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SSH GROUP LTD Regulatory Filings 2021

Oct 27, 2021

65863_rns_2021-10-27_41ea6b4a-b4f0-4125-9a6f-1225453cd517.pdf

Regulatory Filings

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Site Services Holdings Group of Companies

Combined Annual Report - 30 June 2021

Site Services Holdings Group of Companies Contents 30 June 2021

Director's report 2
Auditor's independence declaration 4
Statement of profit or loss and other comprehensive income 5
Statement of financial position 6
Statement of changes in equity 7
Statement of cash flows 8
Notes to the financial statements 9
Director's declaration 29
Independent auditor's report to the members of Site Services Holdings Trust 30

General information

The financial statements cover the combination of the Site Services Holdings Group of Companies being the Site Services Holdings Trust and the entities it controlled at the end of, or during, the year, Site Services Holdings Pty Ltd and Complete Workforce Australia Pty Ltd. The financial statements are presented in Australian dollars, which is the Group's functional and presentation currency.

Registered office Principal place of business

West Perth WA 6005 Belmont WA 6104

41-47 Colin Street 273 Great Eastern Highway

A description of the nature of the Group's operations and its principal activities are included in the director's report, which is not part of the financial statements.

The financial statements were authorised for issue, in accordance with a resolution of the directors of each entity, on 27th October 2021.

1

The Director has the power to amend and reissue the financial statements.

Site Services Holdings Group of Companies Director's report 30 June 2021

In accordance with the Corporations Act 2001, SSH Group (WA) Pty Ltd (ABN 33 165 265 029), the responsible entity of Site Services Holdings Trust, Site Services Holdings Pty Ltd and Complete Workforce Australia (referred to hereafter as the 'the Group') provides this report for the financial year ended 30 June 2021.

Directors

The following were directors during the whole of the financial year and up to the date of this report, unless otherwise stated:

Daniel Cowley-Cooper (sole director SSH Group (WA) Pty Ltd) Daniel Cowley-Cooper (sole director of Complete Workforce Australia Pty Ltd) Daniel Cowley-Cooper (director of Site Services Holdings Pty Ltd) Stefan Finney (director of Site Services Holdings Pty Ltd)

Company secretary

Daniel Cowley-Cooper (of all entities)

Shares and Units on issue

At 30 June 2021:

100 units of the Site Services Holdings Trust were on issue (2020: 100)

  • 100 shares in Site Services Holdings Pty Ltd were on issues (2020: 100)
  • 100 shares in Complete Workforce Australia Pty Ltd were on issues (2020: 100)

Principal activities

During the financial year the principal continuing activities of the Group consisted of:

● Security services, labour hire services, contracting services and traffic management services.

Trust information

The Site Services Holdings Trust ('the Trust') is a for profit unit trust, registered in Australia and constituted under a trust deed dated 19 May 2016, and acts as the sole unit holder for the following trusts (collectively 'the SSH Trust Group')

  • Site Labour Hire Services Trust ('the SLHS Trust')
  • Site Protective Services Trust ('the SPS Trust')
  • Site Traffic Management Services Trust ('the STMS Trust')
  • Site Facility Management Services Trust ('the SFMS Trust)

SSH Group (WA) Pty Ltd, the responsible entity of the Trust, is a company incorporated and domiciled in Australia.

The ultimate unit holders of the Trust are the Prosperous Capital Trust and the Principle Investment Projects Trust.

Dividends

A dividend totaling \$362,5000 was paid to shareholders of Site Services Holdings Pty Ltd during the current financial year.

Review of operations

The profit for the Group after providing for income tax amounted to \$1,288,431 (30 June 2020: \$323,794).

Significant changes in the state of affairs

There were no significant changes in the state of affairs of the Trust during the financial year.

Site Services Holdings Group of Companies Directors' report 30 June 2021

Matters subsequent to the end of the financial year

SSH Group Limited ('SSH') formerly known as Jacka Resources Limited ('Jacka') has executed a binding terms sheet agreement to acquire 100% of the entities which constitute the businesses known as Site Services Holdings Group ('SSHG'). The Site Services Holdings Group includes Site Services Holdings Pty Ltd, Complete Workforce Australia Pty Ltd and Site Services Holdings Trust. Completion of the acquisition of the SSHG occurred on 9 September 2021, as part of the Initial Public Offer ('IPO') of SSH on the ASX including a capital raising of \$6.25 million has been completed. The SSH Prospectus was lodged with ASIC on 23 July 2021 with the group listing on 17 September 2021.

Likely developments and expected results of operations

Information on likely developments in the operations of the Group and the expected results of operations have not been included in this report because the Directors believe it would be likely to result in unreasonable prejudice to the Group.

Environmental regulation

The Group is not subject to any significant environmental regulation under Australian Commonwealth or State law.

Company secretary

Daniel Cowley-Cooper

Meetings of Directors

No formal meetings of the Board(s) of each of the entities were held during the financial period with matters being resolved by resolutions of the Directors.

Indemnity and insurance of auditor

The Group has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the Group or any related entity against a liability incurred by the auditor.

During the financial year, the Group has not paid a premium in respect of a contract to insure the auditor of the Group or any related entity.

Proceedings on behalf of the Group

No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of any of the Group entities, or to intervene in any proceedings to which the Group is a party for the purpose of taking responsibility on behalf of the Group for all or part of those proceedings.

Auditor's independence declaration

A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out immediately after this director's report.

This report is made in accordance with a resolution of the directors of SSH Group (WA) Pty Ltd as responsible entity, Complete Workforce Australia and Site Services Holdings Pty Ltd pursuant to section 298(2)(a) of the Corporations Act 2001.

___________________________

Daniel Cowley-Cooper Director

27 October 2021 Perth

To the Board of Directors

Auditor's Independence Declaration under Section 307C of the Corporations Act 2001

As lead audit Partner for the audit of the financial statements of Site Services Holdings Group of Companies for the financial 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
  • any applicable code of professional conduct in relation to the audit.

Yours Faithfully

HALL CHADWICK WA AUDIT PTY LTD MARK DELAURENTIS CA

Dated this 27 th day of October 2021

Partner

Site Services Holdings Group of Companies Statement of profit or loss and other comprehensive income For the year ended 30 June 2021

Combined
Note 2021
\$
2020
\$
Revenue
Services income
4 70,503,450 15,353,976
Cost of sales (62,056,836) (11,148,120)
8,446,614 4,205,856
Other income 5 317,498 443,485
Expenses
Employee benefits expense (3,803,073) (2,080,084)
Administration
Depreciation and amortisation expense
(2,328,654)
(256,135)
(1,000,962)
(218,171)
Profit / (loss) on disposal of assets 70 (89,130)
Allowance for expected credit losses (97,468) (35,000)
Debtor impairment (52,096) (480,318)
Occupancy expense (80,601) (74,964)
Finance costs (704,429) (378,809)
Profit / (loss) before income tax expense 1,441,726 291,903
Income tax (expense) / benefit (153,295) 31,891
Profit / (loss) after income tax expense for the year 1,288,431 323,794
Other comprehensive income for the year, net of tax - -
Total comprehensive profit / (loss) for the year 1,288,431 323,794
\$ \$
Basic profit / (loss) per combined share & unit
Diluted profit / (loss) per combined share & unit
24
24
4,295
4,295
1,079
1,079

Site Services Holdings Group of Companies Statement of financial position As at 30 June 2021

Note
2021
2020
\$
\$
Assets
Current assets
Cash and cash equivalents
7
625,580
277,210
Trade and other receivables
8
10,784,402
4,220,859
Inventories
9
-
3,815
Total current assets
11,409,982
4,501,884
Non-current assets
Property, plant and equipment
10
451,619
327,549
Right of use assets
11
399,361
236,039
Intangibles
12
418,234
403,827
Deferred tax assets
173,164
139,613
Other non-current assets
92,808
-
Total non-current assets
1,535,186
1,107,028
12,945,168
5,608,912
Total assets
Liabilities
Current liabilities
Trade and other payables
13
8,305,640
3,410,852
Current borrowings
14
3,039,695
242,000
Current lease liabilities
14
289,446
187,490
Employee provisions
15
185,668
97,325
Income tax
24,254
42,032
Total current liabilities
11,844,703
3,979,699
Non-current liabilities
Non-current borrowings
14
-
1,647,751
Non-current lease liabilities
14
512,031
392,815
Employee provisions
15
11,266
-
Deferred tax liabilities
62,590
-
Total non-current liabilities
585,887
2,040,566
Total liabilities
12,430,590
6,020,265
514,578
(411,353)
Net assets / (liabilities)
Equity
Issued shares
200
200
Issued units
100
100
Reserves
16
36,761
36,761
Undistributed income
17
477,517
(448,414)
Combined
Total surplus / (deficiency) in equity 514,578 (411,353)

Site Services Holdings Group of Companies Statement of changes in equity For the year ended 30 June 2021

Combined Issued capital
\$
Reserves
\$
Undistributed
income
\$
Total deficiency
in equity
\$
Balance at 1 July 2019 300 36,761 (961,854) (924,793)
Profit after income tax expense for the year
Other comprehensive income for the year, net of tax
-
-
-
-
323,794
-
323,794
-
Total comprehensive profit for the year - - 323,794 323,794
Transactions with unitholders in their capacity as unitholders:
Distributions to unitholders
- - 189,646 189,646
Balance at 30 June 2020 300 36,761 (448,414) (411,353)
Combined Issued capital
\$
Reserves
\$
Undistributed
income
\$
Total surplus in
equity
\$
Balance at 1 July 2020 300 36,761 (448,414) (411,353)
Profit after income tax expense for the year
Other comprehensive income for the year, net of tax
-
-
-
-
1,288,431
-
1,288,431
-
Total comprehensive profit for the year - - 1,288,431 1,288,431
Transactions with unitholders in their capacity as unitholders:
Dividends Paid
Distributions to unitholders
- - (362,500)
-
(362,500)
-

7

Site Services Holdings Group of Companies Statement of cash flows For the year ended 30 June 2021

Combined
Note 2021
\$
2020
\$
Cash flows from operating activities
Receipts from customers 71,104,853 17,358,934
Payments to suppliers and employees (70,676,993) (17,241,934)
427,860 117,000
Interest received 696 651
Other revenue 154,454 145,225
Government grants received 171,500 89,000
Interest and other finance costs paid (704,429) (358,371)
Taxes paid (136,135) -
Net cash used in operating activities 23 (86,054) (6,495)
Cash flows from investing activities
Payments for purchase of business assets 21 (146,420) (250,000)
Payments for property, plant and equipment (112,610) (31,421)
Proceeds from disposal of property, plant and equipment 1,015 2,500
Net cash used in investing activities (258,015) (278,921)
Cash flows from financing activities
Proceeds from borrowings
1,974,802 464,828
Repayment of borrowings (919,863) (162,370)
Dividend Payment (362,500)
Trust distributions - 189,646
Net cash from financing activities 692,439 492,104
Net increase/(decrease) in cash and cash equivalents 348,370 206,688
Cash and cash equivalents at the beginning of the financial year 277,210 70,522
Cash and cash equivalents at the end of the financial year 7 625,580 277,210

Note 1. Significant accounting policies

The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

New or amended Accounting Standards and Interpretations adopted

The Group has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period.

Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.

Basis of preparation

These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as appropriate for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board ('IASB').

Historical cost convention

The financial statements have been prepared under the historical cost convention, except for, where applicable, the revaluation of financial assets and liabilities at fair value through profit or loss, financial assets at fair value through other comprehensive income, investment properties, certain classes of property, plant and equipment and derivative financial instruments.

Critical accounting estimates

The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Trust's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 2.

Reclassification of Prior Year Presentation

Certain prior year amounts on the Statement of profit or loss and other comprehensive income have been reclassified for consistency with current year presentation. These reclassifications have no effect on the reported results of operations. The Statement of profit or loss and other comprehensive income is now presented via the function of the expense as this presentation is believed to be more reliable and relevant to understand the results of the business.

Going concern

The financial report has been prepared on the going concern basis, which contemplates the continuity of normal business activity and the realisation of assets and the settlement of liabilities in the ordinary course of business.

The Group made a profit after tax of \$1,288,431 for the period ended 30 June 2021 (2020: \$323,794), had a net cash outflow from operating activities of \$86,054 (2020: \$6,495) and had a working capital deficit of \$434,723 (2020: surplus \$522,185).

The financial statements have been prepared on the basis that the Group is a going concern, which contemplates the continuity of normal business activity, realisation of assets and settlement of liabilities in the normal course of business, as subsequent to year end and on the 9th of September the units and shares in the Group entities were acquired by SSH Group Limited, pursuant to the Initial Public Offering (IPO) of SSH Group Limited. As part of the IPO process SSH Group Limited has closed its offer with valid applications for shares in the entity totalling \$6.25m. Conditional listing approval has been received from the ASX, and it is expected the listing date for SSH Group Limited will be 17 September 2021.

Principles of consolidation

The combined financial statements incorporate the assets and liabilities of all subsidiaries of Site Services Holdings Trust ('Trust') plus the assets and liabilities of Site Services Holdings Pty Ltd and Complete Workforce Australia as at 30 June 2021 and the results of all the entities for the year then ended. Site Services Holdings Trust and its subsidiaries, Site Services Holdings Pty Ltd and Complete Workforce Australia Pty Ltd together are referred to in these financial statements as the 'Group'.

Subsidiaries are all those entities over which the Trust has control. The Trust controls an entity when the Trust 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 Combined from the date on which control is transferred to the Trust. They are de-Combined from the date that control ceases.

Intercompany transactions, balances and unrealised gains on transactions between entities in the Group are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.

The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest, without the loss of control, is accounted for as an equity transaction, where the difference between the consideration transferred and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable to the parent.

Where the Trust loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and non-controlling interest in the subsidiary together with any cumulative translation differences recognised in equity. The Trust recognises the fair value of the consideration received and the fair value of any investment retained together with any gain or loss in profit or loss.

Revenue recognition

The Group recognises revenue as follows:

Revenue from contracts with customers

Revenue is recognised at an amount that reflects the consideration to which the Group is expected to be entitled in exchange for transferring goods or services to a customer. For each contract with a customer, the Group: identifies the contract with a customer; identifies the performance obligations in the contract; determines the transaction price which takes into account estimates of variable consideration and the time value of money; allocates the transaction price to the separate performance obligations on the basis of the relative stand-alone selling price of each distinct good or service to be delivered; and recognises revenue when or as each performance obligation is satisfied in a manner that depicts the transfer to the customer of the goods or services promised.

Variable consideration within the transaction price, if any, reflects concessions provided to the customer such as discounts, rebates and refunds, any potential bonuses receivable from the customer and any other contingent events. Such estimates are determined using either the 'expected value' or 'most likely amount' method. The measurement of variable consideration is subject to a constraining principle whereby revenue will only be recognised to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur. The measurement constraint continues until the uncertainty associated with the variable consideration is subsequently resolved. Amounts received that are subject to the constraining principle are recognised as a refund liability.

Sale of goods

Revenue from the sale of goods is recognised at the point in time when the customer obtains control of the goods, which is generally at the time of delivery.

Rendering of services

Revenue from a contract to provide services is recognised over time as the services are rendered based on either a fixed price or an hourly rate.

Interest

Interest revenue is recognised as interest accrues using the effective interest method. This is a method of calculating the amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset.

Other revenue

Other revenue is recognised when it is received or when the right to receive payment is established.

Income tax

The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the applicable income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary differences, unused tax losses and the adjustment recognised for prior periods, where applicable.

Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when the assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for:

  • When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor taxable profits; or
  • When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures, and the timing of the reversal can be controlled, and it is probable that the temporary difference will not reverse in the foreseeable future.

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 carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date. Deferred tax assets recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the carrying amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable that there are future taxable profits available to recover the asset.

Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on either the same taxable entity or different taxable entities which intend to settle simultaneously.

Current and non-current classification

Assets and liabilities are presented in the statement of financial position based on current and non-current classification.

An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the Groups's normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12 months after the reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period. All other assets are classified as non-current.

A liability is classified as current when: it is either expected to be settled in the Group's normal operating cycle; it is held primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting period. All other liabilities are classified as non-current.

Deferred tax assets and liabilities are always classified as non-current.

Cash and cash equivalents

Cash and cash equivalents include: cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

Trade and other receivables

Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method, less any allowance for expected credit losses. Trade receivables are generally due for settlement within 30 days.

The Group has applied the simplified approach to measuring expected credit losses, which uses a lifetime expected loss allowance. To measure the expected credit losses, trade receivables have been grouped based on days overdue.

Other receivables are recognised at amortised cost, less any allowance for expected credit losses.

Inventories

Stock on hand is stated at the lower of cost and net realisable value. Cost comprises of purchase and delivery costs, net of rebates and discounts received or receivable.

Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

Investments and other financial assets

Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the initial measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently measured at either amortised cost or fair value depending on their classification. Classification is determined based on both the business model within which such assets are held and the contractual cash flow characteristics of the financial asset unless an accounting mismatch is being avoided.

Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the Group has transferred substantially all the risks and rewards of ownership. When there is no reasonable expectation of recovering part or all of a financial asset, it's carrying value is written off.

Financial assets at amortised cost

A financial asset is measured at amortised cost only if both of the following conditions are met: (i) it is held within a business model whose objective is to hold assets in order to collect contractual cash flows; and (ii) the contractual terms of the financial asset represent contractual cash flows that are solely payments of principal and interest.

Impairment of financial assets

The Group recognises a loss allowance for expected credit losses on financial assets which are either measured at amortised cost or fair value through other comprehensive income. The measurement of the loss allowance depends upon the Group's assessment at the end of each reporting period as to whether the financial instrument's credit risk has increased significantly since initial recognition, based on reasonable and supportable information that is available, without undue cost or effort to obtain.

Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month expected credit loss allowance is estimated. This represents a portion of the asset's lifetime expected credit losses that is attributable to a default event that is possible within the next 12 months. Where a financial asset has become credit impaired or where it is determined that credit risk has increased significantly, the loss allowance is based on the asset's lifetime expected credit losses. The amount of expected credit loss recognised is measured on the basis of the probability weighted present value of anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate.

For financial assets mandatorily measured at fair value through other comprehensive income, the loss allowance is recognised in other comprehensive income with a corresponding expense through profit or loss. In all other cases, the loss allowance reduces the asset's carrying value with a corresponding expense through profit or loss.

Property, plant and equipment

Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost includes expenditure that is directly attributable to the acquisition of the items.

Depreciation is calculated on a diminishing value basis to write off the net cost of each item of property, plant and equipment (excluding land) over their expected useful lives as follows:

Plant and equipment 3-10 years
Motor Vehicles 8-9 years

The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting date.

Leasehold improvements are depreciated over the unexpired period of the lease or the estimated useful life of the assets, whichever is shorter.

An item of property, plant and equipment is derecognised upon disposal or when there is no future economic benefit to the Group. Gains and losses between the carrying amount and the disposal proceeds are taken to profit or loss.

Intangible assets

Intangible assets acquired as part of a business combination, other than goodwill, are initially measured at their fair value at the date of the acquisition. Intangible assets acquired separately are initially recognised at cost. Indefinite life intangible assets are not amortised and are subsequently measured at cost less any impairment. Finite life intangible assets are subsequently measured at cost less amortisation and any impairment. The gains or losses recognised in profit or loss arising from the derecognition of intangible assets are measured as the difference between net disposal proceeds and the carrying amount of the intangible asset. The method and useful lives of finite life intangible assets are reviewed annually. Changes in the expected pattern of consumption or useful life are accounted for prospectively by changing the amortisation method or period.

Goodwill

Goodwill arises on the acquisition of a business. Goodwill is not amortised. Instead, goodwill is tested annually for impairment, or more frequently if events or changes in circumstances indicate that it might be impaired and is carried at cost less accumulated impairment losses. Impairment losses on goodwill are taken to profit or loss and are not subsequently reversed.

Impairment of non-financial assets

Goodwill and other intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other nonfinancial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount.

Recoverable amount is the higher of an asset's fair value less costs of disposal and value-in-use. The value-in-use is the present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the asset or cash-generating unit to which the asset belongs. Assets that do not have independent cash flows are grouped together to form a cash-generating unit.

Trade and other payables

These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year and which are unpaid. Due to their short-term nature they are measured at amortised cost and are not discounted. The amounts are unsecured and are usually paid within 30 days of recognition.

Borrowings

Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction costs. They are subsequently measured at amortised cost using the effective interest method.

Finance costs

Finance costs attributable to qualifying assets are capitalised as part of the asset. All other finance costs are expensed in the period in which they are incurred.

Employee benefits

Short-term employee benefits

Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be settled wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities are settled.

Fair value measurement

When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; and assumes that the transaction will take place either: in the principal market; or in the absence of a principal market, in the most advantageous market.

Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming they act in their economic best interests. For non-financial assets, the fair value measurement is based on its highest and best use. Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, are used, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

Issued capital

Ordinary units are classified as equity.

Incremental costs directly attributable to the issue of new units or options are shown in equity as a deduction, net of tax, from the proceeds.

Business combinations

The acquisition method of accounting is used to account for business combinations regardless of whether equity instruments or other assets are acquired.

The consideration transferred is the sum of the acquisition-date fair values of the assets transferred, equity instruments issued or liabilities incurred by the acquirer to former owners of the acquiree and the amount of any non-controlling interest in the acquiree. For each business combination, the non-controlling interest in the acquiree is measured at either fair value or at the proportionate share of the acquiree's identifiable net assets. All acquisition costs are expensed as incurred to profit or loss.

On the acquisition of a business, the Group assesses the financial assets acquired and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic conditions, the Group's operating or accounting policies and other pertinent conditions in existence at the acquisition-date.

Where the business combination is achieved in stages, the Group remeasures its previously held equity interest in the acquiree at the acquisition-date fair value and the difference between the fair value and the previous carrying amount is recognised in profit or loss.

Contingent consideration to be transferred by the acquirer is recognised at the acquisition-date fair value. Subsequent changes in the fair value of the contingent consideration classified as an asset or liability is recognised in profit or loss. Contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for within equity.

The difference between the acquisition-date fair value of assets acquired, liabilities assumed and any non-controlling interest in the acquiree and the fair value of the consideration transferred and the fair value of any pre-existing investment in the acquiree is recognised as goodwill. If the consideration transferred and the pre-existing fair value is less than the fair value of the identifiable net assets acquired, being a bargain purchase to the acquirer, the difference is recognised as a gain directly in profit or loss by the acquirer on the acquisition-date, but only after a reassessment of the identification and measurement of the net assets acquired, the non-controlling interest in the acquiree, if any, the consideration transferred and the acquirer's previously held equity interest in the acquirer.

Business combinations continued

Business combinations are initially accounted for on a provisional basis. The acquirer retrospectively adjusts the provisional amounts recognised and also recognises additional assets or liabilities during the measurement period, based on new information obtained about the facts and circumstances that existed at the acquisition-date. The measurement period ends on either the earlier of (i) 12 months from the date of the acquisition or (ii) when the acquirer receives all the information possible to determine fair value.

Earnings per share and unit

Basic earnings per share and unit

Basic earnings per unit is calculated by dividing the profit attributable to the unitholders of Site Services Holdings Group, excluding any costs of servicing equity other than ordinary units, by the weighted average number of ordinary units outstanding during the financial year, adjusted for bonus elements in ordinary units issued during the financial year.

Diluted earnings per share and unit

Diluted earnings per unit adjusts the figures used in the determination of basic earnings per unit to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary units and the weighted average number of units assumed to have been issued for no consideration in relation to dilutive potential ordinary units.

Goods and Services Tax ('GST') and other similar taxes

Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the tax authority. In this case it is recognised as part of the cost of the acquisition of the asset or as part of the expense.

Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the tax authority is included in other receivables or other payables in the statement of financial position.

Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are recoverable from, or payable to the tax authority, are presented as operating cash flows.

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

Note 2. Critical accounting judgements, estimates and assumptions

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions on historical experience and on other various factors, including expectations of future events, management believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are discussed below.

Share-based payment transactions

The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by using either the Binomial or Black-Scholes model taking into account the terms and conditions upon which the instruments were granted. The accounting estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of assets and liabilities within the next annual reporting period but may impact profit or loss and equity.

Allowance for expected credit losses

The allowance for expected credit losses assessment requires a degree of estimation and judgement. It is based on the lifetime expected credit loss, grouped based on days overdue, and makes assumptions to allocate an overall expected credit loss rate for each group. These assumptions include recent sales experience and historical collection rates.

Provision for impairment of inventories

The provision for impairment of inventories assessment requires a degree of estimation and judgement. The level of the provision is assessed by taking into account the recent sales experience, the ageing of inventories and other factors that affect inventory obsolescence.

Fair value measurement hierarchy

The Group is required to classify all assets and liabilities, measured at fair value, using a three level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement, being: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date; Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3: Unobservable inputs for the asset or liability. Considerable judgement is required to determine what is significant to fair value and therefore which category the asset or liability is placed in can be subjective.

The fair value of assets and liabilities classified as Level 3 is determined by the use of valuation models. These include discounted cash flow analysis or the use of observable inputs that require significant adjustments based on unobservable inputs.

Note 2. Critical accounting judgements, estimates and assumptions (continued)

Estimation of useful lives of assets

The Group determines the estimated useful lives and related depreciation and amortisation charges for its property, plant and equipment and finite life intangible assets. The useful lives could change significantly as a result of technical innovations or some other event. The depreciation and amortisation charge will increase where the useful lives are less than previously estimated lives, or technically obsolete or non-strategic assets that have been abandoned or sold will be written off or written down.

Goodwill and other indefinite life intangible assets

The Group tests annually, or more frequently if events or changes in circumstances indicate impairment, whether goodwill and other indefinite life intangible assets have suffered any impairment, in accordance with the accounting policy stated in note 1. The recoverable amounts of cash-generating units have been determined based on value-in-use calculations. These calculations require the use of assumptions, including estimated discount rates based on the current cost of capital and growth rates of the estimated future cash flows.

Impairment of non-financial assets other than goodwill and other indefinite life intangible assets

The Group assesses impairment of non-financial assets other than goodwill and other indefinite life intangible assets at each reporting date by evaluating conditions specific to the Group and to the particular asset that may lead to impairment. If an impairment trigger exists, the recoverable amount of the asset is determined. This involves fair value less costs of disposal or value-in-use calculations, which incorporate a number of key estimates and assumptions.

Income tax

The Group is subject to income taxes in the jurisdictions in which it operates. Significant judgement is required in determining the provision for income tax. There are many transactions and calculations undertaken during the ordinary course of business for which the ultimate tax determination is uncertain. The Group recognises liabilities for anticipated tax audit issues based on the Group's current understanding of the tax law. Where the final tax outcome of these matters is different from the carrying amounts, such differences will impact the current and deferred tax provisions in the period in which such determination is made.

Recovery of deferred tax assets

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

Employee benefits provision

As discussed in note 1, the liability for employee benefits expected to be settled more than 12 months from the reporting date are recognised and measured at the present value of the estimated future cash flows to be made in respect of all employees at the reporting date. In determining the present value of the liability, estimates of attrition rates and pay increases through promotion and inflation have been taken into account.

Note 3. Financial reporting by segments

a) Identification of reportable segments

During the 2021 year it was determined that Group operates in two distinct Segments "Safety" and "People".

The Safety Division delivers a broad range of safety services including security, site and facility safety, road safety, and associated services for the construction, civil, mining, and government portfolios. The Safety Division of the Group comprises customer contracts held by Site Protective Services Group and Site Traffic Management Services Group.

These customer contracts focus on the management of a contracted scope of service delivery for Safety Division customers. Clients who contract with the Safety Division specifically seek delivery of a defined scope of works.

The People Division delivers a broad range of workforce management services including labour hire, recruitment, placement, and associated services for the construction, civil, and mining portfolios. The People Division of the Group comprises customer contracts held by Site Services Contracting and Site Labour Hire Services Group.

These customer contracts usually focus on the supply of a quantity of contracted labour resources. These clients that contract with the People Division specifically seek to engage the Group to supply a quantity of personnel for a scope of works. In the People Division, the client usually retains operational control over the activities of the worker and is responsible for the allocation and supervision of tasks and duties.

b) Segment results

Segment results represent earnings before depreciation, tax and other significant items. Segment revenues and expenses are those that are directly attributable to a segment and the relevant portion that can be allocated to the segment on a reasonable basis.

Segment revenues, expenses and results exclude transfers between segments. The revenue from the external parties is reported to the Director and is measured in a manner consistent with that in the statement of profit or loss and other comprehensive income.

30/6/2021 30/6/2020 30/6/2021 30/6/2020 30/6/2021 30/6/2020 30/6/2021 30/6/2020
Safety People Corporate Total
Revenue
Revenue from external
customers 61,381,522 12,327,300 9,121,928 2,511,987 - 514,689 70,503,450 15,353,976
Inter-segment revenue 277,411 - 265,000 - (542,411) - - -
Total Combined
revenue 61,658,933 12,327,300 9,386,928 2,511,987 (542,411) 541,492 70,503,450 15,353,976
Results
Segment results 988,674 180,669 554,934 126,922 858,682 581,292 2,402,290 888,883
Depreciation and
amortisation (68,015) (31,677) (5,380) (57,100) (182,741) (129,394) (256,135) (218,171)
Finance costs (562,966) (251,170) (89,901) (78,981) (51,562) (48,658) (704,429) (378,809)
Income tax expense - - - - (153,295) 31,891 (153,295) 31,891
Profit / (loss) for the
year 357,693 (102,178) 459,653 (9,159) 471,084 435,131 1,288,431 323,794
Assets 9,247,514 3,762,855 2,153,975 1,212,350 1,543,679 633,707 12,945,168 5,608,912
Liabilities 8,976,673 3,849,707 2,051,790 1,569,819 1,402,127 600,739 12,430,590 6,020,265

Site Services Holdings Group of Companies Notes to the financial statements 30 June 2021

Note 4. Revenue

Combined
2021
\$
2020
\$
Revenue from contracts with customers
Services income 70,503,450 15,553,343
Other revenue
Management fees - (3,865)
Group Distributions - (189,649)
Other - (5,853)
- (187,661)
Total Revenue 70,503,450 15,353,976
Note 5. Other income
Combined
2021 2020

Subsidies, grants and interest 317,498 443,485

Note 6. Income tax

It is noted that the following carried forward losses existed as at 30 June 2020, which have been utilised this financial year:

\$ \$

Combined
2021
\$
2020
\$
The SLHS Trust - 364,907
The SPS Trust - 409,925
The STMS Trust - 196,677
The SSH Trust - 81,615
Complete Workforce Australia Pty Ltd - 143,265
- 1,196,389

Note 7. Cash and cash equivalents

Combined
2021
\$
2020
\$
Current assets
Cash on hand
100 100
Cash at bank 625,480 277,110
625,580 277,210

Note 8. Trade and other receivables

Combined
2021
\$
2020
\$
Current assets
Trade receivables
9,574,395 3,321,195
Other receivables 1,210,007 899,664
10,784,402 4,220,859

Trade receivables are non-interest bearing with trading terms which vary from 14 days from date of invoice to 45 days from the end of month of invoice date. The majority of the clients are on 30-45 days end of month terms.

As at 30 June 2021 the aging analysis of trade receivables is as follows:

Total 0-30 Days 31-60 Days 61-90 Days +91 Days
\$ \$ \$ \$ \$
30 June 2021 9,672,363 9,402,189 147,064 74,294 48,816
Expected Credit Loss 2021 (97,968) (1,520) (19,458) (42,110) (34,880)
9,574,395 9,400,669 127,606 32,184 13,936
30 June 2020 3,321,195 2,937,907 344,071 38,150 1,067
Expected Credit Loss 2020 - - - - -
3,321,195 2,937,907 344,071 38,150 1,067

Note 9. Inventories

Combined
2021 2020
\$ \$

Current assets Stock on hand - at cost - 3,815

Note 10. Property, plant and equipment

Combined
2021 2020
\$ \$
Non-current assets
Leasehold improvements - at cost 478 478
Less: Accumulated depreciation (24) (12)
454 466
Plant and equipment - at cost 486,182 446,385
Less: Accumulated depreciation (320,383) (341,918)
165,799 104,467
Motor vehicles - at cost 361,256 230,000
Less: Accumulated depreciation (75,890) (7,384)
285,366 222,616
451,619 327,549

Reconciliations

Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below:

Leasehold
improvements
\$
Plant and
equipment
\$
Motor
vehicles
\$
Total
\$
Balance at 1 July 2019 478 162,848 323,940 487,266
Additions - 31,221 230,000 261,221
Disposals - (67,126) (254,504) (321,630)
Depreciation expense (12) (22,476) (76,820) (99,308)
Balance at 30 June 2020 466 104,467 222,616 327,549
Additions - 112,610 131,256 243,866
Disposals - (945) - (945)
Depreciation expense (12) (50,333) (68,506) (118,851)
Balance at 30 June 2021 454 165,799 285,366 451,619

Note 11. Right-of-use assets

2021
\$
2020
\$
Non-current assets
Land and buildings - right-of-use
Less: Accumulated depreciation
651,949
(252,588)
354,058
(118,019)
399,361 236,039

The Company leases land and buildings for its office under an agreement of 3 years with an option to extend.

Site Services Holdings Group of Companies Notes to the financial statements 30 June 2021

Note 12. Intangibles

Combined
2021
\$
2020
\$
Non-current assets
Website - at cost 27,752 10,819
Less: Accumulated amortisation (5,938) (3,222)
Goodwill - at cost 396,420 396,230
418,234 403,827

Refer to note 21 for further information on Goodwill

Note 13. Trade and other payables

Combined
2021
\$
2020
\$
Current liabilities
Trade payables 4,996,116 1,112,357
ATO payable 1,100,000 676,457
Other payables 1,251,537 1,550,636
Employment liabilities 957,987 71,402
8,305,640 3,410,852

Refer to note 18 for further information on financial instruments.

Note 14. Borrowings

Combined
2021
\$
2020
\$
Current liabilities
Debtor finance factoring facility (i) 2,677,775 142,000
Other unsecured financial liabilities 361,920 100,000
Hire purchase lease liabilities 122,667 71,644
Right of use lease liabilities 166,779 115,846
3,329,141 429,490
Non-current liabilities
Debtor finance factoring facility - 1,089,584
Other unsecured financial liabilities - 558,167
Hire purchase lease liabilities 232,675 232,150
Right of use lease liabilities 279,356 160,665
512,031 2,040,566
3,841,172 2,470,056

Reconciliation of liabilities arising from financing activities:

Debtor
finance
factoring
facility
\$
Unsecured
financial
liabilities
\$
HP
Lease
liabilities
\$
Right of
use Asset
Liabilities
\$
Total
\$
Balance at 1 July 2020
Repayments from cashflows
1,231,584
-
658,167
(824,858)
303,794
(95,005)
276,511 2,470,056
(128,267) (1,048,130)
Cash receipt following drawdowns 1,446,191 528,611 - 1,974,802
New leases entered
Vehicle acquisition
- - 146,553 297,891
-
297,891
146,553
Balance at 30 June 2021 2,677,775 361,920 355,342 446,135 3,841,172

Refer to note 18 for further information on financial instruments.

(i) The Group has a Debtor Finance Factoring Facility with Scottish Pacific Business Finance Pty Ltd ('ScotPac').

The Debtor Factoring Facility has been in existence since 14 July 2017 and was put in place to provide consistent cashflow to the Group given the extensive trading terms that may be associated with contracts. This enables the Group to maintain sufficient working capital to meet its debts as and when they fall due.

The minimum term of the facility is 12 months and the notice period required to end the facility after the end of the minimum term of the facility is 1 month.

The Group Facility Limit on 30 June 2021 was \$12.0m (30 June 2020: \$2.0m).

ScotPac have a general security agreement over all entities within Group with the directors of Site Services Holdings Pty Ltd, Daniel Cowley-Cooper and Stefan Finney also providing guarantees in their own capacity and through their personal entities Prosperous Capital Pty Ltd as Trustee for Prosperous Capital Trust and Principle Investment Projects Pty Ltd as Trustee for Principle Investment Projects Trust.

Site Services Holdings Group of Companies Notes to the financial statements 30 June 2021

Note 15. Provisions

Combined
2021
\$
2020
\$
Current liabilities
Provision for employee entitlements
185,668 97,325
Non-current liabilities
Provision for employee entitlements
11,266 -
196,934 97,325

Note 16. Reserves

Combined
2021
\$
2020
\$
Share of profits reserve 36,761 36,761

Movements in reserves

Movements in each class of reserve during the current and previous financial year are set out below:

Combined Share of
profits
reserve
\$
Total
\$
Balance at 1 July 2020
Movement for the year
36,761
-
36,761
-
Balance at 30 June 2021 36,761 36,761

Note 17. Retained Profits and undistributed income

Combined
2021
\$
2020
\$
Undistributed income at the beginning of the financial year (448,414) (961,854)
Profit / (loss) after income tax expense for the year
Group distributions to beneficiaries
1,288,431
-
323,794
189,646
Dividends Paid (362,500) -
Undistributed income at the end of the financial year 477,517 (448,414)

Note 18. Financial instruments

Financial risk management objectives

The Group's activities expose it to a variety of financial risks: market risk (including foreign currency risk, price risk and interest rate risk), credit risk and liquidity risk. The Group's overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group. The Group uses different methods to measure different types of risk to which it is exposed. These methods include sensitivity analysis in the case of interest rate, foreign exchange and other price risks, ageing analysis for credit risk and beta analysis in respect of investment portfolios to determine market risk.

Risk management is carried out by senior finance executives ('finance') under policies approved by the Board of Directors ('the Board'). These policies include identification and analysis of the risk exposure of the Group and appropriate procedures, controls and risk limits. Finance identifies, evaluates and hedges financial risks within the Group's operating units. Finance reports to the Board on a monthly basis.

Market risk

Foreign currency risk

The Group is not exposed to any significant foreign currency risk.

Price risk

The Group is not exposed to any significant price risk.

Interest rate risk

Changes in interest rates have an insignificant effect on the Group's results.

Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group has a strict code of credit, including obtaining agency credit information, confirming references and setting appropriate credit limits. The Group obtains guarantees where appropriate to mitigate credit risk. The maximum exposure to credit risk at the reporting date to recognised financial assets is the carrying amount, net of any provisions for impairment of those assets, as disclosed in the statement of financial position and notes to the financial statements. The Group does not hold any collateral.

The Group has adopted a lifetime expected loss allowance in estimating expected credit losses to trade receivables through the use of a provisions matrix using fixed rates of credit loss provisioning. These provisions are considered representative across all customers of the Group based on recent sales experience, historical collection rates and forward-looking information that is available.

Generally, trade receivables are written off when there is no reasonable expectation of recovery. Indicators of this include the failure of a debtor to engage in a repayment plan, no active enforcement activity and a failure to make contractual payments for a period greater than 1 year.

Liquidity risk

Vigilant liquidity risk management requires the Group to maintain sufficient liquid assets (mainly cash and cash equivalents) and available borrowing facilities to be able to pay debts as and when they become due and payable.

The Group manages liquidity risk by maintaining adequate cash reserves and available borrowing facilities by continuously monitoring actual and forecast cash flows and matching the maturity profiles of financial assets and liabilities.

Site Services Holdings Group of Companies Notes to the financial statements 30 June 2021

Note 18. Financial instruments (continued)

Remaining contractual maturities

The following tables detail the Group's remaining contractual maturity for its financial instrument liabilities. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the financial liabilities are required to be paid. The tables include both interest and principal cash flows disclosed as remaining contractual maturities and therefore these totals may differ from their carrying amount in the statement of financial position.

Combined - 2021 1 year or less
\$
Between 1
and 2 years
\$
Between 2
and 5 years
\$
Over 5 years
\$
Remaining
contractual
maturities
\$
Non-derivatives
Non-interest bearing
Trade payables 4,996,116 - - - 4,996,116
ATO payable 1,100,000 - - - 1,100,000
Other payables 1,251,537 - - - 1,251,537
Employment liabilities 957,986 - - - 957,986
Interest-bearing
Loans/Facilities 2,677,775 2,677,775
Other unsecured financial
liabilities 361,920 - - 361,920
Lease liability 122,667 232,675 - - 355,342
Right of use asset lease
liabilities 166,779 279,356 446,135
Total non-derivatives 11,634,780 512,031 - - 12,146,811
Combined - 2020 1 year or less
\$
Between 1
and 2 years
\$
Between 2
and 5 years
\$
Over 5 years
\$
Remaining
contractual
maturities
\$
Non-derivatives
Non-interest bearing
Trade payables 1,112,357 - - - 1,112,357
ATO payable 676,457 - - - 676,457
Other payables 1,550,636 - - - 1,550,636
Employment liabilities 71,402 - - - 71,402
Interest-bearing
Loans/Facilities 142,000 1,089,584 1,231,584
Other unsecured financial
liabilities 100,000 558,167 - - 658,167
Lease liability 71,644 232,150 - - 303,794
Right of use asset lease
liabilities 115,846 160,665 276,511
Total non-derivatives 3,840,342 2,040,566 - - 5,880,908

The cash flows in the maturity analysis above are not expected to occur significantly earlier than contractually disclosed above.

Site Services Holdings Group of Companies Notes to the financial statements 30 June 2021

Note 19. Key management personnel disclosures

Directors

The following persons were directors of the entities of Site Services Holdings Group during the financial year:

Daniel Cowley-Cooper (all entities) Stefan Finney (Site Services Holdings Pty Ltd)

Compensation

Key management personnel services were remunerated through management service agreements. Payments to directors or related entities (see Note 20) we as follows:

Combined
2021
\$
2020
\$
Management Fees Paid Payment for goods and services:
Daniel Cowley-Cooper and related entities
Stefan Finney and related entities
286,698
278,223
213,440
214,944

Note 20. Related party transactions

Key management personnel

Disclosures relating to key management personnel are set out in note 19.

Related Parties

Prosperous Capital Pty Ltd as Trustee for Prosperous Capital Trust is an entity related to Daniel Cowley-Cooper that provides management services to the Group.

Principle Investment Projects Pty Ltd as Trustee for Principle Investment Projects Trust is an entity related to Stefan Finney that provides management services to the Group.

Transactions with related parties

The following transactions occurred with related parties:

Combined
2020
\$
-
117,692
26,856
-

Note 20. Related party transactions (continued)

Receivable from and payable to related parties

The following balances are outstanding at the reporting date in relation to transactions with related parties:

Combined
2021
\$
2020
\$
Current receivables:
Daniel Cowley-Cooper
- 13,969
Current payables:
Site Integrated Services Group
- 83,347

Terms and conditions

All transactions were made on normal commercial terms and conditions. Amounts are unsecured, non-interest bearing and repayable within 12 months.

Note 21. Business combinations

On 10 February 2020, Site Services Enterprises Pty Ltd (ACN 612 759 850) as Trustee for the Site Facility Management Services Group acquired a labour hire business - Sword Recruitment Specialists ('Sword') as a going concern for the total consideration (including duties) of \$396,420. As at 30 June 2020, \$250,000 consideration had been paid to the vendor with the residual to be paid if certain key performance indicators were met, during the year ended 30 June 2021 a further \$132,161 was transferred. Sword was acquired to increase the labour hire division of the Site Facility Management Services Group and create an increased footprint within the industry in Western Australia. The goodwill of \$396,420 represents the value associated to the business. No value has been attributed to customer relationships as a result of the short term and infrequent engagement. For the 30 June 2021 year the Labour Hire segment contributed Revenue of \$9,118,128 (10 February 2020 to 30 June 2020 \$1,653,122) and Profit Before Tax of \$84,141 (10 February 2020 to 30 June 2020 \$108,154). The values identified in relation to the acquisition of Sword are final with no further payments due Given the results it was determined that the Goodwill did not need to be impaired.

Details of the acquisition are as follows:

Fair value
\$
Goodwill 396,420
Acquisition-date fair value of the total consideration transferred 396,420
Representing:
Cash paid to vendor
Cash paid to Office of State Revenue WA
382,161
14,259
396,420
Cash used to acquire a business operation as a going concern
Acquisition-date fair value of the total consideration transferred
396,420
Net cash used 396,420

Site Services Holdings Group of Companies Notes to the financial statements 30 June 2021

Note 22. Events after the reporting period

SSH Group Limited ('SSH') formerly known as Jacka Resources Limited ('Jacka') has executed a binding terms sheet agreement to acquire 100% of the entities which constitute the businesses known as Site Services Holdings Group ('SSHG'). The Site Services Holdings Group includes Site Services Holdings Pty Ltd, Complete Workforce Australia Pty Ltd and Site Services Holdings Group. The acquisition of the units in the Site Services Holdings Group occurred on 9 September 2021. Following completion of the acquisition of the SSHG SSH will then finalise the Initial Public Offer ('IPO') on the ASX including a capital raising of \$6.25 million. The SSH Prospectus was lodged with ASIC on 23 July 2021 with a confirmed listing date of 17 September 2021.

Note 23. Reconciliation of loss after income tax to net cash used in operating activities

Combined
2021
\$
2020
\$
Profit / (loss) after income tax expense for the year 1,288,431 107,340
Adjustments for:
Depreciation and amortisation 256,135 218,171
Provision for and debts written off 149,564 -
Borrowing Costs written off 6,846 20,439
Net (profit)/loss on disposal of property, plant and equipment (70) 89,130
Change in operating assets and liabilities:
Increase in trade and other receivables (6,444,467) (2,349,344)
Decrease/(increase) in inventories 3,815 (65,403)
Increase in trade and other payables 4,524,992 1,946,763
Increase in other provisions 128,700 26,210
Net cash used in operating activities (86,054) (6,694)

Note 24. Earnings per share / unit

Combined
2021
\$
2020
\$
Profit / (loss) after income tax 1,288,431 323,794
Number Number
Weighted average number of ordinary shares and units used in calculating basic earnings
per unit
300 300
Weighted average number of ordinary shares and units used in calculating diluted earnings
per unit
300 300
\$ \$
Basic profit / (loss) per unit
Diluted profit / (loss) per unit
4,295
4,295
1,079
1,079

Site Services Holdings Group of Companies Director's declaration 30 June 2021

In accordance with resolutions as the sole director of SSH Group (WA) Pty Ltd, responsible entity for the Site Services Holdings Group ('the Group') and Complete Workforce Solutions Pty Ltd and in accordance with a resolution of directors of Site Services Holdings Pty Ltd I state that:

  • (1) In my opinion:
  • (a) the financial statements and notes of the Group are 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 its performance for the year ended on that date; and
    • (ii) complying with Accounting Standards and Corporations Regulations 2001.
  • (b) there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable; and
  • (c) the financial statements also comply with International Financial Reporting Standards as disclosed in note 1.

(2) Signed in accordance with a resolution as sole director pursuant to section 295(5)(a) of the Corporations Act 2001 for the financial period ended 30 June 2021.

___________________________ Daniel Cowley-Cooper Director

27 October 2021 Perth

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SITE SERVICES GROUP OF COMPANIES

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of Site Services Group of Companies ("the Combined Entity"), which comprises the statement of financial position as at 30 June 2021, the statement of profit or loss and other comprehensive income, the statement of changes in equity and the statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies, and the directors' declaration.

In our opinion:

  • a. the accompanying financial report of the Combined Entity is in accordance with the Corporations Act 2001, including:
  • (i) giving a true and fair view of the Combined Entity's financial position as at 30 June 2021 and of its financial performance for the year then ended; and
  • (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.
  • b. the financial report also complies with International Financial Reporting Standards as disclosed in Note 1.

Basis for Opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Combined Entity 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 (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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Other Information

The directors are responsible for the other information. The other information comprises the information included in the Combined Entity'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 that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the Financial Report

The directors of the Combined Entity are responsible for the preparation of the financial report that gives a true and fair view in accordance with 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. In Note 1, the directors also state in accordance with Australian Accounting Standard AASB 101 Presentation of Financial Statements, that the financial report complies with International Financial Reporting Standards.

In preparing the financial report, the directors are responsible for assessing the Combined Entity's ability 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 Combined Entity or to cease operations, or has no realistic alternative but to do so.

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SITE SERVICES GROUP OF COMPANIES

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of Site Services Group of Companies ("the Combined Entity"), which comprises the statement of financial position as at 30 June 2021, the statement of profit or loss and other comprehensive income, the statement of changes in equity and the statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies, and the directors' declaration.

In our opinion:

  • a. the accompanying financial report of the Combined Entity is in accordance with the Corporations Act 2001, including:
  • (i) giving a true and fair view of the Combined Entity's financial position as at 30 June 2021 and of its financial performance for the year then ended; and
  • (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.
  • b. the financial report also complies with International Financial Reporting Standards as disclosed in Note 1.

Basis for Opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Combined Entity 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 (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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SITE SERVICES GROUP OF COMPANIES

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of Site Services Group of Companies ("the Combined Entity"), which comprises the statement of financial position as at 30 June 2021, the statement of profit or loss and other comprehensive income, the statement of changes in equity and the statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies, and the directors' declaration.

In our opinion:

  • a. the accompanying financial report of the Combined Entity is in accordance with the Corporations Act 2001, including:
  • (i) giving a true and fair view of the Combined Entity's financial position as at 30 June 2021 and of its financial performance for the year then ended; and
  • (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.
  • b. the financial report also complies with International Financial Reporting Standards as disclosed in Note 1.

Basis for Opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Combined Entity 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 (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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Other Information

The directors are responsible for the other information. The other information comprises the information included in the Combined Entity'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 that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the Financial Report

The directors of the Combined Entity are responsible for the preparation of the financial report that gives a true and fair view in accordance with 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. In Note 1, the directors also state in accordance with Australian Accounting Standard AASB 101 Presentation of Financial Statements, that the financial report complies with International Financial Reporting Standards.

In preparing the financial report, the directors are responsible for assessing the Combined Entity's ability 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 Combined Entity or to cease operations, or has no realistic alternative but to do so.

Auditor's Responsibilities 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 the 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.

As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Combined Entity's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
  • Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Combined Entity's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Combined Entity to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Combined Entity to express an opinion on the financial report. We are responsible for the direction, supervision and performance of the Combined Entity audit. We remain solely responsible for our audit opinion.

Other Information

The directors are responsible for the other information. The other information comprises the information included in the Combined Entity'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 that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the Financial Report

The directors of the Combined Entity are responsible for the preparation of the financial report that gives a true and fair view in accordance with 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. In Note 1, the directors also state in accordance with Australian Accounting Standard AASB 101 Presentation of Financial Statements, that the financial report complies with International Financial Reporting Standards.

In preparing the financial report, the directors are responsible for assessing the Combined Entity's ability 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 Combined Entity or to cease operations, or has no realistic alternative but to do so.

Auditor's Responsibilities 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 the 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.

As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Combined Entity's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
  • Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Combined Entity's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Combined Entity to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Combined Entity to express an opinion on the financial report. We are responsible for the direction, supervision and performance of the Combined Entity audit. We remain solely responsible for our audit opinion.

Auditor's Responsibilities 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 the 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.

As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Combined Entity's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
  • Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Combined Entity's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Combined Entity to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Combined Entity to express an opinion on the financial report. We are responsible for the direction, supervision and performance of the Combined Entity audit. We remain solely responsible for our audit opinion.

We communicate with the directors regarding, among 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 these 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 communication.

HALL CHADWICK WA AUDIT PTY LTD MARK DELAURENTIS CA

Dated this 27 th day of October 2021

Partner