CONTENTS Chairman and Managing Director’s Message 2 Company Highlights 3 Corporate Governance 6 Bulk Entitlements 13 Directors’ Biographies 21 Executive Biographies 22 Organisational Chart 24 Sustainability Reporting 25 Our Water Our Future 25 Regional Catchment Management Strategy 31 Victorian Biodiversity Strategy 32 Victorian River Health Strategy/Statement of Obligations (River Health) 32 Corporate Water Consumption 33 Greenhouse Gas Emissions 33 Major Non-Residential Water Users 34 Company Performance against Corporate KPIs 36 Financial Report 41 Directors’ Statutory Report 43 Auditor Generals Independence Declaration 46 Statement of Comprehensive Income 47 Balance Sheet 48 Statement of Changes in Equity 49 Cash Flow Statement 50 Notes to the Financial Statements 51 Directors’ Declaration 92 Independent Auditor’s Report 93 Risk Management Attestation 95 CHAIRMAN AND MANAGING DIRECTOR’S MESSAGE This Annual Report provides a summarised account of South East Water’s performance and achievements in 2009/10, including the audited Financial Report, the Corporate Governance Statement and other statutory information as required by relevant legislation. We have also included sustainability information requested by the Department of Sustainability and Environment and highlighted how we have performed against our Corporate KPIs. Water conservation remained a high priority for the business throughout the year. We exchanged 37,677 water efficient showerheads, installed 2,788 dual flush toilets, worked with 131 schools as part of the Schools’ Water Efficiency Project, and partnered with 478 commercial waterMap customers to deliver significant water savings. To help support a sustainable city, South East Water is facilitating the development of an Integrated Water Management (IWM) Strategy for the south-east region of Melbourne with our key project partners, Melbourne Water and Southern Rural Water. A wide range of initiatives are being considered, including expanded stormwater harvesting, local customer solutions, intelligent networks, greater coordination with landuse planning, and maximising fit-for-purpose recycled water opportunities. We continued to invest in the provision of Backlog sewerage services to areas where failing septic tanks can cause environmental and health impacts. Our Backlog Program in the townships of Flinders and Shoreham has seen over 80 per cent of eligible residents connect to the sewerage system and environmental monitoring has already shown improvements in the water quality in Stoney Creek and Dodds Creek. We are also undertaking a significant program to reduce the risk of rising sewer main failures to further protect the environment and local waterways. Our investment of approximately $138 million in water, sewerage, recycling and IT infrastructure was the highest in our 15 year history, and will continue to grow over the next few years. Of significance, growth related investment was approximately $81 million while another $40 million was invested in the renewal and upgrade of ageing infrastructure. We have successfully responded to this challenge by leveraging our existing alliance relationships using targeted incentives, and establishing a new alliance for the delivery of sewage treatment plant upgrades. This approach allows us to provide our customers with a range of innovative solutions and is testament to our commitment to both renew ageing infrastructure and cater for the needs of a growing population. Financial Performance South East Water reported an operating profit of $95.4 million for the year ended 30 June 2010 (up 50 per cent on the previous year), highlighting the strength of our core business. Earnings were also supplemented by our unregulated business portfolio, which generated a net operating profit of $3.2 million. Income from water sales increased in line with the rise in water prices, but was reduced by a drop in water demand. financial sustainability. Our financial performance is regularly “stress tested” to assess and respond to the potential impact of changing macro and micro economic conditions. Over the long-term, the organisation’s ongoing financial viability is dependent on future water pricing determinations. Over recent years, the Board and Executive Team have placed a heavy emphasis on developing and embedding a culture in the business that actively encourages pursuing and realising productivity and efficiency gains, for the benefit of our customers. The Board and Executive Team continued to monitor new and emerging trends which may affect South East Water’s 2 Douglas Shirrefs Acting Chairman Shaun Cox Managing Director COMPANY HIGHLIGHTS Integrated Water Management (IWM) Business Growth South East Water is facilitating the development of an IWM Strategy for the south-east region of Melbourne. IWM aims to provide the most sustainable mix of all possible water solutions for our customers and communities, and to better understand and integrate the relationship between the environment, energy and water. As the optimal solutions typically depend on local factors such as stormwater availability and local waterway values, the IWM Strategy is focusing on the precinct level of development. In 2009/10, we continued to pursue business growth as a key strategic priority, with the appointment of a General Manager, Business Growth. We are committed to expanding our traditional products and services offering to provide our customers with greater choice and a diversity of solutions. We are also operating beyond our service region to offer new products and services and best practice expertise to businesses. As these new products and services are outside the traditional regulated business, a key focus over the past 12 months has been the development of appropriate governance and risk management processes to address aspects such as competitive neutrality and financial ring-fencing. We are working in partnership with Melbourne Water and Southern Rural Water on the development of the Strategy and have established a Stakeholder Reference Group that will recommend the preferred Strategy. The Stakeholder Reference Group is made up of Government, community and industry representatives to ensure broad input. A wide range of opportunities are being considered, including expanded stormwater harvesting, local customer solutions (such as grey water use), intelligent networks, greater coordination with land-use planning and maximising fitfor-purpose recycled water opportunities. The Strategy is due to be delivered in mid 2011. For our residential customers, our unique rainwater tank offering will soon be complemented by gas and solar hot water services. When it comes to our business customers, we plan to increasingly use our internal expertise and growing commercial acumen to provide business solutions, such as managed billing and IT consulting. 3 COMPANY HIGHLIGHTS Hydro Trak In 2009/10, South East Water launched our new Hydro Trak system. Hydro Trak is an exciting innovation that keeps track of more than 800 hydrant permit holders by using a unique device to monitor water being withdrawn from hydrants. Some of the features include GPS monitoring, automatic billing and a mapping interface to show the location of vehicles withdrawing water. In addition to accurate data collection, Hydro Trak is simple to install and operate, requires no maintenance, eliminates all paperwork and comes at no cost to permit holders. Community Engagement In 2009/10, South East Water developed and implemented a Community Engagement Framework to support sustainable decision making. By recognising and communicating the needs and interests of all impacted and interested parties, we are in a better position to deliver sustainable solutions, particularly when it comes to our capital works projects. For example, South East Water used our Community Engagement Framework as part of an odour management project at the Mount Martha Sewage Treatment Plant. We formed a reference group, made up of local residents impacted by the Plant’s odour emissions along with representatives from local community groups, Melbourne Water, the Mornington Shire Council and South East Water, to consider a large range of options for upgrading the solids handling system at the Plant. A sustainability assessment was used to select the preferred option that performed best across a range of social, environmental and economic 4 factors. We are now consulting with neighbours and local residents on the preferred option and will continue to consult with the reference group and local residents throughout the design and construction of the project. Launch of Customer-Friendly Website In May 2010, South East Water launched our contemporary, vibrant and, most importantly, customer-friendly website. Our residential and business customers, and the general community, are now able to easily find information, access their account details and find useful tips on how to save water. Recycled Water Projects In May 2010, the $4.5 million Frankston Recycled Water Project was officially launched. Through the Project, Frankston’s Jubilee, Lloyd and Ballam Parks - covering 11 sporting grounds used by more than 150,000 sports enthusiasts every year will be green and open all year round, thanks to the supply of Class C recycled water. This project provides a great example of how we can use alternative water sources to irrigate local parks and ovals while saving precious drinking water. Further along the bay, the Mornington Recycled Water Project is underway to supply recycled water from the South Eastern Outfall to the Mornington Racecourse, Civic Reserve and Dallas Brooks Park. Intelligent Networks In order to improve the service we provide to our customers, South East Water commenced an Intelligent Networks Review in early 2010 with a view to developing more efficient systems, processes and technologies. To identify the initial needs and opportunities of the project, South East Water held an extensive 12 week community engagement process with a range of stakeholders including residential customers, school and university students, local government representatives, business representatives and employees across South East Water and ‘us’ - Utility Services. Almost 500 ideas were identified and around 50 of these are now with South East Water’s technical experts to match with new and emerging technologies. The ideas will also be put to an external technical expert group, made up of representatives from telecommunications, electricity and water industries from around Australia. An Intelligent Networks Implementation Plan will be delivered in the second half of 2010. Narre Warren Sewerage Transfer Scheme In December 2009, South East Water and the ‘us’ – Utility Services Alliance commenced work on the Narre Warren Sewerage Transfer Scheme to help meet the needs of fast growing communities in the Cardinia growth corridor. The Scheme involves construction of 17 kilometres of pressure sewer pipeline, four kilometres of gravity sewer, and eight kilometres of Class A recycled water pipeline. Two new pump stations and rising mains in both Officer and Pakenham South will be constructed, as well as upgrades to the Pakenham Sewage Treatment Plant. The Scheme is supported by the Pakenham Recycled Water Scheme, which includes the construction of the Pakenham Class A Recycled Water Treatment Plant. As well as meeting the needs of population growth, the Scheme will minimise potential operational and environmental risks associated with limited sewer capacity. In addition, the Pakenham Sewage Treatment Plant will stop discharging to Deep Creek and Western Port, meeting Environment Protection Authority requirements. The scheme is due to be completed in 2011. Chapel Street Water Main Renewal In April 2010, South East Water began work to renew the 2.5 kilometre water main that runs along Melbourne’s iconic Chapel Street (from Alma Road to Toorak Road). One of the key aims of the project has been to work closely with the community to minimise any disruption to businesses, residents and the wider community along one of Melbourne’s busiest streets. Works are being conducted in temporary zones of approximately 60 metres at a time during the quieter periods of street activity. We have created a dedicated website and a community newsletter to keep stakeholders updated, and ‘fashionable’ hoardings were designed to disguise site-work. The project is due for completion in October 2010. 5 CORPORATE GOVERNANCE South East Water is a corporation under the Corporations Act 2001 (Cth). South East Water is also a state owned company under the State Owned Enterprises Act 1993 (Vic). All of the issued shares in the Company are owned by a single shareholder on behalf of the State Treasurer. The Company has been issued a Water and Sewerage Licence by the Minister for Water under the Water Industry Act 1994 (Vic). The Minister for Water has also issued a Statement of Obligations to South East Water under the Water Industry Act. As part of South East Water’s strategic framework the Board has approved a Governance Strategy. The Governance Strategy comprises three supporting Plans, a Corporate Governance Plan (including Legal and Compliance), a Procurement Plan and an Audit Plan. The principal goal of this Strategy is to ensure South East Water not only continues to observe all relevant laws and practices but strives to achieve best practice benchmarks in the areas of corporate governance, compliance, procurement and audit. The Governance Strategy complies with the Governance Guide to the Victorian Water Industry produced by the Department of Sustainability and Environment, which provides an overview of the governance framework surrounding the water industry. South East Water operates within a regulatory framework that comprises an economic regulator and a number of technical regulators. The overall scheme of key governance instruments and entities is summarised in the Flowchart which appears at the end of the Corporate Governance section of this report. The Board Ultimate responsibility for the governance of the Company rests with South East Water’s Directors. The key roles of the Directors are described in the recently updated Directors’ Handbook. These are to determine the vision, mission, values and strategic objectives of the Company and ensure that these take appropriate account of State Government Policy as summarised below: • determining all material policies governing the operations of the Company, including Delegations of Authority; • ensuring key risks are being identified and appropriately managed; and 6 • regularly reviewing the progress and performance of the Company in meeting its strategic objectives, and ensuring that appropriate resources are available to achieve performance measures. Board Composition As at 30 June 2010, the Board comprised six Directors: five non-executive Directors, including an Acting Chairman, and one Executive Director who is the Managing Director. The Directors come from diverse backgrounds and bring to the Board an appropriate mix of skills and experience. Directors are appointed by the Shareholder. As South East Water is a State owned company, all shares are beneficially owned by the State of Victoria. Reporting to the Shareholder The Board seeks to inform its Shareholder of all major developments affecting the Company. This is accomplished through: • quarterly performance reports to the Shareholder; • annual and half-yearly reports (each containing information about operations and financial and nonfinancial performance against key indicators); • a detailed, annual three-year Corporate Business Plan, as provided by the State Owned Enterprises Act 1992 and consultation thereon; • direct contact between the Chairman, Managing Director and shareholder representatives on key issues; • frequent communication at Executive level on performance, industry and policy issues; and • Board performance evaluation (described below). Performance Evaluation The Board has established a formal process to review its effectiveness and performance, as well as the effectiveness and performance of the Board Committee and individual Directors. The Board review process incorporates data from Directors and Executives and Senior Managers of the Company who are closely involved with the Board or its Committees. The Chairman of the Board also meets with stakeholders to discuss issues related to Company and Board performance. The Chairman of the Board and the Chairs of the relevant Board Committees report on the outcomes of those meetings. In compliance with South East Water’s Statement of Obligations, the Board’s performance was externally and internally evaluated last year with the findings reported to both the Minister for Water and the Treasurer. Board Procedures and Guidelines To document and provide transparency on the Board’s processes, key principles and obligations of Directors, a revised Directors’ Handbook was prepared and approved by the Board in April 2010. All Directors have provided a declaration of adherence to the Procedures and Guidelines in the Handbook, which were formally adopted by the Board in April 2010 for the 2009/10 financial year. South East Water maintains processes to manage potential conflicts of interest and to ensure Director independence both prior to and during each meeting of the Directors. Board Attendance and Involvement From 1 July 2009 until 30 June 2010, twelve meetings of Directors were held to consider, among other things, matters such as the Business Growth Governance Strategy, the Alliance Review, South East Water’s Vision and Brand, its Strategic Priorities and Guiding Principles. In addition, a strategic corporate planning workshop was held with the Executive team in December 2009. In addition to monthly reporting, the Board receives regular detailed briefings from senior management on key issues during the year and undertakes inspections of assets and facilities. Board Committees The Board has three Committees: the Finance, Audit and Risk Management Committee; the Service Delivery, Capacity and Performance Committee; and the Remuneration Committee. The first two of these Committees were formed in November 2009. This was in response to a number of factors including our new Strategic Framework and a desire to increase our focus on the performance and delivery of South East Water’s asset intensive business. The Environment, Health and Safety Committee was disbanded, with its compliance responsibilities and functions assumed by the Finance, Audit and Risk Management Committee with an expanded Charter. The Service Delivery, Capacity and Performance Committee’s functions include monitoring South East Water’s asset management performance. Each Committee operates under a written Charter and is chaired by a non-executive Director. The Charters of the Remuneration Committee, the Finance, Audit and Risk Management Committee and the Service Delivery, Capacity and Performance Committee are contained on South East Water’s website. Finance, Audit and Risk Management Committee For the 2009/10 financial year, the Finance, Audit and Risk Management Committee comprised Mr D Shirrefs (Committee Chairman), Ms E Underwood (up to 24 March 2010), Dr G Gentle and Mr J Turcato. Meetings are held at least quarterly and as requested by a Committee member, or internal or external auditors. The Committee reviews, monitors and, where necessary, recommends improvements to internal control processes, financial reporting, the internal audit function, the external audit process, health, environment, workplace safety, compliance and the Company’s risk management process. The Victorian Auditor-General has been appointed as the external auditor in accordance with the Audit Act 1994. Chartered accountants PricewaterhouseCoopers have acted as the Company’s internal auditor for the 2009/10 financial year and report directly to the Finance, Audit and Risk Management Committee. Service Delivery, Capacity and Performance Committee For the financial year 2009/10, the Committee comprised: Mr A Beach (Committee Chairman), Ms E Underwood (until 24 March 2010), Dr J Slocombe and Mr D Shirrefs (from 1 April 2010). Meetings are held at least quarterly and as requested by a Committee member. The Committee reviews, monitors and, where necessary, recommends improvements to current corporate strategies and plans for delivery of services to customers and other stakeholders and monitors the effective performance of these services. 7 CORPORATE GOVERNANCE Remuneration Committee The Remuneration Committee comprised the nonexecutive members of the Board, namely Mr A Beach, Dr G Gentle, Mr D Shirrefs, Dr J Slocombe, Mr J Turcato and Ms E Underwood (up to 24 March 2010), with the Managing Director attending by invitation where appropriate. The Committee’s responsibilities include establishing and reviewing the Managing Director’s and senior managements’ remuneration packages, which must comply with the Government Sector Executive Remuneration Guidelines. Remuneration of nonexecutive Directors is in accordance with Government policy for State owned companies. The Committee annually assesses the performance of the Managing Director and senior executives by reference to specific company-wide and individual criteria. A portion of each Executive’s remuneration is performance-related. Director Attendance at Board and Committee Meetings BOARD REMUNERATION FINANCE AUDIT & RISK MANAGEMENT 3 SERVICE DELIVERY, CAPACITY & PERFORMANCE 4 ELIGIBLE ATTENDED ELIGIBLE ATTENDED ELIGIBLE ATTENDED ELIGIBLE ATTENDED EJT Underwood 1 8 8 2 2 3 3 2 2 DK Shirrefs 2 12 12 3 3 4 4 1 1 A Beach 12 11 3 3 N/A N/A 3 3 SL Cox 12 12 3 3 4 4 3 3 G Gentle 12 11 3 3 4 4 N/A N/A J Slocombe 12 11 3 3 N/A N/A 3 3 J Turcato 12 12 3 3 4 4 N/A N/A 1 Ms Eleanor Underwood resigned from the Board effective 24 March 2010. Neither a permanent Chairman nor new Director has yet been appointed. 2 Mr Douglas Shirrefs was elected as the Acting Chairman on 1 April 2010. 3 The inaugural Finance Audit and Risk Management Committee meeting Risk Identification and Management The Board has taken an active role in ensuring risk management is integrated into the management systems and culture of the Company. The Board has approved a comprehensive Risk Management Framework that articulates the risk management responsibilities of the Board, its Committees and management. The Framework provides a methodology for the identification, analysis, evaluation, treatment, reporting and auditing of risk and is supplemented by post implementation project reviews. An assessment of key business risks (including their inherent and residual risk ranking) is incorporated in the Company’s Business Risk Profile and is reported quarterly to the 8 was held on 9 November 2009. This Committee incorporated the previous work of the Risk Finance and Audit Committee, whose last meeting was 10 August 2009, as well as the Environment, Health and Safety Committee. 4 The inaugural Service Delivery Capacity and Performance Committee meeting was held on 23 November 2009. Finance, Audit and Risk Management Committee and annually to the Board. The Company also has extensive risk control systems in place, including documentation of key processes through integrated and externally certified Quality, Environmental Management, Occupational Health and Safety and Hazard Analysis and Critical Control Point (HACCP) systems. Risk management is fully integrated with asset management, water quality and security management systems. Specific controls are in place for financial management and treasury functions. Audit programs cover financial and operational matters and are aligned to the Company’s high-risk areas. A comprehensive insurance program and emergency response plans complement other risk mitigation programs. To further enhance adherence to key legal and associated obligations, a Compliance Committee, which was established in 2007, meets at least twice a year to drive a renewed awareness and commitment among staff to these duties. Furthermore, the Managing Director and the General Manager, Corporate Services (in his capacity as Chief Financial Officer) declared in writing to the Board that, in their opinion: (a)the financial records of the Company have been properly maintained in accordance with the Corporations Act 2001; (b)the financial statements and notes of the Company: (i) comply with the Corporations Act 2001 and Australian Accounting Standards; and (ii) give a true and fair view of the Company’s financial position as at 30 June 2010 and of its performance, as represented by the results of its operations and its cash flows, for the financial year ended on that date; and (c)with regard to the risk management and internal compliance and control systems of the Company as they relate to financial reporting: (i) the Statements made in (a) and (b)(i) and (ii) above, regarding the integrity of the financial reports, are founded on a sound system of risk management and internal compliance and control systems which implement the policies adopted by the Board; and (ii) the systems are operating efficiently and effectively in all material aspects. Occupational Health and Safety (OH&S) The Board of South East Water is fully committed to ensuring a safe work environment for all employees, contractors and visitors. A revised OH&S Framework based on best OH&S practice and incorporating the requirements of the OH&S Act 2004, endorsed by the Board during 2004/05, has been implemented. This will ensure an overall improvement to OH&S at South East Water, with health and safety responsibilities appropriately aligned to South East Water’s structure and a focus on building a safety culture, in addition to compliance and prevention. Corporate Governance Principles and Recommendations The second edition of the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations was published in August 2007. Unlike an Australian listed company, South East Water is not required to report on the extent of compliance with the Best Practice Recommendations. Nevertheless, as a matter of good corporate governance, South East Water has assessed its practice against the Corporate Governance Principles and Recommendations and analysis confirms that South East Water satisfies those Principles, save that: • There is no nomination board Committee as set out in Recommendation 2.4. As the Company’s constitution provides for the shareholder to appoint the Directors and as the Victorian Government is the sole shareholder, it is not considered appropriate to establish such a Committee. Director Independence South East Water has adopted the following definition of ‘independence’: “A Director who does not have a relationship where there are, or are perceived to be, matters that could materially interfere with the Director: • making decisions on matters that regularly come before the Board or its Committees; • objectively assessing information and advice given or obtained by management; • setting policy for general application across the Company; and • generally, carrying out the performance of his or her role as a Director.” This definition needs to be read in the context of the Company, which is a company registered under the Corporations Act 2001 and declared to be a ‘State owned company’ under the State Owned Enterprises Act 1992, being wholly-owned by the State of Victoria. In assessing whether a particular Director meets the definition of independence adopted by the Company, the Board considers all business, professional or personal relationships of that Director which may be relevant. The Board considers that prior employment 9 CORPORATE GOVERNANCE by Government or the holding of a directorship with another State owned or controlled entity does not, of itself, constitute a lack of independence. Applying the definition on this basis, and after considering the status of each non-executive Director during the financial year the Board is of the view that each non-executive Director is independent, having no relationships or interests, business or otherwise, which could compromise their autonomy. Independent Advice Directors are encouraged and expected to raise all matters with the Board, with a view to resolving any difference of opinion. Should an issue arise warranting a Director seeking independent advice, this may be obtained with the prior approval of the Chairman or the Board, in which case all reasonable costs will be reimbursed. Ethical Standards The Directors acknowledge the need for, and continued maintenance of, the highest standards of corporate governance practice and ethical conduct by all Directors, employees and contractors. The Board seeks to ensure high standards of ethical behaviour through adoption of a Board Code of Ethics, an Employee Code of Conduct and appropriate policies, supported by specific awareness and compliance programs in areas such as equal employment opportunity and trade practices. Key areas covered in the Employee Code of Conduct include our Values and Guiding Principles, acting ethically and with integrity, conflicts of interest and confidentiality, transparency in operations, demonstrating respect, safety and environmental care. 10 Automated Board Paper Process In mid 2009, South East Water implemented an automated Board Paper System to provide more consistent, reliable and efficient processes in the preparation of Board and Committee papers. More specifically, South East Water introduced new technology such as workflows and calendars for automation of regular processes. The solution addressed the need for document management practices throughout the preparation process through version control, permission based access and audit trails. It also streamlined the approval process through an online approval system with reminders, notifications and tasks. In 2010, the system incorporated both the Finance and Risk Management Committee and the Service Delivery Capacity and Performance Committee. A Board of Directors Portal was also developed to facilitate access by Directors to relevant current and historical documents, including each month’s Board papers. Transition to a Statutory Corporation The Government has advised that it remains committed to the conversion of the Melbourne metropolitan retail water companies into statutory corporations and that legislation will be introduced to implement this proposal when all the relevant policy issues have been resolved. Community and Stakeholder Engagement South East Water is committed to working collaboratively with our stakeholders and communities to ensure their views are incorporated into our decision making processes. We have embraced the International Association for Public Participation (IAP2) Core Values and Public Participation Spectrum and adopted a structured and disciplined approach to community engagement. During the year, South East Water has conducted extensive community engagement and formed a range of Committees and Reference Groups to provide stakeholders and the community with an opportunity to influence key strategies and service delivery projects. The following projects are examples of where South East Water has conducted extensive community and stakeholder engagement to design and implement key projects: • Chapel Street Water Main Renewal Project – South East Water consulted extensively with traders, stakeholders and the broader community to understand their project concerns and incorporate these into the construction methodology. The engagement process has involved letters and newsletters, a project webpage, regular meetings with key stakeholders and traders and a full-time Community Liaison Officer; and • Mount Martha Sludge and Odour Upgrade Project – South East Water collaborated with stakeholders and the community in determining the preferred option for the sludge upgrade. We used a Reference Group with representation from stakeholders and the community to determine the preferred option for the upgrade. Broader community engagement was then conducted with local residents using letters, project information sheets, one-on-one meetings and a community workshop to obtain broader community input for the preferred option. Whistleblowers Protection Act 2001 Procedures South East Water (South East Water Limited ABN 89 066 902 547) has established these procedures (procedures) under the Whistleblowers Protection Act 2001 (Vic) (Act). The procedures are to be read together with the Act and the Ombudsman’s Guidelines issued in November 2001 (guidelines). A separate Explanation of the Procedures document is available on request from South East Water. The procedures relate to disclosures which could be made under the Act to the Ombudsman or South East Water in relation to activities of certain employees of South East Water. Three key concepts are improper conduct, corrupt conduct and detrimental action (see the Act for definitions). A member of the public or an employee of South East Water can make a disclosure under the Act if he or she believes on reasonable grounds that a public officer of South East Water has engaged in such conduct or action. Improper conduct or detrimental action by South East Water or its employees may be disclosed to the following officers: Protected Disclosure Coordinator Protected Disclosure Officer John Robertson Ann Timoney Manager, Customer Regulation and Advocacy Manager, Human Resources 20 Corporate Drive, Heatherton 20 Corporate Drive, Heatherton Victoria 3202 Victoria 3202 Ph: (03) 9552 3674 Ph: (03) 9552 3683 Fax: (03) 9552 3771 Fax: (03) 9552 3692 Email: [email protected] Email: [email protected] 11 CORPORATE GOVERNANCE The Protected Disclosure Officer or Coordinator decides if the disclosure falls under the Act (i.e. it is a protected disclosure). Any protected disclosure must be made by a natural person on reasonable grounds, must relate to South East Water or its public officer and must allege improper conduct or detrimental action (section 5 of the Act). If it is a protected disclosure, the Protected Disclosure Coordinator will appoint a welfare manager to look after the general welfare of the Whistleblower. If it is concluded that the disclosure shows or tends to show that a public officer has or will engage in improper conduct or has or will take detrimental action, then the Protected Disclosure Officer or Coordinator refers the matter to the Ombudsman as a public interest disclosure. The Ombudsman then decides if the matter is a public interest disclosure. If it is, in most cases the Ombudsman will refer the matter back to South East Water for investigation. South East Water would then investigate the matter in accordance with the Act, Ombudsman’s Guidelines and these procedures. South East Water will appoint an investigator to collect information and make a report to the Protected Disclosure Coordinator. The report will include what South East Water should do to remedy loss or prevent similar conduct in future. The Protected Disclosure Coordinator will then report in writing to the Ombudsman and Whistleblower, and if there was disclosed conduct they would report in writing to the Managing Director and the Minister as well, including reporting on what South East Water should do. If the matter is not a protected disclosure, South East Water may still investigate it in line with the normal complaints management process. Where a protected disclosure has been made, the Whistleblower has protections under the Act. Their identity is kept confidential as far as possible and they are protected from detrimental action. The Whistleblower (unless anonymous) will receive regular reports on the progress of the matter. Improper conduct or detrimental action by South East Water or its employees may also be disclosed directly to the Ombudsman: 12 The Ombudsman Victoria Level 9, 459 Collins Street Melbourne Victoria 3000 (DX 210174) Internet: www.ombudsman.vic.gov.au Email: [email protected] Ph: (03) 9613 6222 Toll Free: 1800 806 314 The Act requires any person who receives information due to the handling or investigation of a protected disclosure, not to disclose that information except in certain limited circumstances. Disclosure of information in breach of this Act is an offence. There were no disclosures, disclosed matters, requests, recommendations or investigations described in section 104(b)-(j) of the Act during the year. Freedom of Information South East Water is a prescribed authority under the Freedom of Information Act 1982. During 2009/10, South East Water received nine (9) requests for access to documents under the Freedom of Information Act 1982. Access to documents was granted in full in seven (7) cases. One (1) request for access did not proceed and one (1) was not finalised as at 30 June 2010. Requests for access to South East Water documents under the Freedom of Information Act 1982 are to be made and addressed to: John Robertson Manager, Customer Regulation and Advocacy South East Water Limited Locked Bag 1 Heatherton Victoria 3202 Each application must be accompanied by a $23.90 application fee and clearly identify the documents sought. General enquiries relating to Freedom of Information can be made by contacting the Manager, Customer Regulation and Advocacy on telephone (03) 9552 3674 between 8:30am and 4:30pm, Monday to Friday. Disability Act 2006 Under recent amendments to the Disability Act 2006, South East Water was required to develop and implement a Disability Plan by February 2009. In addition to its existing policies in this area, South East Water has established a Disability Action Group with its own Terms of Reference, implemented a Disability Action Plan after employee and community consultation, is actively participating in a range of public seminars and programs designed to enhance its awareness and response to disability issues, and has conducted accessibility audits at our facilities. Human Rights New laws which came into effect on 1 January 2008 required South East Water, as a public authority, to have human rights in mind when dealing with our customers and in our decision making. Our contractors too, as representatives of a public authority, are required to follow our Charter, which is available on our intranet, to enhance a culture which supports and respects these human rights. Bulk Entitlements The three metropolitan retail water businesses (Retailers) hold Bulk Entitlements to the water resources of the Yarra River, Thomson River, Tarago and Bunyip Rivers and Silver/ Wallaby Creeks (Goulburn River Basin). The entitlements have been established as a collective ‘pool’. On 27 January 2010 the Retailers received Bulk Entitlements for savings resultant from their share of funding of the Northern Victorian Irrigation Renewal Project (NVIRP). On 25 June 2010, the Victorian Legislative Council exercised its powers under Section 23 of the Subordinate Legislation Act 1994 to disallow these bulk entitlements. The Retailers have reported compliance against these bulk entitlements while they were in place. The Retailers have established a Management Agreement and Management Rules as required by the bulk entitlement orders. Compliance with the Combined Diversion Limit under the Retailers’ Bulk Entitlements REPORTING OBLIGATION 1 VOLUME 2009/10 BULK ENTITLEMENT VOLUME (a) i. The volume of water taken by the Retailers from the Thomson River Basin, Yarra River Basin and Silver and Wallaby Creeks for the Melbourne Supply System in 2009/10 358,200 ML N/A (b) i. Compliance with the long term average annual bulk entitlement diversion limit 425,900 ML1 555,000 ML The total annual consumption in 2009/10 350, 700 ML COMMENT The compliance value is N/A because it is dealt with in part (b). Full compliance achieved. Total consumption of the three Retailers. Compliance is assessed using the 15 year rolling average annual diversion 13 CORPORATE GOVERNANCE Table 1 - Compliance with the Retailers’ Thomson River Bulk Entitlements REPORTING OBLIGATION a) i. The volume of water taken by the Retailers from the Thomson River Basin in 2009/10 ii. The Retailers’ share of flow into Thomson Reservoir in 2009/10 VOLUME 2009/10 BULK ENTITLEMENT VOLUME COMMENT 62,400 ML N/A The compliance value is N/A because it is dealt with in part (b). 114,900 ML1 N/A The compliance value is N/A because the Retailers can take the remaining inflow after water has been set aside for the environment and Southern Rural Water. Under the Temporary Qualification of Rights in the Thomson Basin, an additional 14,000 ML of water was attributed to the Retailers’ share of flow into Thomson Reservoir, compared with the inflow allocation under the bulk entitlement. iii. The Retailers’ share of storage volume in Thomson Reservoir at 30/06/10 213,600 ML 1,068,100 ML Full compliance achieved. (b) i. Compliance with the long term average annual bulk entitlement diversion limit 134,800 ML2 171,800 ML Full compliance achieved (c) Any temporary or permanent transfers of this bulk entitlement Nil (d) Any temporary or permanent transfer of the bulk entitlement which may alter the flow in the waterway Nil (e) Any amendment to the bulk entitlement Nil (f) Any new bulk entitlement granted to the Retailers Nil (g) Any failures to comply with any provision of the bulk entitlement Nil (h) Any difficulty experienced in complying with the bulk entitlement and if so, any remedial action taken or proposed Nil 1 The Retailers’ share of flow into Thomson Reservoir is calculated as the total inflow to the reservoir minus Southern Rural Water’s 6 per cent inflow share minus releases to meet minimum passing flows minus water returned to the environment on the 2 April 2010 (740 ML, representing a pro rata 14 proportion of the annual 3,000 ML of returned flow, calculated over the period from 2 April 2010 to 30 June 2010). 2 Compliance is assessed using the 15 year rolling average annual diversion. Temporary Qualification of Rights in the Melbourne System – Thomson Basin On 30 March 2007, the Minister for Water agreed, by qualifying the Bulk Entitlement (Thomson River – Environment) Order 2005, to relax the operating tolerance placed on achieving minimum environmental flows downstream of Thomson Dam until Stage 2 water restrictions are lifted in Melbourne. This contingency measure continued to enable Melbourne Water to operate the system more efficiently in 2009/10 to provide water savings for Melbourne while still meeting environmental flows. On 20 December 2007, the Minister for Water qualified the Bulk Entitlement (Thomson River – Environment) Order 2005 to give Melbourne access to 10 billion litres of the environment’s water in Thomson Dam on 31 December 2007 and eight billion litres annually thereafter. In September 2009, the Minister for Water further qualified rights to give Melbourne access to eight billion litres of the environment’s water in Thomson Dam each year and to reduce passing flows in the Thomson River to retain up to 10 billion litres of water in storage each year for Melbourne. On 2 April 2010, as part of easing water restrictions in Melbourne, the Victorian Government returned three billion litres of water to the Thomson River as environmental flows. This is in addition to the decision by the Melbourne Retailers in February 2010 to forgo up to three billion litres per year under the qualification to mitigate the impacts of low summer flows on environmental values and downstream diverters. Compliance with revised environmental flows under these arrangements was achieved. Table 2 - Compliance with the Retailers’ Yarra River Bulk Entitlements REPORTING OBLIGATION VOLUME 2009/10 BULK ENTITLEMENT VOLUME COMMENT (a) i. The volume of water taken by the Retailers from the Yarra River Basin in 2009/10 290,500 ML N/A ii. Supply to Western Water (Primary Entitlement) 10,100 ML 11,250 ML iii. The Retailers’ share of flow into the Yarra Basin Reservoirs and weirs in 2009/10 350,400 ML1 N/A iv. The Retailers’ share of storage volume in the Yarra Basin Reservoirs at 30/06/10 350,100 ML 725,960 ML The compliance value for each reservoir is the capacity of the reservoir. Full compliance achieved. (b) i. Compliance with the long term average annual bulk entitlement diversion limit 290,500 ML2 400,000 ML Full compliance achieved The compliance value is N/A because it is dealt with in part (b). Full compliance achieved. The compliance value is N/A because the Retailers can take the remaining inflow after water has been set aside for the environment. Under the Temporary Qualification of Rights in the Yarra Basin, an additional 36,000 ML of water was attributed to the Retailers’ share of flow into the Yarra Basin reservoirs, compared with the inflow allocation under the bulk entitlement. 15 CORPORATE GOVERNANCE Table 2 - Compliance with the Retailers’ Yarra River Bulk Entitlements REPORTING OBLIGATION 1 VOLUME 2009/10 BULK ENTITLEMENT VOLUME COMMENT (c) Any temporary or permanent transfers of this bulk entitlement Nil (d) Any temporary or permanent transfer of the bulk entitlement which may alter the flow in the waterway Nil (e) Any amendment to the bulk entitlement Nil (f) Any new bulk entitlement granted to the Retailers Nil (g) Any failures to comply with any provision of the bulk entitlement Nil (h) Any difficulty experienced in complying with the bulk entitlement and if so, any remedial action taken or proposed Nil The share of flow into the reservoirs and weirs is calculated as the total inflow to the reservoirs plus the volume of water harvested at weirs minus releases from storage to meet minimum environmental flows minus spills at reservoirs minus the water returned to the environment on the 2 April 2010 (1,730 ML, Temporary Qualification of Rights in the Melbourne System – Yarra Basin On 20 October 2007, the Minister for Water agreed, by qualifying the Yarra River Environmental Entitlement 2006, to give Melbourne access to 17 billion litres per year of the environment’s water in the Yarra storages, and to reduce environmental flows by up to 10 billion litres each year until the declaration of water shortage for Melbourne is revoked. On 10 March 2010, the Minister for Water remade the qualification after declaring that a water shortage still 16 representing a pro rata proportion of the annual 7,000 ML of returned flow, calculated over the period from 2 April 2010 to 30 June 2010). 2 Compliance is assessed using the 15 year rolling average annual diversion. existed in the Melbourne system. The qualification will remain in force until Melbourne is no longer on Stage 2 water restrictions or a stage of restriction more severe than Stage 2. On 2 April 2010, as part of easing water restrictions in Melbourne, the Melbourne Retailers returned seven billion litres of water to the Yarra River as environmental flows. Compliance with revised environmental flows under these arrangements was achieved. Table 3 - Compliance with the Retailers’ Tarago and Bunyip Rivers Bulk Entitlements REPORTING OBLIGATION VOLUME 2009/10 BULK ENTITLEMENT VOLUME (a) i. The volume of water taken by the Retailers from the Tarago River in 2009/10 13,580 ML N/A ii. Supply to Gippsland Water (Primary Entitlement) 210 ML 275 ML Full compliance achieved. iii. Supply to Southern Rural Water (Primary Entitlement) 150 ML 2,500 ML Full compliance achieved. iv. The volume of water taken by the Retailers from the Bunyip River in 2009/10 81 ML N/A See below.1 ii. The Retailers’ share of flow into the Tarago Reservoir in 2009/10 17,600 ML N/A See below.2 The compliance value is N/A because the Retailers can take the remaining inflow after water has been set aside for the environment. iii. The Retailers’ share of storage volume in the Tarago Reservoirs at 30/06/10 20,060 ML N/A The water in the Retailer’s share of storage capacity includes water for passing flow releases and water to supply Primary Entitlements for Gippsland Water and Southern Rural Water. The compliance value for each reservoir is the capacity of the reservoir. Full compliance achieved. (b) i. Compliance with the five year rolling average annual bulk entitlement diversion limit for Tarago River 14,500 ML3 24,950 ML Full compliance achieved. This calculation is based on the summation of the 2009/10 annual supply to Southern Rural Water and the Melbourne water supply system and the average of the last five years for supply to Gippsland Water and diversions from Crystal Creek weir. 5,560 ML Full compliance achieved.1 ii. Compliance with the 5 year rolling average annual bulk entitlement diversion limit for Bunyip River COMMENT The compliance value is N/A because it is dealt with in part (b). 17 CORPORATE GOVERNANCE Table 3 - Compliance with the Retailers’ Tarago and Bunyip Rivers Bulk Entitlements REPORTING OBLIGATION COMMENT (c) Any temporary or permanent transfers of this bulk entitlement Nil (d) Any temporary or permanent transfer of the bulk entitlement which may alter the flow in the waterway Nil (e) Any amendment to the bulk entitlement Nil (f) Any new bulk entitlement granted to the Retailers Nil (g) Any failures to comply with any provision of the bulk entitlement Nil (h) Any difficulty experienced in complying with the bulk entitlement and if so, any remedial action taken or proposed Nil 1 The Bunyip River was not used for metropolitan supply in the last 5 years. A small volume has been extracted for use by private diverters from the Bunyip Main Race and any unused water has been returned to a tributary of the Bunyip River. 2 The Retailers’ share of flow into Tarago Reservoir is calculated as the total inflow to the reservoir minus releases to meet minimum environmental flows minus the environment’s inflow share of 10.3 percentage of the net inflow. The net inflow is defined as the total Inflow minus releases to meet the minimum environmental flows. 3 The annual volumes supplied to Southern Rural Water and the Melbourne water supply system in 2009/10 were used in the compliance calculation as there is only one year of available record for these diversions. Table 4 - Compliance with the Metropolitan Retailers’ Silver and Wallaby Creeks Bulk Entitlements REPORTING OBLIGATION VOLUME 2009/10 BULK ENTITLEMENT VOLUME (a) i. The volume of water taken by the Retailers from the Silver and Wallaby Creeks in 2009/10 5,300 ML N/A (b) i. Compliance with the three year total bulk entitlement diversion limit 7,500 ML 66,000 ML COMMENT - Full compliance achieved. (c) Any temporary or permanent transfers of this bulk entitlement Nil (d) Any temporary or permanent transfer of the bulk entitlement which may alter the flow in the waterway Nil (e) Any amendment to the bulk entitlement Nil (f) Any new bulk entitlement granted to the Retailers The Retailers received Bulk Entitlements for the Goulburn System for their share of the water savings resultant from NVIRP on 27 January 2010. (g) Any failures to comply with any provision of the bulk entitlement Nil (h) Any difficulty experienced in complying with the bulk entitlement and if so, any remedial action taken or proposed Nil 18 Table 5 - Compliance with the Retailers’ River Murray Bulk Entitlements REPORTING OBLIGATION VOLUME 2009/10 BULK ENTITLEMENT VOLUME (a) The status of this bulk entitlement including the amount of water transferred by the Retailers 188 ML1 N/A (b) Any temporary or permanent transfers of this bulk entitlement -188 ML COMMENT On 25 June the Victorian Legislative Council exercised its powers under Section 23 of the Subordinate Legislation Act 1994 to disallow the Retailers River Murray Bulk Entitlements. Temporary transfer of allocation to Goulburn System Bulk Entitlement to enable supply to Melbourne via the Sugarloaf Pipeline. (c) Any amendment to the bulk entitlement Nil (d) Compliance with the bulk entitlement Yes (e) Any failures to comply with any provision of the bulk entitlement Nil (f) Any difficulty experienced in complying with the bulk entitlement and if so, any remedial action taken or proposed Nil 1 Reported as volume from 27 January to 25 June 2010. Table 6 - Compliance with the Metropolitan Retailers’ Goulburn System Bulk Entitlements REPORTING OBLIGATION (a) The status of this bulk entitlement including the amount of water transferred by the Retailers (b) Any temporary or permanent transfers of this bulk entitlement VOLUME 2009/10 BULK ENTITLEMENT VOLUME 16,340 ML1 + 188 ML COMMENT On 25 June the Victorian Legislative Council exercised its powers under Section 23 of the Subordinate Legislation Act 1994 to disallow the Retailers Goulburn System Bulk Entitlements. Temporary transfer of River Murray Bulk Entitlement allocation to enable supply to Melbourne via the Sugarloaf Pipeline. (c) Any amendment to the bulk entitlement Nil (d) Compliance with the bulk entitlement Yes (e) Any failures to comply with any provision of the bulk entitlement Nil (f) Any difficulty experienced in complying with the bulk entitlement and if so, any remedial action taken or proposed Nil 1 Reported as volume from 27 January to 25 June 2010. 19 CORPORATE GOVERNANCE Key Governance Instruments and Entities Water Industry Act Water Act Minister for Water / Department of Sustainability and Environment Treasurer of Victoria (owner/ shareholder) South East Water Board Remuneration Committee Service Delivery Capacity and Performance Committee Finance, Audit and Risk Management Committee South East Water Management Strategic Framework Strategic Priorities Stakeholder Engagement 20 Strategies and Plans Directors’ Biographies Ms Eleanor Underwood Dr Geraldine Gentle BCom, MBA, CPA, FAICD BEcon (Hons), PhD, GAICD Chairman Director Ms Underwood was previously Deputy Chairman of South Gippsland Water and a Director of Audit Victoria and The Water Training Centre. She is a Director of her own management consultancy firm, specialising in strategic planning, community and stakeholder consultation and organisation review. Dr Gentle is an economist with 35 years experience in economic analysis and public policy, particularly in issues relating to industry, trade and natural resources and environmental management. She has private sector experience in general management, accounting and marketing and was a Senior Academic Planner at RMIT. Ms Underwood was appointed Chairman of South East Water Limited in 2005, having been a Director of the Board since December 2000. Ms Underwood resigned from the South East Water Board on 24 March 2010 to take up the role of Chairman of Melbourne Water effective 1 April 2010. Mr James Turcato Dip. Business Studies (Accounting), Grad.Dip.Ed, Grad. Dip.Computer Ed, Dip. Training & Assessment, CPA, AIMM, GAICD Director Mr Turcato is a business consultant and professional facilitator with extensive corporate experience in financial management, strategic financial decision making, business case development, accounting systems, budget management and control. His professional interests include the development of financial skills for directors. He is a regular facilitator for the Australian Institute of Company Directors and has facilitated management development programs for some of Australia’s leading organisations including BHP Billiton, SCA Hygiene Australasia, ANZ, Programmed Group, NEC, Infosys and Lumley General. Mr Turcato was appointed to the Board of South East Water Limited in January 2007. Dr Gentle has held senior positions with the Commonwealth, Victorian and Queensland Governments and was Commissioner of the Murray Darling Basin Commission. She has also worked in the private sector as a consultant and currently runs her own consulting business. Dr Judith Slocombe BVSc, Post Grad Dip Mgt, MBA, FAICD, FAIM Director Dr Slocombe has extensive experience in business, running her own veterinary diagnostic company and then moving on to a career in executive management within a public company. She is currently CEO of The Alannah and Madeline Foundation and holds Directorships on numerous Boards. In 2001, Dr Slocombe was named the Telstra Australian Business Woman of the Year. In 2003, she was awarded a Centenary Medal for service to Australian society in business leadership. Mr Douglas Shirrefs BAg and Res Eco, LLB, MAICD Director Mr Shirrefs is a barrister and economist who practices commercial law with a particular interest in competition and regulatory law. Before commencing practice as a lawyer, he held senior positions as a regulatory economist for both the Commonwealth and Victorian Governments. He has extensive experience in public policy and public administration, particularly in relation to the utilities and infrastructure sectors. 21 CORPORATE GOVERNANCE As well as his position at South East Water Limited, Mr Shirrefs is a Director of the Tintern Schools. Mr Shirrefs was appointed to the Board of South East Water Limited in August 2005. and has held senior executive roles with the HydroElectric Commission (Tasmania), Powercor Australia, AGL, Pacific National, Asciano and Jemena. He is also a Director of Aurora Energy (Tasmania). Mr Anthony Beach He has worked in the international sector with the Snowy Mountains Engineering Corporation and as a consultant to the World Bank. BEng (Civil), MIE Aust, MAICD Director Mr Beach has extensive experience in asset intensive industries such as electricity, gas, water, rail and ports Executive Biographies Mr Shaun Cox BE (Civil), METM, MIE Aust, CP ENG (Civil), MAICD Managing Director Mr Cox was appointed as Managing Director of South East Water Limited in April 2008. Prior to this, he was Director of Gold Coast Water for 12 years. He has also held roles with local councils and Government agencies. He is the immediate past Chairman of the Water Services Association of Australia, a member of Engineers Australia and an Adjunct Professor at the University of Queensland. 22 Mr Beach was appointed to the Board of South East Water Limited in January 2007. Mr Rex Dusting BE (Civil), MBA, MIE Aust, CP Eng (Civil) General Manager Infrastructure Mr Dusting leads the Infrastructure Group, which is responsible for ensuring our infrastructure (pipes, pumps and treatment plants) meets the ongoing service needs of our customers. The Group uses its technical expertise to review asset performance, develop master plans and budgets and arrange delivery of programs. Before joining South East Water Limited in 1996, Mr Dusting worked for other water authorities and engineering consultants. His roles included planning, design, operation and construction of water industry infrastructure. Mr Russell Eddington BBus (Acc), CPA, MBus (InfoTech) General Manager Corporate Services and Chief Finance Officer Mr Eddington’s portfolio encompasses Finance, Risk and Business Services, Quality, Information Technology, Human Resources, Major Projects, Company Secretariat and Procurement. Following other senior roles in Finance and Customer Systems, he joined South East Water Limited in 1995. He was appointed Chief Information Officer in 1998 and appointed to the position of General Manager Corporate Services in 2004. Mr Murray Goddard BA General Manager Customer and Community Mr Goddard joined South East Water Limited soon after its establishment in 1995 and has held various positions including General Manager Sales and Marketing and, more recently, General Manager Customer and Community. His responsibilities include Metering, Billing, Credit Management, Call Centre, Connections, Property Development, Recycled Water and Corporate Affairs. Prior to joining South East Water Limited, Mr Goddard worked predominantly in the transport industry and for a number of years managed his own business. Mr Kevin Hutchings GAICD General Manager ‘us’ - Utility Services Mr Hutchings leads ‘us’ - Utility Services, which oversees the design, construction, operation and maintenance of South East Water’s infrastructure, sewer and water pipeline renewals, water quality and the operation of eight Sewage Treatment Plants. Additionally, he has responsibility for new growth area for external works, including Australia and New Zealand. The formation of ‘us’ - Utility Services took place in 2005 and is an alliance between South East Water Limited, Thiess Services and Siemens. Prior to his appointment at South East Water Limited in 1995, Mr Hutchings was employed for 19 years at Email Electronics, which specialised in the development of new hardware and software technologies in both retail and distribution markets for major oil companies. He held several senior positions including National Sales, Service and Manufacturing Manager. Mr Robert Mittag BBus (Accounting), CPA, FFin, MEI, MBA General Manager Business Growth Mr Mittag joined South East Water Limited in November 2009 in the role of General Manager Business Growth with a view to expanding the Company’s commercial business opportunities. This includes developing new products and services to meet the needs of our residential customer base as well as delivering solutions for our business customers. Mr Mittag brings with him a wealth of business development experience, having created new commercial opportunities that now turn over in excess of $1 billion annually. Mr Mittag has extensive experience in marketing, e-commerce and customer loyalty as well as corporate finance and mergers and acquisitions from his previous roles in the retail and investment banking industries. Dr Hamish Reid BSc (Hons), PhD General Manager Strategy Dr Reid leads the Strategy Group, which provides strategic direction to South East Water Limited through the development of the Corporate Plan, the five yearly price review submission to the Essential Services Commission and business performance monitoring and analysis. The Group also leads a number of strategic areas, including Integrated Water Management, Water Resource Policy, Environment, Sustainability and Greenhouse Gas Management. Dr Reid joined South East Water Limited in 2005, working for four years as the Manager, Research and Technology. He has held a range of previous water industry and Government roles with the likes of Melbourne Water, Environment Protection Authority Victoria and the New Zealand Ministry for the Environment. 23 CORPORATE GOVERNANCE Organisational Chart Shaun Cox Managing Director Anthony Kelly Legal /Audit ROBERT MITTAG Business Growth RUSSELL EDDINGTON Corporate Services Murray Goddard Customer & Community Rex Dusting Infrastructure Hamish Reid Strategy KEVIN HUTCHINGS ‘us’ - Utility Services Christine Cussen CEO Smart Water Fund Andrew Hagland Tankering Services Chris Feil Company Secretariat & Procurement Wayne McGLONE Customer Accounts Gordon Logan Capital & Reliability Planning Greg Ryan Environment & Technology Charlie Littlefair Capital Works Kate O’Keeffe Innovation Michael Quinn Financial Controller Lou Vacca Customer Contact David Smith Product Quality Alison Le Fevre Strategic Planning Phil Johnson Commercial & Technical Services Ann Timoney Human Resources Peter O’Donoghue Customer Systems Shane Cowie Sewer Systems Development Ian Johnson Water Resource Strategy Mark McCORMACK Operations & Maintenance Chris Liatis Quality Hayden Cock Corporate Affairs Andrew Chapman Water Systems Development Keith Johnson Integrated Water Management Strategy Jean-Paul Lambe Acting Group Manager PLuS+ Marcus Darbyshire Chief Information Officer Glenn Goldsmith Key Customer Relationships Ric Clarke Sustainable Water Solutions Phil Walsh Major Projects Terry Dalgleish Property Development Paul Hansen Treatment Systems Matt Gould Network Services Manager Utility Services New Zealand MARTIN POOLE Risk & Business Services General Manager Branch Manager 24 SUSTAINABILITY REPORTING The following pages detail sustainability information requested by the Department of Sustainability and Environment (DSE), which reflects our contribution towards achieving the Government’s environmental sustainability commitments. Additional information regarding South East Water’s approach to sustainability can be found in our Sustainability Report, which is made available at southeastwater.com.au in October each year. Our Water Our Future In 2004, the Victorian Government put in place a longterm plan for water, Our Water Our Future, which sets out 110 actions for sustainable water management aimed at every sector of the community, seeking to secure water supplies and sustain growth over the next 50 years. Details of South East Water’s commitment to Our Water Our Future are outlined over the following pages. This includes programs tailored to residential and industrial customers, work undertaken with local government, community education and water awareness campaigns, and water recycling projects. Residential Water Conservation Programs Showerhead Exchange Program The South East Water Showerhead Exchange Program is available to residential and non-residential customers. Our target for the 2009/10 financial year was 37,500 showerheads and this was surpassed with 37,677 showerheads exchanged. A variety of exchange methods were used including: • shopping centre kiosks; • partnerships with local councils; • partnerships with Victorian Energy Efficiency Target (VEET) scheme service providers; • promotion via other programs including the Toilet Replacement Program, waterMAP, the Department of Human Services (DHS) Waterwise Program and the Water and Energy Saver Program; and • Bunnings Warehouse. Based on anticipated savings of 10,900 litres of water per year per showerhead, the Showerhead Exchange Program will have achieved savings of around 411 million litres in 2009/10. 25 SUSTAINABILITY REPORTING Toilet Replacement Program The South East Water Toilet Replacement Program offers customers the opportunity to replace their single flush toilets with four-star (4.5/3 litre) dual-flush toilets at a reduced price and with the assistance of a licensed plumber. A dual-flush toilet rebate for the Water Smart Gardens and Homes Rebates Scheme is also offered with this Program. The Toilet Replacement Program commenced in August 2009 with a total of 2,788 toilet installations completed at 30 June 2010. Based on an expected saving of 37,000 litres per year per toilet, the conversion to four-star WELS* rated dual-flush toilets will achieve savings of around 103 million litres of water per year. Water and Energy Saver Program The South East Water ‘Water and Energy Saver Program’ is a water audit and retrofit program designed to identify and implement water saving initiatives within residential households through a combination of education and retrofitting. The Program commenced on 3 May 2010, targeting households in some of South East Water’s high water pumping zones. With subsidies provided by South East *Water Efficiency Labelling Scheme 26 Water and rebates granted via the Victorian Government’s Water Smart Gardens and Homes Rebates Scheme, eligible customers paid as little as $29 for the audit and retrofit service. A total of 320 customers participated in the Program by 30 June 2010. This Program is expected to reduce household consumption by 30,000 litres per household per year, with water savings of around 9.6 million litres achieved per year. Energy savings due to reduced water volumes being pumped into the high water zone are also expected as a result of this Program. Waterwise Program DHS offers a free water conservation audit and retrofit program called the DHS Waterwise Program. In 2009/10, South East Water delivered the program on behalf of DHS to 1,570 selected concession customers who were offered $500 worth of services at no charge, with the aim of reducing their water usage. This Program is expected to reduce household consumption by 30,000 litres per household per year. Potential water savings equate to around 47 million litres per year. High Residential Users Program South East Water proactively contacted 94 high water using properties (annual consumption >1 million litres per year) during 2009/10. The primary reason for excessive water usage at these properties was incorrect irrigation settings (77 per cent), followed by leaks (11 per cent) and poor water saving habits. By working with our high water use customers on a oneon-one basis, we can provide water conservation advice and tangible data regarding their irrigation patterns. As a result, we have seen a reduction in water use from 112 million litres to 56 million litres for these 94 properties. This is equivalent to a 50 per cent reduction in overall water usage. Industry Programs including Water Conservation, Recycling and Waste Minimisation Saving Water Saving Lives As part of South East Water’s innovative Brainwaves Cup Program for employees, a project called ‘Saving Water, Saving Lives’ was developed. This project involves the capture and storage of discarded reverse osmosis process water as a result of dialysis treatment. The project commenced at Southern Health’s Cranbourne Integrated Care Centre with the installation of a 50,000 litre tank. The City of Casey collects the process water in the tank and the water is utilised for dust suppression and irrigation purposes. South East Water also installed tanks at the properties of 11 customers using dialysis systems in their homes. These customers now use the captured process water for toilet flushing, washing machines and garden irrigation. South East Water Assist waterMAP Program South East Water Assist is a water appliance retrofit program designed to assist customers experiencing financial difficulties to reduce water consumption and therefore the size of their water bills. Business customers using 10 million litres or more of water per year are required to prepare water Management Action Plans (waterMAP). South East Water has 478 active customers in our waterMAP Program and customers take advantage of our innovative online system to register for the program, lodge their Plans and report on their progress each year. Over the course of 2009/10, 602 customers received free plumbing services, including the replacement of tap washers and exchanging single-flush toilets for dualflush toilets. Customers eligible for this Program also receive assistance in relation to paying their bill. Our waterMap customers continue to deliver the highest proportion of water consumption savings compared to other customer segments across South East Water, totalling around 30 per cent since the inception of the Program in 2006/07. In 2009/10, we saw a significant increase in the number of businesses delivering stormwater initiatives, particularly in the irrigation sectors. Customers have 27 SUSTAINABILITY REPORTING installed considerable infrastructure to collect, treat and deliver stormwater to minimise drinking water use, enabling them to continue operating effectively during water restrictions. To highlight the initiatives being undertaken by our waterMAP customers, case studies were profiled in our Aquabiz magazine, with three editions published in 2009/10. These are available at southeastwater.com.au Funding Support for waterMAP Customers In 2009/10, South East Water offered three funding programs to waterMAP customers. The funding programs aim to assist with the implementation of agreed water conservation projects from customer waterMAPs. Funds were offered on a ‘dollar-for-dollar’ basis with customers, and included: • Business Water Grants (BWG) – funding from the BWG is provided for larger water efficiency projects (up to $100,000 funding for individual projects) which must meet strict criteria to be eligible; and • Water Efficiency Fund (WEF) – funding from the WEF was made available to help customers implement smaller water efficiency projects such as the installation of water efficient appliances, toilets and rainwater tanks. A total of 62 customers took advantage of this funding with 154 million litres of water savings achieved; • Feasibility Fund (FF) - funding from the FF enables customers to gain financial support to determine the feasibility of potential large water saving projects. Twelve applications were approved and 30.2 million litres of water savings identified through the BWG and FF. Support 155 Business Program Schools’ Water Efficiency Project The Support 155 Business Program supports the Victorian Government campaign target encouraging Melburnians to limit their water use to 155 litres of water per person, per day. The Program was targeted at businesses using less than 10 million litres of water per year. Hydroshare is an innovative web-based reporting system that enables major customers to further their knowledge and understanding of their water consumption. The Schools’ Water Efficiency Project aims to work with schools already using Hyrdroshare (or an equivalent unit) to reduce water consumption. There are 131 schools in South East Water’s service area with a smart meter (38 have Hydroshare). A total of 2,174 businesses registered in the voluntary Program and 1,137 customers benefited from our complementary onsite audits and retrofits with a licensed plumber. In addition, 15 voluntary waterMAPs were prepared by customers participating in the Program. To increase public awareness of the water savings made by the non-residential sector, newspaper advertorials were placed in metropolitan media and high profile signage was installed at 36 business and local government sites to promote the Support 155 Business Program. Signage included decals on trucks, police stations and a number of waterMAP customer sites. From January to 30 June 2010, South East Water: • arranged for a plumber to carry out site visits at 16 schools with a significant base flow (>2,000 litres per day) and completed plumbing work at six of these schools; • carried out onsite visits resulting in collective water savings of 83.2 million litres and $173,218.26 per annum; • delivered professional development to around 40 schools; and • connected four new schools to Hydroshare. 28 Fire Services Program The aim of the Fire Services Program is to reduce nonrevenue water which is wasted through the testing of fire sprinkler systems and maintenance alterations. The Program has predominantly funded system assessments and basic solutions to reduce water use during fire sprinkler testing as well as addressing leakages and unauthorised connections. In 2009/10, South East Water completed 25 assessments saving 24.7 million litres per year of non-revenue water, with an average water saving of 62 per cent. A further 44.5 million litres of non-revenue water was saved via the identification of leakages and unauthorised use of fire services. Local Government Water Conservation Programs Strategic relationships with local government continue to be strengthened by our ongoing commitment to work cooperatively and collaboratively with councils within our service area. South East Water participates in a number of strategic groups and our Managing Director maintains regular contact with local Government CEOs. In 2009/10, South East Water successfully: • provided input into local Government strategic documents; • assisted with the coordination of volunteering opportunities such as tree planting; • provided information about water restrictions; • delivered information workshops including best practice for the management of swimming pools; • provided water consumption data for councils and their communities; and • provided ongoing positive engagement and liaison. In 2009/10, South East Water played a pivotal role in coordinating a large funding application on behalf of local Government to the Department of Environment, Water and Heritage, for consideration in their Stormwater Harvesting and Reuse Fund. The application, titled Melbourne Water Security Through Stormwater Harvesting (Melbourne WaSSH), represents 29 projects across 15 municipalities, including councils in Yarra Valley Water’s service area. Treatment and reuse will supply 570 million litres of fit-for-purpose water annually. Community Education and Water Awareness Campaigns Our Water Our Future behavioural change programs have been running in metropolitan Melbourne since 2003. These include mainstream communications (Target 155); water restrictions advertising; Water – Learn it! Live it! (an education accreditation program for primary and secondary schools); and Water Saver Garden Centres (an accreditation program for nurseries and gardening centres). The Our Water Our Future behavioural change programs have made a significant difference to water conservation in Melbourne - water use is 40 per cent lower than the 1990s average. This has exceeded the water conservation target set in the Central Region Sustainable Water Strategy – Action to 2055. In 2009/10, total per capita consumption was 231 litres per person, per day, while total residential per capita water consumption was 155 litres per person, per day (compared to 159 litres in 2008/09). South East Water contributed $2.1 million to the behavioural change programs in 2009/10. Locally, South East Water’s Education Team has: • run water education activities for students at 64 schools and 31 early childhood centres; • hosted 1,404 people on tours of the education centre at the Mount Martha Sewage Treatment Plant; 29 SUSTAINABILITY REPORTING • trained 101 teachers to educate students about water conservation through professional development sessions; • encouraged water conservation behaviour at 93 schools within our service area, who are committed to the Water – Learn it! Live it! accreditation program for schools; and • engaged 14 community groups in community presentations and hosted stands at 10 community events to promote water conservation. Water Recycling Projects Boneo Recycling Scheme In December 2009, we completed Stage 1 of the Boneo Recycling Scheme which involved the upgrade of the Boneo Sewage Treatment Plant to Class A standard. Commissioning issues with the Sewage Treatment Plant are currently being addressed by UGL, the contractor, and South East Water. Stage 1 has a planned demand of about 1.5 billion litres per year to market gardens, schools and council open spaces. Stage 2 relies on Melbourne Water’s Eastern Treatment Plant upgrade by 2012 for a total supply of about 3 billion litres per year. Frankston Recycled Water Project Infrastructure provided by South East Water for the Frankston Recycled Water Project was completed during the year. Irrigation systems and assets installed by the council in mid February at Lloyd Park, Ballam Park and Jubilee Park were ready, with water being supplied, from early March 2010. An official launch was held at Jubilee Park on 19 May 2010, with a number of local and state Government officials present. This Project is expected to ultimately use up to 59 million litres per year of recycled water (70 per cent of which is drinking water substitution), which would otherwise be discharged at the South Eastern Outfall, upon completion of Melbourne Water’s Eastern Treatment Plant upgrade by 2012. 2009/10 is now around 2,650 customers. Additionally, around 1,280 properties are already connected but awaiting supply of recycled water from the future upgraded Eastern Treatment Plant and/or Pakenham Recycled Water Treatment Plant. These customers are now being serviced by drinking water temporarily interconnected to the recycled water reticulation system. Officer-Pakenham Design and construction for the upgrade of the Pakenham Sewage Treatment Plant to Class A recycled water continued in 2009/10. The future Class A Recycled Water Treatment Plant will supply the dual-pipe residential schemes in the Officer-Pakenham area. The scheduled date for completion is the end of August 2010, with supply to commence by mid December 2010. Somers Recycled Water Project Recycling in Cranbourne-Lyndhurst and Sandhurst The Somers Recycled Water Project involves upgrading the existing infrastructure at the Somers Sewage Treatment Plant to accommodate the needs of a growing population, and constructing a new Recycled Water Treatment Plant on the same site to produce Class A recycled water. On completion, the recycled water will be supplied to BlueScope Steel at its Hastings plant, substituting around 660 million litres of drinking water per year and achieving a reduction in the volume of treated water discharged to Western Port by around 280 million litres per year. We commenced supply of Class A recycled water to the Collison Road Precinct, another residential estate in the Cranbourne-Lyndhurst and Sandhurst area, via dual-pipe reticulation. The number of properties connected to and supplied with residential dual-pipe supply for the year In April 2010, work commenced to upgrade the Somers Sewage Treatment Plant and to construct the new Recycled Water Treatment Plant and associated pipelines. The Project is scheduled for completion in late 2011. 30 Mornington Racecourse and Shire Reserves Scheme Regional Catchment Management Strategy Design and construction of the supply infrastructure for the Mornington Racecourse and Shire Reserves Scheme continued in 2009/10. About 190 million litres per year of Class C recycled water is expected to be used. Recycled water pipelines will service Mornington Racecourse and two Mornington Peninsula Shire Council open space areas. South East Water is a founding stakeholder of the Port Phillip and Western Port Catchment Management Authority (PPWCMA) “Living Links” and “Spirit of the Bunyip” catchment programs. These programs seek to enhance landscapes, livelihoods and lifestyles by increasing the uptake of sustainable catchment practices at property, local area and catchment scale. Revitalising Central Dandenong Project “Spirit of the Bunyip” encompasses 136,000 hectares of land north of Western Port between Berwick and Drouin and takes in the Bunyip River and Cardinia Creek catchments. Its goal is to reduce the amount of sediment that flows into Western Port to prevent degradation of its coastal and marine environments. Negotiations with VicUrban and the City of Greater Dandenong continued in 2009/10 on a concept and commercial agreement for the supply of recycled water to the Revitalising Central Dandenong Project. Troups Creek Stormwater Harvesting Project The Troups Creek Stormwater Harvesting Project has highlighted a major legislative hurdle with respect to the water diversion approval process. Waterways within the south-east region are capped and the definition of water for diversion unintentionally includes stormwater. This legislative barrier effectively bans stormwater harvesting from waterways. South East Water has been working with DSE for some time to resolve this issue and a proposal is now with the Minister for Water. Despite this delay, construction works are planned to commence in October 2010. “Living Links” is a large-scale environmental improvement program in Melbourne’s south-east which involves municipal councils, government agencies and community organisations. It is building collaboration to establish a world-class ecosystem in the urbanised and industrialised landscapes between the coast of Port Phillip Bay and the foothills of the Dandenongs. It does this by identifying the important natural assets in the region and developing a collaborative Master Plan to protect and connect these landscapes to make them more functional habitats for wildlife and more accessible areas for people to enjoy. In 2009/10, South East Water contributed $10,000 to both the “Spirit of the Bunyip” and “Living Links” programs and we continued to provide senior representation on the overarching Coordinating Committee. In addition, South East Water provided important data to the Coordinating Committee to help inform the programs’ development. This included data in relation to biodiversity on our own properties as well as major environmental projects within our service region, most notably our Sewerage Backlog Program. In addition, we assisted in providing information on the progress of actions within the Regional Catchment Strategy, including improvements in sewerage infrastructure programs and revegetation activities. More broadly, South East Water aligns and delivers activities related to water use and conservation, including community education and water saving activities, to contribute to the achievement of Regional Catchment Strategy targets. 31 SUSTAINABILITY REPORTING Victorian Biodiversity Strategy South East Water recognises that the wellbeing of our community is largely dependent upon the health of our environment and natural ecosystems. In 2009/10, South East Water completed two major biodiversity projects at the Mount Martha Sewage Treatment Plant which saw the establishment of approximately 93,000 trees. These were the Southern Paddock and Biodiversity Enhancement Projects, outlined below. Southern Paddock Project This Project in partnership with Greening Australia, focused on the 12 hectare Southern Paddock that extends between the intersection of Tuerong Creek and the Mornington Freeway. This site is particularly interesting because of the application of biosolids to the surface soil, which not only increases fertility, but demonstrates a practical use for biosolids (which were previously stock-piled). Around 15,000 trees were planted on the site by South East Water volunteers. The Project was completed in August 2009. Biodiversity Enhancement Project This Project, in partnership with Australian Ecosystems, focused on areas surrounding the ornamental lake to the north-east of the Mount Martha Sewage Treatment Plant. A total of 78,000 trees were planted over a three year period on this site, with the final 15,000 plants going in the ground in June 2010. A robust maintenance program will now follow to ensure the plantings become well established. Threatened Species South East Water did not undertake any monitoring of threatened species in 2009/10. Historically, we have undertaken biodiversity site assessments to identify significant flora, fauna and ecological ecosystems and developed active management plans to protect and enhance sensitive ecosystems. Pest Control South East Water controls pest plants and animals on all of our major infrastructure sites, including the sites of Sewage Treatment Plants. The program aims to reduce the number of introduced species while improving the 32 condition of indigenous flora and fauna. This is achieved through weed management, pest animal control and the revegetation of indigenous species. Victorian River Health Strategy / Statement of Obligations (River Health) South East Water implements waterway quality improvement initiatives to reduce impacts on waterway health that arise both directly from our activities and indirectly by our customers. In 2009/10, key waterway quality improvement initiatives South East Water undertook included the following. Minimising the risk of sewer spills through: • implementing actions of our Enforceable Undertaking with the Environment Protection Authority (EPA); • a sewer renewal program; • reducing blockages due to fats, oils or grease; and • installing Blok-Aid devices, which provide an early warning notification to South East Water when there is a sewer blockage. Minimising treated discharges from Sewage Treatment Plants by: • reviewing performance variability of the Sewage Treatment Plants and investigating the costs and benefits of achieving an effluent quality greater than EPA requirements; • continually expanding reuse schemes and winter storage for treated sewage, including implementing dual-pipe systems in new residential estates; • diverting remaining discharges to the ocean outfall at Boags Rocks rather than inland waterways or Western Port; • upgrading recycled water from Class C to Class A at key Sewage Treatment Plants; • implementing an ISO 22000-based sewage quality management system; • leading a Cleaner Production Program that targets industrial discharges of salts, colour and metals; and • assessing the viability of large scale proposals for using recycled water following the upgrade of the Eastern Treatment Plant. Managing our land through: • river and creek restoration; • encouraging sustainable development when selling land; and • continual improvement through our Environmental Management System. Addressing customer or indirect impacts by: • undertaking a Backlog Sewerage Program to improve sewerage services; • offering rebates for developers to install rainwater tanks connected to toilets and laundries; and • installing the Rivershield system at the Prahran Main Drain. This device diverts dry-weather flows of stormwater into the sewerage network rather than allowing contaminated stormwater to enter the river system. Demonstrating leadership and influence by: • engaging and partnering with other stakeholders; • organising community collection events; and revegetation and litter • engaging in research and development. Corporate Water Consumption The volume of metered corporate water consumption for the 2009/10 year at South East Water’s Heatherton Office was 2248 kilolitres*. The volume of metered office based water consumed per full time equivalent employees (FTE) was 3.89 kilolitres. The volume of metered water consumed per unit of office space was 320 litres per m2. *Includes water used in the employee cafeteria Greenhouse Gas Emissions South East Water’s net greenhouse gas (GHG) emissions for 2009/10 are higher than the target identified in our Corporate Plan. When using the same methodology as for 2008/09, the net GHG emissions were 25,000 T CO2-e, resulting in 3,000 T CO2-e above the target. This result is due to a change in strategic approach to the purchase of carbon offsets. The 2009/10 target was set assuming sufficient offsets would be purchased to meet the target, however, offset purchases were capped at 2,000 T CO2-e to allow investment in resource efficiency initiatives. In addition, the mini-hydro scheme was not operating for six months of the year as part of a planned offline maintenance period, reducing our offsets by a further 700 T CO2-e. The methodology developed during 2009/10 provides for more accurate and robust accounting of GHG emissions. This includes improved accounting of fugitive emissions from our sewage treatment plants and, for the first time, estimates of fugitive emissions from the sewer network. The methodology also accounts for electricity consumption from previously non-reported sources including the Inkerman Wastewater Treatment Plant, Backlog sewage system pumps and the Dandenong South office. Due to these changes, South East Water’s net emissions for 2009/10 should be reported as 39,730 T CO2-e, however the previous methodology has been used to allow a comparison with previous years. Future KPIs will be adjusted to ensure a consistent performance benchmark. Over the next few years the water industry will move toward a more comprehensive evidence-based accounting system for GHG emissions. This move is being led by the Water Services Association of Australia (WSAA). South East Water is the first water utility in Australia to trial the proposed methodology, which will provide greater accuracy in the measurement of fugitive emissions. KPI Target Actual GHG 22 000 (net tonnes CO2) 25 000 39 730# Total energy purchased (GJ per ML water supplied) 0.92 0.83 # Number is as reported using the new WSAA based methodology. 33 MAJOR NON RESIDENTIAL WATER USERS CUSTOMER BY VOLUME RANGE VOLUMETRIC RANGE – ML PER YEAR NO OF CUSTOMERS Equal to or greater than 50 ML and less than 100 ML 32 Equal to or greater than 100 ML and less than 200 ML 7 Equal to or greater than 200 ML and less than 300 ML 6 Equal to or greater than 300 ML and less than 400 ML 1 Equal to or greater than 400 ML and less than 500 ML 1 Equal to or greater than 500 ML and less than 750 ML 1 Equal to or greater than 750 ML and less than 1000 ML 0 Greater than 1000 ML 0 Total number of customers 48 NAMES OF MAJOR CUSTOMERS AND THEIR PARTICIPATION IN WATER CONSERVATION PROGRAMS NAME OF CUSTOMER INFORMATION AS TO CUSTOMER’S PARTICIPATION IN WATER CONSERVATION PROGRAM Alfred Health (The Alfred) Yes, implementing water management plan Aluminium Profiles Australia Limited Yes, implementing water management plan Amcor Packaging (Australia) Pty Ltd Yes, implementing water management plan AMP Capital Investors Limited (Knox City Shopping Centre) Yes, implementing water management plan AMP Capital Investors Limited (Knox Towerpoint Ozone) Yes, implementing water management plan Bakels-LeSaffre Yeast Pty Ltd Yes, implementing water management plan Bekaert Australia Pty Ltd Yes, implementing water management plan BlueScope Steel Limited Yes, implementing water management plan BOC Limited Yes, implementing water management plan Boral Australia Gypsum Limited Yes, implementing water management plan Cadbury Pty Ltd Yes, implementing water management plan Castricum Brothers Pty Ltd Yes, implementing water management plan CCA Bayswater Pty Ltd Yes, implementing water management plan Coca-Cola Amatil (Australia) Pty Ltd (Moorabbin) Yes, implementing water management plan Crown Melbourne Limited Yes, implementing water management plan Defence Corp Support South Victoria (Cerberus) Yes, implementing water management plan ESSO Australia Limited Yes, implementing water management plan Farm Pride Foods Limited Yes, implementing water management plan 34 NAME OF CUSTOMER INFORMATION AS TO CUSTOMER’S PARTICIPATION IN WATER CONSERVATION PROGRAM Fletcher Insulation Yes, implementing water management plan G & K O’Connor Pty Ltd Yes, implementing water management plan GM Holden Limited Yes, implementing water management plan GPT RE Limited Yes, implementing water management plan Inghams Enterprises Pty Ltd Yes, implementing water management plan International Flavours and Fragrances Pty Ltd Yes, implementing water management plan Kraft Foods Limited Yes, implementing water management plan Melbourne Live Pty Ltd Yes, implementing water management plan Melbourne Sports and Aquatic Centre Yes, implementing water management plan National Foods Milk Limited - Vic Yes, implementing water management plan Nestle Company Australia Limited Yes, implementing water management plan Nissan Motor Company Australia Yes, implementing water management plan Pacifica Group Limited Yes, implementing water management plan Pauls Victoria Limited Yes, implementing water management plan Peninsula Health ( Frankston Hospital) Yes, implementing water management plan Perpetual Trustee Company Ltd Yes, implementing water management plan Princes Laundry Services Pty Ltd Yes, implementing water management plan Robert Bosch (Australia) Pty Ltd Yes, implementing water management plan Saurin Investments Pty Ltd Yes, implementing water management plan SBI/SBF Pty Ltd Yes, implementing water management plan Southern Health (Dandenong Hospital) Yes, implementing water management plan Southern Health (Monash Medical Centre Clayton) Yes, implementing water management plan Symex Holdings Limited Yes, implementing water management plan The Langham Melbourne Yes, implementing water management plan Venture DMG Pty Ltd Yes, implementing water management plan Victorian Arts Centre Trust (Shared with National Gallery of Victoria) Yes, implementing water management plan Visy Packaging Pty Ltd Yes, implementing water management plan Wagstaff Cranbourne Pty Ltd Yes, implementing water management plan Westfield Shopping Centre Management Co (Vic) Pty Ltd, Fountain Gate Trust Yes, implementing water management plan Westfield Shopping Centre Management Co (Vic) Pty Ltd, Southland Shopping Centre Yes, implementing water management plan 35 COMPANY PERFORMANCE AGAINST CORPORATE KPIS Review of Corporate Plan KPIs At South East Water, our Strategic Framework provides a robust foundation to develop, implement and monitor our strategic direction as outlined in the Corporate Plan. Key Performance Indicators (KPIs) are developed to measure and track the delivery of our Strategic Priorities and these are reported monthly to the Board as part of a comprehensive business performance monitoring process. The Board encourages a healthy culture of setting stretch targets in each of our KPIs so that the organisation is aspiring towards exceeding industry benchmarks in key areas. This at times results in targets not being achieved. However, this approach is fundamental to our pursuit of innovation, leadership and continuous improvement. A comprehensive review of our KPIs was undertaken in 2009/10 as part of the development of the 20102013 Corporate Plan. This review sought to identify Strategic KPIs that would provide integrated measures for assessing business performance against the six Strategic Priorities outlined in our Corporate Plan. The Strategic KPIs are supported by a range of Diagnostic KPIs that allow for more targeted monitoring of business performance. The review also focused on: • clarifying underlying business performance objectives. For example, the water industry traditionally reports sewer failures as blockages or spills per 100 kilometres of sewer. However, the 36 underlying objective is actually to minimise customer disruption and waterway impacts. Therefore, our KPIs were amended to reflect the number of spills to customer properties and volumes of spills to waterways; and • seeking more aggressive KPI targets to drive business performance. This includes setting targets that exceed current performance levels – even though this may result in a greater number of targets not being met. This robust annual review of strategic KPIs is now embedded as part of South East Water’s Strategic Planning Framework. This ensures that KPIs remain consistent with all our Strategic Priorities, and underlying Strategies, Plans, programs and budgets. The Framework is supported with strong processes to quantify the appropriate targets and provide an integrated picture of the diverse factors influencing performance. Benchmarking studies in 2009/10 ranked South East Water a leader within the water industry. Additionally, exceptional results were achieved in a number of key areas, such as achieving the lowest per capita water consumption of the three Melbourne metropolitan water retailers. Our strong environmental program has also yielded great results with a reduction in the volume of sewage spilled to waterways and ammonia loads to waterways. A summarised commentary of South East Water’s performance against our Strategic KPIs is provided on the following pages. CORPORATE PLAN STRATEGIC KPIS OUR CUSTOMERS & COMMUNITY 2009 AS BASE Customer satisfaction (%) 2007/08 ACTUAL 2008/09 ACTUAL 2009/10 ACTUAL 2009/10 TARGET 88 85 80 88 Reputation survey (residential customers) (index score out of 100) - 59.1 55.2 64 Reputation survey (commercial/industrial customers) (index score out of 100) - 61.8 70 67 Account calls answered within 30 seconds (%) 96.9 96.5 94.9 93 Fault calls answered within 30 seconds (%) 96.9 97.1 97.2 96 Complaints to EWOV* (per 1,000 customers) 0.15 0.19 0.22 0.164 Response times to customer account and fault calls continue to exceed targets and industry benchmarks. The decline in the reputation score with residential customers, and customer satisfaction levels, reflects the fact that customers are concerned with the rising price of water at a time when supply is being restricted. The increased reputation score from commercial/industrial customers can be attributed to the strengthening of our approach to key customer relationships. *Energy and Water Ombudsman (Victoria) 37 CORPORATE PLAN STRATEGIC KPIS SERVICE DELIVERY 2009 AS BASE 2007/08 ACTUAL 2008/09 ACTUAL 2009/10 ACTUAL 2009/10 TARGET Compliance with drinking water quality regulations (the Safe Drinking Water Regulations include E.coli, chemical and turbidity parameters) (%) 100 100 100 100 Drinking water quality complaints (per 1,000 customers) 1.8 1.3 1.3 2.8 Unmet customer demand due to out of specification (health criteria) recycled water (ML per annum) - - 0 0 Recycled water quality complaints (per 1,000 customers) - - 1.9 - 24.7 25.5 22.9 25.3 23 20 17 22 n/a 3 560 3 478 4 300 Ammonia loads to waterways (tonnes per annum) 55.6 50.6 7.46 15 Treatment Plant compliance (%) 100 100 100 100 27 153 24 488 25 000 22 000 0.79 0.85 0.83 0.92 Customer time off supply (minutes) Spills within buildings from sewerage system (spills per annum) Total volume of sewage spilled to waterways due to sewer system failure (kL per annum) Greenhouse Gas Emissions (net tonnes) Total energy purchased (GJ per ML of water supply) South East Water’s rigorous approach to maintaining high standards of water quality is reflected in the continuous achievement of low customer complaints. In 2009/10, our Net GHG emissions increased relative to 2008/09. There are three factors affecting this outcome: As noted earlier, our strong environmental program has resulted in a reduction in sewage spilled to waterways and ammonia loads to waterways. • improved accounting for emissions, coupled with real changes in Scope 2 emissions; and 38 • a change in reporting methodology; • a reduction in the amount of offsets purchased. BUSINESS GROWTH 2009 AS BASE 2007/08 ACTUAL 2008/09 ACTUAL 2009/10 ACTUAL 2009/10 TARGET 26.9 36.1 34.5 32.4 2007/08 ACTUAL 2008/09 ACTUAL 2009/10 ACTUAL 2009/10 TARGET Total per capita consumption (l/p/d) 258 246 231 234 Residential per capita consumption (l/p/d) 168 159 155 155 4 024 4 710 4 309 5 500 5 200 272 200 Non regulated revenue ($M) Our non-regulated revenue exceeded the target due to greater than expected revenue from external works, consulting and tankering services. INTEGRATED WATER MANAGEMENT 2009 AS BASE Total water recycled (ML) Total potable substitution (ML) South East Water has continued to implement and promote innovative water saving initiatives to both our residential and commercial customers. This is highlighted by the achievement of key targets over the past three years, and the lowest per capita water consumption levels of the three metropolitan water retailers. Forecast recycling volumes were not met in 2009/10 due to: • issues associated with commissioning the treatment plant of a major contributing project which reduced actual recycling volumes by around 1,100 ML; • delays in finalising two smaller recycling projects reduced actual recycling volumes by a further 200 ML; and • cool/wet summer conditions demand for recycled water. reduced overall Notwithstanding these factors, South East Water’s recycling projects contributed to the successful achievement of the joint metropolitan target of 20 per cent recycling by 2010 for the fourth consecutive year (21.4 per cent). In addition, the total potable substitution target was exceeded by a considerable amount. 39 CORPORATE PLAN STRATEGIC KPIS ORGANISATIONAL CAPABILITY 2009 AS BASE 2007/08 ACTUAL 2008/09 ACTUAL 2009/10 ACTUAL 2009/10 TARGET Lost Time Injury Frequency Rate 0.60 0.56 1.37 0 - 60/39/34 Operating profit before tax ($M) 58.7 63.4 95.4 100.8 Gearing (%) 40.2 43 32.2 45.5 3.4 2.8 3.2 3.3 Culture survey (Humanistic Encouraging, Achievement and Self Actualisation behaviours) (% improvement in survey outcomes) FFO Net Interest Cover (Times) Three contractors working for South East Water suffered Lost Time Injuries in 2009/10. South East Water’s operating profit before tax was slightly below budget but well within management’s expectations after taking into account variations in ESC financial planning assumptions, our strong cost control culture, lower interest rates and other gains. In the future, stronger planning assumptions will be used particularly when projecting income from developer charges. 52/40/33 (66/43/37) Gearing was affected by a State Government requirement to adopt fair value accounting for infrastructure assets as at 30 June 2010. The timing of this requirement was not known at the time the target was set. Financial projections and targeted gearing levels have been reset to accommodate the impact of this valuation methodology. The cash flow target was set in error using a profit and loss based metric. The correct cash flow based target was 3.1 times. This compares favourably to the actual result of 3.2 times. Financial projections for 2010/13 have been based on the cash flow based measure. INFLUENCE & LEADERSHIP 2009 AS BASE 2007/08 ACTUAL 2008/09 ACTUAL 2009/10 ACTUAL 2009/10 TARGET Reputation survey (Government stakeholder focus) (index score out of 100) - 73.5 78.05 78 South East Water’s reputation score from Government Departments (including DSE, DTF and DPC) increased very favourably from a benchmark high score of 71.7 in 2008 to 79.3 in 2010. This score places South East Water in the higher quartile of the ‘very good’ category across international benchmarks. This increased score reflects South East Water’s efforts to develop stronger relationships with government 40 stakeholders, take a more proactive role in contributing to policy discussions, and adopting a leadership position in key industry initiatives. In particular, South East Water was recognised for its strong leadership in projects such as the development of an Integrated Water Management Strategy for Melbourne’s south-east and recycled water initiatives. FINANCIAL REPORT 2009/10 41 South East Water Limited ACN 066 902 547 FINANCIAL REPORT for the year ended 30 June 2010 Financial Report Directors’ Statutory Report 43 Auditor General’s Independence Declaration 46 Statement of Comprehensive Income 47 Balance Sheet 48 Statement of Changes in Equity 49 Cash Flow Statement 50 Notes to the Financial Statements 51 Directors’ Declaration 92 Independent Auditor’s Report 93 Risk Management Attestation 95 42 DIRECTORS’ STATUTORY REPORT The Directors present their report on the financial year ended 30 June 2010 on South East Water Limited (“the Company”). Directors and institutional customers. The Company is also involved in the provision of civil maintenance services to a water utility in New Zealand for which it receives a management fee. The directors of the Company in office at the date of this report are: There was no significant change in the nature of the Company’s activities during the financial year. Douglas Shirrefs Results and dividend Acting Chairman Shaun Cox Managing Director Tony Beach Director Dr Geraldine Gentle Director Dr Judith Slocombe Director James Turcato Director As at the date of the report, no Director has any interests in the shares of the Company. Particulars of the Directors’ and Company Secretary’s qualifications, experience and special responsibilities (if any) are set out on pages 21 and 22 of the Annual Report. Directors’ meeting The number of Directors’ meetings and Board committee meetings, and number of meetings attended by each of the Directors of the Company during the financial year are set out in the Corporate Governance section of the Annual Report. Principal activities The core principal activities of the Company during the financial year were, within the State of Victoria, to: * treat, distribute and supply potable water; * provide, manage and operate systems for the conveyance, treatment and disposal of sewage, and trade waste; and * treat, distribute and supply recycled water. The non-core activities of the Company during the financial year include the tankered supply of ground and recycled water to commercial and local government authorities, the supply and installation of water tanks to residential customers, business consulting services, property leasing and the provision of products and services, through ‘us’ - Utility Services, such as traffic management, major construction, hydrographic services, pipe relining, air scouring, plumbing works and flow/level monitoring products for commercial The Company’s profit after tax for the financial year was $95.4 million. Dividends paid or declared by the Company since the end of the previous financial year were: i) an ordinary dividend of $15.7 million in respect of the financial year ended 30 June 2009 was paid on 30 October 2009; and ii) an ordinary interim dividend of $21.95 million in respect of the financial year ended 30 June 2010 was paid on 25 June 2010. In accordance with Australian equivalents to International Financial Reporting Standards (AIFRS), no provision for a final dividend was made, as it was not declared prior to 30 June 2010. However, the Board expects the final dividend in respect of 2009/10 to be in the order of $16.7 million. Review of operations A review of the operations of the Company during the financial year and the results of those operations is set out in the main body of the Annual Report. State of affairs In the opinion of the Directors there were no significant changes in the state of affairs of the Company that occurred during the financial year not otherwise disclosed in this report or the main body of the Annual Report. In August 2007, the Victorian Government commissioned the Victorian Competition and Efficiency Commission to undertake an inquiry into the Reform of the Metropolitan Retail Water Sector. One of the recommendations was to make the Melbourne metropolitan retail water companies statutory corporations under the Water Act 1989 (Vic). As a publicly owned statutory corporation, South East Water Limited will be required to report under the requirements of the Financial Management Act 1994 43 DIRECTORS’ STATUTORY REPORT rather than under the Corporations Act 2001. This change is not expected to have a material impact on the comparative amounts that will be disclosed in the financial statements. The Government has advised that it remains committed to the conversion of the Melbourne metropolitan retail water companies into statutory corporations and that legislation will be introduced to implement this proposal when all the relevant policy issues have been resolved. Furthermore, there is proposed legislation before Parliament in the form of the Public Finance and Accountability Bill, which when it comes into operation will replace the Financial Management Act 1994. Events subsequent to balance date No matter or circumstance has arisen 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 financial years after the financial year. Likely developments Certain likely developments in the operations of the Company known as at the date of this report have been covered generally within the main body of this Annual Report. Environmental regulation performance The Company is subject to significant environmental regulation in respect of its operations. In particular, the Company holds a Corporate Licence for its eight Sewage Treatment Plants issued by the Victorian Environment Protection Authority (EPA) under the Environment Protection Act 1970 (Vic). The Corporate Licence imposes conditions about waste discharges, sustainability commitments, reporting obligations and other matters concerning the operation of the Sewage Treatment Plants. The Corporate Licence combines regulatory requirements with projects that will assist South East Water to realise its longer-term business sustainability goals. In 2009/10, the Corporate Licence environmental performance conditions were met at each of the Company’s Sewage Treatment Plants. No enforcement action was taken against South East Water regarding non compliance with environmental 44 regulations. However, South East Water entered into an Enforceable Undertaking with the EPA in May 2010, to address a sewer spill that occurred in September 2008. The Company has in place a Corporate Environmental Improvement Plan within its Environmental Management System that is certified under ISO 14001. Further particulars of specific environmental programs and performance are included through the main body of the Annual Report. Directors’ benefits No Director has received, or has become entitled to receive, a benefit (other than a remuneration benefit included in Note 22 of the Financial Report) because of a contract the Director, a firm of which the Director is a member or an entity in which the Director has a financial interest, has made (during the financial year ended 30 June 2010 or at any other time) with the Company. Additional information about Director related disclosure is provided in Note 22 of the Financial Report. Insurance and indemnity The Company’s Constitution provides that every person who is, or has been, an officer or auditor of the Company, will be indemnified out of the property of the Company to the extent allowed by the Corporations Act 2001. No amount has been paid pursuant to this indemnity during, or since the end of the financial year. During or since the financial year, the Company has paid or contributed to the premium in respect of a contract or contracts insuring against certain liabilities of each of the Directors, whose names appear earlier in this report, and certain officers of the Company. The terms of the policy of insurance prohibit the disclosure of the nature of the liabilities insured and the amount of the premium. Auditor’s independence declaration to the directors of South East Water The Company has obtained an independence declaration from the Victorian Auditor-General’s Office as required under section 307C of the Corporations Act, a copy of which is provided on page 46. Rounding of amounts to nearest thousand dollars The Company is of a kind referred to in Class Order 98/100, issued by the Australian Securities and Investment Commission, relating to the “rounding off” of amounts in the Directors’ Report and Financial Report. Amounts have been rounded off in the Directors’ Report and Financial Report in accordance with that Class Order to the nearest thousand dollars, or in certain cases, to the nearest dollar. Dated at Melbourne this 23th day of August 2010. Signed in accordance with a resolution of the Directors. Tony Beach Acting Chairman Shaun Cox Managing Director 45 46 South East Water Limited ACN 066 902 547 STATEMENT OF COMPREHENSIVE INCOME for the year ended 30 June 2010 NOTE 2010 $’000 2009 $’000 Sales revenue 3 531,524 455,563 Other income 3 3,894 37 535,418 455,600 (398,505) (358,039) (41,487) (34,178) 95,426 63,383 (29,167) (21,007) 66,259 42,376 Total income Expenses 4 Finance costs Profit before income tax expense Income tax expense 5 Net profit after income tax Other comprehensive income Gain on revaluation of infrastructure assets 11 977,450 - Gain on revaluation of land 11 19,735 4,455 Transfer from asset revaluation reserve to retained earnings 20 - 175 (294,569) (1,336) Other comprehensive income after tax 702,616 3,294 Total comprehensive income for the year 768,875 45,670 Income tax relating to components of other comprehensive income The above Statement of Comprehensive Income should be read in conjunction with the accompanying notes. 47 South East Water Limited ACN 066 902 547 BALANCE SHEET as at 30 June 2010 NOTES 2010 $’000 2009 $’000 Cash assets 7,21 1,942 74 Receivables 8,21 51,636 54,339 545 128 Current Assets Inventories Prepayments 9 1,563 16,955 Non‑current asset classified as held for sale 10 5,072 - 60,758 71,496 Total Current Assets Non‑Current Assets Defined benefit superannuation asset 26 588 - Infrastructure, property, plant and equipment 11 2,724,135 1,611,031 Intangible assets 12 67,253 9,146 Total Non‑Current Assets 2,791,976 1,620,177 Total Assets 2,852,734 1,691,673 Current Liabilities Payables 13,21 67,226 58,284 Borrowings 14,21 43,879 71,129 Provisions 15 13,749 12,896 5,774 8,657 9,129 9,658 139,757 160,624 14,21 675,975 522,875 Deferred tax liabilities 5 533,494 232,932 Defined benefit superannuation liability 26 - 3,306 Provisions 17 1,034 687 Total Non‑Current Liabilities 1,210,503 759,800 Total Liabilities 1,350,260 920,424 Net Assets 1,502,474 771,249 Income tax payable Other 16 Total Current Liabilities Non‑Current Liabilities Borrowings Equity Contributed equity 18 121,509 121,509 Reserves 19 1,103,737 401,121 Retained profits 20 277,228 248,619 1,502,474 771,249 Total Equity The above Balance Sheet should be read in conjunction with the accompanying notes. 48 South East Water Limited ACN 066 902 547 STATEMENT OF CHANGES IN EQUITY for the year ended 30 June 2010 NOTES Balance at 1 July 2008 ATTRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY CONTRIBUTED EQUITY $’000 RESERVES $’000 RETAINED PROFITS $’000 TOTAL EQUITY $’000 114,074 398,002 234,968 747,044 - - 42,376 42,376 - 3,119 175 3,294 - 3,119 42,551 45,670 Total comprehensive income for the year Net profit after income tax Other comprehensive income for the year after tax 19,20 Total comprehensive income for the year after tax Transactions with equity holders in their capacity as equity holders Contribution of equity ‑ Share issue 18 7,435 - - 7,435 Dividends paid 6 - - (28,900) (28,900) 7,435 - (28,900) (21,465) 121,509 401,121 248,619 771,249 - - 66,259 66,259 - 702,616 - 702,616 - 702,616 66,259 768,875 - - (37,650) (37,650) 121,509 1,103,737 277,228 1,502,474 Total transactions with owners Balance at 30 June 2009 Total comprehensive income for the year Net profit after income tax Other comprehensive income for the year after tax 19 Total comprehensive income for the year after tax Transactions with equity holders in their capacity as equity holders Dividends paid Balance at 30 June 2010 6 The above Statement of Changes in Equity should be read in conjunction with the accompanying notes. 49 South East Water Limited ACN 066 902 547 CASH FLOW STATEMENT for the year ended 30 June 2010 NOTE 2010 $’000 2009 $’000 513,398 421,751 (384,509) (328,550) 22,084 18,333 Income tax paid (26,057) (18,350) Interest received 67 90 (38,376) (33,216) 86,607 (60,058) 8 273 (131,281) (123,290) (41,666) - (172,939) (123,017) Proceeds from borrowings 209,000 100,000 Repayment of borrowings (55,900) (50,000) Dividends paid (37,650) (28,900) 115,450 21,100 Net increase/(decrease) in cash held 29,118 (41,859) Cash at the beginning of the financial year (71,055) (29,196) (41,937) (71,055) Cash flows from operating activities Receipts from customers Payments to suppliers and employees GST refunded Interest and other costs of finance paid Net cash inflow from operating activities 28 Cash flows from investing activities Proceeds from sale of infrastructure, property, plant and equipment Payments for infrastructure, property, plant and equipment Payments for water entitlements Net cash outflow from investing activities Cash flows from financing activities Net cash inflow/(outflow) from financing activities Cash at the end of the financial year The above Cash Flow Statement should be read in conjunction with the accompanying notes. 50 7 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 1 STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES The Financial Report is presented in Australian dollars. The significant policies which have been adopted in the preparation of the Financial Report are: The Financial Report complies with Australian Accounting Standards, which include Australian equivalents to International Financial Reporting Standards (AIFRS). Compliance with AIFRS ensures that the Financial Report, comprising the financial statements and notes thereto, complies with International Financial Reporting Standards (IFRS). (a) Basis of Preparation The Financial Report is a general purpose Financial Report that has been prepared in accordance with the requirements of Australian Accounting Standards (including Australian Interpretations) and the Corporations Act 2001. The Financial Report has also been prepared on a historical cost basis, except for property, plant and equipment which have been measured at fair value. AASB AMENDMENT AFFECTED STANDARD (S) Compliance with AIFRS Accounting standards not yet effective The following Australian Accounting Standards and interpretations have not been adopted for the annual reporting period ending 30 June 2010: NATURE OF CHANGE TO ACCOUNTING POLICY APPLICATION DATE OF STANDARD APPLICATION DATE FOR COMPANY AASB 2009‑5 AASB 2009‑5: Further Amendments to Australian Accounting Standards Arising from the Annual Improvement Project [AASB 5, 8, 101, 107, 117, 118, 136 & 139] No change to accounting policy required as amendments only relate to terminology and editorial changes. 1 January 2010 1 July 2010 AASB 124 Related party disclosures Government related entities granted partial exemption with certain disclosure requirements. Detail of impact is being assessed. 1 January 2011 1 July 2011 AASB 9 Financial Instruments Standard simplifies requirements for the classification and measurement of financial assets. Detail of impact is being assessed. 1 January 2013 1 July 2013 51 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 1 STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (cont) Financial Statement Presentation AASB 101 Presentation of Financial Statements AASB 101 Presentation of Financial Statements has been revised to introduce changes in format and content of the financial statements. AASB 101 introduces a Statement of Comprehensive Income. The Statement of Comprehensive Income comprises items of income and expenses that are recognised in the net profit plus items of income and expenses that are not recognised in the net profit, such as changes in revaluations recognised through the asset revaluation reserve. The new Statement of Changes in Equity discloses reconciliations between the carrying amount at the beginning and the end of the financial year for each component of equity. Other revisions include new presentation requirements for restatements or reclassifications of items in the financial statements and changes in the presentation requirements for dividends. Changes in Accounting Policy AASB 116 Property, Plant and Equipment AASB 1049 Whole of Government and General Government Sector Financial Reporting removes the option of valuing assets at cost and requires assets to be measured at fair value. This new measurement basis is outlined in Financial Reporting Direction (FRD) 103D Non‑Current Physical Assets. The Treasurer of Victoria has advised the Company of the need to comply with the identical requirements of FRD 103D to implement fair value reporting. Accordingly, the Company elected to change its measurement model under AASB 116 from the cost model to the revaluation model, thereby measuring items of infrastructure assets at fair value less any accumulated depreciation and impairment losses. Before the change, measurement after initial recognition of items of infrastructure asset had been carried at cost less any subsequent accumulated depreciation and subsequent impairment losses. At initial recognition, the Company continues to measure items of infrastructure assets at cost that approximates fair value. 52 Due to the specialised nature of the Company’s infrastructure assets, fair value is estimated using the income approach (based on discounted cash flows), as explained further in Note 11. The 30 June 2010 fair value measurement of infrastructure assets has resulted in an increase of $977.5 million above the depreciated historical cost book value. This tax affected amount has been recognised in equity under the asset revaluation surplus account. Significant accounting judgements, estimates and assumptions In the application of AIFRS, management is required to make judgements, estimates and assumptions about the carrying values of assets and liabilities. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting period relate to the financial planning and valuation assumptions used to determine the fair value of infrastructure assets and the actuarial assumptions used to determine the Company’s defined benefit obligations. These assumptions and the related carrying amounts are discussed in Note 26. (b)Taxes Income Tax South East Water is subject to the National Tax Equivalent Regime pursuant to Section 88(3D) of the State Owned Enterprises Act 1992. The Act requires the Company to pay the Victorian Government its tax liability based on the rules of the Income Tax Assessment Act 1936 (as amended). Income tax on the profit or loss for the year comprises current and deferred tax. Income tax is recognised in the Statement of Comprehensive Income except to the extent that it relates to items recognised directly in equity. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years. Deferred tax is provided using the balance sheet liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes at balance date. to be completed within one financial year from the date of classification. These assets are measured at the lower of their carrying amount and fair value less costs to sell and are not subject to depreciation. A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised. Infrastructure, property, plant and equipment assets are measured initially at cost and subsequently revalued at fair value less accumulated depreciation and impairment losses where applicable. Deferred tax assets and liabilities are recognised at the tax rates expected to apply when the assets are recovered or liabilities are settled based on those tax rates which are enacted or substantially enacted at balance date. Goods and Services Tax (GST) Revenues, expenses, liabilities and assets are recognised net of the amount of GST except: • where the GST incurred on a purchase of goods and services is not recoverable from the Australian Taxation Office, in which case the GST is recognised as part of the acquisition cost of the asset or as part of the expense item as applicable; and • receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from, or payable to, the Australian Taxation Office is included as part of receivables or payables in the Balance Sheet. Cash flows are included in the Cash Flow Statement on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the Australian Taxation Office are classified as operating cash flows. Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the Australian Taxation Office. (c) Land Held for Resale Non‑current assets are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use. This condition is regarded as being met only when the sale is highly probable and the asset’s sale is expected (d)Infrastructure, Property, Plant and Equipment Infrastructure, Land and Buildings Freehold land and buildings are stated at fair value, being the amount which an asset could be exchanged between knowledgeable willing parties at an arm’s length transaction. All infrastructure assets are recognised initially at cost and subsequently revalued to fair value less accumulated depreciation and impairment losses. Fair value is determined on the basis of an independent valuation prepared by external valuation experts, based on discounted cash flows. Revaluation increments are credited directly to equity in the revaluation reserve, except to the extent that an increment reverses a revaluation decrement in respect of the same asset previously recognised as an expense in the net result, the increment is recognised as revenue in determining the net result. Revaluation decrements are recognised immediately as expenses in the net result, except that, to the extent that a credit balance exists in the revaluation reserve in respect of the same asset, they are debited to the asset revaluation reserve Plant and Equipment All plant and equipment (including leasehold improvements) are stated at fair value. The carrying amount of plant and equipment is reviewed annually to ensure it is not in excess of its recoverable amount. The recoverable amount of an asset is the net amount expected to be recovered through the net cash inflows from its continued use and subsequent disposal. Recoverable amount is determined using net cash flowswhich are discounted to present values. At balance date, the carrying amount of plant and equipment was not in excess of their recoverable amount. 53 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 1 STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (cont) Assets acquired at no cost to the Company (developer contributed assets) are brought to account at fair value, being the actual or estimated cost of construction. Depreciation Items of infrastructure, property, plant and equipment, excluding land, are depreciated over their expected useful lives to the Company on the following basis: Buildings Straight Line 40 years Leasehold improvements Straight Line The lease term Infrastructure assets Straight Line Plant and equipment 10 ‑ 99 years Reducing Balance 20 ‑ 40 % Assets are depreciated from the date of acquisition or, in respect of constructed assets, from the time an asset is completed or held ready for use. Depreciation rates are reviewed annually and, in respect of 2009/10, are unchanged from the previous financial year. Impairment of Assets 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 calculated 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 for impairment, assets are grouped at a whole‑of business level which is considered to be the lowest level for which there are separately identifiable cash flows (cash generating unit). Derecognition and Disposal The carrying amount of an item of infrastructure, property, plant and equipment is derecognised upon disposal or when no further future economic benefits are expected from its use or disposal. Any loss arising on derecognition of an item of property, plant and equipment is included in profit or loss in the year the asset is derecognised. 54 Revaluations Revaluations are performed with sufficient regularity such that the carrying amounts do not differ materially from those that would be determined using fair values at the end of the reporting period. Any revaluation increase is recognised in other comprehensive income, except to the extent that it reverses a revaluation decrease for the same asset previously recognised in net profit in the Statement of Comprehensive Income, in which case the increase is credited to profit to the extent of the decrease previously expensed. A decrease in the carrying amount arising on the revaluation of such land and buildings is recognised in profit or loss to the extent that it exceeds the balance, if any, held in the properties revaluation reserve relating to a previous revaluation of that asset. (e) Intangible Assets Intangible assets acquired separately are initially recognised at cost. Subsequently, intangible assets with finite useful lives are carried at cost less accumulated amortisation and accumulated impairment losses. Intangible assets with indefinite useful lives are carried at cost less accumulated impairment losses. Costs incurred subsequent to initial acquisition are capitalised when it is expected that additional future economic benefits will flow to the Company. (f) Revenue Recognition Water and Sewerage Water and sewerage service charges are brought to account evenly throughout the financial year in order to reflect how they are earned. Water usage and sewage disposal charges are recognised in the financial year the water is consumed and sewage disposed. New Customer Contributions Developers are required to make a contribution towards the cost of developing the Company’s water supply distribution systems and sewage disposal systems. The level of these cash contributions are regulated by the Essential Services Commission and are recorded as “New Customer Contributions”. Consistent with the requirements of AASB 118 ‘Revenue’, these cash contributions have been recognised as income in the Statement of Comprehensive Income upon receipt. Developer Contributed Assets Developers are required to provide water supply and sewerage facilities to new subdivisions which are subsequently gifted to, and maintained by, the Company. continuous service. The non‑current portion represents the present value of long service leave entitlements for employees with less than seven years service. Superannuation In accordance with the requirements of Interpretation 18 ‘Transfers of Assets from Customers’, and AASB 118 ‘Revenue’, the fair value of these assets is recognised as income in the accounts when the Company gains control of the assets. This non‑cash income is recorded as ‘Developer Contributed Assets’. Contributions to superannuation plans are charged to the Statement of Comprehensive Income as the contributions are paid or become payable. Actuarial gains and losses arising from the defined benefit superannuation fund are recognised immediately in the Statement of Comprehensive Income in the year in which they occur. (g)Employee Benefits (h) Cash Wages, Salaries, Annual Leave and Sick Leave For the purposes of the Cash Flow Statement, cash includes cash on hand and at bank. Cash also includes 11am at call borrowings which are integral to the cash management function of the business. In accordance with AASB 119 ‘Employee Benefits’, liabilities for wages and salaries (including nonmonetary benefits) and annual leave entitlements which are expected to be settled within 12 months of the reporting date are measured using remuneration rates expected to apply when the obligation is settled. All on‑costs including payroll tax, workers compensation premiums and superannuation are included in the determination of these liabilities. Sick leave is a non‑vesting benefit and is not expected to exceed current and future sick leave entitlements and, accordingly, no liability has been recognised. Long Service Leave The liability for employees’ benefits to long service leave represents the present value of the estimated future cash outflows to be made by the Company resulting from employees’ services provided up to the reporting date. Expected future cash outflows are discounted using interest rates attached to national government guaranteed securities as at reporting date with terms to maturity that closely match the estimated future long service leave cash outflows. Discount rates, probability factors and wage/salary growth assumptions are provided by the Department of Treasury and Finance as part of its long service leave financial model. The current portion of long service leave liability represents the nominal amount expected to be taken within 12 months of balance date based on historical data and known commitments for the forthcoming financial year as well as the present value of long service leave entitlements for employees with seven or more years of (i) Receivables Trade debtors are recorded at the amount of contracted sales proceeds less a provision for doubtful debts. Trade debtors are required to be settled within 14 days. Accrued earnings represent the estimated value of water consumed and sewage disposal charges earned but not yet billed at reporting date. (j) Bad and Doubtful Debts Provision for doubtful debts is recognised to the extent that recovery of the outstanding receivable balance is considered no longer probable. The provision represents an estimate of bad debts to be written off and is made when there is objective evidence that the Company will not be able to collect the debt. Bad debts are written off when determined uncollectable, subject to approval by the Board or delegated officer. (k) Prepayments Prepayments represent payments in advance for goods and services yet to be provided at balance date. (l) Payables Payables represent the amounts to be paid in the future by the Company for goods and services received. Trade accounts payable are normally settled within 30 days from the date of invoice. (m) Provision for Insurance Claims The provision for insurance claims represents the value of outstanding insurance claims as advised by 55 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 1 STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (cont) the Company’s insurance claims manager. The value represents outstanding claims in respect of public liability, professional indemnity and motor vehicles. (n) Dividends An obligation to pay a dividend only arises after consultation between the Board, the relevant portfolio Minister and the Treasurer. Following this consultation, an agreement on the dividend payable is passed by the members at the general meeting. Although this process has not yet been completed at the reporting date, the estimated final dividend in respect of 2009/10 is $16.7million ($15.7million for 2008/09). An interim dividend of $21.95million was paid in June 2010 while the final dividend payment will be made in October 2010. (o)Borrowings Borrowings are initially recognised at the fair value of the consideration received less directly attributed costs. After initial recognition, borrowings are subsequently measured at amortised cost using the effective interest method. Interest is expensed as incurred. The Company has classified borrowings which mature within 12 months as non‑current on the basis that the entity expects, and has the discretion, to refinance or rollover these loans under a Government approved financing facility. (p)Deposits and Advances Deposits and advances represent monies held by the Company either as security or deposits on capital works. (q)Developer Reimbursements In accordance with the Company’s Land Development Policy, the Company will reimburse developers, subject to the nature of the works involved, for all or part of their costs incurred in constructing water and/or sewerage assets. Reimbursements are generally paid upon completion of the works, however, in cases where reimbursements are to be paid at an agreed date in the future, a liability is recognised. instrument. Financial assets are derecognised when contractual rights to the cash flows from the assets expire. Financial liabilities are derecognised if the Company’s obligations specified in the contract expire or are discharged or cancelled. Financial instruments are initially measured at fair value. Subsequent to recognition, the financial instruments are measured as set out below: Loans and Receivables Trade receivables and other receivables are recorded at amortised cost less impairment. Financial Liabilities at Amortised Cost All financial liabilities including borrowings and payables are measured at amortised cost. Impairment The Company assesses at each balance date whether there is objective evidence that a financial asset is impaired, ie when the amount outstanding will not be recovered in full. (s) Alliances ‘us’ ‑ Utility Services This Alliance contract was established between South East Water, Thiess Services Pty Ltd and Siemens Ltd in April 2005. Under the contract, Thiess and Siemens provide civil maintenance and mechanical and electrical services to South East Water on a cost plus margin basis. Repairs and maintenance costs are expensed as incurred while costs which create or enhance an asset, are capitalised. The Alliance also provides maintenance and construction services to external parties on a commercial basis. South East Water is entitled to a 50% share of the operating profit from these external services, which is recognised as income progressively as works are completed. The Alliance also receives a management fee for external contracts. During 2009/10 ‘us’ - Utility Services established a sub‑alliance with Montgomery Watson to provide design services in respect to South East Water’s capital works program. This sub‑alliance operates on a similar cost plus ‘at risk’ margin basis. (r) Financial Instruments South East Water Recycled Water Alliance (SERWA) A financial instrument is recognised when the Company becomes a party to the contractual provisions of the Established in May 2009, the SERWA Alliance is a partnership between South East Water, Transfield Services 56 (Australia) Pty Ltd and AECOM to deliver a program of works to meet the Victorian Government’s Central Region Sustainable Water Strategy. This includes upgrading and operating key South East Water sewage treatment plants over the next three years. The Alliance operates on a similar cost plus ‘at risk’ margin basis and includes incentives for enhanced service and performance. Operating costs are expensed as incurred while costs which create or enhance an asset are capitalised. (t) Government Grants Grants from the Government are recognised at their fair value as income where there is a reasonable assurance that the grant will be received and the Company will comply with all attached conditions. Government grants relating to cost of operating and capital projects are deferred and recognised in the Statement of Comprehensive Income over the period necessary to match them with the costs that they are intended to compensate. (u) Smart Water Fund The Smart Water Fund was established in 2002 for the purpose of providing grant funding to support the development of sustainable water use projects. Participation in the fund is mandated by the Company’s Statement of Obligations. Other participants are Melbourne Water Corporation, Yarra Valley Water, City West Water and the Department of Sustainability and Environment. South East Water has a proportionate interest in any monies held in the Fund. Contributions made to the Smart Water Fund are initially recognised as prepayments in South East Water’s Balance Sheet. Expenses are subsequently recognised by the Company when incurred by the Fund. South East Water’s share of the Fund’s disbursements for 2009/10 was $721,175 ($997,318 for 2008/09) and is included in the Statement of Comprehensive Income. As at 30 June 2010, the Company’s Balance Sheet reflects its share of prepaid Fund expenditure totalling $304,185 ($657,562 for 2008/09). (v) Environmental Contribution South East Water has a statutory obligation to pay an environmental contribution to the Department of Sustainability and Environment. This contribution is used to address adverse water‑related environmental impacts within Victoria by promoting the sustainable management of water. These contributions are recognised as an expense as incurred. (w)Comparative Figures Where necessary, comparative amounts have been reclassified to conform to the current year’s presentation. During the year ended 30 June 2010 the Company reclassified the presentation of IT software assets from infrastructure, property, plant and equipment to intangible assets. The total value of IT software reclassified in respect of the 2009 comparative was $9.1 million. (x) Rounding Unless otherwise shown in the financial statements, amounts have been rounded to the nearest thousand dollars. 2 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES The Company’s principal financial instruments are loans sourced from the Treasury Corporation of Victoria. The loans include overnight borrowings, floating rate notes and fixed rate loans which are used to meet working capital requirements and fund capital expenditure programs. The Company has other financial assets and liabilities such as receivables and payables which arise directly from its operating activities. The main risks arising from the Company’s financial instruments are market interest rate risk, liquidity risk, credit risk and foreign currency risk. The Board reviews and endorses policies for managing these risks and they are summarised below. Credit Risk Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The Company’s exposure to credit risk is limited. With respect to investments, the Company is required to invest in designated instruments and with counterparties of sound credit ratings. Individual counterparty limits, determined by reference to the counterparty’s credit rating, also applies. With respect to receivables, the Company has a broad customer base with in excess of 90% being residential customers dispersed across the Company’s area of responsibility. Receivable balances are monitored on an ongoing basis and as such the Company is not 57 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 2 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (cont) The Company’s exposure to interest rate risk is set out in Note 21 (b) and (c). exposed to significant bad debts. Sensitivity Disclosure Analysis An ageing of the Company’s receivables at reporting date has been provided in Note 8. At 30 June 2010, the Company had no credit risk arising from investments. Exposure to credit risk from other financial assets is represented in the carrying amount of these assets in the Balance Sheet. Taking into account past performance, future expectations, economic forecasts and management’s knowledge and experience of the financial markets, the Company believes that a movement of 0.5% is reasonably possible over the next 12 months. The impact on the Company’s profit and equity is disclosed in Note 21(c). Liquidity Risk (b) Foreign Currency Risk Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. It is the Company’s policy to hedge foreign exchange exposures in excess of AUD$250,000 provided the exposure is known with certainty in respect of both timing and amount. The Company’s policy requires all hedging to be undertaken through the Treasury Corporation of Victoria. The Company manages liquidity risk by maintaining and conducting efficient banking practices and account structures, sound cash management practices and regular monitoring of the maturity profile of assets and liabilities, together with anticipated cash flows. The Company obtains annual approval from the Treasurer of Victoria for new borrowings, borrowings to refinance maturing and non‑maturing loans and temporary purpose borrowing facilities. A contractual maturity analysis of financial liabilities is disclosed in Note 21(a). Market Risk The Company’s exposure to market risk is primarily through interest rate risk with only insignificant exposure to foreign currency risk. Objectives, policies and processes used to manage each of these risks are disclosed in the paragraphs below: (a) Interest Rate Risk The Company’s exposure to the risk of adverse movements in interest rates relates primarily to its debt obligations with terms to maturity or next interest rate reset of less than one year. In managing interest rate and refinancing risks, the Company adopts a policy of maintaining a debt portfolio consistent with the following target bounds: The Company’s exposure to foreign currency risk is minimal and to date no hedging transactions have been undertaken. Fair Value The Company considers that the carrying amount of financial assets and financial liabilities (excluding borrowings and deferred reimbursements) recorded in the Financial Report to be a fair approximation of their fair values, because of the short term nature of the financial instruments and the expectation that they will be paid in full. Borrowings are valued by discounting the expected future cash flows at yields offered by the Treasury Corporation of Victoria at balance date. Deferred reimbursements are determined by discounting the expected future cash flows at current interest rates. The carrying amounts and fair value of financial assets and liabilities at balance date are disclosed in Note 21(d). Capital Management 0 to less than 1 year 10 - 35% 1 to less than 4 years 20 - 50% 4 to less than 8 years 20 - 50% The Company, in consultation with external consultants, has developed a Capital Management Plan to guide and inform the Board and Executives on the most appropriate long term capital structure for the business. Based on this, the Board has adopted a long term capital structure that targets a gearing ratio of between 50% to 65% and funds from operations (FFO) net interest coverage of 2.5 to 4.0 times. 0 - 20% The Plan is subject to annual review as part of the Term to Maturity or Next Interest Rate Reset Equal to or greater than 8 years 58 Target Bounds development of the Company’s annual Corporate Plan which is subsequently approved by the Board and internal financing requirements, shareholder expectations around returns and changes in financial markets. value accounting for infrastructure assets on gearing and interest cover. This review will be considered by the Board in 2010/11 and may result in a change to the Company’s target gearing range. There have been no changes to the Company’s target capital structure during the year. However, a review has been completed to assess the effect of the move to fair The gearing and interest coverage ratios for the years ended 30 June 2010 and 30 June 2009 were as follows: Gearing [Net Debt/(Net Debt+Equity)] FFO Net Interest Cover (Times) The gearing ratio has decreased in 2010 due to the revaluation of the infrastructure assets as at 30 June 2010. 2010 2009 32.2% 43.5% 3.2 2.8 In respect to measuring working capital efficiency, the company uses a number of metrics that are reported on an exception basis every six months. 3 INCOME 2010 $’000 2009 $’000 41,608 35,054 Water usage charges 154,296 130,440 Sewerage service charges (fixed) 142,090 113,577 Sewage disposal charges 103,947 89,002 Trade waste charges 16,739 13,452 New customer contributions 19,973 15,858 Developer contributed assets 23,335 21,824 Other services rendered 13,835 13,232 67 90 Rent 1,791 1,608 Grants 1,550 8,023 12,293 13,403 531,524 455,563 - 37 3,894 - 3,894 37 535,418 455,600 Sales Revenue Water service charges (fixed) Interest received/receivable Miscellaneous Other Income Gain from sale of property, plant and equipment Actuarial gain on defined benefit fund (refer Note 26) Total Income 59 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 3 INCOME (cont) Gearing [Net Debt/(Net Debt+Equity)] FFO Net Interest Cover (Times) The gearing ratio has decreased in 2010 due to the revaluation of the infrastructure assets as at 30 June 2010. 2010 2009 32.2% 43.5% 3.2 2.8 In respect to measuring working capital efficiency, the company uses a number of metrics that are reported on an exception basis every six months. 2010 $’000 2009 $’000 41,608 35,054 Water usage charges 154,296 130,440 Sewerage service charges (fixed) 142,090 113,577 Sewage disposal charges 103,947 89,002 Trade waste charges 16,739 13,452 New customer contributions 19,973 15,858 Developer contributed assets 23,335 21,824 Other services rendered 13,835 13,232 67 90 Rent 1,791 1,608 Grants 1,550 8,023 12,293 13,403 531,524 455,563 - 37 3,894 - 3,894 37 535,418 455,600 Sales Revenue Water service charges (fixed) Interest received/receivable Miscellaneous Other Income Gain from sale of property, plant and equipment Actuarial gain on defined benefit fund (refer Note 26) Total Income 60 4 EXPENSES 2010 $’000 Bulk water and sewerage charges 2009 $’000 (206,042) (160,202) Employee benefits cost (45,130) (40,124) Operating contracts (refer Note 1(t)) (69,107) (69,411) Depreciation and amortisation (41,252) (36,380) Environmental contribution (16,573) (16,573) - (15,418) (814) (1,169) Taxes, fees and charges (5,451) (5,686) Computer costs (3,598) (3,232) Rental expense on operating (4,886) (4,964) Bad and doubtful debts (1,180) (1,068) (534) (620) (22) - (3,916) (3,192) (398,505) (358,039) Actuarial loss on defined benefit fund (refer Note 26) Asset write offs Transport Loss on disposal of property, plant and equipment Other expenses 61 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 5 INCOME TAX 2010 $’000 2009 $’000 23,400 20,661 Deferred tax 5,993 346 Amounts (over)/under provided in prior years (226) - 29,167 21,007 Accounting profit before tax 95,426 63,383 Income tax calculated at 30 % 28,627 19,015 823 1,845 64 47 (90) (53) (257) 153 29,167 21,007 Provisions (422) (402) Accrued revenue 5,354 4,704 176 (992) 533,238 234,142 (509) (517) (4,343) (4,003) 533,494 232,932 (a) Income tax expense The major components of income tax expense are: Current tax (b) Reconciliation of income tax expense to prima facie tax payable Tax effect of amounts not assessable/deductible for income tax purposes Non deductible depreciation and amortisation Non-deductible expenses Non-assessable income Amounts (over)/under provided in prior years Income tax expense (c) Deferred income tax Deferred income tax at 30 June relates to the following: Deferred tax liabilities Post employment defined benefit superannuation surplus Infrastructure, property, plant and equipment Employee benefits Other 62 6 DIVIDENDS 2010 $’000 2009 $’000 Interim dividend paid 21,950 4,800 Final dividend paid 15,700 24,100 37,650 28,900 No final dividend has been provided for in the financial statements as at 30 June 2010. An obligation to pay a dividend only arises after consultation between the Board, the relevant portfolio Minister and the Treasurer. Following this consultation, an agreement on the dividend payable is passed by the members in the general meeting. Although this process has not yet been completed at the reporting date, the estimated final dividend in respect of 2009/10 is $16.7million (08/09 $15.7 million). 7 CURRENT ASSETS ‑ CASH ASSETS 2010 $’000 Cash at bank and on hand 2009 $’000 1,942 74 1,942 74 (43,879) (71,129) (41,937) (71,055) The above figures are reconciled to the cash at the end of the financial year as shown in the Cash Flow Statement as follows: Balances as per above Less: Short term borrowings (refer Note 14) Balance as per Cash Flow Statement 63 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 8 CURRENT ASSETS ‑ RECEIVABLES 2010 $’000 2009 $’000 Trade debtors 34,792 39,581 Accrued earnings 17,848 15,682 Less: Provision for doubtful debts (note 8A) (1,100) (1,100) 51,540 54,163 96 176 51,636 54,339 Balance at the beginning of the year 1,100 1,100 Amounts written off during the year 1,229 1,111 Amounts recovered during the year (49) (43) Increase/(decrease) in provision recognised in profit or loss (1,180) (1,068) Balance at the end of the year 1,100 1,100 Less than 30 days 6,500 8,700 30 to 90 days 2,100 4,200 Greater than 90 days 2,900 2,300 11,500 15,200 Other debtors Note 8A: Movement in the Provision for doubtful debts Movements in the provision for doubtful debts during the financial year are set out below: Note 8B: Past due but not impaired At 30 June 2010, trade debtors of $11.5m (2009 $15.2m) were past due but not impaired. This amount relates largely to outstanding water and sewerage charges by residential, commercial and industrial customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows: Past due and impaired receivables totalled $0 (2008/09 $10,385). At 30 June 2010 no accounts were considered impaired. The balance of receivables $40.1m (2008/09 $39.1m) is comprised of amounts which are not past due or impaired and are expected to be paid when due. 64 9 CURRENT ASSETS ‑ PREPAYMENTS Prepayments Contribution to Foodbowl Irrigation Modernisation Project (refer Note 12) 2010 $’000 2009 $’000 1,563 1,955 - 15,000 1,563 16,955 10 CURRENT ASSETS ‑ NON-CURRENT ASSET CLASSIFIED AS HELD FOR SALE 2010 $’000 Land 5,072 2009 $’000 - The Company is in the process of selling a parcel of land located in Pakenham. An agent has been engaged to assist with the sale by public tender. The sale is expected to be completed in early 2010/11. 65 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 11 NON‑CURRENT ASSETS ‑ INFRASTRUCTURE, PROPERTY, PLANT AND EQUIPMENT 2010 $’000 2009 $’000 Infrastructure Assets (a) (b) (c) At cost - 1,775,459 2,497,882 - - (335,106) 2,497,882 1,440,353 23,164 18,032 (13,041) (11,879) 10,123 6,153 5,789 4,827 (3,609) (3,391) 2,180 1,436 At fair value - 4,068 At independent valuation 2007 - 58,090 At independent valuation 2008 - 22,424 At independent valuation 2009 - 4,750 At independent valuation 2010 104,014 - 104,014 89,332 At independent valuation 2007 313 313 Less: Accumulated depreciation (26) (18) 287 295 109,649 73,462 2,724,135 1,611,031 At fair value Less: Accumulated depreciation Plant & Equipment (b) At fair value Less: Accumulated depreciation Leasehold Improvements At fair value Less: Accumulated depreciation Land (d) Buildings (d) Capital Works in Progress Total Infrastructure, Property, Plant and Equipment 66 11 NON‑CURRENT ASSETS ‑ INFRASTRUCTURE, PROPERTY, PLANT AND EQUIPMENT (cont) Note : (a) Infrastructure Assets are comprised of water and sewerage mains, pump stations and treatment plants. (b) Infrastructure and Plant and Equipment asset classes include $9.9 million ($9.9m for 2008/09) for Research and Development assets recorded at cost. Total accumulated depreciation for these assets is $3.4 million. (c) The 30 June 2010 valuation of infrastructure assets to fair value was estimated by discounting the Company’s future cash flows to their present value. The discount rate selected represents the rate that market participants would reasonably expect to use in determining the fair value of the Company. Future estimates cash flows were based on the Essential Services Commission’s pricing determination and updated management forecasts. The fair market value of infrastructure assets along with the advice on relevant assumptions and discount factors has been independently provided by Deloitte Touche Tohmatsu. If infrastructure assets had continued to be measured at historical cost, the carrying amount would be $1,520.4 million. (d) The basis of valuation of land and buildings is estimated at fair market value based on existing use. During 2009/10 land valuations were calculated based on the Valuer General Victoria vacant land indexation factors. Due to this movement being of a material value, the land has been re-valued to reflect fair market value. Comparative valuations for 2007 were carried out by the Valuer General Victoria in 2007 with a 30 June 2007 valuation date. The 2008 valuation of Evans Rd Cranbourne was carried out by Urbis Ltd. The 2009 valuation of Bald Hill Rd Pakenham was carried out by the Valuer General Victoria. The 2008 and 2009 valuations were carried out due to the land being rezoned from public use to residential resulting in a material change from the 2007 valuations. If land and buildings were measured at historical cost, the carrying amount would be $10.8 million. 67 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 11 NON‑CURRENT ASSETS ‑ INFRASTRUCTURE, PROPERTY, PLANT AND EQUIPMENT (cont) Reconciliations Reconciliations of the carrying amounts of each class of infrastructure, property, plant and equipment between the beginning and the end of the current financial year are set out below: 2010 Opening Balance INFRASTRUCTURE ASSETS $’000 PLANT & EQUIPMENT $’000 LEASEHOLD IMPROVEMENTS $’000 LAND $’000 BUILDINGS $’000 CAPITAL WORKS IN PROGRESS $’000 TOTAL $’000 1,440,353 6,153 1,436 89,332 295 73,462 1,611,031 - 6,434 962 19 - 151,758 159,173 Transfers 115,571 - - (5,072) - (115,571) (5,072) Disposals (643) (129) - - - - (772) Revaluations 977,450 - - 19,735 - - 997,185 Depreciation (34,849) (2,335) (218) - (8) - (37,410) 2,497,882 10,123 2,180 104,014 287 109,649 2,724,135 1,328,904 6,507 1,613 83,232 304 76,797 1,497,357 7,104 (2,220) - 283 - 137,749 142,916 Transfers 136,071 3,640 11 1,362 - (141,084) - Disposals (635) (522) - (175) - - (1,332) Revaluations - - - 4,630 - - 4,630 Depreciation (31,091) (1,252) (188) - (9) - (32,540) 1,440,353 6,153 1,436 89,332 295 73,462 1,611,031 Additions Closing Balance 2009 Opening Balance Additions Closing Balance 68 12 NON‑CURRENT ASSETS ‑ INTANGIBLE ASSETS IT Software 2010 $’000 2009 $’000 32,176 29,069 (24,361) (21,419) 7,815 7,650 56,667 - 2,771 1,496 67,253 9,146 Cost Less: Accumulated amortisation Water Entitlements (a) Intangible Works in Progress Total Intangible Assets Reconciliations of the carrying amounts of each class of intangible assets between the beginning and the end of the current financial year are set out below: 2010 Opening Balance IT SOFTWARE $’000 SOFTWARE WORKS IN PROGRESS $’000 WATER ENTITLEMENTS $’000 TOTAL $’000 7,650 1,496 - 9,146 - 5,353 41,667 47,020 Transfers 4,078 (4,078) - - Disposals (73) - - (73) (3,840) - - (3,840) - - 15,000 15,000 7,815 2,771 56,667 67,253 6,729 1,713 - 8,442 - 4,454 - 4,454 Transfers 4,671 (4,671) - - Disposals (6) - - (6) (3,744) - - (3,744) - - - - 7,650 1,496 - 9,146 Additions Depreciation Reclassification (b) Closing Balance 2009 Opening Balance Additions Depreciation Reclassification Closing Balance Note : (a) Water Entitlements represents payments made to the Department of Sustainability and Environment via Melbourne Water, in respect of the Foodbowl Irrigation Modernisation Project. Payments made were initially recognised as prepayments until June 2010 when the signing of the ‘Water Savings Supply and Transfer Agreement’ has resulted in an intangible asset. This intangible asset has been determined to have indefinite useful life as there is no foreseeable limit to the period over which the asset is expected to generate net cash inflows to the entity under the agreement between the relevant parties. (b) Reclassification represents Foodbowl Irrigation Modernisation Project payments previously recognised as a prepayment (refer Note 12 (a) above). 69 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 13 PAYABLES 2010 $’000 2009 $’000 Trade creditors 14,903 7,839 Accruals 52,323 50,445 67,226 58,284 2010 $’000 2009 $’000 43,879 71,129 675,975 522,875 719,854 594,004 14 BORROWINGS The Company’s borrowings are sourced from the Treasury Corporation of Victoria and secured by the Treasurer in the form of Government guarantee. Current 11am borrowings Non-Current Fixed/Floating rate loans 70 15 CURRENT LIABILITIES ‑ PROVISIONS 2010 $’000 2009 $’000 13,442 12,656 307 240 13,749 12,896 4,023 3,706 483 330 8,936 8,620 13,442 12,656 Carrying amount at the beginning of the period 240 511 Additional provisions recognised 553 470 Provisions used during the period (332) (528) Unused amounts reversed (154) (213) 307 240 Employee benefits (Note 15A) Insurance claims (refer Note 1(m)) Note 15A: Employee Benefits Employee benefits are comprised of: Annual leave Long service leave measured at: Nominal value Present value Note 15B: Insurance Claims Movements in the provision for insurance claims during the financial year are set out below: Carrying amount at the end of the period 16 CURRENT LIABILITIES ‑ OTHER Deposits and advances Deferred developer reimbursements (refer Note 1(r)) 2010 $’000 2009 $’000 9,129 9,210 - 448 9,129 9,658 2010 $’000 2009 $’000 17 NON‑CURRENT LIABILITIES ‑ PROVISIONS Employee benefits 1,034 687 71 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 18 CONTRIBUTED EQUITY 2010 $’000 Opening Balance 2009 $’000 121,509 114,074 - 7,435 121,509 121,509 Share capital issued Ordinary shares of $1 each fully paid. The shares are beneficially owned by the Victorian Government. 19 RESERVES 2010 $’000 2009 $’000 Capital reserve (a) 322,099 322,099 Asset revaluation reserve (b)(c) 781,638 79,022 1,103,737 401,121 79,022 75,903 684,215 - 18,401 3,242 - (123) 781,638 79,022 (a) The capital reserve represents an amount equivalent to the net assets transferred to the Company following its formation and forms part of the Company’s general reserves and is not part of its capital under the Corporations Act 2001. (b) The revaluation reserve relates to infrastructure assets and land and buildings measured at fair value in accordance with applicable Australian Accounting Standards. (c) Movements in the asset revaluation reserve: Opening balance Revaluation of infrastructure assets, net of tax effect (refer Note 11(d)) Revaluation of land, net of tax effect (refer Note 11(d)) Transfer to Retained Earnings ‑ disposal of land, net of tax effect Closing Balance 72 20 RETAINED PROFITS 2010 $’000 Opening Balance Net profit after income tax Dividends paid (refer Notes 1(o) and 6) Transfers to and from reserves Closing Balance 2009 $’000 248,619 234,968 66,259 42,376 (37,650) (28,900) - 175 277,228 248,619 21 FINANCIAL INSTRUMENTS (a) Maturity Analysis of Financial Liabilities 2010 Payables Borrowings Deposits CARRYING AMOUNT $’000 LESS THAN 6 MONTHS $’000 64,605 64,605 - - - 719,854 87,604 31,225 299,475 301,550 9,129 423 8,706 - - 793,588 152,632 39,931 299,475 301,550 54,093 49,677 4,416 - - 594,004 132,829 34,200 224,850 202,125 9,210 467 8,743 - - 448 448 - - - 657,755 183,421 47,359 224,850 202,125 6 TO 12 MONTHS $’000 1 TO 5 YEARS $’000 MORE THAN 5 YEARS $’000 2009 Payables Borrowings Deposits Deferred reimbursements The amount of payables disclosed excludes statutory payables. 73 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 21 FINANCIAL INSTRUMENTS (cont) (b) Interest Rate Risk 2009/2010 WEIGHTED AVERAGE INTEREST RATE FLOATING INTEREST RATE $’000 1 YEAR OR LESS $’000 FIXED INTEREST RATE OVER 1 TO MORE THAN 5 YEARS 5 YEARS $’000 $’000 NON‑ INTEREST BEARING $’000 TOTAL $’000 Financial Assets Cash 3.80% 1,937 - - - 5 1,942 - - - - 48,156 48,156 1,937 - - - 48,161 50,098 - - - - (64,605) (64,605) (83,879) (49,950) (284,475) (301,550) - (719,854) - - - - (9,129) (9,129) (83,879) (49,950) (284,475) (301,550) (73,734) (793,588) 69 - - - 5 74 - - - - 47,767 47,767 69 - - - 47,772 47,841 - - - - - (54,093) (54,093) 5.39% (111,129) (55,900) (224,850) (202,125) - (594,004) - - - - - (9,210) (9,210) Deferred reimbursements - - - - (448) (448) Total Financial Liabilities (111,129) (55,900) (224,850) (202,125) (63,751) (657,755) Receivables Total Financial Assets Financial Liabilities Payables Borrowings 5.82% Deposits and advances Total Financial Liabilities 2008/2009 Financial Assets Cash 2.50% Receivables Total Financial Assets Financial Liabilities Payables Borrowings Deposits and advances Receivables and Payables exclude statutory amounts. 74 21 FINANCIAL INSTRUMENTS (cont) (c) Sensitivity Analysis The following table summarises the sensitivity of the Company’s financial assets and liabilities to interest rate risk. INTEREST RATE RISK 30 JUNE 2010 CARRYING AMOUNT $’000 ‑0.5% RESULT $’000 ‑0.5% EQUITY $’000 +0.5% RESULT $’000 +0.5% EQUITY $’000 Financial Assets Cash 1,942 (8) (8) 8 8 719,854 (948) (948) 948 948 (956) (956) 956 956 Financial Liabilities Borrowings Total increase/ (decrease) INTEREST RATE RISK 30 JUNE 2009 CARRYING AMOUNT $’000 ‑0.5% RESULT $’000 ‑0.5% EQUITY $’000 0.5% RESULT $’000 0.5% EQUITY $’000 Financial Assets Cash 74 (7) (7) 7 7 594,004 (647) (647) 647 647 (654) (654) 654 654 Financial Liabilities Borrowings Total increase/ (decrease) 75 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 21 FINANCIAL INSTRUMENTS (cont) (d) Net Fair Value of Financial Assets and Liabilities 2010 CARRYING AMOUNT $’000 2010 NET FAIR VALUE $’000 2009 CARRYING AMOUNT $’000 2009 NET FAIR VALUE $’000 Financial Assets Cash 1,942 1,942 74 74 48,156 48,156 47,767 47,767 50,098 50,098 47,841 47,841 (64,605) (64,605) (54,093) (54,093) (719,854) (736,177) (594,004) (595,548) (9,129) (9,129) (9,210) (9,210) Deferred reimbursements - - (448) (421) Total Financial Liabilities (793,588) (809,911) (657,755) (659,272) Receivables Total Financial Assets Financial Liabilities Payables Borrowings Deposits and advances Net market values of financial instruments are determined on the following basis: Cash, receivables, payables, deposits and advances are valued at their carrying amounts as this approximates net market value. Borrowings are valued by discounting the expected future cash flows at yields offered by the Treasury Corporation of Victoria at balance date. Deferred reimbursements are determined by discounting the expected future cash flows at current interest rates 76 22 KEY MANAGEMENT PERSONNEL DISCLOSURES (a) Responsible Persons (b) Other Key Management Personnel The relevant Minister and Directors of South East Water are deemed to be responsible persons by ministerial direction pursuant to the provisions of the Financial Management Act 1994. The following persons also had authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly, at any time during the financial year: The relevant minister during the reporting period (1 July 2009 to 30 June 2010) was the Hon. T Holding MP, Minister for Water. Remuneration paid to the Minister is shown in the financial statements of the Department of Premier and Cabinet. Other relevant interests are declared in the Register of Members’ Interests which each member of the Parliament completes. Name Position R Dusting General Manager ‑ Infrastructure R Eddington General Manager ‑ Corporate Services M Goddard General Manager ‑ Customer and Community K Hutchings General Manager ‑ ‘us’‑ Utility Services The names of persons who were Directors of South East Water at any time during the financial year are as follows: I Johnson General Manager ‑ Regulation E Underwood, S Cox, G Gentle, T Beach, D Shirrefs, J Turcato and J Slocombe. A Kelly General Manager ‑ Legal and Audit R Mittag General Manager ‑ Business Growth H Reid General Manager ‑ Strategy Mr Shirrefs was appointed acting Chairman effective 27 March 2010. Ms E Underwood resigned on 26 March 2010. Key management personnel also includes an additional 14 senior managers defined as “Executives” as per the Government Sector Executive Remuneration Panel (GSERP). 77 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 22 KEY MANAGEMENT PERSONNEL DISCLOSURES (cont) (c) Key Management Personnel Compensation 2010 $’000 Short term employee benefits 2009 $’000 3,983 3,151 689 770 99 82 4,771 4,003 2010 No 2009 No $0 - $9,999 - 1 $30,000 ‑ $39,999 - 1 $40,000 ‑ $49,999 5 4 $60,000 ‑ $69,999 1 - $90,000 ‑ $99,999 - 1 $300,000 ‑ $309,999 - 1 $370,000 ‑ $379,000 1 - Total 7 8 Post‑employment benefits Other long term benefits The number of Directors of the Company whose remuneration from the Company or any related parties was within the specified bands are as follows: Total Amount 78 2010 $’000 2009 $’000 687 642 22 KEY MANAGEMENT PERSONNEL DISCLOSURES (cont) (c) Key Management Personnel Compensation The number of Executives of the Company, excluding the Managing Director, whose remuneration from the Company or related parties was within the specified bands are as follows: 2010 No 2009 No $130,000 ‑ $139,999 2 1 $140,000 ‑ $149,999 2 3 $150,000 ‑ $159,999 2 3 $160,000 ‑ $169,999 6 3 $170,000 ‑ $179,999 - 1 $180,000 ‑ $189,999 1 1 $190,000 ‑ $199,999 3 1 $200,000 ‑ $209,999 1 3 $210,000 ‑ $219,999 - 1 $220,000 ‑ $229,999 1 - $230,000 - $239,999 2 - $240,000 - $249,999 - 1 $250,000 - $259,999 1 1 $270,000 - $279,999 1 - 22 19 2010 $’000 2009 $’000 4,084 3,361 Total Total Amount (a) Total remuneration for each Executive includes salary, performance pay entitlements, superannuation and other benefits. (d) Other Transactions with Key Management Personnel Water and sewerage services (including Priority Plumbing services) were provided to Key Management Personnel and their related parties for properties within South East Water’s boundaries on an arm’s length basis and under normal commercial terms and conditions. Mr S Cox is a member of the Board of Water Services Association of Australia to which the Company has paid $224,611 (2008/09 $176,074) for membership fees and research contributions. Mr S Cox was also a member of the Board of Savewater Alliance until February 2010. The Company paid $1,495,994 (2008/09 $1,740,801) to Savewater Alliance for services related to the Showerhead Exchange Program and membership fees. There were no other transactions, including loan related transactions, with Key Management Personnel or their related parties during the reporting period other than the payments for services referred to in (c) above. 79 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 23 REMUNERATION OF AUDITORS 2010 $’000 Amounts received, or due and receivable, by the Victorian Auditor‑General for auditing the accounts of the Company 2009 $’000 116 110 116 110 24 CONTINGENT ASSETS AND LIABILITIES Contingent assets Contingent liabilities In the ordinary course of business, developers often provide a commitment to the Company to construct water and sewerage assets. The assets are constructed within an agreed timeframe, generally 12 months, and upon completion are transferred to the Company at no charge. Contingent on the construction of these assets, South East Water is liable to reimburse developers a total amount of $9.0 million (2008/09 $4.4 million) for additional works constructed at the Company’s request. This reimbursement, together with future investment for urban growth by the Company or developers, will be recovered through a combination of new area contributions, plus service and usage charges from all customers. This is consistent with the Essential Services Commission’s final determination for water and sewerage prices in June 2008 (for the 2009/10 year). As at 30 June 2010, various developers have agreed to construct assets to the value of $21.4 million (2008/09 $11.1 million). This value relates to $19.8 million of assets which are under construction (2008/09 $8.6 million) and $1.6 million of assets which have not commenced construction (2008/09 $2.5 million). 80 25 COMMITMENTS (EX GST) (a) Contracted Commitments: Total capital expenditure contracted for at balance date but not provided for in the accounts, payable: 2010 $’000 2009 $’000 38,839 8,424 38,839 8,424 Not later than one year 22,718 18,397 Later than 1 year and not later than 5 years 30,162 37,626 52,880 56,023 Not later than one year 26,680 41,650 Later than 1 year and not later than 5 years 16,670 43,350 43,350 85,000 Not later than 1 year These commitments include construction of the Officer South Pump Station $15.2 million. Other expenditure contracted for at balance date but not provided for in the accounts, payable: These contributions include statutory obligations such as the environmental contribution, and Our Water Our Future payments of $40.6 million: Total Foodbowl Irrigation Modernisation Project committed to by the Company at balance date for water entitlements: Stage 1 of the Northern Victoria Irrigation Renewal Project (NVIRP) has planned expenditure of $1.004 billion. The estimated long term annual water savings of 225GL are to be shared equally between irrigators, the environment and Melbourne via the Sugarloaf Pipeline. Melbourne’s share of the water savings will be defined as water entitlements and will be held jointly by the three metropolitan retail water companies. The Water Saving Supply and Transfer Agreement was signed in June 2010 resulting in the Company recognising an intangible asset for the value paid to date. The Company has been advised by correspondence from the Department of Sustainability and Environment to make a contribution of $100 million (excluding GST) to the project and in return will hold its share of the Water Entitlements. This payment is to be paid to Melbourne Water Corporation to finance Melbourne’s contribution to NVIRP. At balance date, the Company had made a contribution of $56.7 million (excluding GST) (refer note 12), for onforwarding to the Department of Sustainability and Environment and has a commitment to pay a further $43.3 million (excluding GST) over the next four years in line with an agreed payment schedule. 81 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 25 COMMITMENTS (EX GST) (cont) (b) Lease Commitments 2010 $’000 2009 $’000 4,527 5,113 11,339 12,006 982 3,115 16,848 20,234 Not later than 1 year 1,421 1,295 Later than 1 year and not later than 5 years 3,777 3,041 Later than 5 years 2,890 3,362 8,088 7,698 Not later than one year 19,900 16,800 Later than 1 year and not later than 5 years 44,500 62,000 64,400 78,800 Total lease expenditure contracted for at balance date but not provided for in the accounts, payable: Not later than 1 year Later than 1 year and not later than 5 years Later than 5 years These commitments represent non-cancellable operating leases which have an average lease term of up to 10 years. Assets that are subject to operating leases include property, motor vehicles and office equipment. Non‑cancellable operating lease receivable: (c) Other Commitments Total backlog sewerage expenditure committed to by the Company at balance date but not contracted for: These commitments represent the works program over the Water Plan period to 30 June 2013. 82 26 NON-CURRENT LIABILITY DEFINED BENEFIT SUPERANNUATION LIABILITY 2010 $’000 2009 $’000 54,632 45,820 Current service cost 1,284 1,014 Interest cost 2,522 2,790 598 618 Actuarial (gain)/losses (1,144) 5,792 Benefits paid (1,872) (1,423) (380) (241) - 262 55,640 54,632 51,326 57,932 Expected returns on fund assets 3,489 3,883 Actuarial gain/(loss) 1,207 (10,543) Employer contributions 1,860 838 598 618 (1,872) (1,423) (380) (241) (a) Superannuation Plan The Company participates in a number of superannuation funds which provide benefits either on a defined benefit or cash accumulation basis, for employees on retirement, resignation, or disablement, or to their dependants on death. Employee contributions to the fund are legally enforceable and are based on an agreed percentage of total salaries and wages as recommended by the funds actuaries. (b) Reconciliations Reconciliation of the defined benefit obligation Present value of defined benefit obligation at the beginning of the year Contribution by plan participants Taxes and premiums paid Transfers in Present value of defined benefit obligation at the end of the year Reconciliation of fair value fund assets Financial year ending 30 June Fair value of fund assets at the beginning of year Contributions by fund participants Benefits paid Taxes and premiums paid 83 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 26 NON CURRENT LIABILITY: DEFINED BENEFIT SUPERANNUATION LIABILITY (cont) 2010 $’000 Transfers in 2009 $’000 - 262 56,228 51,326 55,640 54,632 (56,228) (51,326) Deficit/(surplus) (588) 3,306 Net superannuation liability/(asset) (588) 3,306 Service cost 1,284 1,014 Interest cost 2,522 2,790 Expected return on assets (3,489) (3,883) Actuarial (gains)/losses (2,351) 16,335 (2,034) 16,256 1,860 838 (3,894) 15,418 (2,034) 16,256 Fair value of fund assets at end of the year Reconciliation of the assets and liabilities recognised in the Balance Sheet As at 30 June Defined benefit obligation Fair value of fund assets Income/Expense recognised in Statement of Comprehensive Income Financial year ending 30 June Superannuation expense/(income) The income/expense is recognised in the Statement of Comprehensive Income and in Note 3/4 in the following line items: Employee benefits costs Actuarial (gain)/loss on defined benefit fund 84 26 NON CURRENT LIABILITY: DEFINED BENEFIT SUPERANNUATION LIABILITY (cont) Fund assets The percentage invested in each asset class at the Balance Sheet date: 2010 2009 As at 30 June Australian equity 37% 36% International equity 25% 25% Fixed income 13% 12% Property 10% 11% Growth alternatives 7% 7% Defensive alternatives 2% 3% Cash 6% 6% 100% 100% Fair value of fund assets The fair value of plan assets includes no amounts relating to - any of the Company’s own financial instruments; and - any property occupied by, or other assets used by, the Company. Expected rate of return on fund assets The expected return on assets assumption is determined by weighting the expected long‑term return for each asset class by the target allocation of assets to each class and allowing for the correlations of the investment returns between asset classes. The returns used for each class are net of investment tax and investment fees. An allowance for administration expenses has also been deducted from the expected return. The expected return on assets assumption for pension assets has not been reduced for investment tax. 85 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 26 NON CURRENT LIABILITY: DEFINED BENEFIT SUPERANNUATION LIABILITY (cont) 2010 $’000 2009 $’000 Financial year ending 30 June Actual return on fund assets 4,696 (6,660) Discount rate (active members) 4.7% p.a 4.9% p.a Discount rate (pensioners) 5.1% p.a 5.4% p.a Expected rate of return on fund assets (active members) 7.0% p.a 7.0% p.a Expected rate of return on fund assets (pensioners) 7.5% p.a 7.5% p.a Expected salary increase rate 4.0% p.a 4.0% p.a Expected pension increase rate 3.0% p.a 3.0% p.a Principal actuarial assumptions at Balance Sheet date The expected rate of return on Plan Assets includes a reduction to allow for administrative expenses of the plan. Historic information 2010 $’000 2009 $’000 2008 $’000 2007 $’000 2006 $’000 55,640 54,632 45,820 43,571 45,484 56,228 51,326 57,932 62,053 54,582 (588) 3,306 (12,112) (18,482) (9,098) Experience adjustments (gain)/loss ‑ fund assets (1,207) 10,543 6,606 (4,880) (3,627) Experience adjustments (gain)/loss ‑ fund liabilities (2,104) 3,746 933 (2,816) 1,703 Financial year ending 30 June Present value of defined benefit obligation Fair value of fund assets (Surplus)/deficit in plan Expected employer contributions: Expected employer contributions for 2010/11 is $1,423,000. 86 27 RELATED PARTY DISCLOSURES Parent Entity The Company’s parent entity is the State Government of Victoria. The Department of Treasury and Finance is the shareholder representative. Other Related Parties Other related parties relate to other wholly owned State Government entities with whom the Company has financial dealings. Transactions with Related Parties (a) Water and Sewerage Services Water and sewerage services were provided to related parties for properties within the Company’s boundary on the same terms and conditions that apply to all other customers. (b) Other Transactions All other transactions with Victorian Government related party entities were made on normal commercial terms and conditions. Financial transactions, based on a materiality threshold of greater than $1,000,000 with each related party, during the reporting periods are as follows: Department of Treasury & Finance The Company pays income tax and dividends to the Department. Financial accommodation levies and ESC license fees are also paid. Dividend and income tax paid Financial accommodation levies and ESC commission license fees 2010 $’000 2009 $’000 63,707 48,151 4,726 2,852 7,360 13,044 The following amounts remain payable at balance date: Income Tax, Financial Accommodation and ESC license fees payable 87 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 27 RELATED PARTY DISCLOSURES (cont) Department of Sustainability and Environment The Company bills and collects Parks charges on behalf of the Department. In addition, the Company is required to make and receive various payments to the Department which are included in the definition of profit before income tax. 2010 $’000 2009 $’000 Environmental Levy & Our Water Our Future 18,740 18,997 Parks Victoria rates remitted 45,403 39,797 Fee for collecting Parks Victoria rates 1,834 1,775 Water Smart Gardens, Homes Rebate Scheme and Water Tank Conservation Concession 1,124 1,150 Grants funding 1,075 6,375 0 750 0 9 135 138 206,042 160,202 Drainage rates remitted 68,384 62,772 Water entitlement relating to the Foodbowl Irrigation Modernisation Project 41,667 15,000 272 257 3,427 2,998 1,443 3,633 543 1,223 86 87 Water Smart Project The following amounts remain payable/receivable at balance date: Parks Victoria rates yet to be remitted Fees receivable for the collection of Parkes Victoria rates, Water Smart Gardens and Water Tank Conservation Scheme Melbourne Water Corporation The company transacts solely with the Melbourne Water Corporation for purchase of bulk potable water and sewage treatment. The company, under a normal commercial agency agreement, bills and collects drainage rates on behalf of Melbourne Water, while income is received for providing this service. Bulk potable water purchase and bulk sewage treatment MW share of information statement income Fee for collecting drainage rates including recovery of council valuation fees The following amounts remain payable/receivable at balance date: Bulk water and sewage charges and share of information statements outstanding Drainage charges yet to be remitted Fees receivable for drainage collection 88 27 RELATED PARTY DISCLOSURES (cont) Treasury Corporation of Victoria As required by the State Government, the Company’s borrowing are sourced solely from the Treasury Corporation of Victoria. 2010 $’000 Net borrowings during the year 2009 $’000 125,850 90,747 Interest expense 37,286 31,711 Advisory services 27 35 Interest revenue 13 26 719,854 594,004 11,119 8,547 4,020 3,638 759 746 Land/Payroll Tax payable 975 1,513 Not for profit rebate scheme receivable 191 189 The following amounts remain payable at balance date: Aggregate amount of borrowings payable Interest expense State Revenue Office The Company paid the State Revenue Office the following under normal commercial arrangement: Land/Payroll Tax Not for profit rebate scheme reimbursement The following amounts remain payable/receivable at balance date: 89 South East Water Limited ACN 066 902 547 NOTES TO THE FINANCIAL STATEMENTS for the year ended 30 June 2010 27 RELATED PARTY DISCLOSURES (cont) Department of Human Services The Company provides a number of services to the community which includes the administration of the pension rebate scheme and Utility Relief Grant Scheme 2010 $’000 Safe Drinking Water administration levy Pension rebate/Utility Relief Grant Scheme Pension rebate project reimbursement 2009 $’000 216 211 29,951 25,303 53 217 1,731 1,404 The following amounts remain payable/receivable at balance date: Pension rebate concession outstanding No provision for doubtful debts has been raised in relation to any outstanding balances, and no expense has been recognised in respect of bad and doubtful debts due from related parties. Loans to and from Related Parties Apart from the loan transaction reported above, there were no other loan transactions with related parties. Guarantees Given/Received The State Government of Victoria has provided a guarantee on loans sourced from the Treasury Corporation of Victoria. There were no other guarantees given to or received from any related parties. Ownership Interests in Related Parties The Company has no ownership interests in any related parties. 90 28 RECONCILIATION OF NET PROFIT AFTER INCOME TAX TO NET CASH INFLOW FROM OPERATING ACTIVITIES 2010 $’000 2009 $’000 Net profit after income tax 66,259 42,376 Depreciation 41,252 36,380 814 1,169 Net (profit)/loss on sale of assets 22 (37) Write back of prepayment 46 46 (23,335) (21,824) (Increase)/decrease in receivables 2,703 (13,120) (Increase)/decrease in inventories (417) 176 392 (15,808) (588) 12,112 (2,883) 2,311 5,993 346 (3,306) 3,306 (81) 4,756 1,199 583 (4,574) 6,324 3,111 962 86,607 60,058 Write‑off of non-current assets Value of works taken over from developers Changes in operating assets and liabilities (Increase)/decrease in prepayments (Increase)/decrease in defined benefit super surplus Increase/(decrease) in income tax payable Increase in deferred tax liability Increase/(decrease) in defined benefit superannuation liability Increase/(decrease) in deposits and advances Increase in provisions Increase/(decrease) in trade creditors Increase in interest creditors Net cash flows from operating activities 29 ECONOMIC DEPENDENCE The normal trading activities of the Company are dependent on the provision of bulk water and sewage treatment services from Melbourne Water Corporation. No alternative supplier exists and this is envisaged to continue into the foreseeable future. As required by the State Government, the Company’s borrowings are sourced solely from the Treasury Corporation of Victoria. 91 South East Water Limited ACN 066 902 547 DIRECTORS’ DECLARATION The Directors declare they have been given the declaration made by the Managing Director and the Chief Financial Officer of the Company pursuant to Section 295A of the Corporations Act 2001 and declare that the financial statements and notes of the Company: (a) comply with the Corporations Regulations 2001 and Australian Accounting Standards; and (b) give a true and fair view of the Company’s financial position as at 30 June 2010 and of its performance, as represented by the results of its operations and its cash flows for the financial year ended on that date. At the date of this statement, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. Signed in accordance with a resolution of the Board of Directors. T Beach Acting Chairman Melbourne 23 August 2010 92 S Cox Managing Director INDEPENDENT AUDITOR’S REPORT 93 INDEPENDENT AUDITOR’S REPORT 94 RISK MANAGEMENT ATTESTATION 95 96
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