The One Hundred and Ninetieth Annual Report and Accounts of THE VAN DIEMEN’S LAND COMPANY ARBN 009 475 601 Established by Royal Charter 1825 2014 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Contents Company Information ____________________________________________ Directors' Report 5 ____________________________________________ Court of Directors K G Sutton (Governor) M L Hampton M C Trousselot T H Westacott J F Bennett Auditor’s Report 10 ____________________________________________ Managing Director T H Westacott Directors' Declaration 12 ____________________________________________ Company Secretary T J Breward Consolidated Statement of Profit or Loss and Other Comprehensive Income 13 ____________________________________________ Auditor Ernst & Young Melbourne 3000, Victoria Australia Governor's Report 3 ____________________________________________ Consolidated Statement of Financial Position 14 ____________________________________________ Bankers Rabobank Australia Limited Launceston 7250, Tasmania Australia Consolidated Statement of Cash Flows 15 ____________________________________________ Consolidated Statement of Changes in Equity 16 ____________________________________________ ANZ Banking Group Limited Melbourne 3000, Victoria Australia Solicitors Hunt & Hunt Hobart 7000, Tasmania Australia Notes to the Financial Statements 17 ____________________________________________ 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 Statement of Interest 44 ____________________________________________ Auditor’s Independence Declaration 45 ____________________________________________ 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 7 November 2014 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 5 November 2014 Results Announced Annual: October 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 am pleased to present the 2014 Annual Report to Shareholders for the Company’s 190th year. The overall result for The Van Diemen’s Land Company and Controlled Entities (‘the Group’ or ‘VDL’) was a total comprehensive income after tax of A$8.986 million and a net profit after tax of A$7.538 million. The much improved trading result followed a record milk price, fair seasonal conditions, increased production volumes, a focus on cost management and an increase in livestock carrying values. The Group achieved record production for the year to 31 May 2014 of 6.72 million kg of milk solids, an increase of 7.5% on 2013. This follows an increase of 8.5% in the year to 31 May 2013. The increase was achieved as our Newlands farm came on line, along with further improvements in farm practice, herd quality and an on-going pasture renovation program. The average milk price for the year for VDL was A$7.07 per kg of milk solids compared to A$5.09 paid in 2013, an increase of 38.9%. Total costs rose by 3.5% with a lift in farm working expenses of 3.7%, an increase in administrative expenses of 5.2%, a lift in depreciation expense of 17.7%, a lift in employee benefit expenses of 1.3% and a drop in finance costs of 0.3%. The lift in depreciation and employee benefit expenses reflects the movement of more of the larger farms from a share-farming to a managed arrangement where equipment and staff become a Group rather than a share farmer cost and the full year addition of Newlands, our latest dairy conversion. That movement from share farmed to managed operations also resulted in the share of the milk cheque going to the share farmer group dropping from 17.0% to 13.5% from the 2012/13 to 2013/14 financial years The growth in milk production was achieved at a reasonable margin, with an operating EBIT (excluding livestock valuation) of around A$1.38 per kg of milk solid, and EBITDA of around A$2.46 per kg of milk solid (including livestock valuation). The Group has continued to implement management and policy changes aimed at providing sustainable improvements in environmental practice, animal welfare, productivity and profitability. These initiatives, along with fixing the milk price for approximately 70% of the 2014/15 budgeted production early in the year and favourable seasonal conditions throughout 2014/15 thus far, have the Group forecasting a 6.0% lift in production and a similar EBIT (excluding livestock valuation) outcome in 2014/15. Valuation of Land and Buildings The Group farms were valued by the Directors at 31 May 2014 in accordance with Accounting Standards. Based on independent valuations received in conjunction with other advice, Directors have valued the Land and Buildings at A$179.2 million, up A$1.9 million on the prior year, albeit after the expenditure of A$0.8 million during 2013/14. Capital Initiatives The Group continues to seek to raise additional funding on acceptable terms to enable a significant expansion of its dairy farming activities at Woolnorth, and in preparation for that, is committed to simplifying the organisational structure, shareholding, and jurisdiction framework to get the business “investment ready”. Outlook Continuing production growth and lowering of production costs per kilogram of milk solids, on-going strengthening in management and information systems, and fixed milk prices, provide for a positive outlook for the Group. The Group continues to strengthen management, focus on operational improvements, health and safety, animal health and productivity, and plan for the continuing development of its properties. 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 2014 has started well and production as at 30 September 2014 is 10.8% above the previous corresponding period. For the full year we are forecasting a 6.0% lift in milk production to 7.1 million kg of milk solids. Forecast production and productivity gains are underpinned by investments in existing dairy farms and the build-up from new conversions that occurred during the 2012/13 financial year. The new conversions, Newlands and Cape Barren, are currently milking 2,145 cows. 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 are expected to 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 continues to support long term firming of pricing for dairy products and productive agricultural land, albeit with considerable volatility from time to time. North West 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 Group continues to move towards realising the full potential of its current farms and has delivered improved productivity and profitability in 2014. The Group expects to deliver similar profitability in 2015 through a combination of continuing operational improvements, fixed milk pricing and business growth. The long term outlook for dairy farming remains positive although milk prices are expected to remain volatile in the near term. I welcome new staff and share farmers 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 Group improve its overall performance. In early 2014, the Chief Executive Officer, Michael Guerin resigned. I thank Michael for his contributions to the Group over the past two years. Trevor Westacott was appointed as Managing Director, providing valuable dairying experience to the Group and helping VDL management achieve real progress in 2014 and setting the course for another good year in 2015. Trevor and I both wish to acknowledge the significant support received from Directors and staff throughout the year. K G Sutton Governor Dated: 30 September 2014 4 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 2014. The names of the Directors in office at any time during, or since the end of the year are: K G Sutton M L Hampton M C Trousselot T H Westacott J F Bennett E Gill Governor Non Executive Director Non Executive Director Managing Director Non Executive Director - appointed 4 March 2014 Non Executive Director - resigned 21 November 2013 Directors have been in office since the start of the financial year to the date of this report, unless otherwise stated. The disclosures in relation to Directors’ remuneration and shareholdings are detailed in Note 6 and on page 44. Directors’ Profiles: Keith Sutton (BCA) – Governor of The Van Diemen's Land Company and Chairperson of Tasman Farms Limited. Keith Sutton of Wellington, New Zealand is a Director of Sutton McCarthy Limited, Chairperson of Taranaki Investment Management Limited, a member of the Maori Trustee Advisory Board and a Director of Wellington International Airport Limited, Gough Group Limited, Sealord Group Limited, Wools of New Zealand Limited and OSPRI New Zealand 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, resigned as a Director effective 21 November 2013 and at that time was the Chairperson of TSB Bank Ltd, a Director of Taranaki Investment Management Limited and a past Director of Radio Works. 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, My State Limited and Mather Foundation. Miles has also served as a Director of a number of companies including Forestry Tasmania, and Australian Pharmaceutical Industries Limited. Michael Trousselot BCom – 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 perpetual investment fund. Michael has held finance, general manager and CEO 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. 5 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. Trevor Westacott, of Victoria was 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. He has also previously been the Managing Director of one of Australia’s largest dairy cattle veterinary practices. Trevor was appointed Managing Director on 24 March 2014. Jane Bennett – Director of The Van Diemen's Land Company and Tasman Farms Limited and Member of the Audit and Risk Committee. Jane Bennett, of Tasmania, spent 18 years working with her family to build Ashgrove Cheese, a successful dairy processing business established in a paddock on the family farm in Elizabeth Town in northern Tasmania. In February 2011 Jane stepped down from the helm of the business to become a non-executive Director in a range of businesses including the Australian Broadcasting Corporation, CSIRO, Australian Farm Institute, Tasmanian Ports Corporation and Nuffield Australia. Jane is a Member and past Chair of the Tasmanian Food Industry Advisory Council and a Member of the Brand Tasmania Council. Jane was named the 2010 Tasmanian Telstra Business Woman of the Year and 1997 Australian ABC Rural Women of the Year. In 2008 Jane did a Nuffield Farming Scholarship studying the Role of Regionality in the Marketing and Branding of Food. In addition to her work in the family business, Jane has a range of experience in industry advisory bodies for food, agriculture, education and training and in rural and regional economic development. Jane was appointed as a Director on 4 March 2014. Principal Activities The principal continuing activity of the Group is pasture based farming, which in the year under review was primarily dairying and activities to support dairying, with only a nominal amount of beef and sheep activities. Operating Results The operating result of the Group for the financial year was total comprehensive income after tax of A$8.986 million and net profit after tax of A$7.538 million. Record production of 6.72 million kilograms of milk solids was 7.5% ahead of the preceding year. The Group remained the largest supplier of milk in Australia. Review of Operations A review of the Group operations during the financial year and the results of those operations are as follows: Dairy Operations The Group milked 18,090 cows on 25 farms having a total effective area of 7,009 hectares for total production in the year ended 31 May 2014 of 6.72 million kilograms of milk solids (kgMS) (2013: milked 18,558 cows on 24 farms having a total effective area of 7,229 hectares for production of 6.22 million kgMS). The Group average farm gate milk price for the year ended 31 May 2014 was A$7.07 per kgMS, an increase of 38.9% from A$5.09 per kgMS for the year ended 31 May 2013. 6 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 10.8% above last year due to the good cow condition at calving, improved productivity, and a larger proportion of our herd autumn calving. The Group’s milk processor announced its opening price for the 2014/15 season at approximately A$5.80 per kgMS. However as the Group has already fixed the bulk of its expected 2014/15 milk production, further volatility in the farm gate milk price will have a limited impact on the Group’s 2015 operating revenues. Dairy Support The Group runs a dedicated dairy support unit, which provides supplementary feed and agistment services on land not presently used for milking cows. This allows the dairy units to focus solely on milking cows whilst allowing the Group to be partially self-contained for agistment and supplement. This unit will continue to reduce the dependence of the Group on external sources of supplement production and agistment services. 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 Court establishes the Group’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 Group to the Managing Director. The Court has the obligation to protect and enhance the value of the assets of the Group. It achieves this through the approval of appropriate corporate strategies, 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. The composition and terms of reference of the Court, the Governor, Sub Committees and the Managing Director are reviewed periodically by the Court. The Governor regularly assesses the effectiveness of the Court and its Committees. The Governor of the Court, with the assistance of the Managing Director, establishes the agenda for each Court of Directors Meeting. The Group currently has one formally constituted Audit and Risk Committee. Court Operations and Membership The Court currently comprises five Directors: a Non-Executive Governor, one Managing Director and three Non-Executive Directors. The Royal Charter sets out policies and procedures on the operation of the Court, including the appointment and removal of Directors. 7 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Directors' Report (continued) 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) M Trousselot J Bennett 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 Group. The Group has paid premiums to insure each Director of the Group, 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 Group, other than conduct involving a wilful breach of duty in relation to the Group. Dividends The Directors have declared an unfranked dividend of 2.832 cents per share, payable to shareholders on 15 May 2015 (2012/13: nil). Directors’ Benefits Since 31 May 2014 no Director of the Group has received or become entitled to receive a benefit (other than a remuneration benefit included in Note 6 to the financial statements) because of a contract made by the Group 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 21. After Balance Date Events The Rabobank loan has been classified as a current liability as the Company debt facilities were subject to annual review within twelve months of 31 May 2014 whereby the Company did not have an unconditional right to defer repayment of the facility for a period of more than one year from balance date. Subsequent to 31 May 2014 the Company completed the annual review with Rabobank and the debt facilities were confirmed in writing on 25 September 2014. The facility expires on 30 November 2016 and the next review date is 30 November 2015. The Australian Government has confirmed its intention of lowering the company tax rate to 28.5% from 1 July 2015. However for companies with a taxable income over $5m this will be offset by a proposed 1.5% Paid Parental Leave levy. In accordance with AASB 112 Income Taxes, this announcement will not impact the 2014 financial statements as the legislation to reduce the company tax rates was not enacted by 31 May 2014. We note that the legislation has not been passed by both Houses of Parliament at the date these financial statements have been authorised for issue. Apart from the above, the Directors are not aware of any significant events since the end of the reporting period. 8 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Directors' Report (continued) Options No options over issued shares or interests in the Group 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 Group or intervene in any proceedings to which the Group is a party for the purpose of taking responsibility on behalf of the Group for all or any part of those proceedings. The Group was not party to any such proceedings during the year. Auditor Ernst & Young continue as the auditor of the Group. 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 45. 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 7 November 2014 commencing at 1.00 pm Signed by order of the Court on 30 September 2014. K G Sutton Governor T H Westacott Managing Director 9 )( )) 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, the Directors of the Company declare that: 1. 2. The financial statements and notes set out on the following pages are in accordance with the Corporations Act 2001 and: a. comply with Accounting Standards which, as stated in accounting policy Note 1 to the financial statements, constitutes compliance with International Financial Reporting Standards (IFRS); and b. give a true and fair view of the financial position as at 31 May 2014 and of the performance for the year ended on that date of the Consolidated Group. In the Directors’ opinion there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. Signed by order of the Court on 30 September 2014. K G Sutton Governor T H Westacott Managing Director 12 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Consolidated Statement of Profit or Loss and Other Comprehensive Income for the year ended 31 May 2014 Notes 3 Consolidated Group 2014 2013 A$ A$ 52,017,966 39,168,080 5,522,883 (5,663,541) (2,996,248) (3,946,481) 54,544,601 29,558,058 3 244,972 763,537 4 4 4 (30,383,546) (1,557,990) (1,713,186) (6,335,966) (3,997,922) (29,298,754) (1,480,336) (1,455,490) (6,251,446) (4,009,646) 10,800,963 (12,174,077) (3,262,466) 4,017,851 7,538,497 (8,156,226) 2,067,866 (620,360) - Total other comprehensive income for the year 1,447,506 - Total comprehensive income/(loss) for the year 8,986,003 (8,156,226) Profit/(loss) for the year attributed to: Members of the parent entity 7,538,497 (8,156,226) Total comprehensive income/(loss) for the year attributed to: Members of the parent entity 8,986,003 (8,156,226) Sales revenue Net increase/(decrease) in value of livestock Dairy livestock purchases at cost 4 Gross profit Other revenue from continuing operations Farm working expenses Administration expenses Depreciation expense Employee benefit expenses Finance costs Profit/(loss) before income tax Tax (expense)/income 5 Profit/(loss) for the year Other Comprehensive Income Increase/(decrease) in asset revaluation reserve Tax effect of other comprehensive income 18 18 The accompanying notes form part of these financial statements. 13 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Consolidated Statement of Financial Position as at 31 May 2014 Notes CURRENT ASSETS Cash Trade and other receivables Livestock and inventories Other 7 8 9 10 Consolidated Group 2014 2013 A$ A$ 134,307 8,330,829 8,360,489 36,759 8,923 4,437,074 6,668,905 996,987 16,862,384 12,111,889 19,352 183,517,144 29,610,723 1,438,126 319,200 181,754,634 24,662,747 1,438,126 Total non current assets 214,585,345 208,174,707 TOTAL ASSETS 231,447,729 220,286,596 9,262,037 63,899,764 388,828 8,371,649 1,592,585 282,790 73,550,628 10,247,024 509,416 35,948,342 65,520,716 32,065,516 36,457,758 97,586,232 TOTAL LIABILITIES 110,008,386 107,833,256 NET ASSETS 121,439,343 112,453,340 41,768,941 78,534,651 1,135,751 41,768,941 77,087,145 (6,402,746) 121,439,343 112,453,340 Total current assets NON CURRENT ASSETS Financial assets Property, plant and equipment Livestock and inventories Memorabilia 11 12 9 10 CURRENT LIABILITIES Trade and other payables Borrowings Provisions 13 14 15 Total current liabilities NON CURRENT LIABILITIES Borrowings Deferred tax liability 14 17 Total non current liabilities EQUITY Issued capital Reserves Retained profits/(losses) 16 18 19 TOTAL EQUITY The accompanying notes form part of these financial statements. 14 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Consolidated Statement of Cash Flows for the year ended 31 May 2014 Notes Consolidated Group 2014 2013 A$ A$ CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers Payments to suppliers and employees Interest received Dividends received Finance costs 45,591,350 (38,395,156) 1,860 185 (4,303,125) 34,918,928 (38,134,386) 2,302 62,160 (3,789,851) 2,895,114 (6,940,847) 26,349 (1,412,963) 4,317,253 (2,996,248) 2,051,490 2,353,710 (10,965,954) 3,842,192 (3,946,481) (65,609) (6,665,043) Advance from/(to) Tasman Farms Limited Equipment financing Repayment of equipment financing Drawdown/(repayment) of Rabobank facility Advance from/(to) Fonterra Australia (Bonlac Supply Company) Limited (1,602,557) 470,664 (705,844) (866,384) - 1,472,296 792,839 (510,665) 9,693,161 1,723,399 Net cashflows from/(to) financing (2,704,121) 13,171,030 Net increase/(decrease) in cash held Cash at the beginning of the year 125,384 8,923 (434,860) 443,783 134,307 8,923 7 Net cashflows from/(to) operating CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from sale of property, plant and equipment Proceeds from sale of investments Purchase of property, plant and equipment Dairy stock sale proceeds Dairy stock purchase costs Net cashflows from/(to) investing CASH FLOWS FROM FINANCING ACTIVITIES Cash at the end of the financial year 7 The accompanying notes form part of these financial statements. 15 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Consolidated Statement of Changes in Equity for the year ended 31 May 2014 Issued Capital Asset Revaluation Reserve A$ A$ Other Reserves Retained Earnings Total A$ A$ A$ CONSOLIDATED GROUP Balance as at 1 June 2012 41,768,941 76,255,744 1,313,332 1,271,549 120,609,566 - (481,931) - (8,156,226) 481,931 (8,156,226) - 41,768,941 75,773,813 1,313,332 (6,402,746) 112,453,340 - 1,447,506 - 7,538,497 - 7,538,497 1,447,506 41,768,941 77,221,319 1,313,332 1,135,751 121,439,343 Profit/(loss) for the year Other comprehensive income/(loss) Balance as at 31 May 2013 Profit/(loss) for the year Other comprehensive income/(loss) Balance as at 31 May 2014 The accompanying notes form part of these financial statements. 16 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements for the year ended 31 May 2014 The consolidated financial statements and notes represent those of The Van Diemen’s Land Company and its controlled entity, Tasman Farmdale Pty Limited as a group (the “Consolidated Group”). To simplify administration, during the year the assets and liabilities of subsidiaries: The Van Diemen’s Land Company – Dairies Pty Limited and Tasman Farms Pty Limited were transferred to the parent and these subsidiaries were deregistered. 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 parent company of The Van Diemen’s Land Company holding 98.42% of the ordinary shares. It is incorporated in New Zealand. 1. Statement of Significant Accounting Policies Basis of Preparation These general purpose financial statements have been prepared in accordance with the Corporations Act 2001, Australian Accounting Standards and interpretations of the Accounting Standards Board. The Consolidated Group is a for-profit entity for financial reporting purposes under Australian Accounting Standards. Compliance with Australian Accounting Standards as issued by the Australian Accounting Standards Board ensures that the financial statements and notes also comply with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board. These financial statements are prepared on a going concern basis the validity of which is dependent on the future budgets being met and funding being available. The Directors are satisfied the business is a going concern and sufficient funding facilities are available for the forthcoming financial year. The financial statements, except for cash flow information, have been prepared on an accruals basis using historical costs, modified where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities. The following change in Accounting Policy took place during the year: AASB 13 (IFRS 13): Fair Value Measurement – This standard applied from 1 June 2013. It establishes a single source of guidance for determining the fair value of assets and liabilities. AASB 13 does not change when an entity is required to use fair value, but rather, provides guidance on how to determine fair value and when fair value is required or permitted. It also expands the disclosure requirements for all assets and liabilities carried at fair value. The following Accounting Standards issued or amended which are applicable to the Consolidated Group but not yet effective, have not been adopted for the annual reporting period ended 31 May 2014: AASB Amendment Affected Standard(s) Nature of change to accounting policy 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 AASB 2013-3 Amendments to AASB 136 - Recoverable Amount Disclosures for Non-Financial Assets The impact of this change has not yet been determined. 01-Jan-14 01-Jun-14 AASB 1031 Materiality The impact of this change has not yet been determined. 01-Jan-14 01-Jun-14 AASB 2009-11 AASB 9: Financial Instruments The impact of this change has not yet been determined. 01-Jan-15 01-Jun-15 AASB 9 Financial Instruments The impact of this change has not yet been determined. 01-Jan-18 01-Jun-18 17 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 2014 1. Statement of Significant Accounting Policies (continued) The material accounting policies adopted by the Consolidated Group in the preparation of the financial statements are presented below and have been consistently applied unless stated otherwise. (a) Principles of Consolidation The consolidated financial statements incorporate the assets, liabilities and results of entities controlled by The Van Diemen's Land Company at the end of the reporting period. A controlled entity is any entity over which The Van Diemen's Land Company has the power to govern the financial and operating policies so as to obtain benefits from its activities. Where controlled entities have entered or left the Consolidated Group during the year, the financial performance of those entities is included only for the period of the year that they were controlled. A list of controlled entities is contained in Note 22 to the financial statements. All inter-company balances and transactions between entities in the Consolidated Group have been eliminated on consolidation. (b) Income Tax The income tax (expense)/income for the year comprises current income tax (expense)/income and deferred tax (expense)/income. Current income tax (expense)/income charged to profit or loss is the tax payable on taxable income. Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be paid to or recovered from 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. 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 profit or loss. 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. 18 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 2014 1. Statement of Significant Accounting Policies (continued) (c) Fair Value of Assets and Liabilities The Consolidated Group measures some of its assets and liabilities at fair value on either a recurring or non-recurring basis, depending on the requirements of the applicable Accounting Standard. Fair value is the price the Consolidated Group would receive to sell an asset or would have to pay to transfer a liability in an orderly (ie unforced) transaction between independent, knowledgeable and willing participants at the measurement date. As fair value is a market-based measure, the closest equivalent observable market pricing information is used to determine fair value. Adjustments to market values may be made having regard to the specific characteristics of the specific asset or liability. The fair value of assets and liabilities that are not traded in an active market are determined using one or more valuation techniques. These valuation techniques maximise, to the extent possible, the use of observable market data. To the extent possible, market information is extracted from either the principal market for the asset or liability (ie the market with the greatest volume and level of activity for the asset or liability) or, in the absence of such a market, the most advantageous market available to the Consolidated Group at the end of the reporting period (ie the market that maximises the receipts from the sale of the asset or minimises the payments made to transfer the liability, after taking into account transaction costs and transport costs). For non-financial assets, the fair value measurement also takes into account a market participant’s ability to use the asset in its highest and best use or to sell it to another market participant that would use the asset in its highest and best use. The fair value of liabilities and the Consolidated Group’s own equity instrument (excluding those related to share-based payment arrangements) may be valued, where there is no observable market price in relation to the transfer of such financial instrument, by reference to observable market information where such instruments are held as assets. Where this information is not available, other valuation techniques are adopted and, where significant, are detailed in the respective note to the financial statements. (d) 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 2014 less estimated costs of sale. Under IFRS 13 the Consolidated Group has split the livestock valuation by potential market. Calves and yearling heifers are 35% export quality and have been valued as such. 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 2015. (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 Consolidated Group. 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. (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. (e) Property, Plant and Equipment Each class of property, plant and equipment is carried at cost or fair value as indicated less, where applicable, any accumulated depreciation and impairment losses. Property Properties included in the financial statements are carried at their fair value as a combination of assets (being the amount for which the combination of assets could be exchanged between knowledgeable willing parties in an arm’s-length transaction), based on periodic, but at least triennial, valuations by external independent valuers, less accumulated depreciation for buildings. 19 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 2014 1. Statement of Significant Accounting Policies (continued) 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 recognised in profit or loss. 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. Plant and Equipment Plant and equipment is measured on the cost basis and therefore carried at cost less accumulated depreciation and any accumulated impairment losses. In the event the carrying amount of plant and equipment is greater than the estimated recoverable amount, the carrying amount is written down immediately to the estimated recoverable amount and impairment losses are recognised; either in profit or loss or as a revaluation decrease if the impairment losses relate to a revalued asset. A formal assessment of recoverable amount is made when impairment indicators are present (refer Note 1(i) for details of impairment of assets). Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Consolidated Group and the cost of the item can be measured reliably. All other repairs and maintenance are recognised as expense in profit or loss in the financial period in which they are incurred. Depreciation The depreciable amount of all fixed assets, including buildings but excluding freehold land, is depreciated on a straight-line basis over the asset’s useful life to the Consolidated Group commencing from the time the asset is held ready for use. The depreciation rates used for buildings ranges between 2.5% and 5% and for plant and equipment between 6.67% and 25%. Depreciation rates have not changed significantly from the previous year. The assets’ residual values are reviewed and adjusted if appropriate, at the end of each reporting period. An asset’s carrying value is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount. Gains or losses on disposals are determined by comparing proceeds with the carrying amount. These gains or losses are recognised in profit or loss when the item is derecognised. When revalued assets are sold, amounts included in the revaluation surplus relating to that asset are transferred to retained earnings. Development Expenditure Development expenditure on items resulting in a future benefit to the Consolidated Group is capitalised. (f) Memorabilia Memorabilia included in the financial statements were valued by the Directors at 31 May 2014 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. (g) 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 profit or loss on a straight line basis over the lease term. 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 2014 1. Statement of Significant Accounting Policies (continued) (h) Financial Instruments Initial Recognition and Measurement Financial assets and financial liabilities are recognised when the entity becomes a party to the contractual provisions of the instrument. For financial assets, this is equivalent to the date that the company commits itself to either purchase or sell the asset (ie trade date accounting is adopted). Financial instruments are initially measured at fair value plus transaction costs, except where the instrument is classified “at fair value through profit or loss”, in which case transaction costs are recognised as expenses in profit or loss immediately. Classification and Subsequent Measurement Financial instruments are subsequently measured at fair value, amortised cost using the effective interest method, or cost. Where available, quoted prices in an active market are used to determine fair value. In other circumstances, valuation techniques are adopted. Amortised cost is calculated as the amount at which the financial asset or financial liability is measured at initial recognition less principal repayments and any reduction for impairment, and adjusted for any cumulative amortisation of the difference between that initial amount and the maturity amount calculated using the effective interest method. The effective interest method is used to allocate interest income or interest expense over the relevant period and is equivalent to the rate that exactly discounts estimated future cash payments or receipts (including fees, transaction costs and other premiums or discounts) through the expected life (or when this cannot be reliably predicted, the contractual term) of the financial instrument to the net carrying amount of the financial asset or financial liability. Revisions to expected future net cash flows will necessitate an adjustment to the carrying amount with a consequential recognition of an income or expense item in profit or loss. The group does not designate any interest in subsidiaries, associates or joint venture entities as being subject to the requirements of Accounting Standards specifically applicable to financial instruments. Accordingly, such interests are accounted for on a cost basis. i. Financial assets at fair value through profit or loss Financial assets are classified at “fair value through profit or loss” when they are held for the purpose of short-term profit taking, derivatives not held for hedging purposes, or when they are designated as such to avoid an accounting mismatch or to enable performance evaluation where a group of financial assets is managed by key management personnel on a fair value basis in accordance with a documented risk management or investment strategy. Such assets are subsequently measured at fair value with changes in carrying amount being included in profit or loss. ii. Loans and receivables Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and are subsequently measure at amortised cost. Gains and losses are recognised in profit or loss through the amortisation process and when the financial asset is derecognised. iii. Held-to-maturity investments Held-to-maturity investments are non-derivative financial assets that have fixed maturities and fixed or determinable payments, and it is the Consolidated Group’s intention to hold these investments to maturity. They are subsequently measured at amortised cost. Gains and losses are recognised in profit or loss through the amortisation process and when the financial asset is derecognised. iv. Available-for-sale investments Available-for-sale investments are non-derivative financial assets that are either not capable of being classified into other categories of financial assets due to their nature or they are designated as such by management. They comprise investments in the equity of other entities where there is neither a fixed maturity nor fixed determinable payments. They are subsequently measured at fair value with any re-measurements other than impairment losses and foreign exchange gains and losses recognised in other comprehensive income. When the financial asset is derecognised, the cumulative gain or loss pertaining to that asset previously recognised in other comprehensive income is reclassified into profit or loss. 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 2014 1. Statement of Significant Accounting Policies (continued) Available-for-sale financial assets are classified as non-current assets then they are not expected to be sold within 12 months after the end of the reporting period. All other available-for-sale financial assets are classified as current assets. v. Financial Liabilities Non-derivative financial liabilities other than financial guarantees are subsequently measured at amortised cost. Gains or losses are recognised in profit or loss through the amortisation process and when the financial liability is derecognised. Impairment At the end of each reporting period, the Consolidated Group assesses whether there is objective evidence that a financial asset has been impaired. A financial asset (or a group of financial assets) is deemed the be impaired if, and only if, there is objective evidence of impairment as a result of one or more events (a “loss event”) having occurred, which has an impact on the estimated future cash flows of the financial asset(s). In the case of available-for-sale financial assets, a significant or prolonged decline in the market value of the instrument is considered to constitute a loss event. Impairment losses are recognised in profit or loss immediately. Also, any cumulative decline in fair value previously recognised in other comprehensive income is reclassified into profit or loss at this point. In the case of financial assets carried at amortised cost, loss events may include: indications that the debtors or a group of debtors are experiencing significant financial difficulty, default or delinquency in interest or principal payments; indicators that they will enter bankruptcy or other financial reorganisation; and changes in arrears or economic conditions that correlate with defaults. For financial assets carried at amortised cost (including loans and receivables), a separate allowance account is used to reduce the carrying amount of financial assets impaired by credit loss. After having taken all possible measures of recovery, if management establishes that the carrying amount cannot be recovered by any means, at that point the written-off amounts are charged to the allowance account or the carrying amount of impaired financial assets is reduced directly if no impairment amount was previously recognised in the allowance account. When the terms of financial assets that would otherwise have been past due or impaired have been renegotiated, the Consolidated Group recognises the impairment for such financial assets by taking into account the original terms as if the terms have not been renegotiated so that the loss events that have occurred are duly considered. Financial Guarantees Where material, financial guarantees issued that require the issuer to make specified payments to reimburse the holder for a loss it incurs because a specified debtor fails to make payment when due are recognised as financial liabilities at fair value on initial recognition. The fair value of financial guarantee contracts has been assessed using the probability-weighted discount cash flow approach. The probability has been based on: • • • the likelihood of the guarantee party defaulting in the next reporting period; the proportion of the exposure that is not expected to be recovered due to the guarantee party defaulting; and the maximum loss exposure if the guarantee party were to default. Financial guarantees are subsequently measured at the higher of the best estimate of the obligation in accordance with AASB 137: Provisions, Contingent Liabilities and Contingent Assets and the amount initially recognised less, when appropriate, cumulative amortisation in accordance with the AASB 118: Revenue. Where the entity gives guarantee in exchange for a fee, revenue is recognised under AASB 118. Derecognition Financial assets are derecognised when the contractual rights to receipt of cash flows expire or the asset is transferred to another party whereby the entity no longer has any significant continuing involvement in the risks and benefits associated with the asset. Financial liabilities are derecognised when the related obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability extinguished or transferred to another party and the fair value of consideration paid, including the transfer of non-cash assets or liabilities assumed, is recognised in profit or loss. 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 2014 1. Statement of Significant Accounting Policies (continued) (i) Impairment of Assets At the end of each reporting period, the Consolidated Group assesses whether there is any indication that an asset may be impaired. The assessment will include considering external sources of information and internal sources of information, including dividends received from subsidiaries, associated or jointly controlled entities deemed to be out of pre-acquisition profits. If such an indication exists, an impairment test is carried out on the asset by comparing the recoverable amount of the asset, being the higher of asset’s fair value less costs to sell and value in use to the asset’s carrying amount. Any excess of the asset’s carrying amount over its recoverable amount is recognised immediately in profit or loss, unless the asset is carried at a revalued amount in accordance with another Standard (eg in accordance with the revaluation model in AASB 116: Property, Plant and Equipment). Any impairment loss of a revalued asset is treated as a revaluation decrease in accordance with that other Standard. Where it is not possible to estimate the recoverable amount of an individual asset, the Consolidated Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. Impairment testing is performed annually for goodwill and intangible assets with indefinite lives. (j) Foreign Currency Transactions and Balances The Consolidated Group’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. (k) Employee Benefits Provision is made for the Consolidated Group's liability for employee entitlements arising from services rendered by employees to balance date. Employee entitlements expected to be settled within 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 Consolidated Group to employee superannuation funds in accordance with Superannuation Guarantee Legislation and are charged as expenses when incurred. (l) 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. (m) 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. 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 2014 1. Statement of Significant Accounting Policies (continued) (n) 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. Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities, which are recoverable from or payable to the Australian Taxation Office, are presented as operating cash flows included in receipts from customers or payments to suppliers. (o) Trade and Other Receivables Trade receivables are recognised and carried at original invoice amount less a provision for impairment. An estimate for impairment 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. (p) 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 profit or loss when liabilities are derecognised as well as through the amortisation process. (q) Trade and Other Payables Trade payables and other payables represent the liabilities for goods and services received by the Consolidated Group that remain unpaid at the end of the reporting period. The balance is recognised as a current liability with the amounts normally paid within 45 days of the recognition of the liability. (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) Borrowing Costs Borrowing costs are amortised over the lower of the life of the loan or five years. (t) Derivative Financial Instruments On occasions the Consolidated Group 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 Consolidated 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 Consolidated 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. (u) Comparative Figures Where required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial year. 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 2014 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 determined the valuation after consideration of a range of factors, including external valuations, status of land clearance approvals and relevant market transactions. The Directors’ valuation is $179,160,000 as at 31 May 2014. The prior year valuation was based on a valuation of each individual farm. The external valuation considered a portfolio valuation compared to a farm by farm valuation methodology. More information concerning the valuation is contained in Note 12 to the financial statements. Recovery of deferred tax assets Deferred tax assets are recognised for deductible temporary differences and tax losses to the extent that management considers that it is probable that future taxable profits will be available to utilise those temporary differences and tax losses. More information concerning this issue can be obtained from Notes 5 and 17 to the financial statements. Livestock valuations All livestock is valued annually at balance date. The Directors have based their valuation on an appraisal undertaken by Roberts Limited. More information concerning this issue is contained in Note 9 to the financial statements. 25 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2014 2014 A$ 2013 A$ 2. Parent Information The following information has been extracted from the books and records of the parent and has been prepared in accordance with Australian Accounting Standards: Statement of Financial Position ASSETS Current assets Non current assets 16,862,317 211,511,697 12,707,539 220,449,648 Total assets 228,374,014 233,157,187 LIABILITIES Current liabilities Non current liabilities 120,613,086 20,449,827 57,286,811 86,390,563 Total liabilities 141,062,913 143,677,374 EQUITIES Contributed equity Reserves Retained profits/(losses) 41,768,941 59,494,428 (13,952,268) 41,768,941 59,082,133 (11,371,261) 87,311,101 89,479,813 Total profit/(loss) (2,581,008) (8,649,317) Total comprehensive income/(loss) (2,168,714) (8,649,317) Total equity Statement of Profit or Loss and Other Comprehensive Income Guarantees The Van Diemen’s Land Company has not entered into any guarantees, in the current or previous financial years, in relation to the debts of its subsidiaries. Contingent liabilities There were no contingent liabilities as at 31 May 2014. Capital commitments There were no capital commitments as at 31 May 2014. 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 2014 Notes Consolidated Group 2014 2013 A$ A$ 3. Revenue Sales Revenue - sale of goods and services 52,017,966 39,168,080 1,860 185 2,046 2,302 62,160 64,462 219,113 2,597 21,215 244,972 90,566 639,068 (11,780) (18,779) 763,537 52,262,938 39,931,617 Dairy livestock purchases at cost 2,996,248 3,946,481 Depreciation: - buildings - plant and equipment Total depreciation 693,328 1,019,858 1,713,186 527,429 928,061 1,455,490 Employee benefit expense 6,335,966 6,251,446 Finance costs: - foreign exchange loss - interest rate break cost - external parties finance costs Total finance costs 302,604 3,695,318 3,997,922 9,774 210,021 3,789,851 4,009,646 60,741 60,741 41,448 41,448 Other Revenue - Finance Revenue - interest from other corporations - dividends from other corporations - Sundry farm income - Foreign exchange gain - Gain on the disposal of shares - Gain/(loss) on the disposal of land and buildings - Gain/(loss) on the disposal of plant and equipment Sub total - other revenue Total revenue 4. Expenses Remuneration of auditor: - audit or review - other services Total payment to auditor 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 2014 Notes Consolidated Group 2014 2013 A$ A$ 5. Tax (expense)/income Current income tax (expense)/income Deferred tax (expense)/income (3,262,466) 1,463,883 2,553,968 Tax (expense)/income (3,262,466) 4,017,851 10,800,963 (12,174,077) Prima facie tax payable at income tax rate of 30% (2013: 30%) Add/(less) tax effect of: Non deductible items Movement in temporary differences 3,240,289 (3,652,223) 20,590 1,587 16,932 (382,560) Total income tax expense/(income) 3,262,466 (4,017,851) The prima facie tax on profit/(loss) from ordinary activities before income tax is reconciled to the income tax as follows: Accounting profit/(loss) before income tax Current income tax benefit/(expense) is based on the estimated taxable loss/(income) of the Consolidated Group for the current year. Tax effects relating to each component of other comprehensive income is shown as follows: 2014 Before tax amount A$ Tax (expense)/ benefit A$ 2013 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 2,067,866 (620,360) 1,447,506 Notes - - - Consolidated Group 2014 2013 A$ A$ 6. Key Management Personnel Compensation The totals of remuneration paid to key management personnel (KMP) of the Consolidated Group during the year are as follows: Short term employee benefits Post employment benefits Other long term benefits 918,629 - 934,310 - 918,629 934,310 All remuneration was paid by the parent entity to key management personnel. For details of other transactions refer to Note 21: Related Party Transactions. 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 2014 Notes Consolidated Group 2014 2013 A$ A$ 7. 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 134,307 8,923 7,538,497 (8,156,226) 1,713,186 (21,215) (2,597) 302,604 1,455,490 30,560 (639,068) 9,774 210,021 (3,893,755) 957,472 (7,142,153) (818,411) 892,985 3,262,463 106,038 143,415 (640,942) 2,555,902 3,199,385 (1,180,398) (4,017,851) 89,091 2,895,114 (6,940,847) 65,550,000 65,550,000 63,024,267 63,890,651 2,525,733 1,659,349 (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 (Profit)/loss on sale of property, plant and equipment (Profit)/loss on sale of investments 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 (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 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 2014 Consolidated Group 2014 2013 A$ A$ Notes 8. Trade and other receivables CURRENT Trade receivables Milk accrual and other receivables less provision for impairment 1,365,656 6,995,786 (30,613) 519,514 3,947,284 (29,724) 8,330,829 4,437,074 (a) The movement in the provision for impairment of receivables is as follows: Opening Balance Charge for the Year Amounts written off Closing Balance $ $ $ $ 2013 Trade and term receivables 29,724 - 2014 Trade and term receivables 29,724 4,416 - (3,527) 29,724 30,613 (b) The Consolidated Group has a significant concentration of credit risk with its major customer, Fonterra Australia (Bonlac Supply Company) Limited. The following table details the Consolidated Group’s trade and other receivables, with ageing and impairment provision. 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. Gross Amount A$ Past due and Impaired A$ Past due but Not Impaired (days overdue) <30 31-60 61-90 A$ A$ A$ >90 A$ Within Trade terms A$ 2013 Trade and term receivables Milk accruals and other 519,514 3,947,284 29,724 - 428,732 3,947,284 - 31,523 - 29,535 - 428,732 3,947,284 Total 4,466,798 29,724 4,376,016 - 31,523 29,535 4,376,016 2014 Trade and term receivables Milk accruals and other 1,365,656 6,995,786 30,613 - 1,295,817 6,995,786 - 13,068 - 30,574 - 1,295,817 6,995,786 Total 8,361,442 30,613 8,291,603 - 13,068 30,574 8,291,603 30 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 2014 Notes Consolidated Group 2014 2013 A$ A$ 9. Livestock and Inventories CURRENT At net market value: Dairy livestock - domestic market (4,392 head - 2013: 4,354 head) Sheep livestock (87 head - 2013: 1,038 head) Beef livestock (65 head - 2013: 431 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 - domestic market (21,367 head - 2013: 24,673 head) Dairy livestock - export market (3,520 head - 2013: nil) (a) Total at net market value 5,225,422 5,708 41,604 3,041,906 8,314,640 4,352,249 80,004 265,573 1,925,969 6,623,795 45,849 45,849 45,110 45,110 8,360,489 6,668,905 26,557,764 3,052,959 24,662,747 - 29,610,723 24,662,747 Livestock held for the export market has been valued using a different market in the current year, refer Note 1(d). Reconciliation of carrying amount: (a) Dairy Livestock Carrying value at beginning of period Sales at carrying value Purchases at carrying value 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 (d) 31 29,014,997 (7,272,318) 2,478,641 31,466,610 (7,786,428) 3,795,835 5,016,060 5,034,311 5,598,767 (3,495,331) 34,836,145 29,014,997 5,225,422 29,610,723 4,352,249 24,662,747 34,836,145 29,014,997 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 2014 Notes Consolidated Group 2014 2013 A$ A$ 9. Livestock and Inventories (continued) Reconciliation of carrying amount: (b) Sheep Livestock Carrying value at beginning of period Sales at carrying value Purchases at carrying value 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 80,004 (69,826) - 270,124 (212,809) - (1,106) 89,132 (3,364) (66,443) 5,708 80,004 265,573 (280,797) - 3,287,381 (4,011,790) 619,353 43,347 496,116 13,480 (125,487) 41,603 265,573 Carrying value at end of period (c) Beef Livestock Carrying value at beginning of period Sales at carrying value Purchases at carrying value 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 17,245 1,822 5,735 4,299 178 29,279 17,757 1,617 4,578 4,408 667 29,027 Attributed to: Current asset Non current asset Total dairy livestock 4,392 24,887 29,279 4,354 24,673 29,027 32 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 2014 Notes Consolidated Group 2014 2013 9. Livestock and Inventories (continued) # # (b) Sheep Livestock Breeding ewes Sale lambs Rams Total sheep livestock 45 16 26 87 952 58 28 1,038 (c) Beef Livestock Breeding cows Rising 1 year heifers Bulls, steers and trading cattle Total beef livestock 13 52 65 227 34 170 431 (d) In accordance with industry practice the Directors have classified 15% of the dairy livestock as current, ie A$5,225,422 (2013: A$4,352,249); representing a reasonable estimate of the portion of the dairy herd that will be sold during the next twelve months. (e) Fodder expensed during the year amounted to A$1,925,969 (2013: $1,906,281). Nature of Assets Beef cattle and sheep are run on the non dairying land on the Woolnorth property. The total number of beef cattle carried at 31 May 2014 has declined; this decline in numbers continues to reflect the changed focus of the dairy support operations. Large volumes of feed are conserved and utilised by the dairy operations. The dairy support operations also provide grazing for dairy cows both when wintered off the milking platforms and when it is appropriate to retain the dairy animal and place it back into an autumn calving pattern once in a suitable condition. Dairy cows are run on the Consolidated Group’s 25 dairy units. Replacement dairy heifers are run on the Heifer Block at Woolnorth and are managed as part of the Consolidated Group’s dairy support operations. The financial risk management strategy for livestock incorporates the above and the overall financial risk management strategy as outlined in Note 23. Valuation of Livestock and Fodder All livestock are valued annually at balance date. The Directors have based their valuation on an appraisal undertaken by Peter Townsend, Livestock Agent for Roberts Limited. All feed stocks are valued annually at balance date. The Directors have based their valuation on an appraisal undertaken by independent farm consultant Penny Williams. The Sharefarmers allocation of fodder on hand has been capitalised, in accordance with an agreement with each Sharefarmer. Livestock Numbers and Feed Reserves A stock audit process is used to tally: • • All livestock numbers are physically counted for all classes of stock; and All feed reserves, including testing for quality and adjustment of figures where wastage has occurred. 33 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2014 Notes Consolidated Group 2014 2013 A$ A$ 10. Other CURRENT Equity and finance raising costs Prepayments NON CURRENT Memorabilia (a) 36,759 936,928 60,059 36,759 996,987 1,438,126 1,438,126 (a) A valuation was conducted of the memorabilia by Robert Broughton, an independent valuer as at 31 May 2014, with the change recorded against the asset revaluation reserve, net of deferred tax. 11. Financial Assets NON CURRENT Interest rate break benefit Borrowing costs 24(a) Available for sale financial assets - shares in listed dairy processor at cost - shares in unlisted other corporations at cost Sub total - shares 24(a) 10,169 302,601 7,169 8,836 347 9,183 8,836 594 9,430 19,352 319,200 179,160,000 4,357,144 177,339,252 4,415,382 183,517,144 181,754,634 179,160,000 - 177,866,681 (527,429) 179,160,000 177,339,252 12. Property, Plant and Equipment Land, buildings & improvements (Directors' valuation) Plant & equipment (cost less accumulated depreciation) (a) (b) (a) Land, buildings & improvements at Directors' valuation less accumulated depreciation The Directors have determined the valuation after consideration of a range of factors, including external valuations, status of land clearance approvals and relevant market transactions. The Directors’ valuation is $179,160,000 as at 31 May 2014. The prior year valuation was based on a valuation of each individual farm. The external valuations were prepared by Opteon on a farm by farm basis and CBRE Australia both farm by farm and portfolio valuation, of the total land, buildings and improvements, and farm by farm valuation methodologies. The portfolio valuation resulted in a higher valuation than the farm by farm valuation methodology. 34 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2014 Consolidated Group 2014 2013 A$ A$ Notes 12. Property, Plant and Equipment (continued) (b) Plant & equipment at cost less accumulated depreciation 11,031,974 (6,674,830) 10,396,884 (5,981,502) 4,357,144 4,415,382 (c) Reconciliations – Reconciliations of the carrying amounts of property, plant and equipment at the beginning and at the end of the current financial year: Consolidated Group Land, buildings & impovements A$ Plant and equipment Total A$ A$ Year ended 31 May 2013 Balance as at 1 June 2012 Additions Disposals Gain/(loss) on disposal Depreciation charge for the year 168,228,718 9,649,743 (11,780) (527,429) 4,142,563 1,316,211 (96,552) (18,779) (928,061) 172,371,281 10,965,954 (96,552) (30,559) (1,455,490) Carrying amount at 31 May 2013 177,339,252 4,415,382 181,754,634 Balance as at 1 June 2013 Additions Disposals Gain/(loss) on disposal Revaluation increment/(decrement) Depreciation charge for the year 177,339,252 772,740 2,067,866 (1,019,858) 4,415,382 640,224 (13,409) 8,275 (693,328) 181,754,634 1,412,964 (13,409) 8,275 2,067,866 (1,713,186) Carrying amount at 31 May 2014 179,160,000 4,357,144 183,517,144 Year ended 31 May 2014 (d) Cost model –The carrying value of land, buildings and improvements under the cost model as at 31 May 2014 would be $59,587,608 (2013: A$59,834,726) for the Consolidated Group. 35 THE VAN DIEMEN'S LAND COMPANY AND CONTROLLED ENTITIES (ARBN: 009 475 601) Notes to the Financial Statements (continued) for the year ended 31 May 2014 Notes Consolidated Group 2014 2013 A$ A$ 13. Trade and other payables CURRENT Secured liabilities: Advance from Fonterra Australia (Bonlac Supply Company) Limited Unsecured liabilities: Trade creditors GST clearing Other creditors and accruals (a) 1,723,399 1,723,399 6,269,193 516,529 752,916 5,556,285 466,596 625,369 9,262,037 8,371,649 (a) Fonterra offered a short term interest free advance to all suppliers, secured against future milk payments. The advance is due to be repaid on 15 April 2015. 14. Borrowings CURRENT Secured liabilities: Revolving credit facility - Rabobank Australia Ltd Equipment finance loans Unsecured liabilities: Parent - Tasman Farms Limited NON CURRENT Secured liabilities: Revolving credit facility - Rabobank Australia Ltd Parent - Tasman Farms Limited Equipment finance loans (a) 63,024,267 542,575 1,000,000 592,585 21 332,922 - 63,899,764 1,592,585 509,416 62,890,651 1,935,479 694,586 509,416 65,520,716 (a) 21 (a) The above liabilities to Rabobank Australia Limited are secured by a registered charge over the farming properties and a registered equitable mortgage over the assets of the Consolidated Group. The Rabobank loan has been classified as a current liability as the Company debt facilities were subject to annual review within twelve months of 31 May 2014 whereby the Company did not have an unconditional right to defer repayment of the facility for a period of more than one year from balance date. Subsequent to 31 May 2014 the Company completed the annual review with Rabobank and the debt facilities were confirmed in writing on 25 September 2014. The facility expires on 30 November 2016 and the next review date is 30 November 2015. 36 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 2014 Notes Consolidated Group 2014 2013 A$ A$ 15. Provisions CURRENT Employee benefits: Provision for employee entitlements Other: Provision for audit fee 328,087 257,731 60,741 25,059 388,828 282,790 95 77 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 - 41,768,941 - End of the financial year 41,768,941 41,768,941 Number of employees at reporting date 16. Issued Capital Paid up capital: Ordinary shares fully paid No. of shares No. of shares (b) Movement in shares Beginning of the financial year Movement 88,274,688 - 88,274,688 - End of the financial year 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 Van Diemen’s Land 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 Van Diemen’s Land Company. (d) Capital Management When managing capital, the Consolidated Group’s objective is to ensure the Consolidated Group continues as a going concern as well as maintaining an optimal return to shareholders and benefits for other stakeholders. The debt leverage (Interest Bearing Debt/Equity excluding the Deferred Tax Liability) as at the 31 May 2014 is 40.9% (2013: 46.4%). 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 2014 Opening Balance A$ Charged to Income A$ Charged to Equity A$ Closing Balance A$ 17. Deferred Tax Year ended 31 May 2013 Deferred tax liability on: Livestock, fodder and other Trade and other receivables Other financial assets Land, buildings, improvements and memorabilia Deferred tax asset offset 4,450,961 169,178 234,706 34,619,796 (3,391,274) (3,873,171) (79,463) (143,342) 1,601,635 (1,523,510) - 577,790 89,715 91,364 36,221,431 (4,914,784) Net deferred tax liability 36,083,367 (4,017,851) - 32,065,516 Deferred tax asset on: Trade and other payables Provisions Losses available Deferred tax asset offset 61,052 58,110 3,272,112 (3,391,274) (40,101) 26,727 1,536,884 (1,523,510) - 20,951 84,837 4,808,996 (4,914,784) - - - - Deferred tax liability on: Livestock, fodder and other Trade and other receivables Other financial assets Land, buildings, improvements and memorabilia Deferred tax asset offset 577,790 89,715 91,364 36,221,431 (4,914,784) 334,782 (89,715) 10,657 136,392 2,870,350 620,360 - 912,572 102,021 36,978,183 (2,044,434) Net deferred tax liability 32,065,516 3,262,466 620,360 35,948,342 Deferred tax asset on: Trade and other receivables Trade and other payables Provisions Losses available Deferred tax asset offset 20,951 84,837 4,808,996 (4,914,784) 9,184 6,133 31,811 (2,917,478) 2,870,350 - 9,184 27,084 116,648 1,891,518 (2,044,434) - - - - Total deferred tax assets Year ended 31 May 2014 Total deferred tax assets 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 2014 Consolidated Group Other Reserves Total A$ A$ 76,255,744 1,313,332 77,569,076 (688,473) 206,542 - (688,473) 206,542 75,773,813 1,313,332 77,087,145 Revaluation increment/(decrement) Tax effect of the above 2,067,866 (620,360) - 2,067,866 (620,360) Sub total 1,447,506 - 1,447,506 77,221,319 1,313,332 78,534,651 Asset Revaluation Reserve A$ 18. Reserves As at 1 June 2012 Revaluation surplus on assets sold transferred to retained earnings Tax effect of the above As at 31 May 2013 As at 31 May 2014 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 Group 2014 2013 A$ A$ 19. Retained Profits/(Accumulated Losses) Retained profits/(accumulated losses) at the beginning of the financial year (6,402,746) 1,271,549 - 481,931 Net profit/(loss) attributable to the members of the Company 7,538,497 (8,156,226) Retained profits/(accumulated losses) at the end of the financial year 1,135,751 (6,402,746) Net gain on disposal of previously revalued assets (net of tax) 18 20. Segment Information The Consolidated Group operates in one geographical area, Tasmania, and operates as pastoralists and dairy farmers. 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 2014 21. Related Party Transactions Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated. Consolidated Group Notes 2014 2013 A$ A$ Advance from Tasman Farms Limited Trade receivable from Taranaki Investment Management Limited (a) 332,922 936,928 1,935,479 - (a) Tasman Farms Limited has provided the above loan with no fixed repayment date. No interest is charged on the outstanding balance; refer Note 23(a). There has been no impairment or write off of related party balances. 22. Controlled Entities Subsidiaries: The Van Diemen's Land Company - Dairies Pty Limited Tasman Farmdale Pty Limited Tasman Farms Pty Limited Notes Country of Incorporation (a) Australia Australia Australia (a) Percentage Owned (%) 2014 2013 100 - 100 100 100 (a) To simplify administration, during the year the assets and liabilities of subsidiaries (The Van Diemen’s Land Company – Dairies Pty Limited and Tasman Farms Pty Limited) were transferred to the parent and these subsidiaries were deregistered. 23. Financial Risk Management Objectives The Consolidated Group’s principal financial instruments comprise bank loans, equipment finance loans, advances from suppliers/customers and cash. The main purpose of these financial instruments is to raise finance for the Consolidated Group’s operations. The Consolidated Group 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 Consolidated Group’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 Consolidated Group’s exposure to the risk of changes in market interest rates relates primarily to the Consolidated Group’s debt facility where the interest rate has not been fixed. As at 31 May 2014 the Consolidated Group had exposure to A$63,024,267 (2013: A$63,890,651) in borrowings with Rabobank Australia Limited. The weighted average interest rate on the total debt with Rabobank Australia Limited is 5.25% (2013: 5.76%). A loan from Tasman Farms Limited exists as at 31 May 2014. No interest is payable by the Consolidated Group on this loan. It is the policy of the Consolidated Group to enter into derivative transactions, including interest rate swap contracts, in appropriate circumstances to manage interest rate risk. The Consolidated Group has no derivative transactions in place. It is, and has been throughout the period under review, the Consolidated Group’s policy that no trading in financial instruments be undertaken. 40 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 2014 23. Financial Risk Management Objectives (continued) (b) Commodity price risk The Consolidated Group’s exposure to commodity price risk is primarily related to international milk commodity prices, with secondary exposure to grain and fertiliser 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 supplied by the Consolidated Group’s Tasmanian farms; in particular Fonterra Australia (Bonlac Supply Company) Limited. This risk is minimised as receivable balances are received within 14 days of the month that the milk is supplied. (d) Liquidity risk The Consolidated Group’s objective is to maintain liquidity of funding through the use of bank loans and normal credit terms for its dairy activities. 24. Financial Instruments (a) Net Fair Value The Consolidated Group 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 Group Valuation Technique: 2013 Non Financial Assets Land and buildings Livestock Financial Assets Listed shares Interest Rate Break Benefit 2014 Non Financial Assets Land and buildings Livestock Financial Assets Listed shares Quoted prices in active Significant observable markets inputs (Level 1) (Level 2) A$ A$ Significant unobservable inputs (Level 3) A$ Total A$ - 177,339,252 29,360,573 206,699,825 - 177,339,252 29,360,573 206,699,825 8,836 8,836 594 302,601 303,195 - 9,430 302,601 312,031 - 179,160,000 34,883,457 214,043,457 - 179,160,000 34,883,457 214,043,457 8,836 8,836 347 347 - 9,183 9,183 For financial instruments not quoted in active markets, the Consolidated Group 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. 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 2014 24. 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: Interest* rate % CONSOLIDATED - Year ended 31 May 2013 Financial Assets Cash assets 1.16% Financial Liabilities Equipment finance loans 7.34% Bank loans 5.76% Parent - Tasman Farms Ltd 0.00% CONSOLIDATED - Year ended 31 May 2014 Financial Assets Cash assets 0.00% Financial Liabilities Equipment finance loans 6.90% Bank loans 5.25% Parent - Tasman Farms Ltd 0.00% A$ <1 year A$ 1 - 5 years A$ 5 - 10 years A$ >10 years A$ Total 8,923 - - - 8,923 592,585 1,000,000 1,935,479 694,586 62,890,651 - - - 1,287,171 63,890,651 1,935,479 134,307 - - - 134,307 542,575 63,024,267 332,922 509,416 - - - 1,051,991 63,024,267 332,922 * weighted average interest rate The other financial instruments of the Consolidated Group not included in the above tables are non-interest bearing and therefore not subject to interest rate risk. (c) Sensitivity Analysis The Consolidated Group 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 2014, 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 Group Notes 2014 2013 A$ A$ Change in Profit/(Loss) Increase interest rate by 1% (630,242) (88,907) Decrease interest rate by 1% 630,242 88,907 Change in Equity Increase interest rate by 1% Decrease interest rate by 1% (630,242) 630,242 (88,907) 88,907 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 total Consolidated Group debt. 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 2014 Notes Consolidated Group 2014 2013 A$ A$ 25. 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 56,057 56,057 144,481 120,401 56,122 55,622 151,072 167,038 Total operating lease commitments 376,996 429,854 595,896 546,896 (90,801) 666,926 744,194 (123,949) 1,051,991 1,287,171 Lease commitments under non cancellable finance leases: Not later than one year Later than one year and not later than five years Less future finance charges Total finance lease commitments 26. Capital Commitments and Contingencies At balance date the Consolidated Group had no capital commitments (2013: A$nil). At balance date no contingencies existed (2013: A$nil). 27. Economic Dependency The majority of the Consolidated Group’s revenue is derived from Fonterra Australia (Bonlac Supply Company) Limited. 28. Subsequent Events The Rabobank loan has been classified as a current liability as the Company debt facilities were subject to annual review within twelve months of 31 May 2014 whereby the Company did not have an unconditional right to defer repayment of the facility for a period of more than one year from balance date. Subsequent to 31 May 2014 the Company completed the annual review with Rabobank and the debt facilities were confirmed in writing on 25 September 2014. The facility expires on 30 November 2016 and the next review date is 30 November 2015. The Australian Government has confirmed its intention of lowering the company tax rate to 28.5% from 1 July 2015. However for companies with a taxable income over $5m this will be offset by a proposed 1.5% Paid Parental Leave levy. In accordance with AASB 112 Income Taxes, this announcement will not impact the 2014 financial statements as the legislation to reduce the company tax rates was not enacted by 31 May 2014. We note that the legislation has not been passed by both Houses of Parliament at the date these financial statements have been authorised for issue. Apart from the above, the Directors are not aware of any significant events since the end of the reporting period. 43 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 Van Diemen’s Land Company Shareholding as at 31 May 2014 31 May 2013 K G Sutton (Governor) M L Hampton M C Trousselot T H Westacott J F Bennett E Gill Appointed Director 6 January 2011 Appointed 4 March 2008 Appointed 6 January 2011 Appointed 25 September 2009 Appointed 4 March 2014 Appointed 6 January 2011 resigned 21 November 2013 The above shareholdings satisfy the requirements to be a Director under the Royal Charter. 44 2 1 1 1 1 - 2 1 1 1 1 ,-
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