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RENT.COM.AU LIMITED — Annual Report 2003
Mar 30, 2003
65722_rns_2003-03-30_fba531b9-b835-4e44-bf06-6c873950ac66.pdf
Annual Report
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Controlled Maxgoks Riving Diezozoast Dzelmaaron. STATEMENTS OF FINANCIAL PERSORMANCE STATEMENTS OF FINANCIAL POSITION SMENENIS OF CASH FROWS NORES TO THE 2D ANCIAL STATEMENTS INDEPENDENT AUDITORS REPORT TO MEMBERS SHARRIOUTER INFORMATION Gertzer en Britse ferre
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D REGTORS' REPORT
Your directors present their report on the Company and its controlled entities for the year ended 31 December 2002.
DIRECTORS
The names of the directors of the Company at any time during or since the end of the year are:
| Bryan Frost | Chairman - Executive |
|---|---|
| Richard Revelins | Executive |
| Peter Marks | Non-Executive |
| Jonathan Brett | Non-Executive |
PRINCIPAL ACTIVITIES
The principal activity during the year of the economic entity was the provision of communication management solutions and investment.
There were no significant changes in the nature of the economic entity's principal activities during the financial year.
OPERATING RESULTS
The consolidated loss of the economic entity after providing for income tax amounted to \$614,121 (2001: loss of \$6,256,555).
DIVIDENDS
No dividend is recommended for the year. No dividends were paid during the year.
REVIEW OF OPERATIONS & FUTURE DEVELOPMENTS
As reported previously, in October 2001 the Company announced that it had entered into an agreement with telecommunications group M2 Technology Holdings Ltd, whereby M2 would, pursuant to a licence agreement, market Select-Tel's bundled telephone hardware products to the Australian SME market place. It was envisaged that this licensing agreement would increase sales and distribution channels to a broader market sector and substantially reduce costs. The agreement, covering an initial term of 5 years was signed in October 2001 and has been operational since that date. During the period M2 has generated an increase in sales, particularly in the period since April 2002. As a consequence of this increased activity Select-Tel's revenue stream arising from the contract has also increased significantly. The contract had an initial term of 5 years and expires at the end of September 2006, but can be extended.
As alluded to in last year's report the Directors, have been of the view that over the longer term the revenue generated by the M2 Technology agreement would not generate sufficient returns to shareholders and announced that they would be exploring new opportunities which would either add to, extend or diversify the Company's current activities.
During the year, the Company received a variety of investment proposals for consideration. They covered a significant number of industries and were at various stages of development and/or profitability. Following extensive due diligence none were considered appropriate in terms of providing the opportunity for increasing the attractiveness of Select-Tel and maximising the potential returns in the future.
Following extensive discussions with personnel from the Macfarlane Burnet Institute for Medical Research and Public Health, the Company in late January 2003 entered into a Memorandum of Understanding relating to the establishment and funding of subsidiaries dedicated to the commercialisation of various technologies in the area of infectious diseases, particularly hepatitis and those caused by rhinoviruses and picornaviruses. The Macfarlane Burnet institute for Medical Research and Public Health's work in the hepatitis area is likely to lead to the early production of a potentially market-leading diagnostic for hepatitis A & E both major problems/diseases.
As part of the proposed transactions, the Company will fund the R & D and commercial programs of the project companies for an initial 2 year period, subject to the achievement of certain agreed milestones.
The proposed transaction with Macfarlane Burnet Institute for Medical Research and Public Health, at the date of this report, is subject to a number of conditions including finalisation of documentation, approval of shareholders and the raising of additional funds via the issue of a prospectus. The directors believe that on the basis of the proposed transactions proceeding, all arrangements should be finalised by June 2003 and that the arrangements represent an exciting extension to the Company's current activities, in return for a majority equity position in each new subsidiary company. The Company believes this opportunity has exciting prospects and is conducting further investigations into the technologies and the intellectual property position.

SIGNIFICANT CHANGES IN STATE OF AFFAIRS
The following significant changes in the state of affairs of the parent entity occurred during the financial year:
On 24 January 2002, the Company proposed the following changes to share capital, subject to shareholder approval:
- a. A consolidation of capital on a 4:1 basis.
- b. Issue of additional shares to raise \$1,050,000.
- c. A non-renounceable rights issue of 2:3.
All proposals were subsequently approved at a General Meeting of Members on 7 March 2002.
On 22 March 2002, the Company announced the consolidation of capital and successful raising of \$1,050,000 for working capital and future developments.
On 5 April 2002 a prospectus for the rights issue was lodged with the ASX and ASIC.
On 11 March 2002, the Company acquired 5,800,000 shares in an unlisted entity in settlement of a receivable carried in the accounts at \$290,000.
ENVIRONMENTAL ISSUES
DIRECTOR INFORMATION
The economic entity's operations are not subject to significant environmental regulation under the law of the Commonwealth and State.
| Director: Age: |
Bryan Frost 62 |
Director: Age: |
Richard Revelins 41 |
|---|---|---|---|
| Experience: | Mr Frost was a partner of a Melbourne | Qualifications: | BEC |
| based stockbroking firm until 1973, where he specialised in advising international investors, banks and investment funds on Australian arbitrage and investments. Over the past 32 years he has been involved in a number of public companies as an Executive Director and major shareholder and possesses extensive experience in |
Experience: | Mr Revelins has held senior executive director positions in merchant banking and stockbroking firms and has acted as an advisor to a number of public companies in such matters as takeovers, mergers and acquisitions, sale of businesses, debt and equity raisings and strategic financial advice. |
|
| financial structuring and management. | Mr Revelins is a Director of Trans-Global | ||
| Mr Frost is currently Executive Chairman of Trans-Global Interactive Limited, Yamarna Goldfields Limited, Peregrine Corporate Limited, Peregrine Strategic Limited, First Au Strategies Corp. (Vancouver), Peregrine Securities NL, Futurebourse Limited and Prima Biomed Limited. |
Interactive Limited, Yamarna Goldfields Limited, Peregrine Corporate Limited, Peregrine Strategic Limited, First AU Strategies Corp (Vancouver), Peregrine Securities NL and Futurebourse Limited. Mr Revelins is the Company Secretary of Prana Biotechnology Limited. |
||
| Special | Chairman - Executive | Special | Executive |
| Responsibilities: | (Appointed 21 December 2001) | Responsibilities: | (Appointed 21 January 2002) |
| Interest in Shares and Options: |
Shares: Direct - Nil Indirect - 3,201,363 Options: Direct - Nil Indirect - 4,105,396 |
Interest in Shares and Options: |
Shares: Direct -- Nil Indirect $- 2,426,608$ Options: Direct - Nil Indirect - 1,911,123 |

| Director: Age: |
Peter Marks 47 |
Director: Age: |
Jonathan Brett 45 |
||
|---|---|---|---|---|---|
| Qualifications: | BEc, LLB, Dip Comm Law, MBA | Qualifications: | B. Com B. Acc M. Com CA(SA) | ||
| Experience: | Mr Marks has 23 years experience. advising listed and unlisted companies on issues ranging from corporate and company structure, valuations, business |
Experience: | Mr Brett has 22 years experience in general management, finance and investment. Several years as managing director of publicly listed companies. |
||
| strategies, acquisitions and international opportunities. |
Mr Brett is a director of NRMA Ltd. First Wine Fund Ltd and First Investment |
||||
| He has specialist experience in the areas of capital raisings, underwritings, IPO's and venture capital transactions. |
Corporation Ltd. | ||||
| Special Responsibilities: |
Director - Non-executive (Appointed 25 July 2000) |
||||
| Mr Marks is a Director of Peregrine Corporate Ltd and Chairman of Premier Bionics Limited. |
Interest in Shares and Options: |
Shares: Direct $-1,038,969$ Indirect - Nil |
|||
| Special Responsibilities: |
Director -- Non-executive (Appointed 21 December 2001) |
Options: Direct - 1,714,762 |
|||
| Interest in Shares and Options: |
Shares: Direct – Nil Indirect - 21,666 Options: Direct - 1,000,000 Indirect - 181,111 |
Indirect - Nil |
MEETINGS OF DIRECTORS
During the financial year, 16 meetings of Directors (including committee) were held. Attendances were:
| Directors' Meetings | Audit Committee Meeting | ||||
|---|---|---|---|---|---|
| Eligible to attend |
Number attended |
Eligible to attend |
Number attended |
||
| Bryan Frost | 14 | 16 | 2 | ||
| Richard Revelins | 14 | $1\hbar$ | 2 | ||
| Peter Marks | 12 | 12 | 2 | ||
| Jonathan Brett | 14 | 16 | 1117 |

DIRECTORS' AND EXECUTIVE OFFICERS' EMOLUMENTS
The Company's policy for determining the nature and amount of emoluments of Board members and senior executives is as follows: The remuneration structure for executive officers, including executive Directors, seeks to emphasis payment for results.
The emoluments of each are as follows:
| Directors | Salarv | Director's Fees | Superannuation Contributions |
Redundancy Payment |
Total |
|---|---|---|---|---|---|
| Bryan Frost | ww | 60,000 | MM | ${}$ | 60,000 |
| Richard Revelins | your | 30,000 | $\sim$ | 30,000 | |
| Peter Marks | ww | 30,000 | $\sim$ | ${}$ | 30,000 |
| Jonathan Brett | ww | 30,000 | $\sim$ | $\cdots$ | 30,000 |
Peter Marks also performed consultancy works for Select-Tel Limited and received during the year \$18,000 in payment for these services.
There are no executive officers of the Company or its controlled entities.
CORPORATE GOVERNANCE STATEMENT
The Board consists of Executive and Non-executive Directors.
NOMINATION & REMUNERATION COMMITTEE
The composition of the Board is proposed by the Nominations and Remuneration Committee chaired by Bryan Frost and comprises all other directors. The committee's sole responsibilities are to establish criteria for Board membership and to select appropriate members of the Board. Shareholder approval is required on the composition of the Board.
The Company policies regarding terms and conditions for remuneration relating to the appointment and retirement of the Board Members are approved by the Nominations and Remuneration Committee following professional advice.
The remuneration and terms and conditions for the Chief Executive Officer and other Senior Executives (currently nil) are reviewed and approved by the Nominations and Remuneration Committee are to ensure adequate human resource level within the economic entity, the selection of appropriate candidates and the setting and monitoring of employment conditions.
Directors have the right to seek independent professional advice, subject to prior approval of the Chairman, at the expense of the Economic Entity.
OPERATIONS COMMITTEE
This committee has been established as the Board's vehicle to facilitate the identification of significant areas of business risk, implement procedures to manage such risk and to develop policies regarding the establishment and maintenance of appropriate ethical standards. It comprises all members of the Board. Its specific role is to:
- . ensure compliance in legal, statutory and ethical matters;
- monitor the business environment:
- identify business risk areas;
- identify business opportunities; and
- monitor systems established to ensure prompt and appropriate responses to shareholder complaints and enquiries.

AUDIT COMMITTEE
At the date of this report Select-Tel Limited had an audit committee consisting of the following Directors:
- Bryan Frost
- Richard Revelins
- Peter Marks $\bullet$
The committee's responsibilities are to:
- oversee the existence and maintenance of internal controls and accounting systems; Ŧ.
- oversee the financial reporting process:
- nominate external auditors; and
- review the existing external audit arrangements. ÷.
SHARES UNDER OPTION
The following Shares were under Option during the financial year:
- Options at the beginning of the year: 20,168,613 listed options exercisable at \$0.18 (pre 1:4 consolidation) on or before 30 April 2003
- 20,168,613 listed options were consolidated 1:4 resulting in 5,042,101 listed options exercisable at \$0.72 on or before 30 April 2003
- 24,552,518 options were issued as part of a rights issue of 2 options for every 3 ordinary shares held. The options are $\overline{\mathbf{v}}$ exercisable at \$0.20 on or before 1 February 2007
- * 6,000,000 options were issued to the Directors, exercisable at \$0.20 on or before 1 February 2007
- Options at the end of the year: 5,042,101 options exercisable at \$0.72 on or before 30 April 2003 30,552,518 options exercisable at \$0.20 on or before 1 February 2007
INSURANCE OF OFFICERS
During the financial year, the Company has not paid a premium to insure officers of the Company and related bodies corporate. Signed in accordance with a resolution of the Directors.
Peter Marks Director Melbourne, 27 March 2003
The Directors of the Company declare that:
-
- The financial statements and notes as set out on pages 7 to 23, are in accordance with the Corporations Act 2001:
- a. Comply with Accounting Standards and the Corporations Regulations 2001; and
- b. Give a true and fair view of the financial position as at 31 December 2002 and of the performance for the year ended on that date of the Company and Economic Entity;
-
- 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.
This declaration is made in accordance with a resolution of the Board of Directors.
E.
Richard Revelins Director Dated this 27th day of March 2003
Peter Marks Director
STATEMENTS OF FINANCIAL PERFORMANCE
YEAR ENDED 31 DECEMBER 2002
| Note | Economic Entity | Parent Entity | |||
|---|---|---|---|---|---|
| 2002 | 2001 | 2002 | 2001 | ||
| Ś | \$ | \$ | \$ | ||
| Revenues from ordinary activities | $\overline{2}$ | Salar 135,362 |
623,970 | Automotive Con- 34,075 |
20,176 |
| Raw Materials & Consumables Used | 3 | (442, 697) | |||
| Employee Expense Benefits | (645, 163) | ||||
| Depreciation & Amortisation | 3 | (5, 154, 189) | |||
| Professional Fees | (223,543) | (30,373) | (207,734) | ||
| Auditors Remuneration | 23 | (57, 622) | (58, 932) | (57,622) | (27,932) |
| Directors Fees | (150,000) | (148, 582) | (150,000) | ||
| Rent | 3 | (114,782) | (112,525) | ||
| Diminution of Investments | S. | (111, 610) | (5,301,072) | ||
| Other expenses from ordinary activities | (91, 926) | (288,064) | (97, 807) | (528) | |
| (Loss) from ordinary activities before | |||||
| income tax expense | (614, 121) | (6, 256, 555) | (479, 088) | (5,309,356) | |
| Income tax expense relating to ordinary activities | 4 | ||||
| (Loss) from ordinary activities after income tax expense | (614, 121) | (6, 256, 555) | $(479, 088)$ . | (5,309,356) | |
| Net (loss) attributable to outside equity interest | |||||
| Net (loss) attributable to members of the | |||||
| parent entity | (614, 121) | (6, 256, 555) | (479,088) | (5,309,356) | |
| Total changes in equity other than those resulting | |||||
| from transactions with owners as owners | (614, 121) | (6, 256, 555) | (479, 088) | (5,309,356) | |
| Basic earnings per share (cents per share) | 20 | (1.76) | (7.4) | ||
| Diluted earnings per share (cents per share) | 20 | and the company (1.76) |
(7.4) |
The accompanying notes form part of these financial statements.
婴
STATEMENTS OF FINANCIAL POSITION
YEAR ENDED 31 DECEMBER 2002
B
| Note | Economic Entity | Parent Entity | ||||
|---|---|---|---|---|---|---|
| 2002 | 2001 | 2002 | 2001 | |||
| \$ | \$ | S | \$ | |||
| Current Assets | Kanada Melita | |||||
| Cash assets | 5 | 536,784 | 717,265 | 520,884 | 662,559 | |
| Receivables | 6 | $-143,490$ | 333,976 | 43,109 | 558,545 | |
| Other financial assets | 7 | $-685,033$ : | a sa Tarawa Malaysia |
|||
| Other | 8 | 59,000 | 2,218 | 24,000 | 2,218 | |
| Total Current Assets | या समापा 1,424,307 |
1,053,459 | e a an C 587,993 |
1,223,322 | ||
| Non-current Assets | ||||||
| Receivables | 9 | 1,131,255. | ||||
| Property, plant & equipment | 10 | |||||
| Intangible assets | 11 | |||||
| Other financial assets | 12 | 290,000 | 790,000 | 500,000 | ||
| Total Non-current Assets | station. 290,000 |
1,921,255 | 500,000 | |||
| Total Assets | AG ST 1,714,307 |
1,053,459 | 2,509,248 | 1,723,322 | ||
| Current Liabilities | ||||||
| Payables | 13 | 161,052 | 88,845 | 68,382 | 6,130 | |
| Total Current Liabilities | Service. 161,052 |
88,845 | Savador 68,382 |
6,130 | ||
| Total Liabilities | Salar 161,052 |
88,845 | $\overline{\mathcal{A}_{\mathcal{A}}(\mathcal{A})}$ $\sqrt{1+\sqrt{1+\left(\frac{1}{2}\right)^2}}$ 68,382 |
6,130 | ||
| Net Assets | all the college 1,553,255 |
964,614 | 2,440,866 | 1,717,192 | ||
| Equity | The County | as Javir | ||||
| Contributed equity | 14 | 21,319,735 | 20,116,973 | 21,319,735 | 20,116,973 | |
| Accumulated losses | 15 | (19,766,480) | (19, 152, 359) | (18, 878, 869) | (18,399,781) | |
| Total Equity | 1,553,255 | 964,614 | 2,440,866 | 1,717,192 |
The accompanying notes form part of these financial statements.
STATEMENTS OF CASH FLOWS
YEAR ENDED 31 DECEMBER 2002
| Note | Economic Entity | Parent Entity | ||
|---|---|---|---|---|
| 2002 | 2001 | 2002 | 2001 | |
| Ś | Ŝ | \$ | \$ | |
| Cash Flows from Operating Activities | ||||
| Receipts from customers | 28,061 - | 663,123 | 2,420 | |
| Payments to suppliers and employees | (555, 971) | (1,895,758) | (491,745) | (34,510) |
| Interest received | 36,007 | 31,305 | 34,075 | 17,958 |
| Interest and other costs of finance paid | (47) | |||
| Net Cash Flows from/(used in) Operating Activities 17(a) |
(491, 950) | (1, 201, 330) | (455, 250) | (16, 552) |
| Cash Flows from Investing Activities | ||||
| Proceeds from sale of property, plant and equipment | 14,278 | |||
| Purchase of property, plant and equipment | (34, 282) | |||
| Purchase of equity investments | (796.642) | |||
| Loan to other entities | (94, 651) | (20.000) | ||
| Advances to related parties | (869, 187) | (252,068) | ||
| Net Cash Flows from/(used in) Investing Activities | (891,293) | (20,004) | (889, 187) | (252,068) |
| Cash Flows from Financing Activities | ||||
| Proceeds from issue of shares & other equity securities | 1,202,762 | 925,416 | 1,202,762 | 925,416 |
| Net Cash Flows from/(used in) Financing Activities | 1,202,762 | 925,416 | 1,202,762 | 925,416 |
| Net increase/(decrease) in Cash Held | (180, 481) | (295.918) | (141, 675) | 656,796 |
| Cash at 1 January 2002 | 717,265 | 1,013,183 | 662,559 | 5,763 |
| 17(b) Cash at 31 December 2002 |
536,784 | 717,265 | 520,884 | 662,559 |
The accompanying notes form part of these financial statements.
Millian St
E
aad)

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) Basis of accounting
The financial report is a general purpose financial report that has been prepared in accordance with Accounting Standards. Urgent Issues Group Consensus Views, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.
The financial report covers the economic entity of Select-Tel Limited and controlled entities, and Select-Tel Limited as an individual parent entity. Select-Tel Limited is a listed public company, incorporated and domiciled in Australia.
The financial report has been prepared on an accruals basis and is based on historical costs and does not take into account changing money values, or except where stated, current valuations of non-current assets. Cost is based on the fair values of the consideration given in exchange for assets.
The following is a summary of the material accounting policies adopted by the economic entity in the preparation of the financial report. The accounting policies have been consistently applied, unless otherwise stated.
(b) Principles of consolidation
A controlled entity is an entity controlled by Select-Tel Limited. Control exists where Select-Tel Limited has the capacity to dominate the decision-making in relation to the financial and operating polices of another entity so that the other entity operates with Select-Tel Limited to achieve the objects of Select-Tel Limited. A list of controlled entities is contained in Note 16 to the financial statements.
All inter-company balances and transactions between entities in the economic entity, including any unrealised profits or losses, have been eliminated on consolidation.
Where controlled entities have entered or left the economic entity during the year, their operating results have been included from the date control was obtained or until the date control ceased.
Outside interests in the equity and results of the entities that are controlled are shown as a separate item in the consolidated financial report.
(c) Cash and cash equivalents
Cash on hand and in banks and short-term deposits are stated at the lower of cost and net realisable value.
For the purposes of the Statement of Cash Flows, cash includes cash on hand and in banks, and money market investments readily convertible to cash within 2 working days, net of outstanding bank overdrafts.
(d) Trade and other receivables
Trade receivables are recognised and carried at original invoice amount less a provision for any uncollectable debts. An estimate for doubtful debts is made when collection of the full amount is no longer probable. Bad debts are written-off as incorred.
Receivables from related parties are recognised and carried at the nominal amount due. Interest is taken up as income on an accrual basis.
(a) Investments
Current investments are carried at the lower of cost and recoverable amount.
(f) Recoverable amount
Non-current assets are not carried at an amount above their recoverable amount, and where carrying values exceed this recoverable amount assets are written down. In determining recoverable amount, the expected net cash flows have not been discounted to their present value using a market determined risk adjusted discount rate.
Where assets have been revalued, the potential effect of the capital gains tax on disposal has not been taken into account in the determination of the revalued carrying amount.

(g) Property, plant and equipment
Each class of property, plant and equipment is carried at cost or fair value less, where applicable any accumulated depreciation.
Depreciation
Depreciation is provided on a straight line basis on plant and equipment.
| Maior depreciation periods are: | 2002 | 2001 |
|---|---|---|
| Furniture and fittings | $13.20.0\%$ | $13-20.0%$ |
| Plant and equipment | $-17-40.0\%$ | $17 - 40.0%$ |
| Leasehold Improvements | 33.3% | $33.3\%$ |
(h) Leases
Leases are classified at their inception as either operating or finance leases based on the economic substance of the agreement so as to reflect the risks and benefits incidental to ownership.
Operating leases
The minimum lease payments of operating leases, where the lessor effectively retains substantially all of the risks and benefits of ownership of the leased item, are recognised as an expense on a straight line basis.
(i) Intangibles
Goodwill
Goodwill on consolidation is initially recorded at the amount by which the purchase price for an ownership interest in a controlled entity exceeds the fair value attributed to its net assets on the date of acquisition. Goodwill on consolidation has been fully amortised.
Billing Systems
The billing system is valued in the accounts at cost of acquisition and has been fully amortised.
(i) Trade and other payables
Liabilities for trade creditors and other amounts are carried at cost which is the fair value of the consideration to be paid in the future for goods and services received, whether or not billed to the consolidated entity.
Payables to related parties are carried at the principal amount. Interest, when charged by the lender, is recognised as an expense on an accrual basis.
(k) Share capital
Ordinary share capital is recognised at the fair value of the consideration received by the Company.
Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received.
$\left( 0 \right)$ Revenue recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the entity and the revenue can be reliably measured.
Revenue from sale of goods is recognised upon delivery of goods to the customers.
Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets.
Revenue from the rendering of service is recognised upon the delivery of that service to the customers.
All revenue is stated net of the amount of goods and services tax (GST).

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT)
(m) income tax
The economic entity adopts the liability method of tax-effect accounting whereby the income tax expense is based on the profit from ordinary activities adjusted for any permanent differences.
Timing differences which arise due to the different accounting periods in which items of revenue and expense are included in the determination of accounting profit and taxable income are brought to account as either a provision for deferred income tax or as a future income tax benefit at the rate of income tax applicable to the period in which the benefit will be received or the liability will become pavable.
Future income tax benefits are not brought to account unless realisation of the asset is assured beyond reasonable doubt. Future income tax benefits in relation to tax losses are not brought to account unless there is virtual certainty of realisation of the benefit.
The amount of 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 economic 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.
(n) Earnings per share
Basic earnings per share is determined by dividing the loss from ordinary activities after related income tax expense by the weighted average number of ordinary shares outstanding during the financial year.
$(a)$ $GST$
Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except:
- (i) where the amount of GST incurred is not recoverable from the taxation authority, it is recognised as part of the cost of acquisition of an asset or as part of an item of expense; or
- (ii) for receivables and payables which are recognised inclusive of GST.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables and payables.
Cash flows are included in the statement of cash flows on a gross basis. The GST component of cash flows arising from investing and financing activities which is recoverable from, or payable to, the taxation authority is classified as operating cash flows.
(p) Comparative Figures
Where required by Accounting Standards comparative figures have been adjusted to conform with changes in presentation for the current financial year.
| Economic Entity | Parent Entity | |||
|---|---|---|---|---|
| 2002 | 2601 | 2002 | 2001 | |
| S | ||||
| NOTE 2: REVENUE FROM ORDINARY ACTIVITIES | ||||
| Revenues from Operating Activities | 医牙部分 经营收股票 经帐 | |||
| Sales of goods/services | a chair - 99,355 |
586,943 | ||
| Interest Revenue - other persons | $\sim$ 36,007 | 33,523 | 34.075 | 20,176 |
| Other | 3.504 | |||
| Total revenues | Search of 135,362 |
623,970 | The contract of the State State 34,075 |
20,176 |

| есопотне евину | rarent entity | |||
|---|---|---|---|---|
| 2002 | 2001 | 2002 | 2001 | |
| \$ | \$ | Ś | s | |
| NOTE 3: PROFIT/LOSS FROM ORDINARY ACTIVITIES | ||||
| Profit/Loss from ordinary activities before income tax has | ||||
| been determined after: | ||||
| (a) Expenses | ||||
| Cost of Sales | 442,697 | |||
| Depreciation of non-current assets | ||||
| - Plant and equipment | 400,642 | |||
| Total Depreciation | 400,642 | |||
| Amortisation of non-current assets | ||||
| - Goodwill on consolidation | 4,694,322 | |||
| - Billing System Development | 59,225 | |||
| Total Amortisation | 4,753,547 | |||
| Bad and doubtful debts | ||||
| - Trade debtors | 13,902 | 120,317 | ||
| — Other debtars | 2,080 | |||
| Total Bad and Doubtful Debts | 13,902 | 122,397 | ||
| Rental expense on operating leases | ||||
| - minimum lease payments | 114,782 | 112,525 | ||
| (b) Revenue and net gains | ||||
| Interest received from other persons | 36,007 | 33,523 | 20,176 | |
| (c) Significant revenue and expenses | ||||
| Provision for diminution in value of investment in controlled entity | 5,301,072 | |||
| Provision for diminution in value of investments | 111,610 | |||
| NOTE 4: INCOME TAX EXPENSE | ||||
| (a) The prima facie tax payable on profit/loss from ordinary | ||||
| activities before income tax is reconciled to the income tax | ||||
| provided in the accounts as follows: | ||||
| Prima facie tax payable on operating profit/loss before | ||||
| income tax at 30% (2001:34%) | (184, 236) | (2, 127, 229) | (143,726) | (1, 805, 181) |
| Tax Effect of Permanent Differences | ||||
| Amortisation of goodwill Provision for diminution in value of investments |
33,483. . | 1,596,069 | ||
| Future tax benefits not brought to account | 150,753 | 531,160 | 1,805,181 | |
| Income Tax Expense | ||||
| (b) The directors estimate that the potential future income | ||||
| tax benefit at 31 December 2002 in respect of tax losses | ||||
| not brought to account is: | 619,424 | 531,160 | 1,736,533 | 1,805,181 |
This benefit for tax losses will only be obtained if:
(i) the consolidated entity derives future assessable income of a nature and of an amount sufficient to enable the benefit from the deductions for the losses to be realised, or
(ii) the losses are transferred to an eligible entity in the consolidated entity, and
(iii) the consolidated entity continues to comply with the conditions for deductibility imposed by tax legislation, and
(iv) no changes in tax legislation adversely affect the consolidated entity in realising the benefit from the deductions for the losses.

| Economic Entity | Parent Entity | |||
|---|---|---|---|---|
| 2002 | 2601 | 2002 | 2001 | |
| Ŝ | S | s | ||
| NOTE 5: CASH ASSETS | ||||
| Cash at bank | $-216.606$ | |||
| Term deposits | 205,640 . | 60,469 656,796 |
5,763 656,796 |
|
| 331,144 | 304,278 | |||
| 536,784 | 717,265 | 520,884 | 662,559 | |
| NOTE 6: RECEIVABLES (CURRENT) | ||||
| Amount Receivable from Related Entities | 262,068 | |||
| Amount Receivable from Unrelated Entities | -67,348 | $-20,000$ . | ||
| Goods and services tax | 20,214 | 19,344 | ||
| Amount Receivable from former director related entity | 290,000 | 290,000 | ||
| Trade Debtors | 299,719 | 120,317 | 3,765 | |
| Less Provision for doubtful debts | (243,791) | (120,317) | ||
| Other Debtors | 46,056 | 6,477 | ||
| Less Provision for doubtful debts | (2,080) | |||
| 143,490 | 333,976 | 43,109 | 558,545 | |
| NOTE 7: OTHER FINANCIAL ASSETS (CURRENT) | ||||
| Listed shares at cost | 746,643 | |||
| Less Provision for Diminution in Investments | $(111, 610)$ . | |||
| Unlisted shares at lower of cost or market value | 50,000 | |||
| 685,033 | ||||
| NOTE 8: OTHER CURRENT ASSETS | ||||
| Interest Accrued | 2,218 | 2.218 | ||
| Prepayments | 24,000 | 24,000 | ||
| Accrued Income | 35,000 | |||
| 59,000 | 2,218 | 24,000 | 2,218 | |
| NOTE 9: RECEIVABLES (NON-CURRENT) | ||||
| Loan to related party | 1,131,255 | |||
| NOTE 10: PROPERTY, PLANT AND EQUIPMENT | ||||
| Furniture and fittings, at cost | 19,645 | |||
| Less Accumulated depreciation | (19, 645) | |||
| Plant and Equipment, at cost | 424,259 | |||
| Less Accumulated depreciation | (424, 259) | |||
| Leasehold improvements, at cost | 38,105 | |||
| Less Accumulated depreciation | (38, 105) | |||
| Total Property, Plant & Equipment |

NOTE 10: PROPERTY, PLANT AND EQUIPMENT (CONT)
Reconciliations
Reconciliations of the carrying amounts of each class of property, plant and equipment at the beginning and end of the current financial year are set out below:
| Furniture | Plant & | Leasehold | |||
|---|---|---|---|---|---|
| & Fittings | Equipment | Improvements | Total | ||
| \$ | \$ | S | \$ | ||
| 2002 | |||||
| Carrying amount at 1 January 2002 | |||||
| Additions | |||||
| Disposals | |||||
| Depreciation Expense | |||||
| Carrying amount at 31 December 2002 | $\cdots$ | $\cdots$ | |||
| 2001 | |||||
| Carrying amount at 1 January 2001 | 13,474 | 344,997 | 31,800 | 390,271 | |
| Additions | 7,756 | 7,756 | |||
| Disposals | (4, 881) | (4,881) | |||
| Depreciation expense | (13,474) | (347, 872) | (31, 800) | (393, 146) | |
| Carrying amount at 31 December 2001 | |||||
| Economic Entity | Parent Entity | ||||
| 2002 | 2001 | 2002 | 2001 | ||
| Ś | Ś | \$ | S | ||
| NOTE 11: INTANGIBLE ASSETS | |||||
| Goodwill | 5,215,913 | ||||
| Less Accumulated amortisation | (5, 215, 913) | ||||
| Billing system development Less Accumulated amortisation |
63,971 | ||||
| (63,971) | |||||
| NOTE 12: OTHER FINANCIAL ASSETS (NON-CURRENT) | |||||
| Investments at cost comprise: | |||||
| Shares in Controlled entities - unlisted | 7,538,355 | 7,538,355 | |||
| Less Provision for diminution in value | (7,038,355) | (7,038,355) | |||
| the contract of the contract of the contract of the contract of the contract of the contract of the contract of |
| Shares in unusted company | 290,000 | 1111. | 290,000 | 1111. |
|---|---|---|---|---|
| the country 290,000 |
The Corporation 790,000 |
500,000 | ||
| NOTE 13: PAYABLES | The result of the | |||
| Trade creditors | - 65,031 | 45,130 | 6,130 | |
| Other creditors/Accrued Expenses | 96.021 | 43,715 | The County 68,382 |
|
| The property of 161,052 |
88,845 | The property of $\cdots$ 68,382 |
6,130 |

| Economic Entity | Parent Entity | ||||
|---|---|---|---|---|---|
| 2002 | 2001 | 2002 | 2001 | ||
| Ŝ | \$ | Ŝ | \$ | ||
| (a) issued and paid up capital | NOTE 14: CONTRIBUTED EQUITY | ||||
| Ordinary shares fully paid | 20,965,196 | 19,915,196 | 20,965,196 | 19,915,196 | |
| Options | 354,539 | 201,777 | 354,539 | 201,777 | |
| 21,319,735 | 20,116,973 | 21,319,735 | 20,116,973 | ||
| 2002 | 2001 | ||||
| Number of | Number of | ||||
| Shares | Ŝ | Shares | \$ | ||
| (b) Movements in shares on issue | 800 B.R | ||||
| Beginning of the financial year | 112,313,574 | 19,915,196. | 55,897,700 | 20,162,780 | |
| - consolidation (i) | (84, 235, 473) | (1, 183, 000) | |||
| Issued during the year | |||||
| - private and public equity raisings (ii) | 8,750,000 | 1,050,000 | 56,406,787 | 992,744 | |
| less transaction costs | (58, 963) | ||||
| - exercise of options | 9,087 | 1,635 | |||
| End of the financial year | 36,828,101 | 20,965,196 | 112,313,574 | 19,915,196 | |
| Number | Issue Price | \$ | |||
| $(1)$ 2000-2001 12 January 2001 |
Details The group's investment in an unlisted company, totalling \$1,183,000 was distributed in specie to shareholders, for the value recorded, as a reduction of share capital |
(1, 183, 000) | |||
| $(ii) 2000 - 2001$ 4 April 2001 |
Details Shares issued in lieu of consulting fees |
250,000 | \$0.04 | 10,000 | |
| 28 June 2001 | Company issued ordinary shares subsequent to a non-renounceable 1:1 rights issue. The purpose of the issue was to raise additional working capital |
56,156,787 | \$0.0175 | 982,744 | |
| (i) 2001-2002 7 March 2002 |
Details Capital consolidated on a 4:1 basis following approval at General Meeting |
(84, 235, 473) | |||
| (ii) 2001-2002 22 March 2002 |
Details Raising of working capital through private placement |
8,750,000 | \$0.12 | 1,050,000 |

| 2002 | 2001 | ||||
|---|---|---|---|---|---|
| Number of | Number of | ||||
| Options | \$ | Options | \$. | ||
| (c) Movements in Options | NOTE 14: CONTRIBUTED EQUITY (CONT) 35,594,619 options over ordinary shares (2001: 20,168,613) |
||||
| Beginning of the financial year Issued during the year (i) Exercised during the year (ii) Consolidation (iii) Expiration during the year (iv) |
20.168,613 30,552,518 (15, 126, 512) |
201.777 - 152,762. |
20,179,892 (9,087) (2, 192) |
201,777 | |
| End of the financial year | 35,594,619 | 354.539 | 20,168,613 | 201,777 | |
| Number | Issue Price | \$ | |||
| (ii) 2000-2001 28 June 2001 |
Details Exercises of options |
(9.087) | \$0.18 | 1,635 | |
| (iv) 2000-2001 31 October 2001 |
Details Unlisted options expired, exercisable at \$0.18 on or before 31 October 2001 |
(2, 192) | |||
| (i) 2001-2002 17 April 2002 |
Details Rights Issue 2 opt:3 ords \$0.20 before 1/2/07 |
24,552,518 | \$0.005 | 122,762 | |
| 5 June 2002 | Directors Options \$0.20 before $1/2/07$ | 6,000,000 | \$0.005 | 30,000 | |
| (iii) 2001-2002 7 March 2002 |
Details Capital consolidated on a 4:1 basis following approval at General Meeting |
(15, 126, 512) | |||
| (d) Terms and Conditions of Contributed Equity |
Ordinary Shares
Ordinary shares have the right to receive dividends as declared and, in the event of winding up the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company.
| Economic Entity | Parent Entity | |||
|---|---|---|---|---|
| 2002 | 2001 | 2002 | 2001 | |
| NOTE 15: ACCUMULATED LOSSES | $e^{i\pi i \theta \alpha_{\rm{max}} + i\pi \alpha_{\rm{max}} + i\pi \alpha_{\rm{max}} + i\pi \alpha_{\rm{max}}}$ The Chapter House |
a Pinangguna officer they applicable their |
||
| Balance at beginning of year Net loss attributable to members of the Parent Entity |
(19, 152, 359) (614, 121) |
(12, 895, 804) (6, 256, 555) |
(479, 088) | $(18,399,781)$ $(13,090,425)$ (5,309,356) |
| Balance at end of year | (19,766,480) | (19, 152, 359) | (18, 878, 869) | (18,399,781) |

| Country of | Principal | rentemage or equity imerest held by the parent entity |
||||
|---|---|---|---|---|---|---|
| Name | Incorporation | Activities | 2002 | 2001 | ||
| NOTE 16: CONTROLLED ENTITIES | ||||||
| Parent Entity: | ||||||
| Select-Tel Limited | Australia | Communications | ||||
| & Investment | ||||||
| Subsidiaries of Select-Tel Limited: | ||||||
| Select-Tel Communications Pty Ltd | Australia | Communications | $100\%$ | $100\%$ | ||
| Privilege Holdings Pty Ltd | Australia | Investment | 100% | 100% | ||
| (previously Select-Tel Holdings Pty Ltd) | ||||||
| Economic Entity | Parent Entity | |||||
| 2002 | 2001 | 2002 | 2001 | |||
| Ŝ | S | Ŝ | Ŝ | |||
| NOTE 17: STATEMENT OF CASH FLOWS | ||||||
| (a) Reconciliation of Cash Flows from Operations | ||||||
| with Operating Profit (Loss) after Income Tax | ||||||
| Operating Profit (Loss) after Income Tax | (614, 121) | (6, 256, 555) | (479,088) | (5,309,356) | ||
| Non Cash Movements | ||||||
| - Amortisation | 4,694,322 | |||||
| - Depreciation | 459,867 | |||||
| - Increase in Prov'n for doubtful debts | 122,397 | |||||
| - Increase in Prov'n for diminution - investments | 111,610 - | 5,301,072 | ||||
| Increase/(Decrease) in Employee Entitlements | (25,560) | |||||
| Increase/(Decrease) in Accounts Payable Decrease/(Increase) in Receivables |
69,128 | (201,591) | 62,252 $(14, 616)$ . |
379. | ||
| Decrease/(Increase) in Inventories | $(34,769)$ . | (49,721) 18,450 |
(6,477) | |||
| Decrease/(Increase) in Other Assets | (23.798) | 27,014 | (23.798) | (2, 170) | ||
| Shares issued for services provided | 10,000 | |||||
| (Profit)/Loss on sale of assets | 47 | |||||
| Cash Flows from Operations | (491, 950) | (1, 201, 330) | (455, 250) | (16, 552) | ||
| (b) Reconciliation of cash | ||||||
| Cash at the end of the financial year as shown in the statement | ||||||
| of cash flows is reconciled to items in the Statement of | ||||||
| Financial Position as follows: | ||||||
| Cash | 536,784 | 717,265 | 520,884 | 662,559 | ||
(c) Non-cash Financing and Investing Activities
Share Issue
8,750,000 Ordinary shares were issued at \$0.12 per share, through private placement to raise working capital.

| Economic Entity | Parent Entity | |||
|---|---|---|---|---|
| 2002 | 2001 | 2002 | 2001 | |
| S | \$ | s | ||
| NOTE 18: LEASING COMMITMENTS | ||||
| (a) Operating Lease Commitments | ||||
| Non-cancellable operating leases contracted for | ||||
| but not capitalised in the financial statements payable: | ||||
| - not later than one year | 78,536 | |||
| - later than 1 year but not later than 5 years | ||||
| -later than 5 years | ||||
| . | 78,536 | |||
| The property leases are non-cancellable leases with a three year term, with rent payable monthly in advance. Contingent rental provisions within the lease agreements require the minimum lease payments shall be increased by 5%. Options exist to renew the leases at the end of the three year terms for an additional term of three years. The leases allow for sub-letting of all leased areas. Guarantees have been given by the company's bankers relating to security required under a lease - a lease of premises in Melbourne - a telecommunications supplier |
26,900 16,874 |
|||
| Guarantees are secured by an interest bearing term deposit lodged with National Australia Bank |
43.774 | |||
| There was no guarantee facility at 31 December 2002 (2001: \$Nil) |
(b) Other
Malvern Administrative Services Pty Ltd provides administrative support at a rate of \$8,000 per month plus GST. This commitment may be terminated with 3 months' notice from either party.
NOTE 19: SUBSEQUENT EVENTS
As announced on 23 January 2003 Select-Tel Limited has entered into a Memorandum of Understanding with the Macfarlane Burnet institute of Medical Research and Public Health to evaluate an investment into the development and commercialisation of highly promising research and development projects, initially in the fields of hepatitis diagnostics and vaccines, and antivirals against rhinoviruses and enteroviruses.
| Cents | Cents | ||
|---|---|---|---|
| NOTE 20: EARNINGS PER SHARE | |||
| Basic earnings/(loss) per share | (1.76) | (7.4) | |
| Diluted earnings/(loss) per share | (1.76) | (7.4) | |
| \$ | \$ | ||
| The following reflects the income and share data used in the calculations of basic and diluted earnings/loss per share. |
|||
| Net loss used in calculation of basic & diluted EPS. | (614, 121) | (6, 256, 555) | |
| No. | No. | ||
| Weighted average number of ordinary shares on issue during the financial year used in the calculation of basic earnings/(loss) per share |
34,905,024 | 84,683,886 |

| Economic Entity | Parent Entity | |||||
|---|---|---|---|---|---|---|
| 2002 Ŝ |
2001 Ŝ |
2002 S |
2001 S |
|||
| NOTE 21: REMUNERATION OF DIRECTORS Directors' remuneration Income paid or payable, or otherwise made available, in respect |
||||||
| of the financial year, to all Directors of each entity in the economic entity, directly or indirectly, by the entities of which they are |
||||||
| Directors or any related party: | 168,000 | 258,893 | ||||
| Income paid or payable, or otherwise made available in respect of the financial year, to all Directors of the Parent Entity, directly or indirectly, from the Parent Entity or any related party: |
168,000 | 258,893 | ||||
| The number of Directors of the Parent Entity whose income (including superannuation contributions) falls within the |
||||||
| following income bands is: | ||||||
| 2002 | 2001 | |||||
| No. | No. | |||||
| \$o to \$9,999 | $\mathbf{1}$ | |||||
| \$10,000 to \$19,999 | $\mathbf{1}$ | |||||
| \$20,000 to \$29,999 | 1 | |||||
| \$30,000 to \$39,999 | 2 | 2 | ||||
| \$40,000 to \$49,999 | 1 | |||||
| \$60,000 to \$69,999 | $\mathbf{1}$ | |||||
| \$140,000 to \$149,999 | $\mathbf{1}$ | |||||
| NOTE 22: REMUNERATION OF EXECUTIVES | ||||||
| Remuneration received or due and receivable by executive | ||||||
| officers of the Economic Entity whose remuneration is | ||||||
| \$100,000 or more, from entities in the Economic Entity | ||||||
| or a related party, in connection with the management | ||||||
| of the affairs of the entities in the Economic Entity whether | ||||||
| as an executive officer or otherwise | 142,384 | |||||
| Remuneration received or due and receivable by executive | ||||||
| officers of the Parent Entity whose remuneration is \$100,000 | ||||||
| or more, from the Parent Entity or any related party, in | ||||||
| connection with the management of the affairs of the | ||||||
| Parent Entity or any of its controlled entities, whether | ||||||
| as an executive officer or otherwise. | 142,384 | |||||
| The number of executives of the Economic Entity and the | No. | No. | No. | No. | ||
| Parent Entity whose remuneration falls within the following band: | ||||||
| \$140,000 to \$149,999 | $\mathbf{1}$ | 1 |
In the opinion of Directors, remuneration paid to executives is considered reasonable.

| Economic Entity | Parent Entity | ||||
|---|---|---|---|---|---|
| 2002 | 2001 | 2002 | 2001 | ||
| \$ | s | S | \$ | ||
| NOTE 23: AUDITORS' REMUNERATION | |||||
| Amounts received or due and receivable by the auditors of the Parent Entity for: |
|||||
| – an audit or review of the financial report | 20,000 | 14,500 | 20,000 | 14,500 | |
| - other services | 13,432 | 13,432 | |||
| Remuneration of other auditors of subsidiaries for: | |||||
| - auditing or reviewing the financial report of subsidiaries | 37,622 | 31,000 | 37,622 | ||
| 77. 57,622 |
58,932 | frequently 57,622 |
27,932 | ||
| NOTE 24: RELATED PARTY DISCLOSURES | |||||
| Directors | |||||
| The Directors of the Company during the financial year were: | |||||
| R Revelins | |||||
| B J Frost | |||||
| P Marks | |||||
| J Brett | |||||
| Controlled entities | |||||
| Loan | 1,131,255 | 262,068 | |||
| 1,131,255 | 262,068 |
Ultimate Parent
Select-Tel Limited is the ultimate parent entity.
Equity instruments of Directors
Interests at balance date
Interests in the equity instruments of the Company held by Directors of the reporting entity and their Director-related entities:
| Ordinary Shares Fully Paid |
Options over Ordinary Shares |
||||
|---|---|---|---|---|---|
| 2002 Number |
2001 Number |
2002 Number |
2001 Number |
||
| B Frost | a tinya $-3,201,363$ |
2,329,983 | The same of the August 2 $-4,105,396$ |
||
| R Revelins | 2,926,608 | 2,192,483 | 2,244,457 | ||
| P Marks | 21,666 | 271,666 | $-1,181,111$ | ||
| Brett | 1,038,969 | 1,320,219 | 1,714,762 | $\sim$ | |
| Unallocated | 9,573,121 | 3,164,806 | |||
| $\overline{\phantom{a}}$ 7,188,606 |
15,687,472 | $\overline{\phantom{a}}$ 9,245,726 |
3,164,806 |
All equity dealings with Directors have been entered into with terms and conditions no more favourable than those that the entity would have adopted if dealing at arm's length.

| Total Revenue | Operating Profit (Loss) After Income Tax |
Total Assets | |||||
|---|---|---|---|---|---|---|---|
| 2002 S |
2001 s |
2002 | 2001 | 2002 | 2001 s |
||
| NOTE 25: SEGMENT INFORMATION |
|||||||
| (a) Industrial Segments Telecommunications - External Customers |
99.355 | 590,447 | $(15, 426)$ . | (5,764,127) | 1,765 | 43,774 | |
| Investments - Interest Revenue Unallocated |
36,007 - | 33,523 | (75,603) (523,092) |
(254, 542) (237, 886) |
$\alpha$ . The second 1,094,545 615,997 |
290,000 719,685 |
|
| The property of 135,362 |
623,970 | The Second (614, 121) |
(6, 256, 555) | 10.11 1,714,307 |
1,053,459 |
(b) Geographical Segments
The economic entity operates only in Australia.
(c) The economic entity derived income from the provision of telecommunications communications management solutions and from investments.
NOTE 26: FINANCIAL INSTRUMENTS
(a) Interest rate risk
The Economic Entity's exposure to interest rates and the effective weighted average interest rate for classes of financial assets and liabilities is set out below:
| Floating | Fixed Interest Maturing in | Total | Average | |||
|---|---|---|---|---|---|---|
| Interest Rate | s year or less | 1-5 years | bearing | Interest Rate | ||
| \$ | S | \$ | \$ | \$ | ||
| 2002 | ||||||
| Financial Assets | ||||||
| Cash | 205,640 | 331,144 | 536,784 | 4.4% | ||
| Receivables | $\cdots$ | ww | 143,490 | 143,490 | ||
| Other Financial Assets - Current | ww | 685,033 | 685,033 | |||
| Other Financial Assets - Non-Current | m | ww | 290,000 | 290,000 | ||
| 205,640 | 331,144 | 1,118,523 | 1,655,307 | |||
| Financial Liabilities | ||||||
| Payables | 161,052 | 161,052 | ||||
| $\sim$ | 161,052 | 161,052 | ||||
| 2001 | ||||||
| Financial Assets | ||||||
| Cash | 717,265 | 717,265 | 4.1% | |||
| Receivables | 333,976 | 333.976 | ||||
| 717,265 | 333,976 | 1,051,241 | ||||
| Financial Liabilities | ||||||
| Payables | m | 88,845 | 88,845 | |||
| m | $\cdots$ | 88,845 | 88,845 |

NOTE 25: SEGMENT INFORMATION (CONT)
(b) Credit risk
Credit risk represents the accounting loss that would be recognised if counterparties failed to perform as contracted. The credit risk on financial assets is the carrying amount net of any provision for doubtful debts.
(c) Net Fair Values of Financial Assets and Liabilities
The net fair values of listed investments have been valued at the quoted market bid price at balance date adjusted for transaction costs expected to be incurred. For other assets and other liabilities net fair value approximates their carrying value. No financial assets and financial liabilities are readily traded on organised markets in a standardised form other than listed investments. Financial assets where the carrying amount exceeds net fair values have not been written down as the company intends to hold these assets to maturity.
Aggregate net fair values and carrying amounts of financial assets and financial liabilities at balance date are:
| 2002 | 2001 | |||
|---|---|---|---|---|
| Carrying | Net Fair | Carrying | Net Fair | |
| Amount | Value | Amount | Value | |
| S | S | |||
| Financial Asset | ing masser | |||
| Cash | $-536,784$ | $-536,784$ | 717,265 | 717,265 |
| Receivables | 143,490 | $-143.490$ . | 333,976 | 333,976 |
| Other Financial Assets | 975,033 | 975,033 | ${}$ | |
| Total Financial Assets | 1,655,307 | . 1,655,307 |
1,051,241 | 1,051,241 |
| Financial Liabilities | The Card | |||
| Pavables | 161,052 | 161,052 | 88,845 | 88,845 |
| Total Financial Assets | The property of 161,052 |
The company of 161,052 |
88,845 | 88,845 |
NOTE 27: CONTINGENT LIABILITIES
There are no material amounts of contingent liabilities not provided in the financial report.
NOTE 28: COMPANY DETAILS
The registered office of the company is Suite 2, 1233 High Street, Armadale, Victoria, 3143.
INDEPENDENT AUDIT REPORT
TO THE MEMBERS OF SELECT-TEL LIMITED
Scope
P
A MARINE DE LA CONSTANTI
We have audited the financial report of Select-Tel Limited ("the company") and its controlled entities for the financial vear ended 31 December 2002 as set out on pages 6 to 23. The financial report includes the consolidated financial statements of the consolidated entity comprising the company and the entities it controlled at the year's end or from time to time during the financial year. The company's directors are responsible for the financial report. We have conducted an independent audit of this financial report in order to express an opinion on it to the members of the company.
Our audit has been conducted in accordance with Australian Auditing Standards to provide reasonable assurance as to whether the financial report is free of material misstatement. Our procedures included examination, on a test basis, of evidence supporting the amounts and other disclosures in the financial report, and the evaluation of accounting policies and significant accounting estimates. These procedures have been undertaken to form an opinion whether, in all material respects, the financial report is presented fairly in accordance with Accounting Standards, statutory requirements and other mandatory professional reporting requirements so as to present a view which is consistent with our understanding of the company's and the consolidated entity's financial position and performance as represented by the results of their operations and their cash flows.
The audit opinion expressed in this report has been formed on the above basis.
AUDIT OPINION
In our opinion, the financial report of Select-Tel Limited is in accordance with:
(a) the Corporations Act 2001, including:
- (i) giving a true and fair view of the company's and consolidated entity's financial position as at 31 December 2002 and of their performance for the year ended on that date: and
- (ii) complying with Accounting Standards and the Corporations Regulations 2001; and
- (b) other mandatory professional reporting requirements.
Rall Cludes
Hall Chadwick Chartered Accountants
UGLiail Ya
Robert L Yeo Partner Melbourne, 28 March, 2003
SHAREHOLDER INFORMATION
AS AT 25 MARCH 2003
NUMBER OF HOLDERS OF EQUITY SECURITIES
Ordinary Shares
- * 36,828,101 fully paid ordinary shares are held by 1,175 individual shareholders.
- $\bar{\mathbf{v}}$ All ordinary shares carry one vote per share.
Options
- * 5,042,101 options exercisable at \$0.72 on or before 30 April 2003 are held by 186 individual shareholders
- $\ddot{\phantom{1}}$ 30,522,518 options exercisable at \$0.20 on or before 1 February 2007 are held by 349 individual shareholders
* Options do not carry a right to vote. Voting rights will be attached to the unissued shares when the options have been exercised.
DISTRIBUTION OF HOLDERS IN EACH CLASS OF EQUITY SECURITIES
| Fully paid Ordinary shares | Options | |
|---|---|---|
| $1 - 1,000$ | -506 | 116 |
| $1,001 - 5,000$ | 270 | 117 |
| $5,001 - 10,000$ | 115 | 49 |
| 10,001 - 100,000 | 208 | 145 |
| 100,001 - and over | 76 | 70 |
| 1.175 | 497 |
TWENTY LARGEST HOLDERS OF QUOTED SECURITIES
| Fully paid ordinary shares | ||||
|---|---|---|---|---|
| Shareholder Mr Peter Singer $\mathbf{1}$ AMN Nominees Pty Ltd $\mathbf{z}$ Mr Anthony Gerard MacKay 3 |
Number | % | ||
| 2,000,000 | $5.43\%$ | |||
| 1,271,608 | 3.44% | |||
| 1,100,000 | 2.98% | |||
| l, | Evan Rubenstein | 1,073,054 | 2.91% | |
| 5 | Alan Chonowitz | 1,038,969 | 2.82% | |
| 6 | Mr Jonathan Keith Brett | 1,038,969 | 2.82% | |
| 7 | Mr Derek Heath | 1,000,326 | 2.71% | |
| 8 | David Hannon | 1,000,000 | 2.71% | |
| 9 | Mrs Samantha Jane Owen | 800,000 | 2.17% | |
| 10 | Peregrine Corporate Limited | 775,000 | $2.10\%$ | |
| 11 | Garzon Pty Ltd | 730,000 | 1.98% | |
| 12 | Shuari Investments Pty Ltd | 710,724 | $1.92\%$ | |
| 13. | ANZ Nominees Limited | 525,000 | $1.42\%$ | |
| 14 | Mrs June Hart | 500,929 | 1.36% | |
| 15 | Broken Ridge Pty Ltd | 500,000 | 1.35% | |
| 16. | Saltbush Nominees Pty Ltd | 500,000 | 1.35% | |
| 17 | Darontrack Pty Ltd | 500,000 | $1.35\%$ | |
| 18 | Sunvest Corporation Ltd | 462,500 | $1.25\%$ | |
| 19 | Anthony John Fawdon | 450,000 | $1.22\%$ | |
| 20 Wyanna Pty Ltd | 425,000 | $1.15\%$ | ||
| 16,402,079 | 44.44% |
3
Simission der Eremanden
AS AT 25 MARCH 2003
Z
| Options exercisable | |||
|---|---|---|---|
| Optionholder | Number | % | |
| $\mathbf{I}$ | Mrs Carole Rowan | 1,768,173 | 4.96% |
| 2 | Queensland Marketing Management Pty Ltd | 1,731,910 | 4.86% |
| 3 | Mr Jonathan Keith Brett | 1,714,762 | 4.81% |
| 4 | Mr Peter Singer | 1,402,014 | 3.93% |
| 5 | Pacific Union Nominees Pty Ltd | 1,394,456 | 3.91% |
| 6 | INXS Pty Limited | 1,035,501 | $2.90\%$ |
| 7 | Invest-Max Pty Ltd | 1,000,000 | $2.80\%$ |
| 8 | Peter Marks | 1,000,000 | 2.80% |
| g. | Richard Revelins | 1,000,000 | 2.80% |
| 10 | Mr Anthony Gerard MacKay | 766,666 | 2.15% |
| 11 | Evan Rubenstein | 715,369 | 2.00% |
| 12 | Shuari Investments Pty Ltd | 715,369 | 2.00% |
| 13. | Alan Chonowitz | 692,646 | 1.94% |
| 14 | Mr Malcolm Coote & Mr Alan Martin Coote | 650,000 | 1.82% |
| 15 | Mr Alan Martin Coote | 622,217 | 1.74% |
| 16 | Brentine Nominees Pty Ltd | 600,000 | 1.68% |
| 17 | Peregrine Corporate Limited | 516,667 | 1.45% |
| 18 | Hilmed Pty Ltd | 500,000 | $1.40\%$ |
| 19. | Grosvenor Street Holdings Pty Ltd | 500,000 | 1.40% |
| 20 | Tara Pines Pty Ltd | 500,000 | 1.40% |
| 18,825,750 | 52.75% |
UNQUOTED EQUITY SECURITIES HOLDING GREATER THAN 20%
There are no unquoted equity securities holding greater than 20%.
SUBSTANTIAL SHAREHOLDERS
The names of substantial shareholders who have notified the Company in accordance with Section 671B of the Corporations Law are:
Peter Singer

SHAREHOLDER ENQUIRIES
Shareholders with enquiries about their shareholdings should contact the Share Registry, Security Transfers Registrars 770 Canning Highway, Applecross, WA, 6153 Telephone (08) 9315 0933 Facsimile (o8) 9315 2233 Email [email protected]
CHANGE OF ADDRESS, CHANGE OF NAME, CONSOLIDATION OF SHAREHOLDINGS
Shareholders should contact the Share Registry to obtain details of the procedure required for any of these changes
REMOVAL FROM THE ANNUAL REPORT MAILING LIST
Shareholders who do not wish to receive the Annual Report should advise the share Registry in writing. These shareholders will continue to receive all other shareholder information.
TAX FILE NUMBERS
It is important that Australian resident shareholders, including children, have their tax file number or exemption details noted by the Share Registry.
CHESS
(Clearing House Electronic Subregister System)
Shareholders wishing to move to uncertificated holdings under the Australian Stock Exchange CHESS system should contact their stockbroker.
UNCERTIFICATED SHARE REGISTER
Shareholding statements are issued at the end of each month that there is a transaction that alters the balance of your holding.
CORPORATE DIRECTORY
DIRECTORS
婴
Brvan | Frost Richard Revelins Peter Marks Jonathan Brett
Executive Chairman Executive Director Non-Executive Director Non-Executive Director
COMPANY SECRETARY
Phillip Hains
PRINCIPAL AND REGISTERED OFFICE
Suite 2, 1233 High Street Armadale Victoria 3143 Telephone 03 9834 8166 Facsimile 03 9824 8161
AUDITORS
Hall Chadwick Chartered Accountants Level 9, 459 Collins Street Melbourne Victoria 3000
SOLICITORS
Oakley Thompson & Co Pty Ltd Level 17, 500 Collins Street Melbourne Victoria 3000
SHARE REGISTRY
Security Transfers Registrars 770 Canning Highway Applecross Western Australia 6153 Telephone o8 9315 0933 Facsimile 08 9315 2233 Email [email protected]
SECURITIES QUOTED
Australian Stock Exchange Code -- SLT (shares) $-$ SLTOB (options) $-$ expiring 30 April 2003 at \$0.72 - SLTO (options) - expiring 1 February 2007 at \$0.20


