for personal use only - asx · dtc holdco pty limited and groupabn 1a1~1 6os 3oo special purpose...

DTC Holdco Pty Limited and Group ABN 78 151 605 300

Special purpose annual financial report from incorporation on 21 June 2011 to 31 December 2011

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DTC Holdco Pty Limited and GroupABN 1a1~1 6os 3oo

Special purpose annual financial report- 31 December 2011

Contents

Directors' report Financial statements

Directors; declaratiOn Independent auditor's report to the members

Page 1 4

26 27

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Directors' report

DTC Holdco Ply Umlted ~nd Group Directors' report

31 December 2011

Your directors present their report on the consolidated entity (referred lo hereafter as the Group) consisting ofDTC Holdco Ply Limited ("the company') and the entities It controlled at the end of, ordOring, the period from Incorporation on 21 June 2011 to31 December 2011.

Directors The folloiving persons were directors ol DTC Holdco Ply Limited during the financial period:

Timothy Martin (appointed 21 June 201 1) Patrick. V. Vertaine (appointed 21 June 201 1) Michele L. Grow (appointed 27 October 2011) Nathania! J. Thomson (appointed 27 October 2011) Peter G~ Homan (appointed 27 October 2Q1 1) Tom E. Pemberton (appointed 27 Oc.tober 2011)

Principal activities The company Was incorporated on 21 June 2011 and th!! financial perfOrtnance reflects the results of operations from the lnco'l'oration date.

The company Is the parent of DTC Bidco Ply Limited from the incorporation date.

The c~mpaliY's principal activities. in the course of the financial period w.ere primarily as holl;!ing company of DTC Bldco Pty Limited.

The Group provides consulting in the corporate psychology field through Its subsidiaries, Davidson Trahaire Corpsych Ply Limited.

Dividends The Directors have not recommended that a dividend be paid in respect to the financial period elided 31 December 2011.

Review of operations The Group's revenue from the date of incorporation to period end was $1.1,903.675 and the profit after income tax was $192,310.

As a holding company, DTC Holdco Ply Limited does not have material income or expenses other than bank charges during the period.

Significant changes In the state of affairs Significant changes In the state of affairs of the Group during the period from Incorporation on 21 June 2011 to 31 December 2011 were as follows:

The company was incorporated on 21 June 2011.

The Group 0cquired DTC Australia Ply Limited and its controlled entitles on 10 August 2011, through its subsidiary, DTC Bldco Ply Limited.

Matters subsequent to the end of the financial period On 16 January 2012, the Group acquired Prime Corporate Psychology Services Pty Ltd. The acquired company operates in the same industry as the Group.

No other matters or circumstance·have arisen since 31 December 2011 that has significantly affected, or may significantly affect:

(a) (b) (c)

the Group's Opf:!ratlons in future finan'Cial years; or the results of those operatfons in future financial years, or the Group's state of affairs In future financial years.

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Environmental regulation The. Group Is not subject tO any significant environmental regulations.

InsUrance of officer~s

DTC Holdco Pty Limited and Group Directors' repOrt

31 December 2011· (continued)

During the financial period, the cOnlpany paid an Insurance premium in respect of a contract insuring the directors of the company,_ the comPany secretary and all executive officers of the company and of any reJated body corporate against a li~bility Incurred as such a director, secretary or executive officer to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of the nature of the liability and the amount of th.e premium.

lhdemnlficatlon of officers The company has not otheiWISe, during or since the financial period except to the extent perrni«ed by law, indemnified or ·agr·eed .to inderimlfy an officer or audltotof the company or any related body corporate against a liability Incurred as s.uch an officer or aUditor,

Auditor's Independence declaration A copy of tho audito~s independence declaration as required under section 307C Qf the Corporations Act 2001 is set out on page 3.

Auditor PwC was ilpp6inted on 22 Novembe.r 2011 and continues in Qffit;e in accordance with section 325 of the Corporations Act 2001.

This report is made in accordance with a resolution Of directors.

Timothy Martin Director

.. ~.L Directo'r.;

G !~--. Sydney 30 Apri12012

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_. DTC l:loldco Ply Limited

Directors' report 31 December 2011

(continued)

pwc

f /

Auditor's Independence Declaration

As lead auditor for the audit of DTC Holdco Pty Limited for the period from incorporation on 21 June 2011 to 31 December 2011, I declare that, to the best of my knowledge and belief, there have been:

(a) no contraventions ofthe auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

(b) no contraventions of any applicable code of professional conduct in relation to the audit

This declaration is in respect of DTC Holdco Ply Limited and the entities it controlled during the period.

~l<bl nShim

riner cewaterhouseCoopers

Sydney 30 April2012

Pric:ewaterhouseCoopers1 ABN 52 780 433 757 Darling Park Tower 2, 201 Sussex Street, SYDNEY NSW 2000, GPO BOX 2650, SYDNEY NSW 1171 DX 77 Sydney, Australia Telephone +612 82660000, Facsimile +612 8266 9999, www.pwc.com.ou

Liability limitod by a scheme approved IJI'Ider Professional Stand~ds Legislation

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DTC Holdco Pty Limited ABN7aaos74422a1

Special purpose annual financial report - 31 December 2011

Contents

Financial statements Consolidated statement of cqmpre~ensive income Consolidated statement of financial position Consolidated statement of changes ln equity Consolidated statement of cash flows Noles to the consolidated financial statements Directors' declaration

Independent audilo(s report to the members

Page

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26 27

These financial statements are the consolidated financial staTements of the consolidated entity consisting of DTC Holdco Ply Limited and its subsidiaries. The financial statements are presented in the AusTralian currency,

DTC Holdco Ply Limited is a company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is:

DTC Holdco Pty Limited Level3 44 Markel Street Sydney NSW 2000.

A description of the nature of the consolidated entity's operations and il.s principal activities is included in the directors' report on pages 1 to 2, which are not part of these financial statemenTs.

The financial statements were authorised for Issue by the directors on 30 April 2012. The directors have the power to amend and reissue the financial statements.

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Revenue from continuing operati_ons. Service revenue Other revenue· from ordinary activities

Expenses Administration Selling Occupancy Marketing Finance costs Esta~lishment costs

Total Expenses

PrOfit before income tax

Income tax expense Profit for the period

Profit is attrtbutable to: Owners ofDTC Hotdco Ply Limited

Total comprehensive income for the period is attributable to: Owners of DTC Holdco Ply Limited

DTC Holilco Ply Limited Consolidated statement of comprehensive Income

For ihe period from 21 June 2011 to 31 December 2011

Notes.

3 3

4

Consolidated From 21 June

201110 31 December ·2011

$

11,844,724 58,951

11,903;675

(5,127,491) (3,354,175)

(868,493) (66,860)

(715,144) (919,833)

(1,051,996))

851,679

(659,369) 192,310

192,310

192,310

The above consolidated statement bf comprehensive income should be read in conjunction with the accompanying notes.

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DTC Holdco Pty Limited Consolidated statement of financial position

As at 31 December 2011

Consolidated 2011

Notes $

ASSETS Current-assets Cash and cash equivalents 5 3,130,595 Trade receivables 6 6,521,946 Work in Progress 7 134,892 Prepayments 6 51,184 Total current assets 9,838,617

Non-current assets Property, plant and equipment 8 996,315 Deferred tax assets 10 584/775 Intangible assets 11 44,272,9.34 Security deposits 9 29,128 Total non-current assets 45,883,152

Total assets 55,721,769

LIABILITIES Current liabilities Trade and other payables 12 1,575,541 Provisions 17 955,535 l)neamed service revenue 13 3,551,259 Derivative financial instrument 16 265,470 Current tax liabilities 12 519,605 Deferred lease incentives 53,965 Interest bearing liabilities 14 1,500,000 Total current liabilities 8,421,375

Non-current liabilities Deferred tax liabilities 10 61,527 Provisions 17 119,146 Interest bearing liabiliiles 14 18,000,000 other non-current liabilities 15 Total non-current liabilities

Total liabilities 26,715,288

Net assets 29,006,481

EQUITY Contributed equity 18 29,000,000 Hedge reserves (185,829) Retained earnings 28 192,310 Total equity 29,006,481

The above consolidated statement of financial position shoUld be read in conjunction with the accompanying notes.

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Consolidated

Balance at 21 June 2011 Contributed equity Profit for the period from 21 June 2011 to 31 December 2011 Hedge reset\les Other comprehensive income Balance at 31 December 2011

DTC Holdco Pty Limited Consolidated statement of changes in equity

For the period from 21 June 2011 to 31 December 2011

Contributed Hedge Retained Total equity Reserve earnings equity

Notes $ $ $

18 29,000,000 29,000,000 192,310 192,310

28 (185,829) (185,829)

29,000,000 (185,829) 192,310 29,006,481

The above consolictated statement of changes in equity should be read in conjuncUon with the accompanying notes,

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Cash flows from operating activities Receipts from customers Payments to suppliers and employees

Interest ret_e_ived Interest paid Income taxes paid Net cash inflow (outflow) from operating activities

Cash flows from Investing activities Payments for property, plant and equipment Payment for acquisition of subsidiary, net of cash .acquired Net cash (outflow) Inflow from investing activities

Cash flows from financing activities Proceeds from issue of shares Pr'o'cE:eds frbm borrowin·gs Repayment of borrowings Net cash inflow (outflow) from financing activities

Net increase (decrease) in cash and cash equivalents

DTC Holdco Pty Limited Consolidated statement of cash flows

For the period from 21 June 2011 to 31 December 2011

Notes

27

18

Consolidated From21 June

2011 to 31 December

2011 $

15,689,507 (13,449,012)

2,240,495 57,766

(715,145) (139,764) 1,443,352

(412,075) (46,400,682) (46,812,757)

29,000,000 20,000,000

(500,000) 48,500,000

3,130,596 Cash and cash equivalents at the beginning of the financial period Cash and cash equivalents at end of period 5 3,130,596

The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.

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DTC Holdco Ply Limited Notes to the consolidated financial statements

31 December 2011

Notes to the consolidated financial statements

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28

Summary oi significant accounting policies Critical accounllng estimales and judgemenls Service revenue Expenses Cash and cash equivalents Trade and other receivables Current assets- Work iii progress Property, plant and equipment Security deposits Oefemjdtax lnlangible assets Trade and other payables Unearned revenue and other liabililies Interest bearing liabil~ies Other non-current liabilities Derlvative financial instrUffient Provislon·s Contribuled equity Remuneration of auditors Contingencies Commitments Related party Subsidiaries Events occurring after the reporting period Reconciliation of profit after income tax to net cash inflow from operating activities Parent Entity financial information BusinesS c61i1bination Hedge reserve

Page

10 17 18 18 18 19 19 19 19 20 20 20 21 21 21 21 21 22 22 22 23 23 23 23 24 24 25 25

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1 Summary of significant accounting policies

DTC Hpldco Ply Limited Notes to the consolidated financial statements

31 December2011 (continued)

The principal accounting policies adopted in the preparation ofthese c.ons.olidated financial statements are set out below. These policies have been consistently applied to the periotl presented, unless otherWise stated. The financial statements are for the consolidated entity consisting of DTC Holdco Pty Limited and its subsidiaries.

(a) Basis of preparation

(i) Special purpose financial report

In the directors' opinion, the Group Is not a reporting entity because there are no users. dependent on general purpose fina·ncial Statements.

This is a special purpose financial statements that have been prepared for the sole purpose of complying with the Corporations Act 2001 requirements to prepare and distribute a financial statements to the memiJers and must not be used for. any other purpose.

The financial report been prepared In accordance with the recognition and measurement pnnclples of Australian Accounting Standards and either mandatory professional requirements in Australia. It contains only those disclosures considered necessary by the directors to meet lhe.needs of the members.

(ii) Historical cost convention

The financial statements have been prepared in accordance with the historical cost convention.

(iii) Critical accounting estimates

The preparation of financial statements requires the use of certain critical accounting estimates. It also requires management to .exercise Its judgement in the process of applying the Group'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.

The financial statements have been prepared in accordance with AASB 101 Presentation of Financial Statements, MSB 107 Cash Flow Statements, AASB 108 Accounting Policies, Changes in Accounting Estimates and Errors, AASB 1031 Materiality and AASB 1048 Interpretation and Application of Standards which apply to all entitles required to prepare financial reports under the Corporations· Act 2001, and other applicable Accounting Standards and Urgent Issues Group Interpretations.

(iv) Financial statement presentation

The Group has applied the revised AASB 101 Presentation of Financial Statements which be.came effective on 1 January 2009. The revised standard requires the separate presentation of a Consolidated statement of comprehensive income and a Consolidated statement of changes In equity. All non-owner changes in equity must now be presented In the Consolidated statement of comprehensive income. As a consequence, the Group had to change the presentation of its financial statements. Comparative information has been re-presented so that It is also in conformity with the revised standard.

(v) Comparative financial results

The company was incorporated on 21 June 2011, and the operating results reflect the financial performance from that date. Accordingly, there is no. comparative information.

(b) Principles of consolidation

(I) Subsidiaries The consolidated financial statements incorporate the assets. and liabil»ies of all subsidiaries of DTC Holdco Ply Limited ("company" or "parent entity") as at 31 December 2011 and the. results of all subsidiaries for the period. DTC Holdco Pty Limited and its subsidiaries together are referred to in these financial statements as the Group or the consolidated entity.

Subsidiaries are all entities (including special purpose entities) over which the Group has the power to govern the financial and operating policies, generally accompanying a shareholdlng of more than one-half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity.

Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases.

The acquisition method of accounting is used to account for business combinations by the Group (refer to note 1(g)).

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31 December 2011 (continued)

1 Summary of significant accounting policies (continued)

(b) Principles of consolidation (ccmtinued)

Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated, Unreallsed losses are also eliminated unless the transaction provides evidence of the Impairment of ihe asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency wijh the policies adopted by the Group.

Investments in subsidiaries are accounted for at cost in the separate financial statements of DTC Holdco Pty Limited (the Parent).

(c). Foreign currency translalio.n

(i) FQnctional and presentation currency Items included in ihe financial statements of each·ofthe Group's entities are measured using the currency of the primary economic e.nvironment in Which It operates ('the functional currency'). The consolidated financial statements are presented in Australian dollars, which is DTC Holdco Pty Limited's functional and presentation currency.

(ii) Transactions and balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation .at period end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.

(d) Revenue recognition

Revenue is measured at the fair value·of the consideration received or receivable. Amounts disclosed as revenue are net oi returns, trade allowances, rabates and amounts collected on behalf of third parties.

Revenue is recognised for the major busin.ess activities as follows:

(i) Rendering of services Fixed fee revenue from a contract to provide .services rendered is recognised in the statement of comprehensive income in proportion to the stage of completion of the transaction at the reporting date. The stage of completion is assessed by reference to the work performed. No revenue is recognised if there are significant uncertainties regarding recovery of the conslderalion due or the costs incurred or to be incurred cannot be measured reliably.

Fee for service revenue is recognised in the accounting period in which the services are rendered where provided by employees. Where the service has provided by an external third party or contractor, revenue Is recognised when the service has been rendered and Where the contractor has formally notified the Group of completion.

If circumstances arise that may change the original estimates of revenues, costs or extent of progress toward completion, estimates are revised, These revisiOns may result in increases or decreas.es in estim-ated revenues or costs and are reflected in profit or Joss In the period in which the circumstan.ces that give rise to the revision become known by management.

(ii) Interest income Interest income is recognised using tile effective interest method. When a receivable is impaired, the Group reduces the carrying amount to its recoverable amount, being the estimated future cash now discounted at the original effective Interest rate of the instrument, and continues unwinding the discount as interest income. Interest income on impaired loans is recognised using the original effective interest rate.

(e) Income tax

The income tax expense or revenue for the period is the tax payable on the current period's taxable income based on the applicable income tax rate for each jurisdiction adjusted by changes in deterred tax assets and liabilities attributable to temporary differences and to unused tax losses.

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period in the countries where the company's subsidiaries and associates operate and generate taxable Income. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

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(e) Income tax (continued)

Deferred Income tax is proVided in full, using the liability method, on lell)poracy differences arising between the tax ~ases of assets and liabiliti~s and \heir carcylng amounts In the consolidated financial statements. However, deferred tax liabilitie.s are not recognised·"lf they arise from the initial recognition of goodwill. Deterred income tax is also not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction <~ffects neither accounting. nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax: liability is setlled.

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.

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

The company became a member of a tax consolidated group with DTC Bidco Pty Limited on 21 June 2011. DTC Holdco Pty Limited Is the he~d entity of this taX consolidated group. Subsequently, DTC Australia Pty Limited Group of companies joined the same tax consolidated group on 10 August 2011 upon acquisition.

Tax expense I income, deferred tax liabilities and deferred tax assets arising from temporacy differences of the company are recognised in the financial statements ofthe company based on a 'group allocation' approach, under which the incorno tax amounts for the tax consolidated group are. allocated among each entity in the tax consolidated group (subject to certain limitations). current tax liabilities and assets and deferred tax assets a(isihg from unused tax losses and tax credits of the company are also recognised at the individual entity leveL

The company has entered into a tax funding and tax sharing agreement with Its wholly-owned Australian reside.nt entities. Under the terms of the agreement, the company and each of the entities in the tax consolidated group have agreed to pay a tax equivalent payment to or from the head entity, based on the notional current tax asset or liability of the entity. Amounts owing from or to the head ehtity in accordance with the tax funding agreement are recOgnised as an income·tax expense or benefit and correspondingly, intercompany receivables and payables.

Accotdingty, the amount arising under the tax funding arrangement for each period is equal to the tax liability or asset assumed by the head entity for that period and no contribution from (or distribution to) equity participants arises in relation to h1come taxes.

The tax sharing agreement entered into between members of the tax consolidated group provides for the determination of the allocation of income tax liabilities between the entities should the head entity default on its t~x payment obligations or if an entity should leave the tax consolidated group. The effect of the tax sharing agreement is that the company's liability for the tax payable by the tax consolidated group is limited to the amount payable to the head entity under the tax funding -qrrangement.

(f) Leases

Leases in which a significant portion of the risl<s and rewards of ownership are not transferred to the Group as lessee are classified as operating leases (note 21 ). Payments made Under operating leases (net of any incentives received from the lessor) are charged to profit or loss on a straight'line basis over the penod ofthe lease.

In the event that tease Incentives are received to enter into operating leases, such incentives are recognised as a liability. The aggregate benefits of incentives are recognised as· a reduction of rental expense on a straight-tine basis.

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DTC Holdco Ply. Limited Notes to the consolidated financial statements

~1 December 2011 (continued)

1 Summary Qf significant accounting policies (continued)

(g) Business combinations

The acquisition method of accounting is used to account for all business combinations, regardless of whether equity Instruments or other assets are acquired. The consideration transferred for the acquisition of a subsidiary comprises the fair values of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The consideration transferred also includes the fair value of any asset or liability resulting from a contingent consideration arrangement and the fair value of any pre-existing equity interest in the subsidiary. Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with limned exceptions, measured initially at their fair values at the acquisition date. On an acquisition-by-acquisition basis, the Group recognises:any non-controlling interests In the acquire either at fair value or at the non-controlling interests's proportionate share of the acquire's net Identifiable assets.

The excess of the consideration transferred, the amount of any non-controlling interests in the acquire and the acquisition'date fair value of any previous equity interest in the acquire over the fair value of the Group's share of the net identiUable assets acquired is recorded as goodwill. If those amounts are less than the fair value of the net identi.fiable assets of the subsidiary acquired and the measurement of all amounts has been reviewed, the difference is recognised directly in profit or loss as a bargain purchase.

Where settlement of any part of cash consideration is deferred, the amounts payable In the future are discounted to their present value as at the date of exchange. The discount rate used is the entity's incremental borrowing rate, being the rate at which a similar borrowing could be obtained from an independent financier under comparable terms and conditions.

Contingent consideration is classified either as equity or a financial liability. Amounts classified as a financial liability are subsequently remeasured to fair value V(ith changes in fair value recognised in profit qr loss.

(h) Impairment of assets

Goodwill and intangible assets that have an indefinite usefLillife 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 assets are tested for impainnent whenever events or changes in circunistances indicate that1he carrying amount may not be. recoverable. An impairment loss Is recognised forthe amount by which the as.set's carrying amount exceeds its recoverable amount. The recoverable amqunt is the higher of an asset's fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash Inflows which are largely independent of the cash inflows from other a.ssets or groups of assets (cash-generating units). Non-financial assets o.ther than goodwlll that suffered an impairment are reviewed for possible reversal of the impairment at the end of each reporting period.

(I) Cash and cash equivalents

For the purpose of presentation in the consolidated statement of cash flows, cash and cash equivalents includes 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.readlly convertible to known amounts of cash and Which are sUbject to an insignificant risk of changes in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities in the consolidated statement of financial position.

(j) Trade receivables

Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less provision for impairment. Trade receivables are generally due for settlement within 30 days. They are presented as current assets unless collection is not expected for more than 12 months after the reporting date.

Collectabillty of trade receivables is reviewed on an ongoing basis. Debts which are knoloVn to be uncollectible are written off by reducing the carrying amount directly. An allowance account (provision for impairment of trade receivables) Is used when there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the receivables. Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial reorganisation, and default or delinquency in payments (more than 30 days overdue) are considered Indicators that the trade receivable is impaired. The amount of the impairment allowance Is the difference between the assefs carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate. Cash flows relating to short-term receivables are not discounted if the effect of discounting is immaterial.

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on: Holdco Ply Limited Notes to the consolidated financial statementS

31 December2011 (conlinued)


U) Trade receivables (continued)

The atnount of lhe impairment loss is recognised in profit or loss "!ithin other expenses,. When a trade receivable for which an impairment allowance had been recognised be!'omes uncollectible in a subsequent period, itis written off against the allowance account. Subsequent recoveries of amount.; previously written off ,are credited againSt other expenses in profit or loss.

(k) Work in progress

Work, in progress is the gross amount of direct cost incurred In relation to services provided bUt not bllled at end of the reporting period. Recoverablllty is assessed regularly to ensure carrying amounts equal to the lower of cost and net realisable value.

(I) Property, plant and equipment

Leasehold improvements, plant and equipment and mal<e-good costs are stated at 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 straight-line basis so as to write off the net cost or other revalue!) amount of each asset over its expected useful life. Leasehold improvements and make-good costs are depreciated over the period of the lease or estimated useful life, whichever is the shorter, using the straight line method. The estimated useful lives, residual values and depreciation method is reviewed at the end of each annual reporting period. The following estimated useful lives are used In the calculation of depreciation:

- Leasehold improvements - Plant and equipment - Make-good costs

3-10 years 3-10 years 2-7 years

The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporling perjod.

An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount (note 1(h))-

Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in profit or loss. When revalued assets are sold, it is Group policy to transfer any amounts included ln other reserves in respect of those assets to retained earnings.

(m) Intangible assets

(i) Goodwill . Goodwill is measured as described in note 1{g). Goodwill on acquisitions of subsidiaries Is included in intangible assets. Goodwill with an indefinite life is not amortised but it is tested for impairment annually, or more frequently if events or changes in circumstances Indicate that it might be impaired, and is carried at cost less accumulatad impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entlty sold.

Goodwill is allocated to cash-generating units for the purpose of Impairment testing. The allocation is made to those cash-generating units or groups of cash-generating units that are expected to benefit from the busine.ss combination in which the goodwill arose, identified according to operating segments.

(ii) Patents Patents have a finite useful life and are carried at cost less accumulated amortisation and impairment losses. Amortisation is calculated using the straight-line method to allocate the cost of patents over their estimated useful lives, which va~y from :i to 5 years.

(n) Trade and other payables

These amounts represent liabilities for goods and services provided to the Group prior to the end of financial period which are unpaid. The amounts are unsecured and are usually paid wilhin 30 days of recognition. Trade and other payables are presented as current liabilities unless payment Is not due within 12 months from the reporting date. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method,

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31 December 2011 (continued).


(o) Borrowings

Borrowings are Initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in profit or loss over the period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw down occurs. To the extent there is no evidence that ills probable that some or all of the facility will be drawn down, the fee is capitalised as a prepayment for liquidity services and amortised over the period of the facility to which it nilales.

Borrowings are removed from the consolidated statement of financial position when the obligation specified in the contract is discharged, cancelled or expi(ed. The difference between the carrying amount of a financial liability that has tieen extinguished or transferred to another party and the consideration paid, including any non-Cash assets transferted or liabilities assumed, is recognised in profit or loss as other income or finance costs.

Borrowings are classified as current iiabilities unless the Group has an unco.nditional right to defer settlement of the liability for at leas.t 1:2 months after the reporting period.

(p) Borrowing costs

Borrowing costs incurred for the acquisition of any qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its intended use or sale. Other borrowing costs are expensed.

(q) Provisions

Provisions and make good obligations are recognised when the Group has a present legal or constructive obligation as a result of past events, it is probable that an·outflow of resources will be required to settle the obligation and the amount has been reliably estimated. Provisions are not recognised for future operating losses.

Provisions are measured at the present value of management's best estimate of the expenditure required to settle the present obligation at the end of each reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time Is recognised as interest expense.

(r) Employee benefits

(i) Short-term obligations Liabilities for wages and salaries, including non-monetary beneflts, annual leave and accumulating sick leave expected to be settled within 12 months after the end of each reporting period in which the employees render the related service are recognised in respect of employees' services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liability for annual leave and accumulating sick leave is recognised In the provision for employee benefits. All other short-term employee benefit obligations are presented as payables.

(iij Other long-term employee benefit obligations The liability for long service leave and annual leave wihich is not expected to be .settled within 12 months after the end of the reporting period in which the employees render the related service Is recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting period .using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at the end of the reporting period on national government bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows.

(iii) Retirement benefit. obligations Contributions to the defined contribution fund are recognised as an expense as they become payable. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments.ls available.

(iv} Bonus plans The Group recognises a liability and an expense for bonuses. The Group recognises a provision where contractually obliged or where there is a past practice that has created a constructive obligation.

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DTC Holdco Ply Limited Notes to the consoll~atediinanclal statements



(r) Employee benefits (continued)

(v) Termination benefits Termination benefits are payable when employment is terminated before the. normal retirement date, or when an employee accepts voluntary redundancy in exchange for these benefits •. The Group recognises termination benefits when ills demonstrably committed to either termhiating the employment of current employees according to a detailed formal plan withou.t possibility of withdrawal or to providing termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than 12 months after the end of the reporting period are discounted to present value.

(s) Contributed equity

Ordinary shares are classified as equity.

(t) Diviclends

Provision is made for the amount of any dividend declared, being appropriately authoiised and no longer at the discretion of the entity, an or before the end of the reporting period but not distributed at the end of the reporting period.

(u) Goods and Services Tax (GST)

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

Receival!les and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from;.or payable to, the taxation authority is included with other receivables or payables in the consolidated sta.temt;tnt of financial position~

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

(v) New accounting standards and interpretations

Certain new accounting standards and interpretations have been published that are not mandatory for 31 December 2011 reporting periods. The Group's assessment of the impact of these new standards and interpretations is set out below.

(i) AASB 9 Financial instruments, AASB 2009-11 Amendments to Australian Accounting Standards arising from AASB 9 and AASB 2010-7 Amendments to Australian Accounting Standards arising from AASB 9 (DecefT)ber 2010) (effective from 1 January 2013) There will be no impact on the Group's accounting for financial liabilities, as the new requl~ments only affect the accounting for financial liabilities that are designated at fair value through profit or loss and the Group does not have any such liabilities. The derecognition rules have been transferred from AASB 139 Financial instruments: Recognition and Measurement and have not been changed. The Group has not yet decided when to adopt AASB 9.

(ii) AASB 1053 Application of Tiers of Australian Accounting Standards and AASB 2010-2 Amendments to Austral/an Accounting Standards arising from Reduced Disclosure Requirements (effective from 1 July 2013) On 30 June 2010 the AASB officially introduced a revised differential reporting framework in Australia. Under this framework, a two-tier differential reporting regime applies to all entities that prepare general purpose financial statements. DTC Holdco Pty limited is not a reporting entity and is preparing a special purpose financial statements as explained in note 1 (a). At this stage; the new regime won't affect DTC Haidee Pty Limited's financial statements. While the AASB had initially proposed that all entities that lodge financial statements with ASIC should be deemed reporting entitles and prepare general purpose financial statements, this proposal is still being considered by the Board. The AASB has agreed to undertake furtherresearch on the application ofthe reporting entity concept and will reconsider the issue in phase 2 of its review of the differential reporting framework.

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DTC Holdco Ply Limited ·Notes to the consolidated financial statements

· 31 December 2011 (continued}

1 Summary ofsignificant accounting policies (continued)

(v) New accounting standards and interpretations (continued}

(iii} AASB 13 Fair Value Measuremenl and.AASB 2011-8 Amendments to Australian Accounting Standards arising from AASB 13 (effective 1·January 2013) AASB 13 Was released in September2011. It explains how to measure fair value and aims to enhance fair value disclosures. The Group does not use fair v~lue measurements extensively. It is therefore unlikely that the new rules will have a significant impact on any of the amounts recognised in the financial·statements. However, application of the new standand will impact the type ofinfonnation disclosed in the notes to the consolidated financial. statements. Th.e Group does not intend to adopt the new standard before its operative date, which means thalli would be first aPplied In the annual reporting period ending 31 December2014.

Thera are no other standards that are not yet effective and that are expected to have a material impact on the Group in the current or future reporting periods and on foreseeable future transactions.

(w} Parent entity financial information

The financial information for the Parent entity, DTC Holdco Pty Limited, disclosed in note 26 has been prepared on the same basis as the consolidated financial statements, except as set out below.

(i) Investments in subsidiaries Investments in subsidiaries are accounted for at cost in the financial statements of DTC Holdco Pty Limited.

(ii) Tax consolidation legislation DTC Holdco t;'ty Limited entered into a tax consolidated group with DTC Bidco Pty Limited on 21 June 2011.

The head entity, DTC Holdco Ply Limited, and the controlled entities in the tax consolidated group account for their own current and deferred tax amounts. These tax amounts are measured as if each entity in the tax consolidated group continues to be a stand alone taxpayer in its own right.

In addition to its own current and deferred tax amounts, DTC Holdco Pty limited also recognises the current tax liabilities (or assets) and the deferred tax assets arising from unused tax losses and unused tax credits assumed from controlled entities in the tax consolidated group.

Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as current amounts receivable from or payable to other entities in the group.

Any difference between the amounts assumed and amounts receivable or payable under the tax funding agreement are recognised as a contribution to (or distribution from} wholly owned tax consolidated entities.

(iii) Financial guarantees Where the Parent entity have provided financial guarantees in relation to loans and payables of subsidiaries for no compensation, the fair values of these guarantees are accounted for as contributions and recognised as part of the cost of the investment.

2 Critical accounting estimates and judgements

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that may have a financial impact on the entity and that are believed to be reasonable under the circumstances.

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3 Service revenue

From continuing operations

Revenue F~e for service revenue Fixed fee service revenue

Other revenue Interest received Miscellaneous income Total Income

4 Expenses

Profit before income tax includes the following specific expenses:

Depreciation Plant and equipment Leasehold improvements

Total depreciallon

Amortisation Make-good

Total amortisation

Total depreciation and amortisation

5 Cash and cash equivalents

Cash at bank and in hand

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31 December 2011 {continued)

Consolidated From ·21' June

2011 to 31 De.cember 2011

$

5,749,040 6,095,684

11,844,724

57,766 1,185

11,903,675


201110 31 December 2011

$

107,554 74,565

182,119

12,870 12,870

194,989

Consolidated 2011

$

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6 Trade and other receivables

Trade receivables· Provision for impairment of receivables

Prepayments

7 Work in progress

Work In progress

8 Property, plant and equipment

Plant and equipment Cost Accumulated depreciation

Leasehold improvements Cost Accumulated depreciation

Make-good cost Cost Accumulated amortisation

Total

9 Security deposits

Security deposits

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DTC Hold co Ply Limited Notes to ihe consolidated financial statements

31 December :i011 (continued)

Consolidaied 2011

$

6,531,559 (9,613)

6,521,946

Consolidated 2011 s

134,892

Consolidated 2011

$

3,379,070 (2,685,768)

693,302

1,451,876 (1,165,384)

286,492

76,640 (60,119)

16,521

996,315

Consolidated 2011

$

29,128

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10 Deferred tax

The balance comprises temporary differences attributable to:

Deferred tax assels arising from timing differences Deferred tax liabilities arising tram timing differences Total deferred tax assets

Deferred tax assets expected to be recovered within 12 months Defimed tax assets expected to be recovered after mare than 12 manlhs

111ntangible assets

Goodwill Cast Accumulated amortisation

Patents Cast Accumulated amortisation

Total Intangible Assets

DTC Holdco Ply Limited Notes to the consolidated jinancial statements

31 December 2011 (continued}

Consolidated 2011

$

584,775 (61,527)

523,248

523,248

Consolidated 2011

$

44,262,908

44,262,908

10,026

10,026

44,272,934

Goodwill acquired In a business combination Is allocated, at acquisition, to the cash generating units that are expected to benefit from that business combination. Before recognition of impairment lasses, the carrying amount of goodwill has been allocated to Davidson Trahaire Carpsych Ply Limited.

12 Trade and other payables

Trade payables Other payables and accruals

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Consolidated 2011

$

729,967 845,574

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13 Unearned revenue and other liabilities

Unearned revenue from client contracts Deferred lease incentive

141nterest bearing liabilities

Secured Interest bearing liabilities -current Interest bearing liabilities - non-current Total interest liearing liabilities

15 Other.non-current liabilities

Make-good provision Other liabilites

16 Derivative financial instrument

interest rate swap contract- cash flow hedge

17 Provisions

Employee benefits- current

Employee benefits, Long Service leave- non-current

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DTC Holdco Pty Limited Notes to the consolidated financial statements

. . . · . 31 December 2011

(continued)

Consolidated 2011

$

3,551,259 53,965

3,605,224

Consolidated 2011

$

1,500,000 18,000,000 19;500,000

Consolidated 2011

$

76,640

Consolidated 2011

$

265,470 265,470

Consolidated 2011

$

955,535

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18 Contributed equity

Ordinary shares Fully paid

DTC lioldco Ply Limited Notes to the consolidated financial statements


2011 2011 Shares $

29.000.000 29.000.000

Ordinary shares entitle the hOlder to participate in dividends and the proceeds on winding up of the company in proportion to the numb.er of and amounts paid on the shares held.

On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, Is entitled to one vote, and upon a poll each share is enlitlerlln nnR vniR.

Ordinary shares have no par value and the company does not have a limited amount of authorised capital.

19 Remuneration of auditors

During the period the following fees were paid or payable for services provided by the auditor of the Parent entity, its related practices and non-related audit firms:

(a) PwC Australia·

(i) Audit and other assurance services Audit of financial statements

Total remuneration for audit services

(ii) Non-audit related services Due diligence assistance Consulting on Contractor Engagement Total non-audit related services

Total remuneration for audit and other services

20 Contingencies

The Group had no contingent liabilities at 31 December 2011.

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2011 to 31 December 2011

$

170,873 14,130

185,003

277,899

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21 Commitments

Non-cancellable operating leases

DTC Holdco P\Y Limited Notes to. the consolidated financial statements


Consolidated 2011

$

Commitments for minimum lease payments in relation to non-cancellable operating leases are payable as follows: Within one year Later than one year but not later than five years Later than five years

22 Related party

1,044,112 92,694

1,136.806

DTC Holdco Pty Limited is the parent entity within the Group. The company transacts will all entities in the group as listed in note 23.

23 Subsidiaries

(a) Significant investments in subsidiaries

The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in acc<lrdance with the accounting policy described in note 1(b).

Name of enti\Y

DTC Bidco Ply Limited DTC Australia Pty Limited Davidson Trahalie Holding Pty Ltd' Applyhere Pty Limited' Davidson Trahaire Corpsych Ply Limited'

Country of Incorporation Class. of shares

Australia Australia Australia Australia Australia

Ordinary Ordinary Ordinary Ordinary Ordinary

Equity holding H

2011 %

100 100 100• 100 100

• These subsidiaries have been granted relief from the necessity to prepare financial report in accordance with Class Order 98/1418 issued by the Australian Securities and Investments Commission.

•• The proportion of ownership Interest Is equal to the proportion of voting power held .

24 Events occurring after the reporting period

On 16 January 2012, the Group completed. the acquisition of Prime Corporate Psychology Services Ply Ltd. The.acquired company operates in the same industry as the Group.

The financial effects of this transaction have not been brought to account at 31 December 2011. The operating results and assets and liabilities of the company will be consolidated from 16 January 2012.

No matter or circumstance has occurred subsequent to period end that has significantly affected, or may significantly affect, the operations of the company or economic entity, the results of those operations or the state of affairs of the Group or economic entity in subsequent financial years.

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OTC Holdco Pty Limited Notes to the consolidated financial statements


25 Reconcili<ltion of profit after income tax to net cash inflow from operating activities

Consolidated 2011

Profit for the period from incorporation to 31 December 2011 Depreciation and amortisation Change in operating assets and liabilities

(Increase) in trade and other receivables (Decrease) increase In taxation payable (Increase) in Work in Progress (Decrease) increase in trade and otherpayables

Net cash inflow (outflow) from operating activities

26 Parent Entity financial information

(a) Summary financial information

The individual financial statements for the Parent entity show the following aggregate amounts:

Balance sheet Current assets

Non-curtent assets

Total assets

Current liabilities

NoiHtirrent liabilities

Total liabilities

Net Assets

Shareholders~ equity Contributed equity Retained earnings Net equity deficiency

Loss for the period

(b) Guarantees entered into by the Parent entity

No liability was recognised by the Parent entity or !he consolidated entity in relation to guarantees.

(c) Contingent liabilities ofthe Parent entity

The Parent entity did not have any contingent liabilities as at 31 December 2011.

(d) Contractual commitments for the acquisition of property, plant or equipment

192,310 194,989

(6,594,316) 75,997

(134,892) 6,360,745.

94,833

Parent entity 2011

$

29,659,275

2

29,659,277

(659,369)

(659,369)

28,999,908

29,000,000 (92)

28,999,908

92

The Parent entity did not have any contractual commttments for the acquisition of property, plant or equipment as· at 31 December 2011.

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27 Busi11ess combination

(a) summary of acquisition

DTC Holdco Pty Umited Notes to the consolidated financial statements


On·1 0 August 2011, the company acquired DTC Australia Ply Limited and Its controlled entitles a provider of corporate psychology services In Australia.·

Details of the purchase consideration, the net assets acquired and goodwill are as follows:

Purchase price conside.ration (refer to (b) below): Cash paid

T~ assets and liabHitles r~cOQnised as a result of the acquisi_tion are as follows:

Trade and other receivables Wor1< In progress Other current asSets Property, plant and equipment Intangible asset: Patent Deferred tax a~sets Trade and other payables Current lax liability Provisions Other current liabilities Deferred tax IISbilities Other rion·current liabilities

Add: Goodwill

Net assets acquired

(b) Purchase consideration- cash outflow

Outflow of cash to acquire subsidiary (net of cash acquired) Cash consideration Less:· Balances acquired

28 Hedge Reserve

$

46,400,682

Fair value At 10 August

2011 $

6,792,179 450,704

28,594 779,229 10,026

505,134 (2,167,865)

(255,065) (436,914)

(3,335,736) (61,527)

(170,9851 2,137 774

44,262,906

46,400,682

A cash flow hedge is used to record gahis or toss.es on a hedging instrument in a cashflow hedge. AmOunts are reclassified to profit and loss when the associated hedge transactions affects profit and loss

Opening reserve balance Revaluation (Gross) Deferred tax effect

Balance sheet

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Parent entity 2011

$

265,470 (79,641) 185,829

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DTC Holdco Pty Llrnlted Directors• deClaration

~1 Dlicember 2011

As staled in note 1(a) to the financial statements; In the directors' opinion, the Group is notareportlng entity because there are no users depehdenl on general purpose financlal.statements. This is a special purpo$& financial statements that have been prepared to meet Corpalalions Act2001 requirements.

The financial statementS have been·prepared in accordance with Accounting Standards and mandatOry professional reporting requirements to !he extent described in n.ote 1(a). ·

In the directors' opinion:

(a) the financial statements and notes set out on pages 4 to 25 are In accordance with the COrp_Orations Act 2001, Including: (i) complying with Accoun!lng Standards and other mandatory professional reporting requirements as

detailed above, and the Corporations Regulations 2001; and . (ii) giving a liue and fair view of the consolidated en!i!y's financial position as at 31 December 2011 and of its

perfOrmance for the financial pedod from the date of lncorporatldn to 31 Decemb~r 2011, and (b) there are reasonable grounds to believe that the c.ompany will be able to pay Its debts as and when they become

due and payable.

This declar8tion is made in acCor.danc·e With a resolution of the directors.

Timothy Martin Ditector

'· j

Pe!~rLoman pire~pr , --. I' ' ' \ v.'·· Sydney 30 April2012

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Independent auditor's report to the members o{

DTC Holdco Pty Limited

Report on the.financial.report We have audited the ac(:Ompanyh\g financial report, being a special purpose financial report, of DTC Holdco Pty Limited ("the company"), which comprises the statement of financial position as at 31

December 2011, and the statement Of comprehensive in(:Ome, the statement ofchanges in equity and statement of cash flows for the period from the date of incorporation on 21 June 2011 to 31 December 2011, a summary of significant accounting policies, other explanatory notes and the directors' declaration for the DTC Holdco Pty limited Group (the consolidated entity). The consolidated entity comprises the company and the entities it controlled at 31 December 2011 or from time to time during the period.

Directors' responsibility for thefinancial report The directors of the company are responsible for the preparation of the financial report and have determined that the basis of preparation described inNate 1 to t)le financial report is appropriate to meet the requirements of the Corporations Act 2001 and is appropriate to meet the needs of the members.

The directors' responsibility also includes such internal control as the directors determine is necessary to enable the preparation of a financial report that is free from material misstatement, whether due to fraud or error.

Auditor's responsibility Our responsibility is to express an opinion on the financial report based on our audit. We·conducted our audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatemept.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the consolidated entity's preparation and fair presentation of the financial report 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 entity's internal control. An audit also includes evaluating the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report.

Our procedures include reading the other information in the Annual Report to determine whether it contains any material inconsistencies with the financial report.

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

PricewaterhouseCoopers, ABN 52 780 433 757 Darling Park Tower 2, 201 Sussex Street, GPO BOX 2650, SYDNEY NSW 1171 DX 77 Sydney, Australia T: +6z 2 8266 oooo, F: +61 2 8266 9999, www.pwc.com.au

Uabillty limited by a scheme approved under Professional Standards Legislation.

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Independence In conducting our audit, we have complied with the independence requirements Of the Corporations Act 2001.

Auditor's opinion In our opinic:m, the financial report of DTC Holdcq Pty Limited _is in accordance with the Corporations Act 2001, including:

(a) giving a true and fair view of the consolidated entity's financial position as at 31 December 2011 and of its performance for period from the date of incorporation o;n 21 June 2011 to 31 December !!011,

and

(b) complying with Australian Accounting Standards to the extent described in Note 1 and complying with the Corporations Regulations 2001.

Basis of accounting and restriction on distribution and use Without modifying our opinion, we draw attention to Note 1 to the financial report, which describes the basis of accounting. The financial report has been prepared for the purpose of fulfilling the directors' financial reporting responsibilities under the Corporations Act 2001. As a result, the financial report may not be suitable for another purpose. Our report is· intended solely for the members of DTC Holdco Ply Limited.

) lr l l( ._. ,l.L""-i_"'i'· ··

ricewaterhouseCoopers 1

,~1_ Shim·er 30 April 2012

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for personal use only - asx · dtc holdco pty limited and groupabn 1a1~1 6os 3oo special purpose...

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