2019 Annual Report Issued

SOUTHERN CHARTER FINANCIAL GROUP LIMITED
1




26 July 2019


SNC – 2019 Annual Report

Southern Charter Financial Group Limited (NZX: SNC) is pleased to release its Annual Report.

The final audited loss for the year ending 31 March 2019 is $112,997 compared to the
preliminary announcement full year result loss of $56,142. The change is in relation to a
reduction in the other income recognised.

Please refer to the attached Annual Report for the detailed result for the year.

For further information please contact:

John Cilliers
Director & CFO
Southern Charter Financial Group
Email: john.cilliers@outlook.co.nz

---

SOUTHERN CHARTER FINANCIAL
GROUP LIMITED




FOR THE YEAR ENDED 31 MARCH 2019


ANNUAL REPORT

Page 1 Southern Charter Financial Group Limited Annual Report 2019

CONTENTS

DIRECTORS’ REPORT ________________________________________________________________ 2
DIRECTORS' RESPONSIBILITY STATEMENT ________________________________________________ 3
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME __________ 4
CONSOLIDATED STATEMENT OF FINANCIAL POSITION ______________________________________ 5
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ______________________________________ 6
CONSOLIDATED STATEMENT OF CASH FLOWS _____________________________________________ 7
NOTES TO THE FINANCIAL STATEMENTS _________________________________________________ 8
INDEPENDENT AUDITOR’S REPORT ____________________________________________________ 21
ADDITIONAL INFORMATION _________________________________________________________ 23
BUSINESS DIRECTORY ______________________________________________________________ 26

Southern Charter Financial Group Limited
Page 2 Southern Charter Financial Group Limited Annual Report 2019
DIRECTORS’ REPORT

Dear Shareholders

The Directors of Southern Charter Financial Group Limited (“the Company”) are pleased to report its financial
results for the year ended 31 March 2019.

Financial Results
The Company reported a net loss attributable to shareholders of $112,997 for the year. This compares with a net
loss attributable to shareholders of $417,079 for the previous year.

The financial results consisted mainly of expenditure relating to the maintenance of the listed company and
interest earned on short term cash deposits.

The Financial results in the second part of the year were affected by the transactions associated with the change
of the majority shareholder from Golden Tower NZ Limited to Chang Ku EE. These transactions included other
income of $43,145 received to cover the company’s costs associated with the procedures required to obtain
shareholder approvals for the change. The total cost of $43,145 incurred on the transaction is included in the
reported administrative costs for the year of $214,916.

Future Growth Strategy
The Company remains in a position with a strong balance sheet which includes significant cash resources. The
Company has considered a number of possible acquisitions and the Board intends on securing a suitable
acquisition prior to the 31 March 2020 year end. The Company will seek shareholder approval as required to
complete any transaction.

On behalf of the Directors of Southern Charter Financial Group the Company extends its thanks to the
shareholders for their support of the Company.

Southern Charter Financial Group Limited
Page 3 Southern Charter Financial Group Limited Annual Report 2019
DIRECTORS' RESPONSIBILITY STATEMENT

The Directors of Southern Charter Financial Group Limited are pleased to present to shareholders the
financial statements for Southern Charter Financial Group Limited Group for the year ended 31 March
2019.
The Directors are responsible for presenting financial statements in accordance with New Zealand law
and generally accepted accounting practice, which give a true and fair view of the financial position of
the Group as at 31 March 2019 and the results of its operations and cash flows for the year ended on
that date.
The Directors consider the financial statements of the Group have been prepared using accounting
policies which have been consistently applied and supported by reasonable judgements and estimates
and that all relevant financial reporting and accounting standards have been followed.
The Directors believe that proper accounting records have been kept which enable with reasonable
accuracy, the determination of the financial position of the Group and facilitate compliance of the
financial statements with the Financial Reporting Act 2013.
The Directors consider that they have taken adequate steps to safeguard the assets of the Group, and
to prevent and detect fraud and other irregularities. Internal control procedures are also considered to
be sufficient to provide a reasonable assurance as to the integrity and reliability of the financial
statements.
The Financial Statements are signed on behalf of the Board by:



Director: Joseph van Wijk Director: John Cilliers

25 July 2019

Southern Charter Financial Group Limited
Page 4 Southern Charter Financial Group Limited Annual Report 2019
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME








The accompanying notes form part of these financial statements
For the year ended 31 March 2019
20192018
Notes$$
Continuing operations
Interest Income58,774 20,874
1143,145 15,000
Administrative expenses2(214,916) (251,161)
Loss before income tax(112,997) (215,287)
Income tax expense3- -
Loss for the year from continuing operations(112,997) (215,287)

Discontinued operations
Loss for the year from discontinued operations12- (201,792)
Net loss for the year attributable to shareholders(112,997) (417,079)
Other comprehensive income- -
(112,997) (417,079)
Earnings per share:centscents
From continuing and discontinued operations
Basic and diluted earnings/(loss) per share5(0.02) (0.13)
From continuing operations
Basic and diluted earnings/(loss) per share5(0.02) (0.06)
Total comprehensive loss for the year, net of tax, attributable to
shareholders
Other Income

Southern Charter Financial Group Limited
Page 5 Southern Charter Financial Group Limited Annual Report 2019
CONSOLIDATED STATEMENT OF FINANCIAL POSITION




For and on behalf of the Board of Directors, dated 25 July 2019


Director: Joseph van Wijk Director: John Cilliers

The accompanying notes form part of these financial statements
As at 31 March 2019
20192018
Notes$$
Assets
Current assets
Cash and cash equivalents62,404,377 2,492,095
Interest accrued on term deposits3,423 8,235
NZX Deposit720,000 20,000
GST receivable5,854 18,196
Income tax receivable (RWT)17,804 -
Total assets2,451,458 2,538,526
Equity and liabilities
Current liabilities
Trade and other payables8102,868 76,939
Total liabilities102,868 76,939
Equity
Issued capital45,672,856 5,672,856
Accumulated loss(3,324,266) (3,211,269)
Total equity2,348,590 2,461,587
Total equity and liabilities2,451,458 2,538,526
centscents
Net Tangible Asset per Share0.46 0.48

Southern Charter Financial Group Limited
Page 6 Southern Charter Financial Group Limited Annual Report 2019
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

The accompanying notes form part of these financial statements


For the year ended 31 March 2019
Note
Issued
capital
Accumulated
Loss
Total equity
$$$
As at 1 April 20185,672,856 (3,211,269) 2,461,587
Loss for the period- (112,997) (112,997)
Total comprehensive loss- (112,997) (112,997)
At 31 March 20195,672,856 (3,324,266) 2,348,590
As at 1 April 20172,826,634 (3,593,732) (767,098)
Loss for the period- (417,079) (417,079)
Other comprehensive income- - -
Total comprehensive loss- (417,079) (417,079)
Issue of share capital43,284,250 - 3,284,250
12- 499,542 499,542
12(300,000) 300,000 -
Transaction costs(138,028) - (138,028)
At 31 March 20185,672,856 (3,211,269) 2,461,587
Capital contibution resulting from the distribution to
shareholders of subsidiary containing a net liability.
Reverse equity of the subsidiary, Lateral Profiles, as the
reporting entity on distribution of discontinued business

Southern Charter Financial Group Limited
Page 7 Southern Charter Financial Group Limited Annual Report 2019
CONSOLIDATED STATEMENT OF CASH FLOWS



The accompanying notes form part of these financial statements
For the year ended 31 March 2019
20192018
Notes$$
Operating activities
Receipts from customers- 218,262
Other receipts11100,000 130,000
63,586 12,639
Payments to suppliers(233,500) (851,310)
Payments to employees- (118,425)
Interest paid- (30,507)
Income tax paid(17,804) -
Income tax refund received- 169
Net cash flows from operating activities9(87,718) (639,172)
Financing activities
Proceeds from issue of share capital4- 3,201,975
Distribution to shareholders12- (190,141)
Net cash flows from financing activities- 3,011,834
Net increase / (decrease) in cash and cash equivalents(87,718) 2,372,662
Cash and cash equivalents at beginning of year2,492,095 119,433
Cash and cash equivalents at end of year62,404,377 2,492,095
Interest received

Page 8 Southern Charter Financial Group Limited Annual Report 2019
NOTES TO THE FINANCIAL STATEMENTS
1. STATEMENT OF ACCOUNTING POLICIES
Reporting entity and statement of compliance
These consolidated financial statements and notes represent those of Southern Charter Financial Group Limited
and, until disposal on 31 August 2017, its subsidiary Lateral Profiles Limited (the “Group”). References to “SCFG”
are used to refer to the Group and Southern Charter Financial Group Limited (the “Company”).
Southern Charter Financial Group Limited is a limited liability company incorporated and domiciled in New
Zealand. It is registered under the Companies Act 1993. SCFG is listed on the NZX Alternative Market (“NZAX”).
SCFG is a FMC reporting entity under Part 7 of the Financial Markets Conduct Act 2013 and its financial
statements have been prepared in accordance with the Companies Act 1993, The Financial Reporting Act 2013
and the Financial Markets Conduct Act 2013.
The registered office and principal place of business are disclosed in the directory to the annual report.
The principal activity of the Group until 31 August 2017 was as a developer and distributer of premium digital
products and services that enable commercialisation of the mobile and fixed web using various payment
methods. Subsequent to 31 August 2017 SCFG became a “listed shell” to enable future acquisition of a suitable
operating business. (note 12)
Basis of preparation
The financial statements have been prepared in accordance with Generally Accepted Accounting Practice in New
Zealand (NZ GAAP). The company is a for-profit entity for the purposes of complying with NZ GAAP. The financial
statements comply with New Zealand equivalents to International Financial Reporting Standards (NZ IFRS) as
appropriate for for-profit entities. For the purposes of complying with NZ GAAP, the Company applies Tier 1 for-
profit accounting standards.
The information is presented in New Zealand dollars which is the Company’s functional currency and the Group’s
presentation currency and are rounded to the nearest dollar.
Measurement base
The accounting principles adopted are those recognised as appropriate for the measurement and reporting of
financial performance and financial position on the historical cost basis. The accrual basis of accounting has been
used unless otherwise stated and the financial statements have been prepared on a going concern basis (note
15).
Use of estimates and judgements
The preparation of financial statements in conformity with NZ IFRS requires management to make judgements,
estimates and assumptions that affect the application of accounting policies and the reported amounts of assets,
liabilities, income and expenses. Where material, information on significant assumptions and estimates is
provided in the relevant accounting policy or will be provided in the relevant note.

Page 9 Southern Charter Financial Group Limited Annual Report 2019
The estimates and associated assumptions are based on historical experience and various other factors that are
believed to be reasonable under the circumstances. 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 year in which the estimates are revised and in any future periods affected.
Judgements
Judgement was applied in the determination that the disposal of Lateral Profiles Limited during 2018, was a
transaction with the Company’s shareholders and presented in the statement of changes in equity. (note 12)
There were no significant judgements in 2019.
Specific accounting policies
The following specific accounting policies, which materially affect the measurement of financial performance and
financial position, have been applied.
a) Basis of consolidation
The Group financial statements consolidate the financial statements of the Company and all entities over which
the Company has the power to control the financial reporting and operating policies so as to obtain benefits from
its activities (defined as “subsidiaries”). The financial statements of subsidiaries are included in the consolidated
financial statements from the date that control commences until the date that control ceases.
The consolidated financial statements include the Company’s subsidiary, Lateral Profiles Limited, until disposal on
31 August 2017.
b) Goods and services tax
All amounts are shown exclusive of Goods and Services Tax (GST), except for receivables and payables that are
stated inclusive of GST.
c) Adoption of new and revised standards
Changes in accounting policies
NZ IFRS 9 “Financial Instruments” and NZ IFRS 15 “ Revenue from Contracts with Customers” became effective
and were adopted by the Group. The new accounting standards adopted during the current year did not have a
material impact on the financial statements of the Group. NZ IFRS 15 was adopted in the current period and did
not require retrospective adjustments as the Company is not trading with customers.
New NZ IFRS Standards and Interpretations Issued but not yet adopted.
At the date of authorisation of these financial statements, certain new standards and interpretations to existing
standards have been published but not yet effective, and have not been adopted early by the Group.
Management anticipates that all pronouncements will be adopted in the first accounting period beginning on or
after the effective date of the new standard. Information on new standards, amendments and interpretations
that are expected to be relevant to the Group financial statements is provided on the following page.

Page 10 Southern Charter Financial Group Limited Annual Report 2019
 NZ IFRS 16 - Leases, became effective for early adoption or is effective for periods beginning on or after 1
January 2019. The impact of adopting this standard is expected to be minimal as the Group does not have
any leases. The standard will be adopted at the appropriate date required.
2. ADMINISTRATION EXPENSES BY NATURE

The continuing operating expenses generally relate to the cost associated with being a listed entity. Transaction
costs of $43,145 related to the change of the majority shareholder are included in the legal fees, NZX and registry
expenses for the year. These transaction costs have been reimbursed by the major shareholder (note 11).
3. TAXATION

20192018
$$
Continuing operations
Audit fees - financial statements30,000 30,000
Audit fees - financial statements prior period9,412 15,652
Contractors74,441 51,470
Directors' fees
11
36,000 47,333
Legal Fees20,896 25,923
NZX Listing and registry costs43,916 74,748
Other251 6,035
214,916 251,161
Discontinued operations
12
- 376,968
214,916 628,129
20192018
$$
Income tax expense
Current tax
Current tax on profit/(loss) for the year(31,639) (125,762)
Total current tax benefit(31,639) (125,762)
Deferred income tax
Decrease/(increase) in deferred tax assets [not yet recognised*]31,639 125,762
Total deferred tax expense/(benefit)31,639 125,762
Income tax expense- -

Page 11 Southern Charter Financial Group Limited Annual Report 2019
Numerical reconciliation of income tax expense to prima facie tax payable

Deferred tax asset
Group Losses to carry forward as at 31 March 2019 are $13,521 (2018: $146,852). As a result of the change in
the majority shareholder during the year, the tax losses accumulated prior to the shareholding change have been
forfeited.
* The deferred tax asset has not been recognized in the Statement of Financial Position as it is currently not
probable that taxable profit will be available against which the deductible temporary differences and carry-
forward of unused tax losses can be utilised. Deferred tax asset will only be recognised when the Company
acquires or commences business activities that provide a taxable profit.
Accounting policy: Taxation
The income tax expense or benefit for the period is the tax payable on the current period’s taxable income
adjusted by changes in deferred tax assets and liabilities attributed to temporary differences between the tax
base of assets and liabilities and their carrying amounts in the financial statements.
Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the
taxation authorities based on the current period’s taxable income. The tax rates and laws used to compute the
amount are those that are enacted or substantively enacted at reporting date.
Deferred tax assets and liabilities are recognised for temporary differences at the reporting date between the tax
base of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred income tax
assets are recognised for all deductible temporary differences, carry-forward of unused tax credits and unused
tax losses, to the extent that it is probable that taxable profit will be available against which the deductible
temporary differences, and carry-forward of unused tax credits and unused tax losses can be utilised.
The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the extent
that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred
income tax asset to be utilised. Deferred income tax assets and liabilities are measured at the tax rates that are
expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws)
that have been enacted or substantively enacted at reporting date.
20192018
$$
Loss from continuing operations before income tax expense(112,997) (215,287)
Loss from discontinued operations before income tax expense- (201,792)
Loss before tax(112,997) (417,079)
Prima facie income tax at 28%(31,639) (116,782)
Tax effect of temporary differences- (8,980)
Subtotal(31,639) (125,762)
Tax losses not recognised31,639 125,762
Income tax expense- -

Page 12 Southern Charter Financial Group Limited Annual Report 2019
The income tax expense or revenue attributable to amounts recognised directly in equity are also recognised
directly in equity.

4. SHARE CAPITAL
Share Capital

All ordinary shares have been fully paid and have equal voting and dividend rights. The shares have no par value.
Lateral Profiles was previously the reporting entity for these Group financial statements as a result of an earlier
reserve acquisition transaction in 2014. On disposal of Lateral Profiles by the Group the impact of the prior
reverse acquisition share capital is eliminated.
The Group’s capital is managed with the objectives of maintaining adequate working capital so that all obligations
can be met on time. All components of equity are regarded as “capital”. The company is not subject to any
externally imposed capital requirements.
Accounting policy: Share capital
Ordinary shares are classified as equity. Direct costs of issuing shares are deducted from the proceeds of the
issue.

Notes
Number of
Shares
Value in $
As at 1 April 201751,489,450 2,826,634
Issued under private placements GTNZ12463,405,050 3,284,250
Reverse equity of Lateral Profiles as reporting entity on sale of
discontinued business
- (300,000)
Transaction costs incurred- (138,028)
Balance at 31 March 2018514,894,500 5,672,856
Balance at 31 March 2019514,894,500 5,672,856

Page 13 Southern Charter Financial Group Limited Annual Report 2019
5. EARNINGS PER SHARE
At 31 March 2019 there were 514,894,500 shares on issue (2018: 514,894,500).

Accounting policy: Earnings per share
The company presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is
calculated by dividing the profit or loss attributable to ordinary shareholders by the weighted average number of
ordinary shares outstanding during the year, adjusted for own shares held.
Diluted earnings per share is determined by adjusting the profit or loss attributable to ordinary shares and the
weighted average number of ordinary shareholders outstanding, adjusted for own shares held, for the effects of
all dilutive potential ordinary shares, which comprise convertible notes.
6. CASH AND CASH EQUIVALENTS

At 31 March 2019 the Group had short term cash deposit of $2,357,499 placed with Westpac Bank of New
Zealand bearing interest of 2.65% p.a. and maturing on 12 June 2019.
Accounting policy: Cash and cash equivalents
For the purpose of the statement of cash flows, cash includes cash on hand, bank overdrafts, deposits at call and
short term highly liquid deposits with maturities of three months or less.
20192018
Total comprehensive loss for the year, net of tax, attributable to
shareholders
[ $ ]($112,997)($417,079)
Weighted average number of shares514,894,500 320,645,259
Basic earnings/(loss) per share [ cents ](0.02) (0.13)
Diluted average shares on issue514,894,500 320,645,259
Diluted earnings/(loss) per share[ cents ](0.02) (0.13)
Loss for the year from continuing operations[ $ ]($112,997)($207,787)
Basic earnings/(loss) per share [ cents ](0.02) (0.06)
Diluted earnings/(loss) per share[ cents ](0.02) (0.06)
20192018
$$
Cash and bank46,878 80,378
Term deposits at bank2,357,499 2,411,717
Cash and bank2,404,377 2,492,095

Page 14 Southern Charter Financial Group Limited Annual Report 2019
7. NZX DEPOSIT

8. TRADE AND OTHER PAYABLES


Accounting policy: Trade and other payables
Trade and other payables are carried at amortised cost and due to their short term nature they are not
discounted. They represent liabilities for goods and services provided to the Group by suppliers in the ordinary
course of business prior to the end of the financial year that are unpaid and arise when the Group become
obliged to make future payments in respect of the purchase of these goods and services. The amounts are
unsecured and are usually paid within normal business trading terms.

9. RECONCILIATION OF OPERATING CASHFLOW AND REPORTED PROFIT

20192018
$$
Bond held at NZX20,000 20,000
20192018
$$
Trade payables16,013 40,959
Accrued expenses30,000 35,980
Related party payables
11
56,855 -
102,868 76,939
20192018
$$
Net loss for the year(112,997) (417,079)
Add/(less) non cash items
Depreciation and amortisation- 120
Fair value adjustments- 50,538
Changes in assets and liabilities
(Increase)/decrease in trade and other receivables4,812 62,172
(Increase)/decrease in GST receivable12,342 -
(Increase)/decrease in current tax asset(17,804) 169
Increase/(decrease) in trade and other payables25,929 (417,367)
Payables transactions for equity raising classified as financing activities- 82,275
Net cash flows from operating activities(87,718) (639,172)

Page 15 Southern Charter Financial Group Limited Annual Report 2019
10. FINANCIAL INSTRUMENTS
Credit risk: Financial instruments that potentially subject the Group to credit risk are bank balances and short
term deposits. The maximum exposure to credit risk at reporting date is the value of the instruments as stated in
the Statement of Financial Position. The Company only places cash on deposit with Westpac Bank which has a
Standard & Poor’s credit rating of AA- rating.
Liquidity risk: Liquidity risk represents the company's ability to meet its contractual obligations as they fall due.
As at 31 March 2019, liquidity risk was substantially eliminated by the cash and cash equivalents balance of
$2,407,800. The Board regularly reviews its liquidity position by examining future cash requirements.
Fair value risk: The fair value of bank accounts, loans from related parties, trade and other payables and accounts
receivable are equivalent to their carrying amounts as stated in the Statement of Financial Position.
Currency risk: The Group has no exposure to foreign exchange risk.
Interest rate risk: Cash and short term deposits are subject to interest rate risk.
All financial instruments are classified as current and have maturity dates of less than twelve months.
Categories of financial assets as at 31 March 2019 include assets at amortised cost $2,427,800. This comprises of
cash at bank balances and the NZX deposit. There are no financial assets at fair value.
Categories of financial liabilities as at 31 March 2019 include liabilities at amortised cost $102,868. This comprises
of trade and other payables only.
Accounting policy: Financial instruments
Financial instruments recognised in the statement of financial position include cash balances, receivables and
payables. The Group has no financial instruments that are not reported in the Statement of Financial Position.
Financial assets and financial liabilities are recognised when the company becomes a party to the contractual
provisions of the financial instruments.
A financial asset is derecognised when the contractual rights to cash flows from the financial asset expire, or
when the financial asset and all subsequent risks and rewards are transferred. A financial liability is derecognised
when it is extinguished, discharged, cancelled or expires.
Financial assets and financial liabilities are initially recognised at fair value, plus directly attributable transaction
costs, and subsequently at either amortised cost or fair value.

Page 16 Southern Charter Financial Group Limited Annual Report 2019
11. RELATED PARTY TRANSACTIONS AND BALANCES
Loan balances
There were no related party loan balances at 31 March 2019 (2018: Nil).
Remuneration
The directors are considered to be the key management personnel of the Group. Until 31 August 2017 the key
management personnel of the Group included the CEO.
The following table provides the compensation for key management personnel and directors.

Related party trade and other payables


Transactions: 2019
$100,000 was received from Mr Chang Ku EE to cover the compliance costs associated with the change in the
majority shareholder from Golden Tower New Zealand Limited to Mr EE. $43,415 of the value received has been
reported in income and the balance of $56,855 is included in trade and other payables (note 8).
20192018
$$
Compensation after 31 August 2017
Remuneration and other short term benefits65,080 41,109
Directors' fees36,000 14,000
Compensation until 31 August 2017
Remuneration and other short term benefits- 60,361
Directors' fees- 33,333
101,080 148,803
20192018
$$
Accrued management and professional service fees:
Joseph van Wijk- 5,750
John Cilliers(1,001) 3,317
Accrued directors fees:
Joseph van Wijk- 2,300
John Cilliers12,000 -
Payables for balance of funds received for shareholder transaction costs:
Chang Ku EE56,855 -
67,854 11,367

Page 17 Southern Charter Financial Group Limited Annual Report 2019
Transactions: 2018, including related to discontinued operations
Following are the related party transactions completed during the prior year with directors and companies that
were related parties until 31 August 2017, the date on which the distribution of the discontinued operation was
completed.
TribalGlu Limited was a related party as it is an entity formerly owned and controlled by Robert McAuley, a
former director of Southern Charter Financial Group Limited, and Roger Grice, the former Chief Executive Officer
of Southern Charter Financial Group Limited. During the year ended 31 March 2018, TribalGlu charged
management fees to the Group of $50,000 for the services provided by Roger Grice in his capacity as former CEO
of the Group and $8,333 for services provided by Robert McAuley in his capacity as director.
During the year ended 31 March 2018, Dene Biddlecombe, a former director of the Company, made advances
and payments of $118,100 on behalf of the Company, repaid subsequently.
The former directors are also shareholders of the Company and they participated in the transactions which
involved the disposal of Lateral Profiles through a contribution from shareholders on distribution of net liabilities
(see note 12).
Golden Tower NZ Limited, the previous ultimate parent company of the Group, was charged a deferral fee of
$130,000, of this amount $115,000 is other income for Lateral Profiles and $15,000 is other income for the
Company.
12. DISCONTINUED OPERATIONS – PRIOR YEAR
In February 2017, the Company entered into two conditional, legally binding agreements. A share subscription
agreement between the Company and Golden Tower NZ Limited (“GTNZ”) and a share subscription deed
between the Company and Lateral Profiles Limited (100% owned subsidiary). The agreements set out a series of
transactions. The shareholders approved the transactions at the special meeting held on 7 August 2017. The
transactions were subsequently completed on 31 August 2017.
The transactions in summary involved:
 GTNZ acquired a 90% shareholding in Southern Charter Financial Group Limited by subscribing for
463,405,050 new shares for consideration of NZ$3.28 million.
 The Company disposed of its shareholdings in Lateral Profiles by making an in specie distribution to
existing shareholders of the Company prior to the subscription by GTNZ.
 Prior to completion of the distribution to the shareholders, an internal restructuring of the Group’s
assets and liabilities was completed. Lateral Profiles Limited acquired all of the assets and intellectual
property used in the operation of the Group’s business and assumed all liabilities of the Company
immediately prior to completion of the transaction on 31 August 2017. As part of transfer of the net
liabilities a further $0.5m of cash was distributed to Lateral Profiles Limited.
As Lateral Profiles was the sole business operation of the Group, the Directors determined that the appropriate
accounting treatment of the Lateral Profiles business and all other assets and labilities, was to classify it as
discontinued operations.
The results of the discontinued operations were:

Page 18 Southern Charter Financial Group Limited Annual Report 2019

Cost of sales included a reversal of $66,657 of direct sales costs accrued at the previous year end 31 March 2017.
The Company successfully disputed the validity of the charges incurred. The accrual was subsequently reversed in
the current year, resulting in a net gain in total cost of sales.
The cash flow from discontinued operations were:

2018
$
Operating revenue126,752
Cost of sales14,589
Gross profit/(loss)141,341
Other income115,000
Administrative expenses(376,968)
Depreciation, amortisation and impairment(120)
Finance costs(81,045)
Loss before income tax(201,792)
Income tax expense-
Loss for the year from discontinued operations(201,792)
2018
$
Cash flow utilized in discontinued operations:
Net cash flows utilized in operating activities
Receipts from customers218,262
Received from GTNZ for deferral fee115,000
Payments to suppliers(600,149)
Payments to employees(118,425)
Interest paid(30,507)
Income tax paid/(received)169
(415,650)
Net cash flows from financing activities
Distribution to shareholders(190,141)
(605,791)

Page 19 Southern Charter Financial Group Limited Annual Report 2019
The distribution of net liabilities on disposal of discontinued operations was determined as follows:

The cash payment made comprises of $500,000 less amounts utilized to repay liabilities prior to the settlement
date on 31 August 2017.
Accounting policy: Discontinued operations and assets held for sale
A discontinued operation is a component of the Group’s business, the operations and cash flows of which can be
clearly distinguished from the rest of the Group and which:
- represents a separate major line of business or geographical area of operations; or
- is part of a single co-ordinated plan to dispose of a separate major line of business or geographical area of
operations; or
- is a subsidiary acquired exclusively with a view to re-sale.
Classification as a discontinued operation occurs at the earlier of disposal or when the operation meets the
criteria to be classified as held-for-sale.
When an operation is classified as a discontinued operation, the comparative statement of financial performance
and statement of comprehensive income is re-presented as if the operation had been discontinued from the start
of the comparative year.
13. SEGMENT INFORMATION
There are no segments to report at 31 March 2019 as the listed shell company was the only continuing operating
segment.
14. COMMITMENTS AND CONTINGENT LIABILITIES
There were no capital commitments or contingent liabilities at 31 March 2019 (2018: $nil).
There were no commitments under non-cancellable operating leases at 31 March 2019 (2018: $nil)
2018
$
Cash payment made / disposed of(190,141)
Net cash outflow on disposal of discontinued operation(190,141)
Net assets and liabilities disposed (other than cash):
Property, plant and equipment1,046
Intangible assets5,474
Income tax asset1,678
Trade and other receivables72,313
Interest bearing loans and borrowings (including related parties)(646,730)
Trade and other payables(123,464)
(689,683)
Contribution from shareholders on distribution of net liabilities499,542

Page 20 Southern Charter Financial Group Limited Annual Report 2019
15. GOING CONCERN
The Group reported a loss of $112,997 from continuing operations for the year ended 31 March 2019. As at 31
March 2019 the Group reported a net equity position of $2,348,590. The current assets of $2,451,458, which
include cash and cash equivalents of $2,407,800, provide the Group with sufficient resources to continue to cover
expenditure in relation to maintaining the listed shell company until such time that a suitable investment
opportunity for future development and growth is identified.
The Directors have concluded that the basis of preparation of the financial statements on a going concern basis is
appropriate.

16. SIGNIFICANT EVENTS AFTER REPORTING DATE
There were no significant events subsequent to 31 March 2019.

BDO Auckland

Page 21 Southern Charter Financial Group Limited Annual Report 2019

INDEPENDENT AUDITOR’S REPORT
TO THE SHAREHOLDERS OF SOUTHERN CHARTER FINANCIAL GROUP LIMITED

Opinion

We have audited the consolidated financial statements of Southern Charter Financial Group Limited
(“the Company”) and its subsidiary (together, “the Group”), which comprise the consolidated
statement of financial position as at 31 March 2019, and the consolidated statement of profit or
loss and other comprehensive income, consolidated statement of changes in equity and
consolidated statement of cash flows for the year then ended, and notes to the consolidated
financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material
respects, the consolidated financial position of the Group as at 31 March 2019, and its consolidated
financial performance and its consolidated cash flows for the year then ended in accordance with
New Zealand equivalents to International Financial Reporting Standards (“NZ IFRS”).

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand)
(“ISAs (NZ)”). Our responsibilities under those standards are further described in the Auditor’s
Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We
are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised)
Code of Ethics for Assurance Practitioners issued by the New Zealand Auditing and Assurance
Standards Board, and we have fulfilled our other ethical responsibilities in accordance with these
requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.

Other than in our capacity as auditor we have no relationship with, or interests in, the Company or
its subsidiary.

Key Audit Matters

We have determined that there are no key audit matters to communicate in our report.

Other Information

The directors are responsible for the Annual Report, which includes information other than the
consolidated financial statements and auditor’s report.

Our opinion on the consolidated financial statements does not cover the other information and we
do not express any form of audit opinion or assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read
the other information and, in doing so, consider whether the other information is materially
inconsistent with the consolidated financial statements or our knowledge obtained in the audit or
otherwise appears to be materially misstated. If, based on the work we have performed, we
conclude that there is a material misstatement of this other information, we are required to report
that fact. We have nothing to report in this regard.

BDO Auckland

Page 22 Southern Charter Financial Group Limited Annual Report 2019


Directors’ Responsibilities for the Consolidated Financial Statements

The directors are responsible on behalf of the Group for the preparation and fair presentation of
the consolidated financial statements in accordance with NZ IFRS, and for such internal control as
the directors determine is necessary to enable the preparation of consolidated financial statements
that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the directors are responsible on behalf of the
Group for assessing the Group’s ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless the
directors either intend to liquidate the Group or to cease operations, or have no realistic
alternative but to do so.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial
statements as a whole are free from material misstatement, whether due to fraud or error, and to
issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of
assurance, but is not a guarantee that an audit conducted in accordance with ISAs (NZ) will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in aggregate, they could reasonably be expected to influence
the decisions of users taken on the basis of these consolidated financial statements.

A further description of our responsibilities for the audit of the financial statements is located at
the External Reporting Board’s website at: https://www.xrb.govt.nz/standards-for-assurance-
practitioners/auditors-responsibilities/audit-report-1/

This description forms part of our auditor’s report.

Who we Report to

This report is made solely to the Company’s shareholders, as a body. Our audit work has been
undertaken so that we might state those matters which we are required to state to them in an
auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept
or assume responsibility to anyone other than the Company and the Company’s shareholders, as a
body, for our audit work, for this report or for the opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Blair Stanley.

For and behalf of:




BDO Auckland
New Zealand
25 July 2019

Page 23 Southern Charter Financial Group Limited Annual Report 2019
ADDITIONAL INFORMATION
PRINCIPAL ACTIVITIES AND CHANGES IN STATE OF AFFAIRS
The Company is currently a listed shell company investigation options for acquisition.
Until 31 August 2017 the Company was a developer and distributer of premium digital products and services that
enable commercialisation of the mobile and fixed web using various payment methods.
DIRECTORS
The following directors held office during the financial year:
Current directors:
Chang Ku EE (appointed 17 December 2018)
Kuan Chong NG (appointed 8 April 2019)
Joseph van Wijk (appointed 10 December 2013)
John Cilliers (appointed 19 February 2018)

Previous directors:
Ka Wo Chan (Karl), Chairman (resigned 17 December 2018)
Chong Hoi Sze (resigned 17 December 2018)
DIRECTORS INTEREST IN SOUTHERN CHARTER FINANCIAL GROUP LIMITED
The following table sets out each current director’s relevant interest (direct and indirect) in shares of the
company as at the date of this report.

Directors
Fully paid
ordinary
shares
%
Chang Ku EE442,809,270 86.00%
Joseph van Wijk 17,395,630 3.40%
John Cilliers50,000 0.01%

Page 24 Southern Charter Financial Group Limited Annual Report 2019
REMUNERATION
The following table provides the compensation for key management personnel and directors.

During the financial year there were no employees or former employees who received remuneration and other
benefits in their capacity as employees of the Company of which was or exceeded $100,000 per annum.
The Board received no notice during the year from directors requesting to use the Company or Group
information received in their capacity as directors which would not have been otherwise available to them.
DIRECTORS DISCLOSURE OF INTERESTS
The following general disclosures of interest were received in relation to the year ended 31 March 2019:
Chang Ku EE Joseph van Wijk
 Elitesoft Asia Group

 Tasman Associates
 OD Group of companies

 Tasman Capital Ltd
 Youth Lite International

 Tasman Capital Nominees Ltd


 Trinity Portfolio Ltd
Ka Wo Chan

 TRS Investments Ltd
 Golden Tower NZ Ltd

 Senior Trust Management Ltd
 Best Leader Precious Metals Ltd

 Pacific Financial Derivatives Ltd
 BL Global Markets Ltd


 Best Leader Financial Group Ltd
John Cilliers
 Sweetbriar Equine Pty Ltd

 Incrementum Ltd


 TRS Investments Ltd
Chong Hoi Sze
 Golden Tower NZ Ltd


 Best Leader Precious Metals Ltd


 Best Leader Markets Pty Ltd



Director
fees
Remuneration
Other
employee
benefits
Total
$
$
$
$
Executive directors:
Joseph van Wijk
24,000


60,000


-


84,000


Johannes Cilliers
12,000


5,080


-


17,080


36,000


65,080


-


101,080


2019

Page 25 Southern Charter Financial Group Limited Annual Report 2019
20 LARGEST SHAREHOLDERS (AS AT 3 MAY 2019)

DONATIONS
No donations were made during the year.

ANNUAL REPORT CERTIFICATE
This Annual Report is dated 25 July 2019 and is signed on behalf of the Board by:


Director: Joseph van Wijk Director: John Cilliers

Ordinary shareholdersNumber%
Chang Ku Ee442,809,270 86.0%
Trinity Portfolio Limited12,395,630 2.4%
Robert Gregory Mcauley7,464,312 1.4%
Roger Grice7,459,505 1.4%
Dene Biddlecombe Family Trust5,273,406 1.0%
Russell Maloney5,015,092 1.0%
Tasman Capital Limited5,000,000 1.0%
John Sydney Philpott4,938,425 1.0%
Lei Pei4,000,000 0.8%
Global Paradigm2,785,714 0.5%
Murray Horton Blackwell2,576,400 0.5%
Richard Black1,540,754 0.3%
Michael Patrick Mckenna1,200,000 0.2%
Custodial Services Limited987,412 0.2%
Dene Peter Biddlecombe600,000 0.1%
M F Campbell Limited600,000 0.1%
Christopher David Castle579,432 0.1%
Graeme Craig Joynt500,000 0.1%
Philip Stickland500,000 0.1%
R & K Famularo Family Trust413,425 0.1%
506,638,777 98.40%
Fully paid

Page 26 Southern Charter Financial Group Limited Annual Report 2019

BUSINESS DIRECTORY

Company
number:
4844319

Directors:
Chang Ku EE, Chairman
Kuan Chong NG
Joseph van Wijk
John Cilliers

Registered
office:
Level 2 Tower Building
50 Customhouse Quay
Wellington, 6011
New Zealand

Share Registrar

Link Market Services
Level 7, Zurich House
21 Queen Street
Auckland 1010

Bankers:
Westpac Bank Limited

Solicitors:
Duncan Cotterill
Wellington

Auditors:
BDO Auckland