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QUESTE COMMUNICATIONS LIMITED Annual Report 2021

Oct 18, 2021

65653_rns_2021-10-18_6683d459-40d4-4168-b9d1-13c61b5cde47.pdf

Annual Report

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2021 ANNUAL REPORT

Directors' Report 2 BOARD
Remuneration Report 9 Farooq Khan (Chairman and Managing Director)Victor Ho (Executive Director)
Auditor's Independence Declaration 15 Yaqoob Khan (Non-Executive Director)
Consolidated Statement ofProfit or Loss andOther Comprehensive Income 16 COMPANY SECRETARYVictor Ho
Consolidated Statement ofFinancial Position 17 PRINCIPAL & REGISTERED OFFICELevel 2, 31 Ventnor AvenueWest Perth, Western Australia 6005
Consolidated Statement ofChanges in Equity 18 Telephone: (08) 9214 9777
Consolidated Statement of Cash Flows 19 Facsimile:Email:Website: (08) 9214 9701[email protected]www.queste.com.au
Notes to the Consolidated FinancialStatements 20 AUDITORSRothsay Auditing
Directors' Declaration 39 Chartered AccountantsLevel 1, Lincoln House
Independent Auditor's Report 40 4 Ventnor AvenueWest Perth, Western Australia 6005
Additional ASX Information 44 Telephone: (08) 9486 7094

Queste's 2021 SHARE REGISTRY Corporate Governance Statement Advanced Share Registry Limited

can be found at the following Main Office URL on the Company's website: 110 Stirling Highway

CONTENTS CORPORATE DIRECTORY

Farooq Khan (Chairman and Managing Director)
Remuneration Report 9 Victor Ho (Executive Director)
Yaqoob Khan (Non-Executive Director)
(08) 9214 9777
(08) 9214 9701
[email protected]
Website: www.queste.com.au
19 Telephone:Facsimile:Email:

Rothsay Auditing Level 1, Lincoln House West Perth, Western Australia 6005 Additional ASX Information 44 Telephone: (08) 9486 7094 Website: www.rothsay.com.au

STOCK EXCHANGE

Australian Securities Exchange Perth, Western Australia

ASX CODE

QUE

www.queste.com.au/corporate-governance Nedlands, Western Australia 6009 Local Telephone: 1300 113 258 Telephone: (08) 9389 8033 Facsimile: (08) 6370 4203 Visit www.queste.com.au for: Email: [email protected]Market Announcements Investor Web: www.advancedshare.com.au

Forms Suite 8H, 325 Pitt Street • Email subscription Sydney, New South Wales 2000 Telephone: (02) 8096 3502

Investor Portal:

www.advancedshare.com.au/Investor-Login

The Directors present their report on Queste Communications Ltd ABN 58 081 688 164 (ASX:QUE) (Company or QUE) and its controlled entities (Queste or the Consolidated Entity) for the financial year ended 30 June 2021 (Balance Date).

QUE is a public company limited by shares that is incorporated and domiciled in Western Australia and has been listed on the Australian Securities Exchange (ASX) since November 1998. (ASX Code: QUE)

Queste's results incorporate the results of controlled entity, ASX-listed investment company, Orion Equities Limited ABN 77 000 742 843 (ASX:OEQ) (Orion or OEQ). The Company has a 59.86% (9,367,653 shares) shareholding interest in Orion (30 June 2020: 59.86% (9,367,653 shares)).

PRINCIPAL ACTIVITIES

The principal activity of the Company during the financial year was the management of its assets.

The principal activities of controlled entity, Orion, during the financial year were the management of its investments, including investments in listed and unlisted securities and real estate held for development and resale.

FINANCIAL POSITION

2021 2020
COMPANY $ $
Cash and cash equivalents 16,322 57,864
Current investments - equities 3 3
Investment in controlled entity (OEQ) 2,529,266 374,706
Investment in Associate entity (BEL) 48,303 -
Receivables 24,706 96,261
Deferred tax assets 523,632 523,632
Other assets 3,556 5,893
Total Assets 3,145,788 1,058,359
Tax liabilities (current and deferred) - -
Loan from controlled entity (42,597) (90,130)
Other payables and liabilities (264,159) (262,525)
Net Assets 2,839,032 705,704
Issued capital 6,239,370 6,239,370
Reserves 4,480,557 2,347,229
Accumulated losses (7,880,895) (7,880,895)
Total Equity 2,839,032 705,704

OPERATING RESULTS

2021 2020
COMPANY $ $
Total revenues 150,882 61,299
Net gain/(loss) on financial assets 2,154,560 (749,413)
Share of Associate entity's net profit 48,303 -
Other Expenses (220,417) (119,143)
Profit/(Loss) before tax 2,133,328 (807,257)
Income tax expense - -
Profit/(Loss) for the year 2,133,328 (807,257)

EARNINGS PER SHARE

CONSOLIDATED ENTITY 2021 2020
Basic and diluted earnings/(loss) per share (cents) 11.60 (1.96)
Weighted average number of fully paid ordinary shares in the Company outstandingduring the year used in the calculation of basic and diluted earnings/(loss) per share 27,072,332 27,072,332

DIVIDENDS

The Company's Directors have not declared a dividend in respect of the financial year ended 30 June 2021.

SECURITIES ON ISSUE

At the Balance Date (and currently), the Company had 27,072,332 listed fully paid ordinary shares (2020: 27,072,332 fully paid ordinary shares) on issue.

All such shares are listed on ASX. The Company does not have other securities on issue.

REVIEW OF OPERATIONS

1. Orion Equities Limited (ASX:OEQ)

1.1. Current Status of Investment in Orion

Orion is an investment entity.

The Company holds 9,367,653 shares in Orion, being 59.86% of its issued ordinary share capital (2020: 9,367,653 shares and 59.86%). Orion has been recognised as a controlled entity and included as part of the Queste's results since 1 July 2002.

Queste shareholders are advised to refer to the 30 June 2021 Full Year Report and monthly NTA disclosures lodged by Orion for further information about the status and affairs of the company.

Information concerning Orion may be viewed from its website: www.orionequities.com.au.

Orion's market announcements may also be viewed from the ASX website (www.asx.com.au) under ASX code "OEQ".

Sections 1.2 and 1.3 below contain information extracted from Orion's public statements.

1.2. Orion's Portfolio Details as at 30 June 2021

Asset Weighting

% of Net Assets
2021 2020
Australian equities 80% 35%
Property held for development and resale 25% 62%
Net tax liabilities (current-year and deferred tax assets/liabilities) - -
Net cash/other assets and provisions (5)% 3%
TOTAL 100% 100%

Major Holdings in Securities Portfolio

Equities Fair Value$'million % of NetAssets ASXCode IndustrySectorExposures
Bentley Capital Limited 2.05 29% BEL Diversified
Strike Resources Limited 2.65 38% SRK Materials
TOTAL 4.70 67%

1.3. Orion's Assets

(a) Bentley Capital Limited (ASX:BEL)

Bentley is a listed investment company.

Queste holds 1.61% (1,225,752 shares) of Bentley's issued ordinary share capital with Orion holding 26.95% (20,513,783 shares) of Bentley's issued ordinary share capital (2020: Queste held 1,225,752 shares (1.61%) and Orion held 20,513,783 shares (26.95%)).

Bentley Capital Limited is a listed investment company with a current exposure to Australian equities.

Shareholders are advised to refer to the 30 June 2021 Full Year Report and monthly NTA disclosures lodged by Bentley for further information about the status and affairs of the company.

Information concerning Bentley may be viewed from its website: www.bel.com.au.

Bentley's market announcements may also be viewed from the ASX website (www.asx.com.au) under ASX code "BEL".

(b) Strike Resources Limited (ASX:SRK)

As at 30 June 2021 and currently, Orion holds 10,000,000 Strike shares (3.70%) (2020: 10,000,000 shares; 4.83%) while Associate entity, Bentley, holds 53,689,857 Strike shares (19.885%1) (2020: 52,553,493 shares; 25.37%). Therefore, Orion has a deemed relevant interest in 63,689,857 Strike shares (23.589%2) (2020: 62,553,493 shares; 30.199%).

Strike Resources Limited is an ASX listed resource company which is developing the 1.5Mtpa Paulsens East Iron Ore Project (Strike 100%) located in the Pilbara, Western Australia. Strike also owns the Apurimac Iron Ore Project (Strike 100%) in Peru, where it has commenced mining of surface deposits and entered into an offtake agreement with an international iron-ore trading firm to export the "Apurimac Premium Lump" DSO product of ~65% Fe. Strike has a 43% shareholding in Lithium Energy Limited (ASX:LEL), which was recently spun-out of Strike under a $9m IPO. Lithium Energy is developing battery minerals related assets - the Solaroz Lithium Brine Project (LEL 100%) in Argentina and the Burke Graphite Project (LEL 100%) in Queensland.3

Orion and Bentley's interest in Strike has diluted during the year as a consequence of equity capital raisings undertaken by Strike:

  • On 1 December 2020, Strike raised $4 million through a placement of 40 million shares.
  • On 4 June 2021, Strike raised $5 million through a placement of 22,865,732 shares Bentley subscribed for 1,136,364 shares under this placement at a cost of $250,000 (at $0.22 per share).

1 Refer Bentley's ASX announcement dated 9 June 2021: Change of Substantial Shareholder Notice in SRK

2 Refer Orion's ASX announcement dated 9 June 2021: Change of Substantial Shareholder Notice in SRK

3 Based on Strike's ASX announcement dated 2 August 2021: Quarterly Activities and Cash Flow Report – 30 June 2021

Orion is also entitled to receive a royalty of 2% of gross revenues (exclusive of GST) from any commercial exploitation of any minerals from the Paulsens East Iron Ore Project tenement (Mining Lease M47/1583) owned by Strike. This royalty entitlement stems from Orion's sale of a portfolio of tenements (including the Paulsens East tenement) to Strike in September 2005.4

The Company notes the following matters in relation to Strike's Paulsens East Iron Ore Project the subject of Orion's potential royalty entitlement:

  • Strike has completed a Feasibility Study on its Paulsens East Iron Ore Project for a 1.5 Million tonnes per annum production rate over an initial 4 year life-of-mine with direct shipping ore (lump and fines) product trucked to Port Hedland for export.5
  • Strike has secured approval of its Mining Proposal from WA Department of Mines, Industry Regulation and Safety, being the last of the key permits required to commence pre-mining site works at Paulsens East.6

Further information about Strike's resource projects and activities are contained in the company's ASX releases, including as follows:

Information concerning Strike may be viewed from its website: www.strikeresources.com.au.

Strike's market announcements may also be viewed from the ASX website (www.asx.com.au) under ASX: "SRK".

(c) Other Assets

Orion owns a property held for redevelopment or sale but currently rented out located in Mandurah, Western Australia.

2. Queste's Other Assets

In addition to the investment in controlled entity, Orion, Queste has a direct share investment in Associate entity, Bentley, being 1,225,752 shares (or 1.61% of Bentley's issued ordinary share capital) (2020: 1,225,752 shares and 1.61%).

The Company notes that it lodges Monthly Cash Flow Reports and Quarterly Activities and Cash Flow Reports on ASX, which may be viewed and downloaded from the Company's website: www.queste.com.au or the ASX website (www.asx.com.au) under ASX Code: "QUE".

4 For further information, please refer to the following ASX Announcements: Orion's announcement dated 23 September 2005: CXL Retains a 25% Free Carried Interest in NT Uranium Tenements and Strike's announcement dated 11 August 2008: Acquisition of Outstanding Interests in Berau Coal and Paulsens East Iron Ore Projects

5 Refer Strike's ASX Announcement dated 30 October 2020: Paulsens East Feasibility Study Demonstrates Significant Cashflow Generation and Financial Returns

6 Refer Strike's ASX Announcement dated 2 August 2021: Mining Proposal Approved for Paulsens East Iron Ore Mine

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

There were no significant changes in the state of affairs of the Consolidated Entity that occurred during the financial year not otherwise disclosed in this Directors' Report or the Consolidated Financial Statements.

FUTURE DEVELOPMENTS

The Consolidated Entity intends to continue its investment activities in future years. The results of these investment activities depend upon the performance of the underlying companies and securities in which the Consolidated Entity invests. The investments' performances depend on many economic factors and also industry and company specific issues. In the opinion of the Directors, it is not possible or appropriate to make a prediction on the future course of markets, the performance of the Consolidated Entity's investments or the forecast of the likely results of the Consolidated Entity's activities.

ENVIRONMENTAL REGULATION

The Consolidated Entity is not subject to any particular or significant environmental regulation under Australian Commonwealth or State legislation.

DIRECTORS

Information concerning Directors in office during or since the financial year:

Farooq Khan Executive Chairman and Managing Director
Appointed 10 March 1998
Qualifications BJuris, LLB (Western Australia)
Experience Farooq Khan is a qualified lawyer having previously practised principally in the field of corporatelaw. Mr Khan has extensive experience in the securities industry, capital markets and the executivemanagement of ASX-listed companies. In particular, Mr Khan has guided the establishment andgrowth of a number of public listed companies in the investment, mining and financial servicessector. He has considerable experience in the fields of capital raisings, mergers and acquisitionsand investments.
Relevant interest in shares 5,344,872 shares7
Other current directorshipsin listed entities (1)Executive Chairman of Bentley Capital Limited (ASX:BEL) (since 2 December 2003)(2)Executive Chairman of Orion Equities Limited (ASX:OEQ) (since 23 October 2006)(3)Executive Chairman (since 18 December 2015) of Strike Resources Limited (ASX:SRK)(Director since 1 October 2015)(4)Executive Director of Lithium Energy Limited (ASX:LEL) (since 14 January 2021)
Former directorships inother listed entities in past3 years Alternate Director of Keybridge Capital Limited (ASX:KBC) (26 June to 18 July 2019)

7 Refer Farooq Khan's Change of Director's Interest Notices dated 10 July 2019

Victor P. H. Ho Executive Director and Company Secretary
Appointed Executive Director since 3 April 2013; Company Secretary since 30 August 2000
Qualifications BCom, LLB (Western Australia), CTA
Experience Victor Ho has been in Executive roles with a number of ASX-listed companies across theinvestments, resources and technology sectors over the past 22 years. Mr Ho is a Chartered TaxAdviser (CTA) and previously had 9 years' experience in the taxation profession with the AustralianTax Office (ATO) and in a specialist tax law firm. Mr Ho has been actively involved in theinvestment management of listed investment companies (as an Executive Director and/or amember of the Investment Committee), the structuring and execution of a number of corporate,M&A and international joint venture (in South America (Peru, Chile and Argentina), Indonesia andthe Middle East (Saudi Arabia and Oman)) transactions, capital raisings and capital managementinitiatives and has extensive experience in public company administration, corporations' law andASX compliance and investor/shareholder relations.
Relevant interest in shares 17,500 shares8
Other current positionsheld in listed entities (1) Executive Director and Company Secretary of Orion Equities Limited (ASX:OEQ) (Secretarysince 2 August 2000 and Director since 4 July 2003)
(2) Executive Director and Company Secretary of Strike Resources Limited (ASX:SRK)(Director since 24 January 2014 and Company Secretary since 1 October 2015)
(3) Company Secretary of Bentley Capital Limited (ASX:BEL) (since 5 February 2004)
(4) Company Secretary of Lithium Energy Limited (ASX:LEL) (since 14 January 2021)
Former positions in other Company Secretary of Keybridge Capital Limited (ASX:KBC) (13 October 2016 to 13 October 2019)
listed entities in past 3Executive Director of Lithium Energy Limited (ASX:LEL) (14 January to 18 March 2021)years
Yaqoob Khan Non-Executive Director
Appointed 10 March 1998
Qualifications BCom (Western Australia), Master of Science in Industrial Administration (Carnegie Mellon)
Experience After working for several years in the Australian Taxation Office, Yaqoob Khan completed hispostgraduate Masters degree and commenced work as a senior executive responsible for productmarketing, costing systems and production management. Mr Khan has been an integral memberof the team responsible for the pre-IPO structuring and IPO promotion of a number of ASX floatsand has been involved in the management of such companies. Mr Khan brings considerableinternational experience in key aspects of corporate finance and the strategic analysis of listedinvestments.
Relevant interest in shares 3,677,301 shares9
Other currentdirectorships in listedentities Non-Executive Director of Orion Equities Limited (ASX:OEQ) (since 5 November 1999).
Former directorships inother listed entities in past3 years None

8 Refer Victor Ho's Initial Director's Interest Notice dated 3 April 2013

9 Refer Yaqoob Khan's Change of Director's Interest Notice dated 6 May 2021

DIRECTORS' MEETINGS

The following table sets out the numbers of meetings of the Company's Directors held during the financial year (including Directors' circulatory resolutions), and the numbers of meetings attended by each Director of the Company:

Name of Director Meetings Attended Maximum Possible Meetings
Farooq Khan 6 6
Yaqoob Khan 6 6
Victor Ho 6 6

There were no meetings of committees of the Board of the Company.

Board Committees

During the financial year and as at the date of this Directors' Report, the Company did not have separate designated Audit or Remuneration Committees. In the opinion of the Directors, in view of the size of the Board and nature and scale of the Queste's activities, matters typically dealt with by an Audit or Remuneration Committee are dealt with by the full Board.

This Remuneration Report details the nature and amount of remuneration for each Director and Company Executive (being a company secretary or senior manager) (Key Management Personnel) of Queste.

The information provided under headings (1) to (6) below has been audited for compliance with section 300A of the Corporations Act 2001 (Cth) as required under section 308(3C).

(1) Remuneration Policy

The Board determines the remuneration structure of all Key Management Personnel having regard to the Company's strategic objectives, scale and scope of operations and other relevant factors, including experience and qualifications, length of service, the duties and accountability of Key Management Personnel, the frequency of Board meetings, market practice (including available data concerning remuneration paid by other listed companies and in particular, companies of comparable size and nature) and the objective of maintaining a balanced Board which has appropriate expertise and experience, at a reasonable cost to the Company.

Corporate Governance Principles: The Company's Corporate Governance Statement (CGS) also addresses matters pertaining to the Board, Senior Management and Remuneration. The latest version of the CGS may be downloaded from the Company's website: www.queste.com.au/corporate-governance.

Fixed Cash Short Term Employment Benefits: The Key Management Personnel of the Company are paid a fixed amount per annum plus applicable employer superannuation contributions. The Non-Executive Directors of the Company are paid a maximum aggregate base remuneration of $75,00010 per annum inclusive of minimum employer superannuation contributions where applicable, to be divided as the Board determines appropriate.

The Board has determined the following fixed cash remuneration for current Key Management Personnel as follows (as at 30 June 2021):

Executive Director

  • (1) Mr Farooq Khan (Executive Chairman and Managing Director) a base annual salary of $31,250 (voluntarily reduced from $125,000) to assist the Company in reducing its corporate overheads) per annum plus employer superannuation contributions; and
  • (2) Mr Victor Ho (Executive Director and Company Secretary) a base annual salary of $22,500 (voluntarily reduced from $45,000) per annum plus employer superannuation contributions. Mr Ho also agreed to join the Board as an Executive Director on 3 April 2013 at no further cost to the Company.

Non – Executive Director

(3) Mr Yaqoob Khan (Non-Executive Director) - a base annual fee of $15,000 per annum.

Key Management Personnel can also opt to "salary sacrifice" their cash fees/salary and have them paid wholly or partly as further employer superannuation contributions or benefits exempt from fringe benefits tax.

Special Exertions and Reimbursements: Pursuant to the Company's Constitution, each Director is entitled to receive:

  • (a) Payment for reimbursement of all travelling, hotel and other expenses reasonably incurred by a Director for the purpose of attending meetings of the Board or otherwise in and about the business of the Company; and
  • (b) In respect of Non-Executive Directors, payment for the performance of extra services or the making of special exertions for the benefit of the Company (at the request of and with the concurrence of the Board).

Short-Term Benefits: The Company does not have any short-term incentive (STI) cash bonus schemes (or equivalent) in place for Key Management Personnel.

10 As approved by shareholders at the Annual General Meeting held on 30 November 1999; refer Queste's ASX announcement dated 30 November 1999: Results of Annual General Meeting of Shareholders

Long-Term Benefits: The Company does not have any long-term incentive (LTI) cash bonus schemes (or equivalent) in place for Key Management Personnel.

Equity Based Benefits: The Company does not presently have any equity (shares or options) based remuneration arrangements for any personnel pursuant to any executive or employee share or option plan or otherwise.

Post-Employment Benefits: The Company does not presently provide retirement benefits to Key Management Personnel. Other than early termination benefits disclosed in 'Employment Agreement' below, Key Management Personnel also have no right to termination payments save for payment of accrued unused annual and long service leave (where applicable) (these accrued employee entitlements are not applicable in respect of Non-Executive Directors). The Company notes that shareholder approval is required where a Company proposes to make a "termination payment" (for example, a payment in lieu of notice, a payment for a post-employment restraint and payments made as a result of the automatic or accelerated vesting of share based payments) in excess of one year's "base salary" (defined as the average base salary over the previous 3 years) to a director or any person who holds a managerial or executive office.

Performance-Related Benefits and Financial Performance of Company: The Company does not presently provide short- or long-term incentive/performance based benefits related to the Company's performance to Key Management Personnel, including payment of cash bonuses. The current remuneration of Key Management Personnel is fixed, is not dependent on the satisfaction of a performance condition and is unrelated to the Company's performance.

The Board does not believe that it is appropriate at this time to implement an equity-based benefit scheme or a performance related/variable component to Key Management Personnel remuneration or remuneration generally linked to the Company's performance but reserves the right to implement these remuneration measures if appropriate in the future (subject to prior shareholder approval where applicable).

In considering the Company's performance and its effects on shareholder wealth, Directors have had regard to the data set out below for the latest financial year and the previous four financial years.

2021 2020 2019 2018 2017
Profit/(Loss) Before Income Tax ($) 5,259,241 (847,983) (1,369,019) (1,151,518) (2,122,392)
Basic Earnings/(Loss) per Share (cents) 11.60 (1.96) (3.36) (2.80) (5.11)
Dividends Paid ($) - - - - -
VWAP Share Price on ASX for financial year (cents) 4.3 3.1 7 7 7
Closing Bid Share Price at 30 June (cents) 6 2.2 6 7 7

(2) Employment Agreement

Details of the material terms of an employment agreement entered by the Company with a Key Management Personnel are as follows:

KeyManagementPersonnelandPosition(s)Held RelevantDate(s) BaseSalary/Fees perannum Other Material Terms
Victor HoCompanySecretary (since30 August2000)Executive 25 January 2000(date ofemploymentagreement)2009/2010(date of effect $45,000(but voluntarilyreduced to$22,500, as at 30June 2021)plus employersuperannuation •The agreement has no fixed term or fixed rollingterms of service.•Standard annual leave (20 days) and personal/sickleave (10 days paid) entitlements plus entitlement tolong service leave of 60 days after 7 years of servicewith an additional 5 days after each year of servicethereafter.
Director (since3 April 2013) of currentremuneration) contributions •One month's notice of termination by the Company oremployee. Immediate termination without notice ifemployee commits any serious act of misconduct.

The Company does not presently have formal service agreements or employment agreements with any other Key Management Personnel.

(3) Details of Remuneration of Key Management Personnel

Details of the nature and amount of each element of remuneration of each Key Management Personnel of the Company paid or payable by the Consolidated Entity during the financial year are as follows:

Paid by the Company (Queste) to its Key Management Personnel

2021 Performancerelated Short-term Benefits PostEmploymentBenefits OtherLong-termBenefits EquityBased
KeyManagementPerson % Cash, salaryandcommissions$ Non-cashbenefit$ Superannuation$ Longserviceleave$ Shares &Options$ Total$
Executive Directors:
Farooq Khan - 31,250 - 2,969 - - 34,219
Victor Ho - 21,136 - 2,137 - - 23,273
Non-Executive Director:
Yaqoob Khan - 15,000 - - - 15,000
2020 Performancerelated Short-term Benefits PostEmploymentBenefits OtherLong-termBenefits EquityBased
KeyManagementPerson % Cash, salaryandcommissions$ Non-cashbenefit$ Superannuation$ Longserviceleave$ Shares &Options$ Total$
Executive Directors:
Farooq Khan - 33,247 - 3,158 - - 36,405
Victor Ho - 26,752 - 2,541 - - 29,293
Non-Executive Director:
Yaqoob Khan - 15,000 - - - - 15,000

Paid by Orion to Key Management Personnel (who are also KMP of Queste)

2021 PostEmployment OtherLong-term Equity
Key Short-term BenefitsCash, salary Benefits BenefitsLong Based
ManagementPersonnel Performancerelated% andcommissions$ Non-cashbenefit$ Superannuation$ serviceleave$ Shares &Options$ Total$
Executive Directors:
Farooq Khan - 201,250 - 19,119 - - 220,369
Victor Ho - 95,750 - 9,263 - - 105,013
Non-Executive Director:
Yaqoob Khan - 25,000 - - - - 25,000
2020 PostEmployment OtherLong-term Equity
KeyManagementPersonnel Performancerelated Short-term BenefitsCash, salaryandcommissions Non-cashbenefit BenefitsSuperannuation BenefitsLongserviceleave BasedShares &Options Total
% $ $ $ $ $ $
Executive Directors:
Farooq Khan - 201,250 - 19,119 - - 220,369
Victor Ho - 97,500 - 9,262 - - 106,762
Non-Executive Director:
Yaqoob Khan - 25,000 - - - - 25,000

Victor Ho is also Company Secretary of Queste and Orion.

The tables above may be aggregated to arrive at the aggregate amount of each element of remuneration of each Key Management Personnel paid or payable by Queste and Orion during the financial year.

(4) Other Benefits Provided to Key Management Personnel

No Key Management Personnel has during or since the end of the financial year, received or become entitled to receive a benefit, other than a remuneration benefit as disclosed above, by reason of a contract made by the Company or a related entity with the Director or with a firm of which he is a member, or with a Company in which he has a substantial interest.

(5) Engagement of Remuneration Consultants

The Company has not engaged any remuneration consultants to provide remuneration recommendations in relation to Key Management Personnel during the year. The Board has established a policy for engaging external Key Management Personnel remuneration consultants which includes, inter alia, that the Non-Executive Directors on the Remuneration Committee be responsible for approving all engagements of and executing contracts to engage remuneration consultants and for receiving remuneration recommendations from remuneration consultants regarding Key Management Personnel. Furthermore, the Company has a policy that remuneration advice provided by remuneration consultants be quarantined from Management where applicable.

(6) Shares held by Key Management Personnel

The number of ordinary shares in the Company held by Key Management Personnel is set below:

Key ManagementPersonnel Balance at30 June 2020 Additions Received as partof remuneration Disposals Balance at 30June 2021
Executive Directors:
Farooq Khan 5,612,972 - - - 5,612,972
Victor Ho 17,500 - - - 17,500
Non-Executive Director:
Yaqoob Khan 68,345 3,608,956 - - 3,677,301

Note: The disclosures of shareholdings above are in accordance with the accounting standards which require disclosure of shares held directly, indirectly or beneficially by each key management person, a close member of the family of that person, or an entity over which either of these persons have, directly or indirectly, control, joint control or significant influence (as defined under Accounting Standard AASB 124 Related Party Disclosures).

(7) Voting and Comments on the Remuneration Report at the 2020 AGM

At the Company's most recent (2020) AGM, a resolution to adopt the prior year (2020) Remuneration Report was put to the vote and passed on a poll (called by the Chair) with 69.2% majority support11. No comments were made on the Remuneration Report that was considered at the AGM.

This concludes the audited Remuneration Report.

11 Refer Queste's ASX announcement dated 19 November 2020: Results of 2020 Annual General Meeting

DIRECTORS DEEDS

In addition to the rights of indemnity provided under the Company's Constitution (to the extent permitted by the Corporations Act 2001 (Cth)), the Company has also entered into a deed with each of the Directors and the Company Secretary (Officer) to regulate certain matters between the Company and each Officer, both during the time the Officer holds office and after the Officer ceases to be an officer of the Company, including the following matters:

  • (a) The Company's obligation to indemnify an Officer for liabilities or legal costs incurred as an officer of the Company (to the extent permitted by the Corporations Act 2001 (Cth)); and
  • (b) Subject to the terms of the deed and the Corporations Act 2001 (Cth), the Company may advance monies to the Officer to meet any costs or expenses of the Officer incurred in circumstances relating to the indemnities provided under the deed and prior to the outcome of any legal proceedings brought against the Officer.

LEGAL PROCEEDINGS ON BEHALF OF CONSOLIDATED ENTITY

No person has applied for leave of a court to bring proceedings on behalf of the Consolidated Entity or intervene in any proceedings to which the Consolidated Entity is a party for the purpose of taking responsibility on behalf of the Consolidated Entity for all or any part of such proceedings. The Consolidated Entity was not a party to any such proceedings during and since the financial year.

AUDITORS

Details of the amounts paid or payable to the Auditors for audit and non-audit services (tax services) provided during the financial year are set out below:

Consolidated Entity Company
Auditor Audit &ReviewFees$ Non-AuditServices$ Total$ Audit &ReviewFees$ NonAuditServices$ Total$
Rothsay Auditing 27,950 - 27,950 12,000 - 12,000

Rothsay Auditing did not provide any non-audit services during the year.

Rothsay Auditing continues in office in accordance with section 327B of the Corporations Act 2001 (Cth).

AUDITORS' INDEPENDENCE DECLARATION

A copy of the Auditor's Independence Declaration as required under section 307C of the Corporations Act 2001 (Cth) forms part of this Directors Report and is set out on page 15. This relates to the Auditor's Independent Review Report, where the Auditor states that they have issued an independence declaration.

EVENTS SUBSEQUENT TO BALANCE DATE

The Directors are not aware of any other matters or circumstances at the date of this Directors' Report, other than those referred to in this Directors' Report (in particular, in Review of Operations) or the financial statements or notes thereto (in particular Note 24, that have significantly affected or may significantly affect the operations, the results of operations or the state of affairs of the Company in subsequent financial years.

Signed for and on behalf of the Directors in accordance with a resolution of the Board.

Farooq Khan Victor Ho Executive Chairman and Managing Director

27 August 2021

Executive Director and Company Secretary

AUDITOR'S INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE CORPORATIONS ACT 2001

As lead auditor of the audit of Quest Communications Ltd for the year ended 30 June 2021, I declare that, to the best of my knowledge and belief, there have been:

  • no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
  • no contraventions of any applicable code of professional conduct in relation to the audit.

This declaration is in respect of Quest Communications Ltd and the entities it controlled during the year.

Rothsay Auditing

Daniel Dalla Partner 27 August 2021

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME for the year ended 30 June 2021

Note 2021 2020
$ $
Revenue 2 37,797 40,707
Other
Share of Associate entity's net profit 2,859,855 -
Net gain on financial assets at fair value through profit or loss 2,200,000 -
Impairment reversal on revaluation of property held for 650,000 -
development or resale
Other income 229,932 81,668
Total revenue 5,977,584 122,375
Expenses 3
Share of Associate entity's net loss - (307,878)
Net loss on financial assets at fair value through profit or loss - (1)
Land operation expenses (8,451) (11,179)
Personnel expenses (482,062) (445,469)
Occupancy expenses (13,789) (37,213)
Corporate expenses (51,491) (60,226)
Finance expenses (214) (409)
Administration expenses (162,336) (107,983)
Profit/(Loss) before tax 5,259,241 (847,983)
Income tax expense 5 - -
Profit/(Loss) after income tax 5,259,241 (847,983)
OTHER COMPREHENSIVE INCOME
Revaluation of assets, net of tax - -
Total comprehensive income/(loss) for the year 5,259,241 (847,983)
Profit/(Loss) attributable to:
Owners of Queste Communications Ltd 3,139,667 (530,823)
Non-controlling interest 2,119,574 (317,160)
5,259,241 (847,983)
Total comprehensive income/(loss) for the year is attributable to:
Owners of Queste Communications Ltd 3,139,667 (530,823)
Non-controlling interest 2,119,574 (317,160)
Impairment reversal on revaluation of property held for development or resale 5,259,241 (847,983)
Basic and diluted earnings/(loss) per share (cents)
attributable to the ordinary equity holders
of the Company 6 11.60 (1.96)

CONSOLIDATED STATEMENT OF FINANCIAL POSITION as at 30 June 2021

Note 2021 2020
Current assets $ $
Cash and cash equivalents 7 211,745 352,272
Financial assets at fair value through profit or loss 8 2,650,003 450,003
Receivables 11 16,772 96,261
Total current assets 2,878,520 898,536
Non current assets
Property held for development or resale 12 1,750,000 1,100,000
Investment in Associate entity 20 3,029,695 169,840
Property, plant and equipment 5,974 9,155
Total non current assets 4,785,669 1,278,995
Total assets 7,664,189 2,177,531
Current liabilities
Payables 13 240,510 210,470
Provisions 14 218,705 166,948
Total current liabilities 459,215 377,418
Non Current liabilities
Payables 13 365,092 219,472
Total liabilities 824,307 596,890
Net assets 6,839,882 1,580,641
Equity
Issued capital 15 6,239,370 6,239,370
Reserves 16
Profits reserve 8,827,934 2,892,899
Option premium reserve 2,138,012 2,138,012
Other reserve 884,748 567,587
Accumulated losses (14,081,547) (11,286,179)
Parent interest 4,008,517 551,689
Non-controlling interest 17 2,831,365 1,028,952
Total equity 6,839,882 1,580,641

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY for the year ended 30 June 2021

Issuedcapital$ Reserves$ Accumulatedlosses$ Noncontrollinginterest$ Total$
Balance at 1 July 2019 6,239,370 5,427,285 (10,780,510) 1,542,479 2,428,624
Loss for the yearProfits reserve transferOther comprehensive income --- -(25,154)- (530,823)25,154- (317,160)-- (847,983)--
Total comprehensiveloss for the year - (25,154) (505,669) (317,160) (847,983)
Transactions with owners intheir capacity as owners:Transactions with
non-controlling interest - 196,367 - (196,367) -
Balance at 30 June 2020 6,239,370 5,598,498 (11,286,179) 1,028,952 1,580,641
Balance at 1 July 2020 6,239,370 5,598,498 (11,286,179) 1,028,952 1,580,641
Profit for the yearProfits reserve transferOther comprehensive income --- -5,935,035- 3,139,667(5,935,035)- 2,119,574-- 5,259,241--
Total comprehensiveincome for the year - 5,935,035 (2,795,368) 2,119,574 5,259,241
Transactions with owners intheir capacity as owners:Transactions with
non-controlling interest - 317,161 - (317,161) -
Balance at 30 June 2021 6,239,370 11,850,694 (14,081,547) 2,831,365 6,839,882

CONSOLIDATED STATEMENT OF CASH FLOWS for the year ended 30 June 2021

2021$ 2020$
Cash flows from operating activities
Receipts from customers 37,700 37,700
Interest received 97 3,007
Payments to suppliers and employees (407,781) (620,034)
Interest paid (10) -
Other receipts 229,932 81,668
Net cash used in operating activities 7(a) (140,062) (497,659)
Cash flows from investing activities
Purchase of plant and equipment (465) (796)
Net cash used in investing activities (465) (796)
Cash flows from financing activities
Orion dividends paid - (12)
Net cash used in financing activities - (12)
Net increase/(decrease) in cash held (140,527) (498,467)
Cash and cash equivalents at beginning of financial year 352,272 850,739
Cash and cash equivalents at end of financial year 7 211,745 352,272

1. ABOUT THIS REPORT

1.1 Background

This financial report covers the consolidated financial statements of the consolidated entity consisting of Queste Communications Ltd, its subsidiary (controlled entity, Orion Equities Limited ABN 77 000 742 843 (ASX:OEQ) (Orion or OEQ) and Orion's controlled entities) and an investment in its associate entity Bentley Capital Limited (ASX:BEL) ABN 87 088 128 218 (Bentley or BEL) (the Consolidated Entity or Queste). The financial report is presented in the Australian currency.

Queste Communications Ltd (ASX:QUE) (the Company or QUE) is a company limited by shares, incorporated in Western Australia, Australia and whose shares are publicly traded on the Australian Securities Exchange (ASX).

These financial statements have been prepared on a streamlined basis where key information is grouped together for ease of understanding and readability. The notes include information which is required to understand the financial statements and is material and relevant to the operations, financial position and performance of the Consolidated Entity.

Information is considered material and relevant if, for example:

  • (a) the amount in question is significant because of its size or nature;
  • (b) it is important for understanding the results of the Consolidated Entity;
  • (c) it helps to explain the impact of significant changes in the Consolidated Entity's business; or
  • (d) it relates to an aspect of the Consolidated Entity's operations that is important to its future performance.

The notes are organised into the following sections:

  • (a) Key Performance: Provides a breakdown of the key individual line items in the profit or loss that the Directors consider most relevant to understanding performance and shareholder returns for the year:
    • Notes
      • 2 Revenue
      • 3 Expenses
      • 4 Segment information
      • 5 Tax 6 Earnings/(Loss) per share
  • (b) Financial Risk Management: Provides information about the Consolidated Entity's exposure and management of various financial risks and explains how these affect the Consolidated Entity's financial position and performance:

Notes

  • 7 Cash and cash equivalents
  • 8 Financial assets at fair value through profit or loss
  • 9 Financial risk management
  • 10 Fair value measurement of financial instruments

(c) Other Assets and Liabilities: Provides information on other balance sheet assets and liabilities that do not materially affect performance or give rise to material financial risk:

Notes

  • 11 Receivables
  • 12 Property held for resale
  • 13 Payables
  • 14 Provisions
  • (d) Capital Structure: This section outlines how the Consolidated Entity manages its capital structure and related financing costs, as well as capital adequacy and reserves. It also provides details on the dividends paid by the Company:
    • Notes
      • 15 Issued capital
      • 16 Reserves
      • 17 Non-controlling interest
  • (e) Consolidated Entity Structure: Provides details and disclosures relating to the parent entity of the Consolidated Entity, controlled entities, investments in associates and any acquisitions and/or disposals of businesses in the year. Disclosure on related parties is also provided in the section:
    • Notes
      • 18 Parent entity information
      • 19 Investment in controlled entity
      • 20 Investment in associate entity
      • 21 Related party transactions
  • (f) Other: Provides information on items which require disclosure to comply with Australian Accounting Standards and other regulatory pronouncements however, are not considered significant in understanding the financial performance or position of the Consolidated Entity:

Notes

  • 22 Auditors' remuneration
  • 23 Contingencies
  • 24 Events occurring after the reporting period

Significant and other accounting policies that summarise the measurement basis used and presentation policies and are relevant to an understanding of the financial statements are provided throughout the notes to the financial statements.

1.2. Basis of preparation

These general purpose financial statements have been prepared in accordance with Australian Accounting Standards, other authoritative pronouncements of the Australian Accounting Standards Board, Australian Accounting Interpretations and the Corporations Act 2001 (Cth), as appropriate for for-profit entities.

Compliance with IFRS

The consolidated financial statements of the Consolidated Entity also comply with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).

Reporting Basis and Conventions

The financial report has been prepared on an accruals basis and is based on historical costs modified by the revaluation of selected non-current assets, and financial assets and financial liabilities for which the fair value basis of accounting has been applied.

1.3. Principles of Consolidation

The consolidated financial statements incorporate the assets and liabilities of the subsidiary of Queste Communications Ltd as at 30 June 2021 and the results of its subsidiary for the year then ended. Queste Communications Ltd and its subsidiary are referred to in this financial statement as the Consolidated Entity.

The controlled entity has a June financial year-end. All intercompany balances and transactions between entities in the Consolidated Entity, including any unrealised profits or losses, have been eliminated on consolidation.

1.4. Comparative Figures

Certain comparative figures have been adjusted to conform to changes in presentation for the current financial year.

1.5. Goods and Services Tax (GST)

Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the Statement of Financial Position are shown inclusive of GST. Cash flows are presented in the Statement of Cash Flows on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows.

1.6. Impairment of Assets

At each reporting date, the Consolidated Entity reviews the carrying values of its tangible and intangible assets to determine whether there is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset's fair value less costs to sell and value in use, is compared to the asset's carrying value. Any excess of the asset's carrying value over its recoverable amount is expensed to the profit or loss. Impairment testing is performed annually for goodwill and intangible assets with indefinite lives. Where it is not possible to estimate the recoverable amount of an individual asset, the Consolidated Entity estimates the recoverable amount of the cash-generating unit to which the asset belongs.

1.7. Dividends Policy

Provision is made for the amount of any dividend declared; being appropriately authorised and no longer at the discretion of the entity, on or before the end of the financial year but not distributed at the Balance Date.

1.8. Leases

At the lease commencement, the Consolidated Entity recognises a right-of-use asset and associated lease liability for the lease term. The lease term includes extension periods where the Consolidated Entity believes it is reasonably certain that the option will be exercised.

The right-of-use asset is measured using the cost model where cost on initial recognition comprises of the lease liability, initial direct costs, prepaid lease payments, estimated cost of removal and restoration less any lease incentives received.

The right-of-use asset is depreciated over the lease term on a straight-line basis and assessed for impairment in accordance with the impairment of assets accounting policy.

The lease liability is initially measured at the present value of the remaining lease payments at the commencement of the lease. The discount rate is the rate implicit in the lease, however where this cannot be readily determined then the Consolidated Entity's incremental borrowing rate is used.

Subsequent to initial recognition, the lease liability is measured at amortised cost using the effective interest rate method. The lease liability is remeasured when there is a lease modification, change in estimate of the lease term or index upon which the lease payments are based (e.g. CPI) or a change in the Consolidated Entity's assessment of lease term.

Where the lease liability is remeasured, the right-of-use asset is adjusted to reflect the remeasurement or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

Exceptions to lease accounting

The Consolidated Entity has elected to apply the exceptions to lease accounting for both short-term leases (i.e. leases with a term of less than or equal to 12 months) and leases of low-value assets. The Consolidated Entity recognises the payments associated with these leases as an expense on a straight-line basis over the lease term.

1.9. New, revised or amending Accounting Standards and Interpretations adopted

The Consolidated Entity has adopted all of the new, revised or amending Accounting Standards and Interpretations issued by the AASB that are mandatory for the current reporting period.

Any new, revised or amending Accounting Standards or Interpretations that are not mandatory have not been early adopted. These are not expected to have a material impact on the Consolidated Entity's financial statements.

2. REVENUE

The Consolidated Entity's operating profit/(loss) before income tax includes the
following items of revenue: 2021 2020
Revenue $ $
Rental revenue 37,700 37,700
Interest revenue 97 3,007
37,797 40,707
Other
Share of Associate entity's net profit 2,859,855 -
Net gain on financial assets at fair value through profit or loss 2,200,000 -
Impairment reversal on revaluation of property held for 650,000 -
development or resale
Other income 229,932 81,668
5,977,584 122,375

Accounting policy

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Consolidated Entity and the revenue can be reliably measured. All revenue is stated net of the amount of Goods and Services Tax (GST) except where the amount of GST incurred is not recoverable from the Australian Tax Office. The following specific recognition criteria must also be met before revenue is recognised:

(a) Sale of financial assets, goods and other assets

Revenue from the sale of financial assets, goods or other assets is recognised when the Consolidated Entity has passed control of the financial assets, goods or other assets to the buyer.

(b) Interest revenue

Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets.

(c) Dividend revenue

Dividend revenue is recognised when the right to receive a dividend has been established. The Consolidated Entity brings dividend revenue to account on the applicable ex-dividend entitlement date.

(d) Other revenues

Other revenues are recognised on a receipts basis.

3. EXPENSES

2021 2020
The Consolidated Entity's operating profit/(loss) before income tax includes thefollowing items of expenses: $ $
Share of Associate entity's net loss - 307,878
Net loss on financial assets at fair value through profit or loss - 1
Land operations 8,451 11,179
Salaries, fees and employee benefits 482,062 445,469
Occupancy expenses 13,789 37,213
Finance expenses 214 409
Corporate expenses
ASX and CHESS fees 33,221 33,449
ASIC fees 11,291 17,809
Share registry 5,760 5,806
Other corporate expenses 1,219 3,162
3. EXPENSES (continued) 2021 2020
$ $
Administration expenses
Professional fees 4,446 15,048
Audit fees 27,950 36,000
Legal fees 34 1,505
Depreciation 2,458 5,018
Doubtful debts 96,250 -
Other administration expenses 31,198 50,412
718,343 970,358

4. SEGMENT INFORMATION

2021 Investments Corporate Total
Segment revenues $ $ $
Revenue 37,700 97 37,797
Other 5,709,855 229,932 5,939,787
Total segment revenues 5,747,555 230,029 5,977,584
Personnel expenses - 482,062 482,062
Finance expenses - 214 214
Administration expenses - 159,876 159,876
Depreciation expenses - 2,458 2,458
Other expenses 8,451 65,282 73,733
Total segment profit/(loss) 5,739,104 (479,863) 5,259,241
Segment assets
Cash and cash equivalents - 211,745 211,745
Financial assets 2,650,003 - 2,650,003
Property held for development or resale 1,750,000 - 1,750,000
Investment in Associate entity 3,029,695 - 3,029,695
Property, plant and equipment - 5,974 5,974
Other assets - 16,772 16,772
Total segment assets 7,429,698 234,491 7,664,189
2020
Segment revenues
Revenue 37,700 3,007 40,707
Other - 81,668 81,668
Total segment revenues 37,700 84,675 122,375
Personnel expenses - 445,469 445,469
Finance expenses - 409 409
Administration expenses (3,590) 103,476 99,886
Depreciation expenses - 5,018 5,018
Other expenses 319,057 100,519 419,576
Total segment loss (277,767) (570,216) (847,983)

4. SEGMENT INFORMATION (continued)

2020Segment assets Investments$ Corporate$ Total$
Cash and cash equivalents - 352,272 352,272
Financial assets 450,003 - 450,003
Property held for development or resale 1,100,000 - 1,100,000
Investment in Associate entity 169,840 - 169,840
Property, plant and equipment - 9,155 9,155
Other assets - 96,261 96,261
Total segment assets 1,719,843 457,688 2,177,531

Accounting policy

The operating segments are reported in a manner consistent with the internal reporting provided to the "Chief Operating Decision Maker" (CODM). The Consolidated Entity's CODM is the Board of Directors who are responsible for allocating resources and assessing performance of the operating segments.

The Board has considered the business and geographical perspectives of the operating results and determined that the Consolidated Entity operates only within Australia, with the main segments being Investments. Corporate items are mainly comprised of corporate assets, office expenses and income tax assets and liabilities.

Description of segments

  • (a) Investments comprise equity investments in companies listed on the Australian Securities Exchange (ASX) and liquid financial assets; and
  • (b) Corporate items comprise corporate assets and operations.

Liabilities

Liabilities are not reported to the Board of Directors by segment. All liabilities are assessed at a consolidated entity level.

5. TAX

The components of tax expense comprise:Current taxDeferred tax 2021$-- 2020$--
(a)The prima facie tax on operating profit/(loss) before income taxis reconciled to the income tax as follows: - -
Prima facie tax payable on operating profit/(loss) before income tax at30% (2020: 27.5%) 1,446,291 (233,195)
Adjust tax effect of:
Other assessable income 1,249 -
Non-deductible expenses 98 403
Non-assessable income (783,750) -
Share of Associate entity's (profit)/loss (786,460) 84,666
Current year tax losses not brought to account 122,572 148,126
Prior year's deferred tax assets recognition reversal -
Income tax attributable to entity - -

5. TAX (continued)

2021 2020
Unrecognised deferred tax balances $ $
Unrecognised deferred tax asset - revenue losses 4,460,983 4,455,769
Unrecognised deferred tax asset - capital losses 77,890 77,890
Unrecognised deferred tax asset - timing differences 722,475 1,479,748
5,261,348 6,013,407

Critical accounting judgement and estimate

The above deferred tax assets have not been recognised in respect of the above items because it is not probable that future taxable profit will be available against which the Consolidated Entity can utilise the benefits. Revenue and capital tax losses are subject to relevant statutory tests.

Accounting policy

The income tax expense or revenue for the period is the tax payable on the current period's taxable income based on the notional income tax rate for each taxing jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax bases of assets and liabilities and their carrying amounts in the financial statements, and to unused tax losses (if applicable).

Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when the assets are recovered or liabilities are settled, based on those tax rates which are enacted or substantively enacted for each taxing jurisdiction. The relevant tax rates are applied to the cumulative amounts of deductible and taxable temporary differences to measure the deferred tax asset or liability. An exception is made for certain temporary differences arising from the initial recognition of an asset or a liability. No deferred tax asset or liability is recognised in relation to these temporary differences if they arose in a transaction, other than a business combination, that at the time of the transaction did not affect either accounting profit or taxable profit or loss.

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses. The amount of deferred tax assets benefits brought to account or which may be realised in the future, is based on the assumption that no adverse change will occur in income taxation legislation and the anticipation that the Consolidated Entity will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law.

Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases of investments in controlled entities where the Company is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Current and deferred tax balances attributable to amounts recognised directly in other comprehensive income or equity are also recognised directly in other comprehensive income or equity.

6. EARNINGS PER SHARE 2021 2020
Basic and diluted earnings/(loss) per share (cents) 11.60 (1.96)
The following represents the profit/(loss) and weighted average number ofshares used in the earnings/(loss) per share calculations:
Profit/(Loss) after income tax attributable to Owners of Queste ($) 3,139,667 (530,823)
Number of shares
Weighted average number of ordinary shares 27,072,332 27,072,332

Accounting policy

Basic earnings/(loss) per share is determined by dividing the operating result after income tax by the weighted average number of ordinary shares on issue during the financial period.

Diluted earnings/(loss) per share adjusts the figures used in the determination of basic earnings/(loss) per share by taking into account amounts unpaid on ordinary shares and any reduction in earnings/(loss) per share that will probably arise from the exercise of options outstanding during the financial period.

7. CASH AND CASH EQUIVALENTS 2021 2020
$ $
Cash at bank 211,745 352,272
(a)Reconciliation of operating profit/(loss) after income tax to netcash used in operating activities
Profit/(Loss) after income tax 5,259,241 (847,983)
Add non-cash items:
Depreciation 2,458 5,018
Write off fixed assets 1,189 3,079
Doubtful debts 96,250 -
Share of Associate entity's net (profit)/loss (2,859,855) 307,878
Net (gain)/loss on financial assets at fair value through profit or loss (2,200,000) 1
Revaluation of land held for development or resale (650,000) -
Changes in assets and liabilities:
Receivables (16,760) (43,359)
Other current assets - 7,139
Payables 175,659 55,090
Provisions 51,756 15,478
(140,062) (497,659)

Accounting policy

Cash and cash equivalents includes cash on hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts (if any) are shown within short-term borrowings in current liabilities on the Statement of Financial Position.

8. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS 2021 2020
$ $
Listed securities at fair value 2,650,003 450,003

Accounting policy

Financial instruments are initially measured at cost on trade date, which includes transaction costs, when the related contractual rights or obligations exist. Subsequent to initial recognition, financial assets at fair value through profit and loss acquired principally for the purpose of selling in the short term or if so designated by management and within the requirements of AASB 139: Recognition and Measurement of Financial Instruments will recognise its realised and unrealised gains and losses arising from changes in the fair value of these assets are included in profit or loss in the period in which they arise.

The fair value of financial instruments traded in active markets (such as publicly traded derivatives, and trading and available-for-sale securities) is based on quoted market prices at the balance sheet date which is the current bid price. The Consolidated Entity's investment portfolio is accounted for as "financial assets at fair value through profit and loss" and is carried at fair value.

9. FINANCIAL RISK MANAGEMENT

The Consolidated Entity's financial instruments consist of deposits with banks, accounts receivable and payable, investments in listed securities, and other unlisted securities. The principal activity of the Consolidated Entity is the management of these investments - "financial assets at fair value" (refer to Note 8). The Consolidated Entity's investments are subject to market (which includes interest rate and price risk), credit and liquidity risks.

The Board of Directors are responsible for the overall internal control framework (which includes risk management) but no cost-effective internal control system will preclude all errors and irregularities. The system is based, in part, on the appointment of suitably qualified management personnel. The effectiveness of the system is continually reviewed by management and at least annually by the Board.

The financial receivables and payables of the Consolidated Entity in the table below are due or payable within 30 days. The financial investments are held for trading and are realised at the discretion of the Board of Directors.

The Consolidated Entity holds the following financial assets and liabilities: 2021 2020
Note $ $
Cash and cash equivalents 7 211,745 352,272
Financial assets at fair value through profit or loss 8 2,650,003 450,003
Receivables 11 16,772 96,261
2,878,520 898,536
Payables 13 (240,510) (210,470)
Net financial assets 2,638,010 688,066

(a) Market risk

Market risk is the risk that the fair value and/or future cash flows from a financial instrument will fluctuate as a result of changes in market factors. Market risk comprises of price risk from fluctuations in the fair value of equities and interest rate risk from fluctuations in market interest rates.

9. FINANCIAL RISK MANAGEMENT (continued)

(a) Market risk (continued)

(i) Price risk

The Consolidated Entity is exposed to equity securities price risk. This arises from investments held by the Consolidated Entity and classified in the Statement of Financial Position at fair value through profit or loss. The Consolidated Entity is not exposed to commodity price risk, save where this has an indirect impact via market risk and equity securities price risk.

The value of a financial instrument will fluctuate as a result of changes in market prices, whether those changes are caused by factors specific to the individual instrument or its issuer or factors affecting all instruments in the market. By its nature as an investment company, the Consolidated Entity will always be subject to market risk as it invests its capital in securities that are not risk free - the market price of these securities can and will fluctuate. The Consolidated Entity does not manage this risk through entering into derivative contracts, futures, options or swaps.

Equity price risk is minimised through ensuring that investment activities are undertaken in accordance with Board established mandate limits and investment strategies.

The Consolidated Entity has performed a sensitivity analysis on its exposure to market price risk at balance date. The analysis demonstrates the effect on the current year results and equity which could result from a change in these risks. The ASX All Ordinaries Accumulation Index was utilised as the benchmark for the unlisted and listed share investments which are financial assets available-for-sale or at fair value through profit or loss.

Impact on Impact on other
post-tax profit components of equity
ASX All Ordinaries 2021 2020 2021 2020
Accumulation Index $ $ $ $
Increase 15% 63,522 4,336 63,522 4,336
Decrease 15% (63,522) (4,336) (63,522) (4,336)

(ii) Interest rate risk

Interest rate risk is the risk that the value of a financial instrument will fluctuate due to changes in market interest rates. The Consolidated Entity's exposure to market risk for changes in interest rates relate primarily to investments held in interest bearing instruments. The average interest rate for the year for the table below is 0.1% (2020: 0.35%). The revenue exposure is immaterial in terms of the possible impact on profit or loss or total equity.

(b) Credit risk

Credit risk refers to the risk that a counterparty under a financial instrument will default (in whole or in part) on its contractual obligations resulting in financial loss to the Consolidated Entity. Credit risk arises from cash and cash equivalents and deposits with banks and financial institutions, including outstanding receivables and committed transactions. Concentrations of credit risk are minimised primarily by undertaking appropriate due diligence on potential investments, carrying out all market transactions through approved brokers, settling nonmarket transactions with the involvement of suitably qualified legal and accounting personnel (both internal and external), and obtaining sufficient collateral or other security (where appropriate) as a means of mitigating the risk of financial loss from defaults. The Consolidated Entity's business activities do not necessitate the requirement for collateral as a means of mitigating the risk of financial loss from defaults.

The credit quality of the financial assets are neither past due nor impaired and can be assessed by reference to external credit ratings (if available with Standard & Poor's) or to historical information about counterparty default rates. The maximum exposure to credit risk at Balance Date is the carrying amount of the financial assets as summarised below:

9. FINANCIAL RISK MANAGEMENT (continued)

(b) Credit risk (continued)

2021 2020
Cash and cash equivalents $ $
AA- 210,610 352,272
Receivables (due within 30 days)
No external credit rating available 16,772 96,261

The Consolidated Entity measures credit risk on a fair value basis. The carrying amount of financial assets recorded in the financial statements, net any provision for losses, represents the Consolidated Entity's maximum exposure to credit risk.

(c) Liquidity risk

Liquidity risk is the risk that the Consolidated Entity will encounter difficulty in meeting obligations associated with financial liabilities. The Consolidated Entity has no borrowings. The Consolidated Entity's non-cash investments can be realised to meet trade and other payables arising in the normal course of business. The financial liabilities disclosed in the above table have a maturity obligation of not more than 30 days.

10. FAIR VALUE MEASUREMENT OF FINANCIAL INSTRUMENTS

Fair value hierarchy

AASB 13 (Fair Value Measurement) requires disclosure of fair value measurements by level of the following fair value measurement hierarchy:

  • (i) Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;
  • (ii) Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices); and
  • (iii) Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
Level 1 Level 2 Level 3 Total
$ $ $ $
Financial assets at fair value through profit or loss:
Listed securities at fair value
2021 2,650,003 - - 2,650,003
2020 450,003 - - 450,003

There have been no transfers between the levels of the fair value hierarchy during the financial year.

(a) Valuation techniques

The fair value of the listed securities traded in active markets is based on closing bid prices at the end of the reporting period. These investments are included in Level 1.

The fair value of any assets that are not traded in an active market are determined using certain valuation techniques. The valuation techniques maximise the use of observable market data where it is available, or independent valuation and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in Level 2. If one or more of the significant inputs is not based on observable market data, the instrument is included in Level 3.

10. FAIR VALUE MEASUREMENT OF FINANCIAL INSTRUMENTS (continued)

(b) Fair values of other financial assets and liabilities 2021 2020

Note $ $
Cash and cash equivalents 7 211,745 352,272
Receivables 11 16,772 96,261
228,517 448,533
Payables 13 (240,510) (210,470)
(11,993) 238,063

Due to their short-term nature, the carrying amounts of cash, current receivables and current payables is assumed to approximate their fair value.

Accounting policy

The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure purposes. The fair value of financial instruments traded in active markets (such as publicly traded derivatives, and trading and available-for-sale securities) is based on quoted market prices at the Balance Date. The quoted market price used for financial assets held by the Consolidated Entity is the current bid price; the appropriate quoted market price for financial liabilities is the current ask price.

The fair value of financial instruments that are not traded in an active market (for example over-the-counter derivatives) is determined using valuation techniques, including but not limited to recent arm's length transactions, reference to similar instruments and option pricing models. The Consolidated Entity may use a variety of methods and makes assumptions that are based on market conditions existing at each Balance Date. Other techniques, such as estimated discounted cash flows, are used to determine fair value for other financial instruments.

The nominal value less estimated credit adjustments of trade receivables and payables are assumed to approximate their fair values. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cash flows at the current market interest rate that is available to the Consolidated Entity for similar financial instruments.

The Consolidated Entity's investment portfolio (comprising listed and unlisted securities) is accounted for as "financial assets at fair value through profit and loss" and is carried at fair value based on the quoted last bid prices at the Balance Date (refer Note 8).

11. RECEIVABLES

2021 2020
Current $ $
Other receivables 16,772 96,261

Risk exposure

The Consolidated Entity's exposure to credit and interest rate risks is discussed in Note 9.

Impaired trade receivables

None of the Consolidated Entity's receivables are impaired or past due.

Accounting policy

AASB 9 (Financial Instruments) requires the Consolidated Entity to adopt an expected credit loss (ECL ) impairment model across the Consolidated Entity's financial assets. The Consolidated Entity's receivables balance comprises deposits and GST refunds from the Australian Tax Office.

At each Balance Date, the Consolidated Entity reviews the carrying value of its financial assets based on the ECL model under AASB 9, which proposes three approaches in assessing impairment:

11. RECEIVABLES (continued)

Accounting policy (continued)

  • (i) the simplified approach (which will be applied to most trade receivables) which requires the recognition of lifetime ECLs by considering forward-looking assumptions and information regarding expected future conditions affecting historical customer default rates;
  • (ii) the general approach (which will be applied to most loans and debt securities) whereby ECL is recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, the Consolidated Entity will provide for credit losses that result from default events that are possible within the next 12 months. For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance will arise for credit losses expected over the remaining life of exposure, irrespective of the timing of the default; and
  • (iii) For purchased or originated credit-impaired receivables, the fair value at initial recognition already takes into account lifetime expected losses. At each Balance Date, the Consolidated Entity updates its estimated cash flows and adjusts the loss allowance accordingly.

The loss allowances for financial assets are based on the assumptions about risk of default and expected loss rates. The Consolidated Entity uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on the Consolidated Entity's past history, existing market conditions as well as forward looking estimates at the end of each reporting period. The Consolidated Entity has not recognised any additional impairment to its current receivables or non-current receivables as a result of the application of AASB 9. This is due to the fact that the Consolidated Entity does not consider that there are any further ECL to the current carrying values of its current receivables or its non-current receivables.

2021 2020
$ $
3,797,339 3,797,339
(2,697,339)
1,750,000 1,100,000
(2,047,339)

Critical accounting judgement and estimate

Property held for development or resale was valued by an independent qualified valuer (a Licensed Valuer of the Australian Property Institute) as at 30 June 2021. The reversal of impairment on the revaluation of $650,000 has been recognised in profit or loss.

Accounting policy

Property held for resale is valued at the lower of cost and net realisable value. Cost includes the cost of acquisition, development, borrowing costs and holding costs until completion of development. Finance costs and holding charges incurred after development are expensed. Profits are brought to account on the signing of an unconditional contract of sale.

13. PAYABLES

2021 2020
Current $ $
Trade payables 12,928 34,897
Dividend payable 6,727 6,727
GST payable 14,180 13,542
Other payables and accrued expenses 206,675 155,304
240,510 210,470
Non-current
Accrued Directors' fees and entitlements 365,092 219,472

Risk exposure

The Consolidated Entity's exposure to risks arising from current payables is set out in Note 9.

13. PAYABLES (continued)

Accounting policy

These amounts represent liabilities for goods and services provided to the Consolidated Entity prior to the end of the financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition.

14.PROVISIONS 2021 2020
$ $
Current
Employee benefits - annual leave 86,467 44,567
Employee benefits - long service leave 132,238 122,381
218,705 166,948

(a) Amounts not expected to be settled within 12 months

The provision for annual leave and long service leave is presented as current since the Consolidated Entity does not have an unconditional right to defer settlement for any of these employee benefits. Long service leave covers all unconditional entitlements where employees have completed the required period of service and also where employees are entitled to pro-rata payments in certain circumstances.

Based on past experience, the employees have never taken the full amount of long service leave or require payment within the next 12 months. The following amounts reflect leave that is not expected to be taken or paid within the next 12 months:

2021 2020
$ $
132,238 122,381

Accounting policy

Short-term obligations

Provision is made for the Consolidated Entity's liability for employee benefits arising from services rendered by employees to the Balance Date. Employee benefits that are expected to be settled within one year have been measured at the amounts expected to be paid when the liability is settled, plus related on-costs. Employee benefits payable later than one year from the Balance Date have been measured at the present value of the estimated future cash outflows to be made for those benefits. Employer superannuation contributions are made by the Consolidated Entity in accordance with statutory obligations and are charged as an expense when incurred.

Other long-term employee benefit obligations

The liability for long-service leave is recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the Balance Date. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service.

15. ISSUED CAPITAL 2021 2020 2021 2020
Number Number $ $
Fully paid ordinary shares 27,072,332 27,072,332 6,239,370 6,239,370

There was no movement in the Company's issued capital during the financial year.

15. ISSUED CAPITAL (continued)

Capital risk management

The Company's objectives when managing its capital are to safeguard its ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders and to maintain a capital structure balancing the interests of all shareholders.

The Board will consider capital management initiatives as is appropriate and in the best interests of the Company and shareholders from time to time, including undertaking capital raisings, share Buy-backs, capital reductions and the payment of dividends.

The Consolidated Entity has no external borrowings. The Consolidated Entity's non-cash investments can be realised to meet accounts payable arising in the normal course of business.

Accounting policy

Ordinary shares are classified as equity. Fully paid ordinary shares carry one vote per share and the right to dividends. At any meeting, each shareholder present in person or by proxy, attorney, or representative has one vote for each fully paid ordinary share held either upon a show of hands or by a poll. Holders of partly-paid ordinary shares have a fraction of a vote for each partly-paid share held, with the fractional vote of each share being equivalent to the proportion of the total amount paid and payable (excluding amounts credited) that has actually been paid (not credited) for each share. Amounts paid in advance of a call are ignored when calculating proportions. The holder of a partly-paid ordinary share is not entitled to vote at a meeting in respect of those shares on which calls are outstanding.

The profits of the Consolidated Entity, which the Directors may from time to time determine to distribute to shareholders by way of dividends, will be divisible amongst the shareholders in proportion to the amounts paid on the shares. An amount paid in advance of a call is not to be included as an amount paid on a share for the purposes of calculating an entitlement to dividends.

Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds. Incremental costs directly attributable to the issue of new shares or options for the acquisition of a business, are included in the cost of the acquisition as part of the purchase consideration.

16. RESERVES 2021 2020
$ $
Profits reserve 8,827,934 2,892,899
Option premium reserve 2,138,012 2,138,012
Other reserve
Dilution movement 1,071,663 1,071,663
Non-controlling interest (186,915) (504,076)
884,748 567,587
Total reserves 11,850,694 5,598,498
Movements in Profits reserve
Opening balance 2,892,899 2,918,053
Profits reserve transfer 5,935,035 (25,154)
Closing balance 8,827,934 2,892,899

16. RESERVES (continued)

Other Reserve relates to differences which may arise as a result of transactions with non-controlling interests that do not result in a loss of control (refer also Note 17).

An increase in the Profits Reserve will arise when the Company or its subsidiaries generates a net profit (after tax) for a relevant financial period (i.e. half year or full year) which the Board determines to credit to the company's Profits Reserve. Dividends may be paid out of (and debited from) a company's Profits Reserve, from time to time.

17.NON-CONTROLLING INTEREST 2021 2020
$ $
Issued capital 7,549,512 7,549,512
Other reserve 186,915 504,076
Accumulated losses (4,905,062) (7,024,636)
2,831,365 1,028,952

The non-controlling interest is a 40.14% (2020: 40.14%) equity holding in Orion Equities Limited (not held by the Company).

Accounting policy

The Consolidated Entity treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity owners of the Consolidated Entity. A change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-controlling interests to reflect their relative interests in the subsidiary. Any difference between the amount of the adjustment to non-controlling interests and any consideration paid or received is recognised in a separate reserve (refer to Note 16) within equity attributable to owners of Queste Communications Ltd.

18. PARENT ENTITY INFORMATION

The following information provided relates to the Company, Queste Communications Ltd, as at 30 June 2021.

2021 2020
$ $
Profit/(Loss) for the year 2,133,328 (807,257)
Other comprehensive income - -
Total comprehensive income/(loss) for the year 2,133,328 (807,257)
Statement of financial position
Current assets 41,028 154,125
Non-current assets 3,104,760 904,234
Total assets 3,145,788 1,058,359
Current liabilities 172,526 222,444
Loan from controlled entity 42,597 90,130
Non-current liabilities 91,633 40,081
Total liabilities 306,756 352,655
Net assets 2,839,032 705,704
Issued capital 6,239,370 6,239,370
Reserves- Profits reserves 2,342,545 209,217
- Option premium reserve 2,138,012 2,138,012
Accumulated losses (7,880,895) (7,880,895)
Equity 2,839,032 705,704

19. INVESTMENT IN CONTROLLED ENTITY

The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiary with non-controlling interest:

Ownership Interest Parent Non-Controlling Interest
Incorporated 2021 2020 2021 2020
Orion Equities Limited Australia 59.86% 59.86% 40.14% 40.14%

Summarised financial information of the subsidiary with non-controlling interests that are material to the consolidated entity are set out below:

Summarised statement of profit or loss and other comprehensive 2021 2020
income $ $
Revenue 5,783,699 65,618
Expenses (503,222) (855,757)
Profit/(Loss) from operations 5,280,477 (790,139)
Income tax expense - -
Profit/(Loss) after income tax expense 5,280,477 (790,139)
Other comprehensive income - -
Total comprehensive income/(loss) for the year 5,280,477 (790,139)
Summarised Statement of Financial Position
Current assets 2,888,020 834,538
Non-current assets 4,733,812 1,273,104
Total Assets 7,621,832 2,107,642
Current liabilities 179,799 143,387
Non-current Liabilities 388,279 190,978
Net Assets 7,053,754 1,773,277
Statement of cash flows
Net cash used in operating activities (151,468) (434,059)
Net cash used in investing activities (349) -
Net cash used in financing activities 52,832 (85,600)
Net increase/(decrease) in cash and cash equivalents (98,985) (519,659)
Other financial information
Profit/(Loss) attributable to non-controlling interest 2,119,574 (317,160)
Accumulated non-controlling interest at the end of the year 2,831,365 1,028,952

Accounting policy

Subsidiaries are all entities (including structured entities) over which the Consolidated Entity has control (also controlled entities). The Consolidated Entity controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Consolidated Entity. They are deconsolidated from the date that control ceases.

The controlled entity has a June financial year-end. All inter-company balances and transactions between entities in the Consolidated Entity, including any unrealised profits or losses, have been eliminated on consolidation.

19. INVESTMENT IN CONTROLLED ENTITY (continued)

Changes in Ownership Interests

When the Consolidated Entity ceases to have control, any retained interest in the entity is re-measured to its fair value with the change in carrying amount recognised in profit or loss. The fair value becomes the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate or financial asset. In addition, any amounts previously recognised in other comprehensive income in respect of that entity are accounted for as if the Consolidated Entity has directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in other comprehensive income are reclassified to profit or loss.

20. INVESTMENT IN ASSOCIATE ENTITY Carrying Amount
Ownership Interest 2021 2020
2021 2020 $ $
Bentley Capital Limited (ASX:BEL) 28.56% 28.56% 3,029,695 169,840
Movements in carrying amounts
Opening balance 169,840 477,718
Share of net profit/(loss) after tax 2,859,855 (307,878)
Closing balance 3,029,695 169,840
Fair value (at market price on ASX) of investment in Associate entity 2,173,954 760,884
Net asset backing value of investment in Associate entity 4,466,878 1,487,913
Summarised statement of profit or loss and other comprehensive income
Revenue 12,095,835 475,345
Expenses (1,661,988) (1,617,899)
Profit/(Loss) before income tax 10,433,847 (1,142,554)
Income tax expense - -
Profit/(Loss) after income tax 10,433,847 (1,142,554)
Other comprehensive income - -
Total comprehensive income 10,433,847 (1,142,554)
Summarised statement of financial position $ $
Current assets 16,942,748 5,743,904
Non-current assets 3,955 4,872
Total assets 16,946,703 5,748,776
Current liabilities 1,304,504 540,424
Total liabilities 1,304,504 540,424
Net assets 15,642,199 5,208,352

Accounting policy

Associates are all entities over which the Consolidated Entity has or is deemed to have significant influence but not control or joint control (generally in which the Consolidated Entity has a shareholding/voting rights of greater than 20% and less than 50%). Investments in Associates in the consolidated financial statements are accounted for using the equity method of accounting. On initial recognition, investments in Associates are recognised at cost - in respect of investments which were classified as fair value through profit or loss, any gains or losses previously recognised are reversed through profit or loss. Under the equity method, the Consolidated Entity's share of the post-acquisition profits or losses of Associates are recognised in profit or loss, and its share of post-acquisition movements in reserves is recognised in Other Comprehensive Income. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment.

20. INVESTMENT IN ASSOCIATE ENTITY (continued)

Accounting policy (continued)

A share of an Associate entity's net gain increases the investment (and a share of net loss decreases the investment) and dividend income received from an Associate entity decreases the investment. When the Consolidated Entity's share of losses in an Associate equals or exceeds its interest in the Associate, including any other unsecured long-term receivables, the Consolidated Entity does not recognise further losses, unless it has incurred obligations or made payments on behalf of the Associate.

Where applicable, unrealised gains on transactions between the Consolidated Entity and its Associates are eliminated to the extent of the Consolidated Entity's interest in the Associates. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. The accounting policies of Associates are aligned to ensure consistency with the policies adopted by the Consolidated Entity, where practicable.

21. RELATED PARTY TRANSACTIONS

(a) Loan from Controlled Entity

The Company is deemed to have control of Orion Equities Limited (ASX:OEQ) (OEQ) as it holds 59.86% (9,367,653 shares) of Orion's issued capital (2020: 59.86% and 9,367,653 shares).

OEQ and the Company have entered into a Loan Agreement for the Company to borrow up to $200,000 from OEQ (Loan). The Loan is unsecured and currently matures on 31 December 2022 and accrues interest at 10% pa in respect of the first $150,000 advanced and 7.5% pa in respect of $50,000 advanced thereafter. During the financial year, the OEQ advanced $10,000 to the Company and the Company repaid $57,403 to OEQ and incurred interest expenses of $5,299 under the Loan.

(b) Transactions with Related Parties

During the financial year there were transactions between the Company, Orion and Associate Entity, Bentley Capital Limited (ASX:BEL), pursuant to shared office and administration expense arrangements. There were no outstanding amounts at the Balance date.

(c) Transactions with key management personnel

Refer to the Remuneration Report contained in the Directors' Report for details of the remuneration paid or payable to each member of the Consolidated Entity's KMP for the year ended 30 June 2021. The total remuneration paid to KMP of the Consolidated Entity during the year is as follows:

2021 2020
Directors $ $
Short-term employment benefits 389,386 398,749
Post-employment benefits 33,488 34,080
422,874 432,829

At Balance Date, the Company and Orion owes its Directors an aggregate $91,636 and $273,456 in unpaid salaries respectively (net of PAYG withholding tax remitted to the ATO) (2020: $94,539 and $115,431 respectively).

During the year, the Consolidated Entity generated $37,700 rental income from a family member of Queste and Orion Director, Farooq Khan, pursuant to a standard form residential tenancy agreement in respect of Property Held for Resale (held by Orion subsidiary, Silver Sands Developments Pty Ltd) (2020: $37,700).

22. AUDITORS' REMUNERATION

During the year the following fees were paid for services provided by the auditor of the parent entity:

2021 2020
Rothsay Auditing $ $
Audit and review of financial statements 27,950 36,000

23. CONTINGENCIES

(a) Directors' Deeds

The Company has entered into Deeds of Indemnity with each of its Directors indemnifying them against liability incurred in discharging their duties as Directors/Officers of the Consolidated Entity. At the end of the financial period, no claims have been made under any such indemnities and accordingly, it is not possible to quantify the potential financial obligation of the Consolidated Entity under these indemnities.

(b) Tenement Royalties

Orion is entitled to receive a royalty of 2% of gross revenues (exclusive of GST) from any commercial exploitation of any minerals from the Paulsens East Iron Ore Project tenement (Mining Lease M47/1583) in Western Australia currently owned by Strike Resources Limited (ASX:SRK). This royalty entitlement stems from Orion's sale of a portfolio of tenements (including the Paulsens East tenement) to Strike in September 2005.

24. EVENTS OCCURRING AFTER THE REPORTING PERIOD

In respect of the Company, no matters or circumstance has arisen since the end of the financial year that significantly affected, or may significantly affect, the operations of the Company, the results of those operations, or the state of affairs of the Company in future financial years.

In respect of the Consolidated Entity:

(i) The share price of Strike Resources Limited (ASX:SRK) has decreased since the balance date, from 26.35 cents to a last bid price of 17.5 cents (on 26 August 2021). This translates to an unrealised net loss of $0.9 million (in respect of 10,000,000 shares held) post-balance date.

No other matter or circumstance has arisen since the end of the financial year that significantly affected, or may significantly affect, the operations of the Consolidated Entity, the results of those operations, or the state of affairs of the Consolidated Entity in future financial years.

DIRECTORS' DECLARATION

The Directors of the Company declare that:

  • (1) The financial statements, Consolidated Statement of Profit or Loss and Other Comprehensive Income, Consolidated Statement of Financial Position, Consolidated Statement of Cash Flows, Consolidated Statement of Changes in Equity, and accompanying notes as set out on pages 16 to 38 are in accordance with the Corporations Act 2001 (Cth) and:
    • (a) comply with Australian Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting; and
    • (b) give a true and fair view of the Consolidated Entity's financial position as at 30 June 2021 and of its performance for the year ended on that date;
  • (2) In the Directors' opinion there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable;
  • (3) The Directors have been given the declarations required by section 295A of the Corporations Act 2001 (Cth) by the Executive Chairman/Managing Director (the person who, in the opinion of the Directors, performs the Chief Executive Officer function) and Executive Director/Company Secretary (the person who, in the opinion of the Directors, performs the Chief Financial Officer function); and
  • (4) The Company has included in the notes to the Financial Statements an explicit and unreserved statement of compliance with the International Financial Reporting Standards.

This declaration is made in accordance with a resolution of the Directors made pursuant to section 295(5) of the Corporations Act 2001 (Cth).

Farooq Khan Victor Ho Executive Chairman and Managing Director

27 August 2021

Executive Director and Company Secretary

QUESTE COMMUNICATIONS LTD

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of Queste Communications Ltd ("the Company") and its subsidiaries ("the Group") which comprises the consolidated statement of financial position as at 30 June 2021, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended on that date and notes to the financial statements, including a summary of significant accounting policies and the directors' declaration of the Company.

In our opinion the financial report of the Group is in accordance with the Corporations Act 2001, including:

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

Basis for Opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under these standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of this report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the "Code") that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

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

QUESTE COMMUNICATIONS LTD (continued)

Key Audit Matter – Impairment of Assets How our Audit Addressed the Key AuditMatter
The Group's portfolio of assets includes: We considered the inputs into thedetermination of fair value at year end andcompared our assessment with the written
•Cash and cash equivalents;
•Receivables; down value.
•Financial assets at fair value through profit orloss; We reviewed available information subsequentto year end to assist in identifying any
•Property held for development and resale; and conditions that may be indicative of therecoverable amounts of these assets at yearend.We assessed whether the disclosures includedin the financial report meet the requirementsof Australian Accounting Standards.
•Investment in associates.
Given significant judgement is required when assessingimpairment this was considered to be a key audit matter.

Other Information

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

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

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

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

Directors' Responsibility for the Financial Report

The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with the Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement whether due to fraud or error.

QUESTE COMMUNICATIONS LTD (continued)

In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or cease operations, or have no realistic alternative but to do so.

Auditor's Responsibility for the Audit of the Financial Report

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

A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: www.auasb.gov.au/Home.aspx.

We communicate with the directors regarding, amongst other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence and where applicable, related safeguards.

From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the financial report of the current period and are therefore the key audit matters. We describe those matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communications.

Report on the Remuneration Report

Opinion on the Remuneration Report

We have audited the remuneration report included in the directors' report for the year ended 30 June 2021.

In our opinion the remuneration report of Queste Communications Ltd for the year ended 30 June 2021 complies with section 300A of the Corporations Act 2001.

QUESTE COMMUNICATIONS LTD (continued)

Responsibilities

The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

Rothsay Auditing Daniel Dalla Dated 27 August 2021

Partner

ADDITIONAL ASX INFORMATION as at 13 October 2021

CORPORATE GOVERNANCE STATEMENT

The Company has adopted the Corporate Governance Principles and Recommendations (4th Edition, 27 February 2019) issued by the ASX Corporate Governance Council in respect of the financial year ended 30 June 2021.

Pursuant to ASX Listing Rules 4.7.3 and 4.10.3, the Company's 2021 Corporate Governance Statement (dated on or about 18 October 2021) and ASX Appendix 4G (Key to Disclosures of Corporate Governance Principles and Recommendations) can be found at the following URL on the Company's Internet website: www.queste.com.au/corporate-governance.

VOTING RIGHTS

Subject to any rights or restrictions for the time being attached to any class or classes of shares (at present there are none), at meetings of shareholders of the Company:

  • (1) Each shareholder entitled to vote may vote in person or by proxy or by power of attorney or, in the case of a shareholder which is a corporation, by representative;
  • (2) Every person who is present in the capacity of shareholder or the representative of a corporate shareholder shall, on a show of hands, have one vote;
  • (3) Every shareholder who is present in person, by proxy, by power of attorney or by corporate representative shall, on a poll, have one vote in respect of every fully paid share held by him; and
Substantial Shareholders Registered Shareholder Shareholding TotalShares %VotingPower6
Farooq Khanand Associate1 Mr Farooq Khan& Ms Rosanna De Campo 4,921,295 5,344,872 19.74%
Island Australia Pty Ltd 423,577
Azhar Chaudhri and Mr Azhar Chaudhri 1,436,001 4,713,781 17.41%
Renmuir Holdings Limited2 Renmuir Holdings Ltd 3,277,780
Geoff Wilson and Associates3 Dynasty Peak Pty Ltd 4,391,975 4,391,975 16.22%
Fred Woollard and Frederick Raymond Woollard 21,862 3,902,430 14.41%
Samuel Terry Asset Management Rag & Bone Securities Pty Ltd 5,000
Pty Ltd ATF Samuel Terry AbsoluteReturn Fund4 J P Morgan Nominees AustraliaLimited 3,875,568
Yaqoob Khan and Mr Yaqoob Khan 3,623,976 3,677,301 13.58%
Associate5 KYA Pty Ltd 53,325

SUBSTANTIAL SHAREHOLDERS

Notes:

  • (1) Based on the Change of Interests of Substantial Holder notice filed by Farooq Khan and associates dated 20 November 2014 (updated to reflect current registered shareholdings and percentage voting power) and the Change of Director's Interest Notices filed by Farooq Khan dated 10 July 2019.
  • (2) Based on the substantial shareholding notice filed by Azhar Chaudhri and associates dated 6 May 2021.
  • (3) Based on the Change of Interests of Substantial Holder Notice filed by Geoff Wilson and associates dated 14 February 2018.
  • (4) Based on the Notice of Initial Substantial Holder notice filed by Samuel Terry Asset Management Pty Ltd dated 5 February 2018 (updated to reflect current registered shareholdings and percentage voting power).
  • (5) Based on the Notice of Initial Substantial Holder notice filed by Mr Yaqoob Khan dated 6 May 2021.
  • (6) Movements of less than 1% in voting power are not required to be disclosed to ASX via an updated substantial shareholding notice and accordingly, there may be variances between the shareholdings recorded in the table above and the most recent substantial shareholding notices lodged on ASX. Current registered shareholdings have been disclosed (where applicable).

ADDITIONAL ASX INFORMATION as at 13 October 2021

DISTRIBUTION OF LISTED ORDINARY FULLY PAID SHARES

Spread of Holdings Number of Holders Number of Units % of Total Issue Capital
1 - 1,000 18 9,023 0.03%
1,001 - 5,000 43 118,362 0.44%
5,001 - 10,000 57 515,252 1.90%
10,001 - 100,000 79 2,176,767 8.04%
100,001 - and over 20 24,252,928 89.59%
Total 217 27,072,332 100.00%

UNMARKETABLE PARCELS

Spread of Holdings Number of Holders Number of Shares % of Total Issued Capital
1 - 9,090 80 262,908 0.97%
9,091 - over 137 26,809,424 99.03%
Total 217 27,072,332 100.00%

An unmarketable parcel is considered, for the purposes of the above table, to be a shareholding of 9,090 shares or less, being a value of $500 or less in total, based upon the Company's last sale price on ASX as at 13 October 2021 of $0.055 per share.

TOP 20 ORDINARY FULLY PAID SHAREHOLDERS

Rank Shareholder SharesHeld TotalShares % IssuedCapital
1 MR FAROOQ KHAN + MS ROSANNA DE CAMPO 4,921,295
ISLAND AUSTRALIA PTY LTD 423,577
Sub-total 5,344,872 19.74
2 MR AZHAR CHAUDHRI 1,436,001
RENMUIR HOLDINGS LTD 3,277,780
Sub-total 4,713,781 17.41
3 DYNASTY PEAK PTY LTD 4,391,975 16.22
4 MR FREDERICK RAYMOND WOOLLARD 21,862
RAG & BONE SECURITIES PTY LTD 5,000
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED 3,875,568
Sub-total 3,902,430 14.41
5 YAQOOB KHAN 3,623,976
KYA CORPORATION PTY LTD 53,325
Sub-total 3,677,301 13.58
6 GLENVIEW SERVICES PTY LTD 380,000 1.40
7 GA & AM LEAVER INVESTMENTS PTY LTD 378,012 1.40
8 GIBSON KILLER PTY LTD 307,500 1.14
9 MS ROSANNA DE CAMPO 268,100 0.99
10 THE ESTATE OF MR AYUB KHAN 215,000 0.79
11 MRS AFIA KHAN 215,000 0.79
12 MR SIMON KENNETH CATO + MRS KAYE LOUISE HOPKINS 118,000
ROSEMONT ASSET PTY LTD 75,000
Sub-total 193,000 0.71
13 TOMATO 2 PTY LTD 185,019 0.68
14 MR JOHN CHENG-HSIANG YANG + MS PEGA PING MOK 136,125 0.50
15 MR EUGENE RODRIGUEZ 110,000 0.41
16 MRS MARY THERESE CAMILLERI 100,000 0.37
17 MRS LINDA ANN OATES 100,000 0.37
18 MR PAUL GERARD GRAFEN 84,351 0.31
19 MRS WENDY MARGARET BELL 75,000 0.28
20 MANAR NOMINEES PTY LTD 72,247 0.27
Total 24,849,713 91.77%

Queste Communications Ltd A.B.N. 58 081 688 164

PRINCIPAL & REGISTERED OFFICE: SHARE REGISTRY:

Level 2 31 Ventnor Avenue West Perth, Western Australia 6005

T | (08) 9214 9777 F | (08) 9214 9701 E | [email protected]

W | www.queste.com.au

Advanced Share Registry Limited Western Australia – Main Office 110 Stirling Highway Nedlands, Western Australia 6009 PO Box 1156, Nedlands, Western Australia 6909 Local T | 1300 113 258 T | (08) 9389 8033 F | (08) 6370 4203

New South Wales – Branch Office Suite 8H, 325 Pitt Street Sydney, New South Wales 2000 PO Box Q1736, Queen Victoria Building New South Wales 1230

T | (02) 8096 3502

E | [email protected] W | www.advancedshare.com.au