Annual financial statement
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Appendix 4E Preliminary Final Report For the Year Ended 31 March 2025 Contents • Results for Announcement to the Ma rket • Appendix 4E Accounts • Independent Aud itor’s Report This report is based on results that have been audited by the Company’s auditors. The documents contained within this report comprise the information required by listing rule 4.3A. Whitefield Industrials Limited ABN 50 000 012 895 For personal use only
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5(68/76)25$11281&(0(17727+(0$5.(7 )257+(),1$1&,$/<($5(1'('0$5&+ 3UHYLRXVFRUUHVSRQGLQJSHULRGEHLQJWKHILQDQFLDO\HDU HQGHG0DUFK $ 5HYHQXHDQG1H W3URILW )<0DU ¶ &KDQJH RQSULRU\HDU ,QYHVWPHQWUHYHQXHIURPRUGLQDU\DFWLYLWLHV 8S 1HW3URILWDIWHUWD[DWWULEXWDEOHWRPHPEHUV 8S ([SODQDWLRQRI5HVXOWV 2UGLQDU\VKDUHKROGHUHQWLWOHPHQWWRSURILWVKRXOGDOVREHFRQVLGHUHGDIWHUWKHLPSDFWRI SUHIHUHQFHVKDUHGLYLGHQGVDQGH[FOXGLQJWKHJDLQRQEX\EDFNDQGFRQYHUVLRQRI FRQYHUWLEOHUHVHWWDEOHSUHIHUHQFHVKDUHVDVIROORZV )<0DU ¶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or personal use only
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2 CHAIRMAN’S REVIEW In a year of heightened volatility, Whitefield Industrials outperformed its benchmark, generated strong growth in income and increased shareholder dividends Whitefield Industrials success fully completed its 102 nd year of operations on 31st March 2025. While the closing months of the year reflected the recent volatility of global equity marke ts, we have been pleased w ith the performance o f Whitef ield’s inves tment strategy relative to benchma rk and the con tinued grow th in under lying income across the year. Investment Returns The company’s investment portfolio generated an outright return of 7.5% across the financial year to March 2025. This result compares to the 6.7% return of the company’s benchmark ( the S&P/ASX200 Industrials Accumu lation Index) and the 2.8% return of the broader S&P/ASX200 Accumulation Index. The company’s 3 year investment portfolio return of 7.8% per annum outpe rformed its benchmark , the S&P/ASX200 Industrials Accumu lation Index, by 0.2% per yea r and ou tperformed the S&P/ASX200 Accumulation Index by 2.2% per year. Whitefield’s total return to sha reholders based on Ne t Asset Backing plus d ividends and franking c redits amounted to 8.3% for the year and 9.2% per annum over the longer 7 year time horizon. (The 7 year measu rement period has been used to provide a more accurate measure of performance across the full COVID period. Current 5 year measures are less indicative as they capture only some, but not all, of the monthly market volatility in March and April 2020.) Strong inves tment per formance ac ross the year came from investments in P romedicus, Qantas , Technology One, Computershare, A ristocrat, JB H i F i, Ansell, Te lix Pharmaceuticals, Sigma Pha rmaceuticals, Fisher & Paykel Healthcare, Regis Healthca re, Pinnac le Investment Management Group and Life 360. The major banks, Brambles, Wesfarmers and QBE also made robust contributions to the company’s total investment return. Operating Results and Earnings per Share Whitefield is pleased to report an operating profit after tax for the year ended 31 st M ar c h 2 0 2 5 of $ 2 2. 4 m. C or e operating prof it a fter tax (and af ter preference share dividends) rose 10% on the prior year . In addit ion the company generated an abnormal gain of $334,716 on the maturity and conve rsion of the company ’s conver tible preference shares. Investment revenue rose 7% . Div idend increases we re apparent across a moderate proportion of the company’s investment holdings. Notable increases came from CBA, Westpac and NAB , Scent re G roup, QBE , Woolwo rths, Suncorp, Brambles, CSL, Origin, Telstra and JB Hi Fi. Total cos ts o f operation amounted to only 0 .41% o f average assets. Income tax expenses we re s lightly lower than the pr ior year reflecting the higher p roportion o f franked income received across the 12 months. Earnings per ordinary share amoun ted to 18.7 cen ts (or 18.4 cents excluding the gain on preference share maturity) an increase of 10%. As can be seen from the following char t, White field’s earnings per share have grown materially over time. This is a consequence of the underlying growth in the earnings of the Aus tralian industrial economy , which in turn a re influenced by combina tions o f in flation, popula tion growth, productivity and reinvestment. Over recent years, the abnormal influence o f the COV ID pandemic on the economy in 2020 is c learly evident , as a re the more normal levels of earnings growth in the post-COVID era. 2 For personal use only
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3 Dividends Consistent with ou r objec tive of p roviding both s tability and grow th in dividends ove r time, Whitefield has declared and paid a dividend of 10.5 cents per Ordinary Share (prior year 10.25 cents) in December 2024 and has determined to pay a further div idend of 10.5 cents per Ordinary share (prior year 10.25) in June 2025. All dividends have been fully franked at 30% and 20% of their value has been a ttributed to LIC Discount Capita l Gains, entitling eligible shareholders to an additional tax deduction representing the associated CGT discount. The annualised current dividend amounts to 5.7% of the year-end share price (inclusive of franking credits). Whitefield Industrials cur rently seeks to dis tribute dividends representing its operating profit after tax as well as the average level of realised capital gains. (Unrealised capital gains are retained within the investment portfolio and may be evident in growth in the company’s net asset backing.) As the accompanying char t of dividends illustrates, Whitefield Industrials has p rogressively inc reased its dividend over time, reflecting growth in the earnings of the company’s underlying inves tments. As a company that can retain profit, Whitefield has also been able to smooth its own dividends to sha reholders, p roviding inves tors with consistency of income flow. Net Asset Backing The company ’s ne t asse t backing per sha re (be fore providing for de ferred capita l gains tax) amounted to $6.04 at 31 Ma rch 2025 compared to $5.86 one year earlier. Movements in the asset backing across the last year are shown below. The net asset backing (before providing for deferred cap ital gains tax) for each of the company ’s ordinary shares amounted to $5.86 a t 31 Ma rch 2024 compared to $5.13 at the same time one year ago. Movements in the asse t backing ac ross the year a re shown below. Whitefield Industrials’ net asset backing inc reases ove r time when it retains either profit or realised gains or when the capi tal value of its investment por tfolio rises due to unrealised capital gains. This uplift in asset value can be an important cont ributor to the total investment return received by a shareholder. The char t below shows movemen ts in the company’s asset backing (before deferred tax) over time. Investment Exposures Whitefield Industrials aims to provide investors w ith a broad exposure to the Aus tralian industrial economy through a diverse portfolio of ASX listed companies and trusts from the S&P/ASX200 Industrials universe. There are two important strategic elements that underpin Whitefield Industrials’ portfolio: • A marke t capi talisation weigh ted por tfolio s tructure. Successful companies that are larger contributors to the Aus tralian economy w ill typically be larger holdings within the investment portfolio. • An added emphasis towards companies and sectors we cons ider w ill genera te s tronger returns as a consequence of their future earning capacity relative to their share pr ice and an emphasis away from companies whose future earnings are likely to provide an inadequate rate of investment return. These elemen ts a re designed to p rovide investors w ith the potential for portfolio outperformance compared to the benchmark index w ith a limited risk o f material underperformance. 3 For personal use only
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4 At year end Whitefield’s portfolio contained the following sectoral tilts relative to the ASX200 Industrial Benchmark: • Ove rweight exposu res to non-bank financials, industrials, consumer staples and discretionary, and real estate. • Underweight exposures to banks , heal thcare, communication services, technology and materials. Long Term Value Creation for Shareholders Whitefield Industrials has generated many decades of investment portfolio performance at levels that are either similar to or in excess of the company’s benchmark index. The total investment returns generated over the last 40 years have also been par ticularly robust – reflecting the strength of the Australian economy and the ability for the income and capita l values o f the Aus tralian indus trial share market to respond positively to population growth, inflation and productivity. Importantly, the longevity of Whitefield Industrials has provided many of our shareholders with the significant benefits of long term compound growth without the costs and risks of having to repeatedly change their investment. Outlook Notwithstanding the recent gy rations in inte rnational investment marke ts, domes tic Aus tralian econom ic activity remains moderately firm. Government spending in an elec tion year and ongoing capital development in the healthca re, educa tion and infrastructure sec tors a re b roadly suppor tive for the economy. Demand for residential cons truction and associated social infrastructure are particularly strong. High levels of employment, continuing wages growth, an easing in headline inflation and lower official interest rates are improving the out look for consume r demand. Business se rvices, financial se rvices, telecommunications and technology activity – which are dependent on the wellbeing of consumers and business are in turn reflecting this positive outlook. Nevertheless, recent po licies announced by the T rump Administration in the US are destabilising for not only the USA but also the global economy. Significant cuts to US government spending , the introduction of widespread tariffs on impor ts and the rapid raising, lower ing and adjustment of those policies are disruptive actions in the short term, as it is difficult for individuals and businesses to make spending dec isions in the face o f uncer tain environments. Adjustments to global trade relations and enhancements to government efficiencies are understandable objectives. Nevertheless, in the nea r term these ac tions a re mos t likely to result in higher cos ts for US consumers and businesses, lower US employment and a downturn in US economic activity. Some slowing in the economies of the major Eu ropean and Asian expor ters to the US a re a further consequence and this may have an impact on those regions’ demand for Aus tralian resource commodities. Apart from this, the Aus tralian economy is moderately insulated from many of these US-centric developments. This domestic resilience is an important reminder of the long-term merits of the comparat ively politically s table, affluent and high population g rowth Australian industrial economy in which Whitefield Industrials invests. 4 For personal use only
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5 The ac tions o f the T rump Adm inistration have undoubtedly created much global debate and contributed to marke t volatility , yet these polic ies have also been subject to rapid subsequent adjus tments. While the uncertainty created may linger, we believe it is important to remain focused on the outlook for the Aus tralian market, the Aus tralian economy and the investment opportunities that may emerge over the upcoming year. We will look forward to reporting to shareholders as our 2026 financial year progresses. Angus Gluskie Chairman Further Queries: Should you require any further general information about Whitefield Industrials Ltd, please visit the company website www.whitefield.com.au Should you have any specific queries about the company please contact: Managing Director, Angus Gluskie +61 2 8215 7735; or Company Secretary, Stuart Madeley +61 2 8215 7722. For queries relating to your shareholding, please contact the share registry, Computershare Investor Services Pty Ltd on 1300 850 505 (inside Australia) or +61 (0)3 9415 4000 (outside Australia). WHITEFIELD INDUSTRIALS LIMITED Suite 19.01 Level 19, 68 Pitt Street Sydney NSW 2000 Phone +61 2 8215 7900 whitefield.com.au Whitefield Industrials Limited ABN 50 000 012 895 5 For personal use only
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Whitefield Industrials Limited Directors' Report For the year ended 31 March 2025 Directors' Report Your Directors present their report on the Company for theyear ended 31 March 2025. Directors The following personswere Directors of Whitefield Industrials Limited during the financial year and upto the date of this report: Angus J. Gluskie William R. Seddon Lance W. Jenkins Mark A. Beardow Jenelle B. Webster Directors have been in office since the start of the financial year to the date of this report unless otherwise stated. Principal activities During the year, the principal activity of the Company was investing in companies and trusts listed on the Australian SecuritiesExchange. There was no significant change in the nature of the activity of the Company during the year. Dividends Dividends paid to members since the end ofthe previous financial year were as follows: 2025 Dividend Rate Total Amount Date of Payment % Franked a 8% Preference shares 4.0 cps $952 13/12/2024 100 Ordinary shares 10.50 cps $11,965,175 13/12/2024 100 Convertible Resettable Preference Shares - Six-Monthly 131.25 cps $176,377 13/12/2024 100 2024 Dividend Rate Total Amount Date of Payment % Franked a 8% Preference shares 4.0 cps $952 13/06/2024 100 Ordinary shares 10.25 cps $11,993,145 13/06/2024 100 Convertible Resettable Preference Shares - Six-Monthly 131.25 cps $328,067 13/06/2024 100 Convertible Resettable Preference Shares - Six-Monthly 131.25 cps $328,067 13/06/2024 100 In addition to the above dividends, since the end of the financial year the Directors have announced: (a) An ordinary dividend of 10.50 cents per fully paid share (2024: 10.25 cents per fully paid share), and a dividend on 8% preference shares of 4.0 cents per 8% preference share (2024: 4.0 cents per 8% preference share) to be paid on 12 June 2025 out of retained earnings and the realised gains reserve at 31 March 2025. 6 For personal use only
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Whitefield Industrials Limited Directors' Report For the year ended 31 March 2025 (continued) Review of operations and financial position Information on the operations and financial position of the Company and its business strategies and prospects are set out in the Chairman's review. The net profit after income tax amounted to$22,394,769 (2024 profit: $20,433,642). The Company recorded a total comprehensive income amounting to $40,383,011 after taking account of a net revaluation after taxon investments (2024: total comprehensive income of $86,353,324). Net asset backing per ordinary share at 31March 2025 amounted to$6.04 (2024: $5.86) before deferred tax and $5.41 (2024: $5.27) after deferred tax, while net assets amounted to$650,173,688 (2024: $617,065,163). Significant changes in the state of affairs On- Market Buy-Back of Whitefield Industrials Convertible Resettable Preference Shares (WHFPBs) On 3 June 2024 the Company announced its intention to conduct an on-market buy-back (‘buy-back’) of its WHFPBs during the period commencing 17 June 2024 andconcluding on 26November 2024. Under the buy-back, WHFPB holders were provided with the opportunity to sell their WHFPB shares at the market price on the ASX prior to their last trading day of 26November 2024. Shareholders who sold their shares were not eligible for thedividend for theperiod ended 30 November 2024. During the buy-back offer period, a total of 115,573 WHFPBs with a total face value of $11,557,300 were bought back for a total consideration of $11,676,743. The number of WHFPBs remaining at the conclusion of the buy back was 134,383. Expiry and Conversion of WHFPBs November 2024 The term of Whitefield Industrials Convertible Resettable Preference Shares (‘WHFPBs’) expired on 30 November 2024. A WHFPB holder at this date, was entitled to their dividend for the6 months ended 30 November 2024. On 21 October 2024 the Company announced that it would not berenewing the WHFPBs for a further term and notified holders that the Company would exercise its option to convert all WHFPBs into Whitefield Industrials Limited ordinary shares (‘WHF Ordinary shares’) on 30November 2024. On 30 November 2024 a total of 134,383 WHFPBs were converted into 2,372,147 ordinary shares in Whitefield Industrials Limited at the conversion price of $5.66. Matters subsequent to the end of the financial year Apart from the dividends paid after year end, no other matter or circumstance has arisen since 31 March 2025 that has significantly affected, or may significantly affect, the operations of the Company, the results of those operations or the state of affairs of the Company in subsequent financial years. Likely developments and expected results of operations Further comments on the outlook for theCompany are included in the Chairman's Review. 7 For personal use only
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Whitefield Industrials Limited Directors' Report For the year ended 31 March 2025 (continued) Environmental regulation The Company is not directly affected by any significant environmental regulation in respect of its operations. Information on directors Angus J. Gluskie Managing Director and Chairman Experience and expertise Angus was appointed Chief Executive Officer of Whitefield Industrials Limited in 1996 and was appointed as a Director in 2003. Angus has over 35 years experience in the fields of funds management and financial services. Angus is a member of the Institute of Chartered Accountants and a Fellow of the Financial Services Institute of Australasia, and holds a Bachelor of Economics and a Graduate Diploma in Applied Finance & Investment. Other current directorships Managing Director of Whitefield Income Ltd Managing Director of Whitefield Capital Management Pty Ltd Director Listed Investment Companies & Trusts Association Ltd Former directorships in last 3 years None Special responsibilities Managing Director and Chairman, Member of Nomination Committee, Investment Manager Interests in shares and options 18,201,927 Ordinary Shares 200 8% Preference Shares William R. Seddon Executive Director (appointed 15 May 2017) Experience and expertise Will has over 20 years experience as a wholesale investment manager and analyst, including more than a decade working with Whitefield Industrials. He has significant experience in the field of funds management. Will holds a Bachelor of Economics, is a Chartered Financial Analyst, a Senior Associate of the Financial Services Institute of Australasia and a Chartered Alternative Investment Analyst. Other current directorships Director of Whitefield Income Ltd Director of Whitefield Capital Management Pty Ltd Former directorships in last 3 years None Special responsibilities Member of Nomination Committee, Investment Manager Interests in shares and options 92,443 Ordinary Shares 8 For personal use only
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Whitefield Industrials Limited Directors' Report For the year ended 31 March 2025 (continued) Information on directors (continued) Lance W. Jenkins Independent and non-executive Director (appointed 31 May 2017) Experience and expertise Lance has over 25 years of financial markets experience. He has held senior roles with Goldman Sachs JBWere in New York, was CEO and Managing Director of Goldman Sachs JBWere New Zealand, and Head of Cash Equities at the Commonwealth Bank of Australia in Sydney and was an Executive Director of Waterman Capital. Other current directorships Director of Whitefield Income Ltd Director of CCA Capital Limited Director of BePure Health Limited Director of Stuart Drummond Transport Ltd Former directorships in last 3 years None Special responsibilities Chair of Remuneration Committee, Member of Audit and Nomination Committees Interests in shares and options 180,241 Ordinary Shares Mark A. Beardow Independent and non-executive Director (appointed 13 December 2017) Experience and expertise Mark has over 25 years experience in investment management and financial markets. He has worked with JP Morgan, UBS, he served as Chief Investment Officer Global Equities and Fixed Income for AMP Capital, and as Principal of Darling Macro Fund. He is currently CIO, Insurance and Care NSW. Other current directorships Director of Whitefield Income Ltd Former directorships in last 3 years None Special responsibilities Chair of Nomination Committee, Member of Audit and Remuneration Committees Interests in shares and options 38,424 Ordinary Shares Jenelle B. Webster Independent and non-executive Director (appointed 16 September 2018) Experience and expertise Jenelle has over 20 years experience in audit, accounting and financial services. She has worked with Price Waterhouse Coopers, Moore Stephens Australia and Ernst & Young and was previously the Chief Financial Officer of St. Vincent’s Private Hospital Sydney. She is currently the Director of Finance and Administration at The Scots College. 9 For personal use only
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Whitefield Industrials Limited Directors' Report For the year ended 31 March 2025 (continued) Information on directors (continued) Other current directorships Director of Whitefield Income Ltd Director of Cadence Capital Ltd Director of EVT Limited Former directorships in last 3 years None Special responsibilities Chair of Audit Committee, Member of Nomination and Remuneration Committees Interests in shares and options 52,424 Ordinary Shares Company Secretary The Company Secretary is Stuart Madeley. Stuart has beenCompany Secretary since 2014. Stuart has over 30 years experience in the financial servicesindustry in both Australia and the United Kingdom. Stuarthas been involved in the executive management of the Company since 2005. Meetings of directors The numbers of meetings of the Company's board of Directors and ofeach board committee held during the year ended 31 March 2025, and the numbers of meetings attended by each Director were: Full meeting of directors Meetings of Audit Committee Meetings of Nomination Committee Meetings of Remuneration Committee Held Attended Held Attended Held Attended Held Attended Angus J. Gluskie 8 7 - - 1 1 - - William R. Seddon 8 8 - - 1 1 - - Lance W. Jenkins 8 8 4 4 1 1 1 1 Mark A. Beardow 8 8 4 4 1 1 1 1 Jenelle B. Webster 8 8 4 4 1 1 1 1 Remuneration Report This report details the nature and amount of remuneration for each Director and Key Management Person of Whitefield Industrials Limited in accordance with the Corporations Act 2001. 10 For personal use only
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Whitefield Industrials Limited Directors' Report For the year ended 31 March 2025 (continued) Remuneration Report (continued) Remuneration Policy The Board and Remuneration Committee determine the remuneration structure of Non-Executive Directors having regard to the scope of the Company’s operations and other relevant factors including the frequency of Board meetings. The Board makes a recommendation to shareholders as to the level of Non-Executive Directors remuneration which is then put to shareholders at the Annual General Meeting for approval shouldthe aggregate remuneration be subject to an increase. The Company pays no direct remuneration to the Executive Directors and Company Secretary. Mr Angus J. Gluskie, Mr William R. Seddon and Mr. Stuart A. Madeley are officers and/or shareholders of Whitefield Capital Management Pty Ltd. Whitefield Capital Management Pty Ltd is contracted by the Company as the Investment Manager and receives fees for service on normal commercial terms and conditions. As the Company does not payperformance fees, nor provide share or option schemes to Directors and executives, remuneration of Executives and Non-executives is not explicitly linked to the Company's performance. Notwithstanding this, Board members and Company executives are subject to ongoing performance monitoring and regular performance reviews. 11 For personal use only
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Whitefield Industrials Limited Directors' Report For the year ended 31 March 2025 (continued) Remuneration Report (continued) Details of remuneration The following tables show details of remuneration for Directors and key management personnel of the Company for thecurrent and previous financial year. 2025 Short-term employee benefits Post- employment benefits Name Cash salary and fees Other Super- annuation Total $ $ $ $ Non-executive Directors Lance W. Jenkins 19,089 - 2,173 21,262 Mark A. Beardow 19,089 - 2,173 21,262 Jenelle B. Webster 19,089 - 2,173 21,262 Sub-total Non-executive Directors 57,267 - 6,519 63,786 Executive Directors Angus J. Gluskie * - - - - William R. Seddon * - - - - Sub-total Executive Directors - - - - Total key management personnel compensation 57,267 - 6,519 63,786 2024 Short-term employee benefits Post- employment benefits Name Cash salary and fees Other Super- annuation Total $ $ $ $ Non-executive Directors Lance W. Jenkins 18,038 - 1,962 20,000 Mark A. Beardow 18,038 - 1,962 20,000 Jenelle B. Webster 18,038 - 1,962 20,000 Sub-total Non-executive Directors 54,114 - 5,886 60,000 Executive Directors Angus J. Gluskie * - - - - William R. Seddon * - - - - Sub-total Executive Directors - - - - Total key management personnel compensation 54,114 - 5,886 60,000 * Mr Angus J. Gluskie and Mr William R. Seddon received no fees as individuals. Both are officers and shareholders of Whitefield Capital Management Pty Ltd. During the year, Whitefield Capital Management Pty Ltd was entitled to fees of $2,152,671 (2024 $1,835,257) inclusive of 10%GST for themanagement of the Company, out ofwhich costs of corporate and investment management are paid. 12 For personal use only
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Whitefield Industrials Limited Directors' Report For the year ended 31 March 2025 (continued) Shares under option No options are on issue. Insurance and indemnification of officers and auditors During the financial year, the Company paid a premium in respect of a contract insuring the Directors of the Company, the Company Secretary and any related body corporate against liability incurred as such by a Director or Secretary to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium. No indemnities have been given or insurance premiums paid during or since the end of the financial year, for any person who is or has been an auditor of the Company. Proceedings on behalf of the Company No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company, or to 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 part of those proceedings. No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under section 237 of the Corporations Act 2001. Corporate governance statement The Company's Corporate Governance Statement for the year ended 31 March 2025 can be found at the Company's website www.whitefield.com.au. Non-audit services No non-audit services were performed by the auditors during the year ended 31 March 2025. Details of the amounts paid to the auditors and their related parties are disclosed in Note 16 to the Financial Statements. Auditor's independence declaration A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 14. Consolidated Entity Disclosure Statement The information disclosed in the attached consolidated entity disclosure statement is true and correct. This report is made in accordance with a resolution of Directors. Angus J. Gluskie Director Sydney 20 May 2025 13 For personal use only
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AUDITOR’S INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE CORPORATIONS ACT 2001 TO THE DIRECTORS OF WHITEFIELD INDUSTRIALS LIMITED ABN 50 000 012 895 In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Whitefield Industrials Limited. As the auditor for the audit of the financial report of Whitefield Industrials Limited for the year ended 31 March 2025, I declare that, to the best of my knowledge and belief, there have been no contraventions of: i. the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and ii. any applicable code of professional conduct in relation to the audit. MNSA Pty Ltd Mark Schiliro Director Sydney 20th May 2025 14 For personal use only
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Whitefield Industrials Limited Statement of Comprehensive Income For the year ended 31 March 2025 Notes 2025 $ 2024 $ a Investment income from ordinary activities 4 26,384,888 24,682,928 Expenses Management fees (2,005,898) (1,710,126) Directors' fees (63,786) (60,000) Registry fees (221,043) (221,045) Administration fees (155,563) (178,293) ASX fees (115,034) (110,016) Legal fees (29,830) (19,502) Audit fees (33,065) (32,100) Other expenses (378,048) (405,524) Finance costs - Convertible Resettable Preference Shares (69,797) (182,831) Gain on buyback/conversion of Convertible Resettable Preference Shares 334,716 - Operating result before income tax 23,647,540 21,763,491 Income tax expense 5 (1,252,771) (1,329,849) Profit for the year 22,394,769 20,433,642 Other comprehensive income/(loss) Items that will not be reclassified to profit or loss Gains/(losses) on investments taken to equity 25,959,265 94,560,120 Income tax (expense)/benefit relating to gains/(losses) on investments (7,971,023) (28,640,438) Other comprehensive gain/(loss) for the year, net of tax 17,988,242 65,919,682 Total comprehensive gain/(loss) for the year 40,383,011 86,353,324 Cents Cents Earnings per share from continuing operations attributable to the ordinary equity holders of the Company (excluding all net realised gains/losses on investments) Basic earnings per share 22 18.70 16.95 Diluted earnings per share 22 18.70 16.95 Earnings per share from continuing operations attributable to the ordinary equity holders of the Company (excluding all net realised gains/losses on investments and excluding gain on reset/conversion of Convertible Resettable Preference Shares) Basic earnings per share 22 18.42 16.95 Diluted earnings per share 22 18.42 16.95 The above Statement of Comprehensive Income should be read in conjunction with the accompanying notes. 15 For personal use only
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Whitefield Industrials Limited Statement of Financial Position As at 31 March 2025 Notes 2025 $ 2024 $ ASSETS Current assets Cash and cash equivalents 6 6,921,483 8,516,226 Trade and other receivables 7 3,013,738 9,549,235 Other current assets 31,224 31,009 Total current assets 9,966,445 18,096,470 Non-current assets Financial assets at fair value through other comprehensive income 3, 8 716,339,793 704,663,890 Deferred tax assets 9 2,291,043 1,119,145 Total non-current assets 718,630,836 705,783,035 Total assets 728,597,281 723,879,505 LIABILITIES Current liabilities Trade and other payables 261,231 7,429,318 Dividends payable 14 - 218,711 Current tax liabilities 253,037 3,707,930 Other financial liabilities 10 - 25,385,602 Total current liabilities 514,268 36,741,561 Non-current liabilities Deferred tax liabilities 11 77,909,325 70,072,781 Total non-current liabilities 77,909,325 70,072,781 Total liabilities 78,423,593 106,814,342 Net assets 650,173,688 617,065,163 EQUITY Issued capital 12 380,821,811 364,344,820 Reserves 13 228,880,669 215,653,615 Retained earnings 40,471,208 37,066,728 Total equity 650,173,688 617,065,163 The above Statement of Financial Position should be read in conjunction with the accompanying notes. 16 For personal use only
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Whitefield Industrials Limited Statement of Changes in Equity For the year ended 31 March 2025 Notes Issued capital $ Reserves $ Retained earnings $ Total equity $ Balance at 1 April 2023 361,428,664 149,733,933 40,154,068 551,316,665 Profit for the period - - 20,433,642 20,433,642 Other comprehensive income for the year (net of tax) Net gains on investments taken to equity - 65,919,682 - 65,919,682 Total comprehensive income for the year - 65,919,682 20,433,642 86,353,324 d Transactions with owners in their capacity as owners: Contributions of equity, net oftransaction costs and tax 2,916,156 - - 2,916,156 Dividends provided for or paid 14 - - (23,520,982) (23,520,982) 2,916,156 - (23,520,982) (20,604,826) Balance at 31 March 2024 364,344,820 215,653,615 37,066,728 617,065,163 Balance at 1 April 2024 364,344,820 215,653,615 37,066,728 617,065,163 Profit for the period - - 22,394,769 22,394,769 Other comprehensive income for the year (net of tax) Net gains on investments taken to equity - 17,988,242 - 17,988,242 Total comprehensive income for the year - 17,988,242 22,394,769 40,383,011 Transactions with owners in their capacity as owners: Contributions of equity, net oftransaction costs and tax 16,476,991 - - 16,476,991 Dividends provided for or paid 14 - (4,761,188) (18,990,289) (23,751,477) 16,476,991 (4,761,188) (18,990,289) (7,274,486) Balance at 31 March 2025 380,821,811 228,880,669 40,471,208 650,173,688 The above Statement of Changes in Equity should be read in conjunction with the accompanying notes. 17 For personal use only
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Whitefield Industrials Limited Statement of Cash Flows For the year ended 31 March 2025 Notes 2025 $ 2024 $ Cash flows from operating activities Dividends and trust distributions received 25,263,977 24,045,652 Interest received 278,162 222,669 Payments for other expenses (2,988,009) (2,784,126) Income taxes (paid) (6,009,127) (1,783,272) Net cash inflow from operating activities 20 16,545,003 19,700,923 Cash flows from investing activities Proceeds from sale of financial assets at fair value through other comprehensive income 361,960,131 270,474,643 Payments for financial assets at fair value through other comprehensive income (347,484,599) (266,288,283) Net cash inflow from investing activities 14,475,532 4,186,360 Cash flows from financing activities Share issue costs (23,329) (19,184) Dividends paid to Company's shareholders (20,410,761) (19,935,263) Payments to buy-back WHFPB shares (11,676,743) - Dividends paid on WHFPB convertible resettable preference shares (504,445) (656,134) Net cash (outflow) from financing activities (32,615,278) (20,610,581) Net (decrease)/increase in cash and cash equivalents (1,594,743) 3,276,702 Cash and cash equivalents at the beginning of the year 8,516,226 5,239,524 Cash and cash equivalents at the end of year 6 6,921,483 8,516,226 The above Statement of Cash Flows should be read in conjunction with the accompanying notes. 18 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 1 General information Whitefield Industrials Limited (the "Company") is a listed public company domiciled in Australia. The address of Whitefield Industrials Limited's registered office is Suite 19.01 Level 19, 68Pitt Street, Sydney, NSW, 2000. The financial statements of Whitefield Industrials Limited arefor theyear ended 31 March 2025. The Company is primarily involved in making investments, and deriving investment income from listed securities and unit trusts in Australia. 2 Financial risk management The Company's activities expose it to a variety of financial risks: market risk (including interest rate risk andprice risk), credit risk andliquidity risk. The Company uses different methods to measure the risk to which it is exposed. Thesemethods include sensitivity analysis in the case of market risks, and ratings agency analysis for credit risk. (a) Market risk AASB 7 Financial Instruments: Disclosures defines this as the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. (i) Price risk The Company is exposed to equity securities price risk. This arises from investments held by the Company and classified in the Statement of Financial Position as financial assets at fair value through other comprehensive income. The Company's investment portfolio is spread across the following sectors: 2025 2024 Sector (%) (%) Information technology 3.54 3.11 Banks 30.06 28.17 Non-bank financials 12.23 12.24 Healthcare and biotechnology 11.28 12.07 Consumer staples 4.97 5.84 Industrials 10.51 9.61 Consumer discretionary 10.36 10.56 Utilities 1.86 1.60 Materials 1.98 2.73 Telecommunications services 4.39 4.40 Real estate 8.82 9.67 Total 100.00 100.00 Securities representing over 5 per cent of the investment portfolio at 31March 2025 were: 2025 % Commonwealth Bank of Australia 13.84 CSL Ltd 6.13 Westpac Banking Corp 5.76 National Australia Bank Ltd 5.46 31.19 19 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 2 Financial risk management (continued) (a) Market risk (continued) (i) Price risk (continued) (continued) Securities representing over 5 per cent of the investment portfolio at 31March 2024 were: 2024 % Commonwealth Bank of Australia 11.40 CSL Ltd 7.56 National Australia Bank Ltd 6.03 ANZ Banking Group Ltd 5.13 Westpac Banking Corporation 5.10 35.22 The following table illustrates the effect on the Company's equity should there be a general fall in market prices of 10 percent and 30 percent, assuming a flat tax rate of 30 percent: Impact on equity 2025 $ 2024 $ A hypothetical fall in market prices by 10% (50,143,785) (49,326,472) A hypothetical fall in market prices by 30% (150,431,357) (147,979,417) (ii) Cash flow and fair value interest rate risk During the year, the Company conducted an on-market buy-back of its CRPS shares. All CRPS shares remaining at the conclusion of the buy-back offer period were converted into ordinary shares in the Company on 30 November 2024. The Company's Convertible Resettable Preference Shares (CRPS) were subject to fixed interest rates and were carried at amortised cost. They were therefore not subject to interest rate risk as defined in AASB 7, since neither the carrying amount nor the future cash flows would fluctuate because of a change in market interest rates. (b) Credit risk AASB 7 defines this as the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as disclosed in the Statement of Financial Position and Notes to the Financial Statements. None of these assets are over-due or considered to be impaired. (c) Liquidity risk AASB 7 defines this as the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities. The Investment Manager monitors its cash-flow requirements daily taking into account upcoming dividends, tax payments, expenses and investing activity. The Company's inward cash flows depend upon the level of dividend and distribution revenue received and sales of investments. Because the Company's investments are liquid and readily tradeable, the Company has the ability to manage its total cash inflows. The Company's major cash outflows are the purchase of securities and dividends paid to shareholders. The level of both of these is managed by the Board and Investment Manager. 20 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 2 Financial risk management (continued) (c) Liquidity risk (continued) Maturities of financial liabilities With the exception of the CRPS (which the Company elected not to renew for a further term at the reset date in November 2024), the other financial liabilities of the Company in the current and prior year havematurities of less than one month. 3 Fair value measurements The Company measures and recognises the following assets at fair value on a recurring basis: • Financial assets at fair value through other comprehensive income (FVOCI) The Company has noassets or liabilities measured at fair value on a non-recurring basis in the current reporting period. (a) Fair value hierarchy AASB 13 Fair Value Measurement requires disclosure of fair value measurements by level of the following fair value measurement hierarchy (consistent with the hierarchy applied to financial assets and financial liabilities): (a) quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1); (b) inputs other than quoted prices included within level 1 that are observable for theasset or liability, either directly or indirectly (level 2); and (c) inputs for theasset or liability that are not based on observable market data (unobservable inputs) (level 3). (i) Recognised fair value measurements The following table presents the Company’s assets and liabilities measured and recognised at fair value and the valuation input levels utilised in accordance with AASB 13. At 31 March 2025 Level 1 $ Level 2 $ Level 3 $ Total $ Recurring fair value measurements Financial assets Financial assets at FVOCI Equity securities 716,339,793 - - 716,339,793 Total financial assets 716,339,793 - - 716,339,793 At 31 March 2024 Level 1 $ Level 2 $ Level 3 $ Total $ Recurring fair value measurements Financial assets Financial assets at FVOCI Equity securities 704,663,890 - - 704,663,890 Total financial assets 704,663,890 - - 704,663,890 There were no transfers between levels for recurring fair value measurements duringthe year. The Company's policy is to recognise transfers into and transfers out offair value hierarchy levels as atthe end of the reporting period. 21 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 3 Fair value measurements (continued) (a) Fair value hierarchy (continued) (ii) Disclosed fair values At the previous balance date, the Company also had Convertible Resettable Preference Shares (CRPS) which were not measured at fair value within the Statement of Financial Position. The fair value is shown below and represents the market value at balance sheet date less the dividend separately provided. The Company had no CRPS shares at 31March 2025 (refer note 10). Details of the carrying amountand fair value are shown below. 2025 $ 2024 $ Carrying amount - 25,385,602 Fair value - 24,431,950 For all financial instruments other than those measured at fair value or otherwise disclosed above,their carrying value approximates fair value. The carrying amountsof trade and other receivables and payables are assumed to approximate their fair values due to their short-term nature. 4 Revenue 2025 $ 2024 $ From continuing operations Dividends on investments held at the end ofthe year 20,935,907 19,611,433 Dividends on investments sold during the year 1,936,239 1,504,824 Interest income 278,162 222,669 Distribution income 3,234,580 3,344,002 26,384,888 24,682,928 5 Income tax expense (a) Income tax expense through profit or loss 2025 $ 2024 $ Income tax expense 1,252,771 1,329,849 22 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 5 Income tax expense (continued) (b) Numerical reconciliation of income tax expense to prima facie tax payable 2025 $ 2024 $ Profit from continuing operations before income tax expense 23,647,540 21,763,491 Tax at the Australian tax rate of 30.0% (2024 - 30.0%) 7,094,262 6,529,047 Tax effect of amounts which are not deductible/(taxable) in calculating taxable income: Tax credits on dividends received (7,751,581) (7,098,779) Finance expense 20,939 54,848 Imputation gross up ondividend income 2,249,989 2,101,997 Non-assessable income (83,528) (4,022) Prior year adjustment (277,310) (253,242) Income tax expense 1,252,771 1,329,849 (c) Amounts recognised directly in equity Aggregate tax (obligation) or benefit arising in the reporting period and not recognised in net profit or loss or other comprehensive income but directly debited or credited to equity: Share issue expenses 7,427 5,755 (d) Tax expense/(benefit) relating to items of other comprehensive income Gains/(losses) on investments taken to equity 7,971,023 28,640,438 6 Current assets - Cash and cash equivalents 2025 $ 2024 $ Current assets Cash at bank andin hand 6,921,483 5,535,749 Other cash and cash equivalents - 2,980,477 6,921,483 8,516,226 7 Current assets - Trade and other receivables 2025 $ 2024 $ Net other receivables 36,741 46,104 Dividends and distributions receivable 2,893,894 2,054,681 GST receivable 83,103 59,797 Unsettled sales - 7,388,653 3,013,738 9,549,235 23 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 8 Non-current assets - Financial assets at fair value through other comprehensive income 2025 $ 2024 $ Investment in shares and equities Listed securities 716,339,793 704,663,890 The list showing investments treated as equity instruments and revalued through other comprehensive income can be found on pages 46-49 of this report. (a) Investment transactions Certain securities within the investment portfolio were disposed during the financial year during the normal course of the Company's business as an Investment Company. The fair value of the investments sold during the year was $352,895,285 (2024 $277,046,180) . The cumulative gain on these disposals was $14,144,307 for the year before tax (2024: loss of $4,058,748) , which has been transferred from the Revaluation reserve to the Realised gain/loss reserve. The total brokerage paid on a total of 2,256 trades (purchases and sales) was $1,006,215 (2024: $728,549) . 9 Non-current assets - Deferred tax assets 2025 $ 2024 $ Deferred tax items relate to: Accrued expenses 9,405 3,630 Capital raising costs - direct to equity 96,463 178,715 Carried forward tax losses 2,185,175 936,800 2,291,043 1,119,145 2025 $ 2024 $ Movements: Opening balance 1,119,145 1,463,031 (Charged)/credited: - to profit or loss (83,904) (91,727) - directly to equity 7,427 5,755 - to current tax liability 1,248,375 (257,914) Closing balance 2,291,043 1,119,145 24 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 10 Other financial liabilities 2025 $ 2024 $ Convertible Resettable Preference Shares - current - 25,385,602 As at 31 March 2025, the number of Convertible Resettable Preference Shares on issue was Nil (31 March 2024: 249,956) . During the year, 115,573 WHFPB shares with a face value of $115,573,000 were bought-back by the Company for a total consideration of $11,676,743 and the remaining 134,383 WHFPB shares were converted into 2,372,147 ordinary shares in Whitefield Industrials Limited at the conversion price of $5.66. Refer to the ‘Term‘ below for details of the buy-back and conversion. Convertible Resettable Preference Shares (CRPS) were non-cumulative, convertible, resettable, preference shares in the capital of Whitefield Industrials Limited. The key terms of the CRPS were: CRPS Face Value: $100 per CRPS Dividend Rate: Effective 1 December 2021, the CRPS were entitled to a non-cumulative fixed dividend of 3.75% x (1-Tax Rate) per annum which was expected to be fully franked. Dividend payment: Dividends were non-cumulative and only payable where the directors determined that a dividend was payable and only to the extent permitted by law. Dividend ranking: The CRPS would rank in priority to the Company’s fully paid ordinary shares (Ordinary Shares) in respect of the payment of dividends on the CRPS but would rank behind the Company’s 8% Preference Shares. Resetting: On each reset date the Company could determine when resets were to take place in the future. Conversion: The Company could convert CRPS into Ordinary Shares on any reset date and on occurrence of certain events. The CRPS holders could request the Company to convert the CRPS into Ordinary Shares on any reset date and on occurrence of certain holder triggers events. However, the Company could override conversion requests received from CRPS holders and instead redeem the CRPS. Term: The term expired on 30 November 2024. On 21 October 2024 the Company announced that it would not be renewing the CRPSs for a further term and notified holders that the Company would exercise its option to convert all WHFPBs into Whitefield Industrials Limited ordinary shares (‘WHF Ordinary shares’) on 30 November 2024. On 3 June 2024 the Company also announced its intention to conduct an on-market buy-back (‘buy-back’) of its WHFPBs during the period commencing 17 June 2024 and concluding on 26 November 2024. Under the buy-back, WHFPB holders were provided with the opportunity to sell their WHFPB shares at their market price on the ASX prior to their last trading day of 26 November 2024. A shareholder who sold their shares were no longer eligible for the dividend for the period ended 30 November 2024. The WHFPB holders could continue to sell their WHFPB shares under the buy-back prior to 26 November 2024. WHFPBs remaining on issue at 30 November 2024 were converted into an equivalent market value of ordinary shares in Whitefield Industrials Limited. A WHFPB holder on 30 November 2024 was entitled to their dividend for the 6 months ended 30 November 2024. Redemption: The Company could redeem the CRPS on any reset date and on the occurrence if certain trigger events. CRPS holders could not seek to have the CRPS redeemed. Redemption was for the face value of the CRPS which is $100. 25 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 10 Other financial liabilities (continued) Voting rights: CRPS holders were only entitled to vote on certain limited matters such as a proposal that affects the rights of CRPS holders or for thedisposal of the whole of the property, business and undertaking of Whitefield Industrials Limited. However this restriction on voting did not apply when a dividend was not paid in full on the CRPS or during a winding up ofthe Company. Return of capital: The face value of the CRPS and due butunpaid dividends on them would rank upon a winding-up of the Company after the8% Preference Shares and in priority to Ordinary Shares. The CRPS had no right to participate in the surplus assets or profits of the Company on a winding-up other than as set out above. 11 Non-current liabilities - Deferred tax liabilities Deferred tax items relate to: 2025 $ 2024 $ Net unrealised gains on investments taken to equity 77,614,389 69,765,806 Other temporary differences 294,936 306,975 77,909,325 70,072,781 Movements: Opening balance 70,072,781 45,955,409 Charged/(credited): - to profit or loss (12,039) 58,399 - to other comprehensive income on gains for theyear 7,971,023 28,640,438 - tax on realised gains (122,440) (4,581,465) Closing balance 77,909,325 70,072,781 12 Issued capital (a) Share capital 2025 Shares 2024 Shares 2025 $ 2024 $ Ordinary shares - fully paid 120,107,652 117,006,291 380,798,021 364,321,030 8% Non-redeemable preference shares - fully paid 23,790 23,790 23,790 23,790 120,131,442 117,030,081 380,821,811 364,344,820 26 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 12 Issued capital (continued) (b) Movements in ordinary share capital Details Notes Number of shares $ Opening balance 1 April 2023 116,218,202 361,404,874 Dividend reinvestment plan issue (f) 587,272 2,929,585 Dividend substitution plan issue (e) 200,817 - Less: Transaction costs arising on share issues - (13,429) Balance 31 March 2024 117,006,291 364,321,030 Details Opening balance 1 April 2024 117,006,291 364,321,030 Dividend reinvestment plan issue (f) 568,490 3,054,983 Dividend substitution plan issue (e) 160,724 - CRPS conversion (g) 2,372,147 13,438,300 Less: Transaction costs arising on share issue - (16,292) Balance 31 March 2025 120,107,652 380,798,021 (c) Ordinary shares Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company after repayment of preference capital in proportion to the number of and amounts paid on the shares held. On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is entitled to one vote. (d) Non-redeemable preference shares The 8% preference shares carry the right to cumulative dividends of 8.0 cents per share per annum, the repayment of face value in a winding up, are not redeemable and carry no further right to participate in profits. Preference shares are entitled to vote at shareholder meetings. There were no arrears of dividend at balance date. (e) Dividend Substitution Plan (formerly known as Bonus Share Plan) The Company has established a Dividend Substitution Plan (formerly known as Bonus Share Plan) , under which holders of ordinary shares may elect to relinquish their right to a dividend, and instead receive new ordinary shares of equivalent market value. Shares may be issued under the plan at a discount to the market price as specified by the Company from time to time. (f) Dividend Reinvestment Plan The Company has established a dividend reinvestment plan under which holders of ordinary shares may elect to have all or part of their dividend entitlements satisfied by the issue of new ordinary shares rather than by being paid in cash. Shares may be issued under the plan at a discount to the market price as specified by the Company from time to time. (g) Convertible Resettable Preference Shares On 30 November 2024, 134,383 Convertible Resettable Preference shares were converted into 2,372,147 ordinary shares. Ordinary shares were issued on 4 December 2024. 27 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 12 Issued capital (continued) (h) Capital risk management The Board's policy is to maintain an appropriate level of liquidity in the Company's shares. The Company is not subject to any externally imposed capital requirements. 13 Reserves Notes 2025 $ 2024 $ Investment portfolio revaluation reserve Opening balance 133,125,431 58,565,536 Gains on investments taken to equity 25,959,265 94,560,120 Income tax (expense) relating to gains on investments 5, 11 (7,971,023) (28,640,438) Realised gains/(losses) net oftax, transferred to Investment portfolio realised gains reserve (14,021,567) 8,640,213 Closing balance 137,092,106 133,125,431 Investment portfolio realised gains reserve Opening balance 82,528,184 91,168,397 Dividends paid from reserve (4,761,188) - Transfer from Investment portfoliorevaluation reserve 14,021,567 (8,640,213) Closing balance 91,788,563 82,528,184 Total 228,880,669 215,653,615 Nature and purpose of reserves For a description of the nature and purpose of the reserves, refer to Note 23(f). 28 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 14 Dividends 2025 $ 2024 $ (a) Ordinary shares Dividend - 6months to 31 March (10.25 cents and 10.25 cents per fully paid ordinary share, fully franked basedon tax paid at 30%, paid 13/06/2024 and 13/06/2023, respectively) 11,498,665 11,416,503 Dividend - 6months to 30 September (10.50 cents and 10.25 cents per fully paid ordinary share, fully franked basedon tax paid at 30%, paid 13/12/2024 and 13/12/2023, respectively) 11,965,175 11,446,441 23,463,840 22,862,944 (b) Non-redeemable participating preference shares 2025 $ 2024 $ Dividend - 6months to 31 March (4.0 cents per fully paid preference share, fully franked basedon tax paid at 30%) 952 952 Dividend - 6months to 30 September (4.0 cents per fully paid preference share, fully franked basedon tax paid at 30%) 952 952 1,904 1,904 (c) Convertible Resettable Preference Shares (CRPS) Dividends for Convertible Resettable Preference Shares are paid 6 monthly after being provided on a monthly basis. 2025 $ 2024 $ During the year, the following dividends on CRPS were paid or provided: Dividends at 131.25 cents(prior year 131.25 cents), fully franked at 30%paid June 2024 (prior year June 2023) 109,356 109,356 Dividends at 131.25 cents(prior year 131.25 cents) fully franked at 30%, paid December 2024 (prior year December 2023) 176,377 328,067 Dividends at 131.25 centsfully franked at 30%(prior period paid June 2024) - 218,711 285,733 656,134 29 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 14 Dividends (continued) Total dividends provided for or paid 23,751,477 23,520,982 (d) Dividends not recognised at the end of the reporting period 2025 $ Since year end the Directors have approved the payment of a dividend of 10.50 cents per fully paid ordinary share and 4.0 cents per fully paid 8% preference share, fully franked basedon tax paid at 30%. The aggregate amount of the proposed dividend expectedto be paid on 12June 2025 from retained earnings and the realised gains reserve at 31March 2025, but notrecognised as a liability at year end, is: 12,611,303 (e) Dividend franking account The dividends recommended after 31 March 2025 will be franked out ofexisting franking credits or out offranking credits arising from the payment of income tax in the year ended 31 March 2026. 2025 2024 $ $ Franking credits available for subsequent reporting periodsbased on a tax rate of 30% 3,947,286 3,868,630 The above balances are based on the franking account balance as atthe end ofthe reporting period,adjusted for franking credits and debits that will arise from the settlement of liabilities or receivables of income tax and dividends after theend ofthe year. 30 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 15 Key management personnel disclosures (a) Key management personnel compensation Detailed remuneration disclosures are provided in the remuneration report. (b) Equity instrument disclosures relating to key management personnel (i) Share holdings The numbers of shares in the Company held during the financial year by each Director of Whitefield Industrials Limited and other key management personnel of the Company, including their personally related parties, are set out below. There were no shares granted during the reporting period as compensation. 2025 Balance at the start of the year Net movement Balance at the end of the year Directors of Whitefield Industrials Limited Ordinary shares Angus J. Gluskie 17,701,927 500,000 18,201,927 William R. Seddon 85,382 7,061 92,443 Lance W. Jenkins 173,478 6,763 180,241 Mark A Beardow 38,424 - 38,424 Jenelle B. Webster 50,457 1,967 52,424 18,049,668 515,791 18,565,459 8% Preference shares Angus J. Gluskie 200 - 200 Convertible Resettable Preference Shares William R. Seddon 400 (400) - 31 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 15 Key management personnel disclosures (continued) (b) Equity instrument disclosures relating to key management personnel (continued) (i) Share holdings (continued) Balance at the start of the year Net movement Balance at the end of the year 17,701,927 - 17,701,927 85,382 - 85,382 166,562 6,916 173,478 38,424 - 38,424 48,445 2,012 50,457 18,040,740 8,928 18,049,668 200 - 200 400 - 400 2024 Directors of Whitefield Industrials Limited Ordinary shares Angus J. Gluskie William R. Seddon Lance W. Jenkins Mark A Beardow Jenelle B. Webster 8% Preference shares Angus J. Gluskie Convertible Resettable Preference Shares William R. Seddon 16 Remuneration of auditors During the year the following fees were paid or payable for services provided by the auditor of the Company, its related practices and non-related audit firms: (a) MNSA Pty Limited 2025 $ 2024 $ Audit and other assurance services Audit and review of financial statements 33,065 32,100 Total remuneration for audit and other assurance services 33,065 32,100 17 Contingencies The Company had nocontingent liabilities at 31March 2025 (2024: nil). 32 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 18 Related party transactions (a) Key management personnel Disclosures relating to key management personnel are set out in Note 15. (b) Transactions with other related parties The following transactions occurred with related parties: 2025 $ 2024 $ Management fees paid or payable 2,152,671 1,835,257 Management fees represent fees paid to Whitefield Capital Management Pty Ltd out ofwhich the costs of personnel, systems, premises and other operating overheads are paid. Whitefield Capital Management Pty Ltd employs the Executive Directors, Company Secretary and other investment personnel. The Executive Directors are also shareholders of Whitefield Capital Management Pty Ltd. (c) Outstanding balances The following balances are outstanding at the end ofthe reporting period in relation to transactions with related parties: 2025 $ 2024 $ Management fees payable (including GST) 180,294 171,345 (d) Terms and conditions Transactions between related partiesare on normal commercial terms and conditions no more favourable than those available to other parties. Whitefield Capital Management Pty Ltd is appointed as the Investment Manager for Whitefield Industrials under an Investment Management Agreement. The Investment Manager employs all of the executives involved in managing the investments and business of Whitefield Industrials. The Investment Manager is entitled to receive a monthly investment management fee of 0.02167% of the average market value of the Portfolio over the month (equates to 0.26% per annum). 19 Events occurring after the reporting period Apart from the dividends declared after year end, no other matter or circumstance has arisen since 31 March 2025 that has significantly affected, or may significantly affect, the operations of the Company, the results of those operations or the state of affairs of the Company in subsequent financial years. 33 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 20 Reconciliation of profit after income tax to net cash inflow from operating activities 2025 $ 2024 $ Profit for theyear 22,394,769 20,433,642 Finance cost on Convertible Resettable Preference Shares 69,797 182,831 Gain on buy-back/conversion of Convertible Resettable Preference Shares (334,716) - Change in operating assets and liabilities: (Increase) in trade and other receivables (853,156) (470,191) (Increase) in other current assets (215) (1,061) Increase in trade and other payables 24,880 9,125 Net decrease in deferred taxes (4,756,356) (453,423) Net cash inflow from operating activities 16,545,003 19,700,923 21 Non-cash investing and financing activities 2025 $ 2024 $ Shareholder dividends reinvested 3,054,983 2,929,585 Shareholder dividends foregone via Dividend Substitution Plan 856,400 1,001,377 3,911,383 3,930,962 22 Earnings per share (a) Basic and diluted earnings per share 2025 Cents 2024 Cents From continuing operations attributable to the ordinary equity holders of the company (excluding all net realised gains/losses on investments) 18.70 16.95 From continuing operations attributable to the ordinary equity holders of the company (excluding all net realised gains/losses on investments and excluding gain on reset/conversion of Convertible Resettable Preference Shares) 18.42 16.95 Diluted earnings per share is the same as basic earnings per share. The Company has nosecurities outstanding which have the potential to convert to ordinary shares and dilute the basic earnings per share. (b) Weighted average number of shares used as denominator 2025 Number 2024 Number Weighted average number of ordinary shares used as the denominator in calculating basic and diluted earnings per share 118,196,805 116,651,936 34 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 23 Summary of significant accounting policies The principal accounting policies adopted in the preparation of these financialstatements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. The financial statements are for theentity Whitefield Industrials Limited. (a) Basis of preparation These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board and the Corporations Act 2001. Whitefield Industrials Limited is a for-profit entity for thepurpose of preparing the financial statements. The financial statements were authorised for issue by the directors on 20May 2025. (i) Compliance with IFRS The financial statements of the Company also comply with International Financial ReportingStandards (IFRS) as issued by the International AccountingStandards Board (IASB). (ii) New and amended standards adopted by the Company There are no standards, interpretations or amendments to existing standards that are effective for thefirst time for thefinancial year beginning 1 April 2024 that have a material impact on the amounts recognised in the prior periods or will affect the current or future periods. (iii) Historical cost convention These financialstatements have been prepared under the accruals basis and are based on historical cost convention, as modified by the revaluation of financial assets at fair value through other comprehensive income. (iv) New standards and interpretations not yet adopted There are no standards that are not yet effective and that would be expected to have a material impact on the entity in the current or future reporting periodsand onforeseeable future transactions. (b) Revenue recognition (i) Dividends and trust distributions Dividends and trust distributions are recognised as revenue when the right to receive payment is established. (ii) Interest income Interest income is recognised using the effective interest method. (c) Income tax The income tax expense or revenue for the period is the tax payable on the current period's taxable income based on the applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses. The current income tax charge is calculated on the basis of the tax laws enacted or substantially enacted at the end of the reporting period. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities. Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred income tax is also not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled. 35 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 23 Summary of significant accounting policies (continued) (c) Income tax (continued) Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses. Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously. Current and deferred tax is recognised in profit or loss in the Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively. (d) Cash and cash equivalents For the purpose of presentation in the Statement of Cash Flows, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. (e) Trade and other receivables Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less provision for impairment. Trade and other receivables are generally due for settlement within 30 days. They are presented as current assets unless collection is not expected for more than 12 months after the reporting date. Collectability of trade and other receivables is reviewed on an ongoing basis. Debts which are known to be uncollectible are written off by reducing the carrying amount directly. (f) Investments and other financial assets Classification (i) Financial assets at fair value through other comprehensive income The Company has classified long-term investments as at "fair value through other comprehensive income". All realised and unrealised gains or losses on long-term investments and tax thereon are presented in other comprehensive income as part of the Statement of Comprehensive Income. Recognition and derecognition Purchases and sales of financial assets are recognised on trade-date, the date on which the Company commits to purchase or sell the asset. Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been transferred and the Company has transferred substantially all the risks and rewards of ownership. Determination of Fair Value AASB 13 Fair Value Measurement defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal, or in its absence, the most advantageous market to which the Company has access at that date. The fair value of a liability reflects its non-performance risk. The Company uses the last sale price as the most representative basis of measuring fair value under AASB 13. 36 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 23 Summary of significant accounting policies (continued) (f) Investments and other financial assets (continued) Measurement At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial asset. Subsequent changes in fair value are recognised through the investment portfolio revaluation reserve after deducting a provision for the potential deferred capital gains tax liability as these investments are long-term holdings of equity investments. When an investment is disposed, the cumulative gain or loss, net of tax thereon, is transferred from the investment portfolio reserve/asset revaluation reserve to the realised gains/losses reserve. (g) Other financial liabilities Convertible Resettable Preference Shares are classified as a compound financial instrument consisting of a financial liability and an equity for accounting purposes under Australian Accounting Standard AASB132 Financial Instruments: Presentation. The liability is initially recognised at fair value less transaction costs. After initial recognition, the liability is carried at amortised cost using the effective interest method. In accordance with this Standard, a financial expense on the liability is brought to account which includes the amortisation of any difference between the original proceeds net of transaction costs and the settlement value of the obligation. Dividends on Convertible Resettable Preference Shares are recognised as an allocation of retained profit, and a provision for the dividend is brought to account in each period. (h) Trade and other payables These amounts represent liabilities for goods and services provided to the Company prior to the end of financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months from the reporting date. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method. (i) Finance costs Finance costs are recognised as expenses in the year in which they are incurred using the effective interest rate method. Dividends on Convertible Resettable Preference Shares are recognised as an allocation of retained profit, and a provision for the dividend is brought to account in each period. (j) Issued capital Ordinary and 8% Non-Redeemable Preference Shares are classified as equity. Preference shares which are redeemable or convertible for a specified consideration are classified as liabilities. Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction, net of tax, from the proceeds. (k) Dividends Provision is made for the amount of any ordinary dividend declared, being appropriately authorised and no longer at the discretion of the entity, on or before the end of the reporting period but not distributed at the end of the reporting period. Provision is made for CRPS dividend based on the specified dividend rate at each month end. 37 For personal use only
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Whitefield Industrials Limited Notes to the Financial Statements 31 March 2025 (continued) 23 Summary of significant accounting policies (continued) (l) Earnings per share (i) Basic earnings per share Basic earnings per share is calculated by dividing: • the profit attributable to owners of the Company, excluding any costs of servicing equity other than ordinary shares, and • by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year and excluding treasury shares. (ii) Diluted earnings per share Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account: • the afterincome tax effect of interest and other financing costs associated with dilutive potential ordinary shares, and • the weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares. (m) Goods and Services Tax (GST) Revenues, expenses and assets are recognised net ofthe amount of associated GST, unless the GST incurred is not recoverable from the taxation authority. In this case it isrecognised as part of the cost of acquisition of the asset or aspart of the expense. Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, thetaxation authority is included with other receivables or payables in the Statement of Financial Position. Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are recoverable from, or payable tothe taxation authority, are presented as operating cash flows. (n) Functional and presentation currency The functional and presentation currency of the Company is Australian dollars. (o) Comparatives Where necessary, comparative information has beenreclassified to be consistent with current reporting period. (p) Operating segments The Company operated in Australia only and the principal activity is investment. The Company has only one reportable segment and in one industry being the securities industry, deriving revenue from dividend income, interest income and from the sale of its investment portfolio. 38 For personal use only
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Whitefield Industrials Limited Consolidated Entity Disclosure Statement 31 March 2025 Whitefield Industrials Limited is not required by Australian Accounting Standards to prepare consolidated financial statements. Accordingly, in accordance with subsection 295(3A) of the Corporations Act 2001, no further information is required to be disclosed in this consolidated entity disclosure statement. 39 For personal use only
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Whitefield Industrials Limited Directors' Declaration 31 March 2025 In accordance with a resolution of the Directors of Whitefield Industries Limited, the Directors of the Company declare that: (a) The financial statements and notes, as set out on pages 15 to 39, are in accordance with the Corporations Act 2001 and: (i) comply with Australian Accounting Standards applicable to the Entity, which, as stated in accounting policy Note 23(a) to the financial statements, constitutes compliance with International Financial Reporting Standards; and (ii) give a true and fair view of the financial position as at 31 March 2025 and of the performance for the year ended on that date of the Company: (b) In the directors’ opinion, the attached Consolidated Entity Disclosure Statement required by s 295(3A) of the Corporations Act 2001 is true and correct; (c) In the directors’ opinion there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable; and (d) The directors have been given the declarations required by s 295A of the Corporations Act 2001 from the Chief Executive Officer and Chief Financial Officer. Angus J. Gluskie Director Sydney 20 May 2025 40 For personal use only
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INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF WHITEFIELD INDUSTRIALS LIMITED ABN 50 000 012 895 Report on the Financial Report Opinion We have audited the financial report of Whitefield Industrials Limited (the Company), which comprises the statement of financial position as at 31 March 2025, statement of comprehensive income, the statement of changes in equity and the statement of cash flows for the year then ended, and notes to the financial statements, including a summary of material accounting policies, the consolidated entity disclosure statement and the directors’ declaration. In our opinion the accompanying financial report of the Company is in accordance with the Corporations Act 2001, including: a. giving a true and fair view of the Company’s financial position as at 31 March 2025 and of its financial performance for the year then ended; and b. complying with Australian Accounting Standards and the Corporations Regulations 2001. The financial report also complies with the International Financial Reporting Standards as disclosed in Note 23. Basis for Opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Company in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110: Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. 41 For personal use only
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Key Audit Matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report for the year ended 31 March 2025. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Key Audit Matter How Our Audit Addressed the Key Audit Matter Valuation and Existence of Investments The investment portfolio at 31 March 2025 comprised of listed equity investments of $716 million (2024 $705 million). We focused on the valuation and existence of investments as investments represent the principal element of the net asset value disclosed in the statement of financial position. We tested the valuation of listed investments by vouching the share prices to external market information to ensure they are fairly stated. We agreed the existence of listed investments by confirming shareholdings with external custodian confirmation and recalculation of dividends received. Revenue from Investments Australian Auditing Standards presume there are risks of fraud in revenue recognition unless rebutted. We focused on the cut-off, accuracy and completeness of dividend revenue and dividend receivables. We assessed the accounting policy for revenue recognition for compliance with the accounting standards and performed testing to ensure that revenue had been accounted for in accordance with the accounting policy. We found that the accounting policies implemented were in accordance with the accounting standards, and that revenue has been accounted for in accordance with the accounting policy. We tested the accuracy and completeness of dividend revenue by agreeing the dividends and distributions of investments to supporting documentation obtained from ASX records and other external sources. We tested the cut-off of dividend revenue and dividend receivables by agreeing the dividend details of investments from external market information and ensured that dividends that were declared before, but payable after, the reporting date were recorded. There were no restrictions on our reporting of Key Audit Matters. 42 For personal use only
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Information Other than the Financial Report and Auditor’s Report Thereon The directors are responsible for the other information. The other information comprises the information included in the Company’s annual report for the year ended 31 March 2025, but does not include the financial report and our auditor’s report thereon. Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of the Directors for the Financial Report The directors of the Company are responsible for the preparation of: a) the financial report (other than the consolidated entity disclosure statement) that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001; and b) the consolidated entity disclosure statement that is a true and correct view in accordance with the Corporations Act 2001, and for such internal control as the directors determine is necessary to enable the preparation of: a) the financial report (other than the consolidated entity disclosure statement) that gives a true and fair view and is free of material misstatement, whether due to fraud or error, and b) the consolidated entity disclosure statement that is a true and correct and is free of material misstatement, whether due to fraud or error. In preparing the financial report, the directors are responsible for assessing the ability of the Company to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so. Auditor’s Responsibilities for the Audit of the Financial Report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report. As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and maintain professional scepticism throughout the audit. We also: 43 For personal use only
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• Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. • Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern. • Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation. • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the financial report. We are responsible for the direction, supervision and performance of the Company audit. We remain solely responsible for our audit opinion. We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the financial report of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. 44 For personal use only
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Report on the Remuneration Report Opinion on the Remuneration Report We have audited the remuneration report included in the directors’ report for the year ended 31 March 2025. In our opinion, the remuneration report of Whitefield Industrials Limited for the year ended 31 March 2025 complies with s 300A of the Corporations Act 2001. Responsibilities The directors of the Company are responsible for the preparation and presentation of the remuneration report in accordance with s 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the remuneration report, based on our audit conducted in accordance with Australian Auditing Standards. MNSA Pty Ltd Mark Schiliro Director Sydney 20th May 2025 45 For personal use only
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TABLE OF INVESTMENT HOLDINGS As at 31March 2025 CODE NAME SHARES MARKET VALUE WHITEFIELD % SPACE BANKS ANZ ANZ Group Holdings Ltd 1,130,795 32,894,827 4.59% BEN Bendigo and Adelaide Bank Ltd 110,397 1,173,520 0.16% BOQ Bank of Queensland Ltd 197,663 1,332,249 0.19% CBA Commonwealth Bank of Australia 656,839 99,136,710 13.84% JDO Judo Capital Holdings Ltd 260,952 477,542 0.07% NAB National Australia Bank Ltd 1,148,812 39,082,584 5.46% WBC Westpac Banking Corp 1,306,741 41,253,813 5.76% 215,351,245 30.06% SPACE COMMUNICATION SERVICES CAR CAR Group Ltd 130,613 4,113,003 0.57% NEC Nine Entertainment Co Holdings Ltd 1,472 2,215 0.00% NWS News Corp 5,375 254,883 0.04% OML oOh!media Ltd 1,017,461 1,510,930 0.21% REA REA Group Ltd 27,707 6,083,072 0.85% SEK Seek Ltd 72,813 1,558,198 0.22% SLC Superloop Ltd 1,714 3,617 0.00% SPK Spark New Zealand Ltd 1,446 2,704 0.00% TLS Telstra Group Ltd 4,176,472 17,582,947 2.45% TPG TPG Telecom Ltd 72,912 349,978 0.05% 31,461,546 4.39% SPACE CONSUMER DISCRETIONARY ADH Adairs Ltd 768,239 1,620,984 0.23% ALL Aristocrat LeisureLtd 275,099 17,647,601 2.46% AOV Amotiv Ltd 17,416 154,828 0.02% APE Eagers Automotive Ltd 165,418 2,479,616 0.35% ARB ARB Corporation Ltd 137 4,391 0.00% AX1 Accent Group Ltd 674,680 1,211,051 0.17% BAP Bapcor Ltd 459 2,075 0.00% BRG Breville Group Ltd 27,903 873,364 0.12% CKF Collins Foods Ltd 2,046 17,555 0.00% FLT Flight Centre Travel Group Ltd 608 8,409 0.00% GEM G8 Education Ltd 1,309,202 1,695,417 0.24% GYG Guzman Y Gomez Ltd 2,022 65,149 0.01% HVN Harvey Norman Holdings Ltd 496,934 2,484,670 0.35% IEL IDP Education Ltd 43,240 406,888 0.06% JBH JB Hi-Fi Ltd 60,742 5,638,680 0.79% JIN Jumbo Interactive Ltd 927 9,761 0.00% KGN Kogan.com Ltd 158,454 736,811 0.10% LNW Light & Wonder Inc 7,425 1,038,535 0.14% LOV Lovisa Holdings Ltd 14,047 337,128 0.05% MYR Myer Holdings Ltd 6,338 4,120 0.00% NCK Nick Scali Ltd 640 10,118 0.00% PMV Premier Investments Ltd 23,408 466,521 0.07% SUL Super Retail Group Ltd 172,270 2,224,006 0.31% TLC Lottery Corporation Ltd 750,471 3,572,242 0.50% WEB Web Travel Group Ltd 64,679 294,936 0.04% WES Wesfarmers Ltd 432,790 31,165,208 4.35% WJL Webjet Group Ltd 86,786 49,034 0.01% 74,219,097 10.36% XX xxx xx x xx xx 46 For personal use only
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TABLE OF INVESTMENT HOLDINGS (continued) As at 31March 2025 CODE NAME SHARES MARKET VALUE WHITEFIELD % XX CONSUMER STAPLE A2M A2 Milk Company Ltd 419,898 3,329,791 0.46% BGA Bega Cheese Ltd 248,534 1,317,230 0.18% COL Coles Group Ltd 556,489 10,868,230 1.52% EDV Endeavour Group Ltd 492,463 1,891,058 0.26% GNC Graincorp Ltd 282,216 1,921,891 0.27% ING Inghams Group Ltd 465,487 1,456,974 0.20% MTS Metcash Ltd 290,317 917,402 0.13% RIC Ridley Corporation Ltd 369,260 952,691 0.13% TWE Treasury Wine Estates Ltd 255,860 2,494,635 0.35% WOW Woolworths Group Ltd 354,648 10,479,848 1.46% 35,629,751 4.97% xx NON BANK FINANCIALS AMP AMP Ltd 1,427,368 1,762,799 0.25% ASX ASX Ltd 42,845 2,790,923 0.39% AUB AUB Group Ltd 8,077 249,095 0.03% CGF Challenger Ltd 247,685 1,493,541 0.21% FPR Fleetpartners Group Ltd 1,320 3,538 0.00% HLI Helia Group Ltd 260,875 1,040,891 0.15% HMC HMC Capital Ltd 50,853 316,814 0.04% HUB Hub24 Ltd 27,791 1,895,902 0.26% IAG Insurance Australia Group Ltd 1,154,656 8,902,398 1.24% IFL Insignia Financial Ltd 562,596 2,362,903 0.33% MFG Magellan Financial GroupLtd 278,386 2,132,437 0.30% MFGO Magellan Financial GroupLtd 6,303 435 0.00% MPL Medibank PrivateLtd 1,560,123 6,926,946 0.97% MQG Macquarie Group Ltd 127,418 25,055,476 3.50% NHF NIB Holdings Ltd 1,126 7,713 0.00% NWL Netwealth Group Ltd 86,609 2,211,994 0.31% OFX OFX Group Ltd 3,655 4,112 0.00% PNI Pinnacle Investment Management Group Ltd 132,079 2,319,307 0.32% PPT Perpetual Ltd 385 7,454 0.00% PTM Platinum Asset Management Ltd 9,815 5,447 0.00% QBE QBE Insurance Group Ltd 635,833 13,924,743 1.94% SDF Steadfast Group Ltd 445,146 2,572,944 0.36% SOL Washington H Soul Pattinson and Company Ltd 60,041 2,082,822 0.29% SUN Suncorp GroupLtd 402,141 7,733,171 1.08% XYZ Block Inc 16,853 1,457,279 0.20% ZIP Zip Co Ltd 199,076 320,512 0.04% 87,581,596 12.23% xx HEALTH CARE ACL Australian Clinical Labs Ltd 289,829 863,690 0.12% ANN Ansell Ltd 81,645 2,762,867 0.39% COH Cochlear Ltd 20,809 5,458,201 0.76% CSL CSL Ltd 176,182 43,918,649 6.13% CUV Clinuvel Pharmaceuticals Ltd 100,074 1,146,848 0.16% FPH Fisher & Paykel HealthcareCorporation Ltd 55,264 1,671,736 0.23% MVF Monash IVF Group Ltd 531,992 603,811 0.08% NEU Neuren Pharmaceuticals Ltd 263 3,138 0.00% PME Pro Medicus Ltd 20,566 4,108,881 0.57% PNV Polynovo Ltd 3,034 3,474 0.00% REG Regis Healthcare Ltd 1,908 12,898 0.00% RHC Ramsay Health Care Ltd 103 3,515 0.00% RMD Resmed Inc 260,233 9,097,746 1.27% SHL Sonic Healthcare Ltd 128,641 3,313,792 0.46% SIG Sigma Healthcare Ltd 2,001,820 5,765,242 0.80% TLX Telix Pharmaceuticals Ltd 78,342 2,077,630 0.29% 80,812,117 11.28% XX 47 For personal use only
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TABLE OF INVESTMENT HOLDINGS (continued) As at 31March 2025 CODE NAME SHARES MARKET VALUE WHITEFIELD % XX INDUSTRIALS ALQ ALS Ltd 119,521 1,841,819 0.26% ALX Atlas Arteria Group 126,039 611,289 0.09% AZJ Aurizon Holdings Ltd 389,963 1,208,885 0.17% BXB Brambles Ltd 605,485 12,127,865 1.69% CPU Computershare Ltd 248,089 9,707,723 1.36% CWY Cleanaway Waste Management Ltd 389,193 1,011,902 0.14% DBI Dalrymple Bay Infrastructure Ltd 591,165 2,275,985 0.32% DOW Downer EDILtd 198,051 1,073,436 0.15% FBU Fletcher Building Ltd 22,991 68,513 0.01% GWA GWA Group Ltd 812,621 1,893,407 0.26% IPH IPH Ltd 14,902 67,655 0.01% MMS McMillan Shakespeare Ltd 97,430 1,427,350 0.20% MND Monadelphous Group Ltd 159,885 2,451,037 0.34% NWH NRW Holdings Ltd 803,537 2,209,727 0.31% QAN Qantas Airways Ltd 802,142 7,259,385 1.01% QUB Qube Holdings Ltd 561,043 2,204,899 0.31% RDX Redox Ltd 2,503 7,083 0.00% REH Reece Ltd 580 9,094 0.00% RWC Reliance Worldwide Corporation Ltd 200,814 897,639 0.13% SGH SGH Ltd 90,534 4,495,013 0.63% SIQ Smartgroup Corporation Ltd 208,660 1,535,738 0.21% SSM Service Stream Ltd 762,631 1,330,791 0.19% TCL Transurban Group 1,044,654 13,987,917 1.95% VNT Ventia Services Group Ltd 863,367 3,470,735 0.48% WOR Worley Ltd 145,582 2,100,748 0.29% 75,275,635 10.51% xx INFORMATION TECHNOLOGY 360 Life360 Inc 58,116 1,151,278 0.16% CDA Codan Ltd 149,978 2,338,157 0.33% DDR Dicker DataLtd 521 4,356 0.00% DTL Data#3 Ltd 177,061 1,283,692 0.18% IFM Infomedia Ltd 17,594 23,312 0.00% IRE Iress Ltd 194 1,571 0.00% MAQ Macquarie Technology Group Ltd 64 4,023 0.00% MP1 Megaport Ltd 674 6,491 0.00% NXT NEXTDC Ltd 88,738 1,003,627 0.14% TNE TechnologyOne Ltd 102,690 2,858,890 0.40% WTC WiseTech Global Ltd 98,534 8,003,917 1.12% XRO Xero Ltd 55,697 8,619,111 1.20% 25,298,424 3.53% XX MATERIALS AMC Amcor PLC 184,482 2,829,954 0.40% DNL Dyno Nobel Ltd 525,659 1,340,430 0.19% JHX James HardieIndustries PLC 130,856 5,035,339 0.70% ORA Orora Ltd 376,564 707,940 0.10% ORI Orica Ltd 251,209 4,268,041 0.60% SPR Spartan Resources Ltd 1,104 2,092 0.00% 14,183,797 1.98% XX XX XX XX XX XX XX XX XX XX 48 For personal use only
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TABLE OF INVESTMENT HOLDINGS (continued) As at 31March 2025 CODE NAME SHARES MARKET VALUE WHITEFIELD % XX REAL ESTATE ARF Arena Reit No 1 51,971 179,300 0.03% ASK Abacus Storage King 1,092,954 1,284,221 0.18% BWP BWP Trust 521,933 1,800,669 0.25% CHC Charter Hall Group 169,161 2,737,025 0.38% CIP Centuria Industrial Reit 21,445 61,762 0.01% CLW Charter Hall Long WALE REIT 165,441 610,477 0.09% CNI Centuria Capital Group 65,849 104,700 0.01% CQE Charter Hall Social Infrastructure REIT 19,725 53,455 0.01% CQR Charter Hall Retail REIT 91,033 325,898 0.05% DXI Dexus Industria REIT 516,269 1,331,974 0.19% DXS Dexus 370,007 2,619,650 0.37% GMG Goodman Group 818,319 23,264,809 3.25% GOZ Growthpoint Properties Australia Ltd 2,845 6,430 0.00% GPT GPT Group 1,091,156 4,757,440 0.66% HDN HomeCo Daily Needs REIT 381,566 450,248 0.06% HPI Hotel Property Investments Ltd 4,658 17,468 0.00% INA Ingenia Communities Group 76,576 415,042 0.06% LLC LendLease Group 49,866 294,209 0.04% MGR Mirvac Group 907,777 1,897,254 0.26% NSR National Storage REIT 364,944 810,176 0.11% RGN Region Re Ltd 694,607 1,437,836 0.20% SCG Scentre Group 2,243,165 7,537,034 1.05% SGP Stockland Corporation Ltd 697,004 3,415,320 0.48% URW Unibail-Rodamco-Westfield SE 169,132 1,123,036 0.16% VCX Vicinity Centres 2,053,075 4,516,765 0.63% WPR Waypoint REIT Ltd 895,788 2,123,018 0.30% 63,175,215 8.82% XX UTILITIES AGL AGL Energy Ltd 375,317 3,948,335 0.55% APA APA Group 158,275 1,250,373 0.17% ORG Origin Energy Ltd 774,232 8,152,663 1.14% 13,351,370 1.86% XX Total 716,339,793 100.00% 49 For personal use only