Question:
Discuss about the Financial Statements and Reports(Securities Investment & Commission).
Answer:
Directors’ report
The Directors present their report together with the financial statements of Google Australia Pty Limited (the “Company”) and the independent auditors’ report, for the financial year ended 31 December 2014.
Directors
The following persons were directors of the Company during the whole of the financial year and up to the date of this report:
Mark Stewart Tucker (Resigned 1 January 2015)
Matthew Scott Sucherman
James Anthony Marocco
John Elliot Howell (Resident Director, External, Appointed 1 January 2015)
Principal activities
Google Inc. (“Google”) is the ultimate parent of the Company.
The principal activities of the Company during the financial year were to provide services, assistance and advice in connection with marketing and services support for web search engine services and advertising services.
The Company additionally provides certain research and development support for Google technologies.
No significant changes in the nature of these activities occurred during the year.
Dividends
No dividends were paid or declared by the Company during the financial year and the Directors do not recommend any dividend to be paid in respect of the financial year ended 31 December 2014.
Review of operations
The profit of the Company for the financial year after providing for Income tax amounted to $49,250,042 (2013:
$46,079,069). The current tax of the Company was $11,739,983 (2013: $7,071,343).
Significant changes in the state of affairs
During the financial year, there were no significant changes in the state of affairs of the Company.
Matters subsequent to the end of the financial year
No matter or circumstance has arisen since 31 December 2014 that has significantly affected, or may significantly affect:
- The Company’s operations in future years, or
- The results of those operations in future financial years, or
- The Company’s state of affairs in future financial years.
Likely developments and expected results of operations
The Directors believe that in the future, the Company will continue to undertake the same principal activities as outlined above.
Environmental regulation
The Company is not subject to significant environmental regulation under the law of the Commonwealth or of a State or Territory.
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Google Australia Pty Limited
Directors’ report
31 December 2014
Share options and restricted stock units
No options over issued shares or interests in the Company were granted during or since the end of financial year and there were no options outstanding at the end of the financial year. The Company’s ultimate parent, Google Inc., operates an employee equity plan in which share options and restricted stock units in Google Inc. are issued to employees of Google Australia Pty Ltd in connection with the services received by the Company. Further details of the stock plans are detailed
in note 2(q).
Indemnification of officers
During or since the end of the financial year. Google Inc., the ultimate parent entity, on behalf of the Company has paid premiums in respect of a contract insuring all the principal officers of Google Australia Pty Ltd against legal costs incurred in defending proceedings for conduct involving a willful breach of duty under the Corporations Act 2001. These premiums were paid as part of a global policy of which apportionment to Google Australia Ply Ltd is indeterminable.
Proceedings on behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party , for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings.
No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under section 237 of the Corporations Act 2001.
Auditor’s independence declaration
A copy of the auditor’sindependence declaration as required under section 307C of the Corporations Act 2001 is set out on page 3.
Auditor
Ernst & Young continues in office in accordance with section 325 of the Corporations Act 2001.
This report is made in accordance with a resolution of directors.
James Anthony Marocco
Director
Mountain View, California
27 April 2015
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E.Y | Ernst & Young | Tel: +61 2 9248 | 5555 |
680 George Street | Fax: +61 2 9248 | 5959 | |
Sydney NSW 2000 Australia | ev.com | ||
GPO Box 2646 Sydney NSW 2001 | |||
Building a better |
working world
Independent auditor’s report to the members of Google Australia Pty Limited
We have audited the accompanying financial report, being a special purpose financial report of Google Australia Pty Limited, which comprises the statement of financial position as at 31 December 2014, the statement of comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration.
Directors’ responsibility for the financial report
The directors of the company are responsible for the preparation of the financial report and have determined that the basis of preparation described in Note 2 to the financial report is appropriate to meet the requirements of the Corporations Act 2001 and is appropriate to meet the needs of the members.
The directors’ responsibility also includes such internal controls as the directors determine are necessary to enable the preparation of a financial report that is free from material misstatement, whether due to fraud or error.
Auditor’s responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We have conducted our audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial report. whether due to fraud or error. In making those risk assessments, the auditor considers internal controls relevant to the entity’s prep a ration of the financial report that gives a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Independence
In conducting our audit we have complied with the independence requirements of the Corporations Act 2001. We have given to the directors of the company a written Auditor’s Independence Declaration, a copy of which is included in the directors’ report.
A member fkm of Ernst & Youl1(JGlobal Limited
3
Liability limited by a scheme approved under Professfonal Standards Legislation
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EV
Buildinga better
working world
Opinion
In our opinion the financial report of Google Australia Pty Limited is in accordance with the Corporations Act 2001, including :
- giving a true and fair view of the company’sfinancial position as at 31 December 2014 and of its performance for the year ended on that date; and
- complying with Australian Accounting Standards to the extent described in Note 2, and the Corporations Regulations 2001.
Basis of accounting
Without modifying our opinion, we draw attention to Note 2 to the financial report, which describes the basis of accounting. The financial report has been prepared for the purpose of fulfilling the directors’ financial reporting responsibilities under the Corporations Act 2001. As a result, the financial report may not be suitable for another purpose.
wi-~J
Ernst & Young
~Ju*r
Meredith Scott
Partner
Sydney
27 April 2014
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Page 9 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Statement of comprehensive income
For the year ended 31 December 2014
2014 | 2013 | |||||
Notes | AUD | AUD | ||||
Revenue | 4 | 438,662,644 | 357,734,830 | |||
Cost of providing services | 5 | 379,465,962 | 311,026,958 | |||
Finance expense | 488,395 | 162,001 | ||||
Profit / (loss) before income tax | 58,708,287 | 46,545,871 | ||||
Income tax expense / (credit) | 6 | 9,458,245 | 466,802 | |||
Profit / (loss) for the year | 49,250,042 | 46,079,069 | ||||
Other comprehensive income / (loss) for the year | – | – | ||||
Total comprehensive income / (loss) for the year | 49,250,042 | 46,079,069 | ||||
Profit / (loss) for the year is attributable to: | ||||||
Equity holders of Google Australia Pty Limited | 49,250,042 | 46,079,069 | ||||
Total comprehensive income / (loss) for the year is attributable to: | ||||||
Equity holders of Google Australia Pty Limited | 49,250,042 | 46,079,069 |
The above statement of comprehensive income should be read in conjunction with the accompanying notes.
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Page 10 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Statement of financial position
For the year ended 31 December 2014
2014 | 2013 | |||||
Notes | AUD | AUD | ||||
ASSETS | ||||||
Current assets | ||||||
Cash and cash equivalents | 7 | 145,176,678 | 108,915,235 | |||
Trade and other receivables | 8 | 19,375,611 | 36,297,725 | |||
Total current assets | 164,552,289 | 145,212,960 | ||||
Non-current assets | ||||||
Property, plant and equipment | 9 | 42,900,127 | 36,462,386 | |||
Deferred tax assets | 10 | 48,207,291 | 45,978,142 | |||
Other non-current assets | 4,176,795 | 3,965,962 | ||||
Total non-current assets | 95,284,213 | 86,406,490 | ||||
Total assets | 259,836,502 | 231,619,450 | ||||
LIABILITIES | ||||||
Current liabilities | ||||||
Trade and other payables | 11 | 69,476,889 | 72,616,550 | |||
Provisions | 12 | 10,613,035 | 8,102,186 | |||
Current tax payables | 4,475,084 | 3,845,571 | ||||
Total current liabilities | 84,565,008 | 84,564,307 | ||||
Non-current liabilities | ||||||
Provisions | 13 | 13,377,821 | 9,537,515 | |||
Other non-current liabilities | 14 | 10,930,604 | 12,079,833 | |||
Total non-current liabilities | 24,308,425 | 21,617,348 | ||||
Total liabilities | 108,873,433 | 106,181,655 | ||||
Net assets | 150,963,069 | 125,437,795 | ||||
EQUITY | ||||||
Share capital | 15 | 13,000,001 | 13,000,001 | |||
Reserves | 16 (a) | 38,404,282 | 62,129,050 | |||
Retained earnings | 16 (b) | 99,558,786 | 50,308,744 | |||
Total equity | 150,963,069 | 125,437,795 |
The above statement of financial position should be read in conjunction with the accompanying notes.
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Google Australia Pty Limited
Statement of cash flows
For the year ended 31 December 2014
2014 | 2013 | |||
Notes | AUD | AUD | ||
Cash flows from operating activities | ||||
Receipts from customers (inclusive of GST) | 451,229,417 | 340,428,233 | ||
Payments to suppliers and employees | (383,213,778) | (280,498,722) | ||
Operating cash flows before changes in working capital | 68,015,639 | 59,929,511 | ||
Interest received | 4,201,204 | 2,128,606 | ||
Income taxes (paid) / refunded | (13,701,905) | (295,727) | ||
Net cash provided by operating activities | 17 | 58,514,938 | 61,762,390 | |
Cash flows from investing activities | ||||
Payments made for property, plant and equipment | (23,937,044) | (18,326,880) | ||
Proceeds on sale of property, plant and equipment | 1,683,549 | 349,822 | ||
Net cash used in investing activities | (22,253,495) | (17,977,058) | ||
Cash flows from financing activities | ||||
Payments to related parties | – | – | ||
Receipts from related parties | – | – | ||
Interest paid | – | – | ||
Proceeds from issuance of ordinary shares | – | – | ||
Net cash provided by financing activities | – | – | ||
Net increase in cash and bank balances | 36,261,443 | 43,785,332 | ||
Cash and cash equivalents at the beginning of the financial year | 108,915,235 | 65,129,903 | ||
Cash and cash equivalents at the end of the financial year | 7 | 145,176,678 | 108,915,235 |
The above statement of cash flows should be read in conjunction with the accompanying notes.
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Page 12 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Statement of changes in equity
For the year ended 31 December 2014
Retained | ||||||||
Share capital | Reserves | earnings | Total equity | |||||
AUD | AUD | AUD | AUD | |||||
Notes | ||||||||
Balance at 1 January 2013 | 13,000,001 | 69,358,690 | 4,229,675 | 86,588,366 | ||||
Comprehensive income | ||||||||
Profit for the year | – | – | 46,079,069 | 46,079,069 | ||||
Other comprehensive income / (loss) | – | – | – | – | ||||
Total comprehensive income / (loss) | – | – | 46,079,069 | 46,079,069 | ||||
Transactions with owners | ||||||||
Issuance of share capital | – | – | – | – | ||||
Equity contribution for share based | ||||||||
payments expense | – | 27,367,195 | – | 27,367,195 | ||||
Recharge from Google Inc net of tax effect | – | (34,596,835) | – | (34,596,835) | ||||
Balance at 31 December 2013 | 13,000,001 | 62,129,050 | 50,308,744 | 125,437,795 |
Balance at 1 January 2014 | 13,000,001 | 62,129,050 | 50,308,744 | 125,437,795 | |||||
Comprehensive income | |||||||||
Profit for the year | – | – | 49,250,042 | 49,250,042 | |||||
Other comprehensive income / (loss) | – | – | – | – | |||||
Total comprehensive income / (loss) | – | – | 49,250,042 | 49,250,042 | |||||
Transactions with owners | |||||||||
Issuance of share capital | – | – | – | – | |||||
Equity contribution for share-based | 16 (a) | ||||||||
payments expense | – | 40,685,125 | – | 40,685,125 | |||||
Recharge from Google Inc net of tax effect 16 (a) | – | (64,409,893) | – | (64,409,893) | |||||
Balance at 31 December 2014 | 13,000,001 | 38,404,282 | 99,558,786 | 150,963,069 |
The above statement of changes in equity should be read in conjunction with the accompanying notes.
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Google Australia Pty Limited
Notes to the financial statements
31 December 2014
Notes to the financial statements
- General information
The financial statements of Google Australia Pty Limited (the “Company”) for the financial year ended 31 December 2014 were authorised for issue in accordance with a resolution of the Directors dated 27 April 2015.
The Company is a limited liability company incorporated and domiciled in Australia. The Company’s registered office is at Level 27, AMP Centre, 50 Bridge Street, Sydney NSW 2000 and its principal place of business is at Level 5, 48 Pirrama Road, Pyrmont, Sydney NSW 2009.
The Company’s ultimate holding company is Google Inc., a company incorporated in the United States of America, while its immediate holding company is Google International LLC, a company incorporated in the United States of America. Related companies in these financial statements refer to the group of companies under the Google Inc. group.
The principal activities of the Company during the financial year were to provide services, consulting, advice and assistance required in connection with marketing and services support activities (“Services and Marketing services”) for the business of developing and marketing certain web search services and related products and research and development activities (“Research and Development services”).
- Summary of significant accounting policies
In the Directors’ opinion, the Company is not a reporting entity because there are no users dependent on general purpose financial reports for information in order to make and evaluate decisions about the allocation of the Company’s resources.
This is a special purpose financial statements that have been prepared for the sole purpose of complying with the Corporations Act 2001 requirements to prepare and distribute a financial statements to the members and must not be used for any other purpose
The financial report been prepared in accordance with the recognition and measurement principles of Australian Accounting Standards and other mandatory professional requirements in Australia. It contains only the disclosures considered necessary by the directors to meet the needs of the members.
- Basis of preparation
The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.
Historical cost convention
These financial statements have been prepared under the historical cost convention, as modified by the revaluation of certain assets as identified in specific accounting policies below.
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Page 14 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Summary of significant accounting policies (continued)
- Foreign currency translation
- Functional and presentation currency
Items included in the financial statements of the Company’s operations are measured using the currency of the primary economic environment in which the Company operates (the “functional currency”). The financial statements are presented in Australian dollars (“AUD”), which is the Company’s functional and presentation currency.
- Transactions and balances
In preparing the financial statements of the Company, transactions in currencies other than the Company’s functional currency (“foreign currency”) are recorded at rates of exchange prevailing on the date of the transaction. At each reporting date, monetary items denominated in foreign currencies are re-translated at the rates prevailing on the reporting date. Non-monetary items carried at fair value that are denominated in foreign currencies are re-translated at the rates prevailing on the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not re-translated.
Exchange differences arising on the settlement of monetary items and on re-translation of monetary items are included in profit or loss for the financial year. Exchange differences arising on the re-translation of non-monetary items carried at fair value are included in profit or loss for the financial year except for differences arising on the re-translation of non-monetary items in respect of which gains and losses, are recognised directly in equity. For such non-monetary items, any exchange component of that gain or loss is also recognised directly in equity.
- Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable in the ordinary course of business.
Revenue is recognised to the extent that it is probable that the economic benefits associated with the transaction will flow to the Company and the amount of the revenue can be measured reliably. The Company bases its estimates on historical results, taking into consideration the type of customer, the type of transaction and the specifics of each arrangement.
Revenue is presented net of returns, trade allowances, rebates, amounts collected on behalf of third parties and sales related taxes.
Revenue is recognised for the major business activities as follows:
- Service revenue
The Company has a service agreement with Google Inc. for the provision of Research and Development services and a service agreement with Google Ireland Limited and Google Asia Pacific Pte. Ltd. for the provision of Services and Marketing services.
Expenses incurred by the Company in the performance of agreed upon services and any other expenses as agreed between the parties, except interest expenses, amortisation expenses on goodwill, share-based payment expenses as per IFRS and income taxes (in aggregate, the “Expenses”), are incorporated into the service agreements.
Revenue is recognised on an accrual basis when the underlying services are performed and expenses are incurred.
- Interest income
Interest income is recognised on a time-proportion basis using the effective interest method.
- Income tax
The income tax expense or revenue for the period is the tax payable on the current period’s taxable income based on the applicable income tax rate for each jurisdiction, plus/minus any prior years’ under/over provisions and adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the taxation authority.
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Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Summary of significant accounting policies (continued)
- Current tax
Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authority. Current taxes are recognised in profit or loss except to the extent that the tax relates to items recognised outside profit or loss, either in other comprehensive income or directly in equity. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
- Deferred tax
Deferred income tax is provided using the liability method on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
where the deferred income tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.
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 the carry forward of unused tax credits and unused tax losses can be utilised except:
where the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.
The carrying amount of deferred 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 tax asset to be utilised. Unrecognised deferred tax assets are reassessed at each reporting date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be utilised.
Deferred 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 the reporting date.
Deferred income tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax items are recognised in correlation to the underlying transaction either in other comprehensive income or directly in equity and deferred tax arising from a business combination is adjusted against goodwill on acquisition.
Deferred income tax assets and deferred income tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current income tax liabilities and the deferred income taxes relate to the same taxable entity and the same taxation authority.
- Goods and Services Tax (GST)
Revenue, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the taxation authority. In this case, it is recognised as part of the cost of acquisition of the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the taxation authority is included with other receivables or payables in the statement of financial position.
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Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Summary of significant accounting policies (continued)
- Leases
Leases of assets in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are taken to profit or loss on a straight-line basis over the period of the lease.
When an operating lease is terminated before the lease period has expired, any payment required to be made to the lessor by way of penalty is recognised as an expense in the period in which termination takes place.
- Impairment of non-financial assets
All non-financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating units). Non-financial assets that suffered impairment are reviewed for possible reversal of the impairment at each reporting date.
- Cash and cash equivalents
For statement of cash flows presentation purposes, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, net of bank overdrafts.
- Trade and other receivables
Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost, less provision for impairment. Trade and other receivables are non-interest bearing, unsecured and are generally on 30-90 day terms.
Collectability of trade receivables is reviewed on an ongoing basis. Debts which are known to be uncollectible are written off by reducing the carrying amount directly. An allowance account (provision for impairment of trade receivables) is established when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of the receivables. Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial reorganisation, and default or delinquency in payments are considered indicators that the trade receivable is impaired. The amount of the impairment allowance is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate. Cash flows relating to short-term receivables are not discounted if the effect of discounting is immaterial.
The carrying amount of the asset is reduced through the use of an allowance account and the amount of the loss is recognised in the profit and loss component of the statement of comprehensive income, within ‘other expenses’. When a trade receivable for which an impairment allowance had been recognised becomes uncollectible in a subsequent period, it is written off against the allowance account for trade receivables. Subsequent recoveries of amounts previously written off are credited in the profit and loss component of the statement of comprehensive income.
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Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Summary of significant accounting policies (continued)
- Financial assets
Financial assets are recognised on the statement of financial position when, and only when, the Company becomes a party to the contractual provisions of the financial instrument.
When financial assets are recognised initially, they are measured at fair value, plus, in the case of financial assets not at fair value through profit or loss, directly attributable transaction costs.
A financial asset is derecognised where the contractual right to receive cash flows from the asset has expired. On derecognition of a financial asset in its entirety, the difference between the carrying amount and the sum of the consideration received and any cumulative gain or loss that has been recognised directly in equity is recognised in profit or loss.
Purchases and sales of financial assets are recognised or derecognised on the trade date i.e., the date that the Company commits to purchase or sell the asset. Purchases or sales are purchases or sales of financial assets that require delivery of assets within the period generally established by regulation or convention in the marketplace concerned.
- Loans and receivables
Financial assets with fixed or determinable payments that are not quoted in an active market are classified as loans and receivables. They arise when the Company provides money, goods or services directly to a debtor with no intention of selling the receivable. They are included in current assets, except for those with maturities greater than 12 months after the balance sheet date, which are classified as non-current assets. Loans and receivables are included in ‘cash and cash equivalents’ and ‘trade and other receivables’ in the statement of financial position. Subsequent to initial recognition, loans and receivables are measured at amortised cost using the effective interest method. Gains and losses are recognised in profit or loss when the loans and receivables are derecognised or impaired, and through the amortisation process.
Impairment of financial assets
The Company assesses at each reporting date whether there is objective evidence that a financial asset or a group of financial assets is impaired.
- Loans and receivables
An allowance for impairment in value of loans and receivables is recognised when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of the receivables. The amount of allowance is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate. The carrying amount of the asset is reduced through the use of an allowance account. The amount of the loss is recognised in profit or loss.
If, in a subsequent period, the amount of the impairment in value decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment in value is reversed either directly or by adjusting an allowance account. Any subsequent reversal of an impairment in value is recognised in profit or loss, to the extent that the carrying amount of the asset does not exceed its amortised cost at the reversal date.
- Financial liabilities
Financial liabilities are recognised on the statement of financial position when, and only when, the Company becomes a party to the contractual provisions of the financial instrument.
Financial liabilities are recognised initially at fair value, plus, in the case of financial liabilities other than derivatives, directly attributable transaction costs.
Subsequent to initial recognition, all financial liabilities are measured at amortised cost using the effective interest rate method, except for derivatives, which are measured at fair value.
A financial liability is derecognised when the obligation under the liability is extinguished. For financial liabilities other than derivatives, gains and losses are recognised in profit or loss when the liabilities are derecognised, and through the amortisation process.
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Page 18 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Summary of significant accounting policies (continued)
- Fair value estimation
The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure purposes.
(m) Property, plant and equipment
Property, plant and equipment are initially recorded at cost. Subsequent to initial recognition, property, plant and equipment are stated at cost less accumulated depreciation and impairment value, if any.
The cost of property, plant and equipment includes expenditure that is directly attributable to the acquisition of the items. Dismantlement, removal or restoration costs are included as part of the cost of property, plant and equipment if the obligation for dismantlement, removal or restoration is incurred as a consequence of acquiring or using the property, plant and equipment.
Subsequent expenditure relating to the property, plant and equipment that has already been recognised is added to the carrying amount of the asset or recognised as a separate asset, as appropriate, when it is probable that the future economic benefits, in excess of standard performance of the asset before the expenditure was made, will flow to the Company, and the cost can be reliably measured. All other repairs and maintenance are charged to the profit and loss component of the statement of comprehensive income during the financial period in which they are incurred.
Depreciation is charged on a straight-line basis so as to expense the cost of the property, plant and equipment over their estimated useful lives as follows:
Computer equipment 2 – 3 years
Furniture and office equipment 2 – 5 years
Leasehold improvements The shorter of the lease term or 10 years
Network and production equipment 16 months – 5 years
Assets under construction are stated at cost less impairment losses. Depreciation begins when the relevant assets are available for use.
The carrying values of property, plant and equipment are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable.
The residual values, useful life and depreciation method of property, plant and equipment are reviewed at each reporting date to ensure that the residual values and depreciation method are consistent with the previous estimates and the expected pattern of consumption of future economic benefits embodied in the items of property, plant and equipment.
Property, plant and equipment are derecognised upon disposal or when no future economic benefits are expected from their use or disposal. Any gain or loss arising on disposal, calculated as the difference between the net disposal proceeds and the carrying amount of the asset, is taken to profit or loss when the asset is derecognised.
- Trade and other payables
Trade payables and other payables represent liabilities for goods and services provided to the Company prior to the end of financial year, which are unpaid and arise when the Company becomes obliged to make future payments in respect of the purchase of these goods and services. Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method. The amounts are unsecured and are generally paid within 30 days of recognition.
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Page 19 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Summary of significant accounting policies (continued)
- Provisions
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is more likely than not that an outflow of economic resources will be required to settle the obligation and the amount of the obligation can be estimated reliably.
Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate. If it is no longer probable that an outflow of economic resources will be required to settle the obligation, the provision is reversed. Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the reporting date. The discount rate used to determine the present value reflects current market assessments of the time value of money and the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as interest expense.
- Employee benefits
- Short-term obligations
Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled within 12 months of the reporting date are recognised in trade and other payables in respect of employees’ services up to the reporting date and are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are recognised when the leave is taken and measured at the actual rates paid or payable.
Employee entitlements to salaries and wages, annual leave and other benefits are recognised when they accrue to employees. The liability for employee entitlements is carried at the present value of the estimated future cash outflows.
- Other long-term employee benefit obligations
The liability for long service leave is recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service.
- Retirement benefit obligations
Contributions to the defined contribution fund are recognised as an expense as they become payable. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments is available.
- Share based payments
Through its ultimate parent Google Inc., the Company operates an equity-settled share-based payment plan under which the entity receives services from employees as consideration for equity instruments (options) and Restricted Stock Units (RSUs) of the ultimate parent Google Inc. The fair value of the employee services received in exchange for the grant of the options and RSU is recognised as an expense. The total amount to be expensed is determined by reference to the fair value of the options and RSUs granted, excluding the impact of any non-market service and performance vesting conditions (for example, profitability, sales growth targets and remaining an employee of the entity over a specified time period). Non-market vesting conditions are included in assumptions about the number of options that are expected to vest.
The Company has elected to use the Black-Scholes pricing model to determine the fair value of stock options on the dates of grant. RSUs are measured based on the fair market values of the underlying stock on the dates of the grant.
The total amount expensed is recognised over the vesting period which ranges from between 1 and 4 years following the grant date. At each reporting date, the entity revises its estimates of the number of options that are expected to vest on the non-marketing vesting conditions. It recognises the impact of the revision to original estimates, if any, in the profit and loss component of the statement of comprehensive income with a corresponding adjustment to equity.
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Page 20 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Summary of significant accounting policies (continued)
- Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.
Ordinary shares are classified as equity and recognised at the fair value of the consideration received by the Company. Incremental costs directly attributable to the issuance of new shares are shown in the equity as a reduction from the proceeds.
- Economic dependency
The Company’s service revenues are generated under service agreements with Google Asia Pacific Pte. Ltd., Google Ireland Limited and Google Inc. As a consequence, the Company is dependent on the operational support of Google Asia Pacific Pte. Ltd., Google Ireland Limited and Google Inc. for future revenues and profits under the service agreements as detailed above.
Google Inc. has indicated that it will provide ongoing support to Google Australia Pty Limited for a period of at least 12 months from the date of the signing of the financial statements.
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Page 21 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Critical accounting estimates and judgments
The preparation of financial statements in accordance with Financial Reporting Standards requires the use of certain accounting estimates and exercise of judgement. Estimates and judgements are continuously evaluated and are based on past experience, reasonable expectations of future events and other factors, including expectations of future events that may have a financial impact on the entity and that are believed to be reasonable under the circumstances.
Key sources of estimation uncertainty
The key assumptions concerning the future, and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities and the reported amounts of revenue and expenses within the next financial year are discussed below:
- Share-based payments
The Company measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. Estimating fair value for share-based payment transactions requires determining the most appropriate valuation model, which is dependent on the terms and conditions of the grant. This estimate also requires determining the most appropriate inputs to the valuation model including the expected life of the share option, volatility and dividend yield and making assumptions about them. The assumptions and models used for estimating fair value for share-based payment transactions are disclosed in Note 16(a).
Through its ultimate parent Google Inc., the Company operates an equity-settled share-based payment plan under which the entity receives services from employees as consideration for equity instruments (options) and Restricted Stock Units (RSUs) of the ultimate parent Google Inc. The fair value of the employee services received in exchange for the grant of the options and RSU is recognised as an expense. The total amount to be expensed is determined by reference to the fair value of the options and RSUs granted, excluding the impact of any non-market service and performance vesting conditions (for example, profitability, sales growth targets and remaining an employee of the entity over a specified time period). Non-market vesting conditions are included in assumptions about the number of options that are expected to vest.
The Company has elected to use the Black-Scholes pricing model to determine the fair value of stock options on the dates of grant. RSUs are measured based on the fair market values of the underlying stock on the dates of the grant.
The Company reimburses Google Inc for RSU’s issued to its employees. Any difference between amounts reimbursed and the expense recognised in the period is recorded in the share based payment reserve.
- Income taxes
Judgement is involved in determining the Company’s provision for income taxes. There are certain transactions and computations for which the ultimate tax determination is uncertain during the ordinary course of business. The Company recognises liabilities for expected tax issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially recognised, such differences will impact the income tax provisions in the period in which such determination is made.
- Depreciation of property, plant and equipment
Property, plant and equipment are depreciated on a straight line method over their estimated useful lives. Changes in the expected level of usage and technological developments could impact the economic useful lives and the residual values of these assets, therefore future depreciation could be revised
- Revenue
2014 | 2013 | |||
AUD | AUD | |||
Revenue from provision of services | 434,420,456 | 355,586,016 | ||
Interest income | 4,201,204 | 2,128,606 | ||
Other income | 40,984 | 20,208 | ||
Total revenue | 438,662,644 | 357,734,830 |
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Page 22 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Expenses
2014 | 2013 | ||||||||||
AUD | AUD | ||||||||||
Profit before income tax includes the following specific expenses: | |||||||||||
Employee benefit expense | 208,192,637 | 178,958,421 | |||||||||
Foreign exchange losses | 154,137 | 125,671 | |||||||||
Advertising and promotional expense | 50,549,861 | 39,991,749 | |||||||||
Facilities expense | 21,091,916 | 16,667,200 | |||||||||
Net (gain) / loss on disposal of property, plant and equipment | (25,270) | (142,273) | |||||||||
Auditors’ fees | |||||||||||
2014 | 2013 | ||||||||||
AUD | AUD | ||||||||||
(a) | Assurance services | ||||||||||
Audit and review of financial statements | 132,505 | 126,068 | |||||||||
Total remuneration for audit services | 132,505 | 136,068 | |||||||||
6. | Income tax expense | ||||||||||
2014 | 2013 | ||||||||||
AUD | AUD | ||||||||||
(a) | Income tax expense | ||||||||||
Current tax | 11,739,983 | 7,071,343 | |||||||||
Adjustment for prior year tax | 2,591,431 | (26,882) | |||||||||
Deferred tax (prior year adjustment and current year) | (4,873,169) | (6,577,659) | |||||||||
Total income tax expense | 9,458,245 | 466,802 | |||||||||
(b) Numerical reconciliation of income tax expense to prima facie tax payable | |||||||||||
Profit before income tax | 58,708,287 | 46,545,871 | |||||||||
Tax at the Australian tax rate of 30% | 17,612,486 | 13,963,761 | |||||||||
Tax effect of expenses that are non-deductible in determining taxable profit | 12,818,299 | 8,173,515 | |||||||||
Concessional deduction/tax offset for research and development | (4,943,190) | (4,515,197) | |||||||||
Tax effect of expenses that are deductible and charged directly to equity | (18,529,762) | (13,030,735) | |||||||||
Adjustments for (over)/under provision in prior period – deferred tax | (91,019) | (4,097,660) | |||||||||
Adjustments for (over)/under provision in prior period – current tax | 2,591,431 | (26,882) | |||||||||
Total income tax expense | 9,458,245 | 466,802 |
The Company is entitled to a Research and Development tax incentive. In the current year, the research and development tax offset is a direct reduction of taxable income related to the amount of research and development expense incurred.
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Page 23 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Current assets – Cash and cash equivalents
2014 | 2013 | |||
AUD | AUD | |||
Cash at bank | 2,809,532 | 8,151,476 | ||
Short term investments | 142,367,146 | 100,763,759 | ||
Total cash and cash equivalents | 145,176,678 | 108,915,235 |
- Current assets – Trade and other receivables
2014 | 2013 | |||
AUD | AUD | |||
Amounts due from related parties | 14,209,235 | 32,146,694 | ||
Prepaid balances | 3,020,741 | 2,138,566 | ||
Deposits | 9,147 | 616,526 | ||
Other receivables | 2,136,488 | 1,395,939 | ||
Total trade and other receivables | 19,375,611 | 36,297,725 |
The carrying amounts of trade and other receivables are a reasonable approximation of fair values due to their short-term nature or that they are re-priced frequently.
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Page 24 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Non-current assets – Property, plant and equipment
Furniture and | Network and | |||||||||||||
Computer | office | Leasehold | production | |||||||||||
equipment | equipment | improvements | equipment | Total | ||||||||||
AUD | AUD | AUD | AUD | AUD | ||||||||||
At 1 January 2013 | ||||||||||||||
Cost | 4,278,098 | 4,662,488 | 34,557,220 | 11,411,280 | 54,909,086 | |||||||||
Accumulated depreciation | (3,647,413) | (2,727,923) | (8,728,303) | (7,209,554) | (22,313,193) | |||||||||
Net book amount | 630,685 | 1,934,565 | 25,828,917 | 4,201,726 | 32,595,893 | |||||||||
Year 2013 | ||||||||||||||
Opening net book amount | 630,685 | 1,934,565 | 25,828,917 | 4,201,726 | 32,595,893 | |||||||||
Additions | 829,086 | 1,796,294 | 13,167,846 | 2,533,653 | 18,326,879 | |||||||||
Disposals | (7,842) | – | – | (199,708) | (207,550) | |||||||||
Transfers | 204,531 | (28,117) | – | (176,414) | – | |||||||||
Expensed | – | – | (52,401) | (231,700) | (284,101) | |||||||||
Depreciation charge | (595,168) | (1,248,956) | (10,069,141) | (2,055,470) | (13,968,735) | |||||||||
Closing net book amount | 1,061,292 | 2,453,786 | 28,875,221 | 4,072,087 | 36,462,386 | |||||||||
At 1 January 2014 | ||||||||||||||
Cost | 3,544,317 | 6,391,181 | 47,725,462 | 13,356,531 | 71,017,491 | |||||||||
Accumulated depreciation | (2,483,025) | (3,937,395) | (18,850,241) | (9,284,444) | (34,555,105) | |||||||||
Net book amount | ||||||||||||||
1,061,292 | 2,453,786 | 28,785,221 | 4,072,087 | 36,462,386 | ||||||||||
Year 2014 | ||||||||||||||
Opening net book amount | 1,061,292 | 2,453,786 | 28,875,221 | 4,072,087 | 36,462,386 | |||||||||
Additions | 1,414,384 | 1,084,063 | 16,286,705 | 5,151,892 | 23,937,044 | |||||||||
Disposals | (245,736) | (634,454) | (587,399) | (190,690) | (1,658,279) | |||||||||
Transfers | – | – | – | – | – | |||||||||
Expensed | – | – | – | (33,877) | (33,877) | |||||||||
Depreciation charge | (714,755) | (1,124,998) | (11,537,803) | (2,429,591) | (15,807,147) | |||||||||
Closing net book amount | 1,515,185 | 1,778,397 | 33,036,724 | 6,569,821 | 42,900,127 | |||||||||
At 31 December 2014 | ||||||||||||||
Cost | 4,766,654 | 6,697,886 | 64,502,946 | 18,224,205 | 94,191,691 | |||||||||
Accumulated depreciation | (3,251,469) | (4,919,488) | (31,466,222) | (11,654,385) | (51,291,564) | |||||||||
Net book amount | ||||||||||||||
1,515,185 | 1,778,397 | 33,036,724 | 6,569,820 | 42,900,127 | ||||||||||
-20-
Page 25 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Non-current assets – Deferred tax assets
2014 | 2013 | ||||
AUD | AUD | ||||
The balance comprises temporary differences attributable to: | |||||
Accrued expenses | 18,513,645 | 15,686,500 | |||
Provisions | 2,230,336 | 1,546,840 | |||
Accelerated depreciation | 8,490,775 | 6,755,201 | |||
Share based payment charge | 8,814,128 | 9,187,174 | |||
Share based payment reserves | 10,158,407 | 12,802,427 | |||
Net deferred tax assets | 48,207,291 | 45,978,142 | |||
2014 | 2013 | ||||
AUD | AUD | ||||
Movements: | |||||
Opening balance at 1 January | 45,978,142 | 30,861,489 | |||
Credited to the statement of comprehensive income | 4,873,169 | 6,577,659 | |||
Recognised directly in equity | (2,644,020) | 8,538,994 | |||
Closing balance at 31 December | 48,207,291 | 45,978,142 |
- Current liabilities – Trade and other payables
2014 | 2013 | |||
AUD | AUD | |||
Trade payables | 13,891,518 | 13,398,773 | ||
Amounts due to related parties | 2,993,986 | 19,244,543 | ||
Employee benefits accruals | 38,210,374 | 29,177,658 | ||
Accrued expenses | 11,820,440 | 8,613,953 | ||
Deferred rent | 2,560,571 | 2,181,623 | ||
Total trade and other payables | 69,476,889 | 72,616,550 |
The carrying amounts of trade and other payables are reasonable approximation of fair values due to their short-term nature or that they are re-priced frequently.
- Current liabilities – Provisions
2014 | 2013 | ||
AUD | AUD | ||
Employee benefit | 10,613,035 | 8,102,186 | |
Total current liabilities – Provisions | 10,613,035 | 8,102,186 |
-21-
Page 26 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Non-current liabilities – Provisions
2014 | 2013 | |||
AUD | AUD | |||
Employee benefits | 5,943,367 | 4,381,383 | ||
Asset retirements obligation | 7,434,454 | 5,156,132 | ||
Total non-current liabilities – Provisions | 13,377,821 | 9,537,515 |
- Non-current liabilities – Other non-current liabilities
2014 | 2013 | ||
AUD | AUD | ||
Deferred rent | 10,930,604 | 12,079,833 |
- Contributed capital
Number of | ||||
shares | AUD | |||
Ordinary shares | ||||
Authorised: | ||||
As at 1 January 2014 | 8,000,006 | 13,000,001 | ||
Created during the financial year | – | – | ||
As at 31 December 2014 | 8,000,006 | 13,000,001 | ||
Issued and fully paid: | ||||
As at 1 January 2014 | 8,000,006 | 13,000,001 | ||
Issued during the financial year | – | – | ||
As at 31 December 2014 | 8,000,006 | 13,000,001 |
Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in proportion to the number of and amounts paid on the shares held. All ordinary shares have equal voting rights. The ordinary shares have no par value.
-22-
Page 27 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Reserves and retained earnings
2014 | 2013 | |||
AUD | AUD | |||
(a) Share-based payments reserve | ||||
Share-based payments reserve | 38,404,282 | 62,129,050 | ||
Movements: | ||||
Balance 1 January | 62,129,050 | 69,358,690 | ||
Equity contribution for share based payments expenses | 40,685,125 | 27,367,195 | ||
Recharge from Google Inc net of tax effect | (64,409,893) | (34,596,835) | ||
Balance 31 December | 38,404,282 | 62,129,050 |
The share-based payments reserve is used to recognise the fair value of options and Restricted Stock Units. The expense is recognised over the vesting period which ranges from between 1 and 4 years following the grant date.
(b) Retained earnings | ||||
Movements in retained earnings are as follows: | ||||
2014 | 2013 | |||
AUD | AUD | |||
Balance 1 January | 50,308,744 | 4,229,675 | ||
Net profit / (loss) for the year | 49,250,042 | 46,079,069 | ||
Balance 31 December | 99,558,786 | 50,308,744 |
-23-
Page 28 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Reconciliation of Profit/(Loss) after income tax to net cash inflow from operating activities
2014 | 2013 | |||
AUD | AUD | |||
Profit / (Loss) for the year | 49,250,042 | 46,079,069 | ||
Depreciation | 15,807,147 | 13,968,734 | ||
Non-cash employee benefits expense – share-based payments | 40,685,125 | 27,367,200 | ||
Reimbursement to parent entity | (61,765,872) | (43,435,783) | ||
Net (Gain)/ loss on sale of non-current assets | (25,270) | (142,273) | ||
Other non-cash items | (4,839,293) | 284,103 | ||
Change in operating assets and liabilities: | ||||
Decrease/ (Increase) in trade debtors and other receivables | 16,922,114 | (15,052,328) | ||
Increase in tax (payables)/receivables | 629,513 | 171,075 | ||
(Increase) in non-current assets | (210,833) | (50,855) | ||
(Decrease)/Increase in trade and other payables and other non-current liabilities | (3,139,661) | 31,189,685 | ||
(Decrease) in non-current liabilities | (1,149,229) | (1,489,302) | ||
Increase in provisions | 6,351,155 | 2,873,065 | ||
Net cash inflow from operating activities | 58,514,938 | 61,762,390 |
- Contingencies
From time to time the Company is subject to legal claims or reviews by regulatory authorities in the normal course of business. At 31 December 2014, the Directors do not believe the status of any of these claims or reviews results in a significant contingent liability (2013 : nil)
- Commitments
As at 31 December 2014 the Company had no capital commitments (2013: nil).
Non-cancellable operating leases
The Company leases office premises under non-cancellable operating leases with remaining lease terms between 1 and 5 years.
Future minimum lease payments under non-cancellable operating leases at the reporting date were as follows:
2014 | 2013 | |||
AUD | AUD | |||
Within one year | 11,614,232 | 9,404,452 | ||
Later than one year but not later than five years | 35,036,296 | 39,613,182 | ||
Total future minimum lease payments | 46,650,528 | 49,017,634 |
-24-
Page 29 of 31 DocId: 7E6919304 ACN :102 417 032
Google Australia Pty Limited
Notes to the financial statements
31 December 2014
(continued)
- Capital adequacy
The Company did not have any externally imposed capital requirements to comply with during the year (2013:nil).
- Parent entities
The parent entity of the Company is Google International LLC (incorporated in the United States of America). The ultimate parent entity is Google Inc. which is a company incorporated in the United States of America. At 31 December 2014, Google International LLC owns 100% of the issued share capital of the Company (2013: 100%).
- Events occurring after the balance date
No matter or circumstance has occurred subsequent to the end of the reporting period that has significantly affected, or may significantly affect, the operations of the Company, the results of those operations or the state of affairs of the Company in subsequent financial years.