The One Hundred and Eighty Eighth Annual Report and Accounts of THE VAN DIEMEN’S LAND COMPANY ARBN 009 475 601 Established by Royal Charter 1825 2012 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Contents Company Information ____________________________________ Facts at a Glance 5 ________________________________________ Court of Directors K G Sutton (Governor) E Gill M L Hampton M C Trousselot T H Westacott Directors' Report 6 ________________________________________ Chief Executive Officer M Guerin (B Comm, Dip Bank, MBA) Auditor’s Report 12 ________________________________________ Company Secretary T J Breward Directors' Declaration 14 ________________________________________ Auditor Ernst & Young Melbourne 3000, Victoria Australia Governor's Report 3 ________________________________________ Statement of Comprehensive Income 15 ________________________________________ Banker Rabobank Australia Limited Launceston 7250, Tasmania Australia Statement of Financial Position 16 ________________________________________ Statement of Cash Flows 17 ________________________________________ Solicitors Hunt & Hunt Hobart 7000, Tasmania Australia Statement of Changes in Equity 18 ________________________________________ Registrars/Share Registration Office Computershare Registry Services Pty Ltd Level 2, 159 Hurstmere Road North Shore, Auckland Private Bag 92119 Auckland 1020 Ph: +64 9 488 8777 Fax: +64 9 488 8787 Notes to the Financial Statements 19 ________________________________________ Statement of Interest 47 ________________________________________ Auditor’s Independence Declaration 48 ________________________________________ Registered Office 139 Nelson Street PO Box 418 Smithton, Tasmania Australia 7330 Ph: +61 3 6452 2911 Fax: +61 3 6452 2519 Email: office@vdlfarms.com.au Financial Calendar Annual Meeting 28 September 2012 at 2.00pm Stanley Seaview Inn 58 Dovecote Road Stanley 7331, Tasmania, Australia Contact Details 139 Nelson Street PO Box 418 Smithton, Tasmania Australia 7330 Ph: +61 3 6452 2911 Fax: +61 3 6452 2519 Email: office@vdlfarms.com.au Proxies Close 26 September 2012 at 2.00pm Results Announced Annual: September 2 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Governor's Report Dear Shareholder On behalf of the Court of Directors, I present the 2012 Annual Report to Shareholders for the Company’s 188th year. The overall result for The Van Diemen’s Land Company and Controlled Entities (‘the Company’) was a net loss after tax of AU$1.341 million. This loss was largely driven through increased operating costs (mainly feed) during the wet winter experienced in 2011, a reduction in the volume and quality of silage on hand, a reduction in the rate of livestock price appreciation and reduced milk prices. Further increases in production, coupled with better systems for making and managing supplement and tighter cost controls implemented by a strengthened management team will return the Company to profitability in 2012/13. The Company achieved record dairy production for the year of 5.76 million kg of milk solids, an increase of 12.9% on 2011, on a similar dairy area. This increase was achieved by a combination of continuing improvement in farm practice and herd quality and the ongoing migration of the Woolnorth property dairy herd to autumn calving. This compares with overall production growth for Tasmania of 8% in 2012. The average milk price for the year was A$5.45 per kg of milk solids versus the A$5.70 paid in 2011, a decrease of 4%. The shift in supply pattern resulting from the transition to autumn calving and increased farm production contributed to the improved average milk price. The Company has continued to implement management and policy changes aimed at providing sustainable improvements in environmental practice, animal welfare, productivity and profitability in the future. The non dairy operations have been amalgamated and renamed dairy support. Their primary focus is increasing support for the core dairy operations through the supply of feed supplements and agistment services. This unit continues to run beef and sheep operations on land not yet needed for the expansion of our dairy business, albeit on a reducing basis. Valuation of Land and Buildings The Tasmanian farms were valued by the Directors at 31 May 2012 in accordance with the Accounting Standards based on an independent valuation. Directors have valued the Land and Buildings at A$168.2million, up 3.2% or A$5.3 million on the previous year. Capital Initiatives The Company has engaged Antipodes Consult Limited to assist in identifying further sources of funding to enable a significant expansion of its dairy farming activities at Woolnorth. Outlook The Van Diemen’s Land Company has completed its initial A$13 million on-farm investment programme on the Woolnorth property including wallaby proof fencing, land clearance, capital fertiliser and essential infrastructure - including replacement of three dairy sheds. Around A$8 million of the investment programme was incurred in the 2011 year with initial production benefits evident in the 2012 year. Continuing production and productivity gains will occur in the 2013 and 2014 years, and thereafter. In March 2012 the Company also completed the first of its new dairy conversions on Woolnorth, named Cape Barren. The new dairy operation milks approximately 1,200 cows on 350 hectares previously used for beef grazing. Three feed pads, each with a carrying capacity of 600 cows, were built on Woolnorth in May 2012 to improve supplement utilisation and pasture quality. After at least a decade of underinvestment, this capital program was long overdue. The most recent capital expenditure projects have been the subject of detailed post-implementation review as the Company seeks to utilise lessons learned from the latest capital works as it plans further growth. Attention is now being focussed on operational and productivity improvements. 3 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Governor's Report (continued) Outlook (continued) The new season from 1 June 2012 has started strongly. Production of 6.7 million kg of milk solids is budgeted for the 2013 year, an expected lift of 16.2%. A refreshed and strengthened leadership group, a big focus on operational improvements and health and safety, building of stronger links with local communities and completion of significant planning for the development of the Woolnorth property asset will all show results in the 2012/13 year and beyond. The Company has a long term plan to significantly expand the Company’s dairy farming activities on Woolnorth. The Company now has sufficient confidence in its underlying farming systems and personnel to undertake this expansion. A detailed development plan has been scoped to achieve that objective. Externally the combination of forecast global population growth, continuing urbanisation and the rapid growth of the middle class in developing regions and increased protein consumption continue to drive increased demand for dairy products. At the same time climate change, urban spread and increased competition for agricultural land is reducing the availability of productive land for dairying. The resulting long run supply-demand balance outlook supports a firming of pricing for dairy products and demand for productive agricultural land. Northwest Tasmania remains ideally suited to dairy farming. Its temperate climate combines abundant and consistent rainfall with moderate temperatures both in summer and winter. Summary The Company continues to move towards realising the full potential of its current farms and expects to continue to improve productivity in 2013. The long term outlook for dairy farming remains positive with milk prices expected to increase for future years. The growth in overall milk production and the improved timing of milk flow will assist in maintaining the Company’s average milk price. Management and the Court of Directors continue to keep under review all aspects of the operations and are confident that the initiatives put in place during the past year will result in improved production and profitability in the future. I welcome new staff and sharefarmers who have joined The Van Diemen’s Land Company during the year, all of whom have, and will, with their existing colleagues, continue to assist the Company improve its overall performance. K G Sutton Governor Dated: 29 August 2012. 4 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Facts at a Glance for the year ended 31 May 2012 Net Profit/(Loss) after Taxation Audited Company net loss after tax was A$1,341,308 compared with a profit of A$5,768,495 in 2011. Earnings Before Interest and Taxation Operating earnings before interest and tax was A$1,684,358 compared with A$11,734,790 for the year ended 31 May 2011. Revenue Revenue decreased to A$33,503,704 from A$34,014,654 for the year ended 31 May 2011. Milk Payouts Farm gate milk payouts decreased to A$5.45 per kilogram milk solids compared with A$5.70 per kilogram milk solids in 2011. Net Tangible Assets On a per share basis the net tangible assets of the Company were A$1.37 at 31 May 2012 compared to A$1.37 a year earlier. Production Production was 5.76 million kilograms of milk solids, compared with 5.10 million kilograms of milk solids last year. 2012 kgs/ms 1,774,297 3,990,614 Tasman Farmdale Pty Limited The Van Diemen's Land Company - Dairies Pty Limited 2011 %change kgs/ms 1,641,946 8.1 3,462,086 15.3 5,764,911 5,104,032 2012 # 2011 # 10 13 1 8 14 1 24 23 Dairy Farm Operations Number of farms: Managed Lower order sharefarmed 50:50 sharefarmed Facts at a Glance Revenue Net profit/(loss) after tax Shareholders' funds Net debt (excluding tax liability, payables and provisions) Earnings per share 5 2012 A$ 33,503,704 (1,341,308) 120,609,566 55,665,670 2011 A$ 34,014,654 5,768,495 121,182,988 46,609,692 (0.02) 0.07 12.9 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Directors' Report Your Directors present their report on the Company and its controlled entities for the financial year ended 31 May 2012. The names of the Directors in office at any time during, or since the end of the year are: K G Sutton E Gill M L Hampton M C Trousselot T H Westacott Governor Non Executive Director Non Executive Director Non Executive Director Non Executive Director Non Executive Director The disclosures in relation to Directors’ remuneration and shareholdings are detailed in Note 5 and on page 47. Directors’ Profiles: Keith Sutton (BCA) – Governor of The Van Diemen's Land Company and Chairperson of Tasman Farms Limited. Keith Sutton, of New Zealand is a Director of Sutton McCarthy Limited, Chairperson of Taranaki Investment Management Limited and a Director of The Maori Trustees Advisory Board, Wellington International Airport Limited, Gough Group Limited and Sealord Group Limited. Keith is also a Member of the Institute of Directors and has both farming and forestry interests in New Zealand. Elaine Gill (ONZM LLB JP) – Director of The Van Diemen's Land Company and Tasman Farms Limited and Member of the Audit and Risk Committee. Elaine Gill, of New Plymouth, New Zealand, is Chairperson of TSB Bank Ltd, a Director of Taranaki Investment Management Limited and a past Director of RadioWorks. Elaine was a New Plymouth District Councillor for nine years retiring in 2007, serving as a Chair of the Monitoring Committee and the Policy Committee and as a member of the Council's Investment Subcommittee. Elaine has extensive regional and national experience in the tourism industry. Miles Hampton BEc(Hons), FCPA, FCIS, FAICD – Director of The Van Diemen's Land Company and Tasman Farms Limited and Chairperson of the Audit and Risk Committee. Miles Hampton, of Tasmania was, until 2006, the Managing Director of Roberts Limited, a position he held for 20 years. A qualified accountant and company secretary, Miles is currently Chairman of Tasmanian Water Corporations and Mather Foundation. Miles has also served as a director of a number of companies. He is currently a Director of Forestry Tasmania, Australian Pharmaceutical Industries Limited and My State Limited. Michael Trousselot – Director of The Van Diemen's Land Company and Tasman Farms Limited and Member of the Audit and Risk Committee. Michael Trousselot, of New Plymouth, New Zealand is Chief Executive of Taranaki Investment Management Limited, a NZ$250 million perpetual investment fund. Michael has had leadership roles in a range of New Zealand companies and other organisations. He is a current member of the Institute of Directors, and corporate member of the New Zealand Venture Capital Association. 6 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Directors' Report (continued) Directors’ Profiles (continued): Trevor Westacott – Director of The Van Diemen's Land Company and Tasman Farms Limited and Member of the Audit and Risk Committee. Trevor Westacott, of Victoria, is Managing Director of The Vet Group (TVG), one of the largest dairy cattle veterinary clinics in Australia. Trevor is also Director of Trameana Pty Ltd. Trevor has extensive industry experience within the agribusiness sector, including developing large scale dairying operations, lecturing in agribusiness management and participation in many dairying initiatives. Principal Activities The principal continuing activities of the Company are dairy, beef and sheep farming. No significant changes in the nature of these activities occurred during the year. Operating Results The operating result of the Company for the financial year after providing for income tax amounted to a loss of A$1,341,308 compared with a profit after income tax of A$5,768,495 for the 2011 year. This result reflects increased feed costs, a reduction in the level of livestock price appreciation, a reduction in the volume and quality of silage on hand and a reduction in milk price. Record milk production of 5.76 million kilograms of milk solids was 12.9% ahead of the preceding year making VDL the largest supplier of milk within Australia. During the year finance costs increased marginally to A$3.61 million (2011: A$3.51 million). The increase in finance costs includes the additional borrowings from Rabobank for capital expansion including the new dairy, Cape Barren. The valuation of fixed assets by the Directors at 31 May 2012 along with additional capital expenditure has led to a corresponding increase in the carrying value of property, plant and equipment. Review of Operations A review of the operations of the economic entity during the financial year and the results of those operations are as follows: Dairy Operations The Company milked 17,552 cows on 24 farms having a total effective area of 6,143 hectares for total production in the year ended 31 May 2012 of 5.76 million kilograms of milk solids (kgMS) (2011: milked 16,175 cows on 23 farms having a total effective area of 5,793 hectares for production of 5.10 million kgMS). The new farm only commenced milking eight weeks prior to year end. The average farm gate milk price for the year ended 31 May 2012 was A$5.45 per kilogram of milk solids, a decrease of 4% from A$5.70 per kilogram of milk solids for the year ended 31 May 2011. The region has enjoyed a very mild season which has seen consistent rain throughout the year; this has ensured cows have maintained good condition and feed reserves have been accumulated. It should be noted that this favourable climate saw Tasmanian production some 8% ahead of the previous year. The differential between this growth and the Company’s growth is a reflection of the ongoing focus of management, the continued shift to autumn supplying dairy farms and the early realisation of the benefits expected to flow from the significant capital investment recently made to the Company’s properties. 7 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Directors' Report (continued) Review of Operations (continued) Dairy Outlook As at the date of this report, milk production is approximately 28% above last year due to the good cow condition at calving, new production from Cape Barren, and a larger proportion of our herd autumn calving. The Company’s milk processor announced its opening price for the 2012/13 season at approximately A$4.46 per kilogram of milk solids. A final price of A$5.00 per kilogram of milk solids is considered realistic. The Company is aiming to offset an earnings drop through reduced milk prices with a lift in milk volume and reduction in operating costs. Forecasts are showing a stabilisation in milk prices with reduced production in America due to their current drought. For 2012/13, twelve of the Company’s 23 dairy farms will be operated under lower order sharefarming agreements, one under a 50:50 sharefarming agreement and ten properties by managers employed by the Company. Dairy Support The total number of beef cattle carried at 31 May 2012 was 3,826 head compared with 4,971 in the previous year. This decline in numbers continues to reflect the changed focus of the dairy support operations. There is now a focus on high margin cattle finishing both on the Company’s own account and through an agistment arrangement with the local meat processor. Large volumes of feed are conserved and utilised by the dairy operations. The dairy support operations also provide grazing for dairy cows both when wintered off the milking platforms and when it is appropriate to retain the dairy animal and place it back into an autumn calving pattern. Capital Development A number of significant capital developments were progressed or completed during the year. This included the commissioning of the new farm, Cape Barren, converting 350 hectares of beef grazing land into dairy farming. Three new feed pads were constructed on Woolnorth and a reconfiguration of the Denium farm operations took place. Capital Initiatives The Company has engaged Antipodes Consult Limited to assist in identifying further sources of funding to enable a significant expansion of its dairy farming activities at Woolnorth. Role of the Court The Court of Directors is elected by the shareholders to supervise the management of The Van Diemen’s Land Company and its controlled entities (‘the Company’). The Court establishes the Company’s objectives, annual budgets and the overall policy framework within which the business is conducted. The Court monitors Management’s performance relative to these goals and plans, and has delegated the day to day management of the Company to the Chief Executive Officer. The Court has the obligation to protect and enhance the value of the assets of the Company. It achieves this through the approval of appropriate corporate strategies, with particular regard to portfolio composition and return expectations, including the approval of transactions relating to acquisitions and divestments and capital expenditures above delegated authority limits, financial and dividend policy and the review of performance against strategic objectives. Committees established by the Court review and analyse policies and strategies, usually developed by Management, which are within their terms of reference. They examine proposals and, where appropriate, make recommendations to the full Court. Committees do not take action or make decisions on behalf of the Court unless specifically mandated by prior Court authority to do so. The Court supports the concept of the separation of the role of Governor from that of Chief Executive Officer. The Governor’s role is to provide leadership to the Court and to interface with the Chief Executive Officer. The composition and terms of reference of the Court, the Governor, the Committees and the Chief Executive Officer are reviewed annually by the Court. 8 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Directors' Report (continued) Role of the Court (continued) The Governor annually assesses the effectiveness of the Court and its Committees. The Governor of the Court, with the assistance of the Chief Executive Officer, establishes the agenda for each Court of Directors Meeting. The Company has one formally constituted Audit and Risk Committee. Court Operations and Membership The Court currently comprises five Directors: a Non Executive Governor and four Non Executive Directors. The Royal Charter sets out policies and procedures on the operation of the Court, including the appointment and removal of Directors. Audit and Risk Committee At the date of the Annual Report, The Van Diemen’s Land Company had an Audit and Risk Committee consisting of the following Directors: M L Hampton (Chairperson) E Gill M Trousselot T Westacott The Committee’s responsibilities are to: • • • • oversee the existence and maintenance of internal controls and accounting systems; oversee the financial reporting process; nominate the external auditors; and review the existing external audit arrangements. Indemnity No indemnities have been given or insurance premiums paid, during or since the end of the financial year, for any person who is or has been an officer or auditor of the economic entity. The Company has paid premiums to insure each director of the Company, its parent entity (Tasman Farms Limited), and its subsidiary companies against liabilities for costs and expenses incurred by them in defending any legal proceedings arising out of their conduct while acting in the capacity of director of the Company, other than conduct involving a wilful breach of duty in relation to the Company. Dividends The Directors have recommended not to pay a dividend in respect of the 2011/12 financial year (2010/11: nil). 9 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Directors' Report (continued) Directors’ Benefits Since 31 May 2012 no Director of the Company has received or become entitled to receive a benefit (other than a remuneration benefit included in Note 5 to the financial statements) because of a contract made by the Company or a related body corporate with the Director or with a firm of which he is a member, or with a company in which he has a substantial financial interest, other than that disclosed in Note 20. After Balance Date Events During April 2012 the Company entered into an agreement to sell the Mawbush property owned by Tasman Farmdale Pty Limited for A$1,954,938. Contemporaneously, the Company entered into an agreement to purchase Greenfields, a dairy farm in Togari (including livestock) for A$3,993,000. It is planned to manage Greenfields in conjunction with our neighbouring Blackwood property. No other matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the economic entity, the results of those operations, or the state of affairs of the economic entity in future financial years. Options No options over issued shares or interests in the Company or a controlled entity were granted during or since the end of the financial year and there were no options outstanding at the date of this report. Environmental Issues The economic entity’s ongoing operations are not regulated by any significant environmental regulation under a law of the Commonwealth or State or of a Territory other than may be required for industry accepted dairy and pastoral operations. Proposed land development at Woolnorth will be subject to relevant Commonwealth, State and Local regulations. Court Proceedings No person has applied for leave to the Court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of those proceedings. The Company was not party to any such proceedings during the year. Auditor Ernst & Young continue as the auditor of the Company. 10 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Directors' Report (continued) 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 on page 48. Annual General Meeting The Annual General Meeting of shareholders of The Van Diemen’s Land Company will be held at the Stanley Seaview Inn, 58 Dovecote Road, Stanley, Tasmania, Australia on Friday 28 September 2012 commencing at 2.00 pm. Prior to the meeting there will be a tour of the Company’s operations departing from Stanley Seaview Inn at 10am, for any shareholder who wishes to attend. Signed by order of the Court on 29 August 2012. K G Sutton Governor M L Hampton Director 11 Independent auditor's report to the members of The Van Diemen’s Land Company Report on the financial report We have audited the accompanying financial report of The Van Diemen’s Land Company, which comprises the statements of financial position as at 31 May 2012, the statements of comprehensive income, the statements of changes in equity and the statements of cash flows for the year then ended, notes comprising a summary of significant accounting policies and other explanatory information, and the directors' declaration of the company and the consolidated entity comprising the company and the entities it controlled at the year's end or from time to time during the financial year. Directors' responsibility for the financial report The directors of the company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal controls as the directors determine are necessary to enable the preparation of the financial report that is free from material misstatement, whether due to fraud or error. In Note 1, the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, that the financial statements comply with International Financial Reporting Standards. 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 about whether the financial report is free from material misstatement. 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 judgment, 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 controls relevant to the 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 controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Independence In conducting our audit we have complied with the independence requirements of the Corporations Act 2001. We have given to the directors of the company a written Auditor’s Independence Declaration. 12 Liability limited by a scheme approved under Professional Standards Legislation Opinion In our opinion: a. b. the financial report of The Van Diemen’s Land Company is in accordance with the Corporations Act 2001, including: i giving a true and fair view of the company's and consolidated entity's financial positions as at 31 May 2012 and of their performance for the year ended on that date; and ii complying with Australian Accounting Standards and the Corporations Regulations 2001; and the financial report also complies with International Financial Reporting Standards as disclosed in Note 1. Ernst & Young David McGregor Partner Melbourne 29 August 2012 13 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Directors' Declaration In accordance with a resolution of the Directors of The Van Diemen’s Land Company, we state: 1. In the opinion of the Directors: (a) The financial statements and notes of the Company and consolidated entity are in accordance with the Corporations Act 2001 and: (i) give a true and fair view of the Company’s and consolidated entity’s financial position as at 31 May 2012 and performance for the year ended on that date; and (ii) comply with Accounting Standards and the Corporations Regulations 2001; and (b) There are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. 2. This declaration has been made after receiving the declaration required to be made to the Directors in accordance with Section 295A of the Corporations Act 2001 for the financial period ended 31 May 2012. Signed by order of the Court on 29 August 2012. K G Sutton Governor M L Hampton Director 14 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Statement of Comprehensive Income for the year ended 31 May 2012 Notes Continuing Operations Sales revenue 2 Consolidated 2012 2011 A$ A$ Parent Entity 2012 2011 A$ A$ 33,340,885 33,473,876 7,536,718 6,190,468 3,191,703 6,666,558 (1,098,340) 1,142,845 Cost of sales (1,455,780) (1,729,973) (174,911) (566,566) Gross profit 35,076,808 38,410,461 6,263,467 6,766,747 2 162,819 540,778 7,526,607 7,931,555 3 3 3 (25,514,673) (1,657,845) (1,140,039) (5,242,712) (3,613,967) (22,358,202) (1,845,376) (809,471) (2,203,400) (3,514,519) (7,082,675) (1,321,597) (1,011,410) (3,058,487) (3,613,967) (3,655,935) (1,775,707) (687,958) (2,203,400) (3,514,519) (1,929,609) 8,220,271 (2,298,062) 2,860,783 588,301 (2,451,776) 653,529 (898,401) (1,341,308) 5,768,495 (1,644,533) 1,962,382 1,096,980 (329,094) 2,656,650 (796,995) 3,192,042 (957,613) 2,172,313 (651,694) 767,886 1,859,655 2,234,429 1,520,619 (573,422) 7,628,150 589,896 3,483,001 Net increase/(decrease) in value of livestock Other revenue from continuing operations Farm working expenses Administration expenses Depreciation expense Employee benefit expenses Finance costs Profit/(loss) before income tax Income tax (expense)/benefit 4 Net profit/(loss) from continuing operations after income tax expense attributed to owners of the parent company Other Comprehensive Income Increase/(decrease) in asset revaluation reserve Tax effect of other comprehensive income 17 17 Total Comprehensive Income/(Loss) attributed to owners of the parent company The accompanying notes form part of these financial statements. 15 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Statement of Financial Position as at 31 May 2012 Notes CURRENT ASSETS Cash Trade and other receivables Livestock and inventories Land held for sale Other 6 7 8 12 9 Consolidated 2012 2011 A$ A$ Parent Entity 2012 2011 A$ A$ 443,783 4,790,510 10,417,210 1,954,938 153,426 44,301 4,782,047 11,941,753 49,897 6,768 6,905,864 4,629,356 33,203 44,301 6,049,546 6,400,453 33,226 17,759,867 16,817,998 11,575,191 12,527,526 2,236,462 172,371,281 26,565,441 1,438,126 2,379,167 166,219,469 23,100,082 1,438,126 41,486,504 139,408,266 1,438,126 37,499,275 129,306,815 1,438,126 Total non current assets 202,611,310 193,136,844 182,332,896 168,244,216 TOTAL ASSETS 220,371,177 209,954,842 193,908,087 180,771,742 7,818,875 54,854,321 193,699 5,657,675 526,274 161,915 3,500,543 66,385,663 193,699 2,541,260 14,156,055 161,915 62,866,895 6,345,864 70,079,905 16,859,230 811,349 36,083,367 46,083,418 36,342,572 811,349 24,887,698 45,919,593 20,453,680 Total non current liabilities 36,894,716 82,425,990 25,699,047 66,373,273 TOTAL LIABILITIES 99,761,611 88,771,854 95,778,952 83,232,503 120,609,566 121,182,988 98,129,135 97,539,239 41,768,941 77,569,076 1,271,549 41,768,941 76,801,190 2,612,857 41,768,941 59,082,133 (2,721,939) 41,768,941 56,847,704 (1,077,406) 120,609,566 121,182,988 98,129,135 97,539,239 Total current assets NON CURRENT ASSETS Other financial assets Property, plant and equipment Livestock and inventories Memorabilia CURRENT LIABILITIES Trade and other payables Interest bearing liabilities Provisions 10 12 8 9 13 14 15 Total current liabilities NON CURRENT LIABILITIES Interest bearing liabilities Deferred tax liability 14 4 NET ASSETS EQUITY Contributed equity Reserves Retained profits/(losses) 16 17 18 TOTAL EQUITY The accompanying notes form part of these financial statements. 16 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Statement of Cash Flows for the year ended 31 May 2012 Notes Consolidated 2012 2011 A$ A$ Parent Entity 2012 2011 A$ A$ CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers Payments to suppliers and employees Interest received Dividends received Finance costs 32,161,726 (28,815,495) 15,412 145,788 (3,601,788) 29,728,446 (26,707,925) 22,929 158,040 (3,514,519) 13,760,503 (9,831,120) 15,412 145,788 (3,601,788) 14,257,251 (8,739,261) 22,930 158,040 (3,514,520) (94,357) (313,029) 488,795 2,184,440 Proceeds from sales of property, plant and equipment Purchase of property, plant and equipment Dairy stock sales Dairy stock purchases Repayment from/(advance to) non related parties 24,237 (8,184,607) 1,167,997 (1,569,766) - 16,591 (7,891,268) 1,008,461 (1,163,407) 384,615 24,237 (7,955,613) - 16,591 (7,406,665) - Net cashflows from/(to) investing (8,562,139) (7,645,008) (7,931,376) (7,390,074) Advance from/(to) subsidiaries Advance from/(to) Tasman Farms Limited Term loan from/(to) Tasman Farms Limited Equipment financing Repayment of equipment financing Drawdown/(repayment) of Rabobank facility Shares issued to Tasman Farms Limited 21,693 877,438 (414,886) 8,571,733 - 323,972 (4,831,085) 522,665 (336,685) 2,589,638 9,581,016 (1,814,754) 21,693 877,438 (414,886) 8,735,557 - (2,533,583) 323,972 (4,831,085) 522,660 (336,685) 2,425,813 9,581,016 Net cashflows from/(to) financing 9,055,978 7,849,521 7,405,048 5,152,108 Net increase/(decrease) in cash held Cash at the beginning of the year 399,482 44,301 (108,516) 152,817 (37,533) 44,301 (53,526) 97,827 443,783 44,301 6,768 44,301 Net cashflows from/(to) operating 6 CASH FLOWS FROM INVESTING ACTIVITIES CASH FLOWS FROM FINANCING ACTIVITIES Cash at the end of the financial year 6 The accompanying notes form part of these financial statements. 17 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Statement of Changes in Equity for the year ended 31 May 2012 Issued Capital Asset Revaluation Reserve A$ A$ Other Reserves Retained Earnings Total A$ A$ A$ CONSOLIDATED Balance as at 1 June 2010 Profit/(loss) for the year Income tax benefit/(expense) Other comprehensive income/(loss) Income tax benefit/(expense) Shares issued Balance as at 31 May 2011 Profit/(loss) for the year Income tax benefit/(expense) Other comprehensive income/(loss) Income tax benefit/(expense) Balance as at 31 May 2012 32,187,925 73,628,203 1,313,332 (3,155,638) 103,973,822 9,581,016 2,656,650 (796,995) - - 8,220,271 (2,451,776) - 8,220,271 (2,451,776) 2,656,650 (796,995) 9,581,016 41,768,941 75,487,858 1,313,332 2,612,857 121,182,988 - 1,096,980 (329,094) - (1,929,609) 588,301 - (1,929,609) 588,301 1,096,980 (329,094) 41,768,941 76,255,744 1,313,332 1,271,549 120,609,566 32,187,925 54,013,753 1,313,332 (3,039,788) 84,475,222 9,581,016 2,172,313 (651,694) - - 2,860,783 (898,401) - 2,860,783 (898,401) 2,172,313 (651,694) 9,581,016 41,768,941 55,534,372 1,313,332 (1,077,406) 97,539,239 - 3,192,042 (957,613) - (2,298,062) 653,529 - (2,298,062) 653,529 3,192,042 (957,613) 41,768,941 57,768,801 1,313,332 (2,721,939) 98,129,135 PARENT Balance as at 1 June 2010 Profit/(loss) for the year Income tax benefit/(expense) Other comprehensive income/(loss) Income tax benefit/(expense) Shares issued Balance as at 31 May 2011 Profit/(loss) for the year Income tax benefit/(expense) Other comprehensive income/(loss) Income tax benefit/(expense) Balance as at 31 May 2012 The accompanying notes form part of these financial statements. 18 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements for the year ended 31 May 2012 1. Statement of Significant Accounting Policies The financial statements are general purpose financial statements that have been prepared in accordance with Australian Accounting Standards and the Corporations Act 2001. The financial statements cover The Van Diemen’s Land Company as an individual parent company and The Van Diemen’s Land Company and its controlled entities as a group: The Van Diemen’s Land Company – Dairies Pty Limited, Tasman Farmdale Pty Limited and Tasman Farms Pty Limited. The Group has adopted Class Order CO10/654 which permits it to include the parent entity financial statements in the financial report for the year ended 31 May 2012. This ASIC class order was issued on 26 July 2010. The Van Diemen’s Land Company is a company limited by shares, incorporated by Royal Charter in the United Kingdom and domiciled in Australia. Tasman Farms Limited is the ultimate parent company of The Van Diemen’s Land Company holding 98.42% of the ordinary shares. It is incorporated in New Zealand. The financial statements have been prepared on an accruals basis using historical costs and do not take into account changing money values except for land and buildings, livestock and some inventories and memorabilia, which have been recorded at fair value. Cost is based on the fair value of the consideration given in exchange for assets. Both the functional and presentation currency of these financial statements is Australian dollars (A$). The financial statements comply with Australian Accounting Standards as issued by the Australian Accounting Standards Board and International Financial Reporting Standards (‘IFRS’) as issued by the International Accounting Standards Board. The following Accounting Standards issued or amended which are applicable to the Company but not yet effective, have not been adopted for the annual reporting period ended 31 May 2012: AASB Amendment Affected Standard(s) Nature of change to accounting policy AASB 9 Financial Instruments The impact of this change is not anticipated to have a material effect on the financial statements. 01-Jan-13 01-Jun-13 AASB 10 Consolidated Financial Statements The impact of this change is not anticipated to have a material effect on the financial statements. 01-Jan-13 01-Jun-13 AASB 13 Fair Value Measurement The impact of this change has not yet been determined. 01-Jan-13 01-Jun-13 AASB 119 Employee Benefits The impact of this change is not anticipated to have a material effect on the financial statements. 01-Jan-13 01-Jun-13 19 Application date of standard Application date for the Company THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 1. Statement of Significant Accounting Policies (continued) AASB Amendment Affected Standard(s) Nature of change to accounting policy Application date of standard Application date for the Company AASB 2009-11 AASB 9: Financial Instruments The impact of this change is not anticipated to have a material effect on the financial statements. 01-Jan-13 01-Jun-13 AASB 2011-09 Presentation of Other Comprehensive Income The impact of this change is not anticipated to have a material effect on the financial statements. 01-Jul-12 01-Jun-13 AASB 1054 Australian Additional Disclosures The impact of this change is not anticipated to have a material effect on the financial statements. 01-Jul-11 01-Jun-12 AASB 1053 Application of Tiers of Australian Accounting Standards The impact of this change is not anticipated to have a material effect on the financial statements. 01-Jul-13 01-Jun-14 During the current year the Company has adopted all of the new and revised Australian Accounting Standards and Interpretations applicable to its operations which became mandatory. The adoption of these Standards had an impact on the recognition, measurement and disclosure of certain transactions. The following is a summary of the material accounting policies adopted by the Company in the preparation of the financial statements. (a) Principles of Consolidation The consolidated financial statements incorporate the assets, liabilities and results of The Van Diemen's Land Company and its controlled entities. A controlled entity is any entity controlled by The Van Diemen's Land Company. Control exists where The Van Diemen's Land Company has the capacity to dominate the decision making in relation to the financial and operating policies of another entity so that the other entity operates with The Van Diemen's Land Company to achieve the objectives of The Van Diemen's Land Company. Subsidiary acquisitions are accounted for using the purchase method of accounting. The financial statements of subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies. Adjustments are made to bring into line any dissimilar accounting policies that may exist. All inter-company balances and transactions between entities in the Company, including any unrealised profits or losses, have been eliminated on consolidation. (b) Income Tax Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authority. The tax rates and tax laws used to compute the amounts are those that are enacted or substantively enacted by the balance sheet date. Deferred income tax is provided on all temporary differences at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. 20 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 1. Statement of Significant Accounting Policies (continued) (b) Income Tax (continued) Deferred income tax liabilities are recognised for all taxable temporary differences: • except where the deferred income tax liability arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and • in respect of taxable temporary differences associated with investments in subsidiaries, except where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future. Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary difference, and the carry-forward of unused tax assets and unused tax losses can be utilised: • except where the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and • in respect of deductible temporary differences associated with investments in subsidiaries, deferred tax assets are only recognised to the extent that it is probable that the temporary differences can be utilised. The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. Unrecognised deferred income tax assets are reassessed at each balance sheet date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance sheet date. Income taxes relating to items recognised directly in equity are recognised in equity and not in the income statement. Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and taxation authority. Tax Consolidation The Van Diemen’s Land Company and its wholly owned Australian subsidiaries formed an income tax consolidated group under the Income Tax Assessment Act 1997; effective from 1 July 2002. Each entity recognises its own current and deferred tax assets and liabilities. Such taxes are measured using the ‘stand-alone taxpayer’ approach to allocation. Current tax liabilities (assets) and deferred tax assets arising from unused tax losses and tax credits in the subsidiaries are immediately transferred to the head entity. The Company entered a tax-funding arrangement on 25 June 2010, whereby each company contributes to the income tax payable by the Company in proportion to their contribution to the total taxable income. Differences between the amounts of net tax assets and liabilities derecognised and the net amounts recognised pursuant to the funding arrangement are recognised as either a contribution by, or distribution to, the head entity. (c) Livestock and Inventories The policies for livestock and inventories are summarised as follows: (i) Dairy, beef and sheep livestock – In accordance with the AASB 141: Agriculture, the dairy, beef and sheep livestock have been valued at market value as at 31 May 2012 less estimated costs of sale. Any movement in valuation due to biological changes or market price is recorded in profit or loss. Dairy, beef and sheep livestock will next be valued at 31 May 2013. (ii) Fodder – is stated at market value less estimated costs of sale. An independent farm consultant provided market valuations on the range of fodder conserved by the Company. The volume of all fodder is measured at least every six months and is revalued at least annually. (iii) Consumable stores - are stated at the lower of cost and net realisable value. 21 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 1. Statement of Significant Accounting Policies (continued) (c) Livestock and Inventories (continued) (iv) Wool - Where wool is sold shortly after balance date and the selling price is known, the wool stocks are recorded at market value less estimated costs of sale, otherwise it is recorded at cost. (d) Property, Plant and Equipment Properties included in the financial statements were valued by the Directors at 31 May 2012 in accordance with the Accounting Standards based on an independent valuation prepared by Mr David D Johnston (A.A.P.I.). Surpluses and deficits from revaluations are included in the revaluation reserve, where deficits are reversing previous upwards valuations. The potential effect of capital gains tax on disposal has not been taken into account in the determination of the valuations. To reduce annual compliance costs revaluations on land and buildings are normally conducted up to three years apart unless the Directors believe that more frequent valuations are required. The properties were last valued at 31 May 2011 but the Directors determined that it would be prudent to revalue the assets again this year. Where Directors consider that the value of a revalued item differs materially from its carrying amount, all items within the class are revalued based on an independent valuation. Items of plant and equipment not included in the valuation by Mr David D Johnston are recorded at cost less depreciation and impairment losses and have been depreciated on a straight line or diminishing balance basis at rates varying between 10% and 33.33% depending on the estimated useful life of the particular item. Depreciation rates have not changed from the previous year. Revaluation of Land and Buildings Increases in the carrying amount arising on revaluation of land and buildings are credited to a revaluation reserve included in equity. Decreases that offset previous increases in the same asset are charged against asset revaluation reserve directly in equity; all other decreases are charged to the income statement. Any accumulated depreciation at the date of revaluation is eliminated against the gross carrying amount of the asset and the net amount is restated to the revalued amount of the asset. Impairment The carrying values of plant and equipment are reviewed for impairment at each reporting date, with the recoverable amount being estimated when events or changes in circumstances indicate that the carrying value may be impaired. The recoverable amount of plant and equipment is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate largely independent cash inflows, recoverable amount is determined for the cash-generating unit to which the asset belongs, unless the asset’s value in use can be estimated to be close to its fair value. An impairment exists when the carrying value of an asset or cash-generating unit exceeds its estimated recoverable amount. The asset or cashgenerating unit is then written down to its recoverable amount. Derecognition An item of property, plant and equipment is derecognised upon disposal or when no further future economic benefits are expected from its use or enjoyment. (e) Investments Long term investments are stated at cost. The carrying value of investments is reviewed annually by the Directors to ensure it is not in excess of the recoverable amount of the investments. Where the cost exceeds the recoverable amount, the investment is written down to this recoverable amount. 22 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 1. Statement of Significant Accounting Policies (continued) (f) Foreign Currency Transactions and Balances The Company’s functional and presentation currency is Australian dollars (A$). Foreign currency transactions during the period are converted to Australian currency at the rates of exchange applicable at the dates of the transactions. Amounts receivable and payable in foreign currencies at balance date are converted at the rates of exchange on that date. The gains and losses from conversion of short-term assets and liabilities, whether realised or unrealised, are included in operating profit before income tax as they arise. The issued capital in Sterling has been translated into Australian Dollars at the 30 June 1993 rate of A$2.06 to £1 Sterling. In prior years, the movement in the exchange rate was transferred to the foreign currency translation reserve. The current policy is for the issued capital to remain at this historical figure. (g) Employee Benefits Provision is made for the Company's liability for employee entitlements arising from services rendered by employees to balance date. Employee entitlements expected to be settled within one year together with entitlements arising from wages and salaries, annual leave and sick leave which will be settled after one year, have been measured at their nominal amount based on remuneration rates which are expected to be paid when the liability is settled. Other employee entitlements payable later than one year have been measured at cost unless the amount is material and then these are measured at the present value of the estimated future cash outflows to be made for those entitlements. Contributions are made by the Company to employee superannuation funds in accordance with Superannuation Guarantee Legislation and are charged as expenses when incurred. (h) Cash Cash and cash equivalents in the balance sheet comprise cash at bank and in hand and short term deposits with an original maturity of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in value. For the purposes of the Statement of Cash Flows, cash and cash equivalents consist of cash and cash equivalents as defined above. (i) Memorabilia Memorabilia included in the financial statements were valued by the Directors at 31 May 2010 in accordance with the Accounting Standards based on an independent valuation by Mr R L Broughton ALIA ASA, a registered valuer of archivist material. It is not depreciated, as it is a naturally appreciating asset. Revaluation of the memorabilia will be conducted on a cyclical basis with sufficient frequency to ensure the accounting value does not materially differ from the carrying amount. (j) Development Expenditure Development expenditure on items resulting in a future benefit to the Company is capitalised. (k) Comparative Figures Where required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial year. (l) Goods and Services Tax (GST) Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Taxation Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of expense. Receivables and payables in the statement of financial position are shown inclusive of GST. 23 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 1. Statement of Significant Accounting Policies (continued) (m) Trade and Other Receivables Trade receivables are recognised and carried at original invoice amount less a provision for any uncollectible debts. An estimate for doubtful debts is made when collection of the full amount is no longer probable. Bad debts are written off as incurred. Receivables from related parties are recognised and carried at the nominal amount due. (n) Revenue Recognition Revenue is recognised to the extent it is probable that the economic benefits will flow to the entity and the revenue can be easily measured. The following specific recognition criteria must also be met before revenue is recognised: (i) Sale of Goods – Control of the goods has passed to the buyer. (ii) Interest – Control of the right to receive the interest payment. (iii) Dividends – Control of the right to receive the dividend payment. (o) Interest Bearing Liabilities and Borrowing All loans and borrowings are initially recognised at fair value of the consideration received less directly attributable transaction costs. After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the effective interest method. Amortised cost is calculated by taking into account any issue costs, and any discount or premium on settlement. Gains or losses are recognised in the income statement when liabilities are derecognised as well as through the amortisation process. (p) Impairment of Financial Assets The Company assesses at each balance sheet date whether a financial asset or group of financial assets is impaired. Financial assets carried at amortised cost If there is objective evidence that an impairment loss on loans and receivables carried at amortised cost has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original effective interest rate (i.e. the effective interest rate computed at initial recognition). The carrying amount of the asset is reduced either directly or through use of an allowance account. The amount of the loss is recognised in the income statement. The Company first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, and individually or collectively for financial assets that are not individually significant. If it is determined that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, the asset is included in a group of financial assets with similar credit risk characteristics and that group of financial assets is collectively assessed for impairment. Assets that are individually assessed for impairment and for which an impairment loss is or continues to be recognised are not included in a collective assessment of impairment. If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed. Any subsequent reversal of an impairment loss is recognised in the income statement, to the extent that the carrying value of the asset does not exceed its amortised cost at the reversal date. Financial assets carried at cost If there is objective evidence that an impairment loss has been incurred on an unquoted equity instrument that is not carried at fair value (because its fair value cannot be reliably measured), or on a derivative asset that is linked to, and must be settled by delivery of such an unquoted equity instrument, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the current market rate of return for a similar financial asset. 24 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 1. Statement of Significant Accounting Policies (continued) (p) Impairment of Financial Assets (continued) Available-for-sale investments If there is objective evidence that an available-for-sale investment is impaired, an amount comprising the difference between its cost (net of any principal repayment and amortisation) and its current fair value, less any impairment loss previously recognised in profit or loss, is transferred from equity to the income statement. Reversals of impairment losses for equity instruments classified as available-for-sale are not recognised in profit. Reversals of impairment losses for debt instruments are reversed through profit or loss if the increase in an instrument’s fair value can be objectively related to an event occurring after the impairment loss was recognised in profit or loss. (q) Trade and Other Payables Trade payables and other payables are carried at amortised costs and represent liabilities for goods and services provided to the Company prior to the end of the financial year that are unpaid and arise when the Company becomes obliged to make future payments in respect of the purchase of these goods and services. (r) Contributed Equity Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds. (s) Derivative Financial Instruments On occasions the Company may use derivative financial instruments (including interest rate swaps) to hedge its risk associated with interest rate fluctuations. Through the use of specific separate arrangements within its banking facility, the Group has the option of fixing a component of its obligations with Rabobank Australia Limited over various fixed term periods. Given that the characteristics of this arrangement mirror that of an interest rate swap, the Group has chosen to account for this as an embedded derivative separate from the underlying banking arrangement. Such derivative financial instruments are initially recognised at fair value on the date on which the derivative contract is entered into and subsequently measured to fair value. Derivatives are carried as assets when their fair value is positive and as liabilities when their fair value is negative. Any gains or losses arising from the changes to the fair of the derivatives are taken directly to profit or loss for the year. The fair value of such derivatives is determined by reference to market values for similar instruments. (t) Borrowing Costs Borrowing costs are recognised as an expense when incurred. (u) Leases Leases of fixed assets, where substantially all the risks and benefits incidental to the ownership of the asset – but not the legal ownership – are transferred to entities in the consolidated group, are classified as finance leases. Finance leases are capitalised by recognising an asset and a liability at the lower of the amounts equal to the fair value of the leased property or the present value of the minimum lease payments, including any guaranteed residual values. Lease payments are allocated between the reduction of the lease liability and the lease interest expense for the period. Operating lease payments are recognised as an expense in the income statement on a straight line basis over the lease term. 25 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 1. Statement of Significant Accounting Policies (continued) (v) Critical Accounting Estimates and Judgements The Directors evaluate estimates and judgements incorporated in the financial statements based upon historical knowledge and best available current information. Estimates assume a reasonable expectation of future events; are based upon current trends and economic data; and opinions obtained both externally and internally. Management has identified the following critical accounting policies for which significant judgements, estimates and assumptions are made: Land, buildings and improvements Land, buildings and improvements are revalued at least once every three years. The Directors have based their valuation on an independent valuation prepared by Mr David D Johnston (A.A.P.I.) of Opteon Valuers dated 30 April 2012 and effective for 90 days. The basis of the independent valuation is fair market value based on existing use. More information concerning this issue is contained in Note 12 to the financial statements. Recovery of deferred tax assets Deferred tax assets are recognised for deductible temporary differences to the extent that management considers that it is probable that future taxable profits will be available to utilise those temporary differences. More information concerning this issue can be obtained from Note 4 to the financial statements. Livestock valuations All livestock is valued annually at balance date. The Directors have based their valuation on an Appraisal undertaken by Peter Townsend, Livestock Agent for Roberts Limited; refer Note 8 to the financial statements. (w) Change in Accounting Policy The Company changed its accounting policy for the year ended 31 May 2012 relating to the classification of dairy livestock. In accordance with industry practice the Directors have classified 15% of dairy livestock as a current asset. This represents a reasonable estimate of the portion of the dairy herd that may turn over during the next twelve months. Comparative information for 2011 has also been amended. The aggregate effect of the change in accounting policy on the financial statements for the year ended 31 May 2012 is as follows: 2012 Consolidated Group: Statement of Financial Position Current Assets Livestock and inventories Non Current Assets Livestock and inventories Previous Policy A$ Adjustment A$ 2011 Revised Policy A$ Previously Stated A$ Adjustment A$ Restated A$ 213,150 4,688,019 4,901,169 - 4,076,485 4,076,485 31,253,460 (4,688,019) 26,565,441 27,176,567 (4,076,485) 23,100,082 No taxation effect results from this change; in addition there has been no impact for the parent entity. 26 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 Notes Consolidated 2012 2011 A$ A$ Parent Entity 2012 2011 A$ A$ 2. Revenue Sales Revenue - sale of goods and services 33,340,885 33,473,876 7,536,718 6,190,468 15,412 145,788 161,200 20,989 1,940 158,040 360,815 541,784 15,412 145,788 161,200 20,989 1,940 158,040 360,815 541,784 - - 6,937,248 426,540 7,204,992 185,785 1,619 162,819 (1,006) 540,778 1,619 7,526,607 (1,006) 7,931,555 33,503,704 34,014,654 15,063,325 14,122,023 Cost of sales 1,455,780 1,729,973 174,911 566,566 Depreciation: - buildings - plant and equipment Total depreciation 437,646 702,393 1,140,039 156,073 653,398 809,471 386,421 624,989 1,011,410 122,922 565,036 687,958 5,242,712 2,203,400 3,058,487 2,203,400 12,179 142,705 41,020 3,418,063 3,613,967 339,133 373,638 2,801,748 3,514,519 12,179 142,705 41,020 3,418,063 3,613,967 339,133 373,638 2,801,748 3,514,519 38,207 38,207 23,531 23,348 46,879 38,207 38,207 23,531 23,348 46,879 Other Revenue - Finance Revenue - interest from other corporations - interest from sharefarmers - dividends from other corporations - foreign exchange gain - Management and licence fees - Equipment hired to managed farms - Gain/(loss) on the disposal of property, plant and equipment Sub total - other revenue Total revenue 3. Expenses Employee benefit expense (a) Finance costs: - foreign exchange loss - interest rate break cost - interest paid to parent, Tasman Farms Limited - external parties finance costs Total finance costs Remuneration of auditor: - audit or review - other services Total payment to auditor (a) For the 2012 year farm salaries have been included which have previously been recorded as farm working expenses. 27 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 Notes Consolidated 2012 2011 A$ A$ Parent Entity 2012 2011 A$ A$ 4. Income Tax Current income tax benefit/(expense) Deferred tax benefit/(expense) 75,101 513,200 308,228 (2,760,004) 637,425 16,104 (647,310) (251,091) Income tax benefit/(expense) 588,301 (2,451,776) 653,529 (898,401) (1,929,609) 8,220,271 (2,298,062) 2,860,783 Statutory income tax rate of 30% Non deductible items Movement in temporary differences (578,883) 5,408 (14,826) 2,466,081 8,176 (22,481) (689,419) 5,408 30,482 858,235 8,176 31,990 Total income tax expense/(benefit) (588,301) 2,451,776 (653,529) 898,401 61,052 58,110 3,272,112 (3,391,274) 25,076 48,575 6,801,519 (6,875,170) 59,299 535 58,110 3,272,112 (3,390,056) 25,518 80,644 48,575 6,801,519 (6,956,256) - - - - Deferred tax liabilities from temporary differences on: Livestock, fodder and other Trade and other receivables Revaluations - land and memorabilia Deferred tax asset offset 4,450,961 169,178 34,854,502 (3,391,274) 8,173,278 543,526 34,500,938 (6,875,170) 448,567 27,829,187 (3,390,056) 801,694 26,608,242 (6,956,256) Total deferred tax liabilities 36,083,367 36,342,572 24,887,698 20,453,680 A reconciliation of income tax benefit/(expense) applicable to accounting profit before income tax at the statutory income tax rate to income tax expense at the Company's effective income tax rate is as follows: Accounting profit/(loss) before income tax Deferred tax assets/liabilities Deferred tax assets from temporary differences on: Trade and other payables Trade and other receivables Provisions Losses available Deferred tax asset offset Total deferred tax assets Current income tax benefit/(expense) is based on the estimated taxable loss/(income) of the Company for the current year. The difference between the accounting loss and estimated taxable loss for the current year is largely influenced by livestock valuations. 28 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 4. Income Tax (continued) Deferred tax benefit is primarily attributable to the decrease in the carrying amount of fodder. Tax effects relating to each component of other comprehensive income is shown as follows: 2012 Before tax amount A$ Tax (expense)/ benefit A$ 2011 Net of Tax Amount A$ Before tax amount A$ Tax (expense)/ benefit A$ Net of Tax Amount A$ Consolidated Group: Increase/(decrease) in land and buildings Increase/(decrease) in memorabilia 1,096,980 - (329,094) - 767,886 - 2,656,650 - (796,995) - 1,859,655 - 1,096,980 (329,094) 767,886 2,656,650 (796,995) 1,859,655 3,192,042 - (957,613) - 2,234,429 - 2,172,313 - (651,694) - 1,520,619 - 3,192,042 (957,613) 2,234,429 2,172,313 (651,694) 1,520,619 Parent Entity: Increase/(decrease) in land and buildings Increase/(decrease) in memorabilia 5. Directors' Remuneration and Retirement Benefits Details of Key Management Personnel Directors: K G Sutton E Gill M L Hampton M C Trousselot T H Westacott Executives: M Guerin M Harvey N Morris S Armstrong J Walker Governor - appointed 14 March 2011 Non Executive Director - appointed 6 January 2011 Non Executive Director - appointed 6 January 2011 Non Executive Director - appointed 4 March 2008 Non Executive Director - appointed 6 January 2011 Non Executive Director - appointed 25 September 2009 Chief Executive Officer - appointed 17 October 2011 Chief Financial Officer - appointed 1 January 2012 Former Chief Executive Officer - resigned 31 October 2011 Financial Controller - appointed 17 January 2011 and resigned 15 July 2011 Financial Controller - resigned 28 January 2011 29 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 5. Directors' Remuneration and Retirement Benefits (continued) Compensation of Key Management Personnel Consolidated 2012 - Total compensation 2011 - Total compensation Short term employee benefits Post employment benefits Termination benefits Share based payment Other long term benefits Total A$ A$ A$ A$ A$ A$ 922,688 697,983 - Notes Directors: K G Sutton - appointed 6 January 2011 E Gill - appointed 6 January 2011 M L Hampton - appointed 4 March 2008 M C Trousselot - appointed 6 January 2011 T H Westacott - appointed 25 September 2009 J C Watson, AM - resigned 14 March 2011 J T Andrews - resigned 27 January 2011 Dr R Pratt - resigned 8 December 2010 Executives: M Guerin - appointed 17 October 2011 M Harvey - appointed 1 January 2012 N Morris - resigned 31 October 2011 S Armstrong - appointed 17 January 2011 and resigned 15 July 2011 J Walker - appointed 1 February 2010 and resigned 28 January 2011 - - Consolidated 2012 2011 A$ A$ - 922,688 697,983 Parent Entity 2012 2011 A$ A$ 103,874 67,508 64,656 46,022 49,186 - 26,077 17,135 51,895 4,125 49,015 70,215 33,785 26,169 103,874 67,508 64,656 46,022 49,186 - 26,077 17,135 51,895 4,125 49,015 70,215 33,785 26,169 291,177 48,400 231,302 290,502 291,177 48,400 231,302 290,502 20,563 37,731 20,563 37,731 - 91,334 - 91,334 922,688 697,983 922,688 697,983 6. Cash Flow Information (a) Cash at the end of the financial year as shown in the statement of cash flows is reconciled to the related items in the statement of financial position as follows: Cash at bank and on hand 30 443,783 44,301 6,768 44,301 443,783 44,301 6,768 44,301 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 Notes Consolidated 2012 2011 A$ A$ Parent Entity 2012 2011 A$ A$ 6. Cash Flow Information (continued) (b) Reconciliation of cash flow from operations with profit/(loss) from ordinary activities after income tax. Operating profit/(loss) after taxation Non cash flows in operating profit/(loss) from ordinary activities: Depreciation Movement in doubtful debts (Profit)/loss on sale of property, plant and equipment Foreign exchange (gain)/loss Interest rate derivative change/break benefit Changes in assets and liabilities: (Increase)/decrease in receivables (Increase)/decrease in other assets (Increase)/decrease in dairy livestock (Increase)/decrease in inventories Increase/(decrease) in payables Increase/(decrease) in tax liabilities Increase/(decrease) in provisions Cash flows from operations (1,341,308) 5,768,495 (1,644,533) 1,962,382 1,140,039 2,699 809,471 (219,692) 1,011,410 - 687,958 40,610 (1,619) 12,179 142,705 1,006 (360,815) 339,133 (1,619) 12,179 142,705 1,006 (360,815) 339,133 (11,162) (103,529) (3,675,124) 2,136,077 2,161,203 (588,301) 31,784 (3,441,865) (18,128) (5,368,767) (2,654,707) 2,344,354 2,451,776 36,710 (1,140,003) 23 1,771,096 959,282 (653,529) 31,784 (22,937) (11,894) (2,207,866) 821,752 898,401 36,710 (94,357) (313,029) 488,795 2,184,440 55,000,000 50,000,000 55,000,000 50,000,000 55,000,000 50,000,000 55,000,000 50,000,000 54,197,490 45,625,758 54,197,490 45,461,933 54,197,490 45,625,758 54,197,490 45,461,933 802,510 4,374,242 802,510 4,538,067 802,510 4,374,242 802,510 4,538,067 (c) Credit stand-by arrangements and loan facilities Unrestricted access was available to the following lines of credit: Total facilities: Revolving credit facility Used at balance date: Revolving credit facility 14 Unused at balance date: Revolving credit facility 31 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 Notes Consolidated 2012 2011 A$ A$ Parent Entity 2012 2011 A$ A$ 4,820,234 (29,724) 4,790,510 4,785,531 (6,600) 4,778,931 1,356,499 (6,600) 1,349,899 216,496 (6,600) 209,896 - - 5,555,965 5,555,965 5,839,650 5,839,650 - 23,541 (20,425) 3,116 - - 4,790,510 4,782,047 6,905,864 6,049,546 7. Trade and other receivables CURRENT Trade debtors less provision for impairment Other debtors: Related party receivables: - controlled entities 20 Other receivables: Sharefarmer advances less provision for impairment Current trade receivables are non-interest bearing and generally on 30 day terms. A provision for impairment is recognised where there is objective evidence that an individual trade or other receivable is impaired. 8. Livestock and Inventories CURRENT At net market value: Dairy livestock (4,240 head - 2011: 3,602 head) Sheep livestock (2,324 head - 2011: 2,057 head) Beef livestock (3,826 head - 2011: 4,971 head) Fodder on hand Total at net market value (a) (b) (c) At cost: Stores Total at cost NON CURRENT At net market value: Dairy livestock (23,174 head - 2011: 20,409 head) (a) Total at net market value 32 4,901,169 270,124 3,287,381 1,906,281 10,364,955 4,076,485 321,421 4,334,424 3,157,858 11,890,188 270,124 3,287,381 1,028,098 4,585,603 321,421 4,334,424 1,701,544 6,357,389 52,255 52,255 51,565 51,565 43,753 43,753 43,064 43,064 10,417,210 11,941,753 4,629,356 6,400,453 26,565,441 23,100,082 - - 26,565,441 23,100,082 - - THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 8. Livestock and Inventories (continued) (d) During April 2012 the Company entered into an agreement to sell the Mawbush property (including 150 mixed aged dairy cows for A$213,150) which completed in July 2012; refer Note 26. The net proceeds have been reclassified as a current asset. In addition and in accordance with industry practice the Directors have classified 15% of the dairy livestock as current (A$4,688,019, 2011:A$4,076,485); representing a reasonable estimate of the portion of the dairy herd that may turn over during the next twelve months. Comparative information for 2011 has been amended; refer Note 1(w). (e) An agreement was signed in April 2012 and completed in July 2012, to acquire the Greenfields property, including A$400,000 worth of dairy livestock; refer Notes 24 and 26. (f) Fodder expensed during the year amounted to A$1,270,890. Notes Consolidated 2012 2011 A$ A$ Parent Entity 2012 2011 A$ A$ Reconciliation of carrying amount: (a) Dairy Livestock Carrying value at beginning of period Sales Purchases Gains/(losses) arising from changes in fair value less estimated point of sale costs attributed to physical changes Gains/(losses) arising from changes in fair value less estimated point of sale costs attributed to price changes Carrying value at end of period Attributed to: Current asset Non current asset 8(d) (b) Sheep Livestock Carrying value at beginning of period Sales Purchases Gains/(losses) arising from changes in fair value less estimated point of sale costs attributed to physical changes Gains/(losses) arising from changes in fair value less estimated point of sale costs attributed to price changes Carrying value at end of period 33 27,176,567 (1,167,997) 1,569,766 21,652,854 (1,008,461) 1,163,407 - - 3,099,709 1,747,274 - - 788,565 3,621,493 - - 31,466,610 27,176,567 - - 4,901,169 26,565,441 4,076,485 23,100,082 - - 31,466,610 27,176,567 - - 321,421 (175,399) 5,450 244,574 (123,654) 9,250 321,421 (175,399) 5,450 244,574 (123,654) 9,250 207,937 201,718 207,937 201,718 (89,285) (10,467) (89,285) (10,467) 270,124 321,421 270,124 321,421 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 Notes Consolidated 2012 2011 A$ A$ Parent Entity 2012 2011 A$ A$ 4,334,424 (2,363,500) 169,462 3,268,426 (1,981,202) 557,286 4,334,424 (2,363,500) 169,462 3,268,426 (1,981,202) 557,286 1,135,503 1,132,555 1,135,503 1,132,555 11,492 1,357,359 11,492 1,357,359 3,287,381 4,334,424 3,287,381 4,334,424 8. Livestock and Inventories (continued) Reconciliation of carrying amount: (c) Beef Livestock Carrying value at beginning of period Sales Purchases Gains/(losses) arising from changes in fair value less estimated point of sale costs attributed to physical changes Gains/(losses) arising from changes in fair value less estimated point of sale costs attributed to price changes Carrying value at end of period Physical quantities of livestock: # # # # (a) Dairy Livestock Mixed age cows Rising 2 year heifers Rising 1 year heifers Calves Dairy bulls Total dairy livestock 17,552 3,760 2,610 2,787 705 27,414 16,175 1,209 4,226 2,257 144 24,011 - - Attributed to: Current asset Non current asset Total dairy livestock 4,240 23,174 27,414 3,602 20,409 24,011 - - (b) Sheep Livestock Breeding ewes Sale lambs Rams Total sheep livestock 1,500 793 31 2,324 1,373 645 39 2,057 1,500 793 31 2,324 1,373 645 39 2,057 (c) Beef Livestock Breeding cows Rising 1 year heifers Dairy bull calves Bulls, steers and trading cattle Total beef livestock 1,062 650 2,114 3,826 1,471 645 194 2,661 4,971 1,062 650 2,114 3,826 1,471 645 194 2,661 4,971 34 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 8. Livestock and Inventories (continued) Nature of Assets Beef cattle and sheep are run on the non dairying land on the Woolnorth property. The total number of beef cattle carried at 31 May 2012 has declined; this decline in numbers continues to reflect the changed focus of the dairy support operations. There is now a focus on high margin cattle finishing both on the Company’s own account and through an agistment arrangement with the local meat processor. Large volumes of feed are conserved and utilised by the dairy operations. The dairy support operations also provide grazing for dairy cows both when wintered off the milking platforms and when it is appropriate to retain the dairy animal and place it back into an autumn calving pattern once in a suitable condition. Dairy cows are run on the Company’s 24 dairy units. Replacement dairy heifers are run on the Heifer Block at Woolnorth and are managed as part of the Company’s dairy support operations. The financial risk management strategy for livestock incorporates the above and the Company’s overall financial risk management strategy as outlined in Note 21. Valuation of Livestock and Fodder All livestock are valued annually at balance date. The Directors have based their valuation on an appraisal undertaken by Peter Townsend, Livestock Agent for Roberts Limited. All feed stocks are valued annually at balance date. The Directors have based their valuation on an appraisal undertaken by independent farm consultant Penny Williams. Livestock Numbers A stock audit process is used to tally: all livestock numbers with physical counts for all classes of stock (an independent manager is required to sign off on all tallies); all feed reserves, including testing for quality and adjustment of figures where wastage has occurred. Notes Consolidated 2012 2011 A$ A$ Parent Entity 2012 2011 A$ A$ 9. Other CURRENT Prepayments Deposit on property purchase 24 Prepayments NON CURRENT Memorabilia (a) 53,426 100,000 49,897 - 33,203 - 33,226 - 153,426 49,897 33,203 33,226 1,438,126 1,438,126 1,438,126 1,438,126 (a) A valuation was conducted of the memorabilia by Robert Broughton, an independent valuer as at 31 May 2010, with the change recorded against the asset revaluation reserve, net of future tax. 10. Other Financial Assets NON CURRENT Interest rate break benefit Shares: - in subsidiaries at cost - in unlisted dairy processor at cost - in unlisted other corporations at cost Total shares 22(a) 22(a) 35 512,622 655,327 512,622 655,327 1,723,246 594 1,723,246 594 40,973,832 50 36,843,898 50 1,723,840 1,723,840 40,973,882 36,843,948 2,236,462 2,379,167 41,486,504 37,499,275 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 11. Interest in Subsidiaries Country of Incorporation Shares as a percentage 2012 (%) 2011 (%) Contribution to Consolidated Profits 2012 2011 A$ A$ Parent Entity: The Van Diemen's Land Company United Kingdom n/a n/a (2,298,062) 2,860,783 Subsidiaries: The Van Diemen's Land Company - Dairies Pty Ltd Tasman Farmdale Pty Ltd Tasman Farms Pty Ltd Australia Australia Australia 100 100 100 100 100 100 (1,815,956) 2,184,409 - 1,257,505 4,101,983 - (1,929,609) 8,220,271 Notes Consolidated 2012 2011 A$ A$ Parent Entity 2012 2011 A$ A$ 12. Property, Plant and Equipment Land, buildings & improvements (Directors' valn) Plant & equipment (cost less acc. depreciation) (a) (b) (a) Land, buildings & improvements at Directors' valn Capitalised projects not complete at cost less accumulated depreciation 168,228,718 4,142,563 162,950,000 3,269,469 135,628,718 3,779,548 126,300,000 3,006,815 172,371,281 166,219,469 139,408,266 129,306,815 166,824,192 1,404,526 - 158,734,040 4,215,960 - 134,224,192 1,404,526 - 122,084,040 4,215,960 - 168,228,718 162,950,000 135,628,718 126,300,000 The basis of the independent valuation of land, buildings and improvements is fair market value based on existing use. The farms were valued by the Directors at 31 May 2012 based on an independent valuation prepared by Mr David D Johnston (A.A.P.I.) of Opteon Valuers dated 30 April 2012 and effective for 90 days. The increase was recorded against the asset revaluation reserve, net of future tax. The Company’s policy is to revalue the land and buildings up to three years apart. The properties were last valued at 31 May 2011 but the Directors determined it prudent to revalue the assets again this year. Rabobank Australia Limited holds a registered mortgage over the property, and a registered equitable mortgage over the asset. During April 2012 the Company entered into an agreement to sell the Mawbush property which completed in July 2012. The net proceeds receivable from the sale of A$1,954,938 have been reclassified as a current asset. (b) Plant & equipment at cost Capitalised projects not complete at cost less accumulated depreciation 36 9,230,522 (5,087,959) 6,772,288 961,259 (4,464,078) 8,046,373 (4,266,825) 5,765,904 961,259 (3,720,348) 4,142,563 3,269,469 3,779,548 3,006,815 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 12. Property, Plant and Equipment (continued) (c) Reconciliations – Reconciliations of the carrying amounts of property, plant and equipment at the beginning and at the end of the current financial year: Land, buildings & impovements A$ Consolidated Plant and equipment Total A$ A$ Land, buildings & impovements A$ Parent Entity Plant and equipment Total A$ A$ Year ended 31 May 2012 As at 1 June 2011, net of accumulated depreciation and impairment Additions Capitalised projects not complete Transferred to assets held for sale Disposals Revaluation Gain/(loss) on disposal Depreciation charge for the year 162,950,000 5,169,796 1,404,526 (1,954,938) 1,096,980 (437,646) 3,269,469 1,598,105 (24,237) 1,619 (702,393) 166,219,469 6,767,901 1,404,526 (1,954,938) (24,237) 1,096,980 1,619 (1,140,039) 126,300,000 5,118,571 1,404,526 3,192,042 (386,421) 3,006,815 1,420,340 (24,237) 1,619 (624,989) 129,306,815 6,538,911 1,404,526 (24,237) 3,192,042 1,619 (1,011,410) As at 31 May 2012, net of accumulated depreciation and impairment 168,228,718 4,142,563 172,371,281 135,628,718 3,779,548 139,408,266 Year ended 31 May 2011 As at 1 June 2010, net of accumulated depreciation and impairment Additions Capitalised projects not complete Disposals Revaluation Gain/(loss) on disposal Depreciation charge for the year 154,404,782 1,828,681 4,215,960 2,656,650 (156,073) 2,093,837 885,368 961,259 (16,591) (1,006) (653,398) 156,498,619 2,714,049 5,177,219 (16,591) 2,656,650 (1,006) (809,471) 118,619,782 1,414,867 4,215,960 2,172,313 (122,922) 1,813,610 814,579 961,259 (16,591) (1,006) (565,036) 120,433,392 2,229,446 5,177,219 (16,591) 2,172,313 (1,006) (687,958) As at 31 May 2011, net of accumulated depreciation and impairment 162,950,000 3,269,469 166,219,469 126,300,000 3,006,815 129,306,815 As at 31 May 2012 Cost or fair value Accumulated depreciation and impairment 168,228,718 - 9,230,522 (5,087,959) 177,459,240 (5,087,959) 135,628,718 - 8,046,373 (4,266,825) 143,675,091 (4,266,825) Net carrying amount 168,228,718 4,142,563 172,371,281 135,628,718 3,779,548 139,408,266 As at 31 May 2011 Cost or fair value Accumulated depreciation and impairment 162,950,000 - 7,733,547 (4,464,078) 170,683,547 (4,464,078) 126,300,000 - 6,727,163 (3,720,348) 133,027,163 (3,720,348) Net carrying amount 162,950,000 3,269,469 166,219,469 126,300,000 3,006,815 129,306,815 37 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 12. Property, Plant and Equipment (continued) (d) Cost model –The carrying value of land, buildings and improvements under the cost model as at 31 May 2012 would be A$50,378,517 for the Consolidated Group and A$32,715,942 for the Parent Entity. Notes Consolidated 2012 2011 A$ A$ Parent Entity 2012 2011 A$ A$ 6,958,552 270,839 589,484 4,829,697 12,807 815,171 2,777,804 214,333 508,406 1,864,191 79,069 598,000 7,818,875 5,657,675 3,500,543 2,541,260 54,197,490 334,740 225,876 54,197,490 334,740 225,876 322,091 - 300,398 - 322,091 11,531,342 300,398 13,629,781 54,854,321 526,274 66,385,663 14,156,055 141,092 670,257 45,625,758 141,092 316,568 141,092 670,257 45,461,933 141,092 316,568 811,349 46,083,418 811,349 45,919,593 13. Trade and other payables CURRENT Unsecured liabilities: Trade creditors GST clearing Other creditors 14. Interest Bearing Liabilities CURRENT Secured liabilities: Revolving credit facility - Rabobank Australia Ltd Equipment finance loans Unsecured liabilities: Parent - Tasman Farms Limited Controlled entity - Tasman Farmdale Ltd NON CURRENT Secured liabilities: Revolving credit facility - Rabobank Australia Ltd Parent - Tasman Farms Limited Equipment finance loans (a) 21(a) (a) 21(a) (a) The above liabilities are secured by a registered charge over the property and a registered equitable mortgage over the assets of the Company. In addition, the liabilities are secured by a cross guarantee, a registered charge over the property, and a registered equitable mortgage over the assets of subsidiary Tasman Farmdale Pty Limited. As at 31 May 2012 the Company was in breach of the interest banking covenant with Rabobank Australia Limited. Although a waiver has been received from Rabobank since year end, the technical provisions of IAS 1: Presentation of Financial Statements, require that the entire borrowings from Rabobank be classified as a current liability for these financial statements. The Rabobank All-in-one facility (Facility Agreement) was renewed on 25 June 2012 with a revised limit of A$60.55 million. On 14 August 2012, Rabobank agreed to waive the Interest Cover breach for the year ended 31 May 2012. The Facility Agreement was also amended on 14 August 2012 so that the Loan Conditions Review will take place on 31 October 2012, and thereafter every second year on the anniversary of that date. The facility expires on 30 November 2020. 38 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 Notes Consolidated 2012 2011 A$ A$ Parent Entity 2012 2011 A$ A$ 15. Provisions CURRENT Employee benefits: Provision for employee entitlements Other: Provision for audit fee 169,228 138,609 169,228 138,609 24,471 23,306 24,471 23,306 193,699 161,915 193,699 161,915 60 51 60 51 41,768,941 41,768,941 41,768,941 41,768,941 41,768,941 41,768,941 41,768,941 41,768,941 (a) Movement in paid up capital Beginning of the financial year Movement 41,768,941 - 32,187,925 9,581,016 41,768,941 - 32,187,925 9,581,016 End of the financial year 41,768,941 41,768,941 41,768,941 41,768,941 Number of employees at reporting date 16. Contributed Equity Paid up capital: Ordinary shares fully paid No. of shares No. of shares No. of shares No. of shares (b) Movement in Shares Beginning of the financial year Movement 88,274,688 - 75,500,000 12,774,688 88,274,688 - 75,500,000 12,774,688 End of the financial year 88,274,688 88,274,688 88,274,688 88,274,688 (c) Terms and Conditions of Contributed Equity Ordinary shares have the right to receive dividends as declared and, in the event of winding up the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company. (d) Capital Management When managing capital, the Company’s objective is to ensure the Company continues as a going concern as well as maintaining an optimal return to shareholders and benefits for other stakeholders. The Company also aims to maintain a capital structure that ensures the lowest cost of capital available to the entity. The debt leverage of the consolidated entity (Debt /Equity) as at the 31 May 2012 is 46.1% (2011: 38.5%). The consolidated entity aims to operate at a leverage ratio of between 25% and 50%. 39 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 Asset Revaluation Reserve A$ Consolidated Other Reserves Total A$ A$ Asset Revaluation Reserve A$ Parent Entity Other Reserves Total A$ A$ 17. Reserves As at 1 June 2010 73,628,203 1,313,332 74,941,535 54,013,753 1,313,332 55,327,085 Revaluation of land and buildings Revaluation of memorabilia 2,656,650 - - 2,656,650 - 2,172,313 - - 2,172,313 - Subtotal Deferred tax asset/(liability) on revaluation 2,656,650 (796,995) - 2,656,650 (796,995) 2,172,313 (651,694) - 2,172,313 (651,694) 75,487,858 1,313,332 76,801,190 55,534,372 1,313,332 56,847,704 Revaluation of land and buildings Revaluation of memorabilia 1,096,980 - - 1,096,980 - 3,192,042 - - 3,192,042 - Subtotal Deferred tax asset/(liability) on revaluation 1,096,980 (329,094) - 1,096,980 (329,094) 3,192,042 (957,613) - 3,192,042 (957,613) 76,255,744 1,313,332 77,569,076 57,768,801 1,313,332 59,082,133 As at 31 May 2011 As at 31 May 2012 Asset revaluation reserve The asset revaluation reserve is used to record increments and decrements in the value of non-current assets; it can only be used for distributions in limited circumstances. Other reserves (i) Surplus on landed estates - This reserve is used to record realised capital profits on landed estates. (ii) Capital reserve - This reserve records realised capital profits other than on landed estates. (iii) General reserve - This reserve contains amounts of realised profits, set aside by Directors for special projects. Notes Consolidated 2012 2011 A$ A$ Parent Entity 2012 2011 A$ A$ 18. Retained Profits/(Accumulated Losses) Retained profits/(accumulated losses) at the beginning of the financial year Net profit/(loss) attributable to the members of the Company Retained profits/(accumulated losses) at the end of the financial year 40 2,612,857 (3,155,638) (1,077,406) (3,039,788) (1,341,308) 5,768,495 (1,644,533) 1,962,382 1,271,549 2,612,857 (2,721,939) (1,077,406) THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 19. Segment Information The Company and its controlled entities operate in one geographical area, Australia, and operate as pastoralists and dairy farmers. 20. Related Parties Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated. Notes Consolidated 2012 2011 A$ A$ Parent Entity 2012 2011 A$ A$ (i) Ultimate Parent Entity Interest paid to ultimate parent entity Advance from ultimate parent entity Term loan from ultimate parent entity (a) (a) (a) 41,020 322,091 141,092 373,638 300,398 141,092 41,020 322,091 141,092 373,638 300,398 141,092 (ii) Wholly Owned Companies Income received from subsidiaries representing agistment, contracting, silage, management and licence fees. Livestock sold to subsidiaries Advance to subsidiaries Advance from subsidiaries (b) (b) (b) - - 11,134,878 721,687 5,555,965 11,531,342 8,011,466 5,839,650 13,629,781 (a) The ultimate parent entity has provided the above advance with no fixed repayment date. Interest is charged on the outstanding balance at commercial rates; refer Note 21(a). (b) Advances to/from subsidiaries have no fixed repayment date. No interest is charged on outstanding balances. The Van Diemen’s Land Company operates a combined borrowing facility on behalf of the group, and funds are advanced to or from subsidiaries as required to meet outstanding obligations and minimise the average cost of funds. The Van Diemen’s Land Company sold 700 heifers to Tasman Farmdale Limited during the year on normal commercial terms. There has been no impairment or write off of related party balances. 41 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 21. Financial Risk Management Objectives The Company’s principal financial instruments comprise bank loans, equipment finance loans, loans from the parent entity, and cash. The main purpose of these financial instruments is to raise finance for the Company’s operations. The Company has various other financial assets and liabilities such as trade receivables and trade payables, which arise directly from its operations. The main risks arising from the Company’s financial instruments are interest rate risk, liquidity risk, commodity price risk and credit risk. The Court of Directors reviews and agrees policies for managing each of these risks as summarised below. Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of measurement and the basis on which income and expenses are recognised, in respect of each class of financial asset, financial liability and equity instrument are disclosed in Note 1 to the financial statements. (a) Interest rate risk The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s debt facility where the interest rate has not been fixed. As at 31 May 2012 the Company had exposure to A$54,197,490 (2011: A$45,625,758) in borrowings with Rabobank Australia Limited. Through the use of specific arrangements within the banking facility, the Company has been able to fix a component of its debt obligations with Rabobank Australia Limited over a period of 3 to 5 years. The fixed components are: A$10 million over 4 years at a rate of 6.60% expiring 17 May 2013 and A$20 million over 5 years at a rate of 6.85% expiring 19 May 2014. The balance of the debt obligation is taken at the bank’s variable market rate, which at 31 May 2012 was $A24,197,490 at 6.65% (2011: A$5,625,758 at 7.35%). The weighted average interest rate on the fixed component of debt is 6.77% (2011: 6.63%) and on the total debt with Rabobank Australia Limited is 6.71% (2011: 6.71%). As at 31 May 2012, the Company had exposure to A$463,183 (2011: A$441,490) in borrowings from the parent entity (Tasman Farms Limited). This includes A$141,092 with a 1 year term at a fixed rate of 12%. The balance of the borrowings from the parent entity have no specific term and incur an interest rate of 0.5% above the bank variable rate, which at 31 May 2012 was 7.15% (2011: 7.75%). It is the policy of the Company to enter into derivative transactions, including interest rate swap contracts, in appropriate circumstances to manage interest rate risk. Other than those referred to above, the Company has no other derivative transactions in place. It is, and has been throughout the period under review, the Company’s policy that no trading in financial instruments be undertaken. (b) Commodity price risk The Company’s exposure to commodity price risk is primarily related to international milk commodity prices and United States manufacturing beef prices. (c) Credit risk The exposure at balance date to credit risk is limited to the carrying value of trade debtors and other receivables. Credit risk exposure is concentrated with the large milk and meat processors supplied by the Company’s Tasmanian farms; in particular Fonterra Australia (Bonlac Supply Company) Limited. This risk is minimised by monitoring receivable balances on an on-going basis to ensure all outstanding amounts are paid within a two week period. (d) Liquidity risk The Company’s objective is to maintain liquidity of funding through the use of bank loans and normal credit terms for its dairy and beef activities. 42 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 22. Financial Instruments (a) Net Fair Value The Company uses various methods in estimating the fair value of a financial instrument. The methods comprise: - Level 1: the fair value is calculated using quoted prices in active markets. - Level 2: the fair value is estimated using inputs other than quote markets included in Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices). - Level 3: the fair value is estimated using inputs for the asset or liability that are not based on observable market data. The fair value of the financial instruments as well as the methods used to estimate the fair value are summarised below: Consolidated Valuation technique: 2012 Quoted Market Price Level 1 A$ Financial Assets Unlisted shares Interest Rate Break Benefit 2011 Financial Assets Unlisted shares Interest Rate Break Benefit 594 594 A$ Market observable inputs Level 2 A$ 512,622 512,622 A$ 594 594 655,327 655,327 Non market observable inputs Level 3 A$ 1,723,246 1,723,246 A$ 1,723,246 1,723,246 Parent Valuation technique: Total A$ Quoted Market Price Level 1 A$ 1,723,840 512,622 2,236,462 A$ 1,723,840 655,327 2,379,167 50 50 A$ Market observable inputs Level 2 A$ 512,622 512,622 A$ 50 50 Non market observable inputs Level 3 A$ 655,327 655,327 A$ Total A$ 50 512,622 512,672 A$ - 50 655,327 655,377 For financial instruments not quoted in active markets, the Company uses valuation techniques such as present value techniques, comparison to similar instruments for which market observable prices exist and other relevant models used by market participants. These valuation techniques are both observable and unobservable market inputs. Financial instruments that use valuation techniques with only observable market inputs or unobservable inputs that are not significant to the overall valuation include interest rate swaps and interest rate break benefits. There were no transfers between Level 1 and Level 2 during the year. 43 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 22. Financial Instruments (continued) (b) Interest Rate Risk The following table sets out the carrying value by maturity, of the financial instruments exposed to interest rate risk: Weighted average interest rate % A$ <1 year A$ 1 - 5 years CONSOLIDATED - Year ended 31 May 2012 Financial Assets Cash assets 1.50% 443,783 Financial Liabilities Equipment finance loans Bank loans Parent - Tasman Farms Ltd A$ 5 - 10 years A$ >10 years A$ Total - - - 443,783 8.35% 6.71% 9.04% 334,740 54,197,490 322,091 670,257 141,092 - - 1,004,997 54,197,490 463,183 PARENT - Year ended 31 May 2012 Financial Assets Cash assets 4.83% 6,768 - - - 6,768 334,740 54,197,490 322,091 670,257 141,092 - - 1,004,997 54,197,490 463,183 44,301 - - - 44,301 8.16% 6.71% 9.11% 225,876 300,398 316,568 141,092 45,625,758 - - 542,444 45,625,758 441,490 PARENT - Year ended 31 May 2011 Financial Assets Cash assets 0.74% 44,301 - - - 44,301 225,876 300,398 316,568 141,092 45,461,933 - - 542,444 45,461,933 441,490 Financial Liabilities Equipment finance loans Bank loans Parent - Tasman Farms Ltd 8.35% 6.71% 9.04% CONSOLIDATED - Year ended 31 May 2011 Financial Assets Cash assets 0.74% Financial Liabilities Equipment finance loans Bank loans Parent - Tasman Farms Ltd Financial Liabilities Equipment finance loans Bank loans Parent - Tasman Farms Ltd 8.16% 6.71% 9.11% The other financial instruments of the Company not included in the above tables are non-interest bearing and therefore not subject to interest rate risk. 44 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 22. Financial Instruments (continued) (c) Sensitivity Analysis The Company has performed a sensitivity analysis relating to its exposure to interest rate risk at balance date. This sensitivity analysis demonstrates the effect on the current year results and equity which could result from a change in interest rates. As at 31 May 2012, assuming all other variables remain constant, the effect on profit/(loss) and equity as a result of changes in interest rate would be as follows: Consolidated Parent Entity Notes 2012 2011 2012 2011 A$ A$ A$ A$ Change in Profit/(Loss) Increase interest rate by 1% Decrease interest rate by 1% (245,195) 245,195 (59,561) 59,561 (245,195) 245,195 (57,623) 57,623 Change in Equity Increase interest rate by 1% Decrease interest rate by 1% (245,195) 245,195 (59,561) 59,561 (245,195) 245,195 (57,623) 57,623 The above interest rate sensitivity analysis has been performed based upon the assumption that all other variables remain unchanged and has only been applied to the portion of Company debt that is not fixed: refer Note 21(a). 23. Capital and Leasing Commitments Lease commitments under non cancellable operating leases: Not later than one year Later than one year and not later than two years Later than two years and not later than five years Greater than five years 36,596 35,896 98,294 41,250 39,539 33,215 82,999 68,750 36,596 35,896 98,294 41,250 39,539 33,215 82,999 68,750 212,036 224,503 212,036 224,503 Not later than one year Later than one year and not later than five years Greater than five years Less future finance charges 405,838 731,643 (132,484) 260,827 346,415 (64,798) 405,838 731,643 (132,484) 260,827 346,415 (64,798) Total finance lease commitments 1,004,997 542,444 1,004,997 542,444 Total operating lease commitments Lease commitments under non cancellable finance leases: 45 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2012 24. Commitments and Contingencies At balance date the Company had commitments for the purchase of an additional farm and livestock of A$3,993,000 and for projects underway of A$nil (2011: A$1,775,547). At balance date no contingencies existed (2011: A$nil). Pursuant to section 292(2) of the Corporations Act 2001, the controlled entities of the Company, being The Van Diemen’s Land Company – Dairies Pty Limited, Tasman Farmdale Pty Limited, and Tasman Farms Pty Limited, are not required to prepare financial statements. The income and balance sheet of each controlled entity are fully incorporated in the consolidated income statement and balance sheet of the consolidated Company as presented in these financial statements. 25. Economic Dependency The majority of the Company’s revenue is derived from Fonterra Australia (Bonlac Supply Company) Limited. 26. Subsequent Events During April 2012 the Company entered into an agreement to sell the Mawbush property owned by Tasman Farmdale Pty Limited and a separate agreement to purchase a dairy farm (including livestock) called Greenfields; at Togari, near Smithton. It is planned to manage the Greenfields farm in conjunction with the neighbouring property of Blackwood. The Mawbush property has been reclassified as a current asset and is recorded at the sale price less costs, refer Note 12. Dairy livestock has been reclassified as a current asset, refer Note 8. Both transactions have settled by the date of this report. The Rabobank All-in-one facility (Facility Agreement) was renewed on 25 June 2012 with a revised limit of A$60.55 million. On 14 August 2012, Rabobank agreed to waive the Interest Cover breach for the year ended 31 May 2012. The Facility Agreement was also amended on 14 August 2012 so that the Loan Conditions Review will take place on 31 October 2012, and thereafter every second year on the anniversary of that date. 46 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Statement of Interest Statement of Directors and Officers and their direct interest in the Company Shareholding as at 31 May 2012 31 May 2011 K G Sutton (Governor) E Gill M L Hampton M C Trousselot T H Westacott Appointed Director 6 January 2011 Appointed 6 January 2011 Appointed 4 March 2008 Appointed 25 February 2009 resigned 26 May 2010 reappointed 6 January 2011 Appointed 25 September 2009 The above shareholdings satisfy the requirements to be a director under the Royal Charter. 47 2 1 1 1 2 1 1 1 1 1 48
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