SLM103 AR2005 edit.indd
Transcription
SLM103 AR2005 edit.indd
Leaders in customer communication Salmat Annual Report 2005 www.salmat.com.au Annual Report 2005 It’s our 3,632 employees that help our customers grow A akesh A aron Adam Adam Adam Adam Adam Adam Adelina Adrian Adrian Adriana Adriana Adriana Adrienne Agnes Agnieszk a Ahmad Ai Aimee Al amjeet Al an Al an Al an Al an Al an Al an Al ana Al ana Albert Alecia Aleksandar Alexander Alexander Alexandra Alexandra Ali Ali Aliceson Alisha Alister All an All an All an All an All an Alwina Amada Aman Amanda Amanda Amanda Amanda Amanda Amanda Amanpreet Amelia Amelia Amie Amit Amna Amornrat Amruta Amy Amy Amy Amy Amy Andrea Andrew Andrew Andrew Andrew Andrew Andrew Anesha Angel a Angel a Angel a Angel a Angel a Angel a Angelina Angelita Angelo Anita-Jayne Ankit Ankur Ankush Ann Ann Ann Anna Anne Anne Anne Anne-Marie Annette Annette Annette Annette Annette Annette Annie Ann-Marie Anthony Anthony Anthony Anthony Anthony Anthony Antoinette Anton Antonio Antonio Antony Antony Arbrew Arcel Ari Ariana Armin Aron Arthur Arthur Arthur Asaf Ashik a Ashish Ashishkumar Ashleigh Ashley Ashley Ashley Ashley Ashmil Atama Athena Atill a Audrey Bach Bal a ji Balvinder Barbara Barbara Barbara Barbara Barbara Barbara Barkha Barry Barry Barry Bart Bartley Bassima Belinda Belinda Belinda Belinda Ben Ben Ben Benjamin Benjamin Benjamin Benjamin Benjamin Benjamin Bernadette Bernard Bernice Beth Bethany Betty Betty Betty Beverley Beverley Beverley Beverley Beverley Beverly Bianca Bolivuth Bonnie Boyd Bozena Bradley Bradley Bradley Bran Bree Brenda Brendan Brenden Bret Brett Brett Brett Brett Brett Brian Brian Brian Brian Brian Brian Bridget Bronwyn Brooke Brooke Brooke Bruce Bruce Bryan Cameron Cameron Cameron Cameron Campbell Candice Cara Carey Carl Carlie Carlo Carly Carly Carly Carmel Carmel Carmel Carol Carol Carol Carol Carol Carol Carole Caroline Carolyn Carolyn Carrissa Cassandra CASSANDRA Cassie Catherine Catherine Catherine Catherine Catherine Catherine Cathi CATHIE Cathrine Cathy Celso Charbel Charin Charisse Charles Charles Charlette Charlton Charmaine Chau Cheree Cherye Cheryl Cheryl Cheryl Chi Chintan Choeung Choun Chris Chris Chris Chris Chris Chris Christine Christine Christine Christine Christine Christine Christopher Christopher Christopher Christopher Christopher Christopher Christy Cl air Cl air Cl aire Cl are Cl are Cl ayton Clint Clinton Clive Coleen Colin Colin Colin Con Connie Connie Conrado Consuelo Cooper Corey Corina Corrine Corrine Courtney Coutney Craig Craig Craig Craig Craig Cui Cumarasamy Cynthia Dale Damian Damian Damian Damian Damien Damien Dan Dane Daniel Daniel DANIEL Daniel Daniel Daniel Daniel Daniel Daniel Danielle Danielle Danielle Danielle Danny Danyelle Darnell Darren Darren Darren Darren Dat David David David David David David Dayna Dean Dean Dean Dean Dean Debbie Debbie Debbie Debbie Debbie Deborah Deborah Deborah Debra Debra Deidre Demelza Denise Denise Denise Denise Denise Denise Diana Diana Diana Diane Diane Diane Diane Dianne Dianne Dianne Dilina Dimitrios Dimitrios Dina Ding Dinh Dinh Dion Dirk Dixie Dominic Donell a Donna Donna Donna Donna Dorothy Dorothy Dougl as Dragosl av Drew Duc Duc Duc Duc Dusica Duy Dyl an Ebonnie Eda Eddy Edmund Edward Edward El aine Elena Elesha Elise Elise Elisha Elissa Elizabeth Elizabeth Elizabeth Elizabeth Elizabeth Elizabeth Ellen Elmo Elvira Emelita Emily Emily Emily Emily Emily Emily Emma Emma Emma Emma Emma Ephraim Epi Eram Eric Eric Erica Erin Erin Estelita Estelle Esther Estrell a Eszter Eva Evan Evan Evangeline Evangeline Eve Evelyn Evelyn Fae Faimea Farah Farishta Fay Faye Faye Felicity Fennie Fian Fiona Fiona Fiona Fiona Fiona Fiona Fivien Florence Flour Foo Forbes Francine Francis Francis Frank Fred Froso Fulisia Gabriel Gabrielle Gagandeep Gai Gail Gail Gareth Garth Gary Gary Gavin Gavin Gavin Gavin Geeta Gemma Genevieve GENEVIEVE Geoffrey Geoffrey Geoffrey George George George George George Georgia Gerald Gerald Geraldine Gerard Giles Gina Giordano Giovanna Gitanjali Giuliano Gizell a Glen Glen Glenda Glenn Glenn Glenn Glenyce Gloria Gloria Gonul Gordon Gordon Grace Grace Graeme Graeme Graham Graham Graham Graham Grahme Grant Grant Graziell a Greg Gregory Gregory Gregory Gregory Gregory Gregory Greig Gunara j Guo Gur jeet Gurkipal Guy Hai Haines Hamish Hamish Hamish Hang Hanh Hannah Hariklia Harnett Hayden Hayley Hazel Heath Heath Heath Heather Heather Heather Heather Hel an Hel an Helen Helen Helen Helen Helen Helena HELENE Henry Hernando Hien Hing Hoai Hoang Hoang Hok Hollie Hong Hong Houda Howard Hsiu-Ju Hua Hung Iain Ian Ian Ian Ian Ian Ian Ilona Ilona Imogen Imogen Imtiaz Indumathi Inge Irena Irene Iris Isabelle Ishadi Jack Jackie Jaclyn Jacqueline Jacqueline Jacqueline Jacqueline Jada Jai Jaideep Jaime James James James James James James Jamie Jamil Jane Jane Jane Janelle Janelle Janelle Janet Janet Janette Janette Janice Janine Janita Jarosl av Jasmine Jasmine Jason Jason Jason Jason Jason Jason Jaspal Jasvinder Jasyn Jay Jayatissa JAYLENE Jayne Jean Jeanette Jeff Jeffrey Jeffrey Jeffrey Jeffrey Jeffrey Jenna Jennifer Jennifer Jennifer Jennifer Jennifer Jennifer Jennilyn Jenny Jenny Jeremy Jessica Jessica Jessica Jessica Jessie Jignesh Jill Jillian Jillian Jim Jing Joan Joan Joann Joanna Joanna Joanna Joanna Joanne Joanne Joanne Joanne Joanne Joanne Jo-Anne Jocelyn Jodi Jodi Jodie Jodie Jodie Jodie Jody Joe Joel Joel Joel Joell a Johanna Johanna Johanne John John John John John John Jonathan Jonathan Jonathon Jonathon Jong Jordon Jorg Joseph Joseph Joseph Joseph Joseph Josephine Josephine Joshua Joshua Joshua Joy Joy Joy Judith Judith Judith Judith Judith Judy Judy-Anne Julianne Julie Julie Julie Julie Julie Julie Julie-Ann Julieanne Julie-Anne Julijana Jun Jupinder JURISCA Justin Justin Justin Justin Jyotsna Kain Kandice Karen Karen Karen Karen Karen Karen Karl Karl a Karlene Karmen Karyn Karyn Kasey Kate Kate Kate Kate Kate Kate Katherine Kathleen Kathleen Kathleen Kathleen Kathryn Kathryn Kathy Katie Katie Katrina Katrina Kay Kaye Keith Keith Keith Kellie Kellie Kelly Kelly Kelvin Kenneith Kenneth Kenneth Kenneth Kenneth Kenneth Kenton Kerri Kerri-Ann Kerrie Kerry KERRY Kerry Kerry Kerry Kerryn Kerryn Kevan Kevin Kevin Kevin Kevin Kevin Kevin Khaled Khammay Khan Khurram Kilisimasi Kim Kim Kim Kim Kim Kim Kingsley Kirsten Kirstie Kirsty Kirsty Konelio Kosta Koul a Kris Kris Kriseida Krishna Kristian KRISTIE Kristina Kristy Krystal Krystal Kusum Kwok Kye Kylee Kylie Kylie Kylie Kylie Kym Kyrena Kyung Lai Laleshni Lark Larraine Laura Laura Lauren Lauren Lauren Leanne LEANNE Leanne Lee Lee Lee Leeon Leesa Lennie Lenore Leonardo Leonie Lepa Lesley Lesley Lesley Lincoln Linda Linda Linda Linda Linda Linda Lindy Lingling Linh Lisa Lisa Lissa Lissy Loan Lois Loraine Loren Lorna Lorna Lorrae Lorraine Lorraine LORRAINE Lorraine Lorraine Lou-anne Louise Louise Louise Louise Louise Lucia Lucien Lucille Lucy LUCY Luis Luke Luke Luke Luke Lyn Lyn Lyndelle Lynelle Lynette Lynette Lynette Lynette Lynette Lynette Lynne Lynne Lynne Lynnel Maadi Magdaline Mahalia Mahesh Mahesh Maheshwari Mahmoud Ma ja Malcolm Malcolm Malcolm Malisa Mandalena Mandi Mandy Maneesha MANISH Manish Marc Marcia Marcus Maree Maree Margaret Margaret Margaret Margaret Margaret Margaret Maria Maria Maria Maria Maria Maria Marianne Mariawati Marie Marie Marie Marie Marie-Cl aire Marie-Cl aude Marilou Marina Marinette Mario Mario Mario Marisa Mar jorie Mark Mark Mark Mark Mark Mark Marlene Martin Martin Martin Mary Mary Mary Mary Mary Mary (Kathy) Marylyn Masseh Mathew Matthew Matthew Matthew Matthew Matthew Matthew Maureen Max May Maynard Meera Megan Megan Megan Megan Mei Mel anie Mel anie Mel anie Mel annie Meletupou Melinda Melinda Melinda Melissa Melissa Melissa Melissa Melissa Melissa Mende Merle Michael Michael Michael Michael Michael Michael Michele Michelle Michelle Michelle Michelle Michelle Michelle Mihoko Mike Mike Mil an Milorad Min Miriam Miriam Mir jana Mir jana Mirosl av Ml aden Moana Moetetau Mohammad Mohammad Mohammed Monica Monique Monique Muralidharan Murat Murray Mursheduzzaman Muthukumar My My Myanh Nabil Nabileh Nadia Nakia Nancy Nancy Nandita Naomi Naomi Narayanapill ai Narda Narelle Narelle Nasreen Natalia Natalie Natalie Natalie Natalie Natalie Natasha Natasha Natasha Natasha Nathan Nathan Nathan Nathan Nathan Nathan Nathan Nattawut Nayana Neil Neil Nelly Nenita Nenita Neozsita Nerida Nestor Nhat Nichol as Nichol as Nichol as Nichol as Nick Nicol a Nicol a Nicole Nicole Nicole Nicole Nigel Nikki Nikol a Nikolce Nil adri Nilufa Nimal Ninosl av Nisha Nitin Noel Noell a Noelle Nora Nung Nyoman Odi Odile Olivera Olivia Olivia Olwyn Oscar Owen Owen Pablo Pablo Padma ja Padmanabha Pagona Pamel a PAMEL A Pamel a Pamel a Pamel a Patreece Patreece Patrica Patricia Patricia Patricia Patricia Patricia Patricia Patrick Patrick Patrick Patrick Patrick Patrizia Paul Paul Paul Paul Paul Paul Paul a Paul a Paul a Pauline Pauline Penny Perihan-Gamze Perry Perry Peta-Lee Peter Peter Peter Peter Peter Peter Peter Pham Pheona Philip Philip Philip Phillip Phillip Phoung Phuong Pil an Pimmie Ping Polliyanna Prabhath Prema Prinzio Pritpal Rachael Rachael Rachel Rachel Rachel Rachel Rachel Rachel Radhik a Rae RAEWYN Ra j Ra jan Ra jesh Ra jiv Ra jiv Ral jk Raluca Ran Randall Rangi Ravindra Ray Raymond Raymond Raymond Raymond Rebecca Rebecca Rebecca Rebecca Rebecca Rebek ah Reginald Renee Renee Renee Renee Renee Renee Reuben Reynaldo Rhiannon Rhonda Richard Richard Richard Richard Richard Richard Richmond Rick Ricky Ricky Rikie Rita Rita Robert Robert Robert Robert Robert Robert Roberto Robill ard Robin Robin Robin Robin Robyn Robyn Robyn Robyn Robyn Robyn Rodney Rodney Roger Rohan Rohit Romaine Roman Rona Ronald Ronald Ronald Ronald Ronda Ronda Rosa Roselin Rosemarie Rosemary Roshleen Rosie Rosie Ross Ross Ross Ross Ross Ross Rowena Rowena Rowena Rozario Rubin Russel Russel Russell Ruth Ruth Ruth Ryan Ryan Ryan Ryan Ryan Sabih Sabina Sabrina Sallie Sally SallyAnne Sam Sam Sam Sam Sam Samantha Samantha Samantha Samantha Samantha Samantha Samantha Samid Samuel Samuel Sandeep Sandra Sandra Sandra Sandra Sandra Sandra Sandra Sang Sarah Sarah Sarah Sarah Sarah Sarah Sarah-Jane Sau Savita Scott Scott Scott Scott Scott Scott Sean Sean Sean Sean Sean Sean Sebastian Seemanto Sengthong Sergio Serhat Ses Shahmayne Shams Shandell Shane Shane Shane Shane Shane Shane Shannon Sharen Sharen Sharna Sharna Sharnee Sharon Sharon Sharon Sharon Sharon Sharon Shashikanthsingh Shaun Shaun Shaun Shaun Shaun Shelley Shelley Shenelle Shengul Sheree Sheryl Sheryn Shirish Shirley Shirley Shirley Shona Shujaat Silvana Silvia Simon Simon Simon Simon Simon Simon Simone Simone Sinead Sisirak antha Sithy Sitqen Sitthichai Sl ava Solomon Sommer-Lee Son Son Sorin Sothimal ar Soumya Srbol jub Sribhamini Stacey Stacey Stanojk a Stephanie Stephanie Stephanie Stephen Stephen Stephen Stephen Stephen Stephen Stephine Steven Steven Steven Steven Steven Steven Su Su Subir Suellen Suialofa Sukhmani Sunanda Sunny Sunti Supriya Surapong Suresh Suresh Susan Susan Susan Susan Susan Susan Susuan Suzanne Suzanne Suzanne Suzanne Suzanne Suzanne w Sven Syed Syed Sylvia Tai Talei Tamie Tamillea Tammy Tan Tania Tania Tanya Tanya Tanya Tatijana Tausif Teau Ted Teerapat Teresita Terrence Terri Terri Terri-Anne Terry Tevita Thang Thanh ThanhHa Theresa Theresa Thi Thi Thi Thomas Thomas Thomas Thomas Thu Thuc Thuc Thuong Tiki Tim Timothy Timothy Timothy Timothy Timothy Tina Tina To Tobias Todd Todd Tong Toni Toni Toni Toul a Tracey Tracey Tracey Tracie Tracy Tracy Tracy Tran Trang Travel TRENT Trent Trevor Trevor Trevor Trevor Trevor Trevor Tri Tricia Trieu Trinh Trisha Trisha Tristan Troy Troy Trpa Trudy Trung Truong Tsi Tuan Tuyet Tuyet Tynan Umaid Van Vanessa Vatsal a Vera Veronica Vicki Vicki Victor Victoria Victoria Vijay Vikkie Vikramjit Vince Virginia Virginia Virpreet Vishal Vishal Vivian Viviek Vivien Vl adimir Vuong Wagma Waima Wali Walter Warren Warren Warren Warren Wasantha Wayne Wayne Wayne Wayne Wazi Wendy Wendy Wendy William Wilma Wilson Winton Xee Y Yan Ymma Yosef Yutao Yvette Zane Zania Zelia Zoe Zoe Zorro AI AIMEE AL AMJEET AL AN AL AN AL AN AL AN AL AN AL AN AL ANA AL ANA ALBERT ALECIA ALEKSANDAR ALEXANDER ALEXANDER ALEXANDRA ALEXANDRA ALI ALI ALICESON AMELIA AMELIA AMIE AMIT AMNA AMORNRAT AMRUTA AMY AMY AMY AMY AMY ANDREA ANDREW ANDREW ANDREW ANDREW ANDREW ANDREW ANESHA ANGEL A ANNE ANNE-MARIE ANNETTE ANNETTE ANNETTE ANNETTE ANNETTE ANNETTE ANNIE ANN-MARIE ANTHONY ANTHONY ANTHONY ANTHONY ANTHONY ANTHONY HISHKUMAR ASHLEIGH ASHLEY ASHLEY ASHLEY ASHLEY ASHMIL ATAMA ATHENA ATILL A AUDREY BACH BAL A JI BALVINDER BARBARA BARBARA BARBARA BARBARA BARBARA IN BENJAMIN BENJAMIN BERNADETTE BERNARD BERNICE BETH BETHANY BETTY BETTY BETTY BEVERLEY BEVERLEY BEVERLEY BEVERLEY BEVERLEY BEVERLY BIANCA BOLIVUTH N BRIAN BRIAN BRIDGET BRONWYN BROOKE BROOKE BROOKE BRUCE BRUCE BRYAN CAMERON CAMERON CAMERON CAMERON CAMPBELL CANDICE CARA CAREY CARL SSA CASSANDRA CASSANDRA CASSIE CATHERINE CATHERINE CATHERINE CATHERINE CATHERINE CATHERINE CATHI CATHIE CATHRINE CATHY CELSO CHARBEL CHARIN HRIS CHRIS CHRIS CHRIS CHRIS CHRISTINE CHRISTINE CHRISTINE CHRISTINE CHRISTINE CHRISTINE CHRISTOPHER CHRISTOPHER CHRISTOPHER CHRISTOPHER CHRISTOPHER O CONSUELO COOPER COREY CORINA CORRINE CORRINE COURTNEY COUTNEY CRAIG CRAIG CRAIG CRAIG CRAIG CUI CUMARASAMY CYNTHIA DALE DAMIAN DAMIAN IELLE DANNY DANYELLE DARNELL DARREN DARREN DARREN DARREN DAT DAVID DAVID DAVID DAVID DAVID DAVID DAYNA DEAN DEAN DEAN DEAN DEAN DEBBIE DEBBIE DIANE DIANE DIANE DIANE DIANNE DIANNE DIANNE DILINA DIMITRIOS DIMITRIOS DINA DING DINH DINH DION DIRK DIXIE DOMINIC DONELL A DONNA DONNA DONNA NE ELENA ELESHA ELISE ELISE ELISHA ELISSA ELIZABETH ELIZABETH ELIZABETH ELIZABETH ELIZABETH ELIZABETH ELLEN ELMO ELVIRA EMELITA EMILY EMILY EMILY EMILY EMILY NE EVANGELINE EVE EVELYN EVELYN FAE FAIMEA FARAH FARISHTA FAY FAYE FAYE FELICITY FENNIE FIAN FIONA FIONA FIONA FIONA FIONA FIONA FIVIEN FLORENCE FLOUR GAVIN GAVIN GAVIN GEETA GEMMA GENEVIEVE GENEVIEVE GEOFFREY GEOFFREY GEOFFREY GEORGE GEORGE GEORGE GEORGE GEORGE GEORGIA GERALD GERALD RIA GONUL GORDON GORDON GRACE GRACE GRAEME GRAEME GRAHAM GRAHAM GRAHAM GRAHAM GRAHME GRANT GRANT GRAZIELL A GREG GREGORY GREGORY HARIKLIA HARNETT HAYDEN HAYLEY HAZEL HEATH HEATH HEATH HEATHER HEATHER HEATHER HEATHER HEL AN HEL AN HELEN HELEN HELEN HELEN HELEN HELENA HELENE NA ILONA IMOGEN IMOGEN IMTIAZ INDUMATHI INGE IRENA IRENE IRIS ISABELLE ISHADI JACK JACKIE JACLYN JACQUELINE JACQUELINE JACQUELINE JACQUELINE JADA JAI JANINE JANITA JAROSL AV JASMINE JASMINE JASON JASON JASON JASON JASON JASON JASPAL JASVINDER JASYN JAY JAYATISSA JAYLENE JAYNE JEAN JEANETTE JEFF ICA JESSICA JESSICA JESSIE JIGNESH JILL JILLIAN JILLIAN JIM JING JOAN JOAN JOANN JOANNA JOANNA JOANNA JOANNA JOANNE JOANNE JOANNE JOANNE JOANNE HN JOHN JOHN JONATHAN JONATHAN JONATHON JONATHON JONG JORDON JORG JOSEPH JOSEPH JOSEPH JOSEPH JOSEPH JOSEPHINE JOSEPHINE JOSHUA JOSHUA NE JULIJANA JUN JUPINDER JURISCA JUSTIN JUSTIN JUSTIN JUSTIN JYOTSNA K AIN K ANDICE K AREN K AREN K AREN K AREN K AREN K AREN K ARL K ARL A K ARLENE K ARMEN INA K ATRINA K AY K AYE KEITH KEITH KEITH KELLIE KELLIE KELLY KELLY KELVIN KENNEITH KENNETH KENNETH KENNETH KENNETH KENNETH KENTON KERRI KERRI-ANN KERRIE KIM KIM KIM KIM KINGSLEY KIRSTEN KIRSTIE KIRSTY KIRSTY KONELIO KOSTA KOUL A KRIS KRIS KRISEIDA KRISHNA KRISTIAN KRISTIE KRISTINA KRISTY KRYSTAL KRYSTAL KUSUM ANNE LEE LEE LEE LEEON LEESA LENNIE LENORE LEONARDO LEONIE LEPA LESLEY LESLEY LESLEY LINCOLN LINDA LINDA LINDA LINDA LINDA LINDA LINDY LINGLING LINH LISA SE LOUISE LOUISE LUCIA LUCIEN LUCILLE LUCY LUCY LUIS LUKE LUKE LUKE LUKE LYN LYN LYNDELLE LYNELLE LYNETTE LYNETTE LYNETTE LYNETTE LYNETTE LYNETTE LYNNE LYNNE ANDI MANDY MANEESHA MANISH MANISH MARC MARCIA MARCUS MAREE MAREE MARGARET MARGARET MARGARET MARGARET MARGARET MARGARET MARIA MARIA RIO MARIO MARISA MAR JORIE MARK MARK MARK MARK MARK MARK MARLENE MARTIN MARTIN MARTIN MARY MARY MARY MARY MARY MARY (K ATHY) MARYLYN MASSEH MEL ANIE MEL ANIE MEL ANIE MEL ANNIE MELETUPOU MELINDA MELINDA MELINDA MELISSA MELISSA MELISSA MELISSA MELISSA MELISSA MENDE MERLE MICHAEL MICHAEL AM MIRIAM MIR JANA MIR JANA MIROSL AV ML ADEN MOANA MOETETAU MOHAMMAD MOHAMMAD MOHAMMED MONICA MONIQUE MONIQUE MURALIDHARAN MURAT NARDA NARELLE NARELLE NASREEN NATALIA NATALIE NATALIE NATALIE NATALIE NATALIE NATASHA NATASHA NATASHA NATASHA NATHAN NATHAN NATHAN NATHAN HOL AS NICK NICOL A NICOL A NICOLE NICOLE NICOLE NICOLE NIGEL NIKKI NIKOL A NIKOLCE NIL ADRI NILUFA NIMAL NINOSL AV NISHA NITIN NOEL NOELL A NOELLE NORA EL A PAMEL A PAMEL A PATREECE PATREECE PATRICA PATRICIA PATRICIA PATRICIA PATRICIA PATRICIA PATRICIA PATRICK PATRICK PATRICK PATRICK PATRICK PATRIZIA PAUL PAUL M PHEONA PHILIP PHILIP PHILIP PHILLIP PHILLIP PHOUNG PHUONG PIL AN PIMMIE PING POLLIYANNA PRABHATH PREMA PRINZIO PRITPAL RACHAEL RACHAEL RACHEL RACHEL ND RAYMOND RAYMOND RAYMOND REBECCA REBECCA REBECCA REBECCA REBECCA REBEK AH REGINALD RENEE RENEE RENEE RENEE RENEE RENEE REUBEN REYNALDO BERT ROBERT ROBERT ROBERTO ROBILL ARD ROBIN ROBIN ROBIN ROBIN ROBYN ROBYN ROBYN ROBYN ROBYN ROBYN RODNEY RODNEY ROGER ROHAN ROHIT ROMAINE SS ROSS ROSS ROWENA ROWENA ROWENA ROZARIO RUBIN RUSSEL RUSSEL RUSSELL RUTH RUTH RUTH RYAN RYAN RYAN RYAN RYAN SABIH SABINA SABRINA SALLIE SALLY NDEEP SANDRA SANDRA SANDRA SANDRA SANDRA SANDRA SANDRA SANG SARAH SARAH SARAH SARAH SARAH SARAH SARAH-JANE SAU SAVITA SCOTT SCOTT SCOTT HANE SHANE SHANE SHANE SHANE SHANNON SHAREN SHAREN SHARNA SHARNA SHARNEE SHARON SHARON SHARON SHARON SHARON SHARON SHASHIKANTHSINGH LVANA SILVIA SIMON SIMON SIMON SIMON SIMON SIMON SIMONE SIMONE SINEAD SISIRAK ANTHA SITHY SITQEN SITTHICHAI SL AVA SOLOMON SOMMER-LEE SON SON STEPHEN STEPHEN STEPHINE STEVEN STEVEN STEVEN STEVEN STEVEN STEVEN SU SU SUBIR SUELLEN SUIALOFA SUKHMANI SUNANDA SUNNY SUNTI SUPRIYA SURAPONG SYLVIA TAI TALEI TAMIE TAMILLEA TAMMY TAN TANIA TANIA TANYA TANYA TANYA TATIJANA TAUSIF TEAU TED TEERAPAT TERESITA TERRENCE TERRI TERRI TERRI-ANNE TERRY Y TIMOTHY TIMOTHY TIMOTHY TINA TINA TO TOBIAS TODD TODD TONG TONI TONI TONI TOUL A TRACEY TRACEY TRACEY TRACIE TRACY TRACY TRACY TRAN TRANG TRAVEL I TUAN TUYET TUYET TYNAN UMAID VAN VANESSA VATSAL A VERA VERONICA VICKI VICKI VICTOR VICTORIA VICTORIA VIJAY VIKKIE VIKRAMJIT VINCE VIRGINIA VIRGINIA NE WAYNE WAYNE WAYNE WAZI WENDY WENDY WENDY WILLIAM WILMA WILSON WINTON XEE Y YAN YMMA YOSEF YUTAO YVETTE ZANE ZANIA ZELIA ZOE ZOE ZORRO Contents 2 6 8 12 16 24 26 33 Financial Highlights Chairman’s Letter to Shareholders Joint Managing Directors’ Report Chief Financial Officer’s Report Summary of Operations Corporate and Social Responsibility Corporate Governance Annual Financial Report for the year ended 30 June 2005 82 Shareholder Information Financial Highlights A Year of Strong Growth Revenue up 24.7% Net profit after tax up 29.4% 30 500 24 400 29.4% 300 millions millions 24.7% 200 12 100 6 02 03 04 05 03 02 04 05 Dividends up 29.2% Earnings per share up 29.4% 20 25 29.4% 20 18 15 cents cents 18 10 6 5 3 03 04 29.2% 12 03 05 04 05 SLM: share price up 27.2% $6.00 $5.00 $4.00 27.2% $3.00 $2.00 $1.00 $0 Jul 03 Oct 03 Jan 04 Apr 04 Jul 04 Oct 04 Jan 05 Apr 05 Jun 05 Source: Australian Stock Exchange 2 Salmat Limited We Achieved our Goals Earnings per share up 29.4% Dividend up 29.2% Total shareholder return 30.9% Our goals for 2004/05 What we achieved Satisfactory shareholder returns Earnings per share up 29.4% Dividend up 29.2% Total shareholder return 30.9% Maintain market leadership in Targeted Media and Business Process Outsourcing Maintained market leadership in both businesses Achieve sufficient scale in Contact Centres to achieve positive EBITA Contact Centres EBITA $3.4 million Invest in new technology to enhance product and service offerings MarketDisk introduced by Targeted Media SalesForce acquisition gave us market leadership New call centre technology acquired Print on demand technology acquired BPO laser and mail platform refresh Make selective acquisitions which complement our business Acquired SalesForce Acquired NSW Government Printing Service Our goals for 2005/06 Continue to generate satisfactory shareholder returns Maintain market leadership in all three businesses Grow each business organically Continue to improve customer service through further investment in technology and new products Make acquisitions that extend our services and add shareholder value 2005 Annual Report 3 Who we are Salmat is Australia’s leading customer communication group. We facilitate our customers’ contact with their customers – through targeted advertising catalogue distribution; co-ordinating essential mailings, such as account statements; and telephone conversations. Over 26 years we have built a 3,600 strong team across 23 sites in Australia and internationally in New Zealand, Taiwan, the Philippines and Hong Kong. Our experience, together with our proprietary systems and technology and our strong customer relationships, secures Salmat’s position as Australia’s – and increasingly the region’s – leader in customer communication services. Our values At every level of our operation we work with three key values in mind: trust, leadership, and striving to provide proactive, flexible solutions. Trust is an integral part of our relationship with each customer, supplier, employee and shareholder. Our business thrives on the teamwork that results from everyone adhering to the value of trust – of being trusted to do what we say we will and to solve problems as they arise. Leadership is fostered throughout the organisation. This includes Salmat leading industry development, our managers striving to provide solid leadership for their teams, and our encouragement to all employees to involve themselves actively in community leadership initiatives. We proactively develop and deliver flexible solutions to keep companies in touch with their customers. It’s only by helping others’ businesses that we help our own to grow. 4 Salmat Limited Our Businesses Targeted Media Targeted Media delivers more than four billion advertising catalogues to homes throughout Australia and New Zealand each year. Detailed demographic analysis enables us to target the consumers most likely to buy particular products or services, helping our customers to gain greater value for their marketing spend and maximise sales. Business Process Outsourcing Business Process Outsourcing archives, processes, formats, prints and mails bank and credit card statements, accounts and other regular mailings on behalf of large companies and organisations. Our sophisticated technology delivers a costeffective, high-security service throughout the Asia-Pacific region from our facilities in Australia, Hong Kong, Taiwan and the Philippines. We have the ability to add customised messaging to the 570 million mail packs we process annually. Contact Centres Contact Centres is a leader in an essential form of customer communication: conversations. It handles inbound and outbound telephone, fax, email and online communications from facilities in Australia, New Zealand and the Philippines. Inbound services include technical support and customer care. Outbound services provide telemarketing, direct sales and customer retention. All this adds up to some 30 million conversations a year. “It is a measure of our expertise that six of the top ten Australian companies rely on Salmat for these services” 2005 Annual Report 5 Chairman’s Letter to Shareholders Salmat has been profitable in every one of New non-executive director appointed its 26 years. It has produced double digit I welcome Ian Elliot as a director. His earnings percentage increases each year since appointment in January 2005 again gives the its ASX listing in 2002, and, I’m pleased to board a majority of non-executive directors. say, continued this performance in 2005. We strive to ensure the company is managed The year was also one of significant in the best interests of all shareholders, achievements, which will help power the and I draw your attention to the corporate company’s continued growth. The company: governance section on pages 28 to 32 where made the most significant acquisition we detail particular efforts in this regard. in Salmat’s history, Looking ahead to 2006 achieved each of the key strategic goals In conclusion, 2005 was another year we set, and of significant achievement for Salmat. increased dividends and delivered We delivered on our promises of acquisitions, a satisfactory return to shareholders. growth and satisfactory shareholder returns. A successful year of strong earnings Salmat’s businesses continued to grow We now have three market leading businesses, all well positioned for future growth. organically, but added to this with acquisitions. Looking forward, our focus is to further Acquisition of the well-established SalesForce strengthen the market positions our call centre group in January 2005 contributed divisions enjoy. We have re-set goals for to a 24.7% increase in sales revenue to the 2005/06 financial year and these are $407.5 million in the year to 30 June 2005. detailed in the summary of operations. SalesForce and the NSW Government Printing A unique culture Service, which was acquired in April, are We value the contribution that each of our expected to make positive contributions to 3,632 employees makes to help our customers shareholder value from 2005/06 forward. grow and, in recognition, we’ve included the Pleasingly, profit after tax and earnings per share were both up 29.4% in the 2004/05 year. Profit after tax was $27.1 million, lifting earnings per share to 23.3 cents. Increased dividend lifts shareholder returns The fully franked final dividend of 9.0 cents brings dividends for the year to 15.5 cents fully franked, an increase of 29% over 2004. Total Shareholder Return was 31% for the year. first name of each of them on the opening pages of this report. Much of the company’s success is due to our great team of people at Salmat, and it is their unique team spirit and enthusiasm that will take us forward as a substantial and successful Australian company. I thank our management and staff for the energy, engagement and commitment they bring to Salmat, and thank our customers and shareholders for their continuing support. Good progress towards strategic goals At the outset of the year we set five key strategic goals, stating them in our last annual report. I am pleased to say we achieved each goal (see page 3). The most significant of these was the SalesForce Richard Lee acquisition. Now integrated with our Contact Chairman Centres business, it makes us the market leader in this field. 6 Salmat Limited “The SalesForce acquisition was the most significant in Salmat’s history” 2005 Annual Report 7 Joint Managing Directors’ Report Salmat’s earnings met our expectations, a ClientLogic, our joint venture call centre business satisfying outcome in a year when we realised in the Philippines, showed its potential with our strategic, financial and operational goals. its first full year profit. This excellent result Achievements in all divisions enabled the initial repayment of part of our loans to the business. It won a number of new The 29.4% increase in after tax profit maintains major US corporate clients and increased its the level of performance established in recent available seats by 58% to 2,500 with the years. A turnaround in profitability of our Contact opening of a new 800-seat call centre. Centres division, continued growth of Targeted Media, and steady earnings from Business Contact Centres achieves market leadership Process Outsourcing contributed to the result. The acquisition of SalesForce was a highlight of the year, making our Contact Centres division Management in each division succeeded in achieving significant progress. Targeted Media continued to grow organically and to strengthen advertising agency relationships. It delivered over four billion catalogues for the first time. Business Process Outsourcing (BPO) broadened its product range, particularly in the area of digital print-on-demand services, through the acquisition of the NSW Government Printing Service in April. This division also secured a five year, $40 million contract to provide statement processing services to a global credit and charge card company across Asia-Pacific, which will contribute to earnings in the 2006 financial year. Contact Centres division was transformed in January 2005 with the acquisition of SalesForce, one of Australia’s most dynamic and successful call centre and direct sales organisations. This has made Salmat the market leader with 2,300 seats. Contact Centres achieved positive EBITA in the first half and built on this in the second, achieving one of the strategic goals we set last year. 8 Salmat Limited the market leader in Australia and giving us a much stronger base on which to build. The division’s revenue more than doubled to $97.2 million as a result, converting earnings before interest, tax, amortisation and significant items (EBITA) to a positive $3.4 million from a negative $1.5 million the previous year. Integration is proceeding to plan. Financial systems and all key operations have been consolidated, and synergies have been as anticipated. SalesForce’s revenue of $53 million from 21 January was in line with our expectations. The division’s new business pipeline is the strongest we have ever seen, and recently we secured contracts that will add 90 seats in Sydney and triple the size of our New Zealand business. Contact Centres’ current average seat utilisation of its 2,300 seats is 60%, offering significant opportunities to increase both revenue and margins. Following the acquisition, inbound calls now represent 65% of business, which provides an acceptable mix. “It is a special team, with a team spirit that delivers great service for customers and consistent results for shareholders” Peter Mattick (left) and Philip Salter (right), Joint Managing Directors. 2005 Annual Report 9 Joint Managing Directors’ Report continued Investments in technology have widened We refreshed BPO’s laser printing and mail our product and service offering insertion equipment to provide additional Salmat’s competitive edge and continuing features and customer benefits, as well as growth depend on providing customers with lifting capacity and production speeds. superior solutions, services and products. We are investing in innovation to improve and extend the type of service and solutions that we offer. Ultimately this not only helps to strengthen our competitiveness, but to expand the size of the markets in which we compete. One example of our strategy to grow the market is our encouragement to shift advertisers toward direct media as other media becomes less effective. technology to every seat in our centres, which will enable us to increase productivity and improve customer service through intelligent message routing and other features. In another example of how we are enhancing our services through technology, our BPO division’s launch of virtual server, StreamServe has been well received. This allows a customer to bundle similar mail (such as MarketDisk in the first half of the year, a product dishonour letters) from different bank branches to boost Targeted Media’s relationships with onto our server for us to print and mail in advertising agencies by making it easier for one run, reducing costs within the customer’s them to work with us. This initiative has been branches and gaining bulk discounts. new business through advertising agencies. Agencies realise the growing cost-effectiveness of direct media. In 1990 placing commercials in five television shows could reach 80% of the audience. Now, with the plethora of channels and the advent of remote control, it takes commercials in 95 different television shows to reach the same audience. In contrast, we can influence that audience at a much lower cost to the advertiser than other media. We have the added advantage that independent research shows 50% of people are likely to visit a store as a result of receiving a catalogue from a retailer. Our acquisitions of SalesForce and the NSW Government Printing Service added strength to our technology platform, introduced new intellectual property, and broadened our ability to provide innovative solutions to our customers. They added new call centre technology and print-on-demand capabilities to our services mix. Salmat Limited now upgrading our world-leading Genesys To encourage this trend we introduced well received, assisting us to gain 80% of our 10 In the Contact Centres business we are These are just some of our initiatives to offer our customers ways to improve their business services and productivity. People are our most vital resource Salmat strives to maintain the values and team spirit that it has had from the outset. Our people, their ideas, and the high standards of service that they enthusiastically achieve underpin our growth. We are pleased to report that the 1,400strong SalesForce team comes to us with a similar heritage and culture. It has received more awards for excellence than any other call centre business in Australia and in 2004 gained the Best Employer Award in the well regarded Hewitt Best Employer Survey of Australian businesses. Kevin Panozza, the founder of SalesForce, now heads our merged Contact Centres business. We try to ensure our people enjoy their time at Focus areas for 2006 Salmat and we encourage them to contribute We are concentrating on generating ideas. Performance is recognised and rewarded. organic growth in each of our businesses Salmat continues to put significant emphasis in the 2005/06 year, but continue to and resources into training and developing seek suitable acquisition opportunities. the skills of our people, as well as creating an environment that allows them to give their best. We are well positioned for growth, with new products and services as well as strong new Our focus on quality sets us apart business pipelines, particularly in the BPO As part of our effort to maintain high quality and Contact Centres divisions. customer service, Salmat’s operations in Australia, New Zealand, the Philippines and Taiwan are certified to the International Standards Organisation’s 9001:2000 series. An internal team and independent audits ensure we comply with these rigorous standards. Salmat is fortunate to have a terrific team and strong cash flow to power us into these exciting opportunities. We thank all contributors to Salmat’s performance for their support and commitment. We use an Information Security Management System (ISMS) to identify, assess and rate information security risks systematically. This enables us to develop and implement Peter Mattick risk mitigation strategies, documentation and systems to deal with security issues and threats in a proven and methodical way. We foster a strong commitment to Occupational Health and Safety (OHS) that extends to not only our direct employees but also our large Philip Salter Joint Managing Directors associated workforce of contractors and visitors. Our comprehensive OHS management system is designed to identify and control hazards, and prevent injuries and incidents at work. Its ‘Salmat Safe’ focus is on achieving zero incidents of harm within the workplace. To ensure our processes are implemented to the highest standards, they are examined and certified by an external accreditation body and we employ a strong OHS team across our businesses. 2005 Annual Report 11 Chief Financial Officer’s Report Revenue increased Significant items contributed a net $2.1 million Group sales revenue increased 24.7% to to pre-tax earnings. On the positive side, $407.5 million in the year to 30 June 2005. following the turnaround in our ClientLogic joint venture we released provisions totalling Contact Centres was the main contributor to revenue growth with revenue up 128% to $97.2 million. Targeted Media’s 7.7% increase in catalogue volumes translated into a 9.3% increase in revenue. As anticipated, second half growth of 4.7% was lower than the 13.9% in the first half due to the exceptionally strong second half of 2004, when growth was 17.1%. $5.4 million against our loans to the business. $2 million of this was included in our first half accounts, with the balance in the second half. At year-end, the remaining provision against our loan to ClientLogic was $400,000. Partly offsetting this were a $2.2 million software writedown, and restructuring and integration costs. These related to the SalesForce and NSW Government Printing Service acquisitions BPO revenue grew by 9.0%. First half growth and the costs of closing our loss-making plastic was 3.7%, compared with 14.6% in the second wrapping operations in NSW and Victoria. half, which included the NSW Government Printing Service from April. Excluding this, revenue growth for the year was 6.8%. Profitability continues to improve Profit after tax was up 29.4% to $27.1 million, lifting earnings per share from 18c Tax Income tax was $11.3 million ($10.4 million in 2003-4), representing an effective tax rate of 29.5%. Strong cash flow generated to 23c. As anticipated, the SalesForce Operating cash flow rose 13.9% to a acquisition was earnings per share neutral strong $31.2 million. after goodwill amortisation of $1.2 million, interest and integration costs. Capital expenditure of $16 million was higher than the previous year, but within our target The net result was after an increase in range of 4.0 to 4.5% of sales. It mainly earnings before interest, tax, depreciation and related to purchase of equipment in the BPO amortisation (EBITDA) of 28.6% to $60.0 million. division to provide additional capacity for new contracts, both in Australia and in Asia. Depreciation increased by $4.4 million to $15.3 million, due mainly to a write down We spent $65 million on acquisitions, including in the value of software, the acquisition of $61 million paid to date for SalesForce, together SalesForce, and new equipment acquired by with the acquisition cost of the NSW Government the BPO division. Excluding depreciation, total Printing Service and other small acquisitions. EBITA grew by 24.9% to $44.7 million. 12 Salmat Limited “The group’s financial performance in the 2005 financial year was again strong with sales, profit and dividends increasing, and return on capital an impressive 33%.” from left to right: Paul Brennan (Group Financial Controller), Stephen Bardwell (Company Secretary) and Ashley Fenton (Chief Financial Officer) 2005 Annual Report 13 Chief Financial Officer’s Report continued Year ended 30 June % growth 05 vs 04 2004 2003 2002 407.5 +24.7 326.9 285.4 248.6 Earnings before interest, tax, depreciation and amortisation 60.0 +28.6 46.7 42.1 28.1 EBIT 39.1 +27.4 30.7 27.2 11.2 Profit after tax 27.1 +29.4 21.0 16.5 3.6 Earnings per share (cents) 23.3 +29.4 18.0 14.2 NMF 80.2 +202.6 26.5 28.1 17.9 225.3 +70.8 131.9 125.3 106.9 Shareholders’ funds 93.9 +15.4 81.4 73.2 31.0 Net debt (cash) 52.6 NMF (14.2) (16.1) (7.5) Operating cash flow 31.2 +13.9 27.4 39.2 29.2 Capital expenditure 16.3 +49.5 10.9 8.8 7.7 Debt to equity ratio (%) 56.6 NMF NMF 57.2 Gearing (Debt: debt + shareholders funds; %) 36.0 NMF NMF 36.4 14.7 14.3% 14.7% 11.3% 6.7 6.4% 5.7% 1.4% 33 47% 40% N/A (in millions except where stated) 2005 Results Service revenue Financial Position Goodwill Total assets Cash Flow Other Key Measures EBITDA margin (%) Net profit margin (%) Return on capital employed (%) Employees (full time equivalents) 3,632 +57.2 2,311 2,026 1,550 15.5 +29.2 12.0 8.5 N/A Dividends Dividends (cents per share) (NMF) No Meaningful Figure 14 Salmat Limited We lent $4.5 million to our Philippines joint IFRS effect quantified venture, ClientLogic, in the first half to build Salmat will adopt the Australian Equivalents its new call centre, and this was partially to International Financial Reporting Standards offset by the repayment of $2.3 million we (AIFRS) in its financial statements for the year to received ahead of schedule in the second half. 30 June 2006 and, in preparation, the company At 30 June, outstanding loans to ClientLogic has assessed the impact of the expected totalled $9.9 million and we anticipate further changes on the latest year’s reported figures. repayments of around $3 million in the Adjustments will be included in next year’s report 2005/06 year. We expect to begin to equity to provide like-for-like comparative figures. account our 49% interest in ClientLogic in the second half of the current financial year, once The key material differences are outlined in the joint venture has absorbed accumulated note 1(s) in the notes to the financial losses, of which Salmat’s share is $1.3 million. statements on page 50. Salmat is financially strong The overall impact on 2005 results at this stage Salmat’s financial position is strong. Our would have been to increase the latest year’s gearing ratio of 36% at 30 June 2005 remains net profit after tax by $4.0 million, primarily relatively low for a business our size. We have due to the reversal of goodwill amortisation, adequate cash and access to debt facilities offset by other adjustments. Total equity in to allow us to take advantage of business the restated opening balance sheet at 1 July opportunities that meet our investment criteria. 2004 would reduce by $1.5 million mainly due to goodwill impairment adjustment. As expected following the acquisition of SalesForce, our return on capital was lower than Total equity under AIFRS, as at 1 July 2004, would the previous year, but still an impressive 33%. be $79.9 million, rather than the $81.4 million recorded in our accounts as at 30 June 2004. On the balance sheet, goodwill increased to $80.2 million with $54.8 million resulting from the SalesForce acquisition. Net debt at 30 June was $52.6 million, representing a net debt:equity ratio of 56.6%. We regard this gearing as comfortable, with strong cash flow, providing annualised Ashley Fenton interest cover of more than 21 times. Chief Financial Officer 2005 Annual Report 15 Summary of Operations Targeted Media 2005 Key Objectives Maintain market leadership Grow market in nontraditional areas Exploit continuing shift away from direct media Enhanced targeting technology Selective acquisitions Performance Summary Revenues $169 million, up 9.2% EBITA $36 million, up 3.7% EBITA margin 21.3%, down from 22.4% Progress Against Priorities Organic growth continued, mainly from non-traditional markets Catalogue volume up from 3.8 billion to more than 4 billion MarketDisk boosts relationships with advertising agencies New software and distribution platform installed Key Objectives for 2006 Maintain market leadership Grow local sales Recover freight and fuel price increases Implement new software distribution platform to increase productivity, reduce costs and improve services Business Process Outsourcing 2005 Key Objectives Performance Summary Maintain market leadership Enhance products and services for customers Efficiencies Revenues $141.3 million, up 9.0% EBITA steady at $13.7 million EBITA margin 9.7%, down from 10.6% Progress Against Priorities 4.6% increase in mail packs lodged NSW Government Printing Service acquisition extended customer base and products StreamServe technology taken up by several major customers New laser printing and mail insertion equipment acquired Loss-making plastic wrapping operation closed Key Objectives for 2006 Maintain market leadership Manage strong new business pipeline Market Print-on-Demand service Ongoing cost control Contact Centres 2005 Key Objectives Organic growth Develop markets by promoting outsourcing Focus on technology to improve product and service offerings 16 Salmat Limited Performance Summary Revenues $97.2 million, up 128.2% EBITA up from $1.5 million loss to positive $3.4 million EBITA margin 3.5% Progress Against Priorities SalesForce acquisition provides scale, additional technology and workforce management Market leadership achieved Seat numbers increased to 2,300 Customer and industry base expanded Philippines business earns first profit Key Objectives for 2006 Leverage available seats to increase utilisation Market new optimisation service Expand technology enhancements Convert order pipeline Market Philippines services Sales ($m) EBITA ($m) Targeted Media senior managers: 180 38 Peter Boyle and David Chesser 160 9.2% 36 140 34 120 32 100 30 80 28 04 05 3.7% 04 Sales ($m) EBITA ($m) 175 15 150 14 9.0% 125 Business Process Outsourcing senior managers: Peter Anson and David Besson 13 100 12 75 11 50 05 10 04 05 04 Sales ($m) 05 Contact Centres senior managers: Andrew Hume and Kevin Panozza EBITA ($m) 100 6.0 80 4.5 128.2% 60 3.0 40 1.5 20 0 0 NMF -1.5 04 05 04 05 (NMF) No Meaningful Figure 2005 Annual Report 17 Targeted Media Case Study Our warehouses and distribution network meet the demanding logistical challenge of coordinating efficient distribution of the catalogues to the targeted letterboxes across metropolitan, regional and country areas. Last year we distributed more than four billion advertising catalogues. 2 3 1 Taking advantage of Salmat’s sophisticated targeting tools, a retailer with a national distribution network now goes beyond a ‘one size fits all’ catalogue to reach its Australiawide market. Our unique technology allows us to target advertising according to demographic profile. Some catalogues may feature branded items and others generic or own-label products, with each delivered to the identified cluster of households, which may be as few as 150. 18 Salmat Limited In the local communities, our network gives us the ability to deliver the catalogues to nearly every letterbox in homes across Australia and New Zealand. Having control of the logistics allows us to deliver only to the chosen target audience, ensuring that the catalogue reaches those most likely to respond. Independent research indicates that catalogue advertising is more cost effective than other forms of mass advertising. People peruse the catalogue at a time that suits them, and 50% of people are likely to visit a store as a result of receiving a catalogue. 4 “Our Marketfind software offers 48 different demographic profiles, allowing customers to be highly selective in their targeting” 2005 Annual Report 19 BPO Case Study When a financial institution sought a single supplier across the region to print and mail its regular customer account statements, it chose us. We are in the unique position to coordinate centrally and distribute locally across the Asia Pacific region. Instead of mailing to the entire region from one country, we reduce our customer’s costs by coordinating bulk mailings from multiple sites in the region. This enables us to gain the best postage rates and discounts available. 1 2 3 We are able to process the data in the most secure, cost-effective location, with the highest available data integrity. For example we print statements for a large Japanese company in Australia using our double byte technology that allows us to print in Asian characters. 20 Salmat Limited 4 Having operations in Hong Kong, Taiwan, the Philippines and Australia, we can provide a highly responsive and efficient service, along with tight security in every location. Ultimately our customer’s customer gets consistent, high quality service. “Salmat’s mailings account for 20% of Australia Post’s bulk business mail, or more than 590 million items of mail a year” 2005 Annual Report 21 Contact Centres Case Study Taking all customer calls, our staff are trained to make sure that people who want to change their flight can do it – offering a friendly and helpful voice at the end of the line. 2 3 1 When an airline moves to online booking it still needs someone to help customers over the phone with a wide variety of enquiries, including making bookings and changes to bookings and other requests. It is one of the many roles our contact centres play. 22 Salmat Limited Working closely with the airline, we develop messages and processes to quickly convey the right information for the airline’s customers. So when the passenger picks up his e-ticket for the flight everything is in order. Outsourcing the enquiries service to our professionally trained customer contact staff allows the airline to concentrate on its main business – keeping the planes flying on time and the passengers happy. 4 “Salmat operates the largest Australian-owned call centre business with more than 2,300 seats across seven Australasian sites – adding up to more than 30 million conversations a year” 2005 Annual Report 23 Corporate and Social Responsibility “We regard corporate responsibility as an essential part of business” Community Responsibility Major Initiative for 2004 – 2005 Salmat supports the communities in which Supporting the International Community we operate through initiatives that provide – Tsunami Relief immediate and practical assistance. During 2004/05 our major effort was to Salmat strives to make a meaningful difference in the lives of the families of our communities. Our key activities support the children and youth of our communities across Australia, New Zealand and Asia. We do this through supporting charitable organisations that make a difference to the lives of children and their families, such as the Starlight Foundation, Childrens Hospital Westmead, family, friends, suppliers and clients, Salmat raised $94,050 to assist with Cleanup Australia’s Tsunami Clean Water Project. The funds raised were enough to install 15 water filtration units to local communities. These filtration units will assist families in protecting their health, allowing them to rebuild their communities. Salmat is dedicated to continuing the support and the Angel’s Home in the Philippines. for families of our communities across groups through sponsorship of programs that foster talented youth to fully reach their potential, in both the education and sporting arenas. We support the National Aboriginal Sports Corporation and several tertiary education scholarships, where we not only provide monetary support for university fees and books, but also provide valuable work experience positions during the term of the recipient’s scholarship. Salmat Limited the Tsunami. With the help of employees, Princess Margaret Hospital for Children Additionally, Salmat supports community 24 support the South Asian regions affected by Australasia. Our philosophy is to adopt a flexible approach to support those most in need and to encourage involvement of our employees, suppliers, clients, family and friends to foster a sense of community in the workplace. 2005 Annual Report 25 Corporate Governance Responsibilities and Functions of the Board Salmat Limited and the Board are committed to achieving and demonstrating high standards of corporate governance. Salmat has substantially complied with the best practice recommendations released by the Australian Stock Exchange Corporate Governance Council in March 2003. The Board of Directors is accountable to shareholders for the performance of Salmat Limited and its subsidiaries. The Board has delegated responsibility for the management of the group through the Joint Managing Directors to the executive management. There is a clear division of responsibilities between those of the Board and of management. The Joint Managing Directors are accountable to the Board for all authority delegated to executive management. The Board has also delegated some of its responsibilities to Committees of the Board. These delegations are outlined in the Board approved Committee charters. The composition of the Board is subject to shareholder approval. The Board, under normal circumstances, has a majority of independent non-executive directors. 26 Salmat Limited The Board has undertaken its second Board performance review which considered the contribution made by individuals and the Board as a whole to the performance of the Company and sought to identify areas for improvement. The Board considers that an appropriate mix of skills required is in evidence to maximise its effectiveness and its contribution to the company. The Chairman is responsible for leading the Board, ensuring that Board activities are organised and efficiently conducted and for ensuring Directors are properly briefed for meetings. The matters specifically identified and reserved for decision-making by the Board include: adoption of the strategic plan of the Group; appointment of key senior executives and succession planning; approval of accounts, operating results, business plans and budgets; approval of financial policies and significant capital expenditure; compliance with legal requirements and ethical principles; monitoring business risk and strategies employed by management; monitoring financial performance including approval of the annual and half-year financial reports and liaison with the Company’s auditors; ensuring there are effective management processes in place and approving major corporate initiatives; reporting to shareholders; and ensuring there is an effective “whistleblower” policy in operation. On 1 January 2005, Mr Ian Elliot was appointed to the Board as a new independent non-executive director. This appointment restored the majority of independent nonexecutive directors. The appointment of Mr Elliot followed a board approved procedure which ensured that the best candidate, taking into account the time, skills and experience required was selected. Following his appointment, an induction process was undertaken to ensure his active participation in board decisions at the earliest opportunity. The Board has reviewed these responsibilities in conjunction with the Board performance review and considers it has discharged these responsibilities. The Chairman must be an independent non-executive director. The Board will be independent of management and all Directors are required to bring independent judgment to bear in their Board decision making. It is the responsibility of each director to ensure they have sufficient time available to adequately discharge their duties. The Chairman considers this factor when undertaking board reviews. The Board of Directors from left to right: John Thorn (Non-executive Director), Peter Mattick (Joint Managing Director), Ian Elliot (Non-executive Director), Richard Lee (Chairman) and Philip Salter (Joint Managing Director). 2005 Annual Report 27 Corporate Governance The Company has a selection process in place for new Directors. In addition, Ian Elliot being appointed since the last meeting, retires and offers himself for re-election. Details of the members of the Board, their experience, expertise, qualifications term of office and independence status are set out in the Directors’ report on pages 34 to 42. The Company’s policies regarding the terms and conditions of remuneration of Board members are determined by the Board after considering independent professional advice. No retirement benefits are paid to non-executive directors, nor are they eligible to participate in the established incentive schemes. At the annual general meeting, John Thorn will retire by rotation and being eligible, will offer himself for re-election. Board Member Richard Lee Philip Salter Peter Mattick John Thorn Ian Elliot Appointed Director Chairman, Independent Non-executive Director Joint Managing Director Joint Managing Director Independent Non-executive Director Independent Non-executive Director 9/8/02 14/3/84 14/3/84 1/9/03 1/1/05 The remuneration and terms and conditions of employment for the Joint Managing Directors and other senior management are reviewed by the Remuneration and Compensation Committee after seeking independent professional advice and approved by the Board of Directors. Details of remuneration and the processes undertaken by the company are included in the Remuneration Report on page 36. The executive management prepares strategic plans for each operating activity and the group. These plans are presented to the Board who then review and endorse strategies designed to ensure the continued profitable performance and growth of the group. This process encompasses two formal reviews by the Board of the strategic plan and progress against the plan each year. Annual operating plans and budgets are based on these approved strategies. 28 Salmat Limited Committee Member Audit, Risk Remuneration and and Compliance Compensation Committee Committee Independence of Board Members Our definition of an independent director is one who is independent of management and free from any business or other relationship that could materially interfere with the exercise of independent judgment. It is the Board’s view that each of its nonexecutive directors is independent. Materiality for these purposes is determined on both quantitative and qualitative bases. There was not a majority of independent, non-executive directors in office from the time of the passing of Mr Robert Sutton on 10 June 2004, until 1 January 2005, when Mr Ian Elliot was appointed to the Board. Access to Independent Professional Advice Guidelines are in place which provide for each Director to have the right to seek independent professional advice at the Company’s expense subject to the prior approval of the Chairman. Details of the policy are available on the Company’s website at www.salmat.com.au Code of Ethics Salmat’s approach to business continues to be founded on a culture of ethical behaviour. We stress honesty and integrity in everything we do, which flows through to our employees, our customers, our shareholders, the community and to other stakeholders. The Board has adopted a Code of Ethics, which imposes on all Directors, employees and consultants the following duties: to act honestly, fairly and without prejudice in all commercial dealings and to conduct business with professional courtesy and integrity; to work in a safe, healthy and efficient manner, using their skills, time and experience to the maximum of their ability; to comply with applicable awards, Company policies and job requirements; not to knowingly make any misleading statements to any person or to be a party to any improper practice in relation to dealings with or by the Company; to ensure that the Company’s resources The Board has established a number of Committees to assist in the execution of its duties and to allow detailed consideration of complex issues. Current Committees of the Board are the Remuneration & Compensation Committee and Audit, Risk and Compliance Committee. Due to the small number of Directors on the Board, it is considered that a separate nomination committee is not required. The functions of a nomination committee are carried out by the full Board. Audit, Risk and Compliance Committee The Audit Risk and Compliance Committee is a committee of the Board. The Committee charter adopted by the Board is displayed on the Salmat Limited website: www.salmat.com.au. Its membership consists of the three independent nonexecutive directors of Salmat Limited. The Committee has met three times this year. The Chairman of the Committee is Mr John Thorn. Mr Thorn’s experience in the accounting profession complements the financial and commercial experience of the other independent non-executive Board members. This blend of experience and technical expertise enables this Committee to review critically the financial management and risk profile of Salmat and further develop corporate governance within the Company. The responsibility is as follows: and property are used properly; not to disclose information or documents assist the Board of Directors to discharge relating to the Company or its business, its responsibility to exercise due care, other than as required by law, not to make diligence and skill in relation to the entity’s: any public comment on the Company’s – affairs and not to misuse any information about the Company or its associates; and to ensure there is a clear communication process for employees to communicate matters of concern to the Board. – financial management and statutory compliance assessment of whether external reporting is consistent with Committee members’ information and knowledge and is adequate for shareholder needs. 2005 Annual Report 29 Corporate Governance – – – – assessment of the management processes supporting external reporting. recommending to the Board the appointment, re-appointment or replacement of the external auditors and setting the appropriate fees. evaluating the performance of the external auditors, including their independence, effectiveness and objectivity. reviewing and assessing non-audit service provision by the external auditors and giving particular consideration to the potential for the provision of these services to impair the external auditors’ judgement or independence in respect of the Company. provide a structured forum for communication between the Board of Directors and senior management. provide a structured reporting line for the Group Risk Management and Risk Assurance Function. The committee affirms it has complied with the requirements of its charter. The Committee receives formal completion certification from management as to accuracy and completeness of the financial results of the Company with each set of results. The certification provides assurance to the Board as to the financial report and condition of the company as well as the operation of the risk management and compliance and control elements which support the financial statements. The certification is attested to the Board by the Joint Managing Directors and Chief Financial Officer. The Committee meets with the Company auditor without the presence of management on a regular basis to receive their independent view on the financial reports and relevant matters. The Committee customarily invites the Joint Managing Directors and Chief Financial Officer to attend the majority of its meetings. 30 Salmat Limited The Committee uses a combination of internal and specialist external resources to undertake the risk assurance function. Risk and assurance reporting has been integrated into the monthly financial and operating reports. An internal risk assurance function is in operation which utilises the well-established ISO certification processes (ISO 9001: 2000 series) thus embedding the process in Salmat’s business practices. The Committee receives an independent external report on the Risk Assurance function before each profit announcement. Remuneration and Compensation Committee The Remuneration and Compensation Committee is a committee of the Board. The Committee charter adopted by the Board is displayed on the Salmat Limited website www.salmat.com.au Its membership consists of the three independent non-executive directors of Salmat Limited. The chairman of the Committee is Mr Ian Elliot who has undertaken those duties since his appointment on 1 January 2005. Our thanks to Mr Richard Lee who stood in as acting chairman of this committee until that date. The Committee has met four times this year. The responsibility of the Committee is to: review overall remuneration policies and ensure they are in accord with current best practice. determine the remuneration arrangements for the Joint Managing Directors and approve the Joint Managing Directors recommendations for the other senior executives nominated by the Joint Managing Directors. set the performance targets for the Joint Managing Directors and review their performance against these targets. Review and approve the recommended performance targets for other senior executives. determine the share options plan for the a group regulatory compliance program Joint Managing Directors and approve their supported by approved guidelines and recommendations for other senior staff. standards covering crisis management, review succession planning of Joint Managing the environment, occupational Directors and plans for senior executives. health and safety, trade practices, ensure Salmat’s operations comply with equal employment opportunity, anti- or exceed the Occupational Health discrimination and sexual harassment; & Safety legislation in the relevant 20 certifications to the ISO9001:2000 jurisdictions in which it operates. series standards throughout its operations; a comprehensive insurance program The committee affirms it has complied with the requirements of its charter. The Committee has retained independent advisers who provide information on current best practice (including remuneration levels) for executive and non-executive remuneration. The Committee reviews remuneration levels in the light of this advice and the individual’s performance. The Joint Managing Directors attend committee meetings to review remuneration levels for other staff. A tailored induction program is provided for new directors dependent on their individual skills, background and experience. This program includes site visits, discussions with senior managers, review of strategic documents and presentations by business units. Ongoing participation in activities is tailored to the business needs and current activities of the Company from time to time. Risk Management The Company has in place a framework to safeguard Company assets and ensure that business risks are identified and properly managed. The Company has in place a number of risk management controls which include the following: policies and procedures for the management of financial risk and treasury operations including exposures to foreign currencies; guidelines and limits for the approval of capital expenditure and investments; including external risk management surveys; certification for all major operations for occupational health and safety through the National Safety Council for Australia five-star program; and a focus on financial and non-financial key performance indicators to monitor performance. A Management Operating System process is in place for continuing to deliver productivity improvements in a quality environment. Continuous Disclosure and Shareholder Communication Salmat is committed to complying with the continuous disclosure obligations of the Corporations Act and the ASX Listing Rules. Salmat understands and respects the fact that timely disclosure of relevant information is central to the efficient operation of the securities market. The Company has a continuous disclosure policy, which also covers the conduct of investor and analyst’s briefings and communications with the media. Materiality and Disclosure The Company has a published disclosure policy for timely and accurate release of material events. The policy focuses on continuous disclosure of information concerning the Company that a reasonable person would expect to have a material effect on the price of the Company’s securities. As a general guideline, the Board considers that any financial impact, which affects group revenue or profit by more than 10%, may be considered material. 2005 Annual Report 31 All announcements made via the ASX are then immediately posted on the Company’s website www.salmat.com.au. Similarly, prior to any analyst briefing on aspects of the Group’s operations, the material used in the presentation is released to the ASX and posted on the Company’s website. Restrictions on Securities Dealings All employees, including our Directors and other officers, are subject to the restrictions under the Corporations Act 2001 (Cth) in relation to Salmat shares. Salmat has a published policy on share trading. The policy prohibits Directors and key employees from dealing in Salmat securities for the period 15 days before the end of a reporting period to one day after those results are released to the market (the embargo period). Through an internal notification process, all Directors and key employees are required to advise the Company Secretary of any trade in Salmat securities, in which they have a beneficial interest. Shareholder Communication Salmat places considerable importance on effective communication with shareholders. The Company Secretary is nominated as the person responsible for communications with the ASX. This role includes responsibility for ensuring compliance with the continuous disclosure requirements in the ASX listing rules. All shareholders may receive a copy of the Company’s annual report. In addition, the Company has made available electronic communication of all announcements for convenience of all shareholders. Since our public float in December 2002, Company announcements, media briefings, press releases and financial reports are available on the Company’s website www.salmat.com.au. 32 Salmat Limited The Company’s web site includes key information on the following: Directors & Management – providing personal profiles about the current Board of Directors and the members of the senior management team (‘About Salmat’). Announcements – contains all media releases that the Company has made since the initial public offering in December 2002. Presentations – contains all external party presentations made by the Company. Half Yearly / Annual Reports – contains a statement of the results as well as a copy of the audited accounts. Key Dates – contains key dates pertaining to the release of the Company’s annual results and other key events such as annual general meeting and dividend payment dates. Share Registry – contains our share registry contact details as well as pertinent information relating to shareholder communications regarding receipt of annual and half yearly reports and a hot link to our share registry’s website. Corporate Governance – key Salmat policies and information about how Salmat is managed. External Auditor’s Appointment Our independent external auditors are WHK Greenwoods. The firm has confirmed that they have maintained their independence as part of their review of the half-year and full year results. Our auditor will attend and is available to answer questions at the Annual General Meeting. Following a tender process conducted in early 2005, the Board has decided to appoint Ernst and Young as auditors of the company. This appointment will be effective for the 2006 financial year subject to the approval of the Australian Securities and Investments Commission and shareholders at the Annual General Meeting. Salmat Limited and Controlled Entities Annual Financial Report ABN 11 002 724 638 for the Year Ended 30 June 2005 Contents 34 43 44 45 46 47 47 55 56 56 57 58 58 59 59 59 59 60 60 61 61 63 Directors’ Report Auditor’s Independence Declaration Statement of Financial Performance Statement of Financial Position Statement of Cash Flows Notes to the Financial Statements Statement of significant accounting policies Revenue Profit from ordinary activities Income tax expense Directors’ and executives’ remuneration Auditors’ remuneration Dividends Earnings per share Net tangible asset backing Cash assets Receivables Inventories Associated companies Other financial assets Controlled entities Property, plant and equipment 64 64 64 64 65 65 66 67 67 68 68 69 69 72 73 74 76 76 77 79 80 82 83 84 Deferred tax assets Intangible assets Other assets Payables Interest bearing liabilities Tax liabilities Provisions Contributed equity Reserves Retained profits/(accumulated losses) Commitments for expenditure Contingent liabilities Segment reporting Cash flow information Superannuation Employee ownership plans Events subsequent to reporting date Related party transactions Financial instruments Directors’ Declaration Independent Audit Report Shareholder Information Glossary Corporate Directory 2005 Annual Report 33 Salmat Limited and controlled entities Directors’ Report The Directors present their report on Salmat Limited and its controlled entities (Salmat Group) for the financial year ended 30 June 2005. Directors The names of Directors of Salmat Limited in office at any time during or since the end of the year and the beneficial interest of each Director in the contributed equity of the company are as follows: No. of Ordinary Shares Richard Lee Appointed 9 August 2002 No. of Options 310,894 – Peter Mattick Appointed 14 March 1984 34,644,652 665,000 Philip Salter Appointed 14 March 1984 34,429,338 665,000 John Thorn Appointed 1 September 2003 77,307 – Ian Elliot Appointed 1 January 2005 4,868 – Directors have been in office since the start of the financial year to the date of this report unless otherwise stated. Review of Operations A review of Salmat Group operations and the results for the year ended 30 June 2005 are set out in the attached Annual Report. Principal Activities The principal activities of the economic entity during the financial year were the provision of commercial services in the following three businesses: Targeted Media delivers advertising catalogues to homes throughout Australia and New Zealand. Detailed demographic analysis enables us to target the consumers most likely to buy particular products, helping our customers to maximise their sales. Business Process Outsourcing processes and mails bank and credit card statements, accounts and other customised, bulk mailings in Australia, Hong Kong, Taiwan and the Philippines. We receive customers’ electronic data, process it using smart technology, and print and mail statements, providing significant cost savings. Contact Centres handles inbound and outbound telephone, fax, email and online communications on behalf of our customers, from facilities in Australia, New Zealand and the Philippines. Inbound services include technical support and customer care; while outbound services include telemarketing, direct sales and customer retention. We also facilitate business-to-business and business-to-consumer conversations through a range of sales support services. 34 Salmat Limited During the financial year, Salmat Group acquired the SalesForce Group of companies, which provided additional call centre business and direct sales opportunities and made Salmat the largest contact centre business in Australia. There were no other significant changes in the nature of the entity’s principal activities during the financial year. Performance Indicators Management and the Board monitor the group’s overall performance, from its implementation of the mission statement and strategic plan through to the performance of the company against operating plans and financial budgets. The Board, together with management, have identified key performance indicators (KPIs) that are used to monitor performance. Key management monitor KPIs on a regular basis. Directors receive the KPIs for review prior to each monthly Board meeting allowing all Directors to actively monitor the group’s performance. Risk Management The group takes a proactive approach to risk management. The Board has a number of mechanisms in place to ensure that management’s objectives and activities are aligned with the risks identified by the Board. These are detailed in the Corporate Governance Statement which accompanies this report. Significant After Balance Date Events On 25 August 2005, the Directors declared a final dividend for 2005 of 9.0 cents per ordinary share (amounting to $10.5m) franked to 100% at 30% corporate tax rate. A record date of 13 September 2005 has been set, with the dividend due to be paid on 4 October 2005. Salmat Limited and controlled entities Directors’ Report Future Developments Peter Mattick Likely developments in the operations of the economic entity and the expected results of those operations in future financial years have not been included in this report as the inclusion of such information is likely to result in unreasonable prejudice to the economic entity. Joint Managing Director Significant Changes in the State of Affairs On 21 January 2005, the Salmat Group acquired all of the issued shares in SalesForce Australia Pty Limited, SalesForce Services Pty Limited and SalesForce New Zealand Limited (SalesForce) which made Salmat the largest contact centre business in Australia. During the year, the company‘s available loan facilities were increased by $45.0m through an additional facility provided by the company‘s existing bankers. This increased the total loan facilities available to the group to $130.0m. All facilities are secured by a deed of negative pledge and guarantee over the assets of certain group companies. There were no other significant changes in the company’s state of affairs during the financial year. Environmental Issues The economic entity‘s operations are not regulated by any significant environmental regulation under a law of the Commonwealth or of a State or Territory. Information on Directors Richard Lee Non-Executive Chairman (Independent) Background & Qualifications Mr Lee is a former Chief Executive of the NM Rothschild Australia Group and a former Director of NM Rothschild and Sons Limited in London, Singapore and Hong Kong. He also formerly held Senior Management roles in finance and marketing with CSR Limited. Mr Lee holds a Bachelor of Engineering Degree with first class honours from Sydney University, and a Master of Arts Degree from Oxford University. Other Directorships Mr Lee is a Director of CSR Limited, Ridley Corporation Limited and Cash Services Australia Pty Limited. He is also Chairman of Inteq Limited and an Independent Member of the Trading Risk Management Committee of Graincorp Limited. Background & Qualifications Joint founder of Salmat, Mr Mattick holds a Bachelor of Commerce Degree from the University of New South Wales. Professional, Industry & Community Involvement Mr Mattick is a fellow of the Australian Society of Certified Practicing Accountants, Fellow of the Australian Institute of Company Directors, Member of the Commerce Faculty Advisory Board to the University of New South Wales and a Member of the Advisory Council for the Institute of Neuromuscular Research. Philip Salter Joint Managing Director Background & Qualifications Joint founder of Salmat, Mr Salter gained experience in the real estate industry prior to founding Salmat. Professional, Industry & Community Involvement Mr Salter is a member of the Company Directors Association of Australia and a former Director of the Australian Direct Marketing Association. He is currently a Board Member of the Prince of Wales Medical Research Institute. John Thorn Non-Executive Director (Independent) Background & Qualifications Mr Thorn was formerly National Managing Partner of PricewaterhouseCoopers in Australia, and gained international management experience with PricewaterhouseCoopers global firm. He was Managing Partner of the firm‘s Audit practice from 1998 to 2002, and has over 20 years experience as Partner, responsible for the audit of major international and Australian companies. Other Directorships Mr Thorn is a Director of Amcor Limited, Caltex Australia Limited and National Australia Bank. Professional, Industry & Community Involvement Mr Thorn is currently a Fellow of the Institute of Chartered Accountants and a Member of the Australian Institute of Company Directors. Professional, Industry & Community Involvement Mr Lee is a Fellow and NSW Council Member of the Australian Institute of Company Directors and is also a Governor of the Institute of Neuromuscular Research and a Director of the North Shore Heart Research Foundation. 2005 Annual Report 35 Salmat Limited and controlled entities Directors’ Report Ian Elliot Remuneration and Compensation Committee Non-Executive Director (Independent) The Remuneration and Compensation Committee is a committee of the Board. The charter adopted by the Board is displayed on the Salmat website www.salmat.com.au. Background & Qualifications Mr Elliot is a Fellow of the Australian Institute of Company Directors and a Graduate of the Advanced Management Program at Harvard Business School. Other Directorships Mr Elliot is Chairman of Promentum Limited, Allied Brands Limited and Zenith Media Pty Limited. He is a Director of Hills Industries Limited and a former Chairman and CEO of George Patterson Advertising. Professional, Industry & Community Involvement Ian is currently on the Board of the National Australia Day Council. He is also a past member of The Board of Centenary of Federation. He was previously Chairman of the St Vincent’s heart lung transplant fundraising committee and was a Director of Starlight Foundation. Information on Company Secretary Stephen Bardwell Mr Bardwell has been Company Secretary since October 2002. He has had over 25 years in senior commercial roles, and joined the company as Group Financial Controller in 1989, actively participating in the expansion and development of Salmat in both Australia and Asia. Prior to listing of the company, he had over ten years experience as Secretary of Salmat Group Companies. Remuneration Report Remuneration Policy The company has a team of executives and staff with considerable experience and expertise in its various business segments. Our continued success is in no small measure due to their contribution. As we grow, we create employment opportunities for current staff as well as demand for new skills from the market. The company policy is to remunerate staff in accordance with market rates in keeping with the individuals duties, responsibilities and performance using comparative market information. The application of this policy is overseen by the Board through the Remuneration and Compensation Committee. The Committee consults with external advisers on best practice and appropriate market benchmarks, covering the level of remuneration, split between fixed and variable components and both short and long term incentives. 36 Salmat Limited Committee membership consists of three independent nonexecutive directors of Salmat Limited. The chairman of the Committee is Mr Ian Elliot. The responsibilities of the Committee are as follows: – R eview overall remuneration policies and ensure they are in accordance with current best practice. – D etermine the remuneration arrangements for the Joint Managing Directors, including their short and long term incentives. – R eview the Joint Managing Directors’ recommendations for the other senior executives nominated by the Joint Managing Directors. – S et and review the performance targets for the Joint Managing Directors. Review and approve the recommended performance targets for other senior executives. The Committee has retained independent advisers to provide information on current best practice (including remuneration levels) for director and executive remuneration. The Committee reviews this external remuneration advice in the light of the various individual‘s performance. The Joint Managing Directors attend Committee meetings to review remuneration levels for other senior staff. Non-executive Director Remuneration The remuneration policy for non-executive directors is designed to remunerate them at market levels for their time, commitment and responsibilities. The company is cognisant that it needs to attract and retain well qualified and experienced directors. In the light of the increased time and legal liability imposed upon directors arising from developments in corporate governance, corporate law and the expectations of shareholders generally, the Remuneration and Compensation Committee retains external advice as to an appropriate level of external director fees. Non-executive directors are paid a directors fee and participate in a deferred share scheme after serving at least five years as a non-executive director of the company. The non-executive directors do not receive any retirement or performance related benefits. Non-executive directors fees are reviewed annually in June. The Board resolved not to change the fees for the 2005/06 year. Salmat Limited and controlled entities Directors’ Report Effective from 1 July 2004, the Chairman receives $125,000 per annum. All other non-executive directors receive $75,000 per annum. These fees cover all Board activities. Additional fees are paid with respect to membership of each of the two Board Committees; namely the Audit Risk and Compliance Committee and the Remuneration and Compensation Committee. These fees are $10,000 per Committee for each non-executive director. All director‘s fees are inclusive of superannuation entitlements. Other Benefits The deferred share entitlement is a once only purchase. It has been set at the cash value of one year‘s non-executive directors fees; currently $75,000. The deferred share purchase of the equivalent shares is made following receipt of shareholders approval. The Joint Managing Directors each have a 3 year contract which expires in October 2005. They have indicated to the Board that they are willing to renew these Agreements for a further 3 years. It is intended that new contracts are signed before the expiry of the current agreements. The constitution of the company currently provides that the aggregate maximum amount payable to non-executive directors would not exceed $750,000. The current agreements require the Joint Managing Directors to participate in an annual performance review, undertaken by the Board. Senior Executive Remuneration There are no specified entitlements payable as a consequence of early termination. Any entitlements would be those arising under relevant employment legislation in NSW at the relevant time. The contracts provide that in the case of illness or incapacity, the required period of notice would be six months. In this case, the amount to be paid would be any balance of the period of notice not given on termination. In the case of material breach, serious criminal offence or bankruptcy no notice would be required. The remuneration packages of the Joint Managing Directors and senior executives are constructed to deliver performance and commitment to the company whilst being in line with market for the relevant positions. Each of the packages include the following: – fixed component which may be allocated to cash, A benefits (on a fully absorbed cost to company basis) and superannuation. – short term incentive (STI) component based on key A performance indicators (KPIs) set for the financial year. The percentage allocated to this component varies according to the relevant position. In the case of the Joint Managing Directors approximately 35% of their remuneration package is allocated to STI’s. STI’s are generally linked to financial and strategic outcomes aligned with shareholder returns. The KPI’s are comprised of various measurable goals. – T hese are agreed between the executive and their manager to ensure they are in line with the business targets and goals for the period under review. – long term incentive component through issuance of A share options is another element considered on an annual basis. The issue of options is to encourage company growth and retain key executives. The remuneration packages are based on advice from external remuneration consultants and take into account both short and long term incentives set to achieve the outcomes required by the Board. To this end the Board aims to set short term incentive payments at the 75th percentile of like positions, and reward at this level when superior performance is attained. The fixed component of the director‘s and senior executive‘s salary may be split between base salary, superannuation and motor vehicle on a fully absorbed cost to company basis including fringe benefits tax, interest cost, amortisation and running costs. There are no other benefits offered at the expense of the company. Service Agreements The Joint Managing Directors are restrained from working in a business similar to or in competition with, the business of the company in Australia for a period of two years after cessation of employment. Salmat Employee Option Plan The Salmat Employee Option Plan was approved by shareholders at a general meeting in October 2002. The company has a strategy of offering participation in the option plan to aid in the attraction and retention of key employees whilst aligning their goals with that of outcomes in line with that of shareholders. The Board reviews annually an appropriate quantum to recommend to shareholders for issue to the Joint Managing Directors. The Board also reviews recommendations made by the Joint Managing Directors for issue to key executives. The Board oversees the administration of the Plan in accordance with the Plan Rules. The terms and conditions of the specific grants to participants are detailed in the Plan. 2005 Annual Report 37 Salmat Limited and controlled entities Directors’ Report The Board has determined the following parameters for the future issue of options to key employees; Names and positions held of Parent Entity Directors and Specified Executives in office at any time during the financial year are: – The period will be for a five year term – T he initial exercise date will be three years from issue of the option – T he exercise price will be the volume weighted average share price of Salmat Limited shares for the five days prior to their issue. – T he right to exercise will be dependent on a compound growth in earnings per share of a quantum determined by the Board for the three financial years prior to the initial exercise date. For the options issued in 2004 this rate has been set at 10%. The Board has issued an additional 165,000 options to each of the Joint Managing Directors following the initial public offer in December 2002. Approval was given by the shareholders at the annual general meeting held on 11 November 2004. Parent Entity Directors Richard Lee Non-executive Chairman Peter Mattick Joint Managing Director Philip Salter Joint Managing Director John Thorn Non-executive Director Ian Elliot Non-executive Director Specified Executives Stephen Bardwell Company Secretary David Besson ivisional Director, D Business Process Outsourcing Peter Boyle Divisional Director, Targeted Media Ashley Fenton Chief Financial Officer Chris Meakins Chief Technology Officer Details of Remuneration for Year Ended 30 June 2005 The emoluments of each Director of the parent entity and each of the five Executive Officers receiving the highest emoluments for the parent and economic entity are as follows: Parent Entity Directors’ Remuneration [Table 1] 2005 Shares Issued3 Richard Lee – Bonus $ – Peter Mattick 454,020 268,125 Philip Salter 454,020 268,125 Directors Super- Fees annuation $ $ 133,028 Equity Options $ Total $ Qty Amortised Cost $ 11,972 – 145,000 – 9,500 – 95,980 40,062 858,187 – – 165,000 – 858,187 – 165,000 95,980 40,062 – – 87,156 7,844 – 95,000 Ian Elliot – – 43,578 3,922 – 47,500 263,762 215,698 2004 Richard Lee 908,040 536,250 Salary $ Bonus $ – – Peter Mattick 440,000 250,000 Philip Salter 475,000 250,000 John Thorn Robert Sutton Salmat Limited Qty – John Thorn 38 Salary $ No. of Options Issued2 Directors Super- Fees annuation $ $ 95,000 80,124 2,003,874 Equity Options $ Total $ – 25,000 – 25,000 15,345 – – – 24,845 330,000 Shares Issued1 Amortised Cost Qty $ No. of Options Issued2 Qty 8,550 – 103,550 – 9,500 – – 85,000 20,577 795,577 – – – – 50,000 20,577 795,577 – – – 4,500 – 54,500 – – – – 65,400 – 9,500 – 41,154 1,814,604 – 19,000 – – – 50,000 – – 60,000 5,400 915,000 500,000 205,000 153,450 Salmat Limited and controlled entities Directors’ Report 1 hares were valued at the IPO issue price. The value is amortised over the service period of the Salmat Exempt Employee Share Plan (refer note 32). S Amortisation is included for disclosure purposes only. It is not included in the Statement of Financial Performance. 2 ptions granted as part of remuneration have been valued using the Black-Scholes option pricing model, which takes account of factors such as the option O exercise price, the current level and volatility of the underlying share price and the time to maturity of the option. The average value attributed to each option using this pricing model at grant date was 94.76 cents. Currently, this expense is not recognised in the financial statements. 3 hares granted as part of remuneration have been valued using a binomial pricing model, which takes account of factors such as historic stock volatility, risk S free rate, net present value of future dividends, share price at issue date and the term of the vesting period. The average value attributed to each share at the issue date was $4.21. Currently, this expense is not recognised in the financial statements. Specified Executives’ Remuneration [Table 2] The Remuneration and Compensation Committee is responsible for reviewing the nature and amount of the emoluments. The emoluments of each of the five Executive Officers (excluding Executive Directors) receiving the highest emoluments for the parent and economic entity are as follows: 2005 Shares Issued1 Salary $ Bonus $ No. of Options Issued2 Non-Cash Benefits $ Super- annuation $ Equity Options $ Total $ Qty Value $ Qty Stephen Bardwell 193,440 40,000 36,360 49,700 9,775 329,275 – – 40,000 David Besson 297,750 135,000 23,750 38,500 19,550 514,550 – – 80,000 Peter Boyle 280,000 135,000 55,000 25,000 19,550 514,550 – – 80,000 Ashley Fenton 308,000 72,000 42,000 30,000 19,550 471,550 – – 80,000 Chris Meakins 180,653 38,000 41,347 57,800 9,775 327,575 – – 40,000 1,259,843 420,000 198,457 201,000 78,200 2,157,500 – – 320,000 Non-Cash Benefits $ Super- annuation $ Equity Options $ 36,360 42,200 5,144 2004 Stephen Bardwell Salary $ Bonus $ Total $ David Besson 210,000 140,000 75,000 35,000 10,289 470,289 740,527 1,407,001 250,000 Peter Boyle 240,000 130,000 55,000 25,000 10,289 460,289 740,527 1,407,001 250,000 232,170 70,000 37,830 20,000 10,289 370,289 – – 250,000 317,144 – – 125,000 178,000 40,000 44,000 50,000 5,144 1,053,610 420,000 248,190 172,200 41,155 603,501 Qty 40,000 Chris Meakins 317,632 No. of Options Issued2 193,440 Ashley Fenton 317,144 Shares Issued1 Value Qty $ 125,000 1,935,155 1,798,686 3,417,503 1,000,000 1 Shares were valued at the IPO issue price. The value is included for disclosure purposes only. It is not included in the Statement of Financial Performance. 2 ptions granted as part of remuneration have been valued using the Black-Scholes option pricing model, which takes account of factors such as the option O exercise price, the current level and volatility of the underlying share price and the time to maturity of the option. The average value attributed to each option using this pricing model at grant date was 94.76 cents. Currently, this expense is not recognised in the financial statements. Non-cash benefits include the provision of motor vehicles. Notes – The terms “Director“ and “Officer“ have been treated as mutually exclusive for the purposes of this disclosure. – The elements of emoluments have been determined on the basis of the cost to the company and the consolidated entity. – Executives are those directly accountable and responsible for the operational management and strategic direction of the company and the consolidated entity. 2005 Annual Report 39 Salmat Limited and controlled entities Directors’ Report Options [Table 3] Number of Options held by Specified Directors & Executives at balance date: Represented by: Total Total Balance Granted as Options Balance Exercisable Unexercisable 1.7.04 Remuneration Exercised 30.6.05 at 30.6.05 at 30.6.05 Directors Richard Lee – – – – – – Peter Mattick 500,000 165,000 – 665,000 166,666 498,334 Philip Salter 500,000 165,000 – 665,000 166,666 498,334 John Thorn – – – – – – Ian Elliot – – – – – – Specified Executives Stephen Bardwell 125,000 40,000 (41,666) 123,334 – 123,334 David Besson 250,000 80,000 (83,333) 246,667 – 246,667 Peter Boyle 250,000 80,000 (83,333) 246,667 – 246,667 Ashley Fenton 250,000 80,000 (83,333) 246,667 – 246,667 Chris Meakins 125,000 40,000 (41,666) 123,334 – 123,334 2,000,000 650,000 (333,331) 2,316,669 333,332 1,983,337 Options were issued under the Executive Performance Option Plan. Options granted as part of remuneration have been valued using the Black-Scholes option pricing model, which takes account of factors such as the option exercise price, the current level and volatility of the underlying share price and the time to maturity of the option. The average value attributed to each option using this pricing model at grant date was 94.76 cents. Currently, this expense is not recognised in the financial statements. During the year, 333,331 shares were issued by virtue of the exercise of an option at an average exercise price of $2.10. Shareholdings [Table 4] Number of Shares held by Directors and Specified Executives Balance 1.7.04 Net Change* Balance 30.6.05 302,000 8,894 310,894 Directors Richard Lee Peter Mattick 34,288,238 Philip Salter 34,409,338 20,000 34,429,338 John Thorn 27,307 77,307 Ian Elliot 4,868 4,868 (48,594) 340,094 50,000 – 356,414 34,644,652 Specified Executives Stephen Bardwell 40 388,688 David Besson 879,129 (248,818) 630,311 Peter Boyle 844,105 (115,631) 728,474 Ashley Fenton 8,400 26,933 35,333 753,315 (216,095) 537,220 Chris Meakins 71,923,213 * Net change refers to shares purchased or sold by continuing Directors and Specified Executives during the financial year. Salmat Limited (184,722) 71,738,491 Salmat Limited and controlled entities Directors’ Report Meetings of Directors During the financial year, the following meetings of Directors were held. Attendances by each Director during the year were: Committee Meetings Board of Audit, Risk and Remuneration Directors Compliance and Compensation Note Number eligible to attend Number attended Number eligible to attend Number attended Number eligible to attend Number attended Richard Lee 15 15 3 3 4 4 Peter Mattick 15 15 – – – – Philip Salter 15 15 – – – – John Thorn1 15 15 3 3 4 4 Ian Elliot2 6 6 1 1 1 1 1 2 Chairman, Audit, Risk and Compliance Committee Chairman, Remuneration and Compensation Committee Indemnities Professional Indemnity insurance has been undertaken for the financial year ended 30 June 2005 in respect of work performed by current or past principals, partners, Directors and employees. Total premium paid by Salmat Limited and controlled entities was $221,489 excluding GST. No indemnification insurance has been undertaken for the auditors of the company. Share Options As at the date of this report the unissued ordinary shares of Salmat Limited under options are as follows: Issue Date Exercise Date No. of Options Exercise Price 2 December 2002 18 October 2004 459,922 $2.10 18 October 2005 910,005 $2.30 18 October 2006 910,012 $2.50 22 November 2004 11 November 2007 886,500 $4.41 6 April 2005 11 November 2007 43,000 $5.05 6 December 2007 245,000 $4.83 6 December 2008 65,000 $4.83 3,519,439 No person entitled to exercise the option had or has any right by virtue of the option to participate in any share issue of any other body corporate. The 3.5 million options noted above represent 3.0% of the total issued shares of Salmat Limited and are within the 5.0% maximum limit set by the Board. During the year, 451,657 shares have been issued by virtue of the exercise of an option at an average exercise price of $2.10. 2005 Annual Report 41 Salmat Limited and controlled entities Directors’ Report Proceedings on Behalf of Company No person has applied for leave of Court to bring proceedings on behalf of the company or intervene in any proceedings to which the company is a party for the purpose of taking responsibility on behalf of the company for all or any part of those proceedings. The company was not a party to any such proceedings during the year. Non-audit Services The board of directors, in accordance with advice from the audit committee, is satisfied that the provision of non-audit services during the year is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The directors are satisfied that the services did not compromise the external auditor’s independence for the following reasons: – ll non-audit services are reviewed and approved by the audit committee prior to commencement to ensure they do not A adversely affect the integrity and objectivity of the auditor; and – T he nature of the services provided do not compromise the general principles relating to auditor independence as set out in the Institute of Chartered Accountants in Australia and CPA Australia’s Professional Statement F1: Professional Independence. Fees totalling $56,000 for non-audit services were paid/payable to the external auditors during the year ended 30 June 2005. Dividends Dividends paid or recommended for payment are as follows: – A final dividend of 7.0 cents per ordinary share (amounting to $8.1m) for 2004 was paid on 1 October 2004. This dividend was franked to 100% at 30% corporate tax rate. – A n interim dividend of 6.5 cents per ordinary share (amounting to $7.6m) for 2005 was paid on 28 March 2005. This dividend was franked to 100% at 30% corporate tax rate. – final dividend of 9.0 cents per ordinary share (amounting to $10.5m) for 2005 was recommended by the directors. A This dividend will be franked to 100% at 30% corporate tax rate. Corporate Governance In recognising the need for the highest standards of corporate behaviour and accountability, the Directors of Salmat Limited support and have adhered to the principles of corporate governance (as described in this Report). The company‘s Corporate Governance Statement is published on the Salmat website www.salmat.com.au. Auditor’s Independence Declaration The lead auditor’s independence declaration for the year ended 30 June 2005 has been received and can be found on page 43 of the annual accounts. Rounding of Amounts The company is an entity to which ASIC Class Order 98/100 applies and, accordingly, amounts in the financial statements and Directors‘ Report have been rounded to the nearest thousand dollars. Signed this 25th day of August 2005 in accordance with a resolution of the Board of Directors. 42 Richard Lee Philip Salter Peter Mattick Chairman Director Director Salmat Limited Salmat Limited and controlled entities Auditor’s Independence Declaration As lead auditor for the audit of Salmat Limited for the year ended 30 June 2005, I declare that, to the best of my knowledge and belief, there have been: (a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and (b) no contraventions of any applicable code of professional conduct in relation to the audit. WHK David Sinclair Partner Dated 25 August 2005 2005 Annual Report 43 Salmat Limited and controlled entities Statement of Financial Performance For the year ended 30 June 2005 Note Revenues from ordinary activities Salmat Limited 2005 2004 $000 $000 2 408,885 328,094 42,771 41,613 (168,222) (116,263) (18,707) (17,342) Depreciation and amortisation expense 3 (20,929) (15,992) (4,781) (2,913) Borrowing costs expense 3 (1,747) (26) (1,728) (26) Freight and distribution (95,368) (86,509) – – Materials usage (24,192) (24,339) – – Property related expenses (14,133) (10,971) (1,443) (1,515) Equipment related expenses (31,063) (24,023) (4,437) (3,760) Employee benefits expense Loan provision write-back 5,402 (2,537) 4,275 (2,468) Other expenses from ordinary activities (20,196) (16,039) (5,093) (5,158) Profit from ordinary activities before income tax expense 3 38,437 31,395 10,857 8,431 Income tax (expense)/benefit relating to ordinary activities 4 (11,330) (10,440) 4,934 3,171 Net profit attributable to members of the parent entity 27,107 20,955 15,791 11,602 Net exchange difference on translation of financial reports of self-sustaining foreign operations 25b 172 (439) (7) (21) Share issue costs 24a 32 (159) 32 (159) Total revenues, expenses and valuation adjustments attributable to members of the parent entity and recognised directly in equity 204 (598) 25 (180) Total changes in equity other than those resulting from transactions with owners as owners 27,311 20,357 15,816 11,422 Basic earnings per share (cents per share) 8 23.3 18.0 Diluted earnings per share (cents per share) 8 22.6 17.6 The accompanying notes form part of these financial statements. 44 Salmat Group 2005 2004 $000 $000 Salmat Limited Salmat Limited and controlled entities Statement of Financial Position As at 30 June 2005 Note Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 Current assets Cash assets 10 13,952 16,229 Receivables 11 63,029 38,558 Inventories 12 5,759 3,260 Other 19 3,694 2,612 1,732 1,127 86,434 60,659 14,643 15,766 9,470 2,386 54,353 4,796 34,233 Total current assets 12,911 – – 12,950 1,689 – Non-current assets Receivables 11 Other financial assets 14 9 10 34,233 Property, plant and equipment 16 39,938 36,420 1,262 159 Deferred tax assets 17 9,282 5,949 7,056 5,624 Intangible assets 18 80,215 26,521 895 – Total non-current assets 138,914 71,286 97,799 44,812 Total assets 225,348 131,945 112,442 60,578 Current liabilities Payables 20 40,847 32,164 13,320 11,482 Current tax liabilities 22 3,835 4,263 1,298 4,051 Provisions 23 8,427 5,162 1,217 1,051 53,109 41,589 15,835 16,584 Total current liabilities Non-current liabilities Payables 20 4,808 1,605 Interest-bearing liabilities 21 66,533 2,072 Deferred tax liabilities 22 573 Provisions 23 6,382 – 12,835 64,000 – 385 573 385 4,907 1,155 956 Total non-current liabilities 78,296 8,969 65,728 14,176 Total liabilities 131,405 50,558 81,563 30,760 Net assets 93,943 81,387 30,879 29,818 31,459 30,478 31,459 30,478 Equity Contributed equity 24 Reserves 25 2,628 2,456 (28) (21) Retained profits 26 59,856 48,453 (552) (639) 93,943 81,387 30,879 29,818 Total equity The accompanying notes form part of these financial statements. 2005 Annual Report 45 Salmat Limited and controlled entities Statement of Cash Flows For the year ended 30 June 2005 Note Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 Cash flows from operating activities Receipts from customers * 538,686 459,358 20,161 20,856 Payments to suppliers and employees * (490,659) (417,564) (25,477) (24,834) Dividends received Interest received Borrowing costs paid (679) Income tax paid (17,245) (15,078) 31,190 27,413 Net cash provided by operating activities 29 – – 1,087 21,567 20,000 723 1,043 716 (26) (659) (26) – 16,635 – 16,712 Cash flows from investing activities Proceeds from sale of plant and equipment 307 295 – 41 Payment for plant and equipment (16,273) (10,924) – – Loans to related entity (1,936) (4,271) (65,020) (2,019) (82,922) (16,919) Proceeds from issue of shares 934 – 934 – Float costs 32 – 32 (159) Receipt of borrowings 64,464 340 Dividends paid by parent entity (15,704) (12,197) (15,704) (12,197) Net cash provided by/(used in) financing activities 49,726 (11,857) (14,738) (12,356) Net (decrease)/increase in cash held (2,006) (1,363) (39) 128 17,825 12,950 12,822 Acquisition of businesses Net cash (used in) investing activities 29 (1,936) – (1,936) (4,269) – (4,228) Cash flows from financing activities Cash at 1 July 2004 16,229 Cash acquired with purchase of related entity 74 Effect of exchange rates on cash holdings in foreign currencies (345) (233) 13,952 16,229 Cash at 30 June 2005 10 – * Includes receipts and payments relating to postage disbursements and is inclusive of goods and services tax. The accompanying notes form part of these financial statements. 46 Salmat Limited – – – – – – 12,911 12,950 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Note 1. Statement of Significant Accounting Policies b. Income Tax The economic entity adopts the liability method of taxeffect accounting whereby the income tax expense is based on the profit from ordinary activities adjusted for any permanent differences. This financial report is a general purpose financial report that has been prepared in accordance with Accounting Standards, Urgent Issues Group Consensus Views and other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001. Timing differences which arise due to the different accounting periods in which items of revenue and expense are included in the determination of accounting profit and taxable income are brought to account as either a provision for deferred income tax or as a future income tax benefit at the rate of income tax applicable to the period in which the benefit will be received or the liability will become payable. This financial report covers the economic entity of Salmat Limited and controlled entities, and Salmat Limited as an individual parent entity. Salmat Limited is a listed public company, incorporated and domiciled in Australia. It is recommended that this financial report be read in conjunction with any public announcements made by Salmat Limited and controlled entities during the year in accordance with continuous disclosure requirements arising under the Corporations Act 2001. Future income tax benefits are not brought to account unless realisation of the asset is assured beyond reasonable doubt. Future income tax benefits in relation to tax losses are not brought to account unless there is virtual certainty of realisation of the benefit. The financial report has been prepared on an accruals basis and is based on historical costs and does not take into account changing money values or, except where stated, current valuations of non-current assets. Cost is based on the fair values of the consideration given in exchange for assets. The accounts of controlled entities are prepared for the same period as Salmat Limited. The accounting policies have been consistently applied by the entities in the economic entity, except where there is a change in accounting policy and are consistent with those applied in the 30 June 2004 annual report. The following is a summary of the material accounting policies adopted by the economic entity in the preparation of the financial report. The accounting policies have been consistently applied, unless otherwise stated. a. Principles of Consolidation A controlled entity is any entity controlled by Salmat Limited. Control exists where Salmat Limited has the capacity to dominate the decision-making in relation to the financial and operating policies of another entity so that the other entity operates with Salmat Limited to achieve the objectives of Salmat Limited. A list of controlled entities is contained in note 15 to the financial statements. All intercompany balances and transactions between entities in the economic entity, including any unrealised profits or losses, have been eliminated on consolidation. The amount of benefits brought to account or which may be realised in the future is based on the assumption that no adverse change will occur in income taxation legislation and the anticipation that the economic entity will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law. Tax consolidation Salmat Limited has formed a consolidated group for income tax purposes, effective on and from 1 July 2003, with each of its wholly owned Australian controlled entities. The entities within the group have entered a tax sharing agreement whereby Salmat Limited has agreed to compensate each of the wholly owned Australian controlled entities for the carrying value of their deferred tax balances, and each controlled entity will compensate Salmat Limited for the amount of tax payable that would be calculated as if the controlled entity was a tax paying entity. c. Inventories Inventories are measured at the lower of cost and net realisable value. Costs are assigned on a first-in firstout basis and include direct materials, direct labour and an appropriate proportion of fixed and variable overhead expenses. Where controlled entities have entered or left the economic entity during the year, their operating results have been included from the date control was obtained or until the date control ceased. 2005 Annual Report 47 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Note 1. Statement of Significant Accounting Policies (continued) g. Investments in Associates Investments in associate companies are recognised in the financial statements by applying the equity method of accounting. They are carried at the lower of the equity-accounted amount and recoverable amount in the consolidated financial report. d. Property, Plant and Equipment Each class of property, plant and equipment is carried at cost less, where applicable, any accumulated depreciation. The carrying amount of property, plant and equipment is reviewed annually by Directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows which will be received from the assets employment and subsequent disposal. The expected net cash flows have not been discounted to their present values in determining recoverable amounts. h. Interests in Joint Ventures The economic entity‘s share of the assets, liabilities, revenue and expenses of joint venture operations are included in the appropriate items of the consolidated statements of financial performance and financial position. Details of the economic entity‘s interests are shown in note 13. The economic entity‘s interest in joint venture entities is brought to account using the equity method of accounting in the consolidated financial statements. The parent entity‘s interests in joint venture entities are brought to account using the cost method. Depreciation The depreciable amount of all fixed assets including building and capitalised lease assets, but excluding freehold land, is depreciated on a straight line basis over their useful lives to the economic entity commencing from the time the asset is held ready for use. Leasehold improvements are depreciated over the shorter of either the unexpired period of the lease or the estimated useful lives of the improvements. i. Intangibles Goodwill Purchased goodwill and goodwill on consolidation are initially recorded at the amount by which the purchase price for a business or for an ownership interest in a controlled entity exceeds the fair value attributed to its net tangible assets at date of acquisition. Both purchased goodwill and goodwill on consolidation are amortised on a straight line basis over the period of expected future benefit of the investment, not exceeding 20 years. The balances are reviewed at each reporting period. Any balance representing future benefits for which the realisation is considered to be no longer probable are written off. Where there is a change in the period of expected future benefit, amortisation rates are altered from the effective date of the re-assessment. The depreciation rates used for each class of depreciable assets are: Class of Fixed Asset Depreciation Rate Buildings 2.5% Plant and equipment 5.0% to 33.0% e. Leases Lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, are charged as expenses in the periods in which they are incurred. f. Investments Non-current investments are measured using the cost basis. The carrying amount of non-current investments is reviewed annually by the Directors to ensure it is not in excess of the recoverable amount of these investments. The recoverable amount is assessed from the underlying net assets for non-listed investments. 48 Salmat Limited Other Other intangibles (such as the cost of acquiring distribution routes or commercial services revenue streams) are recorded at cost and are amortised over the period of expected future benefit, not to exceed five years. j. Foreign Currency Transactions and Balances Foreign currency transactions during the year 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 ruling at that date. l. Comparative Figures Where required by Accounting Standards comparative figures have been adjusted to conform with changes in presentation for the current financial year. m. Cash For the purpose of the statement of cash flows, cash includes: The gains and losses from conversion of short-term assets and liabilities, whether realised or unrealised, are included in profit from ordinary activities as they arise. The assets and liabilities of the overseas controlled entities, which are self-sustaining, are translated at yearend rates and operating results are translated at the average rates for each month. Gains and losses arising on translation are taken directly to the foreign currency translation reserve. k. Employee Entitlements Provision is made for the company’s liability for employee benefits arising from services rendered by employees to balance date. Employee benefits expected to be settled within one year together with entitlements arising from wages and salaries and annual leave which will be settled after one year, have been measured at the amounts expected to be paid when the liability is settled plus related on-costs. Other employee benefits (long service leave) payable later than one year have been measured at the present value of the estimated future cash outflows to be made for those benefits. Contributions are made by the economic entity to employee superannuation funds and are charged as expenses when incurred. The company operates an ownership-based remuneration scheme through the Employee Option Plan and the Employee Share Scheme, details of which are provided in note 32 to the financial statements. The value of the equity-based compensation scheme described in note 32 has not been recognised as an employee benefits expense in accordance with current accounting standards. – C ash on hand and at call deposits with banks or financial institutions, net of bank overdrafts; and – Investments in money market instruments with less than 14 days to maturity. n. Revenue Revenue from the rendering of a service is recognised upon the delivery of the service to the customer. When rendering services under contract and both the contract outcome can be reliably measured and control of the right to be compensated for the services and the stage of completion can be reliably measured, revenue is recognised on a progressive basis as the costs to complete the service contract are performed. Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets. Dividend revenue is recognised when the right to receive a dividend has been established. Dividends received from associates are accounted for in accordance with the equity method of accounting. Government grant revenue is recognised when the relevant criteria have been met and there is virtual certainty that the income will be received. o. Goods and Services Tax (GST) Revenues and expenses are recognised net of the amount of GST. Receivables and payables in the Statement of Financial Position are shown inclusive of GST. 2005 Annual Report 49 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Note 1. Statement of Significant Accounting Policies (continued) p. Rounding of Amounts Salmat management, with the assistance of external consultants, has assessed the significance of the expected changes and is preparing for their implementation. An AIFRS committee is overseeing and managing Salmat‘s transition to AIFRS. The impact of the alternative treatments and elections under AASB 1: First Time Adoption of Australian Equivalents to International Financial Reporting Standards has been considered where applicable. The parent entity has applied the relief available to it under ASIC Class Order 98/100 and accordingly, amounts in the financial report have been rounded off to the nearest $1,000. q. Contributed Equity Users of the financial statements should note, that the amounts disclosed could change if there are any amendments by standard-setters to the current AIFRS or interpretation of the AIFRS requirements changes. The figures disclosed are management‘s best estimates of the quantitative impact of the changes as at the date of preparing the 30 June 2005 financial report. The actual effects of transition to AIFRS may differ from the estimates disclosed due to: Issued and paid-up capital is recognised at the fair value of the consideration received by the company. Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received. During the year, the company became aware of certain adjustments which were required to be made relating to the costs of the 2002 IPO. These were reflected as adjustments to the current year equity balance. – o ngoing work being undertaken by the AIFRS project team; r. Earnings per Share (EPS) Basic EPS is calculated as net profit attributable to members, divided by the weighted-average number of ordinary shares. – p otential amendments to AIFRS and interpretation thereof being issued by the standard-setters and IFRIC; and Diluted EPS is calculated as net profit attributable to members, adjusted for: – e merging accepted practice in the interpretation and application of AIFRS and UIG interpretations. – costs of servicing equity (other than dividends) Management has decided to apply the exemption provided in AASB1, which permits entities not to apply the requirements of AASB132 Financial Instruments: Presentation and Disclosures and AASB139 Financial Instruments: Recognition and Measurement for the financial year ended 30 June 2005. Salmat is in the process of determining the impact that adopting the standards would have on the financial statements of the Group. – the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as expenses; and – o ther non-discretionary changes in revenues and expenses during the period that would result from the dilution of potential ordinary shares divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element. s.Impacts of Adopting the Australian Equivalents to International Financial Reporting Standards The company is preparing for and managing the transition to Australian Equivalents to International Financial Reporting Standards (AIFRS) effective for the financial years commencing from 1 January 2005. The adoption of AIFRS will be reflected in the economic entity‘s financial statements for the year ending 30 June 2006. On first time adoption of AIFRS, comparatives for the financial year ended 30 June 2005 are required to be restated. The majority of AIFRS transitional adjustments will be made retrospectively against retained earnings at 1 July 2004. 50 Salmat Limited The directors are of the opinion that the key material differences in the economic entity‘s accounting policies on conversion to AIFRS and the financial effect of these differences, where known, are as follows: i. AASB2: Share-Based Payments Share-based compensation forms part of the remuneration of employees of Salmat. Salmat does not currently recognise an expense for any share-based compensation granted. Under AIFRS, Salmat will be required to recognise an expense for such sharebased compensation. Share-based compensation will be measured at the fair value of the equity instrument determined at grant date and recognised over the expected vesting period of the equity instrument. A reversal of the expense will be permitted to the extent non-market based vesting conditions are not met. The entity will not retrospectively recognise share-based payments vested before 1 January 2005 as permitted under AIFRS first time adoption exemptions. The effect of this is: At 1 July 2004: On transition to AIFRS, the adoption of AASB112 would result in an increase in retained earnings of $169k. During 2004/05: The impact on the income statement has been to record an increase in the tax charge of $105k. The effect of these changes are: At 1 July 2004: An increase in the share-based payments component of equity of $250k with a corresponding reduction in retained earnings will be recorded. During 2004/05: The impact on the income statement has been to record a share-based payments expense of $380k, with a corresponding increase in the share based payments components of equity. ii. AASB3: Business Combinations Under current AGAAP, the cost of an item of property, plant and equipment is recognised as an asset if it is probable that future economic benefits associated with the item will flow to the entity and the cost of the item can be measured reliably. After recognition as an asset, an item of property, plant and equipment shall be carried at its cost less any accumulated depreciation and any accumulated impairment losses. Historically, the acquisition of an entity has been accounted for under the purchase method of accounting by the legal acquirer. Where consolidated accounts are prepared, the assets and liabilities purchased have initially been recognised at their fair values in the consolidated accounts. For all business combinations occurring prior to 1 July 2004, the company will use the AIFRS first time adoption exemption under AASB1 to “grandfather“ those past acquisitions rather than re-open purchase price allocations. No new intangibles will be brought to account for those historical acquisitions. Tax adjustments may be required. Salmat has assessed its impairment testing policy and tested all intangible assets for impairment as at transition and at 30 June 2005. iii. AASB112: Income Taxes Currently, Salmat adopts the liability method of tax-effect accounting whereby the income tax expense is based on the accounting profit adjusted for any permanent differences. Timing differences are currently brought to account as either a provision for deferred income tax or future income tax benefit. Under AASB 112: Income Taxes, Salmat will be required to adopt a balance sheet approach under which temporary differences are identified for each asset and liability rather than the effects of the timing and permanent differences between taxable income and accounting profit. iv. AASB116: Property, Plant and Equipment Properties, which are currently carried at deemed cost, will remain as such on transition to AIFRS. The company will use the AIFRS first time adoption exemption to measure land and buildings at the date of transition at fair value (based on previous revaluations) and use that fair value as the deemed cost as stated in the accounts at 30 June 2004. The effect of this is: At 1 July 2004: On transition to AIFRS, the existing asset revaluation reserve will be transferred to retained earnings, resulting in an increase in retained earnings of $4,117k. During 2004/05: There is no impact on the current year comparatives. v. AASB119: Employee Benefits – Defined Benefit Superannuation Plan Under AASB 119: Employee Benefits, employers are required to recognise the net surplus or deficit in their defined benefit superannuation plans as assets or liabilities based on the difference between the accrued benefits and the net market value of plan assets. This will result in a change in the economic entity‘s current accounting policy, which does not record an asset relating to any net surplus and a liability is only recognised as a net deficit where a present legal obligation exists. The economic entity has elected to recognise actuarial gains and losses in the income statement in accordance with the corridor approach. 2005 Annual Report 51 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Note 1. Statement of Significant Accounting Policies (continued) The effect of this is: At 1 July 2004: The impact of this change in the accounting policy will be the recognition of a $266k non-current liability, with a corresponding adjustment to retained earnings as a decrease of $266k. During 2004/05: A decrease in profit of $54k will be recorded, as the net difference between the market value of the plan‘s assets and the plan‘s accrued benefits fluctuates. vi. AASB121: The Effects of Changes in Foreign Exchange Rates The effect of this is: At 1 July 2004: There is a reclassification of equity instruments, however, there is no impact on the group‘s equity position. During 2004/05: There is no impact on the current year income statement comparatives. viii. A ASB136: Impairment of Assets Under AASB 136: Impairment of Assets, the recoverable amount of an asset is determined as the higher of net selling price (fair value less costs to sell) and value in use. In determining the recoverable amount, projected future cash flows are discounted using a risk adjusted pre-tax discount rate and impairment is assessed for the individual asset or at the ”cash generating unit‘ level. A ”cash generating unit‘ is determined as the smallest group of assets that generates cash flows that are largely independent of the cash inflows from other assets or groups of assets. Under AIFRS, all entities will be translated using the current rate method. As such, the income statement will no longer be exposed to currency movements on assets and liabilities held by subsidiaries. The foreign currency translation reserve for all foreign operations, through adoption of an election (AASB1: AIFRS first time adoption) on transition to AIFRS, will be reset to zero. The economic entity has assessed its impairment testing policy and tested all intangible assets for impairment as at transition and at 30 June 2005. The effect of this is: The effect of this is: At 1 July 2004: The existing foreign currency translation reserve (currently in deficit) will be transferred to retained earnings, resulting in a decrease in retained earnings of $1,662k. During 2004/05: There is no impact on the current year comparatives. At 1 July 2004: Testing of goodwill at 1 July 2004 indicated that Philippines goodwill was being carried in excess of its recoverable amount. Accordingly, a reduction in the goodwill carrying amount of $1,254k will be charged to retained earnings. During 2004/05: Goodwill amortised in 2004/05 of $5,411k will be reversed resulting in a corresponding increase in profit in that period. ix. AASB137: Provisions vii. AASB127: Consolidations In December 2004, the AASB followed its equivalent UIG international body (SIC) by adopting amendments to UIG Interpretation 112 “Consolidation-Special Purpose Entities“. The effect of the scope amendments is to include equity compensation plans. The amendment requires the company that has established employee benefit trusts for the purposes of a share-based payment plan to consolidate them. 52 Salmat Limited Provisions are recognised when the group has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured. The group has leased properties in various locations across Australia, Asia and New Zealand. In most instances, Salmat is required to “make-good“ the premises to the original state they were in when Salmat signed the lease. Under AIFRS, Salmat is required to record a provision if it can be reliably estimated and measured. The assets recognised in the balance sheet will be amortised over the initial estimated life of the lease. Following the acquisition of SalesForce in January 2005, an intangible asset will be recognised for $3,949k representing the future value of specific customers under contract at the time of acquisition. This will be amortised to the income statement over a period of three years, being the estimate of discounted cashflows contracted from those customers. Intangible assets with indefinite lives must be tested for impairment annually regardless of whether impairment indicators are present and more frequently where indicators are present. Deferred acquisition costs recognised in the balance sheet as a “non-current creditor“ at face value are required to be discounted. The effects of this are: The economic entity has assessed its impairment testing policy and tested all intangible assets for impairment as at transition and at 30 June 2005. At 1 July 2004: Upon transition to AIFRS, a lease “make-good“ provision will be recognised in the balance sheet for $2,155k. A charge to retained earnings will be made of $293k (being prior amortisation), with the balance of $1,862k being recorded as a fixed asset. The company currently amortises goodwill arising on acquisitions on a straight-line basis over a maximum of 20 years. Under AIFRS, intangible assets with indeterminate useful lives are no longer amortised, but are subject to an ongoing impairment assessment, with carrying values adjusted accordingly. The provision for deferred acquisition costs will be discounted by $163k compared to AGAAP to current values with a corresponding credit to retained earnings. During 2004/05: Following the acquisition of SalesForce in January 2005, additional lease “make-good“ provisions and corresponding fixed assets have been recorded in the balance sheet of $484k. The amortisation charge associated with total “make-good“ provisions for 2004/05 totals $363k. The current period discount of deferred acquisition costs amounts to $193k and has been recognised as a credit to the profit. The effect of this is: At 1 July 2004: There is no impact on the opening balance sheet. During 2004/05: An amortisation charge of $658k will be recognised in the income statement in respect of SalesForce “customers under contract“. x. AASB138: Intangible Assets This Standard defines an intangible asset as an identifiable non-monetary asset without physical substance. Salmat has identified one intangible asset at transition date, relating to a business acquisition in March 2003 (refer to note 18). This represents the amortised deferred purchase price of the business. 2005 Annual Report 53 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Note 1. Statement of Significant Accounting Policies (continued) Salmat Group Salmat Limited Note $000 $000 Reconciliation of equity reported under AGAAP to equity under AIFRS Total equity reported under AGAAP at 1 July 2004 81,387 29,818 348 Key transitional adjustments: – Income tax balances 1s(iii) 169 – Recognition of defined benefit superannuation liability 1s(v) (266) – – Impairment of Philippines goodwill (1,254) – 1s(viii) – Recognise lease “make-good“ provision 1s(ix) (293) (45) – Movement in deferred acquisition liability 1s(ix) 163 – Total transition adjustments (1,481) 303 Total equity under AIFRS at 1 July 2004 79,906 30,121 27,107 15,791 Reconciliation of net profit after tax reported under AGAAP to net profit under AIFRS Net profit after tax reported under AGAAP for the year ended 30 June 2005 Key transitional adjustments: – Income tax – Share based payments – Reversal of amortisation of goodwill 54 1s(i) (105) 21 (380) (380) 1s(viii) 5,411 – – Movement in defined benefit plan liability 1s(v) (54) – – A mortisation of goodwill, intangible recognised on acquisition 1s(x) (658) – – Recognition of lease “make-good“ provision 1s(ix) (88) – – Amortisation of lease “make-good“ provision 1s(ix) (275) (42) – Movement in deferred acquisition liability 1s(ix) – Total transition adjustments 4,044 (401) Net profit after tax under AIFRS for the year ended 30 June 2005 31,151 15,390 Salmat Limited 193 Note Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 Note 2. Revenue Operating activities – Service revenue 407,491 – – – Dividends received, wholly-owned subsidiaries – 326,865 – 21,567 20,000 – Interest received, other persons 1,087 723 1,043 716 – Other revenue – 211 – Management fees received – – 408,578 327,799 – – 20,161 20,856 42,771 41,572 Non-operating activities – Proceeds on disposal of plant and equipment 307 295 – 41 307 295 – 41 408,885 Total revenue 328,094 42,771 41,613 Note 3. Profit from Ordinary Activities Profit from ordinary activities before income tax has been determined after: a. Expenses: Borrowing costs: – Other persons Total borrowing costs Depreciation of non-current assets: 1,747 26 1,728 26 1,747 26 1,728 26 – Buildings 350 260 2 1 – Plant and equipment 14,976 10,666 4,779 2,912 15,326 10,926 4,781 2,913 – – Total depreciation Amortisation of non-current assets: – Goodwill 5,411 4,865 – Other 192 201 Total amortisation 5,603 5,066 20,929 15,992 – – – – 4,781 2,913 Total depreciation and amortisation Bad and doubtful debts: – Trade debtors 377 417 – – Total bad and doubtful debts 377 417 – – Rental expense on operating leases – Minimum lease payments 8,142 1,335 1,510 Research and development costs 701 603 5,397 – – b. Net gains/(losses) Net gain on disposal of non-current assets: – Plant and equipment 41 115 Foreign currency translation gains/(losses) 71 (23) – 58 191 167 2005 Annual Report 55 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Note 3. Profit from Ordinary Activities (continued) Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 c. Significant items included in expenses T he following significant expense items are relevant in explaining the financial performance: Write-off software assets3 Reversal of loan provision2 Integration and restructure costs4 Write-off of goodwill 1 2 3 4 1 2,308 (5,402) 990 – – 2,537 – 1,471 2,308 – (4,275) 2,468 260 – – – In accordance with AASB1013 “Accounting for Goodwill“, a re-assessment of the carrying value and expected period of future benefits attached to certain goodwill amounts was made at 30 June 2004. As a result, the carrying value of goodwill on Salmat‘s Philippine BPO business has been reduced by $1.5m. The future amortisation period on this business has been reduced from five years to three years. During the period, following a substantial improvement in the performance of the 49% owned Philippine call centre joint venture (ClientLogic Philippines), the group reversed provisions againt its loans due from the joint venture. This reversal (net of the foreign exchange impact) favourably impacted the net profit by $5.4 million. As the original provision was treated as non-deductible for tax purposes, no tax benefit has been brought to account in the full year result relating to this item. F ollowing a re-assessment of the expected future benefits to be generated, certain software assets have been written down by $2.3 million. Income tax expense of $0.7 million has been brought to account in the full year result relating to this item. Integration costs associated with the acquisition of businesses (refer note 30b) during the year, and the closure of the plastics division in NSW and Victoria. Income tax expense of $0.3 million has been brought to account in the full year result relating to this item. Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 Note 4. Income Tax Expense The prima facie tax on profit from ordinary activities before tax is reconciled to the income tax as follows: Prima facie tax payable on profit from ordinary activities before income tax at 30% (2004:30%) Add: Tax effect of: 11,531 9,419 3,257 – Non-deductible amortisation 1,650 1,448 – Other non-allowable items 189 222 35 64 – Provision for non-recoverable loans (1,770) 735 (1,432) 740 – Withholding tax (64) 118 (64) Under provision for income tax in prior year (67) 110 – 11,469 Less: Tax effect of: – Rebateable fully franked dividends – Amortisation of float costs 248 271 – Effect of lower tax rate applicable to foreign entities (269) (269) – – Other 59 200 (11) – R ecoupment of prior year tax losses not previously brought to account 101 1,410 – 11,330 10,440 – 12,052 – llocation of income tax expense to wholly-owned A subsidiaries under the Tax Sharing Agreement (16,265) (13,611) Income tax attributable to parent entity (4,934) (3,171) Salmat Limited – 2,529 Income tax expense/(benefit) attributable to profit from ordinary activities before income tax 56 – – – 1,796 3,333 6,470 6,000 271 271 (4,934) – 233 – (3,171) Note 5. Directors’ and Executives’ Remuneration The Corporations Regulations 2005 (No. 4) allows listed companies to transfer certain AASB 1046 Directors and Executive Remuneration disclosures from the notes to the financial report to the ”Remuneration Report‘ section in the Directors‘ report. Salmat has taken this option and all required details of Directors‘ and Executive remuneration are now disclosed in the Remuneration Report section of the Directors report. The other disclosures required by AASB 1046 that are included in the Directors report but are not exempted from being included in the Financial Report under the Corporations Regulations as amended are duplicated below. a. Options Number of options held by Directors & Specified Executives at balance date: Balance Granted as Options Balance 1.7.04 Remuneration Exercised 30.6.05 Represented by: Total Total ExercisableUnexercisable at 30.6.05 at 30.6.05 Directors Richard Lee – – – – – – Peter Mattick 500,000 165,000 – 665,000 166,666 498,334 Philip Salter 500,000 165,000 – 665,000 166,666 498,334 John Thorn – – – – – – Ian Elliot – – – – – – 125,000 40,000 (41,666) 123,334 – 123,334 Specified Executives Stephen Bardwell David Besson 250,000 80,000 (83,333) 246,667 – 246,667 Peter Boyle 250,000 80,000 (83,333) 246,667 – 246,667 Ashley Fenton 250,000 80,000 (83,333) 246,667 – 246,667 Chris Meakins 125,000 (41,666) 123,334 2,000,000 40,000 650,000 – (333,331) 2,316,669 333,332 123,334 1,983,337 Options were issued under the Executive Performance Option Plan. Options granted as part of remuneration have been valued using the Black-Scholes option pricing model, which takes account of factors such as the option exercise price, the current level and volatility of the underlying share price and the time to maturity of the option. The average value attributed to each option using this pricing model at grant date was 94.76 cents. Currently, this expense is not recognised in the financial statements. During the year, 333,331 shares were issued by virtue of the exercise of an option at an average exercise price of $2.10. 2005 Annual Report 57 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Note 5. Directors’ and Executives’ Remuneration (continued) b. Shareholdings Number of shares held by Directors and Specified Executives: Balance 1.7.04 Balance 30.6.05 Net Change* Directors Richard Lee 302,000 8,894 310,894 Peter Mattick 34,288,238 356,414 34,644,652 Philip Salter 34,409,338 20,000 34,429,338 50,000 27,307 77,307 4,868 4,868 John Thorn Ian Elliot – Specified Executives Stephen Bardwell 388,688 (48,594) 340,094 David Besson 879,129 (248,818) 630,311 Peter Boyle 728,474 844,105 (115,631) Ashley Fenton 8,400 26,933 35,333 Chris Meakins 753,315 (216,095) 537,220 71,923,213 (184,722) 71,738,491 * Net change refers to shares purchased or sold by continuing Directors and Specified Executives during the financial year. Note Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 Note 6. Auditors’ Remuneration Remuneration of the auditor of the parent entity for: – Auditing or reviewing the financial report 249 248 – 27 – Other services 56 34 – – 112 78 – – 8,131 6,389 Remuneration of other auditors of subsidiaries for: – Auditing or reviewing the financial report of subsidiaries Note 7. Dividends a. Paid during the year – F inal fully franked ordinary dividend of 7.0 cents per share franked at the tax rate of 30% paid on 1 October 2004. – Interim fully franked ordinary dividend of 6.5 cents (2004: 5.0 cents) per share franked at the tax rate of 30% paid on 28 March 2005 (2004: 30%). Total dividends paid 8,131 6,389 7,573 5,808 7,573 5,808 26 15,704 12,197 15,704 12,197 P roposed final fully franked dividend of 9.0 cents (2004: 7.0 cents) per share franked at a tax rate of 30% (2004: 30%) 10,497 8,131 10,497 8,131 b. Dividends not recognised at year-end 58 c. Franking credits T he amount of franking credits available for the subsequent financial year are: – F ranking account balance as at the end of the financial year at 30% (2004: 30%) 57,470 44,836 57,470 44,836 – F ranking credits that will arise from the payment of income tax payable as at the end of the financial year 5,085 4,261 5,085 4,261 Franking account balance at year end 62,555 49,097 62,555 49,097 Salmat Limited Salmat Group 2005 2004 $000 $000 Actual Actual Note 8. Earnings per Share a. Reconciliation of earnings to net profit Net profit Adjustments to net profit for the purpose of calculating EPS Earnings used in the calculation of dilutive EPS 27,107 20,955 b. Weighted average number of ordinary shares outstanding during the year used in calculation of basic EPS 116,386 116,158 Weighted average number of options outstanding 3,520 2,785 Weighted average number of ordinary shares outstanding during the year used in calculation of dilutive EPS 119,906 118,943 3,520 2,785 27,107 – 20,955 – c. Classification of securities The following securities have been classed as potential ordinary shares – Options outstanding Salmat Group 2005 2004 11.8c Note 9. Net Tangible Asset Backing Net tangible asset backing per ordinary share Salmat Group 2005 2004 $000 $000 47.2c Salmat Limited 2005 2004 $000 $000 Note 10. Cash Assets Cash at bank Cash on hand Total cash 13,935 17 16,213 12,910 16 13,952 16,229 62,626 39,584 1 12,911 12,949 1 12,950 Note 11. Receivables Current Trade debtors – 1,677 Provision for doubtful debts (617) (1,175) – – 62,009 38,409 – 1,677 1,020 149 – 12 63,029 – 1,689 – Related parties 9,860 9,360 – Provision for recoverability, related parties (390) (6,974) 9,470 2,386 Other debtors Total current receivables 38,558 Non-current Amounts receivable from: Total non-current receivables 54,353 – 54,353 11,770 (6,974) 4,796 2005 Annual Report 59 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 Note 12. Inventories Current Raw materials at net realisable value 2,488 1,919 – – Work in progress at cost 3,271 1,341 – – 5,759 3,260 – – Total inventories Note 13. Associated Companies Interests are held in the following associated companies: Name Ownership Interest Principal Activities 2005 % Carrying amount of Investment 2004 % 2005 $000 49 – 2004 $000 Unlisted: ClientLogic Philippines, Inc Call centre operation 49 – The reporting date of ClientLogic Philippines, Inc is 31 December. Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 a. Retained earnings attributable to associate Share of associate‘s profit/(loss) from ordinary activities before income tax expense Share of associate‘s income tax (expense)/benefit hare of associate‘s profit/(loss) from ordinary activities S after income tax hare of accumulated losses at beginning of the S financial year Effect of exchange rates on opening balance Share of accumulated losses at end of the financial year 1,463 (72) – – – – – 1,463 (72) – – (2,993) (2,727) – – 240 (194) – – (1,290) (2,993) – – – b. Share of aggregate assets, liabilities and performance of associates 60 Current assets 4,322 3,559 – – Non-current assets 6,969 8,660 – – Total assets 11,291 12,219 – – Current liabilities 4,307 5,746 – – Non-current liabilities 7,750 8,615 – – Total liabilities 12,057 14,361 – – Net assets (766) (2,142) – – et profit/(loss) from ordinary activities after N income tax of associates 1,463 (72) – – Salmat Limited Note Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 Note 14. Other Financial Assets Non-current Unlisted investments, at cost – Shares in controlled entities 15 – – 34,233 34,233 – – 34,233 34,233 – Shares in other corporations, at cost 189 190 – – Less: Provision for write-down to recoverable amount 180 180 – – 9 10 – – 9 10 Unlisted investments, at recoverable amount Total other financial assets 34,233 34,233 Note 15. Controlled Entities Country of Incorporation Percentage Owned (%) 2005 2004 Parent Entity Salmat Limited3 Subsidiaries of Salmat Limited1 Salmat Document Management Solutions Pty Limited3 Australia Billserv Australia Pty Limited2 Australia 100 – 100 100 Salmat Data Solutions Pty Limited3 Australia 100 100 Monteson Holdings Pty Limited Australia 100 100 Salmat Targeted Media Pty Ltd3 (formerly Salmat Letterbox Delivery Services Pty Limited) Australia 100 100 Salmat Teleservices Pty Limited3 Australia 100 100 Pardrive Pty Limited Australia 100 100 Letterbox Distribution Network Pty Limited (formerly Pardrive No. 2 Pty Ltd) Australia 100 100 Salmat International Pty Limited Australia 100 100 SalesForce Australia Pty Limited3 Australia 100 – SalesForce Services Pty Limited Australia 100 – Deltarg Distribution Systems Limited New Zealand 100 100 SalesForce New Zealand Limited New Zealand 100 – Salmat Asia Limited Hong Kong 100 100 Salmat Mauritius Limited Mauritius 100 100 Salmat Asia Pacific Pte Limited Singapore 100 100 Salmat Philippines Corporation Philippines 100 100 Salmat (China) Limited Hong Kong 100 100 1 All shareholdings represent 100% ownership in the ordinary shares of the entity. No further class of shares exist. 2 This company was voluntarily deregistered during the year. 3 Refer to Deed of Cross Guarantee note, below. Deed of Cross Guarantee Pursuant to a subsection 340(1) order, relief has been granted to Salmat Limited from the Corporations Act 2001 requirements for preparation, audit and lodgement of financial reports for the designated Australian incorporated companies. As a condition of the class order, Salmat Limited entered into a Deed of Cross Guarantee on 30 June 2005. The effect of the deed is that Salmat Limited has guaranteed to pay any deficiency in the event of winding up of any specified controlled entity. The controlled entities have also given a similar guarantee in the event that Salmat Limited is wound up. 2005 Annual Report 61 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Note 15. Controlled Entities (continued) Parties to Deed of Cross Guarantee 2005 2004 $000 $000 Financial information in relation to: i. Statement of Financial Performance Profit from ordinary activities before income tax 37,199 Income tax expense relating to ordinary activities (10,467) (9,391) Profit from ordinary activities after income tax expense 26,732 22,967 39,614 32,358 ii. Retained Profits Retained profits at the beginning of the financial year 50,384 Profit from ordinary activities after income tax expense 26,732 22,967 Dividends paid (15,704) (12,197) Change of entities within Deed of Cross Guarantee 2,163 – Retained profits at the end of the financial year 63,575 50,384 iii. Statement of Financial Position 62 Current assets Cash assets 12,450 12,962 Receivables 56,987 36,359 Inventories 5,442 3,059 Other Total current assets 78,667 54,641 Non-current assets 29,852 12,803 Receivables Investments 3,788 – 2,261 2,193 Property, plant and equipment 27,646 Deferred tax assets 9,122 35,488 5,624 Intangible assets 73,618 18,421 Total non-current assets 140,238 74,529 Total assets 218,905 129,170 Current liabilities Payables 37,567 29,666 Current tax liabilities 3,709 4,051 Provisions 8,224 6,677 Total current liabilities 49,500 40,394 Non-current liabilities 1,960 Payables – Interest bearing liabilities 64,000 – Deferred tax liabilities 573 385 Provisions 10,449 2,092 Total non-current liabilities 75,022 4,437 Total liabilities 124,522 44,831 Net assets 94,383 84,339 Equity Contributed equity 31,458 30,478 Reserves (650) 3,477 Retained profits 63,575 50,384 Total equity 94,383 84,339 Salmat Limited Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 Note 16. Property, Plant and Equipment Freehold land – At deemed cost 4,350 4,350 – – 4,350 4,350 – – 8,858 8,858 – – Accumulated depreciation (2,768) (2,419) – – 6,090 6,439 – – 159 Buildings – At deemed cost Plant and equipment At cost 116,164 87,767 3,154 Accumulated depreciation (86,666) (62,136) (1,892) – 29,498 25,631 1,262 159 39,938 36,420 1,262 159 Total property, plant and equipment Movements in carrying amounts Movement in the carrying amounts for each class of property, plant and equipment between the beginning and the end of the current financial year. Freehold Land $000 Buildings $000 4,350 6,439 Plant and Equipment $000 Total $000 Economic Entity: Balance at the beginning of year Additions Additions through acquisition of entity Disposals – 2,828 2,828 – – (269) (269) (349) (14,977) (15,326) 12 12 29,498 39,938 – Net exchange difference on translation of financial reports of foreign operations – 16,273 – 36,420 16,273 – Depreciation expense Carrying amount at the end of year 25,631 – 4,350 – 6,090 Freehold land and buildings situated in Australia were independently valued by Rushton’s at June 2004. The valuation was undertaken at fair market value based on existing use. The value was $16.4m. The valuations were greater than book value by $5.6m and this amount was not taken up in the accounts, as Salmat Limited records land and buildings at deemed cost. 2005 Annual Report 63 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 Note 17. Deferred Tax Assets Future income tax benefit a. 9,282 5,949 7,056 5,624 The future income tax benefit is made up of the following estimated tax benefits: – Tax losses 528 964 – Timing differences 8,754 4,985 7,056 4,660 9,282 5,949 7,056 5,624 897 1,137 b. – 964 Future income tax benefits not brought to account, the benefits of which will only be realised if the conditions for deductibility set out in note 1b occur – Tax losses – 338 Note 18. Intangible Assets Goodwill at cost 104,544 44,220 Accumulated amortisation (24,426) (18,240) 80,118 25,980 895 – 895 – – – Other intangibles at cost 1,118 1,118 – – Accumulated amortisation (1,021) (577) – – 541 – – 80,215 26,521 Prepayments 2,918 1,836 Recoverable deposits 776 3,694 Total intangible assets 97 895 – Note 19. Other Assets Current Total other assets 776 1,715 17 1,127 – 2,612 1,732 1,127 10,480 10,584 Note 20. Payables Current Unsecured liabilities Trade creditors Sundry creditors and accrued expenses Total current payables 20,851 21,860 19,996 10,304 2,840 898 40,847 32,164 13,320 11,482 4,808 1,605 Non-current Unsecured liabilities Trade creditors – – – 12,835 – 12,835 Amounts payable to: – Wholly-owned subsidiaries Total non–current payables 64 Salmat Limited – 4,808 – 1,605 Note Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 Note 21. Interest Bearing Liabilities Non-current Secured liabilities – Bank loans Total non-current interest bearing liabilities 66,533 2,072 64,000 – 66,533 2,072 64,000 – Borrowing facilities available at balance date Secured bank overdraft 5,000 5,000 5,000 5,000 Secured loan facility 1 95,000 50,000 95,000 50,000 Guarantee facilities 1 30,000 30,000 30,000 30,000 130,000 85,000 130,000 85,000 Secured loan facility 64,000 – 64,000 – Guarantee facilities 23,462 20,861 23,462 17,772 87,462 20,861 87,462 17,772 Total borrowing facilities available Borrowing facilities utilised at balance date Total borrowing facilities utilised Borrowing facilities unutilised at balance date Secured bank overdraft 5,000 5,000 5,000 5,000 Secured loan facility 31,000 50,000 31,000 50,000 Guarantee facilities 6,538 9,139 6,538 12,228 42,538 64,139 42,538 67,228 Total borrowing facilities unutilised 1 This facility is secured by a deed of negative pledge and guarantee over the assets of certain group companies. Note Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 Note 22. Tax Liabilities Current Provision for income tax 3,835 4,263 1,298 4,051 573 385 573 385 Non-current Provision for deferred income tax 2005 Annual Report 65 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Salmat Group 2005 2004 $000 $000 Note Salmat Limited 2005 2004 $000 $000 Note 23. Provisions Current Employee entitlements Total current provisions 23a 8,427 5,162 1,217 1,051 8,427 5,162 1,217 1,051 6,382 4,553 1,155 956 Non-current Employee entitlements 23a Other 23b Total non-current provisions – 354 – – 6,382 4,907 1,155 956 8,427 5,162 1,217 1,051 a. Employee benefits ggregate liability for employee benefits, A including oncosts, recognised and included in the financial statements: Provision for employee benefits – Current – Non-current 6,382 4,553 1,155 14,809 9,715 2,372 2,007 Accrued wages and salaries, bonus and on costs 1 5,500 4,250 1,949 1,524 Aggregate employee benefits 20,309 13,965 4,321 3,531 1 956 ccrued wages & salaries are included in the current trade payables A balance as disclosed in note 20 of this financial report b. Movement in other provisions Balance at the beginning of the year 354 1,023 – – Movements during the year (354) (669) – – Carrying amount at the end of year 354 – – No. No. No. No. 3,632 2,311 152 172 c. Number of FTE employees at year-end 66 Salmat Limited – Note Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 Note 24. Contributed Equity Fully paid ordinary shares Total contributed equity 24a 31,459 30,478 31,459 30,478 31,459 30,478 31,459 30,478 2005 $000 2004 $000 2005 000 No. 2004 000 No. a. Ordinary shares At the beginning of the reporting period Shares issued during the year 30,637 – Options exercised by employees – Issued to Directors during the year Transaction costs relating to share issues 32 (159) At reporting date 31,459 30,478 32c 30,478 116,158 116,158 949 – 452 – – – 25 – – 116,635 – 116,158 Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion to the number of shares held. At shareholders meetings each ordinary share is entitled to one vote when a poll is called. b. Options i. F or information relating to the Salmat Executive Performance Option Plan, including details of options issued, exercised and lapsed during the financial year and the options outstanding at year-end, refer to note 32. ii. For information relating to share options issued to Executive Directors during the financial year, refer to note 32. iii. At 30 June 2005 there were 3.5 million unissued ordinary shares for which options were outstanding. c. Employee share schemes F or more information relating to Salmat Exempt Employee Share Plan and Salmat Deferred Employee Share Plan, including details of shares issued during the financial year, refer to note 32. Note Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 Note 25. Reserves Asset revaluation 25a 4,118 4,118 – Foreign currency translation 25b (1,490) (1,662) (28) (21) 2,628 2,456 (28) (21) 4,118 4,118 – Total reserves – a. Asset revaluation reserve movement Opening balance Revaluation increment on freehold land and buildings Closing balance – 4,118 – 4,118 – – – – – Amounts relate to revaluation of freehold land and buildings prior to the adoption of AASB 1041 “Revaluation of Non-Current Assets“. These amounts will be transferred to retained earnings on disposal of the revalued freehold land and buildings. T he balance standing to the credit of the reserve may be used to satisfy the distribution of bonus shares to shareholders and is only available for the payment of cash dividends in limited circumstances as permitted by law. 2005 Annual Report 67 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Note 25. Reserves (continued) b. Note Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 Foreign currency translation reserve movement Opening balance djustment arising from the translation of foreign controlled A entities‘ financial statements Closing balance (1,662) (1,223) (21) – 172 (439) (7) (21) (1,490) (1,662) (28) (21) Exchange differences relating to the translation of self-sustaining foreign controlled entities are brought to account by entries made directly to the foreign currency translation reserve, as described in note 1j. Note Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 Note 26. Retained Profits/(Accumulated Losses) Retained profits/(accumulated losses) at the beginning of the financial year 48,453 39,695 (639) (44) Net profit attributable to the members of the parent entity 27,107 20,955 15,791 11,602 7 (15,704) (12,197) (15,704) (12,197) 59,856 48,453 (552) (639) 10,689 7,999 2,164 736 10,689 7,999 2,164 736 12,979 6,366 1,624 378 3,637 1,003 Dividends paid Retained profits/(accumulated losses) at the end of the financial year Note 27. Commitments for Expenditure a. Contracted capital expenditures Estimated aggregate amount of contracts for purchase of plant and equipment not provided for in the accounts – Not later than 1 year Total contracted capital expenditures b. Non-cancellable operating lease commitments 68 Non-cancellable operating leases contracted for but not capitalised in the financial statements Payable (net of GST) – Not later than 1 year – Later than 1 year but not later than 5 years 26,900 15,714 – Later than 5 years 28,505 1,347 Total non-cancellable operating lease commitments 68,384 23,427 13,841 1,381 Aggregate expenditure commitments comprise: Amounts not provided for – rental commitments 68,384 23,427 13,841 1,381 Salmat Limited 8,580 – Note 28. Contingent Liabilities Deed of Cross Guarantee Refer to note 15 of the accounts for full particulars of the Deed of Cross Guarantee. Legal Proceedings Salmat Document Management Solutions Pty Ltd (SDMS) has been charged in the Western Australia court of Petty Sessions with fraud under section 83(1) of the Proceeds of Crime Act (Cth) 1987. Three of its employees have also been charged in being knowingly concerned with the commission of the alleged offence. It is alleged that SDMS committed a fraud against the Australian Postal Commission with respect to lodgements of mail of an SDMS customer in Western Australia between January 1995 and September 1998. It is alleged that the financial loss to the Australian Postal Commission was $281,107. SDMS denies any wrongdoing and will defend the charges vigorously. On 4 August 2004, all parties entered not guilty pleas to the charges. A status update hearing was held in January 2005, and approved an application to have the matter heard in the WA Supreme Court. The defendants‘ applications for a permanent stay of the proceedings are listed for hearing commencing on 24 October 2005. It is expected that, if this matter proceeds to trial, it will not be set down to take place until 2006. As a consequence of normal business operations, on occasions Salmat Limited receives communications in relation to potential future claims from third parties. Salmat Limited maintains insurance cover to minimise the potential financial effects of such items. Note 29. Segment Reporting Business Segments The economic entity delivers communications solutions to its customers through the following three businesses: Targeted Media delivers advertising catalogues to homes throughout Australia and New Zealand. Detailed demographic analysis enables us to target the consumers most likely to buy particular products, helping our customers to maximise their sales. Business Process Outsourcing processes and mails bank and credit card statements, accounts and other customised, bulk mailings in Australia, Hong Kong, Taiwan and the Philippines. We receive customers’ electronic data, process it using smart technology, and print and mail statements, providing significant cost savings. Contact Centres handles inbound and outbound telephone, fax, email and online communications on behalf of our customers, from facilities in Australia, New Zealand and the Philippines. Inbound services include technical support and customer care; while outbound services include telemarketing, direct sales and customer retention. We also facilitate business-to-business and businessto-consumer conversations through a range of sales support services. Accounting Policies Segment revenues and expenses are those directly attributable to the segments and include any joint revenue and expenses where a reasonable basis of allocation exists. Segment assets include all assets used by a segment and consist principally of cash, receivables, inventories, intangibles and property, plant and equipment, net of allowances and accumulated depreciation and amortisation. While most such assets can be directly attributed to individual segments, the carrying amount of certain assets used jointly by two or more segments is allocated to the segments on a reasonable basis. Segment liabilities consist principally of accounts payable, employee entitlements, accrued expenses and provisions. Segment assets and liabilities do not include deferred income taxes. 2005 Annual Report 69 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Note 29. Segment Reporting (continued) Intersegment Transfers Segment revenues, expenses and results include transfers between segments. The prices charged on intersegment transactions are the same as those charged for similar goods to parties outside of the economic entity at an arm‘s length. These transfers are eliminated on consolidation. Primary Reporting – Business Segments 2005 BPO $000 Targeted Media $000 Contact Centres Admin Eliminations $000 $000 $000 Salmat Group $000 Revenue External sales Other segments Total sales revenue Other revenue – Write-off software assets (2,308) – Reversal of loan provision 5,402 – Integration and restructure costs (990) Amortisation expense (5,603) Net Interest income Total revenue from ordinary activities 141,272 1,015 142,287 94 169,010 423 169,433 97,208 – 97,208 – – – (1,438) – – (1,438) 407,490 – 1,394 200 57 1,043 142,381 169,633 97,265 1,043 3,376 (10,532) 407,490 (1,438) 408,884 Result EBITA before significant items 13,654 36,005 93 42,596 Significant items: (660) Profit from ordinary activities before income tax expense 38,437 Income tax expense (11,330) 27,107 Segment assets – 216,067 Unallocated assets1 9,282 225,349 – 62,998 68,408 131,406 Acquisitions of plant and equipment 9,909 1,530 2,058 2,776 – 16,273 Depreciation of segment assets 6,718 967 2,688 4,953 – 15,326 Amortisation of segment assets 2,453 1,846 1,304 – – 5,603 Other non-cash segment expenses (3) – – (5,514) Net profit after tax Assets Total assets 82,062 46,448 (2,197) 89,754 Liabilities Segment liabilities Unallocated liabilities 1 Total liabilities 22,772 6,851 10,561 22,814 Other 1 70 (78) (5,433) ssets and liabilities shown against each segment exclude future income tax benefits, tax provisions and assets and liabilities that relate to the A group’s financing activities. Salmat Limited Note 29. Segment Reporting (continued) 2004 BPO $000 Targeted Media $000 Contact Centre $000 Admin $000 External sales 129,599 154,654 42,612 – Other segments Total sales revenue Other revenue Eliminations $000 Salmat Group $000 Revenue Total revenue from ordinary activities 3,560 743 133,159 155,397 237 – 42,612 – 326,865 – (4,303) – – (4,303) 326,865 203 – 789 133,396 155,600 42,612 789 – 1,229 (4,303) 328,094 Result EBITA before significant items 13,728 34,690 (1,473) (8,677) 34 38,302 Significant items: – (2,537) Amortisation expense Loan provision (related party) (5,066) Net interest expense 697 Profit from ordinary activities before income tax expense 31,395 Income tax expense (10,440) 20,955 Segment assets 14,285 – 125,990 Unallocated assets 5,949 131,939 13,408 – 43,838 6,720 50,558 Acquisitions of plant and equipment 4,453 471 779 5,221 – 10,924 Depreciation of segment assets 5,923 871 1,051 3,081 – 10,926 1,158 – 5,066 13 2,214 Net profit after tax Assets Total assets 70,532 53,371 (12,198) Liabilities Segment liabilities Unallocated liabilities Total liabilities 18,480 9,857 2,093 Other Amortisation of segment assets 3,908 Other non-cash segment expenses (133) (25) – 3 – 2,356 2005 Annual Report 71 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Note 29. Segment Reporting (continued) Secondary reporting – Geographical Segments Segment Revenues from External Customers 2005 2004 $000 $000 Australia 380,259 302,680 New Zealand 15,078 11,231 12,153 12,954 8,994 – 9,282 Carrying Amount of Segment Assets 2005 2004 $000 $000 Acquisitions of Non-current Segment Assets 2005 2004 $000 $000 Geographical location: Other1 Asia – 407,490 326,865 204,324 118,186 2,749 14,592 10,637 154 185 6,748 1,527 102 5,949 1,056 225,349 131,939 – 16,273 – 10,924 1 Assets shown against each segment exclude future income tax benefits. Note 30. Cash Flow Information Salmat Group 2005 2004 $000 $000 Salmat Limited 2005 2004 $000 $000 a.Reconciliation of cash flow from operations with profit from ordinary activities after income tax Profit from ordinary activities after income tax Non-cash flows in profit from ordinary activities 27,107 20,955 15,791 Amortisation 5,603 5,066 Depreciation 15,326 10,926 4,781 2,913 Unrealised foreign exchange movements (71) 23 (191) (167) (5,402) – 11,602 – Provision for non-recoverable loans 2,537 (4,275) 2,468 Profit on sale of property, plant and equipment (41) (115) – (58) Changes in assets and liabilities, net of the effects of purchase of subsidiaries 72 (Increase)/decrease in trade and term debtors (Increase)/decrease in inventories (17,530) (2,499) (6,778) 35 1,740 – (625) – (Increase) in other current assets (1,082) (457) (605) (1,126) (Increase)/decrease in future income tax benefit (3,334) (1,942) 3,380 (5,024) Increase/(decrease) in trade creditors and accruals 8,620 (2,676) (1,786) 2,328 Increase in employee benefits 5,077 1,786 365 7 Increase/(decrease) in income taxes payable (428) (1,670) (2,753) 4,009 Increase/(decrease) in deferred taxes payable 188 (44) 188 385 Exchange rate changes on opening cash balances (344) (233) Cash flows from operations 31,190 27,413 Salmat Limited – 16,635 – 16,712 Note 30. Cash Flow Information (continued) Salmat Group Salmat Limited 2005 2004 2005 2004 $000 $000 $000 $000 b. Acquisition of businesses During the year a number of businesses were acquired which provided additional distribution capabilities and commercial services revenue streams to the group. Details of these transactions are: Purchase consideration 4,700 4,500 – – Cash consideration 3,320 2,736 – – Deferred consideration 1,380 1,764 – – Assets and liabilities held at acquisition date: Inventories 540 Property, plant and equipment 351 891 748 – – Goodwill 3,809 3,752 – – 64,900 – – – 47 701 – – – – c. Acquisition of entities On 21 January 2005, the Salmat Group acquired all of the issued shares in SalesForce Australia Pty Limited, SalesForce Services Pty Limited and SalesForce New Zealand Limited. Details of these transactions are: Purchase consideration Cash consideration 61,700 – – – Deferred consideration 3,200 – – – Assets and liabilities held at acquisition date: Receivables 14,570 – – – Other current assets 531 – – – Property, plant and equipment 2,447 – – – Creditors (7,085) – – – Provisions (1,575) – – – 8,888 – – – Goodwill 56,012 – – – Note 31. Superannuation The consolidated entity contributes to a number of superannuation funds of the accumulating benefit type for which no actuarial assessments have been made and which were established to provide benefits for employees and their dependents on retirement, resignation, disablement or death. The funds include company sponsored funds and multi-employer industry funds. Benefits are provided in the form of lump sum payments subject to applicable preservation rules. The consolidated entity contributes a percentage of individual employees‘ gross income and employees may make additional contributions on a voluntary basis. 2005 Annual Report 73 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Note 31. Superannuation (continued) Defined Benefit Funds Group companies in the Asian region contribute to a number of retirement benefit schemes of a defined benefit type. At balance date, the position of those schemes is as follows: 2005 $000 2004 $000 Accrued benefits 443 Net market value of plan assets 443 513 Underfunding of net market value of plan assets over accrued benefits – (586) Vested benefits 443 588 1,099 The above amounts were measured as at 30 June 2005. Note 32. Employee Ownership Plans As part of the initial public offering, the company provided management and employees with the following opportunities to participate in the ownership of the company: a. Exempt Employee Share Plan T he Salmat Exempt Employee Share Plan is open to all full-time or permanent part-time Australian employees with more than three months service and allows for the purchase of up to $1,000 worth of shares per annum per eligible employee. P articipants will not be permitted to dispose of their shares until three years after the date of acquisition unless they leave the company. An initial offer was made by Salmat to qualifying employees on the basis that the company will match (at no cost to the employee) the contribution made by an employee, such contributions being limited to a maximum of $500 each. Ordinary shares carry one vote per share and carry the right to dividends. 2005 000 No. 2004 000 No. Opening balance 99 122 Employees who have left the company (18) (23) Closing balance 81 99 b. Deferred Employee Share Plan T he Salmat Deferred Employee Share Plan allows invited eligible employees (including Directors) to receive shares as a bonus/incentive or as a remuneration sacrifice. P articipants will not be permitted to dispose of their shares unless any pre-specified hurdle conditions are satisfied. Participants may forfeit their shares if they cease to be an employee at a time when any vesting or performance criteria have not been satisfied. Ordinary shares carry one vote per share and carry the right to dividends. 74 Salmat Limited Note 32. Employee Ownership Plans (continued) 2005 000 No. 2,179 2004 000 No. Opening balance Granted to employees 25 2,542 – Transfers / disposals (100) (335) Acquisitions 44 33 Employees who have left the company (180) (61) Closing balance 1,968 2,179 c. Executive Performance Option Plan T he Salmat Executive Performance Option Plan allows the company to grant options over shares to key executives. The Board may offer options to purchase shares to eligible executives having regard to actual and potential contribution to the company, as determined by the Board from time to time. The consideration for options is an amount equal to the exercise price, but payment is deferred until the options are exercised. Options generally may not be transferred. Quotation of options on the ASX will not be sought. However, the company will apply for official quotation of shares issued on the exercise of options. Shares issued on the exercise of options will rank equally with other shares of the company. The exercise price applicable to the option shall, at the discretion of the Directors, be determined by reference to: – In the case of options issued prior to the company being listed on ASX, the price at which shares are offered under the Prospectus dated 18 October 2002; or – In other cases, the weighted average market price of shares during the five trading days up to and including the date of grant of the option or such other date or period as the Board considers appropriate. An option may only be exercised by a date to be determined by the Board from time to time but not exceeding 10 years after the date the option is granted, subject to applicable performance hurdles and other exercise restrictions. An unexercised option will lapse on the earlier of the expiry of 10 years (or such earlier date as determined by the Board) from the date of its issue to the eligible executive, or the date six months after the eligible executive dies, retires, is made redundant or becomes disabled, or the date one month after the eligible executive ceases to be employed by Salmat for any other reason. Share options do not carry any voting rights or the right to dividends. 2005 Annual Report 75 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Note 32. Employee Ownership Plans (continued) 2005 000 No. 2004 000 No. Weighted Average Exercise Price 2005 2004 $ $ Opening balance 2,785 2,815 $2.30 $2.30 Granted 1,246 – $4.54 – Exercised (452) – $2.10 – Employees who have left the company (56) (30) $2.30 – Closing balance 3,523 2,785 $3.12 $2.30 Options may only be exercised within the limitations imposed by the Corporations Act 2001 and the Australian Stock Exchange Listing Rules. Under the Australian Stock Exchange Listing Rules, options may not be issued to Company Directors under an employee incentive scheme without specific shareholder approval. The market price of the company’s shares at 30 June 2005 was $4.72 (2004: $3.71). Note 33. Events Subsequent to Reporting Date On 25 August 2005, the Directors declared a final dividend for 2005 of 9.0 cents per ordinary share (amounting to $10.5m) franked to 100% at 30% corporate tax rate. A record date of 13 September 2005 has been set, with the dividend due to be paid on 4 October 2005. 2005 $ 2004 $ Note 34. Related Party Transactions The following dealings between the group and Directors and Director-related entities were made in the ordinary course of business on normal commercial terms and conditions: Peter Mattick or related entities – Provision of printing services to the group 2,144,715 2,504,041 – Provision of automotive services to the group 44,377 182,866 Robert Sutton or related entities (deceased 10 June 2004) – C hairman in Australia of the Jardine Matheson Group and a member of the Jardine Matheson Group‘s Asia Pacific Regional Board – Fees paid to Jardine Lloyd Thompson – 1,713,597 – Call centre services provided to Colliers Jardine – 461,773 Controlled Entities During the year the company advanced and repaid loans, sold and purchased services and provided accounting and administrative assistance to related entities and its wholly-owned controlled entities. All transactions with related entities and with wholly-owned controlled entities are made on commercial terms and conditions, except for loans that are non-interest bearing. Refer to note 15 for further details. The amount of management fees and dividends between the chief entity and controlled entities are included in note 2. 76 Salmat Limited Note 35. Financial Instruments a. Interest Rate Risk The economic entity’s exposure to interest rate risk, which is the risk that a financial instrument’s value will fluctuate as a result of changes in market interest rates and the effective weighted average interest rates on classes of financial assets and financial liabilities, is as follows: Note Weighted Average Interest Rate % Floating Interest Rate Non Interest Bearing Total $000 $000 $000 2005 Financial assets Cash 10 4.72 – 13,952 Receivables 11 – – 63,029 63,029 Recoverable deposits 19 – – 776 776 Amounts owing by related entities 11 Total financial assets 6.50 13,952 9,427 23,379 43 63,848 9,470 87,227 Financial liabilities Bank loans and overdrafts 21 5.85 66,533 Trade and sundry creditors 20 – – Total financial liabilities 66,533 – 40,847 40,847 66,533 40,847 107,380 2004 Financial assets Cash 10 Receivables 11 Recoverable deposits 19 Amounts owing by related entities 11 6.50 2.09 Total financial assets 4.75 – – 16,229 – – 16,229 38,558 38,558 – 776 776 2,157 229 2,386 18,386 39,563 57,949 Financial liabilities Bank loans and overdrafts 21 Trade and sundry creditors 20 Total financial liabilities – 2,072 – 2,072 – 2,072 32,164 32,164 32,164 34,236 2005 Annual Report 77 Salmat Limited and controlled entities Notes to the Financial Statements For the year ended 30 June 2005 Note 35. Financial Instruments (continued) b. Credit Risk The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised financial assets is the carrying amount, net of any provisions for doubtful debts of those assets, as disclosed in the statement of financial position and notes to the financial statements. The economic entity does not have any material credit risk exposure to any single debtor or group of debtors under financial instruments entered into by the economic entity. c. Net Fair Values The net fair values of listed investments have been valued at the quoted market bid price at balance date, adjusted for transaction costs expected to be incurred. For unlisted investments where there is no organised financial market the net fair value has been based on a reasonable estimation of the underlying net assets or discounted cash flows of the investment. For other assets and other liabilities the net fair value approximates their carrying value. No financial assets and financial liabilities are readily traded on organised markets in standardised form other than listed investments. Financial assets where the carrying amount exceeds net fair values have not been written down as the economic entity intends to hold these assets to maturity. The aggregate net fair values and carrying amounts of financial assets and financial liabilities are disclosed in the statement of financial position and in the notes to the financial statements. d. Derivative Financial Instruments Forward Exchange Contracts The economic entity enters into forward exchange contracts to buy and sell specified amounts of foreign currencies in the future at stipulated exchange rates. The objective in entering the forward exchange contracts is to protect the economic entity against unfavourable exchange rate movements for the anticipated future foreign currency receivables. At balance date, the details of outstanding foreign exchange contracts are: 2005 $000 2004 $000 Average Exchange Rates 2005 2004 US$ US$ Forward exchange contracts (US$) Less than 6 months 1,823 – 0.7735 – 6 months to 1 year 1,964 – 0.7665 – 0.7570 – FX Collar 78 > 1 year 5,915 – 9,702 – Salmat Limited Salmat Limited and controlled entities Directors’ Declaration The Directors of Salmat Limited declare that: 1. T he financial statements and notes, as set out on pages 44 to 78 and additional disclosures referred to as tables 1–4 of the Directors’ Report, are in accordance with the Corporations Act 2001: a. C omply with Accounting Standards and the Corporations Regulations 2001 and other mandatory professional reporting requirements; and b. G ive a true and fair view of the financial position of the company’s and group’s financial position as at 30 June 2005 and of their performance, as represented by the results of their operations and their cashflows, for the year ended on that date. 2 The Joint Managing Directors and the Chief Financial Officer have declared that: a. T he financial records of the company for the financial year have been properly maintained in accordance with section 286 of the Corporations Act 2001; b. The financial statements and notes for the financial year comply with the Accounting Standards; and c. The financial statements and notes for the financial year give a true and fair view. 3 In the Directors‘ opinion: a. T here are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable; and b. A t the date of this declaration, there are reasonable grounds to believe that the companies which are members of the extended closed group identified in note 15 will be able to meet any obligations or liabilities to which they are, or may become subject to, by virtue of the deed described in note 15. In recognising the need for the highest standards of corporate behaviour and accountability, the Directors of Salmat Limited support and have adhered to the principles of corporate governance (as described in this Report). The company‘s Corporate Governance Statement is published on the Salmat website www.salmat.com.au. This declaration is made in accordance with a resolution of the Board of Directors. Richard Lee Philip Salter Peter Mattick Chairman Director Director Dated 25 August 2005 2005 Annual Report 79 Salmat Limited and controlled entities Independent Audit Report To the members of Salmat Limited Scope The financial report comprises the statement of financial position, statement of financial performance, statement of cash flows, accompanying notes to the financial statements, and the directors’ declaration for Salmat Limited (the company) and the consolidated entity, for the year ended 30 June 2005. The consolidated entity comprises both the company and the entities it controlled during that year. The company has disclosed information about the remuneration of directors and executives (“remuneration disclosures”) as required by Accounting Standard AASB 1046 Director and Executive Disclosures by Disclosing Entities, under the heading “remuneration report” on pages 36 to 40 of the directors’ report as permitted by the corporations regulations 2001. The directors of the company are responsible for preparation and true and fair presentation of the financial report in Australia in accordance with the Corporations Act 2001. This includes responsibility for the maintenance of adequate accounting records and internal controls that are designed to prevent and detect fraud and error and for the accounting policies and accounting estimates inherent in the financial report and the additional disclosures. Audit Approach We conducted an independent audit in order to express an opinion to the members of the company. Our audit was conducted in accordance with Australian Auditing Standards in order to provide reasonable assurance as to whether the financial report is free of material misstatement. The nature of an audit is influenced by factors such as the use of professional judgement, selective testing, the inherent limitations of internal control and the availability of persuasive rather than conclusive evidence. Therefore, an audit cannot guarantee that all material misstatements have been detected. We performed procedures to assess whether in all material respects, the financial report and additional disclosures presents fairly, in accordance with the Corporations Act 2001, including compliance with Accounting Standards and other mandatory financial reporting requirements in Australia, a view which is consistent with our understanding of the company’s and the consolidated entity’s financial position and their performance as represented by the results of their operations and cashflows. We formed our audit opinion on the basis of these procedures, which included: – xamining, on a test basis, information to provide evidence supporting the amounts and disclosures in the financial report e and additional disclosures; and – ssessing the appropriateness of the accounting policies and disclosures used and the reasonableness of significant a accounting estimates made by the directors. While we considered the effectiveness of management’s internal controls over financial reporting when determining the nature and extent of our procedures, our audit was not designed to provide assurance on internal controls. 80 Salmat Limited Independence In conducting our audit, we followed applicable independence requirements of Australian professional ethical pronouncements and the Corporations Act 2001. Audit Opinion In our opinion; (1) the financial report of Salmat Limited is in accordance with: (a) the Corporations Act 2001, including: (i) g iving a true and fair view of the company’s and the consolidated entity’s financial position as at 30 June 2005 and of their performance for the year ended on that date; and (ii) complying with Accounting Standards in Australia and the Corporations Regulations 2001; and (b) other mandatory financial reporting requirements in Australia; and (2) the remuneration disclosures that are contained in pages 36 to 40 of the directors’ report comply with Accounting Standard AASB 1046 and the Corporations Regulations 2001. WHK GREENWOODS David Sinclair Dated 25 August 2005 in Sydney. 2005 Annual Report 81 Salmat Limited and controlled entities Shareholder Information Shares and Options Shares on issue 116,647,885 Options on issue 3,496,173 Distribution of Shareholdings as at 21 September 2005 Number of ShareholdersNumber of Shares 1 – 1,000 1,001 – 5,000 695 464,251 Percentage 0.4% 1,683 4,386,517 3.8% 5,001 – 10,000 408 3,081,946 2.6% 10,001 – 100,000 233 5,876,246 5.0% 100,001 and over 44 102,838,925 88.2% 3,063 116,647,885 100.0% Number of Shares Percentage There were 11 holders of less than a marketable parcel of 107 shares Substantial Shareholders Teamnews Pty Limited 34,026,238 29.2% Teamdate Pty Limited 28,998,738 24.9% Largest 20 Holders of Ordinary Shares at 21 September 2005 82 1. Teamnews Pty Ltd 34,026,238 29.2% 2. Teamdate Pty Ltd 28,998,738 24.9% 3. National Nominees Limited 5,774,132 4.9% 4. Mr Philip John Salter 5,027,500 4.3% 5. JP Morgan Nominees Australia Limited 4,156,667 3.6% 6. RBC Global Services Australia Nominees Pty Ltd 4,148,350 3.6% 7. ANZ Nominees Limited 2,922,477 2.5% 8. Citicorp Nominees Pty Limited 2,062,353 1.8% 9. Salmat Employee Share Plan Managers Pty Ltd 1,943,868 1.7% 10. Queensland Investment Corporation 1,448,258 1.2% 11. Citicorp Nominees Pty Limited 1,304,532 1.1% 12. Argo Investments Limited 1,160,026 1.0% 13. Westpac Custodian Nominees Limited 857,193 0.7% 14. Health Super Pty Ltd 623,557 0.5% 15. Cogent Nominees Pty Limited 495,401 0.4% 16. UBS Private Clients Australia Nominees Pty Ltd 472,670 0.4% 17. Cogent Nominees Pty Limited 441,384 0.4% 18. Mr Christopher Arthur Meakins 422,319 0.4% 19 Aust Executor Trustees NSW Ltd 400,000 0.3% 20. RBC Global Services Australia Nominees Pty Limited 321,694 0.3% 97,007,357 83.2% Salmat Limited Salmat Limited and controlled entities Glossary AASB Australian Accounting Standards Board AGAAP Australian Generally Accepted Accounting Principles AIFRS Australian Equivalents to International Financial Reporting Standards BPO Business Process Outsourcing Division CC Contact Centres Division EBITA Earnings before Interest, Tax and Amortisation EBITDA Earnings before Interest, Tax, Depreciation and Amortisation IFRIC International Financial Reporting Interpretations Committee ISMS Information Security Management System KPI Key Performance Indicators NMF No Meaningful Figure NSW GPS The NSW Government Printing Service, acquired in mid-April 2005 OHS Occupational Health and Safety SalesForce ne of Australia’s most successful and dynamic call centre and direct sales organisations, O acquired on 21 January 2005 STI Short Term Incentive Total Shareholder Return Share price growth plus dividends paid for the period TM Targeted Media Division UIG Urgent Issues Group 2005 Annual Report 83 Salmat Limited and controlled entities Corporate Directory Salmat Limited Share Registry ABN 11 002 724 638 Computershare Investor Service Pty Limited GPO Box 1903 Adelaide SA 5000 Phone (08) 8236 2300 1300 556 161 Fax (08) 9236 2305 Web www.computershare.com.au Registered Office 14–16 Chandos Street St Leonards NSW 2065 Phone (02) 9928 6500 Fax (02) 9928 6652 Web www.salmat.com.au Executive Directors Stock Exchange Listing Peter Mattick (Joint Managing Director) Phillip Salter (Joint Managing Director) Salmat Limited Shares are listed on the Australian Stock Exchange. ASX code: SLM Non-executive Directors Annual General Meeting Richard Lee (Chairman) Ian Elliot John Thorn Company Secretary Stephen Bardwell Auditor WHK Greenwoods 309 Kent Street Sydney NSW 2000 The Annual General Meeting will be held at 10.00am on 25 November 2005 at The Lyceum, Wesley Conference Centre, 220 Pitt Street, Sydney NSW 2000 Financial Calendar Final Dividend Payment Annual General Meeting Half Year Results Full Year Results 4 October 2005 25 November 2005 February 2006 August 2006 Bankers ANZ Banking Group Limited National Australia Bank Limited 84 Salmat Limited Designed and Produced by FCR SLM103 Leaders in customer communication Salmat Annual Report 2005 www.salmat.com.au Annual Report 2005