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DTI GROUP LTD Annual Report 2024

Sep 29, 2024

64790_rns_2024-09-29_bbd7da02-ea8e-4e9d-bacd-aa796ba06e62.pdf

Annual Report

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2024

A B N 1 5 0 6 9 7 9 1 0 9 1

2024

Contents

ontents
Company overview…………………………………………………………………………………………………………. 3
Board of Directors…………………………………………………………………………………………………. 5
Chairperson’s message………………………………………………………………………………………… 6
CEO’s message………………………………………………………………………………....................... 8
Senior Management……………………………………………………………………………………………… 9
Vision, mission & values……………………………………………………………………………………….. 10
Directors’ report……………………………………………………………………………………………………………… 11
Audited Remuneration Report…………………………………………………………………………….. 20
Financial Statements…………………………………………………………………………………………………….. 28
Consolidated Statement of Profit or Loss and Other Comprehensive Income 29
Consolidated Statement of Financial Position………………………………………………….. 30
Consolidated Statement of Changes in Equity…………………………………………………. 31
Consolidated Statement of Cash Flows…………………………………………………………….. 32
Notes to the Financial Statements………………………………………………………………………………. 33
Consolidated Entity Disclosure Statement…………………………………………………………………. 64
Directors’ Declaration……………………………………………………………………………………………………. 66
Auditor’s Report……………………………………………………………………………………………………………… 68
Auditor’s Declaration of independence………………………………………………………………. 74
Corporate Directory………………………………………………………………………………………………………… 76
Additional ASX information…………………………………………………………………………………………… 77

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Company Overview

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Systems
technology for
the modern
transport industry
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Company Overview

DTI supports the transit industry through the engineering, delivery, and support of world-leading telematics, CCTV, video analytics, and passenger information solutions.

Our customers include transit agencies, vehicle operators and owners, vehicle manufacturers, and law enforcement agencies. Our product range includes vehicle-based servers, recording equipment, passenger counting equipment, driver and passenger information displays, fleet management systems – all integrated with best-in-class vehicle and back-office software. DTI provides extensive installation, maintenance, monitoring, and managed services.

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The transit technology people
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Board of Directors

Mr. Purdy is an experienced corporate executive in the technology and communications sectors and has led major technology projects throughout his career. Mr. Purdy is a former senior executive with NTT Data, Hewlett Packard, Telstra, and the Tenix Group.

Mr. Gallagher has experience in industrial automation, building technology, power systems and payment solutions and has held senior executive positions with a range of engineering technology companies including Vix Technology, ERG Ltd and Siemens AG. More recently Steve has been a director of several listed and public companies including Hong Kong listed CCRTT, Optal Ltd, Vix Technology Ltd, KubaPay, Littlepay, Orbital UAV and Snapper Services.

Mr. Lewis was appointed to the Board on 16 October 2018. Mr. Lewis holds a Bachelor of Economics from Monash University and has a background in real estate, hospitality and project management and currently holds a senior management position with Morris Group, a privately held business operating across the tourism, hospitality, renewable energy, finance, technology, and aviation sectors.

Mr. Afentoulis was appointed to the Board on 19 November 2019. Mr. Afentoulis is a qualified chartered accountant and a graduate of the Australian Institute of Company Directors. With more than 17 years’ experience in professional services and senior executive positions including finance, management, and corporate strategy with multiple IT service and technology companies.

Mr. Gillespie joined the Board in November 2022 and has over 20 years of experience in the Smart Parking and Transportation marketplace where he has held several leadership positions. Mr. Gillespie is currently the Managing Director and CEO of ASX listed, Smart Parking, (ASX:SPZ), a position he has held since January 2013. Before joining Smart Parking, Paul was a leading figure in the UK parking industry, having held senior positions at Xerox Parking Services where he was successful in leading two business units providing hardware and software solutions to a variety of public and private organisations.

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The transport technology
partner of choice
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Chairperson’s Message

Dear Shareholders

Financial performance & outlook

While DTI faced a period of declining revenue in the past financial year, primarily due to market fluctuations and project delays, we have strategically invested in an exciting new range of products, including the MDR-7 and Senti-ai solutions. These innovations have already attracted strong interest from new and existing markets, and we are confident that these investments will lead to revenue growth in the coming year. The early traction we’ve seen in key sectors positions us well for a strong recovery and sustainable growth.

Expanding into New Markets with the Senti-ai Solution

In Q2 2024, DTI ventured into the waste recovery sector with our Senti-ai telematics and CCTV system, designed to improve safety and productivity for truck operators. Senti-ai delivers high-quality footage, realtime vehicle data, and fleet management insights through DTI’s cloud platform. The system demonstrates our ability to provide customer-focused solutions that bring measurable operational benefits. As we expand into new markets, we remain committed to understanding the unique needs of each sector and offering solutions that align with our customers’ goals.

Global Rail Expansion and Local Successes

Globally, we continue to explore opportunities in the rail sector, submitting proposals for projects in Germany, the U.S.A., India, and Malaysia. Our expertise in delivering state-of-the-art passenger information and surveillance systems has enabled us to secure important projects, including the Sydney City and Southwest line. Our solutions ensure passengers receive up-to-date journey information while enhancing safety, reflecting our commitment to customer-centric innovation.

Supporting Customer Safety with Transport for NSW Procurement Panel 4

In Q3 2024, our digital CCTV solution was adopted by bus manufacturers included in Transport for NSW’s Bus Procurement Panel 4. This inclusion allows operators to specify DTI systems in new bus purchases via the government procurement portal, opening significant opportunities in the NSW market. Our success here is a testament to the reliability and effectiveness of our solutions, and the trust that customers place in our expertise to improve both safety and operational efficiency.

Empowering Customers with Real-Time Solutions

In Q4, DTI demonstrated the capabilities of its LiveView system to several bus operators, providing real-time access to on-vehicle footage. Positive feedback led to several trials, reinforcing our commitment to enabling customers to respond faster and more effectively to incidents. Our technology continues to deliver value across multiple markets by supporting safer and more informed decision-making.

Securing Strategic Contracts for Future Growth

In September 2024, DTI was awarded a contract by Adelaide Metro Operations Pty Ltd for a Public Address, Closed Circuit Television, and Information System (PACIS) upgrade on the Citadis and Flexity trams in Adelaide. Valued at AUD$4 million, this contract highlights the strong relationships we have built with our clients and our ability to deliver complex, high-quality solutions. The project is scheduled for completion by February 2027.

Revenue

FY24’s revenue was lower than expectations in each of the rail, bus, and integrator segments. Rail sector declines were due to prior-year completion of projects in South Africa and Australia and delays in replacement volume. The recently awarded Adelaide Metro Operations contract increases volumes significantly in FY25 and FY26, and DTI continues to actively pursue worldwide opportunities.

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The transport technology
partner of choice
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FY24 Bus-sector volumes contracted but the appointment to the NSW’s Government Panel 4 provides opportunities to increase its market share over time. Additionally, the development of the MySafeRide product suite specifically for school buses, is set to boost bus-related revenue.

International integrator sales in the U.K. and mainland Europe also faced challenges in FY24. Despite launching several key new products and overcoming past supply chain constraints, the expected sales growth through the international market has been slow to recover post the pandemic. However, over the past 2 months there are strong indications of the market recovery with a steady flow of enquiries coming through the international partners. Improvement has already been delivered during FY25 with received orders from one of the key integration partners exceeding total prior year sales.

Market penetration into a new market sector – on-road vehicles, was successful. DTI developed a new product suite which is creating value for the customers in the resource recovery segment and delivered more than AUD$0.5 million in new revenue. Senti-ai , is expected to become an important and growing source of new revenue in the future.

Our People: The Core of Our Success

While our innovative products receive much of the attention, it’s the people behind them who drive DTI’s success. Our skilled and dedicated workforce is central to our mission of delivering superior customer solutions. We believe in continuous improvement, teamwork, and excellence, values that are deeply embedded in our culture. As we continue to grow and expand our offerings, we remain committed to investing in the development of our employees, ensuring that they are empowered to deliver the best results for our customers.

Summary

In conclusion, DTI is well-positioned to continue delivering innovative, customer-focused solutions across the transit sector. Our success is built on the strength of our people, the trust of our customers, and our commitment to advancing safety, operational efficiency, and passenger experience.

I also thank our shareholders for your continued support and trust in our vision. We are optimistic that our recent product launches and growing market interest will drive revenue growth in the next financial year.

Greg Purdy

Non-Executive Chairperson

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A better journey for your fleet
and customers.
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CEO’s Message

In FY24, while revenue growth faced constraints, several key achievements were made that position us well for future success in our core market segments.

One of the most exciting milestones for the year was the completion of development for MDR-7, our most versatile on-vehicle data server to date. MDR-7 serves all addressable markets and represents a breakthrough in real-time data capture and analytics for transport systems. This innovation highlights DTI's continued leadership in delivering cutting-edge solutions that meet the evolving needs of global transport infrastructure.

DTI also reached a major project delivery this year with the successful completion of all equipment deliveries to Alstom for the next Sydney Metro project, which went into revenue service in September 2024. The project's successful transition into operational service reflects our ability to deliver complex projects on time and to specification, further enhancing our reputation as a trusted partner in the rail sector.

DTI’s expansion into new markets continues to yield promising results. FY24 marked the deployment of a realtime CCTV and telematics solution ( Senti-ai ) onto the customer’s new recycling truck fleet in Victoria and Queensland — a first for DTI in this sector. The successful integration of our technology into this environmentally focused fleet highlights the versatility of our solutions and our ability to adapt to new industries, further expanding our footprint.

International collaboration remains a key strategic focus. In line with this, we have entered a Memorandum of Understanding (MOU) with River Engineering to explore the transfer of technology that will enable River to manufacture and install DTI’s range of rail products in the Indian market. This MOU represents an exciting opportunity to leverage our technology on a global scale, bringing our innovations to one of the world’s most significant and rapidly growing rail markets.

DTI are also making strides in new areas of transport safety technology. We recently received a Letter of Intent (LOI) from a major high-speed train manufacturer for the development of a high-speed train crash recording system for a US-based project. This opportunity aligns with our strategy of enhancing safety and performance in high-speed rail networks. DTI are progressing a master framework agreement with the manufacturer, which we believe will further solidify our position in this high-demand sector.

Finally, in a significant win for the first quarter of FY25, DTI secured a contract to retrofit CCTV and passenger information systems on Adelaide’s tram fleet. This project not only underscores our capability in fleet upgrades but also highlights our expertise in extending the operational life of transport assets through advanced technology solutions. This success further demonstrates our technical pedigree and ability to deliver impactful upgrades for aging fleets.

As we look ahead, I remain confident in DTI’s ability to continue growing across our established markets while expanding into new sectors and geographies. We are well-positioned to capitalise on the opportunities before us, driving innovation and delivering long-term value for our stakeholders.

I want to take this opportunity to thank our clients, business partners, management and staff for their loyalty and hard work during FY24. Through the valuable contributions of all these stakeholders, the company is primed to further penetrate its ever-expanding addressable market and grow revenues over FY25 and beyond.

Matthew Strack

Chief Executive Officer

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The transport technology
partner of choice
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Senior Management

Matthew Strack

Chief Executive Officer

David Hood

Chief Financial Officer

Avinash Khoosal

Chief Supply Chain Officer

Chris Bailye

Head of Hardware Engineering

Richard Orchard

Head of Software Engineering

Justin Dyer

Head of Operations

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The technology company
that specialises in transit
solutions built to work
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Vision. Mission. Values.

Safety is our #1 priority Doing better every day Success through collaboration Taking personal responsibility Delivering outcomes that provide value

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Directors’ Report

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Directors’ Report
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Directors’ Report

The Directors present their report and consolidated financial statements of the Group comprising of DTI Group Limited (“DTI” or “the Company”) and its subsidiaries for the financial year ended 30 June 2024.

Directors

The Directors of the Company at any time during or since the end of the financial year are:

Mr. Greg Purdy Independent Non-Executive Chairperson Qualifications & Experience: Greg Purdy was appointed to the Board on 16 October 2018 and the role of Non-Executive Chairperson of DTI on 20 November 2018. Mr. Purdy is a member of the Australian Institute of Company Directors. Mr. Purdy has extensive experience in technology and communications companies and the execution of major technology projects. Mr. Purdy is a former senior executive with NTT Data, Hewlett Packard, Telstra, and the Tenix Group.

Other Directorships: Nil Mr. Steve Gallagher Independent Non-Executive Director Qualifications & Experience: Steve Gallagher was appointed to the Board on 16 October 2018 and is a member of the Australian Institute of Company Directors and holds a Bachelor of Engineering (Honours) from the University of Melbourne and Bachelor of Commerce from Monash University.

Mr. Gallagher has experience in industrial automation, building technology, power systems and payment solutions and has held senior executive positions with a range of engineering technology companies including Vix Technology, ERG Ltd and Siemens AG. More recently Mr. Gallagher has been a director of several listed and public companies including Hong Kong listed CCRTT, Optal Ltd, Vix Technology Ltd, KubaPay, Littlepay, Orbital UAV and Snapper Services.

Other Directorships:

Non-Executive Director with Optal Ltd. and Orbital Corporation Ltd.

Mr. Andrew Lewis Independent Non-Executive Director

Qualifications & Experience: Andrew Lewis was appointed to the Board on 16 October 2018. Mr. Lewis holds a Bachelor of Economics from Monash University and has experience in real estate, hospitality and project management and currently holds a senior management position with Morris Group, a privately held business operating across the tourism, hospitality, renewable energy, finance, technology, and aviation sectors.

Other Directorships:

Nil

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Directors’ Report
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Mr. Chris Afentoulis

Mr. Chris Afentoulis Independent Non-Executive Director Qualifications & Experience: Chris Afentoulis was appointed to the Board on 19 November 2019. Mr. Afentoulis is a qualified chartered accountant and a graduate of the Australian Institute of Company Directors. Chris has more than 17 years’ experience in professional services and senior executive positions including finance, management, and corporate strategy with a range of IT service and technology companies.

Other Directorships:

Nil

Mr. Paul Gillespie Independent Non-Executive Director Qualifications & Experience: Paul Gillespie has over 20 years of experience in the Smart Parking and Transportation marketplace where he has held several leadership positions. Mr. Gillespie is currently the Managing Director and CEO of ASX listed company, Smart Parking, (ASX: SPZ), a position he has held since January 2013. Before joining Smart Parking, Mr. Gillespie was a leading figure in the UK parking industry, having held senior positions at Xerox Parking Services where he was successful in leading two business units providing hardware and software solutions to a variety of public and private organisations.

Other Directorships: Managing Director with Smart Parking Ltd.

Company Secretary

Mr. Harry Miller

Mr. Miller’s appointment was effective upon the resignation of Mr Ian Hobson on the 22[nd ] of August 2022.

Mr. Miller has over 7 years of audit, compliance, and company secretarial experience across several sectors. He presently acts as the Company Secretary for multiple ASX listed and private companies.

Mr. Miller’s qualifications include a Bachelor Commerce, Economics & Finance, University of Notre Dame Australia and Master of Professional Accounting, University of Notre Dame Australia.

Directors’ meetings

The number of Directors’ meetings (including meetings of committees of Directors) and number of meetings attended by each of the Directors of the Company during the financial year are:

Directors Held Attended
G Purdy 6 6
S Gallagher 6 6
A Lewis 6 6
C Afentoulis 6 6
P Gillespie 6 6

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Principal activities

The Group’s principal activities during the financial year were the development, manufacture and sale of integrated surveillance systems, passenger communication systems, and fleet management solutions for the global transport industry and other related markets.

There were no significant changes in the nature of the activities of the Group during the year.

Operating and Financial Review

Overview

DTI’s customers are transit agencies, transit vehicle manufacturers, transit operators and vehicle operators.

The Company offers the following products and services:

  • Advanced mobile surveillance solutions:

  • specialised hardware systems incorporating video, audio, GPS tracking, communications, and high-speed recording technology; and

  • sophisticated device and data management software to provide comprehensive, fleet-wide, CCTV and vehicle management solutions.

  • Passenger communication solutions:

  • specialised hardware systems such as graphical and high brightness displays;

  • public address and hearing aid loop communications, passenger emergency communications; and

  • real time passenger information presentations and infotainment systems on graphical displays.

  • Vehicle telematics:

  • Vehicle position & status reporting; and

  • Integration with ancillary systems.

  • Video analytics:

  • Patented algorithms to capture the intersection point between the overhead power line and the pantograph arm;

  • Passenger counting;

  • Driver fatigue monitoring; and

  • Advanced machine learning algorithms.

  • Managed services:

  • video management, vehicle data analysis and monitoring, schedule adherence analysis; and

  • IT infrastructure, help desk, technical support, monitoring, and first-line maintenance.

DTI markets its products to a worldwide customer-base, both directly and with a network of integrators and business partners.

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Shareholder returns

The table below reports summary information on the Group’s earnings and movement in shareholder wealth for the five years to 30 June 2024.

FY24 FY23
FY22
FY21
FY20
Revenue $
7,699,480
13,264,585
15,887,389
18,572,598
14,085,266
EBITDA $
(1,818,988)
(472,837)
424,059
435,174
(2,230,530)
EBIT $
(2,294,406)
(836,150)
152,046
76,058
(2,697,174)
Net profit/(loss) after tax $
(2,483,370)
(939,983)
86,281
24,844
(2,731,270)
Share price at start of year $
0.02
0.01
0.02
0.02
0.03
Share price at end of year $
0.01
0.02
0.01
0.02
0.02
Dividends cps
-
-
-
-
Basic (loss)/
earnings per share
cps
(0.56)
(0.21)
0.02
0.01
(0.91)
Return on Capital Employed %
(54.19)
(12.29)
2.02
1.43
(51.52)

Net profit/(loss) amounts have been calculated in accordance with Australian Accounting Standards (AASBs).

Review of Financial Condition

FY24 Financial Performance

During the year ended 30 June 2024, DTI reported revenue of $7.7 million (2023: $13.3 million). This represents a 42 percent reduction compared to the prior year which is primarily attributed to lower revenue from completed complex rail projects revenue that was only partially offset by increased bus and light-rail revenue.

DTI recorded negative EBIT of $2.3 million for the year ended 30 June 2024 (2023: -$0.84 million).

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Underlying EBITDA

Reconciliation of Underlying EBITDA FY24 FY23
$ $
Net Profit Before Tax (2,480,904) (939,983)
Net Interest Expenses 186,498 103,833
EBIT (2,294,406) (836,150)
Depreciation/Amortisation 475,418 363,313
Statutory EBITDA (1,818,988) (472,837)
Impairment of inventories/(reversal) 103,043 44,638
Impairment of trade receivables/(reversal) (48,519) 15,000
Underlying EBITDA (1,764,464) (413,199)

Cash Flow

During the year, DTI generated negative operating cash flow of $0.347 million (2023: positive $0.773 million).

Total net cash outflow for the year was $0.63 million. Key impacts on net cash flow included a:

  • i) $5.565 million decrease in revenue;

  • ii) $4.079 million decrease in cost of goods sold;

  • iii) $0.757 million investment in intangible assets; and

  • iv) $2.097 million decrease in trade & other receivables.

Financial Position

At the end of the financial year DTI maintained unrestricted cash reserves of $0.478 million and net assets of $3.903 million. DTI has short term debt of $0.514 million (2023: nil).

Review of principal business

DTI services the global transport market. The principal underlying drivers for DTI business are:

  • i) Government investments in public transport to meet community expectations on quality, safety, reliability, and availability;

  • ii) Government investments in low-emission public transport;

  • iii) Customer demand for improved security and surveillance on mass transit systems;

  • iv) Customer demand for passenger information systems on mass transit systems; and

  • v) Vehicle operator demand for safety and efficiency support systems – video, telematics, vehicle data.

DTI considers these are strong drivers of demand for its products and services which will continue into FY24 and beyond.

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Operational performance

DTI provides long-term maintenance and support services to municipal transit authorities in Australia, the UK, U.S.A and Africa.

European end-customers are also engaged through business partners in eastern & western Europe.

Significant changes in state of affairs

In the opinion of the Directors, the Group’s situation did not change significantly during the financial year.

Outlook

Opportunity Pipeline

DTI continues to enjoy strong demand for its products and services with an Opportunity Pipeline exceeding $120 million. The bulk of the pipeline is in the Rail sector however the Bus sector pipeline is increasing at a rapid rate due to the adoption of low-emission vehicles which is causing an acceleration in fleet upgrades and a patron driven requirement for improved real time passenger information.

Business Strategies

DTI’s business strategy is to support the mass transit and transport industry through the provision of innovative hardware, software solutions and services.

In FY24, DTI is building upon a strong product development and supply chain base to support the traditional mass transit market while also pursuing new customers in the wider road vehicle market.

Future Developments

DTI expects to gain new customers through the deployment of cloud-based products, a new range of telematics solutions and entry into the wider road vehicle market.

Dividends

In respect of the financial year ended 30 June 2024, no interim dividend was paid, and the Directors have determined that no final dividend will be paid.

Events since the end of the financial year

DTI Group was awarded the contract by Adelaide Metro Operations Pty Ltd for the design, manufacture and supply of a Public Address, Closed circuit television and Information System (PACIS) for the upgrade of the Citadis and Flexity Torrens Connect Trams in Adelaide. The contract value is in excess of AUD$4 million commencing in September 2024 with all works scheduled to be completed by February 2027.

During July 2024, DTI Group signed a $900,000 financing facility. The receipt of these funds is timed to meet business needs and support planned growth of the business.

No other matters or circumstances have arisen that have significantly affected or may significantly affect the operations of DTI Group Ltd, the results of those operations or the state of affairs of DTI Group Ltd in subsequent years that is not otherwise disclosed in this report.

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Likely developments and expected results of operations

The Group will continue to pursue its policy of developing CCTV/surveillance systems, telematics, and passenger information technologies for the global mass transit market and wider vehicle market. DTI remains confident in its outlook as it seeks to drive growth via a pipeline of opportunities.

Environmental regulation

The Company is not subject to any specific environmental regulation. The Directors have considered compliance with the National Greenhouse and Energy Reporting Act 2007 which requires entities to report greenhouse gas emissions and energy use. The Directors have assessed that there are no current reporting requirements, but the Company may be required to do so in the future.

Directors’ interests

The relevant interest of each Director in the shares, debentures, interests in registered schemes and rights or options over such instruments issued by the companies within the Group and other related bodies corporate, as notified by the Directors to the ASX in accordance with S205G(1) of the Corporations Act 2001 , at the date of this report is as follows:

DTI Group Limited
Ordinary Shares Options over Ordinary
Shares
Rights over Ordinary
Shares
G. Purdy Nil Nil Nil
S. Gallagher Nil Nil Nil
A. Lewis 2,500 Nil Nil
C. Afentoulis Nil Nil Nil
P. Gillespie Nil Nil Nil

Indemnification of officers and auditors

The Company has agreed to indemnify the current Directors of its controlled entities for all liabilities to another person (other than the Company or a related body corporate) that may arise from their position, except where the liability arises out of conduct involving a lack of good faith. The agreement stipulates that the Company will meet the full amount of any such liabilities, including costs and expenses.

During the financial year, the Company insured the Directors of the Company and all executive officers of the Company against a liability incurred as such Director, secretary or executive officer to the extent permitted by the Corporations Act 2001 .

The Company has not otherwise, during or since the financial year, indemnified or agreed to indemnify an officer or auditor of the Company or of any related body corporate against a liability incurred as such an officer or auditor.

Non-audit services

The Board is satisfied that the provision of non-audit services during the year is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001 . The Directors are satisfied that

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Directors’ Report
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the services disclosed below did not compromise the external auditor’s independence for the following reasons:

  • All non-audit services are reviewed and approved by Board prior to commencement to ensure they do not conversely affect the integrity and objectivity of the auditor.

  • The nature of the services provided does not compromise the general principles relating to auditor independence as set out in the APES Code of Ethics for Professional Accountants.

The total fees for non-audit services paid to the auditor or related practices of the auditor during the year ended 30 June 2024 were nil.

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 .

Auditor’s independence declaration

The auditor’s independence declaration is set out on page 74 and forms part of the Directors’ report for the financial year ended 30 June 2024.

Corporate Governance Statement

The Board of DTI is responsible for the corporate governance of the company and its subsidiaries. The Board has governance oversight of all matters relating to the strategic direction, corporate governance, policies, practices, management, and operations of DTI with the aim of delivering value to its Shareholders and respecting the legitimate interests of other stakeholders, including employees, customers, and suppliers.

Under ASX Listing Rule 4.10.3, DTI is required to provide in its annual report details of where shareholders can obtain a copy of a corporate governance statement, disclosing the extent to which the Company has followed the ASX Corporate Governance Council Principles and Recommendations in the reporting period. DTI has published its corporate governance statement on www.dti.com.au/investors.

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Directors’ Report – Audited Remuneration Report
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Audited Remuneration Report

This Remuneration Report, which forms part of the Directors' Report, sets out information about the remuneration of Key Management Personnel (KMP) of the Group for the financial year ended 30 June 2024.

The term Key Management Personnel refers to those persons having authority and responsibility for planning, controlling, and directing the activities of the consolidated entity, directly or indirectly, including any Director (whether executive or otherwise) of the consolidated entity. Any reference to “Executives” in this report refers to those KMP who are not Non-Executive Directors. The prescribed details for each person covered by this report are detailed below under the following headings:

  • Key management personnel

  • Remuneration policy

  • Remuneration structure

  • Remuneration of Directors and key management personnel

  • Key terms of employment contracts

  • Key management personnel equity holdings

Key Management Personnel

The Directors and other Key Management Personnel of the consolidated entity during or since the end of the financial year were:

Non-Executive Directors

The following persons acted as non-executive Directors of the Company during the financial year:

  • Mr. G. Purdy

  • Mr. S. Gallagher

  • Mr. A. Lewis

  • Mr. C. Afentoulis

  • Mr. P. Gillespie

All the Directors held their current positions for the whole of the financial year and have retained their position since the end of the financial year.

DTI Executives

The following persons were employed as Group executives during the financial year:

  • Mr. M. Strack - Chief Executive Officer

  • Mr. D. Hood - Chief Financial Officer

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Remuneration Policy

Non-Executive Directors

Non-Executive Directors receive a Board fee as set out below. They do not receive performance-based pay or retirement allowances. The fees are inclusive of superannuation. The Chairman does not receive additional fees for participating in or chairing committees.

The Chairman of the Board receives a fixed fee of $50,000 per annum. Other Non-Executive Directors each receive an annual Board fee of $30,000. The maximum annual aggregate Directors’ fee pool limit is $250,000 and the current total is under this limit. Fees will be reviewed annually by the Board in the future.

All Non-Executive Directors have entered into a service agreement with the Company in the form of a letter of appointment. The letter summarises various matters relating to the appointment including the position’s role and responsibilities, time commitments, remuneration and expenses, outside interests, securities dealing policy and the treatment of confidential information. These matters are consistently applied for each NonExecutive Director.

DTI Executives

The Company’s remuneration policy for DTI executives rewards them fairly and responsibly having regard to the performance of the Group, the performance of the executive and prevailing remuneration expectations in the market.

The Company also seeks to establish remuneration structures which align the interests of its key management personnel with the interests of the Company and its shareholders. DTI established a Management Compensation Plan (MCP) under which certain executives are entitled to receive short-term incentives (STI) and long-term incentives (LTI) based on the delivery of key Group and individual outcomes, and the profitability of the DTI Group. During the financial year the Chief Executive Officer and Chief Financial Officer were participants in the MCP.

Other DTI executives do not have a formal STI or LTI component of their remuneration package but may receive a cash bonus as a STI, at the discretion of the Board.

As detailed in this report, no STI and LTI were rendered during FY24.

The amount of compensation for current and future periods for DTI executives is based on consideration of market factors, comparison to peers and reference to the individual’s experience and performance. Overall, remuneration policies are subject to the discretion of the Board and can be changed to reflect the competitive market and business conditions when in the interest of the Company and shareholders.

Performance Evaluation

Each DTI executive is subject to a review of their individual performance each year in accordance with the Company’s Development and Appraisal Process. This process commonly occurs in September each year.

Remuneration Structure

DTI executive

The remuneration structure for DTI executives participating in the MCP is based on the concept of a total package target (TPT) assuming budgeted financial performance is achieved, and the participants performed

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satisfactorily. If the business and/or the participants perform below standard, then the total remuneration will be less. If financial performance exceeds budget and there is above average performance, then the package can increase by up to 18.75 per cent of the TPT. The TPT comprises three components:

  • i) A fixed component, representing base salary plus superannuation, which comprises 75 per cent of the TPT;

  • ii) a variable component, represented by a STI paid as a cash bonus, which comprises 12.5 per cent of the TPT. This component can increase to 25 per cent of the fixed component for exceptional performance; and

  • iii) a variable component, represented by a LTI in the form of an equity issue of DTI shares, which comprises 12.5 per cent of the TPT. This component can increase to 33.3 per cent of the fixed component for exceptional performance.

The STI and LTI are determined following the finalisation of the audited annual financial results. If employment has ceased for any reason on or before the date when the STI and LTI are paid or are due for payment, eligibility to receive the STI and LTI lapses. The participants may elect to receive the STI payment in equity securities, subject to shareholder approval.

In the event of serious misconduct or a material misstatement in the Company’s financial statements, the Board can cancel or defer performance-based remuneration and may also claw back performance-based remuneration paid in previous financial years.

The Board of DTI Group reserves the right not to pay an STI or LTI if financial performance, earnings per share and/or operational performance have not met the expectations of the Board.

The remuneration structure for DTI executives not participating in the MCP is based on a fixed component, representing base salary plus superannuation. DTI Executives may be granted a cash bonus at the discretion of the Board.

Fixed Component

Fixed remuneration comprises base salary, employer superannuation contributions and other allowances and non-cash benefits. Each Executive’s fixed remuneration is reviewed and benchmarked annually.

Variable Component – STI and LTI

Variable remuneration for participants in the MCP comprises STIs linked to Company and individual performance over one year, and LTIs linked to performance over a period greater than a year.

The tables below outline the remuneration framework and structure of the short-term incentive plan.

The following table sets out the maximum variable remuneration each Executive Officer could have achieved, on an annualised basis, in FY24, expressed as a percentage of total remuneration, if maximum performance was achieved for the STI and LTI components of their variable components.

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Maximum variable remuneration

Executives Fixed Variable – STI Variable – LTI
2024 2023 2024 2023 2024 2023
% % % % % %
Matthew Strack
Chief Executive Officer 100.0 100.0 0.0 0.0 0.0 0.0
David Hood
Chief Financial Officer 100.0 100.0 0.0 0.0 0.0 0.0

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Structure of the short-term and long-term incentive plan

Feature Description Description Description Description
Max
opportunity
Member of the KMP: 58.3% of fixed remuneration
Performance
metrics
The STI and LTI metrics align with the Group's strategic priorities of market
competitiveness, operational excellence, shareholder value and fostering
talented and engagedpeople.
STI
Performance
metrics
Metric Target Weighting Reason for selection
EBITDA budget 50.0% Reflects improvements
in both revenue & cost
control
Revenue budget 5.0% Focus on the Group's
growth strategy
Gross operating profit budget 5.0% Focus on product
profitability
Net Profit after tax budget 5.0% Focus on delivering
planned shareholder
return
Cash flow budget 5.0% Improved cash flow for
business needs
Individual
performance metrics
Specific to
individuals
30.0% Targeted metrics have
been chosen that are
critical to individual
roles
LTI
Performance
metrics
Metric Target Weighting Reason for selection
Earnings per share Growth 50.0% Business improvement
that is aligned with
shareholder interests
Individual
performance metrics
Specific to
individuals
50.0% Targeted metrics have
been chosen that are
critical to individual
roles
Delivery of
STI & LTI
STIs and LTIs are normally calculated no more than two weeks after the
final audited results are released to ASX. The value of the equity issue is
determined based on the five-day weighted average market price on ASX
five trading days after the final audited results are released to ASX. If
employment has ceased for any reason on or before the date at which the
STI and LTI are due for payment, eligibility to receive the STI and LTI lapses.
STI is typically paid in cash during September. LTI share issues are made in
November - no deferral is inplace.
Board
discretion
The Board assesses individual and corporate achievements and retains
discretion to adjust remuneration outcomes to prevent inappropriate reward
outcomes.

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Remuneration of Directors and key management personnel

Details of the elements comprising the remuneration of the Company’s key management personnel are set out in the following table. The table does not include the following components of remuneration because they were not part of the remuneration package offered to Executives during FY24:

  • Short term cash profit sharing bonuses;

  • Payments made to KMP in respect of a period before or after the person held the KMP position;

  • Long term incentives distributed in cash;

  • Post-employment benefits other than superannuation; and

  • Non-monetary benefits.

Short-term Benefits Short-term Benefits Short-term Benefits Post-
employment
Benefits
Long-
term
Benefits
Share
Based
Payments
Total Proportion
Performance
related
Salary &
fees
STI Total Superannuation
benefits
Long
Service
Leave
$ $ $ $ $ $ $ %
Non - Executive Directors
G. Purdy
(Chairman)
2024 29,452 - 29,452 - - - 29,452 0.0%
2023 50,000 - 50,000 - - - 50,000 0.0%
S. Gallagher 2024 17,500 - 17,500 - - - 17,500 0.0%
2023 30,000 - 30,000 - - - 30,000 0.0%
A. Lewis 2024 17,500 - 17,500 - - - 17,500 0.0%
2023 30,000 - 30,000 - - - 30,000 0.0%
C. Afentoulis 2024 17,500 - 17,500 - - - 17,500 0.0%
2023 30,000 - 30,000 - - - 30,000 0.0%
P. Gillespie 2024 15,766 - 15,766 1,732 - - 17,498 0.0%
2023 18,100 - 18,100 1,900 - - 20,000 0.0%
Executive Directors/Officers
M. Strack
(CEO)
2024 285,923 - 285,923 31,452 - - 317,375 0.0%
2023 309,750 - 309,750 32,524 - - 342,274 0.0%
I. Hobson
(Company
Secretary)
2024 - - - - - - - n/a
2023 1,800 - 1,800 - - - 1,800 0.0%
H. Miller
(Company
Secretary)
2024 24,220 - 24,220 - - - 24,220 0.0%
2023 21,568 - 21,568 - - - 21,568 0.0%
D. Hood
(CFO)
2024 211,416 - 211,416 23,256 - - 234,672 0.0%
2023 222,227 - 222,227 23,796 - - 246,023 0.0%
Total 2024 619,277 - 619,277 56,440 - - 675,717
Total 2023 713,445 - 713,445 58,220 - - 771,665

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Key terms of employment contracts

The Company has formal employment contracts with each of its continuing executives as set out below:

Name Fixed
Remuneration
MCP Participant Duration Notice Period Termination
Benefits
Matthew Strack $343,823 Yes Ongoing Four weeks None
David Hood $254,228 Yes Ongoing Four weeks None
  • Refer page 50 for details of MCP plan and criteria.

The Company also has letters of appointment with each of its Non-executive Directors.

Loans to Key management personnel

There are no loans from the Company to a KMP.

Key management personnel equity holdings

The movement during the reporting period in the number of shares in DTI Group Limited held directly, indirectly, or beneficially, by each key management person, including related parties, is as follows:

2024 Balance at
1 July 2023
Granted as
remuneration
On Exercise of
Options
Net Other Change Balance at
30 June 2024
Number Number Number Number Number
Directors
G. Purdy - - - - -
S. Gallagher - - - - -
A. Lewis 2,500 - - - 2,500
C. Afentoulis - - - - -
P. Gillespie - - - - -
Executives
M. Strack 1,915,773 - - - 1,915,773
I. Hobson - - - - -
H. Miller - - - - -
D. Hood - - - - -

During the year ended 30 June 2024, no share options were held by key management personnel.

Reliance on External Remuneration Consultants

There has not been any reliance on external remuneration consultants.

Adoption of Remuneration Report

The 2023 Annual General Meeting resolution adopting the 2023 Remuneration Report was carried in a majority. The Company received more than 99.95 percent of “yes” votes on its Remuneration Report. The Company

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did not receive any specific feedback at the Annual General Meeting or throughout the year on its remuneration practices.

This concludes the remuneration report, which has been audited.

Signed in accordance with a resolution of the Directors made pursuant to section 298(2) of the Corporations Act 2001.

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Greg Purdy Chairperson 30 September 2024 Melbourne, Australia

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Financial Statements

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Financial Statements
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Consolidated Statement of Profit or Loss and Other Comprehensive Income

for the year ended 30 June 2024

for the year ended 30 June 2024
Note 2024
$
2023
$
Sales Revenue
2
Cost of Goods Sold
Operational overheads
Gross Margin
Impairment (expense) / reversal
2
Other income
2
Other expenses
2
Foreign exchange gain/(loss)
Corporate overheads
Depreciation/amortization
2
Net interest and finance gain/(loss)
2
Net Profit/(Loss) Before Tax
Tax (expense)/benefit
3
Net Profit/(Loss) After Tax
Other comprehensive income/(loss)
Items that may be reclassified to profit or loss:
Exchange differences
Total other comprehensive income/(loss)
Total comprehensive income/(loss) for the
period
Total comprehensive income/(loss) is
attributable to:
Owners of DTI Group Ltd
Earnings per share for profit attributable to
the ordinary equity holders of the Company:
Basic earnings per share (cents per share)
22
Diluted earnings per share (cents per share)
22
7,699,480
13,264,585
(4,739,338)
(8,817,888)
(2,543,994)
(2,547,752)
416,148
1,898,945
(54,523)
(59,638)
10,968
110


(40,265)
100,370
(2,151,316)
(2,412,624)
(475,418)
(363,313)
(186,498)
(103,833)
(2,480,904)
(939,983)
(2,466)
(2,483,370)
(939,983)
3,621
(119,938)
3,621
(119,938)
(2,479,749)
(1,059,921)
(2,479,749)
(1,059,921)
(0.56)
(0.21)
(0.56)
(0.21)

The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.

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Financial Statements
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Consolidated Statement of Financial Position

as at 30 June 2024

Note 2024
$
2023
$
Current assets
Cash and cash equivalents
Trade and other receivables
Contract assets
Inventories
Other current assets
Total current assets
Non-current assets
Other assets
Property, plant, and equipment
Intangible assets
Contract assets
Right of use asset
Total non-current assets
Total assets
Current liabilities
Trade and other payables
Contract liabilities
Borrowings
Provisions
Lease liability
Total current liabilities
Non-current liabilities
Provisions
Lease liability
Total non-current liabilities
Total liabilities
Net assets
Equity
Contributed equity
Reserves
Accumulated losses
Total equity
4
5
2
8
7
7
9
10
2
18
6
2
7
11
18
11
18
13
16
16
478,362
1,113,237
1,816,464
3,913,008
176,635
80,279
4,645,243
4,511,781
618,130
289,599
7,734,834
9,907,904
125,000
505,041
235,371
269,768
2,381,580
1,933,181
182,787
222,910
219,583
334,148
3,144,321
3,265,048
10,879,155
13,172,952
4,798,290
4,919,688
465,212
449,933
612,647
35,778
664,693
875,240
104,330
89,925
6,645,172
6,370,564
220,547
204,874
109,490
213,819
330,037
418,693
6,975,209
6,789,257
3,903,946
6,383,695
35,908,371
35,908,371
176,491
172,870
(32,180,916)
(29,697,546)
3,903,946
6,383,695

The above consolidated statement of financial position should be read in conjunction with the accompanying notes.

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Financial Statements
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Consolidated Statement of Changes in Equity

for the year ended 30 June 2024

Contributed
Equity
Employee
Share Plan
Reserve
Foreign
Currency
Translation
Reserve
$
$
$
Accumulated
Losses
$
Total
$
At 30 June 2022
Profit for the year
Other comprehensive income
Total comprehensive income
for the year
Transactions with owners in
their capacity as owners
Recognition of share-based
payments
Shares issued to extinguish
loan
Issue of share capital
Capital raising costs
At 30 June 2023
Profit for the year
Other comprehensive income
Total comprehensive income
the year
Transactions with owners in
their capacity as owners
Recognition of share-based
payments
Issue of share capital
Capital raising costs
At 30 June 2023
35,908,371
478,968
(186,160)





(119,938)
(28,757,563)
(939,983)
7,443,616
(939,983)
(119,938)


(119,938)
(939,983) (1,059,921)

















35,908,371
478,968
(306,098)
(29,697,546) 6,383,695


(2,483,370) (2,483,370)


3,621
3,621


3,621
(2,483,370) (2,479,749)






35,908,371
478,968
(302,477)
(32,180,916) 3,903,946

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

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Financial Statements
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Consolidated Statement of Cash Flows

for the year ended 30 June 2024


Cash Flows
for the year ended 30 June 2024
Note 2024
$
2023
$
Cash flows used in operating activities
Receipts from customers
Payments to suppliers and employees
Interest received
Interest paid
Tax paid
Net cash outflow used in operating activities
12(b)
Cash flows used in investing activities
Payments for plant and equipment
Payments for intangible assets
Net cash outflow used in investing activities
Cash flows (used in)/from financing activities
Proceeds from borrowings
Repayment of borrowings
Payment for leased property
Net cash from financing activities
Net increase/(decrease) in cash and cash
equivalents
Cash and cash equivalents at the beginning of the
year
Effect of foreign exchange on opening balances
Cash and cash equivalents at the end of the year
12(a)
9,851,426
12,799,267
(10,171,066)
(12,010,380)
25,178
12,596
(50,229)
(27,613)
(2,466)
(347,157)
773,870
(18,270)
(13,817)
(756,585)
(1,104,996)
(774,855)
(1,118,813)
778,187
178,888
(201,318)
(184,122)
(89,925)
(120,324)
486,944
(125,558)
(635,068)
(470,501)
1,113,237
1,558,055
193
25,683
478,362
1,113,237

The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.

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Financial Statements
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Notes to the Financial Statements

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Notes to the Financial Statements
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Notes to the Consolidated Financial Statements

Note 1: Segment information

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker (CODM).

Segment information has been prepared in conformity with the accounting policies adopted for preparing and presenting the financial statements of the consolidated Group. The Group has one primary business segment being the provision of integrated surveillance and passenger communication systems to the mass transit industry.

The CODM is the Chief Executive Officer (CEO) who monitors the operating results of the consolidated group and organises its business activities and product lines to serve the global mass transit industry. The performance of the consolidated group is evaluated based on Earnings before Interest, Taxes, Depreciation and Amortisation (“EBITDA”) which is measured in accordance with the Group’s accounting policies.

Major customers

DTI supplies goods and services to a broad range of customers in the transit industry. During the reporting period, five (2023: four) major customers accounted for 65 per cent (2023: 56 per cent) of the Group’s revenue.

Note 2: Revenue and expenses

A. Significant accounting policy

Revenue is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties. The Group recognises revenue when it transfers control over a product or service to a customer.

Significant judgement: Revenue recognition

The recognition of revenue relating to long-term projects is determined in two ways, depending on the products or services provided in relation to the project. Where products are provided as part of a long-term project the Group recognises revenue when it transfers control over a product to the customer. Where the project is for the provision of products and services, revenue recognition is subject to the management’s judgement on measurement of progress towards satisfaction of performance obligations using the input method.

When management determines multiple distinct performance obligations exist in a contract, transaction price is allocated based on stand-alone selling price of the product or service sold. The stand-alone selling price is based on the retail price.

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Notes to the Financial Statements
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B. Nature of Goods and Services

The following is a description of the principal activities from which the Group generates its revenue.

Products and
services
Nature, timing of satisfaction of performance obligations and
significantpayment terms
Sale of goods only The Group recognises revenue when the customers obtain control of the
goods. This usually occurs when the goods are delivered. The amount of
revenue recognised for goods delivered is adjusted for expected returns.
Invoices are generated and revenue is recognised at that point in time. Invoices
are usually payable within 45 days (credit term). No element of financing is
deemed present as the sales are made within standard credit terms, which is
consistent with market practice. The Group’s obligation to provide a refund or
replacement for faulty products under the standard warranty terms is
recognised as aprovision.
Projects Where contracts are for the provision of products only, the Group recognises
revenue when the customers obtain control of the goods. This usually occurs
when the goods are delivered. The amount of revenue recognised for goods
delivered is adjusted for expected returns. Invoices are generated and revenue
is recognised at that point in time.
Some contracts include multiple deliverables, such as the provision and
installation and commission of hardware and software. These multiple
deliverables form an integration service and could not be performed by another
party, the goods and services represent a single combined performance
obligation over which control is considered to transfer over time. This is
because the provision of goods and services by the Group enhance an asset
(i.e., trains or buses) that the customer controls as the asset is enhanced.
Revenue is recognised over time as the customisation or integration work is
performed, using the cost-to-cost input method to estimate progress towards
completion. When cost incurred is not proportionate to the entity’s progress in
satisfying the performance obligation, the input method is adjusted to
recognise revenue only to the extent of that cost incurred (For example, goods
have been delivered to the customers, but installation has not commenced).
Estimates of revenues, costs, or extent of progress toward completion are
revised if circumstances change. Any resulting increases or decreases in
estimated revenues or costs are reflected in profit or loss in the period in which
the circumstances that give rise to the revision become known by
management. Customers usually pay according to the agreed invoicing
schedule or contract milestones. If the goods and services rendered by the
Group exceed the payment, a contract asset is recognised. If the payments
exceed thegoods and services rendered,a contract liabilityis recognised.
Maintenance and
technical support
The Group provides maintenance and technical services. These services are
usually bundled together with sales of products or provision of project services
to the customer. The maintenance and technical support can be obtained from
other providers and do not significantly customise or modify the product sold.
When this service is bundled together with other services provided by the
Group, the Group performed a re-allocation of contract consideration based on
the relative stand-alone selling prices of its bundled services. For maintenance
and technical support, which is billed based on an hourly basis, the Group
recognises revenue as the services areperformed.

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Notes to the Financial Statements
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C. Disaggregation of Revenue

In the following table, revenue is disaggregated by primary geographical market, major products/service lines and timing of revenue recognition.

lines and timing of revenue recognition.
2024
2023
$
$
Primary geographical markets
Australia
Europe & Others
North America
Major products/service lines
Sale of products
Projects
Maintenance
Revenue recognition
At a point in time
Over time
5,804,361
6,768,831
734,354
4,733,750
1,160,765
1,762,004
7,699,480
13,264,585
1,459,168
3,484,566
4,193,382
7,709,575
2,046,930
2,070,444
7,699,480
13,264,585
5,165,252
10,468,211
2,534,228
2,796,374
7,699,480
13,264,585

D. Contract balances and contract costs

The group has recognised the following contract assets and liabilities:

2024
$
2023
$
Current contract assets
Capitalised contract costs
Non-current contract assets
Retention
Current contract liabilities
176,635 80,279
182,787 222,910
465,212 449,933

(i) Definition

Contract Assets

  • Accrued Revenue

The contract assets primarily relate to the Group’s rights to consideration for work completed but not billed at the reporting date. The contract assets are transferred to receivables when the rights become unconditional.

Contract Costs

Management expects that incremental costs incurred as a result of obtaining project-based contracts are recovered. These incremental costs of completing a particular project-based contract are capitalised as contract costs and expensed when the related revenue is recognised. The Group have applied the practical expedient in paragraph 94 of AASB 15, the Group recognises the incremental costs of obtaining contracts as an expense when incurred if the amortisation period of the assets that the Group otherwise would have

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recognised is one year or less. The Group applies impairment policy on contract costs as stated in Note 10.

Contract Liabilities

The contract liabilities primarily relate to the advance consideration received from customers for projectbased service, for which revenue is deferred until revenue can be recognised on the completion of its passenger information system.

(ii) Significant changes in contract assets and contract liabilities

Contract assets have increased as the Group has commenced the Visy Truck installations which are partially billed and completed as at 30 June 2024.

Contract liabilities have increased as software licenses that run for greater than one year have been sold to a range of customers, particularly Siemens who additionally purchase a four-year warranty (on top of the oneyear warranty normally supplied) for each TDR-6 system sold.

(iii) Revenue recognised in relation to contract liabilities

Revenue recognised for the year ended 30 June 2024 which was included in the contract liability balance at the beginning of the period is $294,318 (2023: $945,371).

E. Other Income

E. Other Income
2024
$
2023
$
Other Income
Other income
10,968
110
10,968
110

Interest income is recognised on a time proportion basis using the effective interest method.

2024
$
2023
$
Net interest and finance (loss)/gain
Interest expense
Interest expense – right of use asset
Interest received
Depreciation and amortisation expense
Depreciation
Depreciation – Right of use assets
Amortisation
Impairment (expense) / reversal
Inventory
Trade receivables
(172,114)
(97,510)
(39,561)
(18,919)
25,177
12,596
(186,498)
(103,833)
(52,667)
(61,893)
(114,565)
(114,565)
(308,186)
(186,855)
(475,418)
(363,313)
(103,042)
(44,638)
48,519
(15,000)
(54,523)
(59,638)

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Notes to the Financial Statements
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Note 3: Income tax

Current tax

Current tax is calculated by reference to the amount of income taxes payable or recoverable in respect of the taxable profit or tax loss for the period. It is calculated using tax rates and tax laws that have been enacted or substantively enacted by reporting date. Current tax for current and prior periods is recognised as a liability (or asset) to the extent that it is unpaid (or refundable).

Deferred tax

Deferred tax is accounted for using the comprehensive balance sheet liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax base of those items.

In principle, deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised to the extent that it is probable that sufficient taxable income will be available against which deductible temporary differences or unused tax losses and tax offsets can be utilised. However, deferred tax assets and liabilities are not recognised if the temporary differences giving rise to them arise from the initial recognition of assets and liabilities (other than as a result of a business combination) which affects neither taxable income nor accounting profit. Furthermore, a deferred tax liability is not recognised in relation to taxable temporary differences arising from goodwill.

Deferred tax liabilities are recognised for taxable temporary differences arising on investments in associates and are only recognised to the extent that it is probable that there will be sufficient taxable profits against which to utilise the benefits of the temporary differences and that they are expected to reverse in the foreseeable future.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period(s) when the asset and liability giving rise to them are realised or settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by reporting date. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.

Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.

Current and deferred tax for the period

Current and deferred tax is recognised as an expense or income in the consolidated statement of profit or loss and other comprehensive income, except when it relates to items credited or debited directly to equity, in which case the deferred tax is also recognised directly in equity, or where it arises from the initial accounting for a business combination, in which case it is taken into account in the determination of goodwill or excess.

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Notes to the Financial Statements
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2024
$
2023
$
(a)
Income tax benefit
Current tax expense
Deferred tax
Adjustments for current tax of prior periods
(b)
Numerical reconciliation of income tax expense (benefit)
to prima facie tax receivable
Profit / (loss) before income tax benefit
Prima facie tax benefit on loss at 25% (2023:25%)
Tax effect of:
Other
Other deductible
Other non-deductible
Other non-assessable income
Effect of lower / higher statutory income tax rate in the UK, SA and USA
Recoupment of prior year losses
Current year losses for which no deferred tax assets is recognised
Deferred taxes not brought to account
(c)
Deferred income tax balances recognised in the accounts
Deferred tax liabilities
Prepayments
Unrealised foreign exchange gain
Property, plant & equipment
Project WIP
Right of use asset
Set-off of deferred tax liabilities
Net recognised deferred tax liability
Deferred tax assets
Annual leave provision
Long service leave provision
Accrued audit fees and other creditors
Superannuation provision
Capital raising fees
Deferred Revenue
Right of use liability
Provision for diminution in trading stock
Provision for doubtful debts
Tax losses carried forward
Set off deferred tax liabilities
Warranty
Deferred tax asset not brought to account as realisation is not probable
Net recognised deferred tax assets
2,466




2,466
(2,480,904)
(939,983)
(620,224)
(234,996)
2,746
3,529
90,320
386,151




(7)
(154,684)
(21,835)

551,466


2,466
(2,371)
(813)
(26,977)
(44,226)
(101,676)
(138,059)
(44,159)
(20,070)
(54,894)
(83,536)
230,077
286,704

72,099
84,080
74,948
64,396
216,006
78,944


5,366
11,092

112,483
90,955
113,436
210,495
184,734
10,209
20,839
5,970,837
5,577,958
(230,077)
(286,704)
16,492
39,167
(6,437,330)
(6,000,425)

Net deferred tax assets are brought to account when it is probable that immediate sufficient tax profits will be available against which temporary differences and tax losses can be utilised.

Franking credits available for this financial year is $44,481 (2023: $44,481).

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Notes to the Financial Statements
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Note 4: Cash and cash equivalents

Note 4: Cash and cash equivalents
2024
$
2023
$
Cash at bank 478,362
1,113,237

Note 5: Trade and other receivables

Trade receivables and other receivables are recorded at amounts due less any allowance for doubtful debts.

Significant Estimate

Allowance for expected credit losses

The allowance for expected credit losses assessment requires a degree of estimation and judgement. It is based on the lifetime expected credit loss, grouped based on days overdue, and makes assumptions to allocate an overall expected credit loss rate for each group. These assumptions include recent sales experience, historical collection rates, the impact of the Coronavirus (COVID-19) pandemic and forwardlooking information that is available. The allowance for expected credit losses, as disclosed in note 14, is calculated based on the information available at the time of preparation. The actual credit losses in future years may be higher or lower.

2024
$
2023
$
Current
Trade receivables (net of impairment)
Other debtors
1,711,501
3,813,473
104,963
99,535
1,816,464
3,913,008

(a) Impaired trade receivables

2024
$
2023
$
Movements in the provision for impairment of receivables
are as follows:
Opening at 1 July
Receivable written off during the year as uncollectable
Amount recovered
Closing at 30 June
93,276
77,985
4
291
(48,519)
15,000
44,761
93,276

Any creation and release of the provision for impaired receivables is included in ‘other expenses’ in the statement of profit or loss and other comprehensive income. Amounts charged to the allowance account are generally written off when there is no expectation of recovering additional cash.

(b) Past due but not impaired

At 30 June 2024, trade receivables of $1,088,843 (2023: $2,010,920) were past due, but not impaired. These relate to several independent customers for whom there is no recent history of default. DTI is confident that these receivables are collectible and are active in the management and reduction of these overdue amounts.

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Notes to the Financial Statements
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The ageing analysis of these trade receivables is as follows:

2024
%
2023
%
2024
$
2023
$
Up to 3 months
3 to 6 months
32%
72%
68%
28%
350,370
1,026,566
738,473
984,354
100%
100%
1,088,843
2,010,920

The other classes within Trade and other receivables do not contain impaired assets and are not past due. Based on the credit history of these trade receivables, it is expected that these amounts will be received when due. The Group does not hold any collateral in relation to these receivables.

(c) Foreign exchange and interest rate risk

Information on the Group’s exposure to foreign currency risk and interest rate risk in relation to trade and other receivables is provided in Note 14.

(d) Fair value and credit risk

Due to the short-term nature of current receivables, their carrying amount is assumed to approximate their fair value. Credit risk is assessed at the time a customer applies to open a credit account with the Group and is monitored thereafter on a regular basis. Management assesses the credit quality of the customer, taking into account its financial position, past experience, trade references, external rating where obtained and other factors then set credit limits. The compliance with credit limits by customers is regularly monitored by management.

Note 6: Trade and other payables

Trade payables and other payables are recognised when the Company becomes obliged to make future payments resulting from the purchase of goods and services. The amounts are unsecured and are usually paid within 60 to 90 days of recognition.

2024
$
2023
$
Trade payables
Other payables
Superannuation liability
Payroll tax liability
1,777,071
2,222,255
2,791,020
2,550,736
212,242
114,614
17,957
32,083
4,798,290
4,919,688

Risk exposure

Information about the Group’s exposure to foreign exchange is provided in Note 14.

Note 7: Borrowings

Note 7: Borrowings
2023
$
2022
$
Current Secured:
Net carrying amount – Short Term Loan (Finico)
Net carrying amount – Premium Funding
514,309

98,338
35,778
612,647
35,778

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Notes to the Financial Statements
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Reconciliation of borrowings arising from financing activities:

2023
Cash flows
Non-cash changes
Opening
Addition
Fair value
changes
$ $ $ $
2024
Closing
$
Premium Funding 35,778
(215,627)
278,187
98,338

Accounting Policy

Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transactions costs) and the redemption amount is recognised in the consolidated statement of profit or loss and other comprehensive income over the period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities, which are not an incremental cost relating to the actual draw-down of the facility, are recognised as prepayments and amortised on a straight-line basis over the term of the facility.

Premium Funding

In November 2023, the Company financed its insurance premiums with the funds to be repaid within the next 10 months. Additional insurance premiums were added to the existing premium funding arrangement in January and March 2024. This facility is secured against the insurance policies.

Financing Facility

As at year ended 30 June 2024, a $111,000 American Express facility was available and in use.

Other Assets – Bank guarantee and insurance bonds

2024
$
2023
$
Other Assets – Current
Cash deposit held for bank guarantee
Cash deposit
Prepayments
Other Assets – Non-Current
Cash deposit held for bank guarantee
380,041

50,000
50,000
188,089
239,599
618,130
289,599
125,000
505,041

Other assets – cash deposit includes cash backing deposits associated with the issue of bank guarantee to a major customer and the lessor. These deposits are therefore not available for general use by the Group.

Bank guarantees for unconditional undertaking of contracts

Bank guarantees for unconditional undertaking of contracts
2023
$
2022
$
Performance requirements of contracts (see note below
regarding reclassification from non-current to current)
Lease of land contract
380,041
380,041
125,000
125,000
505,041
505,041

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Notes to the Financial Statements
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The Company has given bank guarantees relating to performance requirements of contracts. A bank guarantee in relation to this contract of $380,041 (2023: $380,041) is included in the amounts above. As the bank guarantee is due to expire on 31 December 2024, the amount has been reclassified from non-current to current as at 30 June 2024.

Under the contract for the lease of land on which the office and workshop facilities are situated, the Company may at some future point (at the option of the Lessor) be required to “make good” the land and remove the building and any improvements thereon. A bank guarantee of $125,000 (2023: $125,000) for this contract, is included in the amounts above. As the lease is due to expire on 31 May 2026, the cash deposit held for the bank guarantee has been classified as non-current as at 30 June 2024.

  • Refer to Note 14 for risk exposures and risk management details.

  • Refer to Note 15 for capital management details.

Note 8: Inventories

Note 8: Inventories
2024
$
2023
$
Raw materials / unassembled stock
Provision for inventory obsolescence
5,523,742
5,287,196
(878,499)
(775,415)
4,645,243
4,511,781

In determining the appropriate policy for the inventory obsolescence provision, management considered the composition of stock, improvements in stock ageing and turnover, as well as recent sales activity. Based on these factors it was determined the provision for stock obsolescence should be $878,499 (2023: $775,415) as at 30 June 2024.

Accounting Policy

Inventories are valued at the lower of cost and net realisable value. Costs are assigned to inventory on hand by the method most appropriate to each class of inventory, with the majority being valued on a weighted average basis by location. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

Significant judgement: Inventory obsolescence

Inventories are accounted for in accordance with the accounting policy detailed above. Where the net realisable value of inventory is lower than its cost the Group recognises a provision for inventory obsolescence. At 30 June 2024, management has determined no additional impairment (2023: $nil) is required for inventory where net realisable value is lower than its cost.

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Notes to the Financial Statements
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Note 9: Property, plant and equipment

2024
$
2023
$
Buildings
At cost
Less accumulated depreciation
Workshop and R&D plant and equipment
At cost
Less accumulated depreciation
Office equipment and software
At cost
Less accumulated depreciation
Sales Demo equipment
At cost
Less accumulated depreciation
Motor vehicles
At cost
Less accumulated depreciation
Written Down Value
Movements in carrying amounts:
Buildings
Balance at the beginning of the year
Additions
Depreciation expense
Carrying amount at the end of the year
Workshop and R&D plant and equipment
Balance at the beginning of the year
Additions
Depreciation expense
Carrying amount at the end of the year
Office equipment and software
Balance at the beginning of the year
Additions
Writeback in depreciation
Depreciation expense
Carrying amount at the end of the year
138,925
138,925
(138,925)
(138,925)

2,098,444
2,098,442
(2,088,433)
(2,085,633)
10,011
12,809
1,471,459
1,453,093
(1,444,005)
(1,422,481)
27,454
30,612
284,415
284,415
(86,509)
(58,068)
197,906
226,347
57,963
57,963
(57,963)
(57,963)

235,371
269,768

134



(134)

12,809
20,501


(2,798)
(7,692)
10,011
12,809
30,612
42,417
18,270
13,817

4
(21,428)
(25,626)
27,454
30,612

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Notes to the Financial Statements
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Sales Demonstration & Testing equipment
Balance at the beginning of the year
Additions
Depreciation expense
Carrying amount at the end of the year
2024
$
2023
$
226,347
254,788


(28,441)
(28,441)
197,906
226,347

Accounting Policy

Plant and equipment are stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of the items.

Depreciation is provided on property, plant, and equipment. Depreciation is calculated on either a diminishing value or straight-line basis to allocate the net cost or other re-valued amount of each asset over its estimated useful life or in the case of certain leased plant and equipment the shorter lease term.

The following estimated useful lives are used in the calculation of depreciation:

  • plant and equipment – 2.5 to 5 years

  • motor vehicles under finance lease – 5 years

  • buildings – 10 years

  • sales demo equipment – 10 years

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Notes to the Financial Statements
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Note 10: Intangible assets

Note 10: Intangible assets
Development
Costs
Patents
Total
$
$
$
At 30 June 2024
Cost (gross carrying amount)
Accumulated amortisation
Net carrying amount
Movements in carrying amounts
Balance at 1 July 2023
Additions
Amortisation expense
Net carrying amount
At 30 June 2023
Cost (gross carrying amount)
Accumulated amortisation
Net carrying amount
Movements in carrying amounts
Balance at 1 July 2022
Additions
Amortisation expense
Net carrying amount
2,564,036
863,967
3,428,003
(447,113)
(599,310)
(1,046,423)
2,116,923
264,657
2,381,580
1,661,636
271,545
1,933,181
708,894
47,691
756,585
(253,607)
(54,579)
(308,186)
2,116,923
264,657
2,381,580
1,855,142
816,276
2,671,418
(193,506)
(544,731)
(738,237)
1,661,636
271,545
1,933,181
770,091
244,948
1,015,039
1,026,787
78,209
1,104,996
(135,242)
(51,612)
(186,854)
1,661,636
271,545
1,933,181

Accounting Policy

Amortisation of Capitalised Development Costs

Capitalised development costs are amortised on a straight-line basis in accordance with AASB108 para.40.

Impairment of assets

At each reporting date, the entity reviews the carrying amounts of its assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, the entity estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised in profit or loss immediately, unless the relevant asset is carried at fair value, in which case the impairment loss is treated as a revaluation decrease.

Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (cash-generating unit) in prior years. A reversal of an impairment loss is recognised

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Notes to the Financial Statements
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in profit or loss immediately, unless the relevant asset is carried at fair value, in which case the reversal of the impairment loss is treated as a revaluation increase.

Intangibles

Internally generated intangible assets, excluding capitalised development costs, are not capitalised and expenditure is recognised in profit or loss in the year in which the expenditure is incurred.

Capitalised Development Costs

Research expenditure is recognised as an expense as incurred. Costs incurred on development projects (relating to the design and testing of new or improved products) are recognised as intangible assets when it is probable that the project will be a success considering its commercial and technical feasibility and its costs can be measured reliably. The expenditure capitalised comprises all directly attributable costs, including costs of materials, services and direct labour. Other development expenditures that do not meet these criteria are recognised as an expense as incurred. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.

The carrying value of an intangible asset arising from development expenditure is tested for impairment annually when the asset is not yet available for use, or more frequently when an indication of impairment arises during the reporting period. All other intangible assets are tested for impairment whenever events or changes in circumstances indicate that the company amount may not be recoverable.

A summary of the policies applied to the Group’s intangible assets is as follows:

Policy Patents Development Costs
Useful lives Finite Finite
Amortisation methods Amortised over the period Amortised over the period
used of expected future of expected future benefits
benefits from the related from the related product
project on a straight-line on a straight-line basis
basis
Internally generated or Acquired Internally generated
acquired
Impairment testing Annually and more Annually for assets not yet
frequently when an available for use and more
indication of impairment frequently when an
exists indication of impairment
exists. The amortisation
method is reviewed at
each financialyear end

Significant estimates: Useful life of Patents and Development Costs

Patents have been assessed as having a useful life and are amortised using the straight-line method over a period of 10 years. The patents have been granted for between 15 and 20 years by the relevant government agency.

New products capitalised during FY24 are amortised using the straight-line method over a period of 5 to 7 years.

Significant estimates: Impairment of Intangible Assets

The group assesses at each reporting date whether there has been events or changes in circumstances indicating whether the carrying value of assets may not be recoverable. The recoverable amount of the cashgenerating units (CGUs) was determined based on value-in-use calculations which require the use of assumptions and estimates for future cashflows.

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Notes to the Financial Statements
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Significant judgement: Development costs capitalised

Development costs are carried at cost less accumulated amortisation and accumulated impairment losses. The net development costs have been subject to impairment testing. If an impairment indication arises, the recoverable amount is estimated, and an impairment loss is recognised to the extent that the recoverable amount is lower than the carrying amount.

Significant judgement: Amortisation of intangible assets

Intangible assets are amortised over their useful lives (5 to 10 years). Amortisation commences when the asset is available for commercial sale.

Description of the Group’s intangible assets

(a) Development costs

Development costs are carried at cost less accumulated amortisation and accumulated impairment losses. The net development costs have been subject to impairment testing. If an impairment indicator arises, the recoverable amount is estimated, and an impairment loss is recognised to the extent that the recoverable amount is lower than the carrying amount.

(b) Patents

Patents have been externally acquired and are carried at cost less accumulated amortisation and impairment losses. This intangible asset has been assessed as having a useful life and is amortised using the straightline method over a period of 10 years. The patents have been granted for between fifteen and twenty years by the relevant government agency. If an impairment indication arises, the recoverable amount is estimated, and an impairment loss is recognised to the extent that the recoverable amount is lower than the carrying amount.

(c) Impairment

The board determined that the underlying assumptions supporting the future economic benefit from the intangible assets were sufficient. As a result, the board has not impaired these assets (2023: nil).

Note 11: Provisions

2024
$
2023
$
Current
Employee entitlements – long service leave
Employee entitlements – annual leave
Provision for warranty
Onerous contract provision1
Non-current
Employee entitlements – long service leave
Lease – “Make Good” Provision
229,244
202,710
288,394
336,320
144,352
303,057
2,703
33,153
664,693
875,240
70,547
54,874
150,000
150,000
220,547
204,874

1 Reduction in provision due to the completion of an onerous long-term contract, residual amount is a provision for retention payments.

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Notes to the Financial Statements
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Accounting Policy

Provision is made for benefits accruing to employees in respect of wages and salaries, annual leave, long service leave, and sick leave when it is probable that settlement will be required, and they are capable of being measured reliably. Provisions made in respect of wages and salaries, annual leave, long service leave, and sick leave expected to be settled within 12 months are measured at their nominal values using the remuneration rate expected to apply at the time of settlement.

When it is probable that the future costs to complete a contract will exceed future revenues, the expected loss is recognised as a provision for onerous contract and as an expense immediately.

Significant judgement: Warranty provision

In determining the level of provision required for warranties, the consolidated entity has made judgments in respect of the expected performance of the products, the quantity of customers who will claim under the warranty and how often, and the costs of fulfilling the conditions of the warranty. The provision is based on estimates made from historical warranty data associated with similar products and services.

Note 12: Notes to the cash flow statement

For statement of cash flow purposes, cash and cash equivalents includes cash on hand and deposits held at call with financial institutions.

(a) Reconciliation of cash

For the purpose of the cash flow statement, cash includes cash on hand and in banks and short-term deposits with banks. Cash at the end of the financial year as shown in the cash flow statement is reconciled to the related items in the statement of financial position as follows:

2024
$
2023
$
Australian Dollar bank accounts
British Sterling bank accounts
US Dollar bank accounts
Euro bank accounts
Rand bank account
294,954
363,214
56,524
56,460
115,579
686,949
4,631
(17)
6,674
6,631
478,362
1,113,237

(b) Reconciliation of Profit / (loss) after income tax to the net cash used in operating activities

2024
$
2023
$
Profit / (loss) after tax
Non-cash items:
Depreciation and amortisation
Exchange differences on foreign operations
Change in operating assets and liabilities
Decrease/(increase) in trade and other receivables
Decrease/(increase) in inventories
Decrease/(increase) in contract assets
Decrease/(increase) in contract costs
Increase in other assets
(Decrease)/increase in right of use asset
(Decrease)/increase in trade and other payables
(Decrease)/increase in provisions
(2,483,370)
(939,983)
475,418
363,313
3,428
(145,626)
2,096,544
48,177
(133,462)
(341,002)
40,123
(20,793)
(96,356)
942,161
51,510
193,791
89,925
(193,015)
(121,398)
1,464,609
(194,873)
(38,895)

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Notes to the Financial Statements
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(Decrease)/increase in contract liabilities
(Decrease)/increase in lease liability
Net outflow from operating activities
15,279
(617,702)
(89,925)
58,835
347,157
773,870

Note 13: Contributed equity

2024
No.
2024
$
2023
No.
2023
$
Ordinary shares
Balance at the beginning of financial
year
Balance at the end of the financial year*
446,997,439
35,908,371
446,997,439
35,908,371
446,997,439
35,908,371
446,997,439
35,908,371

*Balance excludes 1,553,975 Treasury Share held in trust for DESP.

Fully paid ordinary shares carry one vote per share and carry the right to dividends. Ordinary shares have no par value, and the Company does not have a limited amount of authorised capital.

Management Compensation Plan

The DTI Management Compensation Plan (MCP) has been established by the Board to permit shares to be issued by the Company to executive employees as part of an LTI.

The shares are recognised at the closing share price on the grant date as an incentive expense, with a corresponding increase in equity at the time that the employees unconditionally become entitled to the shares.

The Company has established the MCP to assist in the motivation, retention and reward of employees and replaces the DTI Employee Share Plan.

No shares were issued during the year ended 30 June 2024.

Accounting Policy

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds. If the Company re-acquires its own equity instruments, for example as a result of a share buy-back, those instruments are deducted from equity and the associated shares are cancelled. No gain or loss is recognised in profit or loss and the consideration paid including any directly attributable incremental costs (net of income taxes) is recognised directly in equity.

The Group’s principal financial instruments are cash, trade and other receivables, trade and other payables, and borrowings. The main purpose of these financial instruments is to raise finance for the Group’s operations. The Group has various other financial assets and liabilities such as trade and other receivables and trade payables, which arise directly from its operations. The Group does not enter derivative transactions. The main risks arising from the Group’s financial instruments are interest rate risk, liquidity risk, credit risk and foreign exchange risk. The Board reviews and agrees policies for managing each of these risks.

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Note 14: Financial risk management

The following table details the Group’s exposure to interest rate risk. The amounts disclosed in the tables are the contractual undiscounted cash flows. The payables cash flows equal their carrying balances as the impact of discounting is not significant.

Maturing
1 Year or
Less
$
Over 1 to 2
Years
$
Over 2
Years
$
Total
Contractual
Cash Flows
$
Total
Carrying
Value
$
Weighted
Average
Active
Interest
Rate
%
30 June 2024
Financial Liabilities
Fixed rate
Other borrowings
Lease liability
Non-interest bearing
Payables
612,647
612,647 612,647 0.53%
134,666 127,955
262,621 213,819 22.82%
4,798,290
4,798,290 4,798,290
5,545,603 127,955
5,673,558 5,624,756
Maturing
1 Year or
Less
$
Over 1 to 2
Years
$
Over 2
Years
$
Total
Contractual
Cash Flows
$
Total
Carrying
Value
$
Weighted
Average
Active
Interest
Rate
%
30 June 2023
Financial Liabilities
Fixed rate
Other borrowings 35,778
35,778 35,778 3.03%
Lease liability 129,486 134,666
127,955
392,107 303,744 29.09%
Non-interest bearing
Payables 4,919,688
4,919,688 4,919,688
5,084,952 134,666
127,955
5,347,573 5,259,210

Net Fair Value

The carrying amount of financial assets and financial liabilities recorded in the financial statements represents their respective net fair values, determined in accordance with the accounting policies disclosed in Note 25.

Credit Risk Exposure

The Group's maximum exposure to credit risk at reporting date in relation to each class of recognised financial assets is the carrying amount of those assets as disclosed in the statement of financial position. There are no historical default rates in respect of receivables. Cash balances and term deposits are held with financial institutions of minimum AA ratings.

The Group applies the AASB 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables.

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To measure the expected credit losses (ECL), trade receivables have been grouped based on shared credit risk characteristics and the days past due. The expected loss rates are based on the payment profiles of sales over a period of 12 month before 1 July 2024 and the corresponding historical credit losses experienced within this period. The historical loss rates are adjusted to reflect current and forward-looking information on macroeconomic factors affecting the ability of the customers to settle the receivables. The customer type and macro-economic factors in the customer’s market have been determined to be the most relevant factors for assessing ECL.

Trade receivables are 100% credit impaired when there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include, amongst others, the failure of a debtor to engage in a repayment plan with the group and a failure to make contractual payments for a period of greater than 120 days past due.

On this basis, the loss allowance at the amount equal to the expected lifetime credit losses under the simplified approach as at 30 June 2024 and 30 June 2023 is:

30 June 2024 Current More
Than 30
Days Past
Due
More
Than 60
Days Past
Due
More
Than 90
Days Past
Due
Credit
Impaired
Total
Expected loss rate
Gross carrying amount of
trade receivables
0% 0%
0%
6%
100%
$861,415 $84,458
$27,154
$783,234
$0 $1,756,261
Loss allowance $0 $0
$0
$44,761
$0 $44,761
30 June 2023 Current More
Than 30
Days Past
Due
More
Than 60
Days Past
Due
More Than
90 Days
Past Due
Credit
Impaired
Total
Expected loss rate
Gross carrying amount of
trade receivables
0%
$2,068,743
0%
0%
9%
$333,213
$427,162
$1,077,630
100%
$0
$3,906,748
Loss allowance $0 $0
$0
$93,276
$0 $93,276

Allowance for expected credit losses

The allowance for expected credit losses assessment requires a degree of estimation and judgement. It is based on the lifetime expected credit loss, grouped based on days overdue, and makes assumptions to allocate an overall expected credit loss rate for each group. These assumptions include recent sales experience, historical collection rates, the impact of the Coronavirus (COVID-19) pandemic and forwardlooking information that is available. The allowance for expected credit losses is calculated based on the information available at the time of preparation. The actual credit losses in future years may be higher or lower.

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Foreign Exchange Risk

The Group has transactions in currencies other than Australian Dollars which carry receivables and payables in the respective currency. These financial instruments are not hedged. The Group’s exposure to foreign currency risk at the end of the reporting period, expressed in Australian dollars, was as follows:

30 June 2024 30 June 2023
USD
$
EUR
$
GBP
$
ZAR
$
USD
$
EUR
$
GBP
$
ZAR
$
Cash
Trade and other debtors
Trade and other payables
Exchange rates
115,579 4,631
56,524
6,674
686,949
(17)
56,460
1,932,782
84,294
343,599
(1,451,041)

(594,035)
6,631
4,568
(384,248)
860,848 87,756
250,759
1,806
(930,846) (3,228)
(625,544)
(219,426)
45,581 89,159
(318,261)
(210,946)
1,168,690
84,277
(193,976)
(373,049)
0.6624 0.6196
0.5244
12.1951
0.6630
0.6099
0.5250
12.3762

Interest Rate Risk

The Group's loan and lease arrangements are subject to fixed interest rates and therefore would not have been impacted by any increase/decrease in interest rates during the current year.

Profit is sensitive to higher/lower interest income from cash and cash equivalents and term deposits because of changes in interest rates. At year end the Group’s bank account was earning interest of 0.25 per cent (2023: 4 per cent).

Liquidity Risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Board's approach to managing liquidity is to ensure, as far as possible, that the Group will always have sufficient liquidity to meet its liabilities when due. As at 30 June 2024 and the date of this report, the Group has sufficient liquid assets to meet its financial obligations. Refer to Note 19 Going Concern for further details.

Sensitivity Analysis

Interest Rate Risk

The Group's loan and lease arrangements are subject to fixed interest rates and therefore would not have been impacted by any increase/decrease in interest rates during the current year. Accordingly, an increase in interest rates would not have impacted the Group's interest expense.

Movements in interest rates on the Group’s bank accounts and term deposits would not have a significant impact on the Group’s results for the year.

Foreign Exchange Rate Risk

Based on the financial instruments held at 30 June 2024, had the Australian dollar weakened by 5 per cent against the US Dollar, Euro, British Sterling and South African Rand, with all other variables held constant, the Group’s pre-tax results for the year would have been $20,955 better (2023: $22,988 better). If the Australian dollar had strengthened the corresponding impact would be a reduction in pre-tax results by approximately the same amount.

Price Risk

Investments held are not listed or traded in active markets and therefore no price risk arises.

Note 15: Capital management

The Group’s objectives when managing capital are to:

  • safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders; and

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  • maintain an optimal capital structure to reduce the cost of capital.

To maintain or adjust the capital structure, the Group may adjust the value of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

Note 16: Reserves and accumulated losses

Note 16: Reserves and accumulated losses
2024
$
2023
$
Reserves
Employee Share Plan reserve
Foreign currency translation reserve
Employee Share Plan Reserve
Balance 1 July
Arising on share-based payments
Balance 30 June
478,968
478,968
(302,477)
(306,098)
176,491
172,870
478,968
478,968

478,968
478,968

During the operation of the DTI Employee Share Plan (currently suspended), the Employee Share Plan Reserve would record an expense over the vesting period for the value of the shares to be issued. As the plan is currently suspended, the Employee Share Plan Reserve has been retained at its former balance.

2024
$
2023
$
Foreign currency translation reserve
Balance 1 July
Currency translation differences – current year
Balance 30 June
(306,098)
(186,160)
3,621
(119,938)
(302,477)
(306,098)

The foreign currency translation reserve is used to record exchange differences arising from the translation of the financial statements of foreign subsidiaries.

2024
$
2023
$
Accumulated losses
Balance 1 July
Impact of changes in accounting policies
Net profit / (loss) for the year
Balance 30 June
(29,697,546)
(28,757,563)


(2,483,370)
(939,983)
(32,180,916)
(26,697,546)

Note 17: Share-based payments

No shares were issued to executives under the DTI Management Compensation Plan (MCP). Details of the MCP are in Note 13.

The Group additionally has the capacity to issue equity securities to suppliers under the ASX Listing Rules as an alternate method of payment for goods or services provided. The grant date fair value of share-based payment awards granted to suppliers is recognised as a separate expense, contained within Share-based payments expenses , with a corresponding increase in equity over the period that the supplier provides the

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service or becomes unconditionally entitled to the award. The Group entered into such share-based payment transactions by way of extinguishing a short-term loan in a prior year. Given the nature of this payment, it was not recognised as a share-based payment expense but rather as a reduction of a liability.

The DTI Employee Share Plan (DESP) has been established by the Board to permit shares to be issued by the company to employees for no cash consideration and has been put in place by the company. No shares were issued in the current year.

2024
2023
Allocated
Avail. To
Allocate
Allocated
Avail. To
Allocate
2024
2023
Allocated
Avail. To
Allocate
Allocated
Avail. To
Allocate
Opening Balance
Shares Granted
Shares allocated
Shares vested to employees
Shares forfeited
Shares available / Closing Balance




















Note 18: Right of use asset & lease liability

2024
$
2023
$
Right of use asset
Current
Property – Land
Lease Liability
Current
Property - Land
Non-Current
Property - Land
219,583
334,148
104,330
89,925
109,490
213,819

Amounts recognised in the statement of profit or loss

The statement of profit or loss shows the following amounts relating to leases:

2024
$
2023
$
Depreciation charge of right-of-use assets
Property - Land
Finance costs
Interest expense
114,565
114,565
18,919
39,561

Leases are recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is available for use by the group. Each lease payment is allocated between the liability and finance cost. The finance cost is charged to profit or loss over the lease period to produce a constant periodic rate of interest

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on the remaining balance of the liability for each period. The right-of-use asset is depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis.

Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the fixed payments (including in-substance fixed payments).

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, the lessee’s incremental borrowing rate is used, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions.

Right-of-use assets are measured at cost comprising the following:

  • the amount of the initial measurement of lease liability

  • any lease payments made at or before the commencement date less any lease incentives received

Payments associated with short-term leases are recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less.

Note 19: Going concern

The financial statements have been prepared on a going concern basis, which contemplates the continuity of normal business activity and the realisation of assets and the settlement of liabilities in the ordinary course of business. The Group recorded a loss after tax of $2.48 million for the year ended 30 June 2024 (2023: $0.940 million loss) and had operating cash outflows of $0.347 million (2023: $0.774 million inflow).

The ability of the Group to continue as a going concern may be dependent upon continued financial support from its Directors, related parties and creditors, and on securing additional funding through capital raising or debt funding to continue to meet its working capital requirements in the next 12 months. These conditions indicate a material uncertainty that may cast significant doubt that the Group will continue as a going concern and therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of business.

The Directors believe the Group will continue as a going concern based on the following considerations:

  • The business forecast shows positive cash flow for the next 12 months to 31 August 2025;

  • The successful implementation of the turnaround plan including a continued focus on projects and contracts that generate positive returns;

  • Continued improvement in project performance coupled with a strong working capital and net asset position;

  • Continued reduction of cash burn; and

  • Implementation of the new strategy to return to DTI to profitability.

  • During July 2024, DTI Group signed a $900,000 financing facility. The receipt of these funds is timed to meet business needs and support planned growth of the business. This is also reported in note 21.

Should the Group be unable to continue as a going concern, it may be required to realise its assets and extinguish its liabilities other than in the normal course of business and at amounts different from those stated in the financial report. The financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts nor to the amounts and classification of liabilities that may be necessary should the Group be unable to continue as a going concern.

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Note 20: Contingencies and commitments

There were no contingent liabilities or assets as at 30 June 2024.

There were no commitments as at 30 June 2024.

Note 21: Events occurring after the reporting period

DTI Group was awarded the contract by Adelaide Metro Operations Pty Ltd for the design, manufacture and supply of a Public Address, Closed circuit television and Information System (PACIS) for the upgrade of the Citadis and Flexity Torrens Connect Trams in Adelaide. The contract value is in excess of AUD$4 million commencing in September 2024 with all works scheduled to be completed by February 2027.

During July 2024, DTI Group signed a $900,000 financing facility. The receipt of these funds is timed to meet business needs and support planned growth of the business.

No other matters or circumstances have arisen that have significantly affected or may significantly affect the operations of DTI Group Ltd, the results of those operations or the state of affairs of DTI Group Ltd in subsequent years that is not otherwise disclosed in this report.

Note 22: Earnings/(Loss) per share

Basic Earnings / (Loss) per Share

Basic earnings per share is calculated by dividing:

  • the profit or loss attributable to owners of the company, excluding any costs of servicing equity other than ordinary shares;

  • by the weighted average number of ordinary shares outstanding during the financial year,

adjusted for bonus elements in ordinary shares issued during the year.

Diluted Earnings / (Loss) per Share

Diluted earnings/(loss) per share adjusts the figures used in the determination of basic earnings per share to take into account:

  • the after income 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.

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Earnings /(loss) per share 2024
Cents per
Share
2023
Cents per
Share
Basic earnings / (loss) per share (cents per share)
Diluted earnings / (loss) per share (cents per share)
Reconciliation of profit / (loss) used in calculating earnings/(loss) per
share
(0.56)
(0.21)
(0.56)
(0.21)
2024
$
2023
$
The following reflects the income/(loss) and share data used in the
calculations of basic and diluted earnings per share:
Profit/(loss) used in calculating basic and diluted earnings per share
Weighted average number of shares used as the denominator
(2,483,370)
(939,983)
2024
Number of
Shares
2023
Number of
Shares
Weighted average number of ordinary shares used in calculating basic
earnings/(loss) per share
Weighted average additional shares issued during the period
Adjusted weighted average number of ordinary shares used in
calculating diluted earnings/(loss) per share
446,997,439
446,997,439

446,997,439
446,997,439

Note 23: Related-party transactions

(a) Key management personnel

(a) Key management personnel
2024
$
2023
$
Compensation by category:
key management personnel
Short-term benefits
Post-employment benefits
Share based payments
619,277
713,445
56,440
58,220

675,717
771,665

Detailed remuneration disclosures are provided in the remuneration report on pages 20 to 27.

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(b) Subsidiaries

The consolidated financial statements include the following subsidiaries:

Name
Incorporation
Shares
Equity
%
2024
2023
DTI Capital Pty Ltd
Australia
Ordinary
Virtual Observer Pty Ltd
Australia
Ordinary
DTI EMEA Limited
UK
Ordinary
DTI USA Holdings Inc
USA
Ordinary
DTI USA Inc(i)
USA
Ordinary
Digital Technology International
(SA) (Pty) Ltd
South Africa
Ordinary
100
100
100
100
100
100
100
100
100
100
100
100

(i) This entity is owned by DTI USA Holdings Inc.

Note 24: Parent entity financial information: DTI Group Ltd

The individual financial statements for the parent entity show the following amounts:

2024
$
2023
$
Statement of Financial Position
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Non-current liabilities
Total liabilities
Net Assets
Shareholders’ equity:
Issued capital
Employee share plan reserve
Accumulated losses
Total Equity
Statement of Loss and
Other Comprehensive Loss
Profit/(loss) for the year
Total comprehensive loss
7,197,364
8,583,905
2,961,534
3,042,137
10,158,898
11,626,042
5,716,835
4,554,740
330,037
872,437
6,046,872
5,427,177
4,112,026
6,198,865
35,908,371
35,908,371
478,967
478,967
(32,275,312)
(30,188,473)
4,112,026
6,198,865
(2,086,839)
377,497
(2,086,839)
377,497

Contingent liabilities

The parent has no contingent liabilities at 30 June 2024.

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Bank guarantee

The parent has provided a bank guarantee of $505,041.

The Company has given bank guarantees relating to performance requirements of contracts. A bank guarantee in relation to this contract of $380,041 (2023: $380,041) is included in the amounts above.

Under the contract for the lease of land on which the office and workshop facilities are situated, the Company may at some future point (at the option of the Lessor) be required to “make good” the land and remove the building and any improvements thereon. A bank guarantee of $125,000 (2023: $125,000), for this contract, is included in the amounts above.

Refer to Note 7 for more details.

Note 25: Summary of significant accounting policies

Statement of Compliance

This financial report includes the consolidated financial statements and notes of the Group. The financial report is a general purpose financial report which has been prepared in accordance with the Corporations Act 2001 , Australian Accounting Standards, Australian Accounting Interpretations, and other authoritative pronouncements of the Australian Accounting Standards Board. The Group’s financial statements and accompanying notes also comply with International Financial Reporting Standards (IFRS).

DTI is a for-profit company limited by shares incorporated in Australia whose shares have been publicly traded on the Australian Securities Exchange from 9 December 2014.

The financial statements were authorised as per the Directors’ declaration on page 67 dated 30 September 2024.

New or amended Accounting Standards and Interpretations adopted

The Group has adopted all the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board (“AASB”) that are mandatory for the current reporting period.

Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.

Basis of Preparation

The financial report has been prepared on a historical cost basis. Cost is based on the fair values of the consideration given in exchange for assets. In the application of IFRS management is required to make judgments, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources.

The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstance, the results of which form the basis of making the judgments. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Accounting Policies

Accounting policies are selected and applied in a manner which ensures that the resulting financial information satisfies the concepts of relevance and reliability, thereby ensuring that the substance of the underlying transactions or other events is reported.

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The accounting policies set out below have been applied in preparing the financial statements for the year ended 30 June 2024 and the comparative information presented in these financial statements for the year ended 30 June 2023.

The following significant accounting policies have been adopted in the preparation and presentation of the financial report:

(a) Principles of consolidation

Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and can affect those returns through its power to direct the activities of the entity.

(b) Classification and initial measurement of financial assets (AASB 9 Financial Instruments) Recognition and derecognition

Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the financial instrument.

Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and substantially all the risks and rewards are transferred. A financial liability is derecognised when it is extinguished, discharged, cancelled, or expires.

Financial assets are classified according to their business model and the characteristics of their contractual cash flows and are initially measured at fair value adjusted for transaction costs (where applicable).

Subsequent measurement of financial assets

For the purpose of subsequent measurement, financial assets, other than those designated and effective as hedging instruments, are classified into the following four categories:

  • Financial assets at amortised cost

  • Financial assets at fair value through profit or loss (FVTPL)

  • Debt instruments at fair value through other comprehensive income (FVTOCI)

  • • Equity instruments at FVTOCI

All income and expenses relating to financial assets that are recognised in profit or loss are presented within finance costs, finance income or other financial items, except for impairment of trade receivables which is presented within other expenses.

Financial assets at amortised cost

Financial assets with contractual cash flows representing solely payments of principal and interest and held within a business model of ‘hold to collect’ contractual cash flows are accounted for at amortised cost using the effective interest method. The Group’s trade and most other receivables fall into this category of financial instruments.

Impairment of financial assets

AASB 9’s new forward looking impairment model applies to Group’s investments at amortised cost and debt instruments at FVTOCI. The application of the new impairment model depends on whether there has been a significant increase in credit risk.

Trade and other receivables and contract assets

The Group makes use of a simplified approach in accounting for trade and other receivables as well as contract assets and records the loss allowance at the amount equal to the expected lifetime credit losses. In

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using this practical expedient, the Group uses its historical experience, external indicators and forward-looking information to calculate the expected credit losses using a provision matrix (Refer Note 14).

(c) Foreign currency

Functional and presentation currency

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (‘the functional currency’).

The consolidated financial statements are presented in Australian dollars, which is the Company’s functional and presentation currency.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are generally recognised in profit or loss. They are deferred in equity if they relate to qualifying cash flow hedges and qualifying net investment hedges or are attributable to part of the net investment in a foreign operation.

Foreign exchange gains and losses that relate to borrowings are presented in the consolidated statement of profit or loss in finance costs. All other foreign exchange gains and losses are presented in the income statement on a net basis within other income or other expenses.

Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss.

For example, translation differences on non-monetary assets and liabilities such as equities held at fair value through profit or loss are recognised in profit or loss as part of the fair value gain or loss and translation differences on non-monetary assets such as equities classified as available-for-sale financial assets are recognised in other comprehensive income.

Group companies

The results and financial position of foreign operations (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

  • assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that statement of financial position;

  • income and expenses for each statement of profit or loss and other comprehensive income are translated at average exchange rates (unless this is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions); and

  • all resulting exchange differences are recognised in other comprehensive income.

Goods and services tax

Revenues, expenses, and assets are recognised net of the amount of goods and services tax (GST), except:

  • where the amount of GST incurred is not recoverable from the taxation authority, it is recognised as part of the cost of acquisition of the asset or as part of the item of expense; or

  • for receivables and payables which are recognised inclusive of GST.

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The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables.

Cash flows are included in the statement of cash flows on a gross basis. The GST component of cash flows arising from investing and financing activities which is recoverable from, or payable to, the taxation authority is classified as operating cash flows.

(d) Comparative Figures

Where required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial year.

(e) Significant accounting estimates and judgements

Estimation of onerous contracts provision

When the Group is aware that it is probable that the future costs to complete a contract will exceed future revenues, the expected loss is recognised as a provision for onerous contract and as an expense immediately. Estimation is involved in determination of total contract costs and forecast costs to complete.

Coronavirus (COVID-19) pandemic

Judgement has been exercised in considering the impacts that the Coronavirus (COVID-19) pandemic has had, or may have, on the consolidated entity based on known information. This consideration extends to the nature of the products and services offered, customers, supply chain, staffing and geographic regions in which the consolidated entity operates. Other than as addressed in specific notes, there does not currently appear to be either any significant impact upon the financial statements or any significant uncertainties with respect to events or conditions which may impact the consolidated entity unfavourably as at the reporting date or subsequently as a result of the Coronavirus (COVID-19) pandemic.

(f) Auditor’s remuneration

(f) Auditor’s remuneration
2024
$
2023
$
Remuneration of the auditors of the entities for:
BDO Audit (WA) Pty Ltd
Auditing the full year financial report
Reviewing the half year financial report
Hall Chadwick WA
Auditing the full year financial report
Reviewing the half year financial report



32,500
55,000
51,000
32,000
87,000
83,500

Note 26: Company information

DTI Group Ltd is a listed public company (ASX: DTI), incorporated and operating in Australia.

Registered office and principal place of business

31 Affleck Road Perth Airport, WA, 6105 Tel: (08) 9479 1195 Internet: www.dti.com.au

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Notes to the Financial Statements
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Consolidated Entity Disclosure Statement

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Consolidated Entity Disclosure Statement
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Consolidated entity disclosure statement as at 30 June 2024

Basis of preparation

This consolidated entity disclosure statement has been prepared in accordance with s295(3A)(a) of the Corporations Act 2001 and includes the required information for DTI Group Limited and the entities it controls in accordance with AASB 10 Consolidated Financial Statements .

Tax residency

S295(3A)(vi) of the Corporations Act 2001 defines tax residency as having the meaning in the Income Tax Assessment Act 1997 . The determination of tax residency may involve judgement as there are different interpretations that could be adopted and which could give rise to different conclusions regarding residency.

In determining tax residency, the consolidated entity has applied the following interpretations:

Australian tax residency

Current legislation and judicial precedent has been applied, including having regard to the Tax Commissioner’s public guidance in Tax Ruling TR 2015/5 .

Foreign tax residency

Where appropriate, independent tax advisers have been engaged to assist in the determination of tax residency to ensure applicable foreign tax legislation has been complied with.

Entity name
Entity type(i)
Country of
Incorporation
Percentage of
share capital
held (if
applicable)
Australian or
foreign tax
resident
Foreign Tax
jurisdiction (if
applicable)
DTI Group Limited
Body corporate
DTI Capital Pty Ltd
Body corporate
Virtual Observer Pty
Ltd
Body corporate
DTI EMEA Limited
Body corporate
Digital Technology
International (SA)
(Pty) Ltd
Body corporate
DTI USA Holdings
Inc.
Body corporate
DTI USA Inc.(iii)
Body corporate
Australia
N/A
Australian(ii)
Australia
100%
Australian(ii)
Australia
100%
Australian(ii)
United
Kingdom
100%
Foreign
South Africa
100%
Foreign
United States
of America
100%
Foreign
United States
of America
100%
Foreign
N/A
N/A
N/A
United
Kingdom
South Africa
United States
of America
United States
of America

(i) There are no trusts, partnerships or joint ventures within the consolidated entity. Accordingly, none of the above entities was a trustee of a trust within the consolidated entity, a partner in a partnership within the consolidated entity or a participant in a joint venture within the consolidated entity.

(ii) This entity is part of a tax-consolidated group under Australian taxation law, for which DTI Group Limited is the head entity.

(iii) This entity is owned by DTI USA Holdings Inc.

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Directors’ declaration

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Directors’ Declaration
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Directors’ Declaration

In the opinion of the Directors of DTI Group Ltd ("Company"):

  1. The financial statements and accompanying notes set out on pages 33-63 are in accordance with the Corporations Act 2001 , and

  2. (i) comply with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and

  3. (ii) give a true and fair view of the consolidated entity’s financial position as at 30 June 2024 and of its performance for the year ended on that date.

  4. In the opinion of the Directors, the information disclosed in the consolidated entity disclosure set out on page 65 is true and correct.

  5. 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.

  6. The Company has included in the notes to the financial statements an explicit and unreserved Statement of Compliance with International Financial Reporting Standards.

The Directors have been given the declarations by the Chief Executive Officer and Chief Financial Officer required by section 295A of the Corporations Act 2001 .

This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the Directors by:

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Greg Purdy Chairperson 30 September 2024 Melbourne, Australia

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Auditor’s Report

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Corporate Directory
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Corporate Directory
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Corporate Directory

Directors

Mr Greg Purdy Non-Executive Chairperson Mr Steve Gallagher Non-Executive Director Mr Andrew Lewis Non-Executive Director Mr Chris Afentoulis Non-Executive Director Mr Paul Gillespie Non-Executive Director

Non-Executive Chairperson

Company Secretary Mr Harry Miller Registered and 31 Affleck Road Principal Office Perth Airport WA 6105 Telephone: (08) 9479 1195 Facsimile: (08) 9479 1190 Website: www.dti.com.au Auditor Hall Chadwick WA 283 Rokeby Road Subiaco WA 6008 Share Registrar Computershare Investor Services Pty Limited Yarra Falls 452 Johnston Street Abbotsford Vic 3067 Bankers Commonwealth Bank of Australia 300 Murray Street Perth WA 6000 Stock Exchange Listing DTI Group Ltd shares are listed on the Australian Securities Exchange (ASX code: DTI)

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Additional ASX Information
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Additional ASX Information

The shareholder information set out below was applicable at 16 August 2024.

Ordinary Share Capital

448,551,414 fully paid ordinary shares (inclusive of DTI Treasury shares) held by 550 individual shareholders. All issued ordinary shares carry one vote per share and are entitled to dividends.

Distribution of Holders of Equity Securities

Size of Holding Number of
Shareholders
Percentage of
Shareholding
1 – 1,000 35 0.00
1,001 – 5,000 126 0.08
5,001 – 10,000 79 0.14
10,001 – 100,000 194 1.60
100,001 and over 116 98.18
Total 550 100.00

There were 396 holders with less than a marketable parcel of ordinary shares.

Twenty Largest Registered Shareholders

Rank Name Number of
Shares
Percentage
of Issued
Shares
%
1 INVIA CUSTODIAN PTY LIMITED 224,085,083 49.96
2 J P MORGAN NOMINEES AUSTRALIA PTY LIMITED 110,543,010 24.64
3 INDUCAM NV/C 6,203,078 1.38
4 MS SHARRON SILLS 6,200,099 1.38
5 MONEX BOOM SECURITIES (HK) LTD 6,072,222 1.35
6 BNP PARIBAS NOMINEES PTY LTD 4,938,330 1.10
7 BLUEKARA PTY LTD 4,646,880 1.04
8 LTC GROUP HOLDINGS PTY LTD 4,244,288 0.95
9 EMERALD SHARES PTY LIMITED 3,750,000 0.84
10 ENERVIEW PTY LTD 3,525,927 0.79
11 WOOD STREET PTY LTD 3,034,886 0.68
12 LTC GROUP HOLDINGS PTY LIMITED 2,676,856 0.60
13 LEGRANDE INVESTMENTS PTY LTD 2,508,485 0.56
14 HUMDINGER PTY LTD 2,248,210 0.50
15 PROTEA HOLDINGS PTY LTD 2,200,000 0.49
16 MR BRADFORD PINTO 2,090,000 0.47
17 MR NEIL EDWARD GOODEY 1,928,318 0.43
18 MR MATTHEW DAVID STRACK 1,915,773 0.43
19 MORNINGSTAR AU PTY LTD 1,800,000 0.40
20 FINESHORE PTY LTD 1,696,121 0.38
Total 396,307,556 88.35

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Substantial Shareholders

The names of substantial shareholders which have notified the Company in accordance with section 671B of the Corporations Act 2001 are:

of the Corporations Act 2001 are:
Fully Paid Ordinary Shares
Name Number %
INVIA CUSTODIAN PTY LIMITED A/C> 224,085,083 49.96
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED 110,543,010 24.64

Voting Rights

Subject to any special rights or restrictions attached to any class or classes of shares in the Company, at a general meeting every holder of shares present in person or by proxy, body corporate representative or attorney has one vote on a show of hands and one vote for each Share held on a poll.

Votes are cast by a show of hands unless a poll is demanded. The chairperson of the meeting or least five Shareholders entitled to vote on the resolution or shareholders with at least 5 per cent of the votes that may be cast on the resolution may demand a poll.

Escrowed Shares

The number of shares subject to voluntary escrow is nil (2023: Nil).

On-market Buyback

The Company is not currently conducting an on-market buyback of its shares.

Company Secretary

Mr. Harry Miller

Registered and Principal Office

31 Affleck Road Perth Airport WA 6105 Telephone: (08) 9479 1195 Facsimile: (08) 9479 1190 Website: www.dti.com.au

Share Registrar

Computershare Investor Services Pty Limited Yarra Falls 452 Johnston Street Abbotsford Vic 3067

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