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PRO MEDICUS LIMITED Annual Report 2004
65579_rns_2004-10-05_357a70e7-fae0-4f2d-a7bb-91cbfe2fc04f.pdf
Annual Report
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Financial Summary
Year ending 30 June 2004
All figures in $A thousands unless otherwise stated
| Reported | Reported | Restated | Restated | |
|---|---|---|---|---|
| 2004 | 2003 | 2004 | 2003 | |
| $'000 | $'000 | $'000 | $'000 | |
| Revenues from Ordinary Activities | 8,402 | 9,502 | 9,610 | 8,294 |
| $(-11.6%)$ | $(+15.9%)$ | |||
| Revenues from Operating Activities | 7,900 | 9,100 | 9,108 | 7,892 |
| $(-13.2%)$ | $(+15.4%)$ | |||
| Operating Profit Before Interest and Income Tax | 4,529 | 6,049 | 5,737 | 4,841 |
| $(-25.1%)$ | $(+18.5%)$ | |||
| Net Profit After Tax | 3.577 | 4.546 | 4,423 | 3.700 |
| $(-21.3%)$ | $(+19.5%)$ | |||
| Earnings per Share (cents) | 3.6 | 4.5 | 44 | 3.7 |
| Total Assets 30 June | 13,058 | 12,543 | ||
| Shareholders' Funds 30 June | 11,075 | 10,748 | ||
| Net Tangible Assets per Share at 30 June (cents) | 10.8 | 10.5 | ||
| Franked Dividends per Share (cents per share) | 3.50 | 3.25 |
Dividends to Shareholders
An interim dividend of 1.25 cents per share fully franked (30%) was paid on April 5, 2004. A final dividend of 2.25 cents per share fully franked (30%) will be paid on October 4, 2004. The total dividend for the year of $3.50m (3.50 cents per share, fully franked) represents a payout ratio of 97.8% of reported net profit after tax or 79% on restated profit after reversal of effect of fundamental error. See Note 2(b) Annual Financial Statements.
Dear Shareholders
It is pleasing to report that the 2004 financial year was another successful period in the development of our company, particularly in terms of the growing market penetration of our digital radiology (PACS) integration products.
Our reported half year after tax profit was $3.58 million. This was down on the previous years' reported result, but shareholders will be aware of the previously reported impact on the first half year profit of a revenue reversal of $1.2 million due to the deferral of the installation of a Mayne Group contract. Your directors have taken a prudent approach to the handling of this transaction. All costs associated with the project have been expensed and all accrued income reversed. Based on assurances from senior Mayne executives, we expect that this contract will be resumed in due course, at which stage the revenue would be written back to profit.
The second half profit after tax of 2.52 million was however a return to strong operations, being a 21.8% increase on the 2003 second half. The company has further strengthened its balance sheet, remaining operationally debt free and with cash reserves increasing to $10.5 million. This gives us the financial strength to fund growth opportunities as they develop as well as continuing to reward our shareholders in the form of franked dividends. The Board has declared a final dividend of 2.25 cents per share fully franked, bringing the full year dividend to 3.50 cents per share fully franked, an increase of 7.7% on the previous year.
The business highlight for the year was undoubtedly the acceleration of market interest and adoption of our digital radiology technology. We now have ten sites using our digital integration products. Importantly these sites cover the whole range of the different types of radiology providers - standalone private practices, a private network, a major site of a large corporate provider in Mayne and a large public sector project with Hume Health. We have demonstrated the efficiencies that digital can deliver and the whole industry is now looking to the technology as a major productivity initiative.
The growth in Promedicus.net, the company's e-health offering, continued unabated during the year. The number of doctors subscribing to the service increased from 13,000 in 2003 to 16,000 in 2004 and the number of transactions the network carried increased 27,8% to 2.4 million. Promedicus net is already clearly the gold standard for electronic delivery of radiology results throughout Australia, but we see considerable further growth potential, both through increases in radiology transactions and by opening up the network to other medical specialists.
During the year, the company acquired the intellectual property of a clinical desktop software product, which has been launched as ProMed Clinical. Shareholders may be aware that this product was the subject of legal action instituted by HCN Limited, the current market leader in GP desktop software. We are pleased to report that these actions were withdrawn by HCN on 13 August 2004, and that Pro Medicus was subsequently awarded costs in connection to these proceedings. Feedback from doctors who have used ProMed Clinical indicates that our product may have significant advantages over currently used clinical software.
The company expects its major sources of growth in the Australian market to come from the widespread adoption of digital radiology technology, the continued growth of Promedicus.net, particularly the expansion of the e-health network to include other (non-radiology) specialists and market take-up of ProMed Clinical.
In our previous years report we referred to the installation of Pro Medicus systems into the UK radiology practices owned by MIA Group Limited. The successful support of the now seventeen sites has continued this year. We intend to increase our focus on overseas expansion and are now looking for further international opportunities for this world class digital integration technology.
In closing, we would like to express our thanks to our fellow directors and to the innovative and professional Pro Medicus staff whose efforts continue to keep our company at the forefront of medical IT.
Yours faithfully,
Dr Sam Hupert CHIEF EXECUTIVE OFFICER
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Mel Ward AO CHAIRMAN
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Pro Medicus is a leading provider of IT solutions and services to the private healthcare industry.
Established in 1983 by Dr Sam Hupert, a general medical practitioner, together with Anthony Hall, an award-winning software engineer, Pro Medicus aimed to provide a class-leading range of products and services to address the specific IT needs of the healthcare industry.
Pro Medicus now provides healthcare IT solutions to large corporate groups, such as MIA Group Ltd. Sonic Healthcare, i-med and Mayne Health, as well as specialist physicians and surgeons, GPs and allied health professionals, in 2003, the company successfully expanded overseas, completing its first installation in the UK for MIA Lodestone, one of the UK's largest private radiology groups.
The suite of products comprises core and e-health applications and digital radiology (PACS) integration products, plus comprehensive services in network design, training, hardware configuration and technical support. The company added the clinical desktop software, ProMed Clinical to its range in 2004.
The activities of Pro Medicus in the financial year ending June 30. 2004 can be characterised by the following revenue streams:
Core / Practice Management
The Company's traditional business consists of a range of integrated software applications and services that are designed to aid the management of medical practices. The primary products in this area include medical accounting, clinical reporting, appointments /scheduling and marketing/management information applications.
Services include network design and implementation, hardware sourcing and configuration, staff and management training and ongoing technical and end user support.
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Pro Medicus operates a secure internet based computer network and supplies software that manages the exchange of clinical information for Australian doctors, Diagnostic companies, Specialists and other medical groups.
Promedicus.net enables referring doctors to receive encrypted clinical reports, via the Internet, to a centralised "In-Tray" run on a doctor's computer. These reports are then electronically incorporated into the patients' medical record doing away with the need for double handling or manual filing. Promedicus.net currently integrates with over 50 clinical desktop products and is supported on both Microsoft Windows and Apple Macintosh platforms.
Pro Medicus provides "end to end" management of the delivery process ensuring that both the sending of the result by the diagnostic provider and its receipt by the referring doctor are logged. This assists in fulfilling duty-of-care requirements and in so doing provides significant added value to the process. Promedicus.net now connects in excess of 16,000 doctors, representing around 70% of Australian GPs, and has become the de facto standard for delivery of electronic radiology results throughout Australia. The service has also been extended to other specialist doctors. Revenue is generated from a single connection fee as well as a transaction charge for each report that is delivered.
The destination for all of these clinical reports is a doctor's clinical medical records software application. Encouraged by demand from the 16,000 strong client base the company has entered the clinical desktop market with the launch of its own clinical medical records product - ProMed Clinical, This exciting development will assist the company to leverage the benefit of the Promedicus.net client base and allow it to develop new e-health transactions for its network.
Digital Imaging
Traditionally X-Ray images have been captured on sheets of photographic film, which are held up to a light source to be reviewed by a radiologist. In the new world of Digital Radiology these images are captured electronically and directly viewed on high-resolution computer monitors. The digital image and the subsequent diagnostic report are stored and linked electronically in a combined RIS (Radiology Information) / PACS (Picture Archive and Communication) system - or more simply a Digital Radiology svstem.
This new way of managing a radiology practice is forecast to revolutionise the diagnostic imaging business by significantly improving efficiency of radiographic/technical staff and radiologists as well as facilitating the sharing of the diagnostic images, leading to better quality of care and patient outcomes.
Pro Medicus has developed a range of digital imaging integration products in conjunction with partners Agfa-Gevaert, almed at providing a seamless interface between two market leading products, the Pro Medicus Practice Management System and Agfa's Impax Digital Imaging solutions. These leading-edge products are highly modular allowing large diagnostic imaging providers to incrementally implement this technology across their enterprise. Revenue is generated from the sale of software licences for the integration modules, implementation services and ongoing support.
These products were first commercialised in 2002 with the sale and successful installation at Lake Imaging in Ballarat. Ten radiology sites across a wide range of clients now use the Pro Medicus digital technology with market interest escalating as radiology providers recognise the efficiency benefits the technology offers.
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In 2003 we predicted that 2004 would be the landmark year in which the radiology profession made the transition from the traditional paper and photographic film environment to a truly digital workplace. Whilst the profession has been slower to embark on this journey than we had expected we have seen some very positive signs in the second half and we expect this activity to increase and become a strong contributor to the company's growth in 2005.
The same forces are in effect in other areas of the Australian health supply chain with pressure from all stakeholders to transact electronically. Pro Medicus is strategically placed to provide services for both financial transactions through government initiatives such as HIC Online and clinical transactions through its e-health network Promedicus.net. The natural destination of electronic clinical information is the electronic medical record (EMR). Pro Medicus, with the launch of ProMed Clinical, now has a leading EMR product for the GP and Specialist space. Most e-health transactions to date start in the middle of the supply chain - for example the clinical result is generated after the examination of the patient. Products like ProMed Clinical will have the capacity to generate requests for diagnostic tests at the start of the chain and offer significant potential for generating efficiencies for Pro Medicus clients.
In the radiology industry in Australia we have seen a number of years of consolidation of the market into a few extremely large corporate groups. Pro Medicus has been a key part of this consolidation process by providing a common computing platform for many of the players. We believe that our new digital integration products can provide productivity gains of compelling magnitude to these groups who can benefit from the wide area networks that they have built up to distribute and manage workload as well as the pure local productivity gains inherent in the technologies use.
In contrast to the consolidation of the radiology industry we are also seeing a new breed of "boutique" radiology companies being formed of smaller size. With no existing investment in traditional analogue / film based equipment these groups are a natural source of new clients for the Pro Medicus digital integration technology.
Finally the experience we have gained with both our digital integration products and the success of our UK sites positions us with both the ability and a world class product set to tackle further international markets. We therefore hope to extend the reach of our technology into other overseas markets.
Key Growth Strategies for 2005
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|---|---|---|
| Financial Instruments (et al., and a control of the control of the control of the control of the control of the control of the control of the control of the control of the control of the control of the control of the contrNote 28 | ||
| Directors' Declaration (1999) 1999 - 2009 - 2009 - 2009 - 2009 - 2009 - 2009 - 2009 - 2009 - 2009 - 2009 - 200 | ||
| ASX Additional Information (1000) | ||
| Independent Audit Report | ||
| Corporate Governance Statement |
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Your Directors submit their report for the year ended 30 June 2004. The names and details of the Company's directors in office during the financial year and until the date of this report are:
Melvyn Keith Ward A.O. CHAIRMAN
.B.E. INxxs), M.Eno.So., ELEVAISO, ET.S., EATM., LVA.
Mel Ward joined Pro Medicus Limited as a Director on 4 April, 2000. He is a director of a number of companies including Coca-Cola Amatil Ltd, insurance Manufacturers of Australia Pty Ltd, Macquarie Communications Infrastructure Group, Western Australian Newspapers Holdings Limited and Transfield Services Limited. After a long career in the communications sector, he retired as Managing Director of Telecom Australia (Telstra) in 1992.
Dr Peter David Jonson DEPUTY CHAIRMAN
B.Committees: M.A. Moost PhD. FATC.D. FAA.3.5.
Peter Jonson joined Pro Medicus as a Director on 4th April 2000. He is Chairman of the Australian Institute for Commercialisation and of the Cooperative Research Centre for Microtechnology. He is a director of Village Roadshow Ltd and of Sequoía Capital Management Ltd. He is Chair Emeritus of the Melbourne Institute, having served as the Chair of its Advisory Board from 1992 to 2002. In his previous career, Peter was an economist at the Reserve Bank of Australia for 17 years, including 7 years in its most senior economics post, then called Head of Research. He subsequently worked in the private finance industry for 12 years including CEO of Norwich Financial Services Ltd and Managing Director and then Chairman of ANZ Funds Management. Peter is a fellow of the Australian Institute of company Directors and of the Academy of the Social Sciences in Australia.
Dr Sam Aaron Hupert MANAGING DIRECTOR AND CEO MAAS
Co-founder of Pro Medicus Limited in 1983, Sam Hupert is a Monash University Medical School graduate who commenced General Practice in 1980. Realising the significant potential for computers in medicine he left general practice in late 1984 to devote himself full time to managing the Company.
Anthony Barry HallEXECUTIVE DIRECTOR AND TECHNOLOGY DIRECTOR .B.So.frkinst, M.Sc.
Co-founder of Pro Medicus Limited in 1983, Anthony Hall has been principal architect and developer of the core software systems. His current role is to oversee all product development and plan the future technical direction of the Company.
Philip Gregory Molyneux NON-EXECUTIVE DIRECTOR B.Econ, EC.A.
Philip Molyneux joined Pro Medicus Limited as a Director on 4 April, 2000. He is Chairman of Anadis Limited, and Equity Trustees Limited, a director of Centre for Eye Research Australia Limited, Australian National Academy of Music and Corps of Commissionaires (Victoria) Limited. He is also a trustee of Monash-University Accident Research Foundation.
All Directors were in office from the beginning of the financial year until the date of this report.
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Geoffrey William Holden COMPANY SECRETARY
Geoffrey Holden has been company secretary for 4 years. Prior to holding this position he was Manager Finance and Administration of Victorian Imaging Group for 9 years and held various roles within other organisations including 6 years at Dunlop and 10 years with Touche Ross & Co Chartered Accountants. Geoffrey has been a registered Chartered Accountant for 30 years.
INTEREST IN THE SHARES AND OPTIONS OF THE COMPANY
As at the date of this report, the interests of the directors in the shares and options of the Company were:
| ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, | Ordinary Shares | Options overOrdinary Shares |
|---|---|---|
| A. B. Hall | 40.068.500 | 425,000 |
| S. A. Hupert | 40.072.660 | 425,000 |
| M. K. Ward | 50.000 | 400,000 |
| P. D. Jonson | 50.000 | 200,000 |
| P. G. Molyneux | 25,000 | 200,000 |
EARNINGS PER SHARE
| ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ | Cants |
|---|---|
| Basic earnings per share | 3.6 |
| Diluted earnings per share | 3.6. |
DIVIDENDS
| દે જીવાય જેવા | ||
|---|---|---|
| Final dividends recommended: | ||
| on ordinary shares٠ | 2.25 | 2.25C |
| Dividends paid in the year: | ||
| Interim for the year | ||
| • on ordinary shares | 1.25 | 1.250. |
| Final for 2003 shown as recommended in the 2003 report: | ||
| on ordinary shares٠ | 2.0 | າດດ |
CORPORATE INFORMATION
Corporate Structure
Pro Medicus Limited is a company limited by shares that is incorporated and domiciled in Australia.
Nature of operations and principal activities
The principal activities of the Company during the year were the supply to diagnostic imaging groups and a broad range of groups within the private medical market in the following areas of;
- provision of computer hardware, network design and installation services;
- innovative proprietary medical software;
- $\mathcal{L}^{(1)}$ ongoing support and service contracts, which provide help desk support; and
- Promedicus.net secure email. $\kappa$ .
Promedicus.net has been further developed and marketed during the year.
In addition development has been completed for the following new products:
- RIS/PACS interface for the Agfa digital radiology system; and $\mathcal{L}^{(1)}$
- ProMed Clinical a GP electronic health record system.
Apart from this, there have been no significant changes in the nature of activities during the year.
REVIEW AND RESULTS OF OPERATIONS
Investment Activities
Surplus funds are invested by the Company in commercial bills to maximise the interest return on surplus monies. At year end all bills had been cashed out and the proceeds recorded as cash at bank.
During the year an amount of $75,000 was paid to acquire the intellectual property to Promed Clinical, a clinical records system which will enable the company to aggressively compete in the GP desktop space currently serviced by other clinical record products.
Performance indicators
Management and the Board monitor overall performance, from the strategic plan through to the performance of the Company against operating plans and financial budgets.
The Board, together with management, have identified key performance indicators (KPIs) that are used to monitor performance. Key management monitor these KPIs on a regular basis and Directors receive appropriately structured board reports for review prior to each monthly Board meeting allowing them to actively monitor the Company's performance.
Oynamics of the Business
The gross margin has been maintained this year as a result of a similar software and service sales product mix compared with last year. It is anticipated that this sales mix and margin are likely to be maintained in future.
Operating Results for the Period
Pro Medicus reported an after tax profit of $3.577 million. This published result for the current period, including the fundamental error adjustment relating to the reversal of accrued income for a deferred contract [please refer Note 2(b) of the Financial Statements], shows a reduction in profit before tax of $1.417m to $5.020m. After reversing the fundamental error adjustment back to 2003, the period in which it occurred. Pro Medicus 2004 results showed the second most profitable year in its history.
During the past financial year, the company continued its focus on higher margin software sales, e-health and services. Profit before tax to revenue from operating activities on published figures decreased to 63.5% (2003: 70.7%). However, after reversing the fundamental error adjustment back to 2003, the period in which it occurred, the results show profit before tax to revenue from operating activities increased to 68.4% (2003: 66.3%) on these restated figures.
Promedicus.net, the company's e-health offering, continued its strong growth in both the number of doctors registered as well as transaction volumes, which have now exceeded 6 million, making promedicus.net the leading e-health provider in Australia. The network carried 2.4 million transactions for the year, a 27.8% increase on the previous year. The company continued to maximise the value of promedicus, net by extending its use to non-radiology providers, a trend it anticipates will accelerate in the 2005 financial year. It also intends to leverage its relationship with the 16,000 doctors on the network to promote its other products and services, including the recently launched ProMed Clinical software.
Building on the success of the first digital imaging installation at Lake Imaging, the company has now installed the technology at 10 sites, importantly covering private, large corporate and public radiology providers. Due to the size and complexity of these negotiations, the company has experienced slightly longer than expected lead times for sales of these products, but the level of recent market interest reinforces the company's confidence that the efficiency and clinical benefits the technology offers will inevitably drive the radiology industry towards a fully digital environment.
SUMMARISED OPERATING RESULTS
| かいとみ | ||
|---|---|---|
| Favoruses | MeauitsSetore Tax | |
| Product and Service Groups | ||
| Core Business | 4,667 | 2,836 |
| Promedicus.net | 2,105 | 1.645 |
| RIS/PACS | 1.128 | 539 |
| Total sales from operating activities and operating profit | 7,900. | .020 |
Shareholder Returns
The Company is pleased to report that dividend return to shareholders of 3.5 cents per share has exceeded the percentage return paid in the previous year. Despite extra dividend payments the company has increased cash holdings and the reductions in return on net assets and equity as shown in the table below, reflect the retention of extra cash in the business and the effect of the fundamental error adjustment on current period profit.
| ねいしっと | 98882 | あいちらしゅ | 2636363 | ||
|---|---|---|---|---|---|
| Basic earnings per share - reported (cents) | 3.6 | 4.5 | 4.8 | 4.7 | 3.3 |
| Basic earnings per share - restated (cents) | 4.4 | -3.7 | n/a | n/a | n/a |
| Return on assets (%) | 38.4 | 51.3 | 59.4 | 66.6 | 74.3 |
| Return on equity (%) | 32.3 | 42.3 | 64.6 | 79.5 | 99.6 |
| Net debt / equity ratio (%) | 1.2 | 1.8 | 3.3 | 62 | 11.3 |
| Dividend payout ratio (%) | 97.9 | 71.5 | 51.9 | 55.1 | 51.7 |
| Available franking credits (tax paid basis) ($'000) | 4.923 | 4.840 | 3 A7- | 3.057 | .713 |
Investments for Future Performance
The Company will continue to direct resources into the development of new products and in particular is committed to the research being undertaken within both the core RIS/PACS and Promedicus.net areas. In turn, this will translate into an increase in sales and, more importantly, to a significant improvement in the bottom line of the operation.
The Company's workforce remained about the same level as last year, in spite of the increased activity and continued product development. The Company has increased its level of activity, largely due to the efforts of employees at all levels. The directors express their gratitude for the efforts of all employees in achieving this year's result.
The workforce currently stands at 16 full time and 1 casual employee compared with 17 full time in 2003. The group believes that there needs to be a small increase in staff numbers to ensure that effort can be maintained and new initiatives will have the staffing resources necessary for their success.
The Company remains committed to providing staff with access to appropriate training and development programs, together with the resources to complete their duties.
REVIEW OF FINANCIAL CONDITION
Capital Structure
The company has a sound capital structure. This is clear in the debt/equity ratio, which is 1.2% in the current year and was 1.8% in the previous vear.
The directors believe that the debt to equity ratio for the Company could be higher, if the need for expansion or acquisition required extra funds sourced from borrowings. The Directors are satisfied with the ratio as it currently stands.
Treasury Policy
The Company is not exposed to any interest rate or significant currency sensitive loans or debts. The treasury function, co-ordinated within Pro Medicus Limited, is basically limited to maximising interest return on surplus funds. The treasury operates within policies set by the Board, which is responsible for ensuring that management's actions are in line with board policy.
During the financial period, surplus cash was deposited to various bank instruments and Cash Management accounts to maximise the interest earned. At balance date there was $10.5m of cash available to the company.
Cash from Operations
Net cash flows from operating activities decreased slightly from $4.5m in the previous year to $4.4m in the current period. The decrease in cash from operating activities was largely due to reduced sales and consequent lower receipts from customers, offset by reduced payments to suppliers, higher interest income and consequent lower tax payments. Net operating cash flow excluding tax payments was reduced compared with the previous year.
There was a decrease in receipts from customers of approximately 11% and the ratio of payments to suppliers and employees, as a percentage of receipts from customers showed an increase of 9%.
Llouidity and Funding
The Company is cash flow positive, has substantial cash reserves and has no overdraft facility. Sufficient funds are held to finance operations.
Risk Management
The Company takes a proactive approach to risk management. The Board is responsible for ensuring that risks, and also opportunities, are identified on a timely basis and that the Company's objectives and activities are aligned with the risks and opportunities identified by the Board
The Company believes that it is crucial for all Board members to participate in this process, as such the Board has not established separate committees for areas such as risk management, environmental issues, occupational health and safety or treasury.
The Board has a number of mechanisms in place to ensure that management's objectives and activities are aligned with the risks identified by the Board. These include the following:
- Board approval of strategic plans, which encompass the company's vision, mission and strategy statements, designed to meet stakeholder needs and manage business risk;
- Implementation of Board approved operating plans and budgets and Board monitoring of progress against these budgets, including the establishment and monitoring of KPIs; and
- Oversight of appropriate backup procedures for important company data.
Corporate Governance
In recognising the need for the highest standards of corporate behaviour and accountability, the directors of Pro Medicus Limited support and have adhered to the principles of good corporate governance. Please refer to the separate "Corporate Governance" section for more details of specific policies.
dies is 'n na 't Cont
Statement of Compliance
The above report is based on the quidelines in The Group of 100 Incorporated publication Guide to the Review of Operations and Financial Condition
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
Shareholders' equity increased to $11.075m from $10.748m, an increase of $0.33m (2003: $3.3m) or 3% (2003: 44%). The movement was largely the result of retaining more cash in the business relative to the previous year. Increased dividend payout has reduced the growth in cash funds this year but directors consider funds on hand sufficient to cover any anticipated requirements.
SIGNIFICANT EVENTS AFTER THE BALANCE DATE
A Final Dividend of 2.25 cents per share (2003; 2.0) has been declared post 1 July. Please refer Note 5(c). This Final Dividend was based on the Directors' decision to change the dividend policy in future to distribute higher dividend amounts.
On 13 August 2004 HCN Limited was ordered to pay the costs (including reserved costs) of Pro Medicus Limited of and incidental to both Federal Court proceedings N1004 of 2004 and V755 of 2004, to be taxed if not agreed.
An executive [non-directors] performance based incentive share plan is to be implemented. At the date of this report the structure to manage this has not been completed nor have any allocations of shares been made.
No other significant post balance date events have been identified.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
The Directors foresee that the 2005 financial year will be a period of consolidation for sales of the traditional core products and during which the changes made in the 2004 financial year will have their full impact. The most significant areas for change will be in:
- Continued marketing of the Radiology Information System (RIS)/PACS interface to the Australian market;
- $\mathbf{z}_\mathrm{c}$ . Expansion of the business to International markets to promote the (RIS)/PACS products developed under the alliance with Agfa-Gevaert Limited:
- Continued sales of the Pro Medicus Appointments System;
- Continued installation and use of the Promedicus.net secure email product and Specialist Report Sender;
- Sales of ProMed Clinical desktop: and
- The company intends to focus on overseas expansion following the successful installation and support of it's seventeen UK sites. It is now looking for further international opportunities for it's world class digital radiology integration technology.
It is anticipated that the 2005 financial year will show substantial improvement in profits. However, this is dependant on many market factors over which the directors have no control.
FRVEGNMENTAL REGULATION AND PERFORMANCE
The Company has no identified risk with regard to environmental regulations currently in force. There have been no known breaches by the Company of any regulations.
dirantar3 ranti Cont.
SHARE OPTIONS
Un-issued Shares
As at the date of this report, there were 2,470,000 un-issued ordinary shares under options (2,470,000 at balance date). Refer to Notes 16 and 20 of the financial statements for further details of the options outstanding.
Option holders do not have any right, by virtue of the option, to participate in any share issue of the Company.
Shares (ssued as a Result of the Exercise of Octions
During the financial year, no employees or directors have exercised any option to acquire fully paid ordinary shares in Pro Medicus Limited. Since the end of the financial year, no options have been exercised.
Under the terms of the Share Option Plan 20% of the options vest on each anniversary of the date of commencement 25 August 2000 and can be converted into fully paid shares.
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
During the financial year, the Company did not indemnify any person for any reason.
During or since the financial year, the Company has paid premiums in respect of a contract for Directors' & Officers'/Company Re-Imbursement Liability insurance for directors, officers and Pro Medicus Limited for costs incurred in defending proceedings against them.
Terms of this cover are confidential and are not disclosed per Corporations Act 2001 section 300(9).
ROHNDING
The amounts contained in this report and in the financial report have been rounded to the nearest $1,000 (where rounding is applicable) under the option available to the Company under ASIC Class Order 98/0100. The Company is an entity to which the Class Order applies.
DIRECTORS' AND OTHER OFFICERS' EMOLUMENTS
Remimeration Pollov
In order to maintain good corporate governance the Non-Executive Directors will assume responsibility for determining and reviewing compensation arrangements for the Chief Executive Officer and Technical Director. The full Board will review the terms of employment for the Company Secretary.
The Board has delegated the responsibility of executive remuneration to the management who will assess the appropriateness of the nature and amount of emoluments of such officers on a periodic basis by reference to relevant employment market conditions with the overall objective of ensuring maximum stakeholder benefit from the retention of a high quality executive team. Such officers are given the opportunity to receive their base emolument in a variety of forms including cash and fringe benefits such as motor vehicles and expense payment plans, it is intended that the manner of payment chosen will be optimal for the recipient without creating undue cost for the Company.
To assist in achieving these objectives, the Board links the nature and amount of officers' emoluments to the Company's financial and operational performance.
Details of the nature and amount of each element of the emolument of each director of the Company and each of two executive officers of the Company receiving the highest emolument for the financial year are as follows:
EMOLLIMENTS' OF DIRECTORS OF PRO MEDICLIS LIMITED
| Annual Emoluments | i.ong Term Emskunents | ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, | ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, | ||||
|---|---|---|---|---|---|---|---|
| Base Fee/Salary | KA ya m | Options Vesting During | Sancer- | ||||
| the Current Period® | sennersitören | Yazar | |||||
| Ś | 鍌 | Mundaer | Se | 96 OC | S. | 鍌 | |
| Werntmoration | |||||||
| A. B. Hall | 268,998 | 8.491 | 85,000 | 18.777 | 6.1 | 11.002 | 307,268 |
| S. A. Hupert | 268,998 | 9.674 | 85,000 | 18.777 | 6.1 | 11.002 | 308.451 |
| M. K. Ward | 60,000 | 80,000 | 17.672 | 21.3 | 5.400 | 83,072 | |
| P. D. Jonson | 30,000 | 40,000 | 8.836 | 21.3 | 2,700 | 41,536 | |
| P. G. Molyneux | 30,000 | 40.000 | 8.836 | 21.3 | 2.700 | 41,536 | |
| Total | 657,996 | 18,165 | 330,000 | 72.898 | 32.804 | 781,863 |
EMOLLIMENTS' OF THE TWO MOST HIGHLY PAID EXECUTIVE OFFICERS# OF THE COMPANY
| Amuał Emoluments | ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,Long Term Emoluments | |||||
|---|---|---|---|---|---|---|
| Sater's | 5%-decembri | Options Vesting During | 53333 | |||
| the Current Period® | annuation | Triller | ||||
| Humber | ||||||
| D. Tauber | 255,665 | 70.000 | 15.463 | 11.002 | 282.130 | |
| G. W. Holden | 95.000 | ത | 3.755 | 38.333 | 137.088 | |
| Total | 350.665 | ".AQO87 | 19.218 | 49.335 | 419.218 |
Notes
. . . . . . . . . . . . . . . . . . .
. The elements of employments have been determined on the basis of the cost to the Company.
Executives are those drectly sociourbidde and sespendiate for the operational management and stategic disolicion of the Company. Interpretation of this definition results in two staff members being identified to report b purposes.
process.The company has adopted the Gauge mass and decise of AASS 2 "Share based as the company for all options of a security and decise and decise and decise and they 2003.The lar value of such gants is being anothed an as included in a color of the set of the set of the set of the set of the control of the set of the set of the set of the set of the set of the set of the set of the set of the set of the set of the set of the set of the s the underlying share and the expected life of the option. For further details, refer to Note 20 to the tinancial statements.
DIRECTORS' MEETINGS
The numbers of meetings of directors (including meetings of committees of directors) held during the year and the number of meetings attended by each director were as follows:
| Directors'Meetinas | Strategic PlanningCorrena Chas | Audit Committee | |
|---|---|---|---|
| Number of meetings held: | |||
| Number of meetings attended: | |||
| A. B. Hall | |||
| S. A. Hupert | |||
| M, K, Ward | |||
| P. D. Jonson | |||
| P. G. Molyneux |
Signed in accordance with a resolution of the Directors.
eSiederija Steinsterna Green $\mathcal{L}$
M K Ward DIRECTOR Melbourne, 26 August 2004.
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| year ended 30 june 2004 | どうぞうかい | かいにち81000 | 2003$1000 |
|---|---|---|---|
| REVENUES FROM ORDINARY ACTIVITIES | |||
| BEFORE FUNDAMENTAL ERROR | 9,610 | 9.502 | |
| Correction of Fundamental Error | 2(b) | (1,208) | |
| REVENUES FROM ORDINARY ACTIVITIES | $\overline{2}$ | 8,402 | 9.502 |
| Borrowing costs expense | 3 | (11) | (14) |
| Other expenses from ordinary activities | 3 | (3,371) | (3,051) |
| PROFIT FROM ORDINARY ACTIVITIES BEFORE | |||
| INCOME TAX EXPENSE | 5,020 | 6.437 | |
| INCOME TAX EXPENSE RELATING TO ORDINARY ACTIVITIES | 4 | (1, 443) | (1,891) |
| PROFIT FROM ORDINARY ACTIVITIES AFTER | |||
| INCOME TAX EXPENSE | 3,577 | 4,546 | |
| NET PROFIT. | 3,577 | 4,546 | |
| NET PROFIT ATTRIBUTABLE TO MEMBERS OF | |||
| PRO MEDICUS LIMITED | 17 | 3,577 | 4.546 |
| TOTAL CHANGES IN EQUITY OTHER THAN THOSE | |||
| RESULTING FROM TRANSACTIONS WITH OWNERS AS OWNERS | 3.577 | 4,546 | |
| Basic earnings per share (cents per share) - reported | 22 | 3.6 | 4.5 |
| Diluted earnings per share (cents per share) - reported | 22 | 3.6 | 4.5 |
| Basic earnings per share (cents per share) - restated | 22 | 4.4 | 3.7 |
| Diluted earnings per share (cents per share) - restated | 22 | 4.4 | 3.7 |
| Franked dividends per share (cents per share) | 5 | 3.50 | 3.25 |
College to the college to the college to the college to the college to the college to the college to the coll
| as at 30 june 2004 | Harleson, | 2004H 000 | 2003$1000 |
|---|---|---|---|
| CURRENT ASSETS | |||
| Cash assets | 18(b) | 10,479 | 9,579 |
| Receivables | 6 | 2,014 | 2,483 |
| Inventories | 7 | 4 | 5 |
| TOTAL CURRENT ASSETS | 12,497 | 12,067 | |
| NON-CURRENT ASSETS | |||
| Intangible Asset | 8 | 75 | |
| Property, plant and equipment | 9 | 229 | 239 |
| Deferred tax assets | 10 | 257 | 237 |
| TOTAL NON-CURRENT ASSETS | 561 | 476 | |
| TOTAL ASSETS | 13,058 | 12,543 | |
| CURRENT LIABILITIES | |||
| Payables | 11 | 477 | 280 |
| Interest-bearing liabilities | 12 | 133 | 68 |
| Current tax liabilities | 4 | 541 | 556 |
| Provisions | 13 | 504 | 492 |
| TOTAL CURRENT LIABILITIES | 1,655 | 1,396 | |
| NON-CURRENT LIABILITIES | |||
| Interest-bearing liabilities | 14 | 123 | |
| Deferred tax liabilities | 4 | 12 | 12 |
| Provisions | 15 | 316 | 264 |
| TOTAL NON-CURRENT LIABILITIES | 328 | 399 | |
| TOTAL LIABILITIES | 1,983 | 1,795 | |
| NET ASSETS | 11,075 | 10,748 | |
| EQUITY | |||
| Contributed equity | 16 | 9 | 9 |
| Retained profits | $17,$ | 11,066 | 10,739 |
| TOTAL EQUITY | 11,075 | 10,748 |
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| year ended go jirke 2004 | Charles Cortis | 2004270.OO | 2003$1000 |
|---|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | |||
| Receipts from customers | 8,385 | 9.451 | |
| Payments to suppliers and employees | (3,044) | (3, 158) | |
| Interest received | 502 | 388 | |
| Borrowing costs | (11) | (14) | |
| Income tax paid | (1,478) | (2, 191) | |
| NET CASH FLOWS FROM OPERATING ACTIVITIES | 18(a) | 4,354 | 4.476 |
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| Purchase of property, plant and equipment | (71) | (31) | |
| Purchase of ProMed Clinical | (75) | ||
| Redemption/(Purchase) of commercial bills | 6,000 | ||
| NET CASH FLOWS FROM/(USED IN) INVESTING ACTIVITIES | (146) | 5,969 | |
| CASH FLOWS FROM FINANCING ACTIVITIES | |||
| Repayments of hire purchase borrowings | (58) | (57) | |
| Payment of dividends on ordinary shares | (3,250) | (2,750) | |
| NET CASH FLOWS (USED IN) FINANCING ACTIVITIES | (3,308) | (2,807) | |
| NET INCREASE/(DECREASE) IN CASH HELD | 900 | 7.638 | |
| Add opening cash brought forward | 9,579 | 1,941 | |
| CLOSING CASH CARRIED FORWARD | 18(b) | 10,479 | 9,579 |
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(a) Basis of accounting
The financial report is a general-purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2001, which includes applicable Accounting Standards. Other mandatory professional reporting requirements (Urgent Issues Group Consensus Views) have also been complied with.
The financial statements have been prepared in accordance with the historical cost convention. Cost in relation to assets represents the cash amount paid or the fair value of the assets given in exchange.
(b) Changes in accounting policies
The accounting policies adopted are consistent with those of the previous year.
(c) Foreign currencies
Translation of foreign currency transactions
Transactions in foreign currencies are converted to local currency at the rate of exchange ruling at the date of the transaction. Foreign currency monetary items that are outstanding at the reporting date (other than monetary items arising under foreign currency contracts where the exchange rate for that monetary item is fixed in the contract) are translated using the spot rate at the end of the financial year.
(d) Cash and cash equivalents
Cash on hand and in banks and short-term deposits are stated at nominal value. For the purposes of the Statement of Cash Flows, cash includes cash on hand and in banks.
(e) Receivables
Trade receivables are recognised and carried at original invoice amount less a provision for any un-collectable debts. A provision is raised for doubtful debts based on general and specific review of outstanding amounts at balance date. Bad debts are written-off as incurred.
th trivestments
Investments are carried at the lower of cost and recoverable amount.
(a) inventaries
Inventories are valued at the lower of cost and net realisable value. The cost of finished goods represents the purchase cost and is assigned on a first in first out basis.
(h) Recoverable Amount
Non-current assets are not carried at an amount above their recoverable amount, and where carrying values exceed this recoverable amount assets are written down. In determining recoverable amount, the expected net cash flows have been discounted to their present value using a market determined risk adjusted discount rate.
(i) Plant and equipment
Cost and valuation
Plant and equipment is carried at cost.
Depreciation
Depreciation is provided on a straight-line basis or diminishing value basis on all plant and equipment. Depreciation rates are calculated to allocate the cost less estimated residual value at the end of the useful lives of assets against revenue over those estimated useful lives.
GIRTING YOT GIQIIILADE accessing policie cont.
| rajor depreciation periods. | 2304 | 2003. |
|---|---|---|
| Property Improvements | 2 TO 7 YEARS | 2 to 7 years |
| Motor Vehícles | 4 TO 5 YEARS | 4 to 5 years |
| Office Equipment | 2 TO 7 YEARS | 2 to 7 years |
| Furniture and Fittings | 5 YEARS | 5 vears |
| Research and Development Equipment | 3 TO 4 YEARS | 3 to 4 years |
(i) Hire Purchase Mability
Acquisitions by means of hire purchase are capitalised recording an asset and liability equal to the fair value of the asset acquired. Hire purchase repayments are allocated between the reduction of the hire purchase liability and interest expense for the year.
(k) Research & development costs Research and development costs are expensed as incurred.
(i) Trade and other payables
Liabilities for trade creditors and other amounts are carried at cost, which is the fair value of the consideration to be paid in the future for goods and services received, whether or not billed to the entity.
Im) Provisions
Dividends payable are recognised when a legal or constructive obligation to pay the dividend arises, typically following approval of the dividend at a meeting of directors.
(n) Share capital
Ordinary share capital is recognised at the fair value of the consideration received by the Company.
(o) Revenue recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the entity and the revenue can be reliably measured. The following specific recognition criteria must also be met before revenue is recognised:
Sale of propin
Control of goods has passed to the buyer. Control of goods passes to the buyer on delivery.
Service Income
Where the contract outcome can be reliably measured, control of the right to be compensated for the services and the stage of completion can be reliably measured. Stage of completion is measured by completion of identifiable service segments.
Sales Revenue is recognised over the term of the contract. Where revenue is received in advance, revenue is recognised in the period during which service was provided.
Where the contract outcome cannot be reliably measured, revenue is recognised only to the extent that costs have been incurred.
1 magyord
Control of the right to receive licensing fees.
Interest
Control of the right to receive the interest payment.
(p) Income Tax
Tax-effect accounting is applied using the liability method whereby income tax is regarded as an expense and is calculated on the accounting profit after allowing for permanent differences. To the extent timing differences occur between the times items are
GIRTHAY OF GIRING atantening policie OOR
recognised in the financial statements and when items are taken into account in determining taxable income, the net related taxation benefit or liability, calculated at current rates, is disclosed as a future income tax benefit or a provision for deferred income tax. The net future income tax benefit relating to tax losses and timing differences is not carried forward as an asset unless the benefit is virtually certain of being realised.
The income tax expense for the year is calculated using the 30% tax rate.
(a) Employee entitlements
Provision is made for employee entitlement benefits accumulated as a result of employees rendering services up to the reporting date.
Liabilities arising in respect of wages and salaries and annual leave, expected to be settled within twelve months of the reporting date are measured at their nominal amounts based on remuneration rates which are expected to be paid when the liability is settled. All other employee benefit liabilities are measured at the present value of the estimated future cash outflow to be made in respect of services provided by employees up to the reporting date. In determining the present value of future cash outflows, the market yield as at the reporting date on national government bonds, which have terms to maturity approximating the terms of the related liability, are used.
Employee benefit expenses and revenues arising in respect of the following categories:
- Wages and salaries, non-monetary benefits, annual leave, long service leave and other leave benefits and
- $\mathbf{L}$ Other types of employee benefits
are recognised against profits on a net basis in their respective categories.
Contributions are made by the Company to employee superannuation funds and are charged as expenses when incurred. Currently, fair values of the option plan allocations are not recognised as expenses in the financial statements. Please refer to note 20(e) for further details.
(r) Carnings per share
Basic earnings per share is determined by dividing the profit from ordinary activities after related income tax expense by the weighted average number of ordinary shares outstanding during the financial year.
Diluted earnings per share is determined by dividing the profit from ordinary activities after related income tax expense by the weighted average number of ordinary shares (both issued and potentially dilutive) outstanding during the financial year.
(s) Leases
Leases are classified at their inception as either operating or finance leases based on the economic substance of the agreement so as to reflect the risks and benefits incidental to ownership.
Operating Leases
The minimum lease payments of operating leases, where the lessor effectively retains substantially all of the risks and benefits of ownership of the leased item, are recognised as an expense on a straight-line basis.
Finance Leases
Leases which effectively transfer substantially all of the risks and benefits incidental to ownership of the leased items to the group are capitalised at the present value of the minimum lease payments and disclosed as property plant and equipment under lease. A lease liability of equal value is also recognised.
Capitalised leased assets are depreciated over the shorter of the estimated useful life of the assets and the lease term. Minimum lease payments are allocated between interest expense and reduction of the lease liability with the interest expense calculated using the interest rate implicit in the lease and charged directly to the Statement of Financial Performance.
(t) Comparatives
Where necessary, comparatives have been reclassified and repositioned for consistency with current year disclosures. Comparative earnings per share has been adjusted for the fundamental error. Please refer to Note 22,
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| 30 3 00% 2004 | 2003. | |
|---|---|---|
| S OO O | ||
| 2 (a). REVENUE FROM ORDINARY ACTIVITIES | ||
| REVENUES FROM OPERATING ACTIVITIES | ||
| Sale of goods | 285 | 701 |
| Service Income | 7,302 | 6.116 |
| Licence Income | 1.521 | 2.283 |
| Licence & Service Income fundamental error | (1,208) | |
| Total revenues from operating activities | 7,900 | 9.100 |
| REVENUES FROM NON-OPERATING ACTIVITIES | ||
| Interest | ||
| Other | 502 | |
| Total interest | 502 | 402 |
| Total revenues from outside the operating activities | 502 | 402. |
| Total revenues from ordinary activities | 8.402 | 9.502 |
2 (b). FUNDAMENTAL ERROR IN ACCRUED REVENUE
In June 2002, the company entered into a Heads of Agreement (HoA) with Mayne Health Diagnostic Imaging (Mayne), a major radiology provider. As part of the HoA, Mayne was to standardise its national IT network by using the full suite of Pro Medicus' software and e-health products including a significant "roll-out" of the company's appointments programme.
On the basis of the HoA, Pro Medicus implemented and was paid by Mayne for a range of products and services covered by the agreement. Appointments software installation work was completed and revenue accrued.
Mayne subsequently advised the company, citing internal, non Pro Medicus related reasons, that it had decided to defer final implementation of the Appointments system beyond June 2004.
Due to the deferral the directors, as a matter of appropriate and prudent financial reporting, reversed the accrued revenue for this Appointments system work pending final resolution of the deferral. All costs associated with the work completed have been expensed.
| 30 JUNE 2004 | かさこうみ | 2003. |
|---|---|---|
| restated | restated | |
| WO08 | S'OOO | |
| Revenues from ordinary activities | 9.610 | 8.294 |
| Expenses from ordinary activities | (3,382) | (3,065) |
| Profit from ordinary activities before income tax expense | 6.228 | 5.229 |
| Income tax expense | (1.805) | (1.529) |
| Profit from ordinary activities after income tax expense | 4,423 | 3.700 |
| RESTATEMENT OF RETAINED PROFITS | ||
| Previously reported retained profits at the beginning of the reporting period | 10.739 | 7.443. |
| Correction of fundamental error (net of income tax expense at 30%) | (846) | |
| Restated retained profits at the beginning of the reporting period | 9.893 | 7.443 |
| Profit from Ordinary Activities after income tax expense | 4.423 | 3.700 |
| Less Final Dividend | (3,250) | (1.250) |
| Restated Retained Profits at the reporting date | 11.066 | 9.893 |
TOLE OOT!
| 3. Expenses and losses/(Gains)Profit from ordinary activities has been determinedafter charging /(crediting) the following items:(a) ExpensesBorrowing costs expensedInterest on Hire Purchase contracts11141114Total borrowing costs expensedAccounting & Secretarial Fees15412867Advertising and Public Relations122Cost of Goods Sold269295Depreciation and Amortisation$17,$Property ImprovementsMotor Vehicles4135Office Equipment2018Furniture and Fittings1718$\overline{5}$7Research & Development Equipment9979Total Depreciation and Amortisation Expenses10796Insurance7Legal Costs96Operating Lease Expenditure167163Other Expenses155141Research & Development costs7556691,323Salaries and Employee Benefits Expense1,399Travel and Accommodation63683,371Total Other Expenses from Ordinary Activities3,051(b) Losses/(gains)Net foreign currency (gains)/losses(12)$\langle 1 \rangle$Total (gains)/losses(12)∭4. INCOME TAXThe prima facie tax, using tax rates applicable in the country of operation,on profit from ordinary activities differs from the income tax provided in the financialstatements as follows:Prima facie tax on profit from ordinary activities1,5061,931Tax effect of permanent differencesNon-deductible Entertainment33Non-deductible Legal Costs6Life and Trauma Insurance1316Research & Development Concession(88)(85)Non-deductible depreciation on Motor Vehicles$\overline{2}$5Other items (net)(1)(1)Under/(over) provision of previous year241,443Income tax expense relating to ordinary activities1,891 | 30 JUNE 2004 | Karlenn | かわこと | 2003 |
|---|---|---|---|---|
| G7000 | $700 | |||
note cont.
| -30 JUNE 2004 | そうしゃかい | かいとみ | 2003. |
|---|---|---|---|
| S'OOO | $000 | ||
| DEFERRED TAX ASSETS AND LIABILITIES | |||
| Current tax payable | 541 | 556 | |
| Provision for deferred income tax - non-current | 12 | 12 | |
| Future income tax benefit - non-current | 10 | 257 | 237 |
| This future income tax benefit will only be obtained if: |
(a) future assessable income is derived of a nature and of an amount sufficient to enable the benefit to be realised;
(b) the conditions for deductibility imposed by tax legislation continue to be complied with; and
(c) no changes in tax legislation adversely affect the consolidated entity in realising the benefit.
5. DIVIDENDS PAID OR PROVIDED FOR ON ORDINARY SHARES
| (a) Dividends proposed and recognised as a liability | ||
|---|---|---|
| Franked dividends 2004; (nil cents per share), (2003; nil cents per share) | ||
| (b) Dividends paid during the year | ||
| Current year interim91 | ||
| Franked dividends (1.25c per share) (2003: 1.25c) | 1.250 | 1.250 |
| 1.250 | 1.250 | |
| Previous year final-91 | ||
| Franked dividends (2.0c per share) (2003: 1.5c) | 2.000 | 1.500 |
| (c) Dividends proposed and not recognised as a Nability (-21 | ||
| Franked dividend (2.25c per share) (2003: 2.0c) | 2.250 | 2.000 |
| (d) Franking credit balance | ||
| The amount of franking credits available for the subsequent financial year are: | ||
| - franking account balance as at the end of the financial year (at 30%) | 4.369 | 4.284 |
| - franking credits that will arise from the payment of income tax payable as at the end | ||
| of the financial year | 541 | 556 |
| - franking debits that will arise from the payment of dividends as at the end of the | ||
| financial year | ||
| - franking credits that will arise from the receipt of dividends recognised as receivables | ||
| at the reporting date | ||
| - franking credits that the entity may be prevented from distributing in the subsequent | ||
| financial year | ||
| 4.910 | 4.840 |
Franking credits above are reported on a "tax paid" basis.
The tax rate at which paid dividends have been franked is 30%, (2003: 30%).
Dividends proposed and not recognised as a liability at 30 June 2004 were fully franked.
at the rate of 30% (2003: 30%).
nate cont.
| 30 JUNE 2004 | Xara | 23024 | 2003 |
|---|---|---|---|
| $700 | $000 | ||
| G. AECENAELES (CURRENT) | |||
| Trade Debtors | 1,973 | 2.432 | |
| Other Debtors and Prepayments | 41 | 51 | |
| Total Receivables (Current) | 2,014 | 2,483 | |
| TERMS AND CONDITIONS RELATING TO THE ABOVE FINANCIAL INSTRUMENTSTrade debtors are on 30 day trading terms.${0}$ | |||
| 7. INVENTORIES (CURRENT) | |||
| Finished goodsAt cost | $\overline{5}$ | ||
| Total inventories at lower of cost and net realisable value | 5 | ||
| 8. INTANGIBLES | |||
| Investment in ProMed Clinical [Medibase] | |||
| At cost | 75 | ||
| Total Intangibles | 75 | ||
| Property ImprovementsAccumulated depreciation | 184(182) | 184(182) | |
| $\overline{2}$ | $\mathbf{2}$ | ||
| Motor Vehicles | 34 | 30 | |
| Accumulated depreciation | (3) | (29) | |
| 4431446(338)108163(110)53216(199)1796(78)182291,139(910)229 | |||
| Motor Vehicles Under Hire Purchase | 446 | ||
| Accumulated amortisation | (306) | ||
| 140 | |||
| Office Equipment | 146 | ||
| Accumulated depreciation | (89) | ||
| Furniture & Fittings | 57222 | ||
| Accumulated depreciation | (190) | ||
| 32 | |||
| Research & Development Equipment | 197 | ||
| Accumulated depreciation | (190) | ||
| 7 | |||
| Total plant and equipment | 239 | ||
| Total plant and equipment Cost | 1,225 | ||
| Accumulated depreciation and amortisation | (986) | ||
| Total written down amount | 239 |
During the period certain assets no longer in use with a zero written down value were scrapped by offsetting the Cost and Accumulated Depreciation amounts to a value of $126,550 (2003: $172,034). There was no profit effect as a result of this adjustment.
NOCKET CONTRACT
| 30 JUNE 2004 | Motes | 2004 | 2003 |
|---|---|---|---|
| $ 300 | $1000 | ||
| RECONCILIATIONS | |||
| Property Improvements | |||
| Carrying amount at beginning | $\overline{2}$ | 19 | |
| Depreciation expense | (17) | ||
| $\mathbf{2}_{\dots}$ | $\overline{2}$ | ||
| Motor Vehicles | |||
| Carrying amount at beginning | 1 | 1 | |
| Disposals | (1) | ||
| Additions | 34 | ||
| Depreciation expense | (3) | ||
| 31 | 1 | ||
| Motor Vehicles Under Hire Purchase | |||
| Carrying amount at beginning | 140 | 181 | |
| Depreciation expense | (32) | (41) | |
| 108 | 140 | ||
| Office Equipment | |||
| Carrying amount at beginning | 57 | 48 | |
| Additions | 16 | 27 | |
| Depreciation expense | (20) | (18) | |
| 53 | $57,$ | ||
| Furniture & Fittings | |||
| Carrying amount at beginning | 32 | 50 | |
| Additions | 2 | ||
| Depreciation expense | (17) | (18) | |
| 17 | 32 | ||
| Research & Development Equipment | |||
| Carrying amount at beginning | 7 | 8 | |
| Additions | 18 | 4 | |
| Depreciation expense | (7) | (5) | |
| 18 | 7 |
10. DEFERRED TAX ASSETS
| . | -------------- | |
|---|---|---|
| --------------------------------------- | . . |
11. PAYABLES (CURRENT)
| Trade creditors | 15. | |
|---|---|---|
| Other creditors and accruals | ||
| Goods and services tax | 31 | |
| ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, | 269 | |
| Deferred Income,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, | ||
TERMS AND CONDITIONS RELATING TO THE ABOVE FINANCIAL INSTRUMENTS:
(i) Trade creditors are non-interest bearing and are normally settled on 30-day terms.
(ii) Other creditors are non-interest bearing and have an average term of 1 month.
$\bar{\mathcal{A}}$
TOLE OOT!
| 30 . | 韓の象徴な | かいとか870080 | 2003$000 |
|---|---|---|---|
| the Corp.Corp. ofINTEREST-BEARING LIABILITIES (OURRENT) | |||
| Hire Purchase Liability- secured | 19(a) | 133 | 68 |
| 133 | 68 | ||
| TERMS AND CONDITIONS RELATING TO THE ABOVE FINANCIAL INSTRUMENTS | |||
| Hire Purchase contracts have a term of 2 years with the option to purchase(i} | |||
| the asset at the completion of the term for the asset's residual value. | |||
| The average discount rate implicit in the leases is 7.0%, (2003: 7.0%). | |||
| Secured hire purchase liabilities are secured by a charge over the hired assets. | |||
| $\begin{array}{l} \frac{\partial f}{\partial x} \frac{\partial f}{\partial y} = \frac{\partial f}{\partial x} \frac{\partial f}{\partial y} \frac{\partial f}{\partial x} = \frac{\partial f}{\partial y} \frac{\partial f}{\partial y} \frac{\partial f}{\partial y} = \frac{\partial f}{\partial y} \frac{\partial f}{\partial y} \frac{\partial f}{\partial y} = \frac{\partial f}{\partial y} \frac{\partial f}{\partial y} \frac{\partial f}{\partial y} = \frac{\partial f}{\partial y} \frac{\partial f}{\partial y} \frac{\partial f}{\partial y} = \frac{\partial f}{\partial y} \frac{\partial f}{\partial y} = \frac{\partial f}{\partial y} \frac{\partial f}{$PROVISIONS (CURRENT) | |||
| Employee entitlements | 20 | 504 | 492 |
| 504 | 492 | ||
| 冬森。Interest-bearing liabilities (non-current) | |||
| Hire Purchase Liability – secured | 19(a) | 123 | |
| 123 | |||
| TERMS AND CONDITIONS RELATING TO THE ABOVE FINANCIAL INSTRUMENTS | |||
| Hire Purchase contracts have a term of 2 years with the option to purchase(i) | |||
| the asset at the completion of the term for the asset's residual value. | |||
| The average discount rate implicit in the leases is 7.0%, (2003: 7.0%). | |||
| Secured hire purchase liabilities are secured by a charge over the hired assets. | |||
| ti BPROVISIONS (NON-CURRENT) | |||
| Employee entitlements | 20 | 316 | 264 |
| 316 | 264 | ||
| CONTRIBUTED EQUITY餐。 | |||
| (a) issued and paid up capital | |||
| Ordinary shares fully paid | 9 | 9 | |
| 9 | 9 |
note cont
16(b) Movements in shares on issue
| こむむみ | -2003- | |||
|---|---|---|---|---|
| Number of Shares*************************************** | 22 OCT | Number of Shares | ||
| Beginning of the financial year | 100.000.000 | 100.000.000 | ||
| End of the financial vear | 100.000.000-------------------------------------- | 100.000.000 |
(c) Share Options
Options over ordinary shares:
Employee share scheme
During the financial year, no additional options were issued over ordinary shares. The Option Plan states options are exercisable from the first anniversary from the date of issue with an issue term of 5 years. During the financial year nil (2003: nil) options were cancelled due to option holding staff leaving employment with Pro Medicus Ltd. The options have an exercise price of $1.15 and each option converts to one fully paid share. Details are provided in Note 20.
At the end of the year there were 2,470,000 (2003: 2,470,000) unissued ordinary shares in respect of which options were outstanding.
(d) Terms and conditions of contributed equity
Ordinary shares
Ordinary shares have the right to receive dividends as declared and, in the event of winding up the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company.
| かやくがっと | 2003.かひととお | |
|---|---|---|
| 96° (1617) | $`OOO | |
| 17. RESERVES AND RETAINED PROFITS | ||
| RETAINED PROFITS | 11.06610.739 | |
| (a) Retained profits | ||
| Balance at the beginning of year | 10.7397.443 | |
| Net profit attributable to members of Pro Medicus Limited | 4.5463.577 | |
| Adjustment arising from adoption of revised accounting standards; | ||
| AASB 1044 Provisions, Contingent Liabilities and Contingent Assets | .500 | |
| Total available for appropriation | 13.48914.316 | |
| Dividends provided for or paid | (2,750)(3.250) | |
| BALANCE AT END OF YEAR | 10.73911.066 |
NOLLAND CONT
| 30 JURE 2004 | Wotes | 2004 | 2003 | |
|---|---|---|---|---|
| $200 | $000 | |||
| 18. STATEMENT OF CASH FLOWS | ||||
| (a) Reconditizion of the profit from ordinary activities after tax | ||||
| to the net cash flows from operating activities | ||||
| Profit from ordinary activities after tax | 3,577 | 4,546 | ||
| Nor-Cash Items | ||||
| Depreciation of non-current assets | 79 | 99. | ||
| Changes in assets and fabilities | ||||
| (Increase)/decrease in trade and other receivables | 460 | 411 | ||
| (Increase)/decrease in inventory | 1 | 5 | ||
| (Increase)/decrease in future income tax benefit | (20) | (12) | ||
| (Increase)/decrease in prepayments | 9 | 7 | ||
| (Decrease)/increase in deferred income | 27 | (71) | ||
| (Decrease)/increase in trade and other creditors | 126 | (140) | ||
| (Decrease)/increase in tax provision | (15) | (285) | ||
| {Decrease}/increase in deferred income tax liability | (2) | |||
| (Decrease)/increase in goods and services tax payable | 46 | (121) | ||
| (Decrease)/increase in employee entitlements | 64 | 39. | ||
| Net cash flow from operating activities | 4,354 | 4,476 | ||
| (b) Reconciliation of cash | ||||
| Cash balance comprises: | ||||
| - cash on hand | 10,479 | 9,579 | ||
| Closing cash balance | 10,479 | 9,579 | ||
| 19. EXPENDITURE COMMITMENTS | ||||
| (a) Commitments in relation to hire purchase agreements are payable | ||||
| as follows: | ||||
| - not later than one year | 134 | 68 | ||
| - later than one year and not later than five years | ||||
| - aggregate lease expenditure contracted for at balance date | 134 | 134202 | ||
| Less: Future finance charges | $\left( 1\right)$ | (11) | ||
| 133 | 191 | |||
| AGGREGATE EXPENDITURE COMMITMENTS COMPRISE: | ||||
| - current (Note 12) | 133 | 68 | ||
| - non-current (Note 14) | 123 | |||
| 133 | 191 | |||
| (b) Non-Cancellable Operating Lease expenditure commitments | ||||
| Minimum lease payments | ||||
| - not later than one year | 188 | 184 | ||
| - later than one year and not later than five years | 32 | 216 | ||
| - aggregate lease expenditure contracted for at balance date | 220 | 400 | ||
Operating lease payments are rental for operating premises at Swan Street Richmond.
Please refer Note 25 Related Party Disclosures.
nate cont.
| -30 Jume 2004 | Karlona | かいととお | 20KB |
|---|---|---|---|
| 20. EMPLOYEE ENTITLEMENTS AND SUPERANNUATIONCOMMITMENTS | 58. TK 1 | $700 | |
| EMPLOYEE ENTITLEMENTS | |||
| The aggregate employee entitlement liability is comprised of: | |||
| Provisions (current) | 13 | 504 | 492. |
| Provisions (non-current) | 316 | 264 | |
| 820 | 756 |
EMPLOYEE SHARE INCENTIVE SCHEME
An employee share incentive scheme was established on 25th August 2000 whereby directors and staff of the Company were issued with options over the ordinary shares of Pro Medicus Limited. The options, issued for nil consideration, have an exercise price of $1.15. Options vest at 20% per annum commencing at the end of the first anniversary of issue. The options cannot be transferred and will not be quoted on the ASX. There are currently 14 staff members, 2 executive directors and 3 non-executive directors eligible for this scheme. Information with respect to the number of options granted under the employee share incentive scheme is as follows:
| ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ | Munber of Options | VietzkietXTCIS& $37%C# | Number of Options | AXAMIKA DMA |
|---|---|---|---|---|
| Balance at beginning | ||||
| of the year | 2,470,000 | $1.15 | 2,470,000 | .15. |
| - granted | ||||
| ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, | ||||
| Balance at end of year | 2,470,000 | $1.15 | 2,470,000 | 15 |
| Exercisable at end of year | 1.482,000 | 15 | 988,000 | .15. |
(a) Options held at the beginning of the reporting period:
The following table summarises information about options held by employees as at 1 July 2003:
| Number of options | Grant Date | Vosting Date | Hzper Sate | Weighted averageezerelse price |
|---|---|---|---|---|
| 494,000 | 25 August 2000 | 25 August 2001 | 25 August 2010 | $1.15 |
| 494,000 | 25 August 2000 | 25 August 2002 | 25 August 2010 | $1.15 |
| 494,000 | 25 August 2000 | 25 August 2003 | 25 August 2010 | $1.15 |
| 494,000 | 25 August 2000 | 25 August 2004 | 25 August 2010 | $1.15 |
| 494,000 | 25 August 2000 | 25 August 2005 | 25 August 2010 | $1.15 |
(b) Options granted during the reporting period: No options (2003 nil) were granted during the year.
(c) Options exercised:
No options (2003 nil) were exercised during the year.
nate cont
20(d) Options held as at the end of the reporting period:
The following table summarises information about options held by the employees as at 30 June 2004:
| Munber of ostions | Grant Oake | Vosing Date | Easiry Date | Weighted averageezercise prioe |
|---|---|---|---|---|
| 494,000 | 25 August 2000 | 25 August 2001 | 25 August 2010 | $1.15 |
| 494,000 | 25 August 2000 | 25 August 2002 | 25 August 2010 | $1.15 |
| 494,000 | 25 August 2000 | 25 August 2003 | 25 August 2010 | $1.15 |
| 494,000 | 25 August 2000 | 25 August 2004 | 25 August 2010 | $1.15 |
| 494,000 | 25 August 2000 | 25 August 2005 | 25 August 2010 | $1.15 |
(e) Fair value of options:
The fair value of each option is estimated on the date of grant using a Black Scholes option-pricing model with the following assumptions used for grants made on 25 August 2000.
| Dividend yield | 4.68% |
|---|---|
| Expected volatility | 51.9% |
| Historical volatility | 51.9% |
| Risk-free interest rate | 6.37% |
| Expected life of option | 7.0 years |
The dividend vield reflects the assumption that the current dividend payout will continue in line with the policy adopted to determine the 2003 final dividend which was based on a payout of between 60% and 70% of Profit after Tax. As no options have been exercised the expected life of the options is based on best estimate and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may also not necessarily the the actual outcome.
The resulting fair value per option vesting after 1 July 2001 are:
| Mumber of options | Grant Date | Vosting Date | Expiry Coke | Weighted averageexercise artoe |
|---|---|---|---|---|
| 494,000 | 25 August 2000 | 25 August 2001 | 25 August 2010 | $1.15 |
| 494,000 | 25 August 2000 | 25 August 2002 | 25 August 2010 | $1.15 |
| 494,000 | 25 August 2000 | 25 August 2003 | 25 August 2010 | $1.15 |
| 494,000 | 25 August 2000 | 25 August 2004 | 25 August 2010 | $1.15 |
| 494,000 | 25 August 2000 | 25 August 2005 | 25 August 2010 | $1.15 |
Currently, these fair values are not recognised as expenses in the financial statements. However, should these grants be expensed, they would be amortised over the vesting periods resulting in an increase in employee benefits expense of $109,127 for the 2004 financial year (2003: $187,237). Note that no adjustments to these amounts have been made to reflect estimated or actual forfeitures (i.e., options that do not vest).
Superannuation Commitments
Superannuation contributions are paid by the Company in accordance with relevant statutory requirements. Contributions of 9% of employee's ordinary time earnings are legally enforceable in Australia up to 30 June as the legal minimum. The superannuation plans provide accumulated benefits.
Executive (non-directors) Performance Based Employee Incentive Share Plan
A performance based employee incentive share plan is being established to provide fully paid shares to nominated executives for achieving various performance hurdles.
At the date of this report the structure to manage this has not been completed nor have any allocations of shares been made.
21. SUBSEQUENT EVENTS
(a) 2004
- (i) A Final Dividend of 2.25 (2003: 2.0) cents per share has been declared since 1 July. Please refer Note 5(c). This Final Dividend was based on the Directors' decision to change the dividend policy in future to distribute at least 60 to 70% of Profit after Tax.
- (ii) On 13 August 2004 HCN Limited was ordered to pay the costs (including reserved costs) of Pro Medicus Limited of and incidental to both Federal Court proceedings N1004 of 2004 and V755 of 2004, to be taxed if not agreed. Directors estimate costs incurred since balance date to be $75,000.
- (iii) An Executive [non-directors] Performance Based Incentive Share Plan is to be implemented. At the date of this report the structure to manage this has not been completed nor have any allocations of shares been made. No other significant post balance date events have been identified.
- (b) 2003
A Final Dividend of 2.0 (2002: nil) cents per share has been declared since 1 July. Please refer Note 5(c). This Final Dividend was based on the Directors' decision to change the dividend policy in future to distribute at least 60 to 70% of Profit after Tax. Previously dividend payment was based on a payout of 50% of Profit after Tax.
No other significant post balance date events have been identified.
| 30 JUNE 2004 | Hanes | かぎみ | 2003. |
|---|---|---|---|
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22. Earninigs per share
The following reflects the income and share data used in the calculations of basic
| and diluted earnings per share | ||
|---|---|---|
| Net Pro批 | 3,576,846 | 4,546.396 |
| Earnings base used in calculating Basic & Diluted earnings per share | 3,576,846 | 3,700.421 |
| - reported in Financial Statements | ||
| Net Profit | 3,576,846 | 4,546.396 |
| Adjustments | ||
| Effect of Fundamental Error | 845,975 | (845, 975) |
| Earnings base used in calculating Basic & Diluted earnings per share | 4,422,821 | 3,700,421 |
| restated for effect of fundamental error | ||
| Weighted average number of ordinary shares on issue used in the calculation of basic | ||
| earnings per share. | 100,000,000 | 100,000,000 |
| Effect of potential ordinary shares: | ||
| Number of potential ordinary shares outstanding that are not considered dilutive | 2,470,000 | 2,470,000 |
| Weighted average number of ordinary shares used in the calculation of diluted | ||
| earnings per share. | 100,000,000 | 100,000,000 |
| (a) Conversions, calls, subscription or issues after 30 June 2004 | ||
| Since the end of the financial year, no ordinary shares have been issued pursuant to | ||
| the employee share incentive scheme. | ||
| There have been no other conversions to, calls of, or subscriptions for ordinary shares | ||
| or issues of potential ordinary shares since the reporting date and before the |
completion of this financial report.
notes cont
| XYA |
|---|
| S. |
| 56.000 |
| 3.500. |
| 59.500 |
24(a) DETAILS OF SPECIFIED DIRECTORS AND SPECIFIED EXECUTIVES
| 0 | Specified directors | |
|---|---|---|
| Melvyn Keith Ward | Chairman (non-executive) | |
| Dr Peter David Jonson | Deputy Chairman (non-executive) | |
| Philip Gregory Molyneux | Chairman Audit Committee (non-executive) | |
| Dr Sam Aaron Hupert | Managing Director and CEO | |
| Anthony Barry Hall | Executive Director and Technology Director | |
| 颌. | Specified executives | |
| Geoffrey William Holden | Chief Financial Officer & Company Secretary | |
| Danny Tauber | Chief Operations Officer |
(b) Remuneration of Specified Directors and Specified Executives
(i) Remuneration Policy
Given the small number of Directors the board decided it was more appropriate to handle board nomination and remuneration issues at board level, in order to maintain good corporate governance the non-executive directors have assumed authority for determining and reviewing compensation arrangements for the Chief Executive Officer and Technology Director who will in turn review remuneration for the non-executive directors. The full board is responsible for the review of the Company Secretary remuneration and the board has delegated the responsibility of executive remuneration to the management.
The assessment process includes the appropriateness of the nature and amount of emoluments of such officers on a periodic basis by reference to relevant employment and market conditions with the overall objective of ensuring maximum stakeholder benefit from the retention of a high quality board and executive team. Such officers are given the opportunity to receive their base emolument in a variety of forms including cash and fringe benefits such as motor vehicles. It is intended that the manner of payment chosen will be optimal for the recipient without creating undue cost for the company.
To assist in achieving these objectives, the reviewing parties link the nature and amount of executive directors' and officers' emoluments to the company's financial and operational performance. All directors and executives have the opportunity to qualify for participation in the Employee Share Option Plan and the Executive Share Incentive Plan which currently provides incentives where specified criteria are met including criteria related to profitability, cash flow, share price growth and environmental performance.
Executive Service Contracts, on similar terms and conditions, have been prepared for the Chief Executive Officer and Technology Director
These agreements provide the following major terms:
- Each executive will receive a remuneration package to the value of $320,000 pa which is to be reviewed annually;
- The agreements protect the Company's confidential information and provide that any inventions or discoveries of an executive become the property of the Company;
- Non-competition during employment and for a period of 12 months thereafter; and
- Termination by the Company on six months notice or payment of six months remuneration in lieu of notice or a combination of both (or without notice or payment in lieu in the event of misconduct or other specified circumstances). The agreements may be terminated by the executives on the giving of six months notice.
NOTES CORE
24(b) (ii) Remuneration of Specified Directors and Specified Executives
| かくこうがく | Post Employment | Zamar | しじっとうち | ||
|---|---|---|---|---|---|
| Salary & Fees | Mon Monetary | Super-annuation | Cuthors. | ||
| mannachdan | |||||
| SPECIFIED DIRECTORS | |||||
| M K Ward | 60.000 | 5,400 | 17,672 | 83.072 | |
| P D Jonson | 30,000 | 2,700 | 8,836 | 41.536 | |
| P G Molyneux | 30,000 | 2.700 | 8.836 | 41.536 | |
| S A Hupert | 268,998 | 9.674 | 11,002 | 18.777 | 308,451 |
| A B Hall | 268,998 | 8.491 | 11.002 | 18.777 | 307,268 |
| TOTAL REMUNERATION: SPECIFIED DIRECTORS | 657.996 | 18.165 | 32.804 | 72.898 | 781.863 |
| SPECIFIED EXECUTIVES | |||||
| G W Holden | 95,000 | 38,333 | 3.755 | 137.088 | |
| D Tauber | 255,665 | 11.002 | 15.463 | 282.130 | |
| TOTAL REMUNERATION: SPECIFIED EXECUTIVES | 350,665 | 49,335 | 19.218 | 419,218 |
240) REMINERATION OPTIONS: GRANTED AND VESTED DURING THE YEAR
During the year no new options were granted
| terme a combitons for each orant | |||||||
|---|---|---|---|---|---|---|---|
| Veetas | Granted | ||||||
| Manniegr | Munder | Grant data | Velas | 6.xercise | Wirsk | i.ast | |
| per option | Erima | wercise | ÉXATOÌSO | ||||
| ai srani date | mer thans | Oate | Xate | ||||
| G | |||||||
| SPECIFIED DIRECTORS | |||||||
| M K Ward | 80,000 | $0.44 | $1.15 | 25 Aug 2001 | 25 Aug 2010 | ||
| P D Jonson | 40,000 | $0.44 | $1.15 | 25 Aug 2001 | 25 Aug 2010 | ||
| P G Molyneux | 40,000 | $0.44 | $1.15 | 25 Aug 2001 | 25 Aug 2010 | ||
| S A Hupert | 85,000 | $0.44 | $1.15 | 25 Aug 2001 | 25 Aug 2010 | ||
| A B Hall | 85,000 | $0.44 | $1.15 | 25 Aug 2001 | 25 Aug 2010 | ||
| SPECIFIED EXECUTIVES | |||||||
| G W Holden | 17.000 | $0.44 | $1.15 | 25 Aug 2001 | 25 Aug 2010 | ||
| D Tauber | 70,000 | $0.44 | $1.15 | 25 Aug 2001 | 25 Aug 2010 | ||
| TOTAL | 417.000 |
(d) Shares issued on exercise of remuneration options No shares have been issued during the year.
notas cont.
(e) Option holdings of specified directors and specified executives
| Bahraceat teaglantingaf seriad$ 3889 2003 | Grante d沙沙Memmershon | ContinueWrerclass | Met ChangeCrimer | Salanceat essiaf period | Vactad at 30 June 2004 | |||
|---|---|---|---|---|---|---|---|---|
| 漈 | 36 bura2004 | Tatai | 裸线exercisaile | Zaertiazio | ||||
| SPECIFIED DIRECTORS | ||||||||
| M K Ward | 400,000 | 400,000 | 240,000 | 240,000 | ||||
| PD Jonson | 200,000 | 200,000 | 120,000 | 120,000 | ||||
| P G Molyneux | 200,000 | 200.000 | 120,000 | 120,000 | ||||
| S A Hupert | 425,000 | 425.000 | 255,000 | 255,000 | ||||
| A B Hall | 425,000 | 425.000 | 255,000 | 255,000 | ||||
| SPECIFIED EXECUTIVES | ||||||||
| G W Holden | 85,000 | 85,000 | 51,000 | 51,000 | ||||
| D Tauber | 350,000 | 350.000 | 210,000 | 210,000 | ||||
| TOTAL | 2.085.000 | 2.085.000 | 1.251,000 | 1.251.000 |
Includes forfeits and offer to all employees under the Employee Share Scheme dated
244) SHAREHOLDINGS OF SPECIFIED DIRECTORS AND SPECIFIED EXECUTIVES
| Shares heldin Pro Madicos Lindiad(pumber) | Existen$%$ $%$ $%$ $%$ $%$ $%$ | Granted asRemanschaft | (20 Sxerchae62 OSTROVE | Net Change222.88 | Tacharrace36 June 64 | |
|---|---|---|---|---|---|---|
| Grifnary | Orthodory | Orthmacy | Ordinary | Orthrony | ||
| SPECIFIED DIRECTORS | ||||||
| M K Ward | 50,000 | 50,000 | ||||
| PD Jonson | 50,000 | 50,000 | ||||
| P G Molyneux | 25,000 | 25,000 | ||||
| S A Hupert | ^40,172,660 | 40.172,660 | ||||
| A B Hall | #40,259,000 | 40.259,000 | ||||
| SPECIFIED EXECUTIVES | ||||||
| G W Holden | 35,000 | 35,000 | ||||
| D Tauber | ||||||
| TOTAL | 80.591.660 | 80.591.660 |
All equity transactions with specified directors and specified executives other than those arising from the exercise of remuneration options have been entered into under terms and conditions no more favourable than those the entity would have adopted if dealing at arm's length. Personally Related shareholdings included in total:
^ 100,000 shares #190,500 shares
nates cont
25. RELATED PARTY DISCLOSURES
Other related party transactions Orectors and director-related entity transactions Director-related entity Lease payments of $167,476 (2003 $162,718) in respect of the operating premises paid to Champagne Properties Pty. Ltd., an entity controlled by S. Hupert and A. Hall. Commercial arrangements on an 'arms length basis' have been determined by an independent assessment of rental and lease terms.
26. SEGMENT INFORMATION
The Company operates predominantly in one industry being, information technology within the health care industry and in one geographical area being Australia.
27. IMPACT OF ADOPTING AASB EQUIVALENTS TO IASB STANDARDS
Pro Medicus Limited has commenced transitioning its accounting policies and financial reporting from current Australian Standards to Australian equivalents of International Financial Reporting Standards (IFRS). As Pro Medicus has a 30 June year end, priority has been given to considering the preparation of an opening balance sheet in accordance with AASB equivalents to IFRS as at 1 July 2004. This will form the basis of accounting for Australian equivalents of IFRS in the future, and is required when Pro Medicus prepares its first fully IFRS compliant financial report for the year ended 30 June 2006. Set out below are the key areas where accounting policies will change and may have an impact on the financial report of Pro Medicus. At this stage the company has not been able to reliably quantify the impacts on the financial report.
Impairment of Assets
Under the Australian equivalent to IAS 36 Impairment of Assets the recoverable amount of an asset is determined as the higher of net selling price and value in use. This will result in a change in the company's current accounting policy which determines the recoverable amount of an asset on the basis of discounted cash flows. Under the new policy it is likely that impairment of assets will be recognised sooner and that the amount of write-downs will be greater. Reliable estimation of the future financial effects of this change in accounting policy is impracticable because the conditions under which impairment will be assessed are not yet known.
intangible Assets
Pro Medicus has one small intangible asset recorded. The change in accounting policy will not result in a material impact - refer to Research & Development below.
Research & Development
Under the Australian equivalent to IAS 38 Research & Development costs are written off as incurred, except where they meet very strict criteria for deferral. Pro Medicus has adopted a conservative policy and has previously charged R & D costs to the P & L as incurred. IAS 38 requires recognition of an intangible asset arising from development if the entity can satisfy a set of parameters set out in the standard, it is probable that some R & D project costs, incurred in future will be capitalised and amortised as required under the new standard.
Share based payments
Under AASB 2 Share Based Payments, the company will be required to determine the fair value of options issued to employees as remuneration and recognise an expense in the Statement of Financial Performance. This standard is not limited to options and it extends to other forms of equity based remuneration. It applies to all share-based payments issued after 7 November 2002 which have not vested as at 1 January 2005. Please refer Note 20(e) for further explanation.
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Under the Australian equivalent to IAS 12 Income faxes, the company will be required to use a balance sheet method which focuses on the tax effects of transactions and other events that effect amounts recognised in either the Statement of Financial Position or a tax-based balance sheet. It is not expected there will be any material impact as a result of the adoption of this standard.
na manazara ya matsa ya katika matsa ya katika ya katika ya katika ya katika ya katika ya katika ya katika ya Katika matsa ya katika ya katika ya katika ya katika ya katika ya katika ya katika ya katika ya katika ya kati
anja) Accounting polices
Details of significant accounting policies in respect of each class of financial and financial liability are disclosed in Note 1 Significant Accounting Policies.
700) interest rite risk
The Company's exposure to interest rate risks and the effective interest rate of financial and financial liabilities, both recognised and unrecognised at the balance date, are as follows:
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|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| ing ay katalog ay katalog ay katalog ay katalog ay katalog ay katalog ay katalog ay katalog ay katalog ay kataKatalog ay katalog ay katalog ay katalog ay katalog ay katalog ay katalog ay katalog ay katalog ay katalog ayWEBSTERS | (特) 2002年 | l yezh an anno | See 1 to 2 rate | 5.1000000000000000000000000000000000000 | Monday | the business where*************************************** | average effectiveWith March | |||||||
| 2002 | COCO | 2002 | SSSŜ | ZOL. | SICO | その意味 | 2002 | **** | 2002 | ゆうかいかん | 25S | $\left{ \left( \begin{matrix} 0 & 0 & 0 \ 0 & 0 & 0 \ 0 & 0 & 0 \ 0 & 0 & 0 \ 0 & 0 & 0 \ 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 & 0 \ 0 & $地名美国 | 3000 | |
| (i) Financial assets | ||||||||||||||
| Cash | 10,479 | 9,579 | Į | I | Į | I | ļ | I | Į | I | 10,479 | 9,579 | œØ | ್ಲಿ |
| Trade and otherreceivables | I | I | I | I | I | I | I | I | 2,014 | 2483 | 2,014 | 2,483 | ≸ | ≸ |
| ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, | ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, | |||||||||||||
| Total financial assets 10,479 | 9,579 | $\frac{79}{2014}$ - $-$ | 2,483 | 12,493 | 12,062 | 55CONTRACTOR | $\frac{4.3}{2}$ | |||||||
| (ii) Financial liabilities | ||||||||||||||
| Trade creditors | ||||||||||||||
| and accruals | ţ | www | Į | www. | ţ | www | Į | www | 33 | 269 | 439 | 269 | ≸ | ≶ |
| Hire Purchase Liability | ŧ | www | $\frac{33}{2}$ | 8 | ŧ | 23 | ŧ | www | ţ | www | $\frac{33}{12}$ | ē | P.O | 20 |
| ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,Total Financial Liabilities | 3 | 8 | l | 123 | 439 | 289 | 572 | $ | 7.0 | ΣZ | ||||
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28. FINANCIAL INSTRUMENTS (Cont'd)
28(c) Net fair values
For all financial assets and liabilities, the carrying amount approximates fair value.
28(d) Credit risk exposures
The Company minimises concentrations of credit risk in relation to trade receivables by undertaking transactions with a large number of customers within the specified industry.
Concentrations of credit risk
Concentrations of credit risk on trade receivables arise in the following industries:
| Maximum credit risk exposure* for each concentration | ||||
|---|---|---|---|---|
| Pencestage of total trade debtors. | 釜'むひむ | |||
| insintay | 92.ES 2.Br | 26 O.S | ねいとこお | 2008. |
| Diagnostic Imaging | 10C | -973 | 432 | |
| .432 |
* The maximum credit risk exposure does not take into account the value of any collateral or other security held, in the event other entities/parties fail to perform their obligations under the financial instruments in question.
Credit risk in trade receivables is managed in the following ways:
-
payment terms are 30 days;
-
a risk assessment process is used for customers over $50,000; and
-
high dollar value deposits and/or bank & other guarantees are obtained for high-risk customers.
In accordance with a resolution of the directors of Pro Medicus Limited, I state that:
(1) In the opinion of the directors:
- (a) the financial statements and notes of the company are in accordance with the Corporations Act 2001, including:
- (i) giving a true and fair view of the company's financial position as at 30 June 2004 and of it's performance for the year ended on that date; and
- (ii) complying with Accounting Standards and Corporations Regulations 2001; and
- (b) there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.
On behalf of the Board
yamarana amarang ang ang ang mga mga mga magalagayang mga mga mga mga mga mga mga mga mga mg
M K Ward CHARMAN
Melbourne, 26 August 2004
A CLASS A CARD CHARGE COMPANY COMPANY COMPANY COMPANY.
Additional information required by the Australian Stock Exchange Ltd and not shown elsewhere in this report is as follows. The information is current as at 31 August 2004
(a) Distribution of equity securities
The number of shareholders, by size of holding, in each class of share are:
| Crthary shares | ||
|---|---|---|
| Mambor of holders | ||
| 1.0001. | 131 | 96,484 |
| 1,0015,000$\overline{\phantom{m}}$ | 609 | 1,934,337 |
| 5,00110.000$\overline{\phantom{m}}$ | 303 | 2,496,317 |
| 100,000$10,001 -$ | 249 | 6,774,343 |
| 100,001AND OVER | 10 | 88,698,519 |
| 1.304 | 100,000,000 | |
| The number of shareholders holding less than a marketable parcel of 658 shares are: | 22.226 |
(b) Twenty largest shareholders
The names of the twenty largest holders of quoted shares are:
| Listed ordinary shares | |||
|---|---|---|---|
| Number of shares | Fercentaue | ||
| ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, | かねがやか | ||
| S Hupert | 40.072.660 | 40.10% | |
| 2 A Hall | 40.068.500 | 40.10% | |
| Citicorp Nominees Pty Ltd <cfs companies<="" developing="" td="">7.203.3737.20% | 7.203.373 | 7.20% | |
| 4 Queensland Investment Corporation | 409,746 | 0.41% | |
| 5 Mr M Roth & Ms B Roth | 222,000 | 0.22% | |
| 6 Mrs Tung Yueh-Ying Tsai | 146,000 | 0.15% | |
| 7 Mr S H Dunn | 137,400 | 0.14% | |
| 8. | Almargem Pty Ltd | 125,000 | 0.13% |
| 9 | Crosbie Holdings A/S | 120,000 | 0.12% |
| 10 Mrs R P Hall | 115,000 | 0.12% | |
| 11 S G Hannes | 110,000 | 0.11% | |
| 12 Miss P Pringle | 110,000 | 0.11% | |
| 13 Mr J & Mrs R Hupert | 100,000 | 0.10% | |
| 14 J P Morgan Nominees Australia Limited | 90,483 | 0.09% | |
| 15 G E Moir | 80,000 | 0.08% | |
| 16 Prodin Management Services Pty Ltd | 80,000 | 0.08% | |
| 17 Sovereign Asset Management Limited | 80,000 | 0.08% | |
| 18 Skeet Nominees Pty Ltd | 79.875 | 0.08% | |
| 19 Mr M Wu | 76,000 | 0.08% | |
| 20 The Mega Bike Store Pty Ltd | 75,500 | 0.08% | |
| 89,501,537 | 89.50% |
(c) Substantial shareholders
The names of substantial shareholders who have notified the Company in accordance with section 671B of the Corporations Law are:
| "%%%%????????????????????????????????? | Munber of shares |
|---|---|
| S Hupert | 40.072.660 |
| A Hall | 40.068.500 |
| Commonwealth Bank of Australia | 7.203.373 |
(d) Voting rights
All ordinary shares carry one vote per share without restriction.
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EIFRNST & YOU INC.
= 120 Collins StreetMelbourne ViC 3000 Antolis
GPCI Box 67 Melbourne VK 3001 m Tyl 61 3 9288 8000Fax: 61 3 9654 6166DX 233 Melbourne
Independent audit report to members of Pro Medicus Limited
Scope
The financial report and directors' responsibility
The financial report comprises the statement of financial position, statement of financial performance, statement of eash flows, accompanying notes to the financial statements, and the directors' declaration for Pro Medicus Limited (the company), for the year ended 30 June 2004.
The directors of the company are responsible for preparing a financial report that gives a true and fair view of the financial position and performance of the company, and that complies with Accounting Standards in Australia, in accordance with the Corporations Act 2001. This includes responsibility for the maintenance of adequate accounting records and internal controls that are designed to prevent and detect fraud and error, and for the accounting policies and accounting estimates inherent in the financial report.
Audit approach
We conducted an independent sudit of the financial report in order to express an opinion on it to the members of the company. Our sudit was conducted in accordance with Australian Auditing Standards in order to provide reasonable assurance as to whether the financial report is free of material misstatement. The nature of an andit is influenced by factors such as the use of professional judgement, selective testing, the inherent limitations of internal control, and the availability of personsive rather than conclusive evidence. Therefore, an audit cannot guarantee that all material misstatements have been detected.
We performed procedures to assess whether in all material respects the financial report presents fairly, in accordance with the Corporations Act 2001, including compliance with Accounting Standards in Australia, and other mandatory financial reporting requirements in Australia, a view which is consistent with our understanding of the company's financial position, and of its performance as represented by the results of its operations and cash flows.
We formed our audit opinion on the basis of these procedures, which included:
- examining, on a test basis, information to provide evidence supporting the amounts and disclosures in the financial report, and
- assessing the appropriateness of the accounting policies and disclosures used and the reasonableness of significant accounting estimates made by the directors.
While we considered the effectiveness of management's internal controls over financial reporting when determining the nature and extent of our procedures, our sudit was not designed to provide assurance on internal controls.
SEPAST & YTH NAT.
We performed procedures to assess whether the substance of business transactions was accurately reflected in the financial report. These and our other procedures did not include consideration or judgement of the appropriateness or reasonableness of the business plans or strategies adopted by the directors and management of the conneny.
Independence
We are independent of the company, and have met the independence requirements of Australian professional ethical pronouncements and the Carparations Act 2001. In addition to our andit of the full financial report, we were engaged to undertake the services disclosed in the notes to the financial statements of the full financial report. The provision of these services has not impaired our independence.
Audit ophilen
In our opinion, the financial report of Pro Medicas Limited is in accordance with:
- $\mathbf{a}$ the Corporations Act 2001, including:
- giving a true and fair view of the financial position of Pro Medicas Limited at 30 Φ June 2004 and of its performance for the year ended on that date; and
- complying with Accounting Standards in Australia and the Corporations $(ii)$ Regulations 2001; and
- other mandatory floancial reporting requirements in Australia. Ъ).
Ernst & Young
Ernst & Young
David Petersen Partner Malbourne
Date: 26 August 2004
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The Board of Directors of Pro Medicus Limited is responsible for the corporate governance of the entity. The Board guides and monitors the business and affairs of Pro Medicus Limited on behalf of the shareholders by whom they are elected and to whom they are accountable.
To ensure the Board is well equipped to discharge its responsibilities it supports, and has adopted where considered appropriate, the principles set out in the ASX Corporate Governance Council "Principles of Good Corporate Governance and Best Practice Recommendations dated March 2003. Pro Medicus Limited corporate governance practices were in place throughout the year ended 30 June 2004 and except where noted in this report, were compliant with the Council's best practice recommendations.
For further information on corporate governance policies adopted by Pro Medicus Limited, refer to our website: www.promedicus.com.au
Structure of the Board
The skills, experience and expertise relevant to the position of director held by each director in office at the date of the annual report is included in the Directors' Report.
The composition of the Board was determined in accordance with the following principles and guidelines:
- 6 The Board should comprise at least five directors and should maintain a majority of non-executive directors;
- . The Chairperson must be a non-executive director and not occupy the role of CEO;
- The Board should comprise directors with an appropriate range of qualifications and expertise; and
- . The Board shall meet monthly and follow meeting quidelines set down to ensure all directors are made aware of, and have available all necessary information, to participate in an informed discussion of all agenda items.
Directors of Pro Medicus Limited are considered to be independent when they are independent of management 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 their unfettered and independent judgement.
In the context of director independence, "materiality" is considered from both the company and individual director perspective. The determination of materiality requires consideration of both quantitative and qualitative elements. An item is presumed to be
quantitatively immaterial if it is equal or less than 5% of the appropriate base amount. It is presumed to be material (unless there is qualitative evidence to the contrary) if it is equal to or greater than 10% of the appropriate base amount. Qualitative factors considered include whether a relationship is strategically important, the competitive landscape, the nature of the relationship and the contractual or other arrangements governing it and other factors which point to the actual ability of the director in question to shape the direction of the company's loyalty.
In accordance with the definition of independence above, and the materiality thresholds set, the following directors of Pro Medicus Limited are considered to be "independent" :
| 報義怨狂 | POST TA |
|---|---|
| M K Ward | Chairman, Non-Executive Director |
| P D Jonson | Deputy Chairman, Non-Executive Director |
| P G Molyneux | Non-Executive Director, Chairman Audit |
| Committee |
The board has codified a list of its responsibilities consistent with the recommendations and details are disclosed on the company website. The Board wishes to advise that it continues to maintain responsibility for the actions of the chief executive officer and any tasks delegated to the management by the Board.
Directors' Appointment Letters have not been revised in the prescribed format as the board considered this unnecessary given the small number of fairly recently appointed current directors who understand their roles and responsibilities. The board has undertaken that the recommended format should be used for any future director appointments.
The term in office held by each director in office at the date of this report is 4 years however Mr. Sam Hupert and Mr. Anthony Hall were directors in Pro Medicus Pty Ltd since incorporation in 1983.
Code of Conduct and Securities Trading Policy
The board has developed a "Code of Conduct" and a "Securities Trading Policy" consistent with the recommendations and details are disclosed on the company website.
Committees
The current Board of five Directors was appointed on April 4, 2000. Due to the small number of Directors, the Board decided it was more appropriate to handle nomination and remuneration issues at full Board level. No Committees for these functions have been established at this time.
In addition the fall Board handles any matters as and when they arise concerning environmental issues, occupational health and safety, finance and treasury.
In order to maintain good corporate governance the Non-Executive Directors will assume responsibility for determining and reviewing compensation arrangements for the Chief Executive Officer and Technology Director who will in turn review the terms for the Non-Executive Directors. The full Board will review the terms of employment for the Company Secretary.
The Board has delegated the responsibility of executive remuneration to the management who will assess the appropriateness of the nature and amount of emoluments of such officers on a periodic basis by reference to refevant employment market conditions with the overall objective of ensuring maximum stakeholder benefit from the retention of a high quality executive team, Independent experts have been consulted to provide appropriate information to ensure decisions are soundly based.
The appointment of appropriately skilled Non-Executive Directors, together with a broadly unchanged business base has meant no new director nominations have been required to date.
Andit Committee
The board has established an audit committee, which operates under a charter approved by the Board.
It is the Board's responsibility to ensure that an effective internal control framework exists within the entity. This includes internal controls to deal with both the effectiveness and efficiency of significant business processes. This also includes the safeguarding of assets, the maintenance of proper accounting records, and reliability of financial information as well as non-financial considerations such as the benchmarking of operational key performance indicators. The Board has delegated the responsibility for the establishment and maintenance of a framework of internal control and ethical standards for the management of the entity to the audit committee.
The committee also provides the board with additional assurance regarding the reliability of financial information for inclusion in the financial reports. All members of the audit committee are nonexecutive directors.
The members of the audit committee are: P. G. Molyneux Chairman M. K. Ward P.D. Jonson
The audit committee is also responsible for nomination of the external auditor and reviewing the adequacy of the scope and quality of the annual statutory audit and half yearly audit review.
A copy of the Audit Committee Charter is posted on the company website.
The Company is small with a total staff at present of sixteen full time people so it should be understood that the Chief Executive Officer and Chief Financial Officer play key roles in all financial aspects of the business. Both people will provide a written assurance to the board in the prescribed format.
Strategic planning has been an important objective of the Board. Meetings are scheduled so that all Board members can attend and are conducted in an informal fashion to allow non-executive directors to gain enhanced industry, customer, product and research knowledge.
Board Responsibilities
As the Board acts on behalf of and is accountable to the shareholders, it seeks to identify the expectations of the shareholders, as well as other regulatory and ethical expectations and obligations. In addition, the Board is responsible for identifying areas of significant business risk and ensuring arrangements are in place to adequately manage those risks. The Board seeks to discharge these responsibilities in a number of ways.
The Board has delegated responsibility for the operation and administration of the entity to the Chief Executive Officer and the executive team. The Board ensures that this team is appropriately qualified and experienced to discharge their responsibilities and has in place procedures to assess the performance of the Chief Executive and the executive team.
The Board is responsible for ensuring that management's objectives and activities are aligned with the expectations and risks identified by the Board. The Board has a number of mechanisms in place to ensure this is achieved, in addition to the establishment of the committee referred to above, these mechanisms include the following:
-
4 approval of strategic plans, which encompass the entity's vision, mission and strategy statements, designed to meet stakeholders' needs and manage business risk;
-
involvement in developing the strategic plan (a dynamic document) and approving initiatives and strategies designed to ensure the continued growth and success of the entity;
-
overseeing implementation of operating plans and budgets by ù. management and monitoring of progress against budget - this includes the establishment and monitoring of key performance indicators (both financial and non-financial) for all significant business processes; and
-
utilising appropriately skilled professionals to provide advice on relevant discussion topics and procedures to allow Directors, in the furtherance of their duties, to seek independent professional advice at the Company's expense.
In order to ensure that the Board continues to discharge its responsibilities in an appropriate manner, the Chairman annually reviews the performance of all Directors who will be asked to retire from the board if not performing in a satisfactory manner.
Monitoring of the Board's Performance and Communication to Shareholders - Continuous Disclesure Policy
The board has developed a written policy to ensure compliance with the ASX Listing Rules on continuous disclosure and has adopted measures to ensure the market and shareholders are fully informed. The measures in place require all potential market sensitive matters are discussed with the Chief Executive Officer who in conjunction with the Chairman and other relevant directors decide whether to make an appropriate announcement to the market.
Only nominated authorised persons have the authority to release these communications to the ASX. This policy is displayed on the company website.
Shareholder Communication
The Board of Directors aims to ensure that the shareholders, on behalf of whom they act, are informed of all information necessary to assess the performance of the Directors. Information is communicated to the shareholders through:
- the annual report which is distributed to all shareholders registered to receive copies;
- * the annual general meeting and other meetings so called to obtain approval for Board action as appropriate;
- an up to date website www.promedicus.com.au;
- email contact with registered users; and ų.
special written communications to shareholders distributed with the dividend notifications.
The company is adopting procedures to ensure that any material given to a particular group is available to all interested parties via the company website. This includes any material presented at the Annual General Meeting,
A representative of the external auditors Ernst & Young will continue to attend the Annual General Meeting.
Risk Management Policies
Pro Medicus Limited has no interest, or, at this time any significant currency sensitive assets or liabilities. Small value GBP currency invoice proceeds have been deposited to a designated foreign currency account for use in future UK operations, thus providing a natural hedge on currency changes.
The Board oversees appropriate backup procedures for important company data.
Detailed annual review of insurance policies in force to ensure cover is at appropriate levels to safeguard key executives, Company assets and operations.
The Board regularly considers succession planning to ensure staff of appropriate skill and experience are available to the Company.
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ABN 25 006 194 752
Directors
The names of the Directors of the Company in office during the year and until the date of this report are:
| Melvyn Keith Ward | CHAIRMAN |
|---|---|
| Dr Peter David Jonson | DEPUTY CHAIRMAN |
| Dr Sam Aaron Hupert | MANAGING DIRECTOR |
| Anthony Barry Hall | TECHNICAL DIRECTOR |
| Philip Gregory Molyneux | NON-EXECUTIVE DIRECTOR |
Company Secretary
Geoffrey William Holden CA
Registered Office
450 Swan Street Richmond, VIC, 3121 (03) 9429 8800
Solicitors
Madgwicks
Bankers Westpac Banking Corporation
Share Requiter
ASX Perpetual Registrars Limited Level 4, 333 Collins Street Melbourne Vic 3000 Australia
Mailing address: ASX Perpetual Registrars Limited GPO Box 1736 Melbourne Vic 3001 Australia
Telephone +613 9615 9999 Toll free 1300 554 474 Facsimile +613 9615 9900 E-mail [email protected] Website: www.asxperpetual.com.au
Auditors
Ernst & Young
Internet Address
www.promedicus.com.au www.promedicus.com
Franciscus Amitei1943: Siegi Stein in die Verbiede Petroleum (das Centes III) von den Erste der Stein