UNISUPER LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2015

Transcription

1 UNISUPER LIMITED ABN FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2015 Contents Page Directors Report 2 Statement of Profit or loss and other Comprehensive Income 7 Statement of Financial Position 7 Statement of Changes in Equity 8 Statement of Cash Flows 8 Notes to the Financial Statements 9 Directors Declaration 12 Auditor s Independence Declaration 13 Independent Auditor s Report to the Members 14

2 DIRECTORS REPORT The directors present their report together with the accounts of UniSuper Limited for the year ended 30 June 2015 and the auditor s report thereon. 1. The directors of the company at any time during or since the end of the financial year are: Christopher Cuffe, BCom, FCA, F Fin, FAICD Chairman Age 55 Appointed to the Board as an independent director on 13 April 2007 and elected as Chairman on 15 June Fellow of the Institute of Chartered Accountants, Fellow of Financial Services Institute of Australasia and Fellow of Australian Institute of Company Directors. Former CEO of Colonial First State Investments Limited and Challenger Financial Services Group Limited. Third Link Investment Managers Pty Limited (Principal) Australian Philanthropic Services Ltd (Chairman) Fitzpatrick Private Wealth (appointed Chairman on 5 May 2015) Atrium Investment Management (appointed Chairman on 27 May 2015) Cuffelinks Pty Ltd (Principal) Primary Ethics Future Trust (Chairman) Global Value Fund Limited Member, Remuneration Committee Member, Investment Committee Professor Jane den Hollander, PhD, MSc, BSc Hons Director Age 62 Elected to the Board on 1 May 2012 by the Shareholder Universities to represent employers. Currently Vice-Chancellor of Deakin University, Geelong, Victoria. Previously held positions include Deputy Vice- Chancellor (Academic) at Curtin University, and senior management positions at the University of Western Australia. Professor den Hollander was a member of the Australian Government s Office for Learning and Teaching Strategic Advisory Committee and until May 2015 was the Deputy Chair of the Universities Australia Board. Education Australia Limited None Melda Donnelly, BCom, CA Director Age 65 Appointed to the Board on 16 August 2012 as an independent director. Retired on 15 August A Chartered Accountant and Founder and Chairperson of the Centre for Investor Education. Former positions include CEO of Queensland Investment Corporation, Deputy Managing Director of ANZ Funds Management, Managing Director of ANZ Trustees, Chair of VFMC, Chair of Plum Financial Services Pty Ltd. Treasury Group Ltd Ashmore PLC (ceased 30 October 2014) Orion Asset Management Aurora Investment Management Pty Ltd JA Russell & Co Sdn Bhd BOH Plantations Sdn Bhd Member, Investment Committee Member, Audit Risk & Compliance Committee 2

3 DIRECTORS REPORT Dr Susan Gould, BSc (Hons), PhD, FAICD, GAIST (Adv) Director Age 61 Elected to the Board by members of the Consultative Committee to represent employers on 11 November Former Deputy Vice-Chancellor (Services), University Secretary of the University of Newcastle. Fellow of the Australian Institute of Company Directors. Consultant to the Higher Education sector and a non-executive director within the not for profit and Government sector. Otterstone Consulting (Principal) Phillips KPA (Key Associate) NSW Board of Nursing & Midwifery Board of Australia (appointed December 2014) Australian Institute of Superannuation Trustees (ceased 10 February 2015) Member, Audit, Risk & Compliance Committee Chair, Remuneration Committee Chair, Insurance Committee Professor Paul Johnson, MA, DPhil, AcSS Director Age 58 Elected to the Board on 1 January 2008 by the Shareholder Universities to represent employers. Appointed Vice-Chancellor, University of Western Australia from January 2012 and former Vice- Chancellor of Latrobe University from April 2007 to December Former Deputy-Director, London School of Economics and Lecturer/Reader/Professor of Economic History, London School of Economics. Former Governor, UK Pension Policy Institute. Holds MA, DPhil Oxford University, AcSS (Academician of the Social Sciences) and Fellow of the Royal Historical Society. Perth USAsia Centre Go8 Ltd VenuesWest (appointed on 1 July 2015) None Neville E Kitchin, FAICD, GAIST, DipSuper Director Age 58 Appointed to the Board on 29 August 2013 representing national unions. Assistant General Secretary of the Public Service Association and Assistant Branch Secretary of the Community and Public Sector Union. Trustee of the Public Service Legal Scheme Board and a Justice of Peace. A member of the Public Sector Promotion and Grievance Appeal Tribunal and a representative on the South Australian Unions Executive Board. Member of the South Australian Government Superannuation Federation. Health Partners Ltd Asbestos Diseases Society of South Australia City Child Care Centre Incorporated Member, Audit, Risk & Compliance Committee Member, Insurance Committee Ian Martin AM, BEc (Hon), Adv Diploma AICD Director Age 62 Appointed to the Board as an independent director on 18 April Former CEO of BT Financial Group and Global Head of Investment Management of Bankers Trust Corporation. Former Panel Member of the Superannuation System Review (the Cooper Review). Argo Investments Limited (Chairman) Berkshire Capital Securities LLC (Vice-Chairman, Asia Pacific) Argo Global Listed Infrastructure Limited (Chairman, appointed 26 March 2015) Wayside Chapel Foundation (Chairman) Chair, Investment Committee Member, Remuneration Committee 3

4 DIRECTORS REPORT Grahame McCulloch Director Age 55 Appointed to the Board on 14 February 2013 representing national unions. General Secretary of National Tertiary Education Union (NTEU), Education International (EI) Executive Board, Australian Council of Trade Unions (ACTU) Executive, Director, Federation of Education Unions. Federation of Education Unions Pty Ltd None Professor Michael Skully, BSBA, MBA, Grad Dip Econ, SF Fin, FCPA, FAIST Director Age 68 Elected to the Board by members of the Consultative Committee to represent academic staff on 14 November Professor of Banking at Monash University. Financial Services Institute of Australasia (ceased 21 April 2015) FINSIA Education Ltd (ceased 21 April 2015) Member, Investment Committee Stephen Somogyi, MSc (Physics), SM (Management), FAICD, FIAA, FFin Director Age 67 Elected to the Board by members of the Consultative Committee representing employers on 27 October Stephen is the Chief Operating Officer at RMIT, holding this position since He is a Fellow of the Actuaries Institute of Australia, the Australian Institute of Company Directors, and the Financial Services Institute of Australia, Stephen was previously an Executive Member of the Australian Prudential Regulation Authority (APRA), Chief Executive Officer of the CPI Group Ltd and has held various executive roles at National Mutual, including Chief Manager for New Zealand, Associate Director-Operations and Chief Finance Executive. Safety Rehabilitation and Compensation Commission (Commissioner) OnePath Life Limited OnePath General Insurance Pty Limited Guild Group Holdings Limited Guild Trustee Services Pty Ltd ANZ Lenders Mortgage Insurance Pty Limited Spatial Vision Innovations Pty Ltd Higher Education Services Pty Ltd RMIT Foundation (Trustee) RMIT Training Pty Ltd RMIT Vietnam Holdings Pty Ltd Chair, Audit, Risk & Compliance Committee (from 1 January 2015) Keith Tull, BBus (Accounting), Grad Diploma (Data processing), CPA Director Age 63 Elected to the Board by members of the Consultative Committee to represent general staff on 23 November Employed at RMIT since 1990, formerly as both the Finance Manager and IT Manager within the School of Computer Science and Information Technology, currently employed as the Senior Finance Manager for both the School of Computer Science and Information Technology and the School of Mathematics and Geospatial Sciences. Member, Insurance Committee Mark Perica, B Juris, LLB, MA, LLM Alternate Director Age 51 Appointed as alternate director for Neville Kitchin on 18 December Senior Legal Counsel for the Federal Office of the CPSU (SPSF Group). Australian Institute of Employment Rights (Treasurer) None 4

5 DIRECTORS REPORT Warren Snell, BEc (Hons), MEc, Hon DUniv, FAIM, FCPA Director Age 71 Elected to the Board by members of the Consultative Committee to represent employers on 8 November Retired on 27 October Former Vice-President (Corporate), Edith Cowan University and former Director, ECU Resources for Learning Ltd (ceased 4 December 2013). Fellow of CPA Australia and Australian Institute of Management. Chair, Audit, Risk & Compliance Committee (ceased 27 October 2014) 2. The company secretary is Anne Wright. Ms Wright was appointed to the position of company secretary on 26 October Jane Panton was appointed supplementary company secretary from 10 March The qualifications and experience of Ms Wright and Ms Panton are as follows: Anne Wright holds a Bachelor of Laws (LLB Hons) from the University of Edinburgh and is a qualified lawyer in three jurisdictions, including Victoria. Prior to her current role, she was employed as the Assistant Company Secretary of the Aviva Australia Group from Jane Panton (BBus BSoc.Sci. DipSM GAICD FASFA) recently appointed to the Company Secretariat has extensive experience in the governance, risk and compliance area of the superannuation and financial services industry. Both Ms Panton and Ms Wright are holders of the Graduate Diploma of Applied Corporate Governance. 3. During the financial year, UniSuper Limited maintained an insurance policy to insure itself, the directors and officers of UniSuper Limited, the Fund and the Group. The liabilities insured are legal costs that may be incurred in defending civil or criminal proceedings that may be brought against the directors and officers in their capacity as directors and officers of entities in the Group, and any other payments arising from liabilities incurred by the directors and officers in connection with such proceedings. This does not include such liabilities that arise from conduct involving a wilful breach of duty by the directors and officers or the improper use by the directors and officers of their position or of information to gain advantage for themselves or someone else or to cause detriment to the Group. 4. The company acts as trustee for UniSuper (the Fund) and did not carry on any business activity on its own behalf during the year to 30 June The directors do not recommend the payment of a dividend and no dividend has been paid or declared by the company since the end of the previous year and up to the date of this report. 6. In the opinion of the directors there were no significant changes in the state of affairs of the company that occurred during the year under review not otherwise disclosed in this report. 7. There has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors, to affect significantly the operations of the company, the results of those operations, or the state of affairs of the company in subsequent financial years. 8. The company will continue to act solely as trustee and, at the date of this report, the directors believe the company will not carry out any business activity on its own behalf in the foreseeable future. Accordingly, no operating result is likely to arise in the future. 9. Since the end of the previous financial year no director of the company has received or become entitled to receive any benefit (other than a benefit included in the aggregate amount of emoluments received or due and receivable by directors shown in the financial statements) by reason of a contract made by the company or a related body corporate with the director, or with a firm of which the director is a member, or with a company in which the director has a substantial financial interest. 5

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7 STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2015 $ $ Profit from ordinary activities before related income tax expense - - Income tax relating to ordinary activities - - Profit from ordinary activities after related income tax expense - - Net Profit - - Other comprehensive income for the year, net of tax - - Total comprehensive income for the year - - STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2015 Note $ $ Current Assets Amount due from UniSuper Total Assets Total Liabilities - - Net Assets Equity Contributed Equity Total Equity The statement of profit or loss and other comprehensive income and statement of financial position are to be read in conjunction with the notes to the financial statements set out on pages 9 to 11. 7

8 STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2015 $ $ Total equity at the beginning of the financial year Profit for the year - - Total recognised income and expense for the year - - Total equity at the end of the financial year STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2015 $ $ Net cash provided by operating activities - - Net cash provided by investing activities - - Net cash provided by financing activities - - Net increase / (decrease) in cash held - - Cash at the beginning of the financial year - - Cash at the end of the financial year - - The statement of changes in equity and statement of cash flows are to be read in conjunction with the notes to the financial statements set out on pages 9 to 11. 8

9 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The significant policies which have been adopted in the preparation of these financial statements are: Basis of Preparation The company acts as trustee for UniSuper (the Fund). These general purpose financial statements have been prepared in accordance with Australian Accounting Standards (AASs), other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act Compliance with IFRSs Compliance with AASs ensures that the financial statements and notes of UniSuper Limited comply with International Financial Reporting Standards (IFRSs). Historical cost convention The financial statements have been prepared on the basis of historical costs and except where stated, do not take into account changing money values or fair values of non-current assets. 2. OPERATING PROFIT All expenditure incurred in administering UniSuper Limited was reimbursed from the Fund. Accordingly, there was no result for the financial year, nor any information concerning Statement of profit or loss and other comprehensive income items required to be disclosed. 3. CONTRIBUTED EQUITY $ $ ISSUED AND PAID UP CAPITAL 37 (2014 : 37) Ordinary shares of $1 each, fully paid REMUNERATION OF AUDITORS External audit services (paid by UniSuper): Auditors of the company Audit and review of financial reports 7,040 6,820 9

10 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE ASSETS AND LIABILITIES OF UNISUPER As described in note 1, the company acts as trustee for UniSuper. The assets and liabilities of UniSuper are as follows: $M $M ASSETS Cash assets Receivables Contributions receivable Prepayments Investments financial assets Equities - Local 22,566 20,200 - Overseas 9,856 8,626 Interest bearing securities - Local 7,405 6,893 - Overseas 1,837 1,441 Others, including short term deposits 2,728 1,682 Derivative assets ,467 38,931 Non-financial assets Property investments 2,941 2,066 Infrastructure investments 2,609 2,202 Total assets 50,209 43,400 Less: LIABILITIES UniSuper Management Pty Ltd 7 9 Benefits payable 1 1 Sundry creditors Derivative liabilities Income tax payable Deferred tax liabilities Total liabilities 1, Net assets available to pay benefits at the end of the financial year 49,160 42,731 Comprising: Reserves Member accounts 48,980 42,608 Total equity 49,160 42, COMMITMENTS $ $ Capital commitments of UniSuper investment related 122,334, ,651,897 10

11 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE RELATED PARTIES (a) Key management personnel disclosures The names of each person holding the position of Director of UniSuper Limited during the financial year were: Christopher Cuffe Professor Jane den Hollander Melda Donnelly Dr Susan Gould Professor Paul Johnson Neville Kitchin Grahame McCulloch Ian Martin AM Professor Michael Skully Warren Snell (to 27 October 2014) Stephen Somogyi (from 27 October 2014) Keith Tull Mark Perica (alternate director for Neville Kitchin) (b) Key management personnel compensation (paid by UniSuper) $ $ Short-term employee benefits 986, ,446 Post-employment benefits 94, ,772 1,080, ,218 (c) Controlled entities UniSuper Limited as Trustee of the Fund has a number of controlled entities, as follows: Name of Entity Country of incorporation Class of shares Equity holding AMP Properties Australia Trust Units 100% 100% Highlander Retail Holdings Pty Ltd Australia Ordinary 100% 100% Highlander Investments No 1 Pty Ltd Australia Ordinary 100% 100% Highlander Investments No 2 Pty Ltd Australia Ordinary 100% 100% Highlander Investments Trust Australia Trust Units 100% 100% Parkville Holdings Nominees Pty Ltd Australia Ordinary 100% 100% Parkville Trust Australia Ordinary 100% 100% TESS Property Holdings Pty Ltd Australia Ordinary 100% 100% TESS Property Trust Australia Trust Units 100% 100% UniSuper Forestry Investments Limited New Zealand Ordinary 100% 100% UniSuper Forestry Trust No.1 Australia Trust Units 100% 100% UniSuper International Investments Trust Australia Trust Units 100% 100% UniSuper Management Pty Ltd Australia Ordinary 100% 100% UniSuper Texas Tollroad Trust Australia Trust Units 100% 100% UniSuper Toll Road Trust Australia Trust Units 100% 100% Water Investments Trust Australia Trust Units 100% 100% During the financial year, UniSuper Limited settled a claim made against UniSuper Management Pty Ltd in relation to administration services provided to UniSuper Limited under the Administration and Investment Services Agreement. 11

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13 Ernst & Young 8 Exhibition Street Melbourne VIC 3000 Australia GPO Box 67 Melbourne VIC 3001 Tel: Fax: ey.com/au Auditor s Independence Declaration to the Directors of UniSuper Limited In relation to our audit of the financial report of UniSuper Limited for the financial year ended 30 June 2015, to the best of my knowledge and belief, there have been no contraventions of the auditor independence requirements of the Corporations Act 2001 or any applicable code of professional conduct. Ernst & Young Graeme McKenzie Partner Melbourne 27 August 2015 A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation

14 Ernst & Young 8 Exhibition Street Melbourne VIC 3000 Australia GPO Box 67 Melbourne VIC 3001 Tel: Fax: ey.com/au Independent auditor's report to the members of UniSuper Limited Report on the financial report We have audited the accompanying financial report of UniSuper Limited (the company), which comprises the statement of financial position as at 30 June 2015, the statement of comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, notes comprising a summary of significant accounting policies and other explanatory information, and the directors' declaration. Directors responsibility for the financial report The directors of the company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal controls as the directors determine are necessary to enable the preparation of the financial report that is free from material misstatement, whether due to fraud or error. In Note 1, the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, that the financial statements comply with International Financial Reporting Standards. Auditor's responsibility Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance about whether the financial report is free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal controls relevant to the entity's preparation of the financial report that gives a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Independence In conducting our audit we have complied with the independence requirements of the Corporations Act We have given to the directors of the company a written Auditor s Independence Declaration. A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation

15 Opinion In our opinion: a. The financial report of UniSuper Limited is in accordance with the Corporations Act 2001, including: i ii giving a true and fair view of the company's financial position as at 30 June 2015 and of its performance for the year ended on that date; and complying with Australian Accounting Standards and the Corporations Regulations 2001; and b. The financial report also complies with International Financial Reporting Standards as disclosed in Note 1. Ernst & Young Graeme McKenzie Partner Melbourne Date: 27 August 2015 A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation