INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF AMALGAMATED HOLDINGS LIMITED
REPORT ON THE FINANCIAL REPORT AND
AASB 124 REMUNERATION DISCLOSURES
CONTAINED IN THE DIRECTORS’ REPORT
We have audited the accompanying financial report of
Amalgamated Holdings Limited (Company), which comprises
the balance sheets as at 30 June 2007, and the income
statements, statements of changes in equity and cash flow
statements for the year ended on that date, a description of
significant accounting policies and other explanatory notes
1 to 40 and the directors’ declaration of the Company and
the Group comprising the Company and the entities it
controlled at the year’s end or from time to time during
the financial year.
As permitted by the Corporations Regulations 2001, the
Company has disclosed information about the remuneration of
directors and executives (remuneration disclosures), required
by Australian Accounting Standard AASB 124 Related Party
Disclosures, under the heading “remuneration report” in the
directors’ report and not in the financial report. We have
audited these remuneration disclosures.
Directors’ responsibility for the financial report and
the AASB 124 remuneration disclosures contained
in the directors’ report
The directors of the Company are responsible for the
preparation and fair presentation of the financial report in
accordance with Australian Accounting Standards (including
the Australian Accounting Interpretations) and the
Corporations Act 2001. This responsibility includes
establishing and maintaining internal control relevant to the
preparation and fair presentation of the financial report that is
free from material misstatement, whether due to fraud or
error; selecting and applying appropriate accounting policies;
and making accounting estimates that are reasonable in the
circumstances. In note 1, the directors also state, in
accordance with Australian Accounting Standard AASB 101
Presentation of Financial Statements, that the financial report
of the Group, comprising the financial statements and notes,
complies with International Financial Reporting Standards but
that the financial report of the Company does not comply.
The directors of the Company are also responsible for the
remuneration disclosures contained in the directors’ report.
Auditor’s responsibility
Our responsibility is to express an opinion on the financial
report based on our audit. We conducted our audit in
accordance with Australian Auditing Standards. These
Auditing Standards require that we comply with relevant
ethical requirements relating to audit engagements and plan
and perform the audit to obtain reasonable assurance
whether the financial report is free from material misstatement.
Our responsibility is also to express an opinion on the
remuneration disclosures contained in the directors’ report
based on our audit.
An audit involves performing procedures to obtain audit
evidence about the amounts and disclosures in the financial
report and the remuneration disclosures contained in the
directors’ report. The procedures selected depend on the
auditor’s judgement, including the assessment of the risks of
material misstatement of the financial report and the
remuneration disclosures contained in the directors’ report,
whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to
the entity’s preparation and fair presentation of the financial
report and the remuneration disclosures contained in the
directors’ report in order to design audit procedures that
are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of
the entity’s internal control. An audit also includes evaluating
the appropriateness of accounting policies used and the
reasonableness of accounting estimates made by the
directors, as well as evaluating the overall presentation of
the financial report and the remuneration disclosures contained
in the directors’ report.
We performed the procedures to assess whether in all
material respects the financial report presents fairly, in
accordance with the Corporations Act 2001 and Australian
Accounting Standards (including the Australian Accounting
Interpretations), a view which is consistent with our
understanding of the Company’s and the Group’s
financial position and of their performance and whether
the remuneration disclosures are in accordance with
Australian Accounting Standard AASB 124.
We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our audit
opinion.
Auditor’s opinion on the financial report
In our opinion:
(a)
the financial report of Amalgamated Holdings Limited is in
accordance with the Corporations Act 2001, including:
(i)
giving a true and fair view of the Company’s and the
Group’s financial position as at 30 June 2007 and of
their performance for the year ended on that date; and
(ii)
complying with Australian Accounting Standards
(including the Australian Accounting Interpretations)
and the Corporations Regulations 2001.
(b) the financial report of the Group also complies with
International Financial Reporting Standards as disclosed
in Note 1.
Auditor’s opinion on AASB 124 remuneration
disclosures contained in the directors’ report
In our opinion, the remuneration disclosures that are
contained in the directors’ report comply with Australian
Accounting Standard AASB 124 Related Party Disclosures.
KPMG
David Rogers
Partner
Sydney
23 August 2007
ASX ADDITIONAL INFORMATION
Additional information required by the Australian Securities Exchange Listing
Rules and not disclosed elsewhere in the Annual
Report is set out below:
SHAREHOLDINGS (AS AT 28 SEPTEMBER 2007)
SUBSTANTIAL SHAREHOLDERS
The names of substantial shareholders who have notified the Company in accordance
with section 671B of the Corporations Act
2001 are:
Shareholder Number of ordinary shares held
Enbeear Pty Limited 56,598,377 *
Carlton Investments Limited 56,588,377
Investors Mutual Limited 15,583,841
IOOF Holdings Limited 13,017,940
Maple-Brown Abbott Limited 9,395,924
* Includes Carlton Investments Limited holding.
VOTING RIGHTS
Ordinary shares
There were 4,258 holders of ordinary shares of the Company. The voting rights
attaching to the ordinary shares, set out in clause
54 of the Company’s Constitution, are:
“ Subject to any rights or restrictions for the time being attached to any class or classes of shares:
(a) at meetings of members or classes of members, each member entitled to
vote may vote in person or by proxy or attorney; and
(b) on a show of hands, every person present who is a member or a representative
of a member has one vote, and on a poll,
every member present in person or by proxy or attorney and every person who
is a representative of a member has one vote
for each share he holds or represents as the case may be.”
Options
There were 37 holders of options of the Company. There are no voting or dividend rights attached to the options.
DISTRIBUTION OF EQUITY HOLDERS
Ordinary shares Options
Number of
shareholders
Number of
shares held
Number of
optionholders
Number of
options held
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
2,187
1,294
351
390
36
1,014,118
3,443,238
2,615,583
9,487,767
111,577,418
—
23
4
9
1
—
101,800
40,000
376,500
750,000
4,258 128,138,124 37 1,268,300
The number of shareholders holding less than a marketable parcel is 134.
UNQUOTED ORDINARY SHARES
There were 526,642 unquoted ordinary shares issued pursuant to the employee
share plans. The shares were held by
549 holders.
SHARE REGISTRY
Computershare Investor Services Pty Limited
Level 3, 60 Carrington Street
Sydney NSW 2000
GPO Box 7045
Sydney NSW 1115
Telephone 1300 855 080
Facsimile 02 8234 5050
ON-MARKET BUY-BACK
There is no current on-market buy-back.
COMPANY SECRETARY
Mr Greg Dean CA, ACIS
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