General Capital (GEN:NZ) releases strong preliminary result

General Capital Limited
Level 7, 12-26 Swanson Street,
PO Box 1314, Shortland Street,
Auckland, New Zealand. 1140.
Phone +64 9 304 0145
Fax +64 9 358 3858


General Capital (GEN:NZ) releases strong preliminary results.

General Capital Ltd, (GEN) the financial services group, which listed in August 2018 by way
of a Reverse Acquisition using the listed shell Mykco Ltd has announced its Preliminary
Results to 31-03-19.

Mr. Rewi Bugo, the Chairman of Directors of General Capital advised as follows:

 GEN released its Interim Report for the 6 months to 30-09-18 on 17-12-18.
Mykco had purchased the Financial Services Businesses 7 weeks before 30-09-18.
We wrote off the costs of listing and acquisition totaling in excess of $500,000
(including the costs of acquiring the shell) in the period to 30-09-18.
 The Group has made a profit of $91,213 for the second 6 months resulting in a
reduced loss of $458,088 for the full year (Down from $549,301).
 Revenue has increased by 214% to $2,136,267 year on year.
 Total Assets have increased by 46% to $23,907,684 year on year.

Mr. Bugo said “The listing and acquisition process disrupted the normal workflow for a
significant period the financial year. All of those matters are behind us now and we are
pleased to advise that we are experiencing strong growth. The growth started early into the
2
nd
six months and the trend has continued into the new financial year. We are seeing strong
growth on a monthly basis now and we will give a detailed presentation at our Annual
Meeting.”.

Mr. Brent King, Managing Director said “This has been a very solid result. We have built on
the assets of the Group and introduced new branding, promotion and capital. We now have
a very solid base and we are seeing consistent demand for our Secured Deposits and hence
we have strong cash inflow. This is allowing us to increase our loan book. The increase in
market awareness of General Finance is resulting in growth in demands for loans and as a
result growth in interest and fee income”.

Mr. King said “The major impact of the year is of course the expenses relating to listing. If
we had not written these off clearly we would have had a positive result. Further the
majority of the expenses ($405,280 being the cost of acquiring the shell) was a non-cash
item. The accounting standards are complex for Reverse Acquisitions. I strongly
recommend that all current and potential investors review the full Preliminary
Announcement paying special attention to the notes including the Key Drivers of Variance.

We want to ensure that investors understand that the post acquisition period has shown
strong growth and profits and that they do not get confused by accounting rules relating to
the Reverse Acquisition.”

For Further Information contact

Mr. Brent King
Managing Director
+64 21 632 660
Brent.King@gencap.co.nz

---

Reporting Period
Previous Reporting Period
Revenue from ordinary activities
Profit (loss) from ordinary activities
after tax attributable to security
holders.
Net profit (loss) attributable to
security holders.
Interim/Final Dividend
It is not proposed to pay dividends
Record Date
Dividend Payment Date
Comments:Refer to Directors' Report
Not Applicable
Not Applicable
Not Applicable
Not Applicable
Amount Per Security
General Capital Limited
Results for announcement to the market
12 months to 31 March 2019
12 months to 31 March 2018
Imputed amount per security
Amount
$2,136,267
($458,088)
($458,088)
Percentage change
214%
40% (increase in loss)
40% (increase in loss)

DIRECTORS' REPORT
BACKGROUND
AUDIT
FINANCIAL PERFORMANCE
Year endedYear ended
31 Mar31 Mar
20192018VarIncrease %
Net loss after tax
($458,088)($326,650)($131,438)
40%
Earnings / (loss) per share
1
(0.46)(4.14) 3.68
-89%
31 Mar31 Mar
20192018VarIncrease %
Total assets
$23,907,684$16,381,278$7,526,406
46%
Total liabilities
$15,155,024$11,700,556$3,454,468
30%
Total equity
$8,752,660$4,680,722$4,071,938
87%
NTA per share
2
3.54 10.08 (6.54)
-65%
Adjusted NTA per share
2
3.54 2.47 1.07
43%
NA per share
2
5.69 23.86 (18.17)
-76%
Adjusted NA per share
2
5.69 5.86 (0.17)
-3%
1. Cents per share. Refer to Note 1 (b) of financial statements for further information on earnings per share
calculation.
2. Cents per share. Refer to Note 1 (c) of financial statements for further information on NTA / NA per share and
adjusted NTA / NA per share calculations.
This is the first annual financial results announcement of General Capital Limited (formerly Mykco Limited, "the
Company")andsubsidiaries(together"theGroup")sincetheformationoftheGroupfollowingthethreeacquisitions
described below.
Criticalinformationtoassistinunderstandingthefinancialstatementsandresultsisdetailedinnotes1and4ofthe
financial statements.
AstheCompany'sacquisitionofCorporateHoldingsLimitedon3August2018isdeemedtobeareverseacquisition
foraccounting purposes,theattachedfinancial statementsandresultsrepresentacontinuationoftheconsolidated
financial statements of Corporate Holdings Limited.
Corporate Holdings Limited purchased two businesses on 19 December 2017, General Finance Limited and
Investment Research Group Limited. The financial information presented for the period up to 19 December 2017
comprisesCorporateHoldingsLimitedonly. Fromthatdateupto3August2018thefinancialinformationpresented
comprises Corporate Holdings Limited and its two subsidiaries. From 3 August 2018, the financial information
comprises the consolidated results of the Company, Corporate Holdings Limited, and the two subsidiaries of
Corporate Holdings Limited.
The attached financial information has been audited by the Group’s auditor. The Group’s Annual Report for the year
ended 31 March 2019 is in the process of being completed and audited.

DIRECTORS' REPORT (CONTINUED)
($22,802)
$103,522
Loss on acquiring listed shell
($405,280)
Acquisition expenses
($103,927)
Net loss before tax for the year ended 31 March 2019
($428,487)
SEGMENT PERFORMANCE
Refer to note 2 of financial statements for segmental results.
Finance - profit after tax of $124,765 (2018: $13,658 loss after tax)
Research and advisory - profit after tax of $93,971 (2018: $254,206 loss after tax)
Corporate and other - loss after tax of $676,824 (2018: $58,786 loss after tax)
A largemajority of thelossincurred inthissegment isinrelationto theacquisition expenses andcost of acquiring
listedshelltotalling$509,207,asdescribedabove.Theremainderofthecostsinthissegmentrelatetothecostsof
operating a listed entity, including compliance and other costs.
Ithasbeenaverypositiveyearinthefinancesegmentwithayearonyeargrowthof101%infinancereceivablesand
51% in term deposit liability which were the key drivers of an increasing net operating margin over the year.
The 31 March 2018 results only include the finance segment for approximately three and a half months of trading
from 19 December 2017. The loss incurred in this period was in relation to the initial developmental efforts that
were put into upgrading the segment's systems and procedures in preparation for growth.
It has also been a good year for the research and advisory segment, with the completion of a significant advisory
project in the year contributing to the income achieved for the year.
The 31 March 2018 results only include the research and advisory segment for approximately three and a half
months of trading from 19 December 2017. Large legal and commission expenses were incurred in this period in
relation to an advisory project.
The consolidated accounts for the Group show a loss before tax of $428,487 for the year ended 31 March 2019. This
can be broken down as follows:
* Normalised profit / (loss) before tax is before acquisition expenses and loss on acquiring listed shell.
The loss on acquiring listed shell expense arises due to the accounting treatment when a smaller company buys a
larger company (a "reverse acquisition"). It is effectively the cost attributed to the dilution effect that occurs, the
details of which are set out in Note 4 (a) of the accounts.
The acquisition expenses are costs associated with the reverse acquisition transaction. These include legal, NZX,
meeting and advisory costs.
Thenormalisedprofitbeforetaxinthe6monthperiodended31March2019wasgeneratedfromfavourabletrading
results in the finance and research and advisory segments net of the normalised costs that are incurred in the
corporate and other segment. Further details on segment results can be found below.
Normalised loss before tax for 6 month period ended 30
September 2018 (unaudited) *
Normalised profit before tax for 6 month period ended 31
March 2019 *

DIRECTORS' REPORT (CONTINUED)
COMPARISON TO 31 MARCH 2019 PROSPECTIVE INFORMATION ("FORECAST")
Refer to note 5 of financial statements for detailed comparison to prospective financial information
20192019
Highlights:
ActualForecastVariance
$$$
Net revenue
1,379,297 1,552,024 (172,727)
Net profit after income tax expense
(458,088) 38,641 (496,729)
Total Assets
23,907,684 30,693,547 (6,785,863)
Total Liabilities
15,155,024 21,614,173 (6,459,149)
Total Equity
8,752,660 9,079,374 (326,714)
Key drivers of variances:
Asnotedabove,thelossonacquiringlistedshellexpenseof$405,280arisesduetotheaccountingtreatmentwhena
smaller company buysalargercompany (a"reverseacquisition").Itiseffectively thecost attributedto thedilution
effect that occurs, the details of which are set out in Note 4 (a) of the accounts. The prospective financial
information was not prepared on the same basis, and instead was prepared as a simple combination of the
consolidated prospective Corporate Holdings Limited group financial statements with the Company's prospective
financial statements.
Thegrowthinthefinancereceivablesbookandtermdepositliabilitieswasnotasfastasoriginallyanticipated,which
representsthemajorityofthevarianceintotalassetsandtotalliabilities.Theslowerthananticipatedgrowthinthe
balance sheet also resulted in a lower net interest margin ($125,707 lower than forecast) and net fee and
commission income ($75,517 lower than forecast). Expenses (other thanthe losson acquiring listed shell expense)
were also approximately $97,436 lower than forecast due to the slower than anticipated growth.

20192018
$$
NoteRestated
Interest income
2 1,479,226 391,557
Interest expense
(640,270) (209,132)
Net interest income
838,956 182,425
Fee and commission income
2 281,176 57,859
Fee and commission expense
(92,332) (7,332)
Net fee and commission income
188,844 50,527
Revenue from contracts with customers
2 347,702 225,331
Cost of sales
(24,368) (220,500)
Gross profit from contracts with customers
323,334 4,831
Other income
28,163 5,805
Net revenue
1,379,297 243,588
(Increase) / decrease of provision in respect of finance receivables
19,456 (28,714)
Personnel expenses
(603,011) (110,295)
Occupancy expenses
(90,176) (22,564)
Depreciation
(3,493) -
Amortisation of intangible assets
(18,201) -
Other expenses
(603,152) (413,767)
Acquisition expenses
(103,927) -
Loss on acquiring listed shell
4 (a)
(405,280) -
(1,807,784) (575,340)
Profit before income tax expense
(428,487) (331,752)
Income tax (expense) / benefit
(29,601) 5,102
Net profit after income tax expense
(458,088) (326,650)
Other comprehensive income
(14,862) -
Other comprehensive income for the year
(14,862) -
Total comprehensive income
(472,950) (326,650)
Earnings per share (cents per share)
1 (b) (0.46) (4.14)
Diluted earnings per share (cents per share)
1 (b) (0.36) (1.39)
GENERAL CAPITAL LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2019
Changes in the fair value of equity investments at fair value
through other comprehensive income
The accompanying notes form part of these financial statements.
1

GENERAL CAPITAL LIMITED
20192018
$$
Noterestated
Equity
Share capital
9,573,495 1,448,503
Redeemable preference shares
- 3,580,104
Retained earnings
(805,973) (347,885)
Other reserves
(14,862) -
Total equity
8,752,660 4,680,722

Assets
Cash and cash equivalents
2,949,317 4,950,129
Accounts receivables
19,246 8,070
Finance receivables
17,277,204 8,583,952
Other current assets
114,844 77,798
Income taxation receivable
45,450 -
Deferred tax asset
38,408 40,373
Property, plant and equipment
6,176 7,040
190,483 50,800
Intangible assets and goodwill
3,266,556 2,663,116
Total assets
23,907,684 16,381,278
Liabilities
Accounts and other payables
246,624 183,265
Related party payables
7,942 141,342
Income taxation payable
- 69,336
Term deposits
14,900,458 9,854,092
Other financial liabilities at amortised cost
- 1,452,521
Total liabilities
15,155,024 11,700,556
Net assets
8,752,660 4,680,722
Net tangible assets (NTA) per share (cents per share)
1 (c) 3.54 10.08
1 (c) 3.54 2.47
Net assets (NA) per share (cents per share)
1 (c) 5.69 23.86
1 (c) 5.69 5.86
Adjusted NTA per share (cents per share)
AS AT 31 MARCH 2019
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Adjusted NA per share (cents per share)
Financial assets at fair value through other
comprehensive income
The accompanying notes form part of these financial statements.
2

GENERAL CAPITAL LIMITED
Note$$$$$
1,000 - - - 1,000
3
- - - (21,235) (21,235)
- - - (328,766) (328,766)
3
- - - 2,116 2,116
- - - - -
- - - (326,650) (326,650)
1,447,503 3,580,104 - - 5,027,607
1,447,503 3,580,104 - - 5,027,607
1,448,503 3,580,104 - (347,885) 4,680,722
1,448,503 4,747,418 - (280,728) 5,915,193
3
- - - (19,119) (19,119)
3
- (1,167,314) - (48,038) (1,215,352)
1,448,503 3,580,104 - (347,885) 4,680,722
- - - (458,088) (458,088)
- - (14,862) - (14,862)
- - (14,862) (458,088) (472,950)
5,080,104 (3,580,104) - - 1,500,000
1,121,259 - - - 1,121,259
1,923,629 - - 1,923,629
8,124,992 (3,580,104) - - 4,544,888
9,573,495 - (14,862) (805,973) 8,752,660

Conversion of redeemable
preference shares
Total equity
Balance at 1 April 2017
Contributions of equity net of
transaction costs
Loss for the year
Other comprehensive income for
the year
Total comprehensive income for
the year
Transactions with owners in their
capacity as owners:
Balance at 31 March 2018 as
originally presented
Balance at 31 March 2018
- Change in accounting policy
- Impact of finalisation of
acquisition accounting
Total comprehensive income for
the year
Other comprehensive income for
the year
Restated total equity as at 1 April
2018
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2019
Retained
earnings
Share capitalReserves
Contributions of equity net of
transaction costs
Loss for the year
Balance at 31 March 2019
Total transactions with owners in
their capacity as owners
Transactions with owners in their
capacity as owners:
Issue of shares on acquisition of
subsidiary
Redeemable
Preference
Shares
Acquisition date impact of adoption
of NZ IFRS 9 on business
combinations during the year
Adoption of NZ IFRS 9
Total transactions with owners in
their capacity as owners
The accompanying notes form part of these financial statements.
3

GENERAL CAPITAL LIMITED
20192018
$$
Cash flow from operating activities
Interest received
1,376,467 552,386
Receipts from customers
393,838 319,321
Other income
27,783 5,805
Payments to suppliers and employees
(1,587,300) (783,196)
Interest paid
(585,614) (140,084)
Income tax paid
(142,421) (34,869)
Finance receivables (net advances)
(8,516,032) 1,019,852
Net cash provided by operating activities
(9,033,279) 939,215
Cash flow from investing activities
Acquisition of subsidiaries (net of cash acquired)
85,736 (1,371,394)
Purchase of property, plant and equipment
(2,629) (7,040)
Purchase of software
(32,742) (33,107)
Net cash provided by / (used in) investing activities
50,365 (1,411,541)
Cash flow from financing activities
Issue of ordinary shares
1,923,628 447,503
Issue of redeemable preference shares
- 4,974,850
Term deposits (net receipts)
5,058,474 102
Net cash provided by financing activities
6,982,102 5,422,455
Reconciliation of cash and cash equivalents
4,950,129 -
(2,000,812) 4,950,129
2,949,317 4,950,129

FOR THE YEAR ENDED 31 MARCH 2019
Cash and cash equivalents at beginning of the reporting
period
STATEMENT OF CASHFLOWS
Cash and cash equivalents at end of the reporting period
Net (decrease) / increase in cash and cash equivalents held
during the reporting period
The accompanying notes form part of these financial statements.
4

NOTE 1: ABOUT THESE FINANCIAL STATEMENTS
(b) Earnings per share
(c) Net tangible assets / net assets per share
GENERAL CAPITAL LIMITED
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
The notes to the financial statements include information that is considered relevant and material to assist the reader in understanding
changes in General Capital Limited ('the Company') and its subsidiaries (together "the Group") financial position or performance.
As described in Note 4 (a), as the Company's acquisition of Corporate Holdings Limited on 3 August 2018 is deemed to be a reverse
acquisition for accounting purposes, these financial statements represent a continuation of the consolidated financial statements of
Corporate Holdings Limited.
Corporate Holdings Limited purchased two businesses on 19 December 2017, General Finance Limited and Investment Research Group
Limited (refer to Notes 4 (b) and 4 (c)). The financial information presented for the period up to 19 December 2017 comprises Corporate
HoldingsLimitedonly. Fromthatdateupto 3August2018 thefinancialinformation presentedcomprises CorporateHoldings Limitedand
itstwo subsidiaries.From3August2018, thefinancial informationcomprises theconsolidatedresultsof theCompany, CorporateHoldings
Limited, and the two subsidiaries of Corporate Holdings Limited.
Theweightedaveragenumberofsharesupto thedateofthereverseacquisitionon3August2018(refernote4(a)),isrepresentedbythe
weightedaveragenumberofCorporateHoldingsLimitedsharesonissueduringthisperiod,multipliedbytheconversionratioof16.27.The
conversionratioisthenumberofordinarysharesthatwereissuedbytheCompanyforeachCorporateHoldingsLimitedshareacquiredon
the acquisition date. Diluted earnings per share up to the date of the reverse acquisition reflects the dilutive impact of the Corporate
HoldingsLimitedredeemablepreferencessharesthatwereissuedduringtheyearended31March2018.Theredeemablepreferenceshares
converted to ordinary shares in Corporate Holdings Limited on 3 Aug 2018 before being acquired by the Company.
Nettangibleassets(NTA)/netassets(NA)pershare reflectstheNTA/ NAof theGroupdividedbythenumberoftheCompany'sordinary
sharesasateachreportingdate.Asat31March2018,theNTA/NApershareisskewedbecausethenetassetspresentedarethenetassets
ofCorporateHoldings andSubsidiaries priorto the reverse acquisition, whereas the number ofordinary shares used in the calculation are
theCompany'sequitysecuritiesonissuepriortothereversetransactionandtheissueof104,323,240sharesontheacquisitiondate(referto
note4(a)).Tomakethismetricmorecomparableandrelevant,ManagementhavecalculatedanadjustedNTA/NApershareasat31March
2018 by dividing NTA / NA by the number of Corporate Holdings Limited equity instruments (ordinary shares and redeemable preferences
shares classified as equity) on issue as at that date multiplied by the conversion ratio (refer to Note 1 (b)).
5

GENERAL CAPITAL LIMITED
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
NOTE 2: SEGMENT REPORTING
$$$$$$
1,475,752 936 2,538 1,479,226 - 1,479,226
281,176 - - 281,176 - 281,176
- 280,320 - 280,320 - 280,320
- 43,967 - 43,967 - 43,967
23,415 - - 23,415 - 23,415
28,163 11,781 - 39,944 (11,781) 28,163
1,808,506 337,004 2,538 2,148,048 (11,781) 2,136,267
(592,791) - (47,479) (640,270) - (640,270)
(92,332) - - (92,332) - (92,332)
- (24,368) - (24,368) - (24,368)
1,123,383 312,636 (44,941) 1,391,078 (11,781) 1,379,297
19,456 - - 19,456 - 19,456
(486,670) (97,207) (19,133) (603,011) - (603,011)
(21,419) (275) - (21,694) - (21,694)
- - (103,927) (103,927) - (103,927)
- - (405,280) (405,280) - (405,280)
(34,705) - 5,103 (29,601) - (29,601)
124,765 93,971 (676,824) (458,088) - (458,088)
21,808,422 1,154,633 997,919 23,960,974 (53,290) 23,907,684
15,065,715 104,822 37,777 15,208,314 (53,290) 15,155,024
Revenue from contracts with
customers
- Advisory fee revenue
- Yearbook and research sales
Interest expense
Income tax (expense) /
benefit
Other income
Fee and commission expense
(finance receivables)
Cost of sales
Net revenue
- Other fee income
Total revenue
Acquisition expenses
Cost of acquiring listed shell
Total Liabilities
Consolidated
ManagementhasdeterminedtheoperatingsegmentsbasedonthecomponentsoftheGroupthatengageinbusinessactivities,whichhave
discrete financial information available and whose operating results are regularly reviewed by the Group's chief operating decision maker.
The chief operating decision maker has been identified as the Board of Directors. The Board of Directors makes decisions about how
resources are allocated to the segments and assesses their performance.
Three reportable segments have been identified as follows:
- Finance
Deposittakingandresidentialmortgagelending(reportablesegmentcommencedon19December2017followingtheacquisitionofGeneral
Finance Limited).
- Research and Advisory
Providesinvestmentadvisoryservicesandproducesandsellsinvestmentresearchandpublications(reportablesegmentcommencedon19
December 2017 following the acquisition of Investment Research Group Limited).
- Corporate and Other
Corporate function and investment activities (the business of the Company was allocated to this reporting segment following the reverse
takeover transaction on 3 August 2018).
Year ended 31 Mar 2019Finance
Research and
Advisory
Corporate and
Other Total Segments Eliminations
(Increase) / decrease of
provision in respect of finance
Revenue - fee income
(finance receivables)
Total Assets
Revenue - interest income
Personnel expenses
Depreciation and
amortisation
Net Profit After Tax
6

GENERAL CAPITAL LIMITED
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
NOTE 2: SEGMENT REPORTING (CONTINUED)
Acquisition of property, plant and equipment, intangible assets, and other non-current assets*:
$$$$$$
- - 696,928 696,928 - 696,928
- 255,875 - 255,875 - 255,875
35,212 - - 35,212 - 35,212
6,924 (262,799) 255,875 - - -
42,136 (6,924) 952,803 988,015 - 988,015
*excludes non-current finance receivables
$$$$$$
390,282 73 1,203 391,557 - 391,557
57,859 - - 57,859 - 57,859
- 220,675 - 220,675 - 220,675
- 3,853 - 3,853 - 3,853
803 - - 803 - 803
5,805 67,868 - 73,673 (67,868) 5,805
454,749 292,468 1,203 748,420 (67,868) 680,552
(151,357) - (57,775) (209,132) - (209,132)
(7,332) - - (7,332) - (7,332)
- (220,500) - (220,500) - (220,500)
296,060 71,968 (56,572) 311,456 (67,868) 243,588
(28,714) - - (28,714) - (28,714)
(64,298) (45,997) - (110,295) - (110,295)
- - - - - -
5,102 - - 5,102 - 5,102
(13,658) (254,206) (58,786) (326,650) - (326,650)
15,080,519 1,324,737 503,586 16,908,842 (527,564) 16,381,278
10,143,577 532,022 1,552,521 12,228,121 (527,564) 11,700,556
Corporate and
OtherYear ended 31 Mar 2019Finance
Research and
Advisory
Consolidated
Other
Transfers / reallocations
between segments
Research and
Advisory
Other income
Fee and commission expense
(finance receivables)
Cost of sales
Acquired through settlement
of transactions / balances
Total Segments Eliminations
Total revenue
Interest expense
(Increase) / decrease of
provision in respect of finance
- Other fee income
Corporate and
Other Total Segments Eliminations
- Advisory fee revenue
Revenue from contracts with
customers
Net revenue
Net Profit After Tax
Total Assets
Total Liabilities
Income tax (expense) /
benefit
Revenue - interest income
- Yearbook and research sales
Business combinations
Revenue - fee income
(finance receivables)
Consolidated
Year ended 31 Mar 2018Finance
Personnel expenses
Depreciation and
amortisation
7

GENERAL CAPITAL LIMITED
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
NOTE 2: SEGMENT REPORTING (CONTINUED)
Acquisition of property, plant and equipment, intangible assets, and other non-current assets*:
$$$$$$
1,570,729 1,057,001 50,800 2,678,530 - 2,678,530
- 3,139 - 3,139 - 3,139
- 7,408 - 7,408 - 7,408
- (3,139) 3,139 - - -
1,570,729 1,064,409 53,939 2,689,077 - 2,689,077
*excludes non-current finance receivables
NOTE 3: IMPACT OF FINALISATION OF ACQUISITION ACCOUNTING AND CHANGES IN ACCOUNTING POLICIES
(a) Adjustments relating to the finalisation of the acquisition accounting
●
●
●
4,957,000 redeemable preference shares with anominal valueof$4,974,850were issuedduring theyear ended31 March2018.
These were originally classified as compound financial instruments with $4,747,418 being recognised in equity, and the balance
being recognised as a financial liability at amortised cost. Fair value on initial recognition of the liability was $227,432, with a
carryingvalueof$237,058asat31Mar2018afterinterestexpenseof$9,626 recognisedduring theyear ended31 March2018.
Followingafurtherreviewofthecontractualterms ofthe agreements,itwasdeterminedthat3,457,000 redeemablepreference
shares witha facevalue of $3,475,850 shouldhave beenrecognised asequityinstrumentsas underthe subscriptionagreement,
the Group did not have a contractual obligation (including contingent) to deliver cash or other financial assets to the holders of
theseredeemablepreferenceshares.1,500,000redeemablepreferenceshareswithafacevalueof$1,500,000should havebeen
recordedasafinancialliabilityatamortisedcostasunderthesubscriptionagreementtherewasacontingentobligationtodeliver
cashiftheGroupdidnotcompleteitsobligationtocompletetheacquisitiondescribedinnote4(a)within180daysfromtheissue
date(notethatthetimeframewaslaterextended).Thefinancialliabilityhadafairvalueoninitialrecognitionof$1,394,746,with
thebalanceof$105,254beingrecognisedinequity.Theoverallimpactoftheadjustmentisa$1,167,314reductioninredeemable
preferenceshare (equity)as at31 March2018, anincreaseto thecarryingvalue ofotherfinancialliabilities atamortisedcostof
$1,215,463 as at 31 March 2018 and an increase to interest expense (and reduction in closing retained earnings) for the year
ended 31 March 2018 of $48,149.
The fair value of identifiable net assets recognised on the acquisition of General Finance Limited (refer note 4 (b)) was revised
(increased)by$15,159(includinga$12,000increasetointangibleassetsotherthangoodwill).Goodwillinitiallyrecognisedonthe
acquisition has accordingly been reduced by $15,159.
ThefairvalueofidentifiablenetassetsrecognisedontheacquisitionofInvestmentResearchGroupLimited(refernote4(c))was
revised (decreased) by $191,226 (including a $232,130 reduction in intangible assets other than goodwill). Goodwill initially
recognised on the acquisition has accordingly been increased by $191,226.
Other
Transfers / reallocations
between segments
The impact of the above corrections are further illustrated in the financial statement extracts (c).
Research and
Advisory
Corporate and
Other
As disclosed inthe 30 September 2018 interim accounts, the accounting for theacquisitions (refer to note 4) wereprovisional as the
Groupwasstill intheprocessofcompletingitsinitialacquisitionaccounting.The followingadjustments havebeenmadeto theinitial
accounting:
Total Segments EliminationsYear ended 31 Mar 2018FinanceConsolidated
Business combinations
Acquired through settlement
of transactions / balances
8

GENERAL CAPITAL LIMITED
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
NOTE 3: IMPACT OF FINALISATION OF ACQUISITION ACCOUNTING AND CHANGES IN ACCOUNTING POLICIES (CONTINUED)
(b) Impact of the adoption of new accounting standards
(i) Impact of the adoption of NZ IFRS 9
●
●
●
●
●
(ii) Impact of the adoption of NZ IFRS 15
●
Contract balances201920181 April 2017
$$$
Accounts receivables 19,246 8,070 -
Contract assets - - -
Contract liabilities - - -
Capitalised contract costs - - -
The Company has adopted NZ IFRS 9 Financial instruments in the current period beginning 1 April 2018.
The Company has adopted NZ IFRS 15 Revenue from Contracts with Customers in the current period beginning 1 April 2018.
Revenuestreamsassociatedwithfinancialinstruments,includinginterestrevenueandfeerevenueassociatedwiththeorigination
of loan receivables are scoped out of NZ IFRS 15 and are recognised in accordance with NZ IFRS 9.
The following revenue streams are recognised in accordance with NZ IFRS 15
Advisory fee revenue
Advisory contracts generally span a period of three months to one and a half years. Management determine the performance
obligation(s) inherent in the contract at contract inception and recognise revenue upon completion of each of the performance
obligations.Performanceobligationsincludeadviceprovidedtotheentityandsometimesincludethesuccessofaproject. There
are specific billing milestones built into each contract and payment is generally due within 30 to 60 days of the milestone.
Yearbook and research sales
This includes revenue related to the sale of publications and advertising fees for advertisements in the publication. The
performanceobligationfortheadvertisingfeesissatisfiedwhenthepublicationsarepublishedandavailabletobe purchasedby
customers, and include the contracted advertisements. Payment is generally due within 30 to 60 days from production. The
performanceobligationrelatingtothesaleofpublicationsissatisfiedupondeliveryofthepublications.Paymentisgenerallydue
within 30 to 60 days from delivery.
Other fee income
Fees charged by General Finance Limited that do not relate to the origination of finance receivables (for instance loan holding
fees). These fees are charged and recognised upon satisfaction of the conditions stipulated in the contract.
There has been no change to the classification of financial assets or financial liabilities.
No change has been reflected with regard to the allowance for lifetime expected credit losses as required by NZ IFRS 9. This was
previously the loan receivables impairment provision.
With respect to 12 month expected credit losses for loans without significant deterioration in credit risk, an increase to loss
allowances has been recognised in the prior period financial statements, and increases to loss allowances in the prior period
comparatives have been reflected as follows:
A $21,235 reduction in opening retained has been recognised on 19 December 2019 the date of the acquisition of General
Finance Limited (refer note 4 (b)), in relation to the adoption of NZ IFRS 9.
An increase to loss allowances for 12-month expected credit losses of $26,554 as at 31 March 2018 having an impact
(reduction) in net profit after tax of $2,116 for the year ended 31 March 2018 and an after tax impact on opening retained
earnings of $19,119 (decrease) as at 1 April 2018.
9

GENERAL CAPITAL LIMITED
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
NOTE 3: IMPACT OF FINALISATION OF ACQUISITION ACCOUNTING AND CHANGES IN ACCOUNTING POLICIES (CONTINUED)
Only the affected balances and transactions are presented in the below extract financial statements.
(i) Statement of Financial Position (extract)
Adjustments
to acquisitionAdoption31 March
31 Marchaccountingof IFRS 92018
2018*Increase / Increase / $
$(Decrease)(Decrease)restated
Equity
Redeemable preference shares 4,747,418 (1,167,314) - 3,580,104
Retained earnings (280,728) (48,038) (19,119) (347,885)
Total equity
5,915,193 (1,215,352) (19,119) 4,680,722

Assets
Finance receivables 8,610,506 - (26,554) 8,583,952
Other current assets 68,203 9,595 - 77,798
Deferred tax asset 32,938 - 7,435 40,373
- 50,800 - 50,800
Intangible assets and goodwill 2,707,179 (44,063) - 2,663,116
Total assets
16,384,065 16,332 (19,119) 16,381,278
Liabilities
Accounts and other payables 208,386 (25,121) - 183,265
Related party payables 100,000 41,342 - 141,342
Other financial liabilities at amortised cost 237,058 1,215,463 - 1,452,521
Total liabilities
10,468,872 1,231,684 - 11,700,556
Net assets
5,915,193 (1,215,352) (19,119) 4,680,722
*The 31 March 2018 comparatives disclosed in the 30 September interim accounts already reflected the impact of IFRS 9. The first column
above is prior to the adoption of IFRS 9.
(c) Extract of financial statements illustrating the impact of the adjustments to interim accounting for acquisitions and changes in
accounting policies
Accountsreceivablesarenon-interestbearingandaregenerallyontermsof30to60days.Contractassetsarerecognisedforany
performance obligations which have been satisfied in advance of billing to clients. The amounts are transferred to accounts
receivable when billed to customers. Contract costs are capitalised in respect of directly attributable contract costs (such as
directlyrelatedallocationsofpersonnelcosts)whichrelatetorevenuewhichhasnotbeenrecognised.Costsareonlyrecognisedif
theamountsareexpectedtoberecoveredfromcustomers,areamortisedwhentheassociatedrevenueisbilledtothecustomer,
andaresubjecttoimpairmenttesting.Contractliabilitiesarerecognisedinrespectofanyamountsbilledtocustomersinadvance
of satisfaction of the associated performance obligations. As at 1 April 2017, 31 March 2018 and 31 March 2019, no contract
assets, contract liabilities or capitalised contract costs have been identified. Accordingly, despite the change in the revenue
recognitionpolicyfortheGroup,therehavebeennoadjustmentsreflectedinthefinancialstatementsinrelationtotheadoption
of the standard.
Financial assets at fair value through other
comprehensive income
10

GENERAL CAPITAL LIMITED
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
NOTE 3: IMPACT OF FINALISATION OF ACQUISITION ACCOUNTING AND CHANGES IN ACCOUNTING POLICIES (CONTINUED)
(ii) Statement of Comprehensive Income (extract)
Adjustments
Year endedto acquisitionAdoptionYear ended
31 Marchaccountingof IFRS 931 March
2018Increase / Increase / 2018
$(Decrease)(Decrease)$
restated
Interest expense
(160,983) (48,149) - (209,132)
Net interest income
230,574 (48,149) - 182,425
Other income
5,805 - - 5,805
Net revenue
291,737 (48,149) - 243,588
(31,653) - 2,939 (28,714)
Other expenses
(413,878) 111 - (413,767)
(445,531) 111 2,939 (442,481)
Profit before income tax expense
(286,653) (48,038) 2,939 (331,752)
Income tax (expense) / benefit 5,925 - (823) 5,102
Net profit after income tax expense
(280,728) (48,038) 2,116 (326,650)
Total comprehensive income
(280,728) (48,038) 2,116 (326,650)
(Increase) / decrease of provision in respect of
finance receivables
11

GENERAL CAPITAL LIMITED
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
NOTE 4: BUSINESS COMBINATIONS
(a) Reverse Acquisition of Corporate Holdings Limited
Details of the transaction were:
$
Fair value of consideration transferred
Shares issued as consideration
1,121,259
Total Consideration
1,121,259
Identified assets acquired and liabilities assumed
- Cash and cash equivalents
85,735
- Other current assets
22,809
- Intangible assets
693,313
- Accounts and other payables
(85,878)
Net assets acquired
715,979
Loss on acquiring listed shell
405,280
1,121,259
Contribution to Group results
On 3 August 2018, General Capital Limited, acquired Corporate Holdings Limited through the issue of 104,323,240 ordinary shares to the
vendors of Corporate Holdings Limited.
Under the terms of the Sale and Purchase agreement dated 28 May 2018, that was approved by shareholders at a Special Meeting on 31 July
2018, the acquisition of Corporate Holdings Limited was settled by 104,323,240 ordinary shares in General Capital Limited.
For financial reporting purposes the directors have determined that due to the nature of the transaction and the parties involved that the
acquisition should be classified as a "reverse acquisition" where Corporate Holdings Limited is treated as the acquirer of General Capital
Limited. The consolidated financial statements prepared following a "reverse acquisition" are issued under the name of the legal parent,
General Capital Limited (the accounting acquiree), but are a continuation of the financial statements of Corporate Holdings Limited (the
accounting acquirer), a company that was incorporated and domiciled in New Zealand on 16 March 2017.
Under reverse acquisition accounting, the cost of the business combination is deemed to have been the incurred by the legal subsidiary,
Corporate Holdings Limited (the accounting acquirer) in the form of equity instruments issued to the owners of the legal parent, General
Capital Limited, (the accounting acquiree).
The primary reason for the business combination was to effect the reverse listing of Corporate Holdings Limited and its subsidiaries.
SincetheacquisitiondateGeneralCapitalLimitedhascontributedrevenueof$2,538andalossaftertaxof$163,210whichisincludedwithin
thelossfortheGroup.Hadthecombinationoccurredfromthebeginningoftheyearended31March2019,theoperatinglossforGeneral
Capital Limited included in the Group would have been $421,177 and revenue would have been $3,750.
12

GENERAL CAPITAL LIMITED
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
NOTE 4: BUSINESS COMBINATIONS (CONTINUED)
(b) Acquisition of General Finance Limited
Details of the transaction were:
$
Fair value of consideration transferred
Cash
4,721,834
Total Consideration
4,721,834
Identified assets acquired and liabilities assumed
- Cash and cash equivalents
3,347,100
- Other current assets
2,374
- Finance receivables
9,869,743
- Deferred tax asset
14,466
- Intangible assets - non-bank deposit taker licence
247,000
- Accounts and other payables
(148,005)
- Income tax payable
(91,658)
- Term deposits
(9,842,915)
Identifiable net assets
3,398,105
Goodwill on acquisition
1,323,729
4,721,834
Identified assets acquired and liabilities assumed
Goodwill
Contribution to Group results
The fair value of the non-bank deposit taker licence has been determined using the multi-period excess earnings method.
Intheyearended31March2018GeneralFinanceLimitedcontributedrevenueof$454,749andaloss aftertax of$13,658 includedwithin
the loss forthe Group.Had thecombinationoccurredfrom thebeginning of the 31 March2018 year, operating profitfor General Finance
Limited included in the Group would have been $274,899 and revenue would have been $1,612,863.
On 19 December 2017, Corporate Holdings Limited acquired a non-bank deposit taker / residential mortgage lender, General Finance
Limited.
The goodwill of $1,323,729 is related to the excess consideration over the fair value of net assets at the acquisition date and has been
allocated to the finance CGU.
13

GENERAL CAPITAL LIMITED
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
NOTE 4: BUSINESS COMBINATIONS (CONTINUED)
(c) Acquisition of Investment Research Group Limited
Details of the transaction were:
$
Fair value of consideration transferred
Corporate Holdings Limited ordinary shares issued
1,000,000
Intangible assets - bartercard trade dollars
100,000
Total Consideration
1,100,000
Identified assets acquired and liabilities assumed
- Cash and cash equivalents
3,340
- Other current assets
21,177
- Investments in unlisted securities (allocated to corporate and other segment)
50,800
- Intangible assets - NZX sponsor license
30,000
- Accounts and other payables
(32,318)
Identifiable net assets
72,999
Goodwill on acquisition
1,027,001
1,100,000
Identified assets acquired and liabilities assumed
Goodwill
Contribution to Group results
Intheyearended31March2018,InvestmentResearchGroupLimitedcontributedrevenueof$292,468(ofwhich$67,868iseliminatedon
group consolidation) and a loss after tax of $254,206 included within the loss for the Group. Had the combination occurred from the
beginning of the 31 March2018 year, the operating loss forInvestmentResearchGroup includedin the Group wouldhave been $335,570
and revenue would have been $415,506 (of which $67,868 would have eliminated on group consolidation).
The fair value of the NZX sponsor licence has been determined using the replacement cost method.
On19 December 2017, Corporate Holdings Limited acquiredan investmentadvisory services and investmentresearch publishing business,
Investment Research Group Limited.
The goodwill of $1,027,001 is related to the excess consideration over the fair value of net assets at the acquisition date and has been
allocated to the research and advisory CGU.
14

GENERAL CAPITAL LIMITED
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
NOTE 5: COMPARISON TO PROSPECTIVE FINANCIAL INFORMATION
Consolidated statement of comprehensive income
Unaudited
prospective
Actualinformation*
Year endedYear ended
31 March31 March
20192019Variance
$$$
Interest income
1,479,226 1,838,550 (359,324)
Interest expense
(640,270) (873,887) 233,617
Net interest income
838,956 964,663 (125,707)
Fee and commission income
281,176 294,361 (13,185)
Fee and commission expense
(92,332) (30,000) (62,332)
Net fee and commission income
188,844 264,361 (75,517)
Revenue from contracts with customers
347,702 325,000 22,702
Cost of sales
(24,368) (25,000) 632
Gross profit from contracts with customers
323,334 300,000 23,334
Other income
28,163 23,000 5,163
Net revenue
1,379,297 1,552,024 (172,727)
(Increase) / decrease of provision in respect of finance receivables
19,456 (100,000) 119,456
Personnel expenses
(603,011) (352,300) (250,711)
Occupancy expenses
(90,176) (90,000) (176)
Depreciation
(3,493) - (3,493)
Amortisation of intangibles
(18,201) - (18,201)
Other expenses
(603,152) (957,640) 354,488
Acquisition expenses
(103,927) - (103,927)
Loss on acquiring listed shell
(405,280) - (405,280)
(1,807,784) (1,499,940) (307,844)
Profit before income tax expense
(428,487) 52,084 (480,571)
Income tax (expense) / benefit (29,601) (13,443) (16,158)
Net profit after income tax expense
(458,088) 38,641 (496,729)
Other comprehensive income
(14,862) 4,360 (19,222)
Other comprehensive income for the year (14,862) 4,360 (19,222)
Total comprehensive income
(472,950) 43,001 (515,951)
*Where applicable, amounts have been reclassified for consistency with 31 March 2019 financial statements.
ProspectiveconsolidatedfinancialstatementswerepreparedfortheGroupwithinthedisclosuredocumentdated16July2018aspartofthe
special meeting dated 31 July 2018. The prospective financial statements for the year ended 31 March 2019 are compared to the actual
results achieved for that year.
Commentary on results vs prospective information for the year ended 31 March 2019 is included in the Directors' Report.
Changes in the fair value of equity investments at fair value
through other comprehensive income
15

GENERAL CAPITAL LIMITED
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
NOTE 5: COMPARISON TO PROSPECTIVE FINANCIAL INFORMATION (CONTINUED)
Consolidated statement of financial position
Unaudited
prospective
Actualinformation*
as atas at
31 March31 March
20192019Variance
$$$
Equity
Share capital 9,573,495 8,282,353 1,291,142
Retained earnings (805,973) 797,021 (1,602,994)
Other reserves (14,862) - (14,862)
Total equity
8,752,660 9,079,374 (326,714)

Assets
Cash and cash equivalents 2,949,317 3,751,799 (802,482)
Accounts receivables 19,246 245,474 (226,228)
Finance receivables 17,277,204 23,259,044 (5,981,840)
Other current assets 114,844 33,000 81,844
Income taxation receivable 45,450 - 45,450
Property, plant and equipment 6,176 - 6,176
Deferred tax asset 38,408 27,413 10,995
190,483 -
190,483
Intangible assets and goodwill 3,266,556 3,376,817 (110,261)
Total assets
23,907,684 30,693,547 (6,785,863)
Liabilities
Accounts and other payables 246,624 189,978 56,646
Related party payables 7,942 - 7,942
Income taxation payable - 35,000 (35,000)
Term deposits 14,900,458 21,389,195 (6,488,737)
Total liabilities
15,155,024 21,614,173 (6,459,149)
Net assets
8,752,660 9,079,374 (326,714)
Consolidated summarised statement of changes in equity
Unaudited
prospective
Actualinformation*
Year endedYear ended
31 March31 March
20192019Variance
$$$
Restated total equity as at 1 April 2018
4,680,722 7,286,373 (2,605,651)
Total comprehensive income for the year
(472,950) 43,001 (515,951)
Issue of share capital
3,044,888 1,750,000 1,294,888
Balance at 31 March 2019
7,252,660 9,079,374 (1,826,714)
*Where applicable, amounts have been reclassified for consistency with 31 March 2019 financial statements.
Financial assets at fair value through other
comprehensive income
16

GENERAL CAPITAL LIMITED
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
NOTE 5: COMPARISON TO PROSPECTIVE FINANCIAL INFORMATION (CONTINUED)
Consolidated statement of cash flows
Unaudited
prospective
Actualinformation*
as atas at
31 March31 March
20192019Variance
$$$
Cash flow from operating activities
Interest received
1,376,467 1,777,878 (401,411)
Receipts from customers
393,838 592,415 (198,577)
Other income
27,783 - 27,783
Payments to suppliers and employees
(1,587,300) (1,469,197) (118,103)
Interest paid
(585,614) (700,860) 115,246
Income tax paid
(142,421) (42,254) (100,167)
Finance receivables (net advances)
(8,516,032) (14,618,310) 6,102,278
Net cash provided by operating activities
(9,033,279) (14,460,328) 5,427,049
Cash flow from investing activities
Acquisition of subsidiaries (net of cash acquired)
85,736 - 85,736
Purchase of property, plant and equipment
(2,629) - (2,629)
Purchase of software
(32,742) - (32,742)
Net cash provided by / (used in) investing activities
50,365 - 50,365
Cash flow from financing activities
Issue of ordinary shares
1,923,628 1,750,000 173,628
Issue of redeemable preference shares
5,058,474 11,362,076 (6,303,602)
Term deposits (net receipts)
- (116,626) 116,626
Net cash provided by financing activities
6,982,102 12,995,450 (6,013,348)
Reconciliation of cash and cash equivalents
4,950,129 5,216,677 (266,548)
(2,000,812) (1,464,878) (535,934)
2,949,317 3,751,799 (802,482)
*Where applicable, amounts have been reclassified for consistency with 31 March 2019 financial statements.
Cash and cash equivalents at end of the reporting period
Cash and cash equivalents at beginning of the reporting period
Net (decrease) / increase in cash and cash equivalents held during
the reporting period
17

GENERAL CAPITAL LIMITED
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
NOTE 6: EVENTS SUBSEQUENT TO REPORTING DATE
(a)the operations, in financial years subsequent to reporting date, of the Group, or
(b)the results of those operations, or
(c)the state of affairs, in financial years subsequent to reporting date, of the Group.
Therehasbeennoothermatterorcircumstance,whichhasarisensincereportingdatethathassignificantlyaffectedormaysignificantly
affect:
18