UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO

RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of August 2015

 

Commission File Number: 001-35022

 

Mission NewEnergy Limited

(Translation of registrant’s name into English)

 

Unit B9, 431 Roberts Rd

Subiaco, Western Australia 6008

Australia

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F þ          Form 40-F ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):          

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):          

 

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes ¨          No þ

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  Mission NewEnergy Limited
     
  By: /s/ Guy Burnett
  Name: Guy Burnett
  Title: Chief Financial Officer and Company Secretary
   
  Date:  August 31, 2015

 

 

 

 

EXHIBIT INDEX

 

Exhibit Number   Description
     
99.1   2015 Audited Financial Statements

 

 

 



 

Exhibit 99.1

 

Mission NewEnergy Limited

(ACN: 117 065 719)

 

Tempo Offices, Unit B9

431 Roberts Rd, Subiaco

Western Australia, 6008

 

Tel: +61(0)8 – 6313 3975

ONE MISSION : ONE ENERGY : NEW ENERGY Fax: +61(0)8 – 6270 6339
e-mail: info@missionnewenergy.com

 

 

 

31st August 2015

 

Results for announcement to the market

 

Preliminary Final Report of

Mission NewEnergy Limited

for the year ended 30 June 2015

 

ABN 63 117 065 719

 

This Preliminary Final report is provided to the Australian Securities Exchange (ASX) under Listing Rule 4.3A.

 

Current Reporting Period: Year ended 30 June 2015
   
Previous Corresponding Period: Year ended 30 June 2014

 

This report should be read in conjunction with the most recent annual report.

 

 

 

 

Mission NewEnergy Limited

 

For the Year Ended 30 June 2015

 

Revenue and Net Profit/(Loss)

 

      Percentage      Amount 
      Change      $ 
      %        
               
Revenue from ordinary activities  Down   25%  to   7,270,759 
                 
EDITDA  Up   41%  to   6,010,389 
                 
Profit/(loss) from ordinary activities after tax attributable to members  Up   788%  to   4,187,192 
                 
Net profit/(loss) attributable to members  Up   2,692%  to   28,357,244 

 

Net Tangible Assets Per Security  2015
$ per share
  

2014

$ per
share

 
         
Net tangible asset (deficit)/surplus per security   0.2    (0.4)

 

Dividends (Distributions)        
        Franked
    Amount per   amount per
    security   Security
         
Final dividend   Nil   Nil
         
Interim dividend   Nil   Nil
         
Record date for determining entitlements to the dividend:   N/A   N/A

 

 

 

 

Mission NewEnergy Limited

(ACN: 117 065 719)

 

Tempo Offices, Unit B9

431 Roberts Rd, Subiaco

Western Australia, 6008

 

Tel: +61(0)8 – 6313 3975

ONE MISSION : ONE ENERGY : NEW ENERGY

Fax: +61(0)8 – 6270 6339

e-mail: info@missionnewenergy.com

 

 

 

Brief explanation of Revenue, Net Profit/(Loss) and Dividends (Distributions)

 

Summary of results

 

Sales revenue amounted to $NIL (2014: $NIL) and other income for the Group amounted to $7,270,759 (2014: $9,683,586). Net cash generated / (used) in operating activities was $391,464 (2014: $2,945,460 used). The net profit / (loss) of the Group amounted to $28,357,244 (2014: $1,077,231 loss).

 

Review of Operations

 

Biodiesel Refining

 

Mission’s 250,000 tpa refinery

 

In September 2014 the Company announced that its Malaysian subsidiary, M2 Capital Sdn Bhd (M2 Capital) has entered into a Joint Venture and Shareholders Agreement with Felda Global Ventures Downstream Sdn Bhd (“FGVD”), a subsidiary of Felda Global Ventures Holdings Berhad, and Benefuel International Holdings S.A.R.L (Benefuel) to establish a new joint venture Company, to own and operate the 250,000 tpa refinery at Kuantan Port belonging to Mission’s Malaysian subsidiary, Mission Biofuels Sdn Bhd (MBSB) to be retrofitted using Benefuel US proprietary “ENSEL®” technology. Pursuant to the joint venture, Mission’s Malaysian subsidiary, Mission Biofuels Sdn Bhd (“MBSB”) simultaneously signed a Plant Purchase Agreement to sell its 250,000 tpa biodiesel refinery to the joint venture Company for a sum of US$22.5 million. The Company, through its subsidiary M2 Capital Sdn Bhd, has re-invested part of the proceeds for a 20% equity stake in the joint venture company, with the balance of the equity held by FGVD (60%) and Benefuel (20%).

 

Reversal of impairment of refinery assets

 

With the sale of the refinery, the Company has reversed the previous impairment value to reflect the sale value of the 250,000 tpa refinery.

 

Downstream Palm Oil Joint Venture Project

 

The Company’s 85% owned subsidiary, Oleovest Pte Ltd had registered a request for arbitration with the Indonesian Arbitration Board (BANI) to seek compensation from the Indonesian government owned palm plantation company, PT Nusantara III (PTPN111) for breach of its material and non-material obligations under its joint venture agreement (JVA) with Oleovest. BANI awarded US$3,360,000 to Oleovest during the financial period.

 

Capital Markets and Funding

 

During the period the Company’s note holders agreed to the settlement of the entire outstanding amount of convertible notes of approximately A$25 million in exchange for US$2 million (approximately A$2.3 million) from the proceeds of the Indonesian Arbitration settlement and US$12 million (approximately A$15.4 million) from the proceeds of the sale of the refinery, 100% of Mission’s ownership in Oleovest Pte Ltd and Mission Agro Energy Ltd and a contingent claim on any proceeds returned to Mission from contractual deposits held back from the sale of the refinery.

 

In one of the final elements of completing its corporate and financial restructure, the Company has reduced its share capital and historic losses by A$110 million, as per the Shareholder approval at the AGM in October 2014.

 

 

 

 

 

Mission NewEnergy Limited

(ACN: 117 065 719)

 

Tempo Offices, Unit B9

431 Roberts Rd, Subiaco

Western Australia, 6008

 

Tel: +61(0)8 – 6313 3975

ONE MISSION : ONE ENERGY : NEW ENERGY

Fax: +61(0)8 – 6270 6339

e-mail: info@missionnewenergy.com

 

 

 

Discontinued Operations

 

As part of the convertible note settlement Oleovest PL and Mission Agro Energy Ltd have been deconsolidated with the results reflected as discontinued operations.

 

    Information on Audit or Review
     

ASX Append

4E.15

  This preliminary final report is based on accounts to which one of the following applies.
    X The accounts have been audited   The accounts have been subject to review
      The accounts are in the process of being audited or subject to review   The accounts have not yet been audited or reviewed
       

ASX Append

4E.16

  Description of likely dispute or qualification if the accounts have not yet been audited or subjected to review or are in the process of being audited or subjected to review.
    Not applicable
   
     

ASX Append

4E.17

  Description of dispute or qualification if the accounts have been audited or subjected to review.
    Not applicable
   

 

 

 

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

 

 

Mission NewEnergy Limited

 

Financial Report for the Year Ended

 

30 June 2015

 

  1

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

DIRECTORS REPORT

 

1. Directors details 3
2. Advisor to the Board 7
3. Meetings of Directors 7
4. Insurance premium paid for Directors and Officers 8
5. Unissued Shares under option 8
6. Remuneration Report 8
7. Principal Activities 15
8. Operating and Financial Review 15
9. Review of Operations 15
10. Financial Position 16
11. Dividends Paid or Recommended 16
12. Events subsequent to reporting date 16
13. Significant Changes in State of Affairs 16
14. Likely developments, Prospects and Business Strategies 17
15. Proceedings on behalf of the Company 17
16. Non audit services 17
17. Environmental regulations 17
18. The lead auditor’s independence declaration 18
   
AUDITORS INDEPENDENCE DECLARATION 19
FINANCIAL STATEMENTS 20

 

  2

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

DIRECTORS’ REPORT

 

Your Directors’ present their report on the Company and its controlled entities for the year ended 30 June 2015.

 

1.Directors’ details

 

The names of Directors’ in office at any time during or since the end of the year are:

 

Datuk Mohamed Zain Bin Mohamed Yusuf   Chairman (Independent Non-executive)
     
Qualifications Bachelor of Economics (Hons.) (University of Western Australia)
     
Experience

Datuk Zain has over 25 years experience in Shell Malaysia. From 1986 to 1988, he was seconded to Shell International, United Kingdom and worked as Marketing Consultant in Shell UK and Shell Caribbean. Upon his return to Malaysia, he was made Marketing Director of Shell Malaysia. He subsequently served on the Board of Directors of Shell Group Malaysia as Executive Director, with responsibility over a total of 18 group subsidiaries involved in both the upstream and downstream petrochemical business.

 

Datuk Zain is a Director of WSA Group of Companies and Chairman of Malacca Securities Sdn Bhd, past chairman of the Malaysian Australia Business Council and served as a Director of Airod Sdn Bhd, NADI Bhd, Faber Group Bhd, PJ Bumi Bhd and as chairman of Confoil (Malaysia) Bhd, a Malaysian - Australian joint venture company in Malaysia.

 

Board member since 24 January 2006.

 

Appointed Chairman on 1 July 2014.

     
Special Responsibilities Datuk Zain is a member of the Audit and Risk Management Committee and Chairman of the Nomination and Remuneration Committee.
     
Directorships held in other listed entities  — Chairman of Malacca Securities Sdn Bhd (since November 2000), resigned as a Director from Faber Group Bhd in May 2013.
     
Admiral (Ret) Tan Sri Dato’ Sri Mohd Anwar bin Haji Mohd Nor   Director (Independent Non-executive)
     
Qualifications Master of Science in Engineering Business Management (University of Warwick, U.K)

 

  3

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Experience

Tan Sri Anwar made history in April 2005 when he became the first naval chief in the Malaysian Armed Forces (MAF) to ascend to its highest military office of the Chief of Defence Force, commanding workforce strength of nearly 130,000. With nearly 40 years of military experience with the Royal Malaysian Navy (RMN) and MAF, he has acquired a massive portfolio of achievements.

 

His outstanding performance extends to the academic arena as well inclusive of stints at the Naval Staff College (Rhode Island, USA), Navigation and Direction Course and Principal Warfare Officers Course (HMS DRYAD, United Kingdom). He also holds a Master of Science in Engineering Business Management from the University of Warwick, United Kingdom. Tan Sri Anwar has received numerous commendations, awards and accolades in recognition of his talents, and was bestowed the Panglima Mangku Negara (PMN), which carries the title of Tan Sri, by His Majesty the Yang Di-Pertuan Agong (the King of Malaysia). He has also received distinguished medals from foreign governments such as the Ordre National De La Legion D'Honneur from France and the Command of the Legion of Merit from the US. Most recently he was appointed as a Senator to the Upper House of Malaysia.

 

Board member since 25 June 2009.

     
Special Responsibilities Tan Sri Anwar is Chairman of the Audit and Risk Management Committee and a member of the Nomination and Remuneration Committee.
     
Directorships held in other listed entities Chairman of the armed forces fund and Chairman of Titijaya Land Bhd.

 

Mr. Mohd Azlan bin Mohammed  

Director (Non-Independent Non-executive)

     
Qualifications Bachelor of Arts Degree (Honours) majoring in Accounting and Business.
     
Experience Mr Mohd Azlan, is currently the Managing Director of Wasco Oilfield Services Sdn Bhd, which is principally involved in the provision of oil and gas services internationally. Wasco is a subsidiary of Bursa Malaysia listed Wah Seong Corporation Berhad and also sits on the board of its various subsidiaries.

 

  4

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

   

He is also the Chairman of Indra Technology Solutions Malaysia Sdn Bhd, a subsidiary of Indra Sistemas, S.A. of Spain.

 

In May 2015, Mohd Azlan was appointed as Independent Chairman of Multi-Purpose Generali Insurans Bhd, a leading Malaysian insurance company.

 

Board member from 15 September 2014.

     
Special Responsibilities Mohd Azlan is a member of the Audit and Risk Management Committee and the Nomination and Remuneration Committee.
     
Directorships held in other listed entities Nil
     
Dato’ Nathan Mahalingam   Managing Director/Group Chief Executive Officer (Executive)
     
Qualifications Bachelor of Economics (Hons.) (University of Malaya) and MBA (Murdoch University, Western Australia).
     
Experience

Mr Mahalingam has over 25 years of management experience in banking and finance, heavy industries and infrastructure development. He has successfully implemented numerous start-up manufacturing operations in Malaysia during his tenure of service with a large Malaysian conglomerate. Between 1995 and 2000, he served as project director in the Westport Group, developers of one of Malaysia's largest privatised port and transhipment facility.

 

Board member since incorporation of the Company (17 November 2005).

     
Performance Rights   Nil
     
Special Responsibilities Managing Director/Group Chief Executive Officer of the company.
     
Directorships held in other listed entities Nil
     
Mr Guy Burnett   Finance Director/Chief Financial Officer (Executive) and Company Secretary.
     
Qualifications Member of the Institute of Chartered Accountants Australia

 

  5

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Experience

Mr Burnett, a Chartered Accountant, has had an impressive career as a Finance Professional in several large corporations. After finishing as a CA trainee and Audit manager, Mr Burnett joined Umgeni Water, a large corporatised water utility in South Africa, as its Financial Accountant. He was promoted to the position of Financial Controller in mid 1999. He left Umgeni in 2004 to migrate to Western Australia with his family.

 

Prior to joining the Company Mr Burnett was Manager: Corporate Accounting & Tax with Western Power. Prior to this Mr Burnett worked as Acting Financial Accountant for Water Corporation and served as a Manager with KPMG where he played a key role in assisting KPMG's clients in rolling out their IFRS accounting implementations. Mr Burnett has also served on the Board of the Sorrento Surf Life Saving Club.

 

Board member since 6 April 2009.

     
Directorships held in other listed entities Nil
     
Mr James Garton   Executive Director – Corporate Finance
     
Qualifications Bachelor of Business Administration -  Finance, Bachelor of Science – Economics and Master of Applied Finance
     
Experience

Mr. Garton has over 15 years experience in corporate finance, working in investment banking. Prior to his current role, James was has been Head of Corporate Finance and Mergers and Acquisitions for Mission since 2008. Mr. Garton joined Mission NewEnergy from U.S. investment bank, FBR Capital Markets, where he was Vice President, Investment Banking. Prior to FBR Capital Markets, he worked in corporate finance and equity capital markets with Australian firm BBY Limited. Before BBY, Mr. Garton worked in private equity with the Australian advisory firm Investment Capital Limited.

 

Board member since 1 July 2014.

     
Special Responsibilities Nil
     
Directorships held in other listed entities Nil

 

  6

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

2.Advisor to the Board

 

On 16th December 2014 the Company appointed Dato’ Mohamed Nizam bin Abdul Razak as Advisor to the Board. Dato’ Nizam Razak, a Malaysian, was attached to Bumiputra Merchant Bankers Bhd, an investment bank, from 1981 to 1984 and to PB Securities Sdn Bhd, a stockbroking firm from 1984 to 1998. He is an independent and Non-Executive Director of Yeo Hiap Seng Limited and Mamee-Double Decker (M) Sdn Bhd. He also serves on the board of several private limited companies engaged in a wide range of activities and is actively involved in several charitable foundations such as Noah Foundation, Hong Leong Foundation, National Children Welfare Foundation, Yayasan Cemerlang, Yayasan Rahah and Yayasan Wah Seong. In March 2012, he was appointed Pro-Chancellor of University Tun Abdul Razak and in July 2013, he was appointed Chancellor of Unitar International University. In the past he has held directorships in companies involved in a wide range of activities such as banking, insurance, mutual funds, steel, auto parts manufacturing, property development, retail and food production. Dato’ Nizam graduated in 1980 with a Bachelor of Arts (Oxon) degree in Politics, Philosophy and Economics from the Oxford University, United Kingdom.

 

3.Meetings of Directors

 

During the financial year, 11 meetings of Directors (including Board sub committees) were held.

 

Attendance by each Director during the year were as follows:

 

      Committee Meetings
   Directors’ Meetings  Audit & Risk
Management
Committee
  Nomination &
Remuneration
Committee
   A  B  A  B  A  B
Datuk Mohamed Zain Bin Mohamed Yusuf  4  4  4  4  3  3
Tan Sri Dato’ Sri Mohd Anwar bin Haji Mohd Nor  4  4  4  4  3  3
Mohd Azlan  3  3  3  3  2  2
Dato’ Nathan Mahalingam  4  4  -  -  -  -
Mr Guy Burnett  4  4  -  -  -  -
Mr James Garton  4  4  -  -  -  -

 

A   Number eligible to attend B   Number attended

 

  7

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

4.Insurance premium paid for Directors and Officers

 

The Company has paid an insurance premium in respect of a contract insuring each of the Directors of the Company named earlier in this report and the executive officers of the Company against liabilities and expenses, to the extent permitted by law, arising from claims made against them in their capacity as Directors and officers of the Company, other than conduct involving a wilful breach of duty in relation to the Company. Due to confidentiality clauses contained in the insurance policy the Limit of Liability and Premium paid has not been disclosed.

 

5.Unissued Shares under option

 

There are no unissued ordinary shares of Mission NewEnergy Ltd under option at the date of this report.

 

6.Remuneration Report (Audited)

 

This report details the nature and amount of remuneration for each Director of Mission NewEnergy Limited and for the key management personnel.

 

Remuneration policy

 

The remuneration policy of Mission NewEnergy Limited is twofold:

·To create a remuneration structure that will allow Mission NewEnergy to attract, reward and retain qualified Executives and Non-Executive Directors who will lead Mission NewEnergy in achieving its strategic objectives,
·To provide and motivate the Executives and Non-Executive Directors with a balanced and competitive remuneration.

The specific objectives of the Executive Remuneration Policy are as follows:

·To motivate executive management to manage and lead the business successfully and to drive strong long-term organisational growth in line with the Group’s strategy and business objectives,
·To drive successful organisational performance by incorporating an annual performance incentive and establish longer-term performance objectives,
·To further drive longer-term organisational performance through an equity-based reward structure,
·To make sure that there is transparency and fairness in executive remuneration policy and practices,
·To deliver a balanced solution addressing all elements of total pay [base-pay, incentive pay (cash and equity) and benefits],
·To make sure appropriate superannuation arrangements are in place for executives, and
·To contribute to appropriate attraction and retention strategies for executives.

 

  8

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

The specific objectives of the Non-Executive Director remuneration policy are as follows:

·To attract and retain appropriately qualified and experienced Directors,
·To remunerate Directors fairly having regard to their responsibilities, including providing leadership and guidance to management,
·To build sustainable shareholder value by encouraging a longer-term strategic perspective, by not linking fees to the results of the Mission NewEnergy Group of Companies,
·The Non-Executive Directors do not receive performance based pay, and
·The maximum annual aggregate Director’s fee pool limit is $500,000 and was approved by shareholders at a general meeting on 19 October 2009.

 

Base fees (excluding
superannuation)
  1 July 2014 to 30 June
2015
   1 July 2013 to 30 June
2014
 
Chairman   42,500    75,000 
Deputy chairman   24,000    56,250 
Non-executive Board member   24,000    37,500 
Chairman of the Audit and Risk Committee   NIL    NIL 
Chairman of the Nomination and Remuneration Committee   NIL    NIL 

 

The Board of Mission NewEnergy Limited believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best executives and Directors to run and manage the Group, as well as create goal congruence between Directors, executives and shareholders.

 

The Board’s policy for determining the nature and amount of remuneration for board members and senior executives of the Group is as follows:

 

Remuneration Governance

 

The remuneration policy, setting the terms and conditions for the Executive Directors and other senior executives, was developed by the Nomination and Remuneration Committee and approved by the Board.

 

All executives are entitled to receive a base salary (which is based on factors such as length of service and experience), superannuation, fringe benefits, options and performance incentives.

 

The Nomination and Remuneration Committee review the executive packages annually by reference to the Group’s performance, executive performance and comparable information from industry sectors.

 

The Directors and executives receive a superannuation guarantee contribution (or equivalent) required by the relevant government authority and do not receive any other retirement benefits.

 

All remuneration paid to Directors and executives is valued at the cost to the Company and expensed. Shares given to Directors and executives are valued as the difference between the market price of those shares and the amount paid by the Director or executive. Options are valued using an appropriate option pricing methodology.

 

  9

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

In considering the Group’s performance and benefits for shareholder wealth, the Board have regard to the following indices in respect of the current financial year and the previous four financial years:

 

   2015   2014   2013   2012   2011 
Revenue ($000)   7,271    9,684    8,413    38,202    16,426 
PBIT before discontinued operations ($000)   4,187    (609)   10,774    (3,427)   (21,225)
Profit/(loss) after income tax - owners ($000)   28,357    (1,077)   10,043    (6,130)   (21,670)
Basic earnings/(loss) per share – owners ($)   0.91    (0.08)   0.96    (0.69)   (3.50)
Dividends   -    -    -    -    - 
Share price ($)   0.04    0.008    0.005    0.15    4.9 

 

Current executive remuneration does not have a performance element included. A Company retention plan was concluded during the financial year under review.

 

The board policy is to remunerate Non-Executive Directors at market rates for time, commitment and responsibilities. The Nomination and Remuneration Committee determines payments to the Non-Executive Directors and reviews their remuneration annually, based on market practice, duties and accountability. Independent external advice was not sought during the financial year. The maximum aggregate amount of fees that can be paid to non-executive Directors is subject to approval by shareholders at the Annual General Meeting and is allocated to each non-executive Director based on responsibility, which include the Chairman of the Board, Chairman of the Audit and Risk Committee and Chairman of the Nomination and Remuneration Committee. Fees for non-executive Directors are not linked to the performance of the Group.

 

Key Management Personnel

 

The Company has defined the following classes of people as key management personnel:

 

·Non-Executive Directors
·Executive Directors
·Management reporting directly to the Group Chief Executive Officer

 

  10

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Details of remuneration for the year ended June 2015

The remuneration for the key management personnel of the group during the year was as follows:

 

2015

   Salary   Non-cash
Benefits
   Long term
Bonus
   Share
based
payments
   Post
employment
Super
Contribution
   Total   Proportion of
remuneration
performance
related
 
   $   $   $   $   $   $   % 
Non-Executive Directors                                   
Datuk Zain Yusuf   42,500    -    -    -    -    42,500    - 
Admiral (Ret) Tan Sri Dato’ Sri Mohd Anwar bin Haji Mohd Nor   24,000    -    -    -    184    24,184    - 
Mohd Azlan   19,000    -    -    -    144    19,144    - 
Total Non-executive Directors   85,500    -    -    -    328    85,828      
Dato’ Nathan Mahalingam   291,625    -    50,000    50,000    -    391,625    26%
Mr Guy Burnett   216,121    3,879    50,000    50,000    20,900    340,900    29%
Mr. James Garton1   200,000    -    50,000    50,000    19,000    319,000    30%
TOTAL KEY MANAGEMENT PERSONNEL   793,246    3,879    150,000    150,000    40,228    1,137,353      

 

 

1 Mr. Garton was appointed as a Director on 1 July 2014.

 

  11

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

2014

   Salary   Non-cash
Benefits
   Short term
Bonus
   Share
based
payments
   Post
employment
Super
Contribution
   Total   Proportion of
remuneration
performance
related
 
   $   $   $   $   $   $   % 
Non-Executive Directors                                   
Mr Dario Amara2   75,000    -    -    -    6,906    81,906    - 
Datuk Zain Yusuf   56,250    -    -    -    867    57,117    - 
Mr. Peter Torre3   40,875    -    -    -    -    40,875    - 
Admiral (Ret) Tan Sri Dato’ Sri Mohd Anwar bin Haji Mohd Nor   37,500    -    -    -    607    38,107    - 
Mr Arun Bhatnagar4   25,000    -    -    -    -    25,000    - 
Total Non-executive Directors   234,625    -    -    -    8,380    243,005    - 
Dato’ Nathan Mahalingam   292,415    -    -    -    -    292,415    - 
Mr Guy Burnett   218,000    2,000    -    -    20,257    240,257    - 
Total Executive Directors   510,415    2,000    -    -    20,257    532,672    - 
                                    
Key management personnel                                   
Mr Samsudeen Ganny5   120,608    -    105,000    -    14,681    240,289    43.7%
Mr James Garton (Group Head of Corporate Finance)   200,000    -    -    -    18,500    218,500    - 
TOTAL KEY MANAGEMENT PERSONNEL   1,065,648    2,000    105,000    -    61,818    1,234,466    - 

 

There were no equity settled performance rights vested or unexercised in the most recent two years.

 

 

2Mr. Amara retired on 1 July 2014.

3Mr. Torre retired on 1 July 2014.

4Mr. Bhatnagar resigned on 28 February 2014.

5Mr Ganny resigned from the group on 30 June 2014.

 

  12

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Employment contracts of Directors and senior executives

 

Non-Executive Directors have no service contract with Mission NewEnergy Ltd. Their compensation for the year ended 30 June 2015 and future years is based on market-related compensation and there is no agreement by Mission NewEnergy Ltd to pay a pre-determined compensation during the year ended 30 June 2014 and future financial years. There is also no agreement by Mission NewEnergy Ltd to pay any pre-determined amounts in the event of termination.

 

The employment conditions of the Group Chief Executive Officer, Chief Financial Officer and the Head of Corporate Finance are formalised in contracts of employment, which the Directors consider to be on reasonable and commercial terms.

 

The employment agreements contain the following terms and conditions:

 

·standard leave entitlements; fixed terms of 2 years, with Mission NewEnergy able to terminate the employment prior to the expiration of the maximum term by giving 2 months’ notice and;
-a payment equivalent to 12 months salary for the Group Chief Executive Officer; and
-a payment equivalent to 3 months’ salary for the Chief Financial Officer and Head of Corporate Finance, except in the case where termination is as a result of a change in control in the business where it will be 12 months’ salary;
·employee able to do the same by giving 2 months notice;
·rights of summary dismissal are preserved;
·total remuneration is subject to yearly review, but an increase is not guaranteed;
·no provision for automatic bonus payments;
·no probationary periods; and
·cascading post employment restraints.
·a retention plan was approved by the Board in April 2013 where the CEO, CFO and Head of Corporate Finance will receive, upon continued employment, a proportion of their annual salary based various criteria. At the 2014 Annual General meeting shareholders approved an amendment to the retention plan amounts whereby a cash value and an issue of company shares were to be made upon the criteria being met. All criteria were met and the appropriate retention amount paid and shares issued. At 30 June 2015 there is no retention plan in place.

 

  13

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

The following table reflects the key terms of the employment agreements:

 

Name   Term of agreement   Base salary
including
superannuation
  Termination benefit

Nathan Mahalingam

Chief Executive Officer

  Terminates 30 June 2017   A$290,000   12 months salary

Guy Burnett

Chief Financial Officer

  Terminates 30 June 2017   A$240,900   3 or 12 months salary (refer to commentary above)

James Garton

Head of Corporate Finance

  Terminates 30 June 2017   A$219,000   3 or 12 months salary (refer to commentary above)

 

Ordinary shares held by key management personnel

 

   Balance
01/07/2014
   Acquired   Issued
pursuant to
retention
plan
   Disposed   Balance
30/06/2015
 
Datuk Zain Yusuf   -         -    -    - 
Admiral (Ret) Tan Sri Dato’ Sri Mohd Anwar bin Haji Mohd Nor   -         -    -    - 
Mohd Azlan   -    5,000,000    -    -    5,000,000 
Dato’ Nathan Mahalingam6    612,956         5,000,000    -    5,612,956 
Guy Burnett7   112,001         5,000,000    -    5,112,001 
James Garton   112,051         5,000,000    -    5,112,051 
Total   837,008    5,000,000    15,000,000    -    20,837,008 

 

No remuneration consultants were used during the current or previous financial year.

 

There were no loans to or from key management personnel during the reporting periods.

 

Voting and comments made at the company’s 2014 Annual General Meeting

 

Mission NewEnergy Ltd received more than 99% of “yes” votes on its remuneration report for the 2014 financial year. The Company did not receive any specific feedback at the AGM on its remuneration report.

 

End of Audited Remuneration report.

 

 

 

6 Held personally and indirectly through Mission Equities Sdn Bhd, a company that Dato’ Mahalingam has a 34% interest in.

7 Held personally and indirectly through Mkhambathi Trust, a trust that Mr Burnett is a beneficiary of.

 

  14

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

7.Principal Activities

 

The principal activities of the Group during the financial year were:

 

·20 % share in a 250,000 tpa Biodiesel Plant in Malaysia
·Downstream Palm Oil Joint Venture Project

-This venture was undertaken to establish a new downstream palm oil and oleo-chemical complex in Indonesia. The Group was in Arbitration with the joint venture partner and in July 2014, the Indonesian Arbitration Tribunal handed down its decision, and awarded Oleovest a sum of US$3.36 million.

·Other than the items mentioned above there were no significant changes in the nature of the principal activities during the financial year.

 

8.Operating and Financial Review

 

Sales revenue amounted to $NIL (2014: $NIL) and other income for the Group amounted to $7,270,759 (2014: $9,683,586). Net cash generated / (used) in operating activities was $391,464 (2014: $2,945,460 used). The net profit / (loss) of the Group amounted to $28,357,244 (2014: $1,077,231 loss).

 

9.Review of Operations

 

Biodiesel Refining

 

Mission’s 250,000 tpa refinery

 

In September 2014 the Company announced that its Malaysian subsidiary, M2 Capital Sdn Bhd (M2 Capital) has entered into a Joint Venture and Shareholders Agreement with Felda Global Ventures Downstream Sdn Bhd (“FGVD”), a subsidiary of Felda Global Ventures Holdings Berhad, and Benefuel International Holdings S.A.R.L (Benefuel) to establish a new joint venture Company, to own and operate the 250,000 tpa refinery at Kuantan Port belonging to Mission’s Malaysian subsidiary, Mission Biofuels Sdn Bhd (MBSB) to be retrofitted using Benefuel US proprietary “ENSEL®” technology. Pursuant to the joint venture, Mission’s Malaysian subsidiary, Mission Biofuels Sdn Bhd (“MBSB”) simultaneously signed a Plant Purchase Agreement to sell its 250,000 tpa biodiesel refinery to the joint venture Company for a sum of US$22.5 million. The Company, through its subsidiary M2 Capital Sdn Bhd, has re-invested part of the proceeds for a 20% equity stake in the joint venture company, with the balance of the equity held by FGVD (60%) and Benefuel (20%).

 

Reversal of impairment of refinery assets

 

With the sale of the refinery, the Company has reversed the previous impairment value to reflect the sale value of the 250,000 tpa refinery.

 

Downstream Palm Oil Joint Venture Project

 

The Company’s 85% owned subsidiary, Oleovest Pte Ltd had registered a request for arbitration with the Indonesian Arbitration Board (BANI) to seek compensation from the Indonesian government owned palm plantation company, PT Nusantara III (PTPN111) for breach of its material and non-material obligations under its joint venture agreement (JVA) with Oleovest. BANI awarded US$3,360,000 to Oleovest during the financial period.

 

  15

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Capital Markets and Funding

 

During the period the Company’s note holders agreed to the settlement of the entire outstanding amount of convertible notes of approximately A$25 million in exchange for US$2 million (approximately A$2.3 million) from the proceeds of the Indonesian Arbitration settlement and US$12 million (approximately A$15.4 million) from the proceeds of the sale of the refinery, 100% of Mission’s ownership in Oleovest Pte Ltd and Mission Agro Energy Ltd and a contingent claim on any proceeds returned to Mission from contractual deposits held back from the sale of the refinery.

 

In one of the final elements of completing its corporate and financial restructure, the Company has reduced its share capital and historic losses by A$110 million, as per the Shareholder approval at the AGM in October 2014.

 

Discontinued Operations

 

As part of the convertible note settlement Oleovest PL and Mission Agro Energy Ltd have been deconsolidated with the results reflected as discontinued operations.

 

10.Financial Position

 

The Group realised an operating profit for the year ended 30 June 2015 of $28,357,244 (2014: $1,077,231 loss), with net cash generated in operating activities of 391,464 (2014: $2,945,460 used). At reporting date, the current assets less current liability surplus were $ 2,999,383 (2014: $3,726,155) and a net asset surplus of $6,769,556 (2014: $11,351,221 deficiency). The net asset deficiency in 2014 was primarily as a result of the impairment of the majority of the refinery assets during previous financial years (refer to note 5).

 

11.Dividends Paid or Recommended

 

No dividends have been paid or declared for payment.

 

12.Events subsequent to reporting date

 

Other than the matters mentioned below, there have been no significant subsequent events up until the date of signing this Financial Report.

 

On 5 August 2015 the Company announced that the ongoing dispute with KNM Process Systems Sdn Bhd (KNM) has been amicably settled. The material terms of the settlement are that Mission will pay to KNM A$4m, being the amount put aside by Mission upon the sale of Mission’s 250,000 tpa refinery in February 2015, pursuant to a consent order agreed to by Mission and KNM earlier. Both parties have agreed to withdraw all other claims and counter claims and will discontinue all legal actions against each other.

 

13.Significant Changes in State of Affairs

 

There have been no significant changes to the state of affairs up to the date of signing this Financial Report.

 

  16

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

14.Likely developments and expected results of operations

 

The Company is focused on maximising stakeholder value through operation or divestment of assets.

 

In addition to its interest in the new Malaysian joint venture Company, the Company will continue to look at other opportunities and projects to enhance shareholder value, including potential reverse merger opportunities.

 

15.Proceedings on behalf of the 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.

 

16.Non audit services

 

The Board of Directors, in accordance with advise from the audit and risk committee, is satisfied that the services disclosed below did not compromise the external auditor’s independence for the following reasons:

 

·All non-audit services are reviewed and approved by the audit and risk committee prior to commencement to ensure they do not adversely affect the integrity and objectivity of the auditor, and

·The nature of the services provided does not compromise the general principles relating to auditor independence in accordance with APES 110: Code of Ethics for professional Accountants set by the Accounting Professional and Ethics Standards Board.

 

The Group’s auditors have not provided other assurance or non-assurance services during the year. Refer to Note 10 for details of amounts paid to the Group’s auditors during the year.

 

17.Environmental regulations

 

Mission NewEnergy Ltd operations are not subject to any particular or significant environmental regulation under a law of the Commonwealth or of a State or Territory in Australia.

 

  17

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

18.The lead auditor’s independence declaration

 

The lead auditor’s independence declaration, in accordance with S307C of the Corporations Act 2001 for the year ended 30 June 2015 has been received and can be found on page 18 of the Directors’ Report.

 

Signed in accordance with a resolution of the Board of Directors.

 

 

 

Dato’ Nathan Mahalingam

Group Chief Executive Officer

Date: 31 August 2015

 

  18

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

AUDITOR’S INDEPENDENCE DECLARATION

 

Tel: +61 8 6382 4600

Fax: +61 8 6382 4601

www.bdo.com.au

38 Station Street

Subiaco, WA 6008

PO Box 700 West Perth WA 6872

Australia

 

DECLARATION OF INDEPENDENCE BY WAYNE BASFORD TO THE DIRECTORS OF MISSION NEWENERGY LIMITED

 

As lead auditor of Mission NewEnergy Limited for the year ended 30 June 2015, I declare that, to the best of my knowledge and belief, there have been:

 

1.No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

 

2.No contraventions of any applicable code of professional conduct in relation to the audit.

 

This declaration is in respect of Mission NewEnergy Limited and the entities it controlled during the period.

 

 

Wayne Basford

 

Director

 

BDO Audit (WA) Pty Ltd

 

Perth, 31 August 2015

 

BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation other than for the acts or omissions of financial services licensees

 

  19

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

FINANCIAL STATEMENTS  
CONSOLIDATED STATEMENT OF PROFIT OR LOSS 22
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 24
CONSOLIDATED STATEMENT OF FINANCIAL POSITION 25
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 27
CONSOLIDATED STATEMENT OF CASH FLOWS 29
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 30
1.   Nature of operations and general information 30
2.   Basis of preparation 30
3.   Statement of Significant Accounting Policies 31
4.   New standards and interpretations not yet adopted 38
5.   Critical Accounting Estimates and Judgments 39
6.   Determination of fair value 40
7.   Sales Revenue 41
8.   Expenses 41
9.   Income Tax 42
10.   Auditors’ Remuneration 43
11.   Earnings per share 43
12.   Cash and cash equivalents 43
13.   Trade and Other Receivables 44
14.   Other Financial Assets 44
15.   Investments in subsidiaries, unconsolidated entities and associates 44
16.   Property Plant and Equipment 48
17.   Other Assets 50
18.   Trade and Other Payables 50
19.   Provisions 50
20.   Financial Liabilities 51
21.   Tax 51
22.   Issued Capital 54
23.   Reserves 55
24.   Capital and Leasing Commitments 56
25.   Contingent Liabilities and Contingent Assets 56
26.   Segment Reporting 57
27.   Cash Flow Information 59
28.   Related Parties 60
29.   Financial Instruments 60
30.   Parent entity information 64
31.   Events occurring after the reporting period 64
32.   Non-current assets held for sale and discontinued operations 65
33.   Company Details 66
34.   Authorisation of financial statements 66

 

  20

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Directors Declaration 67
INDEPENDENT AUDIT REPORT TO MEMBERS OF MISSION NEWENERGY LIMITED 68

 

  21

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

CONSOLIDATED STATEMENT OF PROFIT OR LOSS

 

FOR THE YEAR ENDED 30 JUNE 2015

 

   Note  2015   2014 
      $   $ 
Sales revenue  7   -    - 
Other income  7   7,270,759    9,683,586 
Total revenue      7,270,759    9,683,586 
Director and Employee benefits expense  8a   (1,574,264)   (1,376,703)
Net foreign exchange gains/(losses)      3,240,119    (2,402,664)
Consultants’ expenses      (16,333)   (1,047)
Impairment reversal / (impairment)  5   (671,660)   (363,232)
Shareholder expenses      (67,589)   (61,577)
Travel expenses      (175,320)   (172,842)
Rental expenses      (10,136)   (1,990)
Other expenses  8b   (1,985,187)   (1,042,388)
Depreciation and amortisation expenses      (2,874)   (7,412)
Finance Cost – amortisation      (944,123)   (3,199,884)
Finance Costs      (870,703)   (1,662,764)
Profit/(Loss) before income tax      4,192,689    (608,917)
Income tax (expense)/benefit  9   (5,497)   - 
Net Profit /(Loss) before non-controlling interest      4,187,192    (608,917)
Share of net profit of associate accounted for using the equity method  15   37,510    - 
Gain/(Loss) for the year from discontinued and deconsolidated operations  32   24,132,542    (485,200)
Profit/(Loss) for the year      28,357,244    (1,094,117)
Profit/(Loss) is attributable to:             
Owners of Mission NewEnergy Ltd      28,357,244    (1,077,231)
Non-controlling interests      -    (16,886)
       28,357,244    (1,094,117)

 

  22

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Earnings per share from continuing operations attributable to the ordinary equity holders of the parent:             
Basic earnings/(loss) per share (dollars)  11   0.13    (0.05)
Diluted earnings/(loss) per share (dollars)  11   0.13    (0.05)
              
Earnings per share from profits attributable to the ordinary equity holders of the parent:             
Basic earnings/(loss) per share (dollars)  11   0.91    (0.08)
Diluted earnings/(loss) per share (dollars)  11   0.91    (0.08)

 

The above Consolidated Statement of Profit and Loss should be read in conjunction with the accompanying notes.

 

  23

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

 

FOR THE YEAR ENDED 30 JUNE 2015

 

   2015
$
   2014
$
 
Profit/(Loss) for the period   28,357,244    (1,094,117)
Other comprehensive income          
Items that will be realised through profit or loss:          
Exchange differences on translating foreign operations   (2,485,775)   3,281,567 
Exchange gain on deconsolidation of discontinued operation   -    (211,580)
Other comprehensive (loss)/income for the period net of tax    (2,485,775)   3,069,987 
Total comprehensive income for the period   25,871,469    1,975,870 
           
Attributable to non-controlling equity interests   -    (16,886)
Attributable to owners of the parent   25,871,469    1,958,984 
Comprehensive (loss)/income from Continuing Operations   1,738,927    1,820,016 
Comprehensive income from Discontinued Operation   24,132,542    130,968 

 

The above Consolidated Statement of Comprehensive Income should be read in conjunction with the accompanying notes.

 

  24

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

 

AS AT 30 JUNE 2015

 

   Note  2015   2014 
      $   $ 
Current Assets             
Cash and cash equivalents  12   3,150,776    451,953 
Trade and other receivables  13   77,340    3,549,702 
Other financial assets  14   5,580,022    - 
Other assets  17   42,937    - 
Current tax assets  21   -    - 
Total current assets      8,851,075    4,001,655 
              
Non-Current Assets             
Property, plant and equipment  16   -    2,821 
Investments accounted for using the equity method  15   3,770,173    - 
Other Assets  17   -    44,789 
Total non-current assets      3,770,173    47,610 
Total Assets      12,621,248    4,049,265 
Current Liabilities             
Trade and other payables  18   440,013    125,765 
Short-term provisions  19   5,411,679    149,735 
Total current liabilities      5,851,692    275,500 

 

  25

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION 

AS AT 30 JUNE 2015

 

   Note  2015   2014 
      $   $ 
Non-Current Liabilities             
Financial liabilities  20   -    15,124,986 
Deferred tax liabilities  21   -    - 
Total non-current liabilities      -    15,124,986 
Total Liabilities      5,851,692    15,400,486 
Net Assets / (Deficit)      6,769,556    (11,351,221)
              
Equity             
Issued capital  22   523,197    110,523,197 
Reserves  23   880,544    19,814,057 
(Accumulated losses)      5,365,815    (141,617,611)
Non-controlling Interests  15   -    (70,864)
Total Equity/(Deficiency)      6,769,556    (11,351,221)

 

The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.

 

  26

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

FOR THE YEAR ENDED 30 JUNE 2015

 

   Ordinary
Share Capital
   Retained
Earnings
(Accumulated
Losses)
   Share Based
Payments
Reserve
   Foreign Currency
Translation
Reserve
   Convertible
Notes
Reserve
   Non-
controlling
Interests
   Total 
   $   $   $   $   $   $   $ 
Balance as at 30 June 2013   110,415,197    (136,188,232)   4,907,496    (65,248)   8,480,845    (53,978)   (12,503,920)
Profit after income tax expense for the year   -    (1,077,231)   -    -    -    (16,886)   (1,094,117)
Deconsolidated operations   -    (211,580)   -    -    -    -    (211,580)
Other Comprehensive income/(loss) for the period   -    -    -    3,281,567    -    -    3,281,567 
Total Comprehensive Income   -    (1,288,811)   -    3,281,567    -    (16,886)   1,975,870 
Issue of Shares   108,000    -    -    -    -    -    108,000 
Settlement of $7.5m of series 3 con note debt   -    1,003,108    -    -    (1,934,279)   -    (931,171)
Settlement of Series 3 Convertible Note8   -    (5,143,676)   -    -    (6,546,566)   -    (11,690,242)
Equity portion of Series 4 Convertible Note   -    -    -    -    11,690,242    -    11,690,242 
Balance as at 30 June 2014   110,523,197    (141,617,611)   4,907,496    3,216,319    11,690,242    (70,864)   (11,351,221)

 

 

8 The Series 3 Convertible notes are deemed to be settled on conversion to Series 4 Convertible notes.

 

  27

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

   Ordinary
Share Capital
   Retained
Earnings
(Accumulated
Losses)
   Share Based
Payments
Reserve
   Foreign Currency
Translation
Reserve
   Convertible
Notes
Reserve
   Non-
controlling
Interests
   Total 
   $   $   $   $   $   $   $ 
Profit after income tax expense for the year        4,187,192    -    -    -    -    4,187,192 
Share of net profit of associate accounted for using the equity method   -    37,510    -    -    -    -    37,510 
Discontinued operations   -    24,132,542    -    -    -    -    24,132,542 
Discontinued operations - NCI   -    70,338    -    -    -    (70,338)   - 
Other Comprehensive income/(loss) for the period   -    -    -    (2,485,775)   -    -    (2,485,775)
Total Comprehensive Income   110,523,197    (113,190,029)   4,907,496    730,544    11,690,242    -    14,661,450 
Settlement of series 4 con note debt   -    3,648,348    -    -    (11,690,242)   -    (8,041,894)
Share capital reduction via accumulated losses offset9   (110,000,000)   110,000,000    -    -    -    -    - 
Share based payment   -    -    150,000    -    -    -    150,000 
Share based payment reserve cleared   -    4,907,496    (4,907,496)   -    -    -    - 
Balance as at 30 June 2015   523,197    5,365,815    150,000    730,544    -    -    6,769,556 

 

The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.

 

 

9 The share capital reduction does not affect the number of fully paid ordinary shares on issue by the Company.

 

  28

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 30 JUNE 2015

 

   Note 

2015

$

  

2014

$

 
Cash Flows From Operating Activities             
Receipts from customers      3,840,439    666,081 
Payments to suppliers and employees      (3,461,059)   (2,500,167)
Interest received      17,529    1,231 
Finance costs      -    (1,112,595)
Income tax paid      (5,445)   (10)
Net cash generated / (used in) operating activities  27   391,464    (2,945,460)
              
Cash Flows From Investing Activities             
Purchase of property, plant and equipment      -    (35,211)
Proceeds and deposit from sale of assets      28,894,946    11,024,194 
Release of performance bond and deposits      20,843    (1,688)
Amounts placed on deposit for legal dispute      (5,105,051)   - 
Asset sale retention deposit      (354,610)   - 
Payments for investment in Associate      (3,731,689)   - 
Cash balance from deconsolidated operations  32   (32,648)   (6,517)
Net cash provided from investing activities      19,691,791    10,980,778 
              
Cash Flows From Financing Activities             
Proceeds from share issue (net of costs)      -    108,000 
Proceeds from borrowings      -    303,479 
Repayments of borrowings      (17,730,983)   (9,371,693)
Net cash provided / (used by) by financing activities      (17,730,983)   (8,960,214)
Net Increase (Decrease) In Cash And Cash Equivalents      2,352,272    (924,896)
Cash and cash equivalents at beginning of the financial year      451,953    1,419,617 
Effects of exchange rate fluctuations of cash held in foreign currencies      346,551    (42,768)
Cash And Cash Equivalents At End Of Financial Year  12   3,150,776    451,953 

 

The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.

 

  29

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

 

1.Nature of operations and general information

 

Mission NewEnergy Limited is a company domiciled in Australia (ACN: 117 065 719) and:

 

-listed on the ASX (MBT) with its operations in Malaysia;
-that has a 20% interest in a Joint Venture owning a 250,000 tpa (approx. 75 million gallon p.a.) biodiesel refinery which will be retrofitted to produce biodiesel from lower cost feedstock.

 

2.Basis of preparation

 

Statement of compliance

 

The financial report is a general purpose financial report which has been prepared in accordance with Australian Accounting Standards (AASB’s) (including Australian interpretations) issued by the Australian Accounting Standards Board (AASB) and the Corporations Act 2001. The consolidated financial report of the Group complies with International Financial Reporting Standards (IFRSs) and Interpretations issued by the International Accounting Standards Board (IASB). Mission NewEnergy Limited is a for-profit entity for the purpose of preparing the financial statements.

 

Basis of measurement

 

The financial report has been prepared on an accruals basis and is based on historical costs modified by the revaluation of selected non-current assets, financial assets and financial liabilities for which the fair value basis of accounting has been applied. All amounts shown are in Australian dollars ($A) unless otherwise stated.

 

The financial statements have been prepared on a going concern basis. The ability of the Group to continue as a going concern and pay its debts as and when they fall due is dependent on the continued support of its investors, bankers and suppliers.

 

The Group has applied amendments to the Corporation Act (2001) that remove the requirement for the Group to lodge parent entity financial statements. Parent entity financial statements have been replaced by the specific parent entity disclosures in Note 30.

 

Functional and Presentation currency

 

The consolidated financial statements are presented in Australian Dollars. The functional currencies of the operating units are as follows:

-Refining operations - Malaysian Ringgit
-Feedstock operations – Indian Rupee
-Other – Australian Dollar.

The Board of Directors approved this financial report on 31 August 2015.

 

  30

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

3.Statement of Significant Accounting Policies

 

Except where stated, these accounting policies have been consistently applied by each entity in the Group and are consistent with those of the previous year.

 

New, revised or amending Accounting Standards and Interpretations adopted

 

The Group has applied the following standards and amendments for the first time for their annual reporting period commencing 1 July 2014:

 

·AASB 2013-3 Amendments to AASB 136 – Recoverable Amount Disclosures for Non-Financial Assets,
·AASB 2013-4 Amendments to Australian Accounting Standards – Novation of Derivatives and Continuation of Hedge Accounting,
·Interpretation 21 Accounting for Levies,
·AASB 2014-1 Amendments to Australian Accounting Standards.

 

The adoption of AASB 2013-3 had a small impact on the impairment disclosures and AASB 2014-1 has required additional disclosures in our segment note. Other than that, the adoption of these standards did not have any impact on the current period or any prior period and is not likely to affect future periods.

 

The Group also elected to adopt the following two standards early:

 

·Amendments made to Australian Accounting Standards by AASB 2015-1 (Improvements 2012- 2014 cycle), and
·Amendments made to AASB 101 by AASB 2015-2 (Disclosure initiative).

 

As these amendments merely clarify the existing requirements, they do not affect the group’s accounting policies or any of the disclosures.

 

a.Principles of Consolidation

 

The consolidated financial statements comprise the financial statements of Mission NewEnergy Limited and its subsidiaries, as defined in Accounting Standard AASB 127 ‘Consolidated and Separate Financial Statements’. These include Mission Biofuels Sdn Bhd, Mission Agro Energy Limited, and Oleovest PL.

 

During the current financial year Mission Agro Energy Limited, and Oleovest PL have been deconsolidated from the Group financials with effect from 1 March 2015 due to an effective change in control as a result of a settlement agreement with convertible note.

 

A list of controlled, jointly controlled and associate entities with details of acquisitions and disposals is contained in Note 15 to the financial statements. All controlled entities have a 30 June financial year-end.

 

All inter-company balances and transactions between entities in the Consolidated Group, including any unrealised profits or losses, have been eliminated on consolidation. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies applied by the parent entity.

 

  31

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Where controlled entities have entered or left the Consolidated Group during the year, their operating results have been included/excluded from the date control was obtained or until the date control ceased.

 

Non-controlling interests in the equity and results of the entities that are controlled are shown as a separate item in the consolidated financial report.

 

b.Business combinations

 

The Group applies the acquisition method in accounting for business combinations. The consideration transferred by the Group to obtain control of a subsidiary is calculated as the sum of the acquisition-date fair values of assets transferred, liabilities incurred and the equity interests issued by the Group, which includes the fair value of any asset or liability arising from a contingent consideration arrangement. Acquisition costs are expensed as incurred. The Group recognises identifiable assets acquired and liabilities assumed in a business combination regardless of whether they have been previously recognised in the acquiree's financial statements prior to the acquisition. Assets acquired and liabilities assumed are generally measured at their acquisition-date fair values. Goodwill is stated after separate recognition of identifiable intangible assets. It is calculated as the excess of the sum of a) fair value of consideration transferred, b) the recognised amount of any non-controlling interest in the acquiree and c) acquisition-date fair value of any existing equity interest in the acquiree, over the acquisition-date fair values of identifiable net assets. If the fair values of identifiable net assets exceed the sum calculated above, the excess amount (i.e. gain on a bargain purchase) is recognised in profit or loss immediately.

 

c.Income Tax

 

The charge for current income tax expense is based on the profit/(loss) for the year adjusted for any non-assessable or disallowed items. It is calculated using the tax rates that have been enacted or are substantially enacted by the reporting date.

 

Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss.

 

Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or liability is settled. Deferred tax is credited in the Statement of profit or loss, except where it relates to items that may be credited directly to equity, in which case the deferred tax is adjusted directly against equity.

 

Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be available against which deductible temporary differences can be utilised.

 

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 Group will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law.

 

  32

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

d.Property, Plant and Equipment

 

Each class of property, plant and equipment is carried at cost less, where applicable, any accumulated depreciation and impairment losses.

 

The cost of fixed assets constructed within the Group includes the cost of materials, direct labour, borrowing costs and an appropriate proportion of fixed and variable overheads.

 

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the Statement of profit or loss during the financial period in which they are incurred.

 

e.Depreciation

 

The depreciable amount of all fixed assets including buildings and capitalised leased assets, but excluding freehold land, is depreciated on a straight-line basis over their useful lives 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.

 

Class of Fixed Asset Depreciation Rate
Buildings 5%
Leasehold improvements 10%
Machinery and equipment 10%
Biodiesel Plant 5%
Computer equipment 20% - 33%
Office equipment 10%
Leased plant and equipment 10%

 

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each reporting date.

 

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

 

Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are included in the Statement of profit or loss.

 

f.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.

 

  33

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

g.Financial Instruments

 

Recognition

 

Financial instruments are initially measured at fair value on trade date, which includes transaction costs (except where the instrument is classified as ‘fair value through profit or loss’ in which case transaction costs are expensed to profit or loss immediately), when the related contractual rights or obligations exist. Subsequent to initial recognition these instruments are measured as set out below.

 

Loans and receivables

 

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and are stated at amortised cost using the effective interest rate method.

 

Compound financial instruments (Convertible Notes)

 

Compound financial instruments issued by the Group comprise convertible notes that can be converted to share capital at the option of the holder, and the number of shares to be issued does not vary with changes in their fair value. The liability component of a compound financial instrument is recognised initially at the fair value of a similar liability that does not have an equity conversion option. The equity component is recognised initially at the difference between the fair value of the compound financial instrument as a whole and the fair value of the liability component. Any directly attributable transaction costs are allocated to the liability and equity components in proportion to their initial carrying amounts. Subsequent to initial recognition, the liability component of a compound financial instrument is measured at amortised cost using the effective interest method. The equity component of a compound financial instrument is not remeasured subsequent to initial recognition.

 

Interest, dividends, losses and gains relating to the financial liability are recognised in profit or loss. On conversion, the financial liability is reclassified to equity; no gain or loss is recognised on conversion.

 

Financial liabilities

 

Non-derivative financial liabilities are recognised at amortised cost.

 

Fair value

 

Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are applied to determine the fair value for all unlisted securities, including recent arm’s length transactions, reference to similar instruments and option pricing models.

 

Impairment of financial assets

 

At each reporting date, the Group assesses whether there is objective evidence that a financial instrument has been impaired. Impairment losses are recognised in the Statement of profit or loss.

 

  34

 

 

Mission NewEnergy Limited and Controlled Entities

(ABN 63 117 065 719)

 

h.Impairment of non-financial Tangible and Intangible Assets

 

At each reporting date, the Group reviews the carrying values of its tangible and intangible assets to determine whether there is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is expensed to the Statement of profit or loss.

 

Impairment testing is performed at each reporting date for goodwill and intangible assets with indefinite lives.

 

Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

i.Intangibles

 

Goodwill

 

Goodwill on consolidation is 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 assets at date of acquisition. Goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.

 

j.Foreign Currency Transactions and Balances

 

Functional and presentation currency

 

The functional currency of each of the Group’s entities is measured using the currency of the primary economic environment in which that entity operates. The consolidated financial statements are presented in Australian dollars which is the parent entity’s functional and presentation currency.

 

Transaction and balances

 

Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary items are translated at the year-end exchange rate. Non-monetary items measured at historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date when fair values were determined.

 

Exchange differences arising on the translation of monetary items are recognised in the Statement of profit or loss, except where deferred in equity as a qualifying cash flow or net investment hedge.

 

Exchange differences arising on the translation of non-monetary items are recognised directly in equity to the extent that the gain or loss is directly recognised in equity, otherwise the exchange difference is recognised in the Statement of Profit or Loss.

 

  35

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Group companies

 

The financial results and position of foreign operations whose functional currency is different from the Group’s presentation currency are translated as follows:

 

-assets and liabilities are translated at year-end exchange rates prevailing at that reporting date;

 

-income and expenses are translated at average exchange rates for the period where this is not materially different from the rate at the date of the transaction; and

 

-retained earnings are translated at the exchange rates prevailing at the date of the transaction.

 

Exchange differences arising on translation of foreign operations are transferred directly to the Group’s foreign currency translation reserve in the statement of financial position. These differences are recognised in the Statement of Profit or Loss in the period in which the operation is disposed.

 

k.Employee Benefits

 

Provision is made for the Company’s liability for employee benefits arising from services rendered by employees to reporting date. Employee benefits that are expected to be settled within one year have been measured at the amounts expected to be paid when the liability is settled, plus related on-costs. Employee benefits payable later than one year have been measured at the present value of the estimated future cash outflows to be made for those benefits.

 

Equity-settled compensation

 

Equity settled share-based payments are measured at fair value at the date of grant. The fair value determined at the grant date of the equity settled share share-based payments is expensed on a straight-line basis over the vesting period, based on the Group's estimate of shares that will eventually vest.

 

l.Trade and Other Payables

Trade payables and other accounts payable are recognised when the Group becomes obliged to make future payments resulting from the purchase of goods and services.

 

m.Provisions

 

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.

 

n.Cash and Cash Equivalents

 

Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of 3 months or less, and bank overdrafts. Bank overdrafts are shown within short-term borrowings in current liabilities on the statement of financial position.

 

  36

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

o.Revenue Recognition

 

Revenue from the sale of goods is recognised upon the delivery of goods to customers, when reasonable certainty exists that such revenues will be realised and the risks and rewards of ownership have been transferred.

 

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 and joint venture entities are accounted for in accordance with the equity method of accounting.

 

Revenue from the rendering of a service is recognised upon the delivery of the service to the customers

 

All revenue is stated net of the amount of goods and services tax (GST).

 

p.Borrowing Costs

 

Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are capitalised during the period of time that is necessary to complete and prepare the asset for its intended use. Other borrowing costs are expensed in the period in which they are incurred.

 

q.Goods and Services Tax (GST)

 

Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the statement of financial position are shown inclusive of GST

 

Cash flows are presented in the statement of cash flows on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows

 

r.Earnings per share

 

Basic earnings per share are calculated by dividing the profit attributable to owners of the company, excluding costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year.

 

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after tax effect of interest and other financing costs associated with the dilutive potential ordinary shares, and the weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares.

 

s.Contributed equity

 

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction, net of tax, from the proceeds.

 

  37

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

4.New standards and interpretations not yet adopted

 

New Accounting Standards and Interpretations not yet mandatory or early adopted

 

Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory, have not been early adopted by the consolidated entity for the annual reporting period ended 30 June 2015. The consolidated entity's assessment of the impact of these new or amended Accounting Standards and Interpretations, most relevant to the consolidated entity, are set out below.

 

AASB 9 Financial Instruments and its consequential amendments

 

Adoption of AASB 9 is only mandatory for the year ending 31 December 2018. The entity has not yet made an assessment of the impact of these amendments.

 

AASB 15 Revenue

 

Adoption of AASB 9 is only mandatory for the year ending 1 January 2017. Due to the recent release of this standard, the entity has not yet made a detailed assessment of the impact of this standard.

 

AASB 2014-3 (issued August 2014) - Amendments to Australian Accounting Standards - Accounting for Acquisitions of Interests in Joint Operations

 

When an entity acquires an interest in a joint operation whose activities meet the definition of a ‘business’ in AASB 3 Business Combinations, to the extent of its share of assets, liabilities, revenues and expenses as specified in the contractual arrangement, the entity must apply all of the principles for business combination accounting in AASB 3, and other IFRSs, to the extent that they do not conflict with AASB 11 Joint Arrangements. There will be no impact on the financial statements when these amendments are first adopted because they apply prospectively to acquisitions of interests in joint operations.

 

AASB 2014-10 (issued December 2014) Amendments to Australian Accounting Standards - Sale or Contribution of Assets between An Investor and its Associate or Joint Venture

 

Removes the inconsistency between AASB 10 Consolidated Financial Statements and AASB 128 Investments in Associates and Joint Ventures in accounting for transactions where a parent loses control over a subsidiary that is not a business under AASB 3 Business Combinations, by selling part of its interest to an associate or joint venture, or by selling down part of its interest so that the remaining investment becomes an associate or joint venture.

 

There will be no impact on the financial statements when these amendments are first adopted because they apply prospectively to sales or contributions of assets occurring after the application date.

 

AASB 2015-2 (issued January 2015) - Amendments to Australian Accounting Standards - Disclosure Initiative: Amendments to AASB 101

 

These amendments affect presentation and disclosures only. Therefore on first time adoption of these amendments on 1 July 2016, comparatives may need to be restated in line with presentation and note ordering.

 

  38

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

5.Critical Accounting Estimates and Judgments

 

The preparation of annual financial reports requires the Board to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. The Board evaluates estimates and judgments incorporated into the financial report based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends and economic data, obtained both externally and within the Group. Actual results may differ from these estimates Except as described below, in preparing this consolidated financial report, the significant judgements made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those that were applied to the consolidated financial report as at end for the year ended 30 June 2015. During the twelve months ended 30 June 2015 management reassessed its estimates in respect of:

 

Impairment of assets

 

The Group assesses impairment of assets at each reporting date by evaluating conditions specific to the Group that may lead to impairment. Where an impairment trigger exists, the recoverable amount of the asset is determined.

 

Credit risk of receivables

 

Malaysian operations

 

Credit risk for receivables at 30 June 2014 in the refining operations resulted from amounts recoverable from an EPCC contractor whereby the Group incurred costs during commissioning testing which the EPCC contractor was obliged to pay. This receivable has been impaired during the current financial period as under the terms of the mutually agreed settlement of the dispute between the Company and KNM Process Systems (see Events Occurring after the Reporting Period, note 31), this amount will not be recovered.

 

Property, Plant and Equipment

 

Property, plant and equipment are reviewed for impairment if there is any indication that the carrying amount may not be recoverable. Where a review for impairment is conducted, the recoverable amount is assessed by reference to the higher of ‘value in use’ (being the net present value of expected future cash flows of the relevant cash generating unit) and ‘fair value less costs to sell’.

 

Impairment of refineries

 

The Board reviews the carrying value of its refinery assets at each reporting date.

 

During the current financial period, an impairment reversal of the refinery has been reflected due to the sale of the refinery.

 

  39

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

   June 2015   June 2014 
   $   $ 
Impairment of refinery assets   -    29,336 
Impairment of deconsolidated intercompany loans   -    288,216 
Impairment of receivable   671,660      
Impairment of subsidiary investment   -    45,680 
Total   671,660    363,232 

 

Investments in subsidiaries

 

Investments held by the parent entity, Mission NewEnergy Limited, are reviewed for impairment if there is any indication that the carrying amount may not be recoverable. The recoverable amount is assessed by reference to the higher of ‘value in use’ (being the net present value of expected future cash flows of the relevant cash generating unit) and ‘fair value less costs to sell’.

 

In line with the impairment of the carrying value of assets in the subsidiaries, the parent entity has impaired the value of all subsidiaries to zero. This accounting adjustment has no impact on the cash flows or the Consolidated Financial Statements of the Group. Refer to note 30: Parent Information for further details.

 

Investments in associates

 

Investments in associates held by the parent entity, Mission NewEnergy Limited, are reviewed for impairment if there is any indication that the carrying amount may not be recoverable. The recoverable amount is assessed by reference to the higher of ‘value in use’ (being the net present value of expected future cash flows of the relevant cash generating unit) and ‘fair value less costs to sell’.

 

The 20% shareholding of Felda Green Energy Sdn Bhd in Malaysia is carried at cost less the groups share of losses for the reporting period (Refer to note 15).

 

6.Determination of fair value

 

A number of the Groups accounting policies and disclosures require the determination of fair value, for both financial and non-financial assets and liabilities. Fair values have been determined for measurement and/or disclosure purposes based on the following methods.

 

Share based payment transactions

 

The fair value of employee share based payments is measured using the share price on grant date.

 

  40

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

7.Sales Revenue

 

   2015   2014 
   $   $ 
Sales Revenue   -    - 
           
Other Income          
Interest income   17,907    1,231 
Gain on settlement and restructure of convertible notes   7,245,011    9,671,893 
Sundry income   7,841    10,462 
Total Other Income   7,270,759    9,683,586 

 

The Company successfully settled the Series 4 Convertible Notes during the period, which resulted in a non-cash gain in the profit and loss.

 

8.Expenses

 

   2015   2014 
   $   $ 
8a) Employee costs          
Wages and Salaries   1,369,926    1,329,564 
Contribution to defined contribution plans   54,338    47,137 
Share based payment   150,000    - 
    1,574,264    1,376,703 
8b) Other expenses:          
Audit fees   53,096    80,308 
Computer maintenance & consumables   5,670    3,415 
Communication expenses   40,209    47,462 
Insurance costs   149,578    170,359 
Legal fees   1,372,921    374,356 
Plant operating costs   293,384    290,470 
Other administrative costs   70,329    97,272 
Total   1,985,187    1,042,388 

 

  41

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

9.Income Tax

 

         2015   2014 
         $   $ 
a.  The components of tax expense comprise          
   Current tax      (5,497)   - 
   Deferred tax  21   -    - 
          (5,497)   - 
b.  The prima facie tax on the profit  (loss) from ordinary activities before income tax is reconciled to the income tax as follows:             
   Accounting profit/(loss) before tax      4,192,689    (608,917)
   Gain / (Loss) for the year from discontinued operations      24,306,392    (155,634)
   Total Gain / (Loss) for the year      28,499,081    (764,551)
   Prima facie tax (benefit)/expense on profit/ (loss) from ordinary activities before income tax at 30%      8,549,724    (229,365)
   Adjusted for:             
   Tax effect of:             
   - overseas tax rate differential      (1,490,988)   167,036 
   - Impairment of non-assessable item      (8,074,474)   108,970 
   - other non-assessable items      1,010,241    (46,641)
          (5,497)   - 
   Add:             
   Over provision for income tax in prior year      -    - 
   Income tax attributable to entity      -    - 
                 
   The applicable weighted average effective current tax rate is as follows:      0%   0%

 

 

Deferred tax assets on temporary differences and losses are not recognised because it is not probable that future taxable profit will be available against which the unused tax losses can be used. Refer to note 21 for further disclosures on deferred tax assets and liabilities.

  42

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

10.Auditors’ Remuneration

 

   2015   2014 
   $   $ 
Audit services          
Remuneration of the auditor of the parent entity for:          
-  auditing or reviewing the financial reports – BDO Audit (WA) Pty Ltd   49,725    61,956 

 

11.Earnings per share

 

a.     Reconciliation of earnings to profit or loss            
      Earnings used in calculation of both ordinary and dilutive EPS     28,357,244       (1,077,231 )
                       
b      Earnings used in calculation of both ordinary and dilutive EPS for ongoing operations     4,187,192       (608,917 )
                       
c.     Weighted average number of ordinary shares outstanding during the year used in calculating basic EPS     31,253,837       13,377,124  
      Effect of:                
                       
      Weighted average number of ordinary shares outstanding during the year used in calculating dilutive EPS     31,253,837       13,377,124  

 

Diluted earnings per share exclude convertible notes, performance rights and options that had an exercise price above the average market price during the period they existed. All the potential ordinary shares were anti-dilutive as they were all below the conversion price. Where a loss is made, all convertible notes, performance rights and options are excluded as the impact of including them would be to reduce the loss per share.

 

12.Cash and cash equivalents

 

   2015   2014 
   $   $ 
Cash at bank and in hand   1,033,903    451,953 
Short-term bank deposits   2,116,873    - 
    3,150,776    451,953 

 

See note 29, Financial Instruments, for information on risk exposures for cash and cash equivalents.

 

  43

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

13.Trade and Other Receivables

 

   2015   2014 
   $   $ 
CURRENT          
Trade receivables   -    - 
Other receivables   77,340    3,549,702 
TOTAL   77,340    3,549,702 

 

At each reporting date, the Board assesses the likely timing of recoverability of receivables and bases this assessment on a number of significant assumptions and estimates. Please refer to note 5, critical accounting estimates and judgements, and note 29 for a detailed discussion around credit risk, provisioning and age analysis of trade and other receivables.

 

14.Other Financial Assets

 

Current        
Sundry financial assets  345,961   - 
Sundry financial assets (cash held in deposit)   5,234,061    - 
    5,580,022    - 

 

Monies received from the sale of the 250,000 tp refinery, withheld for either settlement of claims, see note 19, or to be settled as deferred consideration on settlement of convertible notes, see note 20.

 

15.Investments in subsidiaries, unconsolidated entities and associates

 

(a) Material subsidiaries

 

The Group’s principal subsidiaries at 30 June 2015 are set out below. Unless otherwise stated, they have share capital consisting solely of ordinary shares that are held directly by the Group, and the proportion of ownership interests held equals the voting rights held by the Group. The country of incorporation or registration is also their principal place of business.

 

Oleovest PL and Mission Agro Energy Limited have been deconsolidated from the Group financials with effect from 1 March 2015 pursuant to an agreement with the Groups convertible note holders whom took effective control on that date.

 

During the financial period the Company acquired 100% of M2 Capital Sdn Bhd, a Malaysian registered Company, which in turn owns 20% of FGV Green Energy Sdn, a Malaysian registered Company formed to own the 250,000 tpa refinery sold by the Group during the financial period.

 

  44

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

A Controlled Entities Consolidated

 

      Country of
Incorporation
  Percentage Owned
(%)
   Ownership interest
held by non-
controlling interests
    
         2015   2014   2015   2014   Principal activities
  Parent Entity:                  
   Mission NewEnergy Limited  Australia                       
                              
   Subsidiaries of Mission NewEnergy Limited:                          
   Mission Biofuels Sdn Bhd  Malaysia   100    100             Previously held a biodiesel refinery
   M2 Capital Sdn Bhd  Malaysia   100    -             Holding company for biodiesel refinery investment
                              
   Mission Agro Energy Limited  Mauritius   -10   100             Holding company for India agro business
   Oleovest PL  Singapore   -11   85    -    15   Holding company for Indonesia palm oil business
                              
B.  Unconsolidated entities                          
   PT Sinergi Oleo Nusantara  Indonesia   -    70    -    30   Palm oil processing
C.  Associates                          
   Felda Green Energy Sdn Bhd  Malaysia   20    -    80    -   Biodiesel refining

 

 

10 The results from operations within this subsidiary have been deconsolidated from 1 March 2015.

11 The results from operations within this subsidiary have been deconsolidated from 1 March 2015.

 

  45

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

(b) Non controlling interests

 

Set out below is summarised financial information for Oleovest PL whom had a non-controlling interests that was material to the Group. The amounts disclosed are before inter-company eliminations.

 

Summarised Statement of Financial Position  2015   2014 
Current Assets   -    2,971,412 
Current Liabilities   -    2,972,854 
Current Net Assets   -    (1,442)
Net Assets   -    (1,442)
Accumulated NCI loss   -    (70,864)
Summarised statement of profit or loss and other comprehensive income          
Revenue   -    - 
Expenses   -    79,282 
Total comprehensive income   -    (75,726)
Net profit/(loss) allocated to NCI   -    (16,886)
Dividends paid to NCI   -    - 
Summarised cash flows          
Cash flows from operating activities   -    (21,879)
Cash flows from investing activities   -    21,835 
Cash flows from financing activities   -    - 
Net increase/(decrease) in cash   -    (4)

 

(c) Transactions with non-controlling interests.

 

The Group has not had any transactions with non-controlling interests during the current and prior financial year.

 

(d) Unconsolidated entities.

 

PT Sinergi Oleo Nusantara (PTSON) is an entity in which the Group, through Oleovest Pty Ltd, invested to explore the implementation of a palm oil processing operation. Shortly after incorporation the minority shareholder defaulted on material contractual terms and at the date of this report the arbitration proceedings have been concluded and the joint venture partner ordered to return the money invested.

 

  46

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

(e) Associate entity.

 

Set out below is the associate of the group as at 30 June 2015 which, in the opinion of the directors, is material to the group. The entity listed below has share capital consisting solely of ordinary shares, which are held directly by the group. The country of incorporation or registration is also their principal place of business, and the proportion of ownership interest is the same as the proportion of voting rights held.

 

Name of  Country of   Percentage
Owned
(%)
   Nature of  Measurement  Carrying
amount ($)
 
entity  Incorporation   2015   2014   relationship  method  2015   2014 
FGV Green Energy Sdn Bhd   Malaysia    20    -   Associate  Equity method   3,770,173    - 

 

Summarised statement of  FGV Green Energy Sdn Bhd 
comprehensive income  2015   2014 
Interest income   351,764    - 
Profit from operations   187,553    - 
Dividends received   -    - 

 

  FGV Green Energy Sdn Bhd 
Summarised balance sheet  2015   2014 
Cash and cash equivalents   29,197,747    - 
Other current assets   337,653    - 
Non-current assets   33,716,894    - 
Current liabilities   (1,686,587)   - 
Non-current financial liabilities   (42,940,643)   - 
Net Assets   18,625,064    - 

 

 

  47

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

16.Property Plant and Equipment

 

   Land and
Building
   Office
Equipment
   Computer
Equipment
and software
   Motor
Vehicle
   Asset Under
Construction
   Total 
Cost at 30 June 2013   338    147,585    869,503    115,387    45,565,421    46,698,234 
Additions   -    24,365    10,846    -    -    35,211 
Foreign Currency Translation   -    (4,187)   (20,528)   -    -    (24,715)
Transferred to Non-current Assets Held for Sale (Current Asset)   -    (24,965)   (6,615)   -    -    (31,580)
Disposal   -    (2,022)   (208)   -    -    (2,230)
Cost at 30 June 2014   338    140,776    852,998    115,387    45,565,421    46,674,920 
Additions   -    -    -    -    -    - 
Disposal/Impairment   (338)   (140,776)   (840,798)   (115,387)   (45,565,421)   (46,662,720)
Cost at 30 June 2015   -    -    12,200    -    -    12,200 

 

  48

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Accumulated Depreciation and Impairment                        
   Land and
Building
   Office
Equipment
   Computer
Equipment
and software
   Motor
Vehicle
   Asset Under
Construction
   Total 
Accumulated Depreciation and Impairment at 30 June 2013   338    147,585    863,501    115,387    45,565,421    46,692,232 
Depreciation for the year (continuing operation)   -    -    7,412    -    -    7,412 
Impairment – Refer to note 5   -    22,734    6,602    -    -    29,336 
Foreign Currency Translation   -    (29,543)   (27,338)   -    -    (56,881)
Accumulated Depreciation and Impairment at 30 June 2014   338    140,776    850,177    115,387    45,565,421    46,672,099 
Depreciation for the year (continuing operation)   -    -    2,874    -    -    - 
Impairment/Disposal   (338)   (140,776)   (840,851)   (115,387)   (45,565,421)   (46,672,099)
Accumulated Depreciation and Impairment at 30 June 2015   -    -    12,200    -    -    12,200 
                               
Carrying Amounts                              
At 30 June 2014   -    -    2,821    -    -    2,821 
At 30 June 2015   -    -    -    -    -    - 

 

  49

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Impairment loss

 

Refer to note 5, Critical Accounting estimates for a detailed discussion on the impairment of assets.

 

Assets under construction

 

These relate to the second biodiesel plant (being the 250,000 tpa plant) in Malaysia. At 30 June 2014 the final acceptance of this plant is under dispute and the matter has been referred to arbitration. See note 24 on capital commitments relating to this plant.

 

17.Other Assets

 

CURRENT        
    2015    2014 
Prepayments   -    129,475 
Security Deposits   42,937    92,442 
    42,937    221,917 
           
18.Trade and Other Payables

 

CURRENT          
Unsecured liabilities:          
Trade payables   182,128    125,765 
Sundry payables and accrued expenses   257,885    - 
    440,013    125,765 
19.Provisions

 

CURRENT          
Provision for leave   177,619    149,735 
Provision for legal settlements   5,234,060    - 
    5,411,679    149,735 

 

  50

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

20.Financial Liabilities

 

   2015   2014 
   $   $ 
NON-CURRENT          
Secured loans   -    - 
Convertible Notes (unsecured)          
- Nominal value (unsecured)   -    25,383,760 
- Equity portion of convertible note   -    (11,690,242)
- Amortisation of equity portion   -    669,954 
- Accrued Interest   -    761,514 
    -    15,124,986 

 

During the current financial year the full value of the convertible notes was settled, subject to any deferred payments pending the outcome of claims over cash held in deposit.

 

   2015   2014
Units 10   -   390,520
Maturity date   -   31 December 2018
Interest rate per annum   -   6%
Convertible into ordinary shares at the option of the Holder or the Company in the circumstances set out in the Terms and Conditions of the Notes.   -   1 note for 433 ordinary shares
Conversion price   -   $65.00

 

21.Tax

 

    2015    2014 
    $    $ 
Liabilities          
CURRENT          
Current Tax liability / (asset)   -    - 
NON-CURRENT          
Deferred tax liability comprises:          
Unrealised FX gains   -    - 
Accruals   -    - 
Other   -    - 
Total   -    - 

 

  51

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

  

Assets          
Deferred tax assets comprise:          
Provisions   -    - 
Transaction costs included in equity   -    - 
Other   -    - 
    -    - 

 

  Reconciliations        
i.  Gross Movements          
   The overall movement in the deferred tax account is as follows:          
   Opening balance   -    - 
   (Charge)/credit to statement of profit or loss   -    - 
   Foreign currency translation difference   -    - 
   Closing balance   -    - 

 

ii.  Deferred Tax Liability         
   The movement in deferred tax liability for each temporary difference during the year is as follows:          
   Tax allowances relating to unrealised FX gains:          
   Opening balance   -    - 
   Charged to the statement of profit or loss   -    - 
   Closing balance   -    - 
   Tax allowances relating to accruals:          
   Opening balance   -    - 
   Charged to the statement of profit or loss   -    - 
   Closing balance   -    - 

 

Other        
Opening balance   -    - 
Charge to the statement of profit or loss   -    - 
Foreign currency translation difference   -    - 
Closing Balance   -    - 

 

  52

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

iii.   Deferred tax assets        
    The movement in deferred tax assets for each temporary difference during the year is as follows:          
    Provisions:          
    Opening balance   -    - 
    Charged to the statement of profit or loss   -    - 
    Closing balance   -    - 
    Transactions costs on equity issue:          
               
    Opening balance   -    - 
    (Charged)/Credited directly to equity   -    - 
    Closing balance   -    - 
               
      Other        
      Opening balance   -    - 
      Charged/(Credited) to the statement of profit or loss   -    - 
      Closing balance   -    - 

 

Deferred tax assets on losses to a value of $1.7 million to date are not brought to account due to not being probable of being recovered. In addition, deferred tax assets for deductible temporary differences of A$8.3 million and deferred tax liabilities for temporary differences of $NIL million have not been brought to account.

 

  53

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

22.Issued Capital

 

Fully paid ordinary shares (Issued and authorised)

 

  2015   2015   2014   2014 
   Number   $   Number   $ 
                     
At the beginning of reporting period   25,870,275    110,523,197    10,870,275    110,415,197 
Ordinary shares issued                    
- May 2014   -    -    15,000,000    108,000 
February 2015 - Shares issued pursuant to employee share scheme   15,000,000    -    -    - 
Sub-total   40,870,275    110,523,197    25,870,275    110,523,197 
Shares capital reduction pursuant to Shareholder approval   -    (110,000,000)   -    - 
At reporting date   40,870,275    523,197    25,870,275    110,523,197 

 

Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion to the number of shares held.

 

At the shareholders meetings each ordinary share is entitled to one vote when a poll is called, otherwise each shareholder has one vote on a show of hands.

 

There were no warrants and options in existence at reporting date.

 

a.     Options and Performance Shares

 

For information relating to the Mission NewEnergy Limited option and performance right plans, including details of options and performance shares issued, exercised and lapsed during the financial year and the options outstanding at year-end, refer to the Remuneration report.

 

b.     Capital Management

 

Management controls the capital of the Group in order to maintain an appropriate debt to equity ratio, provide the shareholders with adequate returns and ensure that the Group can fund its operations and continue as a going concern. Due to the stage that the business is in, managements preferred approach is to fund the business with equity, however where equity funding is not available debt funding is considered. Management reviews historic and forecast cash flows on a regular basis in order to determine funding needs.

 

The Group has no debt and capital includes ordinary share capital, supported by financial assets.

 

  54

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

23.Reserves

 

1.        Share based payments reserve

 

The share based payments reserve arose on the issue of 150,000 shares to various officers of the Company.

 

Amounts are transferred out of the reserve and into issued capital when the options are exercised, or if lapsed, then transferred to retained earnings.

 

2.        Foreign currency translation reserve

 

The foreign currency translation reserve records exchange differences arising on translation of foreign controlled subsidiaries.

 

3.        Convertible Notes Reserve

 

The Convertible Notes reserve is used to record the equity component, less the cost of issue, of the convertible notes. These notes were fully settled during the current financial year.

 

  55

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

24.Capital and Leasing Commitments

 

   2015   2014 
   $   $ 
Operating Lease Commitments          
- not later than 12 months   8,303    86,617 
- between 12 months and 5 years   -    381,546 
- greater than 5 years   -    988,321 
    8,303    1,456,484 

 

Mission Biofuels Sdn Bhd has entered into a lease of one office in Kuala Lumpur, Malaysia. The lease expires on 30 April 2016.

 

Capital Expenditure Commitments

 

   2015   2014 
   $   $ 
Capital expenditure commitments contracted for: -          
Acquisition and installation biodiesel plants12   -    1,829,666 
    -    1,829,666 

 

25.Contingent Liabilities and Contingent Assets

 

The Group is not aware of any contingent liabilities or contingent assets as at 30 June 2015.

 

 

12 This value was net of late delivery charges and other costs and counter claims the Group believed was eligible to be offset against the completion payments of the second biodiesel plant.

 

  56

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

26.Segment reporting

 

Segment Report – 2015  Biodiesel
Refining
(Continuing
Operations)
   Corporate   Consolidated
(Continuing
Operations)
   Discontinued
Operations
   Total
(Continuing and
Discontinued
Operations)
 
   2015   2015   2015   2015   2015 
   $   $   $   $   $ 
Revenue                         
Revenue from external customers   -    -    -    -    - 
Interest received   2,262    15,645    17,907    -    17,907 
Other revenue   999,195    7,245,011    8,244,206    679,364    8,923,570 
Total segment revenue   1,001,457    7,260,656    8,262,113    679,364    8,941,477 
Employee benefits expense   (200,912)   (1,373,352)   (1,574,264)   -    (1,574,264)
Impairment reversal   26,914,912    -    26,914,912    -    26,914,912 
Depreciation and amortisation   -    (2,876)   (2,876)   -    (2,876)
Finance costs   -    (1,814,826)   (1,814,826)   -    (1,814,826)
Other expenses   (3,533,839)   (691,873)   (4,225,712)   260,371    (3,965,341)
Share of net profit of associate accounted for using the equity method   37,510    -    37,510    -    37,510 
Segment result before tax   24,219,128    3,377,729    27,596,857    939,735    28,536,592 
Income tax expense             (5,497)   -    (5,497)
Net profit before accumulated loss from discontinued operations             27,591,360    939,735    28,531,095 
Non-controlling interest             -    (141,202)   (141,202)
Net assets written off from discontinued operations             -    (32,648)   (32,648)
Net profit / (loss) for the year             27,591,360    765,885    28,357,245 
                          
Non-current Segment assets   3,769,200    973    3,770,173    -    3,770,173 
Total Segment assets   9,506,177    3,115,071    12,621,248    -    12,621,248 
Segment liabilities   (5,478,468)   (377,224)   (5,851,692)   -    (5,851,692)
Acquisitions of property, plant and equipment   -    -    -    -    - 

 

  57

 

 

Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Segment Reporting - 2014

  Biodiesel
Refining
(Continuing
Operations)
   Corporate   Consolidated
(Continuing
Operations)
   Jatropha and
Power
Generation
(India)
(Discontinued
Operations)
   Refining
(Malaysia)
(Discontinued
Operations)
   Total
(Continuing and
Discontinued
Operations)
 
   2014   2014   2014   2014   2014   2014 
   $   $   $   $   $   $ 
Revenue                              
Revenue from external customers   -    -    -    140,021    -    140,021 
Interest received   -    1,231    1,231    -    -    1,231 
Other revenue   4,942    9,677,413    9,682,355    -    714,411    10,396,766 
Total segment revenue   4,942    9,678,644    9,683,586    140,021    714,411    10,538,018 
Employee benefits expense   (175,040)   (1,201,663)   (1,376,703)   -    (168,289)   (1,544,992)
Impairment   (255,410)   (107,822)   (363,232)   114,063    204,152    (45,017)
Depreciation and amortisation   -    (7,412)   (7,412)   -    -    (7,412)
Finance costs   -    (4,862,648)   (4,862,648)   (56,044)   -    (4,918,692)
Other expenses   (2,748,939)   (933,569)   (3,682,508)   (60,464)   (1,029,956)   (4,772,928)
Segment result before tax   (3,174,447)   2,565,530    (608,917)   137,576    (279,682)   (751,023)
Profit/loss from ordinary activities before income tax             (608,917)   137,576    (279,682)   (751,023)
Income tax expense             -    -    (13,527)   (13,527)
Net profit before accumulated loss from discontinued operations             (608,917)   137,576    (293,209)   (764,550)
  Net assets written off from discontinued operations             -    (268,865)   (60,702)   (329,567)
Net profit / (loss) for the year             (608,917)   (131,289)   (353,911)   (1,094,117)
                               
Non-current Segment assets   633,056    3,368,600    4,001,656    155,441    78,608    4,235,705 
Non-current Segment assets – Assets held for sale   -    -    -    1,858,171    -    1,858,171 
Total Segment assets   677,845    3,371,421    4,049,266    2,015,009    78,608    6,142,883 
Segment liabilities   56,772    15,343,714    15,400,486    1,746,144    17,907    17,164,537 
Acquisitions of property, plant and equipment   35,780    4,231    40,011    -         40,011 

 

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Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Segment reporting accounting Policies

 

The Group Chief Executive Officer is the Chief operating decision maker. The reportable segments presented are in line with the segmental information reported during the financial year to the Group Chief Executive Officer.

 

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. Segment liabilities consist principally of payables, employee benefits, accrued expenses and borrowings. Segment assets and liabilities do not include deferred income taxes. Segments exclude discontinued operations.

 

Intersegment Transfers

 

Segment revenues, expenses and results exclude transfers between segments.

 

Business and Geographical Segments

 

The Group had one key business segment, being biodiesel, which is located in Malaysia

 

27.Cash Flow Information

 

Reconciliation of Cash Flow from Operations   2015   2014 
with Profit (Loss) after Income Tax  $   $ 
Profit / (Loss) after income tax before non-controlling interests   4,187,192    (608,917)
Non cash flows in profit / (loss)          
Depreciation of plant and equipment – continued operations   2,874    7,412 
Interest accrued   870,703    761,514 
Gain on the settlement/restructure of Convertible Note   (7,245,011)   (9,671,893)
Amortisation of Equity portion of Convertible Note   944,123    3,199,884 
Provision for employee benefits   27,883    13,555 
Impairment of assets   -    29,336 
Share based payment   150,000    - 
Impairment of receivables and loans   672,510    333,896 
Net cash (used in) operating activities before change in assets and liabilities   (389,726)   (5,935,213)
           
Change in assets and liabilities          
Decrease in receivables   3,123,545    - 
(Increase) / decrease in other assets   (17,268)   136,959 
Decrease / (Increase) in deferred tax and current tax   52    (11)
Increase  in creditors and accruals   316,172    22,491 
Foreign Currency Adjustments   (3,581,046)   2,398,277 
    (158,545)   (3,377,497)
Cash generated by discontinued operations   939,735    432,037 
Cash generated / (used in) operations   391,464    (2,945,460)

 

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Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Cash flows included above from discontinued operations (being the Indonesian Palm Oil segment and the Mauritian holding company) are a net operating cash generation of $0.9 million (primarily from the gain on settlement of arbitration proceedings) for the period ended 30 June 2015 ($0.02 million loss for 30 June 2014).

There were no non-cash investing activities during the reported periods.

 

Credit Standby Facilities with Banks and Funding Sources

 

   2015   2014 
   $   $ 
Loan facilities   -    5,297,171 
Amount utilised   -    - 
    -    5,297,171 

 

28.Related Parties

 

There were no transactions with related parties during the period other than with subsidiaries which were 100% wholly owned.

 

29.Financial Instruments

 

Financial Risk Management

 

The Group has a financial risk management policy in place and the financial risks are overseen by the Board. The Group’s financial instruments consist mainly of deposits with banks, other financial assets, accounts payable, and loans to and from subsidiaries.

 

The principal risks the Group is exposed to through its financial instruments are interest rate risk, foreign currency risk, liquidity risk and credit risk.

 

The Group does not have any financial assets carried at fair value therefore no further disclosure in relation to the fair value hierarchy is presented. In addition the group does not have any financial instruments that are subject to recurring or non-recurring fair value measurements.

 

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Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Fair value of financial instruments

 

   Carrying
amount
$
   Fair Value
$
   Level 1   Level 2   Level 3 
Financial assets                         
Cash and cash equivalents   3,150,776    3,150,776    -    -    - 
Receivables (Current)   77,340    77,340    -    -    - 
Financial liabilities                         
Trade and other payables   440,013    440,013    -    -    - 
Current loans   -    -    -    -    - 
Non-current loans   -    -    -    -    - 

  

The fair value measurements are shown by level of the following fair value measurement hierarchy:

 

·Level 1 - quoted prices (unadjusted) in active markets for identical as-sets or liabilities

 

·Level 2 - inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly or indirectly, and

 

·Level 3 - inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

The fair value of cash and cash equivalents, other financial assets, receivables, trade and other payables and current loans are short-term instruments in nature whose carrying value is equivalent to fair value.

 

Interest rate risk

 

Interest rate risk is managed with floating rate deposits.

 

Group sensitivity

 

At 30 June 2015, if interest rates had changed by -/+ 25 basis points, with all other variables held constant, the following financial impacts would have been recorded by the Group;

 

-Effect on post tax profit – A$ Nil lower/higher (2014: A$ Nil lower/higher)
-Equity would have been – A$ Nil lower/higher (2014: A$ Nil lower/higher)

 

Foreign currency risk

 

The Group operates internationally through a number of subsidiaries and is thus exposed to fluctuations in foreign currencies, arising from the foreign currencies held in its bank accounts, the sale of goods in currencies other than the Group’s measurement currency, and the translation of results from investments in foreign operations. The foreign exchange exposures are primarily to the Malaysian Ringgit and the US dollar.

 

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Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Foreign currency risks arising from commitments in foreign currencies are managed by holding cash in that currency. Foreign currency translation risk is not hedged, with translation differences being reflected in the foreign currency translation reserve.

 

Group sensitivity

 

At 30 June 2015, if foreign currencies had changed by -/+ 10%, with all other variables held constant, the following financial impacts would have been recorded by the Group;

 

Effect on cash and cash equivalent – A$ 24,563 lower/ A$ 148,500 higher (2014: A$ 38,104 lower/ A$46,571 higher)

 

Profit and Loss would have been – A$ 24,563 lower/ A$ 148,500 higher (2014: A$ 38,104 lower / A$ 46,571 higher)

 

Hedging of Foreign Currency Risk

 

At financial report date the Group had no forward exchange contracts in place.

 

Credit risk

 

The following table sets out the credit quality of financial assets:

   2015   2014 
   $   $ 
Cash and Cash Equivalents          
Counterparties with external credit rating (Standard and Poors)          
A-1+   3,037,914    451,953 
P-2   112,862    - 
    3,150,776    451,953 
Other financial assets          
Counterparties with external credit rating (Standard and Poors)          
A-1+   -    - 
P-2   5,580,022    - 
    5,580,022    - 
Receivables          
Counterparties without external credit rating          
Group 1   77,340    3,549,653 

 

Group 1 receivables relate receivables under a cost award where proceeds were received in the following financial year.

 

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Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Commodity Risk

 

As there was no inventory held as at 30 June 2015, the Group has no exposure to market prices of input costs into the production of biodiesel.

 

Liquidity risk

 

           Weighted Average
Interest Rate
 
   2015   2014   2015   2014 
   $   $   %   % 
Financial Assets:                    
Cash and cash equivalents   3,150,776    451,953    2.00%   2.35%
Other financial assets   5,580,022    -    -    - 
Loans and Receivables   77,340    3,549,653    -    - 
    8,808,138    4,001,606           
                     
Financial Liabilities summarised by contractual maturity:                    
                     
Floating Interest Rate – less than 6 months   -    -    -    - 
Floating Interest Rate - 6 to 12 months   -    -    -    - 
Fixed Interest Rate – 6 to 12 months   -    -    -    - 
Non Interest Bearing   -    -    -    - 
Total Current Debt   -    -           
                     
Non-current debt                    
Floating Interest Rate (1 to 3 Years)   -    -           
Floating Interest Rate (4 to 5 Years)   -    -           
Fixed Interest Rate (1 to 3 Years)   -    15,124,986    -    6.0%
Fixed Interest Rate (4 to 5 Years)   -    -           
Total Non-Current Debt   -    15,124,986           

 

The Group manages liquidity risk by monitoring forecast cash flows and ensuring that adequate cash is maintained.

 

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Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

30.Parent entity information

 

Information relating to Mission NewEnergy  2015   2014 
Limited:  $   $ 
Current assets   6,845,637    3,362,796 
Total assets   6,846,610    3,365,617 
Current liabilities   (377,214)   (218,728)
Total liabilities   -    (15,124,987)
Net asset surplus / (deficit)   6,469,396    (11,978,098)
Issued capital   418,635    110,418,635 
Opening Retained loss   (138,994,472)   (136,047,883)
Share based payments reserve   150,000    4,907,496 
Convertible notes reserve   -    11,690,242 
Total shareholders’ equity   (6,469,396)   (11,978,098)
Profit / (Loss) of the parent entity   26,339,390    1,193,978 
Total comprehensive income of the parent entity   26,339,390    1,193,978 
           
Details of any contingent liabilities of the parent entity   -    - 
Details of any contractual commitments by the parent entity for the acquisition of property, plant or equipment.   -    - 

 

The parent entity is not aware of any other contingent liabilities or contingent assets as at 30 June 2015.

 

31.Events occurring after the reporting period

 

Other than the matters mentioned below, there have been no significant subsequent events up until the date of signing this Financial Report.

 

On 5 August 2015 the Company announced that the ongoing dispute with KNM Process Systems Sdn Bhd (KNM) has been amicably settled. The material terms of the settlement are that Mission will pay to KNM A$4m, being the amount put aside by Mission upon the sale of Mission’s 250,000 tpa refinery in February 2015, pursuant to a consent order agreed to by Mission and KNM earlier. Both parties have agreed to withdraw all other claims and counter claims and will discontinue all legal actions against each other.

 

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Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

32.Non-current assets held for sale and discontinued operations

 

During the current financial year Mission Agro Energy Limited, and Oleovest PL have been deconsolidated from the Group financials with effect from 1 March 2015 due to an effective change in control as a result of a settlement agreement with convertible note holders. Included in discontinued operations is the reversal of the asset impairment on sale of the 250,000 tpa refinery, a gain on conclusion of the sale and a provision raised for legal settlement of matters related to the refinery.

 

During the previous financial year Mission Biofuels India PL and Mission Biotechnologies Sdn Bhd were treated as discontinued operations.

 

The revenue, expenditure and carrying amount of the assets and liabilities in this disposal group are summarised as follows:

 

Discontinued operations  2015   2014 
  $   $ 
Revenue   679,364    854,432 
Gain on sale of assets   991,354    - 
Legal settlement   (5,211,269)   - 
Impairment reversal – non-current assets   27,586,572    - 
Net Impairment – current assets   -    318,214 
Other expenses and FX gains   260,371    (1,258,709)
Finance Costs   -    (56,044)
Income tax expense   -    (13,527)
Net assets written off on deconsolidation   (32,648)   (329,566)
Net gain / (loss) from discontinued operations   24,273,744    (485,200)
Net gain / (loss) from discontinued operations attributable to non-controlling interests   (141,202)   - 
Net gain / (loss) from discontinued operations attributable to members of the parent   24,132,542    (485,200)

 

The assets in this disposal group were deconsolidated during the current financial period.

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Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

33. Company Details

 

The registered office of the company is: Mission NewEnergy Limited, Unit B9, 431 Roberts Road, Subiaco, WA 6008, Australia.

 

The principal places of business are:

 

Australia Mission NewEnergy Limited  
  Head Office  
  Unit B9, 431 Roberts Rd, Subiaco,  
  Western Australia, 6008, Australia.  
     
Malaysia Mission Biofuels Sdn Bhd  
  A-5-10 Empire Tower  
  SS 16/1  
  47500 Subang Jaya  
  Selangor, Malaysia  

 

34.Authorisation of financial statements

 

The consolidated financial statements for the year ended 30 June 2015 (including comparatives) were approved by the Board of Directors on 31 August 2015.

 

 

Dato’ Nathan Mahalingam

Director

 

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Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Directors Declaration

 

Mission NewEnergy Limited and Controlled Entities
(ABN 63 117 065 719)
1. In the opinion of the Directors of Mission NewEnergy Limited (the company):
  a. The consolidated financial statements and notes are in accordance with the Corporations Act 2001, including:
  i giving a true and fair view of the financial position of the Group as at 30 June 2015:
  ii and of it’s performance, for the financial year ended on that date, and
  iii complying with Australian Accounting Standards (including Australian Accounting Interpretations) and the Corporations Regulations 2001; and
  iv The financial report also complies with International Financial Reporting Standards and other mandatory professional reporting requirements as disclosed in note 2.
  b. there are reasonable grounds to believe that Mission NewEnergy Ltd will be able to pay its debts as and when they become due and payable
2. The Directors have been given the declarations required by section 295A of the Corporations Act 2001 from the Group Chief Executive Officer and Chief Finance Officer for the financial year ended 30 June 2015.

 

This declaration is made in accordance with a resolution of the Board of Directors.

 

 

Dato’ Nathan Mahalingam

Group Chief Executive Officer

 

Dated: 31 August 2015

 

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Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

INDEPENDENT AUDIT REPORT TO MEMBERS OF MISSION NEWENERGY LIMITED

 

Tel: +61 8 6382 4600

Fax: +61 8 6382 4601

www.bdo.com.au

38 Station Street

Subiaco, WA 6008

PO Box 700 West Perth WA 6872

Australia

 

INDEPENDENT AUDITOR’S REPORT

 

To the members of Mission NewEnergy Limited

 

Report on the Financial Report

 

We have audited the accompanying financial report of Mission NewEnergy Limited, which comprises the consolidated statement of financial position as at 30 June 2015, the consolidated statement of profit or loss, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration of the consolidated entity comprising the company and the entities it controlled at the year’s end or from time to time during the financial year.

 

Directors’ Responsibility for the Financial Report

 

The directors of the company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. In Note 2, the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, that the financial statements comply with International Financial Reporting Standards.

 

Auditor’s Responsibility

 

Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance about whether the financial report is free from material misstatement.

 

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the company’s preparation of the financial report that gives a true and fair view 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 company’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.

 

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

 

BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation other than for the acts or omissions of financial services licensees

 

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Mission New Energy Limited and Controlled Entities

(ABN 63 117 065 719)

 

Independent Audit Report To The Members (Cont’d)

 

 

 

Independence

 

In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of Mission NewEnergy Limited, would be in the same terms if given to the directors as at the time of this auditor’s report.

 

Opinion

 

In our opinion:

 

(a)the financial report of Mission NewEnergy Limited is in accordance with the Corporations Act 2001, including:

 

(i)giving a true and fair view of the consolidated entity’s financial position as at 30 June 2015 and of its performance for the year ended on that date; and

 

(ii)complying with Australian Accounting Standards and the Corporations Regulations 2001; and

 

(b)the financial report also complies with International Financial Reporting Standards as disclosed in Note 2.

 

Report on the Remuneration Report

 

We have audited the Remuneration Report included in the directors’ report for the year ended 30 June 2015. The directors of the company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

 

Opinion

 

In our opinion, the Remuneration Report of Mission NewEnergy Limited for the year ended 30 June 2015 complies with section 300A of the Corporations Act 2001.

 

BDO Audit (WA) Pty Ltd

 

 

 

Wayne Basford

 

Director

 

Perth, 31 August 2015

 

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