Full unaudited results to 31 March 2024

30 May 2024

NZX Limited
AUCKLAND


Release of preliminary unaudited financial results for the financial year ended 31 March 2024 (FY 2024)

Today Being AI Limited (NZX: BAI) released its preliminary result for FY 2024 to the market.

Financial Performance Summary

During FY 2024, BAI:

• generated revenues of $40.52 million.

• achieved a 23% increase in operating EBITDA to $2.97 million.

• generated a $1.069 million net loss after tax, which loss included the accounting treatment of the
reverse takeover transaction (“RTO”) – a $1.69 million share-based expense.

Explanation of Financial Performance and Financial Results

As a RTO into a non-trading shell company, the accounting rules under NZ GAAP require the difference between
the fair value of the consideration paid to purchase the listed shell company (through the transfer of shares)
plus the net liabilities acquired, to be expensed as a share-based payment.

As part of the RTO, the Company acquired 100% of Being Consultants and its 100% owned subsidiaries, Being
Labs Limited and Being Ventures Limited. The Company paid an initial $5 million to acquire the shares in Being
Consultants settled through the issue of shares. In addition, the vendors of Being Consultants were given a
right to further ‘earn-in’ shares based on the Company’s share price achieving certain milestones over the next
three years. The liability for the future payment of these earn-in shares is recognised at its fair value at balance
date and has been valued at $5.6 million by an independent valuer. Because Being Consultants has no trading
history the valuation has been based on industry metrics from similar Nasdaq and ASX listed small cap
businesses.

The Group has total assets of $37.3 million and $3.8 million in equity. The RTO valued Send Global at $25
million and AGE at $15 million. Because of the accounting rules this value is not reflected in the Group’s
balance sheet. If it were, total assets would be $78million and equity would be $44.8 million.

Dividend Policy

The Company has no current plans to pay dividends. In the medium term, the opportunities for growth in the
business are expected to be the priority for any surplus funds. The Board will review the dividend policy as
revenue and cashflows allow.

Major Highlights for FY 2024

The major development for FY 2024 was obviously the completion of the RTO of the Company (previously
named Ascension Capital Limited). As part of the RTO, the Company:

• acquired Being Consultants Limited, which company in turns owns Being Labs Limited and Being
Ventures Limited – which companies are discussed in depth below.
• acquired Send Global Limited, a logistics, courier, business mail and filing company operating
nationally from its headquarters in Auckland.
• acquired AGE Limited, which company operates AGE School, located in Takapuna, Auckland.
• issued 1,800,000,000 new shares to satisfy the payment of the purchase price for the above
operations, together with a further 46,520,000 new shares to satisfy the repayment of certain liabilities
owed by the Company to a shareholder, and present and former directors of the Company.
• appointed new directors David McDonald, Katherine Allsopp-Smith and Joe Jensen to the Board.
• changed its name to Being AI Limited, and its ticker code to “BAI”.

Post balance date developments

Post balance date (31 March 2024), the Company:

• acquired the education assets of Villa Education Trust, including an online school, management rights
for two Auckland schools, and a third campus in the Far North.
• increased the depth of its executive team across the Being Consultants and Labs divisions by hiring
four new executives in the following roles – Head of Customer Solutions, Emerging technologies
Researcher, Head of Technology and Chief Product Officer.
• increased its borrowings with the ANZ by entering into new loan facilities with an aggregate increased
facility limit of $7 million, which loans provide the Company with facilities to fund working capital
requirements of the Group, and retire historic indebtedness owed by the acquired entities to previous
shareholders and their associated interests.
• issued 42,370,000 share options pursuant to the Being AI Employee Share Option Plan to independent
directors, contractors and executives of the Group. These share options were issued with a view to
retain the services of existing staff, recruit and attract new staff and align the interests of those staff
with shareholders of the Company.

In the short time since listing, Being AI has made significant strides in building a strong foundation for future
growth. The merging of Being Group, AGE School and Send Global, along with the acquisition of Villa Education
Trust, sets the group up to leverage AI and emerging technologies to transform these industries.

We have assembled a world-class team with deep AI expertise, established our Labs team, and initiated
multiple deep AI tech research projects. We have built a robust pipeline for both our consulting business and
venture investments. These milestones are proving the model set out in our listing profile to the market.

Transforming Logistics and Education

The integration of AGE School and Send Global positions Being AI to drive significant transformation in both the
logistics and education sectors.

Send Global along with the whole freight and logistics sector stands to benefit greatly from AI-driven
innovations. With advancements in AI, we can enhance operational efficiencies, optimise supply chain
management, improve last-mile delivery processes, customer transparency and satisfaction. AI can also
provide predictive analytics for inventory management and demand forecasting, companies willing to adopt
these changes will see significant competitive edge in the market.

Villa Education Trust, with its innovative online school, enhances our position in the education sector,
particularly with the New Zealand government's upcoming Charter School initiatives. Furthermore, AGE
School's advanced educational model, a beacon for the education industry, aims to make cutting-edge
education accessible to more New Zealand children. This model not only focuses on academic excellence but
also nurtures creativity, critical thinking, and a passion for lifelong learning.

We are also pleased to welcome Karen van Gemerden as our General Manager of Education. Karen brings
extensive experience in the education industry, having been instrumental in the establishment of New
Zealand's first Charter Schools. Her leadership and deep understanding of the educational landscape will be
invaluable as we expand our educational initiatives and bring AGE School's innovative approach to a broader
audience.
Our Commitment to Innovation

With strong leadership provided by Dr. Nicolas Fourrier, the early establishment of our Labs team and the
launch of several R&D projects in AI technologies are already yielding promising results. We are excited about
the potential impact these advancements will have on our clients and investee companies. Our team’s
expertise and the strategic initiatives we have underway are crucial to our long-term success.
In addition to these operational milestones, we have begun integrating shared services for our new
acquisitions, including finance, operations, and marketing, ensuring seamless operations and synergies
across the group.

Looking Ahead

Being AI is focused on expanding its market presence and exploring new geographic and sectoral
opportunities. Our strategic goal is to lead in AI and AI-enabled industry transformation, reshaping industries
through smart investments and innovative emerging technologies. We are confident in our ability to drive value
for our shareholders and stakeholders as we move forward.

Our Team and Governance

Our board, comprising experienced leaders Sean Joyce, Joe Jensen, Roger Gower and Katherine Allsopp-Smith,
provides valuable expertise to guide our strategic direction. The senior management team, including Nyssa
Waters, Dr. Nicolas Fourrier, Paul Shale, Mike Dunshea, Erin Zink, Karen van Gemerden and Paul Forno are
driving our operational excellence and innovation.

We adhere to robust governance practices, in line with the NZX Corporate Governance Code, ensuring
transparency and accountability in all our operations.

Closing Thoughts

We remain dedicated to our growth strategy, focusing on innovation and strategic investments, and we look
forward to sharing our journey in this regard with our shareholders.


For more information:

David McDonald
Group CEO, Being AI Limited
Mobile: +64 27 239 7000
Email: david@beingconsultants.ai


Sean Joyce
Chair, Being AI Limited
Mobile: +64 21 865 704
Email:

Website: BeingAI.Group
linkedin.com/beingconsultants

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Results announcement




Results for announcement to the market
Name of issuer Being AI Limited
Reporting Period 12 months to March 2024
Previous Reporting Period N/a
Currency NZD
Amount (000s) Percentage change
Revenue from continuing
operations
$40,522 N/a
Total Revenue $40,522 N/a
Net profit/(loss) from
continuing operations
$(1,069) N/a
Total net profit/(loss) $(1,069) N/a
Interim/Final Dividend
Amount per Quoted Equity
Security
The Company does not propose to pay a dividend at this time.
Imputed amount per Quoted
Equity Security
Not applicable
Record Date Not applicable
Dividend Payment Date Not applicable
Current period Prior comparable period
Net tangible assets per Quoted
Equity Security
$(0.0071) N/a
A brief explanation of any of
the figures above necessary to
enable the figures to be
understood
Refer to the market release and unaudited financial statements for
the year ended 31 March 2024 that accompany this announcement.
In the attached financial statements, the financial measures for Send
Global Limited and AGE Limited for the year ended 31 March 2023
have been provided as comparatives. Send Global Limited and AGE
Limited were the privately held operating companies acquired by the
listed company as part of the reverse-takeover acquisition on 28
March 2024.
Authority for this announcement
Name of person authorised to
make this announcement
Sean Joyce
Contact person for this
announcement
Sean Joyce
Contact phone number +64 21 865 704
Contact email address sean@corporate-counsel.co.nz
Date of release through MAP 30 May 2024

Unaudited financial statements accompany this announcement. At the date of this release the financial
statements are in the process of being audited.
The consolidated financial statements as at 31 March 2024 include goodwill of $10.6 million and
contingent consideration of $5.6 million relating to the purchase of Being Consultants Limited. The
calculation of these balances involves a number of subjective assumptions relating to the future
performance of Being Consultants Limited and the resulting impact of this performance on the share
price of the Group. William Buck, the Group’s auditor has indicated that it is likely they will issue a
qualified opinion on the consolidated financial statements for the year ended 31 March 2024 solely
because they are unable to obtain sufficient appropriate audit evidence to provide assurance over these
assumptions due to their subjective nature. They expect to therefore be unable to express an opinion as
to whether the recorded carrying value of the goodwill and contingent consideration recognised by the
Group and relating to the purchase of Being Consultants Limited in the year ended 31 March 2024 are
materially correct and whether any adjustments to these amounts are necessary.

---

Being AI Limited (formerly Ascension Capital Limited)
Consolidated Statement of Profit or Loss and Other Comprehensive
Income
For the year ended 31 March 2024



1


Note
2024
2023
(unaudited)
(unaudited)
NZ$000
NZ$000
Revenue
5
40,522
43,771
Changes in inventories of finished goods and work in progress
(32,193)
(35,944)
Gross Profit
8,329
7,827
Other operating income
6
22
191
Finance income
98
78
Expenses
Employee benefits expenses
7.1
(3,372)
(3,451)
Depreciation and amortisation expenses
7
(1,064)
(977)
Property expenses
(183)
(617)
Other operating expenses
(1,827)
(1,538)
Profit / (loss) from operations
2,003
1,513
Reverse acquisition share based payment
(1,693)
-
Reverse listing expenses
(67)
-
Finance expense
7.2
(616)
(758)
Gain on disposal of assets
1
1,132
Profit / (loss) before income tax
(372)
1,887
Income tax expense
9
(697)
(168)
Profit / (loss) for the year after taxation
(1,069)
1,719
Total comprehensive profit / (loss) for the year
(1,069)
1,719
Earnings/(loss) per share
Basic and diluted earnings/(loss) per share (NZ$)
11
(0.0011)
0.0017

Being AI Limited (formerly Ascension Capital Limited)
Consolidated Statement of Changes in Equity
For the year ended 31 March 2024



2



Note
Share
capital
Retained
earnings
Total equity
NZ$000
NZ$000
NZ$000
Balance at 1 April 2022 (unaudited)
3,944
(66)
3,878
Profit for the year
-
1,719
1,719
Total comprehensive income for the year
-
1,719
1,719
Transactions with owners in their capacity as owners
-
-
-
Balance at 31 March 2023 (unaudited)
3,944
1,653
5,597
Balance at 1 April 2023 (unaudited)
3,944
1,653
5,597
Profit for the year
-
(1,069)
(1,069)
Total comprehensive income for the year
-
(1,069)
(1,069)
Transactions with owners in their capacity as owners
Dividends declared
10
-
(2,001)
(2,001)
Share buyback
10, 20
(3,943)
(1,370)
(5,313)
Shares issued on reverse acquisition
23
1,631
-
1,631
Shares issued on business acquisition
24
5,000
-
5,000
Balance at 31 March 2024 (unaudited)
6,632
(2,787)
3,845

Being AI Limited (formerly Ascension Capital Limited)
Consolidated Statement of Financial Position
As at 31 March 2024


3

Note
2024
2023
(unaudited)
(unaudited)
NZ$000
NZ$000
Current assets
Cash and cash equivalents
12
2,215
3,481
Receivables and other current assets
13
4,055
5,476
Inventories
14
1,217
6,309
Taxation receivable
-
102
Total current assets
7,487
15,368
Non-current assets
Term deposit
22
-
Related party receivables
27
2,000
-
Property, plant and equipment
15
2,745
2,959
Right-of-use assets
16.1
7,926
3,066
Intangible assets
17
16,981
6,302
Deferred tax asset
9.3
151
162
Total non-current assets
29,825
12,489
Total assets
37,312
27,857
Current liabilities
Trade payables and other current liabilities
18
13,089
14,595
Taxation payable
656
-
Borrowings
19
1,427
1,318
Lease liabilities
16.2
450
424
Total current liabilities
15,622
16,337
Non-current liabilities
Borrowings
19
4,471
3,125
Student bonds
150
80
Contingent consideration
24
5,600
-
Lease liabilities
16.2
7,624
2,718
Total non-current liabilities
17,845
5,923
Total liabilities
33,467
22,260
Net assets
3,845
5,597
Equity
Share capital
20
6,632
3,944
Retained earnings
(2,787)
1,653
Total equity
3,845
5,597

Being AI Limited (formerly Ascension Capital Limited)
Consolidated Statement of Cash Flows
For the year ended 31 March 2024


4


Note2024 2023
(unaudited)(unaudited)
NZ$000 NZ$000
Cash flows from operating activities
Receipts from customers42,11243,363
Government grants received-127
Payments to suppliers and employees(40,746)(38,088)
Income tax paid72(243)
Net cash from operating activities261,4385,159
Cash flows from investing activities
Payments for property, plant and equipment(69)(218)
Sale of property plant and equipment365,973
Interest received9877
Payments for related party short-term loans(1,864)-
Payments for intangible assets(7)-
Net cash used in investing activities(1,806)5,832
Cash flows from financing activities
Dividends paid(734)-
Proceeds from borrowings8,2995,030
Principal repayment of borrowings(7,545)(12,957)
Interest paid on borrowings(375)(655)
Principal repayment of lease liabilities(420)(297)
Interest paid on lease liabilities(144)(103)
Net cash from financing activities(919)(8,982)
Net increase in cash and cash equivalents(1,287)2,009
Cash and cash equivalents at the beginning of the year3,4811,472
Cash received from business acquisition21-
Cash and cash equivalents at the end of the year
122,2153,481

Being AI Limited (formerly Ascension Capital Limited)
Consolidated Statement of Cash Flows
For the year ended 31 March 2024


5
Reconciliation of profit or loss after taxation with cash flow from operating
activities




2024
2023
(unaudited)
(unaudited)
NZ$000
NZ$000
Net loss after taxation
(1,069)
1,719
Adjustments for:
Depreciation on property, plant and equipment
249
307
Depreciation on right of use assets
491
340
Amortisation of intangible assets
326
329
Finance income
(98)
(77)
Interest paid on borrowings
174
798
Interest paid on lease liabilities
144
103
Interest paid on related party borrowings
298
-
Gain on disposal of assets
(1)
(1,132)
Movement in deferred tax
11
18
Share-based payments
1,693
-
Income tax paid
-
(243)
Income tax expense
-
150
Other non cash adjustments
-
(4)
Movements in working capital
(Increase) / decrease in prepayments and other receivables
1,420
(592)
(Increase) / decrease in inventory
5,092
866
Increase / (decrease) in trade payables and other liabilities
(1,506)
2,466
Increase / (decrease) in related party payables
(6,581)
-
Increase / (decrease) in student bonds
70
80
Increase / (decrease) in non current payables
-
31
(Increase) / decrease in tax benefit
758
-
Movement in working capital due to reverse listing transaction
(33)
-
Net cash received from operating activities
1,438
5,159

Being AI Limited (formerly Ascension Capital Limited)
Accounting Policies
For the year ended 31 March 2024


6
1. General information
Being AI Limited (formerly Ascension Capital Limited) (‘Being AI’ or ‘the Company’) and its subsidiaries
(together ‘the Group’) are limited liability companies, incorporated under the Companies Act 1993 and
domiciled in New Zealand.
The Group was formed by a reverse acquisition on 28 March 2024 of Being AI Limited and Send Global
Limited. On 28 March 2024 the Group acquired Being Consultants Limited (Being Consultants), Being
Ventures Limited (Being Ventures) and Being Labs Limited (Being Labs). The Company’s name change
occurred on 28 March 2024.
As such, these financial statements almost entirely relate to the business activities prior to the formation
of the Being AI Group (362 days of 365).
Post 28 March 2024, Being AI Limited is a Group positioned for the business transformation impact that
will result from AI and similar advanced technologies. The Group’s strategy is to build, advise, and invest
in this disruption. Two initial investment verticals are signalled in the Group’s ownership in these
financial statements – being Send Global (logistics) and AGE (education).
2. Material accounting policies
The following are the material accounting policies adopted by the Group in the preparation and
presentation of the consolidated financial statements. There have been no changes in accounting
policies since the previous year end unless otherwise stated.
2.1 Statement of compliance and reporting framework
The consolidated financial statements have been prepared in accordance with Generally Accepted
Accounting Practice in New Zealand (‘NZ GAAP’). The Group is a for-profit entity for the purposes of
complying with NZ GAAP. The consolidated financial statements comply with New Zealand equivalents to
International Financial Reporting Standards (‘NZ IFRS’), International Financial Reporting Standards
(‘IFRS’), and other applicable New Zealand Financial Reporting Standards as appropriate for for-profit
entities. The Group is a Tier 1 for-profit entity in accordance with XRB A1 Application of the Accounting
Standards Framework.
The Company is an FMC reporting entity under the Financial Markets Conduct Act 2013. The Company is
listed on the NZX Main Board ("NZX"). These consolidated financial statements have been prepared in
accordance with the requirements of the Financial Markets Conduct Act 2013 and the NZX Main Board
Listing Rules.
2.2 Reverse listing and corporate restructure
On 28 March 2024 the Company entered into a reverse listing transaction in respect of Being
Consultants, Being Ventures, Being Labs, Send Global Limited (Send Global) and AGE Limited (AGE)
(together the Being AI Group) in which the Company acquired 100% of the shares of the already
operating Being AI Group for total consideration of $45 million upfront plus further contingent
consideration, as detailed below:
- an initial $5 million to acquire the shares in Being Consultants plus contingent consideration with an
assessed fair value at acquisition date of $5.6 million. The contingent consideration is subject to the
Company achieving certain share price milestones post-acquisition;
- $25 million to acquire the shares in Send Global; and
- $15 million to acquire the shares in AGE.

Being AI Limited (formerly Ascension Capital Limited)
Accounting Policies
For the year ended 31 March 2024


7
To satisfy the upfront payment of the initial $45 million purchase price, the Company issued
1,800,000,000 fully paid ordinary shares at an issue price of $0.025 per share to the vendors or their
nominees.
The reverse acquisition does not represent a business combination in accordance with NZ IFRS 3 Business
Combinations because Being AI did not constitute ‘a business’, as it was a listed non-operating entity.
The Board of Directors have therefore accounted for the reverse acquisition as a share-based payment
transaction, as an issue of shares, in accordance with NZ IFRS 2 Share-based Payments.
The appropriate accounting treatment for recognising the new Group structure is to treat Send Global,
which is the largest business in the Group, as the accounting acquirer of the Company. The consolidated
financial statements prepared following the reverse acquisition are issued under the name of the legal
parent and accounting acquiree, Being AI, but describe the continuation of the consolidated financial
statements of the legal subsidiary and accounting acquirer, Send Global.
The share-based payment for Send Global’s acquisition of Being AI was valued at the date of the reverse
acquisition with reference to the fair value of equity instruments issued by the Company. The share-
based payment has been expensed.
The acquisition of Being Consultants is a business combination in accordance with NZ IFRS 3: Business
Combinations.
The results of Being AI and Being Consultants are included in the consolidated financial statements from
28 March 2024 which is the date of acquisition.
At the time of the reverse listing and corporate restructure Send Global and AGE were controlled by the
same vendors. As Send Global is considered to be the accounting acquirer, the acquisition of AGE is a
corporate restructure of entities under common control. The corporate restructure does not represent a
business combination in accordance with NZ IFRS 3: Business Combinations. The appropriate accounting
treatment for recognising AGE’s inclusion in the new group is on the basis that the transaction is a form
of group reorganisation. Accordingly, the consolidated financial statements have been prepared as a
continuation of the combination of Send Global’s (the accounting acquirer) and AGE’s pre-reorganisation
financial results. Therefore, these consolidated financial statements include the combined results of
Send Global (including its subsidiary companies) and AGE from 1 April 2022 to the date of acquisition.
2.3 Basis of preparation
The consolidated financial statements have been prepared on a historical cost basis apart from those
items measured at fair value as described below. Historical cost is generally based on the fair value of the
consideration given in exchange for goods and services.
The consolidated financial statements are presented in New Zealand dollars which is the Group’s
functional and presentation currency, rounded to the nearest thousand dollars unless otherwise stated.
Comparative information in the consolidated financial statements has been adjusted in order to be
consistent with the presentation of the current period.
2.4 Going concern
The Directors have, at the time of approving the consolidated financial statements, a reasonable
expectation that the Group has adequate resources to continue in operational existence for the
foreseeable future. They have therefore continued to adopt the going concern basis of accounting in
preparing the consolidated financial statements.

Being AI Limited (formerly Ascension Capital Limited)
Accounting Policies
For the year ended 31 March 2024


8
2.5 Application of NZ IFRS 1 First-time Adoption of New Zealand Equivalents to International
Financial Reporting Standards
These are the first consolidated financial statements prepared by the Group.
Previously the financial statements of AGE were prepared in accordance with the Special Purpose
Financial Reporting Framework (SPF). The special purpose financial statements were prepared for
taxation purposes and the requirements of the entity’s previous owners. SPF differs in certain respects
from NZ IFRS.
As a result NZ IFRS 1 First-time Adoption of New Zealand Equivalents to International Financial Reporting
Standards has been applied in preparing these consolidated financial statements.
When preparing the Group's consolidated financial statements for the year ended 31 March 2024,
management has amended certain accounting methods applied in the AGE SPF financial statements to
comply with NZ IFRS. The comparative figures in respect of 2023 have been amended to reflect these
adjustments. Comparative balances have been reclassified and restated to conform with changes in
presentation and classification adopted in the current period.
The date of the AGE’s transition to NZ IFRS is 1 April 2022. The Group prepared its opening NZ IFRS
Consolidated Statement of Financial Position at that date.
2.6 Principles of consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities
controlled by the Company. Control is achieved when the Company:
• has power over the investee;
• is exposed, or has rights, to variable returns from its involvement with the investee; and
• has the ability to use its power to affect its returns.
The Company reassesses whether or not it controls an investee if facts and circumstances indicate that
there are changes to one or more of the three elements of control listed above.
Where necessary, adjustments are made to the financial statements of subsidiaries to bring their
accounting policies in line with the Group's accounting policies.
All intragroup assets, liabilities, equity, income, expenses, and cash flows relating to transactions
between members of the Group are eliminated in full on consolidation.
Business combinations
Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred
in a business combination is measured at fair value, which is calculated as the sum of the acquisition-
date fair values of the assets transferred by the Group, liabilities incurred by the Group to the former
owners of the acquiree and the equity interests issued by the Group in exchange for control of the
acquiree. Acquisition related costs are generally recognised in profit or loss as incurred.
At the acquisition date, the identifiable assets acquired, and the liabilities assumed are recognised at
their fair value at the acquisition date, except that deferred tax assets or liabilities, and liabilities related
to employee benefit arrangements, are recognised and measured in accordance with NZ IAS 12 Income
Taxes and NZ IAS 19 Employee Benefits respectively.
Goodwill is measured as the excess of the sum of the consideration transferred over the net of the
acquisition‑date amounts of the identifiable assets acquired, and the liabilities assumed. If, after
reassessment, the net of the acquisition‑date amounts of the identifiable assets acquired and liabilities
assumed exceeds the sum of the consideration transferred, the excess is recognised immediately in
profit or loss as a bargain purchase gain.

Being AI Limited (formerly Ascension Capital Limited)
Accounting Policies
For the year ended 31 March 2024


9
If the initial accounting for a business combination is incomplete by the end of the reporting period in
which the combination occurs, the Group reports provisional amounts for the items for which the
accounting is incomplete. Those provisional amounts are adjusted during the measurement period or
additional assets or liabilities are recognised, to reflect new information obtained about facts and
circumstances that existed as of the acquisition date that, if known, would have affected the amounts
recognised as of that date. Measurement period adjustments are adjustments that arise from additional
information obtained during the ‘measurement period’ (which cannot exceed one year from the
acquisition date) about facts and circumstances that existed at the acquisition date.
2.7 Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the
chief operating decision maker. The chief operating decision maker, who is responsible for allocating
resources and assessing performance of the operating segments, has been identified as the Board of
Directors.
2.8 Revenue recognition
Prior to 28 March 2024 with the formation of the Being AI Group and the Group’s new strategy to focus
on leveraging advanced technologies, the Group’s financial statements show revenue derived from the
following major sources:
• Education services;
• Courier, business mail and logistics services; and
• Filing solutions.
Revenue is measured based on the consideration to which the Group expects to be entitled in a contract
with a customer and excludes amounts collected on behalf of third parties, such as goods and service tax
and customs duties.
Education services
The Group provides an online virtual and physical school. School fees and revenue from related services
are recognised over the school term or year to which they relate. Revenues for school activities are
recognised at a point in time when the activity is completed. Revenue from the sale of goods, such as
stationery and school lunches, are recognised at a point in time upon delivery when control has been
transferred to the buyer and collectability of the related receivable is reasonably assured.
Courier, business mail and logistics services
The Group provides domestic courier and freight services; domestic and internation unified logistics;
business mail services; and mailhouse services.
Revenue from the delivery of courier, business mail and logistics services is recognised over time as the
related performance obligations are fulfilled. Customers are generally invoiced at the end of each month
which covers all services provided up to that date.
Revenue from the sale of stamps and postage included envelopes are recognised at a point in time upon
delivery when control has been transferred to the buyer and collectability of the related receivable is
reasonably assured.
Filing solutions
The Group provides filing solutions and consumables.
Revenue from the sale of filing solutions and consumables is recognised at a point in time upon delivery
when control has been transferred to the buyer and collectability of the related receivable is reasonably
assured.

Being AI Limited (formerly Ascension Capital Limited)
Accounting Policies
For the year ended 31 March 2024


10
2.9 Interest income
Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective
interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through
the expected life of the financial asset to that asset's net carrying amount on initial recognition.
2.10 Borrowing costs
Borrowing costs include interest expense calculated using the effective interest method and finance
charges in respect of lease arrangements. Borrowing costs are expensed as incurred.
2.11 Income Tax
The income tax expense or benefit for the period is the tax payable on the current period’s taxable
income based on the applicable income tax rate adjusted by changes in deferred tax assets and liabilities
attributable to temporary differences and to unused tax losses.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from ‘profit before
tax’ as reported in the Statement of Profit or Loss and Other Comprehensive Income because of items of
income or expense that are taxable or deductible in other years and items that are never taxable or
deductible. The Group's current tax is calculated using tax rates that have been enacted or substantively
enacted by the end of the reporting period.
Deferred tax
Deferred tax is recognised on temporary differences between the carrying amounts of assets and
liabilities in the financial statements and the corresponding tax bases used in the computation of taxable
profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax
assets are recognised for all deductible temporary differences to the extent that it is probable that
taxable profits will be available against which those deductible temporary differences can be utilised.
Such deferred tax assets and liabilities are not recognised if the temporary difference arises from the
initial recognition (other than in a business combination) of assets and liabilities in a transaction that
affects neither the taxable profit nor the accounting profit, unless the initial recognition gives rise to
equal amounts of taxable and deductible temporary differences.
Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period
in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been
enacted or substantively enacted by the end of the reporting period.
The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow
from the manner in which the Group expects, at the end of the reporting period, to recover or settle the
carrying amount of its assets and liabilities.
2.12 Goods and services tax
Revenue, expenses, assets, and liabilities are recognised net of the amount of goods and services tax
(GST) except:
• where the amount of GST incurred is not recovered from the Inland Revenue Department, it is
recognised as part of the cost of acquisition of an asset or as part of an item of expense; or
• for receivables and payables, which are recognised inclusive of GST.
The net amount of GST recoverable or payable to the Inland Revenue Department is included as part of
receivables or payables.

Being AI Limited (formerly Ascension Capital Limited)
Accounting Policies
For the year ended 31 March 2024


11
2.13 Inventories
Inventories are stated at the lower of cost and net realisable value. Cost comprises direct materials and,
where applicable, costs that have been incurred in bringing the inventories to their present location and
condition. Costs of inventories are determined on a weighted average basis. Net realisable value
represents the estimated selling price for inventories in the ordinary course of business, less all
estimated costs of completion and costs necessary to make the sale.
2.14 Property, plant and equipment
Each class of property, plant and equipment is measured at historical cost less accumulated depreciation
and accumulated impairment losses. Historical cost includes expenditure that is directly attributable to
the acquisition of the items.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as
appropriate, only when it is probable the future economic benefits associated with the item will flow to
the Group and the costs of the item can be measured reliably. The carrying amounts of any component
accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are
charged to profit or loss in the reporting period in which they are incurred.
Depreciation is recognised on a straight line so as to write off the cost of assets less their residual values,
over their useful lives. The estimated useful lives, residual values and depreciation method are reviewed
at the end of each reporting period.
The following depreciation rates are applied:
Class of asset Depreciation rates
Buildings 2% - 5%
Leasehold improvements 5% - 20%
Plant and equipment 3% - 33%
Office furniture & equipment 8% - 50%
An item of property, plant and equipment is derecognised upon disposal or when no future economic
benefits are expected to arise from the continued use of the asset. Any gain or loss arising on the
disposal or retirement of an item of property, plant and equipment is determined as the difference
between the sales proceeds and the carrying amount of the asset and is recognised in profit or loss.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying
amount is greater than its estimated recoverable amount.
2.15 Intangible assets
Acquired intangible assets with finite useful lives are carried at cost less accumulated amortisation and
accumulated impairment losses. Amortisation is recognised on a straight-line basis over their estimated
useful lives. The estimated useful life and amortisation method are reviewed at the end of each
reporting period, with the effect of any changes in estimate being accounted for on a prospective basis.
Intangible assets with indefinite useful lives that are acquired separately are carried at cost less
accumulated impairment losses.
The following amortisation rates are applied:
Class of asset Depreciation rates
Brands 10% - 50%
Trademarks 17% - 50%

Being AI Limited (formerly Ascension Capital Limited)
Accounting Policies
For the year ended 31 March 2024


12
Customer relationships 50% - 100%
Computer software 20%
Goodwill is measured at cost less accumulated impairment losses. Goodwill is allocated to cash-
generating units for the purpose of impairment testing and is tested annually for impairment. Goodwill is
reviewed at each balance date to determine whether there is any objective evidence of impairment.
An intangible asset is derecognised on disposal, or when no future economic benefits are expected from
use or disposal. Gains or losses arising from derecognition of an intangible asset, measured as the
difference between the net disposal proceeds and the carrying amount of the asset, are recognised in
profit or loss when the asset is derecognised.
2.16 Leases
The Group assess whether a contract is or contains a lease, at inception of the contract. The Group
recognises a right-of-use asset and a corresponding lease liability with respect to all lease arrangements
in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or
less) and lease of low value assets. For these leases, the Group recognises the lease payments as an
operating expense on a straight-line basis over the term of the lease unless another systematic basis is
more representative of the time pattern in which economic benefit from the leased assets are
consumed.
The lease liability is initially measured at the present value of the future lease payments, discounted by
using the rate implicit in the lease. If this rate cannot be readily determined, the Group uses its
incremental borrowing rate. The lease liability is subsequently measured at amortised cost using the
using the effective interest method. It is remeasured when there is a change in future lease payments
arising from a change in an index or rate or if the Group changes its assessment of whether it will
exercise a purchase, extension of termination option, with a corresponding adjustment made to the
carrying value of the right-of-use asset.
The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease
payments made at or before the commencement date and any initial direct costs and restoration costs.
They are subsequently measured at cost less accumulated depreciation and impairment losses. Right-of-
use assets are depreciated over the shorter period of lease term and the useful life of the underlying
asset. The depreciation starts at the commencement date of the lease.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying
amount is greater than its estimated recoverable amount.
2.17 Short‑term employee benefits
A liability is recognised for benefits accruing to employees in respect of wages and salaries, annual leave
and sick leave in the period the related service is rendered at the undiscounted amount of the benefits
expected to be paid in exchange for that service.

Being AI Limited (formerly Ascension Capital Limited)
Accounting Policies
For the year ended 31 March 2024


13
2.18 Financial instruments
Financial assets and financial liabilities are recognised in the Consolidated Statement of Financial Position
when the Group becomes a party to the contractual provisions of the instruments.
2.19 Financial assets
Financial assets are measured at amortised cost on the basis of the Group’s business model for managing
financial assets and the contractual cash flow characteristics of the financial assets.
Financial assets at amortised cost
The Group’s financial assets at amortised cost include cash and cash equivalents, and trade and other
receivables. Cash and cash equivalents include cash in hand and deposits held at call with banks.
Impairment of financial assets
The Group recognises a loss allowance for expected credit losses on trade receivables. The amount of
expected credit losses is updated at each reporting date to reflect changes in credit risk since initial
recognition of the respective financial instrument.
The Group recognises lifetime expected credit losses for trade receivables. The expected credit losses on
these financial assets are estimated using a provision matrix based on the Group’s historical credit loss
experience, adjusted for factors that are specific to the debtors, general economic conditions and an
assessment of both the current as well as the forecast direction of conditions at the reporting date,
including time value of money where appropriate.
Derecognition of financial assets
The Group derecognises a financial asset only when the contractual rights to the cash flows from the
asset expire, or when it transfers the financial asset and substantially all the risks and rewards of
ownership of the asset to another entity. If the Group neither transfers nor retains substantially all the
risks and rewards of ownership and continues to control the transferred asset, the Group recognises its
retained interest in the asset and an associated liability for amounts it may have to pay. If the Group
retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group
continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds
received.
On derecognition of a financial asset measured at amortised cost, the difference between the asset’s
carrying amount and the sum of the consideration received and receivable is recognised in profit or loss.
2.20 Financial liabilities
Financial liabilities are measured subsequently at amortised cost using the effective interest method or
fair value through profit or loss (FVTPL).
Financial liabilities are classified at FVTPL when the financial liability is contingent consideration of an
acquirer in a business combination. Financial liabilities at FVTPL are measured at fair value, with any
gains or losses arising on changes in fair value recognised in profit or loss.
Financial liabilities that are not contingent consideration of an acquirer in a business combination
(including trade and other payables, borrowings and lease liabilities) are measured subsequently at
amortised cost using the effective interest method.
Derecognition of financial liabilities
The Group derecognises financial liabilities when, and only when, the Group’s obligations are discharged,
cancelled or have expired. The difference between the carrying amount of the financial liability
derecognised and the consideration paid and payable is recognised in profit or loss.

Being AI Limited (formerly Ascension Capital Limited)
Accounting Policies
For the year ended 31 March 2024


14
2.21 Foreign currency translation
Foreign currency transactions are translated into the functional currency using the exchange rates
prevailing at the dates of the transactions where items are re-measured.
At the end of each reporting period, monetary items denominated in foreign currencies are retranslated
at the rates prevailing at that date. Exchange differences on monetary items are recognised in the profit
or loss in the period in which they arise.
2.22 Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares
are shown in equity as a deduction, net of tax, from the proceeds.

Being AI Limited (formerly Ascension Capital Limited)
Segment reporting
For the year ended 31 March 2024


15
Prior to 28 March 2024, the Group provided logistics, business mail and courier services, filing solutions
and education services. All of these services were provided in New Zealand.
Following acquisitions and renaming on 28 March 2024, the Group embarked on a strategy to provide
diversified artificial intelligence (AI) and advanced technology related services.
The Group's strategy is evidenced with the formation of three principal divisions. Being Labs,
commissioned with incubating startups and developing technical patents. Being Consultants, supporting
government, Enterprise and SME corporates with advice and professional services. And Being Ventures,
scaling advanced technology investments and deploying AI and other technologies into legacy industries
with significant opportunity for technically-led reinvention.
With 28 March 2024 being one working day prior to year end, virtually no operational results from this
new strategy are represented in these financial statements.
The Group has identified its operating segments based on the internal reports reviewed and used by the
Chief Operating Decision Maker (‘CODM’), being the Board of Directors, in assessing the Group’s
performance and in determining the allocation of resources.



Courier, mailFilingEducationConsultingCorporate / Total
& logisticssolutionsservicesunallocated
NZ$000 NZ$000 NZ$000 NZ$000 NZ$000 NZ$000
Total revenue36,1602,1232,239--40,522
Operating EBITDA3,704789(158)-(1,366)2,969
Finance income5---9398
Finance costs(39)(2)(248)-(327)(616)
Depreciation and amortisation(146)(194)(400)-(324)(1,064)
Gain on disposal of asset----11
Reverse acquisition - share based
payment----(1,693)(1,693)
Reverse listing expenses----(67)(67)
Net profit/(loss) before taxation3,524593(806)-(3,683)(372)
Income tax benefit(889)124125-(57)(697)
Net profit/(loss) for the year2,635717(681)-(3,740)(1,069)
2024
Courier, mail
Filing
Education
Consulting
Corporate /
Total
& logistics
solutions
services
unallocated
NZ$000
NZ$000
NZ$000
NZ$000
NZ$000
NZ$000
Total revenue
39,739
2,104
1,928
-
-
43,771
Operating EBITDA
2,583
229
(491)
-
91
2,412
Finance income
-
-
-
-
78
78
Finance costs
(28)
(6)
(275)
-
(449)
(758)
Depreciation and amortisation
(112)
(203)
(423)
-
(239)
(977)
Gain on disposal of assets
-
-
-
-
1,132
1,132
Net profit/(loss) before taxation
2,443
20
(1,189)
-
613
1,887
Income tax benefit
531
317
(18)
-
(998)
(168)
Net profit/(loss) for the year
2,974
337
(1,207)
-
(385)
1,719
2023

Being AI Limited (formerly Ascension Capital Limited)
Segment reporting
For the year ended 31 March 2024


16

Courier, mailFilingEducationConsultingCorporate / Total
& logisticssolutionsservicesunallocated
NZ$000 NZ$000 NZ$000 NZ$000 NZ$000 NZ$000
Segment assets7,7932,22812,05310,8834,35537,312
Segment liabilities(7,307)(3,445)(12,665)(5,883)(4,167)(33,467)
Mail &FilingEducationConsultingCorporate / Total
couriersolutionsservicesunallocated
NZ$000 NZ$000 NZ$000 NZ$000 NZ$000 NZ$000
Segment assets13,1812,4815,671-6,52427,857
Segment liabilities(5,416)(3,710)(7,022)-(6,112)(22,260)
2024
2023