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IMPERIAL PACIFIC LIMITED Annual Report 2021

Sep 29, 2021

65134_rns_2021-09-29_b043a159-a044-424d-9433-66c6efe49423.pdf

Annual Report

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Imperial Pacific Limited ABN 65 000 144 561

Annual Report

2021

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Incorporated in 1937 - 100% owned
Incorporated in 1986 - 39% owned
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Imperial Pacific Limited

ABN 65 000 144 561

Notice of Annual General Meeting

Notice is hereby given that the Annual General Meeting of Shareholders of Imperial Pacific Limited will be held at Level 2, 111 Harrington Street, The Rocks NSW on Wednesday 24 November 2021 at 11.30 am.

Ordinary Business

  1. To receive, consider and discuss the Directors' Report and Accounts for the year ended 30 June 2021 and payment of dividend.

  2. To adopt the Remuneration Report for the year ended 30 June 2021 as disclosed in the Directors Report. (Note: The vote on this resolution is advisory only and does not bind the Directors.)

  3. To elect a Director. In accordance with the Constitution Mr. D.G Butel retires by rotation, and being eligible, offers himself for re-election. (Details of Mr Butel are shown later.)

Other

  1. To transact such other business as may be brought forward in accordance with the Constitution and the Corporations Act 2001.

By Order of the Board

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Louis J Joseph Company Secretary Sydney

29 September 2021

PROXIES

A member entitled to attend and vote is entitled to appoint no more than two proxies. Where more than one proxy is appointed, each proxy must be appointed to represent a specified proportion of the member's voting rights. A proxy need not be a member of the Company. Proxies must be deposited or sent electronically to the registered office of the Company not less than 48 hours before the time of the meeting. A proxy form is enclosed with this notice

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Imperial Pacific Limited

Key Features for 2020-2021

  • An excellent year with net worth rising some 40% before dividend payment.

  • Net Assets per share rose 20% to $1.30 at balance date.

  • Dividend retained at 6.25 cents a share.

  • Associate, London City, had a strong year, with robust portfolio performance.

  • Investment Portfolio increased again.

Corporate Directory Directors:

P. E. J. Murray BA, FCA, SA Finsia (Chairman of Directors) D. G. Butel MBA, BSc, Dip Bus Std, Dip Ed. N. E. Schafer BApp Econ

Company Secretary:

L. J. Joseph BComm

Auditors

Cutcher & Neale, Chartered Accountants 25 Bolton Street, Newcastle, NSW 2300

Bankers

Westpac Banking Corporation

Corporate and Registered Office:

Level 2, 111 Harrington Street, The Rocks NSW 2000 Postal Address: PO Box R1414, Royal Exchange, NSW 1225 Telephone: (02) 9247-9315

Share Registrar

Registry Direct 10 Exon Street, Brighton VIC 3186 Telephone: (03) 9020 7934 or 1300 55 66 35

Website:

www.imperialpacific.com.au

Stock Exchange

Australian Securities Exchange Limited (Home Exchange – Sydney (Code - “IPC”) 20 Bridge Street, Sydney, NSW 2000

  • 1 -

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Imperial Pacific Limited

Chairman's Review of 2021

The Year – Net Worth rose strongly

Imperial Pacific’s total share portfolio performed well led by the 39% holding in associate, London City Equities. Imperial Pacific also benefited from an increase in management fees received due to this strong underlying performance at London City Equities.

The ASX All Ordinaries Index rose strongly over the financial year. Financial markets were buoyed by a combination of low interest rates and direct Government stimulus aimed at addressing drastic societal interventions in response to Covid-19.

Investment Portfolio enlarged

Our investment in London City Equities Limited increased to 39% following the completion of the rights issue. We were comfortable increasing our ownership in what we consider to be a key strategic holding and the owner of compelling assets. The principal asset of London City Equities is its holding in Fiducian Group. We remain impressed with the quality of the team at Fiducian Group.

Imperial Pacific, London City Equities and Associates hold a significant stake in Excelsior Capital, which showed gains during the 2021 Financial Year. We will continue to constructively engage with a view to arriving at the best long-term outcomes for all shareholders in this business.

Financials – Operating Results and Dividend of 6.25 cents maintained

Imperial Pacific’s recent operating losses are attributed to low operating income given its role as a long-term holding company which builds value via the capital appreciation of its key assets. Once again, operating costs have been kept to a minimum. The group’s fee income will rise this year, given the larger portfolio assets of London City managed by Imperial Pacific Asset Management Pty Limited.

Net Tangible Assets – $1.30 at 30 June 2021

Net tangible assets at 30 June 2021 stood at $6.4 million, or $1.30 a share after paying a 6.25 cent fully franked dividend during the year. Since balance date Imperial Pacific’s net asset position has appreciated moderately.

Capital Management – Successful completion of Rights Issue.

During the year, Imperial Pacific raised $1.8 million via a Rights Issue.

P. E. J. Murray Chairman of Directors

29 September 2021

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ABN 65 000 144 561

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Imperial Pacific Limited

Statutory Directors' Report for the Year to 30 June 2021

Your Directors present their report on the Company and its controlled entities for the year ended 30 June 2021.

Strategic Positioning

Imperial Pacific’s key objective is to create and maintain a group of entities that provide productive services to the financial sector. In addition to participating in equity ownership, Imperial Pacific offers traditional and innovative management and financial assistance to those entities in which it has an interest, such as London City Equities (39% owned). Imperial Pacific undertakes specific and short-term financial services focus, rather than operate as a longer term strategic equity holder in the broader investment sector such as London City Equities Limited. Imperial Pacific is risk averse. It can be assertive when required.

Imperial Pacific seeks to provide shareholders with attractive investment returns over the medium to longer terms by enhancing capital growth and paying dividends that over time grow faster than the rate of inflation.

COVID-19 Update

The Company is continuing to review the ongoing situation relating to the COVID-19 pandemic and the implications for the health and wellbeing of our employees, customers and suppliers. The Company has been pro-active with respect to its response to COVID-19 and has developed operational procedures and plans in line with official health advice and government directives. London City Equities will continue to operate within these guidelines and will adapt its procedures as required. The impact on the Company’s operations to date has not been material.

Directors and Officers

The Directors and officers of the Company in office at any time during of the year are as follows:

Peter E.J. Murray - Chairman of Directors.

Chartered Accountant, Bachelor of Arts, Senior Associate Financial Services Industry of Australia, Member Turnaround Management Association of Australia.

Mr Murray has spent over 35 years involved in company management, corporate finance and ASX listed company matters. He has been a senior executive in merchant banking and stockbroking at Director level. Experienced in corporate financial advice, mergers, fund raisings and general corporate management. Past Chairman of Directors of Camelot Resources NL and CCI Holdings Limited. Director and Chief Operating Officer of London City Equities Limited. Past Director of Delany Foundation Limited. [Director of Imperial Pacific Limited since 1981]

David Butel – Independent Non Executive Director.

Special Responsibility: Chair of Remuneration Committee

Master of Business Administration, Bachelor of Science, Diploma of Business Std, Diploma of Education.

Mr Butel has had over 30 years of active executive involvement at senior levels in the Australian resources and services sector in the vital fields of Testing, Inspection and Certification. In recent years his participation has been through ACIRL Pty Limited, CCI Holdings Limited and the international Bureau Veritas organisation as Senior Vice President Commodities – Pacific Zone. He is experienced in high level business management, acquisitions and international resource services. [Director of Imperial Pacific since February 2016]

Neil Schafer – Independent Non Executive Director

Special Responsibility: Chair of Audit, Compliance and Risk Management Committee Bachelor of Applied Economics, Honours First Class

Mr. Schafer’s background has been in the securities and banking industries for over thirty years. He has held senior positions in Funds Management, Banking, Financial Services and Corporate Advisory sectors over this period. He is an experienced director in both the corporate and the not-for-profit sector. [Director of Imperial Pacific and London City since March 2019]

– 3 –

Statutory Directors Report (Cont'd)

Directors and Officers (Cont’d)

Louis J Joseph – Company Secretary

Bachelor of Commerce. Member Turnaround Management Association of Australia.

Mr Joseph has been involved directly in businesses in both the commercial sector and in the securities industry. His experience has been developed within Australia and in overseas locations, including Asia. His expertise includes small business management, financial markets and securities analysis. [Company Secretary of Imperial Pacific Limited since 2018.]

Particulars of Directors’ Interests in Shares in the Company are:

Ordinary Shares
PEJ Murray 2,283,000
DG Butel 103,800
NE Schafer 21,400

During the financial year these formal meetings were held:

Board Meetings Board Meetings Audit, Compliance and
Risk Committee
Audit, Compliance and
Risk Committee
Remuneration
Committee
Remuneration
Committee
Eligible
to attend
Number
Attended
Eligible to
attend
Number
Attended
Eligible to
attend
Number
Attended
P. E. J. Murray 5 5 - 2* - 2*
D.G. Butel 5 5 2 2 2 2
N. E.Schafer 5 5 2 2 - -
  • By invitation.

In accordance with the Constitution, Mr. Butel retires from the Board at the forthcoming Annual General Meeting and, being eligible, offers himself for re-election.

Remuneration Report

The company has a Remuneration Committee which is responsible for remuneration policies and monitors the remuneration of Directors and officeholders with market conditions. A summary of the policies is set out later in this Annual Report. Details of the emoluments of the Directors are set out in Note 20 of the financial statements and are also shown below:

: Fees Super Contributions Total
Mr P.E.J.Murray $138,960 - $138,960
Mr D.G. Butel $30,000 $2,850 $32,850
Mr.N.E. Schafer $30,000 $2,850 $32,850

Principal Activities

The principal activities of the economic entity in the course of the financial year were in strategic equity investment in financial services and the portfolio management of London City Equities Limited, this latter role carried out through the Australian Financial Services Licence held by subsidiary, Imperial Pacific Asset Management Pty Limited. London City expanded its portfolio over the year. It continues to hold a 6.5% shareholding in Fiducian Group Limited. Together with London City and associates, the Company owns 8% of Excelsior Capital Limited, acquired during the year. In conjunction with London City and others, the Company continues its legal action in the Supreme Court of NSW against Ernst & Young, former auditors of Penrice Soda Holdings Limited.

Results and Dividend Status

Imperial Pacific’s net asset rose to $6.4 million from $3.3 million as at 30 June 2020 due to a $1.8 million rights issue and strong appreciation within its portfolio. The operating loss for the year came in lower at $118,140 (loss $141,785 in 2020). The Directors have declared the payment of a dividend of 6.25 cents per share, fully franked, for 2021.

  • 4 -

Statutory Directors Report (Cont'd)

Objectives, Achievements and Review of Operations

The Board’s prime objective during the year was the longer term enhancement of group assets. In this regard special attention was given to the London City associate over the year.

Group portfolio values rose significantly but were impacted adversely by direct costs and executive time devoted to the legal case against Ernst & Young. As shareholders will be aware, legal action has been pursued against Ernst & Young for three years. Legal processes continued with some unfortunate timetable delays. Imperial Pacific Directors advised the ASX in May 2021 that it has been difficult to report to shareholders reliably on this matter because of changes initiated by Ernst & Young, including the appointment of new legal advisers in March 2021.

As reported on 23 August 2021, based on the Expert Forensic Accountant evaluation, damages were estimated by the Directors to be $14.7 million as at 30 June 2021, with mediation ordered to be completed by 15 October 2021. The Directors state that there is insufficient information at this date to estimate the full extent of benefit or costs that may arise.

Imperial Pacific’s portfolio levels have been increased over the year supported by non-interest bearing advances granted by a key shareholder, Mr P.E.J. Murray. On the same basis Imperial Pacific has advanced non-interest bearing sums to London City Equities Limited.

Significant changes in the state of affairs

There have been no significant changes in the state of affairs, other than those already explained.

Matters subsequent to the end of the financial year

Directors have declared the payment of a fully franked dividend of 6.25 cents per share for 2021. In relation to the EY litigation, Directors still consider there is insufficient information at this date to estimate the extent of either gains or costs that might arise from this action. In relation to the company’s shareholding in Excelsior Capital Limited it is noted that a group of shareholders have taken an increasingly activist stance. This will be monitored carefully.

Likely developments and expected results of operations

Directors intend to focus on enhancing the values of Imperial Pacific’s direct and indirect assets. Imperial Pacific and its AFS licensed operator Imperial Pacific Asset Management Pty Limited will continue to be very actively involved in the major legal proceedings taking place in the Supreme Court of NSW against Ernst & Young. Directors are closely monitoring the events at Excelsior Capital Limited.

Otherwise, in the opinion of the Directors likely developments in the operations of the company known at the date of this report have been covered generally within the Annual Report.

Environmental regulation

The Company is not subject to significant environmental regulations under any Commonwealth, State or Territory Law.

Proceedings in respect of the company

The Group is involved in active legal proceedings in the Supreme Court of NSW against Ernst & Young. It is providing substantial executive time to the matter. At this date there is insufficient information to estimate the extent of either benefits or costs that might arise from this action.

Indemnification of Officers

The company has not, during or since the end of the financial year in respect of any person who is or has been an officer or auditor of the company or a related body corporate, indemnified or made any relevant agreement for indemnifying against a liability incurred by an officer, including costs and expenses in successfully defending legal proceedings. During the year Imperial Pacific paid a premium under a combined policy of insurance for liability of directors and officers of the group as permitted by the Corporations Act 2001. In accordance with normal commercial practice, disclosure of details of the insurance cover and premium is prohibited by the terms of the policy.

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Statutory Directors Report (Cont'd)

Risk and Compliance Control

The Board of Directors has in place an Audit, Compliance and Risk Management Committee to assist its deliberations in respect of these issues. The ACRM Committee meets regularly and considers, amongst other things, internal control processes of the company. All Board meetings consider issues raised by the ACRM Committee and formal management reports on the compliance by the company with its key obligations. The Board also notes the regulatory compliance obligations of its portfolio management subsidiary, Imperial Pacific Asset Management Pty Limited.

The Directors have received and considered the Section 295A certification from the senior officeholder responsible for meeting the company’s financial, operational and compliance requirements.

Auditor

The auditor continues in office in accordance with Section 327 of the Corporations Act 2001.

Non-audit Services.

Details of the non-audit services provided by the auditor are set out at Note 21 of the financial statements. The Directors are satisfied that the provision of non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The nature and scope of each type of non-audit service provided means the auditor independence was not compromised.

Auditor’s Independence Declaration

A copy of the auditor’s declaration under Section 307C in relation to the audit for the financial year is provided later in this report.

Signed in accordance with a resolution of the Directors. Dated at Sydney this 29th day of September 2021.

On behalf of the Board,

P. E. J. MURRAY

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D. G. BUTEL

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ABN 65 000 144 561

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Imperial Pacific Limited

Corporate Governance Statement – 30 June 2021

Imperial Pacific has noted the “principles and recommendations” of the ASX Corporate Governance Council. The Board of Imperial Pacific believes it carries out the broad thrust of the guidelines in a proper and pragmatic way for a small company in the strategic financial services investment business. In some cases it has not adopted recommendations. The corporate governance policies of the company and the departures from the recommendations are discussed below. This Corporate Governance Report has been approved by the Board and is current at 29 September 2021.

Principle 1 Lay solid foundations for management and oversight

Imperial Pacific has a Board Charter which establishes the functions reserved to the Board and to senior management. Imperial Pacific operates its business through its Board of Directors and management. The Board sets and monitors strategic business plans and shorter term operating challenges. The Board meets at least once a quarter. Imperial Pacific has a formal policy in relation to Core Business Processes as well as formal policies on investment processes and approvals. Written agreements are in place with ongoing Directors. The company secretary is directly accountable to the Board. The operations of the company and delegation of duties are inherent in a public listed organisation with investments that may impact on other companies. A copy of the Board Charter is set out in the rear pages of this Annual Report.

Imperial Pacific supports the principle of diversity of skills, background and gender in relation to board membership, management composure and commercial activity. It has incorporated into its Board Charter a policy in this regard. While such diversity is considered when the opportunity arises, the Board recognises that a company of the size of Imperial Pacific, conducting investment activities with three directors and with no formal employees, has limited scope for making major changes. The Board considers numerical statistics are not meaningful in such a company.

Principle 2 Structure the Board to add value

The Board of Directors is structured to add long term value to Imperial Pacific. The Directors hold a variety of professional, securities market and corporate skills, operating in a climate where cost effectiveness is a key issue and shareholding interests encourage active participation. There are three Directors, of whom two are regarded for corporate governance purposes as independent. Directors believe it is not practicable, nor cost-effective, for Imperial Pacific to have an “independent” (as defined by the governance principles) Chairman. Indeed the Directors believe it is positive that major shareholdings are held by Directors. Imperial Pacific does not have a position entitled Chief Executive Officer. Imperial Pacific’s policy allows Directors, subject to Board approval, to take independent professional advice at its expense. Directors also point out that they regard a formal Board nomination committee as not being appropriate for a company like Imperial Pacific. This is undertaken by the Board as a whole as and when circumstances dictate. The criteria set for membership of the Board is to ensure that there exists a sufficient mix of skills and experience for an entity such as Imperial Pacific to add value and enhance shareholders’ wealth. These include Financial and Commercial acumen, Executive Leadership, Strategy, Investment, Governance, Tertiary or equiv qualification, Merger and Acquisitions, Taxation, Risk Management and Public Listed Company experience. The Directors also believe they are very open and transparent in disclosing their plans, aspirations and financial results to the shareholders. They believe the annual shareholder meetings provide a good opportunity for shareholders to evaluate their performance. Directors are subject to re-election every three years. The Board has a policy of operating a tight structure, but appoints external parties experienced in specific sectors from time to time to provide the Board with expert advice and undertake special projects.

Principle 3 Act ethically and responsibly

The Board is committed to ensuring that the group's affairs are conducted in a judicious and ethical manner above and beyond legal and regulatory obligations. To meet these objectives Imperial Pacific has in place a formal Code of Conduct Policy. It also has a Securities Trading Policy in place to cater for dealing in the company’s securities in addition to complying with legislative and regulatory obligations. Directors and officeholders are prohibited from dealing in Imperial Pacific between the end of accounting periods and the release of results without the written consent of the Chair. Investments on the Embargo List are prohibited without the approval of the Board. A copy of the Securities Trading Policy is on the ASX Announcements platform – dated 29 December 2010.

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Imperial Pacific Limited

ABN 65 000 144 561

Corporate Governance (Continued)

A summary of terms of the Code of Conduct follows:

Imperial Pacific and its shareholders expect that each Director, member of staff and / or related personnel should pursue exemplary conduct in respect of ethics, roles and responsibilities of their office. The Group’s directors and employees should conform with high community standards of corporate and individual behaviour, in particular: PERSONAL BEHAVIOUR AND ACCOUNTABILITY

  • a. Role and statutory responsibilities as an officer of the corporation

  • b. Awareness of social responsibilities

  • c. Obligations to all corporate stakeholders

  • d. Honesty and fairness in dealings

  • e. Pursuit of the best interests of the corporation

  • f. Adherence to Group policies and practices

  • g. Continuing assessment of corporate opportunity and risk

  • h. Undertaking training and being informed on current commercial and business matters.

  • SECURITY AND CONFIDENTIALITY

  • a. Boardroom confidentiality

  • b. Security of corporate information

  • c. Misuse of corporate information

MANAGEMENT OF PRIVATE INTERESTS

  • a. Declaration of private interests including any interest in Group contracts

  • b. Gratuities, gifts, and other benefits related to corporate office

  • c. Potential and real conflicts of interest

COSTS TO THE CORPORATION

  • a. Expenses incurred on corporation business

  • b. Fringe benefits and allowances including leave and retirement allowances c. Sundry claimable expenses

Failure to observe high standards in relation to the foregoing will constitute grounds on which the Board of Imperial Pacific may by resolution of the directors institute such disciplinary or remedial action as it deems appropriate. This may include dismissal and/or reporting to relevant authorities.

Principle 4 Safeguard integrity in corporate reporting

The Board has in place an Audit, Compliance and Risk Management Committee which comprises two nonexecutive Directors, (Mr Schafer as Chairman and Mr Butel as the other party). Of these, both members are regarded as independent. Their attendance at committee meetings during the year is set out elsewhere in this Annual Report. With a Board incorporating only three personnel Imperial Pacific believes two members, rather than three, are appropriate for an entity of its nature. Imperial Pacific has further assurances in regard to financial reporting integrity because of the involvement of external auditors. Its subsidiary, Imperial Pacific Asset Management, has extensive ASIC obligations. Operating office-holders are professionally qualified in financial reporting matters. The Board has received positive written Section 295A opinions from the Chief Operating Officer and Chief Financial Officer equivalents and that such has been formed on an effective sound system of risk management and internal control in accord with the company. In relation to audit partner rotation of the company’s external auditors, the Board monitors the situation in conjunction with the audit firm. The Audit, Compliance and Risk Management Committee has a formal charter. A summary is set out in the rear pages of this Annual Report.

Principle 5 Make timely and balanced disclosure

The Board aims to ensure timely, balanced and continuous disclosure to the market of all material matters concerning Imperial Pacific in accordance with the ASX continuous disclosure regime and appropriate corporate transparency. To carry out this obligation effectively the Board is both sensitive to the requirements of an informed market and it has in place a Communications Policy which encompasses a continuous disclosure policy. It seeks to keep its shareholders informed through reports to the Australian Securities Exchange, half and full-year profit disclosures, annual reports and material shareholder information announcements. While the Board is ultimately responsible for this task, the Chairman carries the immediate administrative obligation for meeting communications obligations and shareholder transparency. A summary of the Communications Policy follows:

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Imperial Pacific Limited

ABN 65 000 144 561

Corporate Governance (Continued)

The Board of Imperial Pacific firmly believes in providing quality communications to its shareholders and other stakeholders. This includes meeting the company’s obligations to the Australian Securities Exchange (“ASX”) in relation to Continuous Disclosure Obligations. Imperial Pacific aspires to over-deliver, rather than under-deliver information to its stakeholders. In view of this approach, Imperial Pacific meets the ASX Corporate Governance Principle No 5.

Imperial Pacific seeks to provide to its stakeholders the highest levels of communication standards by adopting the following focus:

  • Shareholders are the owners of the company and are entitled to the maximum of information.

  • The company will provide all regulatory documentation such as Annual Reports and other letters of advice on a consistent and timely basis

  • Imperial Pacific will maintain a web site that provides information on its activities for external consumption.

  • Communications will be set out in a clear way, be honest, be factual and endeavour to answer all likely queries that may arise.

  • Imperial Pacific will not employ financial “spin doctors” or embellish a story.

  • Annual Reports will be explanatory and will be mailed as soon as possible and sent to shareholders in a hard copy.

  • • Shareholders are encouraged to telephone management to discuss issues and subject to confidentiality issues, full explanations will be forthcoming.

  • Imperial Pacific will announce all important and material items as soon as practicable. Where announcements may impact on other organisations, Imperial Pacific may advise that organisation on a confidential basis beforehand..

The Board of Imperial Pacific is primarily responsible for communicating matters to stakeholders. Management personnel will provide the support for the preparation and distribution of announcements. Mr Peter EJ Murray is the senior executive responsible for Imperial Pacific meeting its Continuous Disclosure obligations to the Australian Securities Exchange and any ASIC required communications.

Principle 6 Respect the rights of security holders

Imperial Pacific, as reported earlier, has a communications policy in place. This recognises the importance of effective communications with shareholders and other parties. Imperial Pacific has an informative web-site that assists shareholders in making decisions on their rights and contacting the company electronically. Furthermore, the shareholders have other formal and informal rights provided by the company’s Constitution, regulatory bodies and proper public company behaviour. These rights include their entitlement to financial statements, attendance at shareholder meetings, participation by voting on the election of directors at the Annual General Meeting and on other important issues. The auditor is invited to attend the Annual General Meeting, however the board notes that auditor is professionally restricted from providing detailed financial information and is limited to discussing audit process. Shareholder meetings are conducted in an open forum with wide discussion encouraged by the Chairman.

Principle 7 Recognise and manage risk

Imperial Pacific has established policies for the recognition, oversight and management of material business risks. It does not consider it has material exposure to economic, environmental and social sustainability issues. Given the volatility of equity markets and economic conditions, especially in recent times, Imperial Pacific regards risk management as a very important issue. It does not have a formal internal audit function but has in place an Audit, Compliance and Risk Management Committee comprising two non-executive and independent directors. Risk recognition, oversight and management issues are carried out by senior personnel in conjunction with the Board, the Committee and in some cases, external professionals. The Audit, Compliance and Risk Management Committee’s framework was reviewed in September prior to the completion of the Annual Report.

While the company’s internal policies are considerable, the Board points out that, as a strategic holding company in financial services investing in other companies’ equity, it can be difficult to monitor the behaviour of those entities, especially when weak regulatory bodies fail to examine and enforce corporate law. The Board has received positive written Section 295A assurances from the Chief Operating Officer and Chief Financial Officer equivalents. A summary of Imperial Pacific’s policies on risk recognition, oversight and management follows:

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Imperial Pacific Limited

ABN 65 000 144 561

Corporate Governance (Continued)

Imperial Pacific believes in competent risk recognition, oversight and management. It recognises that as a strategic investment group in financial services there is some danger where the investee organisations do not provide proper business or financial reporting disclosures or does not meet competent risk management practices. For these reasons Imperial Pacific must continue to be vigilant in these procedures.

Imperial Pacific seeks, as far as practicable for an organisation in strategic investment in other companies, to undertake competent levels of risk management. These relate to its internal and external matters:

Internal Matters (Own resources)

  • Imperial Pacific seeks to have a comfortable asset base in which it has no formal gearing.

  • Investments must be selected carefully and generally monitored for some time before any shares are purchased.

  • • Imperial Pacific notes its key investee, London City, concentrates on investment opportunities where it can acquire a reasonably significant equity stake (eg 10%-20%) in a company that can be understood, has a leading position in its market, has good management and represents good investment value with attractive IRRs.

  • Imperial Pacific must be available to work in with investee companies.

  • Imperial Pacific must remain cost conscious.

  • Surplus monies must be placed only with its trading bankers,

  • Monies on Deposit and investments must take account of external advice when necessary.

  • Good internal controls to be maintained, disaster recovery assessed and regulatory compliance pursued.

  • Other Matters (External Factors)

  • Imperial Pacific must monitor economic, stock-market, industrial sector conditions and maintain close contact with existing investee companies

  • Imperial Pacific must have the potential (where events prove unsatisfactory) to become active supporters of the investee company either through direct Board representation or by arms-length support.

  • Imperial Pacific must maintain close contacts in various industries of interest.

  • London City may seek Board representation with certain investee entities.

The Board of Imperial Pacific is primarily responsible for risk recognition, oversight and management. The Board of Imperial Pacific is assisted in its deliberations by the Audit, Compliance and Risk Management Committee (ACRM). Both the Board and the ACRM Committee are assisted by the management of Imperial Pacific. Risk Management issues must be discussed regularly. All Board meetings must be provided with full details of current investments, targeted investments and funds on deposit

Principle 8 Remunerate fairly and responsibly

Imperial Pacific has a Remuneration Committee in place. The Remuneration Committee is responsible for assessing appropriate remuneration and payment for Directors as well as for other office holders and the portfolio management service provider. The Remuneration Committee comprises two experienced non-executive directors, Mr Butel (Chairman) and Mr Schafer. Both are regarded as independent under the ASX definition. Details of their attendance at committee meetings are set out elsewhere in this Annual Report. Ultimately shareholders approve directors’ fees and in 2007 a maximum payout of $125,000 per annum was approved. Current fees are significantly below this level and reflect the nature and size of the company.

Except for compulsory legislative obligations Imperial Pacific has no scheme for retirement benefits for nonexecutive directors. Furthermore, Imperial Pacific has no equity based remuneration scheme and has no requirement for policies in this regard. A summary of the Remuneration Committee Charter is set out in the rear pages of this Annual Report.

  • 10 –

ABN 65 000 144 561

IMPERIAL PACIFIC LIMITED

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Consolidated Income Statement for the year ended 30 June 2021

Notes
Revenue from ordinary activities
3
Less:
Expenses from ordinary activities
4
Share of net profit of associate accounted
for by using the equity accounting method
3
Profit from ordinary activities before income tax
Income tax credit (expense)
5
Net Profit (Loss) attributable to members of Imperial
Pacific Limited
Earnings per share:
Earnings per share from profit from continuing
operations attributable to the ordinary equity
holders of the company.
Basic and diluted earnings per share (Cents)
33
2021
2020
$
$
223,896
201,218
(330,656)
(357,963)
(11,380)
14,960
(118,140)
(141,785)
-
-
(118,140)
(141,785)
(2.94)
(4.59)

The accompanying notes form part of these financial statements.

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ABN 65 000 144 561

IMPERIAL PACIFIC LIMITED

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Consolidated Statement of Profit or Loss and Other Comprehensive Income for the year ended 30 June 2021

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

2021 2020
Notes $ $
Profit (Loss) for Year (118,140) (141,785)
Other Comprehensive Income (Expense)
Items that will not be recycled through the Income Statement:
Net Realised and Unrealised Gain (Loss) for the period on
securities in the Investment Portfolio: 17 1,597,991 176,094
Total Other Comprehensive Income (Expense) 1,597,991 176,094
Total Comprehensive Income (Expense)
for the year for equity holders 1,479,851 34,309
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The accompanying notes form part of these financial statements.

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ABN 65 000 144 561

IMPERIAL PACIFIC LIMITED

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Consolidated Balance Sheet as at 30 June 2021

Notes
Current assets
Cash and cash equivalents
6
Receivables
7
Total current assets
Non-current assets
Investment - Portfolio
10
Investment - Associated Corporation
10
Right-of-Use Asset
9
Tax Asset
8
Total non-current assets
Total assets
Current liabilities
Trade and other payables
11
Lease Liability
12
Total current liabilities
Non Current liabilities
Tax liabilities
13
Lease Liability
14
Total current liabilities
Total liabilities
Net assets
Equity
Share Capital
15
Reserves
17
Retained Profits (Accumulated losses)
17
Total equity
2021
2020
$
$
48,976
45,898
68,434
981,512
117,410
1,027,410
1,000,266
694,450
6,612,248
3,445,268
20,247
68,840
60,000
65,000
7,692,761
4,273,558
7,810,171
5,300,968
1,276,938
1,915,971
21,924
49,951
1,298,862
1,965,922
75,000
-
-
21,924
75,000
21,924
1,373,862
1,987,846
6,436,309
3,313,122
3,528,869
1,692,585
6,747,433
5,149,442
(3,839,993)
(3,528,905)
6,436,309
3,313,122

The accompanying notes form part of these financial statements.

  • 13 -

ABN 65 000 144 561

IMPERIAL PACIFIC LIMITED

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Consolidated Statement of Changes in Equity for the Year Ended 30 June 2021

Notes
Total Equity at the beginning of the year
Transactions with Equity holders
in their capacity as equity holders:
Contribution to new Equity, after costs
Dividends provided or paid
Total transactions with Equity holders
in their capacity as equity holders:
Income and Expense for Year:
Profit (Loss) for Year
Other Comprehensive Income for the year:
Share of Realised Gain on Investment disposal
Revaluation of Investment Portfolio
17
Provision for Tax on unrealised gains
17
Reduced by Deferred Tax Asset
17
Less:
- Reversal of Revaluation Last Year
17
- Reversal of Deferred Tax Provision Last Year
17
Total recognised income (including unrealised
gains) and expenses for the Year
Total Equity at the end of the year
2021
2020
$
$
3,313,122
3,471,761
1,836,284
-
(192,948)
(192,948)
1,643,336
(192,948)
(118,140)
(141,785)
2,435
-
4,396,491
2,464,185
(1,310,570)
(739,737)
234,083
55,066
(2,464,185)
(2,211,612)
739,737
608,192
1,597,991
176,094
3,123,187
(158,639)
6,436,309
3,313,122

The accompanying notes form part of these financial statements.

  • 14 -

ABN 65 000 144 561

IMPERIAL PACIFIC LIMITED

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Consolidated Cash Flow Statement for the year ended 30 June 2021

Notes
Cash flows from operating activities
Receipts from Customers
(inclusive of goods and services tax)
Cash paid to suppliers and management
(inclusive of goods and services tax)
Interest Received
Dividends Received
Licence Fee Rental Received
Government Grant
Other
Trading Investments - Purchased
Trading Investments - Sold
Net Cash provided by (used in)
operating activities
32
Cash flows from investing activities
Purchase of investments
Proceeds from sale of investments
Net Cash provided by (used in) investing activities
Cash flows from financing activities
Receipts (Payments) - related companies
Repayment - related party
Reduction Lease Liability
New Equity Capital
Dividends Paid
Net Cash used in financing activities
Net increase (decrease) in cash held
Cash at beginning of the financial year
Cash at end of the financial year
6
2021
2020
$
$
143,376
120,294
(344,050)
(205,739)
13
137
120,757
123,928
26,211
25,203
10,000
10,000
23,187
-
-
(18,378)
-
20,967
(20,506)
76,412
(1,903,304)
(91,336)
-
-
(1,903,304)
(91,336)
936,089
(493,642)
(679,206)
713,350
26,668
1,836,285
-
(192,948)
(192,948)
1,926,888
26,760
3,078
11,836
45,898
34,062
48,976
45,898

The accompanying notes form part of these financial statements.

  • 15 -

IMPERIAL PACIFIC LIMITED Notes to the financial statements - 30 June 2021

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Note 1: Summary of significant accounting policies

The financial report is a general purpose financial report that has been prepared in accordance with Accounting Standards, including Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001. International Financial Reporting Standards ("IFRS") form the basis of Australian Accounting Standards ("AASBs") adopted by the AASB. The financial report has been prepared in accordance with AIFRS (Australian Equivalents to International Financial Reporting Standards).

In this report "Group" refers to the consolidated entity and "Company" refers to the parent entity, Imperial Pacific Limited. This financial report consists of financial statements for the consolidated entity which consists of Imperial Pacific Limited and its respective subsidiaries and its equity accounted associate London City Equities Limited.

The Group has tried to adopt "plain English" where possible to assist in information transparency.

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

(a) Basis of Accounting

Imperial Pacific Limited is a listed public company incorporated and domiciled in Australia. It has subsidiary companies also incorporated and domiciled in Australia. The financial statements are prepared using the valuation methods described below for holdings of securities. All other items have been treated in accordance with historical cost convention.

In the application of the Company’s accounting policies described above, the Directors are required to evaluate estimates and judgments that may be incorporated into the financial statements. Estimates and associated assumptions are based on historical experience and assume a reasonable expectation of future events. Actual results may differ from these estimates.

There are no estimates or judgments that have a material impact on the Company’s financial results for the year ended 30 June 2021. All material financial assets are valued by reference to quoted prices and therefore no significant estimates or judgments are required in respect to their valuation. Revisions to accounting policies are recognised in the period in which the estimate is revised.

(b) Principles of Consolidation

A controlled entity is any entity controlled by Imperial Pacific Limited. Control exists where Imperial Pacific Limited has the capacity to dominate the decision-making in relation to the financial and operating policies of another entity so that the other entity operates with Imperial Pacific Limited to achieve the objectives of Imperial Pacific Limited. A list of controlled entities is contained in Note 28 to the financial statements. All inter-company balances and transactions between entities in the economic entity, including any unrealised profits or losses have been eliminated on consolidation.

Where controlled entities have entered or left the economic entity during the year, their operating results have been included from the date control was obtained or until the date control ceased.

The accounts of 39.01% owned London City Equities Limited are included by adopting the equity method of accounting (equity accounted as a 31.15% owned entity in 2020).

(c) Investments: Controlled Entities & Associates

The investments in subsidiary companies are carried at their cost of acquisition less any provision for impairment. Dividends are brought to account in the profit and loss account when they are credited or paid by the controlled entity.

London City Equities Limited is not recognised as a controlled entity because it is a company over which the group is not able to exercise control despite its 39.01% equity ownership, as one other shareholder controls over 40.0%. It is an associated company.

Investments in associated companies are recognised in the financial statements by applying the equity method of accounting.

  • 16 -

IMPERIAL PACIFIC LIMITED Notes to the financial statements - 30 June 2021

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(d) Income Tax Expense

The income tax expense or credit for the period is the tax payable on the current period's taxable income adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the asset bases of assets and liabilities and their carrying amounts in the financial statements and to unused tax losses. Deferred tax assets and liabilities are offset as all current and deferred taxes relate to the Australian Taxation Office and can legally be settled on a net basis.

A tax provision is made for the unrealised gain or loss on Trading Portfolio securities valued at market value through the Income Statement. A tax rate of 26.0% has been adopted (27.5% in 2020). Where non-current Investment Portfolio securities are adjusted for unrealised gains or losses at balance date in the Unrealised Revaluation Reserve an assessed deferred tax liability or asset is created to reflect the applicable tax, even though there may be no intention to dispose of those holdings. The tax sum is applied to the Unrealised Revaluation Reserve on one hand and the deferred tax liability or asset on the other. Where the company might dispose of such securities, tax is calculated on gains made according to the particular parcels allocated to the sale for tax purposes offset against any capital losses carried forward. Imperial Pacific Limited and its wholly-owned subsidiaries have formed an income tax consolidation group under the Tax Consolidation Regime. Imperial Pacific Limited is responsible for recognising the current and deferred tax assets and liabilities for the tax consolidated group. The tax consolidated group has entered a tax sharing agreement whereby each company in the group contributes to the income tax payable in proportion to their contribution to the net profit before tax of the consolidated group.

(e) Investments

The Company has two discrete types of investments. They are Trading Portfolio Financial Assets (Current Assets) and Investment Portfolio Financial Assets (Non-Current Assets).

All investments are initially recognised at the fair value of the consideration paid. After initial recognition, investments (classified as either Trading or Investment Portfolio) are measured at their fair value. Fair value of listed securities is determined by reference to the last sale price at the close of business at balance date. Gains on Trading Portfolio investments are recognised in the Income Statement. Gains on Investment Portfolio securities are recognised as a separate component of equity until the investment is sold, collected or otherwise disposed of.

Dividend income is only taken to account when the right to receive a dividend is established, interest revenue being recognised on a proportional basis taking into account interest rates applicable to the financial assets.

(f) Non-Current Assets

The carrying amounts of all non-current assets other than investments are reviewed at least annually to determine whether they are in excess of their recoverable amount. If the carrying amount of a non-current asset exceeds the recoverable amount, the asset is written down to the lower value. In assessing recoverable amounts, the relevant cash flows have been discounted to their present value.

(g) Derivatives

The economic entity is from time to time exposed to fluctuations in interest rates from its activities. It is not the policy of the economic entity to use derivative financial instruments. The economic entity does not hedge its exposure to interest rate fluctuations. It has no foreign exchange exposure.

(h) Employee Entitlements

The company has no employees.

(i) Cash and cash equivalents

For cash flow statement presentation purposes, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

(j) Financial Risk issues

The economic entity has in place risk management controls supervised by the Board and the Audit, Compliance and Risk Management Committee. Risk issues are explained further in Note 19 of the financial statements.

(k) Goods and Services Tax

Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the Australian Taxation Office (ATO). In this case it is recognised as part of the cost of the acquisition of the asset or as part of the expense.

Receivables and payables are stated inclusive of the amount of GST receivable or payable where invoiced. The net amount of GST recoverable from, or payable to the ATO is included with other payables in the balance sheet. Cash Flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are recoverable from, or payable to the ATO, are reported as operating cash flow.

  • 17 -

IMPERIAL PACIFIC LIMITED

Notes to the financial statements - 30 June 2021

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(l) Revenue

Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets.

Dividend revenue is recognised when the right to receive a dividend has been established. Revenues from the rendering of a service is recognised upon meeting the relevant performance obligations. Management revenue is recognised on an accruals basis.

(m) Leases

The lease liability is measured at the present value of the lease payments still to be paid, discounted at the interest rate implicit in the lease. Lease payments included in the measurement of the lease liability include fixed lease payments less any lease incentive, amounts expected to be payable by the lessee under residual values guarantees, exercise of options and penalties for terminating the lease.

The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made, initial direct costs, less accumulated depreciation and impairment losses, if any.

(n) New Standards and interpretations not yet adopted.

The Australian Accounting Standards Board has issued a number of new and amended Accounting Standards and Interpretations that have mandatory application dates for future reporting periods. The reported results and position of the Company will not change on adoption of these pronouncements as they do not result in any changes to the Company’s existing accounting policies. Adoption will, however, result in changes to information currently disclosed in the financial statements. The Group does not intend to adopt any of these pronouncements before their effective date.

(o) Financial Statements Approval

The financial statements were authorised for issue by the Board of Directors on 18 August 2021.

Note 2. Segmental information

During 2020/21 the economic entity acted mainly in the investment and financial services sectors in Australia.

2021
Revenue
Investment /other revenue
Segment Result
Profit (Loss) after Tax
Segment Assets
Segment Liabilities
Net cash inflow from operating activities
Share of net profits (losses) of equity accounted associates
Carrying amount of investment in Associates accounting
for using the equity accounting method
2020
Revenue
Investment /other revenue
Segment Result
Profit (Loss) after Tax
Segment Assets
Segment Liabilities
Net cash inflow from operating activities
Share of net profits (losses) of equity accounted associates
Carrying amount of investment in Associates accounting
for using the equity accounting method
Investment
Financial Consolidated
Services
$
$
$
44,309
179,587
223,896
(66,268)
(51,872)
(118,140)
7,709,036
101,135
7,810,171
(713,469)
(660,393)
(1,373,862)
17,555
(38,061)
(20,506)
(11,380)
-
(11,380)
6,612,248
-
6,612,248
$
$
$
48,053
153,165
201,218
(57,241)
(84,545)
(141,786)
5,185,661
115,307
5,300,968
(957,986)
(1,029,860)
(1,987,846)
(180,999)
(180,999)
14,960
-
14,960
3,445,268
-
3,445,268
  • 18 -

IMPERIAL PACIFIC LIMITED

Notes to the financial statements - 30 June 2021

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Note 3. Revenue 2021 2020
From continuing operations $ $
Dividends Received 23,640 26,948
Interest Received 13 138
Management Fees Received:
- Base Management Fee 143,376 117,962
- Performance Fee - -
Licence Fee Revenue - Premises 26,211 25,203
Sales - Trading Investments 20,967
Other 30,656 10,000
Total Revenue 223,896 201,218
Share of net profit (loss) of associate accounted (11,380) 14,960
Note 4. Profit from ordinary activities
Net gains and expenses
Profit from ordinary activities before income tax has been determined after:
(a) Expenses
Auditors Fees (Note 21) (25,450) (24,000)
Depreciation re Lease (Note 24) (48,593) (48,593)
Directors fees (Note 20) (60,000) (60,000)
Directors superannuation (Note 20) (5,700) (5,700)
Interest - re Lease (Note 24) (2,472) (4,849)
Professional fees - director related (138,960) (129,600)
Other Expenses (49,481) (66,843)
Total Operating Expenses (330,656) (339,585)
Cost of Trading Investments Sold - (18,378)
Net Operating Profit (Loss) before Tax (118,140) (141,785)
(b) Revenue and net gains
Management fee - associated company - Base fee 143,376 117,962
Note 5. Income Tax Expense
(a) The components of income tax expense comprise:
Current Tax - -
- -
(b) The income tax expense for the financial year differs from
the amount calculated on the profit. The differences are
reconciled as follows:
Profit (Loss) from ordinary activities before income tax (118,140) (141,785)
Income tax credit calculated at 26.0% (27.5% - 2020) 30,716 38,991
Plus (Less): Tax Effect of :
- Rebatable fully franked dividends (30,716) (38,991)
Income tax benefit (expense) - -
(c) Amounts recognised directly in equity:
Decrease (Increase) in deferred tax liabilities relating
to capital gains tax on the increase in unrealised
changes in values of the investment portfolio (336,750) (76,479)
(d) Deferred tax assets not recognised
No future income tax benefit has been brought to account in the accounts in respect of estimated tax losses of :
Revenue Losses 1,250,000 1,070,000
Capital Losses - -

These losses have not been confirmed by the tax authorities. The taxation benefits will only be obtained if:

  • (i) Assessable income is derived of a nature and of amount sufficient to enable the benefit of the deductions to be realised;

  • (ii) Conditions for deductibility imposed by the law complied with; and

(iii) No changes in tax legislation adversely affect the realisation of the benefit and of the deductions.

  • 19 -

IMPERIAL PACIFIC LIMITED

Notes to the financial statements - 30 June 2021

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2021 2020
Note 6. Cash and Cash Equivalents $ $
Cash at Bank and on Hand 48,976 45,898
48,976 45,898
Note 7. Current assets - Receivables
Other Debtors 64,888 41,877
Amounts receivable from: (payable to)
Associated Company 3,546 939,635
68,434 981,512
Note 8. Non current assets - Tax
Current Tax Asset 60,000 65,000
60,000 65,000
Note 9. Non current assets - Right-to-Use Asset
Right to Use Asset - Lease 20,247 68,840
20,247 68,840
Note 10. Non current assets - Investment Portfolio
Listed investments
Shares in other corporations - Listed - at Market Value 969,714 663,516
Shares in other corporations - Unlisted - at Market Value 30,552 30,934
1,000,266 694,450
Shares in associated corporation - at fair value 6,612,248 3,445,268
6,612,248 3,445,268
Note 11. Current Liabilities - Payables
Directors or their Director Related Entities 1,158,524 1,837,730
Other Creditors 118,414 78,241
1,276,938 1,915,971
Note 12. Current Liabilities - Lease Liability
Least Liability - Premises 21,924 49,951
Note 13. Non-Current Liabilities - Tax Liabilities
Income Tax 75,000 -
Note 14. Non-Current Liabilities - Lease Liability
Lease Liability - Premises - 21,924
Note 15. Share Capital
(a) Share capital $ $
4,939,474 (2020: 3,087,171) fully paid ordinary shares 3,528,869 1,692,585
(b) Movement in ordinary share capital:
Balance at beginning of accounting period 1,692,585 1,692,585
Movements during the year - Pari Passu Rights Issue 1,836,284 -
Balance at reporting date 3,528,869 1,692,585
(c) Movement in ordinary share numbers:
Balance at beginning of accounting period 3,087,171 3,087,171
Movements during the year - Pari Passu Rights Issue 1,852,303 -
Balance at reporting date 4,939,474 3,087,171
(d ) Ordinary Shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the company in
proportion to the number and amounts paid on the shares. On a show of hands every holder of ordinary shares
present at a meeting in person or by proxy, is entitled to one vote, and upon a poll is entitled to one vote.
  • 20 -

IMPERIAL PACIFIC LIMITED

Notes to the financial statements - 30 June 2021

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Note 16. Capital Management

The Company's objective in managing capital is to continue to provide shareholders with attractive investment returns over the medium to longer term through access to investment management fee income, a steady stream of fully-franked dividends, minimum gearing and enhancement of capital invested. These goals include paying dividends that will, over time, grow faster than the rate of inflation. The company recognises that its capital will fluctuate in accordance with market conditions and the performance of its underlying investments. It may adjust the dividends paid, issue new shares from time to time or buy-back its shares or sell assets to minimise debt.

Note 17. Reserves and retained profits
(a) Reserves - as per below
Realised Capital Gains Reserve
Unrealised Revaluation Reserve
Realised Capital Gains Reserve
Balance at 1 July 2020
Realisation Gain (Loss) - Investment Portfolio
Balance at 30 June 2021
Unrealised Revaluation Reserve
Balance at 1 July 2020
Add Back Previous Revaluation of Portfolio
Add Back previous Provision for Tax
Revaluation of Investment Portfolio
Less Provision for Tax on Unrealised Gains
Additional Tax Reduction due to Past Losses
Balance at 30 June 2021
(b) Retained Profits / (Accumulated losses)
Retained Earnings (Accumulated losses)
- beginning of the financial year
Net gain (loss) loss attributable to members of Imperial
Pacific Limited
Dividends paid
Balance at 30 June 2021
(c) Net Realised and Unrealised Gains in the Period
Realised Gain (Loss)
Unrealised Gain (Loss)
2021
2020
$ $ 2,850,485
2,848,050
3,896,948
2,301,392
6,747,433
5,149,442
2,848,050
2,848,050
2,435
-
2,850,485
2,848,050
2,301,392
2,125,298
(2,464,185)
(2,211,612)
739,737
608,192
4,396,491
2,464,185
(1,310,570)
(739,737)
234,083
55,066
3,896,948
2,301,392
(3,528,905)
(3,194,172)
(118,140)
(141,785)
(192,948)
(192,948)
(3,839,993)
(3,528,905)
2,435
-
1,595,556
176,094
1,597,991
176,094

(d) Nature and purpose of reserves

Realised Capital Gains Reserve

The Realised Capital Gains Reserve records gains from the sale of non-current assets. The reserve may be used for the distribution of bonus shares to shareholders and is available for the payment of cash dividends as permitted by law.

Unrealised Revaluation Reserve

The Unrealised Revaluation Reserve is used to record increments and decrements on the revaluation of non-current Investment Portfolio assets, as described in the accounting policies, adjusted to reflect the applicable deferred tax liability or asset.

  • 21 -

IMPERIAL PACIFIC LIMITED

Notes to the financial statements - 30 June 2021

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2021 2020
$ $
Note 18. Dividends
(a) Dividends Payable
Dividend paid - Fully Franked 12 Oct 2020 (192,948) (192,948)
Dividend proposed - Fully Franked 14 Oct 2021 (308,717) (192,948)
Note: The company will have in place a Dividend Reinvestment Plan for the 2021 dividend.
(b) Franking credits
Franking credit tax component available for
dividends in future years 435,000 450,000
Fully franked dividends possible at tax rate of 26.0% 1,238,000 1,186,364
Note: The above amounts represent the balance of the franking account as at the end of the financial year,
adjusted for franking credits and debits arising from payment of tax liabilities and receipt of franked dividends.

Note 19. Financial instruments and risk

A. Financial instruments - fair value of financial assets and liabilities

Accounting Standards require the disclosure of fair value measurements by level of the following fair value measurement hierarchy:

Level 1 - Quoted prices in active markets for identical assets or liabilities

Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and

Level 3 - Inputs for the asset or liabilities that are not based on observable market data (unobservable inputs).

2021 Allocation Level 1 Level 2 Level 3 Total
Financial assets $ $ $ $
Cash & cash equivalents 48,976 48,976
Receivables 68,434 68,434
Portfolio Investments 969,714 30,552 1,000,266
Investment - Associated Corporation 6,612,248 6,612,248
Financial liabilities
Other creditors 1,276,938 1,276,938
2020 Allocation Level 1 Level 2 Level 3 Total
Financial assets $ $ $ $
Cash & cash equivalents 45,898 45,898
Receivables 981,512 981,512
Portfolio Investments 663,516 30,934 694,450
Investment - Associated Corporation 3,445,268 3,445,268
Financial liabilities
Other creditors 1,915,971 1,915,971

B. Risk Considerations - Main factors

The Group's activities expose it to various financial risks, mainly market risk, credit risk and liquidity risk. Risk management is carried out by senior management under policies and strategies approved by the Board and the Audit, Compliance and Risk Management Committee. The Group is not directly exposed to currency risk.

(a) Market Risk

This is the risk that the fair value of future cash flows of financial instruments may fluctuate because of changes in market prices that depend on many factors, including economic conditions, corporate profitability and management competence. The group seeks to reduce market risk by adhering to the prudent investment guidelines of its board, including guidelines in respect of industry status, investee position in the industry, performance outlook, management skills and level of stategic shareholding acquired. Price and Interest Rate risk issues are shown below.

  • 22 -

IMPERIAL PACIFIC LIMITED

Notes to the financial statements - 30 June 2021

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Note 19. Financial instruments and risk (Cont'd)

(a) (i) Price Risk

The Group is exposed to price risk in relation to equities securities and convertible loan notes. These arise from: - Investments held by the Group and classified on the balance sheet as either Trading or Portfolio; and - Exposure to adverse movements in equity prices which may have negative flow-on effects to the revenue derived from the management of clients' investment portfolios.

The Group is not directly exposed to commodity price risk or derivative securities risk.

Price Risk Sensitivity Analysis:

The table below summarises the pre-tax impact of both a general fall and general increase in stock-market prices on listed equity securities by 10%. The analysis is based on the assumption that the movements are spread equally over all assets in the investment and trading portfolios. It assumes no performance fees payable from managed funds.

from managed funds.
--------- 2021 -------- --------- 2020 --------
10.0% 10.0% 10.0% 10.0%
increase in decrease in increase in decrease in
market prices market prices market prices market prices
$ $ $ $
Impact on Profit (Pre tax) 17,236 (17,236) 11,153 (11,153)
Impact on Equity (Pre tax) 761,251 (761,251) 413,972 (413,972)

(a) (ii) Interest Rate Risk

This is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. At balance date the Group had money on deposit with its bankers. As such, the Group's revenues and assets are subject to interest rate risk to the extent that the cash rate might fall over any given period. Given that the Group does not have any interest bearing liabilities at balance date, however, the Board and management do not consider it necessary to hedge the group's exposure to interest rate risk.

Interest Rate Risk Sensitivity Analysis:

The table below summarises the pre-tax impact of both a decrease and an increase in interest rates by 100 basis points (1.00%). The analysis is based on the assumption that the change is based on the amounts of cash at bank and cash at year end.

cash at bank and cash at year end.
--------- 2021 -------- --------- 2020 --------
100 bps 100 bps 100 bps 100 bps
increase in decrease in increase in decrease in
Interest Rate Interest Rate Interest Rate Interest Rate
$ $ $ $
Impact on profit (pre-tax) 490 (490) 459 (459)

(b) Credit Risk

The credit risk on the financial assets of the entity is the risk that one party to a financial instrument may cause a financial loss for the other party by failing to discharge an obligation. This credit risk for Imperial Pacific is minimised by its policy of placing surplus funds with the company's bankers.

(b) (i) Cash and Cash Equivalents

The credit risk of the Group in relation to cash and cash equivalents in the carrying amount and any accrued unpaid interest. The average weighted maturity of the cash portfolio at any time is no greater than 90 days. The credit quality of cash deposits and equivalents can be assessed by reference to external credit ratings.

2021 2020
Cash at bank and short-term bank deposits $ $
- Credit Rating (Short) AA - 48,976 45,898

(b) (ii) Trade and sundry receivables

The credit risk of the Group in relation to trade and sundry receivables is their carrying amounts. The sums are minor and relate mainly to accrued unpaid interest and prepayments. The risk is mitigated by internal monitoring.

  • 23 -

IMPERIAL PACIFIC LIMITED

Notes to the financial statements - 30 June 2021

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Note 19. Financial instruments and risk (Cont'd)

(c) Liquidity Risk

This risk is that experienced by an entity when it has difficulties meeting its financial obligations. The Imperial Pacific consolidated entity has no formal external borrowings, although it has temporary related party director advances of $1,158,524 at 30 June 2021 which carry no interest and a 90 day prior repayment notice. Imperial Pacific manages maturity balances of deposits, marketable securities and cash flows carefully. The The Group's management and its Board actively review the liquidity position on a regular basis to ensure that the Group can always meet its commitments, including investment programmes.

(c) (i) Maturities of financial assets

(c) (i) Maturities of financial assets
The following table details the Group's maturity periods of its financial assets. This table has been prepared
based on the fair values of financial assets as at 30 June and according to the committed deposit maturing
dates. Estimates are continually evaluated and are based on historical experience and expectations which
are considered reasonable. 2021 2020
To 30 days
$
113,864
$ 87,775
90 - 120 days
$
-
$ 939,635
Long Term
$
7,612,514
$ 4,139,718

(c) (ii) Maturities of financial liabilities

The following table details the Group's maturity periods of its financial liabilities. This table has been prepared based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Group is liable to meet its obligations. The table includes both interest (where applicable) and principal cash flows.

2021 2020
To 30 days 118,414 78,241
90 - 120 days 1,158,524 1,887,681
Long Term 21,924 21,924

NOTE: Of the 2021 financial liabilities due within 90 days, $1,158,524 has been provided by a Director pending the Company concluding alternative investment scenarios that are being considered. The Director has given written assurances that the sums are interest free and subject to 90 day prior notice for repayment.

Note 20. Directors and Executives' Remuneration

(a) Names and positions held of parent entity directors and specified executives in office at any time during the financial year are:

Parent Entity Directors:

Mr P E J Murray - Chairman Mr DG Butel - Director - Non-Executive Mr NE Schafer - Director - Non-Executive

(b) Parent Entity Directors' Remuneration Parent Entity Directors' Remuneration Primary Post Other Total
2021 Salary, Fees & Superannuation Employment
Commissions Contributions
Mr P E J Murray 138,960 - - - 138,960
Mr D G Butel 30,000 2,850 - - 32,850
Mr N E Schafer 30,000 2,850 32,850
198,960 5,700 - - 204,660
2020
Mr P E J Murray 129,600 - - - 129,600
Mr D G Butel 30,000 2,850 - - 32,850
Mr N E Schafer 30,000 2,850 32,850
189,600 5,700 - - 195,300
(c) Shareholdings
Number of Shares held by Parent Entity Directors / Specified Executives
Balance Received as Options Balance
1.07.20 Remuneration Exercised Net change * 30.06.21
Mr P E J Murray 1,209,105 - - 1,074,232 2,283,337
Mr D G Butel 36,800 - - 67,080 103,880
Mr N E Schafer 4,000 - - 18,399 22,399
1,249,905 - - 1,159,711 2,409,616
  • Net change refers to shares purchased or sold during the financial year.

  • 24 -

Notes to the financial statements - 30 June 2021

IMPERIAL PACIFIC LIMITED

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Note 20. Directors and Executives' Remuneration (Cont'd)

(d) Remuneration Practices

The company's policy for determining the nature and amount of emoluments of board members and senior executives of the company is as follows:

  1. The remuneration arrangements for directors are determined by the shareholders in general meeting. From time to time the Board may submit proposals to increase the fees, which are presently have a maximum of $125,000. The company has scope to remunerate Directors for special duties that may be requested on occasion. Mr Murray does not receive Directors Fees from the Company.

  2. The company has no formal executives. In the case of Mr Murray his remuneration is based on an assessment of his experience, performance and tasks undertaken through the year where, in the main, an hourly fee of $80 is payable, plus a share of corporate advisory fee income, if any.

  3. The company has a Remuneration Committee in operation.

Note 21. Auditor's Remuneration
Remuneration for audit or review of the financial
reports of the parent or any entity in the economic entity
Cutcher & Neale - Assurance services
Remuneration for other services:
Cutcher & Neale - Other compliance services
Total
2021
2020
$
$
20,200
19,000
5,250
5,000
25,450
24,000

Note: Imperial Pacific Limited's Audit, Compliance and Risk Management Committee oversees the audit relationship, including reviewing with the Board the scope of the audit and the proposed fee.

Note 22. Legal Matter - Ernst & Young

Legal action has taken place with Penrice Soda Holdings Limited ("Penrice") since 2010. On 31 July 2014 liquidators were appointed over Penrice and the operations closed. Associate London City, whose portfolio is managed by Imperial Pacific Group incurred serious losses. During 2018 London City, Imperial Pafic and other plaintiffs took legal proceedings in the Supreme Court of NSW against Ernst & Young, former auditor of Penrice, seeking appropriate recompense. The Court judgment of 1 August 2019 held that the claim be accepted and that there was a tenable case on the question of duty of care owed to shareholders altering their behaviour due to EY's conduct as auditors. Proceedings have continued and in May 2021 orders agreed for discovery and mediation to be completed by 15 October 2021. The damages have been assessed by an Expert Forensic Accountant. Directors estimate the value to be $14.7 million as at 30 June 2021. Imperial Pacific group seeks recompense for costs and lost management fees. At this date there is insufficient information to estimate the extent of future benefits or costs that may arise.

Note 23. Contingent liabilities

Directors report that the legal action taking place regarding Ernst & Young may carry some contingent cost liabilities, together with minor bank guarantee arrangements regarding office rentals. Otherwise, the Directors are not aware of any contingent liabilities that may impact on the company.

Note 24. Capital and Leasing commitments

  • (a) Capital Expenditure Commitments

There are no material capital commitments outstanding at year end.

These commitments represent non-cancellable operating leases relating to office premises.

(b) Impact of AASB 16: Leases on the Group during the year ended 30 June 2021:
Lease liability balance at 30 June 2021 21,924
Right-of-use assets at 30 June 2021 20,247
Cost - Interest component during the year (2,472)
Cost - Depreciation component during the year (48,593)
  • 25 -

IMPERIAL PACIFIC LIMITED

Notes to the financial statements - 30 June 2021

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Note 25. Employee entitlements

There is no pension scheme within the immediate group entities as at 30 June 2021. The company has no formal employees.

Note 26. Related Party transactions

Directors

The names of persons who were Directors of Imperial Pacific Limited at any time during the financial year were Mr P.E.J.Murray, Mr D.G. Butel and Mr N.E. Schafer..

Each Director was also a Director of associated company London City Equities Ltd during the same period. Each Director took up his Rights Issue entitlement fully and supported the raising of the Issue funds sought. An associated party of Mr Murray underwrote the $1.8 million Rights Issue in late 2020 for no fee. A number of parties acted as sub-underwriters to the issue and supported the shortfall.

Remuneration

Information on remuneration of directors is disclosed in Note 20.

Other related parties

Other related parties Other related parties
Aggregate amounts included in the determination of operating profit before income tax that resulted from
transactions with each class of other related parties: 2021 2020
Management fee revenue $ $
Associated corporation - London City Equities Limited 143,376 117,962

Aggregate amounts receivable from, and (payable to), each class of other related parties at balance date: Current payables

Director related advance - PEJ Murray - interest free - see Note 11. 1,158,524 1,837,730 Current receivables Associated entity (intercompany balance) - interest free 3,546 939,635 Each Director also received director fee remuneration from the associated corporation, London City Equities Limited, based on $30,000 each per annum.

Note 27. Group Parent Entity - Imperial Pacific Limited

The ultimate parent company is Imperial Pacific Limited (ABN 65 000 144 561) which was incorporated on 13 December 1954. Its investments in subsidiary entities are shown in the following note. The parent entity's financial statements show the following summarised amounts:

(a) Balance Sheet
Current Assets
Non current Assets
Total Assets
Current Liabilities
Non Current Liabilities
Total Liabilities
Net Assets
(b) Shareholders Equity
Issued Capital
Capital Profits Reserve
Unrealised Revaluation Reserve
Retained Profits (Accumulated Losses)
(c) Profit and Loss Account
Total Income
Total Expenses
Net Profit (Loss) Before Tax
Tax Credit (Expense)
Net Profit (Loss) after Tax
(d) Contingent Liabilities
------ Parent Entity ------
2021
2020
136,125
792,240
12,448,504
9,964,953
12,584,629
10,757,193
(1,857,216)
(2,290,194)
(6,223,594)
(5,979,118)
(8,080,810)
(8,269,312)
4,503,819
2,487,881
3,528,869
1,692,585
2,647,973
2,647,973
1,388,661
901,697
(3,061,684)
(2,754,374)
4,503,819
2,487,881
230,721
220,443
(345,083)
(336,932)
(114,362)
(116,489)
-
-
(114,362)
(116,489)

The parent company has no known contingent liabilities.

(e) Contractual Commitments

As stated in Note 24 the parent company has office leasing liability of $20,247 at balance date ($71,875 in 2020. There are no capital purchase commitments.

  • 26 -

IMPERIAL PACIFIC LIMITED

Notes to the financial statements - 30 June 2021

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Note 28. Investment in controlled entities

The ultimate parent company Imperial Pacific Limited has the following direct and indirect investments in subsidiary companies:

in subsidiary companies:
Name of Entity Country of Class of
Equity holding Cost of parent entity's
Incorpn shares investment
2021 2020 2021 2020
Imperial Pacific Asset Management % % $ $
Pty Limited Australia Ordinary Shares 100 100 1,000,000 1,000,000
Imperial Pacific Fund Managers
Pty Limited Australia Ordinary Shares 100 100 1,700,000 1,700,000
Imperial Pacific Resources
Pty Limited Australia Ordinary Shares 100 100 * *

Note: Imperial Pacific Asset Management Pty Ltd and Imperial Pacific Fund Managers Pty Ltd are 100% directly controlled by Imperial Pacific Limited. Imperial Pacific Resources Pty Limited is wholly owned by Imperial Pacific Fund Managers Pty Limited.

Note 29. Investment in associate
Consolidated
Parent Entity
Name of company
Ownership Interest
carrying amount
carrying amount
2021
2020
2021
2020
2021
2020
Traded on organised markets:
$ $ $ $ London City Equities Limited
Limited
39.01%
31.15%
6,612,248
3,445,268
3,667,343
1,773,985
(Incorporated in Australia)
Strategic holding company investing in shares and deposits.
6,612,248
3,445,268
3,667,343
1,773,985
Consolidated
carrying amount
2021
2020
Movements in carrying amounts of investments in associate
$
$
Carrying amount at the beginning of the financial year
3,445,269
3,328,548
Additional Equity Purchased
1,893,358
4,415
Net Increase (Reduction) in Reserves
1,382,118
194,325
Share of operating profit (loss) after income tax
(11,380)
14,960
Less dividends received from associates
(97,117)
(96,979)
Carrying amount at the end of the financial year
6,612,248
3,445,269
Results attributable to associate
$
$
Operating profits (loss) after income tax
(11,380)
14,960
Less dividends received
(97,117)
(96,979)
(108,497)
(82,019)
Retained profits attributable at beginning of the financial year
1,663,428
1,745,447
Retained profits attributable at the end of the financial year
1,554,931
1,663,428
Reserves attributable to associate
Capital Reserves
1,389,975
7,856
Share of associate's contingent liabilities
Nil
Nil
Share of associate's expenditure commitments
Nil
Nil
Summary of the performance and financial position of associates
The aggregate profits, assets and liabilities of associates are:
Profits (loss) from ordinary activities after income tax
(29,170)
48,029
Assets
19,609,225
13,377,054
Liabilities
(3,373,659)
(3,101,989)
Net Assets
16,235,566
10,275,065
Note 29. Investment in associate
Consolidated
Parent Entity
Name of company
Ownership Interest
carrying amount
carrying amount
2021
2020
2021
2020
2021
2020
Traded on organised markets:
$ $ $ $ London City Equities Limited
Limited
39.01%
31.15%
6,612,248
3,445,268
3,667,343
1,773,985
(Incorporated in Australia)
Strategic holding company investing in shares and deposits.
6,612,248
3,445,268
3,667,343
1,773,985
Consolidated
carrying amount
2021
2020
Movements in carrying amounts of investments in associate
$
$
Carrying amount at the beginning of the financial year
3,445,269
3,328,548
Additional Equity Purchased
1,893,358
4,415
Net Increase (Reduction) in Reserves
1,382,118
194,325
Share of operating profit (loss) after income tax
(11,380)
14,960
Less dividends received from associates
(97,117)
(96,979)
Carrying amount at the end of the financial year
6,612,248
3,445,269
Results attributable to associate
$
$
Operating profits (loss) after income tax
(11,380)
14,960
Less dividends received
(97,117)
(96,979)
(108,497)
(82,019)
Retained profits attributable at beginning of the financial year
1,663,428
1,745,447
Retained profits attributable at the end of the financial year
1,554,931
1,663,428
Reserves attributable to associate
Capital Reserves
1,389,975
7,856
Share of associate's contingent liabilities
Nil
Nil
Share of associate's expenditure commitments
Nil
Nil
Summary of the performance and financial position of associates
The aggregate profits, assets and liabilities of associates are:
Profits (loss) from ordinary activities after income tax
(29,170)
48,029
Assets
19,609,225
13,377,054
Liabilities
(3,373,659)
(3,101,989)
Net Assets
16,235,566
10,275,065
Note 29. Investment in associate
Consolidated
Parent Entity
Name of company
Ownership Interest
carrying amount
carrying amount
2021
2020
2021
2020
2021
2020
Traded on organised markets:
$ $ $ $ London City Equities Limited
Limited
39.01%
31.15%
6,612,248
3,445,268
3,667,343
1,773,985
(Incorporated in Australia)
Strategic holding company investing in shares and deposits.
6,612,248
3,445,268
3,667,343
1,773,985
Consolidated
carrying amount
2021
2020
Movements in carrying amounts of investments in associate
$
$
Carrying amount at the beginning of the financial year
3,445,269
3,328,548
Additional Equity Purchased
1,893,358
4,415
Net Increase (Reduction) in Reserves
1,382,118
194,325
Share of operating profit (loss) after income tax
(11,380)
14,960
Less dividends received from associates
(97,117)
(96,979)
Carrying amount at the end of the financial year
6,612,248
3,445,269
Results attributable to associate
$
$
Operating profits (loss) after income tax
(11,380)
14,960
Less dividends received
(97,117)
(96,979)
(108,497)
(82,019)
Retained profits attributable at beginning of the financial year
1,663,428
1,745,447
Retained profits attributable at the end of the financial year
1,554,931
1,663,428
Reserves attributable to associate
Capital Reserves
1,389,975
7,856
Share of associate's contingent liabilities
Nil
Nil
Share of associate's expenditure commitments
Nil
Nil
Summary of the performance and financial position of associates
The aggregate profits, assets and liabilities of associates are:
Profits (loss) from ordinary activities after income tax
(29,170)
48,029
Assets
19,609,225
13,377,054
Liabilities
(3,373,659)
(3,101,989)
Net Assets
16,235,566
10,275,065
6,612,248 3,445,268
3,667,343
1,773,985
Consolidated
carrying amount
2021
2020
$
$
3,445,269
3,328,548
1,893,358
4,415
1,382,118
194,325
(11,380)
14,960
(97,117)
(96,979)
6,612,248
3,445,269
$
$
(11,380)
14,960
(97,117)
(96,979)
(108,497)
(82,019)
1,663,428
1,745,447
1,554,931
1,663,428
1,389,975
7,856
Nil
Nil
Nil
Nil
(29,170)
48,029
19,609,225
13,377,054
(3,373,659)
(3,101,989)
16,235,566
10,275,065
  • 27 -

IMPERIAL PACIFIC LIMITED

Notes to the financial statements - 30 June 2021

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Note 30. Economic dependency

The major business activities of the group during the year 2020/21 were the management of the London City Equities portfolio, portfolio investment, economic and research monitoring and the participation in legal action relating to the Penrice Soda collapse.

The 39.01% owned London City Equities at 30 June 2021 owns interests in companies in the financial services sector. Together with that indirect interest Imperial Pacific has its own interests in the same sector. Accordingly the group has dependency on the financial services sector.

Note 31. Events occurring after balance date

As reported in Notes 22 and 23 above, London City and other parties (including a subsidiary of Imperial Pacific) are pursuing legal proceedings in the Supreme Court of NSW against Ernst & Young, the former auditors of Penrice Soda (now in liquidation). These proceedings are active and court has ordered parties to complete discovery and mediation by 15 October 2021.

The Directors have declared a fully franked dividend of 6.25 cents per share for 2021. This is not shown in the accounts.

Note 32. Cash Flow Information

Note 32. Cash Flow Information
Reconciliation of operating profit after income tax 2021 2020
to net cash inflow from operating activities: $ $
Operating Profit (Loss) after Income Tax (118,140) (141,785)
Non cash flows in operating profit / (loss) :
Dividend Received - Associated Company 97,117 96,979
Equity Accounted Interest in Associated Company 11,380 14,960
Depreciation 48,593 48,593
Changes in Operating Assets and Liabilities
(Increase) Decrease in other Operating Debtors (21,524) 26,499
Increase (Decrease) in other Operating Creditors (37,932) 31,166
Net Cash used by Operating Activities (20,506) 76,412
Cash Balances at Year End comprise:
Cash at Bank and on hand (Note 6) 48,976 45,898
Balance as per Cash Flow Statement 48,976 45,898
Note 33. Earnings per share 2021 2020
Basic and Diluted Earnings per share Cents -2.94 -4.59
(No dilution as no options in existence)
Weighted average number of ordinary shares during the year
used in the calculation of basic EPS 4,013,323 3,087,171

  • 28 -

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Imperial Pacific Limited

ABN 65 000 144 561

Directors' Declaration

In the opinion of the Directors of Imperial Pacific Limited (“the company”):

  • (a) the financial statements and notes as set out on pages 11 to 28 are in accordance with the Corporations Act 2001 including

  • a. complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and

  • b. complying with International Accounting Standards as indicated in Note 1; and

  • c. giving a true and fair view of the Company’s and consolidated entity’s financial position as at 30 June 2020 and of its performance, as represented by the results of their operations, changes in equity and their cash flows, for the financial year on that date; and

  • (b) there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable; and

  • (c) the audited remuneration disclosures set out in the financial report comply with Accounting Standards AASB 124 Related Party Disclosures and the Corporations Regulations 2001; and

  • (d) the Directors have been given the declarations by the effective chief executive officer and the effective chief financial officer required by Section 295A of the Corporations Act 2001.

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

P. E. J. MURRAY, Director

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D. G. BUTEL, Director

Sydney

Dated: 29 September 2021

  • 29 -

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Auditors Independence Declaration under Section 307C of the Corporations Act 2001

To the Directors of

IMPERIAL PACIFIC LIMITED AND CONTROLLED ENTITIES ABN 65 000 144 561

I declare that to the best of my knowledge and belief, during the year ended 30 June 2021 there have been:

  • i) no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and

  • ii) no contraventions of any applicable code of professional conduct in relation to the audit.

Cutcher & Neale Chartered Accountants

==> picture [75 x 40] intentionally omitted <==

M. J. O'Connor Partner

NEWCASTLE

29 September 2021

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  • 30 -

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Independent Audit Report to the Members of

IMPERIAL PACIFIC LIMITED AND CONTROLLED ENTITIES ABN 65 000 144 561

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of Imperial Pacific Limited and Controlled Entities (the Group), which comprises the consolidated statement of financial position as at 30 June 2021, 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 statements, including a summary of significant accounting policies, and the directors' declaration.

In our opinion, the accompanying financial report of Imperial Pacific Limited and Controlled Entities is in accordance with the Corporations Act 2001, including:

  • (i) giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its financial performance for the year then ended; 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. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance about whether the financial report is free form material misstatement. 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 auditor independence requirements of 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 (including Independence Standards) (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.

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  • 31 -

Independent Audit Report to the Members (cont'd)

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 for the current year. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled our responsibilities described in the Auditor’s Responsibilities for the Audit of the Financial report section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the financial report. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our opinion on the accompanying financial report.

Investment Valuation

The Group’s primary activity is investment in other companies and its main asset is an investment portfolio consisting primarily of listed equities, an investment in an associated company, also listed on the ASX, and cash deposits. As at 30 June 2021, the value of investments (refer to note 10 to the financial statements) amounted to $7.612M representing 97% of total assets held by the Group.

The Group’s accounting policy with respect to Controlled Entities and Associates is disclosed in note 1(c) to the financial statements.

The Group’s accounting policy describes the distinction between the “Trading Portfolio” and the “Investment Portfolio” (refer to note 1(e) to the financial statements) with both asset classes recorded at fair value in accordance with Accounting Standard AASB 9 Financial Instruments.

The distinction between “Trading” and “Investment” portfolio assets can have a significant impact on the financial report as changes in market value of the former are recorded in the Income Statement and the latter within a separate reserve within equity. The classification and valuation of investments within the Investment Portfolio, and the tax effect of unrealised gains or losses, (refer to note 17(a) to the financial statements) is considered a key area of focus.

How our audit addressed this key audit matter

In obtaining sufficient audit evidence we:

  • a) Assessed the classification of each investment as either Trading or Investment Portfolio assets in accordance with the Group’s accounting policy

  • b) Confirmed investment holdings to external confirmations

  • c) Confirmed the valuation of all listed investments had been recorded to reflect the appropriate market value of the securities at balance date

  • d) Evaluated the Company’s assessment of fair value for possible impairment

  • e) Evaluated the Company’s recognition of deferred tax assets, in respect of tax losses, to reduce the tax payable in respect of the unrealised gains on the Investment Portfolio.

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  • 32 -

Independent Audit Report to the Members (cont'd)

Liquidity – Working capital deficit

At balance date the Group’s current liabilities exceeded the Group’s current assets by $1,181,452. The Group has borrowed funds from a related party director and shareholder to provide short term liquidity funding. The loan payable was $1,158,524 at balance date and was borrowed on terms of no interest and at least a 90 day repayment notice. These terms are addressed in note 19 to the financial statements with the funds being applied to fund the purchase of investments as disclosed in the Cash Flow Statement. Liquidity is considered a key focus area.

How our audit addressed this key audit matter

In obtaining sufficient audit evidence we:

  • a) Reviewed Board papers and minutes of meetings of the Board of Directors addressing matters of liquidity and the terms of the loans payable

  • b) Discussed the liquidity management practices with those charged with governance

  • c) Reviewed documentation setting out the purpose and terms of the loans payable

  • d) Reviewed the movements in the loan payable balance and verified a sample of transactions to

  • supporting records

  • e) Considered the financial position of the associated entity and have considered the liquidity of its financial assets to facilitate repayment of the loan receivable by the Group

Other Information

The directors are responsible for the other information. The other information comprises the information included in the Group’s 2021 Annual Report other than the financial report and the auditor’s report thereon. We obtained the Chairman’s Review and Directors Report that are to be included in the Annual Report prior to the date of this auditor’s report.

Our opinion on the financial report does not cover the other information and accordingly 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 on the other information obtained prior to the date of this auditor's report, 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 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 Group’s ability 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 Company or to cease operations, or have no realistic alternative but to do so.

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  • 33 -

Independent Audit Report to the Members (cont'd)

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 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 the financial report. As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

  • Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

  • Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation.

  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities with the Group to express an opinion on the financial report. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.

We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

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Independent Audit Report to the Members (cont'd)

We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the financial report of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on the Audit of the Remuneration Report

Opinion on the Remuneration report

We have audited the Remuneration Report included in the Directors’ Report for the year ended 30 June 2021. In our opinion, the Remuneration Report of Imperial Pacific Limited for the year ended 30 June 2021, 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.

Cutcher & Neale Chartered Accountants

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M. J. O'Connor Partner NEWCASTLE

30 September 2021

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Imperial Pacific Limited ABN 65 000 144 561

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Corporate Governance Charters - 2021

A – The Board Charter of Imperial Pacific Limited

The Board of Imperial Pacific Limited (“Imperial Pacific”) recognises that formal and informal responsibilities and tasks are established in the company’s Constitution, in legislation and in regulatory requirements.

The purpose of this Charter is to provide a structural framework to give the Board of Imperial Pacific direction and authority over non contractual, legislative or regulatory responsibilities and duties.

Terms of Reference

  • Complementary to contractual, legislative or regulatory responsibilities, the Board’s responsibilities shall include the following:  Recognising that Imperial Pacific is foremost a business entity.

  • Considering and approving corporate strategies and policies, reviewing and approving business plans and major items of expenditure and reviewing and approving financial statements and their presentation to shareholders

  • Monitoring and utilising bodies such as the Audit, Compliance and Risk Management Committee and the Remuneration Committee, ensuring that the company has in place a reporting system which enables it to address the compliance and risk management responsibilities of the business carried out by Imperial Pacific.

  • Assessing management, including the appointment of executives to the organisation, including the Company Secretary and examining corporate and executive performance.

  • Considering Board appointments

  • Reviewing from time to time the compliance undertaken by the company’s portfolio manager subsidiary, Imperial Pacific Asset Management Pty Limited.

Membership

The membership of the Board is determined by the Constitution and “shall be not less than 3 or more than 5”. One-third of (non-executive) Directors must retire from office each year. They may seek re-election. From time to time the Board may consider it appropriate to appoint a new member (or members) to the Board. Personnel considered for selection shall be chosen in the first place on the basis of their requisite business, financial and communications skills. Assessments will then be made as to their suitability for the role in the light of other characteristics including diversity of skills and background, diversity of gender, potential conflicts of interest, personality, costs, availability and the ability to conform to a small company operation such as that of Imperial Pacific. (Independence (as defined by ASX Corporate Governance statements) is not considered an important characteristic for Imperial Pacific. Induction of new Board members is to incorporate detailed explanations of operational matters and assurances as to meeting competent business practices.

Imperial Pacific supports the principle of diversity of skills, background and gender in relation to board membership, management composure and commercial activity. Directors should pursue relevant research and investment presentations to enhance professional development. It will adopt as far as practicable for a company of the size and business activity of Imperial Pacific such a policy in these matters.

Meetings

The Board proposes to meet a minimum of four times each year. Additional meetings may be initiated by a Director or through requests from senior management.

External Reporting

The Board recognises its legislative and regulatory obligations to report financial and other events to its owners, the shareholders, on a continuous disclosure basis and to comply with other regulatory obligations such as those of ASIC and ATO and to undertake scrutiny and re-election at Shareholder Meetings.

Other Duties and Responsibilities

In addition to its formal legislative and regulatory obligations, the Board’s responsibilities include the following:

Planning and Decision making

  • Considering and approving corporate strategies and policies;

  • Reviewing and approving business plans and major items of expenditure

  • Assessing and deciding upon Investment opportunities.

  • Assessing and deciding upon capital adequacy, gearing ratios and conservative placement of surplus monies on deposit.

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Board Charter (Cont’d) Monitoring

  • Meeting regularly, formally and informally

  • • Monitoring the company’s performance and its capital and funding adequacy. • Creating, monitoring and utilising the Audit, Compliance and Risk Management Committee; • Ensuring that the company has in place a reporting system which enables it to address the reporting, compliance and risk management responsibilities of the business carried out by Imperial Pacific.

  • • Reviewing from time to time the compliance undertaken by the company’s portfolio manager subsidiary, Imperial Pacific Asset Management Pty Limited.

  • Reporting • Ensuring that the company has in place a reporting system which enables it to produce effective, accurate and responsible financial reporting to the shareholders and other parties, including ASIC, ASX and ATO.

  • • Assessing Section 295A declarations by the CEO and the CFO. • Reviewing and approving final financial statements and their presentation to shareholders. • Maintaining open dialogue with all shareholders, especially at the Shareholder Meetings.

  • Management • Assessing the need for additional or amended management personnel. • Examining corporate and executive performance. • Selecting and appointing executives to the organisation. • Delegating the task of managing the corporation to executive management, namely: o Creating structure of command and responsibilities o Day–to-day management of resources o Payments of accounts and receipt of monies o Recording of transactions o Preparation and presentation of investment proposals, updates on existing and potential investments to the Board and via Imperial Pacific Asset Management Pty Limited to portfolio clients

  • o Preparation and presentation of various Board reports, agenda and minutes.

  • • Creating, monitoring and utilising the Remuneration Committee;

  • Liaison with Management • The Board is ultimately responsible for the success of the entity and although it undertakes top level strategic planning and decision making for the entity, any Director is entitled to examine and if necessary, audit, any aspect of the company’s operations or its management.

Codes of Conduct, Securities Dealings

  • Considering and establishing codes of conduct about Director and personnel behaviour.

  • • Considering and establishing principles in relation to dealing in securities by Directors and company personnel, including Embargo Lists

Other

  • Any Director has the right, with Board approval, to seek independent professional advice where this is reasonably required for fulfilment of the responsibilities set out in this Charter.

B – The Audit, Compliance and Risk Management Committee Charter (Summary)

The Audit, Compliance and Risk Management (“ACRM”) Committee’s activities are directed towards satisfaction of Principles 4 and 7 of the ASX Corporate Governance Principles..

Terms of Reference

The primary function of the ACRM Committee is to assist the Board of Imperial Pacific Limited (“Imperial Pacific”) in fulfilling its governance responsibilities in the following areas of Audit, Compliance and Risk Management:

A. Audit

  • a. Articulation of the guiding principles to be adopted by the external auditors;

  • b. Consideration of operating functions that will ensure adequate internal controls and financial reporting systems are in place.

B. Compliance

  • c. Consideration of operating functions that will provide adequate compliance with all relevant statutory and regulatory requirements and community obligations.

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ACRM Charter (Summary) (Cont’d)

C. Risk Management

d. Appropriate consideration of operating functions that will provide adequate protection of the company’s tangible and intangible assets by acceptable management of risk;

Membership

The membership of the ACRM Committee will be determined from time to time by the Board and comprise at least two nonexecutive members of the Board appointed by the Board on the basis of requisite business, financial and communications skills. The Board appoints the Chairman of the Committee. The Chairman presides over the meetings of the Committee and reports, as necessary, its actions and recommendations to the Board. The company’s personnel may be invited to attend meetings. The Chairman may call special meetings of the Committee in addition to those regularly scheduled and may request the attendance of staff and / or external auditors. A Secretary of the Committee may be appointed to facilitate administrative functions including the preparation and circulation of notices of meetings and agendas, and the recording of minutes.

Meetings

The ACRM Committee shall meet a minimum of two times during each year. Additional meetings are held at the discretion of the Committee Chairman or by direction of the Board. Agendas and minutes shall be prepared in relation to the meetings. Reporting to the Board

The outcomes of the Committee’s deliberations are to be reported to the Board as soon as possible after each meeting of the Committee. The minutes of these meetings are to be circulated to the Board. Specific Duties and Responsibilities

  • The Committee is given responsibility for considering and advising Board on the following six areas: One - Internal Controls and Procedures • Ensuring through regular reviews that adequate procedures are in place to safeguard the company’s assets provide informative financial statements and reports.

  • • Reviewing internal audit reports. • Seeking to ensure that a system is in place to monitor legislative changes and current developments in accounting standards that might impact on the company.

  • • Assessing Section 295A declarations by the CEO and the CFO.

  • Two - External Audit • Discussing with the external auditors the scope and extent of the half yearly and full year financial audits • Reviewing and discussing findings of the external auditors and advising the Board of any issues of concern.

  • Three - Published Financial Statements • Ensuring that systems are in place to allow the annual report statements to reflect properly the financial condition of the company and comply with ASX listing and other regulatory requirements

  • Four - Compliance • Ensuring that the company has in place a reporting system which advises the Board periodically and addresses the compliance obligations of a public listed company such as Imperial Pacific.

  • • Reviewing from time to time the appropriateness of, and compliance action taken, by the company in maximising compliance obligations.

  • • Reviewing from time to time the compliance undertaken by the company’s portfolio manager, Imperial Pacific Asset Management Pty Limited.

  • Five - Risk Management • Ensuring that the company has in place a system which addresses risk recognition, oversight and management and reports as appropriate to the Board.

  • • Reviewing from time to time the appropriateness of, and risk management action taken by the company in maximising risk management protection.

  • Six - Special Assignments • Subject to Board approval, doing such other things as are necessary or prudent to fulfil the responsibilities of the Committee.

  • • Undertaking other related activities referred to the ACRM Committee by the Board.

General

The ACRM Committee has the right at all times to obtain from all levels of management such information as is necessary to fulfil the responsibilities set out in this Charter The Committee has the right, with Board approval, to seek independent professional advice where this is reasonably required for fulfilment of the responsibilities set out in this Charter.

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C – The Remuneration Committee Charter (Summary)

The Remuneration Committee’s activities are directed towards satisfaction of Principle 1 of the ASX Corporate Governance Principles. The primary function of the Remuneration Committee is to assist the Board of Imperial Pacific Equities Limited (“Imperial Pacific”) in fulfilling its governance responsibilities in the following area:

Establishing the guiding principles and the actual approval process to be adopted in the payment of sums of remuneration (or applicable financial arrangements) for any Director, or employee of the organisation or related party such as a portfolio management service provider.

The membership of the Remuneration Committee will be determined from time to time by the Board and comprise two nonexecutive members of the Board appointed by the Board on the basis of requisite business, financial and communications skills. The Board appoints the Chairman of the Committee. The Chairman presides over the meetings of the Committee and reports, as necessary, its actions and recommendations to the Board. The company’s personnel may be invited to attend meetings.

The Chairman may call special meetings of the Committee in addition to those regularly scheduled and may request the attendance of staff. A Secretary of the Committee may be appointed to facilitate administrative functions including the preparation and circulation of notices of meetings and agendas, and the recording of minutes.

The Remuneration Committee shall meet as required, expected to be not less than twice per year. Additional meetings are held at the discretion of the Committee Chairman or by direction of the Board. Agendas and minutes shall be prepared in relation to the meetings. The outcomes of the Committee’s deliberations are to be reported to the Board as soon as possible after each meeting of the Committee. The minutes of these meetings are to be circulated to the Board.

The Committee is given responsibility for considering and advising Board on the following three areas:

One - The Board - Establishing the guiding principles and the actual approval process to be adopted in the payment of sums of remuneration (or applicable financial arrangements) for members of the Board, predominantly directors fees, examining comparative sums payable in the marketplace for similar services and ensuring proper compliance is undertaken for shareholder approval.

Two – Management - Establishing the guiding principles and the actual approval process to be adopted in the payment of sums of remuneration (or applicable financial arrangements) for executive management and examining comparative sums payable in the marketplace for similar services.

Three - Service Provider – Assessing and monitoring the payment of administration and management fees to service provider, Moorgate Pacific Corporate Services (associated with Mr PEJ Murray).

The Remuneration Committee has the right at all times to obtain from management such information as is necessary to fulfil the responsibilities set out in this Charter

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IMPERIAL PACIFIC LIMITED

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Additional Information - Australian Securities Exchange Limited

Distribution of Equity Securities as at 30 June 2021

194 Shareholders held Ordinary Shares

The number of holders in the following categories are:1 - 1,000 76 1,001 - 5,000 58 5,001 - 10,000 9 10,0011 - 100,000 40 100,001 and over 5 188

There were 43 shareholders with a non-marketable parcel of shares.

Substantial Shareholders - 30 June 2021

Substantial Shareholders - 30 June 2021
Shares in which a relevant
interest could be held
P.E.J.Murray 2,284,624
J.C.Plummer 1,000,922
Twenty Largest Shareholders as at 30 June 2021
The names of the 20 largest shareholders are:-
Name
Shares Held
P.E.J MURRAY 2,284,624
J.C. PLUMMER 968,004
C.F. MOORE 145,197
THE NEWCASTLE EXCHANGE PROPRIETARY LIMITED 143,658
MR LOUIS JACKSON JOSEPH 95,280
ZOOM ZOOM PTY LIMITED 84,813
SYMSPUR PTY LTD 73,084
BOND STREET CUSTODIANS LIMITED 58,880
MR MICHAEL PAIRIDIS 54,464
Mr DAVID GERARD BUTEL 45,000
C H SMITH & SONS PROPRIETARY LIMITED <EDGECUMBE INV GROUP S 43,923
Miss CHERYL DIANE MURPHY 43,400
Ms DIANNE MURRAY 39,840
Mr CARL DENIS AMOR + Mr GRANT HAROLD AMOR <AMOR SUPER FUND 39,000
INVIA CUSTODIAN PTY LIMITED 33,392
MR JOHN CHARLES PLUMMER 32,918
SADDINGTON'S HOLDINGS PTY LTD 28,428
Mr MARK CHARLES ECKFORD 26,076
Mr PETER HENRY ECKFORD 26,075
Mrs DEANNA YVETTE LAUGHLIN 26,075
4,292,131
Percentage of capital held by top twenty: 86.89%

Voting

Voting Rights are one vote per share held.

Service Agreements

There is no Contingent Liability for this company and its subsidiaries for the termination of benefits under service agreements as at the date of this report.

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History – Imperial Pacific Group

1936 - Arrangements finalised by the Murphy family of New Zealand establishing a clay pipe factory at Belmont, Newcastle. Company to be the first manufacturer in Australia of de-aired clay pipes.

1937 - Northern Stoneware Pipe Pty Limited formed on 13 January 1937. The first Chairman was Mr R J Murphy. No.1 and No.2 kilns built and put into operation. Sales expanded to cover eventually most of NSW.

1954 – Belmont Stoneware Pipe Holdings Limited became the group holding company and was listed on the Sydney Stock Exchange with Mr L E Thompson (Chairman) and Mr H C Eckford (Managing Director).

1979 - Clay pipe operations ceased and trading wound down. Shareholders funds fell to $99,034.

1980 - Mr R.W. Jarvie joins Board. Name changed to Belmont Holdings Limited to reflect Board changes and redirection of the group towards investment banking. Mr P E J Murray appointed Chairman. Bonus Share Issue of 1 for 1.

1982 and 1983 - Strategic 15% shareholding in Dickson & Johnson Holdings Limited acquired. Formal offer made for Dickson & Johnson resulting in a sale for a large gain.

1984 and 1985 - Bonus Share Issue of 1 for 2. Belmont site re-developed with a local builder and sold.

1986 - Shareholders funds pass $1.0 million. Strategic shareholdings increased. UK investments acquired.

1987 - Bonus share issue of 1 for 5 and a rights issue of 1 for 3. London City Equities floated as an associated listed company. Earnings and assets reach record levels.

1988 and 1989 - $12 million offer made for J C Ludowici & Son. Rights Issue of 1 for 2. J C Ludowici shareholding sold for significant gain in 1989

1990 - Shareholding in London City increased to 32.1% and it increases its shareholding in UK Towles Plc to 40.2%

1991 - Camelot Resources Limited joins Imperial Pacific.

1993 – London City shareholding increased to 42.1% and Camelot Resources to 19%. Dividend of 7.5 cents a share.

1995 – London City's bid for Towles completed and new local management installed. Camelot grows, based in Perth.

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1996 - Camelot Resources holding sold for a profit of $1.0 million. London City share issue results in it becoming a 51% owned subsidiary. Takeover made for Gearhart Australia. Towles moves into losses.

1997 - Gearhart shareholding sold for a good profit. Towles in serious state and London City sponsors appointment of receiver to Towles on 26 May 97.

1999 - Group in recovery mode. Some funds and properties returned to group from UK. Camden land on way to re-zoning. Successful holding by London City in Holyman.

2000 – London City reconstructed. Belmont’s equity falls from 51% to 35%. Camden properties revalued.

2001 – London City and Belmont Holdings return to ASX lists. Camden land increase in value. Finances enhanced.

2002 - Agreement reached granting an option to major homebuilder to purchase Camden land for over $8.0 million.

2004 - Spring Farm property sold for $8.9 million. London City acquires and accepts offer for 19% of PICA.

2005 - Spring Farm proceeds received. London City acquires 13.4% of CCI Holdings Limited. AFS Licence approved.

2006 – AFS Licence of Imperial Pacific Asset Management activated and its key client turns in a successful year. London City now owns 15.1% of CCI Holdings Limited.

2007 – London City sells its CCI holding via a merger of CCI with Bureau Veritas of France. Record earnings and assets. Invests in MainstreamBPO.

2008 – Group retain high liquidity in the light of difficult market conditions. London City acquires 9% cornerstone investment in Penrice Soda Holdings Limited.

2010 – Focus on key investments, especially London City portfolio and troubled Penrice. Board attempt failed.

2011 -12 – Belmont Holdings changes name to Imperial Pacific Limited. Access to Penrice documents granted by Court. MainstreamBPO holding reduced.

2013 – 17 - MainstreamBPO and Tasmania Mines exited. Research continues. Assets in major growth. Dividend up.

2018- 21 – Net Worth continues growth. London City’s portfolio grows. Court action pursued regarding Ernst & Young auditors of Penrice. A strategic holding in Excelsior Capital Limited has been acquired.