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PPK GROUP LIMITED Annual Report 2007

Sep 24, 2007

65603_rns_2007-09-24_c10bb4c6-b778-4fe9-8aee-0a09f0ef5357.pdf

Annual Report

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07

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PROPERTY � INVESTMENTS � MANUFACTURING

FINANCIAL HIGHLIGHTS 2007
($000)
proft from Continuing operations Before Income tax 6,099 220.5%
proft Before Income tax 16,760 462.6%
proft After tax Attributable to Members 10,111 135.6%
earnings per Share 15.9 cents 152.4%

NOTIcE Of ANNUAL GENERAL MEETING

the 2007 Annual General Meeting of ppK Group limited will be held at: 3:00pm on Wednesday, 14 november 2007 at the Grace Hotel, 77 York Street, Sydney.

the business of the meeting is outlined in the notice of Meeting and proxy Form.

ASX look-up code: PPK

Website: www.ppkgroup.com.au Share Registry: www.registries.com.au ppK Group limited ABN 65 003 964 181

cONTENTs

cONTENTs
Chairman and Managing
Directors’ review 1
Review of operations 4
Board of Directors and
Company Secretary
6
Five year fnancial summary 8
Corporate Governance Statement 9
Directors’ report 19
Financial statements 28
Corporate directoryInside back cover

1

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PPK has reported a profit after tax of $10.1 million

equating to earnings of 15.9 cents per share.

Colin Ryan, Chairman (left) and David Hoff, Managing Director (right)

PPK will continue to explore suitable investment opportunities which have the potential to add value for its shareholders.

chairman and managing director’s review

The financial year ended 30 June 2007 was a transitional one for PPK Group Limited (“PPK”) following completion of the sale of:

The Board has declared a:

  • final fully franked dividend of 3.25 cents thereby maintaining the yearly dividend of 6.5 cents fully franked; and

  • its traditional plastic packaging business on 1 September 2006; and

  • a special dividend of 5 cents fully franked, bringing the total dividends paid in respect of the 2007 financial year to 11.5 cents fully franked.

  • York Precision Plastics Pty Limited on 31 May 2007.

Future direction

The sale of these businesses effect a departure by PPK from plastics manufacturing.

On the completion of the sale of its plastic packaging business, PPK commenced a strategic review of its future direction with the fundamental objective of growing shareholder returns.

The reported profit before tax of $16.8 million consists of the following:

  • $10.3 million from the sale of the plastic packaging business;

With a portfolio of leased properties in desirable geographical locations providing core stable earnings in the years ahead, PPK will focus on two key areas, namely the:

  • $0.4 million from the discontinued operations of the plastic packaging business and York Precision Plastics; and

  • pursuit of suitable growth

  • $6.1 million from continuing operations including property, Rambor and investments.

PPK has reported a profit after tax of $10.1 million equating to earnings of 15.9 cents per share.

  • opportunities, in both domestic and overseas markets, for its retained manufacturing operation Rambor, which opportunities are expected to deliver improved earnings performance from this business; and

2

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Dividends per share DPS (¢)
03
04
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06
07
0 1 2 3 4 5 6 7 8 9 10 11 12
Profit Before Tax (PBT)
03
04
05
06
07
0 1500 3000 4500 6000 7500 9000 10500 12000 13500 15000 16500 18000
Continuing Operations Discontinuing Operations
Net Profit After Tax Attributable to Members
03
04
05
06
07
0 1000 2000 3000 4000 5000 6000 7000 8000 9000 10000 11000 12000
Continuing Operations Discontinuing Operations
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3

  1. identification of and investment in appropriate public and private companies in which there exists an opportunity for PPK to be actively involved in the management of these businesses utilising its core management expertise.

corporate governance

PPK continues its adherence to the company’s established corporate governance framework consistent with the ASX Principles of Good Corporate Governance and Best Practice Recommendations. Copies of the documents underlying this framework are publicly accessible on the company’s website at www.ppkgroup.com.au

In August 2007, the ASX Corporate Governance Council released the Corporate Governance Principles and Recommendations (“Revised Principles” & “Revised Recommendations”).

PPK intends transitioning to the Revised Principles in the next reporting period and will commence reporting by reference to the Revised Recommendations in the 2008 financial year.

our People

PPK’s people provide the company with the competitive advantage required to satisfy the needs of its customers, shareholders and other stakeholders. The Board would like to record its appreciation of the way in which our employees have contributed to the performance of the company in the current and prior years, especially those employees who transferred with the completion of the sale of the plastic packaging business and York Precision Plastics.

PPK promotes the fostering of a supportive, family oriented and co-operative work place within a performance based environment where innovation, initiative and productivity are encouraged and rewarded.

Human resource policies, practices and procedures are designed to attract, engage and retain the highest calibre of employees.

“PPK will focus on the pursuit of sustainable growth initiatives for Rambor and the identification of appropriate investment opportunities“

commitment to oh & s

the application of the policy. A copy of the PPK Privacy Disclosure Statement is detailed on the Company website at www.ppkgroup.com.au

During this year, the company continued its strong commitment to the prevention of injuries and harm in the workplace with positive results achieved through the continued success of its comprehensive workplace health and safety systems and policies.

the Business outlook

PPK has a stable core income base in the form of rent from long term leases generated by its property portfolio.

The year in review saw continuing focus and commitment to health and safety through a group wide commitment to maintaining the highest occupational health and safety standards for the benefit of its employees, contractors and visitors.

In addition, Rambor is exploring growth opportunities within its existing and new markets, both domestically and overseas, which is expected to yield future earnings growth and expansion potential.

Consistent with its strategic direction PPK has made a number of investments in public companies during the year including Industrea Limited (ASX Code: IDL), Allied Brands (ASX Code: ABQ), Cool or Cosy Limited (ASX Code: COS) and Frigrite Limited (ASX Code: FRR).

Information relating to occupational health and safety issues continues to be regularly considered by the Board which makes recommendations, where necessary, for the improvement in workplace systems and practices.

The company also has a comprehensive employment practices manual which confirms minimum standards of behaviour of employees, contractors, directors and officers while reinforcing the importance of compliance with applicable laws and regulations including those relating to occupational health and safety obligations.

PPK also continues to hold its interest in prior investments in private companies, ezi Automation and Vend-Tech.

PPK will continue to explore suitable investment opportunities which have the potential to add value for its shareholders.

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Privacy

PPK has developed a Privacy Disclosure Statement consistent with the national Privacy Principles incorporated in prevailing privacy laws dealing with the collection, use, disclosure, security, access and accuracy of information available to it during the course of its business operations. The company has appointed a designated Privacy Officer to deal with queries regarding

coLin ryan Chairman

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david hoFF Managing Director

Property

PPK is the owner of an extensive portfolio of industrial properties including:

  • a property at Riverwood in Sydney which is leased to York Precision Plastics Pty Limited;

  • five (5) properties leased to the companies operating the plastics packaging businesses sold by PPK in September 2006 and located at Arndell Park, Kirrawee and Seven Hills in new South Wales, Virginia in Queensland

investments

PPK has made a number of strategic investments during the year in several public companies including:

1. industrea Limited

(ASX CODe: IDL)

7,750,000 shares acquired at an average price of 14.7 cents per share compared with a share price at the time of reporting of 49 cents per share.

Industrea Limited is a major supplier to the mining industry in Australia

Frigrite is:

  • a fully owned and operated Australian company; and

  • a market leader in the field of climate control solutions (refrigeration and air conditioning) for both the food and beverage market and the general community.

It has annual revenues of approximately $140 million.

  1. cool or cosy Limited (ASX CODe: COS)

6,000,000 shares acquired at 7 cents per share compared with a share price at the time of reporting of 9 cents per share.

PPK has made a number of strategic investments during the year in several public companies.

Cool or Cosy is a leading supplier of air conditioning and installation products and services to the domestic, commercial and industrial markets.

manufacturing

4

review oF oPerations

and Dandenong in Victoria; and

  • two (2) vacant sites at Arndell Park and Virginia which are available for development and/or sale.

each of the PPK owned buildings are:

  • the subject of long term leases on commercial terms;

  • of modern construction; and

  • situated in desirable geographical locations.

One of the industrial properties located in Sydney will become available for development, lease and/or sale by PPK in the 2008 financial year.

and overseas, both as an agent and a manufacturer.

2. allied Brands Limited (ASX CODe: ABL)

1,360,071 shares acquired at an average price of 22.0 cents per share compared with a share price at the time of reporting of 40 cents per share.

Allied Brands is the franchise owner in Australia of Baskin Robbins Ice-Cream, Cookie Man and Kenny’s Cardiology.

3. Frigrite Limited (ASX CODe: FRR)

  • 3,000,000 shares acquired at an average price of 51.8 cents per share compared with a share price at the time of reporting of 53 cents per share.

PPK is now the largest single shareholder in Frigrite.

Light Fittings and Thermoplastic Sheeting York Precision Plastics (“YPP”) manufactures and distributes acrylic diffusers for the lighting industry and thermoplastic sheet for the building and signage industries in domestic and overseas markets.

During the year:

  • the cost of the plastic acrylic materials used in this business continued

  • to increase in price both in raw materials purchased and finished product sourced from local and overseas suppliers;

  • despite an increase in overall sales and market share, margins were adversely affected by the inability to recover the full impact of the raw material price increases from customers in an increasingly competitive local market; and

  • it became increasingly evident that this business was unable to achieve an acceptable return on shareholders funds.

5

Accordingly, after taking these and other relevant factors into account the PPK Board decided that a sale of the YPP business was appropriate.

PPK retained ownership of the industrial property at Riverwood following the sale process and has entered into a long term commercial lease with the new owners.

Mining equipment

Rambor is a leading designer and manufacturer of products for the underground coal mining industry. It manufactures a wide range of products including pneumatic and hydraulic roof bolters, rib drills, remote drilling rigs, grout mixers, pumps and water separators. The products are sold in Australia and exported around the world including Russia, Germany, uSA and Japan.

As reported last year, a major customer based in Germany and responsible for servicing the growing Russian market, ceased purchasing product from Rambor. Contrary to expectation, this continued into the first half of the current reporting period. Consequently, this situation contributed to a lower than anticipated profit performance by Rambor during the first half.

In January 2007, however, Rambor and its German-based customer entered into a new two (2) year exclusive supply contract which resulted in the immediate resumption of sales. This contributed to a significant improvement in the performance of the Rambor business in the second half of the financial year.

In addition, Rambor has implemented a number of strategic initiatives in the second half of the 2007 financial year.

  • examples of these initiatives include:

  • development and introduction to market of new products and services; and

  • entry by Rambor into new exclusive supply contract arrangements with overseas customers including a mining services company based in the united States.

While these projects have contributed to second half earnings the full impact of the initiatives is expected:

  • in the 2008 financial year; and

  • to yield an increase in overall profit contribution from Rambor in subsequent reporting periods.

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PPK owned property – Dandenong South, VIC
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Rambor hand-held pneumatic roof bolter in operation
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6

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Board of Directors
and comPany secretary
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Colin Ryan David Hoff Glenn Molloy Jury Wowk Raymond Beath COMPAnY SeCReTARY Robert nicholls
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7

coLin ryan (70)

B.Com., Dip ed., CA Chairman & Independent Director Securities held: 500,000[(1)] Member of the Board since november 1995 and Chairman since March 1999. Member of the Audit Committee.

Background: Colin Ryan is an independent director of PPK Group Limited and has no business relationship with the company or its related bodies other than his directorship. Colin manages an investment and professional consultancy business providing a variety of professional management, financial and marketing services to various businesses. This follows experience as a Chartered Accountant and extensive service as an executive and nonexecutive director of various public companies. Colin has a Bachelor of Commerce degree from the university of new South Wales, a Diploma of education from Sydney university and is an Associate Member of the Institute of Chartered Accountants.

Other Listed Public Company Directorships[†] : York Group Limited, non-executive Director – Appointed: 25 January 2005. Ceased: 25 February 2005[***]

david hoFF (58)

C.P.A, Managing Director Securities held: 856,960[(1)] Member of the Board since november 2000.

Background: David Hoff joined the Company as Chief executive Officer in 1997 and was appointed its Managing Director in november 2000. Prior to his current appointment, David had several years experience in financial accounting positions within a multinational corporation in the mining industry followed by a position as Chief Financial Officer of a publicly listed Australian real estate development company. David has over 26 years experience in the packaging industry, in general management and managing director roles, gained with multinational corporations based in the united States of America, europe, and with a global packaging company in the Asia region.

Other Listed Public Company Directorships[†] : York Group Limited, Managing Director – Appointed: 25 January 2005. Ceased: 25 February 2005[***]

gLenn moLLoy (52)

executive Director Securities held: 8,747,270[(1)]

Member of the PPK Group Limited Board since listing on 21 December 1994. Founder of the former entity Plaspak Pty Limited in 1979.

Background: Glenn Molloy founded the former entity Plaspak Pty Ltd in 1979 and

has acted as a director of the consolidated entity since that time. He has extensive experience on public company boards, and in advising publicly listed and private entities on commercial aspects of mergers, acquisitions and divestment activities. Glenn is also a development committee member of the “learning for life” programme conducted by the Smith Family Charity.

Other Listed Public Company Directorships: Homeleisure Limited, non-executive Director – Appointed: 22 January 2001. Ceased: 31 May 2006. Hudson Timber Products Limited, non-executive Director – Appointed: 2 December 2003, Ceased: 2 november 2004. York Group Limited, executive Director – Appointed: 25 January 2005. Ceased: 25 February 2005[***]

Relevant Associated Directorships: Corso Management Services Pty Limited[*]

JUry wowK (56)

BA., LLB, non-executive, Independent Director Securities held: 87,302[(1)] Member of the PPK Group Limited Board since listing on 21 December 1994.

Background: Jury Wowk is a Partner of Home Wilkinson Lowry and has provided legal services to the PPK Group since the establishment of Plaspak Pty Limited in 1979. From 1987 to 1989, Jury performed the role of Operations Manager at Plaspak Pty Ltd gaining valuable hands on practical experience in the management of the company’s operations. Jury has a Bachelor of Arts Degree and a Bachelor of Laws Degree from the university of Sydney. He is also a Law Society of new South Wales Accredited Specialist in Business Law and an Associate Member of the Australian Institute of Company Directors.

Other Listed Public Company Directorships[†] : Homeleisure Limited, non-executive Director – Appointed: 29 July 2002. Ceased: 16 April 2007 York Group Limited. Appointed: 1 February 2005. Ceased: 25 February 2005[***]

raymond Beath (57)

B.Com, F.C.A

non-executive, Independent Director Securities held: 42,821[(1)]

Member of the PPK Group Limited Board since listing on 21 December 1994. Chairman of the Audit Committee.

Background: Raymond Beath is a Director of Holden & Bolster Avenir Pty Limited, Chartered Accountants. He has a Bachelor of Commerce (Accounting) degree from the university of new South Wales and is a Fellow of the Institute of Chartered Accountants. Raymond has advised the consolidated entity on taxation, corporate and financial

management since 1984 and has been non-executive director of PPK Australia Pty Limited since 1986.

Other Listed Public Company Directorships[†] : York Group Limited. Appointed: 25 January 2005. Ceased: 25 February 2005[***]

Relevant Associated Directorships: Holden & Bolster Avenir Pty Limited[*]

roBert nichoLLs (38) COMPAnY SeCReTARY

MBA (Distinction), LL.B (Hons), Grad Dip Leg Prac, Grad Dip CSP, FCIS Group General Counsel & Company Secretary Securities held: 70,625[(1)] Audit Committee Secretary.

Background: Robert is a practising solicitor and chartered company secretary. He performs the dual role of Group General Counsel & Company Secretary providing in-house legal and company secretarial services for the PPK Group of Companies. Prior to joining PPK in April 2000, Mr nicholls performed roles as a solicitor in private practice and with a Commonwealth regulatory body. Robert has a Masters of Business Administration (With Distinction) from Charles Sturt university, Bachelor of Laws (Honours) Degree from the university of Technology, Sydney, Graduate Diploma in Legal Practice and Graduate Diploma in Company Secretarial Practice. He is a Fellow of The Institute of Chartered Secretaries and Administrators and Chartered Secretaries Australia.

Relevant Associated Directorships: Vend-Tech Solutions Holdings Pty Limited Vend-Tech Solutions (Australia & new Zealand) Pty Limited Cool or Cosy Limited**

  • (1) Fully paid ordinary shares held directly or indirectly as at 24 September 2007.

  • Refer to the Directors’ Report on page 26, and note 32 to the Financial Statements for a description of the involvement of each of these related entities.

  • ** These are entities in which PPK hold an investment interest.

  • *** Cessation date refers to the date in which the entity ceased to be a listed public company.

  • Held in the 3 years immediately before the end of the financial year ended 30 June 2007.

8

5 year financial summary

consoLidated 2007
2006
2005 2004 2003
income statement $m
Sales revenue $000 34,112
98,408
89,572 73,817 84,120
Proft Before Income Tax $000 16,760
2,979
4,140 6,652 3,048
net proft attributable to members of
PPK Group Limited $000 10,111
4,292
3,153 6,909 2,081
Balance sheet
Total assets
net debt
equity attributable to members of PPK Group Limited
Total equity
$000
$000
$000
$000
63,473
123,693
9,184
58,235
46,959
46,187
46,959
46,338
129,602
58,895
46,237
47,190
90,700
29,525
46,694
46,845
93,100
32,737
43,078
43,229
share information
Dividends on ordinary shares $000 4,562
4,425
4,420 4,194 3,951
Dividends per ordinary share cents 11.5
6.5
6.5 6.5 6.0
Dividend payout ratio % 72.3
103.1
140.2 60.7 189.8
number of ordinary shares issued at year end 000 61,186
68,153
68,003 67,558 66,499
Market capitalisation $000 47,725
51,115
61,203 64,180 63,839
ratios and statistics
Return on equity attributable to members
of PPK Group Limited % 21.5
9.3
6.8 14.7 4.8
Basic earnings per share cents 15.9
6.3
4.6 10.3 3.2
net debt/equity % 19.6
126.0
124.8 63.0 75.7
Debt/(equity – Intangibles) % 19.9
139.9
140.7 66.4 80.4
Interest cover on continuing operations times 42.8
5.1
4.5 4.75 3.65
net Tangible Assets per Share cents 75.3
61.1
63.3 65.8 61.3

9

Statement of Corporate Governance Practices

for the year ended 30 June 2007

PPK Group Limited (PPK) – Approach to Corporate Governance and Responsibility

the ppK Board of Directors is committed to the principles underpinning good corporate governance, applied in a manner which is most suited to ppK, and to best addressing the directors’ accountability to shareholders and other stakeholders. this is supported by an overriding organisation-wide commitment to the highest standards of legislative compliance and financial and ethical behaviour.

the Company continues to address directors’ accountability to stakeholders in a manner consistent with the Company’s individual circumstances enhanced through the introduction of publicly available policies and procedures which are designed to foster a culture of transparency in the way ppK is directed and managed.

As a measure of its stated commitment to good corporate governance principles, the Board will continue to:

  • review and continually improve its governance practices; and

Transition to Revised Principles & Recommendations

In August 2007, the ASX Corporate Governance Council released the Corporate Governance principles and Recommendations (“Revised principles” & “Revised Recommendations”).

ppK intends transitioning to the Revised principles in the next reporting period and will commence reporting by reference to the Revised Recommendations in the 2008 financial year.

Date of this Statement

this statement outlines the:

  • ten (10) core principles, and twenty eight (28) Recommendations identified by the ASX as underlying good corporate governance; and

  • main corporate governance practices of ppK (formerly plaspak Group limited) during the year to 30 June 2007, except where stated otherwise.

ASX Principle 1: Lay solid foundations for management and oversight

  • monitor developments in good corporate governance.

Report on Compliance with the ASX Best Practice Recommendations

Currently, the ASX listing Rules require listed companies to include in their Annual Report a statement disclosing the extent to which they have followed the twenty eight (28) ASX Best practice Recommendations in the reporting period.

listed companies must identify the recommendations that have not been followed and provide reasons for the company’s decision. Where a recommendation has been followed for only part of the period the company must state the period during which it had been followed.

As detailed within this Statement of Corporate Governance practices, ppK considers its governance practices comply with each of the ten (10) core Corporate Governance principles and twenty five (25) of the ASX Best practice Recommendations.

For the reasons expressed within this Statement, ppK has elected not to adopt ASX Best practice Recommendations 2.4, 4.3 and 9.2.

ppK has posted copies of its relevant corporate governance policies and practices to its website consistent with the ASX Best practice Recommendations.

ppK’s Statement of Corporate Governance practices, and copies of its policies, are available in the designated corporate governance area of its website at www.ppkgroup.com.au

ASX Recommendation 1.1: Formalise and disclose the functions reserved to the board and those delegated to management.

PPK: the Board has formalised its roles and responsibilities into a Charter. the Board Charter clearly defines the matters that are reserved for the Board and those that the Board has delegated to management.

In summary, the responsibilities of the ppK Board include:

  • oversight of the company, including its control and accountability systems;

  • setting the company’s major goals including the strategies and financial objectives to be implemented by management;

  • appointing, removing and controlling the Managing Director;

  • ratifying the appointment and, where appropriate, the removal of the chief financial officer and/or company secretary;

  • input into and final approval of management’s development of corporate strategy and performance objectives;

  • reviewing and ratifying systems of risk management and internal compliance and control, codes of conduct and legal compliance;

  • monitoring senior management’s performance and implementation of strategy, and ensuring that appropriate resources are available;

10

Statement of Corporate Governance Practices for the year ended 30 June 2007

  • approving and monitoring the progress of major capital expenditure, capital management, and acquisitions and divestitures;

  • approving and monitoring financial and other reporting; and

  • corporate governance.

the Board has delegated responsibility to the Managing Director for:

  • developing and implementing corporate strategies and making recommendations on significant corporate strategic initiatives;

  • maintaining an effective risk management framework and keeping the Board and market fully informed about material risks;

  • developing ppK’s annual budget, recommending it to the Board for approval and managing day-to-day operations within the budget;

  • managing day-to-day operations in accordance with standards for social and ethical practices which have been set by the Board;

  • making recommendations for the appointment of senior management, determining terms of appointment, evaluating performance, and developing and maintaining succession plans for senior management roles; and

  • approval of capital expenditure and business transactions within predetermined limits set by the Board.

ppK’s Board Charter is available in the corporate governance section of its website at www.ppkgroup.com.au

ASX Principle 2: Structure the board to add value.

ASX Recommendation 2.1: A majority of the board should be independent directors.

PPK: Independence.

A ppK director will be considered independent where he or she is:

  • independent of management, that is, a non-executive director; and

  • free from any business or other relationship that could materially interfere with, or could reasonably be perceived to materially interfere with, the exercise of his or her unfettered and independent judgement.

Materiality is assessed on a case by case basis by reference to the director’s individual circumstances rather than general materiality thresholds.

the ppK Board has made its own assessment to determine the independence of each director on the Board. It is the Board’s view that each of the non-executive directors is independent.

the Board have established criteria for assessing independence of its directors and these can be found in the corporate governance section of the ppK website at www.ppkgroup.com.au

Composition of the Board

the ppK Board comprises three (3) non-executive directors and two (2) executive directors.

the composition of the Board is set based on the following factors:

  • the Company’s Constitution provides for the number of directors to be not less than three (3) and not more than ten (10) as determined by the directors from time to time;

  • the Board has adopted a policy that the position of Chairman will continue to be held by a non-executive director;

  • consistent with the Company’s objective that the Board should encompass a broad range of relevant expertise, the present Board consists of two directors with extensive property, investment and manufacturing experience, a practising Chartered Accountant, a practising Solicitor, and a Director who consults in financial and general management and who has wide experience as a member of other listed company boards.

ppK’s Constitution is available in the corporate governance area of its website at www.ppkgroup.com.au

there is no shareholding requirement imposed upon directors under the Company’s constitution. All of the ppK Board do, however, hold shares in the Company.

Details of all holdings by directors in the Company are detailed within the Directors’ Report.

ASX Recommendation 2.2: The chairperson should be an independent director.

the Chairman is selected by the Board from the non-executive directors.

the current chairman, Mr C F Ryan, is a non-executive, independent director appointed by the Board. He has been a director of ppK since november 1995 and Chairman since March 1999.

11

Statement of Corporate Governance Practices

for the year ended 30 June 2007

ASX Recommendation 2.3: The roles of chairperson and chief executive officer should not be exercised by the same individual.

PPK: ppK’s Chairman, Mr C F Ryan, and its Managing Director, Mr D A Hoff, have separate roles. the roles and responsibilities of the Chairman and the Managing Director are set out in the Board Charter which is available within the designated corporate governance area of the company website at www.ppkgroup.com.au

ASX Recommendation 2.4: The board should establish a nomination committee.

PPK: ppK has elected not to adopt this recommendation because it considers that its existing selection and appointment practices, detailed within this Statement, are an efficient means of meeting the needs of the company, particularly having regard to the fact that ppK is a relatively small publicly listed company by comparison to other listed entities which is reflected by the size of its operations, board structure and composition.

the ppK Board consists of only 5 members. It is considered that further division of the Board for the purposes of establishing a formal committee structure would not achieve enhanced efficiency or enable the Board to add greater value to this process.

the small size of the ppK Board, and the nature of its business, means that ppK has the present capacity to consider director competencies, selection and nomination practices in the context of duly constituted meetings of the Board and as a part of its self-evaluation processes.

ASX Recommendation 2.5: Provide the information included in the Guide to reporting on Principle 2

  • Skills, experience and expertise of each director.

  • � term of office

the qualifications, experience and expertise of the directors, and the respective terms in the office held by individual directors, are set out on page 7 of this Annual Report.

names of Independent Directors

It is the Board’s view that each of the following non-executive directors is independent:

  • Mr C F Ryan

  • Mr J I Wowk

  • Mr R M Beath

Independent professional Advice

ppK has in place a procedure whereby, after appropriate consultation, directors are entitled to seek independent professional advice, at the expense of ppK, to assist them to carry out their duties as directors. the policy of ppK provides that any such advice is made available to all directors.

procedure for Selection and Appointment of new Directors

the process for appointing a director within ppK is that, when a vacancy exists, the Board identifies candidates with the appropriate expertise and experience, using external consultants as appropriate. the most suitable candidate is appointed but must stand for election at the next annual general meeting following the appointment.

Consistent with the current law there is no retirement age for directors fixed by the Company’s Constitution.

the process for re-election of a director is in accordance with the Company’s Constitution, which requires that each year, at least one-third of the non-executive directors retire from office at the Annual General Meeting. the retiring directors may be eligible for re-election.

ASX Principle 3: Promote ethical and responsible decision-making.

ASX Recommendation 3.1: Establish a code of

conduct to guide the directors, the chief executive officer (or equivalent), the chief financial officer (or equivalent) and any key executives as to:

  • 3.1.1 the practices necessary to maintain confidence in the company’s integrity;

  • 3.1.2 the responsibility and accountability of individuals for reporting and investigating reports of unethical practices.

PPK: ppK has developed a Code of Conduct for Directors and executives which is designed to ensure that:

  • high standards of corporate and individual behaviour are observed by all ppK directors and executives in the context of their respective roles and the performance of their duties with ppK;

  • directors and executives are aware of their responsibilities to ppK under the terms of their appointment or contract of employment; and

  • all of the stakeholders of the Company can be guided by the stated values and policies of ppK.

12

Statement of Corporate Governance Practices

for the year ended 30 June 2007

In summary, the Code provides that directors, officers and executives must:

  • act honestly, in good faith and in the best interests of the company;

  • use due care, skill and diligence in the fulfilling their duties;

  • use the powers of their position for a proper purpose, in the interests of the company;

  • not make improper use of information acquired their position;

  • not allow personal interests, or those of associates, conflict with the interests of the company;

  • exercise independent judgement and actions;

  • maintain the confidentiality of company information acquired by virtue of their position;

  • not engage in conduct likely to bring discredit to the company;

  • comply at all times with both the spirit and the letter of the law, as well as, policies of the company.

Directors of the company may act in a professional capacity for the Company or its controlled entities, other than as auditor of the Company. these arrangements are subject to the restrictions of the Corporations Act 2001 (Cth).

Disclosure of related party transactions is set out in note 32 to the Financial Statements.

under the Constitution of the Company, and the Corporations Act 2001 (Cth), where the possibility of a conflict of interest exists and involves a director, directly or indirectly, the director must declare the fact, nature, character and extent of the conflict at the first meeting of Directors held after the relevant facts come to the director’s knowledge.

the director concerned does not receive copies of the relevant Board papers, if any, and withdraws from the Board meeting while such matters are considered by the remainder of the Board. Accordingly, the interested director takes no part in discussions nor exercises any influence over other members of the Board if a potential conflict of interest exists.

In addition, ppK has developed a series of policies designed to promote ethical and responsible decision making by directors, executives, employees and contractors of the Company, including:

  • trading policy;

  • Market Disclosure policy;

  • privacy policy;

  • occupational Health & Safety policy;

  • Code of Conduct and ethics (General);

employees are actively encouraged to report activities or behaviour to senior management, the Company Secretary or the Board, which are a breach of the Code of Conduct and ethics, other ppK policies or regulatory requirements or laws.

ASX Recommendation 3.2: Disclose the policy concerning trading in company securities by directors, officers and employees.

PPK: Directors, officers and employees are subject to the Corporations Act 2001 (Cth) relative to restrictions applying for, acquiring and disposing of securities in, or other relevant products of, the Company (or procuring another person to do so), if they are in possession of inside information.

Inside information is that information which is not generally available, and which if generally available, a reasonable person would expect it to have a material effect on the price or value of the securities in the Company.

under the ppK trading policy, directors, officers and employees of the Company are restricted from trading in the Company’s securities during the period of one (1) month preceding the making of an announcement to the market by the Company relating to:

  • the Company’s Annual results;

  • the Company’s Half Year results;

  • the Chairman’s Address;

  • any other matter for which disclosure is required to be made by ppK under the listing Rules or Corporations Act.

In addition, all of the existing directors have entered into an agreement with the Company which requires on-going disclosure to the Company of any change in the director’s interests in securities, and in contracts relevant to securities, within three (3) business days of the change occurring.

new directors are required to enter into this form of agreement making initial disclosure of the interests. A director who ceases to hold office must provide a final form of disclosure of their interests at the date of ceasing to be a director.

the Company notifies the ASX of the changes on behalf of the director as required by the listing Rules.

ASX Recommendation 3.3: Provide the information indicated in Guide to reporting on Principle 3.

PPK: Copies of the ppK Code of Conduct for Directors and executives and trading policy are available at www.ppkgroup.com.au

  • Code of Conduct for Directors & executives.

13

Statement of Corporate Governance Practices

for the year ended 30 June 2007

ASX Principle 4: Safeguard integrity of financial reporting.

ASX Recommendation 4.1: Require the chief executive officer (or equivalent) and the chief financial officer (or equivalent) to state in writing to the board that the company’s financial reports present a true and fair view, in all material respects, of the company’s financial condition and operational results and are in accordance with relevant accounting standards.

PPK: the ppK Board receive regular reports about the financial condition and operational results of ppK and its controlled entities.

the Managing Director and Group Financial Controller of ppK report in writing to the Board that the consolidated financial statements of ppK and its controlled entities for each subsequent half year and full financial year present a true and fair view, in all material respects, of the Group’s financial condition and operational results and are in accordance with accounting standards.

ASX Recommendation 4.2: The Board should establish an audit committee.

PPK: the ppK Board established an Audit Committee in 1994 and continues to provide assistance to the Board in accordance with its established terms of Reference.

ASX Recommendation 4.3: Structure the audit committee so that it consists of:

  • only non-executive directors;

  • a majority of independent directors;

  • an independent chairperson, who is not chairperson of the board;

requirement, particularly given the small size and diversity of the ppK Board.

on 3 May 2005, the listing Rule which prescribed the composition of the audit committee for ASX 500 companies, including ppK, was amended so as to limit its application to the top 300 listed companies.

In keeping with this amendment, ppK has elected to maintain the existing composition of its audit committee

ASX Recommendation 4.4: The audit committee should have a formal charter.

PPK: the principal functions of the ppK audit committee are to:

  • review of the annual and half yearly financial reporting carried out by ppK;

  • review of the accounting policies of ppK;

  • review the scope and audit programmes of the internal and external auditors and any material issues arising from these audits;

  • oversee the independence of external auditors and determining procedures for the rotation of audit partners; and

  • report to the Board on the effectiveness of ppK’s systems of accounting and internal controls.

Reflecting the relative small size of the company, the full Board remain responsible for:

  • the sufficiency of, and compliance with, ethical guidelines and company policies affecting corporate governance, financial reporting and corporate control together with compliance with laws and external regulations;

  • identification of the full range of actual or potential risk exposures which are material to ppK; and

  • the effectiveness of the group’s risk management systems and strategies.

  • at least three (3) members.

PPK: ppK does not comply with the element relating to the desired number of members of the audit committee.

ASX Recommendation 4.5: Provide the information indicated in Guide to reporting on Principle 4.

Details of the members of the Audit Committee

the ppK Audit Committee comprises only two (2) non-executive, independent directors and is chaired by Mr R M Beath who is not chairman of the Board.

the Board considers that the skills, qualifications and experience represented by the involvement of members Mr C F Ryan and Mr R M Beath are most suited to the effective discharge of the responsibilities of the committee.

ppK does not consider that any further value will be added by the inclusion of another member for the sake of satisfying this

the Board’s Audit Committee consists of:

  • Mr R M Beath (Chairman)

  • Mr C F Ryan

the lead signing and review external audit partner attends committee meetings by standing invitation.

the qualifications of each member of the committee are set out on page 7 of the Annual Report.

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Statement of Corporate Governance Practices for the year ended 30 June 2007

number of Meetings and names of Attendees

the number of meetings held during the reporting period and the attendees at these meetings is detailed within the Director’s Report.

Audit Committee Charter

the ppK Audit Committee Charter is available at www.ppkgroup.com.au

engagement & Rotation of external Auditor

the Audit Committee is responsible for nominating the external auditor to the Board for re-appointment. If the Audit Committee recommends a change in external auditor to the Board, the Board’s nomination of external auditor requires the approval of shareholders. the Audit Committee recommends to the Board the compensation of the external auditor.

the Audit Committee meets with the external auditor throughout the year to review the adequacy of the existing external audit arrangements with particular emphasis on the scope, quality and independence of the audit.

It has been determined by the Audit Committee that the external auditor will not provide services to the company where the auditor would:

  • have a mutual or conflicting interest with the company;

  • be in a position where they audit their own work;

  • function as management of the Company; or

  • have their independence impaired or perceived to be impaired in any way.

Specifically, the external auditor will not normally provide the following types of services to the Company:

  • bookkeeping or other services relating to the accounting records or financial statements of the Group;

  • financial information or information technology systems design and implementation;

  • appraisal and valuation services, fairness opinions or contributions-in-kind reports;

  • actuarial services;

  • internal audit outsourcing services;

  • management functions, including temporary staff assignments or human resource services, including recruitment of senior management;

  • broker or dealer services, investment advisor, corporate finance or investment banking services; and

procedures are in place governing approval of any non-audit work before the commencement of any engagement.

BDo Kendalls have been the appointed independent external auditors of ppK since listing as the former entity plaspak Group limited in 1994 and continue to act in this role for the consolidated entity.

the Board has elected to adopt a policy which is consistent with the primary and secondary rotation obligations regarding auditors such that:

  • the lead or review audit partner’s responsibilities may not be performed by the same person for longer than five (5) successive years (“primary rotation obligation”); and

  • the lead or review audit partner’s responsibilities may not be performed by the same person for more than five (5) out of seven (7) successive years (“secondary rotation obligation).

In addition, the Board requires a minimum of two (2) consecutive years “cooling off” period before an auditor undergoing rotation can return to playing a significant role in the audit of the Company.

During the reporting period, the lead audit partner for ppK was Mr Wayne Basford.

Mr Basford replaced , by rotation, Mr Kevin Reid as lead audit partner for the Company in respect of the financial year commencing 1 July 2006.

ASX Principle 5: Make timely and balanced disclosure.

ASX Recommendation 5.1: Establish written policies and procedures designed to ensure compliance with ASX Listing Rule disclosure requirements and to ensure accountability at a senior management level for that compliance.

PPK: the ppK Board is committed to keeping its shareholders, and the market, fully informed of major developments having an impact on the Company.

Comprehensive procedures are in place to identify matters that are likely to have a material affect on the price, or value, of the ppK securities and to ensure those matters are notified to the ASX in accordance with the listing Rule disclosure requirements.

Senior management and the Board are responsible for scrutinising events and information to determine whether the disclosure of the information is required in order to maintain the market integrity of the Company’s shares listed on the ASX.

  • legal and litigation support services.

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Statement of Corporate Governance Practices

for the year ended 30 June 2007

the Company Secretary is responsible for all communications with the ASX.

ASX Recommendation 5.2: Provide the information indicated in Guide to reporting on Principle 5.

Compliance with listing Rule Disclosure Requirements.

the procedures relating to the notification of price sensitive information to the ASX and the subsequent posting of announcements on the ppK website are detailed within the ppK Market Disclosure policy available at www.ppkgroup.com.au

ASX Principle 6: Respect the rights of shareholders.

ASX Recommendation 6.1: Design and disclose a communications strategy to promote effective communication with shareholders and encourage effective participation at general meetings.

PPK: ppK recognises the right of shareholders to be informed of matters, in addition to those prescribed by law, which affect their investments in the Company.

Consistent with best practice, important issues are presented to shareholders as single resolutions expressed in plain, unambiguous language. proceedings are held in a locality, and at a readily accessible venue, conducive to maximising the number of shareholders present, and able to participate, at the meeting. Shareholders are provided with opportunities of asking the Board questions regarding the management of the Company.

ASX Recommendation 6.2: Request the external auditor to attend the annual general meeting and be available to answer shareholder questions about the conduct of the audit and the preparation and content of the auditor’s report.

PPK: ppK ensures that the lead external audit partner, or representative, attends the Annual General Meeting, or other general meetings, of the Company and that shareholders are afforded the opportunity of asking the auditor questions regarding the conduct of the audit, the content of the audit report or any issues arising from the audit or preparation of the report.

ASX Principle 7: Recognise and manage risk

the ppK Shareholder Communication policy, available at www.ppkgroup.com.au, demonstrates ppK’s commitment to:

  • dealing fairly, transparently and openly with both current and prospective shareholders;

  • the use of available channels and cost effective technologies to reach shareholders who may be geographically dispersed and in order to communicate promptly with all shareholders; and

  • facilitating participation in shareholders meetings and dealing promptly with shareholder enquiries.

ppK communicates information to shareholders through:

  • the annual report;

  • disclosures to the ASX and ASIC;

  • notices and explanatory memoranda of annual general meetings and general meetings;

  • occasional letters from the Managing Director and Chairman to inform shareholders of key matters of interest; and

  • the Company’s website on the internet at: www.ppkgroup.com.au

the Board encourages active participation by shareholders at the Annual General Meetings, or other General Meetings, to ensure a high level of accountability and understanding of ppK’s strategy, performance and goals.

ASX Recommendation 7.1: The board or appropriate board committee should establish policies on risk oversight and management.

PPK: the Board of ppK recognise that effective management of risk is an integral part of good management and vital to the continued growth and success of the ppK Group of Companies.

the ppK Board is responsible for the oversight of the group’s risk management and control framework.

the Board has implemented a policy framework designed to ensure that the group’s risks are identified, analysed, evaluated, monitored, and communicated within the organisation on an on-going basis, and that adequate controls are in place and functioning effectively.

this risk management and control policy framework incorporates the maintenance of appropriate policies, procedures and guidelines which address ppK’s unique operating environment and is utilised by the Board as a means of identifying opportunities and avoiding or mitigating losses in the context of ppK’s businesses.

the Board oversees management’s risk management and control processes including the development of risk profiles as a part of the overall business and strategic planning process.

the Managing Director has ultimate responsibility for control and management of operational risk and the implementation

16

Statement of Corporate Governance Practices for the year ended 30 June 2007

of avoidance or mitigation measures within the group and may delegate control of these risks to the appropriate level of management at each site.

the Board regularly monitors the operational and financial performance of the Company and the economic entity against budget and other key performance measures. the Board also receives and reviews advice on areas of operational and financial risk and develops strategies, in conjunction with management, to mitigate those risks.

each month, a report is presented to the Board by the Managing Director. the reports encompass matters including actual sales, costs and profitability against budgeted forecasts, work place safety, compliance with tax and superannuation legislation and environmental conformance. Reports are prepared and submitted on a monthly basis by the Group Financial Controller in relation to the overall financial position of the Group. the Board is regularly briefed by the Managing Director and senior management on market and operational factors which may impact on the performance of the Group.

ASX Recommendation 7.2: The chief executive officer (or equivalent) and the chief financial officer (or equivalent) should state to the board in writing that:

  • 7.2.1 the statement given in accordance with best practice recommendation 4.1 (the integrity of financial statements) is founded on a sound system of risk management and internal compliance and control which implements the policies adopted by the board;

  • 7.2.2 the company’s risk management and internal compliance and control system is operating efficiently and effectively in all material respects.

PPK: the Managing Director and Group Financial Controller of ppK report in writing to the Board that:

  • the statement given in accordance with best practice recommendation 4.1 (the integrity of financial statements) is founded on a sound system of risk management and internal compliance and control which implements the policies adopted by the board;

  • the company’s risk management and internal compliance and control system is operating efficiently and effectively in all material respects.

ASX Recommendation 7.3: Provide the information indicated in Guide to reporting on Principle 7.

PPK: ppK has made a description of its risk management policy and internal compliance and control system publicly available and posted it to its website in the designated corporate governance area at www.ppkgroup.com.au

ASX Principle 8 Encourage Enhanced Performance

ASX Recommendation 8.1 Disclose the process for performance evaluation of the board, its committees and individual directors, and key executives.

PPK: the Board has adopted an on-going, self-evaluation process to measure its own performance and the performance of its committee during the reporting period.

the Chairman meets periodically with individual directors to discuss the performance of the Board and the director. In addition, an evaluation is undertaken by the Chairman of the contribution of directors retiring by rotation prior to the Board endorsing their candidature.

the review process involves consideration of the all of the Board’s key areas of responsibility and accountability and is based on an amalgamation of factors including capability, skill levels, understanding of industry complexities, risks and challenges, and value adding contribution to the overall management of the business.

the outcomes of the self-assessment program are used to enhance the effectiveness of individual directors and the Board collectively.

the performance of key executives is monitored by means of scrutiny by the Board of regular monthly reports provided by management regarding the group financial performance and forecasted results, presentations and operational reports, and the achievement of predetermined performance objectives.

enhanced effectiveness of the Board and management is also addressed through:

Board Meetings

the frequency of Board meetings and director’s attendance at those meetings is detailed within the Directors’ Report. Directors are expected to prepare for meetings in a manner which will enable them to attend and participate at the meeting.

Directors are also required to make on-site visits and attend workshops as required.

17

Statement of Corporate Governance Practices for the year ended 30 June 2007

Board papers & Agendas

Board agendas are structured throughout the year in order to ensure that each of the significant responsibilities of the Board is addressed.

Directors receive board packs prior to each meeting which detail financial, operational and strategy reports from senior management who are available to discuss reports with the Board.

Access to information.

All directors have access to company records and information, and receive regular detailed financial and operational reports from senior management.

the Company Secretary is available to all Directors and may be consulted on on-going issues of corporate governance, the ppK Constitution and the law. In addition, the Chairman and other independent non-executive directors regularly consult with the Managing Director and Financial Controller, and may confer and request additional information from any ppK employee. Management are available to discuss reports, and any issue arising, with the Board as required.

the Board collectively, each Board Committee and each individual Director has the right, following appropriate consultation, to seek independent professional advice at ppK’s expense to help them carry out their responsibilities.

A copy of the process for performance evaluation of the board, its committees and individual directors, and key executives is available in the designated area for corporate governance on the Company website at www.ppkgroup.com.au

governance statement, in its annual report, and pursuant to continuous disclosure requirements.

the Company’s policies relating to the remuneration of Directors, officers and Senior executives and the level of their remuneration are set out in the Directors’ Report on pages 22 to 25 of the Annual Report and notes 5 and 32 to the Financial Statements.

ASX Recommendation 9.2: The board should establish a remuneration committee.

PPK: ppK has elected not to adopt this recommendation because it considers that its existing remuneration practices, detailed within this Statement, are an efficient means of meeting the needs of the company, particularly having regard to the fact that ppK is a relatively small publicly listed company by comparison to other listed entities which is reflected by the size of its operations, board and management structure and composition.

the ppK Board consists of only 5 members. It is considered that further division of the Board for the purposes of establishing a formal remuneration committee structure would not achieve enhanced efficiency or enable the Board to add greater value to this process.

the small size of the ppK Board, the nature of its business and its management structure, means that ppK has the present capacity to giving due consideration to the overall remuneration policies and strategies of the company during the conduct of its regular board meetings and by appropriate recourse to relevant market data and, where applicable, to external executive remuneration consultants.

ASX Principle 9: Remunerate fairly and responsibly

ASX Recommendation 9.1: Provide disclosure in relation to the company’s remuneration policies to enable investors to understand (i) the costs and benefits of those policies and (ii) the link between remuneration paid to directors and key executives and corporate performance.

PPK: the broad remuneration policy objective of ppK is to ensure that the emoluments provided properly reflect the person’s duties and responsibilities and is designed to attract, retain and motivate executives of the highest quality and standard to enable the organisation to succeed.

ppK is committed to making timely disclosure of all relevant information relating to its remuneration practices and policies in the context of its reporting obligations in the corporate

ASX Recommendation 9.3: Clearly distinguish the structure of non-executive directors’ remuneration from that of executives.

PPK: the aggregate remuneration of non-executive directors is approved by shareholders.

Individual directors’ remuneration is determined by the board within the approved aggregate total (currently up to a maximum of $275,000 per year as determined at the 2003 Annual General Meeting).

In determining the appropriate level of director’s fees, data from surveys undertaken of other public companies similar in size or market section to ppK is taken into account.

non-executive directors are not entitled to participate in performance based remuneration practices unless approved by shareholders.

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Statement of Corporate Governance Practices for the year ended 30 June 2007

non-executive directors of ppK are remunerated by means of the payment of cash benefits. ppK does not currently have in place a retirement benefit scheme or allowance for its nonexecutive directors.

executive directors do not receive directors’ fees.

A review of the compensation arrangements for the Managing Director and Senior executives is conducted by the full Board at a duly constituted Directors’ Meeting. the review is performed annually and is based on criteria which includes the individual’s performance, market rates paid for similar positions and the results of the Company during the relevant period.

In addition, the conduct of directors and executives is also governed by Code of Conduct for Directors and executives formulated in response to ASX Recommendation 3.1.

Copies of the Code and Code of Conduct for Directors and executives are available within the designated corporate governance area of the company website at www.ppkgroup.com.au

ASX Recommendation 9.4: Ensure the payment of equity based executive remuneration is made in accordance with thresholds set in plans approved by shareholders.

PPK: the ppK executive Incentive Scheme (peIS) has been approved by shareholders and provides the Board with the discretion to grant options and provide loans to eligible executives for the purpose of acquiring Scheme Shares.

the Board ensures that the payment of equity-based executive remuneration is made in accordance with thresholds established by the peIS and exercises its discretion under the Scheme in a manner consistent with the broad remuneration policy objectives of the Company.

ASX Recommendation 9.5: Provide the information indicated in Guide to reporting on Principle 9.

PPK: A copy of the ppK Remuneration policy, and a summary of the peIS, has been made publicly available in the designated corporate governance area of its website at www.ppkgroup.com.au

ASX Principle 10: Recognise the legitimate interests of stakeholders.

ASX Recommendation 10.1: Establish and disclose a code of conduct to guide compliance with legal and other obligations to legitimate stakeholders.

ppK is committed to the operation of its business in a manner that meets or exceeds the ethical, legal, commercial and public expectations that society has of the company and the industry in which it operates.

the Board has approved a Code of Conduct and ethics (“Code”) which applies to all directors, executives, management and employees without exception.

19

Directors’ Report

for the year ended 30 June 2007

Your directors present their report on the parent entity and its subsidiaries for the financial year ended 30 June, 2007.

DIRECTORS

the names of directors in office at any time during or since the financial year are:

  • Colin Francis Ryan – non-executive Chairman

  • David Alfred Hoff – Managing Director

  • Glenn Robert Molloy – executive Director

  • Raymond Michael Beath – non-executive Director

  • Jury Ivan Wowk – non-executive Director

Details of the directors’ qualifications, experience, responsibilities and interests in shares and options of the company, together with details of other directorships of other listed public companies in the preceding three (3) years, are included on page 7 of the Annual Report.

Directors have been in office since the start of the financial year to the date of this report unless otherwise stated.

COMPANY SECRETARY

the Company Secretary in office at the end of the financial year was Mr Robert nicholls.

Details of the qualifications and experience of the Company Secretary are included on page 7 of the Annual Report.

PRINCIPAL ACTIVITIES

the principal activities of the consolidated entity during the financial year were the:

  • manufacture and marketing of plastic products including bottles, jars, containers and closures;

  • importation and wholesale of trigger sprays products;

  • importation and distribution of plastic lighting and industrial products;

  • manufacture and distribution of extruded plastic products;

  • investment in publicly listed and privately held businesses;

  • property ownership and management; and

  • design, manufacture and distribution of portable underground mining equipment.

the consolidated entity ceased to be involved in the:

  • manufacture and marketing of plastic products including bottles, jars, containers and closures; and

  • importation and wholesale of trigger sprays products,

as a result of the sale of its plastics packaging business which completed on 1 September 2006; and

  • importation and distribution of plastic lighting and industrial products; and

� manufacture and distribution of extruded plastic products, following the sale of York precision plastics pty limited on 31 May 2007.

there were no other significant changes in the nature of the consolidated entity’s principal activities during the financial year.

OPERATING RESULTS

the consolidated profit after tax of the consolidated entity for the period ended 30 June 2007 amounted to $10,111,000.

DIVIDENDS PAID OR RECOMMENDED

Dividends paid or recommended for payment are as follows:

Dividend of $0.0375 per share paid in
october,2006
Interim dividend of $0.0325 per share
paid in April,2007.
Final ordinary dividend of $0.0325 per
$2,555,742
$2,004,084
sharepaid in September,2007. $1,972,372
Special dividend of $0.05 per share paid
in September,2007 $3,034,418

REVIEW OF OPERATIONS

Information on the entity’s operations, financial position, business strategies and prospects for the future is contained within the Chairman and Managing Director’s overview and the Review of operations included in the Annual Report accompanying these Financial Statements.

FINANCIAL POSITION

the net assets of the consolidated entity have increased by $621,000 from 30 June 2006.

the main changes in the financial position have resulted from the:

  • disposal of the plastics packaging business;

  • sale of York precision plastics pty limited; and

  • on-market buy-back of 6,966,878 shares at a cost of $5,312,000.

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

Completion of the Sale of plastics packaging Business

the Company proceeded to completion of the sale of the plastics packaging business, and with a name change to ppK Group

20

Directors’ Report

for the year ended 30 June 2007

limited, on 1 September 2006, following satisfaction of relevant conditions precedent including shareholder approval which was obtained at a General Meeting on 16 August 2006.

the plastics packaging business was sold for $50 million less lease and hire purchase liabilities of $7.5 million assumed by the purchaser at completion. Additional payments totalling $5 million were paid to the Company by the purchaser during the reporting period upon fulfilment by ppK of agreed performance criteria following completion of the sale.

In conjunction with the sale of the business, the purchaser entered into long term leases for 5 of the properties owned by ppK. Additionally, the purchaser leased for a 12 month period the property at Seven Hills occupied by plaspak JWS pty limited. this property will become available in late 2007 for lease, redevelopment and/or sale.

on-Market Buy-Back Scheme

During the reporting period, the Company had in place an onmarket buy-back scheme comprising the on-market buy back of up to:

  • 10% of the issued capital of the Company (or 6,815,310 shares) announced to the market on 19 September 2007 (“Initial Buy-Back”); and

  • 25% of the issued capital of the Company (or 17,038,276 shares) inclusive of any shares acquired under the Initial Buy Back which was announced to the market on 19 September 2006 (“Subsequent Buy-Back”) and approved by shareholders at a general meeting convened on 21 november 2006.

the sale price equated to the net assets of Ypp which was purchased in a leveraged management buy out.

ppK has retained the property from which Ypp operates in Riverwood, Sydney and has entered into a 3 year lease with the new owners on commercial terms.

the sale of Ypp effects a departure by ppK from plastics manufacturing.

Investments

ppK has made a number of strategic investments during the year in several public companies including:

  • Industrea limited (ASX Code: IDl);

  • Allied Brands limited (ASX Code: ABQ);

  • Frigrite limited (ASX Code: FRR); and

  • Cool or Cosy limited (ASX Code: CoS).

Information regarding these investments is detailed within the Accounts and Review of operations section of the Annual Report.

AFTER BALANCE DATE EVENTS

no matter or circumstance has arisen since the end of the financial year which is not otherwise dealt with in this report or in the Consolidated Financial Statements that has significantly affected or may significantly affect the operations of the consolidated entity, the results of those operations or the state of affairs of the consolidated entity in subsequent financial years.

FUTURE DEVELOPMENTS

on 19 June 2007, the Company completed its Initial Buy-Back at a cost of $5,188,377 (or an average price of $0.76 cents per share).

As at the date of this report, the Company has acquired:

  • an additional 196,598 shares under the Subsequent Buy-Back at a cost of $156,785;

  • a total of 7,464,737 shares under the Initial Buy-Back and Subsequent Buy-Back at a combined cost of $5,345,162.

the Subsequent Buy-Back will end on or before 21 november 2007.

Completion of the Sale of York precision plastics pty limited (“Ypp”)

on 29 June 2007, contracts were exchanged and the sale of Ypp completed for $9.25 million.

the likely developments in the operations of the consolidated entity and the expected results of those operations in financial years subsequent to the year ended 30 June 2007 are included in detail in the Chairman and Managing Director’s Review and Review of operations section of the Annual Report.

ppK has a portfolio of leased properties in desirable geographical locations which will provide stable earnings in the 2008 year and future years.

In addition, the Company will focus on:

  • maximising the return on the retained manufacturing business, Rambor, through strategic expansion and new product development initiatives and;

  • the identification of suitable strategic investments which provide prospects for sustainable growth and the opportunity for active investor and management participation by ppK.

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ENVIRONMENTAL ISSUES

As a consequence of the sale of its plastic packaging business, ppK will no longer be involved in the environmental process initiatives introduced by the national packaging Covenant.

the remuneration policy, setting the terms and conditions for directors, executives and management was developed by the Board. the policy for determining the nature and amount of remuneration for board members and senior executives of the consolidated entity is as follows:

the Company will nonetheless remain committed to:

  • the effective management of environmental issues having the potential to impact on its remaining business; and

  • minimising the consumption of resources utilised by its operations.

ppK has otherwise complied with all government legislation and regulations with respect to disposal of waste and other materials and has not received any notices of breach of environmental laws regulations.

the Group’s approach to environmental sustainability is outlined in its environmental policy at www.ppkgroup.com.au

PROCEEDINGS ON BEHALF OF COMPANY

no person has applied for leave of the Court to bring proceedings on behalf of the company or 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 any part of those proceedings.

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

REMUNERATION REPORT

this report details the nature and amount of remuneration of each Director of the Company, the Secretary of the Company and for each of the five (5) named Relevant Group executives (as that term is defined in the Corporations Act 2001) of the consolidated entity receiving the highest remuneration for the year ended 30 June 2007.

Remuneration Policy

the remuneration policy of the Company has been designed to align director and executive objectives with shareholder and business objectives by providing a fixed remuneration component and offering specific short-term incentives based on key performance areas affecting the consolidated entity’s financial results.

the ppK Board believes the remuneration policy to be appropriate and effective in its ability to attract, retain and motivate directors and executives of the highest quality and standard to manage the affairs of the consolidated entity, as well as, create goal congruence between directors, executives and shareholders.

Remuneration of non-executive directors is determined by the Board from the maximum amount available for distribution to the non-executive directors as approved by shareholders. Currently this amount is set at $275,000 per annum in aggregate as approved by shareholders at the 2003 Annual General Meeting.

In determining the appropriate level of directors’ fees, data from surveys undertaken of other public companies similar in size or market section to the Company is taken into account.

non-executive directors are remunerated by means of cash benefits. they are not entitled to participate in performance based remuneration practices unless approved by shareholders. the Company will not generally use options as a means of remuneration for non-executive directors and will continue to remunerate those directors by means of cash benefits.

ppK does not provide retirement benefits for its non-executive directors.

executive directors do not receive director’s fees.

the Board of Directors is responsible for approving remuneration policies and packages applicable to senior executives of the company. the broad remuneration policy is to ensure that the remuneration package properly reflects the person’s duties and responsibilities and that the remuneration is competitive in attracting, retaining and motivating people of the highest quality and standard.

A review of the compensation arrangements for executive directors and senior executives is conducted by the full Board at a duly constituted Directors meeting.

the Board conducts its review annually based on established criteria which includes:

  • the individual’s performance;

  • reference to market data for broadly comparable positions or skill sets in similar organisations or industry;

  • the Company’s performance during the relevant period; and

  • the broad remuneration policy of the consolidated entity.

  • Senior executives and executive directors may receive bonuses based on the achievement of specific goals of the consolidated entity.

22

Directors’ Report

for the year ended 30 June 2007

An executive incentive scheme approved by shareholders is in place, which provides the board with the discretion to grant options and provide loans to eligible executives for the purpose of acquiring Scheme Shares. A summary of the terms and conditions of the scheme may be found in the designated area for corporate governance on the Company website at www.ppkgroup.com.au

the Board exercises its discretion under the ppK executive Incentive Scheme in a manner consistent with the broad remuneration policy objectives of the consolidated entity. the grant of options to executives is linked to significant performance hurdles including the exercise price of the options being subject to material improvement in company performance (measured by its share price) during a restricted exercise period.

Company Performance, Shareholder Wealth and Directors and Executives Remuneration

the Remuneration policy has been designed to achieve the goal congruence between shareholders, directors and executives.

the two methods employed in achieving this aim are:

  • a performance based bonus for executives based on key performance indicators (KpI’s) which include a combination of short-term financial and non-financial indicators; and

  • the issue of options to executives as a means of long-term incentive to encourage the alignment of personal and shareholder interests.

Advanced Fluid Systems pty limited, an entity related to p.R.Mastalir, Managing Director of Rambor pty limited (“Rambor”) and King Cobra Mining equipment pty limited (“King Cobra”), was paid a bonus payment which vested during the 2006 year relating to the satisfaction of performance targets in respect of the company earnings of Rambor and King Cobra for the 2005 financial year.

no other bonus payments have been made to the Managing Director, company executives or relevant group executives of the consolidated entity in respect of objectives relating to the company’s earnings during the year or in respect of the preceding four (4) years.

the remaining proportion of eligible bonus payments relate to non-financial performance measures which may include, for example, people, safety, strategy and risk measures having overall benefits for the consolidated entity. Details of bonuses paid to executives in respect of the attainment of predetermined non-financial performance indicators are detailed within this report and in note 5 to the Accounts accompanying this report.

Details of Remuneration for the year ended 30 June 2007

Directors’ and executive officers’ remuneration

Details of the nature and amount of each major element of compensation of each director and secretary of the Company and each of the five named Company executives and relevant group executives who receive the highest remuneration for the year ended 30 June 2007 are included in the table on the following page of his report.

the measures are chosen as they directly align the individual’s reward to the KpI’s of the consolidated entity and to its strategy and performance.

the company believes this policy to have been effective in increasing shareholder wealth and in retaining quality employees committed to the long term objectives of the Company.

eligible executives may be entitled to receive incentive payments of between 10% and up to 15% of their base salary during each full year of employment in which they achieve satisfactory levels of productivity, goals and targets pre-determined in consultation with the Board and Managing Director.

A significant proportion of eligible bonus payments to a Company executive and or relevant group executive (as these terms are defined in the Corporations Act) is linked to the earnings of either the:

  • consolidated entity; or

  • individual company in which the relevant executive performs his or her primary duties and responsibilities.

23

==> picture [497 x 72] intentionally omitted <==

Short term incentives term incentives term incentives Post Long term incentives term incentives
employment
Salary and Short term Other Super benefts Long Termination Share based Total Proportion of
fees incentive service benefts payments remuneration
cash bonus leave performance
related
($) ($) ($) ($) ($) ($) ($) (%)
Directors
Non-Executive
C.F. Ryan 72,000
72,000
R.M. Beath 48,000
48,000
J.I. Wowk 48,000
48,000
Executive
G.R. Molloy 259,500
28,050
287,550
D.A. Hoff 216,333 125,000** 36,043
85,230
4,651 84,000 551,257 22.7
Total Directors
Secretary
R.J.Nicholls
Total Secretary
152,234 51,950** 6,834
12,909
2,249
1,006,807
226,176
226,176
22.9
Relevant Group Executives
F.J. Hardiman 152,368 37,500*** 18,791
12,186
4,048 179,706 404,599 9.3
P.R. Mastalir 103,058 45,000
11,250
6,038 165,346
R.J. Nicholls 152,234 51,950** 6,834
12,909
2,249 226,176 22.9
G. Rufford* 104,867 17,747
12,584
2,299 137,497
C.J. Salmon* 164,244 10,000 18,068
19,709
3,679 215,700 4.6
Total Relevant Group Executives 1,149,318
  • Remuneration information for these Relevant Group Executives relates to the 11 month period ended 31 May 2007 after which the nominated employees ceased to be Relevant Group Executives.

  • ** These figures include bonus payments made to the identified executives in respect of:

(a) established performance criteria applied during the 2006 financial year relating to the satisfactory completion of the sale of the plastics packaging business which subsequently took place on 1 September 2006; and

(b) the fulfilment of pre-determined performance objectives and earnings targets in the 2007 financial year.

*** See Note 5 to the Financial Statements for further detail regarding this payment.

24

Directors’ Report

for the year ended 30 June 2007

the five named relevant group executives held the following positions during the period:

  • (A) Amounts included in remuneration for the financial reporting period represent the amount that vested in the financial year based on achievement of personal goals and satisfaction of specified performance criteria. no amounts vest in future financial years in respect of the short term incentive cash bonus schemes for the 2006 financial year.

Relevant Group Executive Position F J Hardiman Chief Financial Officer P R Mastalir Managing Director – Rambor Pty Limited R J Nicholls Group General Counsel & Company Secretary G Rufford Financial Controller – York Precision Plastics Pty Ltd C J Salmon Managing Director – York Precision Plastics Pty Limited

  • (B) the amounts forfeited are due to the performance of service criteria not being met in relation to the current financial reporting period.

  • (C) the percentage forfeited cannot be determined as vesting is dependent upon the attainment of specified threshold earnings targets and the maximum potential value is dependent upon actual earnings achieved.

Analysis of prospective bonus payments for future years

  • Remuneration information for these Relevant Group Executives relates to the 11 month period ended 31 May 2007 after which the nominated employees ceased to be Relevant Group Executives.

the vesting profile of the short-term incentive cash bonus which may have vested at the date of this report, or be payable in future financial years if the executive meets pre-determined service and performance criteria awarded as compensation to each director and secretary of the Company and each of the five named Company executives and relevant group executives are detailed below:

Performance Income as a Proportion of Total Remuneration

performance based bonuses are based on set monetary figures and not on proportions of salary. this has resulted in the proportions of remuneration related to performance varying between individuals. the Board has set these bonuses to encourage achievement of specific goals that have been given a high level of importance in relation to growth and profitability of the consolidated entity.

performance based bonuses are based on set monetary fgures
and not on proportions of salary. this has resulted in the
proportions of remuneration related to performance varying
between individuals. the Board has set these bonuses to
service and performance criteria awarded as compensation to
each director and secretary of the Company and each of the fve
named Company executives and relevant group executives are
detailed below:
encourage achievement of specifc goals that have been given
a high level of importance in relation to growth and proftability
of the consolidated entity.
Analysis of bonuses included in remuneration
the vesting profle of the short-term incentive cash bonus
awarded as compensation to each director and secretary of the
Company and each of the fve named Company executives and
relevant group executives are detailed below:
Short term incentive cash bonus
Included in
Vested
Forfeited
remuneration (A)
in period
in period (B)
($)
(%)
(%)
Managing Director
D.A. Hoff
75,000
100
0
Secretary
R.J. Nicholls
31,250
100
0
Executives


F.J. Hardiman
37,500
100
0
P.R. Mastalir

0
(C)
R.J. Nicholls
31,250
100
0
G. Rufford

0
100
C.J. Salmon
10,000
31
69
Short term incentive cash bonus
Value yet to vest
or which may vest
Financial years in
Minimum
Maximum
which bonus
vests or may vest
Director
D.A. Hoff
2008
50,000
75,000
Secretary
R.J. Nicholls
2008
20,700
42,525
Executives
F.J. Hardiman


P.R. Mastalir
2008
0
(A)
R.J. Nicholls
2008
20,700
42,525
G. Rufford


C.J. Salmon


(A) the maximum potential value of the short term incentive
cash bonus cannot be determined for these executives
as vesting is dependent upon the attainment of specified
threshold earnings targets and the maximum potential value
is dependant upon actual earnings achieved.

25

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Options Issued as Part of Remuneration for the year ended 30 June 2007

options may be issued to executives as part of their remuneration. the options are issued to encourage goal alignment between executives, directors and shareholders.

no options were issued to directors or specified executives during the year.

no other options previously issued to directors or the specified executives were exercised during the year.

200,000 options previously issued to D Hoff and exercisable at $1.40 cents per option lapsed during the year.

Employment Contracts

the remuneration and other terms of employment of the Managing Director, David Hoff are formalised in a Service Agreement. the major provisions of the Service Agreement are as follows:

  • term of agreement – 4 years commencing 1 July 2004.

  • Base salary inclusive of superannuation to be reviewed annually by the Board of Directors.

  • provision of a fully maintained motor vehicle.

  • payment of a termination benefit equal to 12 months of the current base salary and benefits in the event that either party does not renew the Service Agreement on expiry of the 4 year term.

  • payment of a termination benefit on early termination by the employer, other than in specified circumstances based on misconduct or non-performance, equal to the current base salary and benefits for 12 months or the remaining term of the agreement whichever is the greater.

  • A notice period of 6 months in respect of early termination of the agreement.

  • the payment of a performance related cash bonus based on the Consolidated entity achieving specified earnings per share targets.

the remuneration and other terms of engagement of Glenn Molloy, an executive director and consultant, are formalised by agreement in the Minutes of a Meeting of the Directors, which:

p.R.Mastalir and Advanced Fluid Systems pty limited, an entity related to Mr Mastalir, provide consultancy services to Rambor pty limited (“Rambor”) and King Cobra Mining equipment pty limited (“King Cobra”) pursuant to the terms of a Consultancy Agreement.

the major provisions of the Consultancy Agreement are as follows:

  • term of agreement – 5 years commencing 1 July 2007.

  • Restraints on competition for specified time periods in certain geographical areas in respect of defined services and activities in the event of termination.

  • early termination provisions on the occurrence of specified events such as, for example, insolvency or the failure or inability to perform the contracted service.

  • the payment of a performance related cash bonus based on Rambor and/or King Cobra achieving specified earnings before interest and taxation (eBIt) targets.

there are no formalised written contracts in place with any other specified executives.

Any termination payment entitlements would be as determined by general employment law.

OPTIONS

there were no options outstanding as at the date of this report.

DIRECTORS INTERESTS

particulars of Directors’ interests in shares as at the date of this report are as follows:

report are as follows:
Ordinary Shares Options
Colin Francis Ryan 500,000
David Alfred Hoff 856,960
Glenn Robert Molloy 8,543,700
Jury Ivan Wowk
Raymond Michael Beath
87,302
42,821

Meetings of Directors

During the financial year, meetings of directors (including committee meetings) were held.

  • provide for an agreed daily rate for attendances at Board meetings ($4,000) and when undertaking consultancy services on behalf of the consolidated entity ($3,000);

  • do not include any performance related bonus payments, termination or other benefits.

26

Directors’ Report

for the year ended 30 June 2007

Attendances were:
Directors’
Meetings
Number
Number
Committee
Meetings
Number
Number
eligible attended eligible attended
to attend to attend
Colin Francis Ryan 8 8 4 4
Glenn Robert Molloy
Jury Ivan Wowk

8
8
8
8


Raymond Michael Beath 8 7 4 4
David Alfred Hoff 8 8 4

liabilities for costs and expenses incurred by them in defending any legal proceedings arising out of their conduct while acting in the capacity of director or officer of the company, other than conduct involving a wilful breach of duty in relation to the company. the amount of the premium was $19,313.

DIRECTORS’ BENEFITS

Since 30 June 2006, no director has received or become entitled to receive a benefit because of a contract made by the consolidated entity, or a related body corporate with a director, a firm of which a director is a member or an entity in which a director has a substantial financial interest except for:

RISK & CONTROL COMPLIANCE STATEMENT

under ASX listing Rules and the ASX Corporate Government Council’s principles of Good Corporate Governance and Best practice Recommendations (“Recommendations”), the Company is required to disclose in its Annual Report the extent of its compliance with the Recommendations.

the directors have implemented internal control processes for identifying, evaluating, and managing significant risks to the achievement of the company’s objectives. these internal control processes cover financial, operational and compliance risks. the company’s corporate governance practices are outlined in the Statement of Corporate Governance within the Annual Report.

the directors have received and considered the annual control certification from the Managing Director and the Group Financial Controller in accordance with the Recommendations relating to financial risks.

Material associates and joints ventures, which the company does not control, are not dealt with for the purposes of this statement.

throughout the reporting period, and as the date of signing of this annual report, the company was in compliance with twenty five (25) out of the twenty eight (28) Recommendations in all material respects.

AUDIT COMMITTEE

the consolidated entity has an audit committee, comprised of two non-executive directors Mr R. M. Beath and Mr C. F. Ryan. external auditors are invited to attend from time to time.

DIRECTORS’ AND AUDITORS’ INDEMNIFICATION

During or since the end of the financial year the company has given an indemnity or entered an agreement to indemnify, or paid or agreed to pay insurance premiums as follows:

the company has paid premiums to insure all Directors of the parent entity and officers of the consolidated entity against

  • Mr Glenn Molloy has an interest in Corso Management Services pty ltd which provides management services to the consolidated entity.

  • Mr Raymond Beath who is a director of Holden & Bolster Avenir pty ltd which provides tax and accounting services to the consolidated entity in the ordinary course of business.

  • � Mr Jury Wowk:

  • (a) was a partner in Doherty partners which provided legal services to the consolidated entity in the ordinary course of business during the period to 28 February 2007;

  • (b) is a partner in Home Wilkinson lowry which has provided legal services to the consolidated entity in the ordinary course of business since 1 March 2007.

this statement excludes a benefit included in the aggregate amount of remuneration received or due and receivable by directors and shown in the company’s accounts, or the fixed salary of a full-time employee of the parent entity, controlled entity, or related body corporate.

NON-AUDIT SERVICES

the Board of directors, in accordance with advice from the audit committee, is satisfied that the provision of non-audit services by BDo Kendalls during the year is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. the directors are satisfied that the services disclosed below did not compromise the external auditor’s independence for the following reasons:

  • All non-audit services are reviewed and approved by the Audit committee prior to commencement to ensure that they do not adversely affect the integrity and objectivity of the auditor; and

  • the nature of the services provided do not compromise the general principles relating to auditor independence as set out in ApeS 110 “Code of ethics for professional Accountants”.

27

==> picture [497 x 72] intentionally omitted <==

the following fees for non-audit services were paid to the external auditors during the year ended 30 June 2007:

Accounting & technical Advice $14,100.00

the Board has considered the performance of non-audit services during the year by BDo Kendalls while remaining the company’s auditor and is satisfied that the provision of those non-audit services during the relevant period by the firm was compatible with, and did not compromise, the general standard of independence for auditors imposed by the Corporations Act for the following reasons:

  • All non-audit services were subject to the corporate governance procedures adopted by the Company and have been reviewed by the Audit Committee to ensure they do not impact the integrity and objectivity of the auditor; and

  • the non-audit services provided do not undermine the general principles relating to auditor independence as set out in ApeS 110 “Code of ethics for professional Accountants”, as these services did not involve reviewing or auditing the auditor’s own work, acting in management or decision making capacity for the Company, acting as an advocate for the Company or jointly sharing risks and rewards.

A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is included in the Directors’ Report.

AUDIT INDEPENDENCE

the lead auditor’s independence declaration under section 307C of the Corporations Act for the year ended 30 June 2007 is set out on page 91 and forms part of the Directors’ Report.

ROUNDING OF ACCOUNTS

the parent entity has applied the relief available to it in ASIC Class order 98/100 and, accordingly, amounts in the financial statements and directors’ report have been rounded to the nearest thousand dollars.

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

==> picture [89 x 47] intentionally omitted <==

ColIn FRAnCIS RYAn Director Sydney, 24 September 2007

28

Income Statements

for the year ended 30 June 2007

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
Note $000s $000s $000s $000s
Sales Revenue from continuing operations 2,837 3,016
Cost of sales (1,683) (1,633)
Gross Proft 1,154 1,383
Dividends received from related corporations 24,275
Distribution received from controlled trust
Interest Received 257 144 98 89
Gain/(Loss) on sale of assets 1,305 3
Foreign exchange (losses)/gains (55) (53)
Rental Income received from investment properties 4,403 2,101
Other revenues 2,871 302 162
Warehouse & Distribution expenses (15) (13)
Selling Expenses
Administrative expenses
Intercompany loan write-offs
Writedown of investments
Finance costs
(188)
(3,487)


(146)
(208)
(1,071)

(220)
(465)

(159)
15,980


(142)
(18,351)

(1,542)
Proft from continuing operations before income tax expense 6,099 1,903 16,081 4,329
Income tax(expense)/credit attributable toproft 3 (1,478) 1,546 (192) 2,658
Proft after income tax from continuing operations 4,621 3,449 15,889 6,987
Proft after income tax from discontinued operations 35 5,490 843 (1,098) (679)
Proft after income tax 10,111 4,292 14,791 6,308
Proft attributable to minority interest
Net proft after income tax attributable to members
of theparent entity 10,111 4,292 14,791 6,308
Overall Operations
Basic earnings per share (cents per share) 7 15.9 6.3
Diluted earnings per share (cents per share) 7 15.9 6.3
Continuing Operations
Basic earnings per share (cents per share) 7.2 5.1
Diluted earnings per share (cents per share) 7.2 5.1
Discontinued Operations
Basic earnings per share (cents per share) 8.7 1.2
Dividends per share 6.5 6.5
The accompanying notes form part of these fnancial statements

29

Balance Sheets

as at 30 June 2007

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
Note $000s $000s $000s $000s
Current assets
Cash and cash equivalents 8 624 218 250 116
Trade and other receivables 9 915 6,295 56 97
Inventories 10 741 5,550
Derivatives 37 13
Other 11 2,362 990 31,206 20,005
4,642 13,066 31,512 20,218
Assets classifed as held for sale 35 57,154
Total current assets 4,642 70,220 31,512 20,218
Non-current assets
Financial assets 12 6,697 265 41,860 54,520
Investment Properties 13(a) 41,256
Other Property, plant and equipment
Deferred tax assets
Intangible assets
Derivatives
Other
Total non-current assets
Total assets
13(b)
14
15
37
16
2,187
1,276
913
890
5,612
58,831
63,473
46,665
3,251
2,511

781
53,473
123,693

249
19

667
42,795
74,307

2,500


781
57,801
78,019
Current liabilities
Trade and other payables 17 1,164 3,010 212 40
Interest Bearing Liabilities 18 1,374 5,291 16,202 11,038
Current tax liabilities 14 3,254 3,254
Provisions 19 357 545
Derivatives 37
Other 20 343
6,492 8,846 19,668 11,078
Liabilities directlyassociated with assets classifed as held for sale 35 22,700
Total current liabilities 6,492 31,546 19,668 11,078
Non-current liabilities
Interest Bearing Liabilities 21 8,434 45,001 6,000 23,231
Deferred tax liabilities 14 1,117 85 12
Provisions 19 471 723
Other 22
Total non-current liabilities 10,022 45,809 6,012 23,231
Total liabilities 16,514 77,355 25,680 34,309
Net assets 46,959 46,338 48,627 43,710
Shareholders’ equity
Contributed equity 23 33,573 38,885 33,573 38,885
Reserves 24 567 32 8 8
Retained earnings 12,819 7,270 15,046 4,817
Total parent entity interest 46,959 46,187 48,627 43,710
Minorityinterest in subsidiaries 25 151
Total shareholders’ equity 46,959 46,338 48,627 43,710

The accompanying notes form part of these financial statements

30

Cash Flow Statements

for the year ended 30 June 2007

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
Note $000s $000s $000s $000s
Cash fows from operating activities
Cash receipts from customers 38,285 109,551
Cash payments to suppliers and employees (38,074) (95,645) (397) (1,030)
Other revenue 3,883 620 162
Dividends and distributions received 24,275
Interest received 257 149 98 89
Income tax (paid)/refunded (175) (902) (1,174) 299
Other taxespaid (851) (1,849)
Net cashprovided by/(used in)operatingactivities 33(a) 3,325 11,924 (1,311) 23,633
Cash fows from investing activities
Proceeds from sale of subsidiaries 51,454 797 19,446
Proceeds from sale of property, plant and equipment
Purchase of property, plant and equipment
Payment for purchase of equity investments, net of cash acquired
Purchase of minority interest in subsidiary
Payment for intangibles
3,707
(755)
(4,567)

(364)
174
(496)
(219)
(1,087)
(445)




(19)




Net cashprovided by/(used in)investingactivities 49,475 (1,276) 19,427
Cash fows from fnancing activities
Proceeds from shares issued 112 112
Payment for buyback of shares (5,312) (5,312)
(Loans to)/Borrowings from related companies 11,407 (20,899)
Proceeds from borrowings 3,600 3,600
Costs of borrowings
Repayment of borrowings (40,413) (5,937) (18,731) (468)
Dividends paid by Parent entity (4,562) (4,425) (4,562) (4,425)
Interestpaid (1,503) (4,077) (784) (1,542)
Net cash(used in)fnancingactivities (51,790) (10,727) (17,982) (23,622)
Net increase/(decrease) in cash held 1,010 (79) 134 11
Cash at the beginningof the fnancialyear (1,387) (1,308) 116 105
Cash at the end of the fnancialyear 33(b) (377) (1,387) 250 116

The accompanying notes form part of these financial statements

31

Statements of Changes in Equity

for the year ended 30 June 2007

Issued Retained Other Total Minority
Capital Earnings Reserves Interest Equity Total
$000s $000s $000s $000s $000s $000s
Consolidated entity
At 1 July 2005 38,773 7,403 61 46,237 953 47,190
Foreign currencytranslation differences (33) (33) (33)
Total income and expense recognised
directly in equity (33) (33) (33)
Proft for theyear 4,292 4,292 4,292
Total income and expense for the year 4,292 (33) 4,259 4,259
Dividends paid (4,425) (4,425) (4,425)
Shares issued 112 112 112
Share based payment expense 4 4 4
Acquisition of subsidiary (802) (802)
At 30 June 2006
Fair value adjustment in listed securities
less deferred tax impact
Total income and expense recognised directly
in equity
Proft for theyear
38,885
7,270

10,111
32
799
(240)
559
46,187
799
(240)
559
10,111
151
46,338
799
(240)
559
10,111
Total income and expense for the year 10,111 559 10,670 10,670
Dividends paid (4,562) (4,562) (4,562)
Shares repurchased (5,312) (5,312) (5,312)
Sale of subsidiaries (24) (24) (151) (175)
At 30 June 2007 33,573 12,819 567 46,959 46,959
Parent entity
At 1 July 2005 38,773 2,934 4 41,711 41,711
Proft for theyear 6,308 6,308 6,308
Total income and expense for the year 6,308 6,308 6,308
Dividends paid (4,425) (4,425) (4,425)
Shares issued 112 112 112
Share basedpayment expense 4 4 4
At 30 June 2006 38,885 4,817 8 43,710 43,710
Proft for theyear 14,791 14,791 14,791
Total income and expense for the year 14,791 14,791 14,791
Dividends paid (4,562) (4,562) (4,562)
Shares issued (5,312) (5,312) (5,312)
At 30 June 2007 33,573 15,046 8 48,627 48,627

32

Notes to and forming part of the Financial Statements for the year ended 30 June 2007

NOTE 1

STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

the significant policies which have been adopted in the preparation of this financial report are:

(a) Basis of Preparation

the financial report is a general purpose financial report which has been prepared in accordance with Australian equivalents to International Financial Reporting Standards (AIFRS), other authorative pronouncements of the Australian Accounting Standards Board, and the Corporations Act 2001.

the financial report covers the consolidated entity of ppK Group limited and its subsidiaries and ppK Group limited as an individual parent entity. ppK Group limited is a listed public company, incorporated and domiciled in Australia. ppK Group limited is the ultimate parent entity of the Group. the financial statements have been prepared on an accruals basis and are based on historical costs, except for derivatives which have been measured at fair value.

Compliance with Australian equivalents to International Financial Reporting Standards (AIFRS) ensures that the consolidated financial statements and notes comply with International Financial Reporting Standards (IFRS). the parent entity financial statements and notes also comply with IFRS except that it has elected to apply the relief provided to parent entities in respect of certain disclosure requirements contained in AASB 132 Financial Instruments: presentation and Disclosure.

controlled by the Company are shown as a separate item in the consolidated accounts.

(c) Goodwill on Consolidation/Discount on Acquisition

Goodwill on consolidation is recorded initially at the amount by which the purchase price for a business or an ownership interest in a subsidiary exceeds the fair value of identifiable net assets acquired and contingent liabilities assumed. Goodwill is tested annually for impairment and carried at cost less accumulated impairment losses.

Goodwill acquired is allocated to each of the cash-generating units expected to benefit from the combination’s synergies. Impairment is determined by assessing the recoverable amount of the cash-generating unit to which the goodwill relates. Impairment losses on goodwill cannot be reversed.

AASB 3 Business Combinations prohibits goodwill from being amortised and instead requires an impairment test to be carried out.

(d) Revenue and Revenue Recognition

Sales revenue

Sales revenue comprises revenue earned (net of returns, discounts and allowances) from the provision of products to entities outside the consolidated entity. Sales revenue is recognised when the goods are provided (significant risks and rewards of ownership have passed).

Rental income

the accounting policies have been consistently applied to the entities of the consolidated entity unless otherwise stated.

the Financial Report is presented in the Australian currency.

the financial report of ppK Group limited for the year ended 30 June 2007 was authorised for issue in accordance with a resolution of the directors on 24 September 2007.

(b) Principles of Consolidation

the consolidated financial statements of the consolidated entity include the accounts of the Company, being the parent entity, and its subsidiaries (“the Group”). Subsidiaries are entities over which the Group has the power to govern the financial and operating policies. A list of all subsidiaries is contained in note 12 to the accounts. All intercompany balances and unrealised profits from transactions between subsidiaries have been eliminated. Where a subsidiary has been acquired or disposed of during the year, its operating results have been included from the date of acquisition or until the date control ceased. Minority interests in the equity and results of entities

Rental income on investment properties is accounted for on a straight-line basis over the lease term. Contingent rentals are recognised as income in the periods when they are earned.

Interest income

Interest income is recognised as it accrues.

Asset sales

Gains and losses on sale of assets is recognised on a net basis as other income.

the gain or loss on disposal of assets is brought to account at the date an unconditional contract of sale is signed, or if a conditional contract is signed, the date it becomes unconditional. In the case of real estate sales under AASB 118 it becomes unconditional when title passes.

under the previous accounting policy gross revenue received on disposal of property plant and equipment was included in Revenue.

33

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(e) Inventories

Inventories are valued at the lower of cost and net realisable value. the cost of work in progress and finished goods is derived on an absorption basis which includes an appropriate proportion of manufacturing overheads allocated on the basis of normal operating usage.

(f) Trade Receivables

trade receivables are recognised when the risks and rewards of ownership of the underlining sales transactions have passed to customers. this event usually occurs on delivery of inventories to customers. trade receivables are recorded at nominal amounts. Credit terms are usually 30 days. Collectability of overdue accounts is assessed on an ongoing basis. A provision is made for doubtful debts based on objective evidence that outstanding debtor balances may not be collected.

(g) Income Tax

the income tax expense for the period is the tax payable on the current period’s taxable income based on the national income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax base of assets and liabilities and their carrying amounts in the financial statements, and to unused tax losses.

exceptions are made for certain temporary differences arising on initial recognition of an asset or liability if they arose in a transaction other than a business combination that at the time of the transaction did not affect either accounting profit or taxable profit.

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

the amount of deferred tax assets which may be realised in the future is based on the assumption that no adverse change will occur in income taxation legislation, and the anticipation that the consolidated entity will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law.

Deferred tax assets and liabilities are not recognised for temporary differences between the carrying amount and tax bases of investments in subsidiaries, associates and interests in joint ventures where the parent entity is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

the consolidated entity and its wholly owned Australian subsidiaries have formed an income tax consolidated group under the tax Consolidation Regime. As a consequence the parent entity, as the head entity in the tax consolidated group is responsible for recognising the current tax assets and liabilities and deferred tax assets arising from unused tax losses for the tax consolidated group.

Deferred tax assets and liabilities are accounted for by each entity separately using the stand alone taxpayer approach with movements in deferred tax balances being accounted for through the income statement. the tax consolidated group has entered into a tax sharing agreement whereby each company in the group contributes to the income tax payable in proportion to their individually calculated share of the taxable income.

the amounts receivable/payable under tax funding arrangements are due upon notification by the head entity. these amounts are recognised as current intercompany receivables or payables.

(h) Investments

All investments and other financial assets are initially stated at cost, being the fair value of consideration given plus acquisition costs. purchases and sales of investments are recognised on trade date which is the date on which the Group commits to purchase or sell the asset. Accounting policies for each category of investments and other financial assets subsequent to initial recognition are set out below.

Available-for-sale financial assets

Available-for-sale financial assets comprise investments in listed and unlisted entities and any non-derivatives that are not classified as any other category, and are classified as non-current assets. unlisted investments do not have a quoted market price in an active market and their fair value cannot be reliably measured, so they remain valued at their cost after initial recognition. listed investments are valued subsequent to initial recognition at fair value based on current bid prices.

34

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 1

STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Held for trading financial assets

Investments classified as Held for trading are measured at fair value with gains or losses recognised in the income statement. A financial asset is classified Held for trading if acquired principally for the purpose of selling in the short term or if it is a derivative that is not designated as a hedge.

Subsidiaries

Investments in subsidiaries are accounted for in the consolidated financial statements as described in note 1(a) and in the parent entity financial statements at cost in accordance with the cost alternative permitted in separate financial statements under AASB 127 Consolidated and Separate Financial Statements.

(i) Investment Property & Property, Plant and Equipment

Investment properties

Investment properties are initially measured at cost including transaction costs. Subsequent to initial recognition, investment properties are carried at cost, less depreciation and any impairment losses.

Depreciation on investment properties is calculated on a straight-line basis over the estimated useful life of the asset of 50 years.

the assets’ residual values and useful lives are reviewed and adjusted, if appropriate, at each balance sheet date.

Gains and losses on disposals are calculated as the difference between the net disposal proceeds and the asset’s carrying amount and are included in the income statement in the year that the item is derecognised.

Other property, plant and equipment

other property, plant and equipment are brought to account at cost less, where applicable, any accumulated depreciation or amortisation.

the cost of fixed assets constructed within the consolidated entity includes the cost of materials used in construction, direct labour and an appropriate proportion of fixed and variable overheads.

the depreciable amount of all fixed assets including buildings and capitalised leased assets, but excluding freehold land, is depreciated over their useful lives to the consolidated entity commencing from the time the asset is held ready for use. leasehold improvements are amortised over the shorter of either the unexpired period of the lease or the estimated useful lives of the improvements.

the gain or loss on disposal of all fixed assets is determined as the difference between the carrying amount of the asset at the time of disposal and the proceeds of disposal, and is included in profit before income tax of the consolidated entity in the year of disposal.

the depreciation rates used for each class of depreciable assets are:

the depreciation rates used for
assets are:
each class of depreciable
Depreciation Rate
Class of Fixed Asset Straight Line
Buildings 2%
leasehold Improvements over the term of the lease
plant & equipment
leased plant & equipment
3–33 %
3–33 %

Non-current assets classified as held for resale non-current assets classified as held for sale are those assets whose carrying amounts will be recovered principally through a sale transaction rather than through continuing use. these assets are stated at the lower of their carrying amount and fair value less costs to sell and are not depreciated or amortised. Interest expense continues to be recognised on liabilities of a disposal group classified as an asset held for sale.

An impairment loss is recognised for any initial or subsequent write-down of the asset to fair value less costs to sell. A gain is recognised for subsequent increases in fair value less costs to sell of an asset but not exceeding any cumulative impairment losses previously recognised.

35

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A discontinued operation is a component of the group that has been disposed of or is classified as held for sale and that represents a separate major line of business or geographical operations, is part of a single co-ordinated plan to dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale. the results of discontinued operations are presented separately on the face of the income statement.

(j) Leased Assets

For leases, a distinction is made between finance leases which effectively transfers from the lessor to the lessee substantially all the risks and benefits incidental to ownership of the leased property, and operating leases under which the lessor retains all such risks and benefits. Where fixed assets are acquired by means of finance leases, the lower of the present value of lease payments or the fair value of the leased property is established as an asset at the beginning of the lease term and amortised on a straight line basis over its expected useful life.

A corresponding liability is also established and each lease payment is allocated between such liability and interest expense so as to achieve a constant rate of interest on the remaining balance of the liability.

operating lease payments are charged to the income statement on a straight line basis over the period of the lease.

(k) Foreign Currency

Transactions and balances

Foreign currency transactions during the period are converted to Australian currency at the rates of exchange applicable at the dates of the transactions. Amounts receivable and payable in foreign currency at balance date are converted at the rates of exchange ruling at year end.

the gains and losses from conversion of short term balances, whether realised or unrealised, are included in operating results. the group previously did not recognise derivative financial instruments in the financial statements. under AIFRS, all derivatives contracts, predominantly hedging instruments, are carried at fair value in the Balance Sheet. the group has currently elected not to hedge account these instruments.

Translation

the functional currency of the overseas subsidiaries is new Zealand dollars. At reporting date, the assets and liabilities of these overseas subsidiaries are translated into the presentation currency of ppK Group limited at the closing rate at balance sheet date and income and expenses are translated at the weighted average exchange rates for the year. All resulting exchange differences are recognised as a separate component of equity (foreign currency translation reserve). on disposal of a foreign entity, the cumulative exchange differences recognised in foreign currency translation reserves relating to that particular foreign operation is recognised in the income statement.

(l) Trade and Other payables

these amounts represent unpaid liabilities for goods received and services provided to the company and consolidated entity prior to the end of the financial year. the amounts are unsecured and are normally settled within 30 to 60 days, except for imported items for which 90 or 120 day payment terms are normally available.

(m) Bank Loans

All loans and borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in the income statement over the period of the loans and borrowings using the effective interest method. Bank loans are subject to set-off arrangements.

(n) Employee Benefits

provision is made for the liability for employee benefits arising from services rendered by employees to balance date. employee benefits expected to be settled within one year have been measured at the amounts expected to be paid when the liability is settled plus related on-costs. other employee benefits payable later than one year have been measured at the present value of the future cash outflows to be made for those benefits, discounted using national government bond rates at balance date with terms to maturity and currency that match as closely as possible the estimated future cash outflows.

the Group makes payments to defined contribution superannuation funds in order to meet superannuation guarantee legislation requirements. Contributions are recognised as expenses as they become payable.

36

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 1

STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(o) Cash

For the purposes of the cashflow statement, cash includes cash on hand and at call deposits with banks or financial institutions, net of bank overdrafts.

(p) Intangible assets

Acquired Brand names are recorded at cost and are classified as indefinite useful life intangible assets under AASB 138 Intangible Assets and will be subject to annual impairment review. other Intangible assets such as patents and Computer Software are recorded at cost and amortised on a straight line basis over the number of years of their expected benefit which ranges from 3 to 10 years.

(q) Impairment of Assets

At each reporting date the Group assesses whether there is an indication that individual assets are impaired. Where impairment indicators exist, recoverable amount is determined and impairment losses are recognised in the income statement where the asset’s carrying value exceeds its recoverable amount. Recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purpose of assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

Where it is not possible to estimate recoverable amount for an individual asset, recoverable amount is determined for the cashgenerating unit to which the asset belongs.

(r) Derivative financial instruments

the Group uses derivative financial instruments such as forward foreign exchange contracts and interest rate swaps to mitigate its risk associated with interest rate and foreign currency fluctuations. Such derivatives are stated at fair value. the fair value of forward exchange contracts is calculated by reference to current forward exchange rates for contracts with similar maturity profiles. the fair value of interest rate swap contracts is determined by reference to market values for similar instruments.

For derivatives that do not qualify for hedge accounting, any gains or losses on changes in fair value are taken directly to net profit or loss for the year. Such assets are classified as financial assets held for trading.

For derivatives that qualify for hedge accounting, the method for recognising gains and losses on changes in fair value depends on whether the derivative is classified as a fair value hedge or a cash flow hedge. Derivatives are classified as fair value hedges when they hedge the exposure to changes in fair value of a recognised asset or liability and as cash flow hedges when they hedge exposure to variability in cash flows that are attributable to either a particular risk associated with a recognised asset or liability or to a forecast transaction. the Group documents at inception of the hedge the relationship between the hedging instruments (derivatives) and the hedged items, as well as the risk management objective and strategy for undertaking the hedge transaction. the Group also documents, both at inception of the hedge and on an ongoing basis whether the derivatives that are used in the hedging transactions have been, and will continue to be, highly effective in offsetting changes in fair values or cash flows of hedged items. At this point in time the group has chosen not to hedge account for these financial instruments.

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in the income statement, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk. the effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in equity in the hedging reserve and transferred to the income statement when the hedged item affects profit or loss. the gain or loss relating to the ineffective portion is recognised immediately in the income statement. However, when the cash flow hedge relates to a forward exchange contract to hedge a highly probable forecast transaction or firm commitment that results in a non-financial asset (e.g. inventory) or a non-financial liability, the gains and losses previously deferred in equity are transferred from equity and included in the initial measurement of the initial cost or carrying amount of the asset or liability.

Hedge accounting is discontinued when the hedging instrument expires, or is sold, terminated or exercised, or no longer qualifies for hedge accounting. At that point in time any cumulative gains or losses on the hedging instrument recognised in equity is kept in equity until the forecast transaction occurs. If the forecast transaction is no longer expected to occur, the net cumulative gain or loss recognised in equity is transferred to the income statement and recognised in net profit or loss for the year.

37

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(s) Finance costs

All interest costs are recognised in income in the period in which they are incurred.

(t) Share-Based Payments

the group recognises an expense for all share-based remuneration, including deferred shares and options, and amortises those expenses over the relevant vesting periods.

no expense has been recognised in respect of options granted before 7 november 2002. Shares are recognised when options are exercised and the proceeds received are allocated to share capital.

(u) Comparative Figures

Where required by Accounting standards comparative figures have been adjusted to conform with changes in presentation for the current financial year.

(v) Rounding of Amounts

the parent entity has applied the relief available under ASIC Class order 98/100 and accordingly, amounts in the financial statements and directors’ report have been rounded to the nearest thousand dollars, or in certain cases, to the nearest dollar.

(y) GST

Revenues and expenses are recognised net of GSt except where GSt incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GSt is recognised as part of the cost of acquisition of the asset or as part of the expense item.

Receivables and payables are stated with the amount of GSt included. the net amount of GSt recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the balance sheet.

Cash flows are included in the cash flow statement on a gross basis and the GSt component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority are classified as operating cash flows.

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

(w) Dividends

provision is made for dividends declared, and no longer at the discretion of the Group, on or before the end of the financial year but not distributed at balance date.

(x) Earnings per share

Basic earnings per share

Basic earnings per share is calculated by dividing the profit attributable to members of ppK Group limited, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares during the year.

Diluted earnings per share

earnings used to calculate diluted earnings per share are calculated by adjusting the basic earnings by the after-tax effect of dividends and interest associated with dilutive potential ordinary shares. the weighted average number of shares used is adjusted for the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.

38

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 1

STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(Z) Accounting Standards Issued But Not Yet Effective

the following new/amended accounting standards and interpretations have been issued, but are not mandatory for financial years ended 30 June 2007. they have not been adopted in preparing the financial report for the year ended 30 June 2007 and are expected to impact the entity in the period of initial application. In all cases the entity intends to apply these standards from application date as indicated in the table below.

Title and Affected Impact on Initial
AASB reference Standard(s): Nature of Change Application date: Application
AASB Interim Financial prevents the reversal periods there will be no impact
Interpretation 10 Reporting and of impairment losses on commencing on or because the entity has
(issued Sept 2006) Impairment goodwill, investments in after 1 november not previously made any
equity instruments carried 2006 impairment write-downs on
at cost and available-for- these items during an interim
AASB
Interpretation 11
(issued Feb 2007)
AASB 2 – Group
and treasury Share
transactions
sale fnancial assets being
reversed in the annual
fnancial report.
Clarifes the accounting
treatment under AASB 2:
Share-Based payments
periods
commencing on or
after 1 March 2007
reporting period (or has not
subsequently reversed such
impairment write-downs).
there will be no impact
because at the reporting
date the entity has not issued
where the parent entity any equity instruments to
grants rights to its equity employees of subsidiaries.
instruments to employees
of its subsidiaries, or where
a subsidiary grants to its
employees rights to equity
instruments of its parent.
AASB 2007-4 Amendments to Inserts accounting periods Most changes relate to
(issued Apr 2007) Australian Accounting treatment options that commencing on or certain Australian-specifc
Standards arising currently exist under IFRSs after 1 July 2007 disclosures not being
from eD 151 and other back into AIFRSs and required.
Amendments [AASB 1,
2, 3, 4, 5, 6, 7, 102, 107,
108, 110, 112, 114, 116,
117, 118, 119, 120, 121,
127, 128, 129, 130, 131,
132, 133, 134, 136, 137,
138, 139, 141, 1023
and 1038]
removes Australian-specifc
disclosures that were
originally added into AIFRSs
on frst-time adoption from
1 January 2005.
the entity does not intend to
adopt any reinstated options
for accounting treatment
when the standard is
adopted. As such. there will
be no future fnancial impacts
on the fnancial statements.
AASB Service Concession Guidance for accounting periods there will be no impact as a
Interpretation 12 Arrangements by operators for public-to- commencing on or result of this standard.
(issued Feb 2007) (recognition and private service concession after 1 January 2008
measurement) arrangements.

39

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Title and Affected Impact on Initial
AASB reference Standard(s): Nature of Change Application date: Application
AASB Customer loyalty the fair value of revenue periods there will be no impact as
Interpretation 13 programmes is to be allocated between commencing on or the entity does not have a
sales and reward credits, after 1 July 2008 customer loyalty programme
resulting in a portion of
revenue being deferred
until reward credits
are redeemed.
AASB 123 (revised Borrowing Costs to the extent that periods the transitional provisions
Jun 2007) borrowing costs are commencing on or of this standard only require
directly attributable to the after 1 January 2009 capitalisation of borrowing
acquisition, construction or costs on qualifying assets
production of a qualifying where commencement date
asset, the option of for capitalisation is on or
recognising borrowing
costs immediately as an
expense has been removed.
Consequently all borrowing
costs for qualifying assets
will have to be capitalised.
after 1 January 2009. As
such, there will be no impact
on prior period fnancial
statements when this
standard is adopted.
AASB 7 Financial Instruments: Replaces the disclosure Annual periods As this is a disclosure
(issued Aug 2005) Disclosures requirements relating commencing on or standard only, there will
to fnancial instruments after 1 January 2007 be no impact on amounts
currently included in recognised in the fnancial
AASB 132: Disclosure statements. However, various
and presentation additional disclosures will be
required about the group’s
and the parent entity’s
fnancial instruments.
AASB 101 (revised presentation of Removes Australian specifc Annual As these changes result in
oct 2006) Financial Statements disclosure requirements. reporting periods a reduction of Australian-
commencing on or specifc disclosures, there
after 1 January 2007 will be no impact on amounts
recognised in the fnancial
statements.
AASB Int 129 Service Concession Increases disclosure periods As this is a disclosure
(issued Feb 2007) Arrangements: requirements for service commencing on or standard only, there will
Disclosures [revised] concession arrangements after 1 January 2008 be no impact on amounts

As this is a disclosure standard only, there will be no impact on amounts recognised in the financial statements. However, various additional disclosures will be required about service concession arrangements.

40

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 1

STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Title and Affected AASB reference Standard(s): AASB 8 operating Segments (Issued Feb 2007)

Nature of Change Replaces the disclosure requirements of AASB 114: Segment Reporting.

Application date: periods commencing on or after 1 January 2009

Impact on Initial Application

As this is a disclosure standard only, there will be no impact on amounts recognised in the financial statements. However, disclosures required for the operating segments will be significantly different to what is currently reported (business and geographical segment).

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

Key estimates – Impairment

the Group assesses impairment at each reporting date by evaluating conditions specific to the group that may lead to impairment of assets. Where an impairment trigger exists, the recoverable amount of the asset is determined. Value-in-use calculations performed in assessing recoverable amounts incorporate a number of key estimates.

no impairment has been recognised in respect of goodwill or brand names for the current financial year. Refer to note 15 for details of assumptions used in estimating the recoverable amount of these assets.

Key judgements – Classification as Held for Sale the Group classifies assets as held for sale where an asset (or disposal group) is available for immediate sale in its present

condition subject only to terms that are usual and customary for sales of such assets (or disposal groups) and the sale is highly probable. For the sale to be assessed as highly probable, management must be committed to a plan to sell the asset (or disposal group), and an active program to locate a buyer and complete the plan must have been initiated. Further, the asset (or disposal group) must be actively marketed for sale at a price that is reasonable in relation to its current fair value. In addition, the sale should be expected to qualify for recognition as a completed sale within one year from the date of classification and actions required to complete the plan should indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.

the sale of the plastics packaging business was assessed as highly probable as at 30 June 2006, and this assessment was proved reasonable by the sale occurring on 1 September 2006. the assessment was made by 3 directors independently assigning weighted probabilities to the various factors which may have prevented the sale occuring. the possibility of none of these factors eventuating (and thereby preventing the sale) was assessed to be in the range of 85% to 99%, which the directors determined meant that the sale was highly probable.

41

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CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
$000s $000s $000s $000s
NOTE 2
REVENUE, OTHER INCOME & EXPENSES FROM OPERATIONS
(a) Revenue
Sale of goods 34,112 98,408
Rental income – external 4,403 326
Dividends received and receivable 24,275
Distribution received from controlled trust
Interest received – other parties 257 149 98 89
Deferred income 2 29
38,774 98,912 98 24,364
(b) Other income
Net gain on disposal of plant and equipment
Net gain on disposal of subsidiary
Fair value adjustment on derivative
Sundryincome
1,305
10,729
2,644
323
15,001
149


294
443

6,185

162
6,347




(c) Expenses
Proft before income tax has been determined after:
Amortisation – leased assets 43 760
– intangibles 85 110
Total Amortisation 128 870
Depreciation – buildings 484 467
–plant and equipment 593 4,046
1,077 4,513
Foreign currency translation losses 55 136
Interest paid – other 1,447 3,666 784 1,542
– fnance lease charges 56 407
Provisions – employee entitlements 896 1,673
– doubtful debts (trade) 539 51
Defned contribution superannuation expense 916 1,593
Employee beneft expenses 9,969 22,598
Rental expense on operatingleases 909 1,145

The above revenues and expenses apply to both continuing and discontinuing operations. Refer to Notes 31 and 35 for further breakdown.

42

Notes to and forming part of the Financial Statements for the year ended 30 June 2007

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
$000s $000s $000s $000s
NOTE 2
REVENUE, OTHER INCOME & EXPENSES FROM OPERATIONS
(continued)
(d) Individually signifcant items – gains or (losses)
Sale of Plastics Packaging business 10,708 6,185
Sale of York Precision Plastics (159)
Sale of rental property 1,295
Fair value adjustment on derivative 2,644
Costs of preparing Plastics Packaging business for sale (970) (970)
Writedown in investment of EZI Automation (220)
Gain on sale of Advanced Power 172
Intercompanyloan write-off
The above revenues and expenses apply to both continuing and discontinuing operations.
Refer to Notes 31 and 35 for further breakdown.

14,488

(1,018)
15,980
22,165
18,351
17,381
NOTE 3
INCOME TAX EXPENSE
(a) The prima facie tax payable on the proft before income tax
is reconciled to the income tax as follows:
Proft before tax from continuing operations 6,099 1,903 16,081 5,299
Proft before tax from discontinuingoperations 10,661 1,076 5,401 (970)
Total Proft before tax 16,760 2,979 21,482 4,329
Prima facie tax payable at 30% (2006: 30%) 5,028 894 6,445 1,299
Intergroup distributions not assessable under
tax consolidation regime (7,283)
Intercompany loan forgiveness not deductible
under tax consolidation regime (4,794) 5,505
Previously unrecognised capital losses recognised
as a deferred tax asset (1,993) (1,993)
Research & Development concession (15) (90)
Building allowance (86) (83) (24) (80)
Capital proft on sale of assets 1,510 (51) 4,878
Sundry items 14 16
Under/(Over) provision relatingtoprioryear 186 (6) 186 (106)
Income tax expense/(credit) 6,637 (1,313) 6,691 (2,658)
The applicable weighted average effective tax rates are as follows: 40% –44% 31% –61%

43

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CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
$000s $000s $000s $000s
NOTE 3
INCOME TAX EXPENSE(continued)
(b) The components of tax expense comprise:
Current tax 3,243 617 4,242 (572)
Deferred tax 3,208 (1,924) 2,263 (2,271)
Underprovision in respect ofprioryears 186 (6) 186 (106)
6,637 (1,313) 6,691 (2,949)
The tax expense comprises:
– Tax expense from continuing operations 1,478 (1,546) 192 (2,658)
– Tax expense from discontinuingoperations 5,159 233 6,499 (291)
(c) Deferred tax recognised directly in eqity through
Available for Sale Financial Assets Reserve
relatingto restatinginvestments as marked to market.
6,637
240
(1,313)
6,691
(2,949)

PPK Group Limited (PPK) has formed a consolidated group for income tax purposes, effective on and from 1 July 2003, with each of its wholly owned Australian subsidiaries.

PPK, as the head entity, has recognised all current income tax assets and liabilities relating to the consolidated group. The entities within the Group have entered into a tax sharing agreement where each subsidiary will compensate PPK for the amount of tax payable that would be calculated as if the subsidiary was a tax paying entity.

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
$ $ $ $
NOTE 4
AUDITORS’ REMUNERATION
Remuneration of the auditor of the parent entity for:
– auditing or reviewing the fnancial report 244,632 226,019 10,000
– non audit services (accounting/technical advice) 14,100 24,200 11,000 14,500
Remuneration of the auditors of subsidiaries for:
– auditing or reviewing the fnancial report of subsidiaries
by Parent entity auditor 21,581
– auditing or reviewing the fnancial report of subsidiaries
byother auditors 335 2,144
259,067 273,944 11,000 24,500

44

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 5

KEY MANAGEMENT PERSONNEL DISCLOSURES

(a) Names and positions held of directors and other key management personnel in office at any time during the financial year are: Directors

Mr C.F. Ryan Chairman – Non-Executive Mr G.R. Molloy Director – Executive Mr R.M.Beath Director – Non Executive Mr J.I. Wowk Director – Non Executive Mr D.A. Hoff Managing Director

Other

Mr F.J. Hardiman Chief Financial Officer Mr R.J. Nicholls General Counsel and Company Secretary

(b) Remuneration of Key management personnel – directors

Short-term
benefts
Salary, Fees &
Commissions
Bonuses
Short-term
benefts
Salary, Fees &
Commissions
Bonuses
Non-Cash
Benefts
Post
Employment
Super-
annuation
Contributions
Long Term
Benefts
Long
Service
Leave
Termination
Benefts
Total Proportion of
remuneration
performance
related
$ $ $ $ $ $ $ %
2007
Mr C.F. Ryan 72,000 72,000
Mr G.R. Molloy
259,500
28,050 287,550
Mr R.M.Beath 48,000 48,000
Mr J.I. Wowk 48,000 48,000
Mr D.A. Hoff 216,333 125,000 36,043 85,230 4,651 84,000 551,257 22.7
643,833 125,000 36,043 113,280 4,651 84,000 1,006,807
2006
Mr C.F. Ryan 72,000 72,000
Mr G.R. Molloy
42,000
100,000 142,000
Mr R.M.Beath 48,000 48,000
Mr J.I. Wowk 48,000 48,000
Mr D.A. Hoff 211,154 51,551 84,139 4,664 84,000 435,508
421,154 51,551 184,139 4,664 84,000 745,508

The service and performance criteria set to determine remuneration are included in Note 5 (i). A $75,000 bonus for David Hoff was granted on 1 September 2006. The performance criteria was satisfactory completion of the plastics packaging sale. Payment was made via additional superannuation contribution. A $50,000 bonus for David Hoff has been accrued but not yet paid based on fulfilment of predetermined performance objectives and earnings targets in the 2007 financial year.

45

==> picture [497 x 72] intentionally omitted <==

NOTE 5

KEY MANAGEMENT PERSONNEL DISCLOSURES (continued)

(c) Remuneration of Key management personnel – other

Short-term
benefts
Short-term
benefts
Post
Employment
Long Term
Benefts
Proportion of
Super- Long remuneration
Salary, Fees & Non-Cash annuation Service Termination performance
Commissions Bonuses Benefts Contributions Leave Benefts Total
related
$ $ $ $ $ $ $
%
2007
Mr F.J. Hardiman
152,368
37,500 18,791 12,186 4,048 179,706 404,599
9.3
Mr R.J. Nicholls 152,234 51,950 6,834 12,909 2,249 226,176
22.9
304,602 89,450 25,625 25,095 6,297 179,706 630,775
2006
Mr F.J. Hardiman
Mr R.J. Nicholls
Mr P.L. Crocker

159,737
139,352
176,311
475,400



24,508
19,271
23,902
67,681
12,139
11,842
22,313
46,294
9,407
3,884
4,198
17,489



205,791
174,349
226,724
606,864






The service and performance criteria set to determine remuneration are included in Note 5 (i). Bonuses of $37,500 for Frank Hardiman and $31,250 for Robert Nicholls were granted on 1 September 2006. The performance criteria was satisfactory completion of the plastics packaging sale. Payment to Frank Hardiman was $20,000 in cash and $17,500 via additional superannuation contribution. Payment to Robert Nicholls was made in cash. A bonus of $20,700 was paid to Robert Nicholls in cash on 11 August 2007 based on fulfilment of predetermined performance objectives and earnings targets in the 2007 financial year.

(d) Remuneration Options

No options were granted to Directors in the current or prior year. No options were granted to other key management personnel in the current or prior year.

(e) Shares Issued on Exercise of Remuneration Options

There was no exercise of remuneration options during the year and therefore no shares issued.

46

Notes to and forming part of the Financial Statements for the year ended 30 June 2007

(f) Options and Rights Holdings

Number of Options held by Key management personnel – 2007

Total Total
Total Exer- Unexer-
Balance Granted as Options Balance Vested cisable cisable
1.7.06 Remuneration Exercised Lapsed 30.6.07 30.6.07 30.6.07 30.6.07
Parent Entity
Directors
Mr C.F. Ryan 300,000 300,000 300,000 300,000
Mr R.M. Beath 300,000 300,000 300,000 300,000
Mr J.I. Wowk 300,000 300,000 300,000 300,000
Mr D.A. Hoff 200,000 200,000
Other key
management
personnel
Mr F.J. Hardiman
Mr R.J. Nicholls
Mr P.L. Crocker
Total

25,000
1,125,000





25,000
225,000


900,000


900,000


900,000


Number of Options held by Key management personnel – 2006

Total Total
Total Exer- Unexer-
Balance Granted as Options Balance Vested cisable cisable
1.7.05 Remuneration Exercised Lapsed 30.6.06 30.6.06 30.6.06 30.6.06
Parent Entity Directors
Mr C.F. Ryan 300,000 300,000 300,000 300,000
Mr R.M. Beath 300,000 300,000 300,000 300,000
Mr J.I. Wowk 300,000 300,000 300,000 300,000
Mr D.A. Hoff 300,000 100,000 200,000 200,000 200,000
Other key
management
personnel
Mr F.J. Hardiman
Mr R.J. Nicholls
Mr P.L. Crocker 25,000 25,000 25,000 25,000
Total 1,225,000 100,000 1,125,000 1,125,000 1,125,000

47

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NOTE 5

KEY MANAGEMENT PERSONNEL DISCLOSURES (continued)

(g) Shareholdings

Number of Shares held by Parent Entity Directors and Key management personnel – 2007

Balance Received as Options Net Change Balance
1.7.06 Remuneration Exercised Other 30.6.07
Parent Entity
Directors
Mr C.F. Ryan 500,000 500,000
Mr G.R. Molloy 7,952,905 594,365 8,547,270
Mr R.M. Beath 42,821 42,821
Mr J.I. Wowk 87,302 87,302
Mr D.A. Hoff 856,960 856,960
Other
management
Mr F.J. Hardiman
Mr R.J. Nicholls
418,172
70,625
9,928,785





(94,000)

500,365
324,172
70,625
10,429,150

Number of Shares held by Parent Entity Directors and Key management personnel – 2006

Balance Received as Options Net Change Balance
1.7.05 Remuneration Exercised Other 30.6.06
Parent Entity Directors
Mr C.F. Ryan 500,000 500,000
Mr G.R. Molloy 7,572,893 380,012 7,952,905
Mr R.M.Beath 42,821 42,821
Mr J.I. Wowk 87,302 87,302
Mr D.A. Hoff 856,960 856,960
Specifed Executives
Mr F.J. Hardiman 418,172 418,172
Mr R.J. Nicholls 70,625 70,625
Mr P.L. Crocker 70,000 70,000
9,618,773 380,012 9,998,785

48

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 5 KEY MANAGEMENT PERSONNEL DISCLOSURES (continued)

(h) Loans

Loans advanced to Parent Entity Directors and Key management personnel

Highest
Indebtedness
Balance Net Change Balance Interest Paid during
1.7.06 Other 30.6.07 or Payable the Year
$ $ $ $ $
2007
Parent Entity Directors
Mr D.A. Hoff 437,500 437,500 40,903 439,307
Other management
Mr F.J. Hardiman 83,375 83,375 7,811 83,744
Mr R.J. Nicholls 16,905
537,780
Balance
1.7.05
$
(438)
(438)
Net Change
Other
$
16,467
537,342
Balance
30.6.06
$
1,562
Interest Paid
or Payable
$
16,905
Highest
Indebtedness
during
the Year
$
2006
Parent Entity Directors
Mr D.A. Hoff 437,500 437,500 38,419 437,500
Specifed Executives
Mr F.J. Hardiman 83,375 83,375 7,321 83,375
Mr R.J. Nicholls 16,905 16,905 1,278 16,905
Mr P.L. Crocker 45,500 45,500 3,995 45,500
583,280 583,280

Loans to key management personnel excluding directors are made pursuant to the PPK Executive Incentive Scheme to assist in the exercise of options to acquire shares in the Parent Entity. Loans are limited to 70% of the current market value of the shares at the time of the loan. Loans are for a term of 5 years or immediately repayable on termination of employment. Interest only is payable monthly in arrears at a rate which is 3.25% above the current Reserve Bank of Australia Cash Rate. Security for the loans is by way of a holding lock over the shares acquired with the loans. The loans are limited recourse, limited to the realisable value of the shares. The lender has the right to sell or buy back the shares in the event that the value of the shares held as security falls below the purchase price of the shares or the amount lent to acquire the shares. The loan to the Managing Director, as approved by shareholders, is on identical terms.

49

==> picture [497 x 72] intentionally omitted <==

NOTE 5

KEY MANAGEMENT PERSONNEL DISCLOSURES

(continued)

(i) Remuneration Practices

Non-Executive Directors

the remuneration of non-executive directors is determined by the Board from the maximum amount available for distribution to the non-executive directors as approved by the shareholders. In determining the appropriate level of directors fees, data from surveys undertaken of other public companies similar in size or market section to ppK is taken into account.

non-executives do not receive performance related remuneration.

Executive Directors and Senior Executives

An executive incentive scheme approved by shareholders is in place, which provides the Board with the discretion to grant options and provide loans to eligible executives for the purpose of acquiring Scheme Shares.

the Board exercises its discretion under the ppK executive Incentive Scheme in a manner consistent with the broad remuneration policy objectives of the Company. the grant of options to executives is linked to significant performance hurdles including the exercise price of the options being subject to material improvement in company performance (measured by its share price) during a restricted exercise period.

Directors are not entitled to participate in the ppK employee Incentive Scheme. the grant of options to the Managing Director was determined by reference to the terms of his prevailing Service Agreement with the Company, the listing Rules and the law.

executive directors do not receive directors fees.

the Board of Directors is responsible for approving remuneration policies and packages applicable to senior executives of the Company. the broad remuneration policy is to ensure the remuneration package properly reflects the person’s duties and responsibilities, and that remuneration is competitive in attracting, retaining and motivating people of the highest quality and standard to enable the organisation to succeed.

A review of the compensation arrangements for executive directors and Senior executives is conducted by the full Board at a duly constituted Directors Meeting.

the ppK Board conducts its review annually and is based on established criteria which includes:

  • the individual’s performance;

  • reference to market data for broadly comparable positions or skill sets in similar organisations or industry;

  • the Company’s performance during the relevant period; and

  • the broad remuneration policy objective of the Company.

Senior executives and executive directors may receive bonuses based on the achievement of specific goals related to the performance of the consolidated entity. A significant proportion of bonus payments to key management personnel is determined based on the earnings of either the consolidated entity or the individual company or companies in which the key management personnel perform his or her primary duties and responsibilities. the Managing director is obliged to meet key performance measures based on predetermined epS targets before becoming eligible for a bonus payment.

ppK will not generally use options as a means of remuneration for non-executive directors and will continue to remunerate these directors by means of the payment of cash benefits.

the remuneration and other terms of employment for the Managing Director, David Hoff are formalised in a Service Agreement. the major provisions of the Service Agreement include the following:

  • term of Agreement – 4 years commencing 1 July 2004.

  • Base salary inclusive of superannuation for the year ended 30 June 2005 of $291,584 to be reviewed annually by the Board of Directors.

  • provision of a fully maintained motor vehicle.

  • payment of a termination benefit equal to 12 months of the current base salary and benefits in the event that either party does not renew the Service Agreement on expiry of the 4 year term.

  • payment of a termination benefit on early termination by the employer, other than in specified circumstances based on misconduct or non-performance, equal to the current base salary and benefits for 12 months or the remaining term of the agreement whichever is the greater.

  • the payment of performance related cash bonus based on the Consolidated entity achieving specified earnings per share targets.

50

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 5

KEY MANAGEMENT PERSONNEL DISCLOSURES (continued)

the remuneration and other terms of engagement of Glenn Molloy, an executive director and consultant, are formalised by recording in the Minutes of the Directors meeting approving same and:

there are no written agreements in place with any other specified executives. Any termination payment entitlements would be as determined by general employment law.

(j) Other transactions with directors

Refer to note 32 for further details of transactions with directors and director related entities.

  • provide for an agreed daily rate for attendances at monthly Board meetings ($4,000) and when undertaking consultancy services on behalf of the Consolidated entity ($3,000).

  • Do not include any performance related bonus payments, termination or other benefits.

Mr Molloy may also be paid a success fee on terms approved by the Board in respect of work undertaken on mergers, acquisitions and divestment activities.

p.R.Mastalir and Advanced Fluid Systems pty limited, an entity related to Mr Mastalir, provide consultancy services to Rambor pty limited (Rambor) and King Cobra Mining equipment pty limited (King Cobra) pursuant to the terms of a Consultancy Agreement. the major provisions of the Consultancy Agreement are as follows:

  • term of agreement – 5 years commencing 25 February 2005.

  • Restraints on competition for specified time periods in certain geographical areas in respect of defined services and activities in the event of termination.

  • early termination provisions on the occurrence of specified events such as, for example, insolvency or the failure or inability to perform the contracted service.

  • the payment of a performance related cash bonus based on Rambor and/or King Cobra achieving specified earnings before interest and taxation (eBIt) targets.

51

==> picture [497 x 72] intentionally omitted <==

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
$000s $000s $000s $000s
NOTE 6
DIVIDENDS
(a) Dividends paid
Interim ordinary dividend of 3.25c per share
– 100% franked at 30% tax rate (prior year 2.75c per share) 2,005 1,872 2,005 1,872
Final ordinary dividend of 3.75c per share
– 100% franked at 30% tax rate(2006 3.75cper share – 100% franked) 2,557 2,553 2,557 2,553
4,562 4,425 4,562 4,425

(b) Dividends declared after balance date

Final ordinary dividend of 3.25c per share – 100% franked and amounting to $1,989,000 not included as declared after balance date.

Special dividend of 5c per share – 100% franked and amounting to $3,059,000 not included as declared after balance date.

(c) Franked dividends

The franked portions of the final dividends recommended after 30 June 2007 will be franked out of existing franking credits or out of franking credits arising from the payment of income tax in the year ending 30 June 2007.

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
$000s $000s $000s $000s
Franking credits available for subsequent fnancial years based
on a tax rate of 30%(2006 – 30%) 7,084 4,935 7,084 4,935

The above amounts represent the balance of the franking account as at the end of the financial year, adjusted for:

(a) franking credits that will arise from the payment of the current tax liability

(b) franking debits that will arise from the payment of dividends recognised as a liability at the reporting date

(c) franking credits that will arise from the receipt of dividends recognised as receivables at the reporting date, and

(d) franking credits that may be prevented from being distributed in subsequent financial years.

The consolidated amounts include franking credits that would be available to the parent entity if distributable profits of subsidiaries were paid as dividends.

Under legislation that took effect on 1 July 2002, the amount recorded in the franking account is the amount of Australian income tax paid, rather than franking credits based on after tax profits, and amounts debited to that account in respect of dividends paid after 30 June 2002 are the franking credits attaching to those dividends rather than the gross amount of the dividends.

52

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

CONSOLIDATED ENTITY CONSOLIDATED ENTITY
2007 2006
$000s $000s
NOTE 7
EARNINGS PER SHARE
Basic earnings per share (cents per share)
Continuing operations 7.2 5.1
Discontinuingoperations 8.7 1.2
15.9 6.3
Diluted earnings per share (cents per share)
Continuing operations 7.2 5.1
Discontinuingoperations 8.7 1.2
15.9 6.3
(a) Reconciliation of Earnings to Net Proft
Earnings used in calculating Basic EPS
Continuing operations
Discontinuingoperations
4,621
5,490
10,111
3,449
843
4,292
Earnings used in calculating Diluted EPS
Continuing operations 4,621 3,449
Discontinuingoperations 5,490 843
10,111 4,292
No. No.
(b) Weighted average number of ordinary shares
outstandingduringtheyear used in calculation of basic EPS 63,783,326 68,067,420
Potential ordinaryshares assumed to have been issued for no consideration
Weighted average number of ordinary shares outstanding during the year
used in calculation of diluted EPS 63,783,326 68,067,420

(c) Classification of Securities

The only securities that have been classified as potential ordinary shares and included in calculation of diluted EPS are options outstanding.

(d) 900,000 non dilutive potential ordinary shares were on issue at 30 June 2007. These relate to out of the money options.

53

CONSOLIDATED ENTITY
PARENT ENTITY
2007
2006
2007
2006
Note
$000s
$000s
$000s
$000s
CURRENT ASSETS
NOTE 8
CASH ASSETS
Cash at bank and on hand
624
222
250
116
Less Classifed as assets held for sale
Cash at bank and on hand of discontinued operation

4


Cash at bank and on hand of continuingoperations
624
218
250
116
Cash at bank consists of temporary surplus funds which
are non interest bearing.
Reconciliation of Cash
The above fgures are reconciled to the cash at the end of
the fnancial year as shown in the statement of cash fows
as follows:
Cash and cash equivalents
624
222
250
116
Bank overdrafts
18
(1,001)
(1,649)


(377)
(1,427)
250
116
NOTE 9
RECEIVABLES
Trade receivables
862
18,161


Less: Provision for doubtful debts
(145)
(164)


717
17,997


Other debtors
198
3,488
56
97
915
21,485
56
97
Less Classifed as assets held for sale
Receivables of discontinued operations

15,190


Receivables of continuingoperations
915
6,295
56
97

54

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
$000s $000s $000s $000s
NOTE 10
INVENTORIES
On hand
Finished goods at cost 511 12,199
Provision for stock obsolescence (10) (108)
501 12,091
Work in Progress 61 418
Raw materials 179 2,719
In transit 556
741 15,784
Less Classifed as assets held for sale
Inventories of discontinued operations
Inventories of continuingoperations
Refer to Note 21 for details of inventory pledged as security
NOTE 11

741
10,234
5,550


OTHER CURRENT ASSETS
Prepayments 362 1,012 38 154
Loans receivable – secured 2,000
Amounts due from subsidiaries 31,168 19,851
2,362 1,012 31,206 20,005
Less Classifed as assets held for sale
Other current assets of discontinued operations 22
Other Current Assets of continuingoperations 2,362 990 31,206 20,005

55

==> picture [497 x 72] intentionally omitted <==

NON-CURRENT ASSETS NOTE 12 INVESTMENTS

NON-CURRENT ASSETS
NOTE 12
INVESTMENTS
BENEFICIAL PERCENTAGE
COUNTRY OF OWNED BY
INCORPORATION CONSOLIDATED ENTITY PARENT ENTITY
2007 2006 2007 2006
%
%
$000s $000s
Investments (at cost) in subsidiaries comprise:
Rutuba Pty Limited Australia 100
100
Seven Hills Property Pty Ltd Australia 100
100
8,051 8,051
Plaspak JWS Pty Ltd Australia
100
JWS Management Services Pty Ltd Australia 100
100
PPK Property Trust Australia 100
100
6,339 6,339
Plaspak QP Pty Limited Australia
100
1,500
PPK Townsville Pty Limited
U.S. Masters Pty. Limited
Reckas Pty. Limited
Plaspak Management Pty Ltd
Plaspak Steri-Plas Pty Ltd
Dandenong South Property Pty Ltd
Australia
Australia
Australia
Australia
Australia
Australia
100
100
100


100

100

100

100

100

100

100
487




9,430
487


1,702

9,430
PPK Aust. Pty Ltd Australia 100
100
5,497 5,497
Trigger Sprays Pty Ltd Australia 100
100
PPK Mistlon Pty Ltd Australia 100
100
PPK Investment Holdings Pty Ltd Australia 100
100
Spraypac Products (NZ) Limited * New Zealand
50
Plaspak (P.E.T) Pty Ltd Australia
100
Plaspak Contaplas Pty Limited Australia
100
PPK SA Pty Ltd Australia 100
100
PPK Properties Pty Ltd Australia 100
100
Neta Brymac Pty Ltd Australia 100
100
PPK Vic Pty Ltd Australia 100
100
Plaspak Closures Pty Ltd Australia
100
Plaspak Pty Ltd Australia
100
Plaspak Peteron Pty Ltd Australia
100
9,458
Landmark Property Syndicate No 4 * Australia 100
100
York Group Limited Australia 100
100
12,056 12,056
York Precision Plastics Pty Ltd Australia
100
York Precision Plastics NZ Ltd New Zealand
100
Advanced Power Products Pty Ltd Australia 100
100
ACN 081 798 334 Pty Ltd Australia 100
100
Rambor Pty Ltd Australia 100
100
KingCobra MiningEquipment PtyLtd Australia 100
100
41,860 54,520

The proportion of ownership interest is equal to the proportion of voting power held. *These entities were audited by a firm other than the auditor of the Parent entity. The above investments in subsidiaries are all in ordinary class shares.

56

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 12 INVESTMENTS (continued)

(b) Subsidiaries with ownership interests of 50 % or less

The consolidated entity held 50% of the shares of Spraypac Products (NZ) Limited. Under a shareholders’ agreement the consolidated entity had a casting vote at board meetings if there was a deadlock.The entity was disposed of on 1 September 2006.

1 September 2006.
CONSOLIDATED ENTITY PARENT ENTITY
2007 2006 2007 2006
$000s $000s $000s $000s
(c) Available for sale fnancial assets
(i) Listed Investments – at market value
– Shares in other corporations
Opening Balance
Additions at cost 4,590
Conversion of convertible notes (derivatives) into listed investments
Fair Value adjustments
Disposals
listed investments are recorded at fair value based on the ASX closing price
at the 30 June of the relevant fnancial period.
1,754
800
(696)
6,448









(ii) Unlisted Investments – at cost less impairment
– Shares in other corporations
Opening Balance 265 266
Additions at cost 219
Impairment (220)
Transfer to secured loan receivable (16)
249 265
unlisted investments are recorded at cost less dimunition as fair value
is not measurable.
(iii)Total Listed & Unlisted Investments 6,697 265
NOTE 13
PROPERTY, PLANT AND EQUIPMENT AND
INVESTMENT PROPERTIES
(a) Investment Properties
Freehold land & buildings – at cost
Land 20,874
Buildings 23,111
Less: Accumulated depreciation (2,729)
20,382
Total Investment Properties 41,256

57

CONSOLIDATED ENTITY
PARENT ENTITY
Note
2007
2006
2007
2006
$000s
$000s
$000s
$000s
NOTE 13
PROPERTY, PLANT AND EQUIPMENT AND
INVESTMENT PROPERTIES(continued)
Reconciliations
Balance at the beginning of the year




Transfers from other property, plant & equipment
13b
44,149



Expenditure subsequent to acquisition
43



Disposals
(2,452)



Depreciation expense
(484)



41,256



The following amounts have been recognised in the income statement:
Rental income
4,403



Direct operating expenses arising from investment property
that generated rental income during the period
965



Direct operating expenses arising from investment property
that did notgenerate rental income duringtheperiod
51



(b) Other property, plant & equipment
Freehold land & buildings – at cost
Land

21,372


Buildings

25,252


Less: Accumulated depreciation

(2,753)



22,499


Total Land and Buildings

43,871


Leasehold improvements – at cost
373
759


Less: Accumulated depreciation
(72)
(105)


301
654


Plant and equipment – at cost
2,355
76,968


Less: Accumulated depreciation
(486)
(53,748)


1,869
23,220


Capital works inprogress – at cost
17
236


Plant and equipment under lease

8,914


Less: Accumulated amortisation

(2,408)



6,506


Total otherproperty, plant and equipment
2,187
74,487

58

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
$000s $000s $000s $000s
NOTE 13
PROPERTY, PLANT AND EQUIPMENT AND
INVESTMENT PROPERTIES(continued)
Less Classifed as assets held for sale
Land 824
Buildings 1,626
Plant and equipment 18,725
Leasehold improvements 35
Plant and equipment under lease 6,379
Capital works inprogress 233
PropertyPlant & Equipment of discontinuingoperations
Total otherproperty, plant and equipment of continuingoperations
Total property, plant and equipment and investment properties
of continuingoperations

2,187
43,443
27,822
46,665
46,665




A directors’ valuation of Non-Current Land & Buildings was undertaken on 30 June 2006 on properties to be leased to the new owners of the plastics packaging businesses.

The Riverwood land & building was valued on acquisition at January 2005. This building is now leased by York Precision Plastics.

The directors’ aggregate valuation of Land and Buildings is $56.5 million.

The valuations are based on a combination of independent advice on the market valuations, formal valuations and purchase offers and comparisons to similar properties sold in the area. Capital gains tax that could be paid if the Land & Buildings were sold at balance date at this valuation is $5.7million. These valuations have not been reflected in the accounts.

Non-current assets pledged as security

Refer to Note 21(b) for information on non-current assets pledged as security by the parent entity or its subsidiaries.

59

==> picture [497 x 72] intentionally omitted <==

NOTE 13

PROPERTY, PLANT AND EQUIPMENT AND INVESTMENT PROPERTIES (continued)

Reconciliations

Reconciliations of the carrying amounts of each class of property, plant & equipment are set out below.

Freehold Leasehold Plant & Leased Plant Plant & Leased Plant Capital Works
Land Buildings Improvements Equipment & Equipment In Progress Total
Note $’000 $’000 $’000 $’000 $’000 $’000 $’000
Consolidated – 2007
Carrying amount
at start of year 21,372 22,499 654 23,220 6,506 236 74,487
Additions 4 968 972
Disposals (42) (21,785) (6,257)
(219)
(28,303)
Transfers between categories 326 (48)
(278)
206 (206)
Transfers to
Investment properties
13a
Transfers to intangible assets 15
Depreciation &
Amortisation expense
Carryingamount at end ofyear
(21,698)


(22,451)





(37)
301

(184)
(556)
1,869


(43)



17
(44,149)
(184)
(636)
2,187
Consolidated – 2006
Carrying amount
at start of year 21,079 22,733 734 23,994 7,153 1,795 77,488
Additions 293 56 211 2,464 1,472 (1,559)
2,937
Disposals (66) (533) (66)
(665)
Transfers 177 (177) 1,293 (1,293)
Depreciation &
Amortisation expense (467)
(48)
(3,998) (760)
(5,273)
Net transfers to
current assets
Carryingamount at end ofyear 21,372 22,499 654 23,220 6,506 236 74,487

60

Notes to and forming part of the Financial Statements for the year ended 30 June 2007

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
$000s $000s $000s $000s
NOTE 14
TAX
(a) Assets
Deferred tax assets comprise temporary differences attributable to:
Amounts recognised in profit and loss
Finance leases
Tax losses 1,993 1,993
Doubtful Debts 176 49
Employee benefts 248 1,178
Building depreciation 546 724 249 212
Depreciation of intangibles 84
Costs of preparing plastics packaging business for sale
Inventory
Deferred rent receivable
s40-880 Black hole expenses
Other

3
103
81
35
291
29

93
82




291


4
1,276 4,439 249 2,500
Less Classifed as assets held for sale
Deferred tax assets of discontinued operations 1,188
Deferred tax assets of continuingoperations 1,276 3,251 249 2,500
There are no unrecognised capital losses for which no deferred tax
asset has been recognised.
(b) Liabilities
CURRENT
Income Taxprovision of continuingoperations 3,254 3,254
NON-CURRENT
Deferred tax liability comprises temporary differences attributable to:
Amounts recognised in profit and loss
Finance leases 461
Plant and equipment depreciation 55 1,174 4
Fair value adjustment of derivatives 793
Fair value adjustment of Investments 240
Other 29 12 8
1,117 1,647 12
Less Classifed as liabilities directly associated with
assets classifed as held for sale
Deferred tax liabilityof discontinued operations 1,562
Deferred tax liabilityof continuingoperations 1,117 85 12

61

CONSOLIDATED ENTITY
PARENT ENTITY
2007
2006
2007
2006
Note
$000s
$000s
$000s
$000s
NOTE 15
INTANGIBLE ASSETS
Licences, software and patents – at cost
497
2,146
19

Less: Accumulated amortisation
(236)
(402)


261
1,744
19

Goodwill
– Discontinued Plastics Packaging

2,069


– Custom Plastics

232
– Miningequipment manufacturing
155
155


155
2,456


Brand names – at cost
497
500


Less: Accumulated amortisation and impairment losses




497
500


913
4,700
19

Less Classifed as assets held for sale
Licences, software and patents

120


Goodwill

2,069


Brand names




Intangible Assets of discontinuingoperations

2,189


Intangible Assets of continuingoperations
913
2,511
19

Reconciliations
Licences, software and patents – at cost
Balance at the beginning of year
1,744
1,412


Additions – external purchases
366
442
19

Transfers from Plant and Equipment
13(b)
184



Disposals
(1,948)



Amortisation charge (Amortisation charges are included within Cost
of Goods Sold and Administration expenses in the income statement)
(85)
(110)


261
1,744
19

Goodwill
Balance at the beginning of year
2,456
2,456


Disposals
(2,301)



155
2,456


Brand Names
Balance at the beginning of year
500
1,355


Disposals
(3)
(855)
497
500

62

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 15 INTANGIBLE ASSETS (continued)

Licences, software and patents have a finite useful life. They are recorded at cost and amortised on a straight line basis over the number of years of their expected life which ranges from 3 to 10 years.

Brand names have been assessed to have an indefinite useful life. These brands are registered with the relevant agencies. The registrations are renewed at insignificant cost to the consolidated entity. This, combined with continued support for the brands by product development, advertising and marketing expenditure, has allowed the consolidated entity to determine that the assets have an indefinite useful life. They are recorded at cost and tested annually for impairment. Impairment losses are charged to the income statement.

Brand names associated with Advanced Power Pty Ltd of $858,000 were sold effective 1 July 2005.

Goodwill is assessed to have an indefinite life, it is tested annually for impairment with any impairment losses being charged to the income statement.

Impairment disclosures

Intangible assets deemed to have indefinite lives are allocated to the Group’s cash generating units identified according to business segment.

A segment level summary of the intangible assets deemed to have indefinite lives is as follows:


to business segment.
A segment level summary of the intangible assets deemed to have indefnite lives is as

follows:
Year ended 30 June 2007
MiningEquipment Manufacturing
Brand
Names
$’000
497
Goodwill
$’000
155
Total
$’000
652
497 155 652
Year ended 30 June 2006
Plastics packaging 2,068 2,068
Custom Plastics 232 232
MiningEquipment Manufacturing 497 156 653
497 2,456 2,953

The recoverable amount of intangibles in the prior year for plastics packaging cash-generating unit was determined using fair value less costs to sell. The recoverable amount at 30 June 2006 was more than supported by the offer for this business by Skyson Pty Ltd, which at 30 June 2006 had signed a contract to purchase this cash generating unit. The recoverable amount of intangibles in the custom plastics and mining equipment manufacturing cash-generating units are determined based on value-in-use calculations. Value-in-use is calculated based on the present value of 5 year discounted cash flow projections based on budgets approved by management. The growth rate used in these budgets does not exceed the long term average growth rate for the business in which cash-generating units operate.

The following assumptions were used in the value-in-use calculations:

The following assumptions were used in the value-in-use calculations:
2007 2006
Growth Discount Growth Discount
Rate Rate Rate Rate
% % % %
Mining Equipment Manufacturing 5.00 12.00 5.00 12.00
Custom Plastics 5.00 12.00

The budgets used by management use historical weighted average growth rates to project revenue. Costs are calculated taking into account historical gross margins as well as estimated weighted average inflation rates over the period which are consistent with inflation rates applicable to the locations in which the segments operate. Discount rates are pre-tax and are adjusted to incorporate risks associated with a particular segment.

63

==> picture [497 x 72] intentionally omitted <==

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
Note $000s $000s $000s $000s
NOTE 16
OTHER NON-CURRENT ASSETS
Director Loans – secured* 32(c) 439 439 439 439
Employee Loans – secured* 228 372 228 342
Other Loans – secured** 4,945
Other Debtors 6
5,612 817 667 781
Less Classifed as assets held for sale
Other Non-current assets of discontinued operations 36
Other Non current Assets of continuingoperations 5,612 781 667 781
* Further information relating to loans to directors and specifed executives is set out in Notes 5 and 32. These loans are secured over the shares acquired.
** These loans are secured by both property and fxed & foating charges. Repayment terms are within 1 year. Interest rates are foating and currently
average 10%.
CONSOLIDATED ENTITY
2007
2006
$000s
$000s
CONSOLIDATED ENTITY
2007
2006
$000s
$000s
PARENT ENTITY
2007
2006
$000s
$000s
PARENT ENTITY
2007
2006
$000s
$000s
CURRENT LIABILITIES
NOTE 17
PAYABLES
Trade payables 907 11,881 206 17
Sundry payables and accruals 257 1,260 6 23
1,164 13,141 212 40
Less Classifed as liabilities directly associated with
assets classifed as held for sale
Payables of discontinued operations 10,131
Payables of continuingoperations 1,164 3,010 212 40

64

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
Note $000s $000s $000s $000s
NOTE 18
INTEREST BEARING LIABILITIES
Bank overdraft -secured 18(a) 1,001 1,649
Bank Loans – Secured 18(a) 3,060 1,580
Lease liabilities – Secured 18(a) & 27 1,683
Hire purchase liabilities – Secured 27 373 2,074
Other loans – unsecured 89
Loans from related bodies corporate 16,202 9,458
1,374 8,555 16,202 11,038
Less Classifed as liabilities directly associated with
assets classifed as held for sale
Lease liabilities of discontinued operations
Hire purchase liabilities of discontinued operations
Other loans of discontinued operations
Interest bearingliabilities of discontinued operations
Interest bearingliabilities of continuingoperations




1,374
1,551
1,624
89
3,264
5,291




16,202




11,038

(a) Bank overdraft and bank loans – secured

The bank overdraft, bank loans and certain lease liabilities are secured by certain charges over the consolidated entity’s freehold properties, assets and undertakings.

Each bank loan has a specific purpose with various loans having repayment schedules, which extinguish the debt over periods ranging from 7 to 10 years.

Bank overdrafts have been reflected after taking account of legal right of set-off which was established with the bank and whereby interest is charged on the net balance.

(b) Total secured liabilities – see Note 21

65

CONSOLIDATED ENTITY
PARENT ENTITY
2007
2006
2007
2006
$000s
$000s
$000s
$000s
NOTE 19
PROVISIONS
Current
Employee benefts
357
1,773


357
1,773


Non Current
Employee benefts
471
2,161


Total Provisions
828
3,934


Less Classifed as liabilities directly associated with
assets classifed as held for sale
Current
Employee benefts

1,228



1,228


Non Current
Employee benefts

1,438


Totalprovisions of discontinued operations

2,666


PROVISIONS OF CONTINUING OPERATIONS
Current
Employee benefts
357
545


Non Current
Employee benefts
471
723


Total Provisions of continuingoperations
828
1,268


Warranty
Balance at the beginning of the year

40


Disposals

(40)
Balance 30 June 2007




Redundancy and plant closure
Balance at the beginning of the year

18


Amounts used

(18)
Balance 30 June 2007



66

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
Note $000s $000s $000s $000s
NOTE 20
OTHER CURRENT LIABILITIES
Deferred income 343 10
Less Classifed as liabilities directly associated with
assets classifed as held for sale
Deferred income on sale and leaseback of
assets of discontinued operations (10)
Other current liabilities of continuingoperations 343
NON-CURRENT LIABILITIES
NOTE 21
INTEREST BEARING LIABILITIES
Bank Loans – Secured
Lease liabilities – Secured
Hirepurchase liabilities -Secured
Less Classifed as liabilities directly associated with
assets classifed as held for sale
18(a)
18(a) & 27
7,995

439
8,434
44,094
3,285
2,563
49,942
6,000


6,000
23,231


23,231
Lease liabilities of discontinued operations 3,172
Hirepurchase liabilities of discontinued operations 1,769
Interest bearingliabilities of discontinuingoperations 4,941
Interest bearingliabilities of continuingoperations 8,434 45,001 6,000 23,231
Borrowings were substantially repaid from the proceeds of the
plastics packaging business sale.
(a) Secured liabilities
Total secured liabilities (current and non-current) are:
Bank overdrafts 1,001 1,649
Bank loans 7,995 47,154 6,000 24,811
Lease liabilities 4,968
Hirepurchase liabilities 812 4,637
9,808 58,408 6,000 24,811

Bank overdrafts and loans are secured as noted in Note 18 above.

Lease and Hire Purchase liabilities are effectively secured as the rights to those assets revert to the lessor or hirer in the event of default.

67

CONSOLIDATED ENTITY
PARENT ENTITY
2007
2006
2007
2006
Note
$000s
$000s
$000s
$000s
NOTE 21
INTEREST BEARING LIABILITIES(continued)
(b) Assets pledged as security
The carrying amounts of non-current assets pledged
as security are:
First mortgage
Freehold investment properties/land and buildings
13
41,256
43,871


Finance Lease
Plant & equipment under fnance lease
13

6,506


Floating charge
Investments




Plant & equipment
2,170
23,778


Total non-current assetspledged as security
43,426
74,155


The following current assets are also pledged as security under
the foating charge:
Cash assets
624
222


Receivables – current
915
21,580


Inventories
741
15,784


Other current assets
2,362
1,012


Total current assetspledged as security
4,642
38,598


Total assetspledged as security
48,068
112,753


The total fnancial assets included in the above pledged as security
for liabilities is $1,539,000 (2006 $21,802,000)
NOTE 22
OTHER NON-CURRENT LIABILITIES
Deferred income on sale and leaseback of assets

6



6


Less Classifed as liabilities directly associated with
assets classifed as held for sale
Deferred income on sale and lease back of assets
of discontinued operations

6


Other non-current liabilities of discontinuingoperations



68

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
$000s $000s $000s $000s
SHAREHOLDERS’ EQUITY
NOTE 23
CONTRIBUTED EQUITY
PAID-UP CAPITAL
61,186,227 ordinary shares fully paid
(2006 68,153,105 ordinaryshares) 33,573 38,885 33,573 38,885
Movements in ordinary share capital
Balance at the beginning of the fnancial year 38,885 38,773 38,885 38,773
Shares repurchased under approved buy back scheme (5,312) (5,312)
Exercise of options 112 112
33,573 38,885 33,573 38,885

The shares have no par value. Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion to the number of shares held.

Each ordinary share is entitled to one vote at shareholder meetings.

CONSOLIDATED ENTITY
PARENT ENTITY
2007
2006
2007
2006
CONSOLIDATED ENTITY
PARENT ENTITY
2007
2006
2007
2006
CONSOLIDATED ENTITY
PARENT ENTITY
2007
2006
2007
2006
No. No. No.
No.
Movements in number of ordinary shares
Balance at the beginning of the fnancial year 68,153,105 68,003,105 68,153,105 68,003,105
Shares repurchased under approved buy back scheme (6,966,878)
(6,966,878)
Exercise of options 150,000
150,000
61,186,227 68,153,105 61,186,227 68,153,105

(a) During the prior financial year the company issued 150,000 ordinary shares at an average of $0.73 each through the exercise of employee share options.

(b) Information about the PPK Executive Incentive Scheme ,including details of options issued, exercised and lapsed during the financial year and options outstanding at the end of the financial year are set out in Note 36.

69

CONSOLIDATED ENTITY
PARENT ENTITY
2007
2006
2007
2006
$000s
$000s
$000s
$000s
NOTE 24
RESERVES
Foreign currency translation

24


Available for Sale Investments
559



Share options
8
8
8
8
567
32
8
8
Movement in reserves
Share options
Opening balance
8
4
8
4
Share basedpayments

4

4
Closingbalance
8
8
8
8
Available for Sale Investments
Opening balance




Listed securities marked to market
559



Closingbalance
559



Foreign currency translation
Opening balance
24
57


Translation of 50% interest in Spraypac Products NZ Ltd
and York Precision Plastics NZ PtyLtd
(24)
(33)


Closingbalance

24


The foreign currency translation reserve is used to record exchange
differences on translation of foreign controlled subsidiaries. The reserve
is recognised in the income statement when the investment is disposed of.
NOTE 25
MINORITY INTERESTS
Minority interest comprises:
Share capital

64


Reserves




Retained earnings/(Accumulated losses)

87



151


(a) Minority interests in issued and paid-up capital of subsidiaries
Units in Property Trust
Landmark Property Syndicate No 4




Issued ordinary shares
Spraypac Products(NZ)Limited

64



64

70

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 26

FINANCIAL INSTRUMENTS & RISK MANAGEMENT OBJECTIVES AND POLICIES

(a) Forward Exchange Contracts

The consolidated entity enters into forward exchange contracts to buy and sell specified amounts of foreign currencies for the purchase of machinery and inventory, in the future, at stipulated exchange rates. The objective in entering the forward exchange contracts is to protect the consolidated entity against unfavourable exchange rate movements for both the contracted and anticipated future sales and purchase undertaken in foreign currencies.

At balance date, the details of outstanding forward exchange contracts buying foreign currency and selling Australian dollars are:

dollars are:
Average Exchange Rate
2007 2006 2007 2006
Buy Currency Maturity $’000 $’000
United States Dollars 0–6 months 2,206 0.745
Euro Dollars 0–6 months 239 0.586
Japanese Yen 0–6 months 239 84.74

(b) Interest Rate Exposures

To manage cashflow interest rate risk the company enters into fixed rate lease and hire purchase contacts, and when appropriate, interest rate swap contracts.

The consolidated entity’s exposure to interest rate risk and the effective weighted average interest rate for each class of financial assets and financial liabilities is as follows:

Weighted Fixed Interest Rate Maturing
Average Floating Non-
Interest Interest Within 1 to 5 Interest
Rate Rate 1 Year Years Bearing Total
% Note $000s $000s $000s $000s $000s
2007
Financial Assets
Cash 0.0 8 624 624
Loans Receivable 10.0 11 5,612 2,000 7,612
Receivables 0.0 9 915 915
Available for sale
fnancial assets 0.0 12(c) 6,697 6,697
Derivatives 0.0 37 890 890
Total Financial Assets 5,612 2,000 9,126 16,738
Financial Liabilities
Bank Overdrafts 10.5 18 1,001 1,001
Bank Loans 7.3 21(a) 7,995 7,995
Other Loans 0.0
Trade & Other Payables 0.0 17 1,164 1,164
Lease & Hire
Purchase Liabilities 7.0 18 & 21 373 439 812
Derivatives 0.0 37
Total Financial Liabilities 8,996 373 439 1,164 10,972

71

==> picture [497 x 72] intentionally omitted <==

NOTE 26

FINANCIAL INSTRUMENTS & RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)

(b) Interest Rate Exposures (continued)

Weighted Fixed Interest Rate Maturing
Average Floating Non-
Interest Interest Within 1 to 5 Interest
Rate Rate 1 Year Years Bearing Total
% Note $000s $000s $000s $000s $000s
2006
Financial Assets
Cash 0.0 262 262
Loans Receivable 9.8 811 811
Receivables 0.0 21,709 21,709
Derivatives 0.0 37 13 13
Total Financial Assets
Financial Liabilities
Bank Overdrafts
Bank Loans
Other Loans
Trade & Other Payables
9.6
6.9
0.0
0.0
18
21(a)
811
1,649
47,154









21,984


89
13,255
22,795
1,649
47,154
89
13,255
Lease & Hire
Purchase Liabilities 7.0 18 & 21 3,757 5,848 9,605
Derivatives 0.0 37
Total Financial Liabilities 48,803 3,757 5,848 13,344 71,752

Bank loans of the consolidated entity currently bear variable interest rates.

(c) Credit Risk Exposure

The credit risk exposure of the consolidated entity to financial assets, which have been recognised on the balance sheet, is generally the carrying amount, net of any provisions for doubtful debts. The consolidated entity’s exposure is minimised by the fact that the majority of the trade receivables balance is with a diverse range of blue-chip Australian and Multi-national manufacturers and retailers. The balance is with a very wide range of manufacturers and resellers with no large single concentration in any area.

(d) Fair values of financial assets and liabilities

On-balance sheet

The fair values of financial assets and financial liabilities approximate their carrying value.

Derivative financial instruments

The Fair value of financial assets or financial liabilities arising from forward exchange contracts has been determined by valuing the contracts at balance date.

(e) Liquidity risk

The Group’s objective to mitigate liquidity risk is to maintain a balance between continuity of funding and flexibility through the use of bank overdrafts, bank loans, finance leases and hire purchase contracts.

(f) Price Risk

The Group is exposed to commodity price risk insofar as the purchase price of the Group’s main raw material is linked to the price of oil and other chemicals and materials. This risk has proven difficult to mitigate in the past and is one of the key reasons behind the sale of the Group’s plastic manufacturing and distribution operations.

72

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
Note $000s $000s $000s $000s
NOTE 27
LEASE COMMITMENTS
(a) Finance leases commitments payable:
– not later than 1 year 1,962
– later than 1 year but not later than 5 years 3,550
– later than 5years
Minimum lease payments 5,512
Less:
Future fnance charges notprovided in the fnancial statements (544)
Total lease liability 4,968
Provided in the fnancial statements as:
Current liabilities
Non-current liabilities
(b) Hire Purchase commitments payable:
– not later than 1 year
18(a)
21



405
1,683
3,285
4,968
2,332






– later than 1 year but not later than 5 years 454 2,734
– later than 5years
859 5,066
Minimum hire purchase payments
Less:
Future fnance charges notprovided in the fnancial statements (47) (429)
812 4,637
Total hire purchase liability
Provided in the fnancial statements as:
Current liabilities 373 2,074
Non-current liabilities 439 2,563
812 4,637
(c) Operating lease commitments
Operating lease rentals contracted for but not capitalised
in the fnancial statements payable:
– not later than 1 year 275 1,031
– later than 1 year but not later than 5 years 127 937
– later than 5years
402 1,968

73

==> picture [497 x 72] intentionally omitted <==

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
$000s $000s $000s $000s
NOTE 28
CAPITAL EXPENDITURE COMMITMENTS
Capital expenditure commitments contracted for:
Plant and equipment purchases 128
Payable
– not later than 1year 128

NOTE 29 SUPERANNUATION COMMITMENTS

Contributions are made to by the consolidated entity to employee defined contribution superannuation funds.

All funds were accumulation plans whereby the company contributed various percentages of employee gross incomes, the majority of which were as determined by the superannuation guarantee legislation. Benefits provided under the plan are based on accumulated contributions and earnings for each employee. There is no legally enforceable obligation on entities in the consolidated entity to contribute to the superannuation plans other than requirements under the superannuation guarantee legislation.

superannuation guarantee legislation.
CONSOLIDATED ENTITY
2007
2006
PARENT ENTITY
2007
2006
$000s $000s $000s $000s
NOTE 30
CONTINGENT LIABILITIES
(a) Parent entity
Guarantees of subsidiaries’ banking and fnance facilities totalling
$48,700,000 of which $9,603,000 was drawn at balance date.
Bank guarantees over borrowings by purchasers of PPK’s former
thermoformingbusiness in Adelaide 250 250 250 250
(b) Subsidiaries
Bankguarantees 350 355

74

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 31 SEGMENT INFORMATION

(a) Year ended 30 June 2007

NOTE 31
SEGMENT INFORMATION
(a) Year ended 30 June 2007
CONTINUING OPERATIONS
Mining Total of
Property Equipment Continuing
& Investing Manufacturing Operations
$000s $000s $000s
Business Segments
Primary Segment
Sales Revenue 2,837 2,837
Rental income 4,403 4,403
Other Revenue 3,119 9 3,128
Total Revenue 7,522 2,846 10,368
Segment result
Unallocated interest
Consolidated operating proft before income tax
Income tax(expense)/beneft
Consolidated operating proft after income tax
5,910 189 6,099

6,099
(1,478)
4,621
Minorityinterest
Netproft after tax attributable to members 4,621
Assets
Segment Assets 58,810 4,663 63,473
Unallocated Assets
63,473
Liabilities
Segment Liabilities(note e) 15,340 1,174 16,514
Unallocated Liabilities
16,514
Other segment information
Depreciation 533 250 783
Amortisation of Leased assets 1 1
Amortisation of other intangibles 14 14
Acquisition of non-current Segment assets

75

DISCONTINUING OPERATIONS DISCONTINUING OPERATIONS DISCONTINUING OPERATIONS
Total of
Plastics Custom Generator Importing & Discontinuing
Packaging Plastics Operations Distribution Operations Eliminations Total
$000s $000s $000s $000s $000s $000s $000s
13,269 18,006 31,275 34,112
4,403
85 13 98 3,226
13,354 18,019 31,373 41,741
11,229 (568) 10,661

10,661
(5,159)
5,502
16,760

16,760
(6,637)
10,123
(12) (12)
5,490 10,111
63,473
63,473
16,514
16,514
363 363 1,146
42 42 43
14

76

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 31 SEGMENT INFORMATION (continued)

(b) Year ended 30 June 2006

NOTE 31
SEGMENT INFORMATION(continued)
(b) Year ended 30 June 2006
CONTINUING OPERATIONS
Mining Total of
Property Equipment Continuing
& Investing Manufacturing Operations
$000s $000s $000s
Business Segments
Primary Segment
Sales Revenue 3,016 3,016
Rent from Plastics Packaging 2,108 2,108
Other Revenue 441 1 442
Total Revenue 2,549 3,017 5,566
Segment result
Rentpaid to Property
Unallocated interest
Consolidated operating proft before income tax
Income tax(expense)/beneft
1,929 403 2,332
(429)
1,903
1,546
Consolidated operating proft after income tax 3,449
Assets
Segment Assets 46,016 4,366 50,382
Unallocated Assets
50,382
Liabilities
Segment Liabilities(note e) 50,736 1,208 51,944
Unallocated Liabilities
51,944
Other segment information
Depreciation 525 81 606
Amortisation of Leased assets 6 6
Amortisation of other intangibles 20 20
Impairment of unlisted investment 220 220
Acquisition of non-current Segment assets

77

DISCONTINUING OPERATIONS DISCONTINUING OPERATIONS
Total of
Plastics Custom
Generator
Importing & Discontinuing
Packaging Plastics
Operations
Distribution Operations Eliminations Total
$000s $000s
$000s
$000s $000s $000s $000s
76,327 19,065
95,392 98,408
(2,108)
325 7
170
3 505 947
76,652 19,072
170
3 95,897 (2,108) 99,355
5,277 645
170
(107) 5,985
(2,108)
(2,801)
1,076
(233)
(2,108)
2,108
6,209

(3,230)
2,979
1,313
843 4,292
57,142 16,157
12 73,311 123,693
73,311 123,693
22,546 2,711
154 25,411 77,355
25,411 77,355
3,552 355
3,907 4,513
599 155
754 760
53
53 73

220

78

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 31

SEGMENT INFORMATION (continued)

(c) the consolidated entity operates wholly within Australia and new Zealand. new Zealand is not a material additional geographic segment.

(d) the consolidated entity had the following six business segments

  • the plastics packaging segment primarily manufactured bottles and closures and imports and distributes trigger sprays. this business segment was sold on 1 September 2006 and has been shown as a discontinued operation.

  • the property & investment segment which owns the properties from which the plastics packaging and custom plastics segments carried out its manufacturing operations. these properties were retained and leased at commercial rents to the purchasers of those businesses. this segment also owns primarily listed and some unlisted investments from which it earns income and capital growth.

  • the Custom plastics segment manufactured extruded acrylic and imported and distributed cast acrylic for lighting and industrial applications. this business segment was sold effective 31 May 2007 and has been shown as discontinued operation.

  • the Generator operations segment imports, assembled and maintains power generating equipment. this segment was sold effective 30 June 2005 and has been included as a discontinuing operation.

(e) Following the sale of the plastics packaging segment on 1 September 2006 the entity repaid $43 million of bank debt included in the property segment liabilities.

(f) Segment information is prepared in conformity with the accounting policies described in note 1.

Segment revenues, expenses, assets and liabilities are those that are directly attributable to a segment and the relevant portion that can be allocated to the segment on a reasonable basis. Segment assets include all assets used by a segment and consist primarily of operating cash, receivables, inventories, property, plant and equipment and goodwill and other intangible assets. While most of these assets can be directly attributed to individual segments, the carrying amounts of certain assets used jointly by segments are allocated based on reasonable estimates of usage. Segment liabilities consist primarily of trade and other creditors, employee benefits and provisions for service warranties. Segment assets and liabilities do not include income taxes.

(g) Inter-segment rent

Inter-segment rent represents actual rent charged by continuing operations to discontinued operations. the basis for charging such rent during the year was not consistent with market rentals going forward. Some rents were at market rates, some were at non-market rates and in some cases rent was not charged at all. In future periods, continuing operations will charge market rentals to the businesses currently classified as discontinued operations.

  • the Mining equipment segment manufactures portable underground mining equipment.

  • the importing and distribution segment imports and sold wire and hardware products. this segment was sold 3 June 2005 and has been included as a discontinuing operation.

the last four segments were all acquired on purchase of York Group limited and subsidiaries in January 2005.

79

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NOTE 32 RELATED PARTIES

Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated.

Transactions are inclusive of GST.

Transactions with related parties:

available to other parties unless otherwise stated.
Transactions are inclusive of GST.
Transactions with related parties:
CONSOLIDATED ENTITY PARENT ENTITY
2007 2006 2007 2006
$000s $000s $000s $000s
(a) Subsidiaries:
(i) Supply of caps, bottles and triggers between subsidiaries for plastics
manufacturing and resale. These items eliminate on consolidation.
(ii) Rental of premises – wholly-owned subsidiaries.
These items eliminate on consolidation.
(iii) Provision of interest free unsecured loans
– current receivables (wholly-owned subsidiaries)
– current payables (wholly-owned subsidiaries)
(iv) Dividends received or receivable from wholly-owned subsidiaries
Trust Distribution from controlled trust
(v) Management fees paid to the Directors of Spraypac Products






24,722
9,756

19,851
9,458
24,275
(NZ) Limited. 98
(vi) Provision of interest free unsecured loans by the Directors
of Spraypac Products (NZ) Limited (included in current payables) 98
(b) Director-related entities
(i) Success fee re sale of Advanced Power Pty Ltd payable
to Corso Management 110
Payable outstanding at balance date
(ii) Provision of accounting services by Holden and Bolster,
a frm in which Mr R. Beath is a partner 257 378 177 208
Payable outstanding at balance date 53 226 6 162
(iii) Provision of legal services by Doherty Partners,
a frm in which Mr J. Wowk was a partner 494 928 369 619
Payable outstanding at balance date 531 474
(iv) Provision of legal services by HWL,
a frm in which Mr J. Wowk is a partner 244 110
Payable outstanding at balance date 129 32
The aggregate amounts receivable and payable to
director-related entities at balance date were as follows:
– current assets
– current liabilities 182 757 38 636

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 32

RELATED PARTIES (continued)

(c) Loans to key management personnel

Refer to Note 5(h) for details of loans to key management personnel

(d) Share transactions of directors:

Directors and director-related entities have acquired or disposed of ordinary shares in the Parent entity during the financial year as follows:

fnancial year as follows:
CONSOLIDATED ENTITY PARENT ENTITY
2007 2006 2007 2006
No. No. No. No.
PPK Group Limited – acquired 792 6,614 792 6,614
PPK GroupLimited – disposed (198) (6,234) (198) (6,234)
Net movement 594 380 594 380
Directors and director-related entities hold directly, indirectly
or benefcially as at the reporting date the following equity
interests in members of the consolidated entity:
PPK GroupLimited – ordinaryshares
10,034 9,440 10,034 9,440

80

81

CONSOLIDATED ENTITY
PARENT ENTITY
2007
2006
2007
2006
$000s
$000s
$000s
$000s
NOTE 33
CASH FLOW INFORMATION
(a) Reconciliation of proft after income tax to the cash
provided by operating activities
Proft after income tax
10,111
4,292
14,791
6,308
Cash fows in operating result attributable to non-operating activities:
Interest paid
1,503
4,077
784
1,542
Cash fows in operating activities but not attributable to operating result:
Payments from employee provisions
(558)
(1,389)


Non-cash fows in operating proft:
Amortisation
128
870


Depreciation
1,077
4,513


Deferred income
(2)
(29)


Deferred expenses
4
24


Recognition of income from rent free periods deferred on acquisition
(843)



Fair value adjustments on derivatives
(2,644)



Transfers to provisions
1,488
1,964


Intercompany loans forgiven


(15,946)
18,370
(Profts) on sale of subsidiaries
(10,725)

(6,786)

(Profts) on sale of property, plant & equipment
(1,309)
(149)


Increase/(decrease) in tax payable
3,254
(82)
3,254
(379)
decrease/(increase) in deferred tax assets
2,452
(2,535)
2,251
(2,270)
Increase/(decrease) in deferred tax liabilities
756
402
12
(1)
Changes in assets and liabilities, net of the effects of purchase
and disposal of subsidiaries:
Decrease in trade and other debtors
627
1,552


Decrease/(increase) in prepayments
382
25
157
(32)
(Increase)/decrease in inventories
(173)
(222)


(Decrease)/increase in trade




Creditors and accruals
(2,203)
(1,389)
172
95
Net cashprovided byoperatingactivities
3,325
11,924
(1,311)
23,633
(b) Reconciliation of Cash
For the purposes of the cash fow statement, cash includes:
Cash on hand
6
14


Call deposits with fnancial institutions
618
248
250
116
Bank overdrafts – secured
(1,001)
(1,649)


(377)
(1,387)
250
116

82

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 33

CASH FLOW INFORMATION (continued)

(c) Disposal of Entities

During the year the plastics packaging and custom plastics Subsidiaries were sold.

During the prior year the Subsidiary Advanced Power Pty Ltd was sold, with $2.4 million deferred settlement proceeds received in the 2007 financial year.

received in the 2007 fnancial year.
2007 2006
$000s $000s
Aggregate details of this transaction are:
Disposal Price 53,969 3,197
Cash consideration 50,833 663
(Cash)/Overdraft held at disposal date (67) 134
Vendor fnance 6,780
Rent free periods deferred (1,177)
Deferred consideration
Assets and liabilities held at disposal date:
Receivables
Prepayments
(2,400)
53,969
17,230
268
2,400
3,197
2,269
176
Inventories 15,421 2,854
Property, Plant & Equipment 28,102 461
Deferred tax assets 711 166
Intangibles 4,245 858
Creditors (9,880) (3,244)
Interest Bearing Liabilities (7,702) (252)
Deferred Tax liabilities (1,526)
Other liabilities (5)
Provisions (3,469) (261)
Minorityinterest (151)
43,244 3,027
Netgain on disposal 10,725 170
53,969 3,197

(e) Non-cash Financing and Investing Activities

(i) During the financial year, the consolidated entity had an upward fair value adjustment on derivatives of $2,644,000. These related to options held in listed company investments.

83

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CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
$000s $000s $000s $000s
NOTE 33
CASH FLOW INFORMATION(continued)
(f) Unused credit facilities
(i) The consolidated entity had access to the following lines
of credit at balance date:
Total facilities available
Bank Overdraft 3,000 4,500
Bank Loans 37,700 48,745
40,700 53,245
Not utilised at balance date
Bank Overdraft 1,999 2,851
Bank Loans
Utilised at balance date
Bank Overdraft
Bank Loans
29,700
31,699
1,001
8,000
1,533
4,384
1,649
47,212






9,001 48,861

The major facilities are summarised as follows:

Banking overdrafts

Bank overdraft facilities are arranged with the ANZ Bank and the National Australia Bank with the general terms and conditions being set from time to time. Overdraft balances are subject to set-off arrangements whereby credit balances can be netted off against debit balances with the total facility and interest being applied to the net balance.

Commercial bill facilities

$53,245,000 variable interest rate facilities provided by the Commonwealth Bank of Australia Ltd, ANZ Bank, Suncorp Metway and the National Australia Bank Ltd.

All banking facilities are subject to annual review in line with normal banking practice. There is no reason to believe that facilities will not be routinely renewed at this point. Interest rates on facilities range from 6.05% to 7.18% inclusive of bank margins.

NOTE 34

EVENTS SUBSEQUENT TO REPORTING DATE

No matters or circumstances have arisen since the end of the period which significantly affected the operations of the consolidated entity, the results of those operations or the state of affairs of the consolidated entity in the financial year subsequent to 30 June 2007.

84

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 35 DISCONTINUING OPERATIONS

On 28 June 2006 a conditional contract was signed for the sale of the plastic packaging business. The effective date of the sale was 1 September 2006.

The consideration for the sale was $50 million less lease liabilities taken over by Plaspak Holdings Ltd (the purchaser). The sale was announced subject to shareholder approval at a meeting held on 16 August 2006 and receiving the appropriate regulatory approval. The consideration represents a price that is a surplus over the book value of the assets being sold of about $10 million. Additional payments of up to $5 million were paid to the Company for the provision of consultancy services assessed by the achievement of agreed performance criteria during the 2007 financial year following completion of the sale.

On the 29 June 2007 the sale of the custom plastics division (York Precision Plastics) was settled with effect from 31 May 2007.

Sale price was $9.25m and equates approximately to the net asset value. Of this price $6.8 million was funded via vendor finance.

On 14 September 2005 a contract for the sale of Advanced Power Pty Ltd for $3.5 million was entered into. This company formed the whole of the Generator Operations segment of the Consolidated Entity. The effective date of the sale was 1 July 2005. This operation only formed part of the consolidated entity for 5 months of the 2005 financial year. Financial information relating to the discontinued operation is set out below and in the Segment Reporting Note 31. The financial performance of the discontinued operations for the financial year which is included in the income statement for the year is as follows:


statement for the year is as follows:
CONSOLIDATED ENTITY
2007
2006
PARENT ENTITY
2007
2006
$000s $000s $000s $000s
Revenue from ordinary activities 31,275 95,392
Cost of sales (22,426) (69,665)
Rental expensepaid to continuingoperations (2,108)
Grossproft 8,849 23,619
Interest Received 5
Proft/(Loss) on sale of assets 10,729 146 6,185
Foreign exchange (losses)/gains (1) (83)
Other revenues from ordinary activities 98 354
Warehouse & Distribution expenses (2,675) (7,633)
Selling Expenses (2,029) (3,356)
Administrative expenses (2,953) (8,364) (970)
Finance costs (1,357) (3,612) (784)
Proft from discontinuing operations before income tax 10,661 1,076 5,401 (970)
Income tax expense (5,159) (233) (6,499) 291
Proft from discontinuingoperations after income tax 5,502 843 (1,098) (679)
Proft attributable to minority interest (12)
Netproft after income tax attributable to members of theparent entity 5,490 843 (1,098) (679)
The net cash fows of the discontinuing operations which have been
incorporated into the statement of cash fows are as follows:
Net cash infow (outfow) from operating activities
1,864 11,326
Net cash infow (outfow) from investing activities (335) 278 (970)
Net cash infow(outfow)from fnancingactivities (1,521) (11,316) (784)
Net cash increase in cashgenerated bydiscontinuingoperations 8 288 (1,754)

85

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NOTE 35

DISCONTINUING OPERATIONS (continued)

The asset and liability details of items disclosed as held for sale in the balance sheet would otherwise have been classified as the following types of assets and liabilities:

classifed as the following types of assets and liabilities:
CONSOLIDATED ENTITY PARENT ENTITY
2007 2006 2007 2006
$000s $000s $000s $000s
Current assets
Cash and cash equivalents 44
Trade and other receivables 15,414
Inventories 10,439
Other 21
Derivatives 1
Total current assets
Non-current assets
Financial assets
Property, plant and equipment
Deferred tax assets
Intangible assets




25,919

27,822
1,188
2,189








Other 36
Total non-current assets 31,235
Total assets held for sale 57,154
Current liabilities
Trade and other payables 10,245
Interest Bearing Liabilities 3,264
Current tax liabilities
Provisions 1,228
Derivatives 6
Other 10
Total current liabilities 14,753
Non-current liabilities
Interest Bearing Liabilities 4,941
Deferred tax liabilities 1,562
Provisions 1,438
Other 6
Total non-current liabilities 7,947
Total liabilities directlyassociated with assets held for sale 22,700
Net assets 34,454

86

Notes to and forming part of the Financial Statements

for the year ended 30 June 2007

NOTE 36 SHARE BASED PAYMENTS

Director and Employee Share Option Arrangements

(i) PPK eligible executive employees may be granted options under the PPK Executive Incentive Scheme. Options granted under the scheme are for a maximum of 5 years. Options under the scheme may only be exercised after 2 years from the date of issue and expire 30 days after the employee ceases to be an employee.

(ii) Options that were granted to directors required shareholder approval and vested immediately.

(iii) At the Annual General Meeting on 25 November 2003, shareholders approved the grant of 200,000 options to the Managing Director Mr David Hoff, which he became entitled to under his management contract. These had an exercise price of $1.40 and could have been exercised at any time up until 31 May 2007. He became entitled to these on 31 May 2003.

(iv) Options hold no voting or dividend rights and are not transferable without Board of Directors approval. The closing price of an ordinary share of PPK Group Limited on the Australian Stock Exchange at 30 June 2007 was $0.78 (30 June 2006 $0.75).

CONSOLIDATED Weighted Ave CONSOLIDATED Weighted Ave PARENT PARENT
(a) Movement in the
number of share options
held by Directors
are as follows:
ENTITY
2007
No.
Exercise Price
2007
$
ENTITY
2006
No.
Exercise Price
2006
$
ENTITY
2007
No.
ENTITY
2006
No.
Opening Balance 1,100,000 $1.60 1,200,000 $1.63 1,100,000 1,200,000
Granted during the year
Exercised during the year
Lapsed duringtheyear (200,000) $1.40 (100,000) $1.86 (200,000) (100,000)
ClosingBalance 900,000 $1.65 1,100,000 $1.60 900,000 1,100,000

Weighted average exercise prices are the same for the parent entity as for the consolidated entity. The remaining 900,000 options expired on 12 August 2007.

CONSOLIDATED Weighted Ave CONSOLIDATED Weighted Ave PARENT PARENT
ENTITY Exercise Price ENTITY Exercise Price ENTITY ENTITY
2007 2007 2006 2006 2007 2006
No. $ No. $ No. No.
(b) Movement in the
number of share options
held by employees
are as follows:
Opening Balance 375,000 $1.07 575,000 $0.85 375,000 575,000
Granted during the year
Exercised during the year (150,000) $0.65 (150,000)
Lapsed duringtheyear (375,000) $1.07 (50,000) $0.90 (375,000) (50,000)
ClosingBalance $0.00 375,000 $1.07 375,000

Weighted average exercise prices are the same for the parent entity as for the consolidated entity. Weighted average remaining life of these options is 3 months.

All outstanding options were exercisable. However given they are out of the money it was unlikely that they would be exercised at the balance date price.

87

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CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY
2007 2006 2007 2006
$000s $000s $000s $000s
NOTE 36
SHARE BASED PAYMENTS(continued)
(c) Details of share options exercised during the year:
Proceeds from shares issued 110 110
Fair value as at issue date of shares issued duringtheyear 128 128

The company assists employees to acquire shares through exercise of options by providing loans to employees at commercial interest rates. Shares issued to employees in this manner serve as security for the debt.

CONSOLIDATED ENTITY CONSOLIDATED ENTITY PARENT ENTITY PARENT ENTITY
2007 2006 2007 2006
NOTE 37
DERIVATIVES
Current assets
Interest rate swap contracts
Forward foreign exchange contracts
$000s

$000s

14
$000s

$000s

14
Less Classifed as assets held for sale
Forward foreign exchange contracts of discontinued operations 1
Forward foreign exchange contracts of continuingoperations 13
Non-current assets
Options in listed companies 890
Options 2,875,000 options in Industrea Limited with an exercise
price of 15 cents. Options expiry date is 28 September 2009
and can be exercised any time up until then.
Current Liabilities
Forward foreign exchange contracts 6
6
Less Classifed as liabilities directly associated with
assets classifed as held for sale
Forward foreign exchange contracts of discontinued operations 6
Forward foreign exchange contracts of continuingoperations

Derivative Instruments used by the Group

The Group has elected not to hedge account. As a result the value of foreign currency liabilities is taken up at the spot rate at balance date and the value of all derivatives is taken up as a hedge asset or liability. Gains and losses resulting to fair value are taken to the income statement.

88

Directors’ Declaration

for the year ended 30 June 2007 PPK Group Limited and Subsidiaries

the directors declare that the:

  1. accompanying financial statements and notes:

  2. (a) comply with Australian Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and

  3. (b) give a true and fair view of the:

  4. i. financial position of the company and consolidated entity as at 30 June 2007; and

  5. ii. performance of the company and consolidated entity for the financial year ended on that date.

  6. Board has been given the declarations by the chief executive officer and chief financial officer required by section 295A of the Corporations Act 2001.

In the opinion of the directors:

  1. the financial statements and notes are in accordance with the Corporations Act 2001; and

  2. there are reasonable grounds to believe that the company will be able to meet its debts as and when they become due and payable.

Signed in accordance with a resolution of the board of directors.

Colin Francis Ryan Director

Sydney, 24th September 2007

Independent Audit Report

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89

Independent Audit Report

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90

Auditor’s Independence Declaration

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91

92

Additional Information for Listed Public Companies

1. SHAREHOLDING

(a) Distribution of shareholders at 21 August 2007

1. SHAREHOLDING
(a) Distribution of shareholders at 21 August 2007
Category (size of holding) Number of Number of
Shareholders Shareholders
2007 2006
000s 000s
1 – 1,000 146 174
1,001 – 5,000 516 593
5,001 – 10,000 459 549
10,001 – 100,000 564 631
100,001 and over 56 54
1,741 2,001

(b) The number of shareholdings held in less than marketable parcels is 48.

(c) The names of the substantial shareholders listed in the holding company’s register at 21 August 2007

ANZ Nominees
Corso Investments Pty Ltd
Number
of shares
2007
8,644
8,544
Number
of shares
2006
8,699
7,996
Equipment Co of Australia Pty Ltd 6,618 6,619
Applied Colour Pty Limited 2,200 3,940
John E Gill Operations 1,078 1,078
National Nominees Limited 4,272

(d) Voting rights

The consolidated entity has one class of ordinary shares with equal voting rights attached to them.

93

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(e) Twenty largest shareholders
Number of Percentage held
ordinary fully paid of listed
shares held ordinary capital
Name 000s %
1 ANZ Nominees Limited 8,664 14.12
2 Corso Management Pty Ltd 8,544 13.92
3 Equipment Co of Australia Pty Ltd 6,618 10.78
4 Applied Colour Pty Limited 2,200 3.58
5 John E Gill Operations 1,078 1.73
6 Metal Industries Pty Ltd 1,059 1.73
7 Citicorp Nominees Pty Limited 880 1.43
8 Mr David Hoff 857 1.40
9 MF Custodians Ltd 662 1.08
10 Mr Colin Francis Ryan & Mrs Jose Maureen Ryan 500 0.82
11 John E Gill Operations Pty Ltd 491 0.80
12
13
14
15
16
17
18
Mr Robert Joseph Faulks & Mrs Patricia Baynton Faulks
Ian Macdonald
HSBC Custody Nominees
Ms Alison Irving
Flagstaff Superannuation Ltd
Charles Peter Taylor
Chandos Nursing Home Pty Ltd
440
425
416
342
311
300
290
0.72
0.69
0.68
0.56
0.51
0.49
0.47
19 Poets Pty Ltd 257 0.42
20 Mrs Patricia Baynton Faulks 255 0.42
34,589 56.32

(f) There is an on market buy back for Group shares which will end on or before 21 November 2007.

2. THE NAME OF THE COMPANY SECRETARY IS

Mr Robert Nicholls

3. THE ADDRESS OF THE PRINCIPAL REGISTERED OFFICE IN AUSTRALIA IS

25–27 Waratah Street, Kirrawee, NSW 2232 Telephone (02) 9521 8444 Fax (02) 9521 4561 Email [email protected]

4. REGISTERS OF SECURITIES ARE HELD AT THE FOLLOWING ADDRESSES:

New South Wales

Registries Limited Level 2

28 Margaret Street, Sydney NSW 2000 P.O. Box P67, Royal Exchange, Sydney NSW 1223

5. STOCK EXCHANGE LISTING

Quotation has been granted for all the ordinary shares of the company on all Member Exchanges of the Australian Stock Exchange Ltd.

Notes

94

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95

Notes

96

Corporate Directory

DIREcTORs

colin f. Ryan B.Com., Dip.ed., C.A Director and Chairman (non-executive)

Glenn R. Molloy Director (executive)

Raymond M. Beath B.Com., F.C.A Director (non-executive)

Jury I. Wowk B.A., ll.B Director (non-executive)

David A. Hoff C.p.A Managing Director

cOMPANY sEcRETARY

Robert J. Nicholls MBA (Distinction), ll.B (Hons) Grad Dip leg prac., Grad Dip CSp, FCIS

HEAD OffIcE & REGIsTERED OffIcE

ppK Group limited 25-27 Waratah Street Kirrawee nSW 2232 telephone 02 9521 8444 Facsimile 02 9521 4561 www.ppkgroup.com.au

sHARE REGIsTRY

Registries limited level 2, 28 Margaret Street Sydney nSW 2000 telephone 02 9290 9600 Facsimile 02 9279 0664 www.registries.com.au

AUDITORs

BDO Kendalls Allianz Centre 2 Market Street Sydney nSW 2000 telephone 02 9286 5555 Facsimile 02 9286 5599

PPK GROUP PROPERTIEs

New south Wales 8 Contaplas Street Arndell park nSW 2148

14 Contaplas Street Arndell park nSW 2148

13A Station Road Seven Hills nSW 2147

25-27 Waratah Street Kirrawee nSW 2232

16 Wiggs Road Riverwood nSW 2210

Victoria

36-42 Hydrive Close Remington Industrial estate Dandenong South VIC 3175

Queensland

72 pritchard Road Virginia QlD 4014

PPK Group Businesses

New south Wales

Rambor pty limited 108 Albatross Road South nowra nSW 2541 telephone 02 4422 6323 Facsimile 02 4422 5423 www.rambor.com.au

DESIGN: COLLIER & ASSOCIATES THE STRATEGIC DESIGN COMPANY #12275

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