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DIRECTORS’ REPORT CONTINUED

The Group has an established
environmental reporting system for its
environmentally sensitive businesses,
which monitors compliance with existing
environmental regulations and new
regulations as they are enacted. The
recreational and other ancillary activities
conducted by those businesses are
subject to various licences and legislation
issued under environmental laws that
apply in each respective location. The
Board has a responsibility to ensure that
robust systems are in place to manage
the assets in a sustainable and responsible
manner, and to ensure that the activities
of each business are conducted in
compliance with legislation.

The reporting system is documented in
a legal compliance manual and includes
procedures to be followed should an
incident occur which may adversely
impact the environment. The directors
are not aware of breaches of any
applicable legislation during the year,
which are material in nature and have no
reason to believe that any possible legal
or remedial action would result in a
material cost or loss to the Group.

Communication with shareholders

The Board provides shareholders with
information using a comprehensive
Continuous Disclosure Policy which
includes identifying matters that may
have a material effect on the price of the
Company’s shares, notifying them to the
ASX, posting them on the Company’s
website, and issuing media releases.

In summary, the Continuous Disclosure
Policy operates as follows:

•
the Chairman, Managing Director,
Director Finance & Accounting, and
Company Secretary are responsible
for interpreting the Company’s policy
and where necessary informing the
Board. The Company Secretary is
responsible for all communications
with the ASX. Such matters are
advised to the ASX on the day
they are discovered, and all
senior executives must follow a set
process, which involves monitoring
all areas of the Group’s internal and
external environment. The Company
considers it has complied with all of
its continuous disclosure obligations;
•
the Annual Report is distributed
to all shareholders (unless a shareholder
has specifically requested not
to receive the document). The Board
ensures that the Annual Report
contains disclosures required by
the Corporations Act 2001 and
the Listing Rules;
•
the full texts of notices of meetings
and associated explanatory material
are placed on the Company’s website;
•
the Chairman’s address is presented
at the Annual General Meeting and
subsequently distributed by mail to
all shareholders;
•
the half-year report contains
summarised financial information
and a review of the operations of the
Group during the period. The report
is sent to all shareholders (unless a
shareholder has specifically requested
not to receive the document);
•
notification is made to the ASX
of any other significant matters
regarding the Group in accordance
with the Listing Rules; and
•
the external auditor is requested to
attend the Annual General Meetings
to answer any questions concerning
the audit and the content of the
auditor’s report.
All of the above information, including
that of the previous three years, is made
available on the Group’s website within
one day of public release.

The Board encourages full participation
of shareholders at the Annual General
Meeting to ensure a high level of
accountability and identification with the
Group’s strategy and goals. Important
issues are presented to shareholders
as single resolutions and in plain
English. Shareholders are requested to
vote on the appointment and aggregate
remuneration of directors, the granting
of options to the Managing Director and
changes to the Constitution. Copies of
the Constitution are available to any
shareholder who requests it.

AUDITOR INDEPENDENCE

The lead auditor’s independence
declaration is set out on page 45 and
forms part of the directors’ report for
the year ended 30 June 2007.

NON-AUDIT SERVICES
PROVIDED BY KPMG

During the year, KPMG, the
Company’s auditor, has performed
certain other services in addition to
their statutory duties.

The Board has considered the non-audit
services provided during the year by the
auditor and in accordance with written
advice provided by resolution of
the Audit Committee is satisfied that
the provision of those non-audit services
during the year by the auditor is
compatible with, and did not

compromise, the auditor independence
requirements of the Corporations Act
2001 for the following reasons:

•
all non-audit services were subject
to the corporate governance
procedures adopted by the
Company and have been reviewed
by the Audit Committee to ensure
they do not impact the integrity and
objectivity of the auditor; and
•
the non-audit services provided do
not undermine the general principles
relating to auditor independence as
set out in APES 110 Code of Ethics
for Professional Accountants, as they
did not involve reviewing or auditing
the auditor’s own work, acting in a
management or decision-making
capacity for the Company, acting
as an advocate for the Company
or jointly sharing risks and rewards.
A copy of the auditors’ independence
declaration as required under section
307C of the Corporations Act has been
included in this directors’ report.

Details of the amounts paid to the
auditor of the Company, KPMG, and its
related practices for audit and non-audit
services provided during the year are set
out in Note 6.

ROUNDING OFF

The Company is of a kind referred to in
Class Order 98/100 (as amended by
Class Order 04/667) as issued by the
Australian Securities and Investments
Commission. In accordance with that
Class Order, amounts in the financial
report and directors’ report have been
rounded off to the nearest thousand
dollars, unless otherwise stated.

Signed in accordance with a resolution
of the directors:

AG Rydge

DC Seargeant

Dated at Sydney this
23rd day of August 2007.

LEAD AUDITOR’S INDEPENDENCE

DECLARATION UNDER SECTION 307C OF THE CORPORATIONS ACT 2001

To: the directors of Amalgamated Holdings Limited

I declare that, to the best of my knowledge and belief, in relation to the audit for the financial year ended 30 June 2007 there
have been:

(i) no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit;
and
(ii) no contraventions of any applicable code of professional conduct in relation to the audit.

KPMG

David Rogers

Partner

Sydney
23 August 2007