NOTES TO THE FINANCIAL STATEMENTS CONTINUED
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015
58 / OZFOREX GROUP
NOTE 21. KEY MANAGEMENT PERSONNEL
(a) Directors
(i) Chairman – Non-Executive
Peter Warne
(ii) Executive Director
Neil Helm
(iii) Non-Executive Director
Grant Murdoch
Melinda Conrad
William Allen (resigned on 31 March 2015)
Douglas Snedden (appointed on 16 March 2015)
(b) Other key management personnel
The following persons also had authority and responsibility for planning, directing and controlling the activities of the Group, directly
or indirectly, during the financial year.
Name Position Employer
Mark Ledsham Chief Financial Officer OzForex Group Limited
Simon Griffin Chief Commercial Officer OzForex Group Limited
Jason Rohloff Head of Compliance OzForex Group Limited
Jeff Parker Chief Operating Officer OzForex Group Limited
David Higgins Chief Technology Officer OzForex Group Limited
Jacqueie Davidson Head of Human resources OzForex Limited
Linda Cox Company Secretary OzForex Limited
(c) Key management personnel remuneration
Remuneration
2015
$
2014
$
Short-term employee benefits 3,547,185 9,4 8 2 ,6 5 2
Post-employment benefits 17 7,7 13 17 0,698
Long-term employee benefits 15,864 981, 24 3
Share-based payments 905,666 14 4 ,65 4
Total remuneration paid to key management personnel 4,646,428 10,779, 247
Detailed remuneration disclosures are provided in the remuneration report.
Comparative information has been restated to conform to presentation in the current year.
(d) Share holdings and share options
The number of shares and share options in the Company held during the financial year by each Director of OzForex Group Limited
and other key management personnel of the Group, including their personally related parties, are set out below. There were no
shares granted during the reporting period as compensation.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015
59 / OZFOREX GROUP
Ordinary shares
Shares held at
31 March 2014
Shareholding
movement
during the year
Shares held at
31 March 2015
Directors of OzForex Group Limited
P Warne 125,000 25,000 150,000
N Helm 250,000 25,000 275,000
M Conrad 50,000 50,000
G Murdoch 50,000 45,000 95,000
W Allen – – –
D Snedden – – –
Other key management personnel of the group
M Ledsham 25,000 2,500 27,500
S Griffin 25,000 4,385 29, 3 8 5
J Rohloff 15,000 15,000
J Parker 20,000 20,000
D Higgins 28,000 28,000
J Davidson – – –
L Cox 5,000 5,000
NOTE 22. EMPLOYEE EQUITY PARTICIPATION
Share-based payments
The Group provides benefits to its employees (including key management personnel) in the form of share-based payments,
whereby employees render services in exchange for shares or rights over shares (equity settled transactions).
The cost of equity settled transactions is recognised as an expense in the Statement of Comprehensive Income, together with
a corresponding increase in equity, over the period in which the performance and/or service conditions are fulfilled (the vesting
period), ending on the date on which the relevant employees become fully entitled to the award (the vesting date). At each
subsequent reporting date until vesting, the cumulative charge to the Statement of Comprehensive Income is in accordance
with the vesting conditions.
Equity settled awards granted by the company to employees of subsidiaries are recognised in the subsidiaries’ separate financial
statements as an expense with a corresponding credit to equity. As a result, the expense recognised by the Group is the total
expense associated with such awards. Until an award has vested, any amounts recorded are contingent and will be adjusted if
more or fewer awards vest than were originally anticipated.
(a) OzForex Group Long-Term Incentive Plan
The Group has a Long-Term Incentive Plan for employees (including Executives) identified by the Board. The plan is based on the
grant of performance rights that vest into shares on a one-to-one basis at no cost to the employee. Settlement of the performance
rights is made in ordinary shares.
If the employee leaves during or before the performance period due to illness, redundancy or death, any granted rights which the
Board has the discretion to allow them to vest, otherwise will lapse. If the employee leaves due to other reasons, the granted rights
may be forfeited at the Board’s discretion.
There were no cancellations or modifications to the plan during 2015.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015
60 / OZFOREX GROUP
NOTE 22. EMPLOYEE EQUITY PARTICIPATION CONTINUED
(a) OzForex Group Long-Term Incentive Plan (continued)
(i) IPO Rights
The Group established the IPO Plan 2016 during the 2014 financial year for Executives and other select employees identified by the
Board. Performance rights granted in this plan will vest subject to performance hurdles approved by the board which are based on
Group EBTDA as summarised in the table below:
Plan
Vesting Level (EBTDA CAGR) Performance
Period100% 25%-100% 0%
IPO Rights ≥ 18% 13%-18% < 13% 30 Months
A summary of the performance rights granted during the year are set out in (c) fair value of equity instruments granted during
theperio d.
(ii) Retention plans
The Group established the Retention Plans during the 2015 financial year for Executives and other select employees identified by the
Board. Performance rights granted in this plan will vest subject to performance hurdles approved by the Board which are based on
earnings per share (EPS) and the Group EBTDA. There is a minimum standard for earnings per share compound annual growth rate
(EPS CAGR) performance that must be achieved in order for any Performance Right to vest as summarised in the table below:
Plan EPS CAGR
Vesting Level (EBTDA CAGR) Performance
Period
100% 25%-100% 0%
Retention Plan Tranche 1 ≥ 18% ≥ 23% 18%-23% < 18% 30 Months
Retention Plan Tranche 2 16% ≥ 21% 16%-21% < 16% 42 Months
Retention Plan Tranche 3 ≥ 14% ≥ 19% 14%-19% < 14% 54 Months
A summary of the performance rights granted during the year are set out in (c) fair value of equity instruments granted during
theperio d.
(iii) Employee LTI plan
The Group established the Employee LTI Plan during the 2015 financial year for select employees identified by the Board.
These 225,555 performance rights will vest subject to the employees who have been granted performance rights, remaining in
employment until the vesting date. This plan is not subject to any performance hurdles.
A summary of the performance rights granted during the year are set out in (c) fair value of equity instruments granted during
theperio d.
(b) Share options
The Group had no share option agreements in place during the year ended 31 March 2015. During the previous financial year, ending
31 March 2014, the Group had two equity settled share-based payment arrangements which were all cancelled and cash settled by
the pre-restructure shareholders as a result of listing on the ASX.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015
61 / OZFOREX GROUP
(c) Fair value of equity instruments granted during the period
Set out below are summaries of performance rights granted under the OzForex Group Long-Term Incentive Plan.
Plan
Performance
period end date
Balance
as at
31 March
2014
Granted
during
the year
Exercised
during
the year
Forfeited/
cancelled
during
the year
Balance
as at
31 March
2015
IPO Rights 31 March 2016 536,575 (109,528) 427,0 4 7
Retention Plan Tranche 1 31 March 2017 1,09 7, 250 (213,903) 883,3 47
Retention Plan Tranche 2 31 March 2018 1,0 9 7,250 (239,250) 858,000
Retention Plan Tranche 3 31 March 2019 1,130,500 (246,500) 884,000
Employee LTI Plan 7 June 2016 225,555 (4,741) 220,814
Rights are vested after the performance period. The performance period ends at the end of the relevant financial year and will vest
upon approval by the Board in June of that year.
As all performance periods lie in the future, no performance rights are exercisable (or have been exercised) at balance date.
Thetable below shows the number and fair value of performance rights granted at grant date.
Plan Grant date
Performance
period Vesting date
Number
of rights
granted
Value of
rights as at
grant date
Price per
right at
grant date
IPO Rights 11 October 2013 2016 1 June 2016 536,575 981,932 1.83
Retention Plan Tranche 1 1 October 2014 2017 7 June 2017 1,097, 2 50 2,424,923 2.21
Retention Plan Tranche 2 1 October 2014 2018 7 June 2018 1,097, 250 2,424,923 2.2 1
Retention Plan Tranche 3 1 October 2014 2019 7 June 2019 1,130,500 2,498,405 2.21
Employee LTI Plan 1 October 2014 2016 7 June 2016 225,555 498,477 2.21
The fair value of each performance right at grant date was estimated by taking the market price of the company’s shares on that
date discounted for the probability of achieving performance levels and the present value of expected dividends that will not be
received by the employees during the vesting period.
(d) Expenses arising from share-based payment transactions
Expenses arising from share-based payment transactions recognised during the period as part of employee benefit expenses
was $1,081,098 (2014: $157,507).
NOTE 23. CONTINGENT LIABILITIES AND ASSETS
The Group has no contingent assets or liabilities.
NOTE 24. FINANCIAL RISK MANAGEMENT
Risk Management
Risk is an integral part of the Group’s businesses. The main risks faced by the Group are market risk, credit risk, liquidity risk,
operational risk and legal compliance risk. Responsibility for management of these risks lies with the individual businesses
giving rise to them. It is the responsibility of the Executive Team and the Risk Committee to ensure appropriate assessment
and management of these risks.
The risks which the Group is exposed to are managed on a globally consolidated basis for OzForex Group Limited as a whole,
including all subsidiaries, in all locations. The Group’s approach to risk ensures that risks in subsidiaries are subject to the
same rigour and risk acceptance decisions at the parent entity level (i.e. not differentiating where the risk is taken within
the OzForexGroup).
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015
62 / OZFOREX GROUP
NOTE 24. FINANCIAL RISK MANAGEMENT CONTINUED
Note 24.1 Credit risk
Credit risk arises from cash and cash equivalents, favourable derivative financial instruments and deposits with banks and
financialinstitutions, as well as credit exposures to wholesale and retail customers, including outstanding receivables and
committedtransactions.
Credit risk within the Group is managed on a group basis by the Executive Team. At an entity level the Group actively
monitors theforward positions of its counterparties to ensure adequate collateral is held against a client position.
The balances disclosed in the credit risk tables below exclude financial assets that are subject to risks other than credit
risk, suchasequity investments or bank notes and coin.
Maximum exposure to credit risk
The table below details the concentration of credit exposure of the Group’s assets to significant geographical locations and
counterparty types. The amounts shown represent the maximum credit risk of the Group’s assets. In all cases this is equal to
the carrying value of the assets with the exception of derivatives which are recorded at the maximum credit exposure.
Consolidated
2015
Cash
and cash
equivalents
$’000
Derivative
financial
instrument-
positive
values
$’000
Other
assets
$’000
Total
$’000
Australia
Financial institutions 80,559 111 5,200 85,870
Other 1,911 1,067 2,9 78
Total Australia 80,559 2,022 6,267 8 8,8 4 8
New Zealand
Financial institutions 10,828 267 11,0 95
Other 355 169 524
Total New Zealand 10,828 622 169 11,619
Asia
Financial institutions 8,972 8,9 7 2
Other 327 59 386
Total Asia 8,972 327 59 9,35 8
Europe
Financial institutions 24,223 3,996 28,219
Other 1,464 304 1,76 8
Total Europe 24,223 5,460 304 29,9 8 7
North America
Financial institutions 41,501 253 41,7 54
Other 414 15 429
Total North America 41,501 667 15 4 2,18 3
Other
Financial institutions 2,721 2,72 1
Other 1,196 1,196
Total Other 2,721 1,196 3,917
Total gross credit risk 168,804 10,294 6,814 185,91 2
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015
63 / OZFOREX GROUP
Maximum exposure to credit risk
Consolidated
2014
Cash
and cash
equivalents
$’000
Derivative
financial
instrument-
positive
values
$’000
Other
assets
$’000
Total
$’000
Australia
Financial institutions 85,802 102 200 86,104
Other 4,429 1,739 6,16 8
Total Australia 85,802 4,531 1,939 92,272
New Zealand
Financial institutions 8,333 44 8,37 7
Other 1,029 84 1,1 13
Total New Zealand 8,333 1,073 84 9,490
Asia
Financial institutions 7, 0 62 7,06 2
Other 124 49 173
Total Asia 7, 0 62 124 49 7,235
Europe
Financial institutions 23,340 1,210 24,5 5 0
Other 951 766 1,717
Total Europe 23,340 2,161 766 26,267
North America
Financial institutions 24,017 22 24,039
Other 94 14 108
Total North America 24,017 116 14 2 4,14 7
Other
Financial institutions 4 – – 4
Other 588 588
Total Other 4588 592
Total gross credit risk 148,558 8,593 2,852 160,0 03
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015
64 / OZFOREX GROUP
NOTE 24. FINANCIAL RISK MANAGEMENT CONTINUED
Note 24.1 Credit risk (continued)
Credit quality of financial assets
The credit quality of financial assets is managed by the Group using internal credit ratings.
The table below shows the credit quality by class of financial asset for Statement of Financial Position lines.
Credit Quality 2015
Neither past due nor impaired
Total
$’000
Investment
Grade
$’000
Below
Investment
Grade
$’000
Unrated
1
$’000
Cash and cash equivalents
– Financial institutions 168,804 16 8,80 4
Derivative financial instruments – positive values
– Financial institutions 4,573 4,573
– Other 5,721 5,721
Other assets
– Other 5,200 1,614 6,814
Total 178,577 7,335 185,91 2
Credit Quality 2014
Neither past due nor impaired
Total
$’000
Investment
Grade
$’000
Below
Investment
Grade
$’000
Unrated
1
$’000
Cash and cash equivalents
– Financial institutions 148,558 14 8,558
Derivative financial instruments – positive values
– Financial institutions 1,376 1,376
– Other 7, 2 17 7, 2 17
Other assets²
– Other 200 2,652 2,85 2
Total 150,134 9,869 16 0,0 03
1. Unrated balances relate to amounts due from entities that are not graded by the company or by a public ratings agency.
2. Comparative information has been restated to conform to presentation in the current year.
There are no balances that are past due or impaired as at 31 March 2015 (2014: Nil).
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015
65 / OZFOREX GROUP
Note 24.2 Liquidity risk
Liquidity risk is the risk of an entity encountering difficulty in meeting obligations with financial liabilities when they are due.
Liquidity risk within the Group is managed on a group basis by Group Treasury.
If counterparty banks do not provide the volume of counterparty hedging required by the OzForex Group, the Group would be
exposed to movements in exchange rates and interest rates. The Group manages this liquidity risk by ensuring that at any point
intime a minimum of two counterparty banks facilitate counterparty hedging.
Contractual undiscounted cash flows
The table below summarises the maturity profile of the Group’s financial liabilities as at 31 March 2015 based on contractual
undiscounted repayment obligations. Repayments which are subject to notice are treated as if notice were given immediately.
However, the Group expects that many customers will not request repayment on the earliest date the Group could be required
to pay and the table does not reflect the expected cash flows indicated by the Group’s deposit retention history.
Derivatives and trading portfolio liabilities are included in the less than 3 months column at their fair value. Liquidity risk on these
items is not managed on the basis of contractual maturity, since they are not held for settlement according to such maturity and
will frequently be settled in the short-term at fair value. Derivatives designated in a hedging relationship are included according
to their contractual maturity.
2015
On demand
$’000
3 months
or less
$’000
3 to
12 months
$’000
1 to
5 years
$’000
Over
5 years
$’000
Total
$’000
Other liabilities1(1,218) (127,909) (2,686) (304) (132,117)
Derivative financial instruments
Inflows 716,965 156,215 87 3,18 0
(Outflows) (7 1 7,249) (155,964) (873 ,213)
Total (1,218) (128,193) (2,435) (304) (1 32,1 5 0 )
2014
On demand
$’000
3 months
or less
$’000
3 to
12 months
$’000
1 to
5 years
$’000
Over
5 years
$’000
Total
$’000
Other liabilities1(1,389) (109,279) (9,563) (952) (121,183)
Derivative financial instruments
Inflows 794,370 114,384 9 08 ,7 54
(Outflows) (792,965) (112,811) (905,77 6)
Total (1,389) (107,874) ( 7, 9 90) (952) (118,205)
1. Excludes items that are not financial instruments and non-contractual accruals and provisions.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015
66 / OZFOREX GROUP
NOTE 24. FINANCIAL RISK MANAGEMENT CONTINUED
Note 24.3 Market risk
Market risk is the exposure to adverse changes in the value of Group’s trading portfolios as a result of changes in market prices
orvolatility. The Group is exposed to the following risks in each of the major markets in which it trades:
interest rates: changes in the level, shape and volatility of yield curves, the basis between different interest rate securities
and derivatives and credit margins;
foreign exchange: changes in spot and forward exchange rates and the volatility of exchange rates.
market risk of the Group is managed on aglobally consolidated basis for the Groupas a whole, including all subsidiaries, in
all locations. The Group’s internal approach to risk ensures that risks in subsidiaries are subject to the same rigour and risk
acceptance decisions at the parent entity level.
Interest Rate Risk
The Group has exposure tonon-traded interest rate riskgenerated by cash and cash equivalents. The Group also offers forward contracts
to its clients that enable clients to lock in exchange rates up to 12 months in advance. In addition to movements in foreign exchange rates
(which are managed in the manner described under foreign currency risk further in this Note), these forward contract transactions are
exposed to changes in interest rates. To manage this risk, the Group runs interest scenario testing across the aggregated transactions
and may enter into swap contracts with counterparty banks to reduce their aggregate exposure when applicable.
The table below indicates the Group’s sensitivity to movements in interest rates as at 31 March 2015 and 31 March 2014.
31 March 2015
Movement in basis points (%) +50 -50 +50 -50
Sensitivity
of profit
before tax
$’000
Sensitivity
of profit
before tax
$’000
Sensitivity
of equity
after tax
$’000
Sensitivity
of equity
after tax
$’000
AUD 457 (457) 322 (3 2 2)
CAD 11 (11) 9(9)
EUR 47 (47) 33 (33)
GBP 45 (45) 32 (32)
NZD 16 (16) 12 (12)
SGD 189 (189) 126 (126)
USD 20 (20) 16 (16)
Other 85 (85) 63 (63)
Total 870 (870) 613 (61 3)
31 March 2014
Movement in basis points (%) +50 -50 +50 -50
Sensitivity
of profit
before tax
$’000
Sensitivity
of profit
before tax
$’000
Sensitivity
of equity
after tax
$’000
Sensitivity
of equity
after tax
$’000
AUD 458 (458) 324 (324)
CAD 27 (27) 20 (20)
EUR 49 (49) 34 (34)
GBP 38 (38) 27 (27)
NZD 10 (10) 7(7)
SGD 84 (84) 58 ( 58)
USD 11 (11) 9(9)
Other 67 (67) 49 (4 9)
Total 744 (744) 528 (5 28)
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015
67 / OZFOREX GROUP
Foreign Currency Risk
When a foreign exchange transaction is booked, the exchange rate (and therefore the amount of foreign currency which the OzForex
Group will be required to deliver to the client’s beneficiary) is agreed. Typically funding from the client for the international payment
is not received by the Group for another 12 to 24 hours and in that time the available exchange rate (which the Group could use to
acquire the required currency) is likely to have moved. The OzForex Group manages this risk at the time the transaction is agreed
byregular hedging of its net foreign currency exposures with one of its counterparty banks.
To manage the movement in foreign exchange rates, the Group’s technology platform aggregates transactions across its entire
client base and nets out buy transactions against sell transactions. The OzForex Group staff clear exposures by entering into
hedging contracts with counterparty banks pursuant to internal guidelines which provide for hedging to occur once exposure
to a single currency reaches or exceeds a defined threshold. The Group’s financial risk on these exposures is limited to potential
loss or gain from currency movements which may occur between when the transaction with the client is booked and when
hedging occurs.
The table below indicates the Group’s sensitivity to movements in foreign currency exchange rates as at 31 March 2015 and
31March20 14.
31 March 2015
Movement in exchange rate (%) +10% -10% +10% -10%
Sensitivity
of profit
before tax
$’000
Sensitivity
of profit
before tax
$’000
Sensitivity
of equity
after tax
$’000
Sensitivity
of equity
after tax
$’000
CAD (32) 32 (22) 22
EUR 1(1) 1(1)
GBP 53 (53) 37 (37)
NZD (115) 115 (80) 80
SGD 14 (14) 10 (10)
USD (21) 21 (15) 15
Other 80 (80) 56 ( 56)
Total (20) 20 (13) 13
31 March 2014
Movement in exchange rate (%) +10% -10% +10% -10%
Sensitivity
of profit
before tax
$’000
Sensitivity
of profit
before tax
$’000
Sensitivity
of equity
after tax
$’000
Sensitivity
of equity
after tax
$’000
CAD 14 (14) 10 (10)
EUR (47) 47 (33) 33
GBP (38) 38 (26) 26
NZD (39) 39 (26) 26
SGD 16 (16) 11 (1 1)
USD (27) 27 (19) 19
Other 40 (40) 27 (27)
Total (81) 81 (56) 56
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015
68 / OZFOREX GROUP
NOTE 25. FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date. Fair value reflects the amount for which an asset could be exchanged or a
liability settled, between knowledgeable, willing parties in an arm’s length transaction. Quoted prices or rates are used to determine
fair value where an active market exists. If the market for a financial instrument is not active, fair values are estimated using present
value or other valuation techniques, using inputs based on market conditions prevailing on the measurement date.
The values derived from applying these techniques are affected by the choice of valuation model used and the underlying assumptions
made regarding inputs such as timing and amounts of future cash flows, discount rates, credit risk, volatility and correlation.
Financial instruments measured at fair value are categorised in their entirety, in accordance with the levels of the fair value hierarchy
prescribed under the accounting standards as outlined below:
Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 – inputs other than quoted prices in active market (for example, over-the-counter derivatives) are determined using
valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates.
Level 3 – inputs for the asset or liability that are not based on observable market data (unobservable inputs).
The appropriate level for an instrument is determined on the basis of the lowest level input that is significant to the fair value
measurement.
The following methods and significant assumptions have been applied in determining the fair values of financial instruments:
Liabilities, financial assets and liabilities at fair value through profit or loss, derivative financial instruments and other transactions
undertaken for trading purposes are measured at fair value by reference to quoted market prices when available (e.g. listed
securities). If quoted market prices are not available, then fair values are estimated on the basis of pricing models or other
recognised valuation techniques.
The following methods and significant assumptions have been applied in determining the fair values of financial instruments which
are carried at amortised cost:
The fair values of liquid assets and other instruments maturing within 3 months approximate their carrying amounts. This
assumption is applied to liquid assets and the short-term elements of all other financial assets and financial liabilities.
The fair value of demand deposits with no fixed maturity is approximately their carrying amount as they are short-term in nature
or are payable on demand.
The fair values of balances due from/to related entities are approximated by their carrying amount as the balances are generally
receivable/payable on demand.
The table below summarises the carrying value and fair value of all financial instruments of the Group at 31 March.
2015
Carrying
amount
$’000
2015
Fair
value
$’000
2014
Carrying
amount
$’000
2014
Fair
value
$’000
Assets
Cash 168,804 168,804 148,558 148,558
Receivables due from financial institutions 5,200 5,200 200 200
Derivative financial instruments – positive values 10,294 10,294 8,593 8,593
Total financial assets 184,298 184,298 1 5 7,351 15 7,351
Liabilities
Derivative financial instruments – negative values 10,327 10,327 5,615 5,615
Total financial liabilities 10,327 10,327 5,615 5,615
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015
69 / OZFOREX GROUP
The following table summarises the levels of the fair value hierarchy for financial instruments measured at fair value of the Group
at31 March:
2015
Level 2
$’000
2015
Total
$’000
2014
Level 2
$’000
2014
Total
$’000
Assets
Derivative financial instruments – positive values 10,294 10,294 8,593 8,593
Total assets 10,294 10,294 8,593 8,593
Liabilities
Derivative financial instruments – negative values 10,327 10,327 5,615 5,615
Total liabilities 10,327 10,327 5,615 5,615
NOTE 26. REMUNERATION OF AUDITORS
During the year the following fees were paid or payable for services provided by the auditor of the parent entity, its related practices
and non-related audit firms:
2015
$
2014
$
(a) PricewaterhouseCoopers Australia
Audit and review of financial statements 373,866 251,866
Initial public offering services 250,000
Total remuneration for audit and other assurance services 373,866 501,866
Taxation services 86,324 72,26 3
Total remuneration of PricewaterhouseCoopers Australia 460,190 574,129
(b) Non-PricewaterhouseCoopers audit firms
Audit and review of financial reports 11,422 12, 328
Total remuneration of non-PricewaterhouseCoopers audit firms 11,422 12,328
Total auditors’ remuneration 471,612 586,457
It is the Company’s policy to employ PricewaterhouseCoopers (PwC) on assignments additional to their statutory audit duties
where PwC’s expertise and experience with the Company are important. These assignments are principally tax advice and due
diligence reporting on acquisitions, or where PwC is awarded assignments on a competitive basis. It is the Company’s policy to seek
competitive tenders for all major consulting projects.
NOTE 27. EVENTS OCCURRING AFTER BALANCE SHEET DATE
Dividend
On 26 May 2015 a dividend of $0.03584 per share ($8,602,000) was determined.
Ex-Dividend date 10 June 2015
Record date 12 June 2015
Payment date 26 June 2015
As the parent entity OzForex Group Limited is a holding company which has no trading profits, dividends declared but
not paid will be funded through the profits of subsidiary entities.
New CEO Announcement
On 16 May 2015 the Board announced the appointment of a new CEO and Managing Director, Richard Kimber, effective 1 June 2015.
There were no other material post balance sheet events occurring after the reporting date requiring disclosure in these
financialstate ments.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015
70 / OZFOREX GROUP
NOTE 28. EARNINGS PER SHARE
2015
Cents
2014
Cents
(a) Basic earnings per share
From continuing operations attributable to the ordinary equity holders of the Company 10.11 6.84
Total basic earnings per share attributable to the ordinary equity holders of the Company 10.11 6.84
(b) Diluted earnings per share
From continuing operations attributable to the ordinary equity holders of the Company 10.03 6.83
Total diluted earnings per share attributable to the ordinary equity holders of the Company 10.03 6.83
$’000 $’000
(c) Earnings used in calculating earnings per share
Basic earnings per share
Profit from continuing operations 24,266 15,967
Diluted earnings per share
Profit from continuing operations 24,266 15,967
(d) Weighted average number of shares used as denominator
Weighted average number of ordinary shares used as the denominator
in calculating basic earnings per share 240,000,000 233,490,411
Weighted average number of ordinary shares used as the denominator
in calculating diluted earnings per share 241,839,264 233,741,7 9 3
NOTE 29. PARENT ENTITY FINANCIAL INFORMATION
Parent Entity
2015
$’000
2014
$’000
Statement of Financial Position
Balance sheet
Investment in subsidiary 24,360 24,360
Total A ssets 24,360 24,360
Ordinary share capital 24,360 24,360
Total Equit y 24,360 24,360
Profit or loss for the year114,100
Total comprehensive income 14,100
1. Profit for the year relates to intercompany dividends received.
Earnings per share based on profit from continuing operations, attributable to the
ordinary equity holders of the parent entity: Cents Cents
Basic earnings per share 5.88 –
Diluted earnings per share 5.83 –
58  / OZFOREX GROUP NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015 NOTE 21. KEY MANAGEMENT PERSONNEL (a) Directors (i) Chairman – Non-Executive Peter Warne (ii) Executive Director Neil Helm (iii) Non-Executive Director Grant Murdoch Melinda Conrad William Allen (resigned on 31 March 2015) Douglas Snedden (appointed on 16 March 2015) (b) Other key management personnel The following persons also had authority and responsibility for planning, directing and controlling the activities of the Group, directly or indirectly, during the financial year. Name Position Employer Mark Ledsham Simon Griffin Jason Rohloff Jeff Parker David Higgins Jacqueie Davidson Linda Cox Chief Financial Officer Chief Commercial Officer Head of Compliance Chief Operating Officer Chief Technology Officer Head of Human resources Company Secretary OzForex Group Limited OzForex Group Limited OzForex Group Limited OzForex Group Limited OzForex Group Limited OzForex Limited OzForex Limited (c) Key management personnel remuneration Remuneration Short-term employee benefits Post-employment benefits Long-term employee benefits Share-based payments Total remuneration paid to key management personnel 2015 $ 2014 $ 3,547,185 9,482,652 177,713 170,698 15,864 981,243 905,666 144,654 4,646,428 10,779,247 Detailed remuneration disclosures are provided in the remuneration report. Comparative information has been restated to conform to presentation in the current year. (d) Share holdings and share options The number of shares and share options in the Company held during the financial year by each Director of OzForex Group Limited and other key management personnel of the Group, including their personally related parties, are set out below. There were no shares granted during the reporting period as compensation. 59  / OZFOREX GROUP NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015 Ordinary shares Shares held at 31 March 2014 Shareholding movement during the year 125,000 25,000 150,000 250,000 25,000 275,000 50,000 – 50,000 50,000 45,000 95,000 – – – – – – 25,000 2,500 27,500 25,000 4,385 29,385 15,000 – 15,000 20,000 – 20,000 28,000 – 28,000 – – – – 5,000 5,000 Shares held at 31 March 2015 Directors of OzForex Group Limited P Warne N Helm M Conrad G Murdoch W Allen D Snedden Other key management personnel of the group M Ledsham S Griffin J Rohloff J Parker D Higgins J Davidson L Cox NOTE 22. EMPLOYEE EQUITY PARTICIPATION Share-based payments The Group provides benefits to its employees (including key management personnel) in the form of share-based payments, whereby employees render services in exchange for shares or rights over shares (equity settled transactions). The cost of equity settled transactions is recognised as an expense in the Statement of Comprehensive Income, together with a corresponding increase in equity, over the period in which the performance and/or service conditions are fulfilled (the vesting period), ending on the date on which the relevant employees become fully entitled to the award (the vesting date). At each subsequent reporting date until vesting, the cumulative charge to the Statement of Comprehensive Income is in accordance with the vesting conditions. Equity settled awards granted by the company to employees of subsidiaries are recognised in the subsidiaries’ separate financial statements as an expense with a corresponding credit to equity. As a result, the expense recognised by the Group is the total expense associated with such awards. Until an award has vested, any amounts recorded are contingent and will be adjusted if more or fewer awards vest than were originally anticipated. (a) OzForex Group Long-Term Incentive Plan The Group has a Long-Term Incentive Plan for employees (including Executives) identified by the Board. The plan is based on the grant of performance rights that vest into shares on a one-to-one basis at no cost to the employee. Settlement of the performance rights is made in ordinary shares. If the employee leaves during or before the performance period due to illness, redundancy or death, any granted rights which the Board has the discretion to allow them to vest, otherwise will lapse. If the employee leaves due to other reasons, the granted rights may be forfeited at the Board’s discretion. There were no cancellations or modifications to the plan during 2015. 60  / OZFOREX GROUP NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015 NOTE 22. EMPLOYEE EQUITY PARTICIPATION (CONTINUED) (a) OzForex Group Long-Term Incentive Plan (continued) (i) IPO Rights The Group established the IPO Plan 2016 during the 2014 financial year for Executives and other select employees identified by the Board. Performance rights granted in this plan will vest subject to performance hurdles approved by the board which are based on Group EBTDA as summarised in the table below: Vesting Level (EBTDA CAGR) Plan 100% 25%-100% 0% Performance Period IPO Rights ≥ 18% 13%-18% < 13% 30 Months A summary of the performance rights granted during the year are set out in (c) fair value of equity instruments granted during the period. (ii) Retention plans The Group established the Retention Plans during the 2015 financial year for Executives and other select employees identified by the Board. Performance rights granted in this plan will vest subject to performance hurdles approved by the Board which are based on earnings per share (EPS) and the Group EBTDA. There is a minimum standard for earnings per share compound annual growth rate (EPS CAGR) performance that must be achieved in order for any Performance Right to vest as summarised in the table below: Vesting Level (EBTDA CAGR) Plan Retention Plan Tranche 1 Retention Plan Tranche 2 Retention Plan Tranche 3 EPS CAGR 100% 25%-100% 0% Performance Period ≥ 18% ≥ 23% 18%-23% < 18% 30 Months ≥ 16% ≥ 21% 16%-21% < 16% 42 Months ≥ 14% ≥ 19% 14%-19% < 14% 54 Months A summary of the performance rights granted during the year are set out in (c) fair value of equity instruments granted during the period. (iii) Employee LTI plan The Group established the Employee LTI Plan during the 2015 financial year for select employees identified by the Board. These 225,555 performance rights will vest subject to the employees who have been granted performance rights, remaining in employment until the vesting date. This plan is not subject to any performance hurdles. A summary of the performance rights granted during the year are set out in (c) fair value of equity instruments granted during the period. (b) Share options The Group had no share option agreements in place during the year ended 31 March 2015. During the previous financial year, ending 31 March 2014, the Group had two equity settled share-based payment arrangements which were all cancelled and cash settled by the pre-restructure shareholders as a result of listing on the ASX. 61  / OZFOREX GROUP NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015 (c) Fair value of equity instruments granted during the period Set out below are summaries of performance rights granted under the OzForex Group Long-Term Incentive Plan. Plan IPO Rights Retention Plan Tranche 1 Retention Plan Tranche 2 Retention Plan Tranche 3 Employee LTI Plan Performance period end date Balance as at 31 March 2014 Granted during the year Exercised during the year Forfeited/ cancelled during the year Balance as at 31 March 2015 31 March 2016 536,575 – – (109,528) 427,047 31 March 2017 – 1,097,250 – (213,903) 883,347 31 March 2018 – 1,097,250 – (239,250) 858,000 31 March 2019 – 1,130,500 – (246,500) 884,000 7 June 2016 – 225,555 – (4,741) 220,814 Rights are vested after the performance period. The performance period ends at the end of the relevant financial year and will vest upon approval by the Board in June of that year. As all performance periods lie in the future, no performance rights are exercisable (or have been exercised) at balance date. The table below shows the number and fair value of performance rights granted at grant date. Plan IPO Rights Retention Plan Tranche 1 Retention Plan Tranche 2 Retention Plan Tranche 3 Employee LTI Plan Grant date Performance period 11 October 2013 2016 Vesting date Number of rights granted Value of rights as at grant date Price per right at grant date 1 June 2016 536,575 981,932 1.83 1 October 2014 2017 7 June 2017 1,097,250 2,424,923 2.21 1 October 2014 2018 7 June 2018 1,097,250 2,424,923 2.21 1 October 2014 2019 7 June 2019 1,130,500 2,498,405 2.21 1 October 2014 2016 7 June 2016 225,555 498,477 2.21 The fair value of each performance right at grant date was estimated by taking the market price of the company’s shares on that date discounted for the probability of achieving performance levels and the present value of expected dividends that will not be received by the employees during the vesting period. (d) Expenses arising from share-based payment transactions Expenses arising from share-based payment transactions recognised during the period as part of employee benefit expenses was $1,081,098 (2014: $157,507). NOTE 23. CONTINGENT LIABILITIES AND ASSETS The Group has no contingent assets or liabilities. NOTE 24. FINANCIAL RISK MANAGEMENT Risk Management Risk is an integral part of the Group’s businesses. The main risks faced by the Group are market risk, credit risk, liquidity risk, operational risk and legal compliance risk. Responsibility for management of these risks lies with the individual businesses giving rise to them. It is the responsibility of the Executive Team and the Risk Committee to ensure appropriate assessment and management of these risks. The risks which the Group is exposed to are managed on a globally consolidated basis for OzForex Group Limited as a whole, including all subsidiaries, in all locations. The Group’s approach to risk ensures that risks in subsidiaries are subject to the same rigour and risk acceptance decisions at the parent entity level (i.e. not differentiating where the risk is taken within the OzForex Group). 62  / OZFOREX GROUP NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015 NOTE 24. FINANCIAL RISK MANAGEMENT (CONTINUED) Note 24.1 Credit risk Credit risk arises from cash and cash equivalents, favourable derivative financial instruments and deposits with banks and financial institutions, as well as credit exposures to wholesale and retail customers, including outstanding receivables and committed transactions. Credit risk within the Group is managed on a group basis by the Executive Team. At an entity level the Group actively monitors the forward positions of its counterparties to ensure adequate collateral is held against a client position. The balances disclosed in the credit risk tables below exclude financial assets that are subject to risks other than credit risk, such as equity investments or bank notes and coin. Maximum exposure to credit risk The table below details the concentration of credit exposure of the Group’s assets to significant geographical locations and counterparty types. The amounts shown represent the maximum credit risk of the Group’s assets. In all cases this is equal to the carrying value of the assets with the exception of derivatives which are recorded at the maximum credit exposure. 2015 Cash and cash equivalents $’000 Derivative financial instrumentpositive values $’000 Other assets $’000 Total $’000 Financial institutions Other 80,559 111 5,200 85,870 – 1,911 1,067 2,978 Total Australia 80,559 2,022 6,267 88,848 Consolidated Australia New Zealand Financial institutions Other 10,828 267 – 11,095 – 355 169 524 Total New Zealand 10,828 622 169 11,619 Financial institutions Other 8,972 – – 8,972 – 327 59 386 Total Asia 8,972 327 59 9,358 Financial institutions Other 24,223 3,996 – 28,219 – 1,464 304 1,768 Total Europe 24,223 5,460 304 29,987 Financial institutions Other 41,501 253 – 41,754 – 414 15 429 Total North America 41,501 667 15 42,183 2,721 Asia Europe North America Other Financial institutions Other 2,721 – – – 1,196 – 1,196 Total Other 2,721 1,196 – 3,917 168,804 10,294 6,814 185,912 Total gross credit risk 63  / OZFOREX GROUP NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015 Maximum exposure to credit risk 2014 Cash and cash equivalents $’000 Derivative financial instrumentpositive values $’000 Other assets $’000 Total $’000 Financial institutions Other 85,802 102 200 86,104 – 4,429 1,739 6,168 Total Australia 85,802 4,531 1,939 92,272 Consolidated Australia New Zealand Financial institutions Other 8,333 44 – 8,377 – 1,029 84 1,113 Total New Zealand 8,333 1,073 84 9,490 Asia Financial institutions Other 7,062 Total Asia – – 7,062 124 49 173 7,062 124 49 7,235 Financial institutions Other 23,340 1,210 – 24,550 – 951 766 1,717 Total Europe 23,340 2,161 766 26,267 Europe North America Financial institutions Other 24,017 22 – 24,039 – 94 14 108 Total North America 24,017 116 14 24,147 4 – – 4 – 588 – 588 4 588 – 592 148,558 8,593 2,852 160,003 Other Financial institutions Other Total Other Total gross credit risk 64  / OZFOREX GROUP NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015 NOTE 24. FINANCIAL RISK MANAGEMENT (CONTINUED) Note 24.1 Credit risk (continued) Credit quality of financial assets The credit quality of financial assets is managed by the Group using internal credit ratings. The table below shows the credit quality by class of financial asset for Statement of Financial Position lines. Neither past due nor impaired Credit Quality – 2015 Investment Grade $’000 Below Investment Grade $’000 168,804 – – 168,804 4,573 – – 4,573 – – 5,721 5,721 1 Unrated  $’000 Total $’000 Cash and cash equivalents – Financial institutions Derivative financial instruments – positive values – Financial institutions – Other Other assets – Other 5,200 – 1,614 6,814 178,577 Total – 7,335 185,912 Neither past due nor impaired Credit Quality – 2014 Investment Grade $’000 Below Investment Grade $’000 148,558 – 1 Unrated  $’000 Total $’000 Cash and cash equivalents – Financial institutions – 148,558 Derivative financial instruments – positive values – Financial institutions – Other 1,376 – – 1,376 – – 7,217 7,217 Other assets ² – Other Total 200 – 2,652 2,852 150,134 – 9,869 160,003 1. Unrated balances relate to amounts due from entities that are not graded by the company or by a public ratings agency. 2. Comparative information has been restated to conform to presentation in the current year. There are no balances that are past due or impaired as at 31 March 2015 (2014: Nil). 65  / OZFOREX GROUP NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015 Note 24.2 Liquidity risk Liquidity risk is the risk of an entity encountering difficulty in meeting obligations with financial liabilities when they are due. Liquidity risk within the Group is managed on a group basis by Group Treasury. If counterparty banks do not provide the volume of counterparty hedging required by the OzForex Group, the Group would be exposed to movements in exchange rates and interest rates. The Group manages this liquidity risk by ensuring that at any point in time a minimum of two counterparty banks facilitate counterparty hedging. Contractual undiscounted cash flows The table below summarises the maturity profile of the Group’s financial liabilities as at 31 March 2015 based on contractual undiscounted repayment obligations. Repayments which are subject to notice are treated as if notice were given immediately. However, the Group expects that many customers will not request repayment on the earliest date the Group could be required to pay and the table does not reflect the expected cash flows indicated by the Group’s deposit retention history. Derivatives and trading portfolio liabilities are included in the less than 3 months column at their fair value. Liquidity risk on these items is not managed on the basis of contractual maturity, since they are not held for settlement according to such maturity and will frequently be settled in the short-term at fair value. Derivatives designated in a hedging relationship are included according to their contractual maturity. 2015 Other liabilities1 Derivative financial instruments Inflows (Outflows) Total 2014 Other liabilities1 Derivative financial instruments Inflows (Outflows) Total On demand $’000 3 months or less $’000 3 to 12 months $’000 1 to 5 years $’000 Over 5 years $’000 Total $’000 (1,218) (127,909) (2,686) (304) – (132,117) – 716,965 156,215 – – 873,180 – (717,249) (155,964) – – (873,213) (128,193) (2,435) – (132,150) (1,218) (304) On demand $’000 3 months or less $’000 3 to 12 months $’000 1 to 5 years $’000 Over 5 years $’000 Total $’000 (1,389) (109,279) (9,563) (952) – (121,183) – 794,370 114,384 – – 908,754 (792,965) (112,811) (107,874) (7,990) – (1,389) 1. Excludes items that are not financial instruments and non-contractual accruals and provisions. – (952) – (905,776) – (118,205) 66  / OZFOREX GROUP NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015 NOTE 24. FINANCIAL RISK MANAGEMENT (CONTINUED) Note 24.3 Market risk Market risk is the exposure to adverse changes in the value of Group’s trading portfolios as a result of changes in market prices or volatility. The Group is exposed to the following risks in each of the major markets in which it trades: •• interest rates: changes in the level, shape and volatility of yield curves, the basis between different interest rate securities and derivatives and credit margins; •• foreign exchange: changes in spot and forward exchange rates and the volatility of exchange rates. •• market risk of the Group is managed on a globally consolidated basis for the Group as a whole, including all subsidiaries, in all locations. The Group’s internal approach to risk ensures that risks in subsidiaries are subject to the same rigour and risk acceptance decisions at the parent entity level. Interest Rate Risk The Group has exposure to non-traded interest rate risk generated by cash and cash equivalents. The Group also offers forward contracts to its clients that enable clients to lock in exchange rates up to 12 months in advance. In addition to movements in foreign exchange rates (which are managed in the manner described under foreign currency risk further in this Note), these forward contract transactions are exposed to changes in interest rates. To manage this risk, the Group runs interest scenario testing across the aggregated transactions and may enter into swap contracts with counterparty banks to reduce their aggregate exposure when applicable. The table below indicates the Group’s sensitivity to movements in interest rates as at 31 March 2015 and 31 March 2014. 31 March 2015 Movement in basis points (%) +50 -50 +50 -50 Sensitivity of profit before tax $’000 Sensitivity of profit before tax $’000 Sensitivity of equity after tax $’000 Sensitivity of equity after tax $’000 AUD CAD EUR GBP NZD SGD USD Other 457 (457) 322 (322) 85 (85) 63 (63) Total 870 (870) 613 (613) Movement in basis points (%) +50 -50 +50 -50 Sensitivity of profit before tax $’000 Sensitivity of profit before tax $’000 Sensitivity of equity after tax $’000 Sensitivity of equity after tax $’000 AUD CAD EUR GBP NZD SGD USD Other 458 (458) 324 (324) 27 (27) 20 (20) Total 11 (11) 9 (9) 47 (47) 33 (33) 45 (45) 32 (32) 16 (16) 12 (12) 189 (189) 126 (126) 20 (20) 16 (16) 31 March 2014 49 (49) 34 (34) 38 (38) 27 (27) 10 (10) 7 (7) 84 (84) 58 (58) 11 (11) 9 (9) 67 (67) 49 (49) 744 (744) 528 (528) 67  / OZFOREX GROUP NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015 Foreign Currency Risk When a foreign exchange transaction is booked, the exchange rate (and therefore the amount of foreign currency which the OzForex Group will be required to deliver to the client’s beneficiary) is agreed. Typically funding from the client for the international payment is not received by the Group for another 12 to 24 hours and in that time the available exchange rate (which the Group could use to acquire the required currency) is likely to have moved. The OzForex Group manages this risk at the time the transaction is agreed by regular hedging of its net foreign currency exposures with one of its counterparty banks. To manage the movement in foreign exchange rates, the Group’s technology platform aggregates transactions across its entire client base and nets out buy transactions against sell transactions. The OzForex Group staff clear exposures by entering into hedging contracts with counterparty banks pursuant to internal guidelines which provide for hedging to occur once exposure to a single currency reaches or exceeds a defined threshold. The Group’s financial risk on these exposures is limited to potential loss or gain from currency movements which may occur between when the transaction with the client is booked and when hedging occurs. The table below indicates the Group’s sensitivity to movements in foreign currency exchange rates as at 31 March 2015 and 31 March 2014. 31 March 2015 Movement in exchange rate (%) +10% -10% +10% -10% Sensitivity of profit before tax $’000 Sensitivity of profit before tax $’000 Sensitivity of equity after tax $’000 Sensitivity of equity after tax $’000 (32) 32 (22) 22 CAD EUR GBP NZD SGD USD Other 1 (1) 1 (1) 53 (53) 37 (37) (115) 115 (80) 80 (10) Total 14 (14) 10 (21) 21 (15) 15 80 (80) 56 (56) (20) 20 (13) 13 31 March 2014 Movement in exchange rate (%) Total -10% +10% -10% Sensitivity of profit before tax $’000 CAD EUR GBP NZD SGD USD Other +10% Sensitivity of profit before tax $’000 Sensitivity of equity after tax $’000 Sensitivity of equity after tax $’000 14 (14) 10 (10) (47) 47 (33) 33 (38) 38 (26) 26 (39) 39 (26) 26 16 (16) 11 (11) (27) 27 (19) 19 40 (40) 27 (27) (81) 81 (56) 56 68  / OZFOREX GROUP NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015 NOTE 25. FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value reflects the amount for which an asset could be exchanged or a liability settled, between knowledgeable, willing parties in an arm’s length transaction. Quoted prices or rates are used to determine fair value where an active market exists. If the market for a financial instrument is not active, fair values are estimated using present value or other valuation techniques, using inputs based on market conditions prevailing on the measurement date. The values derived from applying these techniques are affected by the choice of valuation model used and the underlying assumptions made regarding inputs such as timing and amounts of future cash flows, discount rates, credit risk, volatility and correlation. Financial instruments measured at fair value are categorised in their entirety, in accordance with the levels of the fair value hierarchy prescribed under the accounting standards as outlined below: Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 – inputs other than quoted prices in active market (for example, over-the-counter derivatives) are determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. Level 3 – inputs for the asset or liability that are not based on observable market data (unobservable inputs). The appropriate level for an instrument is determined on the basis of the lowest level input that is significant to the fair value measurement. The following methods and significant assumptions have been applied in determining the fair values of financial instruments: Liabilities, financial assets and liabilities at fair value through profit or loss, derivative financial instruments and other transactions undertaken for trading purposes are measured at fair value by reference to quoted market prices when available (e.g. listed securities). If quoted market prices are not available, then fair values are estimated on the basis of pricing models or other recognised valuation techniques. The following methods and significant assumptions have been applied in determining the fair values of financial instruments which are carried at amortised cost: •• The fair values of liquid assets and other instruments maturing within 3 months approximate their carrying amounts. This assumption is applied to liquid assets and the short-term elements of all other financial assets and financial liabilities. •• The fair value of demand deposits with no fixed maturity is approximately their carrying amount as they are short-term in nature or are payable on demand. •• The fair values of balances due from/to related entities are approximated by their carrying amount as the balances are generally receivable/payable on demand. The table below summarises the carrying value and fair value of all financial instruments of the Group at 31 March. 2015 Carrying amount $’000 2015 Fair value $’000 2014 Carrying amount $’000 2014 Fair value $’000 Cash Receivables due from financial institutions Derivative financial instruments – positive values 168,804 168,804 148,558 148,558 5,200 5,200 200 200 10,294 10,294 8,593 8,593 Total financial assets 184,298 184,298 157,351 157,351 Derivative financial instruments – negative values 10,327 10,327 5,615 5,615 Total financial liabilities 10,327 10,327 5,615 5,615 Assets Liabilities 69  / OZFOREX GROUP NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015 The following table summarises the levels of the fair value hierarchy for financial instruments measured at fair value of the Group at 31 March: 2015 Level 2 $’000 2015 Total $’000 2014 Level 2 $’000 2014 Total $’000 Assets Derivative financial instruments – positive values 10,294 10,294 8,593 8,593 Total assets 10,294 10,294 8,593 8,593 Liabilities Derivative financial instruments – negative values 10,327 10,327 5,615 5,615 Total liabilities 10,327 10,327 5,615 5,615 NOTE 26. REMUNERATION OF AUDITORS During the year the following fees were paid or payable for services provided by the auditor of the parent entity, its related practices and non-related audit firms: 2015 $ 2014 $ (a) PricewaterhouseCoopers Australia Audit and review of financial statements Initial public offering services Total remuneration for audit and other assurance services Taxation services Total remuneration of PricewaterhouseCoopers Australia 373,866 251,866 – 250,000 373,866 501,866 86,324 72,263 460,190 574,129 11,422 12,328 (b) Non-PricewaterhouseCoopers audit firms Audit and review of financial reports Total remuneration of non-PricewaterhouseCoopers audit firms Total auditors’ remuneration 11,422 12,328 471,612 586,457 It is the Company’s policy to employ PricewaterhouseCoopers (PwC) on assignments additional to their statutory audit duties where PwC’s expertise and experience with the Company are important. These assignments are principally tax advice and due diligence reporting on acquisitions, or where PwC is awarded assignments on a competitive basis. It is the Company’s policy to seek competitive tenders for all major consulting projects. NOTE 27. EVENTS OCCURRING AFTER BALANCE SHEET DATE Dividend On 26 May 2015 a dividend of $0.03584 per share ($8,602,000) was determined. Ex-Dividend date Record date Payment date 10 June 2015 12 June 2015 26 June 2015 As the parent entity OzForex Group Limited is a holding company which has no trading profits, dividends declared but not paid will be funded through the profits of subsidiary entities. New CEO Announcement On 16 May 2015 the Board announced the appointment of a new CEO and Managing Director, Richard Kimber, effective 1 June 2015. There were no other material post balance sheet events occurring after the reporting date requiring disclosure in these financial statements. 70  / OZFOREX GROUP NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE FINANCIAL YEAR ENDED 31 MARCH 2015 NOTE 28. EARNINGS PER SHARE 2015 Cents 2014 Cents From continuing operations attributable to the ordinary equity holders of the Company 10.11 6.84 Total basic earnings per share attributable to the ordinary equity holders of the Company 10.11 6.84 From continuing operations attributable to the ordinary equity holders of the Company 10.03 6.83 Total diluted earnings per share attributable to the ordinary equity holders of the Company 10.03 6.83 $’000 $’000 24,266 15,967 24,266 15,967 240,000,000 233,490,411 241,839,264 233,741,793 (a) Basic earnings per share (b) Diluted earnings per share (c) Earnings used in calculating earnings per share Basic earnings per share Profit from continuing operations Diluted earnings per share Profit from continuing operations (d) Weighted average number of shares used as denominator Weighted average number of ordinary shares used as the denominator in calculating basic earnings per share Weighted average number of ordinary shares used as the denominator in calculating diluted earnings per share NOTE 29. PARENT ENTITY FINANCIAL INFORMATION Parent Entity 2015 $’000 2014 $’000 Balance sheet Investment in subsidiary 24,360 24,360 Total Assets 24,360 24,360 Statement of Financial Position Ordinary share capital 24,360 24,360 Total Equity 24,360 24,360 Profit or loss for the year1 14,100 – Total comprehensive income 14,100 – Cents Cents 5.88 – 5.83 – 1. Profit for the year relates to intercompany dividends received. Earnings per share based on profit from continuing operations, attributable to the ordinary equity holders of the parent entity: Basic earnings per share Diluted earnings per share