Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

ORCODA LIMITED Interim / Quarterly Report 2016

Feb 28, 2016

65482_rns_2016-02-28_456c5389-3929-4f92-9d0c-f1cf6f232a99.pdf

Interim / Quarterly Report

Open in viewer

Opens in your device viewer

==> picture [282 x 79] intentionally omitted <==

Appendix 4D

Rule 4.2A

1. Half yearly report

Name of entity

SmartTrans Holdings Ltd

ABN: 86 009 065 650 Report for the half-year ended 31 December 2015 Previous corresponding period is the financial year ended 30 June 2015 and half year ended 31 December 2014

2. Results for announcement to the market

Revenues_(item 2.1)*
up

Profit (loss) after tax attributable to members (_item 2.2
)up

Net profit (loss) for the period attributable to membersup
(item 2.3)
Revenues_(item 2.1)*
up

Profit (loss) after tax attributable to members (_item 2.2
)up

Net profit (loss) for the period attributable to membersup
(item 2.3)
~~/down~~
234%to
~~/down~~
34%to
~~/down~~
34%to
A$’000s
6,542
(603)
(603)
Dividends(item 2.4)

No dividends will be paid
Record date for determining entitlements to the
dividend_(item 2.5)_
N/a
Brief explanation of any of the figures reported above necessary to enable the figures to be understood
(item 2.6):

The company has provided a full commentary on the results of its operations in its Financial Report for
the 6 months period ended 31 December 2015.

3. Net tangible assets per security (item 3)

Beijing Melbourne Sydney Room 101, Building 22, Level 1 G.05 Courtyard, 4 Gong Ti Bei Lu 10 Queens Road 55 Miller St Chaoyang District, MELBOURNE PYRMONT BEIJING, 100027 VIC 3004 NSW 2009 Ph: +86 (010) 6500 0910 Ph: (03) 9866 7333 Ph: (02) 9660 4564

Current period Previous corresponding period 0.25¢ 0.31¢

Net tangible asset backing per ordinary security

4. Details of entities over which control has been gained or lost during the period: (item 4)

Control gained over entities

N/A

Name of entities (item 4.1)

Date(s) of gain of control (item 4.2)

N/A

Loss of control of entities

Name of entities (item 4.1)

N/A

Date(s) of loss of control (item 4.2)

N/A.

(item 4.3).

Contribution to consolidated profit (loss) from ordinary activities after tax by the controlled entities to the date(s) in the current period when control was lost

N/A.

Profit (loss) from ordinary activities after tax of the controlled entities for the whole of the previous corresponding period (item 4.3)

N/A.

5. Dividends (item 5)

N/a Date of payment Total amount of dividend

Final dividend – N/a

Interim dividend – N/a

Amount per security

Beijing Melbourne Sydney Room 101, Building 22, Level 1 G.05 Courtyard, 4 Gong Ti Bei Lu 10 Queens Road 55 Miller St Chaoyang District, MELBOURNE PYRMONT BEIJING, 100027 VIC 3004 NSW 2009 Ph: +86 (010) 6500 0910 Ph: (03) 9866 7333 Ph: (02) 9660 4564

Amount per
security
Franked
amount per
security at
% tax

Amount per
security of
foreign
sourced
dividend
Interim dividend:

Current period
Previous period
N/a - -
N/a
N/a

Interim dividend on all securities


Ordinary securities_(each class separately)
Preference securities
(each class separately)
Other equity instruments
(each class separately)_
Current period
$A'000
Previous corresponding
Period - $A'000
- -
- -
- -

Total

6. Details of dividend or distribution reinvestment plans in operation are described below (item 6) :

N/A

The last date(s) for receipt of election notices for participation in the dividend or distribution reinvestment plan

N/A

7. Details of associates and joint venture entities (item 7)

Name of associate or joint venture entity

% Securities held

Digi 8

Aggregate share of profits (losses) of associates and joint venture entities (where material)


Group’s share of associates’ and joint venture
entities’:
Profit (loss) before tax
Income tax
Net profit (loss) after tax
Adjustments
Share of net profit (loss) of associates and joint
venture entities
6mths to 31 Dec 2015
$
6mths to 31 Dec 2014
$
(54,248)
-
(54,248)
-
(54,248)

Beijing Melbourne Sydney Room 101, Building 22, Level 1 G.05 Courtyard, 4 Gong Ti Bei Lu 10 Queens Road 55 Miller St Chaoyang District, MELBOURNE PYRMONT BEIJING, 100027 VIC 3004 NSW 2009 Ph: +86 (010) 6500 0910 Ph: (03) 9866 7333 Ph: (02) 9660 4564

8. The information provided in the Appendix 4D is based on the interim financial report (attached), which has been prepared in accordance with Australian accounting standards (item 8) .

9. The interim financial report is not subject to audit dispute or qualification. (item 9)

Periodic Disclosure Requirements Compliance Statement

  • 1 An interim report for the half-year ended 31 December 2015 is provided with the Appendix 4D information.

  • 2 The interim report has been prepared in accordance with AASB 134 Interim Financial Reporting.

  • 3 Except where noted in the report, the interim report and information provided in Appendix 4D uses the same accounting policies as those applied at 30 June 2015, except mandatory changes under the Australian equivalents to International Financial Reporting Standards (A-IFRS).

  • 4 The Appendix 4D information gives a true and fair view of the matters disclosed in the interim financial report.

  • 5 The Appendix 4D information is based on the interim financial report, which has been subject to review.

The audit report or review by the auditor is provided with the interim financial report.

Sign here: Date: 29 February 2016 Print name: Bryan Carr

Beijing Melbourne Sydney Room 101, Building 22, Level 1 G.05 Courtyard, 4 Gong Ti Bei Lu 10 Queens Road 55 Miller St Chaoyang District, MELBOURNE PYRMONT BEIJING, 100027 VIC 3004 NSW 2009 Ph: +86 (010) 6500 0910 Ph: (03) 9866 7333 Ph: (02) 9660 4564

SMARTTRANS HOLDINGS LIMITED And Controlled Entities A.B.N. 86 009 065 650

INTERIM FINANCIAL REPORT FOR THE HALF-YEAR ENDED 31 DECEMBER 2015

C O N T E N T S

Directors’ Report Independent Auditor’s Review Report Directors’ Declaration Consolidated Statement of Profit or Loss and Other Comprehensive Income Consolidated Statement of Financial Position Consolidated Statement of Changes in Equity Consolidated Statement of Cash Flows Notes to the Financial Statements Auditor’s Independence Declaration

SMARTTRANS HOLDINGS LIMITED And Controlled Entities

DIRECTORS’ REPORT

Your Directors present their report together with the interim report of the consolidated entity for the half year ended 31 December 2015.

The names of Directors in office at the date of this report are:

  • Geoffrey W Raby BEc (Hons) MEc PhD – Non-Executive Chairman

  • Andrew D Forsyth Llb – Non-Executive Director

  • Bryan E Carr BSc – Managing Director

  • Ian Robert Hawkins – Executive Director

  • Yui Ian Tang – Non-Executive Director

  • Gregory Simpson – Non-Executive Director

The above named Directors held office during and since the end of the half-year.

Review of Operations

OVERVIEW

SmartTrans reported a strong first half year with record revenue of $6.54 million for the half year ended 31 December 2015 being another record for the company and an increase of 234% on the previous corresponding period. Revenue for the half year exceeded the entire revenue booked in FY2015 by 53%.

The Company’s China-based operations generated a record $5,558,601 in revenue for the half year delivering a small profit which was achieved despite its aggressive marketing campaign designed to generate future revenue and to increase the number of users in the its customer database. This strategy is expected to further increase the Company’s value while also growing revenue streams.

The Company continued to invest heavily in its SmartPay business in China with a focus on strengthening top line growth with increased marketing activities and the employment of additional business development personnel in China.

==> picture [318 x 192] intentionally omitted <==

Revenue from SmartTrans’ operations in China from July 2014 to end of December 2015

The Company’s Australian reporting segment through its operating entity, SmartTrans Limited, reported a small profit derived from segment revenue of $945,295 for the half year, with this revenue including a component of non-recurring revenue.

The group made a total comprehensive loss of $603,067 after booking non-operating costs of $150,000 associated with share based payments and booking substantial costs associated with corporate activities and capital raising. This result represents an improvement of 34% over the previous corresponding half-year result.

  • 1 -

SMARTTRANS HOLDINGS LIMITED And Controlled Entities

SmartTrans maintains a strong financial position with net assets totalling $5,681,256, including receivables of $6,351,594.

It is important to note that the build-up of these receivables arises from the fact that the company’s terms of trade with its telco customers allow 90 days for payment coupled with the fact that, particularly in the latter part of the half year, the company experienced an extraordinarily rapid rate of growth in its revenue.

The Company is confident of collecting these receivables because they are predominantly due by state owned telecommunication providers in China and the company believes that the credit risk is negligible.

Operational Overview

Online & Mobile Payments Platform in China

During the first half of the year SmartTrans continued to strategically expand its reach in China adding Direct Carrier Billing services with both China Mobile and China Telecom and adding billing services in Liaoning, Shandong and Gansu Provinces.

Through these additions the company is now operating in provinces with a potential reach to 460 million mobile phone users across seven major provinces[2] .

Provinces in China covered by the SmartTrans’ SmartPay platform

==> picture [288 x 253] intentionally omitted <==

Province *Population **Cell phone Users #
1 Guangdong 107,240,000 139,350,000
2 Hubei 57,260,000 43,519,000
3 Gansu 25,849,800 18,917,000
4 Sichuan 81,070,000 59,322,000
5 Shandong 95,800,000 78,252,000
6 Jiangsu 79,394,900 77,614,000
7 Liaoning 42,030,000 43,040,000
TOTAL 488,644,700 460,014,000

Table showing population & number of mobile phone users by province[2] Source: http://tieba.baidu.com/p/2537083595

  • 2 -

SMARTTRANS HOLDINGS LIMITED And Controlled Entities

Another notable achievement for SmartTrans during the period was passing the milestone of 6 million customers who transact via the SmartPay platform in China. The growth in customer numbers from approximately 4 million in August 2015 to more than 6 million in October 2015 clearly demonstrates that the platform is attractive to both content providers and consumers alike.

The Company’s Direct Carrier Subscription billing service, which it offers in targeted provinces in China through agreements with both China Mobile and China Telecom, has been one of the key drivers of SmartTrans’ rapid revenue growth since its introduction in July 2015. The subscription-based nature of this revenue provides a strong recurring revenue base with retention rates running at circa 80%.

SmartTrans continues to assess ways to leverage further value from this large and growing customer base. Specifically, the Company is seeking to monetise its proprietary analytical data gathered through SmartPay on consumer spending habits and trends that is sought after by marketers, advertisers and consumer goods and services companies.

The Company entered into another exciting joint venture during December commencing a new billing partnership with Chengdu Qinyu Technology Ltd (Chengdu Qinyu). Based in Chengdu, the capital of Sichuan Province and regarded as a progressive centre of technology in China, Chengdu Qinyu has partnered with SmartTrans to bill for their online content and apps, including those that sell train tickets.

This alliance with Chengdu Qinyu not only further vindicates SmartTrans’ strategy of revenue diversification, it provides the Company with a significant opportunity through exposure to the huge commuter transport sector in China – a natural fit for SmartTrans. SmartTrans is also encouraged by this strong endorsement of its best of breed technology.

Logistics Software & Services Business in Australia

SmartTrans applied additional sales and marketing support within the Australian business, which provides mobile and online software and services in the transport and logistics area, in the latter part of the half year. A notable achievement was the commencement of a partnership with CEVA Australia, a division of the large global CEVA Logistics operation, which operates in some 170 countries and employs approximately 44,000 people.

In Australia CEVA operates 63 facilities with approximately 2,000 staff providing specialised logistics services focussed on the movement of vehicles, equipment and heavy machinery across a variety of industry sectors. SmartTrans will now work closely with CEVA to apply SmartTrans proprietary technology to enhance CEVA’s operations in terms of safety and efficiency.

The China division of SmartTrans’ logistics business, was launched in July 2015 (ASX July 28 2015) through an agreement executed with Yanfeng Automotive Trim Systems Co. Ltd (Yanfeng Visteon Automotive), another exciting milestone for the Company.

The proprietary module that was successfully developed and implemented by SmartTrans in conjunction with Yanfeng Visteon Automotive utilises a unique version of SmartTrans’ proven software and technology, combined with internet connectivity, to provide information and evaluation of driver performance, safety and, fuel efficiency and which can also reduce greenhouse gas emissions.

The two companies are now examining further applications for the commercialisation of this technology, by potentially extending the scope of the current project or through possible third party licensing and distribution agreements.

CEO Commentary

The strong revenue result that we have delivered for the first half of FY2016 is very pleasing, Whilst the Company overall has recorded a statutory loss, this is mainly attributable to corporate and fund raising activities intended to deliver the financial flexibility required to maintain our trajectory of growth.

  • 3 -

SMARTTRANS HOLDINGS LIMITED And Controlled Entities

This solid result is also a direct reflection of our strategy to further leverage the SmartPay platform in China, by diversifying the revenue streams we are now generating with a number of new billing alliances and through planned geographic expansion with our telco partners.

The strategic and selective marketing investment we have made in the SmartPay platform has also contributed to this result and we remained focussed on maintaining our large and growing customer base into the current quarter and beyond achieving the critical mass required in this large and dynamic market.

Our new alliance with CEVA Australia is a very exciting development for the Australian logistics business and is another strong endorsement for the company and its products.

Outlook

SmartTrans is confident that with the strong revenue streams now being delivered by its operations in China and the new alliance with CEVA in its logistics division in Australia, the Group is very well placed as it enters the second half of FY2016.

The Company expects to benefit from incoming cash flows in the coming quarters and beyond, providing a degree of financial flexibility with which it may further grow and develop its two well defined business divisions.

The Board and management of SmartTrans Holdings Limited remain committed to driving growth and unlocking value for their shareholders.

Auditor’s Independence Declaration

A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is included in this interim financial report.

Signed in accordance with a resolution of the Board of Directors.

==> picture [75 x 28] intentionally omitted <==

______ Bryan E Carr Managing Director

Signed this 29[th] February 2016

  • 4 -

==> picture [118 x 62] intentionally omitted <==

RSM Australia Partners

Level 21, 55 Collins Street Melbourne VIC 3000 PO Box 248 Collins Street West VIC 8007 T +61 (0) 3 9286 8000 F +61 (0) 3 9286 8199

www.rsm.com.au

INDEPENDENT AUDITOR’S REVIEW REPORT

TO THE MEMBERS OF

SMARTTRANS HOLDINGS LIMITED

Report on the Half-Year Financial Report

We have reviewed the accompanying half-year financial report of SmartTrans Holdings Limited which comprises the consolidated statement of financial position as at 31 December 2015, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the half-year ended on that date, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration of the consolidated entity 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 company’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.

-5-

THE POWER OF BEING UNDERSTOOD

AUDIT | TAX | CONSULTING

RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction. RSM Australia Partners ABN 36 965 185 036

==> picture [36 x 54] intentionally omitted <==

Liability limited by a scheme approved under Professional Standards Legislation

==> picture [118 x 62] intentionally omitted <==

Independence

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 . We confirm that the independence declaration required by the Corporations act 2001 , which has been given to the directors of SmartTrans Holdings Limited, would be in the same terms if given to the directors as at the time of this auditor’s report.

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 SmartTrans Holdings Limited is not in accordance with the Corporations Act 2001 including:

  • (a) giving a true and fair view of the SmartTrans Holdings Limited 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 Corporations Regulations 2001 .

RSM AUSTRALIA PARTNERS

P A RANSOM

Partner

29 February 2016 Melbourne

-6-

SMARTTRANS HOLDINGS LIMITED And Controlled Entities

DIRECTORS’ DECLARATION

The directors of the company declare that, in the opinion of the directors:

  • (a) the attached financial statements and notes thereto are in accordance with the Corporations Act 2001 , including:

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

  • (ii) complying with Australian Accounting Standard AASB 134: Interim Financial Reporting; and

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

Signed in accordance with a resolution of the directors made pursuant to s.303(5)(a) of the Corporations Act 2001 .

On behalf of the Directors

==> picture [75 x 28] intentionally omitted <==

BRYAN E CARR Managing Director

Melbourne, Victoria

Dated: 29[th] February 2016

  • 7 -

SMARTTRANS HOLDINGS LIMITED And Controlled Entities

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

For the Half-Year Ended 31 December 2015

Revenue - Operations
Online mobile promotion & third party cost
Employee salaries and benefits expense
Material and installation costs
Depreciation expense
Consultancy cost
ASIC, Audit & Tax
Share based payment
Rental & occupancy costs
Travelling and accommodation costs
Legal & associated costs
Other expenses
Loss before income tax
Income tax benefit
Loss for the period
Other comprehensive income for the period
Foreign currency translation
Total comprehensive loss for the period
Basic loss per share (cents per share)
Diluted loss per share (cents per share)
31 Dec 2015
31 Dec 2014
$
$
6,542,536
1,961,653
(4,955,824)
(1,213,850)
(715,956)
(822,855)
(149,602)
(238,940)
(5,504)
(5,815)
(618,004)
(103,923)
(127,486)
(129,568)
(150,000)
(12,172)
(126,757)
(68,322)
(89,787)
(85,256)
(41,201)
(76,718)
(207,024)
(123,203)
(644,608)
(918,969)
-
-
(644,608)
(918,969)
41,541
-
(603,067)
(918,969)
(0.03)
(0.05)
(0.03)
(0.05)

The accompanying notes form part of these financial statements

  • 8 -

SMARTTRANS HOLDINGS LIMITED And Controlled Entities

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 31 December 2015

Note
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables 5
Intangible asset
Other assets
TOTAL CURRENT ASSETS
NON CURRENT ASSETS
Trade and other receivables
Property, plant and equipment
TOTAL NON CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Provisions
TOTAL CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
31 Dec 2015
30 Jun 2015
$ $ 3,168,512
6,058,169
6,351,594
1,545,558
153,332
-
614,327
25,534
10,287,765
7,629,261
-
26,981
34,023
34,647
34,023
61,628
10,321,788
7,690,889
4,503,264
1,578,076
137,268
158,715
4,640,532
1,736,791
4,640,532
1,736,791
5,681,256
5,954,098
72,864,893
72,684,668
844,946
653,405
(68,028,583)
(67,383,975)
5,681,256
5,954,098

The accompanying notes form part of these financial statements

  • 9 -

SMARTTRANS HOLDINGS LIMITED And Controlled Entities

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For The Half-Year Ended 31 December 2015

Balance at 1 July 2014
Shares issued during the period
Cost of share issued
Share based payments
Loss for the period
Other Comprehensive income / (loss)
Balance at 30 June 2015
Balance at 1 July 2015
Shares issued during the period
Cost of share issued
Share based payments
Loss for the period
Other Comprehensive income /(loss)
Balance at 31 December 2015
Issued Capital
Accumulated
losses
$
Total Equity
$
Ordinary
$
Reserves
$
64,927,987
586,229
(65,730,810)
(216,594)
8,559,095
-
-
8,559,095
(802,414)
-
-
(802,414)
-
67,176
-
67,176
-
-
(1,653,165)
(1,653,165)
-
-
-
-
72,684,668
653,405
(67,383,975)
5,954,098
72,684,668
653,405
(67,383,975)
5,954,098
181,880
-
-
181,880
(1,655)
-
-
(1,655)
-
150,000
-
150,000
-
-
(644,608)
(644,608)
-
41,541
-
41,541
72,864,893
844,946
(68,028,583)
5,681,256

The accompanying notes form part of these financial statements .

  • 10 -

SMARTTRANS HOLDINGS LIMITED And Controlled Entities

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
Research and development tax concession
Interest received
Net cash used in operating activities
Cash flows from investing activities
Payments for property, plant and equipment
Payments for Intangible Assets
Payment for termination of Joint Venture
Net cash used in investing activities
Cash flows from finance activities
Proceeds from issue of convertible loan
Receipts from issue of shares
Payments for share issue costs
Net cash flow (used in) from financing activities
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Effects of Foreign Exchange
Cash and cash equivalents at end of period
31 Dec 2015
31 Dec 2014
$
$
2,063,595
1,221,311
(4,776,979)
(2,480,981)
-
-
38,296
2,976
(2,675,088)
(1,256,694)
(3,894)
(4,177)
(153,322)
-
(77,060)
-
(234,286)
(4,177)
-
500,000
181,880
1,800,000
(199,044)
(205,862)
(17,164)
2,094,138
(2,926,538)
833,267
6,058,168
813,913
36,882
-
3,168,512
1,647,180

The accompanying notes form part of these financial statements

  • 11 -

1. SIGNIFICANT ACCOUNTING POLICIES

Basis of Preparation

Reporting Basis and Conventions

The financial report covers the consolidated entity of SmartTrans Holdings Limited and controlled entities. SmartTrans Holdings Limited is a listed company and incorporated and domiciled in Australia.

The half-year financial report is a general purpose financial report prepared in accordance with the requirements of Corporations Act 2001and Accounting Standard AASB 134: Interim Financial Reporting.

The half-year report does not include full disclosures of the type normally included in an annual 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 SmartTrans Holdings Limited and its controlled entities during the half-year in accordance with continuous disclosure requirements arising under Corporations Act 2001.

The accounting policies applied by SmartTrans Holdings Limited in this financial report are the same as those applied by SmartTrans Holdings Limited in the consolidated financial report as at and for the year ended 30 June 2015.

Going concern

The financial statements have been prepared on the going concern basis, which contemplates continuity of normal business activities and the realisation of assets and discharge of liabilities in the normal course of business.

As disclosed in the financial statements, the consolidated entity incurred a loss of $644,608 and had net cash outflows from operating activities of $2,675,088 for the period ended 31 December 2015. As at that date the consolidated entity had net current assets of $5,647,233.

The Directors believe that it is reasonably foreseeable that the consolidated entity will continue as a going concern and that it is appropriate to adopt the going concern basis in the preparation of the financial report after consideration of the following factors:

  • Positive net current assets position provides adequate working capital to meet the company’s obligations over the next 12 months;

  • Marketing and administration costs are constantly being monitored so that they are kept at minimal levels and certain marketing costs are of the discretion of management; and

  • The Company in the past has been able to raise capital as and when required and the Directors believe it could do so in the future if it becomes appropriate to do so.

  • 12 -

SMARTTRANS HOLDINGS LIMITED And Controlled Entities

2. EVENTS SUBSEQUENT TO REPORTING DATE

The Directors are not aware of any matter or circumstance not otherwise dealt with in the Directors' Report or the Financial Statements that has significantly or may significantly affect the state of affairs or operations of the consolidated entity in the future financial periods.

3. CONTINGENT LIABILITIES

There are no contingent liabilities as at 31 December 2015.

4. SEGMENT INFORMATION

The consolidated entity has identified its operating segments based on internal reports that are provided to the Board of Directors on a regular basis. Management has identified that the consolidated entity operates in one operating segment across two geographical locations: Australia and China.

Geographical Segment Summary:

Geographical Segment Summary: Geographical Segment Summary: Geographical Segment Summary:
For the half year ended 31 December 2014
Australia China Total
$ $ $
Sales to External Customers 1,214,810
744,173
1,958,983
Intersegment Sales - - -
Total Segment Revenue 1,214,810
744,173
1,958,983
Segment Profit / (Loss) 183,005
(855,559)
(672,554)
Segment Assets as at 390,202
848,198
1,238,400
31 December 2014
For the half year ended 31 December 2015
Australia China Total
$ $ $
Sales to External Customers 945,295
5,558,601
6,503,896
Intersegment Sales - - -
Total Segment Revenue 945,295
5,558,601
6,503,896
Segment Profit / (Loss) 135,061
11,226
146,287
Segment Assets as at
31 December 2015 1,060,820
6,292,796
7,353,616
Reconciliation
of
reportable segment
31
December 2015 31 December 2014
revenue to consolidated revenue
$ $
Total segment revenue 6,503,896 1,958,983
Interest Income 38,640 2,670
Total Revenue 6,542,536 1,961,653
Reconciliation
of
reportable segment
31
December 2015 31 December 2014
profit(loss) to consolidated loss
$ $
Total Profit/(loss) for reportable segments 146,286 (672,554)
Share based payment (150,000) (12,172)
Corporate costs (679,534) (236,913)
Interest income 38,640 2,893
Loss before income tax (644,608) (918,746)
Reconciliation
of
reportable segment
31
December 2015 31 December 2014
assets to consolidated assets
$ $
Reportable segment assets 7,353,616 1,238,400
Unallocated Assets 2,968,172 1,438,461
Total Assets 10,321,788 2,676,861

13

SMARTTRANS HOLDINGS LIMITED And Controlled Entities

5. TRADE AND OTHER RECEIVABLES

Trade and other receivables include an amount of $5,394,119 owing by Chinese state owned telecommunications providers. The increase in this receivables reflects the considerable growth in billings resulting from the continued focus and investment in China. The increase also reflects a deferral of payments arising as a result of Chinese government review into VAT being applied by Chinese telecommunication companies.

The company is confident of collecting these receivables and consider these as a minimal credit risk given the parties from whom the amounts are receivable. Accordingly no provision for impairment of receivables have been raised against these balances.

The company will continue to liaise with the Chinese telecommunication providers in respect of the payment of these balances which are expected to be recovered in the second half of the financial year.

14

==> picture [118 x 62] intentionally omitted <==

RSM Australia Partners

Level 21, 55 Collins Street Melbourne VIC 3000 PO Box 248 Collins Street West VIC 8007 T +61 (0) 3 9286 8000 F +61 (0) 3 9286 8199

www.rsm.com.au

AUDITOR’S INDEPENDENCE DECLARATION

As lead auditor for the audit of the financial report of SmartTrans Holdings 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:

  • (i) the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

  • (ii) any applicable code of professional conduct in relation to the audit.

RSM AUSTRALIA PARTNERS

P A RANSOM

Partner

29 February 2016 Melbourne

-15-

THE POWER OF BEING UNDERSTOOD AUDIT | TAX | CONSULTING

RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction. RSM Australia Partners ABN 36 965 185 036

Liability limited by a scheme approved under Professional Standards Legislation