cth), the issue of securities under the Plan to directors will be subject to separate shareholder approval. Eligible participants in the Plan include those defined in ASIC Class Order 14/1000 (CO) or as determined by the Board to be eligible to participate in the Plan from time to time.

The Plan is designed to align the interests of executives and employees with the interests of shareholders by providing an opportunity to receive an equity interest in the consolidated entity and therefore direct participation in the benefits of future consolidated entity performance over the medium to long term.

This is achieved by awarding both or either:

Performance Rights (PR), with each PR being a right to acquire one fully paid ordinary share of the consolidated entity and vesting upon the satisfaction of certain performance conditions; and
Share Appreciation Rights (SARs), being rights to receive a future payment in shares, based on the amount of increase in market value of one share in the consolidated entity in a specified period between the grant of the SAR and exercise of that SAR.

Securities issued under the Plan will be subject to vesting criteria as determined by the Board and have a term of 3 years (or such term as otherwise agreed by the Board).

During the year ended 30 June 2024, a total of 2,756,775 Performance Rights were issued in accordance with the terms and conditions of the Plan. A total of 5,476,775 Performance Rights were on issue as at 30 June 2024.

Grant Date	Vesting Date	Expiry Date	Exercise Price	Number	Fair Value
22 Jul 2021	22 Jul 2024	22 Jul 2024	Nil	65,000	$1.050
30 Nov 2021	30 Nov 2024	30 Nov 2024	Nil	150,000	$1.420
7 Feb 2022	7 Feb 2025	7 Feb 2025	Nil	100,000	$1.520
21 Mar 2022	21 Mar 2025	21 Mar 2025	Nil	25,000	$1.470
1 Jul 2022	1 Jul 2025	1 Jul 2025	Nil	80,000	$1.430
1 Nov 2022	1 Nov 2025	1 Nov 2025	Nil	595,000	$1.567
1 Nov 2022	22 Jul 2024	22 Jul 2024	Nil	35,000	$1.749
12 Dec 2022	12 Dec 2025	12 Dec 2025	Nil	1,670,000	$1.438
28 Aug 2023	14 Mar 2025	14 Mar 2025	Nil	40,000	$1.729
28 Aug 2023	28 Aug 2026	28 Aug 2026	Nil	2,249,750	$1.474
3 Oct 2023	28 Aug 2026	28 Aug 2026	Nil	20,000	$1.560
3 Oct 2023	3 Oct 2026	3 Oct 2026	Nil	40,000	$1.560
3 Oct 2023	30 Nov 2024	30 Nov 2024	Nil	30,000	$1.944
9 Feb 2024	10 Nov 2026	10 Nov 2026	Nil	30,000	$1.733
14 Mar 2024	13 Mar 2026	13 Mar 2026	Nil	217,025	$1.822
14 Mar 2024	13 Mar 2027	13 Mar 2027	Nil	130,000	$1.632

During FY24, 150,000 Performance Rights converted to shares that were issued to key management - Omesh Motiwalla (Chief Financial Officer & Company Secretary).

No Share Appreciation Rights are currently on issue pursuant to the Plan. An amount of 386,015 Share Appreciation Rights lapsed on 1 July 2023, as the vesting criteria was not met.

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

The following share-based payment compensation relates to Performance Rights issued to directors and senior management:

==> picture [446 x 121] intentionally omitted <==

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

% of
Compensation
Number of for the Year
Shares Issued Exercise Consisting of
on Vesting Price Fair Value Performance
Name Grant Date Vesting Date Date $ Quantity $ Rights
Omesh
14 Sep 2020 28 Aug 2023 100,000 Nil 100,000 $0.6830 11.9%
Motiwalla
Omesh
1 Nov 2022 28 Aug 2023 50,000 Nil 50,000 $1.9530
Motiwalla
Omesh
28 Aug 2023 28 Aug 2026 Nil 80,000 $1.4740
Motiwalla
----- End of picture text -----

RELATIONSHIP BETWEEN COMPANY PERFORMANCE AND REMUNERATION POLICY

The table below sets out summary information about the consolidated entity’s earnings and movements in shareholder wealth for the 5 years to 30 June 2024:

	2020	2021	2022	2023	2024
Revenue ($000's)	222,402	392,385	651,669	551,361	424,064
Net profit before tax ($000's)	-9,661	30,556	50,305	39,740	46,099
Net profit after tax ($000's)	-7,250	21,010	34,720	27,491	31,180
Share price at year end	$0.72	$1.50	$1.94	$2.14	$2.15
Dividend ($000's)	6,145	13,964	25,773	30,698	31,341
EPS (cents)	(4.72)	13.48	21.55	17.02	18.92
Diluted EPS(cents)	(4.72)	13.11	20.85	16.43	18.38

Tony Patrizi, an Executive Director and four key employees hold significant shareholdings in the consolidated entity. As a result the performance of the consolidated entity and the personal and financial interest of its executive and management team are aligned.

The Plan has been adopted by the consolidated entity and will be implemented as the Remuneration & Nomination Committee identify the need to remunerate either existing or future employees, key employees, executives or executive directors on a performance basis.

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

SHAREHOLDING

The number of shares in the parent entity held during the financial year by each director and other members of key management personnel of the consolidated entity, including their personally related parties, is set out below:

2024	Balance at the start of theyear Received as part of remuneration Additions / other Disposals / other Balance at the end of theyear
*Ordinary shares* Phillip Lockyer Tony Patrizi Peter Hood Joe Totaro Deb Morrow Omesh Motiwalla*	50,000 - - - 50,000 9,795,000 - - - 9,795,000 500,000 - - - 500,000 8,000,000 - - - 8,000,000 - - - - - 50,000 150,000 - (30,000) 170,000
	18,395,000 150,000 - (30,000) 18,515,000
2023	Balance at the start of theyear Received as part of remuneration Additions / other Disposals / other Balance at the end of theyear
*Ordinary shares* Phillip Lockyer Geoff Jones Tony Patrizi Peter Hood Joe Totaro Omesh Motiwalla**	50,000 - - - 50,000 200,000 285,301 - (485,301) - 9,795,000 - - - 9,795,000 500,000 - - - 500,000 8,000,000 - - - 8,000,000 20,000 50,000 - (20,000) 50,000
	18,565,000 335,301 - (505,301) 18,395,000

*Deb Morrow was appointed on 18 April 2024.

**Geoff Jones resigned on 27 January 2023. The full value of his shareholding has been deemed as a disposal.

OTHER TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL

During the year ended 30 June 2024, the consolidated entity leased office space at 71 Daly Street, Ascot WA from Ashguard Pty Ltd. Tony Patrizi, a director of the consolidated entity, had a non-controlling interest in Ashguard Pty Ltd. The total amount invoiced by Ashguard Pty Ltd in the year ended 30 June 2024 amounted to $785,146 including GST (2023: $826,666). The balance payable at 30 June 2024 is $69,229 (2023: $3,880).

During the year ended 30 June 2024 the consolidated entity procured items from Mak Industrial Water Solutions Limited, a company in which Peter Hood is Chairman. The total amount invoiced by Mak Industrial Water Solutions Limited in the year ended 30 June 2024 amounted to $7,388 including GST (2023: $12,609). The balance payable at 30 June 2024 is $7,388 (2023: nil).

During the year ended 30 June 2024 the consolidated entity provided engineering services for Agrimin Limited, a company in which Deb Morrow is Managing Director and Chief Executive Officer. The total amount invoiced to Agrimin Limited in the year ended 30 June 2024 was $39,866 including GST (2023: nil). The balance outstanding at 30 June 2024 is nil (2023: nil).

The terms and conditions of the transactions and the associated agreements to which they relate (where applicable) that have been set out above are at arm's length and on normal commercial terms.

This marks the end of the remuneration report.

ANNUAL FINANCIAL REPORT

==> picture [169 x 30] intentionally omitted <==

DIRECTORS’ REPORT

CORPORATE GOVERNANCE

The Directors of the consolidated entity are committed to the highest standards of corporate governance in all elements of the business of the consolidated entity including internal control, ethics, risk functions, policies and internal and external audit.

The consolidated entity’s Board of Directors has adopted a comprehensive corporate governance policy and manual based on ASX guidelines. The Board continually seeks to review and develop additional structures to be implemented as the consolidated entity’s activities develop in size, nature and scope.

Please refer to the Corporate Governance Statement contained in this report.

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

On behalf of the Directors

==> picture [177 x 98] intentionally omitted <==

Tony Patrizi Managing Director

Date: 22 August 2024

ANNUAL FINANCIAL REPORT

==> picture [178 x 32] intentionally omitted <==

AUDITOR’S INDEPENDENCE DECLARATION

==> picture [429 x 644] intentionally omitted <==

ANNUAL FINANCIAL REPORT

==> picture [172 x 31] intentionally omitted <==

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 30 JUNE 2024

Notes

Revenue 5 Interest income 6 Other income 6 Expenses Employee benefits expense 7 Depreciation and amortisation expense 7 Equity based payments Finance costs 7 Direct materials and subcontractor costs Accountancy & audit fees Marketing (Expected credit losses, write-offs) and reversals 10 Occupancy Administration Profit before income tax expense Income tax expense 8 Profit after income tax expense for the year attributable to the owners of GR Engineering Services Limited 21 Other comprehensive income for the year, net of income tax Items that will not be reclassified subsequently to profit or loss: Fair value gain/(loss) on financial assets Items that may be reclassified subsequently to profit or loss: Exchange differences on translating foreign operations Other comprehensive income for the year, net of income tax Total comprehensive income for the year attributable to the owners of GR Engineering Services Limited Profit attributable to owners of the parent Basic earnings per share 30 Diluted earnings per share 30 Total comprehensive income attributable to the owners of the parent	2024 2023 $ $ 424,064,189 551,361,115 2,573,557 1,836,342 898,995 4,220,967 (163,446,247) (157,297,399) (6,805,153) (5,988,364) (1,907,261) (1,824,106) (584,015) (468,772) (191,523,365) (335,468,931) (721,404) (614,992) (311,505) (293,953) (751,297) (94,332) (490,724) (622,049) (14,897,221) (15,005,718) 46,098,549 39,739,808 (14,918,667) (12,248,578) 31,179,882 27,491,230 211,299 (1,356,772) 137,688 310,481 348,987 (1,046,291) 31,528,869 26,444,939 31,179,882 27,491,230 31,528,869 26,444,939 Cents Cents 18.92 17.02 18.38 16.43 Consolidated	2024 2023 $ $ 424,064,189 551,361,115 2,573,557 1,836,342 898,995 4,220,967 (163,446,247) (157,297,399) (6,805,153) (5,988,364) (1,907,261) (1,824,106) (584,015) (468,772) (191,523,365) (335,468,931) (721,404) (614,992) (311,505) (293,953) (751,297) (94,332) (490,724) (622,049) (14,897,221) (15,005,718) 46,098,549 39,739,808 (14,918,667) (12,248,578) 31,179,882 27,491,230 211,299 (1,356,772) 137,688 310,481 348,987 (1,046,291) 31,528,869 26,444,939 31,179,882 27,491,230 31,528,869 26,444,939 Cents Cents 18.92 17.02 18.38 16.43 Consolidated
		39,739,808
		(12,248,578)
		27,491,230
		(1,356,772) 310,481
		(1,046,291)
		26,444,939

		27,491,230

		26,444,939
		Cents 17.02 16.43

The accompanying notes form part of these Financial Statements

ANNUAL FINANCIAL REPORT

==> picture [172 x 31] intentionally omitted <==

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2024

Notes

Assets Current assets Cash and cash equivalents 9 Trade and other receivables 10 Inventories 11 Prepayments Total current assets Non-current assets Property, plant and equipment 12 Trade and other receivables 10 Financial assets 13 Intangible assets 14 Deferred tax 8 Total non-current assets Total assets Liabilities Current liabilities Trade and other payables 15 Borrowings 16 Current tax liability Provisions 17 Contract liabilities 18 Total current liabilities Non-current liabilities Borrowings 16 Provisions 17 Total non-current liabilities Total liabilities Net assets Equity Issued capital 19 Reserves 20 Retained profits 21 Total equity	2024 2023 $ $ 74,645,675 86,022,143 93,553,298 53,737,400 84,881 46,489 3,070,433 3,793,346 171,354,287 143,599,378 15,661,182 12,589,017 6,540,610 8,020,983 1,448,296 2,288,157 28,789,170 22,385,829 2,961,183 866,175 55,400,441 46,150,161 226,754,728 189,749,539 75,238,186 51,524,684 2,691,268 2,262,651 6,317,015 1,263,782 22,609,261 17,258,488 45,511,672 50,705,357 152,367,402 123,014,962 6,460,925 4,969,861 1,599,878 2,032,825 8,060,803 7,002,686 160,428,205 130,017,648 66,326,523 59,731,891 46,979,443 40,025,411 2,458,688 2,698,975 16,888,392 17,007,505 66,326,523 59,731,891 Consolidated	2024 2023 $ $ 74,645,675 86,022,143 93,553,298 53,737,400 84,881 46,489 3,070,433 3,793,346 171,354,287 143,599,378 15,661,182 12,589,017 6,540,610 8,020,983 1,448,296 2,288,157 28,789,170 22,385,829 2,961,183 866,175 55,400,441 46,150,161 226,754,728 189,749,539 75,238,186 51,524,684 2,691,268 2,262,651 6,317,015 1,263,782 22,609,261 17,258,488 45,511,672 50,705,357 152,367,402 123,014,962 6,460,925 4,969,861 1,599,878 2,032,825 8,060,803 7,002,686 160,428,205 130,017,648 66,326,523 59,731,891 46,979,443 40,025,411 2,458,688 2,698,975 16,888,392 17,007,505 66,326,523 59,731,891 Consolidated
		143,599,378
		12,589,017 8,020,983 2,288,157 22,385,829 866,175
		46,150,161
		189,749,539
		51,524,684 2,262,651 1,263,782 17,258,488 50,705,357
		123,014,962
		4,969,861 2,032,825
		7,002,686
		130,017,648
		59,731,891
		40,025,411 2,698,975 17,007,505
		59,731,891

The accompanying notes form part of these Financial Statements

ANNUAL FINANCIAL REPORT

==> picture [172 x 31] intentionally omitted <==

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 30 JUNE 2024

Notes Cash flows from operating activities Receipts from customers Payments to suppliers and employees Income tax paid Interest received Net cash flows provided by operating activities 9 Cash flows from investing activities Purchase of property, plant and equipment Proceeds from sale of property, plant and equipment Payments for acquisition of financial assets Proceeds from sale of financial assets Net cash outflow on acquisition of business 32 Net cash flows used in investing activities Cash flows from financing activities Payment of lease liabilities Dividends paid 22 Interest paid Net cash flows used in financing activities Net increase in cash and cash equivalents Cash and cash equivalents at beginning of period Effects of exchange rate changes of balances of cash held in foreign currencies Cash and cash equivalents at end of period 9	2024 2023 $ $ 408,646,246 627,124,857 (368,636,623) (601,012,647) (12,251,878) (14,218,966) 2,573,557 1,836,342 30,331,302 13,729,586 (4,826,658) (3,411,124) 36,556 7,300 - (3,000,000) 639,141 10,657,982 (4,115,691) - (8,266,652) 4,254,158 (1,626,989) (2,238,874) (31,341,498) (30,697,778) (538,326) (459,018) (33,506,813) (33,395,670) (11,442,163) (15,411,926) 86,022,143 101,994,568 65,695 (560,499) 74,645,675 86,022,143 Consolidated	2024 2023 $ $ 408,646,246 627,124,857 (368,636,623) (601,012,647) (12,251,878) (14,218,966) 2,573,557 1,836,342 30,331,302 13,729,586 (4,826,658) (3,411,124) 36,556 7,300 - (3,000,000) 639,141 10,657,982 (4,115,691) - (8,266,652) 4,254,158 (1,626,989) (2,238,874) (31,341,498) (30,697,778) (538,326) (459,018) (33,506,813) (33,395,670) (11,442,163) (15,411,926) 86,022,143 101,994,568 65,695 (560,499) 74,645,675 86,022,143 Consolidated
		13,729,586
		(3,411,124) 7,300 (3,000,000) 10,657,982 -
		4,254,158
		(2,238,874) (30,697,778) (459,018)
		(33,395,670)
		(15,411,926) 101,994,568 (560,499)
		86,022,143

The accompanying notes form part of these Financial Statements

ANNUAL FINANCIAL REPORT

==> picture [187 x 34] intentionally omitted <==

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 JUNE 2024

Balance as at 30 June 2022 Profit for the period Other comprehensive income for the period Total comprehensive income for the period Dividends Issue of shares Share based payments Realised gain on Investments in equities transferred to retained earnings Balance as at 30 June 2023 Profit for the period Other comprehensive income for the period Total comprehensive income for the period Dividends Issue of shares Share based payments Realised gain on Investments in equities transferred to retained earnings Balance as at 30 June 2024	Issued capital Performance Rights Reserve Share Appreciation Rights Reserve Foreign Currency Translation Reserve Investment Revaluation Reserve Retained Earnings Total $ $ $ $ $ $ $
	39,890,962 1,620,503 150,046 (386,552) 671,612 20,214,053 62,160,624
	- - - - - 27,491,230 27,491,230 - - - 310,481 (1,356,772) - (1,046,291)
	- - - 310,481 (1,356,772) 27,491,230 26,444,939
	- - - - - (30,697,778) (30,697,778) 134,449 (33,500) (100,949) - - - - - 1,873,203 (49,097) - - - 1,824,106 - - - - - - -
	40,025,411 3,460,206 - (76,071) (685,160) 17,007,505 59,731,891
	- - - - - 31,179,882 31,179,882 - - - 137,688 211,299 - 348,987
	- - - 137,688 211,299 31,179,882 31,528,869
	- - - - - (31,341,498) (31,341,498) 6,954,032 (2,454,032) - - - - 4,500,000 - 1,907,261 - - - - 1,907,261 - - - - (42,503) 42,503 -
	46,979,443 2,913,435 - 61,617 (516,364) 16,888,392 66,326,523

The accompanying notes form part of these Financial Statements

ANNUAL FINANCIAL REPORT

==> picture [185 x 33] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 1. General information

The financial report covers GR Engineering Services Limited as a consolidated entity consisting of GR Engineering Services Limited and the entities it controlled during the year. The financial report is presented in Australian dollars, which is GR Engineering Services Limited's functional and presentation currency.

The financial report consists of the financial statements, notes to the financial statements and the directors' declaration.

GR Engineering Services Limited is a listed public company limited by shares, incorporated and domiciled in Australia. The registered office and principal place of business of GR Engineering Services Limited is located at 71 Daly Street, Ascot, Western Australia.

A description of the nature of the consolidated entity's operations and its principal activities are included in the directors' report, which is not part of the financial report.

The financial report was authorised for issue, in accordance with a resolution of directors, on 15 August 2024. The directors have the power to amend and reissue the financial report.

Note 2. Material accounting policies

The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

New, revised or amending Accounting Standards and Interpretations adopted

The consolidated entity has adopted all of the new and revised Standards and Interpretations issued by the Australian Accounting Standards Board (“AASB”) that are relevant to its operations and effective for the current annual reporting period beginning 1 July 2023.

The following new and revised Standards and Interpretations effective for the current reporting period that are relevant to the consolidated entity include:

AASB 17 Insurance Contracts
AASB 2020-5 Amendments to Australian Accounting Standards – Insurance Contracts
AASB 2021-2 Amendments to Australian Accounting Standards – Disclosure of Accounting Policies and Definition of Accounting Estimates
AASB 2021-5 Amendments to Australian Accounting Standards – Deferred Tax related to Assets and Liabilities arising from a Single Transaction
AASB 2022-7 Editorial Corrections to Australian Accounting Standards and Repeal of Superseded and Redundant Standards
AASB 2023-2 Amendments to Australian Accounting Standards – International Tax Reform

The adoption of these standards and interpretations did not have a material impact on the consolidated entity.

ANNUAL FINANCIAL REPORT

==> picture [185 x 33] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 2. Material accounting policies (continued)

New Accounting Standards and Interpretations not yet mandatory or early adopted

The Australian Accounting Standards and Interpretations that have been issued or amended but are not yet effective and have not been adopted by the consolidated entity for the year ended 30 June 2024 are detailed below. Only those that may have an impact on the consolidated entity have been listed.

Standard/Interpretation	Effective for annual reporting periods beginning on or after	Expected to be initially applied in the financial year ending
• AASB 2020-1 Amendments to Australian Accounting Standards – Classification of Liabilities as Current or Non-current and AASB 2020-6 Amendments to Australian Accounting Standards – Classification of Liabilities as Current or Non-current – Deferral of Effective Date	1 January 2024	30 June 2025
• IFRS 18 Presentation and Disclosure in Financial Statements	1 January 2027	30 June 2028

Management are currently undertaking an assessment of the impact of recently issued or amended standards and interpretations on the consolidated entity.

Statement of compliance

These financial statements are general purpose financial statements which have been prepared in accordance with the Corporations Act 2001, Accounting Standards and Interpretations, and comply with other requirements of the law.

The financial statements comprise the consolidated financial statements of the consolidated entity. For the purposes of preparing the consolidated financial statements, the consolidated entity is a for-profit entity.

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

Basis of preparation

Historical cost convention

The consolidated financial statements have been prepared on the basis of historical cost, except for certain non-current assets and financial instruments that are measured at revalued amounts or fair values, as explained in the accounting policies below. Historical cost is generally based on the fair values of the consideration given in exchange for assets. All amounts are presented in Australian dollars, unless otherwise noted.

Critical accounting estimates

The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the consolidated entity's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 3.

ANNUAL FINANCIAL REPORT

==> picture [185 x 33] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 2. Material accounting policies (continued)

Principles of consolidation

The consolidated financial statements incorporate the financial statements of the consolidated entity and entities (including structured entities) controlled by the consolidated entity and its subsidiaries. Control is achieved when the consolidated entity:

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

The consolidated entity reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above.

When the consolidated entity has less than a majority of the voting rights of an investee, it has power over the investee when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally. The consolidated entity considers all relevant facts and circumstances in assessing whether or not the consolidated entity's voting rights in an investee are sufficient to give it power, including:

the size of the consolidated entity's holding of voting rights relative to the size and dispersion of holdings of the other vote holders;
potential voting rights held by the consolidated entity, other vote holders or other parties;
rights arising from other contractual arrangements; and
any additional facts and circumstances that indicate that the consolidated entity has, or does not have, the current ability to direct the relevant activities at the time that decisions need to be made, including voting patterns at previous shareholders' meetings.

Consolidation of a subsidiary begins when the consolidated entity obtains control over the subsidiary and ceases when the consolidated entity loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated statement of profit or loss and other comprehensive income from the date the consolidated entity gains control until the date when the consolidated entity ceases to control the subsidiary.

Profit or loss and each component of other comprehensive income are attributed to the owners of the consolidated entity and to the non-controlling interests. Total comprehensive income of subsidiaries is attributed to the owners of the consolidated entity and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with the consolidated entity's accounting policies.

All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the consolidated entity are eliminated in full on consolidation.

Operating segments

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Managing Director of the consolidated entity.

ANNUAL FINANCIAL REPORT

==> picture [185 x 33] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 2. Material accounting policies (continued)

Foreign currency translation

The financial report is presented in Australian dollars, which is GR Engineering Services Limited's functional and presentation currency.

Foreign currency transactions

Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at financial year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.

Foreign operations

The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rates at the reporting date. The revenues and expenses of foreign operations are translated into Australian dollars using the exchange rates prevailing at the dates of the transactions. All resulting foreign exchange differences are recognised in other comprehensive income through the foreign currency reserve in equity.

The functional currency of GR Engineering Services (UK) Limited is Great British pounds. The functional currency of GR Engineering Services (Greece) is Euro. The functional currency of GR Engineering Services Turkey is Turkish Lira. The functional currency of GR Engineering Services (Papua New Guinea) is Papua New Guinea Kina. The functional currency of other foreign subsidiaries of the consolidated entity is United States dollars.

The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment is disposed of.

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the date of the initial transaction.

Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined.

Revenue recognition

Revenue is recognised for the two segments: Mineral Processing and Oil & Gas.

Mineral Processing

The Mineral Processing segment includes Engineering, Procurement & Construction (EPC) contracts and Engineering, Procurement & Construction Management (EPCM) Contracts.

In these contracts, the consolidated entity provides services comprising design and construction of minerals processing facilities and associated infrastructure for complete greenfields or brownfields projects including plant modifications, upgrades and expansions, plant evaluation and condition reports, plant operations and maintenance support and optimisation, plant relocation, refurbishment and recommissioning, and provision of owners representatives and teams for project management and delivery. Project management services also include project studies (concept through to bankable feasibility), engineering and procurement, construction and commissioning, asset management plans and system development, operations and technical support (audits, reviews and consulting), and infrastructure development.

ANNUAL FINANCIAL REPORT

==> picture [185 x 33] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 2. Material accounting policies (continued)

EPC and EPCM contracts generally contain a single performance obligation because the activities are highly integrated with each other to represent the combined output for which the customer has contracted, and therefore are not distinct from one another. Additionally, whilst some of the services could be provided to the customer individually, this is not the business practice as customers engage the consolidated entity to provide a start to end service.

The consolidated entity enters into fixed sum contracts or guaranteed maximum price contracts. In some cases, variable consideration is present in the contract in the form of, for example, bonus payments or penalties based on performance, or variations. Where variable consideration is present in a contract, the constraint of estimates of variable consideration is applied as necessary by assessing the historical performance of the consolidated entity on similar contracts and consideration of factors that are outside the consolidated entity’s influence. Revenue for EPC and EPCM contracts is recognised over time because the performance creates and enhances an asset controlled by the customer as the work is performed. The asset is specific to the customer as it cannot be sold elsewhere or have another use, and the consolidated entity is entitled to payment for work performed. In recognising revenue over time, the consolidated entity measures the satisfaction of progress using cost as an input as cost faithfully depicts the transfer of value to the customer.

In addition to the above, the consolidated entity enters into contracts for the sale of assets, where revenue is recognised over time because the performance creates and enhances an asset controlled by the customer, as the work is performed. The asset is specific to the customer, as it cannot be sold elsewhere or have an alternative use, and the consolidated entity is entitled to payment for work performed. In recognising revenue over time, the consolidated entity measures the satisfaction of progress using cost as an input, as cost faithfully depicts the transfer of value to the customer.

Oil & Gas

Oil and Gas contracts comprise the delivery of operations and maintenance, wellsites, engineering and production assurance services to the customer base. Under these contracts, the services provided is the provision of labour as well as the procurement of equipment for the customer on an as needs basis. These arrangements can be long or short term and are generally structured as an overarching master agreement, with individual work orders made by the customer. Each work order will specify the services to be performed. The combination of the master agreement and each work order forms the contract.

Each work order is deemed to be a contract and each work order is generally considered to be one performance obligation. These contracts do not have a fixed fee and the customer is charged based on the number of labour hours incurred, multiplied by agreed rates contained in the master agreement. Equipment may also be provided to customers which is charged on a recoverable basis as and when the equipment is procured and provided to the customer.

Revenue for contracts in this segment is recognised over time as the customer simultaneously receives and consumes the benefits of the services being provided as they are performed. The consolidated entity will bill the client on a monthly basis based on hours incurred multiplied by the agreed rates or on a cost plus basis. This will also include any recoverable expenditure incurred for equipment provided in respect of that period. Therefore, the consolidated entity has a right to consideration from its customers in an amount that corresponds directly with the value to the customer of the consolidated entity’s performance completed to date and hence the consolidated entity has decided to adopt the practical expedient of recognising revenue on a billings basis.

ANNUAL FINANCIAL REPORT

==> picture [185 x 33] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 2. Material accounting policies (continued)

Tender costs

Tender costs are expensed as they are not incremental costs to obtaining the contract.

Interest

Revenue is recognised as the interest accrues (using the effective interest method, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial instrument) to the net carrying amount of the financial asset.

Contract fulfilment costs

Significant costs incurred prior to the commencement of a contract may arise for example due to mobilisation and site setup costs. These activities are costs incurred to fulfil a contract. Where these costs are expected to be recovered, they are capitalised and amortised over the course of the contract consistent with the transfer of a service to the customer. Where the costs, or a portion of these costs, are reimbursed by the customer, the amount received is recognised as deferred revenue and allocated to the performance obligations within the contract and recognised as revenue over the course of the contract.

Income tax

GR Engineering Services Limited and its wholly owned Australian resident entities formed a tax-consolidated group under Australian taxation law and are therefore taxed as a single entity from that date. The head entity within the tax-consolidated group is GR Engineering Services Limited.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of profit or loss because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The consolidated entity’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.

Deferred income tax is provided for on all temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for the financial reporting purposes.

The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.

Financial assets

All regular way purchases or sales of financial assets are recognised and derecognised on a trade date basis. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace.

All recognised financial assets are measured subsequently in their entirety at either amortised cost or fair value, depending on the classification of the financial assets.

Classification of financial assets

Debt instruments that meet the following conditions are measured subsequently at amortised cost:

the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

By default, all other financial assets are measured subsequently at fair value through profit or loss (FVTPL).

ANNUAL FINANCIAL REPORT

==> picture [185 x 33] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 2. Material accounting policies (continued)

Despite the foregoing, the consolidated entity may make the following irrevocable election/designation at initial recognition of a financial asset:

the consolidated entity may irrevocably elect to present subsequent changes in fair value of an equity investment in other comprehensive income if certain criteria are met; and
the consolidated entity may irrevocably designate a debt investment that meets the amortised cost or FVTOCI criteria as measured at FVTPL if doing so eliminates or significantly reduces an accounting mismatch.

(i) Amortised cost and effective interest method

Interest income on financial assets carried at amortised cost is recognised in profit or loss and is included in the "Other income" line item (note 6).

(ii) Equity instruments designated as at fair value through other comprehensive income (FVTOCI) On initial recognition, the consolidated entity may make an irrevocable election (on an instrument ‑ by ‑ instrument basis) to designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognised by an acquirer in a business combination.

A financial asset is held for trading if:

it has been acquired principally for the purpose of selling it in the near term; or
on initial recognition it is part of a portfolio of identified financial instruments that the consolidated entity ‑ ‑
manages together and has evidence of a recent actual pattern of short term profit taking; or
it is a derivative (except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument).

Investments in equity instruments at FVTOCI are initially measured at fair value plus transaction costs. Subsequently, they are measured at fair value with gains and losses arising from changes in fair value recognised in other comprehensive income and accumulated in the investments revaluation reserve. The cumulative gain or loss is not be reclassified to profit or loss on disposal of the equity investments, instead, it is transferred to retained earnings.

Dividends on these investments in equity instruments are recognised in profit or loss in accordance with AASB 9, unless the dividends clearly represent a recovery of part of the cost of the investment.

The consolidated entity has designated all investments in equity instruments that are not held for trading as at FVTOCI on initial application of AASB 9 (see note 13).

Property, plant and equipment

Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost includes expenditure that is directly attributable to the acquisition of the items.

Depreciation is calculated on a straight-line basis over the estimated useful life of the asset as follows:

Property, plant and equipment - over 2.5 to 20 years

ANNUAL FINANCIAL REPORT

==> picture [185 x 33] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 2. Material accounting policies (continued)

Leases

The lease liabilities are presented in borrowings in the consolidated statement of financial position.

The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made.

The consolidated entity applies the short-term lease recognition exemption (i.e. those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases that are considered low value (i.e. below $5,000). Lease payments on short-term leases and leases of low-value assets recognised as an expense in profit or loss on a straight-line basis over the lease term.

Impairment of property, plant and equipment and intangible assets excluding goodwill

At each reporting date, the Group reviews the carrying amounts of its property, plant and equipment and intangible 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 to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, 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 an indefinite useful life are tested for impairment at least annually and whenever there is an indication at the end of a reporting period that the asset may be impaired.

Recoverable amount is the higher of fair value less costs of disposal 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 and to the extent that the impairment loss is greater than the related revaluation surplus, the excess impairment loss is recognised in profit or loss.

Business combinations

Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred in a business combination is measured at fair value, which is calculated as the sum of the acquisition-date fair values of assets transferred by the consolidated entity, liabilities incurred by the consolidated entity to the former owners of the acquiree and the equity interest issued by the consolidated entity in exchange for control of the acquiree. Acquisition related costs are recognised in profit or loss as incurred.

At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognised at their fair value at the acquisition date, except that deferred tax assets or liabilities and assets or liabilities related to employee benefit arrangements are recognised and measured in accordance with AASB 112 Income Taxes and AASB 119 Employee Benefits respectively.

ANNUAL FINANCIAL REPORT

==> picture [185 x 33] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 2. Material accounting policies (continued)

Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any noncontrolling interests in the acquiree, and the fair value of the acquirer’s previously held equity interest in the acquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. If, after reassessment, the net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any noncontrolling interests in the acquiree and the fair value of the acquirer’s previously held interest in the acquiree (if any), the excess is recognised immediately in profit or loss as a bargain purchase gain.

When the consideration transferred by the consolidated entity in a business combination includes a deferred consideration arrangement, the deferred consideration is measured at its acquisition-date fair value and included as part of the consideration transferred in a business combination. Changes in fair value of the deferred consideration that qualify as measurement period adjustments are adjusted retrospectively, with corresponding adjustments against goodwill. Measurement period adjustments are adjustments that arise from additional information obtained during the ‘measurement period’ (which cannot exceed one year from the acquisition date) about facts and circumstances that existed at the acquisition date.

The subsequent accounting for changes in the fair value of the deferred consideration that do not qualify as measurement period adjustments depends on how the deferred consideration is classified. Deferred consideration that is classified as equity is not remeasured at subsequent reporting dates and its subsequent settlement is accounted for within equity. Other deferred consideration is remeasured to fair value at subsequent reporting dates with changes in fair value recognised in profit or loss.

If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the consolidated entity reports provisional amounts for the items for which the accounting is incomplete. Those provisional amounts are adjusted during the measurement period (see above), or additional assets or liabilities are recognised, to reflect new information obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the amounts recognised as of that date.

Goodwill

Goodwill is initially recognised and measured as set out above.

Goodwill is not amortised but is reviewed for impairment at least annually. For the purpose of impairment testing, goodwill is allocated to each of the consolidated entity’s cash-generating units (or consolidated entity of cash- generating units) expected to benefit from the synergies of the combination. Cash-generating units to which goodwill has been allocated are tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. An impairment loss recognised for goodwill is not reversed in a subsequent period.

On disposal of a cash-generating unit, the attributable amount of goodwill is included in the determination of the profit or loss on disposal.

ANNUAL FINANCIAL REPORT

==> picture [185 x 33] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 2. Material accounting policies (continued)

Intangibles

Intangible assets acquired in a business combination Intangible assets acquired in a business combination and recognised separately from goodwill are recognised initially at their fair value at the acquisition date (which is regarded as their cost).

Subsequent to initial recognition, intangible assets acquired in a business combination are reported at cost less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired separately.

Note 3. Critical accounting judgements, estimates and assumptions

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions on historical experience and on other various factors, including expectations of future events, management believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are discussed below.

Revenue recognition, contract assets and liabilities

Where the outcome of a mineral processing contract can be estimated reliably, revenue and costs are recognised by reference to the stage of completion of the contract activity at the reporting date, measured based on the proportion of contract costs incurred for work performed to date relative to the estimated total contract costs, except where this would not be representative of the stage of completion. Variations in contract work, claims and incentive payments are included to the extent that they have been agreed with the customer. Where the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised to the extent of contract costs incurred that it is highly probable will be recoverable.

A provision is made for the difference between the expected cost of fulfilling a contract and the expected unearned portion of the transaction price where the forecast costs are greater than the forecast revenue. The provision is recognised in full in the period in which loss-making contracts are identified under AASB 137.

Warranties

Because the consolidated entity predominantly undertakes projects on an Engineering, Procurement & Construction turnkey design and construction contract basis, all the risk associated with cost, time, plant performance and plant warranty (defects period) rests with the consolidated entity. As such the consolidated entity is responsible for the total “make-good” of any defects of underperformance.

The consolidated entity includes a project completion and close out provision (liability) in design and construction project cost forecast reports of 3% of the project costs, or such other amount as assessed by management having regard to specific project requirements.

Lease term

Management has exercised their judgement in the determination of the lease term. Management have considered extension options under their lease agreements and if it is reasonably certain that these options will be exercised, an extended lease term will be assumed.

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 4. Operating segments

Operating segments have been identified on the basis of internal reports of the consolidated entity that are regularly reviewed by the chief operating decision maker in order to allocate resources to the segments and to assess their performance. The chief operating decision maker has been identified as the Managing Director. On a regular basis, the board receives financial information on a company basis similar to the financial statements presented in the financial report, to manage and allocate their resources.

The Managing Director has chosen to classify the operations of the consolidated entity by reference to presence in an industry. The segments identified on this basis are "mineral processing" and "oil and gas".

Segment revenues and results

The following table shows the revenue and results of the consolidated entity summarised under these segments.

Segment revenue

Mineral processing Oil and gas Total revenue Segment profit before tax Mineral processing Oil and gas Total profit before tax	2024 $ 346,207,043 77,857,146 424,064,189 2024 $ 39,051,120 7,047,429 46,098,549	2023 $ 487,439,411 63,921,704
		551,361,115
		2023 $ 36,422,153 3,317,655
		39,739,808

Segment revenue reported above represents revenue generated from external customers. There were no inter-segment sales in the current year (2023: nil).

Segment assets and liabilities

Segment assets Mineral processing Oil and gas Corporate Total assets Depreciation and amortisation Mineral processing Oil and gas Total depreciation and amortisation Segment liabilities Mineral processing Oil and gas Total liabilities	2024 $ 194,706,497 30,599,935 1,448,296 226,754,728 2024 $ 5,143,159 1,661,994 6,805,153 2024 $ 146,087,808 14,340,397 160,428,205	2023 $ 167,285,612 20,175,770 2,288,157
		189,749,539
		2023 $ 4,608,852 1,379,512
		5,988,364
		2023 $ 121,682,799 8,334,849
		130,017,648

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 4. Operating segments (continued)

Geographical information

The following table shows the revenue from external customers of the consolidated entity summarised by location.

Revenue

Australia Overseas Total revenue Non-current assets Australia Overseas Total non-current assets	2024 $ 357,737,233 66,326,956 424,064,189 2024 $ 50,459,767 4,940,674 55,400,441	2023 $ 523,408,510 27,952,605
		551,361,115
		2023 $ 41,907,269 4,242,892
		46,150,161

Information about major customers

During the financial year, 2 customers individually provided more than 10% of total revenue each for the consolidated entity (2023: 3 customers).

Note 5. Revenue

Rendering of services - mineral processing - over time Rendering of services - oil & gas - over time Total revenue	2024 2023 $ $ 346,207,043 487,439,411 77,857,146 63,921,704 424,064,189 551,361,115 Consolidated	2024 2023 $ $ 346,207,043 487,439,411 77,857,146 63,921,704 424,064,189 551,361,115 Consolidated
		551,361,115

Note 6. Other income

Interest income Net foreign exchange gain/(loss) Net gain/(loss) on disposal of property, plant and equipment Subsidies and grants Gain on sale of financial assets Other gains Total other income	2024 2023 $ $ 2,573,557 1,836,342 (255,433) 285,680 36,556 7,300 1,423 1,883 - 3,216,925 1,116,449 709,179 3,472,552 6,057,309 Consolidated	2024 2023 $ $ 2,573,557 1,836,342 (255,433) 285,680 36,556 7,300 1,423 1,883 - 3,216,925 1,116,449 709,179 3,472,552 6,057,309 Consolidated
		6,057,309

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 7. Expenses

Note 7. Expenses
Profit before income tax includes the following specific expenses: Finance costs Interest and leasing charges on leases Employee benefits Employee benefits expense excluding superannuation Defined contribution superannuation expense Workers compensation expense Total employee benefits Depreciation and amortisation Depreciation of property plant and equipment Depreciation of right of use assets Total depreciation Amortisation of intangible assets Total depreciation and amortisation	2024 2023 $ $ 584,015 468,772 145,838,891 143,820,076 13,254,098 11,768,418 4,353,258 1,708,905 163,446,247 157,297,399 2,627,103 2,557,728 2,909,645 2,292,571 5,536,748 4,850,299 1,268,405 1,138,065 6,805,153 5,988,364 Consolidated
		143,820,076 11,768,418 1,708,905
		157,297,399
		2,557,728 2,292,571
		4,850,299
		1,138,065
		5,988,364

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 8. Income tax expense

Major components of income tax expense for the years ended 30 June 2023 and 2024 are:

Income tax recognised in the Consolidated statement of profit or loss

Current income tax Current income tax charge Other current income tax charges Adjustments in respect of current income tax of previous years Deferred income tax Relating to origination and reversal of temporary differences Adjustments in respect of previous deferred income tax Income tax expense reported in statement of profit or loss Income tax recognised in other comprehensive income Investments in equity instruments at fair value through other comprehensive income Accounting profit before income tax At the statutory income tax rate of 30% (2023: 30%) Add: Non-deductible expenses Adjustments in respect of previous year current income tax Other current income tax charges Foreign losses not recognised Impact to tax expense arising from foreign tax rate differential At effective income tax rate of 32.4% (2023: 30.8%) Income tax expense reported in statement of profit or loss A reconciliation of income tax expense applicable to accounting profit before income tax at the statutory income tax rate to income tax expense at the consolidated entity’s effective income tax rate for the years ended 30 June 2023 and 2024 is as follows:	2024 2023 $ $ 17,028,544 11,864,094 228,896 122,014 (109,679) (864,032) (2,224,188) 968,407 (4,906) 158,094 14,918,667 12,248,578 134,085 (97,114) 134,085 (97,114) 46,098,549 39,739,809 13,829,565 11,921,942 655,519 631,671 (114,585) (705,938) 229,054 124,587 312,890 270,994 6,224 5,321 14,918,667 12,248,578 14,918,667 12,248,578 Consolidated	2024 2023 $ $ 17,028,544 11,864,094 228,896 122,014 (109,679) (864,032) (2,224,188) 968,407 (4,906) 158,094 14,918,667 12,248,578 134,085 (97,114) 134,085 (97,114) 46,098,549 39,739,809 13,829,565 11,921,942 655,519 631,671 (114,585) (705,938) 229,054 124,587 312,890 270,994 6,224 5,321 14,918,667 12,248,578 14,918,667 12,248,578 Consolidated
		12,248,578
		(97,114)
		(97,114)
		39,739,809 11,921,942 631,671 (705,938) 124,587 270,994 5,321
		12,248,578

		12,248,578

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 8. Income tax expense (continued)

Note 8. Income tax expense (continued)
Deferred income tax Deferred income tax at 30 June relates to the following: Deferred income tax assets Accrued employee entitlements Accrued superannuation Accrued audit fees Accrued expenses Provision for long service leave Provision for warranty Provision for doubtful debts Provisions - other Shares in listed entity Plant and equipment Right of use asset Foreign losses Unrealised foreign exchange gain/(loss) Business related costs Deferred income tax liabilities Customer relationships Accrued income Other accrued income Plant and equipment Unrealised foreign exchange gain/(loss) Work in progress Net deferred tax asset	2024 2023 $ $ 1,402,401 855,742 481,535 257,242 5,940 15,540 600,067 141,128 827,589 653,828 3,117,769 2,200,875 97,213 - 79,710 268,933 769,354 357,335 - - 189,837 89,140 264,166 237,324 20,897 - - 2,573 7,856,478 5,079,660 (2,666,841) (2,070,993) - - (17) (35) (1,802,823) (1,798,155) - (80,127) (425,614) (264,175) (4,895,295) (4,213,485) 2,961,183 866,175 Consolidated
		5,079,660
		(2,070,993) - (35) (1,798,155) (80,127) (264,175)
		(4,213,485)

		866,175

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 9. Current assets - cash and cash equivalents

Note 9. Current assets - cash and cash equivalents
Cash on hand Cash at bank	2024 2023 $ $ 59,090 59,545 74,586,585 85,962,598 74,645,675 86,022,143 Consolidated
		86,022,143

The fair value of cash and cash equivalents is $74,645,675 (2023: $86,022,143).

Cash at bank earns interest at floating rates based on daily bank rates.

Short-term deposits are made for varying periods of between one day and three months depending on the immediate cash requirements of the consolidated entity, and earn interest at the respective short-term deposit rates.

Reconciliation from the net profit after tax to the net cash flow from operating activities

Net profit after tax Adjustments for: Depreciation and amortisation (Profit)/loss on sale of assets Share based employee payments Net foreign exchange (gain)/loss Interest expense on leases Doubtful debt expense Net (gain)/loss arising on sale of financial assets Acquisition of shares as consideration for services Changes in assets and liabilities (Increase)/decrease in trade and other receivables (Increase)/decrease in inventories (Increase)/decrease in deferred tax asset (Decrease)/increase in trade and other payables (Decrease)/increase in provisions (Decrease)/increase in tax liabilities (Decrease)/increase in contract liabilities Net cash from operating activities	2024 2023 $ $ 31,179,882 27,491,230 6,805,153 5,988,364 (36,556) (7,300) 1,907,261 1,824,106 (69,943) 88,056 538,326 459,018 751,297 (94,332) - (3,216,925) 243,223 (7,441,057) (34,266,038) 30,282,584 (38,390) 2,949 (2,750,820) 1,018,070 22,716,383 (44,702,091) 3,539,621 163,143 5,005,588 (2,988,458) (5,193,685) 4,862,229 30,331,302 13,729,586 Consolidated	2024 2023 $ $ 31,179,882 27,491,230 6,805,153 5,988,364 (36,556) (7,300) 1,907,261 1,824,106 (69,943) 88,056 538,326 459,018 751,297 (94,332) - (3,216,925) 243,223 (7,441,057) (34,266,038) 30,282,584 (38,390) 2,949 (2,750,820) 1,018,070 22,716,383 (44,702,091) 3,539,621 163,143 5,005,588 (2,988,458) (5,193,685) 4,862,229 30,331,302 13,729,586 Consolidated
		13,729,586

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 9. Current assets - cash and cash equivalents (continued)

Non-cash transactions

During the year ended 30 June 2024 and year ended 30 June 2023, the following non-cash investing and financing activities occurred, which are not reflected in the consolidated statement of cash flows.

Reconciliation of liabilities arising from cash flows from financing activities

Reconciliation of liabilities arising from cash flows from financing activities
Opening balance - leases New non-cash leases Insurance premium funding Interest expense Repayments Closing balance - leases	2024 2023 $ $ 7,232,512 4,258,677 3,242,573 5,212,708 2,908,089 2,696,524 538,326 459,018 (4,769,307) (5,394,415) 9,152,193 7,232,512 Consolidated
		7,232,512

Note 10. Trade and other receivables

Current assets – trade and other receivables

Trade receivables Less: Loss allowance Contract assets - oil and maintenance contracts Contract assets - mineral processing contracts Contract assets - contracts for sale of assets Term deposits held for security Loan receivable Other receivables	2024 $ 67,018,936 (324,042) 66,694,894 10,314,977 6,510,156 6,457,168 23,282,301	2023 2022 $ $ 41,503,381 70,823,812 - (2,388,909) 41,503,381 68,434,903 5,144,277 12,855,297 1,831,642 6,328,182 2,303,867 2,653,554 9,279,786 21,837,033 2024 2023 $ $ 1,062,416 940,750 1,658,888 543,640 854,799 1,469,843 93,553,298 53,737,400 Consolidated Consolidated	2022 $ 70,823,812 (2,388,909)
			68,434,903
			12,855,297 6,328,182 2,653,554
			21,837,033
			53,737,400

Trade receivables are non-interest bearing and are normally settled on 30 to 90 day terms.

Contract assets are balances owing from customer contracts. For mineral processing contracts this arises if the revenue recognised exceeds the milestone payments. For information on contracts in progress, refer to note 18.

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 10. Trade and other receivables (continued)

Expected credit losses of receivables Movements in the loss allowance of receivables are as follows: Opening balance Expected credit loss provision Amounts written off Amounts recovered Closing balance	2024 2023 $ $ - 2,388,909 751,297 94,332 (427,255) (2,483,241) - - 324,042 - Consolidated	2024 2023 $ $ - 2,388,909 751,297 94,332 (427,255) (2,483,241) - - 324,042 - Consolidated
		-

The loss allowance recognised for contract assets is immaterial. The consolidated entity measures the loss allowance for trade receivables and contract assets at an amount equal to lifetime expected credit loss. The consolidated entity recognises a loss allowance of 100% against all receivables over 120 days past due because historical experience has indicated that these receivables are generally not recoverable. In certain circumstances, arrangements are agreed to with customers for commercial reasons, which would extend this time period. Expected losses on assets aged under 120 days are immaterial. An allowance for expected credit losses requires significant judgement and estimation on behalf of the directors and management, as described in note 3.

In determining the recoverability of a trade receivable, the consolidated entity used the expected credit loss model as per AASB 9. The expected credit loss model requires the consolidated entity to account for expected credit losses at each reporting date to reflect changes in credit risk since initial recognition of the financial assets. In other words, it is no longer necessary for a credit default to have occurred before credit losses are recognised.

Net increase in loss allowance arising from new amounts recognised is $751,297 (2023: $94,332).

The ageing of the contract assets and trade receivables are as follows:

The ageing of the contract assets and trade receivables are as follows:
0 to 3 months overdue 3 to 6 months overdue Over 6 months overdue	2024 2023 $ $ 88,959,282 49,560,586 327,775 579,100 690,138 643,481 89,977,195 50,783,167 Consolidated
		50,783,167

In determining the recoverability of a trade receivable, the consolidated entity considers any change in the credit quality of the trade receivable from the date credit was initially granted up to the end of the reporting period.

Non-current assets – trade and other receivables

Non-current assets – trade and other receivables
Loan receivable	2024 2023 $ $ 6,540,610 8,020,983 6,540,610 8,020,983 Consolidated
		8,020,983

The loan receivable relates to a contract which has been successfully delivered with an entity currently under voluntary administration. The entity has made monthly payments to the consolidated entity in accordance with the applicable payment schedule in the contract which carries a fixed interest rate of 9% per annum and their administrators have confirmed that they will continue to pay the contracted monthly payments to the consolidated entity. Given the deferred nature of the progress claims under the contract, at the time of entering the contract, the consolidated entity sought and obtained first ranking security over the plant, equipment and design documentation.

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 11. Current assets - inventories

Consumables - at cost	2024 2023 $ $ 84,881 46,489 84,881 46,489 Consolidated	2024 2023 $ $ 84,881 46,489 84,881 46,489 Consolidated
		46,489

Note 12. Non-current assets - property, plant and equipment

Note 12. Non-current assets - property, plant and equipment
Plant and equipment - at cost Less: Accumulated depreciation Right of use assets Less: Accumulated depreciation	2024 2023 $ $ 24,891,801 21,272,733 (17,836,877) (15,063,611) 7,054,924 6,209,122 13,917,951 10,402,949 (5,311,693) (4,023,054) 8,606,258 6,379,895 15,661,182 12,589,017 Consolidated
		6,209,122
		10,402,949 (4,023,054)
		6,379,895
		12,589,017

Reconciliations

Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below:

Balance at 30 June 2022 Additions Disposals, Write off of assets Transfers in/(out) Depreciation expense Balance at 30 June 2023 Additions Assets acquired on acquisition of subsidiary Disposals, Write off of assets Transfers in/(out) Depreciation expense Balance at 30 June 2024	Right of use assets $ 3,908,091 5,343,912 - (314,380) (2,557,728) 6,379,895 3,976,181 1,216,252 - (56,425) (2,909,645) 8,606,258	Plant & Equipment $ 4,451,042 3,789,510 (53,239) 314,380 (2,292,571) 6,209,122 3,095,830 324,524 (3,874) 56,425 (2,627,103) 7,054,924	Total $ 8,359,133 9,133,422 (53,239) - (4,850,299)
			12,589,017
			7,072,011 1,540,776 (3,874) - (5,536,748)
			15,661,182

Right of use assets

The consolidated entity has property leases which are recorded as right of use assets. The average term of these property leases as at 30 June 2024 is 4.2 years (2023: 4.2 years). These right of use assets do not have an option to purchase at the end of the lease term. The consolidated entity has other right of use assets relating to motor vehicles and office equipment, these have an option to purchase at the end of the lease term and are secured over the leased assets. The average term of these leases as at 30 June 2024 is 4.7 years (2023: 4.3 years).

	Consolidated	Consolidated
	2024	2023
Amounts recognised in profit and loss	$	$
Depreciation expense on right-of-use assets	2,909,645	2,292,571
Interest expense on lease liabilities	584,015	468,772
Expense relating to short-term and low value leases	490,724	622,048

At 30 June 2024 the consolidated entity is committed to $16,874 for short term and low value property leases (2023: $10,928).

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 13. Financial assets

Financial assets held at fair value through other comprehensive income

Shares in listed entities	2024 2023 $ $ 1,448,296 2,288,157 Consolidated

Shares and options in listed entities are measured at fair value at the end of the reporting period, using quoted market share prices. Refer to note 23 for movement during the year.

These investments in equity instruments are not held for trading. Instead, they are held for medium to long-term strategic purposes. Accordingly, the directors of the consolidated entity have elected to designate these investments in equity instruments as at fair value through other comprehensive income as they believe that recognising short-term fluctuations in these investments’ fair value in profit or loss would not be consistent with the consolidated entity’s strategy of holding these investments for long-term purposes and realising their performance potential in the long run.

Note 14. Intangible assets

Goodwill acquired on acquisition of subsidiary Customer assets acquired on acquisition of subsidiary Intellectual property assets Movement in intangible assets Goodwill Balance at beginning of year Additional goodwill acquired Translation differences related to goodwill held in foreign currencies Balance at end of year Customer assets Balance at beginning of year Additional customer assets acquired Translation differences related to customer assets held in foreign currencies Amortisation Balance at end of year Intellectual property assets Balance at beginning of year Additional intellectual property assets acquired Amortisation Balance at end of year	2024 2023 $ $ 18,273,867 13,794,957 9,249,829 7,100,723 1,265,474 1,490,149 28,789,170 22,385,829 2024 2023 $ $ 13,794,957 13,675,052 4,499,703 - (20,793) 119,905 18,273,867 13,794,957 7,100,723 7,969,167 3,200,000 - (7,164) 64,637 (1,043,730) (933,081) 9,249,829 7,100,723 1,490,149 1,356,438 - 338,695 (224,675) (204,984) 1,265,474 1,490,149 Consolidated Consolidated	2024 2023 $ $ 18,273,867 13,794,957 9,249,829 7,100,723 1,265,474 1,490,149 28,789,170 22,385,829 2024 2023 $ $ 13,794,957 13,675,052 4,499,703 - (20,793) 119,905 18,273,867 13,794,957 7,100,723 7,969,167 3,200,000 - (7,164) 64,637 (1,043,730) (933,081) 9,249,829 7,100,723 1,490,149 1,356,438 - 338,695 (224,675) (204,984) 1,265,474 1,490,149 Consolidated Consolidated
		13,794,957
		7,969,167 - 64,637 (933,081)
		7,100,723
		1,356,438 338,695 (204,984)
		1,490,149

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 14. Intangible assets (continued)

Intangible customer assets were acquired by the consolidated entity in relation to the existing contracts and relationships from its acquisition of its subsidiaries, GR Engineering Services Inc. (formerly known as Hanlon Engineering and Associates Inc.), Mipac Holdings Pty Ltd and Paradigm Engineers Pty Ltd. These intangible customer assets are amortised over a period of 7 to 15 years. Intangible intellectual property assets were acquired in the transaction with Mipac Holdings Pty Ltd, relating to software products. These intellectual property assets will be amortised over a period of 15 years.

The consolidated entity tests goodwill annually for impairment, or more frequently if there are indications that goodwill might be impaired.

Value in Use Assumptions and Key Estimates

Sales and Earnings Growth

The five year cash flow estimates used in the goodwill impairment assessment was based on the Board approved budgets for the year ending 30 June 2024. The business has assumed a nominal growth assumption of 2% per annum.

Discount Rate

A discount rate of 10% (FY23: 10%) which includes a risk margin was applied to the cashflows for the purposes of goodwill impairment assessment.

Sensitivity Analysis

The business simulated scenarios to sensitise future cash flows including the net future cash flow impacts of a delay in contract awards. In this scenario, there is still significant headroom in the value in use model. There is no reasonably possible change in the assumptions that would lead to an impairment.

Goodwill arising from the acquisition of GR Engineering Services Inc., Mipac Holdings Pty Ltd and Paradigm Engineers Pty Ltd has been allocated to the mineral processing segment and is monitored at that level. The directors have performed an annual impairment test with recoverable amount of the cash generating unit being determined based on a value in use calculation. No indicators of impairment were noted and no impairment required.

Note 15. Current liabilities - trade and other payables

Trade payables Accrued expenses GST payable Other payables	2024 2023 $ $ 51,176,768 37,002,890 10,821,522 7,343,207 2,862,099 834,498 10,377,797 6,344,089 75,238,186 51,524,684 Consolidated	2024 2023 $ $ 51,176,768 37,002,890 10,821,522 7,343,207 2,862,099 834,498 10,377,797 6,344,089 75,238,186 51,524,684 Consolidated
		51,524,684

Refer to note 23 for further information on financial instruments.

Trade payables are non-interest bearing and are normally settled on 30 day terms. The net of GST payable and GST receivable is remitted to the appropriate tax body on a monthly basis.

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 16. Borrowings

Current liabilities - borrowings

Lease liability - motor vehicles and office equipment Lease liability - office premises Non-current liabilities - borrowings Lease liability - motor vehicles and office equipment Lease liability - office premises	2024 2023 $ $ 594,913 388,199 2,096,355 1,874,452 2,691,268 2,262,651 2024 2023 $ $ 619,852 964,079 5,841,073 4,005,782 6,460,925 4,969,861 Consolidated Consolidated	2024 2023 $ $ 594,913 388,199 2,096,355 1,874,452 2,691,268 2,262,651 2024 2023 $ $ 619,852 964,079 5,841,073 4,005,782 6,460,925 4,969,861 Consolidated Consolidated
		4,969,861

Refer to note 23 for further information on financial instruments.

Total secured liabilities

The total secured liabilities (current and non-current) are as follows:

Lease liability	2024 2023 $ $ 1,214,765 1,352,278 1,214,765 1,352,278 Consolidated	2024 2023 $ $ 1,214,765 1,352,278 1,214,765 1,352,278 Consolidated
		1,352,278

Assets pledged as security

The lease liabilities relating to motor vehicles and office equipment are effectively secured as the rights to the leased assets, recognised in the statement of financial position, revert to the lessor in the event of default. Property lease liabilities are not secured.

Lease liabilities - maturity analysis

Year 1 - current liability Year 2 - non-current liability Year 3 - non-current liability Year 4 - non-current liability Year 5 - non-current liability Year 6 - non-current liability	2024 2023 $ $ 3,231,755 2,476,005 2,418,613 1,909,000 2,225,237 1,439,181 1,332,454 1,229,852 491,437 532,700 - - 9,699,496 7,586,738 Consolidated	2024 2023 $ $ 3,231,755 2,476,005 2,418,613 1,909,000 2,225,237 1,439,181 1,332,454 1,229,852 491,437 532,700 - - 9,699,496 7,586,738 Consolidated
		7,586,738

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 17. Provisions

Current liabilities - provisions

Annual leave Long service leave Warranties Project returns Movement in provisions Provision for annual leave Balance at beginning of year Additional provisions recognised Amounts used Balance at end of year Provision for warranty and defects liability Balance at beginning of year Additional provisions/(reduction in provisions) recognised Amounts used Balance at end of year Provision for project returns Balance at beginning of year Additional provisions/(reduction in provisions) recognised Amounts used Balance at end of year Non-current liabilities - provisions Long service leave Movement in provisions Provision for long service leave Balance at beginning of year Additional provisions recognised Amounts used Balance at end of year Provision for long service leave- reconciled as follows: Long service leave - current Long service leave - non-current	2024 2023 $ $ 8,389,136 6,761,529 3,827,561 2,716,634 10,392,564 7,336,250 - 444,075 22,609,261 17,258,488 2024 2023 $ $ 6,761,529 6,223,306 7,229,878 5,087,541 (5,602,271) (4,549,318) 8,389,136 6,761,529 7,336,250 8,180,695 5,572,820 1,635,423 (2,516,506) (2,479,868) 10,392,564 7,336,250 444,075 251,208 432,944 365,394 (877,019) (172,527) - 444,075 2024 2023 $ $ 1,599,878 2,032,825 2024 2023 $ $ 4,749,459 4,467,745 1,142,655 922,354 (464,675) (640,640) 5,427,439 4,749,459 3,827,561 2,716,634 1,599,878 2,032,825 5,427,439 4,749,459 Consolidated Consolidated Consolidated Consolidated	2024 2023 $ $ 8,389,136 6,761,529 3,827,561 2,716,634 10,392,564 7,336,250 - 444,075 22,609,261 17,258,488 2024 2023 $ $ 6,761,529 6,223,306 7,229,878 5,087,541 (5,602,271) (4,549,318) 8,389,136 6,761,529 7,336,250 8,180,695 5,572,820 1,635,423 (2,516,506) (2,479,868) 10,392,564 7,336,250 444,075 251,208 432,944 365,394 (877,019) (172,527) - 444,075 2024 2023 $ $ 1,599,878 2,032,825 2024 2023 $ $ 4,749,459 4,467,745 1,142,655 922,354 (464,675) (640,640) 5,427,439 4,749,459 3,827,561 2,716,634 1,599,878 2,032,825 5,427,439 4,749,459 Consolidated Consolidated Consolidated Consolidated
		4,749,459
		2,716,634 2,032,825
		4,749,459

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 18. Contract liabilities

Note 18. Contract liabilities
Contract liabilities - current liabilities Contracts in progress Progress billings - mineral processing Construction costs to date plus recognised profits - mineral processing	2024 $ 45,511,672	2023 2022 $ $ 50,705,357 44,563,914 2024 2023 $ $ 521,573,737 664,813,526 (482,572,221) (615,939,811) 39,001,516 48,873,715 Consolidated Consolidated	2022 $ 44,563,914
			48,873,715

Contract liabilities relating to construction contracts are balances due to customers under construction contracts. These arise if a particular milestone payment exceeds the revenue recognised to date under the cost-to-cost method.

Revenue recognised in the current reporting period relating to contract liabilities on the balance sheet at 30 June 2023 was $50,705,357 (30 June 2022: $44,563,914). There was nil revenue recognised in the current reporting period that related to performance obligations that were satisfied in a prior year.

Note 19. Equity - issued capital

Ordinary shares - fully paid Opening balance Additional shares issued: Ordinary shares - fully paid Exercise of performance rights Exercise of share appreciation rights Acquisition of subsidiary (refer note 32)	2024 2023 Shares Shares 161,567,252 161,231,951 3,388,000 50,000 - 285,301 1,953,220 - 166,908,472 161,567,252 Consolidated	2024 2023 $ $ 40,025,411 39,890,962 2,454,032 33,500 - 100,949 4,500,000 - 46,979,443 40,025,411 Consolidated	2024 2023 $ $ 40,025,411 39,890,962 2,454,032 33,500 - 100,949 4,500,000 - 46,979,443 40,025,411 Consolidated
			40,025,411

Ordinary shares

Fully paid ordinary shares carry one vote per share and carry a right to dividends.

Share appreciation rights

As at 30 June 2024, the consolidated entity had nil share appreciation rights on issue as part of the consolidated entity's equity incentive plan (as at 30 June 2023: nil).

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 19. Equity - issued capital (continued)

Performance rights

As at 30 June 2024, the consolidated entity had on issue a total of 5,476,775 performance rights (as at 30 June 2023: 6,795,000):

Number of
performance rights	Grant date	Expiry date	Exercise price
65,000	22/07/2021	22/07/2024	Nil
150,000	30/11/2021	30/11/2024	Nil
100,000	7/02/2022	7/02/2025	Nil
25,000	21/03/2022	21/03/2025	Nil
80,000	1/07/2022	1/07/2025	Nil
595,000	1/11/2022	1/11/2025	Nil
35,000	1/11/2022	22/07/2024	Nil
1,670,000	12/12/2022	12/12/2025	Nil
40,000	28/08/2023	14/03/2025	Nil
2,249,750	28/08/2023	28/08/2026	Nil
20,000	3/10/2023	28/08/2026	Nil
40,000	3/10/2023	3/10/2026	Nil
30,000	3/10/2023	30/11/2024	Nil
30,000	9/02/2024	10/11/2026	Nil
217,025	14/03/2024	13/03/2026	Nil
130,000	14/03/2024	13/03/2027	Nil

Note 20. Equity - reserves

Foreign currency reserve Performance rights reserve Share appreciation rights reserve Investment revaluation reserve Foreign currency reserve Balance at beginning of year Additional amounts recognised Balance at end of year	2024 2023 $ $ 61,617 (76,071) 2,913,435 3,460,206 - - (516,364) (685,160) 2,458,688 2,698,975 2024 2023 $ $ (76,071) (386,552) 137,688 310,481 61,617 (76,071) Consolidated Consolidated	2024 2023 $ $ 61,617 (76,071) 2,913,435 3,460,206 - - (516,364) (685,160) 2,458,688 2,698,975 2024 2023 $ $ (76,071) (386,552) 137,688 310,481 61,617 (76,071) Consolidated Consolidated
		(76,071)

The above foreign currency reserve represents foreign exchange differences resulting from translation of foreign currency amounts held in subsidiaries of the consolidated entity.

Performance rights reserve Balance at beginning of year Additional amounts recognised Amount exercised Balance at end of year	2024 2023 $ $ 3,460,206 1,620,503 1,907,261 1,873,203 (2,454,032) (33,500) 2,913,435 3,460,206 Consolidated	2024 2023 $ $ 3,460,206 1,620,503 1,907,261 1,873,203 (2,454,032) (33,500) 2,913,435 3,460,206 Consolidated
		3,460,206

The above performance rights reserve relates to performance rights granted and vested by the consolidated entity to its employees under its equity incentive plan.

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 20. Equity - reserves (continued)

Note 20. Equity - reserves (continued)
Share appreciation rights reserve Balance at beginning of year Additional amounts recognised Amount exercised Lapsed and transferred to retained earnings Balance at end of year	2024 2023 $ $ - 150,046 - - - (100,949) - (49,097) - - Consolidated
		-

The above share appreciation rights reserve relates to share appreciation rights granted and vested by the consolidated entity to its employees under its equity incentive plan.

Investment revaluation reserve Balance at beginning of year Gain realised on sale of investment Movement in fair value Balance at end of year	2024 2023 $ $ (685,160) 671,612 (42,503) - 211,299 (1,356,772) (516,364) (685,160) Consolidated	2024 2023 $ $ (685,160) 671,612 (42,503) - 211,299 (1,356,772) (516,364) (685,160) Consolidated
		(685,160)

The above investment revaluation reserve relates to the revaluation of shares held in listed entities to fair value at the end of the reporting period. The fair value is determined using the quoted share price at 30 June 2023.

Note 21. Equity - retained profits

Note 21. Equity - retained profits
Retained profits at the beginning of the financial year Transfers from reserves Transfer from investment revaluation reserve Profit after income tax expense for the year Payment of dividends Retained profits at the end of the financial year	2024 2023 $ $ 17,007,505 20,214,053 - - 42,503 - 31,179,882 27,491,230 (31,341,498) (30,697,778) 16,888,392 17,007,505 Consolidated
		17,007,505

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 22. Equity - dividends

Note 22. Equity - dividends
Dividends Year ended 30 June 2023 Dividend paid 20 September 2022 (fully franked at 30% tax rate): 10 cents per ordinary share Dividend paid 23 March 2023 (fully franked at 30% tax rate): 9 cents per ordinary share Year ended 30 June 2024 Dividend paid 22 September 2023 (fully franked at 30% tax rate): 10 cents per ordinary share Dividend paid 25 March 2024 (fully franked at 30% tax rate): 9 cents per ordinary share	2024 2023 $ $ 16,156,725 14,541,053 16,495,525 14,845,973 31,341,498 30,697,778 Consolidated
		30,697,778

On 15 August 2024, the consolidated entity declared a fully franked dividend of 10.0 cents per share, an aggregate of	On 15 August 2024, the consolidated entity declared a fully franked dividend of 10.0 cents per share, an aggregate of
$16,700,847. The Record Date of the dividend is 3 September 2024 and the proposed payment date is 20 September 2024.
Franking credits
	Consolidated
	2024 2023
	$ $
Franking (debits)/credits available for subsequent financial years based on a tax rate
of 30%	3,851,089 6,013,005

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 23. Financial instruments

Financial risk management objectives

The consolidated entity is exposed to risks in relation to its financial instruments. These risks include market risk (consisting of foreign currency risk and interest rate risk), credit risk, liquidity risk and equity risk.

A summary of the consolidated entity’s financial instruments are as follows:

Financial assets Cash and cash equivalents - amortised cost Trade and other receivables current asset - amortised cost Trade and other receivables non current asset - amortised cost Equity instruments - fair value through other comprehensive income Total financial assets Financial liabilities Trade and other payables - amortised cost Lease liabilities - amortised cost Total financial liabilities	2024 2023 $ $ 74,645,675 86,022,143 93,553,298 53,737,400 6,540,610 8,020,983 1,448,296 2,288,157 176,187,879 150,068,683 75,238,186 51,524,684 9,152,193 7,232,512 84,390,379 58,757,196 Consolidated	2024 2023 $ $ 74,645,675 86,022,143 93,553,298 53,737,400 6,540,610 8,020,983 1,448,296 2,288,157 176,187,879 150,068,683 75,238,186 51,524,684 9,152,193 7,232,512 84,390,379 58,757,196 Consolidated
		150,068,683
		51,524,684 7,232,512
		58,757,196

Capital risk management

The consolidated entity manages its capital to ensure the ability to continue as a going concern while maximising the return to stakeholders. The capital structure of the consolidated entity consists of equity in the form of issued capital, reserves and retained earnings, and debt in the form of borrowings. The consolidated entity is not subject to any externally imposed capital requirements.

Market risk

Foreign currency risk

The consolidated entity and the parent entity undertakes certain transactions denominated in foreign currency and are exposed to foreign currency risk through foreign exchange rate fluctuations.

The carrying amounts in Australian dollars (AUD) of the consolidated entity’s foreign currency denominated monetary assets and monetary liabilities at the end of the reporting period are as follows:

United States Dollars Great British Pounds Euro Canadian Dollars Papua New Guinea Kina Indonesian Rupiah	2024 2023 AUD $ AUD $ 27,567,953 6,110,249 7,699 19,545 36,728 238 1,537,016 2,240,737 1,760,507 833,978 165,743 216,474 31,075,646 9,421,221 Assets	2024 2023 AUD $ AUD $ (2,188,708) (301,781) (1,989) (286) (7,310) (7,489) (9,849) - (1,249,019) (15,483) (2,752) (3,020) (3,459,627) (328,059) Liabilities	2024 2023 AUD $ AUD $ (2,188,708) (301,781) (1,989) (286) (7,310) (7,489) (9,849) - (1,249,019) (15,483) (2,752) (3,020) (3,459,627) (328,059) Liabilities
			(328,059)

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 23. Financial instruments (continued)

Foreign exchange risk arises from future commercial transactions and recognised financial assets and financial liabilities denominated in a currency that is not the entity’s functional currency. The risk is measured using sensitivity analysis and cash flow forecasting.

The consolidated entity holds balances in United States dollars, these balances are translated into Australian dollars at the prevailing exchange rate at 30 June 2024 of AUD $1 = USD $0.67 (2023: AUD $1 = USD $0.66).

The consolidated entity holds balances in Great British pounds, these balances are translated into Australian dollars at the prevailing exchange rate at 30 June 2024 of AUD $1 = GBP £0.53 (2023: AUD $1 = GBP £0.52).

The consolidated entity holds balances in Euro, these balances are translated into Australian dollars at the prevailing exchange rate at 30 June 2024 of AUD $1 = EUR €0.62 (2023: AUD $1 = EUR €0.61).

The consolidated entity holds balances in Papua New Guinea Kina, these balances are translated into Australian dollars at the prevailing exchange rate at 30 June 2024 of AUD $1 = PGK 2.50 (2023: AUD $1 = PGK 2.31).

The following table details the consolidated entity’s sensitivity to a 10% increase and decrease in the value of the Australian dollar against the currencies in which monetary assets are held:

Effect on profit before tax Effect on equity $ $ (2,351,209) (2,338,428) (519) (22,735) (2,663) (3,309) (135,631) (135,631) (46,499) (50,206) (14,674) (14,674) (2,551,195) (2,564,983) Effect on profit before tax Effect on equity $ $ (439,854) (431,226) (1,748) (14,825) 659 306 (187,763) (187,763) (74,409) (74,960) (19,131) (19,131) (722,246) (727,599) Effect of 10% increase in exchange rate in exchange rate Effect of 10% increase	in exchange rate Effect of 10% decrease	in exchange rate Effect of 10% decrease
	Effect on profit before tax Effect on equity $ $ 2,766,132 2,750,511 635 27,788 3,282 4,071 173,599 173,599 56,832 61,363 18,285 18,285 3,018,765 3,035,617 Effect of 10% decrease in exchange rate	Effect on equity $ 2,750,511 27,788 4,071 173,599 61,363 18,285
		3,035,617
Effect on profit before tax $ (439,854) (1,748) 659 (187,763) (74,409) (19,131) (722,246)	Effect on profit before tax $ 753,171 2,144 (806) 268,453 90,944 24,052 1,137,958	Effect on equity $ 743,634 16,598 (416) 268,453 91,553 24,052
		1,143,874

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 23. Financial instruments (continued)

Interest rate risk

The board has considered the consolidated entity’s exposure to interest rate risk by analysing the effect on profit and equity of an interest rate increase or decrease of one quarter of a percentage point (0.25%) in the following table.

Effect on profit before tax Effect on equity $ $ 78,851 78,851 (3,377) (3,377) 75,474 75,474 Effect on profit before tax Effect on equity $ $ 101,993 101,993 (5,386) (5,386) 96,607 96,607 in interest rate Effect of increase in interest rate Effect of increase	Effect of decrease in interest rate	Effect of decrease in interest rate
	Effect on profit before tax Effect on equity $ $ (78,851) (78,851) 3,370 3,370 (75,481) (75,481) in interest rate Effect of decrease	Effect on equity $ (78,851) 3,370
		(75,481)
Effect on profit before tax $ 101,993 (5,386) 96,607	Effect on profit before tax $ (101,993) 5,385 (96,608)	Effect on equity $ (101,993) 5,385
		(96,608)

Equity price risk

The consolidated entity is exposed to equity price risks arising from equity investments.

The sensitivity analysis below has been determined based on the exposure of the consolidated entity to a 5% increase or decrease in equity prices at the end of the reporting period.

other comprehensive income for the year ended 30 June 2024 would increase by $72,415 (2023: $114,408) as a result of an increase of 5% in equity prices, and decrease by $72,415 (2023: $114,408) as a result of a decrease of 5% in equity prices.

Credit risk management

Credit risk refers to the risk that a counterparty will default on its contractual obligations, resulting in financial loss to the consolidated entity. The consolidated entity has adopted a policy of only dealing with creditworthy counterparties as a means of mitigating the risk of financial loss from defaults. The consolidated entity uses independent rating agencies, publicly available financial information and other trading records to rate its major customers. Legally binding contracts are entered into to determine payment terms in relation to major projects.

The consolidated entity does not have significant credit risk exposure to any single counterparty or group of counterparties.

Liquidity risk management

Ultimate responsibility for liquidity risk management rests with the board of directors, which has established an appropriate liquidity risk management framework for the management of the consolidated entity’s short-, medium- and long-term funding and liquidity management requirements. The consolidated entity manages liquidity risk by maintaining adequate reserves and banking facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024

Note 23. Financial instruments (continued)

Liquidity and interest rate risk tables

The following tables detail the consolidated entity's remaining contractual maturity for its financial instrument liabilities. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the financial liabilities are required to be paid. The tables include both interest and principal cash flows disclosed as remaining contractual maturities and therefore these totals may differ from their carrying amount in the statement of financial position.

Less than 6 months 6 to 12 months Over 12 months $ $ $ 72,376,087 - - 1,629,185 1,062,083 6,460,925 74,005,272 1,062,083 6,460,925 Less than 6 months 6 to 12 months Over 12 months $ $ $ 51,524,684 - - 1,497,666 764,985 4,969,861 53,022,350 764,985 4,969,861 Remaining contractual maturities Remaining contractual maturities	Less than 6 months 6 to 12 months Over 12 months $ $ $ 72,376,087 - - 1,629,185 1,062,083 6,460,925 74,005,272 1,062,083 6,460,925 Less than 6 months 6 to 12 months Over 12 months $ $ $ 51,524,684 - - 1,497,666 764,985 4,969,861 53,022,350 764,985 4,969,861 Remaining contractual maturities Remaining contractual maturities	Total $ 72,376,087 9,152,193
		81,528,280
		Total $ 51,524,684 7,232,512
Less than 6 months $ 51,524,684 1,497,666 53,022,350	6 to 12 months $ - 764,985 764,985
		58,757,196

Fair value of financial instruments

The fair values of financial assets and liabilities, together with their carrying amounts in the statement of financial position, for the consolidated entity are as follows:

Consolidated Assets Cash at bank Trade receivables - current Trade receivables - non current Equity instruments Liabilities Trade payables Lease liability	Carrying amount Fair value $ $ 74,645,675 74,645,675 93,553,298 93,553,298 6,540,610 6,540,610 1,448,296 1,448,296 176,187,879 176,187,879 75,238,186 75,238,186 9,152,193 9,152,193 84,390,379 84,390,379 2024	Carrying amount Fair value $ $ 86,022,143 86,022,143 53,737,400 53,737,400 8,020,983 8,020,983 2,288,157 2,288,157 150,068,683 150,068,683 51,524,684 51,524,684 7,232,512 7,232,512 58,757,196 58,757,196 2023	Carrying amount Fair value $ $ 86,022,143 86,022,143 53,737,400 53,737,400 8,020,983 8,020,983 2,288,157 2,288,157 150,068,683 150,068,683 51,524,684 51,524,684 7,232,512 7,232,512 58,757,196 58,757,196 2023
			150,068,683
			51,524,684 7,232,512
			58,757,196

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 23. Financial instruments (continued)

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 financial assets and liabilities of the consolidated entity are classified into these categories below:

Fair value hierarchy - 2024 Financial assets Trade receivables Equity instruments Financial liabilities Trade payables Fair value hierarchy - 2023 Financial assets Trade receivables Equity instruments Financial liabilities Trade payables	Level 1 $ - 1,448,296 1,448,296 - - Level 1 $ - 2,288,157 2,288,157 - -	Level 2 $ 93,553,298 - 93,553,298 75,238,186 75,238,186 Level 2 $ 53,737,400 - 53,737,400 51,524,684 51,524,684	Level 3 $ - - - - - Level 3 $ - - - - -	Total $ 93,553,298 1,448,296
				95,001,594
				75,238,186
				75,238,186
				Total $ 53,737,400 2,288,157
				56,025,557
				51,524,684
				51,524,684

The fair values of the financial assets and financial liabilities included in the level 2 category above have been determined in accordance with generally accepted pricing models based on a discounted cash flow analysis, with the most significant inputs being the discount rate that reflects the credit risk of counterparties.

Reconciliation of Level 1 fair value measurements:

Reconciliation of Level 1 fair value measurements:
Equity instruments Opening balance Additions Disposals Net revaluations in other comprehensive income Gain in profit and loss Closing balance	2024 2023 $ $ 2,288,157 742,041 - 10,500,000 (639,141) (10,716,925) (200,720) (1,453,884) - 3,216,925 1,448,296 2,288,157 Consolidated
		2,288,157

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 24. Key management personnel disclosures

Directors

The following persons were directors of GR Engineering Services Limited during the financial year:

Executive director

Tony Patrizi

Managing Director

Non-executive directors

Phil Lockyer Non-Executive Chairman Peter Hood Non-Executive Director Joe Totaro Non-Executive Director Debbie Morrow Non-Executive Director (appointed 18 April 2024)

Other key management personnel

The following persons also had the authority and responsibility for planning, directing and controlling the major activities of the consolidated entity, directly or indirectly, during the financial year:

Executives

Omesh Motiwalla

Chief Financial Officer and Company Secretary

Remuneration of key management personnel

Information on remuneration of key management personnel is set out in the Remuneration Report in the Directors Report.

The aggregate compensation made to key management personnel of the consolidated entity is set out below:

Short term benefits Post employment benefits Share based payments Other	2024 2023 $ $ 1,254,447 1,479,205 80,963 96,781 60,981 103,427 66,177 218,287 1,462,568 1,897,700 Consolidated	2024 2023 $ $ 1,254,447 1,479,205 80,963 96,781 60,981 103,427 66,177 218,287 1,462,568 1,897,700 Consolidated
		1,897,700

Note 25. Remuneration of auditors

During the financial year the following fees were paid or payable for services provided by Deloitte Touche Tohmatsu, the auditor of the company, and its network firms:

Audit services - Deloitte Touche Tohmatsu Audit or review of the financial statements of the consolidated entity Audit or review of the financial statements of subsidiaries Other services - Deloitte Touche Tohmatsu Tax compliance - consolidated entity Other services - consolidated entity	2024 2023 $ $ 299,000 239,000 12,483 11,702 153,384 103,146 15,750 - 480,617 353,848 Consolidated	2024 2023 $ $ 299,000 239,000 12,483 11,702 153,384 103,146 15,750 - 480,617 353,848 Consolidated
		353,848

During the financial year the following fees were paid or payable for services provided by other auditors:

Audit or review of the financial statements of subsidiaries 42,778 43,277

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 26. Contingent liabilities

The consolidated entity has bank guarantees in place as at 30 June 2024 of $29,459,711 (2023: $56,884,776) under its multi-option facility with National Australia Bank.

The consolidated entity's standby multi-option facility with National Australia Bank has a limit of $60,000,000. The facilities are secured by a fixed and floating charge over all the assets of the consolidated entity. The consolidated entity provides bank guarantees under this facility to support project performance in favour of certain clients. The amount of these bank guarantees at 30 June 2024 is $28,944,447 (2023: $56,165,152).

The consolidated entity has a bank guarantee facility with National Australia Bank to provide guarantees for the security of rental properties to the value of $515,264 (2023: $719,624). The amount of bank guarantees issued under this facility at 30 June 2024 is $515,264 (2023: $719,624).

The consolidated entity has a bank guarantee facility with HSBC to provide guarantees to support project performance in favour of certain clients. The amount of these bank guarantees at 30 June 2024 is USD $520,020 (AUD $779,582) (2023: USD $440,544).

The consolidated entity has a $45 million insurance bond facility with Berkshire Hathaway Specialist Insurance Company and an additional $30 million insurance bond facility with Allianz Australia Insurance Limited. These facilities are utilised to provide retention and off site materials bonds in connection with certain projects. The amount of insurance bonds issued under the Berkshire Hathaway Specialist Insurance Company facility at 30 June 2024 is $12,549,695 (2023: $23,186,999). The amount of insurance bonds issued under the Allianz Australia Insurance Limited facility at 30 June 2024 is $25,808,664 (2023: $8,207,853).

GR Engineering Services Limited, the parent company, has provided guarantees and indemnities in relation to certain contracts entered into by its subsidiaries. Liability under these guarantees and indemnities is limited to the relevant subsidiaries' contracted limits of liability under the contracts.

Note 27. Related party transactions

The terms of these arrangements are at arm's length and at normal commercial terms.

Other than transactions with parties related to key management personnel mentioned above and in the remuneration report, there have been no other transactions with parties related to the consolidated entity in the financial year ending 30 June 2024.

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 28. Parent entity information

The accounting policies of the parent entity, which have been applied in determining the financial information shown below, are the same as those applied in the consolidated financial statements.

Set out below is the supplementary information about the parent entity.

Statement of profit or loss and other comprehensive income

Profit/(loss) after income tax Total comprehensive income Statement of financial position Total current assets Total assets Total current liabilities Total liabilities Equity Issued capital Performance rights reserve Investment revaluation reserve Retained profits Total equity	2024 2023 $ $ 25,610,502 25,170,935 25,821,801 23,814,163 2024 2023 $ $ 136,229,638 120,345,252 154,985,788 140,229,589 123,684,594 108,948,198 126,592,655 112,724,019 46,979,443 40,025,411 2,913,435 3,460,206 (516,364) (685,160) (20,983,381) (15,294,887) 28,393,133 27,505,570 Parent Parent	2024 2023 $ $ 25,610,502 25,170,935 25,821,801 23,814,163 2024 2023 $ $ 136,229,638 120,345,252 154,985,788 140,229,589 123,684,594 108,948,198 126,592,655 112,724,019 46,979,443 40,025,411 2,913,435 3,460,206 (516,364) (685,160) (20,983,381) (15,294,887) 28,393,133 27,505,570 Parent Parent
		140,229,589
		108,948,198
		112,724,019
		40,025,411 3,460,206 (685,160) (15,294,887)
		27,505,570

The contingent liabilities of the parent entity are the same as those of the consolidated entity, as set out in note 26.

Note 29. Events after the reporting period

On 15 August 2024, the consolidated entity declared a fully franked dividend of 10.0 cents per share, an aggregate of $16,700,847. The Record Date of the dividend is 3 September 2024 and the proposed payment date is 20 September 2024.

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 30. Earnings per share

Note 30. Earnings per share
Basic earnings per share Diluted earnings per share Profit after income tax attributable to the owners of GR Engineering Services Limited Weighted average number of ordinary shares used in calculating basic earnings per share Adjustments for calculation of diluted earnings per share: Weighted average number of employee performance rights and share appreciation rights issued Weighted average number of ordinary shares used in calculating diluted earnings per share	2024 2023 $ $ 31,179,882 27,491,230 Number Number 164,837,350 161,565,197 4,828,849 5,770,562 169,666,199 167,335,759 Cents Cents 18.92 17.02 18.38 16.43 Consolidated
		Number 161,565,197 5,770,562
		167,335,759
		Cents 17.02 16.43

Note 31. Share-based payments

An Equity Incentive Plan was adopted by the consolidated entity on 28 March 2012, and was updated on 28 September 2022. At the discretion of the Board, all eligible employees of the consolidated entity or eligible consultants may participate in the Plan. Non-executive directors are not eligible to participate in the Plan.

The consolidated entity has issued a total of 12,757,275 performance rights to employees and long term contractors under the Plan. Each right entitles the employee to acquire one fully paid share in the consolidated entity for nil consideration, subject to the employees meeting a service term of three years from the date of grant. During the financial year ending 30 June 2024 2,865,775 performance rights were issued under the Plan (2023: 2,530,000).

During the financial year 3,388,000 performance rights vested (2023: 50,000). A total of 3,389,945 performance rights have lapsed due to resignations of entitled employees and employees who have received cash in lieu of shares since the date of issue of the first tranche of rights. Of this total 796,000 have lapsed in the financial year ending 30 June 2024 (2023: 455,000).

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024

Note 31. Share-based payments (continued)

A summary of performance rights on issue as at 30 June 2024 follows:

Number issued Number lapsed Grant date Exercise price Vesting date Expiry date Vesting period (years) Vesting conditions Fair value Number issued Number lapsed Grant date Exercise price Vesting date Expiry date Vesting period (years) Vesting conditions Fair value Number issued Number lapsed Grant date Exercise price Vesting date Expiry date Vesting period (years) Vesting conditions Fair value Number issued Number lapsed Grant date Exercise price Vesting date Expiry date Vesting period (years) Vesting conditions Fair value	Tranche 24 Tranche 25 Tranche 26 Tranche 28
	65,000 300,000 100,000 25,000 - (150,000) - - 22 Jul 2021 30 Nov 2021 7 Feb 2022 21 Mar 2022 Nil Nil Nil Nil 22 Jul 2024 30 Nov 2024 7 Feb 2025 21 Mar 2025 22 Jul 2024 30 Nov 2024 7 Feb 2025 21 Mar 2025 3 3 3 3 Nil Nil Nil Nil $1.050 $1.420 $1.520 $1.470 Tranche 29 Tranche 31 Tranche 32 Tranche 33
	80,000 595,000 35,000 1,770,000 - - - (100,000) 1 Jul 2022 1 Nov 2022 1 Nov 2022 12 Dec 2022 Nil Nil Nil Nil 1 Jul 2025 1 Nov 2025 22 Jul 2024 12 Dec 2025 1 Jul 2025 1 Nov 2025 22 Jul 2024 12 Dec 2025 3 3 2 3 Nil Nil Nil Nil $1.430 $1.567 $1.749 $1.438 Tranche 34 Tranche 35 Tranche 36 Tranche 37
	40,000 2,358,750 20,000 40,000 - (109,000) - - 28 Aug 2023 28 Aug 2023 3 Oct 2023 3 Oct 2023 Nil Nil Nil Nil 14 Mar 2025 28 Aug 2026 28 Aug 2026 3 Oct 2026 14 Mar 2025 28 Aug 2026 28 Aug 2026 3 Oct 2026 1.5 3 3 3 Nil Nil Nil Nil $1.729 $1.474 $1.560 $1.560 Tranche 38 Tranche 39 Tranche 40 Tranche 41
	30,000 30,000 217,025 130,000 - - - - 3 Oct 2023 9 Feb 2024 14 Mar 2024 14 Mar 2024 Nil Nil Nil Nil 30 Nov 2024 10 Nov 2026 13 Mar 2026 13 Mar 2027 30 Nov 2024 10 Nov 2026 13 Mar 2026 13 Mar 2027 1 2.75 2 3 Nil Nil Nil Nil $1.944 $1.733 $1.822 $1.632

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 31. Share-based payments (continued)

The fair value of performance rights granted during the year was calculated using a Black-Scholes pricing model applying inputs as follows:

Tranche 24	Tranche 25 Tranche 26	Tranche 28 $2.050 - 50% 3 11% 1.92% Tranche 33 $2.000 - 50% 3 11% 3.07% Tranche 37 $2.170 - 50% 3 11% 4.08% Tranche 41 $2.270 - 50% 3 11% 3.68% Number of Weighted performance average rights exercise price 4,770,000 - 2,530,000 - (50,000) - (455,000) - 6,795,000 - 2023
$1.460 - 50% 3 11% 0.13% Tranche 29	$1.970 $2.120 - - 50% 50% 3 3 11% 11% 0.87% 1.39% Tranche 31 Tranche 32
$1.985 - 50% 3 11% 3.01% Tranche 34	$2.180 $2.180 - - 50% 50% 3 2 11% 11% 3.25% 3.19% Tranche 35 Tranche 36
$2.050 - 50% 1.5 11% 3.93% Tranche 38	$2.050 $2.170 - - 50% 50% 3 3 11% 11% 3.86% 4.08% Tranche 39 Tranche 40
	$2.410 $2.270 - - 50% 50% 2.75 2 11% 11% 3.69% 3.74% Number of Weighted performance average rights exercise price 6,795,000 - 2,865,775 - (3,388,000) - (796,000) - 5,476,775 - 2024
		-

The weighted average fair value of performance rights granted at 30 June 2024 is $1.49. The weighted average exercise price of these performance rights at 30 June 2024 is nil. The weighted average remaining contractual life of performance rights outstanding at 30 June 2024 is 618 days.

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 31. Share-based payments (continued)

The consolidated entity had issued a total of 864,447 share appreciation rights to Geoff Jones, Managing Director, as part of the consolidated entity's equity incentive plan. During the financial year ending 30 June 2024, nil share appreciation rights vested (2023: 478,432). Geoff Jones resigned on 29 January 2023 so the remaining balance of share appreciation rights lapsed on this date.

Movement in share appreciation rights

Consolidated Balance at beginning of year Granted during the year Vested, exercised or lapsed during the year Balance at end of year	Number of Weighted share average appreciation exercise rights price - - - - - - - - 2024	Number of Weighted share average appreciation exercise rights price 864,447 - - - (864,447) - - - 2023	Number of Weighted share average appreciation exercise rights price 864,447 - - - (864,447) - - - 2023
			-

Note 32. Business combinations

Subsidiaries acquired

On 1 February 2024, Mipac Holdings Pty Ltd (Mipac) entered into an agreement to acquire 100% of the shares in Paradigm Engineers Pty Ltd (Paradigm), a provider of control systems and electrical engineering, automation and technology services based in Western Australia. This transaction enhances Mipac’s control systems and design capabilities and expands its existing footprint in Western Australia. Paradigm has significant expertise working across a range of commodities, including iron ore, gold and battery minerals. This transaction was completed on 13 March 2024.

Consideration

	$
Cash	4,679,355
Shares	4,500,000
	9,179,355
Assets acquired and liabilities assumed at the date of acquisition
The provisional amounts recognised in respect to identifiable assets and liabilities assumed are set out below:
	$
Intangible assets acquired in business combination	3,200,000
Cash	563,664
Term deposits	436,052
Trade receivables	2,026,256
Other current assets	1,257,249
Plant and equipment	353,609
Right of use assets	1,216,252
Goodwill	4,499,703
Current liabilities
Lease liability	(74,632)
Provisions	(1,263,950)
Provision for income tax	(47,645)
Other current liabilities	(997,118)
Non-current liabilities
Lease liability	(1,334,274)
Deferred tax liability	(655,812)
	9,179,355

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 32. Business combinations (continued)

Net cash outflow on acquisition of subsidiaries Consideration paid in cash Less cash and cash equivalent balances acquired	$ 4,679,355 (563,664)
	4,115,691

The fair value of trade and other receivables amounts to $2,026,256. The gross amount of trade receivables is $2,026,256 and it is expected that the full contractual amounts can be collected. The goodwill of $4,499,703 comprised of the synergies arising from the acquisition from combining operations with the consolidated entity, and is the difference between the total consideration paid and fair value of the assets acquired. None of the goodwill is expected to be deductible for income tax purposes.

The fair value consideration for this acquisition was $9.2 million, which is comprised of $4.7 million in cash and $4.5 million in shares. The fair value of the 1,953,220 ordinary shares issued as part of the consideration paid for Paradigm Engineers Pty Ltd determined at acquisition date was $4,500,000

Included in the profit before tax for the year is $292,606 attributable to the additional business generated by Paradigm Engineers Pty Ltd after the acquisition date 13 March 2024. Revenue contributed after the acquisition date by additional business generated by Paradigm Engineers Pty Ltd is $4,413,920. Acquisition related costs included in profit and loss amount to $348,470.

ANNUAL FINANCIAL REPORT

==> picture [167 x 30] intentionally omitted <==

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

Note 33. Subsidiaries

The consolidated financial statements incorporate the following subsidiaries at the end of the reporting period.

	Country of	Equity	holding
Name of subsidiary	incorporation	2024	2023
GR Engineering Services (Indonesia) Pty Limited °	Australia	100%	100%
GR Engineering Services (Argentina) Pty Limited °	Australia	100%	100%
PT GR Engineering Services Indonesia * °	Indonesia	100%	100%
GR Engineering Services (Africa) °	Mauritius	100%	100%
GR Engineering Services (UK) Limited	United Kingdom	100%	100%
GR Engineering Services (Ghana) Limited ** °	Ghana	100%	100%
GR Engineering Services (Mali) ** °	Mali	100%	100%
GR Engineering Services (Côte d’Ivoire) ** °	Côte d’Ivoire	100%	100%
GR Engineering Services (Tengrela) °	Côte d’Ivoire	100%	100%
GR Engineering Services (Greece) *** °	Greece	100%	100%
GR Engineering Services (Tanzania) Limited °	Tanzania	100%	100%
GR Engineering Services Turkey Limited °	Turkey	100%	100%
GR Production Services Pty Ltd	Australia	100%	100%
GR Engineering Services Americas Inc. °	USA	100%	100%
GR Engineering Services Inc.+	USA	100%	100%
GR Engineering Services (Papua New Guinea) Limited	Papua New Guinea	100%	100%
Mipac Pty Ltd	Australia	100%	100%
Mipac Holdings Pty Ltd	Australia	100%	100%
Mipac Process Automation Canada Limited	Canada	100%	100%
Mipac Peru S.A.++	Peru	100%	100%
Upstream Production Solutions (Timor-Leste) Pty Ltd+++°	Australia	100%	100%
Paradigm Engineers Pty Ltd^	Australia	100%	-

PT GR Engineering Services Indonesia is 90% owned by GR Engineering Services Limited and 10% owned by GR Engineering Services (Indonesia) Pty Limited.
** GR Engineering Services (Ghana) Limited, GR Engineering Services (Côte d’Ivoire) and GR Engineering Services (Mali) are 100% owned by GR Engineering Services (Africa).
*** GR Engineering Services (Greece) is 100% owned by GR Engineering Services (UK) Limited.
- GR Engineering Services Inc. is 100% owned by GR Engineering Services Americas Inc.
++ Mipac Peru S.A. was previously named GR Engineering Services Peru S.A.
+++ Upstream Production Solutions (Timor-Leste) Pty Ltd is 100% owned by GR Production Services Pty Ltd ^ Paradigm Engineers Pty Ltd is 100% owned by Mipac Holdings Pty Ltd and was acquired on 13 March 2024 ° Subsidiary is dormant

ANNUAL FINANCIAL REPORT

==> picture [178 x 32] intentionally omitted <==

CONSOLIDATED ENTITY DISCLOSURE STATEMENT AS AT 30 JUNE 2024

Entity
Country of
% of share
Entity name
type
incorporation
capital held

Tax residency

Australian
Foreign
or foreign
jurisdiction

Company
Australia
100%
Company
Australia
100%
Company
Indonesia
100%
Company
Mauritius
100%
Company
United Kingdom
100%
Company
Ghana
100%
Company
Mali
100%
Company
Côte d’Ivoire
100%
Company
Côte d’Ivoire
100%
Company
Greece
100%
Company
Tanzania
100%
Company
Turkey
100%
Company
Australia
100%
Company
USA
100%
Company
USA
100%
Company
Papua New Guinea
100%
Company
Australia
100%
Company
Australia
100%
Company
Canada
100%
Company
Peru
100%
Company
Australia
100%
Company
Australia
100%
GR Engineering Services (Indonesia) Pty Limited °
GR Engineering Services (Argentina) Pty Limited °
PT GR Engineering Services Indonesia * °
GR Engineering Services (Africa) °
GR Engineering Services (UK) Limited
GR Engineering Services (Ghana) Limited ** °
GR Engineering Services (Mali) ** °
GR Engineering Services (Côte d’Ivoire) ** °
GR Engineering Services (Tengrela) °
GR Engineering Services (Greece) *** °
GR Engineering Services (Tanzania) Limited °
GR Engineering Services Turkey Limited °
GR Production Services Pty Ltd
GR Engineering Services Americas Inc. °
GR Engineering Services Inc.+
GR Engineering Services (Papua New Guinea) Limited
Mipac Pty Ltd
Mipac Holdings Pty Ltd
Mipac Process Automation Canada Limited
Mipac Peru S.A.++
Upstream Production Solutions (Timor-Leste) Pty Ltd+++°
Paradigm Engineers Pty Ltd^

Australian
Australian
Foreign
Indonesia
Foreign
Mauritius
Foreign
United Kingdom
Foreign
Ghana
Foreign
Mali
Foreign
Côte d’Ivoire
Foreign
Côte d’Ivoire
Foreign
Greece
Foreign
Tanzania
Foreign
Turkey
Australian
Foreign
USA
Foreign
USA
Foreign
Papua New Guinea
Australian
Australian
Foreign
Canada
Foreign
Peru
Australian
Australian

PT GR Engineering Services Indonesia is 90% owned by GR Engineering Services Limited and 10% owned by GR Engineering Services (Indonesia) Pty Limited.
** GR Engineering Services (Ghana) Limited, GR Engineering Services (Côte d’Ivoire) and GR Engineering Services (Mali) are 100% owned by GR Engineering Services (Africa).
*** GR Engineering Services (Greece) is 100% owned by GR Engineering Services (UK) Limited.
- GR Engineering Services Inc. is 100% owned by GR Engineering Services Americas Inc.
++ Mipac Peru S.A. was previously named GR Engineering Services Peru S.A.
+++ Upstream Production Solutions (Timor-Leste) Pty Ltd is 100% owned by GR Production Services Pty Ltd
^ Paradigm Engineers Pty Ltd is 100% owned by Mipac Holdings Pty Ltd and was acquired on 13 March 2024
° Subsidiary is dormant

ANNUAL FINANCIAL REPORT

==> picture [179 x 32] intentionally omitted <==

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

(d) the directors have been given the declarations required by s.295A of the Corporations Act 2001.

(e) in the directors’ opinion, the attached consolidated entity disclosure statement is true and correct.

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

On behalf of the Directors

==> picture [189 x 105] intentionally omitted <==

Name: Tony Patrizi Managing Director Date: 22 August 2024

ANNUAL FINANCIAL REPORT

==> picture [179 x 32] intentionally omitted <==

INDEPENDENT AUDITOR'S REPORT

==> picture [486 x 627] intentionally omitted <==

ANNUAL FINANCIAL REPORT

==> picture [179 x 32] intentionally omitted <==

INDEPENDENT AUDITOR'S REPORT

==> picture [483 x 625] intentionally omitted <==

ANNUAL FINANCIAL REPORT

==> picture [179 x 32] intentionally omitted <==

INDEPENDENT AUDITOR'S REPORT

==> picture [485 x 617] intentionally omitted <==

ANNUAL FINANCIAL REPORT

==> picture [179 x 32] intentionally omitted <==

INDEPENDENT AUDITOR'S REPORT

==> picture [484 x 611] intentionally omitted <==

ANNUAL FINANCIAL REPORT

==> picture [179 x 32] intentionally omitted <==

INDEPENDENT AUDITOR'S REPORT

==> picture [482 x 611] intentionally omitted <==

ANNUAL FINANCIAL REPORT

==> picture [179 x 32] intentionally omitted <==

CORPORATE GOVERNANCE STATEMENT

Approach to Corporate Governance

GR Engineering Services Ltd ABN 12 121 542 738 ( Company ) has established a corporate governance framework, the key features of which are set out in this statement. In establishing its corporate governance framework, the Company has referred to the recommendations set out in the ASX Corporate Governance Council's Corporate Governance Principles and Recommendations 4th Edition ( Principles & Recommendations ).

The Company has followed each recommendation where the Board has considered the recommendation to be an appropriate benchmark for its corporate governance practices. Where the Company's corporate governance practices follow a recommendation, the Board has made appropriate statements reporting on the adoption of the recommendation. In compliance with the "if not, why not" reporting regime, where, after due consideration, the Company's corporate governance practices do not follow a recommendation, the Board has explained its reasons for not following the recommendation and disclosed what, if any, alternative practices the Company has adopted instead of those in the recommendation.

The following governance-related documents can be found on the Company's website at www.gres.com.au, under the section marked "Corporate Governance":

Charters

Board Audit and Risk Committee Remuneration and Nomination Committee

Policies and Procedures

Process for Performance Evaluations Policy and Procedure for the Selection and (Re)Appointment of Directors Induction Program Diversity Policy Code of Conduct Policy on Continuous Disclosure Compliance Procedures Shareholder Communication and Investor Relations Policy Securities Trading Policy Whistleblower Protection Policy Anti-Bribery & Collusion Policy Human Rights and Modern Slavery Policy and Procedure for Directors Risk Management Policy Selection, Appointment and Rotation of External Auditors Equity Incentive Plan Rules

The Company reports below on whether it has followed each of the recommendations during the 2023/2024 financial year ( Reporting Period ). The information in this statement is current at 15 August 2024. This statement was approved by a resolution of the Board on 15 August 2024.

Cross-references to the Company’s Annual Financial Report in this statement are references to the Company’s Annual Financial Report for the year ended 30 June 2024, which is, or will be, disclosed on the Company’s website www.gres.com.au, under the section marked "News”.

ANNUAL FINANCIAL REPORT

==> picture [179 x 32] intentionally omitted <==

CORPORATE GOVERNANCE STATEMENT

Principle 1 – Lay solid foundations for management and oversight

Recommendation 1.1

The Company has established the respective roles and responsibilities of its Board and management, and those matters expressly reserved to the Board and those delegated to management and has documented this in its Board Charter .

Recommendation 1.2

The Company undertakes appropriate checks before appointing a person or putting forward to shareholders a candidate for election as a director and provides shareholders with all material information in its possession relevant to a decision on whether or not to elect or re-elect a director.

The checks which are undertaken, and the information provided to shareholders are set out in the Company’s Policy and Procedure for the Selection and (Re) Appointment of Directors .

Recommendation 1.3

The Company has a written agreement with each director and senior executive setting out the terms of their appointment. The material terms of any employment, service or consultancy agreement the Company, or any of its child entities, has entered into with its Managing Director, any of its directors, and any other person or entity who is related party of the Managing Director or any of its directors has been disclosed in accordance with ASX Listing Rule 3.16.4 (taking into consideration the exclusions from disclosure outlined in that rule).

Recommendation 1.4

The Company Secretary is accountable directly to the Board, through the Chair, on all matters to do with the proper functioning of the Board as outlined in the Company’s Board Charter.

Recommendation 1.5

The Company has a Diversity Policy, which includes requirements for the Remuneration and Nomination Committee to set measurable objectives for achieving gender diversity and to assess annually both the objectives and the Company’s progress in achieving them. The Company’s Diversity Policy is disclosed on the Company’s website in the Corporate Governance Manual.

The following measurable objective for achieving gender diversity has been set by the Remuneration and Nomination Committee in accordance with the Diversity Policy:

“Subject to the identification of suitable qualified candidates, to increase the percentage of professional and senior executive positions occupied by women to 20% by 30 June 2025.”

The Board continues to work towards meeting this objective and continues to foster a workplace environment and recruitment policies designed to achieve greater female participation in the Company’s workforce.

The respective proportions of men and women on the Board, in senior executive positions and across the whole organisation are set out in the following table. “Senior executive” for these purposes means a person who is a Key Management Employee, a General Manager or a member of Management:

	Proportion of women
Whole organisation	123 out of 991(12.4%) (11.4% as at 30 June 2023)
Senior executivepositions	10 out of 41(24.4%) (17.2% as at 30 June 2023)
Board	1 out of 5(20%) (0% as at 30 June 2023)

ANNUAL FINANCIAL REPORT

==> picture [179 x 32] intentionally omitted <==

CORPORATE GOVERNANCE STATEMENT

Recommendation 1.6

The Chair is responsible for evaluation of the Board and, when deemed appropriate, Board committees and individual directors. The Chair is also responsible for evaluating the Managing Director.

The Chair evaluates the performance of the Managing Director and other Board members through a series of discussions held throughout the year. These discussions include an assessment of the Company’s state of affairs, the risks facing the Company and its economic objectives. The Chair evaluates the extent to which each director has contributed to the efficient utilisation of resources, the identification of risk and the achievement of economic objectives. During these discussions the Chair also elicits confidential feedback from each Director on their view of the interpersonal dynamics between Board members and the quality of the Board’s decision making.

During the Reporting Period the Chair evaluated the performance of all Directors, including the Managing Director, in accordance with the above process.

Recommendation 1.7

The Managing Director is responsible for evaluating the performance of senior executives in accordance with the process disclosed in the Company’s Process for Performance Evaluations .

During the Reporting Period the Managing Director conducted performance evaluations of Senior Executives. Where these evaluations resulted in the identification of areas where the Senior Executive’s technical or interpersonal skills could be strengthened, appropriate training or remedial action was formulated and agreed.

Principle 2 – Structure the board to add value

Recommendation 2.1

The Board has established a Remuneration and Nomination Committee comprising Peter Hood (Chair), Phillip Lockyer, Joe Totaro and Deb Morrow. All members of the Remuneration and Nomination Committee are nonexecutive directors and all members are independent directors. Accordingly, the Remuneration and Nomination Committee is structured in accordance with Recommendation 2.1.

The Board has adopted a Remuneration and Nomination Committee Charter which describes the role, composition, functions and responsibilities of the Remuneration and Nomination Committee and is disclosed on the Company’s website.

Recommendation 2.2

The Board includes 3 qualified engineers, 1 qualified accountant and 1 director with a strong track record in sustainability and safety. The matrix of skills held by the Board is weighted towards those skills which are required to identify, assess, quantify and manage those risks which are most relevant to and prevalent in the Company’s business and the industry in which it operates.

The majority of the Company’s directors hold, or have held, positions on the boards of other publicly listed companies and all have extensive experience in the management of organisations across a range of industries.

When necessary, the Board engages the services of external experts and consultants to augment its capacity to consider and assess matters which fall outside the domain of its collective expertise.

ANNUAL FINANCIAL REPORT

==> picture [179 x 32] intentionally omitted <==

CORPORATE GOVERNANCE STATEMENT

Recommendation 2.3

The Board considers the independence of directors having regard to the relationships listed in Box 2.3 of the Principles & Recommendations. The independent directors of the Company are Phil Lockyer, Peter Hood, Joe Totaro and Deb Morrow.

Joe Totaro is a substantial shareholder of the Company. Notwithstanding that he is a substantial shareholder the Board considers Joe Totaro to be an independent director because he is not a member of management and is otherwise free of any interest, position, association or relationship (including those listed in Box 2.3 of the Principles & Recommendations) that might influence in a material respect, his capacity to bring an independent judgement to bear on issues before the Board and to act in the best interests of the Company and its members generally. Further, a substantial shareholder is considered by the Board to be in line with the interests of all other shareholders.

The length of service of each director is set out in the Directors’ Report of the Company’s Annual Financial Report.

Recommendation 2.4

The Board has a majority of directors who are independent.

The Board is comprised of 5 directors, 4 of whom are or are deemed to be independent. The one non-independent director is Tony Patrizi. Tony Patrizi is a founding shareholder of the Company. Tony Patrizi has a thorough knowledge of the Company’s business and extensive experience in managing the risks it faces. His continued presence on the Board is therefore highly valued.

The Board is of a size commensurate with the size and nature of the Company.

Recommendation 2.5

The Chair of the Board is Phillip Lockyer. Phil Lockyer is an independent director and is not the Chief Executive Officer.

Recommendation 2.6

The Company has an induction program for new directors and senior executives. The goal of the program is to assist new directors to participate fully and actively in Board decision-making at the earliest opportunity and to assist senior executives to participate fully and actively in management decision-making at the earliest opportunity. The Company’s Induction Program is disclosed on the Company’s website.

The Remuneration and Nomination Committee regularly reviews whether the directors as a group have the skills, knowledge and familiarity with the Company and its operating environment required to fulfil their role on the Board and the Board committees effectively using a Board skills matrix. Where any gaps are identified, the Remuneration and Nomination Committee considers what training or development should be undertaken to fill those gaps. In particular, the Remuneration and Nomination Committee ensures that any director who does not have specialist accounting skills or knowledge has a sufficient understanding of accounting matters to fulfil his or her responsibilities in relation to the Company’s financial statements. Directors also receive ongoing briefings from the Company Secretary and Chief Financial Officer on developments in accounting standards.

ANNUAL FINANCIAL REPORT

==> picture [179 x 32] intentionally omitted <==

CORPORATE GOVERNANCE STATEMENT

Principle 3 – Act ethically and responsibly

Recommendation 3.1

The Company has established a Core Value policy, which is disclosed on the Company's website.

Recommendation 3.2

The Company has established a Code of Conduct for its directors, senior executives and employees, which is disclosed on the Company’s website.

Recommendation 3.3

The Company has established a Whistleblower policy and any material incidents reported under this policy are communicated to the directors, as applicable.

Recommendation 3.4

The Company has established an anti-bribery and corruption policy and any material incidents reported under this policy are communicated to the directors, as applicable.

Principle 4 – Safeguard integrity in corporate reporting

Recommendation 4.1

The Board has established an Audit and Risk Committee. The members of the Audit and Risk Committee are Joe Totaro (Chairman), Phil Lockyer, Peter Hood and Deb Morrow. All members of the Audit and Risk Committee are independent non-executive directors and the Audit and Risk Committee is chaired by Mr Totaro who is not also Chairman of the Board. Accordingly, the Audit and Risk Committee is structured in compliance with Recommendation 4.1.

Giuseppe (Joe) Totaro (B.Comm, CPA) is a Certified Practicing Accountant (CPA) with over 30 years’ experience in commercial and public practice specialising in mining and mining services. Joe is a co-founder of GR Engineering and was formerly the Chief Financial Officer and Company Secretary of GR Engineering.

Peter Hood (BE (Chem), MAustIMM, FIChemE, FAICD, AO) is a Chemical Engineer and was formerly the Chief Executive Officer of Coogee Chemicals and Coogee Resources. He was Chairman of the International Chamber of Commerce National Committee of Australia. Peter is a Past President of the Australian Chamber of Commerce and Industry and the Chamber of Commerce and Industry Western Australia. Peter is currently Chairman of Matrix Composites and Engineering Limited, Lead Independent Director of Cue Energy Resources Limited and a NonExecutive Director of De Grey Mining Limited.

Phillip (Phil) Lockyer (BAppSc (Mech Eng)) is a Mining Engineer and metallurgist who has over 50 years experience in the mineral industry, with a focus on gold and nickel in both underground and open pit operations. He has formerly served on the Boards of Perilya Limited, Focus Minerals Limited, Swick Mining Services Limited and CGA Mining Limited. He is currently a Non-Executive Director of RTG Mining Inc.

Deborah (Deb) Morrow (BBUS, GAICD) is a highly regarded corporate leader with over 25 years experience leading large scale projects and had had a range of senior corporate and sustainability roles across the energy and mining sectors. Deb had a 20 year career with Woodside Energy Ltd and was a senior executive at OZ Minerals Ltd, prior to its acquisition by BHP Group Ltd in 2023. Deb is currently the Managing Director and Chief Executive Officer of ASX listed Agrimin Ltd. Deb is a Non-Executive Director of Miner's Promise and Holyoake.

ANNUAL FINANCIAL REPORT

==> picture [179 x 32] intentionally omitted <==

CORPORATE GOVERNANCE STATEMENT

The Board has adopted an Audit and Risk Committee Charter which describes the Audit and Risk Committee’s role, composition, functions and responsibilities, which is disclosed on the Company’s website.

Recommendation 4.2

Before the Board approved the Company financial statements for the half year ended 31 December 2023 and the full-year ended 30 June 2024, it received from the Managing Director and the Chief Financial Officer a declaration that, in their opinion, the financial records of the Company for the relevant financial period have been properly maintained and that the financial statements for the relevant financial period comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the Company and the consolidated entity and that the opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively.

Recommendation 4.3

Under section 250RA of the Corporations Act, the Company’s auditor is required to attend the Company’s annual general meeting at which the audit report is considered, and to be represented by a person who is a suitably qualified member of the audit team that conducted the audit and is in a position to answer questions about the audit. Each year, the Company writes to the Company’s auditor to inform them of the date of the Company’s annual general meeting.

In accordance with section 250S of the Corporations Act, at the Company’s annual general meeting where the Company’s auditor or their representative is at the meeting, the Chair allows a reasonable opportunity for the members as a whole at the meeting to ask the auditor (or its representative) questions relevant to the conduct of the audit; the preparation and content of the auditor’s report; the accounting policies adopted by the Company in relation to the preparation of the financial statements; and the independence of the auditor in relation to the conduct of the audit. The Chair also allows a reasonable opportunity for the auditor (or their representative) to answer written questions submitted to the auditor under section 250PA of the Corporations Act.

A representative of the Company’s auditor, Deloitte Touche Tohmatsu attended the Company’s annual general meeting held on 22 November 2023.

Principle 5 – Make timely and balanced disclosure

Recommendation 5.1

The Company has established written policies and procedures for complying with its continuous disclosure obligations under the ASX Listing Rules. A summary of the Company’s Policy on Continuous Disclosure and Compliance Procedures are disclosed on the Company’s website at www.gres.com.au.

Recommendation 5.2

The board of directors receives copies of all material market announcements promptly after they have been made.

Recommendation 5.3

The Company releases a copy of presentation materials, where there is new and substantive information, on the ASX Markets Platform ahead of the presentation.

Principle 6 – Respect the rights of security holders

Recommendation 6.1

The Company provides information about itself and its governance to investors via its website at www.gres.com.au as set out in its Shareholder Communication and Investor Relations Policy .

ANNUAL FINANCIAL REPORT

==> picture [179 x 32] intentionally omitted <==

CORPORATE GOVERNANCE STATEMENT

Recommendation 6.2

The Company has designed and implemented an investor relations program to facilitate effective two-way communication with investors. The program is set out in the Company’s Shareholder Communication and Investor Relations Policy .

Recommendation 6.3

The Company has in place a Shareholder Communication and Investor Relations Policy which outlines the policies and processes that it has in place to facilitate and encourage participation at meetings of shareholders.

Recommendation 6.4

The Company ensures that all substantive resolutions at a meeting of security holders are decided by a poll rather than by a show of hands.

Recommendation 6.5

Shareholders are given the option to receive communications from, and send communications to, the Company and its share registry electronically. This is facilitated through the Company’s website which provides access to the Company’s and its share registry’s full range of contact details, including email address.

Principle 7 – Recognise and manage risk

Recommendation 7.1

As noted above, the Board has established a combined Audit and Risk Committee. The Audit and Risk Committee is structured in accordance with Recommendation 7.1. Please refer to the disclosure above in relation to Recommendation 4.1 in relation to the Audit and Risk Committee.

Recommendation 7.2

The Audit and Risk Committee reviews the Company’s risk management framework annually to satisfy itself that it continues to be sound, to determine whether there have been any changes in the material business risks the Company faces and to ensure that the Company is operating within the risk appetite set by the Board.

Recommendation 7.3

The Company does not have an internal audit function. To evaluate and continually improve the effectiveness of the Company’s risk management and internal control processes, the Board relies on ongoing reporting and discussion of the management of material business risks as outlined in the Company’s Risk Management Policy .

Recommendation 7.4

The Company provides engineering and construction services to the mining industry and operations and maintenance services to the oil and gas industry, including producers of coal seam gas. These activities expose the Company, directly and indirectly to environmental, social and economic sustainability risks, which may materially impact the Company’s ability to create or preserve value for shareholders over the short, medium or long term.

In relation to the provision of goods and services, these risks are mitigated by virtue of the Company entering a project’s life cycle at a stage where all environmental, social and economic requirements of the relevant jurisdiction have been met by the client. The Company does not provide goods and services in circumstances where this is not the case and to that extent, the Company is in a position to continue its business activities in an environmentally, socially and economically sustainable manner.

ANNUAL FINANCIAL REPORT

==> picture [179 x 32] intentionally omitted <==

CORPORATE GOVERNANCE STATEMENT

In relation to the Company’s suppliers, the Company takes due care to ensure that the goods and services required for the conduct of its business are sourced from entities which act fairly and responsibly within the environments, societies and economies in which they operate thereby mitigating sustainability risks in relation to these factors.

The Company aims to operate in a socially sustainable way by engaging with the local communities and wherever possible providing employment and training opportunities to members of the local community. In doing so, the Company operates within the framework of local norms and customs and endeavours to ensure that its clients do likewise. The Company will not participate in any activity where it is likely to receive either directly or indirectly, economic benefit through the exploitation of others.

Principle 8 – Remunerate fairly and responsibly

Recommendation 8.1

As noted above in relation to Recommendation 2.1, the Board has established a Remuneration and Nomination Committee. The Remuneration and Nomination Committee is structured in compliance with Recommendation 8.1. Please refer to the disclosure above in relation to Recommendation 2.1 in relation to the Remuneration and Nomination Committee.

Recommendation 8.2

Details of remuneration, including the Company’s policy on remuneration, are contained in the “Remuneration Report” which forms of part of the Directors’ Report in the Company’s Annual Financial Report. This disclosure includes a summary of the Company’s policies regarding the deferral of performance-based remuneration and the reduction, cancellation or clawback of the performance-based remuneration in the event of serious misconduct or a material misstatement in the Company’s financial statements.

Under the terms of the GR Engineering Services Limited Equity Incentive Plan ( Plan ), if in the opinion of the Board a participant acts fraudulently or dishonestly or wilfully breaches his or her duties to the Company, the Board may in its absolute discretion determine that all unvested or unexercised performance rights or share appreciation rights held by the participant will lapse.

In addition to the provisions under the Plan, the Board has adopted a clawback policy in relation to any cash bonuses or shares issued pursuant to the Plan. Under this policy the Board reserves the right to take action to reduce, recoup or otherwise adjust the employees performance based remuneration in circumstances where in the opinion of the Board, an employee has acted fraudulently or dishonestly or has wilfully breached his or her duties to the Company.

Recommendation 8.3

The Company's Remuneration Committee Charter includes a statement of the Company's policy on prohibiting participants in the Plan entering into transactions (whether through the use of derivatives or otherwise) which limit the economic risk of participating in the Plan.

ANNUAL FINANCIAL REPORT

==> picture [161 x 29] intentionally omitted <==

ADDITIONAL ASX INFORMATION

The shareholder information set out below was applicable as at 1 August 2024:

the twenty largest shareholders held 67.7% of the Ordinary Shares; and
there were 4,360 ordinary shareholders.

Distribution of securities

Analysis of number of equity security holders by size of holding:

1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 - 1,000,000 1,000,001 - 9,999,999,999 Range	Total 1,095 1,504 714 969 60 18 4,360	Units 565,388 4,455,154 5,946,413 27,719,336 17,196,049 111,026,132 166,908,472	% of shares issued 0.34% 2.67% 3.56% 16.61% 10.30% 66.52%
			100.00%

The number of shareholders holding less than a marketable parcel of ordinary shares is 275.

Equity security holders

Top 20 Shareholders as at 1 August 2024

Name 1. Mr David Joseph Sala Tenna + Ms Jane Frances Sala Tenna 2. Joley Pty Ltd 3. Citicorp Nominees Pty Ltd 4. Paksian Pty Ltd 5. Kingarth Pty Ltd 6. Ms Beverley June Schier 7. Mr Giuseppe Totaro 8. Polly Pty Ltd 9. Quintal Pty Ltd 10. Ledgking Pty Ltd 11. HSBC Custody Nominees (Australia) Limited 12. JP Morgan Nominees Australia Pty Ltd 13. Mr Stephen Paul Kendrick 14. Ms Barbara Ann Woodhouse 15. Mr Garry Ross McGrechan + Mrs Faye Lynette McGrechan 16. Sistaro Pty Ltd 17. Mr Anthony John Mathison + Ms Kathryn Joy Mathison 18. RHC Investments Pty Ltd 19. Neweconomy Com Au Nominees Pty Ltd 20. Mrs Carmel Laura Ricciardo Substantial shareholders Name 1. Mr David Joseph Sala Tenna + Ms Jane Frances Sala Tenna 2. Joley Pty Ltd 3. Paksian Pty Ltd 4. Kingarth Pty Ltd	Number of shares held 12,325,000 10,367,800 10,359,519 9,798,578 9,795,000 8,100,000 8,000,000 7,500,000 7,000,000 6,075,000 5,300,343 3,992,126 3,491,000 3,000,000 1,953,220 1,642,200 1,223,175 1,103,171 990,636 975,000 112,991,768 Number of shares held 12,325,000 10,367,800 9,798,578 9,795,000	% of shares issued 7.38% 6.21% 6.21% 5.87% 5.87% 4.85% 4.79% 4.49% 4.19% 3.64% 3.18% 2.39% 2.09% 1.80% 1.17% 0.98% 0.73% 0.66% 0.59% 0.58%
		67.70%
		% of shares issued 7.38% 6.21% 5.87% 5.87%

ANNUAL FINANCIAL REPORT

==> picture [161 x 29] intentionally omitted <==

ADDITIONAL ASX INFORMATION

Voting rights

The voting rights attached to ordinary shares are set out below:

Ordinary shares

On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote.

Options over ordinary shares

There are no voting rights attached to Options over the consolidated entity’s shares.

Performance rights

There are no voting rights attached to Performance Rights over the consolidated entity’s shares.

Share appreciation rights

There are no voting rights attached to Share Appreciation Rights over the consolidated entity’s shares.

Options on issue

There are no options on issue.

Performance rights

The following performance rights are on issue:

on issue:
Number	Vesting date
180,000	30 Nov 2024
100,000	7 Feb 2025
40,000	14 Mar 2025
25,000	21 Mar 2025
80,000	1 Jul 2025
595,000	1 Nov 2025
1,670,000	12 Dec 2025
217,025	13 Mar 2026
2,269,750	28 Aug 2026
40,000	3 Oct 2026
30,000	10 Nov 2026
130,000	13 Mar 2027

Share appreciation rights

There are no share appreciation rights on issue.

Company secretary

Mr Omesh Motiwalla

Registered office

71 Daly Street ASCOT WA 6104

Principal place of business

71 Daly Street ASCOT WA 6104 Telephone: (61 8) 6272 6000 Facsimile: (61 8) 6272 6001

Share registry

Computershare Investor Services Pty Limited Level 17, 221 St Georges Terrace PERTH WA 6000

On-market buyback

The consolidated entity has no current on-market buy back scheme.

Restricted securities

There are no securities subject to any voluntary escrow or any transfer restrictions.

Appendix 4E

Preliminary Final Report to the Australian Securities Exchange

GR Engineering Services Limited

ABN 12 121 542 738

For the Year Ended 30 June 2024 (corresponding period year ended 30 June 2023)

RESULTS FOR ANNOUNCEMENT TO THE MARKET

RESULTS FOR ANNOUNCEMENT TO THE MARKET
	$’000	Percentage Increase/ (decrease) From 30/6/23
Revenue from ordinary activities	424,064	(23.09%)
Profit from ordinary activities after tax attributable to members	31,180	13.42%
Net profit for the year attributable to members	31,180	13.42%

DIVIDENDS

	2024 cents per share	2023 cents per share
Interim dividend	9.00 (fully franked)	9.00 (fully franked)
Final dividend	10.00 (fully franked)	10.00 (fully franked)

A fully franked final dividend of 10.00 cents per share was resolved to be paid, with an ex-dividend date of 2 September 2024 and a record date for determining entitlements to the dividend of 3 September 2024. The payment date of the final dividend is 20 September 2024.

NET TANGIBLE ASSET BACKING

NET TANGIBLE ASSET BACKING
	30 June 2024	30 June 2023
Net tangible asset backing per ordinary security *	22.49 cents	23.11 cents

Net tangible assets include right of use assets and lease liabilities.

The Annual Financial Report dated 22 August 2024 forms part of and should be read in conjunction with this Preliminary Final Report (Appendix 4E).

This report is based on accounts which have been audited. The audit report is included in the Annual Financial Report.

AI assistant

GR ENGINEERING SERVICES LIMITED — Annual Report 2024

65003_rns_2024-08-21_bfeb68d1-d95c-4278-b88c-116f5b7b6731.pdf

GR ENGINEERING SERVICES LIMITED

TABLE OF CONTENTS

CORPORATE DIRECTORY

CALENDAR

CORPORATE DIRECTORY

GR ENGINEERING SERVICES LIMITED

DIRECTORS

COMPANY SECRETARY & CHIEF FINANCIAL OFFICER

REGISTERED OFFICE

PRINCIPAL PLACE OF BUSINESS

ASX CODE

AUDITOR

SOLICITORS TO THE COMPANY

SHARE REGISTRY

DIRECTORS’ REPORT

DIRECTORS

CHIEF FINANCIAL OFFICER & COMPANY SECRETARY

PRINCIPAL ACTIVITIES

DIVIDENDS PAID DURING THE YEAR

REVIEW OF OPERATIONS

DIRECTORS’ REPORT

Mineral Processing

Process Controls - Mipac

DIRECTORS’ REPORT

Studies

- Energy GR Production Services (formerly known as Upstream Production Solutions)

Safety

FY25 Outlook

DIRECTORS’ REPORT

FINANCIAL POSITION

DIVIDENDS

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

FUTURE DEVELOPMENTS

EVENTS AFTER BALANCE SHEET DATE

DIRECTORS’ REPORT

BOARD OF DIRECTORS

DIRECTORS’ REPORT

Peter John HOOD AO – Non-Executive Director

DIRECTORS’ REPORT

CHIEF FINANCIAL OFFICER & COMPANY SECRETARY

MEETINGS OF DIRECTORS

DIRECTORS’ REPORT

OPTIONS

SHARE APPRECIATION RIGHTS

PERFORMANCE RIGHTS

RISK MANAGEMENT

INDEMNIFYING OFFICERS OR AUDITORS

LEGAL PROCEEDINGS

DIRECTORS’ REPORT

NON AUDIT SERVICES

AUDITOR’S INDEPENDENCE DECLARATION

ENVIRONMENTAL SOCIAL AND GOVERNANCE FRAMEWORK

Environmental

DIRECTORS’ REPORT

Social

DIRECTORS’ REPORT

Governance

REMUNERATION REPORT – AUDITED

Directors

Executives

DIRECTORS’ REPORT

REMUNERATION POLICY

NON-EXECUTIVE DIRECTORS

EXECUTIVE DIRECTORS

DIRECTORS’ REPORT

SENIOR EXECUTIVES

EMPLOYMENT DETAILS OF MEMBERS OF KEY MANAGEMENT PERSONNEL

DIRECTORS’ REPORT

REMUNERATION DETAILS FOR THE YEAR ENDED 30 JUNE 2024 - BOARD OF DIRECTORS

REMUNERATION DETAILS FOR THE YEAR ENDED 30 JUNE 2024 - EXECUTIVES

DIRECTORS’ REPORT

LONG TERM INCENTIVES

DIRECTORS’ REPORT

RELATIONSHIP BETWEEN COMPANY PERFORMANCE AND REMUNERATION POLICY

DIRECTORS’ REPORT

SHAREHOLDING

OTHER TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL

GR ENGINEERING SERVICES LIMITED Annual Report 2024