image description

About

APPLICATION FOR A 30 DAY CREDIT ACCOUNT APPLICANT NAME: TRADING NAME: IS TRADING NAME REGISTERED? POSTAL ADDRESS YES NO POSTCODE: BUSINESS LOCATION ADDRESS (NOT P.O. BOX ADDRESS) POSTCODE: IS THIS THE REGISTERED BUSINESS ADDRESS? TELEPHONE: YES FAX: NO NAME OF PARENT COMPANY: TYPE OF BUSINESS ENTITY: (PLEASE TICK) SOLE TRADER: PARTNERSHIP: COMPANY: OTHER: IF A COMPANY; STATE IN WHICH INCORPORATED: A.C.N.: NATURE OF BUSINESS: YEARS ESTABLISHED: NAME OF ACCOUNTANTS: BUSINESS PREMISES: (PLEASE TICK) Owned: Leased: Mortgaged: NAME OF BANK: Australian Wool Testing Authority Ltd - Trading as Agrifood Technology Pty Ltd ABN 43 006 014 106 260 Princes Highway, PO Box 728, Werribee Victoria 3030 Freecall 1800 801 312 Telephone 03 9742 0555 Facsimile 03 9742 4228 www.agrifood.com.au BRANCH: ADDRESS OF BRANCH: TELEPHONE: CONTACT: TRADE REFERENCES (please list only major suppliers/creditors): (i) NAME: TELEPHONE: CONTACT: (ii) NAME: TELEPHONE: CONTACT: FAX: FAX: APPROXIMATE MONTHLY PURCHASES WILL BE: CREDIT FACILITY REQUIRED FROM AGRIFOOD TECHNOLOGY: AGRIFOOD MERCHANT'S NAME: DIRECTORS/ PARTNERS DETAILS (IiF ADDITIONAL NAMES, PLEASE INCLUDE LIST): (i) NAME: ADDRESS: DOB: (ii) NAME: ADDRESS: DOB: (iii) NAME: ADDRESS: DOB: Australian Wool Testing Authority Ltd - Trading as Agrifood Technology Pty Ltd ABN 43 006 014 106 260 Princes Highway, PO Box 728, Werribee Victoria 3030 Freecall 1800 801 312 Telephone 03 9742 0555 Facsimile 03 9742 4228 www.agrifood.com.au I/We hereby jointly and severally:1. 2. Agree to settle all accounts by the due date. Acknowledge that credit may be withdrawn at any time without prior notice in accordance with Agrifood Technology ("Agrifood") Sales Contract conditions. 3. Enclose a copy of our most recent Balance Sheet and Profit Statement and/or completed Financial Results Form (attached). 4. Agree to notify Agrifood Technology immediately in the event of any change of ownership, legal status or address. 5. Acknowledge that interest at commercial rates shall be charged and payable on accounts not paid by the due date. 6. Certify that I am authorised to sign this credit application form on behalf of:- (insert company/ business name) and the information given is true and correct to the best of my knowledge. 7. Acknowledge that the completion of the credit application for credit does not obligate Agrifood to offer the applicant a credit facility. 8. Authorise Agrifood to obtain information from other parties: i) I/We authorise and consent to the release to Agrifood of information sought by Agrifood from any bank, financial institution or entity which holds information relating to me or us concerning this credit application. Agrifood agrees to treat such information confidentially and agrees not to pass the information to any third party. ii) I/We authorise that this authority remains in force whilst this credit application is being considered or resulting credit approval is in place. SIGNATURE: TITLE: NAME: DATE: AGRIFOOD WARRANTS THAT ALL INFORMATION SUPPLIED WILL BE HELD IN STRICTEST CONFIDENCE Australian Wool Testing Authority Ltd - Trading as Agrifood Technology Pty Ltd ABN 43 006 014 106 260 Princes Highway, PO Box 728, Werribee Victoria 3030 Freecall 1800 801 312 Telephone 03 9742 0555 Facsimile 03 9742 4228 www.agrifood.com.au
AWTA Ltd ANNUAL REVIEW 2011 - 2012 ANNUAL REVIEW 2011-2012 HISTORY & OBJECTIVES MISSION, VISION & VALUES COMPANY PROFILE CORPORATE GOVERNANCE HUMAN RESOURCES CHAIRMAN'S STATEMENT MANAGING DIRECTOR'S INTRODUCTION FINANCIAL SUMMARY AWTA RAW WOOL AWTA PRODUCT TESTING JINAO TESTING COMPANY AGRIFOOD TECHNOLOGY NZWTA LTD RESEARCH & DEVELOPMENT INFORMATION SERVICES DIRECTORS' REPORT FINANCIAL STATEMENTS NOTES TO FINANCIAL STATEMENTS DIRECTORS' DECLARATION INDEPENDENT AUDIT REPORT 2 2 3 4 5 6 7 7 8 10 10 10 11 11 11 14 17 20 31 32 AWTA Ltd Annual Review 2011-2012 | CONTENTS 1 HISTORY & OBJECTIVES The Australian Wool Testing Authority was established in 1957 by the Commonwealth Government in response to requests from the Australian wool industry, and was created as a Statutory Authority reporting to the Minister for Primary Industry. The first meeting of the Authority was held on 12th December 1957. Following the formation of the Australian Wool Board in 1962, AWTA was established as a separate division within that organisation on 1st July 1963. AWTA retained the same status within the Australian Wool Corporation when it was formed by the amalgamation of the Australian Wool Board and the Australian Wool Commission on 1st January 1973. AWTA Ltd was established as a Company Limited by Guarantee on 14th May 1982 consequent to an Australian Government decision to transfer the functions of the statutory Australian Wool Testing Authority (AWTA) to the public sector. After almost 25 years of operations, the government and industry considered that there was no on-going requirement for AWTA to continue to have links with the government, particularly since it was controlled by the wool industry and funded by the commercial services it provided to the industry, not by the Government or any levies. In April 1982, the same wool industry interests that comprised AWTA as a statutory body formed a public company limited by guarantee, to acquire all assets and liabilities of the statutory body. AWTA Ltd commenced operations on 1st July 1982, when it took over all the previous functions of AWTA. The objectives for which the Company was established were and are still enshrined in its Memorandum. They include the following: 1. 2. 3. 4. 5. 6. 7. 8. 9. To promote sales of Australian wool by encouraging the growth and utilisation of objective measurement of wool, particularly by presale testing. To test wool and other fibres, whether natural or otherwise, and wool products and similar products made wholly or partly from other fibres. To provide an accurate and impartial testing service based upon internationally recognised testing standards as an aid to efficient wool marketing. To conduct wool, fibre and textile research and/or to carry out tests on other materials and products where such activities assist or promote the development of the pastoral, agricultural, manufacturing or industrial resources of Australia. To maximise the net income of the Australian wool industry by encouraging the optimum application of objective measurement of wool by wool growers, brokers, buyers and both local and overseas processors. To optimise wool industry productivity through research and the implementation of new systems and technology. To establish, equip and maintain laboratories, workshops and other places suitable for testing and research activities. To provide and encourage the provision of data processing services aimed at the more efficient marketing of wool. Generally to promote and foster the more efficient testing of wool as required by the wool and textile industry at a minimum cost. 10. To provide certificates and make reports in respect of test and research carried out by the Authority. MISSION, VISION & VALUES MISSION To assist or promote the development of the pastoral, agricultural, manufacturing and industrial resources of Australia, in particular, by providing independent objective data and information services which will facilitate the efficient production, marketing and processing of wool, other fibres, textile products and related materials. VISION To maintain a national and international reputation for technical expertise, commercial independence and professional integrity by providing accurate, impartial and efficient sampling, testing and certification services to our customers. VALUES · · · · · · · · · To maintain technical excellence, by taking maximum advantage of emerging technologies and providing staff with the knowledge, skills and equipment to improve customer service and lower costs. To ensure commercial independence in all activities. To insist on professional integrity within the Company, by remaining impartial and avoiding conflicts of interest. To be alert and responsive, by monitoring and understanding the changing needs of clients. To ensure that a reliable business continuity plan is in place, to minimise disruption to the wool marketing process in the event of a disaster. To foster sound industrial relations, based on mutual respect and recognition of the common interests which are shared with all employees and managerial staff. To aspire to provide a safe and satisfying working environment, which encourages employee participation and is supported by appropriate training and development programs. To seek to meet all legal and moral obligations of a good corporate citizen. To adopt business strategies which transfer cost saving benefits arising from the Company's income tax exemption, so as to assist or promote the development of the relevant industrial resources of Australia. 2 AWTA Ltd Annual Review 2011-2012 | HISTORY & OBJECTIVES COMPANY PROFILE MEMBERSHIP & BOARD COMPOSITION AWTA Ltd is a Company Limited by Guarantee. As described in the Company's Articles of Association, each Member Guarantor is entitled to appoint a Director to the Board. Additionally, the Member Guarantors appoint two Independent Directors and may also appoint a Director having special scientific or technological qualifications. The Chief Executive is also a Director pursuant to Article 21(d). The following organisations or their nominees are the Member Guarantors constituting the Company: · Australian Council of Wool Exporters Inc (ACWE Inc) · Australian Wool Processors Council Inc (AWPC Inc) ­ Wool Scourers & Carbonisers of Australia Group (WSCA Group) ­ Wool Textile Manufacturers of Australia Group (WTMA Group) · · · · Australian Wool Innovation Ltd (AWI Ltd) Private Treaty Wool Merchants of Australia Inc (PTWMA Inc) The National Council of Wool Selling Brokers of Australia Inc (NCWSBA Inc) WoolProducers Australia MANAGEMENT The Board delegates responsibility for the operation and administration of the Company to the Managing Director who, together with the executive team, is accountable to the Board. AWTA Ltd is organised for management and reporting purposes into four operating divisions. Management responsible for those divisions must account for their performance within a framework of strategic plans, budgets, position descriptions, targets, standards and policies. The Strategy Committee, comprising senior management from Head Office and the four divisions, co-ordinates the management activity. Strategy Committee Members are: · · · · · · · · · · · Managing Director General Manager - Raw Wool Chief Financial Officer National Information Services Manager Divisional Manager - Product Testing General Counsel Chief Executive Officer - NZWTA Ltd Divisional Manager - Agrifood Technology Regional Manager - Western Australia Sampling Manager - Eastern Australia; and Business Development Manager. Note: Australian Wool Processors Council Inc, being an amalgamation of two previously separate Member Guarantors, is entitled to appoint two Directors, one from each Group. ORGANISATION & REPORTING STRUCTURE DIRECTORS Directors holding office at the date of this Report are: Chairman D.G. McGauchie AO Deputy Chairman G.W. Dickinson M.A. Jackson M.D. Avery G.M. Power P.D. Morgan D.B. Ritchie G.W. Turner D.A. Webster C.J. Wilcox (elected Independent Director) (AWTA Ltd Managing Director) (appointed by ACWE Inc) (nominee of WoolProducers Australia) (appointed by AWPC Inc from WTMA Group) (appointed by AWPC Inc from WSCA Group) (appointed by PTWMA Inc) (appointed by AWI Ltd) (appointed by NCWSBA Inc) (elected Independent Director) Profiles on each of the Directors are provided in the Directors' Report (page 15). COMPANY SECRETARY The Company Secretary is Mr Charles Englander (General Counsel). BOARD RESPONSIBILITIES The Board is responsible for the overall corporate governance of the Company, including its strategic direction and financial objectives. It sets goals for management and monitors their attainment. The Board has specifically assumed responsibility for: · · · · · · · · · the approval of strategy and annual budgets; the provision of strategic direction and oversight of management; corporate governance; the selection and evaluation for succession planning of executive management; significant acquisitions and disposals of assets; significant expenditure decisions outside of the corporate budget; the remuneration of executive management; the approval of and monitoring of financial performance against corporate objectives and policies; and the integrity of risk management strategies and controls. The delivery of the Company's strategic direction and goals as determined by the Board is delegated to management under the leadership of the Managing Director. AWTA Ltd Annual Review 2011-2012 | COMPANY PROFILE 3 REMUNERATION & APPOINTMENTS COMMITTEE Current members of the Remuneration & Appointments Committee are: · · · Mr D.G. McGauchie AO (Committee Chairman) Mr G.W. Dickinson Mr D.A. Webster ENVIRONMENT & SAFETY COMMITTEE The Company has a policy to conduct its business activities so as, wherever practicable, to minimise any adverse impact of such activities on the community and the environment and to comply with applicable legislative requirements. The Environment & Safety Committee ensures that the Company's environment and occupational health and safety obligations are implemented and maintained. The Committee's key responsibilities are to: · · · · · · ensure that environmental management system requirements, including policies in relation to the Company's obligations with respect to environmental and health and safety issues are established, implemented and maintained; ensure compliance with all laws, regulations and regulatory obligations relating to environmental and safety matters by the Company; oversee the effective monitoring of the Company's operations in relation to environmental and occupational health and safety matters; keep the Board informed of the Company's activities in relation to its environmental and occupational health and safety obligations; ensure that the Company's environmental policy, objectives and targets are based on knowledge about the environmental impacts associated with its activities, products and services and any regulatory requirements; and review the environmental management system to ensure its continuing suitability. The Managing Director attends the Committee meeting except when his own remuneration and employment conditions are being considered. The Committee is charged with: · · · setting policies and making recommendations on remuneration policies for the Company, including those governing the Directors, the Managing Director and senior management; reviewing candidates for vacant senior executive management positions and making specific appointment recommendations to the Board; and approving the recommendations of the Managing Director on the remuneration of all non-award personnel below senior officers. Directors attendance at Committee meetings is reported in the Directors' Report. Non-executive Directors The Company's Memorandum of Association provides that, whilst its income cannot be transferred by way of dividend or bonus, it can be used for payment in good faith to any officer or servant of the Company (including Directors) for any services actually rendered to the Company. Non-executive Directors' fees are reviewed annually by the Member Guarantors having regard to performance, relevant comparative remuneration and independent advice. Non-executive Directors may receive a Sitting Fee for Committee participation and reimbursement of travel and accommodation expenses for attendance at Board and other official Company meetings. Executive Director & Senior Executives The Board determines the remuneration for the Chief Executive Officer (Managing Director), the Chief Financial Officer and the General Manager - Raw Wool, upon the recommendation of its Remuneration & Appointments Committee. Remuneration is decided following an annual review that considers performance, relevant comparative remuneration and independent advice. The Committee comprises Non-executive Directors only when it deals with the remuneration and employment conditions of the Managing Director. Current members of this Committee are Mr G. W. Turner (Committee Chairman), Mr C.J. Wilcox, Mr M. A. Jackson and Mr C. Englander. Attendance at Committee meetings is reported in the Directors' Report. CORPORATE GOVERNANCE CORPORATE GOVERNANCE CHARTER Whilst AWTA Ltd is not a listed company, where applicable to its structure, it follows the ASX's Corporate Governance Principles and Recommendations. The Board is responsible for the overall corporate governance of the Company, including its strategic direction, major policies and financial objectives. The Board has adopted a Charter that delineates its role and the role of individual Directors. The Corporate Governance Charter and Guide for Directors and Officers is publicly available on the Company's website. AUDIT & FINANCE COMMITTEE The role of the Audit & Finance Committee is to assist the Board to fulfil its corporate governance and oversight responsibilities. The principle objectives of this Committee are to: · · · · · · · · assist the Board in the discharge of its responsibilities relating to all financial matters; assess and advise the Company's Board on whether the annual financial report represents a true and fair view of the Company's financial position and complies with regulatory requirements; substantiate the existence, quality and valuation of the Company's assets; determine that management has implemented policies and procedures designed to ensure that the Company's risks are identified, assessed and appropriately addressed in a Risk Management Plan; ensure the operation of effective internal control policies and procedures; oversee the independence and appraise the quality of internal and external audits; maintain lines of communication between the Board, management and internal and external audit; and examine the accounting policies of the Company to determine appropriateness to general accepted practices. CORPORATE CONDUCT & ETHICS The Company recognises that it is vital to its continuing success that its staff maintain the highest possible reputation for technical expertise, commercial efficiency, impartiality, independence, equal opportunity and professional integrity. To ensure that they are aware of the ethical framework in which they are required to work, each staff employee is required to read and sign the Company's Corporate Conduct & Ethics Policy. This policy sets broad guidelines for conduct and reflects AWTA Ltd's corporate "conscience" by promoting the highest levels of behaviour. APPOINTMENT OF AUDITORS The Company's auditors are Pitcher Partners. The auditors' effectiveness, performance and independence is reviewed by the Audit & Finance Committee. The audit is conducted in accordance with the Corporations Act 2001 and the Australian Auditing Standards which require auditors to comply with relevant ethical requirements related to audit engagements and to plan and perform the audit so as to obtain reasonable assurance that the financial report is free from material misstatement. The auditors are obligated to comply with the independence requirements of the Corporations Act 2001. The auditors are required to form an opinion whether the financial report of Australian Wool Testing Authority Ltd and its controlling entity comply with the requirements of the Corporations Act 2001, the Regulations and the Australian Accounting Standards. The Committee comprises one Independent Director and up to two other non-executive Directors. The Chairman, the Managing Director, the Chief Financial Officer and the external auditor attend meetings by invitation. The current members of the Committee are Mr G.W. Dickinson (Committee Chairman) and Mr D.B. Richie and Mr M.D. Avery. Attendance at Committee meetings is reported in the Directors' Report. 4 AWTA Ltd Annual Review 2011-2012 | CORPORATE GOVERNANCE RISK IDENTIFICATION AND MANAGEMENT The Company continues to have in place a number of risk management controls including: · · · guidelines and limits for approval of capital expenditure and investments; an annual insurance review; defined senior management responsibilities for areas including equal opportunity, occupational health and safety, environmental compliance, legal liability, risk identification and reporting and financial controls; policies and procedures for the management of financial risk and investment operations, including exposure to foreign currencies and movements in interest rates; strategic planning process for the implementation of 3-year strategic plans; annual budgeting and monthly reporting systems enabling the monitoring of progress against performance targets and the evaluation of trends; Director's Declarations of Interests; and disaster recovery procedures for the key business units of the Company. HUMAN RESOURCES STAFF NUMBERS AWTA Ltd's staff numbers vary in response to seasonal work-flow. Variations in work-flow are managed in part by the use of casual and to a lesser extent, part-time staff. AWTA Ltd's staff numbers peaked at 412 in November 2011. Staff Training As part of the Company's due diligence program, the Legal Department, supported by regional and divisional management regularly conduct training in anti-discrimination, bullying, sexual harassment, restrictive trade practices, equal opportunity, occupational health and safety, internet and email use, and affirmative action. · · · OCCUPATIONAL HEALTH & SAFETY The Company's occupational health and safety obligation's are monitored by Executive Management, with day-to-day responsibility resting with regional management. Safety performance data consisting of lost time accidents, frequency rate and duration rate are calculated to AS/NZS 4801-2001 and reported monthly. The data is reviewed by management, the Environment & Safety Committee and the Board. During 2011/12, the Company experienced 9 lost time accidents (the same number as in the previous year), a lost time frequency rate of 17.8 (being the same rate as in previous year) and a lost time duration rate of 378.2 (up from 164.1 the previous year). Achieving a zero Lost Time Injury result is a goal of all responsible employers. Such a result can only be achieved by careful attention to systems of work, Risk Assessments, work organisation and a shared commitment by staff to safety and injury prevention. AWTA Ltd continues to work with staff to increase on-the-job awareness of safety and to maintain a culture of shared commitment to safety. · · COMPANY POLICIES In addition to the Company Policies previously referred to, the Company has and maintains a comprehensive range of policies and procedures including: · · · · · · · · · · · · · · Accounting; Payroll; Debtors; Assets; Purchasing; Occupational Health & Safety; Environmental Compliance; Restrictive Trade Practices & Consumer Law Compliance; Staff Recruitment, Training and Termination; Privacy; Anti-Harassment, Bullying and Discrimination; Records & Statistics; Equal Opportunity; and Improper Conduct Policy. SERVICE AWARDS It is noteworthy that a significant number of staff have been employed by AWTA Ltd for more than 20 years. Since the formation of the Statutory AWTA in 1957 to the completion of the year under review, 195 employees have reached 20 years service, 53 have achieved 30 years service and 5 have reached 40 years service. During 2011/12 the 30 year service roll increased by 3 and the 20 year service roll increased by 6. Service Awards 30 Years Michael Larkin John Ball Rob Hallion The Company's policies are regularly monitored and reviewed and aim to meet or exceed best practice with comparable organisations. ENVIRONMENTAL IMPACTS The group's operations are subject to particular and significant regulations under relevant legislation. Details of performance in relation to such regulations are set out below. (a) AWTA Ltd's Kensington, Victoria site is obligated to ensure that its waste water generated by the wool testing operations complies with the requirements of City West Water Ltd's Trade Waste Agreement. During the reporting period, trade waste was recorded as exceeding the Agreement's limits on three occasions involving daily flow, copper limit and total dissolved solids (the latter subsequently determined to be due to sampling irregularities, rather than Agreement exceedence). (b) The AWTA Ltd's Bibra Lake, Western Australian site discharges laboratory waste to sewer pursuant to an Industrial Waste Permit issued by the Water Corporation. During the reporting period all waste discharged to sewer complied with the Permit's stipulated limits. (c) AWTA Ltd's Agrifood Technology division located at Werribee, Victoria is required to ensure that its waste water generated through its testing activities complies with the requirements of City West Water's Trade Waste Agreement. During the reporting period, all laboratory effluent discharged to sewer complied with the stipulated limits of the Agreement. (d) AWTA Ltd's New Zealand site discharges laboratory waste to sewer pursuant to the Napier City Trade Waste By-law 2008. During the reporting period, laboratory waste discharged to sewer complied with the By-law's stipulated limits, with the exception of 2 instances occurring in February and April, 2012, when pH limits were exceeded. (51st) (52nd) (53rd) Laboratory Controller (Melbourne), commenced 10 August 1981 Maintenance Officer (Melbourne), commenced 31 August 1981 Sampling Manager (Fremantle), commenced 8 March 1982 20 Years Karen Ford Silvia Patterson Gaye Lehtinen Doreen Fernandez (190th) (191st) (192nd) (193rd) Testing Officer (Fremantle), commenced 19 August 1991 Testing Officer (Fremantle), commenced 19 August 1991 Testing Officer (Fremantle), commenced 19 August 1991 Divisional Manager - Agrifood Technology, commenced 16 September 1991 (formerly with AWB) Senior Analyst Quality Feed Laboratory, commenced 2 June 1986 (formerly with AWB) Analyst Food Safety Laboratory, commenced 27 July 1987 (formerly with AWB) Nipa Small (194th) Karen Jackson (195th) AWTA Ltd Annual Review 2011-2012 | HUMAN RESOURCES 5 CHAIRMAN'S STATEMENT AWTA Ltd has recorded a net loss of $1.230 million for 2011/12, after taking up an impairment charge of $1.347 million to reflect the lower market value of its investment portfolio. The result excluding the impairment was a modest profit of $0.117 million. When AWTA Ltd was privatised in 1982, it was structured as a Company Limited by Guarantee with the objective of providing services to its clients at minimum cost, rather than maximising profit for distribution to shareholders. There is no doubt that over many years the Company has been successful in this regard, the fee for AWTA Ltd's primary service (presale raw wool testing) is lower in dollars per test. However, in the last decade, wool production in Australia has declined by almost half and AWTA Ltd's principal market has been shrinking. AWTA Ltd responded by focussing on innovation and cost control in its raw wool testing laboratories and by reducing corporate overheads. At the same time, the Board recognised that it was essential for the Company to broaden its revenue base beyond raw wool and textile testing into other services to agriculture so that fees continue to be contained as the volume of wool produced in Australia declines. Hence, approximately 7 years ago, AWTA Ltd adopted a strategy to expand into related testing markets where independent, high quality, high integrity testing is a necessary part of the value chain. MR D.G. McGAUCHIE AO CHAIRMAN - AWTA Ltd While this approach has been successful, with a modest profit (pre-impairment), the year under review did see financial performance deteriorate from the previous year. The principle reasons for this were: · · the amount of wool presented for testing decreased on the previous year. Higher wool prices in 2010/11 had encouraged growers to release wool held on farm to the market and this did not reoccur; and investment income decreased by approximately $0.8 million on the previous year compounding the impairment charge mentioned above. AWTA Ltd, as a consolidated group, comprises 3 operating divisions in Australia (AWTA Raw Wool, AWTA Product Testing and Agrifood Technology), its wholly owned subsidiary NZWTA Ltd and its joint venture, JinAo Testing Co Ltd, which is managed through AWTA Product Testing. I am pleased to report that total operating revenue earned outside AWTA Raw Wool continues to grow and reached $11.571 million in 2011/12. It is noteworthy that this now represents over 32% of AWTA Ltd operating revenue. In comparison, a decade ago revenue from non-raw wool sources was less than $2 million and only 5% of operating income. Directors are also very pleased to note that AWTA Product Testing, Agrifood Technology and NZWTA are all producing an acceptable return on the capital that AWTA Ltd has invested in them. Total AWTA Raw Wool revenue decreased by 1.9% as the number of bales sampled fell by 2.9%. The AWI Wool Production Forecasting Committee has reported that the same amount of wool was grown in 2011/12 as the previous year. Hence, it is highly probable that the decrease in AWTA testing activity relates to wool shorn in previous seasons being released from on-farm storage in 2010/11 in response to high market prices at that time. It is positive to observe signs that wool production may have bottomed out after a long and steady period of decline. The AWI Wool Production forecasting Committee is also optimistic that wool production is turning the corner, predicting an increase of 1% for 2012/13. Improved productivity and other cost saving initiatives partially offset wages inflation resulting in operating expenditure for the Raw Wool Division being only 1.2% higher than last year. '000 Tonnes 700 Volume of Australian Wool Tested 600 500 400 300 200 100 AWTA Product Testing division continues to 0 evolve and react to changes in the demand for 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 local testing of various materials and products. Revenue increased by 9.3% and the mix of test types changed considerably, with increased testing activity in the building materials and automotive sectors more than offsetting textile testing which continues to fall reflecting the depressed retail conditions in Australia. JinAo Testing Co Ltd grew its revenue base steadily and significantly during 2011/12, to the point where it was profitable. The majority of JinAo testing was conducted for Australian customers importing Chinese products with a growing base of local processors of Australian wool looking to JinAo to provide specialist services. The operating performance of NZWTA has improved considerably in recent years. NZWTA operating revenue increased due to the maintenance of a high market share in wool testing and a full year of operation by the textile testing laboratory, purchased from AgResearch in December 2010 and incorporated into the Napier laboratory. NZWTA Ltd has again achieved a satisfactory financial result. AWTA Ltd purchased Agrifood Technology from AWB in February 2008 and 2011/12 is the fourth full year that it has operated under AWTA Ltd ownership. Agrifood Technology has now successfully established its independence within the deregulated wheat industry, securing a broad range of wheat industry clients. It has also significantly increased its activity in the processed and fresh food and the hay and fodder sectors, which now generate a significant proportion of Agrifood Technology's revenue, providing some insulation against the seasonal impacts inherent in the grain industry. During 2011/12, total operating income at Agrifood Technology increased by 2.7%. Global financial markets remained depressed during 2011/12, impacting on AWTA's non-operating revenue, through reduced investment income and precipitating the impairment I previously referred to. AWTA invests its funds in various asset classes in accordance with a balanced investment policy which is regularly reviewed by the Board. The strength of the Company's balance sheet allows it to take a long-term approach to investment and Directors accept that there is a risk of volatility and periods of short-term negative results under this policy. Mr Don Hamblin stepped down from the Board of AWTA Ltd at the end of November 2011, after 4 years service, to make way for the appointment of Mr Geoff Power. I would like to thank Don for his valued contributions as a Director and welcome Geoff to the Board. 6 AWTA Ltd Annual Review 2011-2012 | CHAIRMAN'S STATEMENT I would also like to thank Mr John Lewis who retired from AWTA Ltd in June. For the previous 7 years, John led the AWTA Product Testing Division with dedication and foresight that enabled it to not only survive, but thrive in a period where the industry environment was very difficult. Prior to joining the management of AWTA Ltd, John served as a non-executive director of the Company. I welcome Mr Craig Wales, the new Divisional Manager for AWTA Product Testing, to the executive team. I would also like to pay tribute to all the staff that have achieved 20 and 30 year service anniversaries during the past year and acknowledge their contribution to the Company. AWTA Ltd has a proud tradition of long service, a rare feat in most Australian companies. Finally I wish to express my personal thanks to the Chief Executive, Michael Jackson, all Directors and the Company's employees for their support, contribution and dedicated service during 2011/12. D.G. McGAUCHIE AO MANAGING DIRECTOR'S INTRODUCTION The AWTA Ltd Group reported an overall loss of $1.230 million for 2011/12, which is made up of a profit before impairment of $0.117 million and a $1.347 million impairment of financial assets. This result is not as strong as 2010/11 due primarily to reduced contribution from AWTA Raw Wool and lower investment returns. It is pleasing to report that the operating performance of AWTA Product Testing, Agrifood Technology and NZWTA remains strong and each division has made a positive contribution during 2011/12. In his report, the Chairman comments on the need for AWTA Ltd to have a broad revenue base and there is no doubt that financial success in these operating divisions is instrumental in minimising raw wool fees. The Company remains financial stable and is well placed to continue to provide services that add value to the wool, textile, agricultural and manufacturing industries. Following is a summary of the financial performance during 2011/12 and a brief report on each operating division with in the AWTA Ltd Group. MR M.A. JACKSON MANAGING DIRECTOR FINANCIAL SUMMARY COMPARATIVE Profit & Loss Statement 2012 $'000s Revenue Revenue from services Revenue from investments Profit on sale of surplus sample material Consulting income Rental income Other income Total revenue Expenses Operating and administrative expenses Unrealised impairment of financial assets Realised losses on sale of investments Total expenses Net Profit/(Loss) 34,600 2,230 1,055 135 300 97 38,417 2011 $'000s 33,899 3,294 1,010 241 226 670 39,340 (37,531) (1,347) (769) (39,647) (1,230) (36,763) (549) (907) (38,219) 1,121 AWTA Ltd Annual Review 2011-2012 | MANAGING DIRECTOR'S INTRODUCTION 7 AWTA RAW WOOL OVERVIEW AWTA Raw Wool is the largest division within AWTA Ltd and is comprised of: · · · · Sampling Operations, Raw Wool Laboratories, Data Processing Operations; and Technical & Quality Control. During 2011/12 AWTA Raw Wool operated two laboratories located in Melbourne (servicing clients in Victoria, New South Wales, Queensland, South Australia and Tasmania) and Perth (servicing clients in Western Australia). CAPABILITIES Each laboratory provides certified testing of Yield & Micron, Staple Length & Strength and Colour for raw wool. Certified testing of scoured wool is also conducted for a range of attributes including regain and grease content. In addition, AWTA Raw Wool offers non-certified report testing of raw wool, scoured & carbonised wool and speciality fibres such as Mohair, Alpaca and Cashmere. The number of bales core sampled for certified tests decreased by 2.9% during 2011/12 with 2.05 million bales sampled compared with 2.11 million bales during the previous season. Production increased in South Australia and Tasmania but declined in all other states, with Western Australia experiencing an 11% decline due to ongoing dry conditions. The number of sale lots tested for Yield & Micron results decreased by 1.9% to 369,106 lots during 2011/12 when compared with the previous season. The number of sale lots tested for Staple Length & Strength declined by 1.9 % to 231,960 lots over the same period. AWTA Raw Wool maintains a strong focus on the three key measures of performance: · · · Service AWTA Raw Wool is committed to providing timely testing service as required by its customers. Samples are taken at 32 locations throughout Australia and dispatched overnight to one of the AWTA Raw Wool laboratories. AWTA Ltd offers three levels of priority for service: Normal: Test Certificates are available within 5 days of a sample being taken. Fast 15% Normal 67% service delivery; improved efficiency/productivity; and sound technical performance. Fast: 95% of test Certificates are available within 3 days, and the remainder the following day. Express: 95% of test Certificates are available the following morning, with the remainder the following day. Express 18% Lots Sampled 2011/12 Qld NSW Vic Tas SA WA 0 30,000 60,000 Lots 90,000 120,000 150,000 Qld NSW Vic Tas SA WA Bales Sampled 2011/12 0 200,000 400,000 Bales 600,000 800,000 8 AWTA Ltd Annual Review 2011-2012 | AWTA RAW WOOL Test Type Yield & Micron Service Measure Average (days) % Total Tests within Service Target Normal 3.0 99.2 3.7 96.5 Fast 1.9 97.8 2.2 96.6 Express 1.5 97.0 1.6 96.6 Length & Strength Average (days) % Total Tests within Service Target During the 2011/12 season service performance was, on average, well within the service time requirements. These times are all measured from the time of sampling, not when samples are received at a laboratory. Efficiency The efficiency of AWTA Raw Wool departments is monitored by measuring departmental productivity. Any increase in productivity reduces overall labour costs. Labour forms the majority of the cost of testing wool. Sampling Productivity declined during 2011/12 due to the fragmentation of operations at wool coring locations. Testing Productivity, which reflects the efficiency of all laboratory operations, increased by 0.7% during 2011/12. This increase was largely due to improved work practices and workplace management. Technical Confidence in wool trading requires confidence in the accuracy and precision of the wool test results. AWTA Ltd Raw Wool laboratories have rigorous quality control procedures, calibration schedules and test monitoring processes in place to ensure a high level of accuracy and precision. Trial samples are exchanged between AWTA Raw Wool laboratories to ensure consistency. Blind trials are also conducted twice weekly with overseas laboratories with the results publicly reported at the annual International Wool Textile Organisation (IWTO) Conference. During 2011/12, all AWTA Laboratories reported ongoing stable and accurate performance to the IWTO Conference. External queries from clients also serve as an indicator of technical performance. During 2011/12, some 1,260 results (0.21% of all tests) were queried by customers. Of these, 327 were reissued, representing less than 0.06% of the 601,066 Yield & Micron and Staple Length & Strength tests conducted. CHALLENGES The major challenge for Raw Wool operations is maintaining high levels of service and efficiency in an environment where revenue growth has declined in recent years and costs continue to escalate. INDUSTRY SUPPORT The Company focuses its industry activities, both domestically and internationally, on promoting the use and understanding of objective measurement. This is to ensure Australian wool maintains its pre-eminent position in the world wool textile market. AWTA Ltd continues to participate in International Wool Textile Organisation (IWTO) meetings where key staff contribute to the development and understanding of wool testing standards and procedures. AWTA Ltd collates and publishes an extensive range of statistics and analytical reports which are provided free of charge to the wool industry. An example of this is the Key Test Data report - a monthly summary of the volume of wool tested and average results tested broken down by State and wool category. Other examples include a number of detailed micron split and Wool Statistical Area reports, which are crucial for the Australian Wool Production Forecasting Committee. This data, along with a range of other statistical reports, is available for download from the AWTA Ltd website. AWTA Ltd continues to provide the TOPMARK benchmarking service for wool processors free of charge. This service allows wool processors to compare their processing performance against the average of all other mills participating in the program. The objective of this program is to improve the efficiency of wool processors. The Company continues to support the Australian wool industry by sponsoring and providing testing assistance for major sheep shows, ram sales and research trials. Details of supported events are listed on the AWTA Ltd website to assist with the promotion of sponsored events. AWTA Ltd also hosts meetings with industry bodies and associations and is an active member of the Federation of Australian Wool Organisations (FAWO). Changes in Lots Sampled (2011/12 cf 2010/11) Qld NSW Vic Tas SA WA Australia -10% -5% 0% Lots 5% 10% -10% Changes in Bales Sampled (2011/12 cf 2010/11) Qld NSW Vic Tas SA WA Australia -5% 0% Bales 5% 10% AWTA Ltd Annual Review 2011-2012 | AWTA RAW WOOL 9 AWTA PRODUCT TESTING Overview The Product Testing division is an independent materials testing facility available to government instrumentalities, industry and the general public. It possesses a diverse array of specialised testing equipment operated by highly-competent technicians. Capabilities The division has internationally recognised competencies in flammability, textiles, automotive, weathering, physical, chemical and mechanical testing. Materials evaluation can be conducted against a broad range of industry-specific, Australian and international standards. NATA Accreditation encompasses the five prime areas of retroreflection, flammability, chemical, thermal and mechanical testing which, when combined, covers 34 secondary areas of testing competence. Looking Forward The division will become considerably more customer-focussed with improved communication systems and strive for reduced lead-times. The competency-base will be enhanced by cross-training and appropriate use of available personnel resources, which when coupled with the introduction of specialised equipment will improve all areas of our business. The division will continue to investigate diversification opportunities and expansion into niche areas with the express intention of increasing its revenue contribution. The division will actively promote itself by advertising in carefully selected mediums. JINAO TESTING COMPANY Overview JinAo is a joint venture laboratory located in Nanjing, China and is a 50/50 venture between AWTA and JSIC Jiangsu, a division of China Inspection and Quarantine (CIQ). Capabilities JinAo mainly focuses on textile and environmental testing of products predominantly of Chinese origin. Whilst it has a relatively small laboratory, it has a diverse and growing client base particularly in the Australian importing community as testing can be done at source with the security of the AWTA name behind it. JinAo also provides services to assist Chinese early stage processors to effeciently process Australian wool. Testing Company Looking Forward JinAo's challenge is to grow its revenue base and develop a solid and ongoing domestic client base. It will over time need to branch out into additional areas of testing and grow its expertise and diversity. AGRIFOOD TECHNOLOGY Overview Agrifood Technology has continued to be one of Australia's major provider of physical and chemical testing to the grain, horticultural, food and feed industries. Capabilities Agrifood Technology is an independent, NATA ISO 17025 accredited and ISO 9001 certified testing facility that operates in a competitive environment, it is focussed on providing accurate results and rapid response times to meet the needs of our customers. Agrifood Technology in Victoria and Western Australia are well equipped to conduct comprehensive analysis on a diverse range of food and feed products including grain quality, milling, dough rheology, end-product assessment, nutritional labelling, allergen testing, pesticide residues, mycotoxins and microbiological analysis. The laboratories are well supported by a team of 24 technical staff and 6 administrative staff who are highly experienced and committed to the accurate and timely provision of results. A significant improvement has been made in operational efficiency through automatic data capture into LIMS from laboratory instrumentation. Further investment in technology in the Food Safety laboratory has resulted in an increase in residue testing on fresh produce for two major supermarket chains which is a significant accomplishment in a very competitive environment. Revenue from the Feedtest service acquired from the Victorian Department of Primary Industries has remained constant over the last twelve months. A working group has been formed to further enhance the calibration and offer more parameters to meet industry requirements. Looking Forward Expanding both Agrifood Technology's testing capabilities and client base will remain a priority over the next twelve months. The focus will be on marketing the testing services to targeted clients and industry sectors and improving brand awareness through advertising and increased presence at field days, seminars and conferences. 10 AWTA Ltd Annual Review 2011-2012 | AWTA PRODUCT TESTING NZWTA LTD Overview NZWTA Ltd is New Zealand's leading wool and textile testing organisation, providing a comprehensive service to the whole textile industry. Capabilities The wool laboratory provides IWTO certification for Yield, Fibre Diameter, Colour and Staple Length and Strength of greasy wool. A comprehensive service is also conducted on scoured wool, which still forms over 70% of New Zealand's wool exports. The 2011/12 season began with the wool market at its highest point in over 20 years. However, within twelve months the effects of global economic conditions had left crossbred wool prices barely above the historic lows of 2009. Testing volumes of greasy wool in 2011/12 decreased from the previous season. The latest testing figures more closely reflected annual wool production, as the spike in crossbred wool prices in 2010/11 had released a quantity of wool held in stock at the time. The national sheep population is estimated to have increased by 2.6% to 31.9m, although most of this increase is through trading stock held over because of good growing conditions. Sheep farming in New Zealand continues to be threatened by other profitable agricultural activities, particularly dairy. The textile testing business acquired from AgResearch completed its first full year in the Napier laboratory. The operation has expanded its customer base and has been successfully integrated into the overall business. The acquisition has provided the company with an important revenue stream and an excellent platform for further expansion in the future. Looking Forward Continuing uncertainty in world markets gives little confidence of any significant improvement in wool prices in 2012/13. While other agricultural commodity markets have also been affected, this will place more pressure on sheep farming enterprises in the future. NZWTA Ltd will continue to use its key competencies of quality, integrity and customer focus to grow its overall business. Expansion of services and customer base is a priority throughout new and traditional textile industries as local manufacturing resists the trend towards an import-based market. RESEARCH & DEVELOPMENT During 2011/12 the Research and Development department worked on both internal and external projects in partnership with other industry organisations. Funding partners included Australian Wool Innovation (AWI) and the Sheep CRC, while research partners included CSIRO, the University of NSW, Deakin University and the University of New England. The input of commercial entities, including Country Road, The Merino Company and a range of wool topmakers and spinners into research projects is also acknowledged. During 2011/12 key highlights included: · · · · · · · more robust measurement of residual ASH by NIR; new variance and precision estimates and range checks accepted by IWTO for Classed Grower sale lots; and improved sample preparation systems for Automated DMFT testing approved by IWTO. continuing a strong focus on improving safety of machinery; continue developing long-term projects for future increases in productivity; development and installation of upgrades and improvements to the buildings and services; and developing large scale upgrades to machinery to ensure longevity. During 2011/12 the key manufacturing outcomes were: INFORMATION SERVICES The Information Services Division is located within the corporate Head Office. In its application development role the Division develops and maintains the custom software used in production support systems, for example within the wool testing laboratories. It also supports the application packages used in both business support and production support systems such as the enterprise HR3 Payroll and the LabWare Laboratory Information Management System used in Agrifood Technology. The Division is also responsible for the planning, deployment and support of the infrastructure required to support all operations across the enterprise. This infrastructure encompasses the wide area network, data centres and office systems across the country and all the hardware and software used within these installations. AWTA Ltd Annual Review 2011-2012 | NZWTA LTD 11 DIRECTORS' REPORT 2011-2012 FINANCIAL STATEMENTS AUSTRALIAN WOOL TESTING AUTHORITY LTD AND CONTROLLED ENTITY ABN: 43 006 014 106 DIRECTORS' REPORT The directors present their report, together with the financial statements of the group, being the company and its controlled entity, for the financial year ended 30 June 2012. This financial report has been prepared in accordance with Australian Accounting Standards. Principal Activities and Significant Changes in Nature of Activities The principal activities of the consolidated group during the financial year were raw wool, textiles, agricultural products and other materials testing, and computer services. There were no significant changes in the nature of the consolidated group's principal activities during the financial year. The Australian Wool Testing Authority Ltd (AWTA Ltd) is a Company Limited by Guarantee established to assist and promote the development of the pastoral, agricultural, manufacturing and industrial resources of Australia, in particular, by providing independent objective data and information services which will facilitate the efficient production, marketing and processing of wool, other fibres, textile products and related materials. Over the last 55 years, AWTA Ltd has built a highly successful business providing independent test information to its customers, primarily the wool industry in Australia. The Company has built and maintained a national and international reputation for technical expertise, commercial independence and professional integrity, while its corporate structure facilitates the minimisation of the fees that it charges for its services. During the last 2 decades wool production in Australia has fallen steadily and significantly, causing a consequent fall in testing volumes and AWTA Ltd revenue. The Company has responded to this situation with the objective of minimising fee increases for its raw wool clients by: reducing costs by improving labour productivity and significantly reducing management overheads; and · · diversification into related testing markets to improve profitability by growing revenue from non-wool sources. Operating Results The net loss of the group for the year, after taking up an impairment charge of $1.347 million, was $1.230 million (2011 net profit of $1.121 million). Review of Operations AWTA Ltd, as a consolidated group, comprises 3 operating divisions in Australia (AWTA Raw Wool, AWTA Product Testing and Agrifood Technology), its wholly owned subsidiary NZWTA Ltd and its joint venture, JinAo Testing Co Ltd, which is managed through AWTA Product Testing. The financial performance of each division is separately monitored, with the cash return as a percentage of capital invested being the key measure adopted by the Board. In addition, key performance measures relating to service and technical areas are routinely monitored by the Board. The reviews following summarise the operating performance of each section of the company. AWTA Raw Wool The operating environment in the Australian wool industry has deteriorated slightly in 2011/12 after a considerable improvement during 2010/11. Wool prices progressively deteriorated during 2011/12, giving up some of the gains made in the previous year. In addition, during 2010/11, increasing prices encouraged growers to release wool previously stored on-farm to the market, leading to an increase in testing volumes. In 2011/12, this was not repeated and, consequently, the volume of wool tested was lower than in 2010/11 leading to a decrease in AWTA Raw Wool revenue. Despite the recent fall in price, particularly for fine wool, there is continuing optimism that wool production will slowly recover with the AWI Wool Production Forecasting Committee predicting a slight increase of 1.4% in wool production for 2012/13. The majority of Raw Wool revenue comes from presale testing of greasy wool. The number of core tests conducted by AWTA Raw Wool decreased by 2.0% from last year. Staple length and strength testing activity also fell by a similar amount from the previous year with the proportion of core tests additionally measured for length and strength stable. Total revenue decreased by 1.9% from last year. Improved productivity and other cost saving initiatives partially offset inflation resulting in operating expenditure for the Raw Wool division being only 1.2% higher than 2010/11. AWTA Product Testing AWTA Product Testing division revenue increased by 9.3% from 2010/11 and the mix of test types changed considerably. Business from Australian textile manufacturers, which was once the division's largest customer group, continues to reduce as production moves off shore and as retail remains depressed. Revenue from this source is progressively being replaced by testing conducted on other products, particularly for the building materials, automotive and reflective goods industry sectors. Expenditure increased by 6.9% due to the greater workload than last year. As a consequence, operating contribution from AWTA Product Testing once again improved on the 2010/11 result. JinAo Testing Co Ltd grew its revenue base steadily in 2011/12 to the point where it was profitable. The majority of JinAo testing was conducted for Australian customers importing Chinese products with a growing base of local processors of Australian wool looking to JinAo for specialist services. NZWTA Ltd The operating performance of NZWTA has improved considerably in recent years. NZWTA operating revenue increased due to the maintenance of a high market share in wool testing and a full year of revenue from the textile testing operation that was added to its Napier laboratory in January 2011. NZWTA Ltd has again achieved a satisfactory financial result in an environment where wool production continues to decline. Agrifood Technology Agrifood Technology continued to diversify its revenue base in 2011/12. As revenue from grain testing is highly dependant on seasonal conditions and ongoing structural changes in the wheat export industry the Division has been actively extending its activities in the fresh and processed food sectors to counter this risk. This strategy has been successful, with total revenue growing by 2.7% despite a slight fall in the grain testing sector, the traditional customer base for Agrifood Technology. During 2011/12, the return on investment from Agrifood Technology remained healthy. Non-operating Income Income from investments was impacted by the ongoing deterioration in financial markets and, as a consequence, overall group revenue from sources other than testing services decreased by approximately 30%. Unrealised Impairment Charges In accordance with AASB 139 Financial Instruments: Recognition and Measurement, an impairment charge on available-for-sale investments of $1.347 million has been taken up in the financial statements. The strength of AWTA Ltd's balance sheet allows for a long-term approach to investment and Directors accept there is a risk of volatility and periods of short-term negative returns under the investment policy that it has adopted. Financial Position The net assets of the consolidated group have decreased by $1.4 million from 30 June 2011 to $71.5 million at the end of the financial year. 14 AWTA Ltd Annual Review 2011-2012 | DIRECTORS' REPORT INFORMATION ON THE DIRECTORS Mr D.G. McGauchie AO · · · · · · · Appointed as an independent director by the Members of AWTA Ltd on 29 October 1999 Appointed as Deputy Chairman on 25 January 2001 and as Chairman on 19 February 2005 Chairman of Remuneration & Appointments Committee Farmer and company director, having previously been active in national farming organisations Partner of C&E McGauchie Terrick West Chairman of Nufarm Ltd and Australian Agricultural Company Ltd Director of a number of listed and unlisted companies, including James Hardie Industries SE and Graincorp Ltd Mr G.W. Dickinson · · · · · · Appointed as an independent director by the Members of AWTA Ltd on 18 March 2005 Appointed as Deputy Chairman on 15 April 2005 Chairman of Audit & Finance Committee Member of Remuneration & Appointments Committee Chairman of Rubicon Systems Australia Ltd Director of Nareen Station Pty Ltd and Mutual Trust Pty Ltd Mr M.A. Jackson · · · · Managing Director of AWTA Ltd since 21 May 2001 Member of Environment & Safety Committee Director of New Zealand Wool Testing Authority Ltd and JinAo Testing Company Ltd Trustee of the Australian Wool Education Trust Mr M.D. Avery · Appointed as the nominee director for Australian Council of Wool Exporters Inc on 22 November 2007 Member of Audit & Finance Committee General Manager - Wool, Queensland Cotton · · Mr G.M. Power · · · · Appointed as the nominee director for WoolProducers Australia on 2 December 2011 President of WoolProducers Australia Director of Australian Wool Exchange Ltd and Sheep Industry Health and Welfare Pty Ltd Councillor of National Farmers Federation Members Council Mr D.B. Ritchie · Appointed as the nominee director for the Wool Scourers and Carbonisers of Australia Group of Australian Wool Processors Council Inc on 25 February 2011 Member of Audit & Finance Committee President of Australian Council of Wool Exporters & Processors Inc General Manager of Victoria Wool Processors · · · Dr P.D. Morgan · Appointed as the nominee director for the Wool Textile Manufacturers of Australia Group of Australian Wool Processors Council Inc on 16 October 2009 Executive Director of Australian Council of Wool Exporters & Processors Inc Executive Director of Private Treaty Wool Merchants of Australia Inc Director of International Fibre Centre Ltd Principal of Morgan Terrace Pty Ltd Mr G.W. Turner · Appointed as the nominee director for Private Treaty Wool Merchants of Australia Inc on 17 October 2008 President of Private Treaty Wool Merchants of Australia Inc Chairman of Australian Wool Industries Secretariat Inc Chairman of Environment & Safety Committee Managing Director of Reeashbro Pty Ltd Director of Wallace Investments Pty Ltd · · · · · · · · · Mr D.A. Webster · · · · · Appointed as the nominee director for Australian Wool Innovation Ltd on 25 November 2008 Director of Australian Wool Innovation Ltd Member of Remuneration & Appointments Committee Chairman of Brolga Minerals Pty Ltd Director of Pabula Pty Ltd, Nova Downs Pty Ltd, Athena Resources Ltd, Cobpen Co Investmments Pty Ltd and Organics for Rural Australia Mr C.J. Wilcox · Appointed as the nominee director for the National Council of Wool Selling Brokers of Australia Inc on 15 February 2008 Member of Environment & Safety Committee Executive Director of National Council of Wool Selling Brokers of Australia Inc Chairman of the International Wool Textile Organisation's Market Intelligence Committee Principal of Poimena Analysis and Trustee of Poimena Trust · · · · In addition to the directors in office, the following director held office during the year: · Mr D. R. Hamblin (resigned 30 November 2011). Appointed as the nominee director for the WoolProducers Australia on 19 October 2007. COMPANY SECRETARY The following person held the position of Company Secretary at the end of the financial year: Mr Charles Englander -- Bachelor of Law, Master of Laws. Mr Englander has worked for AWTA Ltd for the past 28 years, performing legal and compliance roles. Mr Englander was appointed company secretary on 1 July 2002. AWTA Ltd Annual Review 2011-2012 | INFORMATION ON THE DIRECTORS 15 Meetings of Directors During the financial year, 7 meetings of directors and 7 committee meetings (including committees of directors) were held. Attendances by each director during the year were as follows: Directors' Meetings Number eligible D.G. McGauchie AO G.W. Dickinson M.A. Jackson M.D. Avery D.R. Hamblin P.D. Morgan G.M. Power D.B. Ritchie G.W. Turner D.A. Webster C.J. Wilcox 7 7 7 7 2 7 5 7 7 7 7 Number attended 7 7 7 7 2 7 5 7 7 6 7 1 1 3 3 3 3 3 3 3 3 3 3 Audit & Finance Committee Number eligible Number attended Remuneration & Appointments Committee Number eligible 1 1 Number attended 1 1 3 3 Environment & Safety Committee Number eligible Number attended INDEMNIFYING OFFICERS OR AUDITOR During or since the end of the financial year, the Company has given an indemnity or entered into an agreement to indemnify, or paid or agreed to pay insurance premiums as follows: · The Company has paid premiums to insure directors and officers against liabilities for costs and expenses incurred by them in defending legal proceedings arising from their conduct while acting in their capacity as directors and officers of the Company, other than conduct involving a wilful breach of duty in relation to the Company. PROCEEDINGS ON BEHALF OF 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. Auditor's Independence Declaration The auditor's independence declaration for the year ended 30 June 2012 has been received and is appended to this report. Member's Liability The Company is incorporated under the Corporations Act 2001 and is a Company limited by guarantee. If the Company is wound up, the Memorandum of Association states that each member is required to contribute a maximum of $50 each towards meeting any outstanding obligations of the Company. At 30 June 2012, the amount that members of the company are liable to contribute if the company is wound up is $300 (2011: $300). After Balance Date Events In the opinion of the directors, there are no likely developments in the operations of the consolidated group known at the date of this report which have not been covered generally within the report. AUDITOR'S INDEPENDENCE DECLARATION To the directors of Australian Wool Testing Authority Ltd In relation to the independent audit for the year ended 30 June 2012, to the best of my knowledge and belief there have been: i. ii. No contraventions of the auditor independence requirements of the Corporations Act 2001; and No contraventions of any applicable code of professional conduct. Likely Developments The directors are not aware of any other future developments likely to have a significant effect on the operations of the consolidated group or on the expected results of those operations. ASIC Class Order 98/100 Rounding of Amounts The Company is an entity to which ASIC Class Order 98/100 applies and, accordingly, amounts in the financial statements and directors' report have been rounded to the nearest thousand dollars. This Report of the Directors is signed in accordance with a resolution of the Board of Directors and dated 17 August 2012 at Melbourne. Stephen Schonberg, Partner Pitcher Partners D.G. McGAUCHIE AO CHAIRMAN M.A. JACKSON MANAGING DIRECTOR Melbourne 17 August 2012 16 AWTA Ltd Annual Review 2011-2012 | DIRECTORS' REPORT AUSTRALIAN WOOL TESTING AUTHORITY LTD AND CONTROLLED ENTITY ABN: 43 006 014 106 FINANCIAL STATEMENTS INCOME STATEMENT FOR THE YEAR ENDED 30 JUNE 2012 Note Consolidated Group 2012 2011 $000 $000 36,359 1,587 (24,717) (2,363) (2,345) (1,345) (1,118) (1,017) (738) (586) (551) (450) (289) (303) (371) (253) (150) (249) (83) (479) (1,347) 51 420 (769) 3 4 (1,106) (124) (1,230) 36,409 2,147 (23,814) (2,559) (2,376) (1,310) (1,016) (975) (635) (530) (473) (459) (335) (312) (280) (236) (228) (195) (188) (10) (701) (549) 145 639 (907) 1,252 (131) 1,121 Parent Entity 2012 2011 $000 $000 33,150 1,400 (22,887) (2,219) (2,259) (1,171) (1,028) (916) (564) (455) (490) (396) (262) (268) (359) (253) (136) (210) (69) (481) (1,347) 51 420 (769) (1,518) (1,518) 33,388 1,921 (22,079) (2,420) (2,320) (1,144) (920) (870) (480) (419) (412) (401) (313) (258) (276) (236) (206) (174) (175) (10) (641) (549) 145 639 (907) 883 883 Revenue Other income Employee benefits expense Depreciation & amortisation expense Repairs & maintenance expense Energy & utilities expense Materials & supplies expense Freight expense Travel expense Property, Rates & Taxes expense Software expense Communications expense Printing & stationery expense Insurance expense Subcontract testing expense Investment management expense Consulting fees Advertising & Sponsorship expense Audit fees Share of losses of joint ventures Other expenses Impairment charge on available-for-sale

Agrifood Brochure
 08-04-2017

YOUR LINK WITH QUALITY AWTA Product Testing AWTA Product Testing provides testing services to a broad range of industries within Australasia and international markets including fibres, textiles, plastics, automotive, building products, glass, carpets, retail AWTA AWTA (Australian Wool Testing Authority Ltd) is the largest wool testing organisation in the world. The AWTA group is comprised of three operating divisions in Australia (AWTA Raw Wool, AWTA Product Testing and Agrifood Technology), its wholly owned subsidiary NZWTA and its joint venture, JinAo Testing Company. AWTA continues to expand its service offering into other agricultural and manufacturing markets where independent, high quality and high integrity testing is a vital part of the value chain. AWTA has expertise in: · Laboratory testing · Instrumentation design & manufacture · Research & development · Integrated sampling services products, insulation, clothing, accelerated weathering and laminates. JinAo AWTA and the Jiangsu Inspection Corporation operate a product testing laboratory called JinAo Testing Company based in China. The laboratory provides reliable and independent testing of Chinese products and imported raw materials/components, before shipment or as inline quality assurance testing. NZWTA NZWTA is the major wool testing company for the sampling, testing and certification of New Zealand apparel and interior textile wools. New Zealand's only comprehensive textile testing business is also operated within NZWTA's Napier laboratory. The textile operation provides the company with the unique ability to offer testing services covering the entire textile spectrum from raw material to finished product. AWTA Raw Wool Raw Wool is the largest division within AWTA and provides independent and objective wool certification services. AWTA Raw Wool's major services are sampling, testing and certifying the yield, fibre diameter, vegetable matter content, staple length and staple strength of greasy wool before it is sold. Agrifood Technology Since 1989, Agrifood Technology has been a provider of physical and chemical testing, servicing the Australian grain, food and feed industries. Agrifood Technology provides independent and comprehensive analytical testing services to the agricultural industry in various fields and services covering grain, fodder, fruit and vegetables, meat, soil, water, fertiliser, plant tissue, processed food, stockfeed and flour milling markets. Our major focus is the provision of a high level of customer service, using innovative techniques and stateof-the-art equipment to meet client needs and respond quickly to testing requirements. As an added insurance, our laboratory is NATA (National Association of Testing Authorities) accredited to the ISO 17025:2005 standard and our quality system is certified to the AZ/NZS ISO 9001:2008 standard. FeedTest is operated by Agrifood Technology and is a pioneer in the use of Near Infrared Spectroscopy (NIR) for feed testing in Australia. FeedTest provides accurate and fast feed analysis that will determine the feed and nutritional value of your stock feed products. Core Services Agrifood Technology test results provide valuable information for use in all areas of agribusiness and assist commercial businesses to meet consumer expectations for the assurance of the quality and safety of food, feed and other agricultural products. When you choose to use an Agrifood Technology laboratory you can be assured that your sample will receive fast and accurate analysis. Our laboratories are located in Werribee, Victoria and Bibra Lake, Western Australia. · Grain quality assessment · Pesticide residues · Mycotoxins · Allergens · Nutritional analysis · Water, soil & fertiliser analysis · Stockfeed analysis · Plant tissue INNOVATIVE SOLUTIONS QUALITY RESULTS INDEPENDENT Werribee Laboratory 260 Princes Hwy, Werribee, VIC 3030 Australia Tel: 1800 801 312 Fax: 03 9742 4228 Bibra Lake Laboratory 38 Clark Court, Bibra Lake, WA 6163, Australia Tel: 08 9418 5333 Fax: 08 9418 7838 www.agrifood.com.au AWTA - Head Office 70 Robertson Street, Kensington, Victoria 3031, Australia Tel: 03 9371 4100 Fax: 03 9371 4191 www.awta.com.au AWTA Raw Wool Melbourne Laboratory - 24 Robertson Street, Kensington, VIC 3031, Australia Tel: 03 9371 2100 Fremantle Laboratory - 38 Clark Court, Bibra Lake, WA 6163, Australia Tel: 08 9418 5333 FeedTest 260 Princes Highway, Werribee, Victoria 3030 Tel: 1300 655 474 www.feedtest.com.au AWTA Product Testing 191 Racecourse Road, Flemington, VIC 3031, Australia Tel: 03 9371 2400 www.awta.com.au/en/producttesting JinAo Room 2601, 359 HongWu Road, Nanjing 210002, China Tel: +86 25 8450 3078 www.jinao.org NZWTA Cnr Bridge & Lever Streets, Ahuriri, Napier, 4110, New Zealand Tel: +64 6 835 1086 www.nzwta.co.nz Testing Company
AGRIFOOD TECHNOLOGY TESTING AND ANALYSIS TERMS AND CONDITIONS 1. 1.1 Application of these Terms and Definitions Subject to clause 2, these conditions apply to the supply by Australian Wool Testing Authority Ltd (AWTA Ltd) trading as Agrifood Technology (ABN 43 006 014 106) (we or us) of the testing, analysis and/or related services (Services) described in the accompanying quotation (if provided) (Quotation) to the customer identified in the Quotation (you). Any other conditions will apply only if and to the extent that they are accepted in writing by us. You will be deemed to have accepted the Quotation and these conditions (Contract Terms) and we will each be deemed to be bound by the Contract Terms if you supply to us material for testing and/or analysis (Testing Material): (a) (b) 1.3 1.4 after your receipt of the Contract Terms, subject to clause 2.2; or prior to your receipt of Contract Terms and you fail to notify us in writing of non-acceptance of the Contract Terms within 5 business hours following your receipt of the Contract Terms. 1.2 We may refuse to supply the Services if you deliver Testing Material to us after the expiry date specified in the Quotation. "Consumer" means: (a) (b) (c) an individual acquiring goods or services wholly or predominantly for personal, domestic or household use or consumption; or a person acquiring goods or services at a price not exceeding $40,000; or a person acquiring goods or services ordinarily acquired for personal, domestic or household use or consumption. 2. 2.1 2.2 2.3 2.4 2.5 Entire Agreement Clause 2.2 and 2.3 shall not apply to a Consumer. Unless agreed in writing, these are the only terms and conditions that apply to each agreement between us for the provision of Services. These terms supersede and exclude all prior and other discussions, representations and arrangements relating to the Services. Where you are not a Consumer, these terms will apply to the exclusion of all other terms and conditions for the provision of the Services. We may amend these terms at any time by notifying you, including in any one or more of the following ways: (a) (b) (c) printing the amended terms and supplying them with a quotation; referring to the amendments and/or printing the amended terms in a newsletter or Fees List; or posting the amended terms on our internet site (www.awta.com.au). Your continued use of our Services after such notice will constitute acceptance of the amendment. 3. 3.1 Warranties, Guarantees and Liability This clause does not apply to a Consumer with the exception that clause 3.4 shall apply where the testing services are acquired at a price not exceeding $40,000 and are not of a kind ordinarily acquired for personal, domestic or household use or consumption. We will carry out the Services with due professional care and skill. Other than the warranties contained in 3.2, to the maximum extent permitted by law, all warranties and guarantees expressed or implied by statute, common law, equity, trade, custom or usage or otherwise in relation to the provision of the Services, are expressly excluded. Where the exclusion of any of the warranties and guarantees referred to in this sub-clause would be illegal, our liability for breach of such warranty or guarantee is limited in the manner set out in sub-clause 3.4. 3.2 3.3 AWTA Ltd Page 2 of 5 3.4 AWTA Ltd's liability for its breach of sub-clause 3.2 or a non-excludable consumer guarantee implied into these terms by law is limited to any one of the following as determined by us: (a) (b) the supplying of the Services again; or the payment of the cost of having the Services supplied again. 3.5 To the extent permitted by law and not withstanding anything else contained in these terms, where you are not a Consumer, we exclude all liability whatsoever to you arising out of or in any way connected with the Services including without limitation for any loss of profits, loss of business revenue, failure to realise expected profits or savings, overhead costs, loss of goodwill, loss of reputation, loss of value in any intellectual property, damages or liquidated sums payable pursuant to other agreements, other economic losses or any consequential or indirect losses of any kind howsoever arising and whether caused by breach of statute, breach of contract, negligence or other tort. Prices and Payment The prices payable by you for the supply of the Services are those specified in the Quotation, subject to any variation in accordance with clauses 6 and 9 (Prices). We may invoice you the Prices at any time after completion of the Services and you must pay our invoice within 30 days of the end of the month in which our invoice is issued. All quotations and payments will be in Australian dollars unless otherwise agreed by both parties. If you exceed our payment terms we may refuse to conduct further Services for you and any related party until payment in full is made or alternative payment methods are arranged and agreed between us. Taxes Unless otherwise specified in the Quotation, the Prices do not include GST, sales, value added or any other applicable government tax or duty, which will be added to the Prices and will be additionally payable by you at the same time payment of the Prices is due. In the case of GST, we agree to ensure that our invoice delivered to you in accordance with clause 4 constitutes a "tax invoice" for the purposes of applicable GST legislation. 4. 4.1 4.2 4.3 5. 6. 6.1 Testing Material You must supply to us the quantities of Testing Material specified on the quotation to enable us to properly perform the Services. You warrant that you are the owner of the Testing Material and/or are fully authorised to engage us to supply the Services in relation to the Testing Material. You are responsible (at your cost) for the delivery of all Testing Material to us. You are responsible for ensuring that all Testing Material is properly representative and for retaining any duplicate or controlled samples. We will not be responsible for accidental damage to Testing Material. You must ensure that the Testing Material corresponds with the description detailed in the Quotation. If you supply to us Testing Material that does not correspond with the description detailed in the Quotation, you acknowledge that we may be prevented from supplying the Services affected thereby by the Completion Time and you agree that we may vary the Prices to cover all extra costs reasonably determined by us as arising from the Testing Material not corresponding with the description in the Quotation. You acknowledge that Testing Material may be altered, damaged or destroyed during the performance of the Services. Unless we agree otherwise in writing, we shall not be obliged to return Testing Material remaining after performance of the Services to you. We may, in our discretion, store, experiment on, destroy or otherwise deal with Testing Material as we see fit. Completion Time If in the Quotation we specify a time for completion of the supply of particular Services (Completion Time), we agree to use all reasonable endeavours to complete the relevant Services within the Completion Time. You acknowledge that the Completion Time will not commence to run until the business day after the day you deliver the relevant Testing Material to our premises. You must only deliver Testing Material to us during business hours. If on a particular business day you deliver Testing Material outside business hours and we accept that delivery, the Testing Material will be deemed to have been delivered on the next business day. While we make all reasonable endeavours to complete the Services promptly, we are not liable for any loss arising from delay in carrying out the Services or producing a report or letter of opinion. 6.2 6.3 6.4 6.5 7. 7.1 7.2 AWTA Ltd Page 3 of 5 7.3 8. Where a completion time is not specified by us, we will make reasonable endeavours to complete the Services within a reasonable time from the receipt of the Testing Material by us. Hazardous Material On or before the provision of Testing Material to us, you must give us written notice of all safety or health hazards and special procedures relevant to the handling, testing, storage, transport and disposal of that Testing Material (including procedures arising where the Testing Material has been genetically modified). We reserve the right to refuse to perform the Services and terminate the applicable contract between us where we, in our reasonable opinion, consider that the performance may pose a safety risk or health hazard or that compliance with any required procedures will place an undue or unforseen burden on us. 9. 9.1 Urgent Analysis Where, in a particular Quotation, we specify a Completion Time and you subsequently request us to complete our supply of Services within a shorter time period, we will use all reasonable efforts to do so where our capacity allows. Where we comply with a request of the type referred to in clause 9.1, you agree that we may impose, in accordance with our standard commercial rates, a surcharge on the Prices otherwise payable in respect of the relevant Services. Our current standard surcharge rate is 40%, but we reserve the right to alter this rate as we, in our discretion, determine. Acknowledgements You acknowledge that you rely on all conclusions reached, and results advised by us in connection with our supply of the Services (including any conclusions or results detailed in any written reports produced by us) at your own risk entirely. You acknowledge that we have not made any statement or other representation, not expressly stated in these terms which has induced you to enter into the Services. Whilst we licence you to reproduce our written reports, you agree that any such reproduction must be a complete reproduction of the reports without any amendments or additions. Any extract, abstract or interpretation of a report or letter of opinion must be approved by us in writing prior to its release. A report, letter of opinion, the names Agrifood Technology and AWTA Ltd may be used in advertising, providing the content and format of the advertisement have been approved in advance by the Managing Director of AWTA Ltd. We retain copyright in all written material produced in the supply of the Services. Test Results If you specifically request a particular test as part of the Services and do not make known to us the particular purpose for the test, we are not liable for any loss you suffer because we perform that test when another test would have been more suitable given the quality or characteristic which you wish us to test or the end use which you intend for the material represented by the Testing Material. If you do not specifically request a particular test, you are responsible for providing clear, accurate and comprehensive instructions, including descriptions of the Testing Material whether in writing or orally (as evidenced by our file note), on the following: (a) (b) the quality or characteristic which you wish us to test; and the end use and/or the particular purpose intended for the material represented by the Testing Material. 9.2 10. 10.1 10.2 11. 11.1 11.2 11.3 We are not liable for any loss you suffer because the test results fail to measure the desired quality or characteristic, and/or fail to be suitable given the end use intended for the material represented by the Testing Material. The test results relate only to the sample or samples tested. Due to the many scientific variables involved in carrying out our testing services, we do not warrant that any test results derived from a sample will be identical or substantially similar to test results previously derived from a similar sample, using the same testing service, by us or a third party. You acknowledge that the tests may involve an element of subjective judgement. We retain any intellectual property rights incorporated or comprised in any material created by us or on our behalf in the course of providing the Services and may use such material for any purpose. Claims You will be deemed to have accepted the provision of the Services free of defects or other non conformity with these Contract Terms unless we receive a substantiated written claim as to any defects or other non conformity within 7 days from our completion of the supply of the Services. 11.4 11.5 12. AWTA Ltd Page 4 of 5 13. Indemnity You must at all times indemnify us and our officers, employees, contractors and agents ("those indemnified") against any loss or liability (including reasonable legal costs and expenses) arising from any proceedings or debt recovery actions against those indemnified where such loss or liability was caused by: (a) (b) a breach by you of an agreement; or incurred by those indemnified in enforcing any rights under an agreement with you. 14. 14.1 Termination We may, without affecting any other rights we may have, terminate or suspend any contract between us with immediate effect by giving notice to you if: (a) (b) (c) (d) you breach any provision of the Contract Terms and fail to remedy the breach within 7 days after our notice requiring you to do so; you cease to be able to pay your debts as they become due; you become subject to any form of insolvency administration; or any step is taken by a mortgagee to take possession or dispose of the whole or any part of your assets. 14.2 If we exercise our rights pursuant to clause 14.1 above to terminate or suspend a contract, we will immediately be entitled to invoice you for work in progress under that contract at our current rates. This clause does not limit or affect any other remedy which may be available to us including seeking compensation for any loss or damage suffered by us. If at any time after placing an order for Services you purport to terminate and/or repudiate or cancel the Services, then without prejudice to any other rights or remedies which we may have, we are entitled to recover from you such proportion of the Prices as is equivalent to the proportion of work already performed to the total of the work required to complete the Services, together with an additional 10% of this amount, representing a "loss of bargain" component. A written statement by our authorised officer stating the proportion of the Prices to be paid under this clause is conclusive evidence of the amount payable by you. Force Majeure The Services may be totally or partially suspended by us during any period in which we may be prevented or hindered from testing, delivery or supply through any circumstances outside our reasonable control or where such testing, delivery or supply is rendered materially more expensive by such circumstances. Circumstances beyond our reasonable control shall include without limitation, strikes, and other industrial action affecting AWTA Ltd, inability to obtain any necessary materials or inputs, equipment, facilities or services on usual terms, power or water shortage, accidents or breakdowns of plant, machinery, software, hardware or communication facilities. We shall not incur any liability to you in respect of such suspension. Dispute Resolutions The parties must attempt to resolve any dispute as quickly as possible, but if such dispute is not resolved within 20 business days of notification by one of the parties to the other of the particulars of the dispute, before issuing proceedings at court, either one of the parties may refer the dispute to mediation, administered by the Australian Commercial Disputes Centre in accordance with its guidelines for commercial mediation. Each of us must bear our own costs of the mediation. If the matter is referred to mediation under clause 16.1, neither one of the parties may commence court proceedings concerning a matter in dispute unless the matter has not been resolved within 90 days of the referral. General If part or all of any provision of these conditions or its application to any person or circumstance is illegal or unenforceable, the provision will be interpreted so as to ensure it is not illegal or unenforceable. If any provision or part of it cannot be so interpreted, the provision or part of it will be severed from these conditions and the remaining provisions of these conditions continue in force. Where you comprise two or more persons, an agreement or obligation to be performed or observed by you binds those persons jointly and each of them severally. 14.3 15. 15.1 15.2 15.3 16. 16.1 16.2 17. 17.1 17.2 AWTA Ltd Page 5 of 5 17.3 A reference in these conditions to a "business day" is a reference to a day other than a Saturday, Sunday or public holiday in the State the Services will be performed and a reference to "business hours" is a reference to the hours between 9.00 am and 4.30 pm on a business day. Governing Law The Contract Terms are governed by the law in force in Victoria and you and us each submit to the non-exclusive jurisdiction of the courts of that State. Sub-Contracting to External Laboratories We may, after notifying you, sub-contract all or part of any Services to an external laboratory. These terms (except this clause) apply to Services sub-contracted as if we had performed all of the Services ourselves. Waiver Our failure to act with respect to a breach by you or others of these Contract Terms does not waive our right to act with respect to subsequent or similar breaches. 18. 18.1 19. 19.1 20. 20.1