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SOUTHERN CROSS ELECTRICAL ENGINEERING LTD — Interim / Quarterly Report 2008
Feb 19, 2008
65884_rns_2008-02-19_bf1f676f-b740-45ef-b130-780e2e938e07.pdf
Interim / Quarterly Report
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SOUTHERN CROSS ELECTRICAL ENGINEERING LIMITED and Controlled Entities A.C.N. 009 307 046
Interim Financial Report for the Half Year Ended 31 December 2007
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Southern Cross Electrical Engineering Limited and Controlled Entities (A.C.N. 009 307 046)
Contents to Financial Report
| Corporate Information | 3 |
|---|---|
| Directors' Report | 4 |
| Auditors Independence Declaration | 6 |
| Income Statement | 7 |
| Balance Sheet | 8 |
| Statement of Changes in Equity | 9 |
| Cash Flow Statement | 10 |
| Notes to the Consolidated Financial Statements | 11 |
| Directors' Declaration | 16 |
| Audit Report | 17 |
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Southern Cross Electrical Engineering Limited and Controlled Entities (A.C.N. 009 307 046)
Corporate Information A.C.N 009 307 046
Directors
Mr Gianfranco Tomasi (Chairman) Mr Brian Carman Mr John Cooper - appointed 30 October 2007 Mr Douglas Fargher - appointed 30 October 2007 Mr David Tomasi - resigned 31 October 2007
Company Secretary Mr Michael Silbert
Registered Office
41 Macedonia Street Naval Base, Perth, WA 6165
Principal Place of Business
41 Macedonia Street Naval Base, Perth, WA 6165 Phone: (08) 9410 1833
Share Register
Computershare Investor Services Pty Ltd Level 2 45 St Georges Terrace Perth WA 6000 Phone: (08) 9323 2000
Southern Cross Electrical Engineering Limited shares are listed on the Australian Stock Exchange. (ASX Code: SXE)
Legal Advisor Deacons
Auditors
Grant Thorton (WA) Partnership
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Southern Cross Electrical Engineering Limited and Controlled Entities (A.C.N. 009 307 046)
DIRECTORS' REPORT
The Directors of Southern Cross Electrical Engineering Limited ("Southern Cross "or "SCEE") A.C.N. 009 307 046 present the financial statements of the Southern Cross Group, the consolidated entity, for the half-year ended 31 December 2007 and in accordance with a resolution of the Directors, report as follows:
DIRECTORS
The Directors of Southern Cross Electrical Engineering Limited at the date of this report are:
| Director | Main Duties |
|---|---|
| Gianfranco (Frank) Tomasi | Executive Chairman & |
| Chief Executive Office | |
| John Cooper* | Non-Executive Director |
| Brian Carman* | Non-Executive Director |
| Douglas Fargher* | Non-Executive Director |
*Messrs Cooper, Carman and Fargher were elected as Directors of the Company on 30 October 2007, and remain Directors up to the date of this report. Mr Tomasi was a Director for the entire half-year period and up to the date of this report.
REVIEW OF OPERATIONS
The net profit attributable to SCEE's Australian operations for the half-year was $6,804,296 after deducting income tax expense of $1,894,302.
The result for the six months reflects continued strong performance experienced in the previous period. The successful completion of the Dampier Port Upgrade Phase B and Ravensthorpe Nickel Projects leading into the Hope Downs Project were the main drivers. Strong contributions were also realised from Newman Hub and Cape Lambert infrastructure works. A new major contract award for the Cape Lambert 80mtpa Upgrade Project was a highlight towards the end of the period. In Peru the Cerro Corona Project has increased substantially due to additional scope of works.
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OPTIONS
Simon Buchhorn was granted 500,000 options in SCEE on 28 November 2007 as part of the Company's Senior Management Long Term Incentive Plan.
ROUNDING
SCEE is a company of the kind referred to in Class Order 98/0100 issued by the Australian Securities and Investments Commission, relating to the "rounding off" of amounts in the Directors' Report and Financial Report. All amounts have been rounded off to the nearest dollar.
AUDITORS' INDEPENDENCE DECLARATION
In accordance with section 307 of the Corporations Act 2001, the Directors have obtained a declaration of independence from Grant Thornton (WA) Partnership, the consolidated entity's auditors.
Signed in accordance with a resolution of the Board of Directors:
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Dated this 18[th] day of February 2008
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Chartered Accountants Business Advisers and Consultants
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18[th] February 2008
The Board of Directors Southern Cross Electrical Engineering Limited 41 Macedonia Street NAVAL BASE WA 6165
Dear Directors,
SOUTHERN CROSS ELECTRICAL ENGINEERING LIMITED AUDITORS’ INDEPENDENCE DECLARATION
In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Southern Cross Electrical Engineering Limited.
As lead audit partner for the half-year review of the financial statements of Southern Cross Electrical Engineering Limited for the half-year ended 31 December 2007, I declare that to the best of my knowledge and belief, there have been no contraventions of:
(i) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
(ii) any applicable code of professional conduct in relation to the review.
Yours sincerely,
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GRANT THORNTON (WA) PARTNERSHIP
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L1, 10 Kings Park Road West Perth WA 6005 PO Box 570 West Perth WA 6872
MICHAEL HILLGROVE PARTNER
T +61 8 9480 2000 F +61 8 9322 7787 E [email protected] W www.grantthornton.com.au
Grant Thornton (WA) Partnership ABN 17 735 344 518
Liability limited by a scheme approved under Professional Standards Legislation.
Grant Thornton (WA) Partnership is an independent business entitled to trade under the international name Grant Thornton. Grant Thornton is a trademark owned by Grant Thornton International and used under licence by independent firms and entities throughout the world.
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Southern Cross Electrical Engineering Limited and Controlled Entities (A.C.N. 009 307 046) Income Statement
for the half year ended 31 December 2007
| Revenues Operating activities Rendering of services Non-operating activities Interest received Other Expenses Cost of sales Administration Expenses Depreciation and amortisation Finance Costs Profit Before Income Tax Expense Income tax expense Profit for the half-year Profit attributable to minority interests Profit attributable to members of the Parent Entity Basic earnings per share (cents) Diluted earnings per share (cents) |
CONSOLIDATED 31-Dec-07 31-Dec-06 $ $ 49,757,483 44,871,235 201,033 126,442 58,343 17,437 50,016,859 45,015,114 31,566,931 30,215,335 9,065,789 5,330,497 496,357 369,109 189,184 68,740 41,318,261 35,983,681 8,698,598 9,031,433 (1,894,302) (2,301,189) |
|---|---|
6,804,296 6,730,244 - (134,605) 6,804,296 6,595,639 5.67 6.73 5.67 6.73 |
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Southern Cross Electrical Engineering Limited and Controlled Entities (A.C.N. 009 307 046) Balance Sheet as at 31 December 2007
CURRENT ASSETS Cash and cash equivalents Trade and other receivables Inventories TOTAL CURRENT ASSETS NON-CURRENT ASSETS Property, plant and equipment Investment properties Deferred tax assets TOTAL NON-CURRENT ASSETS TOTAL ASSETS CURRENT LIABILITIES Trade and other payables Interest bearing liabilities Provisions Income tax payable TOTAL CURRENT LIABILITIES NON-CURRENT LIABILITIES Trade and other payables Interest bearing liabilities TOTAL NON-CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Issued capital Retained earnings Reserves Parent Interest Minority Interest TOTAL EQUITY |
CONSOLIDATED 31-Dec-07 30-Jun-07 $ $ 25,061,562 9,179,161 8,621,370 11,749,891 209,320 - 33,892,252 20,929,052 5,273,602 5,014,889 671,375 671,375 1,703,093 491,930 7,648,070 6,178,194 41,540,322 27,107,246 6,094,351 8,331,561 932,780 800,900 1,635,932 1,837,307 1,193,475 2,711,030 9,856,538 13,680,798 396,782 396,782 707,399 665,309 1,104,181 1,062,091 10,960,719 14,742,889 30,579,603 12,364,357 19,490,402 750,002 11,001,217 11,321,111 87,984 60,957 30,579,603 12,132,070 - 232,287 30,579,603 12,364,357 |
|---|---|
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Southern Cross Electrical Engineering Limited and Controlled Entities (A.C.N. 009 307 046) Consolidated Statement of Changes in Equity For the Half Year Ended 31 December 2007
Consolidated
| Consolidated | ||||||
|---|---|---|---|---|---|---|
| Issued Capital | Foreign Currency | Options | Retained | Minority | Total | |
| Translation Reserve | Reserve | Earnings | Equity Interest | |||
| $ | $ | $ | $ | $ | $ | |
| Balance at 1 July 2006 | 750,002 | (12,578) | - |
7,539,908 | 153,618 |
8,430,950 |
| Profit attributable to | ||||||
| equity shareholders | 6,595,639 | 134,605 |
6,730,244 | |||
| Dividends paid or provided | ||||||
| for | ||||||
| Adjustments | 997,806 | 997,806 | ||||
| Transfers to/(from) reserves | 580,981 | 580,981 | ||||
| Shares issued (net) | 32,221 |
32,221 | ||||
| Balance at 31 December 2006 750,002 | 568,403 | - | 15,133,353 | 320,444 | 16,772,202 | |
| Balance at 1 July 2007 | 750,002 | 60,957 | - | 11,321,111 | 232,287 | 12,364,357 |
| Profit attributable to | ||||||
| equity shareholders | 7,036,582 | (232,287) |
6,804,295 | |||
| Dividends paid or provided | for | (7,356,476) | (7,356,476) | |||
| Adjustments | - | |||||
| Transfers to/(from) reserves | 21,281 |
5,746 | 27,027 | |||
| Shares issued (net) | 18,740,400 | 18,740,400 | ||||
| Balance at 31 December 200719,490,402 | 82,238 |
5,746 | 11,001,217 | - |
30,579,603 |
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Southern Cross Electrical Engineering Limited and Controlled Entities (A.C.N. 009 307 046) Consolidated Cash Flow Statement For the Half Year Ended 31 December 2007
| CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers Payments to suppliers and employees Interest received Interest paid Income tax paid Net cash provided by (used in) operating activities CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from sale of property, plant and equipment Dividends received Payments for property, plant and equipment Net cash provided by (used in) investing activities CASH FLOWS FROM FINANCING ACTIVITIES Repayment of borrowings Issue of shares Costs of issue of shares Dividends paid Repayment of financial liabilities Net cash provided by (used in) financing activities Net increase (decrease) in cash held Net foreign exchange difference Cash at beginning of year Cash at end of year |
CONSOLIDATED 31-Dec-07 31-Dec-06 $ $ 53,364,406 47,178,703 (43,606,478) (27,363,501) 201,033 126,442 154 - (4,184,865) (1,858,836) 5,774,250 18,082,808 130,580 20,863 - - (1,565,834) (1,881,249) (1,435,254) (1,860,386) (25,013) (781,388) 20,000,000 - (1,259,600) - (7,356,476) (7,115,043) 173,971 670,139 11,532,882 (7,226,292) 15,871,878 8,996,130 10,523 - 9,179,161 1,967,483 25,061,562 10,963,613 |
|---|---|
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Southern Cross Electrical Engineering Limited and Controlled Entities (A.C.N. 009 307 046) Notes to the Financial Statements For the Half Year Ended 31 December 2007
1. BASIS OF PREPARATION
This general purpose condensed financial report for the half year ended 31 December 2007 has been prepared in accordance with AASB 134 Interim Financial Reporting and the Corporations Act 2001. Southern Cross Electrical Engineering Limited is a company limited by shares, incorporated and domiciled in Australia.
The half-year financial report does not include all notes of the type normally included within the annual financial report and therefore cannot be expected to provide as full an understanding of the financial performance, financial position and financing and investing activities of the consolidated entity as the full financial report.
It is recommended that this financial report be read in conjunction with the annual financial report for the year ended 30 June 2007 and any public announcements made by Southern Cross Electrical Engineering Limited and its controlled entities during the half-year in accordance with continuous disclosure requirements arising under the ASX Listing Rules.
The accounting policies have been consistently applied by the entities in the consolidated group are are consistent with those in the 30 June 2007 financial report. The half-year report does not include full disclosures of the type normally included in an annual financial report.
Reporting Basis and Conventions
The half-year 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 of the fair values given in consideration for assets.
Changes in Accounting Policy
Since 1 January 2007, the consolidated group has adopted the following Standards and Interpretations, mandatory for annual periods beginning on or after 1 January 2007. Adoption of these Standards and Interpretations did not have any effect on the financial position or performance of the consolidated group.
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AASB 7 Financial Instruments: Disclosures
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AASB 2005-10 Amendments to Australian Accounting Standards (AASB 132, 101, 114, 117, 133, 139, 1, 4, 1023 and 1038)
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Interpretation 8 Scope of AASB 2 Share-based Payment
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Interpretation 9 Reassessment of Embedded Derivatives
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Interpretation 10 Interim Financial Reporting and Impairment
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Southern Cross Electrical Engineering Limited and Controlled Entities (A.C.N. 009 307 046) Notes to the Financial Statements
For the Half Year Ended 31 December 2007
2. DIVIDENDS PAID
| CONSOLIDATED | CONSOLIDATED | |
|---|---|---|
| 31-Dec-07 | 31-Dec-06 | |
| $ |
$ | |
| Interim dividend of 5.06c per share in respect of | ||
| the year ended 30 June 2008 paid on 22 | ||
| November 2007 | 5,056,475 | Nil |
| Interim dividend of 2.30c per share in respect of | ||
| the year ended 30 June 2008 paid on 23 | 2,300,000 | Nil |
| November 2007 |
3.
ISSUED CAPITAL
| a) Paid up capital 120,000,000 (2006: 750,002) ordinary shares b) Movements No. of shares Balance 1 July 2007 750,002 Conversion of ordinary shares (a) 99,249,998 Issue of new shares 20,000,000 120,000,000 Less: Expenses of issues (b) |
- - Paid Up Capital $750,002 $0 $20,000,000 ($1,259,600) $19,490,402 |
|---|---|
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(a) There was a conversion of 750,002 shares to 100,000,000 shares in accordance with a Member's resolution.
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(b) Other IPO costs of $3,679,002 were recognised in the income statement.
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Southern Cross Electrical Engineering Limited and Controlled Entities (A.C.N. 009 307 046) Notes to the Financial Statements For the Half Year Ended 31 December 2007
4. ACQUISITION OF CONTROLLED ENTITIES AND BUSINESSES
Gianfranco Tomasi (1%) and David Tomasi (1%) sold their respective shares in Cruz Del Sur Ingenieria Electra (Peru) S.A. Limited to Southern Cross Electrical Engineering Limited (WA) Pty Ltd. The shares were sold at their historical cost. Southern Cross Electrical Engineering (WA) Pty Ltd was incorporated on 4 October 2007 and is a 100% owned subsidiary of Southern Cross Electrical Engineering Limited. Southern Cross Electrical Engineering Limited therefore indirectly acquired the remaining 2% of Cruz Del Sur Ingenieria Electra S.A. Limited during the half-year ended 31 December 2007.
Due to the time required for processing share transfers in Tanzania, SCEE is currently only the registered holder of 50% of the shares in Southern Cross Electrical Engineering (Tanzania) Limited ("SCEE Tanzania"). The remaining shares in SCEE Tanzania are held by Mr Frank Tomasi and his associates who have entered into binding commitments with the Company to do all things necessary to complete the full transfer of their shares in SCEE Tanzania to the Company as soon as practicable.
5. CONTINGENT LIABILITIES
Southern Cross Electrical Engineering Limited is entitled to bank guarantees and an overdraft facility to the value of $15 million. The bank guarantee facility was previously secured by a First Registered Mortgage over industrial and commercial property owned by Gianfranco Tomasi and spouse. This security has now been removed and the facility is unsecured. The company is required to hold a $5 million interest bearing term deposit with the bank in consideration of no security.
The Company at 31 December 2007 has drawn $4,446,745 of this facility.
6. SEGMENT REPORTING
The consolidated group's primary segment reporting format is geographical segments.
The consolidated group's geographical segments are determined based on the location of the group's assets.
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Southern Cross Electrical Engineering Limited and Controlled Entities (A.C.N. 009 307 046) Notes to the Financial Statements For the Half Year Ended 31 December 2007
6. SEGMENT REPORTING continued
The following tables present revenue information regarding geographical segments for the year ended 31 December 2007 and 31 December 2006
| Australia | South America | Total | ||
|---|---|---|---|---|
| Year ended 31 December 2007 | ||||
| Revenue | ||||
| Sales to external customers | 42,279,027 | 7,478,456 | 49,757,483 | |
| Total segment revenue | 42,279,027 | 7,478,456 | 49,757,483 | |
| Result | ||||
| Segment Result | 8,037,393 | 661,205 | 8,698,598 | |
| Net profit/(loss) before income tax | 8,037,393 | 661,205 | 8,698,598 | |
| Year ended 31 December 2006 | ||||
| Revenue | ||||
| Sales to external customers | 41,190,622 | 3,680,613 | 44,871,235 | |
| Total segment revenue | 41,190,622 | 3,680,613 | 44,871,235 | |
| Result | ||||
| Segment Result | 7,670,633 | 1,360,801 | 9,031,434 | |
| Net profit/(loss) before income tax | 7,670,633 | 1,360,801 | 9,031,434 | |
| 7. | RELATED PARTY DISCLOSURES |
The following table provides the total amount of transactions that were entered into with related parties for the relevant half-year.
| Purchases from | Amounts owed | ||
|---|---|---|---|
| related parties | to related parties | ||
| PARENT | |||
| Frank Tomasi Nominees Pty Ltd | |||
| Properties - Rental Income | 2007 | 142,800 | - |
| 2006 | 147,792 | - |
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Southern Cross Electrical Engineering Limited and Controlled Entities (A.C.N. 009 307 046) Notes to the Financial Statements For the Half Year Ended 31 December 2007
7. RELATED PARTY DISCLOSURES continued
Frank Tomasi Nominees Pty Ltd ATF The Frank Tomasi Family Trust owns property which is leased by Southern Cross Electrical Engineering Limited.
The table above shows the rental income transactions for the properties leased.
Gianfranco Tomasi and spouse are the sole directors of Frank Tomasi Nomiees Pty Ltd.
Gianfranco Tomasi and spouse own 100% of Frank Tomasi Nominees Pty Ltd.
8. SUBSEQUENT EVENTS
On the 14th February 2008 the Directors declared a dividend (franked 100%) at 2c per share.
No other material event subsequent to the end of the interim period and the date of this report has arisen that has not been recognised in the half year accounts.
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Southern Cross Electrical Engineering Limited and Controlled Entities (A.C.N. 009 307 046) Directors' Declaration
For the Half Year Ended 31 December 2007
In the opinion of the Directors of Southern Cross Electrical Engineering Limited:
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1 The financial statements and notes there to set out on pages 7 to 15 are in accordance with the Corporations Act 2001; and
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(a) Comply with Accounting Standard AASB 134 "Interim Financial Reporting" and the Corporations Regulations 2001; and
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(b) Giving a true and fair view of the financial position of the consolidated entity as at 31 December 2007 and of its performance, as represented by the results of its operations, changes in equity and cash flows for the half year ended on that date.
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2 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.
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[Chartered Accountants ] Business Advisers and Consultants
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INDEPENDENT AUDITOR’S REVIEW REPORT
TO THE MEMBERS OF SOUTHERN CROSS ELECTRICAL ENGINEERING LIMITED AND CONTROLLED ENTITIES
Report on the half-year financial report
We have reviewed the accompanying half-year financial report of Southern Cross Electrical Engineering Limited (the Company) and the entities it controlled (the consolidated entity), which comprises the balance sheet as at 31 December 2007, and the income statement, statement of changes in equity and cash flow statement for the half-year ended on that date, a statement of accounting policies, and other selected explanatory notes. The consolidated entity comprises both the Company and the entities it controlled during that half-year.
Directors’ responsibility for the half-year financial report
The directors of the consolidated entity are responsible for the preparation and fair presentation of the half-year financial report in accordance with Australian Accounting Standards including the Australian Accounting Interpretations and the Corporations Act 2001. This responsibility includes establishing and maintaining internal control relevant to the preparation and fair presentation of the half-year financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.
Auditor’s responsibility
Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagement ASRE 2410: Review of an Interim Financial Report Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the financial report is not in accordance with the Corporations Act 2001 including giving a true and fair view of the consolidated entity’s financial position as at 31 December 2007 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134: Interim Financial Reporting and the Corporations Regulations 2001. As the auditor of Southern Cross Electrical Engineering Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.
L1, 10 Kings Park Road West Perth WA 6005 PO Box 570 West Perth WA 6872 T +61 8 9480 2000 F +61 8 9322 7787 E [email protected] W www.grantthornton.com.au
A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Grant Thornton (WA) Partnership ABN 17 735 344 518
Liability limited by a scheme approved under Professional Standards Legislation.
Grant Thornton (WA) Partnership is an independent business entitled to trade under the international name Grant Thornton. Grant Thornton is a trademark owned by Grant Thornton International and used under licence by independent firms and entities throughout the world.
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Independence
In conducting our review, we complied with the independence requirements of the Corporations Act 2001. We confirm that the independence declaration required by the Corporations Act 2001, provided to the directors of Southern Cross Electrical Engineering Limited on 31 December 2007, would be in the same terms if provided to the directors as at the date of this auditor’s review report.
Conclusion
Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Southern Cross Electrical Engineering Limited and its controlled entities is not in accordance with the Corporations Act 2001, including:
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(a) giving a true and fair view of the consolidated entity’s financial position as at 31 December 2007 and of its performance for the half-year ended on that date.
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(b) complying with Accounting Standard AASB 134: Interim Financial Reporting and Corporations Regulations 2001.
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GRANT THORNTON (WA) PARTNERSHIP
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M H Hillgrove Partner Perth
Date: 18[th] February 2008