2003 Full Financial Report for

Transcription

1 Full Financial Report for NS Direct Property Trust (ARSN ) Macquarie Direct Property Management Limited (ABN ) is a wholly owned subsidiary of Macquarie Bank Limited and is the Responsible Entity of NS Direct Property Trust. Investments in this Trust are not deposits with nor liabilities of Macquarie Bank Limited (ABN ) nor any Macquarie Bank Group company and are subject to investment risk including possible delays in repayment and loss of income or principal invested. Neither Macquarie Bank Limited, Macquarie Direct Property Management Limited nor any Macquarie Bank Group company guarantees the performance of the Trust or the repayment of capital from the Trust. This report does not contain investment advice nor is it an offer to invest in units of the Trust. This report has been prepared without taking into account the personal objectives, financial situation or needs of particular individuals. Before acting, we recommend potential investors speak to a financial and/or other professional adviser. Macquarie Direct Property Management Limited is entitled to fees for acting in the capacity of Responsible Entity. Macquarie Bank Limited, its related bodies corporate and officers and directors of those entities may hold units in the Trust from time to time.

2 DIRECTORS REPORT The directors of Macquarie Direct Property Management Limited (manager), the responsible entity of NS Direct Property Trust (NS Direct, Trust), present their report together with the financial report of NS Direct, and the consolidated financial report of NS Direct and its controlled entities for the financial year ended 30 June. 1. Directors The following persons held office as directors of Macquarie Direct Property Management Limited during the financial year and up to the date of this report: Stephen Girdis Ian Pratt James Rae Richard Cutler Simon Jones (appointed 17 April as alternate for Stephen Girdis). 2. Principal Activities of the Trust The principal activity of NS Direct during the financial year was property investment. There were no significant changes in the nature of the Trust s activities during the financial year. 3. Distributions The distribution of NS Direct s income for the financial year ended 30 June was 9.15 cents per unit. Interim distributions of , and cents per unit were paid on 31 October, 7 February and 30 April respectively. A final distribution for the financial year ended 30 June of cents per unit was paid on 11 August. 4. Review of Operations The performance of NS Direct, as represented by the results of its operations, was as follows: Property Rental Income 4,754 4,806 Net Profit 2,339 2, Value of Assets Value of Trust s Assets 57,507 52,096 The value of the Trust s assets is derived using the basis set out in Note 1 to the financial statements. 1

3 DIRECTORS REPORT (CONT.) 6. Interests in the Trust The movement in equity of NS Direct during the financial year is set out below: Units Issued during the Year - - Units on Issue 23,000,000 23,000, Changes in the State of Affairs In the opinion of the directors, there were no significant changes in the state of affairs of NS Direct during the financial year under review. 8. Matters Subsequent to the End of the Financial Year Since the end of the financial year, the directors are not aware of any other matter or circumstance not otherwise dealt with in this report or the financial report that has significantly affected or may significantly affect the operations of NS Direct, the results of those operations or the state of affairs of NS Direct in the financial years subsequent to the financial year ended 30 June. 9. Likely Developments and Expected Results of Operations At the time of making this report, it is anticipated that the results of NS Direct will continue to be in accordance with Prospectus forecasts. 10. Indemnification and Insurance of Officers and Auditor No insurance premiums are paid for out of the assets of NS Direct in regards to insurance cover provided to either the officers of Macquarie Direct Property Management Limited or the auditor of the Trust. So long as the officers of Macquarie Direct Property Management Limited act in accordance with the Trust Constitution (Constitution) and the Corporations Act 2001, the officers remain indemnified out of the assets of NS Direct against losses incurred while acting on behalf of NS Direct. The auditor of NS Direct is in no way indemnified out of the assets of the Trust. 11. Fees Paid to and Interests Held in the Trust by the Manager or its Associates Fees paid or payable to the manager and its associates by NS Direct during the financial year are disclosed in Note 4 to the financial statements. The interests in the Trust held by the manager or its associates as at 30 June are disclosed in Note 20 to the financial statements. 12. Environmental Regulations The operations of NS Direct are not subject to any particular environmental regulations under a Commonwealth, State or Territory law. 2

4 DIRECTORS REPORT (CONT.) 13. Rounding of Amounts to the Nearest Thousand Dollars NS Direct is a registered scheme of the kind referred to in Class Order 98/0100 issued by the Australian Securities and Investments Commission (ASIC) relating to the rounding off of amounts in the directors report and financial report. Amounts in the directors report and financial report have been rounded to the nearest thousand dollars in accordance with that Class Order, unless otherwise indicated. This report is made in accordance with a resolution of the Board of Directors. Stephen Girdis Chairman Sydney 12 September 3

5 FINANCIAL REPORT STATEMENTS OF FINANCIAL PERFORMANCE FOR THE YEAR ENDED 30 JUNE Income Note Property Income Property Rental Income 4,754-4,806 - Property Expenses 3 (71) - (22) - Net Property Income 4,683-4,784 - Other Income Investment Income - 4,683-4,782 Interest Income Total Income 4,774 4,774 4,854 4,852 Expenditure Manager s Fee Borrowing Costs 2,102 2,102 2,102 2,102 Trust Establishment Costs Other Expenses Total Expenditure 2,435 2,435 2,447 2,445 Net Profit 6 2,339 2,339 2,407 2,407 Total Valuation Adjustments Attributable to Unitholders Recognised Directly in Equity 5, Increase in Equity (Excluding Transactions with Unitholders) 7,587 2,339 2,407 2,407 Distribution Net Profit 2,339 2,339 2,407 2,407 Undistributed Income Brought Forward Transfer from Reserves 16(b) Undistributed Income Carried Forward 6 (570) (570) (335) (335) Distribution Paid and Payable 6,7 2,104 2,104 2,084 2,084 Distribution Paid and Payable per Unit (cents) Basic Earnings per Unit (cents) Diluted Earnings per Unit (cents) The above Statements of Financial Performance should be read in conjunction with the accompanying notes. 4

6 STATEMENTS OF FINANCIAL POSITION AS AT 30 JUNE Current Assets Note Cash 17 1,851 1,851 2,415 2,415 Receivables , ,445 Other Total Current Assets 2,246 6,100 2,549 5,872 Non-Current Assets Investments 10 55,261 46,100 49,547 46,100 Total Non-Current Assets 55,261 46,100 49,547 46,100 Total Assets 57,507 52,200 52,096 51,972 Current Liabilities Payables Provisions Other Total Current Liabilities Non-Current Liabilities Interest Bearing Liabilities 14 28,800 28,800 28,800 28,800 Total Non-Current Liabilities 28,800 28,800 28,800 28,800 Total Liabilities 29,665 29,606 29,737 29,613 Net Assets 27,842 22,594 22,359 22,359 Equity Contributed Equity 15 22,839 22,839 22,839 22,839 Reserves 16 4,433 (815) (815) (815) Undistributed Income Total Equity 27,842 22,594 22,359 22,359 The above Statements of Financial Position should be read in conjunction with the accompanying notes. 5

7 STATEMENTS OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE Cash Flows from Operating Activities Note Inflows/ (Outflows) Inflows/ (Outflows) Inflows/ (Outflows) Inflows/ (Outflows) Property Rental Income Received* 5,430-6,064 - Amounts Received on Behalf of Controlled Entities - 5,127-5,131 Property Expenses Paid (762) - (1,165) - Amounts Paid on Behalf of Controlled Entities - (1,231) - (551) Other Operating Expenses Paid (423) (376) (444) (434) Interest Received Net GST (Remitted to)/received from ATO (233) Net Cash Flows from Operating Activities 18 4,103 3,637 4,674 4,563 Cash Flows from Investing Activities Payments for Unit Trust Investments Payments for Investments (466) - (111) - Net Cash Flows from Investing Activities (466) - (111) - Cash Flows from Financing Activities Borrowing Costs Paid (2,102) (2,102) (2,102) (2,102) Trust Establishment Costs Paid - - (3) (3) Distributions Paid to Unitholders (2,099) (2,099) (2,084) (2,084) Net Cash Flows from Financing Activities (4,201) (4,201) (4,189) (4,189) Net (Decrease)/Increase in Cash Held (564) (564) Cash at the Beginning of the Year 2,415 2,415 2,041 2,041 Cash at the End of the Year 17 1,851 1,851 2,415 2,415 *Property rental income is inclusive of outgoings income received from tenants. The above Statements of Cash Flows should be read in conjunction with the accompanying notes. 6

8 FOR THE YEAR ENDED 30 JUNE 1. Significant Accounting Policies The significant policies which have been adopted in the preparation of these financial statements are stated to assist in a general understanding of the financial report. (a) Basis of Preparation This financial report has been prepared in accordance with the historical cost convention, except for certain assets which, as noted, are at fair value. The financial report of NS Direct is a general purpose financial report and has been prepared in accordance with the requirements of the Constitution dated 6 October 2000 and in accordance with Accounting Standards, other authoritative pronouncements of the Australian Accounting Standards Board, Urgent Issues Group Consensus Views and the Corporations Act The accounting policies adopted in preparing the financial report have been consistently applied by the Trust except as otherwise indicated. (b) Principles of Consolidation The consolidated financial statements incorporate the assets and liabilities of all entities controlled by the Trust as at 30 June and for the financial year then ended. The effects of all transactions between entities in the consolidated entity have been eliminated in full. (c) Valuation of Investments The Constitution requires that all investments in real property must be revalued at regular intervals appropriate to the nature of the property. The property investments are revalued to market value by an independent valuer at intervals not exceeding three years. In addition, the property investments will be revalued whenever there is a significant change in market value within the relevant period. This revaluation is based on market value which represents the price at which the property investments could be sold at the date of revaluation assuming reasonable exposure to the market and a reasonable settlement period. The property investments are stated at fair value. In accordance with Accounting Standard AASB 1041: Revaluation of Non-Current Assets, properties that have been independently valued in the past 12 months are carried at that valuation. Where properties have not been independently valued in the past 12 months, they are carried at directors valuation. Unrealised gains arising on revaluation of the property investments are accounted for by crediting the asset revaluation reserve. Unrealised losses arising on revaluation of the property investments are charged to the asset revaluation reserve to the extent they reverse any previous revaluation increment and any residual is charged to the Statements of Financial Performance and transferred to the capital reserve. Property acquisition costs are capitalised into the value of the property investments at the time of purchase. Additions and other expenditure on property investments which are capital in nature are capitalised as incurred. The liability for capital gains tax that may arise if the properties were sold is not accounted for in these financial statements. NS Direct is required to distribute to unitholders any taxable capital gains arising on the sale of property investments and is therefore not liable to pay capital gains tax. (d) Depreciation Land and buildings have the function of an investment and are regarded as a composite asset. In accordance with Accounting Standards, property investments are not subject to depreciation. Accordingly, the buildings and any component thereof (including plant and equipment) are not depreciated. Taxation allowances for the depreciation of buildings and plant and equipment are claimed by NS Direct and contribute to the tax deferred components of distributions. 7

9 FOR THE YEAR ENDED 30 JUNE 1. Significant Accounting Policies (Cont.) (e) Receivables Receivables are carried at the amounts due to NS Direct and its controlled entities. Rent and outgoings receivable are due for settlement within 30 days of recognition. The collectability of debts is reviewed on an ongoing basis. Debts which are known to be uncollectable are written off in the relevant period in which they are identified. A provision for doubtful debts is raised where some doubt as to collection exists. (f) Borrowing Costs Borrowing costs associated with the acquisition or construction of a qualifying asset are capitalised as part of the cost of that asset. Borrowing costs not associated with qualifying assets are capitalised and amortised over the term of the borrowing period. (g) Deferred Expenditure Significant items of expenditure having a future benefit are amortised over the periods to which they relate. (h) Payables Liabilities are recognised for amounts to be paid in the future for goods or services received, whether or not billed to NS Direct and its controlled entities. The amounts are unsecured and are usually paid within 30 or 60 days of recognition. (i) Interest Bearing Liabilities Bank loans are carried at their principal amounts. Interest is accrued on bank loans over the relevant period it becomes due and is recorded as part of payables, in current liabilities. (j) Equity Transaction Costs Transaction costs arising on the issue of equity are recognised directly in equity as a reduction of the proceeds of equity instruments to which the costs relate. (k) Capital Reserve In accordance with the provisions of the Constitution, amounts may be transferred from the capital reserve to fund distributions. (l) Property Rental Income Property rental income represents income earned from the rental of the property investments (exclusive of outgoings recovered from tenants), and is brought to account on an accruals basis. (m) Income Tax Under current income tax legislation, NS Direct is not liable to income tax provided its taxable income (including assessable realised capital gains) is fully distributed to unitholders. 8

10 FOR THE YEAR ENDED 30 JUNE 1. Significant Accounting Policies (Cont.) (n) Comparative Figures Where necessary, comparative figures have been adjusted to conform with changes in presentation in the current financial year. 2. Trust Formation and Termination NS Direct was established on 6 October 2000 and operations of the Trust commenced with the acquisition of 54 Miller Street, North Sydney and 407 Pacific Highway, Artarmon on 16 October 2000, and will terminate on its 80th anniversary unless terminated earlier in accordance with the provisions of the Constitution dated 6 October Property Expenses Airconditioning Building Supervisor Cleaning Electricity and Gas Fire Protection Gardening Insurance Land Tax Lease Fees Legal Fees Lifts Parking Space Levy Property Management Fees Rates Repairs and Maintenance Security Telephones Water Rates Other , Less: Recoveries from Tenants (1,033) - (881) - Total Property Expenses

11 FOR THE YEAR ENDED 30 JUNE 4. Manager s Fee The manager of NS Direct is Macquarie Direct Property Management Limited, a wholly owned subsidiary of Macquarie Bank Limited. The manager s fee of $295,000 (: $286,000) is calculated as 0.55% per annum of the gross assets of NS Direct, payable quarterly in arrears. NS Direct does not provide any other benefits to the manager other than those described in Note Other Expenses* Note ASIC Fees Audit Fees Bank Fees Compliance Fees Debt Costs Legal Fees Postage Printing Registry Fees Taxation Advice Fees Valuation Fees (1) (1) Other *Other expenses have been paid in accordance with the Constitution Undistributed Income Undistributed Income Brought Forward Net Profit 2,339 2,339 2,407 2,407 Transfer from Reserves 16(b) Available for Distribution 2,674 2,674 2,419 2,419 Distributions to Unitholders during the Year 7 (1,578) (1,578) (1,563) (1,563) Provision for Distribution 7,12 (526) (526) (521) (521) Undistributed Income Carried Forward

12 FOR THE YEAR ENDED 30 JUNE 7. Distribution Payable Distributions paid or provided for by NS Direct are: Distributions Paid Interim distributions of , and cents per unit, paid on 31 October, 7 February and 30 April respectively 1,578 1,578 1,563 1,563 Distribution Payable Final distribution of cents per unit was paid on 11 August Total Distributions Paid and Payable 2,104 2,104 2,084 2,084 The distribution for the financial year by NS Direct was 28.38% tax deferred (: 33.66% tax deferred). 8. Receivables GST Receivable Loans to Controlled Entities - 4,224-3,436 Rent Receivable Outgoings Receivable , , Other Assets Prepayments

13 FOR THE YEAR ENDED 30 JUNE 10. Investments 54 Miller Street, North Sydney* 33,030-30, Pacific Highway, Artarmon* 22,231-19,436 - Investments in Controlled Entities - 46,100-46,100 *Acquisition date: 16 October ,261 46,100 49,547 46,100 The property at 54 Miller Street, North Sydney was last independently valued on 31 March at $33,000,000. The valuer was Alan J Richard, Grad Dip, PIF, FAPI, CB Richard Ellis (N2) Pty Ltd. The property at 407 Pacific Highway, Artarmon was last independently valued on 31 March at $23,000,000. The valuer was Alan J Richard, Grad Dip, PIF, FAPI, CB Richard Ellis (N2) Pty Ltd. Carrying Amount at the Beginning of the Year 49,547 46,100 49,436 46,100 Additions Disposals Revaluation Increments 5, Carrying Amount at the End of the Year 55,261 46,100 49,547 46, Payables Outgoings Payable Sundry Creditors and Accruals Interest Payable Manager s Fee GST Payable Provisions Distribution Opening Balance Amount Available for Distribution 2,674 2,674 2,419 2,419 Paid during the Year (2,099) (2,099) (2,084) (2,084) Undistributed Income Carried Forward (570) (570) (335) (335) Closing Balance* *The provision for distribution represents the distribution of NS Direct for the quarter ended, which was paid on 11 August (: 9 August ). 12

14 FOR THE YEAR ENDED 30 JUNE 13. Other Liabilities Rent Received in Advance Interest Bearing Liabilities Bank Loan* 28,800 28,800 28,800 28,800 *The bank loan is secured by a registered first mortgage over the property investments held by the consolidated entity. 15. Contributed Equity No. of Units Details Date 23,000,000 Units on Issue 30 June ,839 22,839 22,839 22,839 23,000,000 Units on Issue 30 June 22,839 22,839 22,839 22,839 23,000,000 Units on Issue 30 June 22,839 22,839 22,839 22,839 As stipulated in the Constitution, each unit represents a right to an individual share in the Trust and does not extend to a right to the underlying assets of the scheme. There are no separate classes of units and each unit has the same rights attaching to it as all other units in the Trust. 16. Reserves (a) Asset Revaluation Reserve Opening Balance Revaluation Increments 5, Closing Balance 5, (b) Capital Reserve Opening Balance (815) (815) (813) (813) Transfer to Distribution - - (2) (2) Closing Balance (815) (815) (815) (815) Total Reserves 4,433 (815) (815) (815) 13

15 FOR THE YEAR ENDED 30 JUNE 17. Reconciliation of Cash For the purposes of the Statements of Cash Flows, cash includes cash on deposit held in banks. Cash as at 30 June as shown in the Statements of Cash Flows is reconciled to the related item in the Statements of Financial Position as follows: Macquarie Bank Limited 1,851 1,851 1,626 1,626 Commonwealth Bank of Australia Total Cash 1,851 1,851 2,415 2, Reconciliation of Net Profit to Net Cash Flows from Operating Activities Net Profit 2,339 2,339 2,407 2,407 Classified as Financing Activities Borrowing Costs 2,102 2,102 2,102 2,102 Trust Establishment Costs Change in Assets and Liabilities (Increase)/Decrease in Assets Receivables (69) (795) Other (106) 3 (38) 3 (Decrease)/Increase in Liabilities Payables (163) (12) (49) (57) Net Cash Flows from Operating Activities 4,103 3,637 4,674 4, Net Tangible Assets Net tangible assets are calculated as follows: Total Tangible Assets 57,507 52,200 52,096 51,972 Less: Total Liabilities (29,665) (29,606) (29,737) (29,613) Net Tangible Assets 27,842 22,594 22,359 22,359 Total Number of Units on Issue 23,000,000 23,000,000 23,000,000 23,000,000 Net Tangible Asset Backing per Unit $1.21 $0.98 $0.97 $

16 FOR THE YEAR ENDED 30 JUNE 20. Related Party Transactions Manager The manager of NS Direct is Macquarie Direct Property Management Limited, a wholly owned subsidiary of Macquarie Bank Limited. Directors The names of persons who were directors of Macquarie Direct Property Management Limited at any time during the financial year were as follows: Stephen Girdis Ian Pratt James Rae Richard Cutler Simon Jones (appointed 17 April as alternate for Stephen Girdis). No amounts were paid by the Trust directly to the directors of the manager. Manager s Fee and Other Transactions Under the terms of the Constitution, the manager is entitled to receive a management fee of a maximum of 1.0% per annum of the gross assets of NS Direct, calculated monthly. Pursuant to the Prospectus issued in November 2000, the manager has agreed to receive a fee payable of 0.55% per annum of the gross assets of NS Direct. Manager s fee for the financial year paid or payable directly by the Trust As at 30 June, NS Direct held funds totalling $1,851,000 (: $1,626,000) on deposit with Macquarie Bank Limited. These balances may differ from the Statements of Financial Position due to unsettled transactions. NS Direct earns interest on deposits at commercial rates. Interest income from these deposits totalling $70,000 (: $38,000) was included in the determination of the net profit for NS Direct for the financial year ended 30 June. The above fees and transactions were based on normal commercial terms and conditions. Units Held by the Manager and Related Bodies Corporate of the Manager The aggregate number of NS Direct units held directly, indirectly or beneficially by directors or related bodies corporate as at 30 June was nil (: nil). Related bodies corporate and their associates of the manager held 261,240 units (: 261,240) in NS Direct as at 30 June. 21. Segment Information NS Direct is an unlisted property trust which invests in the commercial property market in Australia. 15

17 FOR THE YEAR ENDED 30 JUNE 22. Earnings per Unit Basic Earnings per Unit (cents) Diluted Earnings per Unit (cents) Weighted Average Number of Ordinary Units Used in the Calculation of Basic Earnings per Unit 23,000,000 23,000,000 Net Profit of $2,339,000 (: $2,407,000) was used as earnings in calculating the basic and diluted earnings per unit for the consolidated entity. 23. Additional Financial Instruments Disclosures (a) Terms and Conditions Cash Surplus funds of NS Direct are held at call in the operating account of NS Direct. Interest is receivable monthly in arrears. At 30 June, the interest rate on these funds was 3.96% per annum (: 3.96% per annum). In the prior year, funds were also held with Commonwealth Bank of Australia as a security deposit for the loan, held with Colonial First State Investments Limited. At 30 June, the interest rate on these funds was 4.65% per annum. Bank Loan The bank loan, held with Colonial First State Investments Limited, is an interest only loan and is due for repayment in April Details of security held by the bank are included in Note

18 FOR THE YEAR ENDED 30 JUNE 23. Additional Financial Instruments Disclosures (Cont.) (b) Interest Rate Risk The Trust s exposure to interest rate risk and the effective interest rate on financial instruments at balance date are: Entity 30 June Floating Interest Rate Fixed Interest Rate Maturing 1 Year or Less 1 to 5 Years Over 5 Years Non- Interest Bearing Total Assets Cash 1, ,851 Receivables Total Financial Assets 1, ,085 Weighted Average Effective Interest Rate (% pa) 3.96% Liabilities Payables and Other Liabilities Interest Bearing Liabilities , ,800 Distribution Payable Total Financial Liabilities , ,665 Weighted Average Effective Interest Rate (% pa) 7.30% Net Financial Assets/(Liabilities) 1,851 - (28,800) - (631) (27,580) 17

19 FOR THE YEAR ENDED 30 JUNE 23. Additional Financial Instruments Disclosures (Cont.) (b) Interest Rate Risk (Cont.) Entity 30 June Floating Interest Rate Fixed Interest Rate Maturing 1 Year or Less 1 to 5 Years Over 5 Years Non- Interest Bearing Total Assets Cash 2, ,415 Receivables Total Financial Assets 2, ,494 Weighted Average Effective Interest Rate (% pa) 4.19% Liabilities Payables and Other Liabilities Interest Bearing Liabilities , ,800 Distribution Payable Total Financial Liabilities , ,737 Weighted Average Effective Interest Rate (% pa) 7.30% Net Financial Assets/(Liabilities) 2,415 - (28,800) - (858) (27,243) Note Reconciliation of Net Financial Liabilities to Net Assets Net Financial Liabilities as Above (27,580) (27,243) Non-Financial Assets Investments 10 55,261 49,547 Prepayments Net Assets per Statements of Financial Position 27,842 22,359 18

20 FOR THE YEAR ENDED 30 JUNE 23. Additional Financial Instruments Disclosures (Cont.) (c) Credit Risk Credit risk represents the economic loss that would be recognised if counterparties failed to perform as contracted. Financial Instruments Recognised in the Statements of Financial Position The credit risk on the financial assets of NS Direct which have been recognised in the Statements of Financial Position is the carrying amount, net of any provisions for doubtful debts. (d) Net Fair Values of Financial Assets and Liabilities Financial Instruments Recognised in the Statements of Financial Position The financial assets and liabilities of NS Direct are carried at amounts that approximate their net fair value. 24. Remuneration of Auditor During the financial year, the auditor of the Trust, PricewaterhouseCoopers, and its related practices earned the following remuneration: $ $ $ $ Audit of the Financial Report 5,447 5,447 6,700 6,700 Other Assurance Services - - 3,525 3,525 Taxation 11,968 11,968 7,978 7,978 Total Remuneration 17,415 17,415 18,203 18,203 19

21 DIRECTORS DECLARATION The directors of Macquarie Direct Property Management Limited, the responsible entity, declare that the financial statements as set out on pages 4 to 19: (a) (b) comply with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and give a true and fair view of NS Direct s and the consolidated entity s financial position as at 30 June and of their performance, as represented by the results of their operations and their cash flows, for the financial year ended on that date. In the directors opinion: (a) (b) the financial statements and notes are in accordance with the Corporations Act 2001; and there are reasonable grounds to believe that NS Direct will be able to pay its debts as and when they become due and payable. This declaration is made in accordance with a resolution of the directors. Stephen Girdis Chairman Sydney 12 September 20

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