JCURVE SOLUTIONS LTD — Interim / Quarterly Report 2016

Feb 22, 2016

==> picture [184 x 60] intentionally omitted <==

23 February 2016

Manager of Company Announcements ASX Limited Level 6, 20 Bridge Street SYDNEY NSW 2000

By E-Lodgement

JCurve’s Half Year Financial Results

Results for Announcement to the Market

The operating results for the half year to 31 December 2015 are shown with comparisons to the previous corresponding period, being the half year ended 31 December 2014.

	Half Year ended 31 December 2015 $	Year ended 31 December 2014 $	Percentage increase / decrease over previous corresponding period
Revenue from continuingoperations	4,892,790	6,034,434	19% decrease
Earnings before interest, taxation, depreciation & amortisation(EBITDA)	(3,222,165)	(5,361,958)	40% decrease
Net loss after tax (from continuing operations only)	(2,843,675)	(5,476,834)	48% decrease
Profit/(loss) from ordinary activities after tax attributable to members	(2,843,675)	(5,476,834)	48% decrease
Net profit/(loss) for the period attributable to members	(2,843,675)	(5,476,834)	48% decrease

Dividends

No dividends were paid during the financial year. The Board advises that it does not intend to declare an interim dividend for the financial year, and it will consider reinstating the dividend policy in the future, subject to performance.

Net Tangible Assets / Earnings Per Share

	31 December 2015	31 December 2014
Net tangible assets per ordinary share for continuing operations	0.12 cents	0.02 cents
Basic loss per ordinary share for continuing operations	(0.86) cents	(1.67) cents

==> picture [184 x 60] intentionally omitted <==

Independent Audit Report

The information outlined above is presented in accordance with ASX Listing Rule 4.2A and the Corporations Act 2001 ( Corporations Act ). The Appendix 4D is based on the reviewed Half Year Financial Report for the year ended 31 December 2015. The Independent Review Report is included in the Financial Report attached.

Accounting Policies, Estimation Methods and Measurements

The accounting policies, estimation methods and measurement bases used in the Appendix 4D is the same as those used in the previous annual report and half-year report.

Yours faithfully

Bruce Hatchman Chairman

==> picture [31 x 72] intentionally omitted <==

==> picture [27 x 142] intentionally omitted <==

==> picture [55 x 48] intentionally omitted <==

==> picture [55 x 48] intentionally omitted <==

==> picture [54 x 48] intentionally omitted <==

==> picture [55 x 48] intentionally omitted <==

==> picture [55 x 48] intentionally omitted <==

==> picture [55 x 48] intentionally omitted <==

==> picture [54 x 48] intentionally omitted <==

==> picture [55 x 48] intentionally omitted <==

==> picture [55 x 48] intentionally omitted <==

==> picture [54 x 48] intentionally omitted <==

==> picture [55 x 48] intentionally omitted <==

==> picture [55 x 48] intentionally omitted <==

==> picture [55 x 48] intentionally omitted <==

==> picture [54 x 48] intentionally omitted <==

==> picture [31 x 71] intentionally omitted <==

==> picture [55 x 48] intentionally omitted <==

==> picture [55 x 48] intentionally omitted <==

==> picture [54 x 48] intentionally omitted <==

==> picture [55 x 48] intentionally omitted <==

==> picture [55 x 48] intentionally omitted <==

==> picture [55 x 48] intentionally omitted <==

==> picture [54 x 48] intentionally omitted <==

JCurve Solutions Limited Half Year Report 31 December 2015

JCurve Solutions Limited ABN 63 088 257 729 Level 8, 9 H e lp Street Chastwood S ydney NSW 2 065 [T] +61 2 94 6 7 9200 | [F] + 61 2 9467 9201

JCurve Solutions Limited

Contents	Page
Directors’ Report	1
Auditor’s Independence Declaration	2
Condensed Consolidated Statement of Comprehensive Income	3
Condensed Consolidated Statement of Financial Position	4
Condensed Consolidated Statement of Changes in Equity	5
Condensed Consolidated Statement of Cash Flows	6
Notes to the Consolidated Financial Statements	7
Directors’ Declaration	12
Independent Auditor’s Review Report	13

The information contained in the half year financial report should be read in conjunction with the Company’s Annual Financial Report for the year ended 30 June 2015.

J C urve Soluti o ns Limited

• 1 -

DIRECTORS’ REPORT

Your directo r s submit the f inancial repo r t of the cons o lidated entity for the half-y e ar ended 31 D ecember 2015. In order to comply wi t h the provisi o ns of the Cor p orations Act 2001, the dir e ctors report as follows:

Directors

The names o f directors w h o held office during or sin c e the end of the half-year and until the date of this r e port are as below. Direc t ors were in o f fice for this e n tire period u n less otherwi s e stated.

Bruce Hatchm an	No n-ExecutiveC hairman
Graham Baill ie	No n-ExecutiveD irector	Did no t seek re-elec tion at AGM	held on 17th
		Novem ber 2015 an d therefore	c eased as a
		directo r at the conclu sion of the A GM
David Franks	No n-ExecutiveD irector
	Co mpany Secre tary
Mark Jobling	No n-ExecutiveD irector

Review of Operations

• Reve n ue from con t inuing operations for the p e riod to 31 D e cember 201 5 (this period) decreased b y 19%, from $6.034 million the p revious corresponding per i od to $4.893 million this period.

• EBIT D A loss (co n tinuing oper a tions) decre a sed by 40 % , from a lo s s of $5.362 million in t h e previous corre s ponding peri o d to a loss o f $3.222 million in this period.

• EBIT D A loss (con t inuing opera t ions) of $3. 2 22 million in this period included imp a irment of $2.980 million relati n g to Goodwill on The Full Circle Group ($2.623 milli o n) and Phon e ware ($0.35 7 million). EBITDA loss of $5.362 million in t h e previous c o rresponding period includ e d impairment of $4.907 m illion relating to Goodwill and I n tangible Ass e ts of JCurve Business Sof t ware.

• Grah a m Baillie ce a sed as a director at the co n clusion of the AGM on 17 November 2 0 15. There w e re no other chan g es to Directo r s or Senior M anagement.

Auditor’s Independence Declaration

Section 307 C of the Cor p orations Act 2001 requir e s our auditors, HLB Mann Judd, to pr o vide the directors of the company with an Indep e ndence De c laration in r e lation to th e review of the half-yea r financial r e port. This Independen c e Declaratio n is set out on page 2 a nd forms part of this dir e ctors’ report for the half-year ended 31 December 2015.

This report is signed in a ccordance with a resoluti o n of the Bo a rd of Direct o rs made pur s uant to s.306 (3) of the Corporation s Act 2001.

==> picture [52 x 55] intentionally omitted <==

==> picture [45 x 55] intentionally omitted <==

Bruce Hatch m an Chairman Dated this 2 3 rd day of Fe b ruary 2016.

• 2 -

==> picture [169 x 71] intentionally omitted <==

AUDITOR’S INDEPENDENCE DECLARATION

As lead auditor for the review of the consolidated financial report of JCurve Solutions Limited for the half-year ended 31 December 2015, I declare that to the best of my knowledge and belief, there have been no contraventions of:

• a) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and

• b) any applicable code of professional conduct in relation to the review.

==> picture [157 x 64] intentionally omitted <==

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

N G Neill
----- End of picture text -----

Perth, Western Australia N G Neill 23 February 2016 Partner

HLB Mann Judd (WA Partnership) ABN 22 193 232 714 Level 4, 130 Stirling Street Perth WA 6000. PO Box 8124 Perth BC 6849 Telephone +61 (08) 9227 7500. Fax +61 (08) 9227 7533. Email: hlb@hlbwa.com.au. Website: http://www.hlb.com.au Liability limited by a scheme approved under Professional Standards Legislation

HLB Mann Judd (WA Partnership) is a member of International, a worldwide organisation of accounting firms and business advisers.

JCurve Solutions Limited

• 3 -

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE HALF-YEAR ENDED 31 DECEMBER 2015

Continuing operations Notes Revenue 2 Cost of goods sold Employee benefits expense Other employee related expense Communications expense Advertising & marketing Professional fees Occupancy expense Listing expense Impairment expense 3 Depreciation and amortisation Finance costs Other expenses Loss before income tax Income tax benefit/(expense) Loss after tax Other comprehensive income, net of income tax Total comprehensive loss for the period Earnings per share Basic loss per share (cents per share) 6 Diluted loss per share (cents per share) 6	2015 $ 2014 $ 4,892,790 6,034,434 (1,076,970) (1,329,472) (2,401,451) (3,369,960) (456,072) (447,699) (78,368) (75,153) (241,319) (261,137) (372,753) (469,234) (186,418) (231,229) (23,828) (31,227) (2,980,493) (4,907,008) (17,794) (122,944) (53) (487) (291,882) (261,269)
	(3,234,611) (5,472,385) 390,936 (4,449)
	(2,843,675) (5,476,834) - -
	(2,843,675) (5,476,834)
	(0.86) (1.67) (0.86) (1.67)

The accompanying notes form part of these financial statements

JCurve Solutions Limited

• 4 -

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2015

Notes Assets Current Assets Cash and cash equivalents Trade and other receivables Current Tax Asset Other current assets Total Current Assets Non-Current Assets Property, plant and equipment Intangible assets 3 Other financial assets Deferred tax asset Total Non-Current Assets Total Assets Liabilities Current Liabilities Trade and other payables Current tax liabilities Total Current Liabilities Non-Current Liabilities Provisions Total Non-Current Liabilities Total Liabilities Net Assets Equity Issued capital 7 Reserves Accumulated losses Total Equity	31 Dec 2015 $ 30 Jun 2015 $ 966,417 2,049,069 1,619,511 1,405,712 254,580 - 652,876 1,060,375
	3,493,384 4,515,156
	120,112 91,418 2,306,253 5,286,746 187,522 19,078 317,196 245,009
	2,931,083 5,642,251
	6,424,467 10,157,407
	3,638,457 4,442,500 - 93,562
	3,638,457 4,536,062
	94,430 107,689
	94,430 107,689
	3,732,887 4,643,751
	2,691,580 5,513,656
	17,588,248 17,588,248 1,744,613 1,723,014 (16,641,281) (13,797,606)
	2,691,580 5,513,656

The accompanying notes form part of these financial statements

JCurve Solutions Limited

• 5 -

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE HALF-YEAR ENDED 31 DECEMBER 2015

Balance as at 1 July 2014 Total comprehensive loss for the period Balance as at 31 December 2014 Balance as at 1 July 2015 Issued shares Total comprehensive loss for the period Balance as at 31 December 2015*		Issued Capital Accumulated Losses $ $	Reserves Total Equity $ $ 1,723,014 11,136,549 - (5,476,834) 1,723,014 5,659,715 Reserves Total Equity $ $
		17,588,248 (8,174,713) - (5,476,834)
		17,588,248 (13,651,547)
		Issued Capital Accumulated Losses $ $
		17,588,248 (13,797,606) - - - (2,843,675)	1,723,014 5,513,656 21,599 21,599 - (2,843,675)
		17,588,248 (16,641,281)	1,744,613 2,691,580

• Under Employee Share Plan

The accompanying notes form part of these financial statements

JCurve Solutions Limited

• 6 -

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE HALF-YEAR ENDED 31 DECEMBER 2015

Cash flows from operating activities Receipts from customers Payments to suppliers and employees Interest received Finance costs Income Tax Paid Other Net cash used in operating activities Cash flows from investing activities Purchase of property, plant and equipment Net cash used in investing activities Cash flows from financing activities Proceeds on share issue Net cash provided by financing activities Net decrease in cash held Cash and cash equivalents at 1 July Cash at 31 December	2015 $ 2014 $ Inflows/(Outflows) 4,211,340 6,108,084 (5,177,716) (7,919,667) 3,691 13,005 (146) (487) (29,393) - 2,500 (229)
	(989,724) (1,799,294)
	(92,928) (14,320)
	(92,928) (14,320)
	- -
	- -
	(1,082,652) (1,813,614) 2,049,069 2,765,265
	966,417 951,651

The accompanying notes form part of these financial statements

JCurve Solutions Limited

• 7 -

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2015

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

Statement of compliance

The interim consolidated financial statements are general purpose financial statements prepared in accordance with the requirements of the Corporations Act 2001, applicable accounting standards including AASB 134: Interim Financial Reporting, Accounting Interpretations and other authoritative pronouncements of the Australian Accounting Standards Board (‘AASB’). Compliance with AASB 134 ensures compliance with IAS 34 ‘Interim Financial Reporting’.

The half-year report does not include full disclosures of the type normally included in an annual financial report. Therefore, it cannot be expected to provide as full an understanding of the financial performance, financial position and cash flows of the Group as in the full financial report.

It is recommended that this financial report be read in conjunction with the annual financial report for the year ended 30 June 2015 and any public announcements made by JCurve Solutions Limited and its subsidiaries during the halfyear in accordance with continuous disclosure requirements arising under the Corporations Act 2001 and the ASX Listing Rules.

The accounting policies and methods of computation adopted are consistent with those of the previous financial year and corresponding interim reporting period. These accounting policies are consistent with Australian Accounting Standards and International Financial Reporting Standards.

Basis of preparation

The interim report has been prepared on a historical cost basis. Cost is based on the fair value of the consideration given in exchange for assets. All amounts are presented in Australian dollars, unless otherwise noted.

For the purpose of preparing the half-year report, the half-year has been treated as a discrete reporting period.

Significant accounting judgments and key estimates

The preparation of interim financial reports requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expense. Actual results may differ from these estimates.

In preparing this interim report, the significant judgments made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial report for the year ended 30 June 2015.

Adoption of new and revised Accounting Standards

In the half-year ended 31 December 2015, the Directors have reviewed all of the new and revised Standards and Interpretations issued by the AASB that are relevant to the Group’s operations and effective for annual reporting periods beginning on or after 1 July 2015.

It has been determined by the Directors that there is no impact, material or otherwise, of the new and revised Standards and Interpretations on the Group’s business and, therefore, no change is necessary to Group accounting policies.

JCurve Solutions Limited

• 8 -

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2015

NOTE 2: REVENUE

(a) Revenue from continuing operations Telecommunications expense management South African Telco IBM software licences – new sales IBM software licences & maintenance renewals Computer services & subscriptions JCurve Business Software Interest income Other income (b) Specific expenses from continuing operations Interest expense Depreciation of non-current assets Amortisation of intangibles Operating lease rental expense: minimum lease payments	31 Dec 2015 $ 31 Dec 2014 $
	2,216,945 3,040,447 - 653,036 - 16,160 - 219,363 - 202,943 2,667,851 1,888,713 5,494 13,005 2,500 767
	4,892,790 6,034,434
	146 487 17,794 34,922 - 88,022 169,753 209,380

NOTE 3: INTANGIBLE ASSETS

Balance as at 1 July 2015 Additions Impairment expense Amortisation of intangibles Balance as at 31 December 2015	31 Dec 2015 $ 30 Jun 2015 $
	5,286,746 10,570,897 - - (2,980,493) (5,167,008) - (117,143)
	2,306,253 5,286,746

The net assets at 30 June 2015 include Goodwill for The Full Circle Group Pty Ltd $2,623,097 and Phoneware Pty Ltd $357,396. These assets are now fully impaired and have a carrying value of $nil as at 31 December 2015, due to reduced future cash inflows as a result of changes in market forces.

The remaining balance of intangibles of $2.306 million includes $2.302 million relating to the purchase of an exclusive reseller agreement with NetSuite. This Agreement provides JCurve Solutions with exclusive selling rights for the JCurve edition of NetSuite business software for an indefinite period. The NetSuite agreement provides that in the event of cancellation of the Agreement, the customers of JCurve would be assigned to NetSuite and NetSuite would be required to pay JCurve a royalty 30% of the future revenue stream to NetSuite for a 3 year period. On the basis of current trends, JCurve Business software revenue is increasing year on year, and should this trend continue, it is unlikely that there will be impairment in future periods.

JCurve Solutions Limited

• 9 -

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2015

NOTE 4: DIVIDENDS PAID AND PROPOSED

Dividends Paid

No final dividend was declared for the year ended 30 June 2015.

Dividends Declared

The Company advises that it does not intend to declare an interim dividend for the financial year, and it will consider reinstating the dividend policy in the future, subject to performance.

NOTE 5: SEGMENT REPORTING

AASB 8 Operating Segments requires operating segments to be identified on the basis of internal reports about components of the Group that are reviewed by the chief operating decision maker in order to allocate resources to the segment and assess its performance. The Board of Directors of JCurve Solutions Limited reviews internal reports prepared as consolidated financial statements and strategic decisions of the Group are determined upon analysis of these internal reports. The Group operates predominantly in one business and geographical segment being the software development and software solutions industry providing services for corporate and government clientele throughout Australia. Accordingly, under the ‘management approach’ outlined only one operating segment has been identified and no further disclosure is required in the notes to the consolidated financial statements.

NOTE 6: EARNINGS PER SHARE

NOTE 6: EARNINGS PER SHARE
	31 Dec 2015	31 Dec 2014
	$	$
Earnings used for calculation of basic and diluted earnings per share
Basic loss from operations	(2,843,675)	(5,476,834)
Weighted average number of shares used for calculation of basic and diluted EPS	No.	No.
Weighted average number of shares	330,779,611	327,856,900
Basic loss per share (cents per share)	(0.86)	(1.67)
Diluted loss per share (cents per share)	(0.86)	(1.67)
NOTE 7: ISSUED CAPITAL
	31 Dec 2015	30 Jun 2014
	$	$
Ordinary shares issued and fully paid	17,588,248	17,588,248
Movements in ordinary shares on issue	No.	$
At 1 July 2015	327,856,900	17,588,248
Shares issued *	6,800,000	-
Share buyback and cancellation *	(1,000,000)	-
At 31 December 2015	333,656,900	17,588,248

• The shares were issued under the Employee Share Plan, which includes a non-recourse loan

JCurve Solutions Limited

• 10 -

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2015

NOTE 8: OPTIONS

The following table illustrates the number (No.) and weighted average exercise prices of and movements in share options issued during the year:

Outstanding at the beginning of the year Granted during the year Expired during the year Outstanding at the end of the year Exercisable at the end of the year	Six months to 31 December 2015 Year to 30 June 2015 No. Weighted average exercise price No. Weighted average exercise price
	35,714,284 $0.000001 800,000 $0.11 - - 35,714,284 $0.000001 - - (800,000) $0.11
	35,714,284 $0.000001 35,714,284 $0.000001
	- -

The outstanding balance as at 31 December 2015 is represented by:

• 8,928,571 options with an exercise price of $0.000001 which automatically vest when the share price reaches 7.5c for a period of 10 consecutive trading days, exercisable on or before 31 March 2016;

• 8,928,571 options with an exercise price of $0.000001 which automatically vest when the share price reaches 10c for a period of 10 consecutive trading days, exercisable on or before 31 March 2017;

• 8,928,571 options with an exercise price of $0.000001 which automatically vest when the share price reaches 12.5c for a period of 10 consecutive trading days, exercisable on or before 31 March 2018;

• 8,928,571 options with an exercise price of $0.000001 which automatically vest when the share price reaches 15c for a period of 10 consecutive trading days, exercisable on or before 31 March 2019.

NOTE 9: FINANCIAL INSTRUMENTS

This note provides information about how the Group determines fair values of various financial assets and liabilities.

Fair value of financial assets and financial liabilities that are not measured at fair value on a recurring basis (but fair value disclosures are required)

The Directors consider that the carrying value of the financial assets and financial liabilities as recognised in the consolidated financial statements approximate their fair values.

NOTE 10: CONTINGENT LIABILITIES

There has been no change in contingent liabilities since the last annual reporting date.

JCurve Solutions Limited

• 11 -

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2015

NOTE 11: RELATED PARTY TRANSACTIONS

Transactions with Directors

The following table provides the total amount of transactions that were entered into with related parties for the relevant financial year.

nancial year.
Taos Creative Pty Ltd	31 Dec	2015	31 Dec 2014
	$		$
Digital marketing & consulting	1,766		167,297
Outserve Pty Ltd
Professional Services	131,348		17,380
Millennium International Pty Ltd
Consultancy Services		-	7,500
Franks & Associates Pty Ltd
Company Secretarial Services	45,204		32,751

Former Non-Executive Director Graham Baillie’s step-daughter Sam Brown is currently the majority shareholder and Director of Taos Creative Pty Ltd, which specialise in digital marketing & consulting services for business. The JCurve Solutions Group for the 2015 Half Year was provided with services from Taos Creative Pty Ltd amounting to $1,766 net of GST (2014: $167,297).

Former Non-Executive Director Graham Baillie’s son-in-law Stephen John Nankervis is a Director of Outserve Aus Pty Limited who have been engaged to provide professional services. The services provided by Outserve amounted to $131,348 net of GST for the half year ended 31 December 2015 (2014: $17,380). This appointment was made by management and then referred to the Board which was satisfied that the appointment was on market rate commercial terms.

David Franks was appointed as Company Secretary on 15 September 2014 and was also appointed as a Non-Executive Director on that date. David is the Proprietor of Franks & Associates Pty Ltd, a firm that has provided guidance on corporate compliance requirements pursuant to the Company’s constitution, ASX Listing Rules and Corporations Act, assistance in drafting notices of meeting and announcements; Board documentation, and assistance with preparation of annual and half yearly financial reports. Company secretarial service fees for the half year ended 31 December 2015 amounted to $45,204 net of GST (2014: 32,751).

Sales to and purchases from related parties are made in arm's length transactions both at normal market prices and on normal commercial terms. Outstanding balances at half year-end are unsecured, interest free and settlement occurs in cash.

NOTE 12: GOING CONCERN

The Group incurred a loss after tax for the period of $2,843,675 (Dec 2014: $5,476,834), which included an impairment charge of $2,980,493 (2014: $4,907,008). At balance date, the Group has cash assets of $966,417 (Jun 2015: $2,049,069) and a negative working capital position of $145,073 (Jun 2015: $20,906). The negative working capital of $145,073 includes unearned revenue of $2,131,834 (Jun 2015: $2,761,084).

Whilst the recognition of unearned revenue acknowledges there are future obligations in terms of services to be provided this does not represent a future cash outlay. The Group has prepared cashflow forecasts based on expected future cash inflows and expected future cash outlays and, on the basis of these cash forecasts, and with reference to the cashflow statement incorporated into these financial Statements, in the opinion of the Directors, the Group will be able to pay its debts as and when they fall due

NOTE 13: SUBSEQUENT EVENTS

There were no significant events subsequent to the half-year end to the date of this report.

JC u rve Solutio n s Limited

• 12 -

DIRECTORS’ DECLARATION

• The director s of the comp a ny declare that: 1. The financial state m ents and notes thereto, a s set out on p a ges 3 to 11:

• a. comply wit h Accounting Standard A ASB 134 “I n terim Finan c ial Reportin g ” and the C orporations Regulations; and

• b. give a true a nd fair view o f the consoli d ated entity’s financial posi t ion as at 31 D ecember 20 1 5 and of its performanc e for the half- y ear then end e d.

• In th e directors’ op i nion there ar e reasonable grounds to b e lieve that the Company will be able to p ay its debts as an d when they b ecome due and payable.

This declara t ion is signed in accordanc e with a reso l ution of the B oard of Directors made p u rsuant to s.3 0 3 (5) of the Corporation s Act 2001.

==> picture [28 x 77] intentionally omitted <==

==> picture [52 x 39] intentionally omitted <==

==> picture [55 x 39] intentionally omitted <==

==> picture [52 x 39] intentionally omitted <==

==> picture [55 x 39] intentionally omitted <==

==> picture [54 x 4] intentionally omitted <==

==> picture [57 x 4] intentionally omitted <==

==> picture [58 x 4] intentionally omitted <==

==> picture [58 x 4] intentionally omitted <==

Bruce Hatchman

Chairman

Dated this 2 3 rd day of Fe b ruary 2016

‐ 13 ‐

==> picture [174 x 74] intentionally omitted <==

INDEPENDENT AUDITOR’S REVIEW REPORT

To the members of JCurve Solutions Limited

Report on the Condensed Half-Year Financial Report

We have reviewed the accompanying half-year financial report of JCurve Solutions Limited (“the company”) which comprises the condensed consolidated statement of financial position as at 31 December 2015, the condensed consolidated statement of comprehensive income, condensed consolidated statement of changes in equity and condensed consolidated statement of cash flows for the half-year ended on that date, notes comprising a summary of significant accounting policies and other explanatory notes and the directors’ declaration of the Group comprising the company and the entities it controlled at the half-year end or from time to time during the half-year.

Directors’ responsibility for the half-year financial report

The directors of the company are responsible for the preparation of the half-year 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 half year financial report that is free from material misstatement, whether due to fraud or error.

Auditor’s responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the Group’s financial position as at 31 December 2015 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 . As the auditor of the company, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.

A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Independence

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 .

==> picture [17 x 15] intentionally omitted <==

HLB Mann Judd (WA Partnership) ABN 22 193 232 714 Level 4, 130 Stirling Street Perth WA 6000. PO Box 8124 Perth BC 6849 Telephone +61 (08) 9227 7500. Fax +61 (08) 9227 7533. Email: hlb@hlbwa.com.au. Website: http://www.hlb.com.au Liability limited by a scheme approved under Professional Standards Legislation

HLB Mann Judd (WA Partnership) is a member of

International, a worldwide organisation of accounting firms and business advisers.

‐ 14 ‐

==> picture [175 x 74] intentionally omitted <==

Conclusion

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of JCurve Solutions Limited is not in accordance with the Corporations Act 2001 including:

• a) giving a true and fair view of the Group’s financial position as at 31 December 2015 and of its performance for the half-year ended on that date; and

• b) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .

==> picture [217 x 55] intentionally omitted <==

HLB Mann Judd Chartered Accountants

==> picture [158 x 74] intentionally omitted <==

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

N G Neill
Partner
----- End of picture text -----

Perth, Western Australia 23 February 2016