Professional Documents
Culture Documents
2011
ANNUAL
REPORT
DAVID JONES LIMITED ABN 75 000 074 573 ACN 000 074 573
29/09/11 6:08 PM
CONTENTS
Performance Analysis
Chairmans and Chief Executive Officers Report
Five Year Financial Statistics
Board of Directors
Management Committee
Corporate Governance Statement
Corporate Sustainability Report
Directors Report
Remuneration Report
Financial Statements
Directors Declaration
Auditors Independent Declaration
Independent Audit Report
Shareholder Information
Corporate Directory
1
2
7
8
10
11
26
36
40
60
118
119
120
122
124
PERFORMANCE ANALYSIS
FY2011
$m
% of sales
1,961.7
Sales
FY2010*
$m
% of sales
2,053.1
Gross Profit
767.3
39.1%
815.7
39.7%
568.5
29.0%
610.9
29.8%
198.8
10.1%
204.8
10.0%
47.7
44.4
Total EBIT
246.5
12.6%
249.2
12.1%
NPAT
168.1
8.6%
170.8
8.3%
11
07
08
09
10
47.7
44.4
41.3
10
38.4
09
36.1
08
4.72
07
4.99
5.24
11
4.88
10
5.04
09
1,961.7
2,053.1
08
1,985.5
07
2.098.0
1,983.2
11
Dividend
Previous
AGAAPhistory
(cents per share)
11
09
NPAT
Previous AGAAP
($ millions)
EPS
Previous AGAAP
(cps)
Earnings used refers to underlying earnings
after removing the one-off impacts of the
profit from the sale of the Bourke Street
Home Store in FY2008 and the unwinding
of the Sale and Leaseback transaction in
FY2007, the full details of which are disclosed
in the Companys Annual Report for the
relevant year.
29.0
10
29.8
09
30.3
08
31.2
07
09
156.5
11
137.1
10
109.5
31.5
09
32.3
08
168.1
07
170.8
11
33.0
24.6
10
34.0
07
28.4
28
09
30
28
08
22
27
07
08
09
10
11
CODB
(Percentage of sales)
09
Dear Shareholders,
We are progressing well with our new Point of Sale (POS) system.
We are in the final stages of selecting a new POS solution, the
roll-out of which is scheduled to occur from the second half of
calendar 2012. The new POS system will improve our customers
service experience and significantly reduce transaction time. In
addition, our new POS system has multi-channel functionality and
will play apivotal role in the Companys multi-channel strategy.
Within this environment the Company saw its total sales growth
(on an Adjusted Calendar Weeks Basis) rates drop from +1.2%
in 1Q11 to -10.3% in 4Q11 compared to the same periods in
FY2010. This dramatic drop is unprecedented in the Companys
recent history.
In this environment our focus has been on:
New stores
Despite the challenges facing our business over the past 12 months
we made a conscious decision to invest in initiatives that would
secure our Companys long term success. There have been a
number of significant highlights that we are pleased to report.
These are summarised below.
Launching our online site
It is our intention to be a major player in multi-channel retailing in
the future and to provide our customers with the best shopping
experience and range of products regardless of which channel they
choose to shop from (i.e. online, in-store, mobile application or
acombination).
Employee Engagement
Is like no other.
Always will be like no other store.
Refurbishments
From the Dec 09 quarter to the Mar 11 quarter, household savings increased
by over 50% reaching levels that are now higher than those experienced
during the GFC
3,500
3,000
This equates to a
savings rate of 11.5%
$2,886
$2,725
2,500
2,000
$1,821
1,500
1,000
500
0
-500
00
01
02
03
04
05
06
07
08
09
10
11
-1,000
From the Dec 09 quarter to the Mar 11 quarter, household savings increased by
over 50% reaching levels that are now higher than those experienced during the GFC
Source: ABS 5206 Table 3
David Jones sales revenue for the year was $1,961.7 million,
down4.4% on FY2010.
Earnings before interest and tax (EBIT) in FY2011 was
$246.5million, down 1.1% on FY2010 ($249.2 million).
125
120
115
110
105
100
95
90
85
80
Jul
09
Oct
09
Jan
10
Apr
10
Jul
10
Oct
10
Jan
11
Apr
11
Jul
11
CONCLUSION
Despite the immediate trading challenges we are facing, we are
excited about David Jones future. Our Company is working to
become a successful multi-channel retailer and we have over
the past 12 months invested in many initiatives that will deliver
sustainable long term growth for our business and will generate sales
in ways other than through constant discounting.
EMPLOYEES
We would like to take this opportunity to express thanks to each
of our employees for their hard work and commitment throughout
FY2011 and to recognise their outstanding contribution during what
has been a very difficult year.
SUPPLIER PARTNERS
We would also like to take the opportunity to thank our
suppliers(both existing and new additions to our portfolio). Our
suppliers are an integral part of our Home of Brands strategy,
which differentiates David Jones from its competitors. We are
committed to nurturing and strengthening our relationship with
each of oursuppliers.
DIVIDENDS
Our vision is that David Jones will bring the best branded multichannel department store shopping experience to everyone we
serve, every time.
Paul Zahra
CHIEF EXECUTIVE OFFICER
2011
$000
20103
$000
20092
$000
20081
$000
20071
$000
2,053,087
815,729
39.7%
204,798
44,379
1,985,490
786,146
39.6%
184,377
41,274
2,097,999
829,772
39.5%
174,560
38,385
1,983,220
779,846
39.3%
139,945
36,114
EBIT
246,469
249,177
225,651
212,945
176,060
NPAT
168,139
170,766
156,522
137,056
109,513
288,850
38,251
798,416
89,033
282,346
45,738
761,565
105,272
244,843
45,503
724,080
110,248
257,288
486,384
670,687
112,743
280,281
578,078
666,169
110,115
1,214,550
1,194,921
1,124,674
1,527,102
1,634,643
Payables
Provisions
Interest-bearing liabilities
Other liabilities
216,429
32,910
131,943
47,788
244,529
47,420
103,945
54,789
244,102
58,905
101,870
34,955
274,608
61,635
512,360
61,252
265,972
71,885
719,994
63,496
Total Liabilities
429,070
450,683
439,832
909,855
1,121,347
NET ASSETS
785,480
744,238
684,842
617,247
513,296
12.6%
33.0
28.0
16.8%
21.4%
12.1%
34.0
30.0
14.0%
22.9%
11.4%
31.5
28.0
14.8%
22.9%
10.2%
28.4
27.0
82.7%
22.2%
8.9%
24.6
22.0
140.3%
21.3%
Sales
Gross Profit
% of sales
Retail Contribution
Financial Services EBIT
BALANCE SHEET
Inventory
Other current assets
Property, plant & equipment
Other non-current assets
Total Assets
RATIOS
EBIT to Sales (%)
Basic earnings per share (cents)
Dividends per share (cents)
Debt to equity (%)
Return on shareholder equity (%)
1
Adjusted for the removal of the one-off impacts of the profit from the sale of the Bourke Street Home Store in FY2008 and the unwinding
of the Sale and Leaseback transaction in FY2007, the full details of which are disclosed in the Companys Annual Report for therelevant year
BOARD OF DIRECTORS
ROBERT SAVAGE
AM
Resident of Sydney
Term of office
Non-Executive Director
since 25 October 1999
and appointed Chairman
on 17 July 2003.
Independent Yes
jOHN COATES
AC LLB
Resident of Sydney
Term of office
Non-Executive Director
since 6 October 1995
and appointed
Deputy Chairman on
14 October 2003.
Independent Yes
PAUL ZAHRA
Resident of Sydney
Term of office
Executive (Managing)
Director and
Chief Executive Officer
since 18 June 2010.
Independent No
STEPHEN GODDARD
BSc (Hons) MSc
Resident of Sydney
Term of office
Executive Director and
Finance Director since
3 February 2003.
Independent No
External Directorships Chairman and Director of Perpetual Trustees Australia Limited; and
Director of Fairfax Media Limited.
Skills, experience and expertise Mr Savage has been a non-executive director for 12years
across a wide range of industries and has held several roles including on Audit and Remuneration
and Nominations Committees. Prior to his appointment at David Jones, Mr Savage had extensive
business experience gained during a 35 year career with IBM in marketing, finance, software
development and management roles.
During this period, he worked in Australia, throughout Asia and in the United States.
Roles at IBM included the following: Managing Director and Chairman of IBM Australia; General
Manager Government for all of IBMs business activity with governments throughout Asia Pacific
and South Asia; and Chairman and Chief Executive Officer of IBM Hong Kong, China and Taiwan.
Mr Savage previously held the office of Chairman and Director of Perpetual Limited.
Board committee membership Member of the Remuneration and Nominations Committee and
Property Committee.
External Directorships President, Australian Olympic Committee Inc; President, International
Council of Arbitration for Sport and Court of Arbitration for Sport; Non-executive Chairman,
William Inglis & Son Limited; Member, Grant Samuel Advisory Board, IOC Executive Board and
Sydney Olympic Park Authority.
Skills, experience and expertise Mr Coates retired as a lawyer at the end of 2009. He has
served on various Commonwealth and State statutory authorities and his public company and
Olympic board experience includes property development and investment, shopping centre and
funds management. Mr Coates plays an active role in advising and assisting senior executives in
the implementation of the Companys key legal, public and commercialrelationships.
Board committee membership Chairman of the Property Committee and Member of the
AuditCommittee.
External Directorships None
Skills, experience and expertise Mr Zahra has 29 years experience in the Australian retail
sector. He has held senior management roles across the retail sector including buying, stores,
visual merchandising, supply chain, store refurbishments, customer service and operations.
MrZahra joined David Jones Limited in 1998 as General Manager of Merchandise Services and
has since been a part of the Companys management team for 13 years. He has spent more
than 10years in strategic roles in other major Australian retail stores, including setting up the
Officeworks Superstores business and holding management roles at Target Australia.
Board committee membership Executive Directors are not members of Board Committees
butattend Committee meetings as required.
External Directorships None
Skills, experience and expertise Mr Goddard has 27 years experience in the Australian
retail sector across a broad range of areas including finance, strategic planning, merchandise,
stores, logistics, supply chain and property. The vast majority of this time has been in senior
management and strategic roles in major Australian department stores including 14 years at
David Jones Limited and 13 years at Coles Myer Limited, which included his appointment as
founding Managing Director of Officeworks in 1993. Mr Goddard brings to the Board extensive
and broad ranging retail experience. Mr Goddard joined David Jones Limited in 1997 as
Operations Director. He was appointed Chief Financial Officer in July 2001 and Finance Director
in February 2003, and has played an integral role in rebuilding the financial performance of the
Company in recent years.
Board committee membership Executive Directors are not members of Board Committees
butattend Committee meetings as required.
REGINALD CLAIRS
AO
Resident of Brisbane
Term of office
Non-Executive Director
since 22 February 1999.
Independent Yes
JOHN HARVEY
LLB B.JURIS GRAD.
DIP ACC., FCA
Resident of Melbourne
Term of office
Non-Executive Director
since 8 October 2001.
Independent Yes
KATIE LAHEY
BA (Hons) MBA
Resident of Sydney
Term of office
Non-Executive Director
since 6 October 1995.
Independent Yes
PETER MASON
AM B.Com (Hons),
MBA, Honorary Doctorate
of Business (UNSW)
Resident of Sydney
Term of office
Non-Executive Director
since 28 November 2007.
Independent Yes
PHILIPPA STONE
BA LLB (Hons)
Resident of Sydney
Term of office
Non-Executive Director
since 9 March 2010.
Independent Yes
executive committee
paul zahra
Chief Executive Officer
stephen goddard
Finance Director
CATE DANIELS
Group Executive Operations
SACHA LAING
Group Executive
Fashion and Beauty
Patrick robinson
Group Executive
Home and Food
karen mclachlan
Group Executive
Information Technology
Paula Bauchinger
Group Executive
Human Resources
MATTHEW DURBIN
Group Executive
Financial Services
BRETT RIDDINGTON
Group Executive
Marketing
The Executive Committee is
currently comprised of eleven
members all of whom are
pictured on this page. The role
of the Executive Committee
is to implement group policy,
manage corporate processes
and review strategy and
resources.
antony karp
Group Executive
Retail Development
DAVID ROBINSON
Group Executive
Multichannel Strategy
&Integration
David Jones Annual Report 2011
10
1.
INTRODUCTION
12
12
12
BOARD COMMITTEES
4.1
4.2
4.3
4.4
4.5
5.
5.1
5.2
5.3
5.4
5.5
6.
18
19
20
7.1 Overview
7.2 STI Scheme
7.3 LTI Plan
15
8.
8.1
8.2
8.3
8.4
8.5
8.6
8.7
11
21
24
1 INTRODUCTION
12
within the last three years have not been a principal of a material
professional adviser or material consultant to David Jones (or
another David Jones Group member), or a director, officer,
employee or consultant materially associated with the service
provided by a material professional adviser or material consultant
to the Company;
David Jones Board currently comprises seven independent NonExecutive Directors (including the Chairman) and two Executive
Directors being the CEO and Finance Director.
nature and value of the transaction to David Jones and the other
third party to the transaction.
13
14
4 BOARD COMMITTEES
The Board has adopted a formal policy whereby the Directors may,
subject to the Chairmans consent which may not be unreasonably
withheld or delayed, individually or collectively obtain independent
professional advice, at the expense of David Jones, in the
furtherance of their duties as Directors of the Company.
15
16
The Audit Committee comprises four independent NonExecutive Directors and the Chairman of the Board sits on the
Audit Committee in an ex officio capacity. The Committee has
appropriate financial expertise and all members have a sound
knowledge of the industry in which David Jones operates. The
Committee Chairman is a chartered accountant and was formerly
a registered company auditor, although he has never acted as an
auditor of David Jones.
Each year, the Committee reviews the internal Risk Review plan
and recommends it to the Board for approval.
17
The Property Committee comprises three independent NonExecutive Directors of the Company. The Committee has
appropriate property expertise and all members have a sound
knowledge of the industry in which David Jones operates.
Further, if, in the view of the Committee, the level of fees for
non-audit related services being provided by the external auditors
is of a magnitude that could impair, or be perceived to impair, the
auditors independence, the Committee may, from time to time,
impose a restriction on non-audit work being awarded to the
external auditor.
For the external auditor to be eligible to undertake any nonaudit related services, the external auditor must not as a result
oftheassignments:
create a mutual or conflicting interest with that of David Jones;
audit their own work;
18
No fees were paid to Ernst & Young for non-audit services in the
2011 financial year.
financial reporting;
market.
strategic;
brand;
products or service quality;
operational;
sustainability;
ethical conduct;
compliance;
technology;
19
As detailed in the Remuneration Report, the short and longterm incentive components of remuneration are determined
with reference to external benchmarking and advice from
independentexperts.
The financial hurdles in the STI Scheme and LTI Plan are (as
applicable) determined through a structured budgeting and three
year planning process that requires full Board approval.
20
Delegations Manual;
Treasury Policy;
Capital Expenditure Policy;
Share Trading Policy; and
Occupational Health and Safety, Equal Opportunity and other
human resources policies.
During the 2011 financial year, face to face Code of Ethics and
Conduct education sessions were delivered to over 9,000 David
Jones employees. As part of these sessions, every employee was
re-issued with the Code and asked to formally acknowledge their
understanding of and commitment to the Code at all times.
21
David Jones has a Share Trading Policy that complies with the
requirements of ASX Listing Rule 12.12. This was lodged with the
ASX in 2010 and is available in the Corporate Governance section
of its website.
8.4 Diversity
22
are also prohibited from entering into any stock lending or other
similar arrangements in relation to their security holding in the
Company; and
prohibited from dealing in the securities of outside companies
about which they may gain price sensitive information by virtue
of their position with David Jones.
23
Reference1
Compliance
Companies should establish the functions reserved to the board and those delegated
to senior executives and disclose those functions.
3.2
Comply
1.2
3.9
Comply
1.3
Comply
2.2
3.3
Comply
3.3, 3.4
Comply
2.3
The roles of chair and chief executive officer should not be exercised by the same
individual.
3.3
Comply
2.4
4.3
Comply
2.5
Companies should disclose the process for evaluating the performance of the board,
its committees and individual directors.
3.9, 4.2
Comply
2.6
Comply
Comply
Companies should establish a code of conduct and disclose the code or a summary
of the code as to:
the practices necessary to maintain confidence in the companys integrity
the practices necessary to take into account their legal obligations and the
reasonable expectations of their stakeholders
the responsibility and accountability of individuals for reporting and investigating
reports of unethical practices.
3.2
Companies should establish a policy concerning diversity and disclose the policy
orasummary of that policy. The policy should include requirements for the board
to establish measurable objectives for achieving gender diversity and for the board to
assess annually both the objectives and progress in achieving them.
8.4
To be disclosed as
required in 2012
3.3
Companies should disclose in each annual report the measurable objectives for
achieving gender diversity set by the board in accordance with the diversity policy
and progress toward achieving them.
8.4
To be disclosed as
required in 2012
3.4
Companies should disclose in each annual report the proportion of women in the
whole organisation, women in senior executive positions and women on the board.
8.4
Comply
3.5
8.1 8.4
24
Reference1
Compliance
4.1, 4.4
Comply
4.2
4.1, 4.4
Comply
4.3
4.2, 4.4
Comply
4.4
4.1, 4.2
Comply
Companies should establish written policies designed to ensure compliance with ASX
Listing Rule disclosure requirements and to ensure accountability at a senior executive
level for that compliance and disclose those policies or a summary of those policies.
8.6
Comply
5.2
8.6
Comply
Comply
6.2
Comply
Companies should establish policies for the oversight and management of material
business risks and disclose a summary of those policies.
6.1, 6.2
Comply
7.2
The board should require management to design and implement the risk
management and internal control system to manage the companys material business
risks and report to it on whether those risks are being managed effectively. The
board should disclose that management has reported to it as to the effectiveness of
the companys management of its material business risks.
6.2, 6.3
Comply
7.3
The board should disclose whether it has received assurance from the chief executive
officer (or equivalent) and the chief financial officer (or equivalent) that the declaration
provided in accordance with section 295A of the Corporations Act is founded on a
sound system of risk management and internal control and that the system is operating
effectively in all material respects in relation to financial reporting risks.
6.3
Comply
7.4
6.2, 6.3
Comply
4.1, 4.3
Comply
8.2
4.1, 4.3
Comply
8.3
Comply
8.4
Comply
References to section numbers refer to the relevant sections of this Corporate Governance Statement.
25
our environment.
This report illustrates the improvement that David Jones has
made in managing and reporting its social and environmental
responsibilities in recent years, but does not present an exhaustive
record of the risks and opportunities that may impact our
business or our industry in the future. Over the next 12 months,
we will seek to engage a range of stakeholders to identify which
industry trends are likely to impact David Jones, and determine
what the business can do to manage these risks and realise
theseopportunities.
I am proud of what we have achieved over the past year and am
excited by the plans that the business has in place to continue
integrating sustainability into our broader corporate strategy.
On behalf of the Board of Directors and Executive Committee,
I commend this report to you and look forward to providing
another update in next years annual report.
Paul Zahra
Chief Executive Officer
26
2. My Manager;
3. Performance assessment;
This aspiration has and will continue to drive David Jones people
focus and investment in its people.
The survey has enabled David Jones to identify the key drivers of
engagement and opportunities that the Company can pursue to
make David Jones the best place for its people to work.
3 COMMUNICATION
To ensure David Jones people feel valued and supported, the
Company recognises the importance of ensuring that all employees
are informed, included and involved. To this end, the following
initiatives have been implemented with the aim of encouraging
regular, open and two way communication across the organisation.
27
David Jones increased its employee discount in line with its local
retail competitors and in consideration of best practice people
benchmarks of successful international retailers.
As a driver of employee engagement this has proven to be a
popular and successful initiative.
To ensure that David Jones people can exercise choice and have
ease of access to raising and resolving any concerns, in addition to
the resolution procedure and the internal Code of Ethics hotline,
an independent third party hotline was established.
During the year, David Jones delivered its existing training and
development programs and developed and implemented the
following program.
28
458
248
281
423
536
549
3.3
11
09
10
11
09
10
11
3.1 Awards
This year, the Toowong Village store was recognised for excellence
in safety leadership with the SafetyFirst@davidjones Award.
29
David Jones safe work practice training program ensures that all
employees are provided with up-to-date information, instruction
and training on safety, relevant to their position.
1. COMMUNITY
2. WOMENS HEALTH
2.1 National Breast Cancer Foundation (NBCF)
Total Donation of approximately $588,000
David Jones has been associated with the NBCF since its inception
in 1994 and in 2004, became a Diamond Partner. David Jones has
hosted a number of fundraising initiatives in order to continue to
support research programs.
In July 2011, David Jones saw the end of its partnership with
the Royal Hospital for Women (which offered specialised well
womens health services) so that it could focus its funds and efforts
towards an expanded breast screening service. On 16 September
2011, a new Rose Clinic was launched in the Companys
QueensPlaza (Brisbane) store. The Companys proposed breast
screening expansion strategy will see Rose Clinics opening in the
coming years in Hay Street (Perth) and Adelaide Central Plaza
(Adelaide) stores to provide a national service for its customers.
In 2010, David Jones was awarded The Pink Circle Award, which
is awarded to Corporate Partners who have generated over
$1million for breast cancer research.
30
The second David Jones Rose Clinic was opened in August 2010
inthe newly refurbished Bourke Street Mall, Melbourne Store.
David Jones enlisted the support of all of its stores nationally and
held a Queensland Flood Relief Day on Sunday 9 January 2011,
where all profits from all stores were donated to this fund. The
CEO personally attended the televised fund raising appeal to
pledge the donation of $250,000 raised from the day.
David Jones supported the NBCF Pink Ribbon month through the
sale of Pink Ribbon merchandise in all stores nationally, in addition,
further contributions were made through staff breakfasts in support
of this initiative.
5. OTHER CHARITIES
Total Donations of approximately $60,000
Research Grant:
Total contribution of $100,000
31
The energy efficiency program has been a key focus for David
Jones through FY2011, because more efficient use of electricity
represents the most significant opportunity for the business to
reduce environmental impacts and meet the challenge of rising
energy costs.
2 ENVIRONMENT STRATEGY
32
108.0
111.2
112.2
122.2
120.3
101.9
07
08
09
10 11
98.3
103.8
54.59
114.5
121.0
69.81 64.04
58.72 56.32
Annual GWh against the FY2006 baseline and watts per square metre,
Annual GWh and Watts Per Sq. Metre Per Trading Hour
per average trading hour
3 ENVIRONMENTAL MANAGEMENT
David Jones key focus areas in relation to environmental
management include: energy, waste management, packaging,
transport and travel, water and refrigerant gases. Typically,
the business has the ability to directly influence environmental
outcomes in these areas or is obligated to disclose its impacts.
19.0%
REDUCTION IN
LFL ENERGY USAGE
since FY2006
33
For the third consecutive year, the business has exceeded the
APCs target for cardboard recycling and has increased the total
amount of waste material collected for recycling. As a result, the
business diverted a further 1,747 tonnes of cardboard and soft
plastic film from landfill in the 12 months to July 2011, an increase
of 230 tonnes from the previous year.
Since that time, the Operations group has reduced the amount of
general waste sent to landfill by 44.6% to 3,323 tonnes, including a
84 tonne reduction in FY2011.
34
launched the David Jones reusable tote bag and sold more than
218,600 units since November 2007; and
4 GOVERNANCE PRINCIPLES
David Jones management will continue to ensure oversight of
sustainability issues, initiatives and disclosures by:
updating the Companys risk matrix to reflect the changing
macro environment and stakeholder expectations;
6 FY2012 Priorities
The Company also monitors its corporate travel profile and relies
on information provided by its airline partners to track GHG
emissions from interstate and overseas flights.
35
directors report
The Directors present their Report together with the Financial Statements of the Consolidated Entity for the 52 weeks ended 30 July 2011.
DIRECTORS
The Directors of the Company in office at any time during, or since the end of, the financial year are as follows:
Robert Savage AM
John Coates AC
Paul Zahra
Stephen Goddard
Reginald Clairs AO
John Harvey
Katie Lahey
Peter Mason AM
Philippa Stone
The above Directors were in office for the entire financial year and up to the date of this Report.
For details of the Directors qualifications, experience, special responsibilities and other Directorships, refer to pages 8 to 9, which areto
be read as part of this Report.
*Paul Zahra is also Managing Director of the Company.
COMPANY SECRETARY
The Company Secretary is Caroline Waldron (LLB (Hons), ACIS). Caroline Waldron was appointed to the position of Company
Secretary on 21 March 2005. She is also General Counsel and has more than 17 years in-house legal experience working with boards
of directors and senior management in public listed companies in Australia and New Zealand.
PRINCIPAL ACTIVITIES
The principal activities of the Consolidated Entity during the financial year consisted of department store retailing and a financial
services alliance with American Express.
There were no significant changes in the nature of the activities of the Consolidated Entity during the financial year.
DIVIDENDS
Dividends paid or declared by the Company to ordinary shareholders since the end of the previous financial year were as follows:
Cents Per Share
Date
Paid / Payable
18.0
13.0
91,970
66,825
8 November 2010
9 May 2011
15.0
78,113
7 November 2011
36
REVIEW OF OPERATIONS
DIRECTORS MEETINGS
The number of Directors meetings (including meetings of committees of Directors) and the number of meetings attended by each
Director during the financial year were:
DIRECTORS MEETINGS
BY WRITTEN
AUDIT COMMITTEE
SCHEDULED
RESOLUTION1
MEETINGS
DIRECTOR
A
B
A
B
Robert Savage AM
John Coates AC
Paul Zahra
Stephen Goddard
Reginald Clairs AO
John Harvey
Katie Lahey
Peter Mason AM
Philippa Stone
A
B
1
2
3
11
11
11
11
11
11
10 3
10 3
11
11
11
11
11
11
11
11
11
11
2
2
2
2
2
2
2
2
2
4 2
4
12
4
12
4
4
4
4
4
4
REMUNERATION AND
NOMINATIONS
COMMITTEE MEETINGS
A
B
4
2 3
4
4
4
4
PROPERTY
COMMITTEE
MEETINGS
A
B
2
2
2
During the financial year, Directors also visited many of the Companys stores and major suppliers to improve their understanding
ofretail operations.
37
2
2
directors report
DIRECTORS INTERESTS
The relevant interest of each Director in the contributed equity
of the companies within the Consolidated Entity, as notified by
the Directors to the ASX in accordance with section 205G(l) of
the Corporations Act, at the date of this Report is as follows:
DIRECTOR
ORDINARY SHARES
IN THE COMPANY
LTI PLAN
RIGHTS1,2
137,159
54,771
863,926
2,235,782
187,026
44,929
23,251
121,506
29,754
862,500
250,000
Robert Savage AM
John Coates AC
Paul Zahra
Stephen Goddard
Reginald Clairs AO
John Harvey
Katie Lahey
Peter Mason AM
Philippa Stone
Indemnification of Directors
The Company has indemnified each Director referred to on
page 36 of this Report, the Company Secretary and previous
Directors and Secretaries (Officers) against all liabilities or
loss (other than to the Company or a related body corporate)
that may arise from their position as Officers of the Company
and its controlled entities, except where the liability arises out
of conduct involving a lack of good faith or indemnification is
otherwise not permitted under the Corporations Act. The
indemnity stipulates that the Company will meet the full amount
of any such liabilities, including costs and expenses, and covers
a period of seven years after ceasing to be an Officer of the
Company. The indemnity is contained in a Deed of Access,
Insurance and Indemnity, which also gives each Officer access to
the Companys books andrecords.
Indemnification of Auditor
The Constitution of the Company provides that it must
indemnify its auditor, Ernst & Young, against any liability incurred
in their capacity as auditor in defending any proceedings, whether
civil or criminal, in which judgement is given in their favour or in
which they are acquitted or in connection with any application in
relation to any such proceedings in which relief is granted under
the Corporations Act.
Since the end of the financial year 6,324,027 rights under the
LTI Plan converted to 5,672,957 fully paid ordinary shares in the
capital of the Company. No money was received by the Company
on the conversion of these rights to ordinary shares.
Insurance premiums
The Company has paid insurance premiums for one year of cover
in respect of Directors and Officers liability insurance contracts,
for Officers of the Company and of its controlled entities. The
insurance cover is on standard industry terms and provides cover
for loss and liability for wrongful acts in relation to the relevant
persons role as an Officer, except that cover is not provided
for loss in relation to Officers gaining any profit or advantage
Dividends
On 20 September 2011, the Directors declared a final dividend of
15 cents per ordinary share, fully franked at the tax rate of 30% .
The final dividend is payable on 7 November 2011.
REMUNERATION REPORT
The Remuneration Report, which forms part of the Directors
Report, is set out on pages 40 to 59 and has been audited as
required by section 308(3C) of the Corporations Act.
38
AUDIT SERVICES
During the financial year, the Company has not paid any premium
in respect of any insurance relating to Ernst & Young.
ENVIRONMENTAL REGULATION
The Company takes a responsible approach in relation to
the management of environmental matters. All significant
environmental risks have been reviewed and the Consolidated
Entity has no legal obligation to take corrective action in respect
of any environmental matter. To the best of the knowledge
and belief of the Directors, the Company is not in breach of
any environmental legislation in any State or Territory. The
Companys approach to environmental matters is further
discussed in the Environment section on pages 32 to 35 of
thisAnnual Report.
Non-audit services
No non-audit services were undertaken by the Consolidated
Entitys external auditor, Ernst & Young, during the financial year.
Audit services
During the financial year, the following fees were paid or were
due and payable for services provided by the external auditor
ofthe Company and Consolidated Entity:
CONSOLIDATED
2011
$
2010
$
591,965
645,105
591,965
645,105
Robert Savage
Chairman
Paul Zahra
Executive Director and Chief Executive Officer
39
CONTENTS
1. 2011 Remuneration Report in Brief
41
43
43
43
51
52
53
Appendix One
Summary of Long Term Incentive and Retention Plans
54
Appendix Two
The Remuneration of KMP for the year ended 30 July 2011
55
Appendix Three
The Remuneration of KMP for the year ended 31 July 2010
56
Appendix Four
Equity Holdings of KMP
57
40
Economic Conditions
The current economic climate and in particular the retail trading
environment during 2010/11 has had a significant impact on the
remuneration outcomes of Senior Executives for FY2011.
The Companys annual Profit After Tax (PAT) target required for
the payment of Short-term Incentives for the Executive Directors
and Senior Executive Management has not been met. This has
resulted in the 100% forfeiture of target short-term incentive
for all Senior Management Roles within the Company that have
PAT as the key financial hurdle. Remuneration outcomes for the
Directors and Senior Executive for FY2011 are discussed in more
detail later in this report.
41
Name
Role
Date
Resignations
D. Eales
C. Garnsey
28 January 2011
29 April 2011
31 January 2011
31 January 2011
31 January 2011
Appointments M. Durbin
S. Laing
B. Riddington
The next section of the Remuneration Report provides an overview of the remuneration of the Executive Directors and
SeniorExecutives.
2011 Remuneration Overview for the CEO, Finance Director and Senior Executives
Details of the CEO, Finance Director and Senior Executives remuneration, prepared in accordance with statutory obligations and
accounting standards are contained in Appendix Two of the Remuneration Report.
The table below sets out the cash and other benefits received by the CEO, Finance Director and the Senior Executives in the
2011financial year:
Executives
Cash
Salary
Cash Equivalent
of Dividends1
2011 STI
2011 LTI 2
Other 3
Total
$88,571
$460,285
$88,571
$88,571
$8,857
$70,857
$30,114
$1,041,619
$999,786
$401,162
$401,162
$547,239
$320,930
$136,395
$124,446
$87,418
$51,599
$50,494
$44,122
$38,686
$28,834
$2,601,884
$2,497,627
$1,250,034
$1,203,886
$1,037,826
$1,000,339
$596,817
$281,875
$212,878
$255,092
$43,541
$14,900
$40,384
$565,388
$442,917
$530,646
$(801,345)
$(801,345)
$71,477
$(73,692)
$24,110
$(567,849)
Under the terms of the FY2009 FY2011 and FY2009 FY2012 retention plans Senior Executives receive the cash equivalent of
dividends (CED) on rights that have vested based on company performance but have not yet converted to shares. FY2011 is the final
year of entitlement to any CED payment.
LTI values have decreased from the prior year due to the partial vesting of rights as a result of the Profit After Tax performance
measure being achieved above target but below stretch level and also the phasing of accounting expenses as required under AASB2
Share-based Payments.
Other includes non-monetary benefits, superannuation, annual leave and long service leave accruals and gift cards. Further details are
available in Appendix Two.
Cash salary for P. Zahra includes his revised Employment Cost upon appointment to CEO for the full reporting period.
Includes remuneration received by the Senior Executive from 31 January 2011 (being the date of appointment to the position of
Group Executive).
Includes remuneration received up to the date of termination. 2011 LTI values for terminated employees include a reversal of forfeited
rights in accordance with the accounting standard AASB 2 Share-based Payments.
42
fixed remuneration;
short-term incentives (STI); and
long-term incentives (LTI).
4.1 Summary of Remuneration Mix
The Companys remuneration structure is designed to achieve
an effective balance between fixed and variable components
of remuneration, specifically, to drive decisions and behaviours
that focus on achieving short-term annual results, while at the
same time giving consideration to the longer term profitability of
the Company and sustainable shareholder value. The following
table summarises the current targeted remuneration mix of
SeniorExecutives:
% OF TOTAL
TARGETED REMUNERATION
Position
Fixed
Remuneration
%
STI
%
LTI
%
Executive
Directors
CEO
Finance Director
39
35
19
17
42
48
Senior
Executives
45
19
36
43
The CEO and Finance Directors annual STI has been capped at
125% of their EC for FY2011and future years.
44
At the end of the financial year, there is a structured and formal STI Scheme evaluation process with a minimum of two review and
sign off points per employee. The Remuneration and Nomination Committee compares the audited financial results to the hurdles
and qualifiers of the Executive Directors and other Senior Executives for the purpose of validating the level of achievement, STI
Scheme calculations and resultant STI Scheme payment. The Committee then makes a recommendation to the Board regarding
the appropriateness of the STI Scheme payments based on audited financial results. Specific information relating to the STI Scheme
payments for Executive Directors and other Senior Executives for FY2010 is detailed on page 55 of this Remuneration Report.
Thefollowing is a summary of the performance measures for KMP:
STI potential
at budget as
a percentage
of EC %
KMP
NPAT
P. Zahra
S. Goddard
A. Karp
P. Robinson
C. Daniels
S. Laing
M. Durbin
K McLachlan
B Riddington
P Bauchinger
CAPEX
Costs
Profit1
Sales
GMROI 2
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
50
50
45
45
45
45
45
40
40
30
Profit relates to functional responsibility and will be Earnings Before Tax, Buying Gross Profit or Stores Net Profit.
168.1
109.5
150
156.5
137.1
200
170.8
4.3.2 Payment
07
09
10
NPAT
0.5
08
10.4
20.6
22.8
50
32.3
100
STI
11
45
All LTI rights are nil exercise price rights and no consideration
is paid when they vest. One right is equal to a maximum of one
share. Participants are prohibited from entering into transactions
in financial products that operate to limit the economic risk of
unvested rights including any hedging or similar arrangement.
Asummary of the Companys Share Trading Policy is set out
onpages 22 to 23 of this Annual Report.
Share Price
(Last day of each
financial year)
$3.00
Dividends per
share (cents)
28.0
$4.80
$5.05
$3.34
$5.63
30.0
28.0
27.0
22.0
The share prices used for the purpose of the TSR calculation
are determined as the average daily closing price over the
three-month period immediately preceding the start and end
of the performance period. The TSR of all the companies in
the peer group, and the Company, are ranked at the end of
the performance period. There is no opportunity to retest the
TSRperformance.
The Companys Share Trading Policy sets out the basis on which
Directors and Senior Executives may deal with their shares and
LTI rights. A summary of these terms is set out on pages 22 to 23
of this Annual Report.
4.4.4 Link to Company Performance
The Company has used a combination of TSR and NPAT as
performance measures to ensure that executive reward is
directly linked to long term shareholder return. For LTI plans
vesting in FY2011 and FY2012, the measures against which
performance is assessed are TSR and NPAT. For example, for
grants subject to a TSR measure, executives will not derive any
value from the LTI grants unless the Companys performance is
at least at the median of the comparator group at the end of the
relevant performance period.
46
The table below shows David Jones TSR performance for the completed Plan offers. David Jones TSR performance for these offers
has exceeded the median of the TSR peer group of companies and has resulted in a performance ranking in the top quartile of the
peergroup.
PLAN OFFER
TRANCHE
FY2004FY2006
165.3
FY2005FY2007
280.2
FY2006FY2008
104.2
FY2007FY2009
75.0
FY2008FY2010
0.98
FY2009FY2011
Tranche 1
35.9
Tranche 2
54.3
Tranche 3
48.6
FY2009FY2012
Tranche 1
35.9
Tranche 2
54.3
Tranche 3
48.6
NPAT growth can be directly linked to executive decisionmaking and aligned to shareholder wealth, and accordingly was
considered by the Board to be the most appropriate measure
to be applied to both the FY2009 FY2011 and the FY2009
FY2012 Retention Plans.
Participation
As noted in the Remuneration Report for FY2010 the Finance
Director is the only remaining Plan participant.
The FY2009 FY2011 Retention Plan operated from 1 August
2008 to 30 July 2011 and has both performance and retention
elements. Specifically, it is designed to achieve the following:
47
Vesting Schedule
Over the life of the plan 94% of the total potential allocation of
rights vested as a result of the performance measures being met.
Service Conditions
As the Finance Director fulfilled the service conditions all vested
rights that have met their performance condition have converted
to shares on the basis of one share for every vested right.
Under the terms of the plan, during FY2011 the Finance Director
received the cash equivalent of dividends that would otherwise
be paid had the vested rights been shares in the Company. The
Company pays these dividends as ordinary time earnings and
deducts tax as required by the executives marginal tax rate.
A summary of the rights that vested based on the achievement of the performance measures is shown below:
Tranche
FY
Measure
Weighting
Achievement
% Vested
Allocation date
1
2009
NPAT
TSR
50%
50%
Stretch
Stretch
15%
15%
October 2011
2
2010
NPAT
TSR
50%
50%
Stretch
Stretch
15%
15%
October 2011
3
2011
NPAT
TSR
50%
50%
14%
20%
October 2011
Total
94%
October 2011
48
Performance Measures
Participation
Fifty percent of each tranche will vest when NPAT reaches target.
When NPAT reaches the stretch level, 100% of the tranche
vests. There is no further upside for participants for NPAT over
this maximum level.
Providing the service conditions outlined below are satisfied, the following summary shows the vesting schedule where NPAT is the
onlymeasure:
Tranche
FY
% Vesting
Measure
Weighting
When shares
vest/are allocated
FY2009
20%
NPAT
100%
October 2010
FY2010
20%
NPAT
100%
October 2011
FY2011
20%
NPAT
100%
October 2011
FY2012
40%
NPAT
100%
October 2012
Total
100%
NPAT
100%
49
Performance outcome
For FY2011 vesting was based on the achievement of the stretch performance level for TSR and between target and stretch
performance level for NPAT (70% vesting of rights with an NPAT performance hurdle).
Providing the service conditions outlined below are satisfied the following summary shows the vesting schedule incorporating both
NPAT and TSR:
Tranche
FY
% Vesting
Measure
Weighting
Allocation
FY2009
10%
NPAT
70%
October 2010
10%
TSR
30%
FY2010
10%
NPAT
70%
10%
TSR
30%
FY2011
10%
NPAT
50%
10%
TSR
50%
FY2012
20%
NPAT
50%
20%
TSR
50%
Total
100%
NPAT
58%
TSR
42%
October 2011
October 2011
October 2012
Service Conditions
Subject to the employee fulfilling certain service conditions and in particular, continuous employment aligned to the date of each share
allocation, rights will vest and convert to shares and be retained in a holding lock. During a period where a participant holds rights that
have met their financial performance conditions and the shares are not allocated, the participant is entitled to the cash equivalent of
dividends that would otherwise be paid. The Company pays these dividends as ordinary times earnings and deducts tax as required by
the employees marginal tax rate.
A summary of this and other LTI Plans can be found in Appendix One (on page 54) of this report.
Additional grants
At the 2010 AGM held on 3 December 2010, the Company sought, and was granted, approval to allocate an additional grant of rights
to the CEO and Finance Director under the terms of the FY2009 FY2012 Retention Plan. In addition, a number of additional rights
were granted on 1 November 2010 to those Senior Executives whose role in the Company changed during the year. The following table
outlines terms of the additional rights that were granted to the KMP. The performance measures relating to the rights are consistent
with that outlined in the table above.
Role
Tranche
Maximum number
of rights
TSR weighting
NPAT weighting
CEO
3
4
250,000
250,000
50%
50%
50%
50%
Finance Director
250,000
50%
50%
GE Operations
3
4
200,000
200,000
50%
50%
50%
50%
GE Financial Services
3
4
112,500
112,500
50%
50%
50%
50%
3
4
137,500
137,500
50%
50%
50%
50%
GE Marketing
3
4
100,000
100,000
50%
50%
50%
50%
50
Shares allocated
October 2012
TERMINATION BY EXECUTIVE
Paul Zahra
(CEO)
Stephen Goddard
(Finance Director)
Rolling contract
Rolling contracts
The Board is satisfied that the termination arrangements of all Senior Executives are reasonable, having regard to Australian
employment practices and after seeking and considering independent advice where appropriate.
51
482,100
454,800
Remuneration &
Nominations Committee
Property Committee
Deputy
Chairman
$
Member
$
Chairman
$
Member
$
Chairman
$
Member
$
Chairman
$
Member
$
279,600
263,800
181,300
171,000
45,300
42,700
24,900
23,500
30,200
28,500
19,900
18,800
45,300
42,700
25,100
23,700
Retirement Benefit
Retirement benefits for Non-Executive Directors are closed to participation for directors appointed after 14 October 2003.
Contributions to the retirement benefit plan for Non-Executive Directors (other than notional interest adjustments based on the
retirement allowance balance) were discontinued from October 2004. Any amounts that had been previously accrued were crystallised
to be held until such time as the Director retires from the Board. Details of the accrued retirement allowance balances for each of the
Non-Executive Directors are as follows:
Balance at
Interest to
Balance at
31 July 2010
30 July 2011
30 July 2011
Non-Executive Director
$
$
$
Robert Savage AM
293,793
18,390
312,183
John Coates AC
349,687
21,889
371,576
Reginald Clairs AO
180,412
11,293
191,705
John Harvey
120,595
7,549
128,144
Katie Lahey
309,339
19,363
328,702
1,253,826
78,484
1,332,310
Total
Details of the remuneration of the Non-Executive Directors for the financial year ended 30 July 2011 and the previous financial year are
set out in Appendix Two (on page 55) and Appendix Three (on page 56) of this Remuneration Report.
David Jones Annual Report 2011
52
Title
Period of Responsibility
Executive Directors
Paul Zahra
Stephen Goddard
Non-Executive Directors
Robert Savage AM
Chairman and Independent Non-Executive Director
John Coates AC
Reginald Clairs AO
John Harvey
Katie Lahey
Peter Mason AM
Philippa Stone
Senior Executives
Antony Karp
Brett Riddington
Cate Daniels
Karen McLachlan
Matthew Durbin
Patrick Robinson
Paula Bauchinger
Sacha Laing
Colette Garnsey
Damian Eales
Shareholdings of the KMP and changes during the year can be found in Note 27 of the Financial Statements.
Refer to Appendix Two (on page 55): Remuneration of KMP and five highest paid executives for the Year Ended 30 July 2011.
Refer to Appendix Three (on page 56): Remuneration of KMP and five highest paid executives for the Year Ended 31 July 2010.
53
OFFERED TO
Senior Executives
Finance Director
VESTING DATE
October 2011
PERFORMANCE MEASURES
RETESTING RULES
PLAN STATUS
No Retest
Tranche 1 and 2 fully vested at stretch
The following changes have occurred to organisations in the TSR peer group during FY2011:
Clive Peeters and Austereo delisted from the ASX during FY2011 and have been removed from the Peer Group.
The table has been updated to recognise changes of name for several entities during FY2011.
54
APPENDIX TWO THE REMUNERATION OF KMP FOR THE YEAR ENDED 30 JULY 2011
Cash
Non
Bonus Monetary
(STI) Benefits
$
Other
Long-Term
Benefits
Post-Employment
Benefits
Other
Super
Other
Retirement
Benefits1
Share-Based
Payment
Long
Service
TermLeave ination
Accrual Benefits
$
LTI Plan
Rights2,3
$
Percentage
of RemunTotal eration in
CompenLTI Plan
sation
Rights
$
Percentage
of Remuneration
Performance
related
Executive Directors
Paul Zahra
Stephen
Goddard
1,347,248
88,571
13,055
900 21,570
88,921
1,041,619 2,601,884
40%
40%
950,138
460,285
14,055
1,220 51,328
20,815
40%
40%
999,786 2,497,627
Non-Executive Directors
Robert
Savage AM
470,586
13,055
100 27,047
18,390
529,178
John Coates
AC
303,520
100 15,247
21,889
340,756
Reginald
Clairs AO
192,253
100 15,247
11,293
218,893
John Harvey
207,053
100 15,247
7,549
229,949
Katie Lahey
182,153
100 15,247
19,363
216,863
Peter
Mason AM
187,120
100 15,247
202,467
Philippa
Stone
212,353
15,247
227,600
Senior Executives
Antony
Karp
708,702
88,571
13,091
1,220
21,619
15,669
401,162 1,250,034
32%
32%
Brett
Riddington
207,711
7,428
1,528
335
8,750
4,287
212,878
442,917
48%
48%
Cate
Daniels
437,608
8,857
11,227
717 24,367
7,811
547,239 1,037,826
53%
53%
Karen
McLachlan
569,866
70,857
11,749
1,172 15,247
10,518
320,930 1,000,339
32%
32%
Matthew
Durbin
226,813
8,357
209 11,685
28,490
255,092
530,646
48%
48%
Patrick
Robinson
663,659
88,571
9,227
3,891
21,618
15,758
401,162 1,203,886
33%
33%
Paula
Bauchinger
401,474
30,114
997
900
17,443
9,494
136,395
596,817
23%
23%
8,357
Sacha Laing
231,615
5,406
693 12,548
24,894
281,875
565,388
50%
50%
Collette
Garnsey
753,978
4,997
398 34,583
31,499
(801,345)
24,110
Damian
Eales
307,188
1,000
497
(82,789)
(801,345) (567,849)
99,387
Total
8,561,038
859,968
7,600
12,752 366,887
78,484
175,367
2,995,448 13,149,331
55
APPENDIX Three THE REMUNERATION OF KMP FOR THE YEAR ENDED 31 JULY 2010
Post-Employment
Benefits
Cash Salary
&Fees 4,5
$
Cash
Non
Bonus Monetary
(STI) Benefits
$
$
Other
LongTerm
Benefits
Other
$
Other
Retirement
Super Benefits1
$
$
Share Based
Payment
Long
Service
Leave
Accrual
$
Termination
Benefits
$
LTI Plan
Rights2
$
Total
Compensation
$
Percentage
of Remuneration in
LTI Plan
Rights
%
Percentage of
Remuneration
Performance
Related
%
Executive Directors
Paul Zahra
(new CEO)
856,148
566,580
2,000
901
20,894
13,746
798,712
2,258,981
35%
60%
1,145,093
865,903
13,400
1,222
33,394
15,528
1,166,859
3,241,399
36%
63%
Mark
2,068,146
McInnes 3
(former CEO)
12,400
901
19,086
1,401,154
Stephen
Goddard
Non-Executive Directors
Robert
Savage AM
463,978
12,400
100
14,523
12,022
503,023
John
Coates AC
291,977
100
14,523
14,310
320,910
Reginald
Clairs AO
184,978
100
14,523
7,383
206,984
John
Harvey
199,178
100
14,523
4,935
218,736
Katie Lahey
175,277
100
14,523
12,659
202,559
Peter
Mason AM
180,178
100
14,523
194,801
76,966
5,880
82,846
Philippa
Stone
Senior Executives
Damian
Eales
748,633
211,060
988
901
14,523
16,192
714,253
1,706,550
42%
54%
Colette
Garnsey
785,658
182,688
15,925
501
44,493
9,036
714,253
1,752,554
41%
51%
Antony
Karp
777,292
166,500
14,411
1,222
20,895
24,661
714,253
1,719,234
42%
51%
Patrick
Robinson
757,064
168,848
9,512
2,993
20,894
11,402
714,253
1,684,966
42%
52%
Karen
McLachlan
590,246
316,000
11,196
901
14,523
8,998
571,402
1,513,266
38%
59%
9,300,812 2,477,579
92,232
Total
10,142 281,720
3,165,227 17,007,963
56
Name
LTI Plan
Holding at
31July 2010 2
Granted as
Remuneration 2
Vested and
Converted
during the Year 2
Forfeited/
Lapsed during
the Year 3
Holding at
30 July 20112
Fair Value
of Right
(TSR)
Fair Value
of Right
(NPAT)
Number
Number
Number
Number
Number
200,000
200,000
200,000
400,000
(200,000)
(30,000)
200,000
170,000
400,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
250,000
250,000
(37,500)
212,500
250,000
3.64
3.45
3.95
3.95
$996,000
$202,500
Directors
Paul Zahra
Stephen
Goddard1
173,156
(156,741)
(16,415)
1.69
3.02
519,677
519,677
692,904
(103,936)
519,677
519,677
588,968
1.63
1.59
1.61
1.82
1.82
1.82
250,000
250,000
3.45
3.95
$780,570
$361,052
(200,000)
(30,000)
200,000
170,000
400,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
$996,000
$90,000
(160,000)
(24,000)
160,000
136,000
320,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
$796,800
$72,000
Executives
Antony Karp
Karen
McLachlan
200,000
200,000
200,000
400,000
160,000
160,000
160,000
320,000
57
Name
Patrick
Robinson
Sacha
Laing
LTI Plan
Holding at
31July 2010 2
Granted as
Remuneration 2
Vested and
Converted
during the Year 2
Forfeited/
Lapsed during
the Year 3
Holding at
30 July 20112
Fair Value
of Right
(TSR)
Fair Value
of Right
(NPAT)
Number
Number
Number
Number
Number
200,000
200,000
200,000
400,000
(200,000)
(30,000)
200,000
170,000
400,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
$996,000
$90,000
45,000
45,000
90,000
(13,500)
45,000
31,500
90,000
1.64
1.65
1.57
2.74
2.74
2.51
137,500
137,500
(20,625)
116,875
137,500
4.03
3.88
4.35
4.35
$102,375
Matthew
Durbin
45,000
45,000
90,000
(6,750)
45,000
38,250
90,000
1.64
1.65
1.57
2.74
2.74
2.51
112,500
112,500
(16,875)
95,625
112,500
4.03
3.88
4.35
4.35
$70,875
Cate
Daniels
20,000
20,000
20,000
40,000
(20,000)
(6,000)
20,000
14,000
40,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
200,000
200,000
(30,000)
170,000
200,000
4.03
3.88
4.35
4.35
$99,600
$108,000
58
Name
LTI Plan
Paula
Bauchinger
Brett
Riddington
Holding at
31July 2010 2
Granted as
Remuneration 2
Vested and
Converted
during the Year 2
Forfeited/
Lapsed during
the Year 3
Holding at
30 July 20112
Fair Value
of Right
(TSR)
Fair Value
of Right
(NPAT)
Number
Number
Number
Number
Number
68,000
68,000
68,000
136,000
(68,000)
(10,200)
68,000
57,800
136,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
$338,640
$30,600
40,000
40,000
80,000
(12,000)
40,000
28,000
80,000
1.64
1.65
1.57
2.74
2.74
2.51
100,000
100,000
(15,000)
85,000
100,000
4.03
3.88
4.35
4.35
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
$81,000
Damien
Eales
Colette
Garnsey
200,000
200,000
200,000
400,000
200,000
200,000
200,000
400,000
(200,000)
(200,000)
(200,000)
(400,000)
$996,000
$3,776,000
(200,000)
(200,000)
(200,000)
(400,000)
$996,000
$3,800,000
Notes:
1
As disclosed in the 2010 remuneration report, Mr Goddards Rights Vested at Stretch for EPS and above Target for TSR, effective 31 July 2010.
2
The numbers disclosed represent the number of rights allocated to each participant in the plan. The actual number of shares issued could differ based
on Company performance. The holding at 31 July 2010 for Executives appointed during the year is the holding at the date of their appointment.
3
Rights forfeited during the year include rights forfeited due to either the service condition or performance condition not being met.
4
Non-Executive Directors are not entitled to participate in the LTI Plan and therefore no holdings are disclosed.
59
Note
2011
$000
2010
$000
1,961,744
2,053,087
Cost of sales
(1,194,474)
(1,237,358)
Gross profit
Other income
767,270
815,729
55,927
51,642
(282,403)
(316,438)
(178,184)
(181,799)
(45,876)
(43,812)
(32,820)
(40,474)
Administration expenses
(20,800)
(20,390)
(7,789)
(7,063)
Other expenses
(16,003)
(15,364)
239,322
242,031
(71,183)
(71,265)
23
168,139
170,766
1,429
743
(928)
(1,117)
(150)
112
351
(262)
Total comprehensive income attributable to equity holders of the parent entity for the period
168,490
170,504
Earnings per share for profit attributable to the equity holders of the parent entity:
Basic earnings per share (cents per share)
33.0
34.0
32.4
33.0
The above Statement of Comprehensive Income should be read in conjunction with the accompanying notes to the Financial Statements.
60
Note
2011
$000
2010
$000
CURRENT ASSETS
Cash and cash equivalents
11,703
17,594
Receivables
19,637
22,750
Inventories
10
288,850
282,346
Financial assets
11
14
Other assets
12
6,911
5,380
327,101
328,084
NON-CURRENT ASSETS
Financial assets
11
12
12
13
798,416
761,565
Intangible assets
14
34,422
36,380
15
54,410
68,483
Other assets
12
189
397
887,449
866,837
Total assets
1,214,550
1,194,921
CURRENT LIABILITIES
Payables
16
216,429
244,529
17
2,943
2,945
18,654
22,957
Provisions
18
26,418
40,330
Financial liabilities
19
1,409
1,923
Other liabilities
20
280
616
266,133
313,300
NON-CURRENT LIABILITIES
Interest bearing liabilities
17
129,000
101,000
Provisions
18
6,492
7,090
Other liabilities
20
27,445
29,293
162,937
137,383
Total liabilities
429,070
450,683
Net assets
785,480
744,238
EQUITY
Contributed equity
21
525,105
502,199
Reserves
22
74,647
66,734
Retained earnings
23
185,728
175,305
Total equity
785,480
744,238
The above Statement of Financial Position should be read in conjunction with the accompanying notes to the Financial Statements.
61
Share
Capital
$000
Note
Cash Flow
Hedge
Reserve
$000
Share Based
Payments
Reserve
$000
Retained
Earnings
$000
Total
$000
68,071
175,305
744,238
502,199
(1,337)
168,139
168,139
351
351
351
168,139
168,490
(157,716)
(157,716)
27,512
5,846
5,846
(4,743)
(4,743)
27,512
137
137
Income tax
1,716
1,716
22,906
7,562
(157,716)
(127,248)
525,105
(986)
75,633
185,728
785,480
479,117
(1,075)
56,823
149,977
684,842
170,766
170,766
(262)
(262)
170,766
170,504
(145,438)
(145,438)
(262)
27,612
27,612
9,487
9,487
(4,614)
84
Income tax
1,761
23,082
11,248
(145,438)
(111,108)
502,199
68,071
175,305
744,238
(4,614)
(1,337)
84
1,761
The above Statement of Changes in Equity should be read in conjunction with the accompanying notes to the Financial Statements.
62
Note
2011
$000
2010
$000
2,168,821
2,265,537
(1,967,589)
(2,051,719)
Commissions received
48,201
44,838
Interest received
401
268
(7,548)
(7,414)
(59,848)
(47,587)
182,438
203,923
(80,941)
(78,757)
(576)
(1,464)
558
(81,517)
(79,663)
(130,204)
(117,826)
28,000
1,000
(4,743)
(4,614)
137
84
(106,810)
(5,889)
2,904
14,649
11,745
8,760
14,649
11,703
17,594
17
(2,943)
(2,945)
8,760
14,649
(121,356)
Notes:
(i) Reconciliation to the Statement of Financial Position
Cash and cash equivalents is comprised of the following:
Cash and cash equivalents
Bank overdraft
During the year, 5,805,636 shares (2010: 5,289,083) were issued under the Dividend Reinvestment Plan. Dividends settled in shares
rather than cash amounted to $27.512 million (2010: $27.612 million).
The above Cash Flow Statement should be read in conjunction with the accompanying notes to the Financial Statements.
63
CONTENTS
1 Summary of significant accounting policies
65
18 Provisions
88
2 Other income
76
19 Financial liabilities
89
76
20 Other liabilities
89
4 Segment reporting
77
21 Contributed equity
89
78
22 Reserves
90
6 Dividends
80
23 Retained earnings
90
81
24 Contingent liabilities
91
81
94
9 Receivables
82
26 Auditors remuneration
94
10 Inventories
83
27 KMP disclosures
95
11 Financial assets
83
102
12 Other assets
83
29 Consolidated entities
108
84
109
14 Intangible assets
85
110
86
117
16 Payables
86
117
87
64
66
72
66
(p) Impairment
72
66
(q) Inventories
73
66
73
67
(s) Intangibles
73
70
74
(g) Revenue
70
74
(h) Expenses
70
(v) Provisions
74
(i) Leases
70
74
70
74
(k) Receivables
71
(y) Dividends
74
71
75
71
75
72
75
65
66
Reference
Title
Summary
AASB 2009-5
Amendments to Australian
Accounting Standards
arising from the Annual
Improvements Project
AASB 2009-10
Further amendments
to AASB 132
30 July 2011
AASB 2010-3
Amendments to Australian
Accounting Standards
arising from the Annual
Improvements Project
1 July 2010
No major
impact
30 July 2011
No impact
30 July 2011
Interpretation 19 Interpretation 19
ExtinguishingFinancial
Liabilities with Equity
Instruments
1 January 2010
No major
impact
30 July 2011
67
Reference
Title
Summary
AASB 9
Financial Instruments
1 January 2013
No major
impact
identified
26 July 2014
AASB 2009-11
Amendments to
Australian Accounting
Standards arising from
AASB 9
1 January 2013
Further amendments to the
following Standards: AASBs 1, 3,
4, 5, 7, 101, 102, 108, 112, 118, 121,
127, 128, 131, 132, 136, 139, 1023
and 1038 and Interpretations 10
and 12
No major
impact
identified
26 July 2014
No major
impact
identified
28 July 2012
AASB 2009-12
Amendments to
Australian Accounting
Standards
1 January 2011
No major
impact
identified
28 July 2012
1 July 2013
26 July 2014
As a Tier 1
company, there
will be no
change to the
Consolidated
Entitys reporting
framework
AASB 1053
Application of Tiers of
Australian Accounting
Standards
68
Application
date for
Consolidated
Impact on
Entity for
Consolidated
Application
Entitys Financial Financial year
ending:
date of standard Statements
Reference
Title
Summary
AASB 2010-4
Amendments to
Australian Accounting
Standards
Further Amendments to
Australian Accounting Standards
arising from the Annual
Improvements Project:
1 January 2011
No impact
identified
28 July 2012
Amendments to
Australian Accounting
Standards
1 January 2011
No major
impact
identified
28 July 2012
AASB 2010-6
Amendments to
Australian Accounting
Standards
Disclosures on Transfers of
Financial Assets AASB 1 & AASB
7
1 January 2011
No major
impact
identified
28 July 2012
AASB 2010-7
Amendments to
AustralianAccounting
Standards arising
fromAASB 9
(December2010)
No major
impact
identified
26 July 2014
AASB 2010-8
Amendments to
Australian Accounting
Standards
1 January 2012
No impact
identified
27 July 2013
AASB 10
Consolidated Financial
Statements
1 January 2013
No impact
identified
26 July 2014
AASB 11
Joint Arrangements
1 January 2013
No impact
identified
26 July 2014
AASB 12
Disclosure of interests
inother entities
1 January 2013
No impact
identified
26 July 2014
AASB 13
No impact
identified
26 July 2014
69
(iii) Interest
Revenue is recognised as interest accrues using the effective
interest rate method, which is the rate that discounts
estimated future cash receipts through the expected life of
thefinancialinstrument.
(h) Expenses
(i) Operating lease expenses
Payments made under operating leases, where the lease
agreement includes predetermined fixed rate increases, are
recognised in the Statement of Comprehensive Income on a
straight-line basis over the term of the lease. Other operating
lease payments are expensed as incurred.
For the purposes of the Cash Flow Statement, cash and cash
equivalents consist of cash and cash equivalents as defined above,
net of outstanding bank overdrafts.
70
(k) Receivables
Trade and other receivables are stated at amounts to be
receivedin the future and are disclosed net of any provision for
doubtful debts.
Collectability of trade and other receivables is reviewed on an
ongoing basis. Debts that are known to be uncollectible are
written off. An allowance for doubtful debt is made when there
is objective evidence that the Consolidated Entity will not be able
to collect the debts. Bad debts are written off when identified in
the Statement of Comprehensive Income.
71
(p) Impairment
(i) Financial assets carried at amortised cost
If there is objective evidence that an impairment loss on loans
and receivables carried at amortised cost has been incurred, the
amount of the loss is measured as the difference between the
assets carrying amount and the present value of estimated future
cash flows (excluding future credit losses that have not been
incurred) discounted at the financial assets effective interest
rate determined at the time of initial recognition. The carrying
amount of the asset is reduced either directly or through use of
an allowance account. The amount of the loss is recognised in the
Statement of Comprehensive Income.
72
(iii) Depreciation
Depreciation is charged to the Statement of Comprehensive
Income on a straight-line basis over the estimated useful lives of
buildings, plant and equipment. The estimated useful lives in the
current and comparative year are as follows:
(q) Inventories
Finished goods on hand or in transit are stated at the lower of
cost and net realisable value with cost primarily being determined
by using the retail inventory method. This method utilises the
current selling prices of inventories and reduces prices to cost by
the application of average department mark up ratios.
Leasehold improvements
Plant and equipment
Computer equipment
Fixtures and fittings
Buildings
1025 years
525 years
35 years
513 years
75 years
The assets residual values and useful life are reviewed, and
adjusted if appropriate, at each balance date.
(iv) Impairment
The carrying values of plant and equipment are reviewed for
impairment when events or changes in circumstances indicate the
carrying value may not be recoverable.
For an asset that does not generate largely independent cash
inflows, the recoverable amount is determined for the cashgenerating unit to which the asset belongs.
If any such indication exists and where the carrying values exceed
the estimated recoverable amount, the assets or cash-generating
units are written down to their recoverable amount.
(s) Intangibles
(i) Goodwill
Goodwill represents the excess of the acquisition cost over the
fair value of the Consolidated Entitys share of the net identifiable
assets of the acquired subsidiary or business combination (refer
note 1(c)) at the date of acquisition. Goodwill is included within
intangible assets and is not amortised. Instead, it is tested for
impairment annually, or more frequently if events or changes in
circumstances indicate that it might be impaired.
73
(v) Provisions
A provision is recognised in the Statement of Financial Position
when the Consolidated Entity has a present legal or constructive
obligation as a result of a past event, and it is probable that
an outflow of economic benefits will be required to settle
the obligation. Provisions are determined by discounting the
expected future cash flows at a pre-tax rate that reflects
current market assessments of the time value of money and the
risks specific to the liability. A description of the nature of each
provision is disclosed in note 18.
(y) Dividends
Provision is made for the amount of any dividend declared in
respect of ordinary shares on or before the end of the period but
not distributed at the balance date.
74
75
2011
$000
2010
$000
51,822
47,680
Sundry income
3,584
3,573
Interest income
401
268
120
121
55,927
51,642
Depreciation
43,344
40,536
Amortisation
2,532
3,276
45,876
43,812
748
178
7,559
6,462
909
7,559
7,371
2. OTHER INCOME
Commissions received
230
7,789
(308)
7,063
5,846
9,487
24,184
25,045
78
51
78,504
75,444
76
5,145
8,967
83,649
84,411
4. SEGMENT REPORTING
Operating segments
Operating segments are defined with reference to information regularly reviewed by the Consolidated Entitys Chief Executive Officer
(chief operating decision maker).
The Consolidated Entity operates in Australia and was organised into the following operating segments by product and service type for
the financial year:
Department Stores comprising David Jones department stores, rack stores, online and corporate office; and
Financial Services comprising the alliance between the Consolidated Entity and American Express.
Unallocated items
Interest revenue and some interest expenses are not allocated to operating segments as they are not considered part of the core
operations of a specific segment.
Segment accounting policies
Segment accounting policies are the same as the Consolidated Entitys policies described in note 1, except for interest revenue and
some interest expenses.
During the financial year, there were no changes in segment accounting policies that had a material effect on segment information.
For the 52 weeks ended 30 July 2011
Operating segments:
Department
Stores
$000
Financial
Services
$000
1,961,744
1,961,744
52,182
52,182
3,344
3,344
1,965,088
52,182
2,017,270
Gross profit
767,270
767,270
(45,872)
(4)
(45,876)
(5,846)
(5,846)
Unallocated Consolidated
$000
$000
Other income:
Commissions earned
(520,134)
(4,471)
(524,605)
Total expenses
(571,852)
(4,475)
(576,327)
198,762
47,707
246,469
401
Interest expense
(6,746)
(802)
(7,548)
(6,746)
(401)
(7,147)
47,707
(401)
Interest revenue
192,016
77
401
239,322
Department
Stores
$000
Financial
Services
$000
2,053,087
2,053,087
Unallocated Consolidated
$000
$000
Other income:
Commissions earned
48,069
48,069
3,305
3,305
2,056,392
48,069
2,104,461
Gross profit
815,729
815,729
(43,797)
(15)
(43,812)
(9,487)
(560,952)
(9,487)
(3,675)
(564,627)
Total expenses
(614,236)
(3,690)
(617,926)
204,798
44,379
249,177
268
268
(821)
(7,414)
(553)
44,379
(553)
Interest revenue
Interest expense
(6,593)
(6,593)
198,205
(7,146)
242,031
2011
$000
2010
$000
Current year
61,481
72,898
(1,624)
59,857
5. INCOME TAX EXPENSE
Recognised in the Statement of Comprehensive Income:
Current tax expense
(957)
71,941
11,326
71,183
78
(676)
71,265
2011
$000
2010
$000
239,322
242,031
71,797
72,609
1,127
1,871
1,958
441
278
308
246
5. INCOME TAX EXPENSE CONTINUED
Profit before income tax expense
Tax at the corporate tax rate of 30% (2010: 30%)
Increase in income tax expense due to:
assessable income on disposal of property
deferred tax expense for share based payments
157
non-deductible entertainment
1,169
other
46
(867)
(2,126)
(2,364)
(810)
(811)
72,807
72,222
(1,624)
71,183
71,265
(3,426)
(3,488)
1,710
1,727
(957)
150
(1,566)
(112)
(1,873)
Tax consolidation
The Company and its wholly owned Australian resident subsidiaries formed a tax-consolidated group for income tax purposes with
effect from 28 July 2002 and have therefore been taxed as a single entity from that date. The head entity within the tax-consolidated
group is David Jones Limited. This entity is legally liable for the income tax liabilities of the tax-consolidated group. The accounting
policies dealing with the accounting treatment of the tax consolidation are set out in note 1.
Nature of tax funding agreement and tax sharing agreement
The members of the tax-consolidated group have entered into a tax funding agreement which sets out the funding obligations of
members of the tax-consolidated group in respect of tax amounts. The tax funding agreement requires payments to/(from) the head
entity equal to the current tax liability/(asset) assumed by the head entity, and for any deferred tax assets arising from tax losses
assumed by the head entity, resulting in the head entity recognising an inter-entity payable/(receivable) equal to the amount of the tax
liability/(asset) assumed.
The members of the tax-consolidated group have also entered into a tax sharing agreement. The tax sharing agreement provides for
the determination of the allocation of income tax liabilities between the entities should the head entity default on its tax payment
obligations. No amounts have been recognised in the Financial Statements in respect of this agreement, as payment of any amounts
under the tax sharing agreement is considered remote.
79
Cents
Per Share
Total
Amount
$000
Date of Payment
6. DIVIDENDS
Dividends recognised by the Company:
2011
2010 Final ordinary
18.0
91,344
8 November 2010
13.0
66,372
9 May 2011
157,716
2010
2009 Final ordinary
17.0
85,055
2 November 2009
12.0
60,383
3 May 2010
145,438
All dividends paid in the current and prior financial year were fully franked
at the tax rate of 30% .
Subsequent event
Since the end of the financial year, the Directors have declared the following
dividend on ordinary shares, fully franked at the tax rate of 30%:
2011 Final ordinary
15.0
78,113
7 November 2011
The financial effect of the final ordinary dividend for 2011 has not been recognised in the Financial Statements for the year ended 30 July
2011 and will be recognised in subsequent financial statements.
Dividend franking account
Franking credits available to shareholders of the Company for subsequent financial years, based on a tax rate of 30% (2010: 30%)
are$76.498 million (2010: $88.864 million).
The above amounts represent the balance of the franking account as at the end of the financial year, adjusted for:
franking credits that will arise from the payment of the current tax liability;
franking debits that will arise from the payment of dividends recognised as a liability at the reporting date; and
franking credits that may be prevented from being distributed in subsequent financial years.
The impact on the franking account of the dividend recommended by the Directors since the end of the financial year, but not
recognised as a liability at year end, will be a reduction in the franking account of $33.477 million (2010: $39.416 million).
For income tax purposes, the Company and its wholly owned Australian subsidiaries formed a tax-consolidated group for which one
franking account is maintained.
80
2011
2010
Cents Per Share Cents Per Share
7. EARNINGS PER SHARE
Basic earnings per share
33.0
34.0
32.4
33.0
$000
$000
168,139
170,766
NUMBER
NUMBER
509,566,775
502,348,807
9,128,368
14,698,518
518,695,143
517,047,325
1,800,247
3,947,088
The following data was used in calculating basic and dilutive earnings per share:
Weighted average number of ordinary shares used in the calculation of basic earnings per share
Effect of dilution LTI Plan
Weighted average number of ordinary shares used in the calculation of diluted earnings per share
Weighted average number of converted, lapsed or cancelled potential ordinary shares
included in diluted earnings per share
There have been no other material transactions involving ordinary shares or potential ordinary shares since balance date and before the
completion of these Financial Statements.
At 30 July 2011, 3,852,872 LTI and Retention Plan rights (2010: 4,918,870) were excluded from the weighted average number of
ordinary shares used in the calculation of diluted earnings per share as their effect would have been non-dilutive.
2011
$000
2010
$000
11,703
11,594
6,000
11,703
17,594
168,139
170,766
45,876
43,812
748
178
5,846
9,487
3,115
Inventories
(6,504)
(37,503)
Other assets
(1,323)
4,392
(28,100)
427
Payables
(441)
Taxation
11,335
23,678
Provisions
(14,510)
(11,485)
(2,184)
Other liabilities
Net cash from operating activities
182,438
81
612
203,923
2011
$000
2010
$000
13,784
11,987
(3,321)
(3,354)
10,463
8,633
9,174
14,117
19,637
22,750
9. RECEIVABLES
CURRENT
Amounts receivable from suppliers
Other receivables
Notes:
(i) Refunds receivable from suppliers and other debtors are non-interest bearing and are generally on 30 to 90 day terms.
(ii) Details of the effective interest rate and credit risk of current receivables are disclosed in note 31.
2011
$000
2010
$000
(3,354)
(4,420)
932
31
134
(3,321)
(3,354)
2,610
7,690
5,738
256
More than 30 days but less than 90 days overdue and not impaired
1,047
534
1,068
153
10,463
8,633
Based on the credit history of other receivables, it is expected that these amounts will be received when due.
The credit quality of all financial assets that are neither past due nor impaired is consistently monitored with reference to historical default
rates, payment history, account aging, borrower specific events, consumer credit bureau and other publicly available information so as to
identify any potential adverse changes in credit quality. The credit quality of receivables at balance date is considered satisfactory.
The Consolidated Entitys accounting policy for impairment is disclosed in note 1(p).
82
2011
$000
2010
$000
Retail inventories
288,850
282,346
288,850
282,346
14
14
12
12
12
12
Prepayments
6,911
5,380
6,911
5,380
Prepayments
189
397
189
397
10. INVENTORIES
NON-CURRENT
Forward exchange and interest rate swap contracts are designated as cash flow hedges. Information
in relation to the Consolidated Entitys exposure to forward exchange and interest rate risks are
disclosed in note 31.
12. OTHER ASSETS
CURRENT
NON-CURRENT
83
Land and
Buildings and
Leasehold
Integral Plant Improvements
$000
$000
Work in
Progress
$000
Total
$000
91,656
19,159
6,156
125,998
137,097
761,565
85,669
11,076
20,752
3,654
64,404
(104,614)
80,941
(4)
(27,735)
Computer
Fixtures
Equipment and Fittings
$000
$000
381,499
Plant and
Equipment
$000
(4,629)
462,539
(65)
24,020
(2)
(675)
3,715
(746)
(5,856)
(5,711)
(1,301)
(27,306)
1,459
(43,344)
69,137
58,155
8,507
166,136
33,942
798,416
138,556
1,139,492
At 31 July 2010
199,763
66,540
38,339
306,221
(108,107)
(47,381)
(32,183)
(180,223)
381,499
91,656
19,159
6,156
125,998
137,097
761,565
Cost
475,742
158,655
120,811
39,168
375,834
33,942
1,204,152
Accumulated depreciation
(13,203)
(89,518)
(62,656)
(30,661)
(209,698)
462,539
69,137
58,155
8,507
166,136
33,942
798,416
383,740
95,835
21,366
6,211
143,222
73,706
724,080
Additions
3,419
1,811
1,226
7,451
64,850
78,757
Cost
Accumulated depreciation
Net carrying amount
390,073
(8,574)
(1,459)
(377,927)
At 30 July 2011
(405,736)
(48)
(12)
(7)
(669)
(7,550)
(4,006)
(1,274)
(24,006)
381,499
91,656
19,159
6,156
125,998
137,097
761,565
390,073
196,425
65,247
38,319
304,228
73,706
1,067,998
(100,590)
(43,881)
(32,108)
(161,006)
383,740
95,835
21,366
6,211
143,222
73,706
724,080
390,073
199,763
66,540
38,339
306,221
138,556
1,139,492
(108,107)
(47,381)
(32,183)
(180,223)
91,656
19,159
6,156
125,998
(2,241)
(1,459)
(736)
(40,536)
At 25 July 2009
Cost
Accumulated depreciation
Net carrying amount
(6,333)
(343,918)
At 31 July 2010
Cost
Accumulated depreciation
Net carrying amount
(8,574)
381,499
84
(1,459)
137,097
(377,927)
761,565
Software
$000
Goodwill
$000
Total
$000
6,075
30,305
36,380
576
576
(2)
(2)
(2,532)
(2,532)
4,117
30,305
34,422
35,773
30,305
66,078
At 31 July 2010
Cost
(29,698)
Accumulated amortisation
Net carrying amount
(29,698)
6,075
30,305
36,380
32,925
30,305
63,230
At 30 July 2011
Cost
(28,808)
Accumulated amortisation
(28,808)
4,117
30,305
34,422
7,887
30,305
38,192
Additions
1,464
1,464
(3,276)
(3,276)
6,075
30,305
36,380
34,537
30,305
64,842
At 25 July 2009
Cost
Accumulated amortisation
(26,650)
(26,650)
7,887
30,305
38,192
Cost
35,773
30,305
66,078
Accumulated amortisation
(29,698)
At 31 July 2010
6,075
30,305
(29,698)
36,380
85
2011
$000
2010
$000
Inventory
10,838
10,885
20,601
19,929
6,073
8,410
400
376
Doubtful debts
996
1,006
8,613
12,505
507
960
15. DEFERRED TAX ASSETS AND LIABILITIES
Deferred tax assets are attributable to the following items:
Accrued expenses
Provisions for:
Employee benefits
Sales returns
(851)
8,288
8,971
423
3,023
(1,556)
2,027
78
391
54,410
68,483
Opening balance
68,483
70,680
(12,213)
Other amounts
Reconciliation of movement of deferred tax assets:
(582)
(1,860)
54,410
68,483
(1,615)
16. PAYABLES
97,794
122,518
118,635
122,011
216,429
244,529
Trade payables
86
2011
$000
2010
$000
Bank overdraft
2,943
2,945
2,943
2,945
129,000
101,000
129,000
101,000
17. INTEREST BEARING LIABILITIES
CURRENT
NON-CURRENT
Information in relation to the Consolidated Entitys exposure to interest rate risk is disclosed in note 31.
Unsecured Bank Loan
The unsecured syndicated bank loan in the form of a revolving cash advance facility was established in July 2007. The loan facility has a
single, core term tranche of $350.000 million repayable on 28 September 2012. Further information in relation to this finance facility is
disclosed in note 31.
Note
2011
$000
2010
$000
350,000
350,000
(ii)
29,600
29,600
Bank guarantee
1,024
1,360
380,624
380,960
129,000
101,000
Financing facilities
Access to the following lines of credit was available at balance date:
Total facilities
(i)
2,943
2,945
Bank guarantee
1,024
1,360
132,967
105,305
221,000
249,000
26,657
26,655
247,657
275,655
Notes:
(i) All facilities are denominated in Australian dollars, unsecured and subject to borrowing covenants, which have been met.
(ii) The overdraft and trade finance facilities are subject to annual review in February each year.
87
2011
$000
2010
$000
23,690
36,510
Sales returns
1,692
3,199
1,036
621
26,418
40,330
Employee entitlements
5,160
5,302
1,332
1,254
18. PROVISIONS
CURRENT
Employee entitlements
NON-CURRENT
534
6,492
7,090
Movement
Movement in the carrying amount of each class of provision, excluding employee benefits and Directors retirement allowance, are set
out below.
Dismantling
Sales
and
Returns Restoration
Total
$000
$000
$000
3,199
922
1,155
(10)
(109)
4,354
912
(2,429)
(2,538)
1,692
1,036
2,728
Current
1,692
1,036
2,728
Total
1,692
1,036
2,728
Sales returns
A provision is recognised for the estimated cost of sales returns, which have occurred during the year. The provision is estimated with
reference to actual sales during the period and the historical level of sales returns processed in accordance with the Consolidated
Entitys returns policy.
Dismantling and restoration
A provision is recognised in respect of existing lease contracts for the estimated present value of expenditure required to complete
dismantling and site restoration obligations under those contracts at balance date. Future dismantling and restoration costs are reviewed
annually. Any changes are reflected in the present value of the dismantling and restoration provision at the end of the reporting period.
The amount of the provision for future dismantling costs is capitalised and is amortised in accordance with the policy set out in note
1(r). The unwinding of the effect of discounting of the provision is recognised as a finance expense.
88
2011
$000
2010
$000
921
1,559
488
364
1,409
1,923
280
616
280
616
27,445
29,293
27,445
29,293
525,105
502,199
525,105
502,199
502,199
479,117
27,512
27,612
(4,743)
(4,614)
19. FINANCIAL LIABILITIES
CURRENT
Forward exchange and interest rate swap contracts are designated as cash flow hedges. Information in relation
to the Consolidated Entitys exposure to forward exchange and interest rate risks are disclosed in note 31.
20. OTHER LIABILITIES
CURRENT
NON-CURRENT
137
84
525,105
502,199
Number of shares
2011
2010
500,656,676
5,805,636
5,289,083
4,000,000
5,000,000
520,751,395
510,945,759
(8,478,674)
512,272,721
(6,330,415)
504,615,344
89
2011
$000
2010
$000
75,633
68,071
22. RESERVES
Share-based payments reserve
(986)
(1,337)
74,647
66,734
68,071
56,823
5,846
9,487
1,716
1,761
75,633
68,071
(1,337)
(1,075)
Movements:
Share based payments reserve
Balance at the beginning of the year
(87)
438
(1,259)
(986)
(1,337)
997
2011
$000
2010
$000
175,305
149,977
168,139
170,766
(157,716)
(145,438)
185,728
175,305
90
CONSOLIDATED
2011
$000
2010
$000
2011
$000
2010
$000
1,024
1,360
1,024
1,360
Indemnities
Indemnities to third parties given in the ordinary course of business
Litigation
In the ordinary course of its business, the Consolidated Entity becomes involved in litigation. Provisions and accruals have been made
for known obligations and associated costs where the existence of the liability is probable and can be reasonably measured. As the
outcomes of these matters remain uncertain, contingent liabilities exist for any amounts that ultimately become payable over and above
current provisioning and accrual levels.
Finance facilities
David Jones Finance Pty Limited, a controlled entity within the Group, is the borrower of certain finance facilities. The borrowings of
David Jones Finance Pty Limited are guaranteed by the Company and certain controlled entities.
Deed of cross guarantee
Pursuant to ASIC Class Order 98/1418 (as amended) dated 13 August 1998, the wholly-owned subsidiaries listed below are relieved
from the Corporations Act 2001 requirements for preparation, audit, and lodgement of Financial Statements and Directors Reports.
It is a condition of the Class Order that the Company and each of the participating subsidiaries enter into a Deed of Cross Guarantee.
The effect of the Deed, dated 22 March 2005, is that the Company guarantees to each creditor, payment in full of any debt in the event
of winding up of any of the subsidiaries under certain provisions of the Corporations Act. If a winding up occurs under other provisions
of the Corporations Act, the Company will only be liable in the event that, after six months, any creditor has not been paid in full. The
subsidiaries have also given similar guarantees in the event that the Company is wound up.
The subsidiaries subject to the Deed are:
David Jones Financial Services Limited;
David Jones Finance Pty Limited;
299307 Bourke Street Pty Limited; and
David Jones Properties Pty Limited.
The Company and the above subsidiaries represent a Closed Group for the purposes of the Class Order.
91
2011
$000
2010
$000
238,409
241,321
(71,281)
(71,356)
167,128
169,965
165,388
140,861
(157,716)
(145,438)
167,128
169,965
174,800
165,388
92
2011
$000
2010
$000
11,703
17,594
19,637
22,750
Inventories
288,850
282,346
14
6,911
5,380
327,101
328,084
Financial assets
Other assets
Total current assets
NON-CURRENT ASSETS
70,255
70,255
798,416
761,565
Intangible assets
24,117
26,075
54,410
68,483
189
397
947,387
926,775
1,274,488
1,254,859
287,295
314,384
2,943
2,945
18,654
22,957
Provisions
26,418
40,330
1,409
1,923
280
616
336,999
383,155
129,000
101,000
Financial assets
Property, plant and equipment
Other assets
Total non-current assets
Total assets
CURRENT LIABILITIES
Payables
Interest bearing liabilities
Financial liabilities
Other liabilities
Total current liabilities
NON-CURRENT LIABILITIES
Interest bearing liabilities
6,492
7,090
27,445
29,292
162,937
137,382
Total liabilities
499,936
520,537
Net assets
774,552
734,322
525,105
502,199
74,647
66,735
Retained earnings
174,800
165,388
Total equity
774,552
734,322
Provisions
Other liabilities
EQUITY
Contributed equity
Reserves
93
CONSOLIDATED
2011
$000
2010
$000
2011
$000
2010
$000
20,291
13,567
20,291
13,567
Later than one year but not later than five years
20,291
13,567
20,291
13,567
78,712
75,386
78,712
75,386
Later than one year but not later than five years
304,155
288,524
304,155
288,524
931,511
820,881
931,511
820,881
1,314,378
1,184,791
1,314,378
1,184,791
25. COMMITMENTS FOR EXPENDITURE
Capital expenditure commitments
Commitments for the acquisition of property, plant and equipment
contracted for at the reporting date but not recognised as a liability
in the Financial Statements, payable:
Within one year
Operating lease commitments
Future operating lease rentals payable:
Within one year
The Consolidated Entity leases retail premises and warehousing facilities. Generally, the operating lease agreements are for an average
term of 23 years and include renewal options. Under most leases, the Consolidated Entity is responsible for property taxes, insurance,
maintenance and other expenses related to the leased properties.
The operating lease commitments set out above comprise base rental payments plus agreed percentage increases.
2011
$
2010
$
591,965
645,105
591,965
645,105
26. AUDITORS REMUNERATION
During the financial year, the following fees were paid or payable for services provided
by Ernst & Young, the auditor of David Jones Limited and its Controlled Entities:
Audit services:
There were no non-audit services undertaken by the Consolidated Entitys external auditor during the financial year.
94
2011
$
2010
$
9,533,145
11,880,765
445,371
333,029
1,500,000
175,367
128,892
2,995,448
3,165,277
Total compensation
13,149,331
17,007,963
95
Name
LTI Plan
Holding at
31July 2010 1,4
Granted as
Remuneration1
Vested and
Converted
during the Year
Forfeited/
Lapsed during
the Year 2
Holding at
30 July 20111
Fair Value
of Right
(TSR)
Fair Value
of Right
(NPAT)
Number
Number
Number
Number
Number
200,000
200,000
200,000
400,000
(200,000)
(30,000)
200,000
170,000
400,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
250,000
250,000
(37,500)
212,500
250,000
3.64
3.45
3.95
3.95
173,156
(156,741)
(16,415)
1.69
3.02
519,677
519,677
692,904
(103,936)
519,677
519,677
588,968
1.63
1.59
1.61
1.82
1.82
1.82
250,000
250,000
3.45
3.95
(30,000)
200,000
170,000
400,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
(24,000)
160,000
136,000
320,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
(30,000)
200,000
170,000
400,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
(10,200)
68,000
57,800
136,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
Directors
Paul Zahra
$996,000
Stephen
Goddard1
08-10 offer
09-11 retention offer
Tranche 1
Tranche 2
Tranche 3
09-12 additional offer
Tranche 4
$780,570
Executives
Antony Karp
Karen
McLachlan
Patrick
Robinson
200,000
200,000
200,000
400,000
(200,000)
$996,000
160,000
160,000
160,000
320,000
(160,000)
$796,800
200,000
200,000
200,000
400,000
(200,000)
$996,000
Paula
Bauchinger
68,000
68,000
68,000
136,000
(68,000)
$338,640
Sacha
Laing
45,000
45,000
90,000
(13,500)
45,000
31,500
90,000
1.64
1.65
1.57
2.74
2.74
2.51
137,500
137,500
(20,625)
116,875
137,500
4.03
3.88
4.35
4.35
96
Name
Matthew
Durbin
Cate
Daniels
LTI Plan
Holding at
31July 2010 1,4
Granted as
Remuneration1
Vested and
Converted
during the Year
Forfeited/
Lapsed during
the Year 2
Holding at
30 July 20111
Fair Value
of Right
(TSR)
Fair Value
of Right
(NPAT)
Number
Number
Number
Number
Number
45,000
45,000
90,000
(6,750)
45,000
38,250
90,000
1.64
1.65
1.57
2.74
2.74
2.51
112,500
112,500
(16,875)
95,625
112,500
4.03
3.88
4.35
4.35
20,000
20,000
20,000
40,000
(20,000)
(6,000)
20,000
14,000
40,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
200,000
200,000
(30,000)
170,000
200,000
4.03
3.88
4.35
4.35
$99,600
Brett
Riddington
40,000
40,000
80,000
(12,000)
40,000
28,000
80,000
1.64
1.65
1.57
2.74
2.74
2.51
100,000
100,000
(15,000)
85,000
100,000
4.03
3.88
4.35
4.35
200,000
200,000
200,000
400,000
(200,000)
(200,000)
(200,000)
(400,000)
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
(200,000)
(200,000)
(400,000)
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
Former Executives
Damien
Eales
Colette
Garnsey
$996,000
200,000
200,000
200,000
400,000
(200,000)
$996,000
Notes:
1
The number of rights granted to each participant in the LTI Plan may not convert to an equivalent number of ordinary shares due to the non
achievement of specified financial performance and employment conditions.
2
Rights forfeited during the year includes rights forfeited due to either the employment condition or financial performance condition not being met.
3
Non-Executive Directors are not entitled to participate in the LTI Plan and therefore no holdings are disclosed.
4
T he Holding at 31 July 2010 for Executives appointed as KMP after this date, will be their holdings at the date of their appointment.
97
Name
LTI Plan
Holding at
25 July 20091
Vested and
converted
during the Year
Forfeited/
Lapsed
during the
Year 2
Holding at
31 July 2010 1
Fair Value of
Right (TSR)
Fair Value
of Right
(EPS)
Fair Value
of Right
(NPAT)
Number
Number
Number
Number
116,376
(116,376)
2.60
3.80
200,000
200,000
200,000
400,000
200,000
200,000
200,000
400,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
233,601
173,156
(233,601)
173,156
2.03
1.69
3.23
3.02
519,677
519,677
692,904
519,677
519,677
692,904
1.63
1.59
1.61
1.82
1.82
1.82
Directors2
Paul
Zahra
07-09 offer
09-12 retention offer
Tranche 1
Tranche 2
Tranche 3
Tranche 4
Stephen
Goddard
07-09 offer
08-10 offer
09-11 retention offer
Tranche 1
Tranche 2
Tranche 3
$671,490
$1,347,878
Executives
Damian
Eales
07-09 offer
09-12 retention offer
Tranche 1
Tranche 2
Tranche 3
Tranche 4
Colette
Garnsey
07-09 offer
09-12 retention offer
Tranche 1
Tranche 2
Tranche 3
Tranche 4
101,787
(101,787)
2.60
3.80
200,000
200,000
200,000
400,000
200,000
200,000
200,000
400,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
116,376
(116,376)
2.60
3.80
200,000
200,000
200,000
400,000
200,000
200,000
200,000
400,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
$587,311
$671,490
Antony
Karp
07-09 offer
09-12 retention offer
Tranche 1
Tranche 2
Tranche 3
Tranche 4
Karen
McLachlan
07-09 offer
09-12 retention offer
Tranche 1
Tranche 2
Tranche 3
Tranche 4
101,787
(101,787)
2.60
3.80
200,000
200,000
200,000
400,000
200,000
200,000
200,000
400,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
$587,311
84,822
(84,822)
2.60
3.80
160,000
160,000
160,000
320,000
160,000
160,000
160,000
320,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
$489,423
98
Name
Patrick
Robinson
LTI Plan
07-09 offer
09-12 retention offer
Tranche 1
Tranche 2
Tranche 3
Tranche 4
Holding at
25 July 20091
Vested and
converted
during the Year
Forfeited/
Lapsed
during the
Year 2
Holding at
31 July 2010 1
Fair Value of
Right (TSR)
Fair Value
of Right
(EPS)
Fair Value
of Right
(NPAT)
Number
Number
Number
Number
107,385
(107,385)
2.60
3.80
200,000
200,000
200,000
400,000
200,000
200,000
200,000
400,000
2.09
1.64
1.65
1.57
2.97
2.74
2.74
2.51
(381,737)
2.03
1.69
3.23
3.02
(1,016,370)
(1,016,370)
(1,355,160)
1.63
1.59
1.61
1.82
1.82
1.82
$619,611
Former Director
Mark
McInnes
07-09 offer
08-10 offer
09-11 retention offer
Tranche 1
Tranche 2
Tranche 3
489,850
381,737
(489,850)
1,016,370
1,016,370
1,355,160
$2,826,435
Notes:
1
The number of rights granted to each participant in the LTI Plan may not convert to an equivalent number of ordinary shares due to the non
achievement of specified financial performance and employment conditions.
2
Non-Executive Directors are not entitled to participate in the LTI Plan and therefore no holdings are disclosed.
99
Allocated
under
LTI Plan
Net change
other1
Holding at
30 July 2011
Directors
130,882
6,277
137,159
John Coates
52,587
2,184
54,771
Paul Zahra
293,926
200,000
493,926
Stephen Goddard
607,460
156,741
Reginald Clairs
188,031
521
188,552
John Harvey
35,650
9,279
44,929
Katie Lahey
22,733
518
23,251
Peter Mason
113,940
7,566
121,506
9,754
9,754
349,651
200,000
(174,641)
375,010
Karen McLachlan
87,715
160,000
(244,631)
3,084
Patrick Robinson
286,171
200,000
(284,936)
201,235
Paula Bauchinger
116,329
68,000
(58,000)
126,329
Cate Daniels
30,682
20,000
Matthew Durbin
98,437
45,000
Brett Riddington
40,000
40,000
Sacha Laing
45,000
45,000
Damian Eales
253,613
200,000
(453,613)
Colette Garnsey
22,005
200,000
(222,005)
Robert Savage
Philippa Stone
(156,741)
607,460
Executives
Antony Karp
3,032
(140,262)
53,714
3,175
Former Executives
Notes:
Net change other includes on-market purchases and sales of ordinary shares, shares acquired through the dividend reinvestment
plan, and the closing balance of Executives that have departed the Company.
100
Allocated
under
LTI Plan
Net change
other1
Holding at
31 July 2010
Directors
Robert Savage
125,782
5,100
130,882
John Coates
49,776
2,811
52,587
Paul Zahra
820,692
116,376
(643,142)
293,926
1,123,859
233,601
(750,000)
607,460
185,528
2,503
188,031
John Harvey
33,745
1,905
35,650
Katie Lahey
22,316
417
22,733
Peter Mason
107,850
6,090
113,940
9,754
9,754
1,000,303
1,674,070
(2,674,373)
751,826
101,787
(600,000)
253,613
5,629
116,376
(100,000)
22,005
Antony Karp
522,025
101,787
(274,161)
349,651
Karen McLachlan
402,739
84,822
(399,846)
87,715
Patrick Robinson
807,142
107,385
(628,356)
286,171
Stephen Goddard
Reginald Clairs
Philippa Stone
Former Director
Mark McInnes
Executives
Damian Eales
Colette Garnsey
Notes:
Net change other includes on-market purchases and sales of ordinary shares, shares acquired through the dividend reinvestment
plan, and the closing balance of Executives that have departed the Company.
101
Balance at
start of year
Granted
during
period
Forfeited
during
period
Vested and
converted
during
period
Balance at
end of year
173,156
16,415
156,741
$1.69
$3.02
2,706,000
11,000 2,695,000
$2.09
$2.97
2,718,384
438,000
2,280,384
$1.64
$2.74
2,726,000
981,030
1,744,970
$1.65
$2.74
5,502,000
876,000
4,626,000
$1.57
$2.51
Fair
Fair
value per
value per
right TSR right NPAT
hurdle
hurdle
October
2011
519,677
519,677
$1.63
$1.82
October
2011
519,677
519,677
$1.59
$1.82
October
2011
692,904
103,936
588,968
$1.61
$1.82
1 November October
2010
2012
550,000
82,500
467,500
$4.03
$4.35
650,000
650,000
$3.88
$4.35
3 December October
2010
2012
250,000
37,500
212,500
$3.64
$3.95
3 December October
2010
2012
500,000
500,000
$3.45
$3.95
09 12 Additional Retention
Tranche 3
1 August 2010 30 July 2011
The numbers disclosed above are the number of rights allocated to all participants in the plans. The actual number of shares issued
to plan participants could be lower and is dependent on the satisfaction of Company performance and the employee meeting the
employment conditions under the plan.
102
Offer Description/
Performance Period
Balance
at start
of year
Granted
during
period
Forfeited
during
period
Vested and
converted
during
period
Fair value
Balance Fair value
per right
at end
per right EPS/NPAT
of year TSR hurdle
hurdle
Date of Grant
Expiry Date
0709 Offer
Executive Directors
1 August 2006 31 July 2009
1 December
2006
31 July 2009
723,451
723,451
$2.03
$3.23
0709 Offer
1 August 2006 31 July 2009
1 March 2007
31 July 2009
1,246,134
1,246,134
$2.60
$3.80
0810
Offer Executive Directors
29 July 2007 31 July 2010
23 July 2008
31 July 2010
554,893
381,737
173,156
$1.69
$3.02
24 July 2008
October 2010
2,801,000
95,000
2,706,000
$2.09
$2.97
24 July 2008
October 2011
2,801,000
20,000
102,616
2,718,384
$1.64
$2.74
24 July 2008
October 2011
2,801,000
20,000
95,000
2,726,000
$1.65
$2.74
24 July 2008
October 2012
5,602,000
90,000
190,000
5,502,000
$1.57
$2.51
28 November
2008
October 2011
1,536,047
1,016,370
519,677
$1.63
$1.82
28 November
2008
October 2011
1,536,047
1,016,370
519,677
$1.59
$1.82
28 November
2008
October 2011
2,048,064
1,355,160
692,904
$1.61
$1.82
The numbers disclosed above are the number of rights allocated to all participants in the plans. The actual number of shares issued
to plan participants could be lower and is dependent on the satisfaction of Company performance and the employee meeting the
employment conditions under the plan.
103
2011
NUMBER
2010
NUMBER
2,851,741
1,969,585
4.98
5.77
Market price of David Jones Limited shares on the date of issue
Summary of LTI and Retention Plans
OFFER
OFFERED TO
Senior Executives
Finance Director
VESTING DATE
October 2011
PERFORMANCE MEASURES
RETESTING RULES
PLAN STATUS
104
Grant date
23 July 2008
Share price
$3.33
Dividend yield
4.90%
6.66%
Exercise price
Volatility
33%
Valuation
Valuation model used
TSR
$1.69
EPS
$3.02
Tranche 1
Tranche 2
Tranche 3
Tranche 4
Grant date
24 July 2008
24 July 2008
24 July 2008
24 July 2008
Share price
$3.44
$3.44
$3.44
$3.44
Dividend yield
7.41%
7.66%
7.66%
7.96%
6.57%
6.50%
6.50%
6.43%
Volatility
33%
33%
33%
33%
$2.97
$2.74
$2.74
$2.51
$2.09
$1.64
$1.65
$1.57
Tranche 2
Tranche 3
Tranche 1
$2.50
$2.50
Dividend yield
11.91%
11.91%
11.91%
3.5%
3.5%
3.5%
Volatility
39%
39%
39%
$1.82
$1.82
$1.82
$1.63
$1.59
$1.61
105
Tranche 3
Tranche 4
Grant date
3 December 2010
3 December 2010
Share price
$4.39
$4.39
Dividend yield
7.27%
7.45%
5.18%
4.96%
36%
36%
Volatility
Value per right NPAT
$3.95
$3.95
$3.64
$3.45
Tranche 3
Tranche 4
Share price
$4.79
$4.79
Dividend yield
6.66%
6.83%
5.00%
4.87%
Volatility
38%
38%
$4.35
$4.35
$4.03
$3.88
106
Board. Shares acquired under the offer must remain in the EESP
until the earlier of three years after allocation, or termination of
employment of the participant.
The Plan Trustee will use funds it receives from the Company
to either subscribe to a new issue of shares in the Company on
behalf of the participating employees or purchase shares on the
ASX on behalf of the participating employees. These shares will
be registered in the name of the Plan Trustee on behalf of the
EESP participants.
General division
This division was open to all full-time and permanent part-time
employees with more than twelve months continuous service
and casual employees whose service was deemed by the
Company to be more than five years continuous service. The
Company had discretion to offer shares to particular employees
with lesser periods of service. In 1995 each eligible employee
received between 500 and 5,000 shares, depending upon their
position within the Company.
Under the rules of the DESP, the Board may impose relevant
requirements, being vesting conditions and other conditions
before the participant can withdraw shares from the DESP.
Executive division
Details of the shares in each plan for the year are as follows:
ESP
Number
EESP
Number
DESP
Number
316,500
269,699
309,648
4,965
6,603
(316,500)
(15,735)
(169,120)
258,929
147,131
3.00
3.00
3.00
776,787
441,393
136,860
(136,860)
107
Class of Share
Interest Held
2011
2010
%
%
(i)
Subsidiaries:
Aherns Holdings Pty Ltd (investor)
Aherns (Suburban) Pty Ltd (retailer)
Akitin Pty Limited (investor)
Helland Close Pty Ltd (liquor licence holder)
299-307 Bourke Street Pty Ltd (property owner)
David Jones Credit Pty Limited (investor)
John Martin Retailers Pty Limited (non-operating)
David Jones Financial Services Limited (financial services)
David Jones Insurance Pty Limited (financial services)
David Jones Finance Pty Limited (finance company)
David Jones (Adelaide) Pty Limited (investor)
Buckley & Nunn Pty Limited (investor)
David Jones Properties (South Australia) Pty Limited (investor)
David Jones Properties (Victoria) Pty Limited (property owner)
David Jones Properties (Queensland) Pty Limited (property owner)
Speertill Pty Ltd (liquor licence holder)
David Jones Properties Pty Limited (property owner)
David Jones Employee Share Plan Pty Limited (corporate trustee)
David Jones Share Plans Pty Limited (corporate trustee)
(ii)
(iii)
(iv)
(v)
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
Notes:
(i) David Jones Limited is the ultimate parent entity.
(ii) All subsidiaries are incorporated in Australia and carry on business in their country of incorporation.
(iii) Issued capital is owned by Aherns Holdings Pty Ltd.
(iv) Issued capital is owned by David Jones Finance Pty Limited.
(v) Issued capital of the entity is owned 50% by David Jones Limited and 50% by David Jones Properties (South Australia) Pty Limited.
108
109
2011
%
2010
$000
2010
%
Net debt
120,240
13.3
86,351
10.4
Equity
785,480
86.7
744,238
89.6
Capital employed
905,720
100.0
830,589
100.0
Gearing Ratio
The Company utilises its Dividend Reinvestment Plan to assist with raising equity for the expansion of its retail store portfolio.
The Companys policy for dividend payments to shareholders is to maintain a payout ratio of not less than 85% of profit after tax. Franking
credits available for distribution after 30 July 2011 are estimated to be $43.021 million (following payment of the 2011 final dividend).
110
CARRYING AMOUNT
FAIR VALUE
2011
$000
2010
$000
2011
$000
2010
$000
11,703
17,594
11,703
17,594
Receivables
19,637
22,750
19,637
22,750
14
14
12
12
12
12
31,352
40,370
31,352
40,370
216,429
244,529
216,429
244,529
18,654
22,957
18,654
22,957
2,943
2,945
2,943
2,945
129,000
101,000
128,648
97,127
921
1,559
921
1,559
488
364
488
364
368,435
373,354
368,083
369,481
Financial Assets
Significant accounting policies in relation to the financial assets and financial liabilities are disclosed in note 1. Unless otherwise stated,
allcalculations and methodologies are unchanged from prior reporting periods.
A description of each of the fundamental sources of risk recognised by the Consolidated Entity is summarised in sections (a) to (d) of
this note.
111
Level 1
$000
Level 2
$000
Level 3
$000
Total
$000
12
12
12
12
2011
Financial Assets
Financial Liabilities
Forward exchange contracts
921
921
488
488
1,409
1,409
14
14
12
12
26
26
1,559
1,559
364
364
1,923
1,923
2010
Financial Assets
Financial Liabilities
112
11,703
11,703
11,703
11,703
N/A
Financial Liabilities
2,943
2,943
10.21
129,000
129,000
5.36
131,943
131,943
6,000
11,594
17,594
6,000
11,594
17,594
Bank overdraft
2010
Financial Assets
4.50
Financial Liabilities
Bank overdraft
2,945
2,945
5.10
101,000
101,000
5.30
103,945
103,945
2011
$000
(1,319)
1,319
Equity
2011
$000
2010
$000
(979)
717
663
979
(688)
(684)
2010
$000
A sensitivity interval of 100bps has been selected based on an analysis of historical rates and market expectations of the direction of
future interest rates in Australia. A 100bps upward shift would move short term interest rates at balance date from 5.36 % to 6.36 %
(2010: 5.30% to 6.30%), and from 5.36 % to 4.36 % for an equivalent downward shift (2010: 5.30% to 4.30%). This sensitivity interval
of 100bps is considered reasonable in view of the current volatility in the financial markets.
113
AUSTRALIAN DOLLAR
EQUIVALENT
2011
2010
2011
$000
2010
$000
Buy Euros
0.7216
0.6380
15,086
23,921
1.0327
0.8312
4,737
3,221
7.7557
6.8209
97
134
0.6269
0.5898
469
412
20,389
27,688
As these contracts are hedging firm purchase commitments, any unrealised gains and losses on the contracts, together with the cost of
the contracts, will be recognised in the Financial Statements at the time the underlying transaction occurs. The mark to market loss on
the contracts at balance date was $0.920 million (2010: $1.545 million loss).
The Consolidated Entity also enjoys a natural hedge for adverse foreign currency fluctuations relating to the purchase of imported
goods through its ability to set the retail price of this merchandise.
Foreign currency exchange rate sensitivity analysis
The table below shows the effect on both the profit before tax and equity if foreign exchange rates at balance date had been 10%
higher or lower with all other variables remaining constant.
2011
$000
Equity
2010
$000
2011
$000
2010
$000
81
62
(1,748)
(2,337)
(99)
(76)
2,140
2,859
A sensitivity interval of 10% is considered reasonable based on an analysis of historical exchange rate movements over the last five
years, and expectations of potential future movements in exchange rates.
114
115
06
Months
$000
6 12
Months
$000
Over 1
to 5 Years
$000
Total
$000
216,429
216,429
Bank overdraft
3,070
3,070
3,488
3,451
130,138
137,077
15,567
4,822
20,389
97
252
139
488
238,651
8,525
130,277
377,453
244,529
244,529
Bank overdraft
3,008
3,008
2,700
2,656
107,221
112,577
15,088
12,601
27,689
364
364
265,325
15,257
107,585
388,167
2011
Financial Liabilities
Payables
2010
Financial Liabilities
Payables
The cash flows presented above are contractual and calculated on an undiscounted basis. They are based on interest rates at balance
date and may not therefore reconcile to the carrying amounts shown in the Statement of Financial Position. The foreign exchange
and interest rate swap contracts are classified as being effective hedging instruments and therefore all cash flow movements will be
recognised in the Statement of Financial Position.
116
2011
$000
2010
$000
163,216
166,978
351
(262)
163,567
166,716
326,733
320,597
1,308,943
1,282,236
Current liabilities
524,854
532,105
Total liabilities
558,791
568,488
525,105
502,199
75,633
68,071
(644)
(1,082)
Retained earnings
150,059
144,560
Total Equity
750,153
713,748
117
directors declaration
(i) giving a true and fair view of the Consolidated Entitys financial position as at 30 July 2011 and of its performance for the year
ended on that date; and
(ii) complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and Corporations
Regulations 2001.
(b) the Financial Statements and notes also comply with International Financial Reporting Standards as disclosed in note 1(b).
(c) there are reasonable grounds to believe that the Consolidated Entity will be able to pay its debts as and when they become due
and payable.
(d) As at the date of this declaration, there are reasonable grounds to believe that the members of the Closed Group identified in
note 24 will be able to meet any obligations or liabilities to which they are or may become subject to by virtue of the Deed of
Cross Guarantee.
(e) This declaration has been made after receiving the declarations required to be made to the Directors in accordance with Section
295A of the Corporations Act 2001 for the financial year ending 30 July 2011.
Signed in accordance with a resolution of the Directors:
Robert Savage
Chairman
Paul Zahra
Executive Director and Chief Executive Officer
118
Graeme McKenzie
Partner
119
1 20
Auditors Opinion
In our opinion:
1. the financial report of David Jones Limited is in accordance with the Corporations Act 2001, including:
i giving a true and fair view of the consolidated entitys financial position as at 30 July 2011 and of its performance
for the 52 weeks ended on that date; and
ii complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the
Corporations Regulations 2001.
2. the financial report also complies with International Financial Reporting Standards as issued by the International Accounting
Standards Board.
Report on the Remuneration Report
We have audited the Remuneration Report included in pages 40 to 59 of the directors report for the 52 weeks ended 30 July 2011.
The directors of the company are responsible for the preparation and presentation of the Remuneration Report in accordance with
section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit
conducted in accordance with Australian Auditing Standards.
Auditors Opinion
In our opinion the Remuneration Report of David Jones Limited for the 52 weeks ended 30 July 2011, complies with section 300A
of the Corporations Act 2001.
Graeme McKenzie
Partner
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shareholder information
As at 28 September 2011
David Jones Limited and its controlled entities
Current shareholder information is available on the Companys website which is updated regularly.
TOP 20 ORDINARY SHAREHOLDERS
SHAREHOLDER
NUMBER OF SHARES
92,885,455
17.84
46,537,175
8.94
38,218,598
7.34
11,632,484
2.23
4,201,571
0.81
3,975,387
0.76
3,426,706
0.66
3,033,073
0.58
DAVID JONES SHARE PLANS PTY LTD <DAVID JONES INCENTIVE PLAN>
2,805,717
0.54
2,762,635
0.53
2,691,668
0.52
2,367,398
0.45
13 STEPHEN GODDARD
2,235,557
0.43
2,046,100
0.39
1,998,678
0.38
1,442,542
0.28
1,330,700
0.26
875,092
0.17
19 PAUL ZAHRA
863,926
0.17
862,553
0.16
226,193,015
43.44
The 20 largest ordinary shareholders hold 43.44% of the ordinary shares of the Company.
1 22
shareholder information
As at 28 September 2011
David Jones Limited and its controlled entities
SUBSTANTIAL SHAREHOLDINGS
Substantial Shareholder Notices received up to 28 September 2011
Ordinary
Shares
Extent of
Interest
Date of Last
Notification
31,520,094
6.05%
07.02.11
26,780,739
5.14%
16.08.11
26,335,961
5.06%
14.09.11
Holders of
Ordinary Shares
as at
1 October 2010
1 1000
13,346
13,035
1,001 5,000
47,611
49,732
5,001 10,000
7,224
7,035
10,001 100,000
4,161
3,863
136
130
72,478
73,795
2,958
1,691
1 23
corporate directory
Telephone
(02) 9266 5544
Facsimile
SHARE REGISTRY
Telephone
1800 652 207 Toll Free
WEBSITE
Facsimile
www.davidjones.com.au
COMPANY SECRETARY
www.computershare.com
Shareholders can access information and services relevant to
their holding, including dividend payment history details, from
theDavid Jones website under For Investors.
Anyone can visit the Share Registry website to access a range
of information about David Jones including the closing price
of DavidJones shares, graphs showing market prices over a
requested period and graphs showing volumes traded over a
requested period. Shareholders can register their email address
through the Share Registry website to receive shareholder
communications electronically.
STOCK EXCHANGE
David Jones Limited is listed on the ASX.
The Home Exchange is Sydney.
1 24
PRODUCTION BY SPATCHURST.COM.AU
PE FC/ xx-xx-xx
Promoting Sustainable
Forest Management
2011
ANNUAL
REPORT
DAVID JONES LIMITED ABN 75 000 074 573 ACN 000 074 573
29/09/11 6:08 PM