INVION LIMITED - Annual Report 2021

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Invion Limited Appendix 4E Preliminary final report

1. Company details

Name of entity: Invion Limited ABN: 76 094 730 417 Reporting period: For the year ended 30 June 2021 Previous period: For the year ended 30 June 2020

2. Results for announcement to the market

2. Results for announcement to the market
			$
Revenues from ordinary activities	down	33.0% to	2,330,027
Loss from ordinary activities after tax attributable to the owners of Invion
Limited	up	55.5% to	(1,482,951)
Loss for the year attributable to the owners of Invion Limited	up	55.5% to	(1,482,951)

Dividends

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

Comments

The loss for the consolidated entity after providing for income tax amounted to $1,482,951 (30 June 2020: $953,894).

3. Net tangible assets

Net tangible assets per ordinary security	Reporting period Cents -	Previous period Cents 0.01

4. Control gained over entities

Not applicable.

5. Loss of control over entities

Not applicable.

6. Dividends

Current period

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

Previous period

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

Invion Limited Appendix 4E Preliminary final report

7. Dividend reinvestment plans

Not applicable.

8. Details of associates and joint venture entities

Not applicable.

9. Foreign entities

Details of origin of accounting standards used in compiling the report:

Not applicable.

10. Audit qualification or review

Details of audit/review dispute or qualification (if any):

The financial statements have been audited and an unmodified opinion has been issued.

11. Attachments

Details of attachments (if any):

The Annual Report of Invion Limited for the year ended 30 June 2021 is attached.

12. Signed

Signed _________

Date: 4 August 2021

Thian Chew Chairman

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Invion Limited ABN 76 094 730 417

Annual Report - 30 June 2021

Invion Limited Contents 30 June 2021

Invion Limited Contents 30 June 2021
Corporate directory	2
Directors' report	3
Auditor's independence declaration	18
Statement of profit or loss and other comprehensive income	19
Statement of financial position	20
Statement of changes in equity	21
Statement of cash flows	22
Notes to the financial statements	23
Directors' declaration	43
Independent auditor's report to the members of Invion Limited	44
Shareholder information	47

Invion Limited Corporate directory 30 June 2021

Directors Mr Thian Chew, Chairman (appointed Executive Chairman and CEO effective 1 November 2020) Mr Craig Newton, Managing Director & CEO (resigned effective 31 October 2020) Mr Alan Yamashita, Non-executive Director Ms Melanie Farris, Non-executive Director (resigned effective 31 August 2020) Mr Robert Merriel, Non-executive Director (appointed effective 31 August 2020) Mr Alistair Bennallack, Non-executive Director (appointed effective 22 October 2020) Company secretary Ms Melanie Leydin Australia Business Number 76 094 730 417 Notice of annual general meeting The details of the annual general meeting of Invion Limited to be held on or about 9 November 2021. Registered office Level 4, 100 Albert Road, South Melbourne Vic 3205 Australia P: (03) 9692 7222 E: [email protected] W: www.inviongroup.com Share register Link Market Service Limited Locked Bag A14, Sydney South NSW 1235 Australia P: 1300 554 474 F: (02) 9287 0303 W: www.linkmarketservices.com.au Auditor Grant Thornton Audit Pty Ltd, Melbourne, Australia Stock exchange listing Invion Limited shares are listed on the Australian Securities Exchange (ASX code: IVX)

Invion Limited Directors' report 30 June 2021

The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the 'consolidated entity' or 'the Group') consisting of Invion Limited (referred to hereafter as the 'company' or 'parent entity') and the entities it controlled at the end of, or during, the year ended 30 June 2021.

Directors

The following persons were directors of Invion Limited during the financial year and up to the date of this report, unless otherwise stated:

Mr Thian Chew, Chairman (appointed Executive Chairman and CEO effective 1 November 2020) Mr Craig Newton, Managing Director & CEO (resigned effective 31 October 2020)

Mr Alan Yamashita, Non-executive Director

Ms Melanie Farris, Non-executive Director (resigned effective 31 August 2020)

Mr Robert Merriel, Non-executive Director (appointed effective 31 August 2020)

Mr Alistair Bennallack, Non-executive Director (appointed effective 22 October 2020)

Principal activities

The Invion Group consists of Invion Limited and, at 30 June 2021, its wholly owned subsidiary, Epitech Dermal Science Pty Ltd. The activity of Invion during the period was directed to the development of the Photosoft™ technology for the treatment of a range of cancers. Invion has been appointed exclusive licensee in Australia and New Zealand of the Photosoft™ technology. The appointment has been made by technology licensor, The RMW Cho Group, a Hong Kong based group that has developed a number of unique and advanced technologies. Via an R&D services agreement between the two entities, continued the development of the Photosoft™ technology is funded by The RMW Cho Group.

Dividends

There were no dividends paid, recommended or declared during the current or previous financial year.

Review of operations

The loss for the consolidated entity for the year amounted to $1,482,951 (30 June 2020: $953,894).

Invion is a life science company that is leading the global research and development of Photosoft[TM] technology for the treatment of a range of cancers.

The Group’s key achievements during the FY2021 financial year include optimising its Active Pharmaceutical Ingredient (API) ahead of potential clinical trials, broadening the longer-range opportunities for Photosoft[TM] technology beyond cancer, as well as expanding licenses into these new markets.

Invion is in the process of undertaking a circa $4.5 million capital raising by way of a share placement as announced to the ASX on 2 June 2021, as part of its Co-Development Agreement and Exclusive Distribution and Licence Agreement between Invion and RMW Cho Group (RMW). Both parties will co-develop Photosoft[TM] technology for potential applications in atherosclerosis and infectious diseases (including viral, bacterial, fungal and parasitic) (Indications). Invion will have exclusive rights to the technology for these diseases in Asia Pacific (which excludes the Middle East, Russia and the specified territories of China, Hong Kong, Macau and Taiwan) (Territory).

Atherosclerosis is a disease where plaque builds up inside arteries and is a major contributor to the growing incidences of cardiovascular diseases, the largest cause of deaths worldwide[[1]] . The global market for atherosclerosis treatments is forecast to hit US$56.6 billion by 2027 and Asia Pacific is the fastest growing market[[2]] .

Under this co-development agreement:

for development activities that are not directly related to clinical trials or commercialisation of the Photosoft™ technology, for the Indications in the Territory, Invion will be responsible for 25% and RMW will be responsible for 75% of contributions; and
for development activities that are directly related to clinical trials or commercialisation of the Photosoft™ technology, for the Indications in the Territory, Invion will be responsible for 75% and RMW will be responsible for 25% of contributions

[1] https://www.who.int/health-topics/cardiovascular-diseases/#tab=tab_1

[2] https://www.mordorintelligence.com/industry-reports/atherosclerosis-drugs-market

Invion Limited Directors' report 30 June 2021

The new agreement is in addition to Invion’s Research and Development (R&D) Services Agreement with RMW that was signed in 2017. Under this R&D Services Agreement, Invion is leading the R&D program to develop Photosoft[TM] technology across a range of cancers. Invion owns the Australia and New Zealand license rights to the technology and all cancer-related research and clinical trials are funded by RMW.

On this front, Invion made a significant step forward as it worked with its research partner, Hudson Institute of Medical Research, to develop an improved API, which it called INV043.

The initial Proof-of-Concept (PoC) results showed that INV043 has ~600 times greater phototoxicity than Talaporfin sodium, a widely used photosensitiser, and ~50 times greater phototoxicity than Invion’s previous API (IVX-P03).

Further, INV043 was selectively retained in malignant, but not healthy tissues, and there were no toxicity issues identified up to 50 times the therapeutic dose.

Just as importantly, significant regression was observed in vivo in T-cell lymphoma, triple negative breast and pancreatic cancer models when photoactivated INV043 was used to treat the cancers.

The initial PoC results also showed that INV043 may have dual theragnostic potential, whereby it can be used both for therapeutic and diagnostic applications. One specific wavelength of light (red) activates INV043 and causes rapid cancer cell death, while another wavelength (blue light) excites chromophore fluorescence, providing highly visible definition of tumour deposits and margins to the naked eye.

Another significant development during the 2021 financial year was the appointment of new board members and Chief Executive Officer.

Thian Chew took over the role of Chief Executive Officer, while remaining the Chairman of the Group, after Invion’s previous CEO Craig Newton announced his retirement along with non-executive director Melanie Farris at the end of July last year.

Invion subsequently welcomed Robert Merriel and Alistair Bennallack to the Board as non-executive directors in August and October 2020, respectively. Mr Merriel brings deep healthcare sector experience and strong commercial expertise to the Board of Invion as he has over 35 years of experience working in medical research (Hudson Institute of Medical Research and Baker Institute), large public healthcare services (Melbourne Health and Southern Health) and commercial organisations (Pacific Dunlop and Deloitte Consulting).

Mr Bennallack has over 30 years’ experience in business management and finance, strategic development, risk and compliance, international business, leadership and relationship management. He is currently the Chief Executive Officer of Village Roadshow Theme Parks Asia and Head of Risk at Village Roadshow Ltd.

Significant changes in the state of affairs

There were no significant changes in the state of affairs of the consolidated entity during the financial year.

Matters subsequent to the end of the financial year

The impact of the Coronavirus (COVID-19) pandemic is ongoing and it is not practicable for the group to estimate the potential impact, positive or negative, after the reporting date. The situation is rapidly developing and is dependent on measures imposed by the Australian Government and other countries, such as maintaining social distancing requirements, quarantine, travel restrictions and any economic stimulus that may be provided.

On 2 June 2021, The Company entered into the Co-Development Agreement and Exclusive Distribution and Licence Agreement with RMW Cho Group Limited to co-develop Photosoft™ technology for the treatment of atherosclerosis and infectious diseases. As part of these agreements, subsequent to the year end, Invion is in the process of undertaking a circa $4.5 million capital raising by way of a share placement as announced to the ASX on 2 June 2021, as part of its CoDevelopment Agreement and Exclusive Distribution and Licence Agreement between Invion and RMW Cho Group (RMW).

No other matter or circumstance has arisen since 30 June 2021 that has significantly affected, or may significantly affect the consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial years.

Invion Limited Directors' report 30 June 2021

Likely developments and expected results of operations

The likely developments in the operations of the Group and the expected results from those operations in future financial years will be affected by the success of management in reaching critical development and commercial milestones in its core program in relation to the development of the Photosoft[TM ] technology. This could include developing and expanding existing and emerging commercial partnerships with leading global healthcare companies and securing one or more commercial transactions for the Group’s drug asset under development.

Environmental regulation

Invion is required to carry out its activities in accordance with applicable environment and human safety regulations in each of the jurisdictions in which it undertakes its operations. The Company is not aware of any matter that requires disclosure with respect to any significant regulations in respect of its operating activities, and there have been no issues of noncompliance during the year.

Information on directors

Name: Mr Thian Chew, Chairman & CEO Title: Non-executive Director and Chairman, 1 December 2017 till 31 October 2020. Appointed Executive Chairman and CEO effective 1 November 2020. Qualifications: Bachelor of Information Systems, MA, MBA and CA Experience and expertise: Mr Chew has over 25 years’ experience in investing, finance and transforming business operations. He is Managing Partner at Polar Ventures, a private investment and consulting firm that provides capital, strategic and operating solutions, focusing on small to mid-sized enterprises in Asia. Mr Chew was previously an Executive Director at Goldman Sachs (Hong Kong and New York) responsible for the firm’s proprietary investments including growth capital, private equity and special situations in both private and public companies. Prior to this, he was a Consultant Project Manager to Morgan Stanley, New York. Mr Chew also held a number of positions in KPMG across Asia Pacific including Director at KPMG Consulting (Singapore and Sydney) where he led several large scale operational restructuring, post-merger integration, transformation, and business performance improvement programs. As a Senior Manager at KPMG (Taipei and Melbourne), he led several business process reengineering initiatives, and also performed financial and information technology audit, risk and assurance engagements across multiple industries. Mr Chew holds an MBA from the Wharton School (Palmer Scholar), MA from the Lauder Institute, University of Pennsylvania, and a Bachelor of Information Systems from Monash University. Mr Chew is an Adjunct Professor at HKUST’s MBA program and previously qualified as a chartered accountant. Other current directorships: None Former directorships (last 3 years): None Special responsibilities: None Interests in shares: 546,857,721 Interests in options: 36,920,613

Invion Limited Directors' report 30 June 2021

Mr Craig Newton

Name: Title: Experience and expertise:

Managing Director & CEO (Resigned on 31 October 2020)

Craig has over 30 years of experience in senior business and operational roles gained at various leading global companies in the Healthcare industry, notably in the Medical Device, Pharmaceutical and Biotech sectors, among both large companies and small start-ups, with activity in Australasia, Asia and Europe. His tertiary and post-graduate qualifications cover Science and Business, including an executive program at Babson College, Boston. Experience encompasses Marketing, Sales Management, Operational and Project management, across diverse therapeutic areas, including oncology, haematology, cell therapies, fertility and cardiovascular disease. Organizations have included CSL, Serono UK, Bio Nova International, AVAX Australia and Cryptome Pharmaceuticals, with roles of “Chief Operating Officer”, “Sales and Marketing Director” and “Business Unit Manager”. Craig joined Invion as Chief Operating Officer in April 2018 before being appointed as CEO for Invion Ltd. None

Other current directorships: None Former directorships (last 3 years): None Special responsibilities: None Interests in shares: Nil Interests in options: 46,338,127 unexercised vested options on the date of the resignation

Name: Alan Yamashita Title: Non-executive Director Qualifications: MPA, BA Experience and expertise: Mr Yamashita is a highly experienced corporate consultant and investment professional, with over 40 years' experience in investment management, investment banking and alternative investment throughout the APAC region. From 1999 to 2005, Mr Yamashita was President and CEO of Search Investment Group and founding CEO and CIO of Search Alternative Investment Ltd (SAIL), a major private global hedge fund and private equity investment practice headquartered in Asia. Prior to Search Investments Group, Mr Yamashita was Managing Director and Head of Asia Capital Markets for Merrill Lynch from 1996 to 1998. Mr Yamashita is currently Managing Partner at Polar Ventures and has held numerous positions as a 16-year veteran of Goldman Sachs and an advisor to various companies, including Plantation Timber Partners, Wuhan; Duty Free Shoppers, Asia; TVSN, Shanghai; and Mizuho Alternative Investments LLC.

Other current directorships: None Former directorships (last 3 years): None Special responsibilities: Chair of Nomination and Remuneration Committee Interests in shares: Nil Interests in options: 26,320,618

Name: Ms Melanie Farris Title: Non-executive Director (Resigned on 31 August 2020) Experience and expertise: Ms Farris has extensive experience in governance, finance and operations in public listed and unlisted environments. Melanie holds a Bachelor of Communication (Public Relations). She is a Fellow of the Governance Institute of Australia, a Fellow Associate of the Institute of Chartered Secretaries (UK) and a Member of the Australian Institute of Company Directors. Prior to being appointed as a Non-executive Director, Ms Farris had been serving Invion Limited as company secretary and Chief Financial Officer. None

Other current directorships: None Former directorships (last 3 years): None Special responsibilities: None Interests in shares: 56,000 (at the time of resignation as Non-executive Director) Interests in options: 27,257,615 unexercised vested options on the date of the resignation.

Invion Limited Directors' report 30 June 2021

Invion Limited Directors' report 30 June 2021
Name:	Robert Merriel
Title:	Non-executive Director (Effective 31 August 2020)
Qualifications:	CPA
Experience and expertise:	Robert is a Certified Practicing Accountant (CPA) with over 35 years of experience
	working in medical research (Hudson Institute of Medical Research and Baker
	Institute), large public healthcare services (Melbourne Health and Southern Health) and
	commercial organisations (Pacific Dunlop and Deloitte Consulting). He is currently on
	the Board of two biotechnology start-up companies, he has been a Director of two
	Venture Capital Funds and a Director and Company Secretary of several biotechnology
	focused medical research institute spin-off companies. Mr Merriel was appointed as the
	Chief Financial Officer, Chief Commercialisation Officer and Company Secretary of the
	Hudson Institute of Medical Research in May 2014, positions he continues to hold
	today.
Other current directorships:	None
Former directorships (last 3 years): None
Special responsibilities:	None
Interests in shares:	None
Interests in options:	21,345,513
Name:	Alistair Bennallack
Title:	Non-executive Director (effective 22 October 2020)
Qualifications:	CA
Experience and expertise:	Mr Bennallack is currently the Chief Executive Officer of Village Roadshow Theme
	Parks Asia and Head of Risk at Village Roadshow Ltd with the primary executive
	responsibility for conceptualising, executing and delivering Village Roadshow’s
	expansion into China and Asia. He is a former member of the Village Roadshow Ltd
	Executive Committee, current member of the Village Roadshow Theme Parks
	Executive Committee and current member of all Village Roadshow Ltd’s Management
	and Risk Committees. His previous roles have included Chief Financial Officer of
	Village Roadshow Ltd and General Manager Business Affairs of Village Roadshow
	Corporation Pty Ltd (controlling shareholder of Village Roadshow Ltd).
Other current directorships:	None
Former directorships (last 3 years): None
Special responsibilities:	Chair of Audit and Risk Committee
Interests in shares:	13,333,333
Interests in options:	20,443,211

'Other current directorships' quoted above are current directorships for listed entities only and excludes directorships of all other types of entities, unless otherwise stated.

'Former directorships (last 3 years)' quoted above are directorships held in the last 3 years for listed entities only and excludes directorships of all other types of entities, unless otherwise stated.

Company secretary

Ms Melanie Farris resigned as the Company Secretary on 31 July 2020. Ms Farris holds a Bachelor of Communication (Public Relations), and a Graduate Diploma in Applied Corporate Governance. She is a Fellow of the Governance Institute of Australia, a Fellow of the Institute of Chartered Secretaries (UK) and a Member of the Australian Institute of Company Directors.

Ms Melanie Leydin was appointed Company Secretary on 31 July 2020. Ms Leydin graduated from Swinburne University in 1997, became a Chartered Accountant in 1999 and since February 2000 has been the principal of chartered accounting firm, Leydin Freyer. Ms Leydin has over 25 years’ experience in the accounting profession and has extensive experience in relation to public company responsibilities, including ASX and ASIC compliance, control and implementation of corporate governance, statutory financial reporting, reorganisation of Companies and shareholder relations and is a director and company secretary for a number of entities listed on the Australian Securities Exchange.

Invion Limited Directors' report 30 June 2021

Meetings of directors

The number of meetings of the company's Board of Directors ('the Board') held during the year ended 30 June 2021, and the number of meetings attended by each director were:

	Full Board		Audit and Risk	Committee
	Attended Held		Attended	Held
T Chew	15	15	2	2
A Yamashita	15	15	3	3
C Newton	5	5	-	-
M Farris	3	3	-	-
R Merriel	12	12	2	2
A Bennallack	10	10	1	1

Held: represents the number of meetings held during the time the director held office.

Remuneration report (audited)

The remuneration report details the key management personnel remuneration arrangements for the consolidated entity, in accordance with the requirements of the Corporations Act 2001 and its Regulations.

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including all directors.

The remuneration report is set out under the following main headings:

Principles used to determine the nature and amount of remuneration
Details of remuneration
Service agreements
Share-based compensation
Additional information
Additional disclosures relating to key management personnel

Principles used to determine the nature and amount of remuneration

The Group’s guiding principle for remuneration is that remuneration should be simple and transparent, should reward achievement, and should facilitate the alignment of shareholder and executive interests. The Company’s philosophy is that shareholder and executive interests are best aligned:

by providing levels of fixed remuneration and ‘at risk’ pay sufficient to attract and retain individuals with the skills and experience required to build on and execute the Company’s business strategy
by ensuring ‘at risk’ remuneration is contingent on outcomes that grow and/or protect shareholder value; and
by ensuring a suitable proportion of remuneration is received as a share-based payment

The Group aims to reward personnel with a level and mix of remuneration commensurate with their position and responsibilities so as to:

attract and retain appropriately capable and talented individuals to the company;
reward personnel for corporate and individual performance;
align the interest of personnel with those of shareholders; and
● build a strong cohesive leadership team which can deliver execution excellence against the strategy

Remuneration consists of:

total fixed remuneration: base salary and superannuation; and
● ‘at risk’ remuneration: short-term incentives (STI) and long-term incentives (LTI).

Invion Limited Directors' report 30 June 2021

Total fixed remuneration

To ensure that the Company continues to attract, retain and motivate talented staff at a competitive cost, the Company will aim to align total fixed remuneration to the median rate paid by others operating in the relevant market, with consideration given to experience, qualifications, performance and other non-financial benefits. Total fixed remuneration will be reviewed using market data to determine what, if any, adjustments may need to be made to individual remuneration.

‘At risk’ remuneration

‘At risk’ remuneration elements are paid/issued following the performance and remuneration review conducted by executive management; assessment by the Nomination and Remuneration Committee; and approval by the Board.

The Nomination and Remuneration Committee

The Nomination and Remuneration Committee is responsible for determining and reviewing remuneration arrangements for its directors and executives. The performance of the consolidated entity depends on the quality of its directors and executives. The remuneration philosophy is to attract, motivate and retain high performance and high-quality personnel.

The objective of the Nomination and Remuneration Committee is to assist the Board in fulfilling its duties and responsibilities by reviewing, advising and making recommendations to the Board on:

(a) Nomination

Board composition and succession planning, taking into account diversity objectives and the mix of Director skills and experience;
induction and continuing education for Directors;
Board performance evaluation; and
the performance of the CEO and key management personnel

(b) Remuneration

implementing policies for the purposes of using remuneration to foster long-term growth and success;
monitoring the implementation by management of the Board’s strategic objectives and policies;
remuneration for Non-Executive Directors; and
remuneration and incentive arrangements for the CEO and other key management personnel.

In accordance with best practice corporate governance, the structure of non-executive director and executive director remuneration is separate.

Non-executive directors' remuneration

Fees and payments to non-executive directors reflect the demands and responsibilities of their role. Non-executive directors' fees and payments are reviewed by the Nomination and Remuneration Committee. The Nomination and Remuneration Committee may, from time to time, receive advice from independent remuneration consultants to ensure non-executive directors' fees and payments are appropriate and in line with the market. The chairman's fees are determined independently to the fees of other non-executive directors based on comparative roles in the external market. The chairman is not present at any discussions relating to the determination of his own remuneration.

ASX listing rules require the aggregate non-executive directors' remuneration be determined periodically by a general meeting. The most recent determination was at the Annual General Meeting held on 15 July 2011, where the shareholders approved a maximum annual aggregate remuneration of $750,000.

Executive remuneration

The consolidated entity aims to reward executives based on their position and responsibility, with a level and mix of remuneration which has both fixed and variable components.

The executive remuneration and reward framework has four components:

base pay and non-monetary benefits
short-term performance incentives
share-based payments
other remuneration such as superannuation and long service leave

Invion Limited Directors' report 30 June 2021

The combination of these comprises the executive's total remuneration.

Fixed remuneration, consisting of base salary, superannuation and non-monetary benefits, are reviewed annually by the Nomination and Remuneration Committee based on individual and business unit performance, the overall performance of the consolidated entity and comparable market remunerations.

Executives may receive their fixed remuneration in the form of cash or other fringe benefits (for example motor vehicle benefits) where it does not create any additional costs to the consolidated entity and provides additional value to the executive.

The short-term incentives ('STI') program is designed to align the targets of the business units with the performance hurdles of executives. STI comprise up to 50% of fixed remuneration in cash for the CEO. This short-term incentive will be payable at the absolute discretion of the Board and subject to funds being available on the attainment of annual predetermined performance milestones.

The long-term incentives ('LTI') are offered to incentivise, reward and retain personnel, and to align the interests of personnel and shareholders. The Nomination and Remuneration Committee considers the recommendation of the CEO regarding the issue of LTIs in light of the performance, financial position and current issued capital of the company. There will be no automatic grant of LTIs. At the discretion of the Board, the Company may also offer grants of LTIs as an award to incentivise high-quality prospective employees to join the company. The terms of any LTI grant are determined by the Board. LTI grants normally take the form of the issue of unlisted share options. Share options are normally issued under the company’s equity incentive plan (EIP). All grants of equity are determined by the Board.

The Board reviews the general terms of new options to be issued. Options will be typically granted with an exercise price that is between a 40-60% premium to the market price of shares on the day of issue, and with an expiry date that is between three and four years from the date of issue. As LTIs are offered to incentivise, reward and retain personnel, options will typically vest over a number of years.

The terms of the options, and what happens to options in the event of cessation of employment, are at the discretion of the Board. However generally, in the event that a holder of unvested options ceases to be employed, then at the absolute discretion of the Board, if the ceasing of employment is due to death or permanent disability, or in any other circumstances determined by the Board to be on a “good leaver” basis, the next tranche of unvested options vests and becomes exercisable for 30 days after the last day of engagement, after which those options expire. If at the absolute discretion of the Board, the ceasing of employment occurs for any other reason than in “good leaver” circumstances, including, but not limited to, termination for cause, or due to resignation, all unvested options lapse immediately and the expiry date is taken to have occurred on the last day of engagement. In the event of a change of control, the Board, at its absolute discretion, may determine that a proportion or all unvested awards will vest.

Voting and comments made at the company's 2020 Annual General Meeting ('AGM') At the 21 October 2020 AGM, 99.70% of the votes received supported the adoption of the remuneration report for the year ended 30 June 2020. The company did not receive any specific feedback at the AGM regarding its remuneration practices.

Details of remuneration

Amounts of remuneration

Details of the remuneration of key management personnel of the consolidated entity are set out in the following tables.

Invion Limited Directors' report 30 June 2021

30 June 2021 Non-Executive Directors: T Chew(i) M Farris(ii) A Yamashita(iii) R Merriel(iv) A Bennallack(v) Executive Directors: T Chew(vi) C Newton(vii)	Short-term benefits Cash salary Cash Non- and fees bonus monetary $ $ $ 30,000 - - 15,068 - - 54,744 - - 41,660 - - 34,672 - - 266,000 - 15,846 70,731 - -	Short-term benefits Cash salary Cash Non- and fees bonus monetary $ $ $ 30,000 - - 15,068 - - 54,744 - - 41,660 - - 34,672 - - 266,000 - 15,846 70,731 - -	Short-term benefits Cash salary Cash Non- and fees bonus monetary $ $ $ 30,000 - - 15,068 - - 54,744 - - 41,660 - - 34,672 - - 266,000 - 15,846 70,731 - -	Post- employment benefits Super- annuation $ - - - 3,960 3,296 - 14,541	Long-term benefits Long service leave $ - - - - - - -	Share- based payments Equity- settled $ 13,995 (61,946) 41,984 126,952 127,157 41,984 147,079	Total $ 43,995 (46,878) 96,728 172,572 165,125 323,830 232,351
	512,875	-	15,846	21,797	-	437,205	987,723

(i) $30,000 of Director fee as Non-executive Director was paid through the issue of share options in lieu of cash. (ii) M. Farris resigned as Non-Executive Director on 31 August 2020. $(61,946) of movement in share-based payments represent $26,765 of share-based payment expenses on unvested options and $(88,711) of reversal of share-based payment charge due to the forfeiture of options due to the resignation.
(iii) Out of $54,744 of Director fee, $50,182 was paid through the issue of share options in lieu of cash and $4,562 is payable as at 30 June 2021.
(iv) R. Merriel was appointed as the Non-Executive Director on 31 August 2020. Out of $45,620 of Director fee (inclusive of superannuation), $37,494 was paid through the issue of share options in lieu of cash and $4,166 is payable as at 30 June 2021.
(v) A. Bennallack was appointed as the Non-Executive Director on 22 October 2020. Out of $37,968 of Director fee (inclusive of superannuation), $35,465 is payable as at 30 June 2021.
(vi) T. Chew was appointed Executive Chairman and CEO effective 1 November 2020. $266,000 of salary comprise of T. Chew's Executive Director fee of $60,000 and CEO salary of $206,000 for the period 1 November 2020 to 30 June 2021. Out of $60,000 Director fee, $52,500 was paid through the issue of share options in lieu of cash. Director fee of $7,500 and CEO salary of $206,000 is payable as at 30 June 2021.
(vii) C. Newton resigned as the Managing Director & CEO on 31 October 2020.

30 June 2020 Non-Executive Directors: T Chew J Campbell A Yamashita M Farris Executive Directors: G Collier C Newton***	Short-term benefits Cash salary Cash Non- and fees bonus monetary $ $ $ 90,000 - - 25,903 - - 54,740 - - 117,062 - - 159,830 - - 241,666 - -	Short-term benefits Cash salary Cash Non- and fees bonus monetary $ $ $ 90,000 - - 25,903 - - 54,740 - - 117,062 - - 159,830 - - 241,666 - -	Short-term benefits Cash salary Cash Non- and fees bonus monetary $ $ $ 90,000 - - 25,903 - - 54,740 - - 117,062 - - 159,830 - - 241,666 - -	Post- employment benefits Super- annuation $ - - - - 10,450 22,958	Long-term benefits Long service leave $ - - - - - -	Share- based payments Equity- settled $ 104,112 20,715 78,084 173,520 138,097 296,304	Total $ 194,112 46,618 132,824 290,582 308,377 560,928
	689,201	-	-	33,408	-	810,832	1,533,441

Invion Limited Directors' report 30 June 2021

G. Collier retired as Managing Director & CEO on 31 October 2019 and J. Campbell retired as Non-Executive Director on 21 December 2019.
** M. Farris was appointed as Non-Executive Director on 22 December 2019. M. Farris's fee above relates to CFO and Company Secretary services provided by her to the Company on a consulting basis during the financial year ended 30 June 2020.
*** C. Newton was appointed as Managing Director & CEO on 1 November 2019.

The proportion of remuneration linked to performance and the fixed proportion are as follows:

	Fixed remuneration	Fixed remuneration	At risk - STI		At risk - LTI
Name	30 June 2021 30 June 2020 30 June 2021 30 June			2020 30 June 2021 30 June		2020
Non-Executive Directors:
T Chew	100%	100%	-	-	-	-
M Farris*	100%	100%	-	-	-	-
A Yamashita	100%	100%	-	-	-	-
R Merriel**	100%	-	-	-	-	-
A Bennallack**	100%	-	-	-	-	-
Executive Directors:
T Chew***	100%	100%	-	-	-	-
C Newton***	100%	100%	-	-	-	-

M. Farris resigned as the Non-Executive Director on 31 August 2020.
** R. Merriel and A. Bennallack was appointed as the Non-Executive Director on 31 August 2020 and 22 October 2020, respectively.
*** C. Newton resigned as the Managing Director & CEO on 31 October 2020 and T. Chew was appointed Executive Chairman and CEO effective 1 November 2020.

Service agreements

Remuneration and other terms of employment for key management personnel are formalised in service agreements. Details of these agreements are as follows:

Name:

Thian Chew

Title: Non-executive Director and Chairman, 1 December 2017 till 31 October 2020. Appointed Executive Chairman and CEO effective 1 November 2020. Agreement commenced: 1 November 2020 Term of agreement: Remuneration: Total annual remuneration package of $309,000.

Short term Incentives:

An annual short-term incentive of up to 50% of the Remuneration Package payable in cash net of any applicable deduction for income taxes etc. This short-term incentive will be payable at the absolute discretion of the Board and subject to funds being available on the attainment of annual predetermined performance milestones.

Long term Incentive:

Eligible to participate in the Company's equity participation plans. The amount, price and other terms of any securities issued (if any) is at the sole discretion of the Board and will be subject to the rules of the plans and to shareholder approval. The Employee will receive, subject to shareholder approval, up to 2.5 percent equity in the form of premium priced, non-dilutive options to be vested 25% up front, followed by 25% annually until the end of the third year. The options will expire after four years. In the event of a change of control after the first anniversary of continuous service, then the balance of any unissued shares subject to this clause will be issued and will vest immediately.

Notice period: 6 months' notice in writing.

Invion Limited Directors' report 30 June 2021

Share-based compensation

Issue of shares

Details of shares issued to directors and other key management personnel as part of compensation during the year ended 30 June 2021 are set out below:

Name	Date	Shares	Issue price	$
Craig Newton	31 October 2020	24,165,189	$0.01	256,152

Options

The terms and conditions of each grant of options over ordinary shares affecting remuneration of directors and other key management personnel in this financial year or future reporting years are as follows:

	Number of					Fair value
	options		Vesting date and			per option
Name	granted	Grant date	exercisable date	Expiry date	Exercise price	at grant date
T Chew	5,451,523	12/02/2019	12/2/2019	12/02/2023	$0.03	$0.012
T Chew	5,451,523	12/02/2019	1/12/2019	12/02/2023	$0.03	$0.012
T Chew	5,451,523	12/02/2019	1/12/2020	12/02/2023	$0.03	$0.012
T Chew	5,451,523	12/02/2019	1/12/2021	12/02/2023	$0.03	$0.012
T Chew	5,451,523	12/02/2019	1/12/2022	12/02/2023	$0.03	$0.012
A Yamashita	4,088,642	12/2/2019	12/2/2019	12/02/2023	$0.03	$0.012
A Yamashita	4,088,642	12/2/2019	1/12/2019	12/02/2023	$0.03	$0.012
A Yamashita	4,088,642	12/2/2019	1/12/2020	12/02/2023	$0.03	$0.012
A Yamashita	4,088,642	12/2/2019	1/12/2021	12/02/2023	$0.03	$0.012
A Yamashita	4,088,642	12/2/2019	1/12/2022	12/02/2023	$0.03	$0.012
C Newton*	13,628,807	12/2/2019	12/2/2019	12/02/2023	$0.03	$0.012
C Newton	13,628,807	12/2/2019	1/12/2019	12/02/2023	$0.03	$0.012
C Newton	13,628,807	12/2/2019	1/12/2020	12/02/2023	$0.03	$0.012
M Farris**	9,085,872	12/2/2019	12/2/2019	12/02/2023	$0.03	$0.012
M Farris	9,085,872	12/2/2019	1/12/2019	12/02/2023	$0.03	$0.012
M Farris	9,085,872	12/2/2019	1/12/2020	12/02/2023	$0.03	$0.012
C Newton	1,362,881	31/10/2019	31/10/2019	30/10/2023	$0.02	$0.008
C Newton	1,362,881	31/10/2019	01/12/2019	30/10/2023	$0.02	$0.008
R Merriel	20,443,211	31/08/2020	31/08/2020	31/08/2024	$0.02	$0.006
A Bennallack	20,443,211	22/10/2020	22/10/2020	22/10/2024	$0.02	$0.006
C Newton	2,725,942	29/10/2020	29/10/2020	31/10/2024	$0.01	$0.006
T Chew	3,537,736	31/10/2020	31/10/2020	31/10/2024	$0.00	$0.011
A Yamashita	2,151,887	31/10/2020	31/10/2020	31/10/2024	$0.00	$0.011
R Merriel	1,116,492	15/12/2020	15/12/2020	31/10/2024	$0.00	$0.011
A Yamashita	1,222,558	15/12/2020	15/12/2020	31/10/2024	$0.00	$0.011
T Chew	2,010,052	15/12/2020	15/12/2020	31/10/2024	$0.00	$0.011
T Chew	2,525,590	07/04/2021	07/04/2021	31/10/2024	$0.00	$0.009
R Merriel	1,402,849	07/04/2021	07/04/2021	31/10/2024	$0.00	$0.009
A Yamashita	1,536,120	07/04/2021	07/04/2021	31/10/2024	$0.00	$0.009
T Chew	1,589,620	10/06/2021	10/06/2021	31/10/2024	$0.00	$0.014
R Merriel	882,961	10/06/2021	10/06/2021	31/10/2024	$0.00	$0.014
A Yamashita	966,842	10/06/2021	10/06/2021	31/10/2024	$0.00	$0.014

C. Newton resigned as the Managing Director and CEO on 31 October 2020. ** M. Farris resigned as the Non-executive Director on 31 August 2020.

Options granted carry no dividend or voting rights.

Invion Limited Directors' report 30 June 2021

Values of options over ordinary shares granted, exercised and lapsed for directors and other key management personnel as part of compensation during the year ended 30 June 2021 are set out below:

	Value of	Value of	Value of	Remuneration
	options	options	options	consisting of
	granted	exercised	lapsed	options
	during the	during the	during the	for the
	year	year	year	year
Name	$	$	$	%
T Chew	105,000	-	-	29%
A Yamashita	63,868	-	-	66%
R Merriel	164,447	(24,824)	-	91%
A Bennallack	127,157	-	-	77%
C Newton	17,473	-	(146,194)	7%
M Farris	-	-	(88,711)	-

Additional information

Relative movements in Basic Earnings per share, Net tangible assets per share and Dividend per share (cents per share) for the last five years are as follows. Period end share price has been included as one measure of shareholder wealth:

	2021	2020	2019	2018	2017
Net tangible assets per share	-	-	-	-	-
Earnings per share (cents per share)	(0.03)	(0.03)	(0.05)	(0.02)	(0.14)
Share price at financial year end (cents)	1.30	0.80	1.50	3.40	0.30

Additional disclosures relating to key management personnel

Shareholding

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

Ordinary shares T Chew M Farris R Merriel A Bennallack**	Balance at the start of the year 546,857,721 56,000 - -	Received as part of remuneration - - - -	Additions - - 2,500,000 13,333,333	Disposal/ other movement - (56,000) (2,500,000) -	Balance at the end of the year 546,857,721 - - 13,333,333
	546,913,721	-	15,833,333	(2,556,000)	560,191,054

M. Farris resigned as the Non-Executive Director on 31 August 2020. The balance in other movement represents shares held by her on the date of resignation.

** R. Merriel was appointed as the Non-Executive Director on 31 August 2020.The additions represents shares issued on the exercise of share options by R. Merriel during the year. 2,500,000 share disposal represents the sale of the shares.

*** A. Bennallack was appointed as the Non-Executive Director on 22 October 2020.The addition represents In-specie distribution on 1 June 2021 of Invion shares from Unlimited Innovation Group to A. Bennallack as its shareholder. The distribution happened after A. Bennallack was appointed as the Director on Invion Ltd.

Invion Limited Directors' report 30 June 2021

Option holding

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

Options over ordinary shares T Chew A Yamashita C Newton M Farris* R Merriel A Bennallack	Balance at the start of the year 27,257,615 20,443,211 74,958,440 45,429,358 - -	Granted 9,662,998 5,877,407 2,725,944 - 23,845,513 20,443,211	Exercised - - - - (2,500,000) -	Expired/ forfeited/ other - - (77,684,384) (45,429,358) - -	Balance at the end of the year 36,920,613 26,320,618 - - 21,345,513 20,443,211
	168,088,624	62,555,073	(2,500,000)	(123,113,742)	105,029,955

C. Newton resigned as the Managing Director & CEO on 31 October 2020. The balance in other movement represents 31,346,257 options lapsed as result of the resignation and balance 46,338,127 unexercised vested options held by him on the date of the resignation.
** M. Farris resigned as the Non-Executive Director on 31 August 2020. The balance in other movement represents 18,171,743 options lapsed as result of the resignation and balance 27,257,615 unexercised vested options held by her on the date of the resignation.

This concludes the remuneration report, which has been audited.

Shares under option

Unissued ordinary shares of Invion Limited under option at the date of this report are as follows:

Exercise Grant date Expiry date price 12 February 2019 12 February 2023 $0.03 31 October 2019 30 October 2023 $0.02 1 July 2020 1 July 2024 $0.02 31 August 2020 31 August 2024 $0.02 22 October 2020 22 October 2024 $0.02 29 October 2020 31 October 2024 $0.01 31 October 2020 31 October 2024 $0.00 15 December 2020 31 October 2024 $0.00 7 April 2021 31 October 2024 $0.00 10 June 2021 31 October 2024 $0.00	Number under option 199,434,882 2,725,761 15,928,570 20,443,211 20,443,211 2,725,942 5,689,623 3,232,610 4,081,051 3,439,423
	278,144,284

Exercise
Grant date
Expiry date
price
12 February 2019
12 February 2023
$0.03
31 October 2019
30 October 2023
$0.02
1 July 2020
1 July 2024
$0.02
31 August 2020
31 August 2024
$0.02
22 October 2020
22 October 2024
$0.02
29 October 2020
31 October 2024
$0.01
31 October 2020
31 October 2024
$0.00
15 December 2020
31 October 2024
$0.00
7 April 2021
31 October 2024
$0.00
10 June 2021
31 October 2024
$0.00

Number
under option
199,434,882

2,725,761

15,928,570

20,443,211

20,443,211

2,725,942
5,689,623
3,232,610
4,081,051
3,439,423

278,144,284

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

Invion Limited Directors' report 30 June 2021

Shares issued on the exercise of options

The following ordinary shares of Invion Limited were issued during the year ended 30 June 2021 and up to the date of this report on the exercise of options granted:

report on the exercise of options granted:
Exercise Date options granted price 23 December 2020 $0.00 13 April 2021 $0.00 9 June 2021 $0.00	Number of shares issued 250,000 750,000 1,500,000
	2,500,000

Indemnity and insurance of officers

The company has indemnified the directors and executives of the company for costs incurred, in their capacity as a director or executive, for which they may be held personally liable, except where there is a lack of good faith.

During the financial year, the company paid a premium in respect of a contract to insure the directors and executives of the company against a liability to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium.

Indemnity and insurance of auditor

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

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

Proceedings on behalf of the company

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

Non-audit services

Details of the amounts paid or payable to the auditor for non-audit services provided during the financial year by the auditor are outlined in note 26 to the financial statements.

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

The directors are of the opinion that the services as disclosed in note 26 to the financial statements do not compromise the external auditor's independence requirements of the Corporations Act 2001 for the following reasons:

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

Officers of the company who are former partners of Grant Thornton Audit Pty Ltd

There are no officers of the company who are former partners of Grant Thornton Audit Pty Ltd.

Invion Limited Directors' report 30 June 2021

Auditor's independence declaration

A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out immediately after this directors' report.

Auditor

Grant Thornton Audit Pty Ltd continues in office in accordance with section 327 of the Corporations Act 2001.

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

On behalf of the directors

==> picture [83 x 38] intentionally omitted <==

_________ Thian Chew Chairman

4 August 2021

==> picture [158 x 31] intentionally omitted <==

Level 22 Tower 5 Collins Square 727 Collins Street Melbourne VIC 3008

Correspondence to: GPO Box 4736 Melbourne Victoria 3001

T +61 3 8320 2222 F +61 3 8320 2200 E [email protected] W www.grantthornton.com.au

Auditor’s Independence Declaration

To the Directors of Invion Limited

In accordance with the requirements of section 307C of the Corporations Act 2001 , as lead auditor for the audit of Invion Limited for the year ended 30 June 2021, I declare that, to the best of my knowledge and belief, there have been:

a no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

b no contraventions of any applicable code of professional conduct in relation to the audit.

==> picture [133 x 37] intentionally omitted <==

Grant Thornton Audit Pty Ltd Chartered Accountants

==> picture [89 x 42] intentionally omitted <==

M A Cunningham Partner – Audit & Assurance

Melbourne, 4 August 2021

Grant Thornton Audit Pty Ltd ACN 130 913 594

www.grantthornton.com.au

a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389

‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.

Liability limited by a scheme approved under Professional Standards Legislation.

Invion Limited Statement of profit or loss and other comprehensive income For the year ended 30 June 2021

Note Revenue 6 Other income 7 Expenses Employee benefits expense 8 Depreciation and amortisation expenses 9 Administrative & corporate expenses 10 Share-based payment expense 11 Research & development expenses 12 Loss before income tax expense Income tax expense 13 Loss after income tax expense for the year attributable to the owners of Invion Limited Other comprehensive income for the year, net of tax Total comprehensive income for the year attributable to the owners of Invion Limited Basic loss per share 34 Diluted loss per share 34	Consolidated 30 June 2021 30 June 2020 $ $ 2,330,027 3,476,784 89,386 72,570 (958,428) (872,105) (277,867) (277,906) (889,096) (862,368) (257,451) (930,559) (1,519,522) (1,560,310) (1,482,951) (953,894) - - (1,482,951) (953,894) - - (1,482,951) (953,894) Cents Cents (0.03) (0.02) (0.03) (0.02)
	(1,482,951) -
	(1,482,951) -
	(1,482,951)
	Cents (0.03) (0.03)

The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes

Invion Limited Statement of financial position As at 30 June 2021

Note Assets Current assets Cash and cash equivalents Trade and other receivables 14 Other current assets 15 Total current assets Non-current assets Property, plant and equipment 16 Intangibles 17 Total non-current assets Total assets Liabilities Current liabilities Trade and other payables 18 Employee benefits 19 Contract liability 20 Total current liabilities Total liabilities Net assets Equity Issued capital 21 Reserves 22 Accumulated losses Total equity	Consolidated 30 June 2021 30 June 2020 $ $ 1,036,818 618,843 11,000 271,845 28,313 26,173 1,076,131 916,861 1,024 3,891 4,565,000 4,840,000 4,566,024 4,843,891 5,642,155 5,760,752 835,650 281,731 15,846 34,091 - 11,000 851,496 326,822 851,496 326,822 4,790,659 5,433,930 130,956,127 130,555,435 2,429,194 1,990,206 (128,594,662) (127,111,711) 4,790,659 5,433,930
	1,076,131
	1,024 4,565,000
	4,566,024
	5,642,155
	835,650 15,846 -
	851,496
	851,496
	4,790,659
	130,956,127 2,429,194 (128,594,662)
	4,790,659

The above statement of financial position should be read in conjunction with the accompanying notes

Invion Limited Statement of changes in equity For the year ended 30 June 2021

Invion Limited Statement of changes in equity For the year ended 30 June 2021
Consolidated Balance at 1 July 2019 Loss after income tax expense for the year Other comprehensive income for the year, net of tax Total comprehensive income for the year Transactions with owners in their capacity as owners: Share option expense Reserve reclassification* Balance at 30 June 2020	Issued capital $ 130,555,435 - -	Options reserves $ 20,633,125 - -	Convertible note reserve $ 2,486,714 - -	Accumulated losses $ (148,218,009) (953,894) -	Total equity $ 5,457,265 (953,894) -
	- - -	- 930,559 (19,573,478)	- - (2,486,714)	(953,894) - 22,060,192	(953,894) 930,559 -
	130,555,435	1,990,206	-	(127,111,711)	5,433,930

*The reclassified reserves relate to the value of lapsed options and convertible notes, for which the reserves were created through income statements in the prior years.

Consolidated Balance at 1 July 2020 Loss after income tax expense for the year Other comprehensive income for the year, net of tax Total comprehensive income for the year Transactions with owners in their capacity as owners: Shares issued in lieu of employee compensation Shares issued on exercise of options Options expense for options granted to Directors and employees, net of forfeited options Balance at 30 June 2021	Issued capital $ 130,555,435 - -	Options reserves $ 1,990,206 - -	Convertible note reserve $ - - -	Accumulated losses $ (127,111,711) (1,482,951) -	Total equity $ 5,433,930 (1,482,951) -
	- 375,867 24,825 -	- - (24,825) 463,813	- - - -	(1,482,951) - - -	(1,482,951) 375,867 - 463,813
	130,956,127	2,429,194	-	(128,594,662)	4,790,659

The above statement of changes in equity should be read in conjunction with the accompanying notes

Invion Limited Statement of cash flows For the year ended 30 June 2021

Invion Limited Statement of cash flows For the year ended 30 June 2021
Note Cash flows from operating activities Receipts from customers Payments to suppliers and employees Research and development tax incentive COVID-19 incentives Interest received Net cash from/(used in) operating activities 33 Net cash from investing activities Net cash from financing activities Net increase/(decrease) in cash and cash equivalents Cash and cash equivalents at the beginning of the financial year Cash and cash equivalents at the end of the financial year	Consolidated 30 June 2021 30 June 2020 $ $ 2,634,500 3,537,000 (2,305,911) (3,849,786) - 91,770 89,300 68,000 417,889 (153,016) 86 546 417,975 (152,470) - - - - 417,975 (152,470) 618,843 771,313 1,036,818 618,843
	417,889 86
	417,975

	-

	-
	417,975 618,843
	1,036,818

The above statement of cash flows should be read in conjunction with the accompanying notes

Invion Limited Notes to the financial statements 30 June 2021

Note 1. General information

The financial statements cover Invion Limited as a consolidated entity consisting of Invion Limited and the entities it controlled at the end of, or during, the year. The financial statements are presented in Australian dollars, which is Invion Limited's functional and presentation currency.

Invion Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business are:

Registered office

Principal place of business

Level 4, 100 Albert Road, South Melbourne Vic 3205 692 High Street, East Kew Vic 3102 Australia

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

The financial statements were authorised for issue, in accordance with a resolution of directors, on 4 August 2021. The directors have the power to amend and reissue the financial statements.

Note 2. Corporate information

Invion Limited is a Company limited by shares incorporated in Australia whose shares have been publicly traded on the Australian Securities Exchange since its listing on 15 February 2011 (ASX:IVX). Invion is a clinical-stage life-sciences company that is leading the global clinical development of the Photosoft™ technology for the treatment of cancers. Invion has been appointed exclusive licensee in Australia and New Zealand of Photosoft™. The appointment has been made by technology licensor, The Cho Group, a Hong Kong based group that has funded and successfully commercialised a number of unique and advanced technologies. Via an R&D services agreement between the two entities, the research and clinical trials of Photosoft™ are funded by The Cho Group.

The Invion Group (“the Group”) consists of Invion Limited (“Invion” or “the Company”) and its wholly owned subsidiary Epitech Dermal Science Pty Ltd. The Group is headquartered in Melbourne (Australia). This consolidated financial report of Invion Limited for the year ended 30 June 2021 was authorised for issue in accordance with a resolution of the Directors on 4 August 2021.

Note 3. Significant accounting policies

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

New or amended Accounting Standards and Interpretations adopted

The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period.

Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.

Going concern

This financial report for year ended 30 June 2021 has been prepared on a going concern basis. The Group incurred an operating loss after income tax of $1,482,951 (2020: $953,894) for the year. At 30 June 2021 the Company had net assets of $4,790,659 (30 June 2020: $5,433,930) and a net current asset position of $224,635 (30 June 2020: $590,039). In common with other companies in the biotechnology sector, the Group’s operations are subject to risks and uncertainty due primarily to the nature of the drug development and commercialisation.

The ability of the Group to continue as a going concern and meet its strategic objectives is principally dependent upon funds continuing to be available for research and development expenditure and other principal activities. The Directors have identified funding risk as an area of uncertainty and material risk impacting the Group due to the dependency on the R&D Services Agreement with RMW Cho Group, and as similar to other companies in the biotechnology sector, recognise that further capital may be required to fund the Group’s activities.

Invion Limited Notes to the financial statements 30 June 2021

Note 3. Significant accounting policies (continued)

The Directors are satisfied that notwithstanding the material uncertainty, on the basis RMW Cho Group funding continues to be made available, there is a reasonable basis to conclude that adequate cash is available to meet the liabilities and commitments of the Group for a period of at least twelve months from the date of this report, and on that basis, are satisfied that the going concern basis of preparation is appropriate. No adjustment has been made to recorded assets and liability amounts and classifications should the group not continue as a going concern.

Basis of preparation

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

Historical cost convention

The financial statements have been prepared under the historical cost convention, except for, where applicable, the revaluation of financial assets and liabilities at fair value through profit or loss, financial assets at fair value through other comprehensive income.

Critical accounting estimates

The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the consolidated entity's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 4.

Parent entity information

In accordance with the Corporations Act 2001, these financial statements present the results of the consolidated entity only. Supplementary information about the parent entity is disclosed in note 30.

Principles of consolidation

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Invion Limited ('company' or 'parent entity') as at 30 June 2021 and the results of all subsidiaries for the year then ended. Invion Limited and its subsidiaries together are referred to in these financial statements as the 'consolidated entity'.

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

Intercompany transactions, balances and unrealised gains on transactions between entities in the consolidated entity are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the consolidated entity.

The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest, without the loss of control, is accounted for as an equity transaction, where the difference between the consideration transferred and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable to the parent.

Where the consolidated entity loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and non-controlling interest in the subsidiary together with any cumulative translation differences recognised in equity. The consolidated entity recognises the fair value of the consideration received and the fair value of any investment retained together with any gain or loss in profit or loss.

Operating segments

Operating segments are presented using the 'management approach', where the information presented is on the same basis as the internal reports provided to the Chief Operating Decision Makers ('CODM'). The CODM is responsible for the allocation of resources to operating segments and assessing their performance.

Invion Limited Notes to the financial statements 30 June 2021

Note 3. Significant accounting policies (continued)

Revenue recognition

The consolidated entity recognises revenue as follows:

Revenue from contracts with customers

The Group is in the business of performing research under contract. Revenue from contracts with customers is recognised when performance of the services are transferred to the customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for those services, net of Goods and Services Tax (GST). The Group has concluded that it is the principal in its revenue arrangements because it typically controls the services before transferring them to the customer.

Rendering of services

Revenue from services is recognised at over time when performance of the service is transferred to the customer, generally when the relevant research expenditure is incurred. The Group considers whether there are other promises in the contract that are separate performance obligations to which a portion of the transaction price needs to be allocated (e.g. warranties, delivery). In determining the transaction price for the services, the Group considers the effects of variable consideration, the existence of significant financing components, non-cash consideration, and consideration payable to the customer (if any).

Sale of goods

Revenue from the sale of goods is recognised at the point in time when the customer obtains control of the goods, which is generally at the time of delivery.

Interest

Interest revenue is recognised as interest accrues using the effective interest method. This is a method of calculating the amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset.

Other income

Government grant – Jobkeeper

Government grants are recognised when the right to receive a grant has been established and the company is entitled to it.

Income tax

The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the applicable income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary differences, unused tax losses and the adjustment recognised for prior periods, where applicable.

Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when the assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for:

When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor taxable profits; or
When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures, and the timing of the reversal can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date. Deferred tax assets recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the carrying amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable that there are future taxable profits available to recover the asset.

Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on either the same taxable entity or different taxable entities which intend to settle simultaneously.

Invion Limited Notes to the financial statements 30 June 2021

Note 3. Significant accounting policies (continued)

Current and non-current classification

Assets and liabilities are presented in the statement of financial position based on current and non-current classification.

An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the consolidated entity's normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12 months after the reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period. All other assets are classified as non-current.

A liability is classified as current when: it is either expected to be settled in the consolidated entity's normal operating cycle; it is held primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting period. All other liabilities are classified as non-current.

Deferred tax assets and liabilities are always classified as non-current.

Cash and cash equivalents

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.

Trade and other receivables

Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using effective interest method less any allowance for expected credit losses. Trade receivables are generally due for settlement within 30 days.

The consolidated entity has applied the simplified approach to measuring expected credit losses, which uses a lifetime expected loss allowance. To measure the expected credit losses, trade receivables have been grouped based on days overdue.

Contract assets

A contract asset is the right to consideration in exchange for services transferred to the customer. If the Group performs by transferring services to a customer before the customer pays consideration or before payment is due, a contract asset is recognised for the earned consideration that is conditional.

Contract liabilities (or unearned income)

A contract liability is the obligation to transfer services to a customer for which the Group has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Group transfers services to the customer, a contract liability is recognised when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the Group completes the performance obligations under the contract.

Property, plant and equipment

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

Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and equipment (excluding land) over their expected useful lives as follows:

Plant and equipment

10%-50%

The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting date.

An item of property, plant and equipment is derecognised upon disposal or when there is no future economic benefit to the consolidated entity. Gains and losses between the carrying amount and the disposal proceeds are taken to profit or loss.

Invion Limited Notes to the financial statements 30 June 2021

Note 3. Significant accounting policies (continued)

Intangible assets

Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is their fair value at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and accumulated impairment losses. Internally generated intangible assets, excluding capitalised development costs, are not capitalised and expenditure is reflected in the profit and loss in the period in which the expenditure is incurred. The useful lives of intangible assets are assessed as either finite or indefinite. Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortisation period and the amortisation method for an intangible asset with a finite useful life are reviewed at least at the end of each reporting period. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortisation period or method, as appropriate, and are treated as changes in accounting estimates. The amortisation expense on intangible assets with finite lives is recognised in the income statement as the expense category that is consistent with the function of the intangible assets.

Gains or losses arising from de-recognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the statement of profit or loss when the asset is derecognised.

Research and development

Research costs are expensed as incurred. Development expenditures on an individual project are recognised as an intangible asset when the Group can demonstrate:

the technical feasibility of completing the intangible asset so that the asset will be available for use or sale;
its intention to complete and its ability to use or sell the asset;
how the asset will generate future economic benefits;
the availability of resources to complete the asset; and
the ability to measure reliably the expenditure during development

Following initial recognition of the development expenditure as an asset, the asset is carried at cost less any accumulated amortisation and accumulated impairment losses. Amortisation of the asset begins when development is complete and the asset is available for use. It is amortised over the period of the expected future benefit. Amortisation is recorded in the Consolidated Statement of Comprehensive Income. During the development, the asset is tested for impairment annually.

A summary of the policies applied to the Group’s intangible assets is as follows:

Patents Development Costs Useful lives Finite Finite Amortisation method used Amortised on a straight-line Amortised on a straight-line basis over the period of the basis over the expected patent period of available use Internally generated or acquired Acquired Internally generated

Patents -Intellectual property

The Group made upfront payments to purchase patents. The patents have been granted for periods of up to 20 years by the relevant authority, often with the option of renewal at the end of this period.

Impairment of non-financial assets

Non-financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount.

Recoverable amount is the higher of an asset's fair value less costs of disposal and value-in-use. The value-in-use is the present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the asset or cash-generating unit to which the asset belongs. Assets that do not have independent cash flows are grouped together to form a cash-generating unit.

Invion Limited Notes to the financial statements 30 June 2021

Note 3. Significant accounting policies (continued)

Trade and other payables

These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end of the financial year and which are unpaid. Due to their short-term nature, they are measured at amortised cost and are not discounted. The amounts are unsecured and are usually paid within 30 days of recognition.

Employee benefits

Short-term employee benefits

Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be settled wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities are settled.

Share-based payments

Equity-settled share-based compensation benefits are provided to employees.

Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the rendering of services. Cash-settled transactions are awards of cash for the exchange of services, where the amount of cash is determined by reference to the share price.

The cost of equity-settled transactions are measured at fair value on grant date. Fair value is independently determined using either the Binomial or Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine whether the consolidated entity receives the services that entitle the employees to receive payment. No account is taken of any other vesting conditions.

The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity over the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods.

The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by applying either the Binomial or Black-Scholes option pricing model, taking into consideration the terms and conditions on which the award was granted. The cumulative charge to profit or loss until settlement of the liability is calculated as follows:

during the vesting period, the liability at each reporting date is the fair value of the award at that date multiplied by the expired portion of the vesting period.
from the end of the vesting period until settlement of the award, the liability is the full fair value of the liability at the reporting date.

All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions is the cash paid to settle the liability.

Market conditions are taken into consideration in determining fair value. Therefore, any awards subject to market conditions are considered to vest irrespective of whether or not that market condition has been met, provided all other conditions are satisfied.

If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not been made. An additional expense is recognised, over the remaining vesting period, for any modification that increases the total fair value of the share-based compensation benefit as at the date of modification.

If the non-vesting condition is within the control of the consolidated entity or employee, the failure to satisfy the condition is treated as a cancellation. If the condition is not within the control of the consolidated entity or employee and is not satisfied during the vesting period, any remaining expense for the award is recognised over the remaining vesting period, unless the award is forfeited.

Invion Limited Notes to the financial statements 30 June 2021

Note 3. Significant accounting policies (continued)

If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any remaining expense is recognised immediately. If a new replacement award is substituted for the cancelled award, the cancelled and new award is treated as if they were a modification.

Fair value measurement

When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; and assumes that the transaction will take place either: in the principal market; or in the absence of a principal market, in the most advantageous market.

Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming they act in their economic best interests. For non-financial assets, the fair value measurement is based on its highest and best use. Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, are used, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

Issued capital

Ordinary shares are classified as equity.

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

Earnings per share

Basic earnings per share

Basic earnings per share is calculated by dividing the profit attributable to the owners of Invion Limited, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the financial year.

Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.

Goods and Services Tax ('GST') and other similar taxes

Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the tax authority. 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. The net amount of GST recoverable from, or payable to, the tax authority is included in other receivables or other payables in the statement of financial position.

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 tax authority, are presented as operating cash flows.

Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the tax authority.

Invion Limited Notes to the financial statements 30 June 2021

Note 4. Critical accounting judgements, estimates and assumptions

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

Share-based payment transactions

The consolidated entity measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by using the Black-Scholes model taking into account the terms and conditions upon which the instruments were granted. The accounting estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of assets and liabilities within the next annual reporting period but may impact profit or loss and equity.

Impairment

The Group assesses impairment of all assets at each reporting date by evaluating conditions specific to the Group and to the particular asset that may lead to impairment. If any such indication exists, the Group will estimate the recoverable amount of the asset. In assessing whether there is any indication that an asset may be impaired, the Group considers external and internal sources of information including market forces, the Group’s market capitalisation, evidence of obsolescence, significant changes with an adverse effect on the Group or its assets, and any financial projections.

Note 5. Operating segments

Identification of reportable operating segments

The Invion Group has identified its operating segments based on the internal reports that are reviewed and used by the Board of Directors (who are identified as the Chief Operating Decision Makers ('CODM')) in assessing performance and in determining the allocation of resources.

The Invion Group operates as a clinical-stage life sciences (drug development) group. At 30 June 2021, the Group had operations in Australia only with its wholly owned subsidiary EpiTech Dermal Science Pty Ltd (previously IVX Cosmetics Pty Ltd). The Group does not consider that the risks and returns of the Group have been or are affected by differences in either the products or services it provides. The Group operates as one segment and as such in one geographical area. Group performance is evaluated based on operating profit or loss and is measured consistently with profit or loss in the consolidated financial statements. Group financing (including finance costs and finance income) and income taxes are managed on a Group basis.

Note 6. Revenue

Note 6. Revenue
R&D services fee- over time Sale of Chlorine mixture- point in time Revenue	Consolidated 30 June 2021 30 June 2020 $ $ 2,308,027 3,476,784 22,000 - 2,330,027 3,476,784
	2,330,027

The above represents fees of $2,308,027 earned from RMW Cho Group for Research and Development services provided.

Invion Limited Notes to the financial statements 30 June 2021

Note 7. Other income

Note 7. Other income
COVID-19 Cash boost incentives COVID-19 Job keeper incentives Other income Interest received Other income Note 8. Employee benefits expense Salaries, wages and fees Superannuation Employee entitlements Other employee benefits expense	Consolidated 30 June 2021 30 June 2020 $ $ 50,000 50,000 39,300 18,000 - 4,024 86 546 89,386 72,570 Consolidated 30 June 2021 30 June 2020 $ $ 903,281 740,021 19,603 54,419 35,544 62,375 - 15,290 958,428 872,105
	958,428

Note 9. Depreciation and amortisation expenses

Note 9. Depreciation and amortisation expenses
Amortisation: Intangible amortisation Depreciation of non-current assets: Plant and equipment	Consolidated 30 June 2021 30 June 2020 $ $ 275,000 275,000 2,867 2,906 277,867 277,906
	277,867

Note 10. Administrative & corporate expenses

Note 10. Administrative & corporate expenses
Legal fees Compliance costs Consulting fees incl. accounting, business development Insurance Office, administration and corporate expenses Rent and occupancy expenses Business development expenses	Consolidated 30 June 2021 30 June 2020 $ $ 84,233 30,688 167,412 213,062 222,364 243,515 170,296 153,157 191,221 78,338 44,428 102,734 9,142 40,874 889,096 862,368
	889,096

Invion Limited Notes to the financial statements 30 June 2021

Note 11. Share-based payment expense

Note 11. Share-based payment expense
Share-based payment expense Share-based payment expense during the year relates to: Expense arising from equity-settled share-based payment transactions Refer to Note 35 for further details on the Group's share options.	Consolidated 30 June 2021 30 June 2020 $ $ 257,451 930,559 Consolidated 30 June 2021 30 June 2020 $ $ 257,451 930,559

Note 12. Research & development expenses

Pre-clinical trial costs Drug production and supply Consultancy fee -scientific and tech. Other research and development Note 13. Income tax expense The Company has recorded nil tax benefit for the period ended 30 June 2021 (2020: $nil). Income tax expense Current tax Deferred tax - origination and reversal of temporary differences Income tax losses not recognised as a deferred tax asset Aggregate income tax expense Numerical reconciliation of income tax expense and tax at the statutory rate Loss before income tax expense Tax at the statutory tax rate of 26% (2020: 27.5%) Tax effect amounts which are not deductible/(taxable) in calculating taxable income: Non tax deductible items - permanent differences Non assessable items - permanent differences Movement in temporary differences not recorded Tax assets not recognised Income tax expense	Consolidated 30 June 2021 30 June 2020 $ $ 697,419 562,639 - 82,617 821,383 804,998 720 110,056 1,519,522 1,560,310 Consolidated 30 June 2021 30 June 2020 $ $ 259,968 (56,636) (26,697) 103,992 (233,271) (47,356) - - (1,482,951) (953,894) (385,567) (262,321) 138,599 332,688 (13,000) (13,750) 26,697 (103,992) (233,271) (47,375) 233,271 47,375 - -
	-
	(1,482,951)
	(385,567) 138,599 (13,000) 26,697
	(233,271) 233,271
	-

Invion Limited Notes to the financial statements 30 June 2021

Note 13. Income tax expense (continued)

Tax assets at 26% (2020: 27.5%) Domestic tax losses Temporary differences – including balances in equity Total unrecorded tax assets Note 14. Current assets - trade and other receivables Trade receivables GST receivable	Consolidated 30 June 2021 30 June 2020 $ $ 1,232,977 757,471 130,707 113,285 1,363,684 870,756 Consolidated 30 June 2021 30 June 2020 $ $ 11,000 247,326 - 24,519 11,000 271,845
	11,000

Trade receivables at 30 June 2020 contained a contract asset of $159,566 which represented the right to consideration in exchange for services performed under the R&D Service Agreement with RMW Cho Group.

Note 15. Current assets - Other current assets

Prepayments Note 16. Non-current assets - property, plant and equipment Plant and equipment - at cost Less: Accumulated depreciation Note 17. Non-current assets - intangibles Intellectual property - at cost Less: Accumulated amortisation	Consolidated 30 June 2021 30 June 2020 $ $ 28,313 26,173 Consolidated 30 June 2021 30 June 2020 $ $ 8,032 8,032 (7,008) (4,141) 1,024 3,891 Consolidated 30 June 2021 30 June 2020 $ $ 5,500,000 5,500,000 (935,000) (660,000) 4,565,000 4,840,000
	4,565,000

Invion Limited Notes to the financial statements 30 June 2021

Note 17. Non-current assets - intangibles (continued)

Reconciliations

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

Consolidated Balance at 1 July 2019 Amortisation expense Balance at 30 June 2020 Amortisation expense Balance at 30 June 2021	Photosoft $ 5,115,000 (275,000)	Total $ 5,115,000 (275,000) 4,840,000 (275,000) 4,565,000
	4,840,000 (275,000)
	4,565,000

Invion is developing Photosoft[TM] technology as an improved next generation Photodynamic Therapy. The Photosoft[TM ] commercialisation licence is reflected as an intangible asset and is being amortised over a 20-year period. The Photosoft[TM] commercialisation licence is being carried at the cost of the licence and distribution agreement less accumulated amortisation.

At each Balance Date, the Group assesses whether there is any indication that an intangible asset may be impaired. Where an indicator of impairment exists, the Group makes an estimate of recoverable amount, and where the carrying amount of an asset may exceed its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

Invion made a significant step forward in its research and development activities as it worked with its research partner, Hudson Institute of Medical Research, to develop an improved API, which it called INV043. Initial results from the Proof-ofConcept (PoC) tests on INV043 undertaken showed great promise across a range of cancers. In light of significant progress in R&D research on cancer treatment using the Photosoft technology, management did not observe any indicators for impairment to this carrying value. There have been no indicators of any technological obsolescence to the Photosoft[TM] technology. The Group assessed that there is no impact of COVID-19 on Photosoft[TM] commercialisation licence.

Note 18. Current liabilities - trade and other payables

Note 18. Current liabilities - trade and other payables
Trade payables Accrued expenses Director related accruals Other payables	Consolidated 30 June 2021 30 June 2020 $ $ 448,923 105,670 90,823 117,375 258,089 58,686 37,815 - 835,650 281,731
	835,650

Refer to note 24 for further information on financial instruments.

Note 19. Current liabilities - Employee benefits

Annual leave provisions

Consolidated 30 June 2021 30 June 2020 $ $ 15,846 34,091

Invion Limited Notes to the financial statements 30 June 2021

Note 20. Current liabilities - Contract liability

Contract liability	Consolidated 30 June 2021 30 June 2020 $ $ - 11,000

A contract liability represents the obligation to transfer services to a customer for which the Group has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Group transfers services to the customer, a contract liability is recognised when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the Group completes the performance obligations under the contract.

Note 21. Equity - issued capital

Note 21. Equity - issued capital
30 June 2021 Shares Ordinary shares - fully paid 5,539,542,295 Movements in ordinary share capital Details Date Balance 1 July 2019 Balance 30 June 2020 Share issued in lieu of employee Compensation 11 August 2020 Share issued in lieu of employee Compensation 29 October 2020 Shares issued on exercise of options 22 December 2020 Shares issued on exercise of options 13 April 2021 Shares issued on exercise of options 9 June 2020 Balance 30 June 2021	30 June 2021 Shares 5,539,542,295	Consolidated 30 June 2020 30 June 2021 Shares $ 5,500,606,300 130,956,127		30 June 2020 $ 130,555,435
		Shares 5,500,606,300 5,500,606,300 2,992,606 33,443,389 750,000 250,000 1,500,000 5,539,542,295	Issue price $0.00 $0.00 $0.00 $0.00 $0.00	$ 130,555,435
				130,555,435 26,933 348,934 8,396 2,798 13,631
				130,956,127

Ordinary shares

Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the company does not have a limited amount of authorised capital.

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

Share buy-back

There is no current on-market share buy-back.

Capital risk management

The consolidated entity's objectives when managing capital is to safeguard its ability to continue as a going concern, so that it can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to reduce the cost of capital.

Capital is regarded as total equity, as recognised in the statement of financial position, plus net debt. Net debt is calculated as total borrowings less cash and cash equivalents.

In order to maintain or adjust the capital structure, the consolidated entity may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

Invion Limited Notes to the financial statements 30 June 2021

Note 21. Equity - issued capital (continued)

The consolidated entity would look to raise capital when an opportunity to invest in a business or company was seen as value adding relative to the current company's share price at the time of the investment. The consolidated entity is not actively pursuing additional investments in the short term as it continues to integrate and grow its existing businesses in order to maximise synergies.

The consolidated entity is subject to certain financing arrangements covenants and meeting these is given priority in all capital risk management decisions. There have been no events of default on the financing arrangements during the financial year.

The capital risk management policy remains unchanged from the 2020 Annual Report.

Note 22. Equity - reserves

Options reserve	Consolidated 30 June 2021 30 June 2020 $ $ 2,429,194 1,990,206

Option reserve

Items recognised as an expense with respect to share-based consideration. The movement during the year is due to share option expense of $463,813 for options granted to Directors and employees, net of forfeited options and reserve balance of $24,825 taken to share capital on the exercise of the options.

Note 23. Equity - dividends

There were no dividends paid, recommended or declared during the current or previous financial year.

Note 24. Financial instruments

Financial risk management objectives

The Group’s principal financial instruments comprise receivables, payables, cash, short-term deposits. The main risks arising from the Group’s financial instruments are credit risk and liquidity risk. The Group uses different methods to measure and manage different types of risks to which it is exposed. These include monitoring levels of exposure to interest rate and foreign exchange risk and making assessments of market forecasts for interest rate and foreign exchange. Ageing analyses and monitoring of specific credit allowances are undertaken to manage credit risk, and liquidity risk is monitored through the development of future rolling cash flow forecasts. Financial assets and liabilities have contractual maturities of less than twelve months.

Risk management is carried out by senior finance consultants ('finance') under policies approved by the Board of Directors ('the Board'). These policies include identification and analysis of the risk exposure of the consolidated entity and appropriate procedures, controls and risk limits. Finance identifies, evaluates and hedges financial risks within the consolidated entity's operating units. Finance reports to the Board on a monthly basis.

Market risk

Foreign currency risk

The consolidated entity has limited transactions denominated in foreign currency and does not have significant exposure to foreign currency risk through foreign exchange rate fluctuations. At 30 June 2021, there were no creditors denominated in foreign currencies.

Credit risk

The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to standardised financial assets, is the carrying amount, net of any provisions for doubtful debts, as disclosed in the statement of financial position and notes to and forming part of the financial report. The Group does not have any material credit risk exposure to any single debtor or group of debtors under financial instruments.

Invion Limited Notes to the financial statements 30 June 2021

Note 24. Financial instruments (continued)

Liquidity risk

Liquidity risk arises from the financial liabilities of the Group and the Group’s subsequent ability to meet its obligations to repay its financial liabilities as and when they fall due. The Group manages liquidity risk by monitoring forecast cash flows and ensuring that adequate cash resources will be available as and when required, as well as ensuring capital raising initiatives are conducted in a timely manner as required.

At as 30 June 2021, the Group's exposure on liquidity risk is on Trade and other payable of $835,650 (2020: $281,731) payable within next 12 months.

Fair value of financial instruments

Unless otherwise stated, the carrying amounts of financial instruments reflect their fair value.

Note 25. Key management personnel disclosures

Directors

The following persons were directors of Invion Limited during the financial year:

Directors The following persons were	directors of Invion Limited during the financial year:
T Chew	Chairman (appointed Executive Chairman and CEO effective 1 November 2020)
A Yamashita	Non-executive Director
M Farris	Non-executive Director (resigned effective 31 August 2020)
C Newton	Managing Director & CEO (resigned effective 31 October 2020)
R Merriel	Non-executive Director (appointed effective 31 August 2020)
A Bennallack	Non-executive Director (appointed effective 22 October 2020)

Compensation

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

is set out below:
Short-term employee benefits Post-employment benefits Share-based payments	Consolidated 30 June 2021 30 June 2020 $ $ 528,721 689,201 21,797 33,408 437,205 810,832 987,723 1,533,441
	987,723

Note 26. Remuneration of auditors

During the financial year the following fees were paid or payable for services provided by the auditor of the company:

Audit services - Audit or review of the financial statements- Grant Thornton Audit Pty Ltd Audit or review of the financial statements- Ernst & Young	Consolidated 30 June 2021 30 June 2020 $ $ 59,000 - - 87,047 59,000 87,047
	59,000

Invion Limited Notes to the financial statements 30 June 2021

Note 27. Contingent liabilities

The consolidated entity has no material contingent liabilities as at the date of this report.

Note 28. Commitments

Corporate commitments: The Company rents premises at East Kew in Victoria on a month-to-month basis. The agreement has no terms nor is there a make-good requirement upon termination of the agreement. The Company does not have lease agreements for telephone, copier or similar corporate overhead items. No lease liability therefore recognised.

R&D commitments: At the Balance Date, the Company had contractual commitments to the value of $0.35 million relating to R&D development activities (30 June 2020: $0.13 million).

Note 29. Related party transactions

Parent entity

Invion Limited is the parent entity.

Subsidiaries

Interests in subsidiaries are set out in note 31.

Key management personnel

Disclosures relating to key management personnel are set out in note 25 and the remuneration report included in the directors' report.

Transactions with related parties

Mr Thian Chew, Executive Chairman and CEO of Invion Limited, is Managing Partner of Polar Ventures Limited. Polar Ventures Limited and The Cho Group are associates in accordance with section 12(2) of the Corporations Act. The Cho Group has entered into a consultancy agreement with Polar Ventures, pursuant to the terms of which Polar Ventures has agreed to provide general advice and support for The Cho Group’s interests in its investment in Invion. During the year ended 30 June 2021, transaction with Mr Chew consisted of director’s fees of $90,000 and CEO salary of $206,000. Director fee of $7,500 and CEO salary of $206,000 is payable as at 30 June 2021.

The Group was engaged to conduct the clinical development of Photosoft™ globally. The Cho Group agreed to provide funding for the clinical trials and related development, in a clinical development program designed and managed by a joint steering committee between the two companies. Current revenue during the period was $2,308,027 (2020: $3,476,784). As at 30 June 2021, there is no balance included in trade receivables as contract asset (30 June 2020: $159,566).

Mr Robert Merriel, Non-Executive Director of Invion Limited effective from 31 August 2020. He is also Chief Financial Officer, Chief Commercialisation Officer and Company Secretary of the Hudson Institute of Medical Research ('Hudson'). Invion Ltd has an R&D Alliance agreement with Hudson. During the year ended 30 June 2021, since the appointment of Mr Robert Merriel as the Non-Executive Director of Invion Ltd, $523,823 has been invoiced by Hudson under the R&D Alliance agreement.

All transactions were made on normal commercial terms and conditions and at market rates.

Invion Limited Notes to the financial statements 30 June 2021

Note 30. Parent entity information

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

Statement of profit or loss and other comprehensive income

Statement of profit or loss and other comprehensive income
Loss after income tax Total comprehensive income Statement of financial position Total current assets Total assets Total current liabilities Total liabilities Equity Issued capital Options reserve Accumulated losses Total equity	Parent 30 June 2021 30 June 2020 $ $ (1,495,809) (1,203,894) (1,495,809) (1,203,894) Parent 30 June 2021 30 June 2020 $ $ 813,273 655,861 5,379,297 5,499,752 851,496 315,822 851,496 315,822 130,956,127 130,555,435 2,429,194 1,990,206 (128,857,520) (127,361,711) 4,527,801 5,183,930
	5,379,297
	851,496
	851,496
	130,956,127 2,429,194 (128,857,520)
	4,527,801

Guarantees entered into by the parent entity in relation to the debts of its subsidiaries

The parent entity had no guarantees in relation to the debts of its subsidiaries as at 30 June 2021 and 30 June 2020.

Contingent liabilities

The parent entity had no contingent liabilities as at 30 June 2021 and 30 June 2020.

Capital commitments - Property, plant and equipment

The parent entity had no capital commitments for property, plant and equipment as at 30 June 2021 and 30 June 2020.

Significant accounting policies

The accounting policies of the parent entity are consistent with those of the consolidated entity, as disclosed in note 3, except for the following:

Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity.
Investments in associates are accounted for at cost, less any impairment, in the parent entity.
Dividends received from subsidiaries are recognised as other income by the parent entity and its receipt may be an indicator of an impairment of the investment.

Invion Limited Notes to the financial statements 30 June 2021

Note 31. Interests in subsidiaries

The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiary in accordance with the accounting policy described in note 3:

		Ownership interest
	Principal place of business /	30 June 2021 30 June 2020
Name	Country of incorporation	% %
Epitech Dermal Science Pty Ltd	Australia	100.00% 100.00%

Note 32. Events after the reporting period

The impact of the Coronavirus (COVID-19) pandemic is ongoing, and it is not practicable for the group to estimate the potential impact, positive or negative, after the reporting date. The situation is rapidly developing and is dependent on measures imposed by the Australian Government and other countries, such as maintaining social distancing requirements, quarantine, travel restrictions and any economic stimulus that may be provided.

On 2 June 2021, The Company had entered into the Co-Development Agreement and Exclusive Distribution and Licence Agreement with RMW Cho Group Limited to co-develop Photosoft™ technology for the treatment of atherosclerosis and infectious diseases. As part of these agreements, subsequent to the year end, Invion is in the process of undertaking a circa $4.5 million capital raising by way of a share placement as announced to the ASX on 2 June 2021, as part of its CoDevelopment Agreement and Exclusive Distribution and Licence Agreement between Invion and RMW Cho Group (RMW).

Note 33. Reconciliation of loss after income tax to net cash from/(used in) operating activities

Loss after income tax expense for the year Adjustments for: Depreciation and amortisation Equity based compensation Change in operating assets and liabilities: Decrease/(increase) in trade and other receivables Increase/(decrease) in trade and other payables (Decrease)/ increase in provisions (Decrease)/ increase in contract assets and liabilities Net cash from/(used in) operating activities	Consolidated 30 June 2021 30 June 2020 $ $ (1,482,951) (953,894) 277,867 277,906 900,686 930,559 99,140 (74,404) 492,913 (263,583) (18,245) (29,784) 148,565 (39,270) 417,975 (152,470)
	417,975

Invion Limited Notes to the financial statements 30 June 2021

Note 34. Earnings per share

Loss after income tax attributable to the owners of Invion Limited

Consolidated 30 June 2021 30 June 2020 $ $ (1,482,951) (953,894) Number Number

	Number	Number
Weighted average number of ordinary shares used in calculating basic earnings per share Weighted average number of ordinary shares used in calculating diluted earnings per share Basic loss per share Diluted loss per share	5,526,241,189	5,500,606,300
	5,526,241,189	5,500,606,300
	Cents Cents (0.03) (0.02) (0.03) (0.02)

Note 35. Share-based payments

Summary of options granted and lapsed during the year ended 30 June 2021:

Set out below are summaries of options granted under the plan:

Outstanding at the beginning of the financial year Granted Exercised Expired Outstanding at the end of the financial year 30 June 2021 Balance at Exercise the start of Grant date Expiry date price the year 17/12/2015 18/11/2020 $0.02 5,000 12/02/2019 12/02/2023 $0.03 253,041,524 31/10/2019 31/10/2023 $0.02 6,814,403 01/07/2020 01/07/2024 $0.02 - 31/08/2020 31/08/2024 $0.02 - 22/10/2020 22/10/2024 $0.02 - 29/10/2020 31/10/2024 $0.01 - 31/10/2020 31/10/2024 $0.00 - 15/12/2020 31/10/2024 $0.00 - 07/04/2021 31/10/2024 $0.00 - 10/06/2021 31/10/2024 $0.00 - 259,860,927	Number of options 30 June 2021 259,860,927 78,483,641 (2,500,000) (57,700,284)	Weighted average exercise price 30 June 2021 $0.03 $0.01 $0.00 $0.03 $0.00 Exercised - - - - - - - (1,116,492) - (1,383,508) -	Number of options 30 June 2020 351,059,116 6,814,403 - (98,012,592)
	278,144,284		259,860,927
	Granted - - - 15,928,570 20,443,211 20,443,211 2,725,942 5,689,623 4,349,102 5,464,559 3,439,423		Expired/ forfeited/ other (5,000) (53,606,642) (4,088,642) - - - - - - - -
259,860,927	78,483,641	(2,500,000)	(57,700,284)

Invion Limited Notes to the financial statements 30 June 2021

Note 35. Share-based payments (continued)

Weighted average exercise price $0.03 $0.01 $0.00 $0.03 $0.03

On 1 July 2020, a total of 15,928,570 options were issued to various employees of the Company. The options were vested immediately. The fair value of the options was determined at $67,537 using Black Scholes option pricing model with the input as details below.

On 31 August 2020 and 22 October 2020, 20,443,211 options were issued each to R. Merriel and A. Bennallack as part of their appointment as Non-executive Directors of the Company. The options were vested immediately. The fair value of the options was determined at $126,952 and $127,157 respectively using Black Scholes option pricing model with the input as details below.

On 29 October 2020, 2,725,942 options were issued to C. Newton in his capacity as the CEO of the Company. The options were vested immediately. The fair value of the options was determined at $17,473 using Black Scholes option pricing model with the input as details below.

Options issued between 31 October 2020 and 10 June 2021 were issued at nil exercise price to the Directors in-lieu of cash for the Directors fee payable. These were issued based on the approval obtained in 2020 AGM.

The decrease in options by 57,700,284 comprised of 5,000 options which expired on during the year and 31,346,257 options forfeited upon resignation of C. Newton, 18,171,743 options forfeited upon the resignation of M. Farris as the Non-executive Director, and 8,177,284 options forfeited upon resignation of an employee of the Company.

30 June 2020

30 June 2020
Exercise Grant date Expiry date price 28/05/2015 09/11/2019 $0.04 17/12/2015 18/11/2020 $0.02 12/02/2019 12/02/2023 $0.03 31/10/2019 31/10/2023 $0.02 Weighted average exercise price	Balance at the start of the year 1,702,353 5,000 349,351,763 -	Granted - - - 6,814,403	Exercised - - - -	Expired/ forfeited/ other (1,702,353) - (96,310,239) -	Balance at the end of the year - 5,000 253,041,524 6,814,403
	351,059,116	6,814,403	-	(98,012,592)	259,860,927
	$0.03	$0.02	$0.00	$0.03	$0.03

The weighted average share price during the financial year was $0.03 (2020: $0.01).

The options issued during the year were fair valued using the Black Scholes option pricing model using the following inputs:

		Share price	Exercise	Expected	Dividend	Risk-free	Fair value
Grant date	Expiry date	at grant date	price	volatility	yield	interest rate	at grant date
01/07/2020	01/07/2024	$0.01	$0.02	89.00%	-	0.33%	$0.004
31/08/2020	31/08/2024	$0.01	$0.02	92.00%	-	0.35%	$0.006
22/10/2020	22/10/2024	$0.01	$0.02	93.00%	-	0.36%	$0.006
29/10/2020	29/10/2024	$0.01	$0.01	93.00%	-	0.36%	$0.006

Invion Limited Directors' declaration 30 June 2021

In the directors' opinion:

the attached financial statements and notes comply with the Corporations Act 2001, the Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements;
the attached financial statements and notes comply with International Financial Reporting Standards as issued by the International Accounting Standards Board as described in note 3 to the financial statements;
the attached financial statements and notes give a true and fair view of the consolidated entity's financial position as at 30 June 2021 and of its performance for the financial year ended on that date; and
there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.

The directors have been given the declarations required by section 295A of the Corporations Act 2001.

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

On behalf of the directors

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_________ Thian Chew Chairman

4 August 2021

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Level 22 Tower 5 Collins Square 727 Collins Street Melbourne VIC 3008

Correspondence to: GPO Box 4736 Melbourne Victoria 3001

T +61 3 8320 2222 F +61 3 8320 2200 E [email protected] W www.grantthornton.com.au

Independent Auditor’s Report

To the Members of Invion Limited

Report on the audit of the financial report

Opinion

We have audited the financial report of Invion Limited (the Company) and its subsidiaries (the Group), which comprises the statement of financial position as at 30 June 2021, the statement of profit or loss and other comprehensive income, statement of changes in equity and 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 the Group is in accordance with the Corporations Act 2001 , including:

a giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its performance for the year ended on that date; and
b complying with Australian Accounting Standards and the Corporations Regulations 2001 .

Basis for opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the 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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Material uncertainty related to going concern

We draw attention to Note 3 in the financial statements, which indicates that the Group incurred operating loss after income tax of $1,482,951 (2020: $953,894) for the year.

The ability of the Group to continue as a going concern and meet its strategic objectives is principally dependent upon funds continuing to be available for research and development expenditure and other principal activities. As stated in Note 3, these events or conditions, along with other matters as set forth in Note 3, indicate that a material uncertainty exists that may cast doubt on the Group’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389

www.grantthornton.com.au

Liability limited by a scheme approved under Professional Standards Legislation.

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Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

In addition to the matter described in the Material uncertainty related to going concern section, we have determined the matters described below to be the key audit matters to be communicated in our report.

Key audit matter	How our audit addressed the key audit matter
Share-based payments – note 35
During the year, Invion Limited issued 78,483,641 share options to its Directors and employees in lieu of payment for services. Under AASB 2_Share-based Payments_, these are to be recognised over the vesting period, and as a liability or equity depending on the employees’ nomination of cash or shares. Share-based payment arrangements are a complex accounting area which include assumptions utilised in the fair value calculation and estimation regarding the number of options that are expected to become exercisable. As a result, share-based payment arrangements were considered a key audit matter.	Our procedures included, amongst others: • Obtaining management’s calculation and valuation of the employee share options; • Agreeing the share options to the relevant contractual agreements; • Analysing and assessing key inputs utilised in the model and obtaining from management evidence to support key assumptions; • Recalculating the value of the share options and checking that the fair value has been correctly allocated across the vesting period in line with_AASB 2_; and • Assessing the adequacy of the Group’s disclosures in relation to share-based payments.

Key audit matter

How our audit addressed the key audit matter

Share-based payments – note 35

During the year, Invion Limited issued 78,483,641 share
options to its Directors and employees in lieu of payment for
services.
Under AASB 2_Share-based Payments_, these are to be
recognised over the vesting period, and as a liability or
equity depending on the employees’ nomination of cash or
shares.
Share-based payment arrangements are a complex
accounting area which include assumptions utilised in the
fair value calculation and estimation regarding the number
of options that are expected to become exercisable.
As a result, share-based payment arrangements were
considered a key audit matter.

Our procedures included, amongst others:
• Obtaining management’s calculation and valuation of the
employee share options;
• Agreeing the share options to the relevant contractual
agreements;
• Analysing and assessing key inputs utilised in the model
and obtaining from management evidence to support key
assumptions;
• Recalculating the value of the share options and checking
that the fair value has been correctly allocated across the
vesting period in line with_AASB 2_; and
•
Assessing the adequacy of the Group’s disclosures in
relation to share-based payments.

Information other than the financial report and auditor’s report thereon

The Directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 30 June 2021, but does not include the financial report and our auditor’s report thereon.

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

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

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

Responsibilities of the Directors for the financial report

The Directors of the Group 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 Group or to cease operations, or have no realistic alternative but to do so.

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Auditor’s responsibilities for the audit of the financial report

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

A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: http://www.auasb.gov.au/auditors_responsibilities/ar1_2020.pdf. This description forms part of our auditor’s report.

Report on the remuneration report

Opinion on the remuneration report

We have audited the Remuneration Report included in pages 8 to 15 of the Directors’ report for the year ended 30 June 2021.

In our opinion, the Remuneration Report of Invion Limited, for the year ended 30 June 2021 complies with section 300A of the Corporations Act 2001 .

Responsibilities

The Directors of the Group 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.

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Grant Thornton Audit Pty Ltd Chartered Accountants

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M A Cunningham Partner – Audit & Assurance

Melbourne, 4 August 2021

Invion Limited Shareholder information 30 June 2021

Invion Limited ACN 094 730 417

Registered Office

Level 4, 100 Albert Road South Melbourne VIC 3205 +61 (3) 9672 9222 www.inviongroup.com

Share Registry

Shareholder information in relation to shareholding or share transfer can be obtained by contacting the Company’s share registry:

Link Market Services, Locked Bag A14, Sydney South, NSW, 1235 Tel: 1300 554 474

Email: [email protected] www.linkmarketservices.com.au

For all correspondence to the share registry, please provide your Security-holder Reference Number SRN) or Holder Identification Number (HIN).

Change of address

Changes to your address can be updated online at www.linkmarketservices.com.au or by obtaining a Change of Address Form from the Company’s share registry. CHESS sponsored investors must change their address details via their broker.

Annual General Meeting

The Annual General Meeting will be held in Melbourne on or about 9 November 2021. The time and other details relating to the meeting will be advised in the Notice of Meeting to be sent to all shareholders and released to the ASX immediately upon dispatch.

The Closing date for receipt of nomination for the position of Director is Wednesday, 21 September 2021. Any nominations must be received in writing no later than 5.00pm (Melbourne time) on Wednesday 21 September 2021, at the Company’s Registered Office.

The Company notes that the deadline for the nominations for the position of Director is separate to voting on Director elections Details of the Director’s to be elected will be provided in the Company’s Notice of Annual General Meeting in due course.

Corporate Governance Statement

The Company’s 2021 Corporate Governance Statement has been released to the ASX on this day and is available on the - - - Company’s website at https://www.inviongroup.com/Investor Centre/company info/corporate governance

Annual report mailing list

All shareholders are entitled to receive the Annual Report. In addition, shareholders may nominate not to receive an annual report by advising the share registry in writing, by fax, or by email, quoting their SRN/HIN.

Securities exchange listing

Invion’s shares are listed on the Australian Securities Exchange and trade under the ASX code IVX. The securities of the Company are traded on the ASX under CHESS (Clearing House Electronic Sub-register System)

ASX Shareholder Disclosures

The following additional information is required by the Australian Securities Exchange in respect of listed public companies. The information is current as at 27 July 2021

Invion Limited Shareholder information 30 June 2021

1. Total securities on issue

Description Expiry Fully paid ordinary shares Share options ($0.03) 12.02.2023 Share options ($0.02) 30.10.2023 Share options ($0.02) 31.08.2024 Share options ($0.177) 31.10.2024 Share options ($0.0106) 31.10.2024 Share options ($0.02) 01.07.2024 Share options ($0.00) 31.10.2024 Total Fully diluted Top Holders Top 20 holders Balance Of Register	Listed 5,539,542,295	Unlisted 199,434,882 2,725,761 20,443,211 20,443,211 2,725,942 15,928,570 16,442,707
	5,539,542,295	278,144,284
	5,817,686,396 Securities 3,446,647,488 2,092,894,807	% 62.22% 37.78%
	5,539,542,295

2. Distribution of equity securities – ordinary shares

Range 100,001 and over 10,001 to 100,000 5,001 to 10,000 1,001 to 5,000 1 to 1,000 Unmarketable Parcels	Securities % 5,456,547,170 98.50 79,493,977 1.44 2,234,076 0.04 1,160,867 0.02 106,2050.00 5,539,542,295 - -	No of holders % 1,414 34.42 1,692 41.20 287 6.99 377 9.18 337 8.21 4,107 - -%

3. Voting Rights

Shareholders in Invion Limited have a right to attend and vote at general meetings. At a general meeting, individual shareholder may vote in person or by proxy. All quoted and unquoted share options, and convertible notes, have no voting rights.

4. Substantial shareholders

Associates of RMW Cho Group have notified the Company of their substantial holding. The holdings of the Associates are as listed below

as listed below
Name	27 July 2021	% IC
POLAR VENTURES LIMITED	546,857,721	9.87
MR HONSUE CHO	599,173,638	10.81
SHENGLI WANG	681,440,371	12.30

Invion Limited Shareholder information 30 June 2021

5. Share buy-back

There is no current or planned buy-back of the Company’s shares.

6. Statement in accordance with ASX Listing Rule 4.10.19

The Company confirms that is has used the cash and assets in a form readily convertible to cash at the time of admission in a way consistent with its business objectives

7. Twenty largest shareholders - ordinary shares

Rank
Name
1
POLAR VENTURES LIMITED
2
NGPDT GREATER CHINA LIMITED
3
BNP PARIBAS NOMINEES PTY LTD
4
MR HONSUE CHO
5
ACSLNC PTY LTD
6
RMWC PTY LTD
7
YONG CHEN
8
SHENGLI WANG
9
STEYNTON NOMINEES PTY LTD
10
MING KIT HUI
11
RMWC PTY LTD
12
SHUBO MIAO
13
SHENWEI OU
13
MAK SIEW WEI
14
CITICORP NOMINEES PTY LIMITED
15
EQ INVESTMENT PTY LTD
16
PLATINUM HOMES LTD
17
MS YINGHUA MA
18
MR HONGHUI CHEN
19
MR ESMOND WONG & MRS QUYNH THI KIM NGUYEN
20
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED

27 July 2021
% IC
545,217,721
9.84
545,152,297
9.84
337,095,404
6.09
284,626,482
5.14
275,988,000
4.98
220,682,156
3.98
200,000,000
3.61
136,288,074
2.46
106,000,000
1.91
98,576,667
1.78
93,865,000
1.69
73,333,333
1.32
66,666,667
1.20
66,666,667
1.20
63,477,708
1.15
62,500,000
1.13
62,333,333
1.13
57,000,000
1.03
52,786,440
0.95
49,464,765
0.89
48,926,774
0.88
3,446,647,488
62.22

8 . Twenty largest shareholders - quoted share options

No options are quoted.

9. Holders of greater than 20% unquoted securities

No equity holders hold greater than 20% or more of the following unquoted equity securities (by class) of the Company.

AI assistant

INVION LIMITED — Annual Report 2021

65148_rns_2021-08-04_4f6cb6b6-451f-4e24-b3a8-48ab4bc7ed6d.pdf

Invion Limited Appendix 4E Preliminary final report

1. Company details

2. Results for announcement to the market

Dividends

Comments

3. Net tangible assets

4. Control gained over entities

5. Loss of control over entities

6. Dividends

Current period

Previous period

7. Dividend reinvestment plans

8. Details of associates and joint venture entities

9. Foreign entities

10. Audit qualification or review

11. Attachments

12. Signed

Directors

Principal activities

Dividends

Review of operations

Invion Limited Directors' report 30 June 2021

Significant changes in the state of affairs

Matters subsequent to the end of the financial year

Invion Limited Directors' report 30 June 2021

Likely developments and expected results of operations

Environmental regulation

Information on directors

Company secretary

Meetings of directors

Remuneration report (audited)

Principles used to determine the nature and amount of remuneration

Total fixed remuneration

‘At risk’ remuneration

The Nomination and Remuneration Committee

(a) Nomination

(b) Remuneration

Non-executive directors' remuneration

Executive remuneration

Details of remuneration

Amounts of remuneration

Service agreements

Thian Chew

Short term Incentives:

Long term Incentive:

Share-based compensation

Issue of shares

Options

Invion Limited Directors' report 30 June 2021

Additional information

Additional disclosures relating to key management personnel

Shareholding

Option holding

This concludes the remuneration report, which has been audited.

Shares under option

Shares issued on the exercise of options

Indemnity and insurance of officers

Indemnity and insurance of auditor

Proceedings on behalf of the company

Non-audit services

Officers of the company who are former partners of Grant Thornton Audit Pty Ltd

Invion Limited Directors' report 30 June 2021

Auditor's independence declaration

Auditor

Auditor’s Independence Declaration

To the Directors of Invion Limited

Invion Limited Statement of profit or loss and other comprehensive income For the year ended 30 June 2021

Invion Limited Statement of changes in equity For the year ended 30 June 2021

Note 1. General information

Registered office

Principal place of business

Note 2. Corporate information

Note 3. Significant accounting policies

New or amended Accounting Standards and Interpretations adopted

Going concern

Note 3. Significant accounting policies (continued)

Basis of preparation

INVION LIMITED Annual Report 2021