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Contents
ChairmanÕs Letter 1-2 Highlights 3-4 Directors Report 5-24 Corporate Governance 25-31 AuditorÕs Independence Declaration 32 Income Statements 33 Balance Sheets 34 Cash Flow Statements 35 Statement of Recognised Income and Expenses 36 Notes to the Financial Statements 37-85
ÒTSS Group will continue to develop its national footprint and broaden its geographical reach throughout Australia.Ó
DirectorÕs Declaration Independent AuditorÕs Report Other Shareholder Information
Corporate Directory Directors
Bryan Gardiner Non-Executive Chairman Dion Smith Managing Director Steve Heather Non -Executive Director Craig Munro Non-Executive Director Andrew Parker Non-Executive Director
Company Secretary
Linda Hadfield
Registered & Principal Office
Suite 4, 177-179 Davy Street BOORAGOON WA 6154 Website: www.totalstaff.com.au Email: admin@totalstaff.com.au Ph: (08) 9421 3499 Fax: (08) 9421 3455
Auditors
BDO Kendalls Audit & Assurance (WA) Pty Ltd 128 Hay St SUBIACO WA 6008
Principal Banker
Bibby Financial Services Australia Pty Ltd Level 10, 418A Elizabeth Street Surry Hills, NSW 2010
86 87-88 89-92
Solicitors to the Company
Price Sierakowski Lawyers Level 24, St Martins Tower 44 St Georges Terrace PERTH WA 6000
Share Registry
Security Transfer Registrars Pty Ltd 770 Canning Highway Applecross WA 6153 Telephone: (08) 9315 2333 Facsimile: (08) 9315 2233
Stock Exchange Listing
Australian Securities Exchange 530 Collins Street MELBOURNE VIC 3000
ASX Code: TSF
TOTAL STAFFING SOLUTIONS LIMITED ChairmanÕs Letter
ÒOur people are focused on Total service!Ó
2009 has been a year of consolidation for Total Staffing Solutions Ltd (TSS) in difficult economic times.
During the year, the company managed to achieve organic growth during increasing unemployment Ð reflected in revenue from continuing operations increasing from $17.3 million in FY 08 to $51.1 million in FY 09.
This growth was achieved despite the overseas recruitment and mining sector permanent placements being especially hard hit during the year, reflected in the impairment write down that was absorbed during the year for goodwill and intellectual property held for Offshore Staff Solutions (OSS) and the sale of the 51% interest in MPi to consolidate cash flows and the resulting loss on sale reported in the financial reports as a discontinued operation.
During the year, the Board and the executive team embarked on a program of rationalisation of the cost structure of the business with a view to ensuring future growth of the business as the economy comes out of the downturn. Regrettably, we have had to make a number of our staff redundant through this process, however by using reduced working hours we have sought to minimize redundancies as much as possible.
Our people at all levels share a common goal and passion for driving business success which is evidenced in the way that the entire business has worked through some exceedingly tough economic times.
Acquisitions have continued to play a part in our future development and enabled us to make some major changes to the way we structure our business going forward.
Thus in May 2009, TSS signed an agreement to acquire all shares in Ultimate Skills Global (USG), a Perth based international recruitment business. The acquisition was ratified at a meeting of shareholders on 15 July 2009. There are significant synergies between TSS and USG within the existing international and domestic recruitment business. This is reflected in the USG brand name being launched in the new financial year as the permanent and international recruitment brand for the entire group.
Consolidating on the boardÕs vision of growth through acquisition in tandem with organic growth, on 28 August, 2009 TSS signed a Merger Agreement to acquire all of the shares comprising Humanis Group Limited.
Humanis is an Australian owned business that in 2008 acquired Westaff Australia Pty Ltd and Westaff New Zealand Pty Ltd, one of the largest blue collar providers in Australia and New Zealand. For the 2009 financial year, management of Humanis Group Limited has unaudited revenue of approximately $109 million.
The merger is subject to a number of conditions precedent including (but not limited to):
1) The approval of TSS shareholders at an extraordinary general meeting; and
2) Regulatory approvals including ASX and ASIC approval
A detailed Explanatory Memorandum will be prepared, which will contain an Independent Experts Report providing an opinion as to whether the terms of the merger are fair and reasonable.
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