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Annual Report 2016

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Annual Report

Corporate Directory

Directors

Mr Glenn Vassallo Mr Rick Dennis Mr Bryan Granzien

Non-executive Chairman Non-executive Director Non-executive Director

Company Secretary

Mr Paul Frederiks CFO

Registered Office

Level 1, 200 Toorak Road South Yarra VIC 3141 Telephone: (03) 8566 6888 Email: [email protected]

Auditors

BDO (Audit) WA Pty Ltd 38 Station Street SUBIACO WA 6008

Bankers

Westpac Banking Corporation 114 Toorak Road South Yarra VIC 3141

Share Registry

Boardroom Registry Pty Limited Level 12, 225 George Street SYDNEY NSW 2000 Tel: 1300 737 760 Fax: (02) 9279 0664 Email: [email protected]

Stock Exchange Listing

Australian Securities Exchange

ASX Code: OMT

Chairman’s letter and Year in Review	3
Directors’ Report	6
Corporate Governance Statement	28
Auditor’s Independence Declaration	43
Consolidated Statement of Profit or Loss and Other Comprehensive Income	44
Consolidated Statement of Financial Position	45
Consolidated Statement of Changes in Equity	46
Consolidated Statement of Cash Flows	47
Notes to the Financial Statements	48
Directors’ Declaration	69
Independent Auditor’s Report	70
Additional ASX information	72

OMT Annual Report 2016

Chairman’s Letter and Review

1 Chairman’s Letter

Dear Shareholders

On behalf of Omni Market Tide Ltd ( OMT ), we present our second annual report.

There were a number of developments throughout the period from 1 January 2016 to 31 December 2016, all designed and implemented to advance the interest of all stakeholders of the Company. The most significant of those developments was OMT’s own annual general meeting on 30 May 2016. OMT’s AGM was a watershed moment not just for OMT, but also corporate Australia, as it was the very first virtual real-time AGM for any listed company in Australia. OMT remains more confident than ever that the future model and method of shareholder meetings will be the model and method adopted by OMT for its AGM on 30 May 2016. In OMT’s opinion, it is no longer a question of whether or not listed companies will move to this format, but rather a question of when.

Accordingly, OMT remains focused on commercialising a vision that every listed company, every organisation, every voting body, will one day engage their stakeholders using mobile device technologies. Through the commercialisation of that vision, we intend to deliver sustainable value to our investors.

Despite the success of OMT’s AGM, the company has experienced a number of challengers and changes, including changes at the leadership level. Moving forward, OMT will relocate its business from Melbourne to Brisbane, and continue to build its business so that it can become the leader in digital engagement for Australian listed and unlisted companies. In the meantime, should any corporate events or opportunities accelerate OMT’s ability to achieve this objective, those events or opportunities will be pursued with vigour.

On behalf of the rest of our Board of Directors, thank you for your continued support.

Kind regards

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Glenn Vassallo

Non-executive Chairman

OMT Annual Report 2016

Chairman’s Letter and Review

2 Year in review

There were a number of changes throughout the period from 1 January 2016 to 31 December 2016, all designed and implemented to advance the interest of all stakeholders of the Company. In particular, OMT became the first ASX listed company to hold a realtime virtual annual shareholders meeting on 30 May 2016. This was a significant development for the Company. The Company remains committed to working with other listed and unlisted companies as they move closer to real-time virtual meetings.

On 5 July 2016, the Company replaced its leadership team and appointed a new Chief Executive Officer. The Company wanted to drive revenue through more sales, but felt that the sales capability within the Company wasn’t at the level it needed to be. The Company invested in developing this sales capability, and at the same time, broadened its product offering by developing new products that it could also sell to potential OMT clients.

Accordingly, on 28 September 2016, the Company released to the market four (4) new products called OmniCorp, OmniPeople, OmniMember and OmniComm, whilst continuing its development of another new product called OmniStock.

OmniCorp – was developed for unlisted companies and allows them to meet regulatory, governance and compliance requirements.

OmniPeople – was developed for employee engagement and management. Features of this product include on boarding new employees, training, compliance, occupational health and safety, leave, payroll and surveys.

OmniMember – was developed for membership based organisations that allows digital stakeholder engagement for clubs and loyalty organisations, providing push notification on changes, emergencies and member news.

OmniComm – was developed for community groups, and is a product designed to help local government and large community groups to connect, communicate and engage with their stakeholders. On 10 October 2016, the Company delivered its first employee application to the Townsville City Council ( TCC ). The Company successfully completed its contract with TCC and will seek an on-going relationship with TCC that is commercially viable for both TCC and the Company.

On 5 October 2016, the Company successfully completed a capital raising of $250,000 by way of a convertible note(s), noting that the terms of which were announced to the market on that day. Then on 19 October 2016, the Company announced the terms of its potential acquisition of RightCrowd ( RightCrowd Transaction ), and because of this transaction, was suspended from official quotation of the ASX. The RightCrowd Transaction provided all the stakeholders of OMT with a significant opportunity to be a part of a combined asset base that would ultimately underpin the global operations of one of the highest-quality technology companies to originate from Australia.

Accordingly, from 19 October 2016, the Company was very focused on completing the RightCrowd Transaction (Transaction), and worked closely with RightCrowd to successfully complete the Transaction. Again, this transaction was a unique and significant opportunity for all OMT shareholders. On 25 November 2016, the Company provided an update to the market on the Transaction, and in this announcement, explained that in order to successfully complete the Transaction, a change in the leadership post completion of the Transaction was required, in particular, that the Chief Executive Officer of the combined entities (post completion of the RightCrowd Transaction) needed to be RightCrowd’s Chief Executive, so the Company’s Chief Executive Officer finished with the Company on 25 November 2016.

OMT, RightCrowd and Morgans Corporate Limited all worked closely together to successfully close the RightCrowd Transaction, including RightCrowd contracting with OMT to build out the mobile suite of the RightCrowd products prior to completion of the deal. These arrangements were put in place to commence the seamless integration of the two (2) businesses post completion, and this arrangement worked well for both companies.

OMT Annual Report 2016

Chairman’s Letter and Review

Year in Review (Continued)

From 25 November 2016 onwards, the Company worked hard to complete the Transaction, but on 13 February 2017, the Company had to announce that the Transaction had to be mutually terminated.

As announced to the market on 1 March 2017, the Company held its extra-ordinary general meeting and passed two (2) resolutions which were unrelated to the RightCrowd Transaction.

OMT remains focused on commercialising a vision that every listed company, every organisation, every voting body, will one day engage their stakeholders using mobile device technologies. Through the commercialisation of that vision, we intend to deliver sustainable value to our investors. But in the meantime, the Company continues with its process to relocate the business from Melbourne to Brisbane, whilst at the same time, completing a review of its product(s) line and assessing various funding options.

OMT Annual Report 2016

Directors’ Report

The directors present their report, together with the financial statements, on Omni Market Tide Limited (the Company) for the period ended 31 December 2016.

1 Directors

The following persons were Directors of the Company during the whole reporting period unless indicated differently below:

Glenn Vassallo – Chairman
Richard Dennis (appointed 22 March 2016)
Bryan Granzien (appointed 25 November 2016)
Megan Boston – Managing Director (resigned 5 July 2016)
Ken Pickard (resigned 1 August 2016)
Ross Blair-Holt (resigned 1 August 2016)
John Mactaggart (resigned 29 February 2016)
Steve Terry – Managing Director (appointed 1 August 2016, resigned 25 November 2016)

2 Principal activity

During the period, the principal continuing activity of the Company consisted of the development of multi-platform smart-phone applications, together with the associated content management systems and application program interfaces, to allow better engagement between companies and their stakeholders. The Company also focussed on increasing its sales and marketing capabilities.

Omni Market Tide’s current primary offering is a multi-company investor engagement application, omniLOOP.

3 Dividends

There were no dividends paid, recommended or declared during the period.

4 Review of operations

The loss of the Company for the period 1 January 2016 to 31 December 2016 amounted to 4,490,935, after providing for income tax.

A detailed review of the Company’s operations commences on page 4.

5 Significant changes in state of affairs

On 5 July 2016, the Company replaced its leadership team and appointed a new Chief Executive Officer. On 28 September 2016, the Company released four (4) new products called OmniCorp, OmniPeople, OmniMember and OmniComm, whilst continuing its development of another new product called OmniStock.

OMT Annual Report 2016

Directors’ Report

Significant changes in state of affairs (Continued)

On 5 October 2016, the Company successfully completed a capital raising of $250,000 by way of a convertible note(s), noting that the terms of which we announced to the market on 5 October 2016.

On 10 October 2016, the Company delivered its first employee application to the Townsville City Council (TCC). The Company successfully completed its contract with TCC and will seek an on-going relationship with TCC that is commercially viable for both TCC and the Company.

On 19 October 2016, the Company announced the terms of its potential acquisition of RightCrowd ( RightCrowd Transaction ), and because of this transaction, was suspended from official quotation of the ASX. From 19 October 2016, the Company was very focused on completing the RightCrowd Transaction, and worked closely with RightCrowd to successfully complete the RightCrowd Transaction. This transaction was a unique and significant opportunity for all OMT shareholders. On 25 November 2016, the Company provided an update to the market on the RightCrowd Transaction, and in this announcement, explained that in order to successfully complete the RightCrowd Transaction, a change in the leadership post completion of the RightCrowd Transaction was required, in particular, that the Chief Executive Officer of the combined entities (post completion of the RightCrowd Transaction) needed to be RightCrowd’s Chief Executive, so the Company’s Chief Executive Officer finished with the Company on 25 November 2016.

From 25 November 2016, the Company worked hard to complete the RightCrowd transaction. On 13 February 2017, the Company announced that the RightCrowd Transaction had to be mutually terminated because the ASX’s approval to the structure of the RightCrowd Transaction was unable to be obtained.

On 1 March 2017, the Company held its extra-ordinary general meeting and passed two (2) resolutions which were unrelated to the RightCrowd Transaction.

The Company continues with its process to relocate the business from Melbourne to Brisbane, whilst at the same time, completing a review of its product line and assessing various funding options.

OMT Annual Report 2016

Directors’ Report

6 Capital Structure

Securities currently quoted on ASX	Number
Fully paid ordinary shares	76,568,898
Options exercisable at $0.10 on or before 31 December 2018	25,000,000
Escrowed securities (until July 2017)	Number
Ordinary shares	150,000,000
Performance shares (Class A)	30,000,000

7 Events after the reporting date

On 13 February 2017, the Company announced the mutual termination of the proposed acquisition of the RightCrowd business (Business) (via the purchase of 100% of the shares in Sentrii Pty Ltd) first announced to the market on 19 October 2016 (Transaction). This was because on 10 February 2017, the ASX confirmed that it will not grant their approval to the structure of the Transaction on the basis that the Business is a Classified Asset (as defined in the ASX Listing Rules), and consequently the proposed cash consideration cannot be paid for the Business at completion of the Transaction. The Transaction could therefore not proceed.

On 17 February 2017, the Company announced that with respect to the Extraordinary General Meeting (EGM) to be held on 1 March 2017, the Company confirms that the meeting will proceed, but resolutions 1, 2, 3, 4, 5, 6 and 9 will not be put to the meeting, only resolutions 7 and 8. That is, all resolutions linked to the RightCrowd Transaction will not be considered at the meeting (including 2 resolutions regarding the consolidation of capital), and those resolutions not linked to the RightCrowd Transaction are to be considered by shareholders at the EGM (being only resolutions 7 and 8).

On 28 February 2017, the Company released its unaudited preliminary final results for the year ended 31 December 2016.

Other than the above matters, and the commentary on Going Concern in Note 2, there has not been any matter or circumstance occurring subsequent to the end of the financial year that has significantly affected, or may significantly affect, the operation of the entity, the results of those operations, or the state of affairs of the entity in future financial years.

8 Future developments and results

Information on likely developments in the operations of the Company and the expected results of operations have not been included in this report because the Directors believe it would be likely to result in unreasonable prejudice to the Company.

9 Environmental issues

The Company’s operations are not regulated by any significant environmental regulations under a law of the Commonwealth or of a state or territory of Australia.

OMT Annual Report 2016

Directors’ Report

10 Information on directors

Name	Glenn Vassallo
Title	Non-executive Chairman
Qualifications:	LLB, BCom
Experience and expertise:	Mr Vassallo is a founder of GRT Lawyers and the GRT
	Foundation. As the managing director of GRT Lawyers, Mr Vassallo is passionate about working with his highly
	sophisticated national and international clients to
	implement their corporate strategy.
	Mr Vassallo has significant experience in formulating and
	executing complex corporate transactions (including
	IPOs, takeovers and other equity capital market
	transactions) with a particular focus on national and
	international stock and security exchanges. He also has
	significant high-end complex litigation experience.
	Mr Vassallo has been a long standing member of the Law
	Council of Australia Company Law Committee and the
	Queensland Law Society Company Law Committee, and
	has listed ASX board experience. Mr Vassallo holds a
	Bachelor of Laws and Commerce and is admitted to the
	Supreme Court of Queensland and the High Court of
	Australia.
Other current listed Company directorships:	N/A
Former listed Company directorships (last 3 years):	N/A
Special responsibilities:	N/A
Interests in shares:	Included in Remuneration Report
Name	Richard Dennis
Title	Non-executive Director
Qualifications:	BCOMM LLB ACA AICD
Experience and expertise:	Mr Dennis has an extensive mix of ASX listed and non-
	listed company Board experience, along with rich
	leadership, strategy, financial services and business
	development skills gained from a successful career
	working extensively throughout the Asia-Pacific region
	and globally for Ernst & Young.
	Mr Dennis is dual qualified in law and commerce, is a
	non-executive Director and Chair of the Audit & Risk
	Committee of ASX listed Apiam Animal Health Limited
	and Motorcycle Holdings Ltd and has other Non-
	Executive Board Roles with Springfield Land Corporation,
	VestaLiving Communities, Gold CoastPrivateHealth

OMT Annual Report 2016

Directors’ Report

	Network, Australian Super (Qld Advisory Board) and
	EWM Group. He is also an external member of the Audit
	& Risk Committee of Racing Qld.
	Mr Dennis developed a deep financial, operating and
	cultural understanding of cross-border businesses in Asia
	while holding a succession of senior leadership roles at
	Ernst & Young. These roles included Deputy COO Asia-
	Pacific and CFO Asia Pacific (2010-2013). Mr Dennis
	was a senior partner at Ernst & Young between 1991 and
	2015 and led the establishment of the firm’s Australia
	China Business Group, which advised Australian and
	Chinese clients on bilateral trade and investment
	initiatives. Mr Dennis was Managing Partner at EY in
	Queensland from 2001-2007 and again from 2014-2015
	and was a member of the Queensland Government’s
	inaugural Queensland China Council in 2007.
Other current listed Company directorships:	Apiam Animal Health Limited, Motorcycle Holdings Ltd
Former listed Company directorships (last 3 years):	N/A
Special responsibilities:	N/A
Interests in shares:	Included in Remuneration Report

Name	Bryan Granzien
Title	Non-executive Director
Qualifications:	B.Bus GAICD
Experience and expertise:	Mr Granzien is Managing Director of BryJan Enterprises,
	providing specialised consulting services to the
	technology and resources sectors. His previous role was
	as Australian CEO for Tata Steel Limited, a top 10
	international steel company. He is an experienced
	executive having held GM or CEO roles in the Mining,
	Manufacturing, Agribusiness and Technology industries
	over a career spanning 30+ years, with international
	experience gained through secondments to England and
	Singapore.
	Prior to working for Tata Steel, Mr Granzien held
	leadership roles at MIM Holdings, Grainco Australia and
	Neumann Steel, all including Information Technology
	accountability.
	Mr Granzien has a Bachelor of Business, is a graduate of
	the AICD, a fellow of the CEO Institute of Australia, a
	Tata Business Excellence Gold Assessor and has held
	numerous industry and Subsidiary Director positions.
Other current listed	N/A

OMT Annual Report 2016

Directors’ Report

Company directorships:
Former listed Company directorships (last 3 years):	N/A
Special responsibilities:	N/A
Interests in shares:	Included in Remuneration Report

Name	Steve Terry
Title	Managing Director (appointed 1 August 2016, resigned
	25 November 2016)
Qualifications:	N/A
Experience and expertise:	Mr Terry has executive leadership skills and experience
	in technology, and driving new sales revenue in emerging markets. He is a visionary and pragmatic senior thought
	leadership executive with 20 years’ experience in
	operational management across the Asia Pacific Region
	within the technology industry.
	Prior to joining OMT, Mr Terry spent the last six years
	working as the General Manager for the Queensland
	operation of Technology One Limited. Headquartered in
	Queensland, Technology One is Australia’s largest
	enterprise software company with a $1.5 billion market
	capitalisation.
Other current listed Company directorships:	N/A
Former listed Company directorships (last 3 years):	N/A
Special responsibilities:	N/A
Interests in shares:	Included in Remuneration Report

Name	Megan Boston
Title	Managing Director (resigned 5 July 2016)
Qualifications:	BComm, CA, Dip. Share Trading & Investment, GAICD
Experience and expertise:	Mrs Boston was the Chief Executive Officer of GRT App
	Pty Ltd since April 2014 and during this time successfully made substantial changes to Omni Market Tide both
	operationally and strategically.
	Mrs Boston holds a Bachelor of Commerce and is a
	Chartered Accountant with nearly 10 years’ experience
	as a non-executive director across a range of industries.
	Mrs Boston has completed the Company Directors
	CourseDiplomarunby theAustralian Institute of

OMT Annual Report 2016

Directors’ Report

	Company Directors.
	Mrs Boston is a current director of South East Water,
	Adult Multicultural and Education Services, Victorian
	Human Rights and Equal Opportunity Commission, GRT
	Foundation and Beyond Medical Education. She has
	chaired company boards as well as board sub-
	committees particularly in the area of finance and risk
	management.
	Previously Mrs Boston had senior executive experience
	at various banking institutions in the area of risk and
	compliance, as well as working as manager of audit
	services for PricewaterhouseCoopers.
Other current listed Company directorships:	N/A
Former listed Company directorships (last 3 years):	N/A
Special responsibilities:	N/A
Interests in shares:	Included in Remuneration Report

Name	Ross Blair-Holt
Title	Non-executive Director (resigned 1 August 2016)
Qualifications:	BCom, FCPA
Experience and expertise:	Mr Blair-Holt is currently a director and Chief Operating
	Officer of Australian Leisure and Hospitality Group Pty
	Ltd (ALH Group), a joint venture between Woolworths
	Limited and the Mathieson family. Mr Blair-Holt is also a
	member of the ALH Audit Committee. The ALH Group
	owns approximately 325 hotels and 520 retail outlets
	across Australia.
	Mr Blair-Holt holds a Bachelor of Commerce, is a Fellow
	of the Certified Practicing Accountants Australia (FCPA)
	and brings a wealth of commercial, banking, transactional
	and accounting expertise.
Other current listed Company directorships:	iSonea Ltd (Non-executive Director)
Former listed Company	Western Desert Resources Limited – resigned 5
directorships (last 3 years):	September 2014
Special responsibilities:	Member of the Finance, Audit, and Risk Management
	Committee
Interests in shares:	Included in Remuneration Report
Name	Kenneth Pickard

OMT Annual Report 2016

Directors’ Report

Title	Non-executive Director (resigned 1 August 2016)
Qualifications:	BCom, CA
Experience and expertise:	Mr Pickard is current Managing Director of accounting
	and business services firm Moore Stephens (QLD) Ltd.
	He has over 30 years’ experience in business services,
	consulting and audit, covering private and public
	companies to local government and statutory bodies.
	Mr Pickard is a former director of the Australian Property
	Growth Fund, the trustee for the Jezzine Barracks
	Community Trust (government appointed), the deputy
	chair of the trustee for Townsville Grammar School as
	well as a member of various company advisory boards.
	Mr Pickard holds a Bachelor of Commerce. He is a
	fellow of the Institute of Chartered Accountants Australia,
	member of the Australian Institute of Company Directors,
	Member of Taxation Institute of Australia, a registered
	company auditor and a registered tax agent.
Other current listed Company directorships:	N/A
Former listed Company directorships (last 3 years):	N/A
Special responsibilities:	Chairman of the Finance, Audit, and Risk Management
	Committee
Interests in shares:	Included in Remuneration Report

Name	John Mactaggart
Title	Non-executive Director (appointed 22 July 2015, resigned
	29 February 2016)
Qualifications:	N/A
Experience and expertise:	Mr Mactaggart has extensive experience across many
	industries, including agriculture, export of animal
	products, food processing, industrial fasteners,
	manufacturing of building equipment and computer
	hardware and software.
	Mr Mactaggart played an integral role in the creation,
	funding and development and IPO of what is now one of
	Australia’s largest publicly listed software companies,
	Technology One Ltd (ASX:TNE), where he remains a
	non-executive director and a major shareholder. He co-
	founded the Australian Association of Angel Investors
	Limited – the not for profit national industry association
	representing Australian business angels networks,
	individual angel investors and organisations that support
	the growth of angel investment in Australia.
	Mr Mactaggart is also a director of a number of unlisted
	companies. Mr Mactaggarthas beenaFellowofthe

OMT Annual Report 2016

Directors’ Report

	Australian Institute of Company Directors since 1991.
Other current listed Company directorships:	Technology One Ltd (Non-executive Director)
Former listed Company directorships (last 3 years):	N/A
Special responsibilities:	Member of the Finance, Audit, and Risk Management
	Committee
Interests in shares:	Included in Remuneration Report

11 Company secretary

The Company’s Company Secretary is Mr Paul Frederiks (appointed 6 February 2017).

Mr Frederiks has more than 30 years’ experience as a finance and corporate governance executive in the Australian listed sector with an extensive knowledge base in listed public company reporting and compliance.

He previously held Chief Financial Officer and Company Secretary positions with Discovery Metals Limited, Geodynamics Limited and Ross Mining NL and was also previously the Company Secretary of Billabong International Limited, Auzex Resources Limited and China Steel Australia Limited.

Mr Frederiks is a Fellow of CPA Australia, the Australian Institute of Company Directors and the Governance Institute of Australia.

Prior to the appointment of Mr Frederiks, the Company’s Company Secretary was Mr Paul Cochrane (11 October 2016 to 6 February 2017), Mr Stephen Kelly (6 July to 11 October 2016) and Mr Oliver Kidd, who resigned on 6 July 2016.

OMT Annual Report 2016

Directors’ Report

12 Meetings of directors

			Finance, Audit,	Finance, Audit,
			and Risk
	Directors’		Management
	Meetings		Committee
	Number		Number
	eligible	Number	eligible	Number
	to attend	attended	to attend	attended
Glenn Vassallo	8	8	-	-
Richard Dennis (appointed 22 March 2016)	6	6	1	0
Bryan Granzien (appointed 25 Nov. 2016)	2	2	-	-
Megan Boston (resigned 5 July 2016)	4	4	2	2
Steve Terry (appointed 1 August 2016, resigned 25 November 2016)	2	2	-	-
Kenneth Pickard (resigned 1 August 2016)	4	4	2	2
Ross Blair-Holt (resigned 1 August 2016)	4	4	2	2
John Mactaggart (resigned 29 February 2016)	1	0	-	-

13 Options

At the date of this report, the unissued ordinary shares of Omni Market Tide Limited under option are as follows:

Grant date	Date of expiry	Exercise price	Number under option
22 July 2015	31 December 2018	$0.10	25,000,000

Option holders do not have any rights to participate in any issues of shares or other interests in the Company.

No options have been issued to Directors or other Key Management Personnel. For details of the Performance Shares issued to Directors and other key management personnel, refer to the remuneration report.

During the period ended 31 December 2016, and up to the date of this report, no ordinary shares of Omni Market Tide Limited have been issued on the exercise of options granted.

No person entitled to exercise the option had or has any right by virtue of the option to participate in any share issue of any other body corporate.

OMT Annual Report 2016

Directors’ Report

14 Indemnification and insurance of officers

Every person who is or has been a director, secretary or executive officer of the entity is indemnified, to the maximum extent permitted by law, out of property of the company against any liabilities for costs and expenses incurred by that person unless the liability arises out of conduct involving a lack of good faith.

The company has paid a premium for directors and officers liability. The insurance policy covers the directors of the company and executive officers. The contract prohibits the disclosure of the nature of the liability insured and the amount of the premium.

15 Indemnification and insurance of auditors

The Company has not, during or since the end of the financial period, indemnified or agreed to indemnify the auditor of the Company or any related entity against a liability incurred by the auditor.

During the financial period, the Company has not paid a premium in respect of a contract to insure the auditor of the Company or any related entity.

16 Proceedings on behalf of company

No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings.

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

17 Non-audit services

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

The Directors are of the opinion that the services do not compromise the external auditor’s independence requirements of the Corporations Act 2001 for the following reasons:

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

The following fees for non-audit services were paid to the external auditors during the year ended 31 December 2016:

nded 31 December 2016:
	2016	2015
	$	$
Compliance and Taxation Services	-	-

OMT Annual Report 2016

Directors’ Report

18 Auditor’s independence declaration

The auditor’s independence declaration in accordance with section 307C of the Corporations Act 2001 for the period ended 31 December 2016 has been received and can be found in page 43 of the financial report.

19 Remuneration report (audited)

This remuneration report outlines the Director and executive remuneration arrangements of each director of Omni Market Tide Ltd, and for all other key management personnel, in accordance with the requirements of the Corporations Act 2001 and its Regulations. For the purposes of this report, key management personnel ( KMP ) are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company, directly or indirectly, including any directors (whether executive or otherwise).

The remuneration report is presented in the below sections:

(a) Key Management Personnel
(b) Remuneration Framework
(c) Executive Remuneration Arrangements
(d) Executive Contractual Arrangements
(e) Non-executive Director Arrangements
(f) Relationship of Reward and Performance
(g) Remuneration Details
(h) Share-based Remuneration
(i) Shareholdings
(j) Other Key Management Personnel Disclosures
(k) Use of Remuneration Consultants
(l) Voting and Other Comments Made at the Company’s 2016 AGM

19.2 Key management personnel (including the executives of the Company)

The report covers Non-Executive Directors, Executive Directors and other Key Management Personnel, and includes:

	*Non-executive directors (NED)* Glenn Vassallo Richard Dennis3 Bryan Granzien6 Kenneth Pickard8 Ross Blair-Holt9 John Mactaggart10	*Executive Directors* Megan Boston1 Steve Terry4	*Other KMP* Oliver Kidd2 Steve Kelly5 Paul Cochrane7

1 Resigned 5 July 2016.

2 Resigned .6 July 2016.

3 Appointed 22 March 2016.

4 Appointed 1 August 2016, resigned 25 November 2016

5 Appointed 5 July 2016, resigned 11 October 2016

6 Appointed 25 November 2016.

7 Appointed 11 October 2016, resigned 6 February 2017

8 Resigned 1 August 2016.

9 Resigned 1 August 2016.

10 Appointed 22 July 2015, resigned 29 February 2016.

OMT Annual Report 2016

Directors’ Report

There were no other changes after the reporting date and before the date the financial report was authorised for issue.

19.3 Remuneration Framework

Due to the size of the Company, the role of remuneration committee is performed by the Board. It is primarily responsible for:

The over-arching executive remuneration framework;
Remuneration levels of executives; and
Non-executive director fees.

The remuneration packages of directors and key management personnel of Omni Market Tide Ltd have been designed to align director and other key management personnel objectives with shareholder and business objectives by providing a fixed remuneration component and offering specific performance pay incentives based on key performance areas affecting the entity’s financial results where the Board deems such incentives to be appropriate. The Board of Omni Market Tide Ltd believes this remuneration methodology to be appropriate and effective in its ability to attract and retain the best key management personnel and directors to run and manage the business, as well as create goal congruence between directors, other key management personnel and shareholders.

The Board determines the nature and the amount of remuneration for Board members and key management personnel of the entity as detailed below.

The non-executive directors and executives based in Australia receive the superannuation guarantee contribution required by the government, which is currently 9.5%, and do not receive any other retirement benefits.

All remuneration paid to directors and other key management personnel is valued at the cost to the Company and expensed.

19.4 Executive Remuneration Arrangements

All key management personnel may receive a base salary, superannuation, fringe benefits (if applicable) and performance pay incentives (if applicable).

The performance pay plan is reviewed by the Board. Objectives for the key management personnel are set by the Board. Key management personnel packages are reviewed annually by reference to the entity’s performance, key management personnel performance and comparable information from industry sectors and other listed companies in similar industries.

The performance of key management personnel is measured against criteria agreed annually with each key management personnel, and is in part based on the forecast growth of the entity’s profits and shareholders’ value. All bonuses and incentives must be linked to predetermined performance criteria. The Board may, however, exercise its discretion in relation to approving incentives and bonuses. Any changes must be justified by reference to measurable performance criteria. The remuneration practices are designed to attract the highest calibre of key management personnel and reward them for performance that results in long-term growth in shareholder wealth.

OMT Annual Report 2016

Directors’ Report

19.5 Executive Contractual Arrangements

Remuneration and other terms of employment for the Managing Director and all other key management positions held have been formalised in service agreements. The main provisions of the agreements in relation to directors holding management roles (only Mr Steve Terry, Managing Director) are set out below.

Mr. Steve Terry, Managing Director (Appointed 1 August 2016, resigned 25 November 2016)

Base terms

Mr Terry received a salary of AUD 400,000 per annum for his role as Managing Director of the Company.
Mr Terry was to be granted 10,000,000 Class B Performance Shares under the terms of the Agreement subject to shareholder approval. As Mr Terry subsequently resigned in November 2016 the Performance Shares lapsed.

The termination provisions of the agreement are as follows:

	Notice period	Payment in lieu of notice	Treatment of Performance Shares
Employer-initiated termination with reason	3 months	Yes	Not forfeited
Employer-initiated
termination without	3 months	Yes	Not forfeited
reason
Termination for serious misconduct	Immediate	None	Forfeited
Employee-initiated termination	3 months	Yes	Forfeited

19.6 Non-executive Director Remuneration Arrangements

The Board’s policy is to remunerate non-executive directors at a rate that reflects the Company’s current stage of development, remaining cognisant of market rates for comparable companies for time, commitment and responsibilities.

Remuneration of the non-executive directors is made on this basis and is reviewed annually, based on market practice, duties and accountability. Independent external advice is sought where required. The maximum aggregate amount of fees that can be paid to nonexecutive directors is subject to approval by shareholders at general meeting. For the financial period ended 31 December 2016, and in respect of each financial year thereafter and until otherwise determined by a resolution of shareholders, the maximum aggregate remuneration payable by the Company to all Non-Executive Directors of the Company for their services as Directors including their services on a Board committee or sub-committee and including superannuation is limited to $250,000 per annum.

The total remuneration packages inclusive of superannuation benefits for the NonExecutive Directors are as follows:

OMT Annual Report 2016

Directors’ Report

Board fees	$ per annum
Chairman	25,000
Other Non-Executive Directors	25,000

Committee fees	$ per annum
Committee Chairman	No additional fees
Other Committee Members	No additional fees

All Non-Executive Directors enter into a service agreement with the Company in the form of a letter of appointment. The letter summarises the Board policies and terms, including remuneration, relevant to the office of Director.

19.7 Relationship of Reward and Performance

Steve Terry was issued Performance Shares (Class B) as a component of his remuneration as Managing Director. The ultimate value to Mr Terry of the Performance Shares depends on the share price of Omni Market Tide Ltd. Mrs Boston’s Performance Shares will convert into fully-paid ordinary shares in the Company as and when the Company’s volume weighted average share price ( VWAP ) reaches and periodically maintains certain value thresholds.

As is detailed in the below sections of this Directors Report, certain Non-Executive Directors also hold, indirectly, Performance Shares (Class A). The Performance Shares were issued to Non-Executive Directors as a component of the consideration paid as part of the Acquisition of GRT App. Mr Glenn Vassallo, Mr Kenneth Pickard, and Mr Ross BlairHolt were all also GRT App Vendors. The terms of these Performance Shares are dealt with below.

19.8 Company performance, shareholder wealth, and director and executive remuneration

There is no link between the gross revenue, profits and dividends for the last four years for the Company as well as the share price at the end of the respective financial years, due to the change in the nature of operations of the business in 2015.

19.9 Share-based remuneration

There were nil options issued during the period to key management personnel in connection with remuneration. Options may be issued to key management personnel as part of their remuneration. The options are issued to key management personnel of Omni Market Tide Limited and its subsidiaries to increase goal congruence between key management personnel and shareholders, and are partly based on performance criteria.

Steve Terry received share-based payment in the form of Performance Shares (Class B). The terms of issue of the Class B Performance Shares are dealt with below.

For Class B Performance Shares, the Company’s volume weighted average share price ( VWAP ) is the key performance criteria. The Class B Performance Shares will convert into fully-paid ordinary shares as VWAP thresholds are reached and periodically maintained by the Company (detailed further below). Class B Performance Shares were issued to Steve Terry (Managing Director) in the amounts specified in the table below.

OMT Annual Report 2016

Directors’ Report

No Non-Executive Director of the Company received share-based payment for their services as Non-Executive Directors during the Period.

None of the Performance Shares were converted into fully-paid ordinary shares during the reporting Period or prior to the release of this annual report.

Performance Shares

Class and Performance Hurdles	Number to be Issued	Term of Expiry
Class B Performance Shares	10,000,000	31 December 2018
The volume weighted average price of the Shares on
the ASX reaching $0.20 or above for at least 20	2,500,000	31 December 2018
trading days over any 30-day trading period.
The volume weighted average price of the Shares on
the ASX reaching $0.30 or above for at least 20	2,500,000	31 December 2018
trading days over any 30-day trading period.
The volume weighted average price of the Shares on
the ASX reaching $0.40 or above for at least 20	2,500,000	31 December 2018
trading days over any 30-day trading period.
The volume weighted average price of the Shares on
the ASX reaching $0.50 or above for at least 20	2,500,000	31 December 2018
trading days over any 30-day trading period.

Steve Terry was the only Director to receive Performance Shares as a component of remuneration. The grant of the 10,000,000 Performance shares was subject to shareholder approval and was not proceeded with following the resignation of Mr Terry in November 2016.

No Class B Performance Shares were converted during the period ended 31 December 2016.

All Class B Performance Share hurdles must be met on or before 31 December 2018. No value has been allocated to the Class B Performance Shares due to the significant uncertainty of meeting the two performance milestones which are based on future events.

OMT Annual Report 2016

Directors’ Report

20 Details of Remuneration

Remuneration of Key Management Personnel

Remuneration for the period ended 31 December 2016

	Fixed	Variable
Component	Cash salary and fees Superannuation Share-based payments Total Remuneration consisting of SBP $ $ $ $ %
*Non-executive* *directors (NED)* Mr Glenn Vassallo Mr Richard Dennis11 Mr Bryan Granzien12 Mr Kenneth Pickard13 Mr Ross Blair-Holt14 Mr John Mactaggart15	25,000 - - 25,000 0 19,435 - - 19,435 0 93,083 - - 93,083 0 14,583 - - 14,583 0 14,583 - - 14,583 0 8,907 846 - 9,753 0
*Executive Directors* Mr Steve Terry16 Mrs Megan Boston17	166,667 15,833 - 182,500 0 207,026 18,178 - 225,204 0
Other KMP Mr Paul Cochrane18 Mr Stephen Kelly19 Mr Oliver Kidd20	40,000 - - 40,000 0 35,000 - - 35,000 0 100,366 8,813 - 109,179 0
Total	724,650 43,670 - 768,320

Key Management Personnel compensation for the period ended 31 December 2016

Totals Short term benefits $	Post-employment benefits $	Share-based payments Total $ $
*Non-executive Directors* *(NED)* 84,591	846	- 85,437
*Executive Directors* 373,693	34,011	- 407,704
Other KMP 266,366	8,813	- 275,179
Total 724,650	43,670	- 768,320

11 Appointed 22 March 2016.

12 Appointed 25 November 2016, the fees comprise $2,083 as Directors fees and $91,000 as previous Chief Operating Officer.

13 Resigned 1 August 2016.

14 Resigned 1 August 2016.

15 Resigned 29 February 2016.

16 Appointed 1 August 2016, resigned 25 November 2016.

17 Resigned 5 July 2016.

18 Appointed 11 October 2016, resigned 6 February 2017.

19 Appointed 6 July 2016, resigned 11 October 2016.

20 Resigned 6 July 2016.

OMT Annual Report 2016

Directors’ Report

Remuneration for the period ended 31 December 2015

	Fixed	Variable
Component	Cash salary and fees Superannuation Share-based payments Total Remuneration consisting of SBP $ $ $ $ %
*Non-executive* *directors (NED)* Mr Glenn Vassallo21 Mr Kenneth Pickard22 Mr Ross Blair-Holt23 Mr John Mactaggart24 Mr Stuart Foster25 Mr Chris Francis26 Mr Matthew Foy27	6,250 - - 6,250 0 6,250 - - 6,250 0 6,250 - - 6,250 0 6,250 594 - 6,844 0 - - - - 0 - - - - 0 30,301 - - 30,301 0
*Executive Directors* Mrs Megan Boston28	165,502 15,725 69,892 251,119 27.8%29
Other KMP Mr Oliver Kidd30	57,077 5,422 - 62,499 0
Total	277,880 21,741 69,892 369,513 21.1%

Key Management Personnel compensation for the period ended 31 December 2015

Totals Short term benefits $	Post-employment benefits $	Share-based payments Total $ $
*Non-executive Directors* *(NED)* 55,301	594	- 55,895
*Executive Directors* 165,502	15,725	69,892 251,119
Other KMP 57,077	5,422	- 62,499
Total 277,880	21,741	69,892 369,513

21 Appointed 22 July 2015. Includes fees for the period 22 July 2015 to 31 January 2016.

22 Appointed 22 July 2015. Includes fees for the period 22 July 2015 to 31 January 2016.

23 Appointed 22 July 2015. Includes fees for the period 22 July 2015 to 31 January 2016.

24 Appointed 22 July 2015. Includes fees for the period 22 July 2015 to 31 January 2016.

25 Resigned 22 July 2015.

26 Resigned 22 July 2015.

27 Resigned 22 July 2015. Mr Foy continued as outsourced Company Secretary of the Company until 14 October 2015, and fees paid in that capacity are included in this table.

28 Appointed 22 July 2015. Includes fees for the period 22 July 2015 to 31 January 2016.

29 A value of $19,892 has been allocated to the Class B Performance Shares for the period ending 31 December 2015, in accordance with a Monte Carlo valuation. Together with 500,000 fully paid ordinary shares at a valuation of $0.10 per share, this represents share-based payments of $69,892 to Megan Boston in the period. 30 Appointed a full time employee on 15 June 2015, and appointed Company Secretary on 6 October 2015. Includes fees for the period 15 June 2015 to 31 January 2016.

OMT Annual Report 2016

Directors’ Report

21 Shareholdings

21.1 Ordinary Shares

The number of shares in the Company held by each Director and other KMP during the period, including their related parties is summarised below.

2016	Balance at 1 Jan 2016 Purchased Disposed Other Balance 31 Dec 2016
*Non-executive* *directors (NED)* Mr Glenn Vassallo Mr Kenneth Pickard Mr Ross Blair-Holt Mr John Mactaggart Mr Richard Dennis Mr Bryan Granzien35	25,238,100 111,277 - 25,349,377 39,190,500 - - (39,190,500)31 - 11,268,150 - - (11,268,150)32 - 833,334 - - (833,334)33 - - - - 250,00034 250,000 - - - - -
*Executive Directors* Mr Steve Terry36 Mrs Megan Boston	500,000 - - (500,000)37 -
Other KMP Mr Paul Cochrane Mr Steve Kelly Mr Oliver Kidd	- - - - - - - - - - - - - - -
	77,030,084 111,277 - (51,541,984) 25,599,377

The above figures are from the later of employment commencement date and 1 January 2016 through to the earlier of termination date and 31 December 2016.

31 Balance as at the date of resignation 1 August 2016.

32 Balance as at the date of resignation 1 August 2016.

33 Balance as at the date of resignation 29 February 2016

34 Balance as at the date of appointment 22 March 2016.

35 Appointed 25 November 2016.

36 Appointed 1 August 2016, resigned 25 November 2016.

37 Balance as at the date of resignation 5 July 2016.

OMT Annual Report 2016

Directors’ Report

2015	Balance at 1 Jan 201538 Purchased Disposed Other Balance 31 Dec 2015
*Non-executive* *directors (NED)* Mr Glenn Vassallo Mr Kenneth Pickard Mr Ross Blair-Holt Mr John Mactaggart Mr Stuart Foster Mr Chris Francis Mr Matthew Foy	- - - 25,238,10039 25,238,100 - - - 39,190,50040 39,190,500 - 30,000 - 11,238,15041 11,268,150 - - - 833,33442 833,334 3,547,618 - - (3,547,618)43 - 250,000 - - (250,000)44 - 50,658 - - (50,658)45 -
*Executive Directors* Mrs Megan Boston46	- - - 500,00047 500,000
Other KMP Mr Oliver Kidd48	- - - - -
	3,848,276 30,000 - 72,651,808 76,530,084

The above figures are from the later of employment commencement date and 1 January 2015 through to the earlier of termination date and 31 December 2015.

38 The shareholdings have been adjusted for all periods to reflect the 20:1 share consolidation approved on 29 May 2015

39 Balance as at the date of appointment 22 July 2015.

40 Balance as at the date of appointment 22 July 2015.

41 Balance as at the date of appointment 22 July 2015.

42 Balance as at the date of appointment 22 July 2015.

43 Balance as at the date of resignation 22 July 2015.

44 Balance as at the date of resignation 22 July 2015.

45 Balance as at the date of resignation 22 July 2015.

46 Appointed 22 July 2015.

47 Shareholder approval was obtained to issue to Mrs Boston 500,000 ordinary shares as a component of her remuneration as Managing Director. This issue was approved by shareholders at the 2015 Annual General Meeting, together with the approval of the issue of Class B Performance Shares to Mrs Boston. The shares have not yet been issued to Mrs Boston but are still accounted for in this table.

48 Appointed as a full time employee 15 June 2015.

OMT Annual Report 2016

Directors’ Report

21.2 Class A Performance Shares

There were no Class A Performance Shares issued during the period ended 31 December 2016.

Class A Performance Shares are tied to audited revenue as the key performance criteria. The Class A Performance Shares will convert into fully-paid ordinary shares as the Company exceeds varying audited revenue thresholds (detailed further below). Given the Company’s long-term growth is largely determined by commercialisation of the Company’s stakeholder engagement platform and associated technologies, the Class A Performance Shares are subject to performance hurdles measured against audited revenue of the business.

The quantum of distribution of the Class A Performance Shares on issue is detailed in the table below.

None of the Performance Shares were converted into fully-paid ordinary shares during the reporting Period or prior to the release of this annual report.

Performance Shares

Class and Performance Hurdles	Number to be Issued	Term of Expiry
Class A Performance Shares	30,000,000	Varying
The audited revenue of GRT App during any financial year being equal to or greater than $3,000,000.	7,500,000	31 December 2018
The audited revenue of GRT App during any financial year being equal to or greater than $4,000,000.	7,500,000	31 December 2018
The audited revenue of GRT App during any financial year being equal to or greater than $6,000,000.	7,500,000	31 December 2018
The audited revenue of GRT App during any financial year being equal to or greater than $8,000,000.	7,500,000	Must be converted on or before 22 July 2020

Class A Performance Shares were granted to the following directors during the period ended 31 December 2015 are as follows:

Performance Shares for Section 205G of the Corporations Act 2001

	Class A Performance Shares granted*
	*Non-executive directors (NED)* Mr Glenn Vassallo49 5,047,620 Mr Kenneth Pickard50 7,838,100 Mr Ross Blair-Holt51 2,247,630 Total 15,133,350

49 Appointed 22 July 2015; Mr Vassallo was also a GRT App Vendor.

50 Appointed 22 July 2015; Mr Pickard was also a GRT App Vendor.

51 Appointed 22 July 2015; Mr Blair-Holt was also a GRT App Vendor.

OMT Annual Report 2016

Directors’ Report

The above table represents the relevant interest of each Director in Class A Performance Shares issued by the Company, as notified by the Directors to the ASX in accordance with section 205G of the Corporations Act 2001 until the date the financial report is signed.

No Class A Performance Shares were converted during the period ended 31 December 2015 or the period ended 31 December 2016.

22 Other Key Management Personnel Disclosures

Current Non-executive Chairman, Mr Glenn Vassallo, is the Managing Director of GRT Lawyers Pty Ltd. During the 2016 year, the Company paid the amount of $397,645 in legal fees to GRT Lawyers Pty Ltd, but actually incurred a total amount of $540,660 (ex GST) (2015 - $273,070). These legal fees related to general legal advice and business contracts. All transactions were conducted on normal commercial terms.

Current Non-executive Director, Mr Richard Dennis, is the Managing Director of Dennis Corporate Advisory. During the 2016 year, the Company paid directors fees for services to Dennis Corporate Advisory in the amount of $19,435 (ex GST) (2015 - $nil). All transactions were conducted on normal commercial terms.

Former Non-executive Director, Mr Ken Pickard, is the Managing Partner of Moore Stephens Queensland. During the 2016 year, the Company paid fees for financial advisory services to Moore Stephens in the amount of $158,894 (ex GST) (2015 - $109,849). These fees related to the general accounting services, together with the preparation of regulatory financial disclosure. All transactions were conducted on normal commercial terms.

Aggregate amounts of each of the above types of other transactions with key management personnel of Omni Market Tide Limited are as follows:

personnel of Omni Market Tide Limited are as follows:
	2016 2015 $ $
Payments to related parties Legal Fees Consultancy Taxation and Accountancy Balance outstanding at year end Trade Payables – Legal fees	540,660 243,497 - 300,000 158,894 140,150
	699,554 683,647

	202,908 20,950
	202,908 20,950

23 Voting and comments made at the Company’s 2016 Annual General Meeting

The Company received more than 97.2% of “yes” proxy votes on its remuneration report for the 2015 financial year, inclusive of discretionary proxy votes. The Company did not receive any specific feedback at the AGM or throughout the year on its remuneration practices.

24 Use of remuneration consultants

The Company did not employ services of consultants to review its existing remuneration policies.

25 End of Audited Remuneration Report

This directors’ report, incorporating the remuneration report, is signed in accordance with a resolution of the Board of Directors, pursuant to section 298(2)(a) of the Corporations Act 2001.

On behalf of the directors

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Glenn Vassallo, Chairman

31 March 2017, Brisbane

OMT Annual Report 2016

Corporate Governance Statement

1 Corporate governance

To the extent they are applicable, the Company has adopted The Corporate Governance Principles and Recommendations (3[rd] Edition) as published by the ASX Corporate Governance Council ( Recommendations ). As the Company’s activities develop in size, nature and scope, the size of the Board and the corporate governance policies and structures will be given further consideration. In view of the size of the Company and the nature of its activities, the Board considers that the current board and committee structure is a costeffective and practical method of directing and managing the Company. The Board is committed to administering the policies and procedures with openness and integrity and pursuing the true spirit of corporate governance commensurate with the Company’s needs.

Copies of the Company’s corporate governance policies are available on the Company’s website at www.omnimarkettide.com.

The Company’s compliance and departures from the Recommendations as at 31 December 2016 are set out below:

	Principles and Recommendations Compliance	Principles and Recommendations Compliance	Principles and Recommendations Compliance
	Principle 1: Lay solid foundations for management and oversight
	Recommendation 1.1 A listed entity should disclose: (a) the respective roles and responsibilities of its board and management; and (b) those matters expressly reserved to the board and those delegated to management.		Complies The Company’s Corporate Governance Plan includes a Board Charter, which discloses the specific responsibilities of the Board. The role of the Chairman and the Board’s relationship with management are specifically set out in the Board Charter. A copy of the Board Charter can be accessed atwww.omnimarkettide.com.
	Recommendation 1.2 A listed entity should: (a) undertake appropriate checks before appointing a person, or putting forward to security holders a candidate for election, as a director; and (b) provide security holders with all material information in its possession relevant to a decision on whether or not to elect or re-elect a director.		Complies The Board Charter sets out the nomination responsibilities of the Board.

Recommendation 1.3 Complies A listed entity should have a written agreement with each director and senior executive setting out the terms of their

OMT Annual Report 2016

Corporate Governance Statement

appointment.

Recommendation 1.4

Complies

The company secretary of a listed entity should be accountable directly to the board, through the Chair, on all matters to do with the proper functioning of the board.

Recommendation 1.5

A listed entity should:

(a) have a diversity policy which includes requirements for the board or a relevant committee of the board to set measurable objectives for achieving gender diversity and to assess annually both the objectives and the entity’s progress in achieving them;

Complies

The Company has a compliant Diversity Policy.

A copy of the Diversity Policy can be found at www. omnimarkettide.com.

Also see section 10 below.

(b) disclose that policy or a summary of it; and
(c) disclose as at the end of each reporting period the measurable objectives for achieving gender diversity set by the board or a relevant committee of the board in accordance with the entity’s diversity policy and its progress towards achieving them, and either:
(i) the respective proportions of men and women on the board, in senior executive positions and across the whole organisation (including how the entity has defined “senior executive” for these purposes); or
(ii) if the entity is a “relevant employer” under the Workplace Gender Equality Act, the entity’s most recent “Gender Equality Indicators”, as defined in and published under that Act.

Recommendation 1.6

Complies

A listed entity should:

(a) have and disclose a process for periodically evaluating the performance of the board, committees and individual directors; and
(b) disclose, in relation to each reporting period, whether a performance

OMT Annual Report 2016

Corporate Governance Statement

evaluation was undertaken in the reporting period in accordance with that process.

Recommendation 1.7

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Complies

A listed entity should:

(a) have and disclose a process for periodically evaluating the performance of its senior executives; and
(b) disclose, in relation to each reporting period, whether a performance evaluation was undertaken in the reporting period in accordance with that process.

Principle 2: Structure the Board to add value

Recommendation 2.1

The board of a listed entity should:

Does not comply

See section 9.2 below.

(a) have a nomination committee which:
(i) has at least three members, a majority of whom are independent directors; and
(ii) is chaired by an independent director,
and disclose:
(i) the charter of the committee;
(ii) the members of the committee; and
(iii) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or
(b) if it does not have a nomination committee, disclose that fact and the processes it employs to address board succession issues and to ensure that the board has the appropriate balance of skills, knowledge, experience, independence and diversity to enable it to discharge its duties and responsibilities effectively.

Recommendation 2.2

Complies

A listed entity should have and disclose a See section 5 below. board skills matrix setting out the mix of

OMT Annual Report 2016

Corporate Governance Statement

skills and diversity that the board currently has or is looking to achieve in its membership.

Recommendation 2.3

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Complies

A listed entity should disclose:

(a) the names of the directors considered by the board to be independent directors;
(b) if a director has an interest, position, association or relationship that might cause doubts about their independence but the board is of the opinion that it does not compromise the independence of the director, the nature of the interest, position, association or relationship in question and an explanation of why the board is of that opinion; and
(c) the length of service of each director.

Recommendation 2.4

A majority of the board of a listed entity should be independent directors.

Does not Comply

See section 0 below.

Recommendation 2.5

The chair of the board of a listed entity should be an independent director and, in particular, should not be the same person as the CEO of the entity.

Does not Comply

See section 0 below.

Recommendation 2.6

Complies

A listed entity should have a program for inducting new directors and provide appropriate professional development opportunities for directors to develop and maintain the skills and knowledge needed to perform their role as directors effectively.

Principle 3: Act Ethically and Responsibly

Complies

Recommendation 3.1

The Company has a compliant Code of Conduct.

A listed entity should:

(a) have a code of conduct for its directors, senior executives and A copy of the Code of Conduct can be employees; and accessed at www.omnimarkettide.com.

(b) disclose that code or a summary of it.

Principle 4: Safeguard integrity in corporate reporting

Recommendation 4.1 Partially Complies

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Corporate Governance Statement

The board of a listed entity should: See section 9.1 below.

(a) have an audit committee which:
(i) has at least three members, all of whom are non-executive directors and a majority of whom are independent directors; and
(ii) is chaired by an independent director, who is not the chair of the board,

and disclose:

(i) the charter of the committee;
(ii) the relevant qualifications and experience of the members of the committee; and
(iii) in relation to each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or
(b) if it does not have an audit committee, disclose that fact and the processes it employs that independently verify and safeguard the integrity of its corporate reporting, including the processes for the appointment and removal of the external auditor and the rotation of the audit engagement partner.

Recommendation 4.2

The board of a listed entity should, before it approves the entity’s financial statements for a financial period, receive from its CEO and CFO a declaration that, in their opinion, the financial records of the entity have been properly maintained and that the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the entity and that the opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively.

Does not comply

Due to the size of the Company, the Board signed the declaration in accordance with section 295A of the Corporations Act. The declaration is made and is founded on a sound system of risk management and internal control and that the system is operating effectively in all material respects in relation to financial risk.

Recommendation 4.3

Complies

A listed entity that has an AGM should ensure that its external auditor attends its AGM and is available to answer questions

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Corporate Governance Statement

from security holders relevant to the audit.

Principle 5: Make timely and balanced disclosure

Recommendation 5.1

A listed entity should:

(a) have a written policy for complying with its continuous disclosure obligations under the Listing Rules; and
(b) disclose that policy or a summary of it.

Complies
The Company has a compliant Continuous
Disclosure	Policy.
A copy of	the Continuous Disclosure	Policy
can	be accessed	at
www.omnimarkettide.com.

Principle 6: Respect the rights of security holders

Recommendation 6.1

Complies

A listed entity should provide information about itself and its governance to investors via its website.

Recommendation 6.2

A listed entity should design and implement an investor relations program to facilitate effective two-way communication with investors.

Complies

The Company has a compliant Shareholder Communication Policy.

A copy of the Shareholder Communication Policy can be accessed at www.omnimarkettide.com.

Recommendation 6.3

Complies

A listed entity should disclose the policies and processes it has in place to facilitate and encourage participation at meetings of security holders.

Recommendation 6.4

Complies

A listed entity should give security holders the option to receive communications from, and send communications to, the entity and its security registry electronically.

Principle 7: Recognise and manage risk

Recommendation 7.1	Recommendation 7.1		Partially Complies
The	board of a listed entity should:		See section 9.1 below.
(a)	have a committee or committees to
	oversee risk, each of which:
	(i) has at least three members, a
	majority of whom	are
	independent directors; and
	(ii) is chaired by an independent
	director,

Recommendation 7.1	Recommendation 7.1
The	board of a listed entity should:
(a)	have a committee or committees to
	oversee risk, each of which:
	(i) has at least three members, a
	majority of whom	are
	independent directors; and
	(ii) is chaired by an independent
	director,

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Corporate Governance Statement

and disclose:

(iii) the charter of the committee; (iv) the members of the committee; and
(v) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or
(b) if it does not have a risk committee or committees that satisfy (a) above, disclose that fact and the processes it employs for overseeing the entity’s risk management framework.

Recommendation 7.2

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Complies

The board or a committee of the board See section 9.1 below. should: (a) review the entity’s risk management framework at least annually to satisfy itself that it continues to be sound; and

(b) disclose, in relation to each reporting period, whether such a review has taken place.

Recommendation 7.3

Complies

A listed entity should disclose: See section 0 below.

(a) if it has an internal audit function, how the function is structured and what role it performs; or
(b) if it does not have an internal audit function, that fact and the processes it employs for evaluating and continually improving the effectiveness of its risk management and internal control processes.

Recommendation 7.4

Complies

A listed entity should disclose whether it has any material exposure to economic, environmental and social sustainability risks and, if it does, how it manages or intends to manage those risks.

Principle 8: Remunerate fairly and responsibly

OMT Annual Report 2016

Corporate Governance Statement

Recommendation 8.1

The board of a listed entity should:

Does not Comply

See section 8 below.

(a) have a remuneration committee which:
(i) has at least three members, a majority of whom are independent directors; and
(ii) is chaired by an independent director,

and disclose:

(iii) the charter of the committee;
(iv) the members of the committee; and
(v) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or
(b) if it does not have a remuneration committee, disclose that fact and the processes it employs for setting the level and composition remuneration for directors and senior executives and ensuring that such remuneration is appropriate and not excessive.

Recommendation 8.2

A listed entity should separately disclose its policies and practices regarding the remuneration of non-executive directors and the remuneration of executive directors and other senior executives.

Recommendation 8.3

Complies

The policies and practices regarding the remuneration of Non-executive Directors and the remuneration of Executive Directors are set out in the Remuneration Policy.

A copy of the Policy can be accessed at www.omnimarkettide.com.

Complies

A listed entity which has an equity-based remuneration scheme should:

(a) have a policy on whether participants are permitted to enter into transactions (whether through the use of derivatives or otherwise) which limit the economic risk of participating in the scheme; and
(b) disclose that policy or a summary of it.

OMT Annual Report 2016

Corporate Governance Statement

2 Composition of the Board

The names and profiles of the directors of the Company in office as at 31 December 2016, are set out at section 12 of the Directors’ report.

The Constitution of the Company provides that the Company shall at all times have at least 3 Directors and that the number of Directors shall not exceed 9. Subject to the Corporations Act, the Company may, by ordinary resolution, increase or reduce the number of Directors and may also determine in what rotation the increased or reduced number is to go out of office. Each year one third of the directors retire and may offer themselves for re-election.

3 Role of the Board

The primary responsibility of the Board is to represent and advance Shareholders’ interests and to protect the interests of all stakeholders. To fulfil this role, the Board is responsible for the overall corporate governance of the Company including its strategic direction, establishing goals for management and monitoring the achievement of these goals. The Board acts in the best interests of the Company as a whole and is accountable to shareholders for the overall direction and management of the Company.

The Board has adopted a Charter that details its roles and responsibilities, which is available on the Company’s website.

Under the Board Charter the general responsibilities of the Board are to:

(a) provide leadership and setting the strategic direction of the Company;
(b) review on an ongoing basis how the Company’s strategic environment is changing, what key risks and opportunities are appearing, how they are being managed and what, if any, modifications in strategic direction should be adopted;
(c) oversee Management’s implementation of the Company’s strategic objectives and its performance generally;
(d) appoint and when necessary remove the:
(i) the chairperson of the Board ( Chair );
(ii) the Managing Director of the Company and approving or ratifying the appointment of other senior executives ( Senior Executives ); and
(iii) the company secretary ( Company Secretary );
(e) evaluate, approve and monitor the Company’s annual budgets and business plans;
(f) approve and monitor the progress of major capital expenditure;
(g) determine the Company’s dividend policy (if any) and oversee the financing of dividend payments (if any);
(h) monitor the integrity of the Company’s accounting and corporate reporting systems, including the external audit;
(i) monitor the Company’s process for making timely and balanced disclosure of all material information concerning the Company that a reasonable person would expect to have a material effect on the price or value of its securities;
(j) ensure that the Company has in place an appropriate risk management framework;
(k) set the risk appetite within which the Board expects Management to operate;
(l) approve the Company’s remuneration framework;

OMT Annual Report 2016

Corporate Governance Statement

(m) monitor the effectiveness of the Company’s governance practises;
(n) monitor and manage the performance of Senior Executives;
(o) ensure that appropriate resources are available to Senior Executives;
(p) approve and manage succession plans for Senior Executives and other key management positions that may be identified from time to time;
(q) review and monitor any related party transactions; and
(r) monitor the Company’s operations in relation to, and in compliance with, relevant regulatory and legal requirements.

4 Matters Delegated to Management

The Board has delegated responsibility for day to day management and administration of the Company to the Managing Director and the Company’s other Senior Executives. The Managing Director manages the Company in accordance with the strategy, plans and policies approved by the Board. Management is responsible for implementing the strategic objectives of and operating within the risk appetite set by the Board. Management is also responsible for providing the Board with accurate, timely and clear information to enable the board to perform its responsibilities.

Under the Board Charter the responsibilities of the Managing Director include:

(a) developing and recommending to the Board strategies, business plans and annual budgets for the Company;
(b) implementing the strategies, business plans and budgets adopted by the Board;
(c) providing effective leadership, direction and supervision of the Senior Executive team to achieve the strategies, business plans and budgets adopted by the Board;
(d) managing resources within budgets approved by the Board;
(e) ensuring compliance with applicable laws and regulations; and
(f) ensuring the Board is given sufficient information to enable it to perform its functions, set strategies and monitor performance.

5 Board Structure

The Company is committed to ensuring that the composition of the Board includes directors who bring an appropriate mix of skill, experience and expertise to Board decision making.

The Company maintains a Board skills matrix which sets out the mix of skills, experience and expertise the Board currently has and is looking to achieve in its membership. That skills matrix is reproduced below.

		Skills Matrix	Skills Matrix	Skills Matrix
	Mgt.	Finance	Bus.	Law	Corp Gov	Tech	Special
Glenn Vassallo							(1)
Rick Dennis					
Bryan Granzien						

OMT Annual Report 2016

Corporate Governance Statement

Management : High level decision making capacity and high level negotiating skills. Outstanding interpersonal skills with strong networks

Finance : Qualified accountant with high level financial management skills, preferably in a public environment

Commerce or Business : Business leadership experience, medium or large organisation. Commercial business experience; experience in a business development role.

Law : Legal experience in areas such as commerce, corporate, technology, etc.

Corporate Governance : Previous experience as a member of a Board, particularly public sector. Capacity to Chair Board

Technology : Experience in development and commercialisation of new technologies.

(1) Demonstrated experience in managing stakeholder relations.

6 Independence of Directors

The Board currently has one independent director. Two of the three directors of the Company are shareholders.

Under the Board Charter the Board will include an independent, non-executive director who will also be the Chairman. Since listing on 30 July 2015 the Board Composition has not been in accordance with the Board Charter or ASX Recommendations. The Board recognises the important contribution independent directors make to good corporate governance and intends to appoint an independent Director to act as non-executive Chairman as soon as practicable.

A register of directors’ material interests is maintained and is regularly sent to each director for their review. If a director is involved with another company or professional firm that may have dealings with the Company, such dealings are at arm’s length and on normal commercial terms

Given the Company’s size, requirements and resources the Board considers the existing skills matrix of the Directors is currently highly appropriate.

7 Evaluation of the Board and Senior Executives

Evaluation of the Board, sub-committees, and individual Directors

An informal assessment process, facilitated by the Chairman in consultation with the Company’s professional advisors, has been committed to by the Board in order to properly evaluate the performance of the Board, its sub-committees, and individual Directors.

During the financial period, an evaluation of the Board’s performance was not conducted due to the significant change in the composition of the Board, however it is the Chairman’s intention to conduct such a review in the first half of 2017.

Evaluation of Senior Executives

The Board continues monitor the performance of senior management, including measuring actual performance against planned performance.

During the financial period, an evaluation of senior executives was not conducted, however it is the Board’s intention to do so in the first half of 2017.

8 Remuneration

The Company does not have a remuneration committee.

The Board considers that the Company is not currently of a size, nor are its affairs of such complexity to justify the establishment of a remuneration committee. This Board and committee structure will be reviewed at the appropriate stages of the Company’s development.

OMT Annual Report 2016

Corporate Governance Statement

The full Board maintains responsibility for setting the level and composition of remuneration for directors and senior executives and ensuring that such remuneration is appropriate and not excessive.

These responsibilities of the Board are set out in the Board Charter and the Remuneration Policy. A copy of the Board Charter and the Remuneration Policy can be accessed at www.omnimarkettide.com.

Details as to the processes the Company employs for setting the level and composition of remuneration for directors and senior executives can be found in the Remuneration Report component of this Annual Report, commencing at page Error! Bookmark not defined. .

9 Committees

9.1 Finance, Audit and Risk Management Committee

The Finance, Audit and Risk Management Committee (FARMC) is a sub-committee of the Board of Directors that provides oversight of risk at the enterprise level. The FARMC reports to the Board for leadership, strategy and assurance in relation to:

(a) the financial strategy, financial performance and sustainability of the Company;
(b) providing recommendations to the Board on the integrity and acceptance of annual financial statements;
(c) assuring an effective and independent audit and risk assessment function for the Company;
(d) providing independent advice and assurance to the Board on processes of governance, risk management and internal control in line with leading practice; and
(e) internal processes and controls for ensuring compliance with statutory and regulatory requirements, codes of conduct and reasonable community expectations.

The Charter of the FARM Committee can be found on the Company’s website www.omnimarkettide.com.

The FARMC is appointed by the Board, and consist of three (3) non-executive Directors. The committee is chaired by a Non-Executive Director of the Company as appointed by the Board. Members are appointed for a minimum term of two years but no more than five years. The Board reviews membership on an annual basis. The FARMC meets at least quarterly with additional meetings being held as required.

The members of the FARM Committee during the 2016 reporting period were:

Mr Richard Dennis (Chairman)
Mr Bryan Granzien (Non-Executive Director)
Mr Ken Pickard (Former Chairman);
Mr John Mactaggart (Non-Executive Director);
Mr Ross Blair-Holt (Non-Executive Director)

The relevant qualifications and experience of the members of the committee can be found at section 10 of the Directors’ Report.

John Mactaggart and Richard Dennis were the only independent Directors on the FARM Committee. All other former members of the FARMC are substantial shareholders. Given the Company’s size, requirements and resources the Board considers the existing skills matrix of the FARMC is currently highly appropriate.

OMT Annual Report 2016

Corporate Governance Statement

The number of times the FARMC met throughout the 2016 reporting period and the individual attendances of the members at those meetings is set out in the table below.

	Finance, Audit, and	Finance, Audit, and
	Risk Management
	Committee
	Number
	eligible to attend	Number attended
Richard Dennis (Appointed 1 August 2016)	1	0
Bryan Granzien (Appointed 25 November
2016)	-	-
Kenneth Pickard (resigned 1 August 2106)	2	2
Ross Blair-Holt (resigned 1 August 2016)	2	2
John Mactaggart (resigned 29 February 2016)	2	2

9.2 Nomination Committee

The Company does not have a nomination committee. The Board considers that the Company is not currently of a size, nor are its affairs of sufficient complexity, to justify the establishment of a nomination committee.

The Board and committee structure will be reviewed at the appropriate stages of the Company’s development. The Board remains responsible for ensuring the Board has the appropriate balance of skill, knowledge, experience, independence and diversity to enable it to discharge its duties and responsibilities effectively. The full Board also maintains responsibility for Board succession.

The nomination responsibilities of the Board are set out in the Board Charter. A copy of the Board Charter can be accessed at www.omnimarkettide.com.

10 Diversity

The Company is committed to ensuring an inclusive workplace that encourages and embraces diversity. The Company is an equal opportunity employer and respects and welcomes people from all backgrounds.

The Company has a Diversity Policy in place to ensure the Company:

(a) encourages a corporate culture that recognises and values diversity;
(b) provides equal access and opportunities to all its employees; and
(c) promotes a fair and balanced approach ensuring the appointment and advancement of employees is based on skill, performance and capability;

OMT Annual Report 2016

Corporate Governance Statement

The Company’s annual compliance report for the period ending 31 December 2016 is below.

	Diversity Schedule	Diversity Schedule	Diversity Schedule
	Female	Male	% Female
Board	1	3	25%
Senior Management	0	3	0%
Line Managers	1	2	33%
Technical	1	6	14%
Administration Staff	1	0	100%
TOTAL excl. Board	3	11	21%
TOTAL incl. Board	4	14	29%

During CY16, the Board will set a number of measurable diversity targets.

11 Internal Audit

OMT’s internal audit activities are yet to be fully developed. Primarily, this is due to the Company’s small size.

Currently, the Finance, Audit, and Risk Management Committee is responsible for evaluating and continually improving the effectiveness of OMT’s risk management and internal control processes. The Board believes that this process is sufficient given the currently small size and low complexity of OMT’s risk management and internal control function.

12 Code of Conduct

The Board acknowledges the importance of all directors and employees maintaining the highest standards of behaviour and ethical conduct when engaging in corporate activity and has adopted a Code of Conduct. The Code of Conduct sets out the minimum standards of conduct expected of all directors, officers, executives, employees and contractors of the Company.

The Code of Conduct applies to all of all directors, officers, executives, employees and contractors of the Company (collectively Employees ).

Under the Code of Conduct each Employee is generally expected to:

(a) act in the best interests of the Company;
(b) act honestly and fairly in all commercial dealings and conduct themselves with professional courtesy and integrity;
(c) comply with all laws and regulations that apply to the Company and its operations;
(d) report any circumstance which is believed, in good faith, to be a breach of a law or this Code; and
(e) to avoid entering into any arrangement or participating in any activity that would conflict with Company’s best interests or that would be likely to negatively affect the Company’s reputation.

OMT Annual Report 2016

Corporate Governance Statement

The full Code of Conduct is available on the Company’s website.

13 Securities Trading Policy

The Company has adopted a Securities Trading Policy to minimise the risk of insider trading in the Company’s securities consistent with good corporate governance principles. The policy applies to all Directors and employees of the Company and their spouses, children and related private entities as well as contractors, consultants, advisors and auditors of the Company ( Restricted Persons ).

The policy prohibits all Restricted Persons from trading in the Company’s securities if they are in possession of inside information regarding the Company. Restricted Persons must also not communicate inside information to a person who may deal in Company Securities.

Restricted Persons must not trade in the Company’s securities during close periods. Trading is generally permitted at other times provided there is no contravention of insider trading laws. The policy also restricts hedging and margin loan activities as well as shortterm or speculative dealing in the Company’s Securities by employees, including Restricted Persons.

The Company’s Securities Trading Policy can be found on the Company’s website.

14 Continuous Disclosure

The Company acknowledges that timely disclosure of price sensitive information is essential to the efficient operation of the Australian Securities Exchange’s securities market. The Company Secretary has responsibility for overseeing and coordinating the Company’s compliance with its continuous disclosure obligations.

15 Shareholder Communication Policy

The Company is committed to regularly communicating with its shareholders in a timely and accessible manner, and to encouraging shareholder participation at its meetings. The Company has adopted a Shareholder Communication Policy which sets out the processes by which the Company will strive to ensure that shareholders are provided with appropriate information and facilities to allow them to exercise their rights effectively.

Omni Market Tide is in the business of enhancing stakeholder engagement. To that end, omniLOOP, OMT’s flagship investor engagement platform, was released to market in March 2016. The key value proposition of omniLOOP is to simplify current shareholder engagement processes, including information dissemination, voting, and meeting attendance.

OmniLOOP is the primary medium to promote effective communication with shareholders. OmniLOOP is in addition to the ASX announcements platform, and ‘Investors’ section of the Company’s website. Where possible, all important Company events will be webcasted through omniLOOP.

A copy of the Shareholder Communication Policy can be accessed at www.omnimarkettide.com.

16 Meetings

Notices for general meetings and other communications with shareholders are drafted to ensure that they are honest, accurate and not misleading, and that the nature of the business of the meeting is clearly stated and explained where necessary.

Tel: +61 8 6382 4600 38 Station Street Fax: +61 8 6382 4601 Subiaco, WA 6008 www.bdo.com.au PO Box 700 West Perth WA 6872 Australia

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DECLARATION OF INDEPENDENCE BY DEAN JUST TO THE DIRECTORS OF OMNI MARKET TIDE LIMITED

As lead auditor of Omni Market Tide Limited for the year ended 31 December 2016, I declare that, to the best of my knowledge and belief, there have been:

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

This declaration is in respect of Omni Market Tide Limited and the entities it controlled during the period.

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Dean Just Director

BDO Audit (WA) Pty Ltd

Perth, 31 March 2017

BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation, other than for the acts or omissions of financial services licensees.

OMT ANNUAL REPORT 2016

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2016

FOR THE YEAR ENDED31 DECEMBER2016
Note	2016 $	2015 $
Sales Revenue Interest and other revenue Employee and director benefits expense 4 Accountancy Fees Consultancy Fees Legal Fees/Transaction costs Impairment of Intangible assets General and administrative expenses Rent Research and development Depreciation Foreign exchange gain/(loss) Marketing Listing Expense Profit/(Loss) from ordinary activities before income tax Income tax benefit/(expense) 26 Loss after tax for the period attributable to the members of Omni Market Tide Ltd Other comprehensive income Total comprehensive (loss) for the period attributable to the members of Omni Market Tide Ltd Basic and diluted earnings/(loss) per share (cents per share) 19	80,117 34,594 (1,989,714) (150,968) (237,942) (574,516) (520,816) (353,952) (54,468) (280,718) (36,487) (969) (377,424) (27,671)	91,020 25,808 (481,356) (127,151) (4,754) (69,819) - (227,528) (24,847) (6,184) (6,424) 127 (219,005) (1,799,190)
	(4,490,934) -	(2,849,304) -
	(4,490,934) -	(2,849,304) -
	(4,490,934)	(2,849,304)
	(1.98)	(1.55)

The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.

OMT ANNUAL REPORT 2016

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2016

AS AT31 DECEMBER2016
Note	2016 $	2015 $
ASSETS Current Assets Cash and cash equivalents 5 Trade and other receivables 6 Other 7 Total Current Assets Non-Current Assets Property, plant and equipment 8 Intangibles 9 Other 10 Total Non-Current Assets TOTAL ASSETS LIABILITIES Current Liabilities Trade and other payables 11 Provisions 12 Other 14 Total Current Liabilities Non-Current Liabilities Convertible notes 13 Provisions 12 Total Non-Current Liabilities TOTAL LIABILITIES NET ASSETS/(LIABILITIES) EQUITY Issued capital 15 Accumulated losses 16 TOTAL EQUITY/(DEFICIT)	187,739 156,591 4,045	3,624,505 193,450 47,709
	348,376	3,865,665
	116,300 - 31,375	129,552 520,816 36,600
	147,676	686,968
	496,052	4,552,633
	539,156 12,996 20,000	91,645 234,526 49,226
	572,152	375,397
	250,000 -	- 4,803
	250,000	4,803
	822,152	380,199
	(326,100)	4,172,434
	7,524,124 (7,850,224)	7,531,724 (3,359,290)
	(326,100)	4,172,434

The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.

OMT ANNUAL REPORT 2016

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2016

	Issued Capital Share Based Payments Reserve Accumulated Losses $ $ $	Total $
Balance at 1 January 2015 Loss for the year Other comprehensive income for the year Total comprehensive loss for the year Transactions with owners in their capacity as owners: Issue of Ordinary Shares, net of transaction costs Total transaction with owners Balance as 31 December 2015	370,902 - (509,986) - - (2,849,304) - - -	(139,084) (2,849,304) -
	- - (3,359,290) 7,160,822 - -	(3,359,290) 7,160,822
	7,160,822 - - 7,531,724 - (3,359,290)	7,160,822 4,172,434
	Issued Capital Share Based Payments Reserve Accumulated Losses $ $ $	Total $
	7,531,724 - (3,359,290) - - (4,490,934) - - -	4,172,434 (4,490,934) -
	- - (4,490,934) (7,600) - -	(4,490,934) (7,600)

The above Statement of Changes in Equity should be read in conjunction with the accompanying notes.

OMT ANNUAL REPORT 2016

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2016

FOR THEYEARENDED31 DECEMBER2016
Note	2016 $	2015 $
CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers Payments to suppliers and employees Interest received Net cash outflows from operating activities 21 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of plant & equipment Development Expenditure Cash held by Omni Market Tide Ltd at acquisition date Net cash outflows from investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issue of shares Proceeds from issue of convertible notes Share issue costs Proceeds from sale of fixed assets Net cash inflows from financing activities Net increase/(decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year 5 NET CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR	38,165 (3,711,201) 21,576	57,380 (1,089,466) 25,808
	(3,651,460)	(1,006,278)
	(25,015) (4,691) -	(135,976) (486,676) 429,827
	(29,706)	(192,825)
	- 250,000 (7,600) 2,000	5,000,000 - (496,068) -
	244,400	4,503,932
	(3,436,766) 3,624,505	3,304,828 319,677
	187,739	3,624,505

The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

1. REPORTING ENTITY

Omni Market Tide Ltd (formerly SWW Energy Ltd) is a listed public company incorporated and domiciled in Australia. The consolidated financial statements of the Company as at and for the year ended 31 December 2016 comprise the Company and its subsidiaries (together referred to as the “consolidated entity” or “Group”).

The consolidated financial statements were authorised by the Board of Directors on the date of signing of the Directors’ Declaration.

2. BASIS OF PREPARATION

These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as appropriate for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board ('IASB').

Omni Market Tide Ltd is a company limited by shares. The financial report is presented in Australian currency. Omni Market Tide Ltd is a for-profit entity.

Historical Cost Convention

These financial statements have been prepared under the historical cost convention.

Significant Judgements and Key Assumptions

The preparation of financial statements in conformity with AASBs requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future periods affected.

Information about critical judgements in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements are included in the following notes:

Note 15: Issued Capital

No value has been allocated to the Class A Performance Shares due to the significant uncertainty of meeting the two performance milestones.

New or revised Standards and Interpretations that are first effective in the current reporting period

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 reporting period.

The adoption of all the new and revised Standards and Interpretations has not resulted in any changes to the consolidated entity’s accounting policies and has had no effect on the amounts reported for the current or prior periods.

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

2. BASIS OF PREPARATION (CONTINUED)

Impact of standards issued but not yet applied by the entity

There were no new standards issued since the beginning of the period that have been applied by Omni Market Tide Limited. The previous annual report disclosed that Omni Market Tide Limited anticipated no material impacts (amounts recognised and/or disclosed) arising from initial application of those standards issued but not yet applied at that date, and this remains the assessment as at 31 December 2016.

Going Concern

For the year ended 31 December 2016, the Group generated a consolidated loss of $4,490,934 and incurred operating cash outflows of $3,651,460. As at 31 December 2016, the Group had cash and cash equivalents of $187,739, a deficit of net current assets of $223,776 and deficit of net assets of $326,100.

The ability of the entity to continue as a going concern is dependent on securing additional funds through equity to continue to fund development of their current applications. After the company announced the termination of the RightCrowd Transaction on 13 February 2017, the company has received a number of commercial/funding proposals from various parties. The board is currently considering the terms of those proposals and is likely to pursue the one that is in the best interests of all stakeholders of OMT. The board has a reasonable basis to conclude that OMT will be able to secure additional funding to continue as a going concern.

Current conditions indicate a material uncertainty that may cast a significant doubt about the entity’s ability to continue as a going concern and, therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of business.

The financial statements have been prepared on the basis that the entity is a going concern, which contemplates the continuity of normal business activity, realisation of assets and settlement of liabilities in the normal course of business for the following reasons:

The entity has obtained a signed conditional mandate providing an external party with the right to raise up to $1,220,000 (net of issue costs) in funding through equity, for which verbal bids from sophisticated investors has been received for the full amount;
The majority of creditors have provided confirmation that they will extend payment terms until such time that the entity has the ability to pay;
Non-Executive Directors have resolved to delay collection of fees payable until such time that the entity has the ability to pay;
The company has access to up to $150,000 in further funding through a hybrid facility with a member of the board; and
In the interim, the company can reduce its expenditure below current levels to conserve cash.

Should the Group be unable to continue as a going concern, it may be required to realise its assets and liabilities other than in the ordinary course of business, and at amounts that differ from those stated in the financial statements. The financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts or liabilities that might be necessary should the entity not continue as a going concern.

3. SIGNIFICANT ACCOUNTING POLICIES

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

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Basis of Preparation

(a) Reporting Basis and Conventions

The financial report has been prepared on an accruals basis and is based on historical costs modified by the revaluation of selected non-current assets, and financial assets and financial liabilities for which the fair value basis of accounting has been applied. All amounts are in Australian dollars, unless otherwise stated.

(b) Basis of Consolidation

The consolidated financial statements comprise the financial statements of Omni Market Tide Ltd and its subsidiary (the Group) as at 31 December 2016 or for any time during the year.

The financial statements of subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group.

Subsidiaries are all entities (including structured entities) over which the group has control. The group controls an entity when the group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the group. They are deconsolidated from the date that control ceases.

Intercompany transactions, balances and unrealised gains on transactions between group companies are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset.

(c) Revenue Recognition

Sales revenue comprises revenue earned (net of returns, discounts and allowances) from the sale of goods or provision of services to entities outside the Company. Rendering of services - Rendering of services revenue from App development charges is recognised by reference to the stage of completion of the contracts. Interest revenue is recognised using the effective interest method. It includes the amortisation of any discount or premium. The revenue is recognised over the time the interest is earned.

(d) Goods and Services Tax (GST)

Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the statement of financial position are shown inclusive of GST.

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

(e) Impairment of Assets

At each reporting date, the Company determines whether there is any indication that assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is expensed to the Statement of Profit or Loss and Other Comprehensive Income.

Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(f) Income Tax

Income tax expense comprises current and deferred tax. Income tax expense is recognised in Consolidated Statement of Profit or Loss and Other Comprehensive Income except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years.

Deferred tax is recognised using the balance sheet method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for the following temporary differences: the initial recognition of goodwill, the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither account nor taxable profit, and differences relating to investments in subsidiaries and jointly controlled entities to the extent that they probably will not reverse in the foreseeable future. Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which temporary differences can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised.

Omni Market Tide Ltd and its wholly-owned Australian subsidiary have not formed an income tax consolidated group under the tax consolidation regime.

(g) Cash and Cash Equivalents

Cash and cash equivalents include cash on hand and deposits held at call with banks.

(h) Financial Instruments

Recognition

Financial instruments are initially measured at cost on trade date, which includes transaction costs, when the related contractual rights or obligations exist. Subsequent to initial recognition these instruments are measured as set out below.

Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and are stated at amortised cost using the effective interest rate method.

Financial liabilities

Non-derivative financial liabilities are recognised at amortised cost, comprising original debt less principal payments and amortisation.

Impairment

At each reporting date, the Company assesses whether there is objective evidence that a financial instrument has been impaired. Any impairment losses are recognised in the Statement of Profit or Loss and Other Comprehensive Income.

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(i) Comparative Figures

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

(j) Critical Accounting Estimates and Judgments

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

(k) Financial Risk Management Objectives and Policies

The Company’s principal financial instruments comprise receivables, payables, cash and short-term deposits.

The Company manages its exposure to key financial risks, including interest rate and currency risk in accordance with the Company’s financial risk management policy. The objective of the policy is to support the delivery of the Company’s financial targets whilst protecting future financial security.

The main risks arising from the company financial instruments are interest rate risk and foreign currency risk. The Company uses different methods to measure and manage different types of risks to which it is exposed. These include monitoring levels of exposure to interest rate and foreign exchange risk and assessments of market forecasts for interest rate, foreign exchange and commodity prices. Ageing analyses and monitoring of specific credit allowances are undertaken to manage credit risk, liquidity risk is monitored through the development of future rolling cash flow forecasts.

The Board reviews and agrees policies for managing each of these risks as summarised below.

Primary responsibility for identification and control of financial risks rests with the Audit, Compliance and Risk Management Committee under authority of the Board. The Board reviews and agrees policies for managing each of the risks identified, including the setting of limits for credit allowances and future cash flow forecast projections.

(l) Segment Reporting

Operating segments are reported in a manner that is consistent with the internal reporting to the chief operating decision maker (“CODM”), which has been identified by the Company as the Managing Director and other members of the Board of directors.

(m) Employee Entitlements

The Company’s liability for employee entitlements arising from services rendered by employees to reporting date is recognised in provisions. Employee entitlements expected to be settled within one year together with entitlements arising from wages and salaries, and annual leave which will be settled within one year, have been measured at their nominal amount and include related on-costs.

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(n) Earnings Per Share

(i) Basic Earnings Per Share

Basic earnings per share is determined by dividing the net loss attributable to the equity holder of the Company after income tax by the weighted average number of ordinary shares outstanding during the financial year.

(ii) Diluted Earnings Per Share

Diluted earnings per share adjusts the figures used in determination of basic earnings per share by taking into account amounts unpaid on ordinary shares and any reduction in earnings per share that will arise from the exercise of options outstanding during the year.

(o) Trade and Other Receivables

Receivables are initially recognised at fair value and subsequently measured at amortised cost, less provision for doubtful debts. Current receivables are generally due for settlement within 30 days. Cash on deposit is not due for settlement until rights of tenure are forfeited or performance obligations are met.

(p) Trade and Other Payables

Trade payables and other payables are carried at cost and represent liabilities for goods and services provided to the Company prior to the end of the financial period that are unpaid and arise when the Company becomes obliged to make future payments in respect of the purchase of these goods and services. The amounts are unsecured and usually paid within 30 days of recognition.

(q) Contributed Equity

Issued and paid up capital is recognised at the fair value of the consideration received by the Company. Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received.

(r) Contingent Liabilities

A contingent loss is recognised as an expense and a liability if it is probable that future events will confirm that after taking into account any related probable recovery, an asset has been impaired or a liability incurred and, a reasonable estimate of the amount of the resulting loss can be made.

(s) Issued Capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax from the proceeds.

(t) Research and Development

The Company expenses all research costs as incurred. The amounts incurred in respect of development costs are only recognised as a development asset when there is a high probability that the Company will have the ability to generate sales with respect to that asset.

Following initial recognition of development expenditure as a development asset, the asset is carried at cost less any accumulated amortisation and accumulated impairment losses. Consideration of amortisation of the asset begins when development is complete and the asset is available for use. Currently development has not yet been finalised. Amortisation is recorded in other expenses. During the period of development, the asset is tested for impairment annually.

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(u) Share-Based Payment Arrangements

Goods or services received or acquired in share-based payment transactions are recognised as an increase in equity if the goods or services were received in an equity-settled share-based payment transaction or as a liability if the goods and services were acquired in a cash settled share-based payment transaction.

For equity-settled share-based transactions, goods or services received are measured directly at the fair value of the goods or services received provided this can be estimated reliably. If a reliable estimate cannot be made the value of the goods or services is determined indirectly by reference to the fair value of the equity instrument granted using a Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option.

Transactions with employees and others providing similar services are measured by reference to the fair value at grant date of the equity instrument granted using a Black-Scholes option pricing model.

(v) Plant and Equipment

Items of property, plant and equipment is reviewed for impairment when events or changes in circumstances indicate that carrying value may not be recoverable. If any such indication exists and where the carrying amount values exceeds the estimated recoverable amount the assets are written down to the recoverable amounts.

The depreciable amount of all fixed assets is depreciated on a straight line basis or diminishing value (whichever is more appropriate) over their useful lives to the entity commencing from the time the asset is held ready for use.

The effective lives used for each class of depreciable assets are:

Class of Fixed Asset Plant and Equipment Leasehold Improvements	Effective Life
	3-10 years 10-40 years

4. EMPLOYEE AND DIRECTOR BENEFITS EXPENSE

Directors fees Employee wages Superannuation Payroll tax Staff Recruiting Staff training, reimbursements and other benefits	2016 2015 $ $ 123,704 25,000 1,499,864 376,034 136,740 36,380 68,222 - 150,818 - 10,366 43,942
	1,989,714 481,356

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

5. CASH AND CASH EQUIVALENTS

Cash at bank and on hand	2016 2015 $ $ 187,739 3,624,505
	187,739 3,624,505

6. TRADE AND OTHER RECEIVABLES

Current Trade receivables GST Receivable	2016 2015 $ $ 78,957 37,003 77,634 156,447
	156,591 193,450

Allowance for Impairment Loss

Trade receivables are non-interest bearing and are generally on 14 day terms. A provision for impairment loss is recognised when there is objective evidence that an individual trade receivable is impaired. No impairment loss has been recognised by the entity in the current year.

At 31 December 2016, the ageing analysis of trade receivables is as follows:

					0-30	31-60		61-90		+91		+91
				Total	Days	days		Days		days		days
						PDNI*		PDNI*		PDNI*		CI*
As at	31	December	2016	78,957	78,957		-		-		-		-
As at	31	December	2015	37,003	37,003		-		-		-		-

*Past due not impaired (‘PDNI’), Considered impaired (‘CI’)

Receivables past due but not considered impaired are $nil (2015: $nil).

Other balances within trade and other receivables do not contain impaired assets and are not past due.

Due to the short-term nature of the current receivables, their carrying amount is assumed to be the same as their fair value.

Information about the impairment of trade and other receivables, their credit quality and the group's exposure to credit risk, foreign currency risk and interest rate risk can be found in Note 24.

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

7. OTHER CURRENT ASSETS

Prepayments	2016 2015 $ $ 4,045 47,709
	4,045 47,709

Nature of Prepayments

The prepayments figure relates to prepaid insurance incurred during the year.

8. PROPERTY, PLANT AND EQUIPMENT

Leasehold improvements – at cost Less: Accumulated depreciation Plant and equipment – at cost Less: Accumulated depreciation	2016 2015 $ $ 67,039 65,579 (3,905) (405)
	63,134 65,174 89,893 70,397 (36,727) (6,019)
	53,166 64,378
	116,300 129,552

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 1 January 2015 Additions Disposals Depreciation expense Balance at 31 December 2015 Additions Disposals Depreciation expense Balance at 31 December 2016	Leasehold improvements Plant and Equipment Total - - - 65,579 70,397 135,976 - - - (405) (6,019) (6,424)
	65,174 64,378 129,552 1,460 23,560 25,020 - (1,784) (1,784) (3,500) (32,987) (36,487)
	63,134 53,167 116,301

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

9. INTANGIBLES

Software Development - at cost Less: Accumulated amortisation	2016 2015 $ $ - 520,816 - -
	- 520,816
	- 520,816

Reconciliations

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

out below:
Balance at 1 January 2015 Development Expenditure Impairment of assets Balance at 31 December 2015 Balance at 1 January 2016 Development Expenditure Impairment of assets Balance at 31 December 2016	Development Total 34,140 34,140 486,676 486,676 - -
	520,816 520,816
	520,816 520,816 - - (520,816) (520,816)
	- -

Impairment testing

During the year the Directors determined to impair the capitalised development expenditure relating to the Company’s stakeholder engagement applications. Whilst there has been considerable interest in the applications from a wide range of potential customers, conversion of sales leads into revenue generating contracts has been slower than anticipated and the Company did not record any revenue from sale or licencing of its applications in the first half of the year. Taking these factors into consideration it was determined by the Company’s directors, in accordance with the applicable Australian accounting standards, to impair the previously capitalised intangible assets relating to capitalised development costs resulting in an impairment charge of $520,816 being recorded in the Statement of Profit and Loss and Other Comprehensive income for the year.

10. OTHER NON-CURRENT ASSETS

Security deposits

	2016	2015
	$	$
	31,375	36,600
	31,375	36,600

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

11. TRADE AND OTHER PAYABLES

Current: Trade payables	2016 2015 $ $ 539,156 91,645
	539,156 91,645

Due to their short-term nature, the carrying amount of trade payables are assumed to be the same as their fair values.

12. PROVISIONS

			2016	2015
			$	$
Current:
Employee benefits			12,996	234,526
			12,996	234,526
Non-current:
Employee benefits			-	4,803
			-	4,803
13.	CONVERTIBLE NOTES
			2016	2015
			$	$
Proceeds from issue of convertible notes			250,000	-
			250,000	-
The principal terms of the convertible notes are:
	The	convertible notes are issued at $1.00 each.
	The	convertibles notes are unsecured.
	The	maturity date of the convertible notes is 20 September 2018.
	The	convertibles notes will be convertible into ordinary shares in the Company upon the earlier
	of:
	(a)	Successful completion of a capital raising of $5 million or more – at a price equal to 80% of securities
		issued under that raising; or

(b) The maturity date – at a price equivalent to the VWAP over the 20 trading days immediately preceding that date.
The convertible notes are not transferable or redeemable.

14. OTHER CURRENT LIABILITIES

Accrued Expenses	2016 2015 $ $ 20,000 49,226
	20,000 49,226

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

15. ISSUED CAPITAL

	2016	2015 2016 2015	2015 2016 2015
	Shares	Shares	$ $
Ordinary shares - fully paid	226,568,898	226,568,898 7,524,124 7,531,724
Movements in ordinary share capital
Details	Date	No of shares	$
Balance	1 Dec 2015	1,000,000	370,902
GRT App Pty Ltd shares eliminated on completion of
Omni Market Tide Ltd acquisition	July 2015	(1,000,000)	-
Omni Market Tide Ltd shares on issue at acquisition
date	July 2015	26,568,898	-
Issue of Shares for cash pursuant to Public Offer	July 2015	50,000,000	5,000,000
Issue of Shares as consideration for the acquisition of
Omni Market Tide Ltd	July 2015	150,000,000	2,656,890
Costs of share issue	July 2015		(496,068)
Balance	31 Dec 2015	226,568,898	7,531,724
Costs of share issue	Jan 2016		(7,600)
Balance	31 Dec 2016	226,568,898	7,524,124

In addition to the above, the following Performance Shares and Options have been issued in Omni Market Tide Ltd

30,000,000 Class A Performance Shares were issued in the prior year to the original shareholders of GRT App Pty Ltd. These are convertible to ordinary shares subject to the Terms and Conditions of Performance Shares document released to the market on 22 July 2015.
25,000,000 quoted options exercisable at $0.10 on or before 31 December 2018.

Capital Management

When managing capital, the Board’s objective is to ensure the Group continues as a going concern as well as to maximise the returns to shareholders and benefits for other stakeholders. The Board also aims to maintain a capital structure that ensures the lowest cost of capital available to the entity.

The Group was not subject to any externally imposed capital requirements during the year.

16. ACCUMULATED LOSSES

Balance at the beginning of the financial year Net loss attributable to members Balance at the end of the financial year	Consolidated 2016 Consolidated 2015 $ $ (3,359,290) (509,986) (4,490,934) (2,849,304)
	(7,850,224) (3,359,290)

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

17. RELATED PARTY TRANSACTIONS

(a) Compensation

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

Short-term employee benefits Post-employment benefits Share-based payments	2016 $ 724,650 43,670 -	2015 $ 247,579 21,741 19,892
	768,320	289,212

(b) Other Key Management Personnel Disclosures

Current Non-Executive Chairman, Mr Glenn Vassallo, is the Managing Director of GRT Lawyers Pty Ltd. During the 2016 year, the Company incurred fees for legal advisory services to GRT Lawyers Pty Ltd in the amount of $540,660 (ex GST) (2015 - $273,070). These legal fees related to general legal advice and business contracts. All transactions were conducted on normal commercial terms.

Current Non-Executive Director, Mr Richard Dennis, is the Managing Director of Dennis Corporate Advisory. During the 2016 year, the Company paid directors fees for services to Dennis Corporate Advisory in the amount of $19,435 (ex GST) (2015 - $nil). All transactions were conducted on normal commercial terms.

Former Non-Executive Director, Mr Ken Pickard, is the Managing Partner of Moore Stephens Queensland. During the 2016 year, the Company paid fees for financial advisory services to Moore Stephens in the amount of $158,894 (ex GST) (2015 - $109,849. These fees related to the general accounting services, together with the preparation of regulatory financial disclosure. All transactions were conducted on normal commercial terms.

Aggregate amounts of each of the above types of other transactions with key management personnel of Omni Market Tide Ltd are as follows:

Payments to related parties Legal Fees Consultancy Taxation and Accountancy Balance outstanding at year end Trade Payables – Legal fees	2016 2015 $ $ 540,660 243,497 - 300,000 158,894 140,150
	699,554 683,647

	202,908 20,950
	202,908 20,950

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

18. AUDITOR’S REMUNERATION

Paid and payable remuneration of the auditor of the parent entity for: Auditing and review of financial reports Prepare Investigating Accountants Report & Corporate Advisory Services	2016 2015 $ $ 35,206 29,356 92,906 -
	128,112 29,356

19. EARNINGS PER SHARE

Earnings used in calculating earnings per share

Net Loss after income tax Net Loss after income tax attributable to the owners of Omni Market Tide Limited Basic earnings/(loss) per share attributable to equity holders Weighted average number of ordinary shares outstanding during the year used in calculating basic EPS	2016 $ 2015 $ (4,490,934) (2,849,304) (4,490,934) (2,849,304) (1.98) (1.55) 226,568,898 183,573,045

Options outstanding during the year have not been taken into account in the calculation of the weighted average number of shares as they are not considered dilutive.

Performance shares are not considered to be dilutive as their conversion to ordinary shares would reduce the loss attributable to members.

20. GROUP ENTITIES

Parent Entity

The legal and ultimate parent of the group is Omni Market Tide Ltd. The consolidated financial statements include the financial statements of the subsidiary listed in the following table.

		Ownership	interest
	Principal place of business /	2016	2015
Name	Country of incorporation	%	%
OMT Operations (AU) Pty Ltd	Australia	100%	100%

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

21. RECONCILIATION OF CASH FLOWS FROM OPERATING ACTIVITIES

Cash Flows from operating activities
Loss for the year
Non-cash flows in profit / (Loss):
Listing expense
Depreciation
Profit on sale of fixed assets
Impairment of Intangible Assets
Changes in assets and liabilities:
Increase / (Decrease) in trade payables
Increase / (Decrease) in other current liabilities
Decrease / (Increase) in trade receivables
Decrease / (Increase) in other current assets
Decrease / (Increase) in other non-current assets
Net cash from operating activities

2016
$
2015
$
(4,490,934)
(2,849,304)
-
1,799,190
36,482
6,424
(216)
-
520,816
-
217,641
91,645
(26,765)
67,079
1,711
(37,004)
84,036
(47,708)
5,768
(36,600)

(3,651,460)
(1,006,278)

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

22. PARENT ENTITY INFORMATION

	2016 $	2015 $
ASSETS Current Assets Cash and cash equivalents Trade and other receivables Loans and other receivables Other Total Current Assets Non-Current Assets Property, plant and equipment Intangibles Other Total Non-Current Assets TOTAL ASSETS LIABILITIES Current liabilities Trade and other payables Provisions Other Total Current Liabilities Non-Current Liabilities Convertible Notes Provisions Total Non-Current Liabilities TOTAL LIABILITIES NET ASSETS Changes in assets and liabilities: Issued capital Accumulated losses TOTAL EQUITY	- 156,592 187,739 4,045	18 193,419 4,141,287 45,361
	348,376 116,301 - 31,375	4,380,084 129,552 451,728 36,600
	147,676	617,880
	496,052	4,997,964
	539,156 12,996 20,000	91,645 234,388 49,226
	572,152 250,000 -	375,259 4,803
	250,000	4,803
	822,152	380,062

	(326,100)	4,617,902
	7,092,553 (7,418,653)	7,100,153 (2,482,251)
	(326,100)	4,617,902

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

23. EVENTS OCCURING AFTER THE REPORTING PERIOD

This was because on 10 February 2017, the ASX confirmed that it will not grant their approval to the structure of the Transaction on the basis that the Business is a Classified Asset (as defined in the ASX Listing Rules), and consequently the proposed cash consideration cannot be paid for the Business at completion of the Transaction. The Transaction could therefore not proceed.

On 17 February 2017, the Company announced that with respect to the Extraordinary General Meeting (EGM) to be held on 1 March 2017, the Company confirms that the meeting will proceed, but resolutions 1, 2, 3, 4, 5, 6 and 9 will not be put to the meeting, only resolutions 7 and 8. That is, all resolutions linked to the RightCrowd Transaction will not be considered at the meeting (including 2 resolution regarding the consolidation of capital), and those resolutions not linked to the RightCrowd Transaction are to be considered by shareholders at the EGM (being only resolutions 7 and 8).

24. FINANCIAL RISK MANAGEMENT

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

1. Treasury Risk Management

An Audit, Compliance and Risk Committee consist of board members who meet to analyse financial risk exposure, and to evaluate treasury management strategies in the context of the most recent economic conditions and forecasts.

The board’s overall risk management strategy seeks to assist the entity in meeting its financial targets, whilst minimising potential adverse effects on financial performance.

Risk management policies are approved and reviewed by the board. These include the use of credit risk policies and future cash flow requirements.

2. Financial Risk Exposures and Management

The main risks the entity is exposed to through its financial instruments are interest rate risk and foreign exchange rate risk.

The entity is exposed to fluctuations in foreign currencies arising from the purchase of services in currencies other than the entity’s measurement currency.

(a) Interest rate risk

The entity is exposed to interest rate risk at the date of this report via its cash holdings.

The entity does not currently have any formal policies in place regarding interest rate risk as it is not considered significant.

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

24. FINANCIAL RISK MANAGEMENT (CONTINUED)

(b) Liquidity risk

The entity manages liquidity risk by monitoring forecast cash flows and ensuring sufficient cash reserves are on hand to meet obligations.

(c) Credit risk

The maximum exposure to credit risk, excluding the value of any collateral or other security, at reporting date to recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as disclosed in the statement of financial position and notes to the financial statements.

The entity does not currently have any formal policies in place regarding credit risk as it is not considered significant.

The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available).

Cash and Cash Equivalents	2016 2015 $ $ 187,739 3,624,505
	187,739 3,624,505

(d) Financial instrument composition and maturity analysis

The tables below reflect the undiscounted contractual settlement terms for financial instruments of a fixed period of maturity, as well as management’s expectations of the settlement period for all other financial instruments. As such, the amounts may not reconcile to the statement of financial position.

Range of effective interest rate %	Fixed Interest Variable interest rate 1 Year or less Over 1 to 5 years Total Contractual Cash Flows Non-interest bearing $ $ $ $ $	Total $
31 December 2016 Financial Assets Cash and cash equivalents Nil-1.5% Loans and other receivables Financial Liabilities Trade and other payables Convertible Notes Other financial liabilities	187,739 - - - - - - - - 156,592	187,739 156,592
	187,739 - - - 156,592	344,331
	- - - - 539,156 - - - - 250,000 - - - - 12,996	539,156 250,000 12,996
	- - - - 802,152	802,152

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

24. FINANCIAL RISK MANAGEMENT (CONTINUED)

(d) Financial Instrument composition and maturity analysis (Continued)

Range of effective interest rate %	Fixed Interest Variable interest rate 1 Year or less Over 1 to 5 years Total Contractual Cash Flows Non-interest bearing $ $ $ $ $	Fixed Interest Variable interest rate 1 Year or less Over 1 to 5 years Total Contractual Cash Flows Non-interest bearing $ $ $ $ $	Total $
31 December 2015 Financial Assets Cash and cash equivalents Nil-2.10% 3,624,505 - - Loans and other receivables - - - 3,624,505 - - Financial Liabilities Trade and other payables - - - Other financial liabilities - - - - - - Trade and other payable are expected to be paid as follows: Less than 6 months 6 months to 1 year 1 to 5 years Over 5 years	3,624,505 - - - - -	- - - 193,450	3,624,505 193,450
	3,624,505 - -	- 193,450	3,817,955
	- - - - - -	- 91,645 - 199,568	91,645 199,568
	- - -	- 291,213	291,213
		2016 $ 539,156 - - -	2015 $ 91,645 - - - 91,645
		539,156

(e) Fair Value Measurement

For all assets and liabilities net fair value approximates their carrying value. No financial assets and financial liabilities are readily traded on organised markets in standardised form other than listed investments of which the entity has no holdings in. Financial assets where the carrying amount exceeds net fair values have not been written down as the Company intends to hold these assets to maturity. The aggregate net fair values and carrying amounts of financial assets and financial liabilities are disclosed in the statement of financial position and in the notes to the financial statements.

There are no financial assets or liabilities that are carried at fair value in the financial statements therefore no additional disclosures have been made with respect to fair value measurement.

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

24. FINANCIAL RISK MANAGEMENT (CONTINUED)

(f) Sensitivity Analysis

Interest Rate Risk

The entity has performed a sensitivity analysis relating to its exposure to interest rate risk, and price risk at reporting date. This sensitivity analysis demonstrates the effect on the current year results and equity which could result from a change in these risks.

Interest Rate Sensitivity Analysis

At 31 December 2016, the effect on profit and equity as a result of changes in the interest rate, with all other variables remaining constant would be as follows:

remaining constant would be as follows:
	Consolidated	Consolidated
	2016	2015
	$	$
Change in profit
Increase in interest rate by 2%	35,185	43,782
Decrease in interest rate by 2%	(35,185)	(43,782)
Change in equity
Increase in interest rate by 2%	35,185	43,782
Decrease in interest rate by 2%	(35,185)	(43,782)

25. CONTINGENT LIABILITIES

There were no contingent liabilities as at the date of this report.

OMT ANNUAL REPORT 2016

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2016

26. INCOME TAX

Major components of income tax expense

Accounting loss before income tax Income tax benefit at the Company’s statutory rate of 28.5% (2015 - 30%) Permanent differences Temporary differences and losses not recognised	Consolidated 2016 $ Consolidated 2015 $ (4,490,934) (2,849,304) (1,279,916) (854,791) 120,700 357,379 1,159,216 497,712
	- -

No deferred tax assets have been recognised as it is not probable within the immediate future that tax profits will be available against which deductible temporary differences can be utilised.

The benefit for tax losses will only be obtained if:

the Company derives future assessable income in Australia of a nature and of an amount sufficient to enable the benefit from deductions for the losses to be realised;
the Company continues to comply with the conditions for deductibility imposed by tax legislation in Australia; and
there are no changes in tax legislation in Australia which will adversely affect the Company in realising the benefit from deductions for the losses.

27. SEGMENT INFORMATION

The consolidated entity is organised into one main operating segment. All of the consolidated entity’s activities are interrelated and discrete financial information is reported to the Board (Chief Operating Decision Maker) as a single segment. Accordingly, all significant operating decisions are based upon analysis of the consolidated entity as one segment. The financial results from this segment are equivalent to the financial statements of the consolidated entity as a whole.

OMT ANNUAL REPORT 2016

DIRECTORS’ DECLARATION

The directors of the Company declare that:

the financial statements and notes, as set out on pages 4 to 24 are in accordance with the Corporations Act 2001 and:
a. comply with Accounting Standards and the Corporations Regulations 2001 other mandatory professional reporting requirements; and
b. give a true and fair view of the financial position as at 31 December 2016 and of the performance for the financial year ended on that date of the Company and entity; and
c. complies with International Financial Reporting Standards as disclosed in note 1.
the Chief Executive Officer (or equivalent) and Chief Financial Officer (or equivalent) have each declared that:
a. the financial records of the Company for the financial year have been properly maintained in accordance with section 286 of the Corporations Act 2001;
b. the financial statements and notes for the financial year comply with Accounting Standards; and
c. the financial statements and notes for the financial year give a true and fair view.
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.

This declaration is made in accordance with a resolution of the Board of Directors.

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Glenn Vassallo Chairman

Dated this 31 day of March 2017

Tel: +61 8 6382 4600 38 Station Street Fax: +61 8 6382 4601 Subiaco, WA 6008 www.bdo.com.au PO Box 700 West Perth WA 6872 Australia

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INDEPENDENT AUDITOR'S REPORT

To the members of Omni Market Tide Limited

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of Omni Market Tide Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 31 December 2016, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial report, including a summary of significant accounting policies and the directors’ declaration.

In our opinion the accompanying financial report of the Group, is in accordance with the Corporations Act 2001 , including:

(i) Giving a true and fair view of the Group’s financial position as at 31 December 2016 and of its financial performance for the year ended on that date; and
(ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001 .

Basis for opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report.

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

Material uncertainty related to going concern

We draw attention to Note 2 in the financial report which describes the events and/or conditions which give rise to the existence of a material uncertainty that may cast significant doubt about the group’s ability to continue as a going concern and therefore the group may be unable to realise its assets and discharge its liabilities in the normal course of business. Our opinion is not modified in respect of this matter.

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Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. Except for the matter described in the Material Uncertainty Related to Going Concern section, we have determined that there are no other key audit matters to communicate in our report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Group’s annual report for the year ended 31 December 2016, but does not include the financial report and the auditor’s report thereon.

Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the directors for the Financial Report

The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

In preparing the financial report, the directors are responsible for assessing the ability of the group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the Financial Report

Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.

A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at:

http://www.auasb.gov.au/auditors_files/ar2.pdf

This description forms part of our auditor’s report.

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Report on the Remuneration Report

Opinion on the Remuneration Report

We have audited the Remuneration Report included in pages 17 to 27 of the directors’ report for the year ended 31 December 2016.

In our opinion, the Remuneration Report of Omni Market Tide Limited, for the year ended 31 December 2016, complies with section 300A of the Corporations Act 2001 .

Responsibilities

The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

BDO Audit (WA) Pty Ltd

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Dean Just Director

Perth, 31 March 2017

OMT Annual Report 2016

ASX Supplementary Information

1 Additional information for listed public companies

(a) ASX additional information

Additional information required by the ASX Listing Rules and not disclosed elsewhere in this report is set out below. This information is effective as at 28 February 2017.

(b) Substantial shareholders

Substantial holders in the Company are set out below:

	Ordinary	shares
		% of total
	Number held	issued shares
IP Payovation Pty Ltd	39,238,050	17.32%
MSQ Nominees Pty Ltd (as trustee for MSQ Investment Trust No. 1)	39,190,500	17.30%
Glize Investments Pty Ltd (as trustee for the Vass Trust #2)	25,349,377	11.19%
SJMJ Pty Ltd (as trustee for the SJMJ Family Trust)	25,238,100	11.14%

(c) Voting rights

(i) 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.

(ii) Options

No voting rights.

(d) Distribution schedule of fully paid ordinary shares as at 28 February 2017

Holdings ranges	Holders	Number held	% oftotal issued shares
1 – 1,000	472	63,280	0.028
1,001 – 5,000	82	199,282	0.088
5,001 – 10,000	25	185,934	0.082
10,001 – 100,000	217	8,554,415	3.776
100,001 and above	123	217,565,987	96.026
Totals	919	226,568,898	100.000

As at 28 February there were 531 shareholders holding an aggregate of 167,469 shares as unmarketable parcels.

OMT Annual Report 2016

ASX Supplementary Information

(e) Twenty largest shareholders

The names of the twenty largest holders of equity securities (including escrowed fully-paid ordinary shares):

	Ordinary	shares
		% of total
	Number held	issued shares
IP PAYOVATION PTY LTD	39,238,050	17.318
MSQ NOMINEES PTY LTD	39,190,500	17.297
GLIZE INVESTMENT PTY LTD	25,238,100	11.139
SJMJ PTY LTD	25,238,100	11.139
BOLT INVESTMENTS PTY LTD <ROSS BLAIR-HOLT FAMILY
TRUST A/C>	11,238,150	4.960
BICARB PTY LTD	9,857,100	4.351
MERRILL LYNCH (AUSTRALIA)	7,513,536	3.316
FOSTER STOCKBROKING NOMINEES PTY LTD <NO 1
ACCOUNT>	3,500,000	1.545
SPO EQUITIES PTY LIMITED	3,500,000	1.545
MR SAMUEL KAH TECK NG	3,441,717	1.519
SWAN CAPITAL LIMITED	2,921,994	1.290
NATIONAL NOMINEES LIMITED	2,075,003	0.916
SWAN CAPITAL LIMITED	1,535,995	0.678
UBS NOMINEES PTY LTD	1,500,000	0.662
ABHI SUPER PTY LTD	1,500,000	0.662
PROSPECT CUSTODIAN LIMITED	1,445,000	0.638
CS FOURTH NOMINEES PTY LIMITED <HSBC CUST NOM AU LTD
11 A/C>	1,350,651	0.596
MR BOYD MCKINNON CARTER & MRS MARY CHRISTINA
CARTER	1,250,000	0.552
CITICORP NOMINEES PTY LIMITED	1,139,870	0.503
MR JOHN ALISTAIR BUCHANAN & MRS ROBYN LOUISE
BUCHANAN	1,000,000	0.441
	183,673,766	81.068

OMT Annual Report 2016

ASX Supplementary Information

(f) Unquoted equity securities

The number of unquoted equity securities that are on issue and the number of holders:

	Number on
	issue	Holders
Ordinary shares	150,000,000	6

Substantial unquoted equity holders in the Company are set out below:

		% of total
	Number held	issued shares
IP PAYOVATION PTY LTD	39,238,050	26.159
MSQ NOMINEES PTY LTD <MSQ INVESTMENT TRUST NO. 1
A/C>	39,190,500	26.127
GLIZE INVESTMENT PTY LTD	25,238,100	16.825
SJMJ PTY LTD	25,238,100	16.825
BOLT INVESTMENTS PTY LTD <ROSS BLAIR-HOLT FAMILY
TRUST A/C>	11,238,150	7.492
BICARB PTY LTD	9,857,100	6.571
	150,000,000	100.000

(g) Unissued equity securities

		Number	Holders
Options over ordinary shares, exercisable at $0.10	each	25,000,000	201

(h) Securities subject to escrow

Class	Number	Expiry date	Details
			150,000,000 fully paid ordinary shares classified as
Ordinary shares	150,000,000	30 July 2017	restricted securities by ASX and to be held in escrow for a period of 24 months from the date of
			quotation.
Class A Performance Shares	30,000,000	30 July 2017	30,000,000 Class A Performance Shares classified as restricted securities by ASX and to be held in escrow for a period of 24 months from the date of quotation.

AI assistant

IMEXHS LIMITED — Annual Report 2016

65120_rns_2017-04-02_89f965ac-b46d-414d-b0b3-fa78cbb16dc6.pdf

Annual Report 2016

Annual Report

Corporate Directory

Directors

Company Secretary

Registered Office

Auditors

Bankers

Share Registry

Stock Exchange Listing

Contents

1 Chairman’s Letter

Non-executive Chairman

2

Year in review

Year in Review (Continued)

Directors’ Report

The directors present their report, together with the financial statements, on Omni Market Tide Limited (the Company) for the period ended 31 December 2016.

1 Directors

2

Principal activity

3 Dividends

4

Review of operations

5

Significant changes in state of affairs

Significant changes in state of affairs (Continued)

6 Capital Structure

7

Events after the reporting date

8

Future developments and results

9 Environmental issues

10 Information on directors

11 Company secretary

12 Meetings of directors

13

Options

14 Indemnification and insurance of officers

15 Indemnification and insurance of auditors

16 Proceedings on behalf of company

17 Non-audit services

18 Auditor’s independence declaration

19 Remuneration report (audited)

19.2

Key management personnel (including the executives of the Company)

19.3 Remuneration Framework

19.4 Executive Remuneration Arrangements

19.5 Executive Contractual Arrangements

Mr. Steve Terry, Managing Director (Appointed 1 August 2016, resigned 25 November 2016)

Base terms

19.6 Non-executive Director Remuneration Arrangements

19.7 Relationship of Reward and Performance

19.8 Company performance, shareholder wealth, and director and executive remuneration

19.9 Share-based remuneration

Performance Shares

20 Details of Remuneration

Remuneration for the period ended 31 December 2016

Remuneration for the period ended 31 December 2015

Key Management Personnel compensation for the period ended 31 December 2015

21 Shareholdings

21.1

Ordinary Shares

21.2 Class A Performance Shares

Performance Shares

22

Other Key Management Personnel Disclosures

24

Use of remuneration consultants

25

End of Audited Remuneration Report

Glenn Vassallo, Chairman

Corporate Governance Statement

1 Corporate governance

Recommendation 1.4

Complies

Recommendation 1.5

IMEXHS LIMITED Annual Report 2016